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/raid1/www/Hosts/bankrupt/TCR_Public/070906.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, September 6, 2007, Vol. 11, No. 211 Headlines ACCEPTANCE INSURANCE: Exclusive Plan Filing Moved to January 2008 AELTUS CBO: Fitch Junks Rating on $41.06 Million Senior Notes AEROFLEX INC: Moody's Affirms B3 Corporate Family Rating AGCO CORP: Opens Headquarter in Schaffhausen, Switzerland AIR NEW: Moody's Holds "Ba1" Senior Unsecured Issuer Rating ALLIED WASTE: Completes $86 Million Sale Deal with Veolia ES AMERICAN CAMSHAFT: Asked to Explain Why Case Should Stay in Ch. 11 AMERICAN TOWER: Moody's Rates New $500 Million Term Loan at Ba1 AMERICAN TOWER: S&P Rates $500 Mil. Senior Loan Facility at BB+ AQUA DULCE: Voluntary Chapter 11 Case Summary AVADO BRANDS: Files for Chapter 11 Protection in Delaware BANK OF QUEENSLAND: Moody's Holds C Bank Financial Strength Rating BEAR STEARNS: Court Denies Ch. 15 Case, Says Funds are U.S.-Based BEAR STEARNS: Investors Want Bear Stearns Out of HGEL Funds BEAR STEARNS: Moody's Cuts Rating on Class M-8 Certificates to B3 CALPINE CORP: Wants to Assume California Water Department Accord CALPINE CORP: Wants Court Approval on Oxford Settlement Agreement CHAPARRAL STEEL: FCO of Germany Clears Gerdau Ameristeel Merger CHARTER COMM: June 30 Balance Sheet Upside-Down by $6.8 Billion COMM 2006-C7: Fitch Holds Low-B Ratings on Six Cert. Classes COMPTON PETROLEUM: Inks Pact for $270 Mil. Sale of Worsley Assets CRICKET COMMS: Leap Deal Cues Moody's "Developing" Rating Outlook CWMBS: High Collateral Losses Prompt Moody's Ratings Downgrade DANA CORP: Wants Court Approval on Chrysler Settlement Agreement DANA CORP: Wants Court Nod on the Ford Commercial Agreements DRESSER-RAND: S&P Rates $500 Mil. Sr. Revolving Facility at "BB-" DURA AUTOMOTIVE: Names Tim Trenary as Chief Financial Officer DURA AUTOMOTIVE: Insight Equity Acquires Atwood Mobile Products ECV DEVELOPMENT: Section 341(a) Meeting Scheduled for September 17 EL PASO: Affiliate Registers IPO of 25 Million Common Units ENCORE ACQUISITION: Affiliate Commences IPO of 9 Mil. Common Units ENZON PHARMA: June 30 Balance Sheet Upside-Down by $56.8 Million FEDERAL-MOGUL: 40 Plan Objections Filed as of August 21 FENTON'S OFFICE: Case Summary & 20 Largest Unsecured Creditors FORNEY LAND: Voluntary Chapter 11 Case Summary FRENCH LICK: Credit Pact Amendment Cues S&P to Hold Junk Rating FRIENDSHIP VILLAGE: S&P Lowers Debt Rating to BB+ from BBB- GATEWAY ACCESS: Taps Tighe Patton as Special Counsel GEOKINETICS INC: Names Jim White & Lee Parker as Exec. Officers GERDAU AMERISTEEL: Gets FCO's OK on Chaparral Steel Merger Deal GIBRALTAR INDUSTRIES: S&P Holds BB Rating and Revises Outlook GREAT LAND: Voluntary Chapter 11 Case Summary HANCOCK FABRICS: Wants Court Approval on CoStar License Agreement HANCOCK FABRICS: Court Approves Burr Pilger as Auditor HYLAND SOFTWARE: Reduced Debt Levels Cue S&P to Lift Rating to B+ INNOVATIVE CLINICAL: Board of Directors OKs Plan of Liquidation INTEGRA TELECOM: Closes Eschelon Telecom Acquisition IRIDIUM OPERATING: Judge Peck Rules in Favor of Motorola JP MORGAN: S&P Affirms Low-B Ratings on Six Cert. Classes JTS/SIMMS: Case Summary & 15 Largest Unsecured Creditors KARA HOMES: Case Summary & 777 Largest Unsecured Creditors KIDSPEACE INC: Moody's Lifts Rating on Series 1998 Bonds to "Ba3" KNOLL INC: Paying $0.11/Share Cash Dividend on Sept. 28 LEAP WIRELESS: Gets Stock-for-Stock Merger Offer from MetroPCS MERRILL LYNCH: Low Debt Enhancement Levels Cue Moody's B1 Rating METROPCS COMMS: Proposes to Merge with Leap Wireless METROPCS WIRELESS: Leap Deal Cues Moody's to Shift Outlook to Del. MOMENTUM CAPITAL: S&P Puts "BB" Prelim. Rating on $9.15 Mil. Notes MORGAN STANLEY: Moody's Rates $31.5 Million Class L Certs. at Ba1 MOVIE GALLERY: Noteholders Moves Forbearance Period to Sept. 30 NATIONAL RETAIL: Prices $250MM Public Offering of Unsec. Notes NAVISTAR INT'L: David D. Harrison Joins Board of Directors NEW COMMUNITY: Voluntary Chapter 11 Case Summary NEWCOMM WIRELESS: Court Sets Oct. 5 Confirmation Hearing NORTHCORE TECH: Generates $1.65 Million from Rights Offering NOVASTAR FINANCIAL: Cancels Shareholder Rights Offering PATH SARTHI: Case Summary & Largest Unsecured Creditor PAWTUXET VALLEY: Voluntary Chapter 11 Case Summary PENNSYLVANIA NAT'L: Moody's Holds "Ba1" Rating on Surplus Notes PITTSBURGH IRISH: Voluntary Chapter 11 Case Summary PLANET TECH: Inks Pact to Buy Antigen Labs' $10 Million Equity PROGRESSIVE LAND: Case Summary & Largest Unsecured Creditor QUALITY HOME: Sells 100% Stake to Entrepreneur Michael Klein ROWE COS: U.S. Trustee Says Disclosure Statement is Inadequate SELECT CAR: Case Summary & 20 Largest Unsecured Creditors SHEARSON FINANCIAL: Earns $176,753 in Quarter Ended June 30 SOLO CUP: Fitch Affirms Junk Rating on Senior Subordinated Notes ST. JOHN'S: Case Summary & Two Largest Unsecured Creditors SWEET TRADITIONS: KK Franchisee Files for Chapter 11 in Illinois SWEET TRADITIONS: Case Summary & 20 Largest Unsecured Creditors THOMAS HAMMONS: Case Summary & 17 Largest Unsecured Creditors THOMPSON & WALTERS: Plan Confirmation Hearing Set on September 27 TSG INC: Court OKs $5.8 Mil. DIP Financing from Valliance Bank TSG INC: Court Further Extends Use of Cash Collateral TSG INC: $5.7 Mil. Rural Hospital Asset Sale Deal Gets Court Okay VISTEON CORP: Completes Sale of Powertrain Business in India WAMU MORTGAGE: Moody's Junks Rating on Class I-B-5 Certificate WEIGHT WATCHERS: Paying $0.175/Share Cash Dividend on Oct. 12 WRR INC: Case Summary & 20 Largest Unsecured Creditors * Fitch Assigns Issuer Ratings on Native American Gaming Sector * Chapter 11 Cases with Assets & Liabilities Below $1,000,000 ********* ACCEPTANCE INSURANCE: Exclusive Plan Filing Moved to January 2008 ----------------------------------------------------------------- The United States Bankruptcy Court for the District of Nebraska further extended Acceptance Insurance Companies Inc.'s exclusive periods to: a. file a Chapter 11 plan through Jan. 31, 2008; and b. solicit acceptances of that plan until March 31, 2008. The Debtors' exclusive period to file a plan expired on Aug. 9, 2007. The Debtor tells the Court that it needs more time to complete the liquidation of its subsidiary, and one of its principal assets, Acceptance Insurance Company, for the benefit of the creditors. The Official Committee of Unsecured Creditors supports the Debtor's request to have its exclusive periods further extended. Headquartered in Council Bluffs, Iowa, Acceptance Insurance Companies Inc. -- http://www.aicins.com/-- owns, either directly or indirectly, several companies, one of which is an insurance company that accounts for substantially all of the business operations and assets of the corporate groups. The company filed for chapter 11 protection on Jan. 7, 2005 (Bankr. D. Nebr. Case No. 05-80059). The Debtor's affiliates -- Acceptance Insurance Services Inc. and American Agrisurance Inc. -- each filed chapter 7 petitions (Bankr. D. Nebr. Case Nos. 05-80056 and 05-80058) on Jan. 7, 2005. John J. Jolley, Esq., at Kutak Rock LLP, represents the Debtor in its restructuring efforts. Lawyers at McGrath North Mullin & Kratz, PC LLO represent the the Official Committee of Unsecured Creditors in Acceptance Insurance's case. When the Debtor filed for protection from its creditors, it listed $33,069,446 in total assets and $137,120,541 in total debts. AELTUS CBO: Fitch Junks Rating on $41.06 Million Senior Notes ------------------------------------------------------------- The rating assigned to these class of notes issued by Aeltus CBO II, Ltd. remains unchanged by Fitch: -- $41,062,491 second priority senior notes remain at 'C/DR6'. Aeltus II is a collateralized debt obligation managed by ING Capital Advisors which closed Aug. 5, 1997. The portfolio is currently composed of high yield and emerging market bonds. Since Fitch's last review, the second priority overcollateralization test has continued to fail. In September 2006, Aeltus II experienced an event of default and the holders elected to accelerate the maturity of the notes by selling and liquidating the collateral. Principal proceeds continue to be used to pay interest and redeem the outstanding balance on the second priority senior notes. However, the remaining collateral balance is insufficient to allow the second priority senior notes to be paid in full. AEROFLEX INC: Moody's Affirms B3 Corporate Family Rating -------------------------------------------------------- In connection with the closing of Aeroflex Incorporated's leveraged buyout on Aug. 15, 2007, the capital structure of the transaction was altered from what was previously advised to Moody's. The senior secured first lien revolver was downsized to $50 million from $60 million. The senior secured first lien term loan was upsized by $25 million, for a total term loan amount of $525 million, and transformed into two tranches consisting of a $400 million "first-out" tranche and $125 million "first-loss" tranche. The company cancelled the $370 million senior subordinated notes and instead entered into a $225 million unrated senior unsecured bridge loan and a $120 million senior subordinated PIK loan facility. The preferred equity contribution of $372 million from the private equity sponsors remains unchanged. As discussed in the June 25, 2007 press release, the previously assigned ratings were subject to review of final documentation and no material change in the terms and conditions of the transaction. In light of the aforementioned capital structure changes, Moody's affirmed Aeroflex's B3 corporate family rating, withdrew the rating on the senior secured first lien term loan, upgraded the rating on the senior secured first lien revolver to Ba3 from B1 and assigned a Ba3 rating to the first-out senior secured term loan. The one-notch upgrade of the revolver and Ba3 rating assigned to the first-out term loan tranche of the credit facility reflect the lower loss-given-default point estimate (21% from 27%), the senior position of this debt tranche in Aeroflex's capital structure, and the new "first-out" feature which mandates that interest and principal on the revolver and term loan be paid in full prior to the "first-loss" senior secured term loan in a default scenario. Moody's also assigned a B3 rating to the $125 million "first-loss" tranche of the credit facility. All secured debt tranches benefit from the same all-asset pledge and full guarantees of existing and future wholly-owned domestic subsidiaries. Finally, Moody's withdrew the rating on the senior subordinated notes and assigned a Caa2 rating to the $120 million senior subordinated PIK loan facility. The outlook remains positive. These ratings were upgraded: -- $50 Million Senior Secured First Lien Revolver due 2013 to Ba3 (LGD-2, 21%) from B1 (LGD-2, 27%) These ratings/assessments were assigned: -- $400 Million (First-Out) Senior Secured Term Loan due 2014 -- Ba3 (LGD-2, 21%) -- $125 Million (First-Loss) Senior Secured Term Loan due 2014 -- B3 (LGD-4, 56%) -- $120 Million Senior Subordinated PIK Loan Facility due 2015 -- Caa2 (LGD-6, 94%) These ratings/assessments were withdrawn: -- $500 Million Senior Secured First Lien Term Loan Revolver due 2014 -- B1 (LGD-2, 27%) -- $370 Million Senior Subordinated Notes due 2017 -- Caa2 (LGD-5, 83%) These ratings were affirmed: -- Corporate Family Rating -- B3 -- Probability of Default Rating -- B3 -- Speculative Grade Liquidity Rating -- SGL-2 Headquartered in Plainview, New York, Aeroflex Incorporated is a specialty provider of microelectronics and test and measurement products to the aerospace, defense, wireless, broadband and medical markets. AGCO CORP: Opens Headquarter in Schaffhausen, Switzerland --------------------------------------------------------- AGCO Corporation has opened a new European headquarters in Schaffhausen, Switzerland. "AGCO is following an aggressive growth strategy and the new headquarters, in the very heart of Europe, will manage and control key strategic initiatives to continue our global growth strategy," Gary Collar, senior vice president and general manager Europe, Africa, Middle East and East Asia Pacific, commented. The new offices will serve as a center for the management of the company's business throughout the EAME and EAPAC region. Duluth, Georgia will remain the worldwide headquarters of the company. "The strategic management of AGCO EAME (Europe, Africa, Middle East) will work under one roof to enhance and facilitate the exchange of ideas, best practices and implementation of pan- European processes,"Hubertus Muehlhaeuser, senior vice president, strategy & integration, explained. "In this way, AGCO's organic growth strategy is driven forward. Decisions can be taken quicker and the rapid implementation of strategic projects is facilitated. The European headquarters will reinforce the efficiency and competitiveness of the company." A pillar of this strategy is the positioning of AGCO's brand portfolio. The four core brands Fendt, Massey Ferguson, Valtra and Challenger must complement each other in different areas to realize synergies and to increase the level of cooperation among the AGCO family of brands. The responsible brand managers will coordinate their activities in the new AGCO offices. The European headquarters will be located in Schaffhausen in Switzerland. Geographically in the heart of Europe, Switzerland offers an excellent business infrastructure. Employees will begin relocating to the new headquarters during 2007, with all key business functions being handled from this office by 2010. About AGCO Corporation Headquartered in Duluth, Georgia, AGCO Corporation (NYSE: AG) -- http://www.agcocorp.com/-- is a manufacturer of agricultural equipment and related replacement parts. Founded in 1990, AGCO offers a product line including tractors, combines, hay tools, sprayers, forage, tillage equipment and implements, which are distributed through more than 3,200 independent dealers and distributors in more than 140 countries worldwide. AGCO products include well-known brands: AGCO(R), Challenger(R), Fendt(R), Gleaner(R), Hesston(R), Massey Ferguson(R), New Idea(R), RoGator(R), Spra-Coupe(R), Sunflower(R), Terra-Gator(R), Valtra(R), and White(TM) Planters. AGCO provides retail financing through AGCO Finance. * * * AGCO Corporation's probability of default and long term corporate family ratings carry Moody's "Ba2" in September 2006. These ratings hold to this date. AIR NEW: Moody's Holds "Ba1" Senior Unsecured Issuer Rating ----------------------------------------------------------- Moody's Investors Service affirmed Air New Zealand Limited's Ba1 senior unsecured issuer rating. At the same time, it has changed the outlook on the rating to positive from stable. "The change in outlook reflects the strengthening in Air Neq Zealand's credit profile as evidenced by its strong results for FY2007, success in repositioning its fleet, and the sound progress in the consolidation of its cost structure" says Ian Lewis, a Moody's VP/Senior Analyst. "Air New Zealand continues to grow passenger volumes, load and RASK (Revenue Available Seat Kilometres) in its core domestic operations and across key international routes," says Mr. Lewis, adding, "The airline's labour and fuel efficiencies together with moderate fleet age underpin a sound and consistent EBITDA margin". "While leverage and debt service coverage suggest it is exposed to shocks inherent in the airline industry, this situation is mitigated by its solid liquidity position, including debt that is 76% covered by cash balances," says Mr. Lewis, who is also lead analyst for the company. The positive outlook incorporates Moody's expectation that Air New Zealand will continue to enjoy a strong and stable operating profile in the face of enhanced competitive pressures. Further upward pressure on the rating could emerge if Air New Zealand applies free cash flow towards debt reduction (or in lieu of scheduled debt reduction retains free cash flow) following the completion of the heavy spending portion of its capital cycle. Adjusted debt to EBITDA below 4x, and EBIT/Interest coverage at 3x or above, while maintaining its EBITDA margin above 20%, would indicate such pressure was present. On the other hand, the outlook could return to stable should evidence emerge of cash to book debt beginning to fall below 80%. In addition, the rating may be negatively affected by increased competition in key markets, leading to profit margin erosion. This situation could be indicated by the EBITDA margin trending down towards 15%, RCF/Total Debt less than 15%, and Debt/EBITDA greater than 6x. Air New Zealand, based in Auckland, is New Zealand's flag air carrier, with domestic and international passenger and freight operations, and an aviation engineering business. ALLIED WASTE: Completes $86 Million Sale Deal with Veolia ES ------------------------------------------------------------ Allied Waste Industries Inc. has completed its transaction with Veolia ES Solid Waste Inc. in which it has sold to Veolia certain solid waste landfill and collection assets in the east-central and southeastern United States for $86 million. The assets include collection and disposal operations in Claypool and Warsaw, Indiana, eastern Kentucky, south-central Georgia and, pending final municipal approval expected in mid-September, in southern Illinois. These operations include 6 hauling companies, 2 transfer stations and 5 landfills. In conjunction with the completion of the transaction, Allied Waste expects to record a non-cash charge, primarily related to goodwill, in the range of $40 million to $45 million. Based in Scottsdale, Arizona, Allied Waste Industries Inc. -- http://www.alliedwaste.com/and http://www.disposal.com/-- (NYSE: AW) provides waste collection, transfer, recycling, and disposal services for residential, commercial, and industrial customers in over 100 major markets spanning 37 states and Puerto Rico. The company has 24,000 employees. * * * As reported in the Troubled Company Reporter on May 14, 2007, Fitch Ratings has upgraded the issuer default ratings on Allied Waste Industries Inc. to 'B+' from 'B'. AMERICAN CAMSHAFT: Asked to Explain Why Case Should Stay in Ch. 11 ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Eastern District of Michigan gave American Camshaft Specialties Inc. until Sept. 21, 2007, to explain why its case should not be dismissed or converted into a Chapter 7 liquidation, Bill Rochelle of Bloomberg News reports. According to the report, the Debtor failed to file a plan on the Aug. 7 deadline, sought an extension until Aug. 31, and later withdrew the motion. The source relates that in July 2007, the Official Committee of Unsecured Creditors sought Chapter 7 conversion of the case contending that the approved $5.5 million sale of the Debtor's assets would not be enough to reorganize the business. American Camshaft Specialties Inc. is located at the southwest corner of M-45 and U.S. 31, includes two plants -- ACS Grand Haven, which is solely owned by Asimco Technologies, and a joint venture between Nippon Piston Ring and ACS Inc. Asimco Technologies -- http://www.asimco.com/-- is headquartered in Beijing, China, and produces a wide range of power train, chassis and diesel fuel injection products for light duty and commercial vehicle applications. Asimco assembles semi-fully finished cast, steel and assembled camshafts. Aside from its U.S. operations, Asimco has 18 manufacturing facilities and 52 sales offices in China and one regional office in Europe and Japan. Asimco's major customers are automotive-based, such as DaimlerChrysler, Ford, GM, Cummins and CAT. American Camshaft and three other U.S. affiliates filed for chapter 11 protection on Dec. 9, 2006 (Bankr. E.D. Mich. Lead Case No. 06-58298). Christopher A. Grosman, Esq., and Robert A. Weisberg, Esq., at Carson Fischer, P.L.C., represent the Debtors. Lawyers at Schafer and Weiner PLLC represent the Official Committee of Unsecured Creditors. When the Debtors filed for protection from their creditors they listed estimated assets and debts between $10 million and $50 million. AMERICAN TOWER: Moody's Rates New $500 Million Term Loan at Ba1 --------------------------------------------------------------- Moody's Investors Service assigned a Ba1 rating to American Tower Corporation's new $500 million 5 year senior unsecured term loan, the proceeds of which will be used to reduce outstanding amounts under its existing $1.25 billion senior unsecured revolving bank facility by $450 million and the remainder for general corporate purposes. The transaction will modestly strengthen the company's already very good liquidity position, while other fundamental key credit considerations remain unchanged. Accordingly, Moody's affirmed AMT's Ba1 corporate family, Ba1 senior unsecured and SGL-1 liquidity ratings. The long term ratings reflect a Ba1 probability of default rating and loss-given-default assessment of LGD 4, 55%. The outlook remains stable. Ratings Assigned: American Tower Corporation -- Senior Unsecured Bank Credit Facility, Ba1 LGD4, 55% AMT's Ba1 corporate family rating reflects Moody's expectation that the fundamentals of the wireless tower sector are likely to remain favorable through the next several years and AMT's good market position will enable its strong earnings and cash flow momentum to continue. The rating also considers the company's single industry focus and relatively small scale although recognizes that much of its revenues are contractually derived from its relationships with the largest national wireless operators across the U.S. Finally, the rating reflects Moody's view that AMT is likely to direct its growing free cash flow to shareholders via share buy backs over the next few years, targeting adjusted leverage towards 6x. Based in Boston, American Tower Corporation is a wireless tower operator. AMERICAN TOWER: S&P Rates $500 Mil. Senior Loan Facility at BB+ --------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'BB+' rating to Boston-based American Tower Corp.'s $500 million senior term loan facility. Proceeds of this unsecured bank loan will be used to refinance existing debt, for working capital needs, and for general corporate purposes. At the same time, S&P affirmed the existing ratings on the company, including the 'BB+' corporate credit rating. The outlook is stable. "Since the new term loan will largely be used to refinance existing debt, the company's financial profile is expected to remain unchanged," said Standard & Poor's credit analyst Catherine Cosentino. The ratings on American Tower reflect the promising prospects of its wireless tower leasing business, which is expected to generate increasingly stronger levels of net free cash flow after capital expenditures. Despite these very favorable business-risk characteristics, which are indicative of an investment-grade business-risk profile, ratings are constrained by the company's aggressive financial policy. The company completed its $750 million stock repurchase plan in February 2007, and a more recently authorized $1.5 billion share repurchase plan is expected to be carried out through February 2008. Management has also indicated that it is targeting a debt to EBITDA ratio of 4x-6x, or in the mid-5x to 8x area, after adjustment. The cash flows generated by its business have a fairly high degree of stability, given the long-term nature of the carrier contracts and high contract renewal rates. The high operating leverage of the business also contributes to extremely healthy tower gross profit and overall EBITDA ston-based American Tower Corp.'s $500 million senior term loan facility. Proceeds of this unsecured bank loan will be used to refinance existing debt, for working capital needs, and for general corporate purposes. At the same time, S&P affirmed the existing ratings on the company, including the 'BB+' corporate credit rating. The outlook is stable. "Since the new term loan will largely be used to refinance existing debt, the company's financial profile is expected to remain unchanged," said Standard & Poor's credit analyst Catherine Cosentino. The ratings on American Tower reflect the promising prospects of its wireless tower leasing business, which is expected to generate increasingly stronger levels of net free cash flow after capital expenditures. Despite these very favorable business-risk characteristics, which are indicative of an investment-grade business-risk profile, ratings are constrained by the company's aggressive financial policy. The company completed its $750 million stock repurchase plan in February 2007, and a more recently authorized $1.5 billion share repurchase plan is expected to be carried out through February 2008. Management has also indicated that it is targeting a debt to EBITDA ratio of 4x-6x, or in the mid-5x to 8x area, after adjustment. The cash flows generated by its business have a fairly high degree of stability, given the long-term nature of the carrier contracts and high contract renewal rates. The high operating leverage of the business also contributes to extremely healthy tower gross profit and overall EBITDA margins, which totaled 76% and 63%, respectively, for the second quarter of 2007, excluding $3.6 million of recurring quarterly interest income from TV Azteca, the Mexican TV broadcast operator with which American Tower has a communications tower venture. These high profit metrics, however, are partially offset by the company's aggressive financial profile, which incorporates anticipated material levels of stock repurchases, and a debt to 2007 second-quarter EBITDA of 4.2x, excluding operating lease adjustments and noncash stock compensation expense (5.7x, including operating lease adjustments). margins, which totaled 76% and 63%, respectively, for the second quarter of 2007, excluding $3.6 million of recurring quarterly interest income from TV Azteca, the Mexican TV broadcast operator with which American Tower has a communications tower venture. These high profit metrics, however, are partially offset by the company's aggressive financial profile, which incorporates anticipated material levels of stock repurchases, and a debt to 2007 second-quarter EBITDA of 4.2x, excluding operating lease adjustments and noncash stock compensation expense 5.7x, including operating lease adjustments). AQUA DULCE: Voluntary Chapter 11 Case Summary --------------------------------------------- Debtor: Aqua Dulce Partners, G.P. P.O. Box 820789 Dallas, TX 75882 Bankruptcy Case No.: 07-34389 Chapter 11 Petition Date: September 4, 2007 Court: Northern District of Texas (Dallas) Judge: Stacey G. Jernigan Debtor's Counsel: Dennis Oliver Olson, Esq. Olson, Nicoud & Gueck 1201 Main Street, Suite 2470 Dallas, TX 75202 Tel: (214) 979-7300 Fax: (214) 979-7301 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. AVADO BRANDS: Files for Chapter 11 Protection in Delaware --------------------------------------------------------- Avado Brands Inc., parent company of Don Pablo's and Hop's restaurants, and several of its affiliates filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware. The company will continue to operate its restaurants in the ordinary course of business and anticipates a rapid emergence from Chapter 11. Avado intends to continue to conduct business as usual. Customers nationwide will continue to receive superior service and great food without interruption. The company has already arranged and is seeking Bankruptcy Court approval for a $67 million debtor-in-possession credit facility to be provided by a group of lenders led by DDJ Capital Management, LLC as Agent. With this facility the company will have sufficient liquidity to operate its business going forward. Post-petition obligations to vendors, employees and others will be honored and satisfied in the normal course of business. Avado plans to use the Chapter 11 process to complete an orderly sale of the company's assets, via section 363 of the Bankruptcy Code, to a buyer that is committed to the long-term health and stability of the company. "The Board of Directors of Avado Brands believes that the sale of the company's assets will result in the company's operations being supported by a better capitalized entity allowing for all of Avado's restaurants to achieve their potential, David Barr, Chairman of Avado Brands, stated. "The Board believes that Avado has the right management team and the correct initiatives in place to successfully complete this process." "There will be no disruption in our business during this bankruptcy process," Raymond "Rick" Barbrick, chief executive officer of Avado Brands, Inc. stated. "The management team plans to remain with the company and is confident in the future of Avado Brands and the strength of the Don Pablo's and Hop's restaurants. We appreciate the full and continued support of our customers, vendors, dedicated business partners and employees. It is management's hope and desire for the restaurants of Avado to be poised for growth upon emergence from Chapter 11 in the near future." Headquartered in Madison, Georgia, Avado Brands, Inc. -- http://www.avado.com/-- owns and operates two proprietary brands comprised of 102 Don Pablo's Mexican Kitchens and 37 Hops Grillhouse & Breweries. BANK OF QUEENSLAND: Moody's Holds C Bank Financial Strength Rating ------------------------------------------------------------------ Moody's Investors Service affirmed Bank of Queensland Limited's ratings of A2 / Prime-1 for deposits and other senior obligations, and its bank financial strength rating of C. The affirmation follows the bank's announcement of an offer for Home Building Society. The ratings outlook remains Stable. "The merger is consistent with Bank of Queensland's efforts to rapidly expanding its retail banking network, which includes its recent announcement of its intention to acquire Mackay Permanent Building Society in central Queensland and the acquisition of Pioneer Permanent Building Society completed in December 2006", says Marina Ip, an Analyst with Moody's Sydney office. Under the terms of the merger agreement, to be implemented via a scheme of arrangement, Home shareholders will receive 0.844 new Bank of Queensland shares and A$2.80 cash for each Home share they own. "Whilst the scale of the Mackay and Pioneer acquisitions were small relative to the bank, the size of the Home acquisition is much larger at an asset size of AUD2.9 billion (around 15% of the asset size of Bank of Queensland), which reflects the recent merger of Home and Statewest Financial Services Limited (a credit union based in Western Australia) completed in July 2006" Ms. Ip adds. Home's size and geographic remoteness will constitute a further integration challenge for Bank of Queensland, at a time when it is already assimilating two other institutions. Home operates primarily on the West coast of Australia, while the majority of Bank of Queensland's business is located on the East coast. Nonetheless, this acquisition will result in a larger national footprint for both institutions, expanding into Australia's fastest growing states. It also provides cross-selling opportunities and improved geographic diversification of earnings. The ratings affirmation incorporates a potential deterioration in BOQ's financial position. Capital adequacy is projected to fall as a consequence of goodwill arising from Home's acquisition of Statewest and Bank of Queensland's acquisition of Home, however the merged entity is expected to remain within the bank's stated Tier 1 Capital target range of 7-8%. In the interim, risk- adjusted profitability is also expected to fall due to integration costs as well as the weaker efficiency levels of the smaller institutions. The financial impact of BOQ's most recent merger places the bank at a weaker position within its ratings band. Moody's notes that any future acquisitions that lead to a further decline in the bank's financial ratios, in particular its tangible common equity to risk weighted assets ratio, may result in a review of the current A2 / C ratings. Bank of Queensland is headquartered in Brisbane, Queensland, Australia. It reported assets of AUD18.345 billion (about $14.452 billion) at 1H2007. Home Building Society is headquartered in Perth, Western Australia, Australia. It reported assets of AUD2.876 billion (about $2.268 billion) at 1H 2007. BEAR STEARNS: Court Denies Ch. 15 Case, Says Funds are U.S.-Based ----------------------------------------------------------------- The Hon. Burton Lifland of the U.S. Bankruptcy Court for the Southern District of New York denied the liquidators' request for recognition of the insolvency proceedings of Bear Stearns High- Grade Structured Credit Strategies Master Fund, Ltd., and Bear Stearns High-Grade Structured Credit Strategies Enhanced Leverage Master Fund, Ltd., in the Cayman Islands as "foreign main" proceedings under Chapter 15 of the Bankruptcy Code. On July 30, 2007, the Bear Stearns Funds filed winding-up proceedings under the Companies Law (2007 Revision) of the Cayman Islands, citing insolvency due to volatility in the subprime market, which resulted to margin calls. The next day, Simon Lovell Clayton Whicker and Kristen Beighton, the Cayman Court-appointed joint provisional liquidators, as foreign representatives, filed with the Southern District of New York Bankruptcy Court a Chapter 15 petition seeking recognition of the Foreign Proceedings as foreign main proceedings, or in the alternative, as foreign non-main proceedings. Under Section 1502(4) of the Bankruptcy Code, a foreign main proceeding is defined as a "foreign proceeding pending in the country where the debtor has the center of its main interests." A foreign non-main proceeding, on the other hand, is defined by Section 1502(5) as any other proceeding "pending in a country where the debtor has an establishment." "Establishment" is defined in Section 1502(2) as "any place of operations where the debtor carries out a nontransitory economic activity." Section 1516(c) provides that"[i]n the absence of evidence to the contrary, the debtor's registered office . . . is presumed to be the center of the debtor's main interests," Judge Lifland says. The Guide to Enactment of the UNCITRAL Model Law on Cross-Border Insolvency explains that the use of the concept "where the debtor has the centre of its main interests" as the determination that a foreign proceeding is a "main" proceeding was modeled on the use of the concept in the European Union Convention on Insolvency Proceedings. In the regulation adopting the EU Convention, the COMI concept is elaborated on as "the place where the debtor conducts the administration of his interests on a regular basis and is therefore ascertainable by third parties," Judge Lifland adds. The Foreign Representatives argue that because no objections have been filed to their Chapter 15 Petition and the Bear Stearns Funds' registered offices are in the Cayman Islands, the U.S. Bankruptcy Court should recognize the Foreign Proceedings as main proceedings. Judge Lifland rejects the Foreign Representatives' contention. Judge Lifland points out that the Foreign Representatives' pleadings provide the evidence to establish that the Funds' COMI is in the United States and not in the Cayman Islands. The only adhesive connection with the Cayman Islands that the Funds have is the fact that they are registered there, Judge Lifland adds. Judge Lifland further points out that the Bear Stearns Funds' Chapter 15 Petitions have demonstrated that: * the Funds have no employees or managers in the Cayman Islands; * the Funds' investment manager is located in New York; * the Funds' Administrator that runs their back-office operations is in the U.S. along with their books and records; and * before the commencement of the Foreign Proceedings, all of the Funds' liquid assets were located in the U.S. During the hearing, Mr. Whicker testified that, although two of the three investors in the High-Grade Fund are registered as Cayman Islands companies, both Cayman Islands investors are Bear Stearns entities, which appear to have the same minimum Cayman Islands profile as do the Funds. Meanwhile, the sole investor in the Enhanced Fund is a U.K. entity. Judge Lifland also notes that: * the investor registries of the Funds are maintained and located in the Republic of Ireland; * accounts receivables are located throughout Europe and the United States; and * counterparties to master repurchase and swap agreements are based both inside and outside the United States but none are claimed to be in the Cayman Islands. Moreover, there apparently exists the possibility that prepetition transactions conducted in the United States may be avoidable under U.S. law, Judge Lifland says. Accordingly, the presumption that the COMI is the place of the Funds' registered offices has been rebutted by evidence to the contrary, Judge Lifland holds. Each of the Funds' real seat and therefore their COMI is (i) the United States, the place where the Funds conduct the administration of their interests on a regular basis and which is ascertainable by third parties, and (ii) located in the Southern District of New York where principal interests, assets and management are located. Judge Lifland also rules that the Foreign Proceedings are not eligible for relief as non-main proceedings under Chapter 15. If recognition is to be accorded to the Foreign Proceeding as non-main, Judge Lifland says the eligibility requirements of Section 1502(5) must be met. Specifically, there must be an "establishment" in the Cayman Islands for the conduct of nontransitory economic activity. As shown by evidence presented with the U.S. Court, Judge Lifland finds that there is no pertinent nontransitory economic activity conducted locally in the Cayman Islands by the Funds; only those activities necessary to their offshore "business." Judge Lifland adds that the only cash account funds on deposit, which is more than $15,000,000, migrated to the Cayman Islands after the Cayman Islands proceedings were initiated. Judge Lifland says that even if he were to strain to find sufficient factors to satisfy the "nonmain" eligibility status pursuant to Section 1502(5), the effort does not yield a finding of a seat for local business activity. Nonrecognition of the Foreign Proceedings, however, does not leave the Foreign Representatives without the ability to obtain relief from U.S. Courts, Judge Lifland clarifies. Section 303(b)(4) specifically provides that an involuntary case may be commenced under Chapter 7 or 11 by a foreign representative of the estate so that a foreign representative is not left remediless on nonrecognition. In addition, Section 1509(f) provides that failure of a foreign representative to obtain recognition under Chapter 15 does not affect any right the foreign representative may have to sue in a U.S. court to collect or recover a claim, which is property of the debtor. Funds Can File Chapter 11 or 7 Petitions Judge Lifland holds that denial of the Foreign Representatives' request is without prejudice to the filing of a Chapter 11 or a Chapter 7 case. Judge Lifland rules that the Preliminary Injunction Order will remain in effect until September 29, 2007, to give parties-in- interest an opportunity to file a Chapter 11 or a Chapter 7 petition in the district where the seat of the Funds' management functions are located. Judge Lifland says that if there are no Chapter 11 or Chapter 7 petition filings, the Injunction Order will automatically dissolve after September 29, 2007. The Associated Press reports the Funds' liquidators see recoveries of $25,000,000 for High-Grade Fund creditors and less than $50,000,000 for Enhanced Leverage Fund creditors. Jay Westbrook, a law professor at the University of Texas at Austin who helped author the Chapter 15 law, along with Judge Lifland, said the ruling is "the right result," Bloomberg News reports. "The decision doesn't surprise me at all," Mr. Westbrook said. Mr. Westbrook believes Bear Stearns may appeal the U.S. Court's decision, Bloomberg relates. About Bear Stearns Funds Grand Cayman, Cayman Islands-based Bear Stearns High-Grade Structured Credit Strategies Enhanced Leverage Master Fund Ltd. and Bear Stearns High-Grade Structured Credit Strategies Master Fund Ltd. are open-ended investment companies, which sought high income and capital appreciation relative to the London Interbank Offered Rate, and designed for long-term investors. On July 30, 2007, the Funds filed winding up petitions under the Companies Law (2007 Revision) of the Cayman Islands. Simon Lovell Clayton Whicker and Kristen Beighton at KPMG were appointed joint provisional liquidators. The joint liquidators filed for Chapter 15 petitions before the U.S. Bankruptcy Court for the Southern District of New York the next day. Fred S. Hodara, Esq., Lisa G. Beckerman, Esq., and David F. Staber, Esq., at Akin Gump Strauss Hauer & Feld LLP, represent the liquidators in the United States. The Funds' assets and debts are estimated to be more than $100,000,000 each. (Bear Stearns Funds Bankruptcy News, Issue No. 4; Bankruptcy Creditors' Service Inc.; http://bankrupt.com/newsstand/or 215/945-7000). BEAR STEARNS: Investors Want Bear Stearns Out of HGEL Funds ----------------------------------------------------------- The beneficial holders of more than 25% of the equity of Bear Stearns High-Grade Structured Credit Strategies Enhanced Fund, L.P. and Bear Stearns High-Grade Structured Credit Strategies Enhanced Leverage (Overseas) Ltd., want FTI Capital Advisors LLC to replace Bear Stearns Cos. as general partner or director of HGEL Domestic and HGEL Overseas. In a notice filed with the U.S. Bankruptcy Court for the Southern District of New York, John C. Crittenden, III, a managing director at FTI Capital Advisors, said his firm is willing to serve as general partner and director of the HGEL funds. FTI Capital Advisors is the investment-banking arm of FTI Consulting, Inc. Pending FTI's election, the firm has asked for copies of all notices and other papers filed in the Chapter 15 cases of Bear Stearns High-Grade Structured Credit Strategies Master Fund, Ltd., and Bear Stearns High-Grade Structured Credit Strategies Enhanced Leverage Master Fund, Ltd. The HGEL funds' equity holders will convene a meeting in the "immediate future" to consider FTI's election, Mr. Crittenden said. The investors want FTI to help determine what went wrong at the funds and who may be responsible, The Wall Street Journal reports, citing a person familiar with the court filing. The investors are also concerned that Bear Stearns has been slow to respond to the replacement initiative, that source said. The investors are represented by Reed Smith LLP, Journal writer Randall Smith says, citing a person familiar with the filing. The notice didn't identify any of the equity holders who want Bear Stearns replaced. A spokesman for Bear referred questions to KPMG, the Bear Stearns Funds' provisional liquidators, but KPMG officials knowledgeable on the matter couldn't be reached, Mr. Smith relates. About Bear Stearns Funds Grand Cayman, Cayman Islands-based Bear Stearns High-Grade Structured Credit Strategies Enhanced Leverage Master Fund Ltd. and Bear Stearns High-Grade Structured Credit Strategies Master Fund Ltd. are open-ended investment companies, which sought high income and capital appreciation relative to the London Interbank Offered Rate, and designed for long-term investors. On July 30, 2007, the Funds filed winding up petitions under the Companies Law (2007 Revision) of the Cayman Islands. Simon Lovell Clayton Whicker and Kristen Beighton at KPMG were appointed joint provisional liquidators. The joint liquidators filed for Chapter 15 petitions before the U.S. Bankruptcy Court for the Southern District of New York the next day. On August 30, 2007, the Honorable Burton R. Lifland denied the Funds protection under Chapter 15 of the Bankruptcy Code. Fred S. Hodara, Esq., Lisa G. Beckerman, Esq., and David F. Staber, Esq., at Akin Gump Strauss Hauer & Feld LLP, represent the liquidators in the United States. The Funds' assets and debts are estimated to be more than $100,000,000 each. (Bear Stearns Funds Bankruptcy News, Issue No. 5; Bankruptcy Creditors' Service Inc.; http://bankrupt.com/newsstand/or 215/945-7000). BEAR STEARNS: Moody's Cuts Rating on Class M-8 Certificates to B3 ----------------------------------------------------------------- Moody's Investors Service downgraded three certificates from one Bear Stearns deal, issued in 2004. The underlying assets in the transaction consist of subprime seasoned residential mortgage loans. The certificates are being downgraded based on a decrease in available credit enhancement. The underlying pools in the transaction are below the overcollateralization target as of the Aug. 25, 2007 reporting date. Complete rating actions are: Issuer: Bear Stearns Asset Backed Securities I Trust Downgrades: -- Series 2004-BO1; Class M-6, downgraded to Baa3 from Baa1; -- Series 2004-BO1; Class M-7, downgraded to Ba2 from Baa2; -- Series 2004-BO1; Class M-8, downgraded to B3 from Baa3. CALPINE CORP: Wants to Assume California Water Department Accord ---------------------------------------------------------------- Calpine Corporation and its debtor-affiliates seek the U.S. Bankruptcy Court for the Southern District of New York's authority to assume a master power purchase and sale agreement between Debtor Calpine Energy Services, L.P., and the California Department of Water Resources. Edward O. Sassower, Esq., at Kirkland & Ellis, LLP, in New York, relates that shortly after the Petition Date, the Debtors sought to reject certain energy contracts, including the PSA. The California Water Department objected to the Debtors' request and the matter is now pending before the U.S. District Court for the Southern District of New York. The Debtors determined that litigation of their dispute with the California Water Department is costly, hence, the parties engaged in settlement discussions for a resolution of the issues surrounding the PSA, at the same time re-examining the economic consequences of PSA and the implications of repudiating or rejecting the contract. The parties reached a settlement memorialized in a Stipulated Order filed with the District Court. The Stipulated Order provides for the Debtors to file a motion seeking to assume the PSA and to reinstate the Guaranty on or before August 29, 2007, before the Bankruptcy Court. The Stipulated Order further provides that: (a) the parties agree that no defaults exist under PSA and, accordingly, no cure is necessary for assumption of the Contract; (b) after entry of orders by the Bankruptcy Court approving the Assumption Motion and the District Court approving the Stipulated Order, the Department's objection to the Debtors' Rejection Motion will be deemed withdrawn; (c) after entry of an order by the Bankruptcy Court approving the Assumption Motion, the Department's appeal filed in the District Court will be deemed withdrawn; (d) all District Court proceedings concerning the Department's Objection, but excluding the Stipulated Order, are stayed during the pendency of the Assumption Motion; (e) the Debtors will promptly amend their Plan of Reorganization to reflect that the PSA has been assumed; (f) any conflict that arises between the terms of the Plan of Reorganization and the Stipulated Order will be resolved in favor of the Stipulated Order; and (g) all disputes between the parties regarding interpretation and enforcement of the Stipulated Order will be heard by the District Court. "Since entering into our power sales agreement with the Department of Water Resources in 2001, Calpine has continued to meet all of our performance obligations under this contract," Calpine Chief Executive Officer Robert P. May stated in a company press release. "We are especially proud to have upheld our commitment to the state throughout Calpine's Chapter 11 restructuring and are pleased to be in a position to formally assume this important power contract for Calpine and the state of California." "We look forward to building on our long-standing relationship with the Department of Water Resources and our other power customers to help assure that California can continue to rely upon Calpine for delivering clean, reliable and cost-effective electricity," Mr. May added. About Calpine Corporation Based in San Jose, California, Calpine Corporation (OTC Pink Sheets: CPNLQ) -- http://www.calpine.com/-- supplies customers and communities with electricity from clean, efficient, natural gas-fired and geothermal power plants. Calpine owns, leases and operates integrated systems of plants in 21 U.S. states and in three Canadian provinces. Its customized products and services include wholesale and retail electricity, gas turbine components and services, energy management and a wide range of power plant engineering, construction and maintenance and operational services. The company filed for chapter 11 protection on Dec. 20, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-60200). Richard M. Cieri, Esq., Matthew A. Cantor, Esq., Edward Sassower, Esq., and Robert G. Burns, Esq., Kirkland & Ellis LLP represent the Debtors in their restructuring efforts. Michael S. Stamer, Esq., at Akin Gump Strauss Hauer & Feld LLP, represents the Official Committee of Unsecured Creditors. As of Dec. 19, 2005, the Debtors listed $26,628,755,663 in total assets and $22,535,577,121 in total liabilities. On June 20, 2007, the Debtors filed their Chapter 11 Plan and Disclosure Statement. On Aug. 27, 2007, the Debtors filed their Amended Plan and Disclosure Statement. The hearing to consider the adequacy of the Disclosure Statement has been reset to Sept. 25. (Calpine Bankruptcy News, Issue No. 59 Bankruptcy Creditors' Service Inc.; http://bankrupt.com/newsstand/or 215/945-7000). CALPINE CORP: Wants Court Approval on Oxford Settlement Agreement ----------------------------------------------------------------- Richard M. Cieri, Esq., at Kirkland & Ellis, LLP, in New York, relates that Calpine Corporation purchased membership interests in Debtor Towantic Energy, L.L.C., in September 1999. Towantic has a certificate from the Connecticut Siting Council to construct a 512-megawatt combined cycle gas-fired power plant in Oxford, Connecticut. Mr. Cieri states, however, that no construction or installation efforts have taken place in the project. Because of the significant remaining costs and various other considerations for the Project, the Debtors decided that it would be best to exit the Project, Mr. Cieri continues. In May 2007, the Debtors entered into a sale agreement with Aircraft Services Corporation, a wholly owned subsidiary of General Electric Company, for the purchase of Towantic. The sale, which expects proceeds to be under $15,000,000, was done pursuant to the De Minimis Sale Order. The town of Oxford conveyed certain real property to Towantic for the development of the Project. Towantic and Oxford also entered into a series of agreements, which includes a development agreement, a tax stabilization agreement and a community support agreement. In July 2006, Mr. Cieri notes, Oxford filed Claim No. 2746 asserting not less than $2,000,000, plus additional damages, stemming from the Debtors' alleged breach of the Oxford Agreements. The Claim also includes amounts due on account of future tax revenues payable to Oxford. The Sale Agreement contemplates that Aircraft Services will assume, resolve or otherwise obtain releases of certain of the Debtors' liabilities pursuant to the Project. Thus, Towantic, Aircraft Services and Oxford negotiated a settlement of Claim No. 2746. The Settlement provides for the amendment of certain terms and conditions of the Oxford Agreements relating to the construction and development of the Towantic Project and to facilitate the sale to Aircraft Services, Mr. Cieri tells Judge Lifland. The Settlement also adjusts Towantic's tax liability payment schedule, including the deferral of certain amounts payable under the Oxford Agreements. The Settlement further requires Towantic to pay $2,100,000 to Oxford for tax liabilities and development costs relating to the Project. Moreover, Oxford will release the Debtors from all liabilities arising from the development of the Project. In exchange, Claim No. 2746 will be expunged. Accordingly, the Debtors ask the U.S. Bankruptcy Court for the Southern District of New York to approve their Settlement Agreement with Oxford. About Calpine Corporation Based in San Jose, California, Calpine Corporation (OTC Pink Sheets: CPNLQ) -- http://www.calpine.com/-- supplies customers and communities with electricity from clean, efficient, natural gas-fired and geothermal power plants. Calpine owns, leases and operates integrated systems of plants in 21 U.S. states and in three Canadian provinces. Its customized products and services include wholesale and retail electricity, gas turbine components and services, energy management and a wide range of power plant engineering, construction and maintenance and operational services. The company filed for chapter 11 protection on Dec. 20, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-60200). Richard M. Cieri, Esq., Matthew A. Cantor, Esq., Edward Sassower, Esq., and Robert G. Burns, Esq., Kirkland & Ellis LLP represent the Debtors in their restructuring efforts. Michael S. Stamer, Esq., at Akin Gump Strauss Hauer & Feld LLP, represents the Official Committee of Unsecured Creditors. As of Dec. 19, 2005, the Debtors listed $26,628,755,663 in total assets and $22,535,577,121 in total liabilities. On June 20, 2007, the Debtors filed their Chapter 11 Plan and Disclosure Statement. On Aug. 27, 2007, the Debtors filed their Amended Plan and Disclosure Statement. The hearing to consider the adequacy of the Disclosure Statement has been reset to Sept. 25. (Calpine Bankruptcy News, Issue No. 59 Bankruptcy Creditors' Service Inc.; http://bankrupt.com/newsstand/or 215/945-7000). CHAPARRAL STEEL: FCO of Germany Clears Gerdau Ameristeel Merger --------------------------------------------------------------- Chaparral Steel Company and Gerdau Ameristeel Corporation have received a letter dated Sept. 3, 2007, from the Federal Cartel Office of the Federal Republic of Germany, clearing the transaction. The consummation of the merger remains subject to customary conditions, including adoption of the Agreement and Plan of Merger by Chaparral's stockholders. Investors and security holders may obtain a free copy of the proxy statement and other documents filed by Chaparral at the Securities and Exchange Commission's by directing such request to Chaparral Investor Relations, telephone (972) 779-1032. About Gerdau Ameristeel Headquartered in Tampa, Florida, Gerdau Ameristeel Corporation (NYSE: GNA, TSX: GNA) -- http://www.gerdauameristeel.com/-- is a minimill steel producer in North America with annual manufacturing capacity of over 9 million tons of mill finished steel products. Through its vertically integrated network of 17 minimills (including one 50%-owned joint venture minimill), 17 scrap recycling facilities and 51 downstream operations (including seven joint venture fabrication facilities), Gerdau Ameristeel serves customers throughout North America. The company's products are generally sold to steel service centers, to steel fabricators, or directly to original equipment manufacturers for use in a variety of industries, including construction, automotive, mining, cellular and electrical transmission, metal building manufacturing and equipment manufacturing. The company is a subsidiary of Brazil's Gerdau SA. About Chaparral Steel Headquartered in Midlothian, Texas, Chaparral Steel Company (NASDAQ: CHAP) -- http://www.chapusa.com/-- is a producer of structural steel products in North America and also a major producer of steel bar products. It operates two mini-mills, one located in Midlothian, Texas, and the other located in Dinwiddie County, Virginia. The company has approximately 1,400 employees and an annual installed capacity of 2.9 million metric tons. * * * In July 2007, Moody's Investor Services placed Chaparral Steel Company's probability of default and long term corporate family ratings at "Ba3". At the same time, Standard and Poor's assigned a B+ rating on the company's long term foreign and local issuer credits. CHARTER COMM: June 30 Balance Sheet Upside-Down by $6.8 Billion --------------------------------------------------------------- Charter Communications Inc.'s consolidated balance sheet at $15.05 billion in total assets, $21.70 billion in total liabilities, $195 million in minority interest, and $4 million in redeemable preferred stock, resulting in a $6.8 billion total stockholders' deficit. The company's consolidated balance sheet at June 30, 2007, also showed strained liquidity with $363 million in total current assets available to pay $1.26 billion in total current liabilities. The company incurred a net loss of $360 million in the three months ended June 30, 2007, a decrease from the net loss of $382 million reported last year, mainly due to higher revenues. Revenues rose 8.4% to $1.50 billion from $1.38 billion, driven by significant increases in telephone and high-speed Internet (HSI) revenues. Operating income from continuing operations increased to $200 million from $146 million, mainly due to revenues increasing at a faster rate than expenses, reflecting increased operational efficiencies, improved geographic footprint, and benefits from improved third party contracts. Average monthly revenue per analog video customer increased to $93 for the three months ended June 30, 2007, from $82 for the three months ended June 30, 2006, primarily as a result of increases in digital, high-speed Internet and telephone customers, and incremental revenues from OnDemand, DVR, high-definition television services, and rate adjustments. The increase in high-speed Internet revenues from non-commercial customers is mainly attributable to the increase in high-speed Internet customers. High-speed Internet customers grew by 291,100 customers, offset by a loss of 39,600 customers related to asset sales, from June 30, 2006, to June 30, 2007. Revenues from telephone services increased primarily as a result of an increase of 442,700 telephone customers from June 30, 2006, to June 30, 2007. Total costs and expenses increased to $1.30 billion from $1.24 billion mainly due to increases in operating expenses and selling, general and administrative expenses, partly offset by a decrease in depreciation and amortization enpense. Operating expenses increased from $611 million to $647 million mainly due to the increase in programming and labor costs. Selling, general and administrative expenses increased from $279 million to $317 million. The increase in selling, general and administrative expenses is attributable to the increase in customer care costs and marketing costs. Depreciation and amortization expense decreased from $340 million to $334 million, and was primarily the result of systems sales and certain assets becoming fully depreciated. For the three months ended June 30, 2007, compared to the three months ended June 30, 2006, net interest expense decreased from $475 million to $471 million, which was a result of a decrease in average debt outstanding from $19.7 billion for the second quarter of 2006 to $19.2 billion for the second quarter of 2007 as well as a decrease in average borrowing rate from 9.4% in the second quarter of 2006 to 9.2% in the second quarter of 2007. Capital Expenditures, Debt & Cash on Hand Expenditures for property, plant, and equipment for the second quarter of 2007 were $281 million, compared to second-quarter 2006 expenditures of $298 million. The slight decrease in capital expenditures primarily reflects year-over-year decreases in scalable infrastructure due to last year's aggressive roll-out of telephone infrastructure. As of June 30, 2007, Charter had $19.6 billion in long-term debt and $81 million of cash on hand. 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?2307 About Charter Communications Headquartered in St. Louis, Missouri, Charter Communications Inc. (NASDAQ: CHTR) -- http://www.charter.com/-- is a broadband communications company and a publicly traded cable operator in the United States. Charter provides a full range of advanced broadband services, including advanced Charter Digital Cable(R) video entertainment programming, Charter High-Speed(R) Internet access, and Charter Telephone(R). Charter Business(TM) similarly provides scalable, tailored, and cost-effective broadband communications solutions to business organizations, such as business-to-business Internet access, data networking, video and music entertainment services, and business telephone. Charter's advertising sales and production services are sold under the Charter Media(R) brand. * * * As reported in the Troubled Company Reporter on April 20, 2007, Standard & Poor's Ratings Services raised its ratings on Charter Communications Inc. and related entities, including raising the corporate credit ratings to 'B-' from 'CCC+', and removed the ratings from CreditWatch. At the same time, Standard & Poor's affirmed the bank loan and recovery ratings on an aggregate $8.35 billion in senior secured credit facilities, which the company closed to refinance its previous bank loans. The facilities consist of $8 billion in senior secured credit facilities, rated 'B+', and a $350 million third-lien term loan, rated 'B'. The outlook is stable. COMM 2006-C7: Fitch Holds Low-B Ratings on Six Cert. Classes ------------------------------------------------------------ Fitch has affirmed COMM 2006-C7 Mortgage Trust, commercial mortgage pass-through certificates, as: -- $77.8 million class at A-1 'AAA'; -- $108 million class A-2 at 'AAA'; -- $40.1 million class A-3 at 'AAA'; -- $98.8 million class A-AB at 'AAA'; -- $1.1 billion class A-4 at 'AAA'; -- $323.6 million class A-1A at 'AAA'; -- $244.7 million class A-M at 'AAA'; -- $189.7 million class A-J at 'AAA'; -- Interest-only class X at 'AAA'; -- $52 million class B at 'AA'; -- $24.5 million class C at 'AA-'; -- $36.7 million class D at 'A'; -- $21.4 million class E at 'A-'; -- $30.6 million class F at 'BBB+'; -- $24.5 million class G at 'BBB'; -- $30.6 million class H at 'BBB-'; -- $12.2 million class J at 'BB+'; -- $6.2 million class K at 'BB'; -- $9.2 million class L at 'BB-'; -- $3.1 million class M at 'B+'; -- $6.2 million class N at 'B'; -- $9.2 million class O at 'B-'. Fitch does not rate the $33.7 million class P certificates. The affirmations reflect scheduled amortization and stable performance since issuance. As of the August 2007 distribution date, the transaction's outstanding principal balance has been reduced by 0.5% to $2.43 billion from $2.45 billion at issuance. There is currently one loan (0.8%) in special servicing secured by seven industrial properties and one office property located in MI, NC, and TN, which are cross-collateralized and cross-defaulted. The loan transferred to the special servicer on July 27, 2007, due to imminent default. The special servicer is currently negotiating a workout with the borrower. Fitch reviewed year-end 2006 operating statement analysis reports for the transaction's four credit assessed loans (6.4%): Decoration & Design Building (4.1%), Valley Forge Convention Plaza (1%), Marriot Resort Clearwater Beach on Sand Key (0.8%) and 4 Park Avenue (0.5%). Based on their stable to improved performance since issuance the loans maintain their investment grade credit assessments. The Decorating & Design Building loan (4.1%) is secured by the leasehold interest in a 589,387 square foot retail/design center located in Midtown Manhattan, NY. Major tenants include Brunschwig & Fils, Inc., Stark Carpet Corp. and F Schumacher & Co. Occupancy as of May 2007 remains stable at 98.7% compared to 99.7% at issuance. The Valley Forge Convention Plaza loan (1%) is secured by a 488- room hotel in King of Prussia, PA. As of YE 2006, the average daily rate has improved to $108.94 from $102.79 at issuance and revenue per available room has improved to $70.73 from $66.30 at issuance. Occupancy as of YE 2006 remains stable at 65% compared to 64.5% at issuance. COMPTON PETROLEUM: Inks Pact for $270 Mil. Sale of Worsley Assets ----------------------------------------------------------------- Compton Petroleum Corporation has entered into a purchase and sale agreement with Birchcliff Energy Ltd. for the sale of its conventional light oil assets at Worsley in the Peace River Arch area of Alberta for total cash proceeds of $270 million effective July 1, with closing scheduled for Sept. 27, 2007. Current production from the property is approximately 3,500 boe/d, including 4.8 mmcf/d of associated natural gas. Reserves at Worsley are estimated to be approximately 11.3 million boe proved and 15.1 million boe on a proved and probable basis. As such, the sale represents 6% of its proved plus probable reserves as of Dec. 31, 2006. The sale price equates to $77,143 per boe/d of production and $23.89/boe of proved reserves and $17.88/boe of proved plus probable reserves. The value realized on the sale of these high quality assets is reflective of the value of its petroleum and natural gas assets as a whole. The company is also in the process of the divestment of its oil and natural gas properties at Cecil, also in the Peace River Arch area of Alberta, and are targeting the fourth quarter to finalize this transaction. Based upon its Dec. 31, 2006, reserve evaluation, the Worsley property represents approximately two thirds of the value of the combined Cecil/Worsley properties. Proceeds from the sale will reduce the company's syndicated senior debt and provide the company with additional financial resources to continue the development of its focus natural gas resource plays as outlined in its July 11, 2007, operational update. About Compton Petroleum Corporation Based in Calgary, Alberta, Compton Petroleum Corporation (TSX: CMT)(NYSE:CMZ) -- http://www.comptonpetroleum.com/-- is engaged in the exploration, development, and production of natural gas, natural gas liquids, and crude oil in the Western Canada Sedimentary Basin. The company is a wholly-owed subsidiary of Compton Petroleum Acquisition Limited. * * * As reported in the Troubled Company Reporter on July 16, 2007, Moody's Investors Service changed Compton Petroleum Corporation's rating outlook to negative from stable. Moody's placed the company's corporate family rating at B1 and senior unsecured note rating at B2. CRICKET COMMS: Leap Deal Cues Moody's "Developing" Rating Outlook ----------------------------------------------------------------- Moody's changed the rating outlook for Cricket Communications Inc. to developing from stable following the announcement that MetroPCS' parent, MetroPCS Communications Inc. delivered a business combination proposal to Cricket's parent, Leap Wireless International Inc. The corporate family rating of Cricket is B2. Outlook Actions: Issuer: Cricket Communications, Inc. -- Outlook, Changed To Developing From Stable The developing outlook reflects the uncertainty over whether LEAP will accept PCS' stock-for-stock combination proposal. In addition, the outlook change considers that the combination of MetroPCS and Cricket, should it occur, would likely have positive implications for the company's combined operating prospects and potentially produce meaningful synergies, which Moody's currently believes could warrant a change in outlooks of MetroPCS and Cricket to positive. Moody's intends to monitor the development of the proposal and take additional actions as events unfold. Should LEAP agree to a merger with PCS, Moody's will seek to meet with management before resolving the ratings outlooks as well as any potential changes to individual instrument ratings should various debt instruments be re-financed as a part of the proposed merger. Alternatively, should the two companies be unable to reach an agreement to merge, Moody's expects to revert the rating outlooks back to stable. Moody's notes that Cricket's bond and bank facilities contain change of control provisions. Moody's believes Cricket's bank facility will need to be refinanced in the event that a business combination occurs, while it is currently unclear whether the same applies to Cricket's bonds. MetroPCS Wireless Inc., a wholly owned subsidiary of MetroPCS Communications Inc., provides unlimited use wireless service for a flat monthly fee with no signed contract in major metropolitan markets of the U.S. The company is based in Dallas, Texas. Leap Wireless International, Inc. wholly owns Cricket Communications Inc., which is a wireless service provider. Both companies are headquartered in San Diego, California. CWMBS: High Collateral Losses Prompt Moody's Ratings Downgrade -------------------------------------------------------------- Moody's Investors Service downgraded four tranches from two Countrywide securitizations. The underlying collateral of each deal consists of FHA insured and VA guaranteed reperforming loans. The downgrades are based on the fact that the collateral has experienced higher than anticipated losses to date. The effect of such losses has been that unrated subordinate tranches have experienced writedowns which have reduced the credit enhancement available to rated tranches which rely on subordination for protection. Given this reduction in enhancement, the protection currently available to the bonds in question relative to projected losses has proven to be insufficient to maintain current ratings. Complete rating action is as follows: Issuer: Reperforming Loan REMIC Trust 2003-R2 -- Class B-3, Downgraded to B2, previously Ba2; -- Class B-4, Downgraded to Caa3, previously B2. Issuer: CWMBS, Inc. Structured Pass-Through Certificates Series 2003-R3 -- Class B-3, Downgraded to B1, previously Ba2; -- Class B-4, Downgraded to Caa3, previously B2. DANA CORP: Wants Court Approval on Chrysler Settlement Agreement ---------------------------------------------------------------- Chrysler Company LLC, on behalf of itself and Chrysler Motors LLC and Chrysler Canada Inc., is one of the Dana Corp.'s largest customers, Robert J. Feinstein, Esq., at Pachulski Stang Ziehl Young Jones & Weintraub, LLP, in New York, relates. The Debtors supply approximately $500,000,000 in Component Parts to Chrysler annually. However, the supply of certain Component Parts was not profitable for the Debtors, thus they undertook negotiations regarding revised pricing that would enable them to continue to supply the Parts to Chrysler under improved terms. Also, prior tofiling for bankruptcy, certain Debtors purchased axles from Chrysler. The Debtors and Chrysler signed an agreement to permit triangular set-offs whereby the parties agreed that Chrysler may debit the accounts of certain Dana entities for sums they owe to Chrysler relating to the prepetition axles. Dana Corp. questioned whether it had authority to enter into the Setoff Agreement on behalf of its subsidiaries and whether the Setoff Agreement was enforceable in its entirety. Chrysler placed all accounts owing to certain Dana entities as of the bankruptcy filing on administrative hold due to the dispute on the Setoff Agreement. In September 2006, Chrysler filed claims against each of the Debtors with each claim seeking recovery of: -- $715,290 for axles shipped from Chrysler to certain Debtors before the Petition Date; -- $75,706 for warranty claims as of September 8, 2006; and -- unliquidated amounts for postpetition warranty claims. Chrysler asserts that its Claims are secured claims to the extent of its set-off and recoupment rights. Thus, the Debtors and Chrysler engaged in negotiations regarding a comprehensive, consensual resolution of all customer pricing issues in connection with certain prepetition purchase orders and a related prepetition Setoff Agreement. As a result, the parties entered into a settlement agreement, which provides that: (a) The Debtors modify purchase orders and assume them. The Modified Purchase Orders provide for increased piece prices for the Component Parts. The Debtors will also assume existing purchase orders with Chrysler. (b) The Debtors and Chrysler will cooperate to support an axle co-sourcing initiative targeted to lower component acquisition costs. (c) The parties will share any Value Analysis/Value Engineering program savings for the duration of each of the programs in question and will memorialize those agreements periodically via appropriate purchase order amendments and price reductions. (d) The Debtors will assume the Setoff Agreement. Chrysler will be allowed to set off its Claims against any amounts it owes to any Debtor. (d) Chrysler will withdraw with prejudice its Claims, provided that the Debtors will continue to be responsible for all warranty claims under the Purchase Orders. (e) The Debtors will waive and release all claims they have against Chrysler, excluding any obligations under the Settlement Agreement and claims for payment of bona fide invoices for Component Parts issued by the Debtors after the Petition Date and any warranty claims. Accordingly, the Debtors ask the U.S. Bankruptcy Court for the Southern District of New York to approve the Chrysler Settlement Agreement. The Debtors have sought and obtained the Court's permission to file certain exhibits and the Settlement Agreement under seal because, according to Mr. Feinstein, they contain confidential information that may harm the Debtors and Chrysler if disclosed to the public. About Dana Corp. Toledo, Ohio-based Dana Corp. -- http://www.dana.com/-- designs and manufactures products for every major vehicle producer in the world, and supplies drivetrain, chassis, structural, and engine technologies to those companies. Dana employs 46,000 people in 28 countries. Dana is focused on being an essential partner to automotive, commercial, and off-highway vehicle customers, which collectively produce more than 60 million vehicles annually. The company and its affiliates filed for chapter 11 protection on Mar. 3, 2006 (Bankr. S.D.N.Y. Case No. 06-10354). As of Sept. 30, 2005, the Debtors listed $7,900,000,000 in total assets and $6,800,000,000 in total debts. Corinne Ball, Esq., and Richard H. Engman, Esq., at Jones Day, in Manhattan and Heather Lennox, Esq., Jeffrey B. Ellman, Esq., Carl E. Black, Esq., and Ryan T. Routh, Esq., at Jones Day in Cleveland, Ohio, represent the Debtors. Henry S. Miller at Miller Buckfire & Co., LLC, serves as the Debtors' financial advisor and investment banker. Ted Stenger from AlixPartners serves as Dana's Chief Restructuring Officer. Thomas Moers Mayer, Esq., at Kramer Levin Naftalis & Frankel LLP, represents the Official Committee of Unsecured Creditors. Fried, Frank, Harris, Shriver & Jacobson, LLP serves as counsel to the Official Committee of Equity Security Holders. Stahl Cowen Crowley, LLC serves as counsel to the Official Committee of Non-Union Retirees. The Debtors' filed their Joint Plan of Reorganization on Aug. 31, 2007. (Dana Corporation Bankruptcy News, Issue No. 51; Bankruptcy Creditors' Service Inc.; http://bankrupt.com/newsstand/or 215/945-7000). DANA CORP: Wants Court Nod on the Ford Commercial Agreements ------------------------------------------------------------ Dana Corp. and its debtor-affiliates manufacture vehicle frames Ford Motor Company's F-150 full-size pickup truck. Ford is the largest customer of the Debtors and their nondebtor affiliates, Corinne Ball, Esq., at Jones Day, in New York, relates. Global sales of the Debtors' Frames to Ford have produced annual revenues for the Debtors in hundreds of millions of dollars. However, before filing for bankruptcy, the manufacture and sale of Frames became unprofitable as a result of a number of factors, including rising commodity and energy costs, declining market share for the Debtors' OEM customers and significant legacy costs. Thus, as part of their restructuring efforts, the Debtors reviewed their customer relationships as a whole and undertook negotiations with each of their customers regarding potential changes to commercial terms that would enable them to manufacture and supply Frames at an economically sustainable level. With Ford, these negotiations largely were conducted in late 2006 and resulted in an agreement in principle between the parties that was reached in December 2006, Ms. Ball says. The negotiations ultimately resulted in the execution of a series of commercial agreements in August 2007. The Commercial Agreements with Ford, among other things: (a) modify the commercial terms of certain existing agreements between the parties, including purchase orders; (b) establish the terms and conditions upon which the sale of Frames from Dana to Ford will be conducted going forward; (c) resolve certain issues relating to the future sourcing of F-150 Frames; (d) resolve related disputes and claims that previously have been asserted by Dana against Ford and provide for appropriate releases; and (e) resolve other commercial issues. Accordingly, the Debtors ask the U.S. Bankruptcy Court for the Southern District of New York to approve the Ford Commercial Agreements. The Debtors have sought and obtained the Court's permission to file the Commercial Agreements under seal. Ms. Ball says the Agreements contain confidential and commercially sensitive pricing information and other commercial terms that if disclosed will harm both the Debtors and Ford. About Dana Corp. Toledo, Ohio-based Dana Corp. -- http://www.dana.com/-- designs and manufactures products for every major vehicle producer in the world, and supplies drivetrain, chassis, structural, and engine technologies to those companies. Dana employs 46,000 people in 28 countries. Dana is focused on being an essential partner to automotive, commercial, and off-highway vehicle customers, which collectively produce more than 60 million vehicles annually. The company and its affiliates filed for chapter 11 protection on Mar. 3, 2006 (Bankr. S.D.N.Y. Case No. 06-10354). As of Sept. 30, 2005, the Debtors listed $7,900,000,000 in total assets and $6,800,000,000 in total debts. Corinne Ball, Esq., and Richard H. Engman, Esq., at Jones Day, in Manhattan and Heather Lennox, Esq., Jeffrey B. Ellman, Esq., Carl E. Black, Esq., and Ryan T. Routh, Esq., at Jones Day in Cleveland, Ohio, represent the Debtors. Henry S. Miller at Miller Buckfire & Co., LLC, serves as the Debtors' financial advisor and investment banker. Ted Stenger from AlixPartners serves as Dana's Chief Restructuring Officer. Thomas Moers Mayer, Esq., at Kramer Levin Naftalis & Frankel LLP, represents the Official Committee of Unsecured Creditors. Fried, Frank, Harris, Shriver & Jacobson, LLP serves as counsel to the Official Committee of Equity Security Holders. Stahl Cowen Crowley, LLC serves as counsel to the Official Committee of Non-Union Retirees. The Debtors' filed their Joint Plan of Reorganization on Aug. 31, 2007. (Dana Corporation Bankruptcy News, Issue No. 51; Bankruptcy Creditors' Service Inc.; http://bankrupt.com/newsstand/or 215/945-7000). DRESSER-RAND: S&P Rates $500 Mil. Sr. Revolving Facility at "BB-" ----------------------------------------------------------------- Standard & Poor's Ratings Services assigned its bank loan and recovery ratings to the $500 million senior secured revolving credit facility due 2012 of Dresser-Rand Group Inc. (BB- /Stable/--). The 'BB+' rating, and '1' recovery rating, indicate expectation of very high (90%-100%) recovery in the event of a payment default. On Aug. 30, 2007, Dresser-Rand announced that it had amended its senior secured credit facility and increased it by $150 million, to $500 million. The increased facility will enable Dresser-Rand to manage working capital issues as the company executes its growth strategy. The corporate credit rating is 'BB-', reflecting the company's exposure to the highly cyclical oil and gas production and processing industries and its short track record as a stand-alone company, which makes assessing financial performance in a cyclical downturn difficult. Partially mitigating these weaknesses are the company's intermediate leverage and strong aftermarket component of revenues. Ratings List Dresser-Rand Group Inc. Corporate credit rating BB-/Stable/-- New Rating Dresser-Rand Group Inc. Senior Secured BB+ Recovery Rating 1 DURA AUTOMOTIVE: Names Tim Trenary as Chief Financial Officer ------------------------------------------------------------ C. Timothy Trenary, 51, will join DURA Automotive Systems, Inc. as vice president and chief financial officer, effective Sept. 16, 2007. He succeeds David L. Harbert, a Tatum LLP Partner, who has served as DURA's interim chief financial officer during restructuring. Mr. Harbert will remain with DURA through September to ensure a smooth transition. "Tim's extensive financial and management experience with major automotive suppliers make him a great fit for DURA Automotive," Larry Denton, chairman and chief executive officer of DURA, said. "We're excited to have Tim on board. I'd also like to thank David for his many contributions as interim chief financial officer through our reorganization." Mr. Trenary brings nearly 30 years of financial expertise, including capital formation and transactions, in the automotive and telecommunications industries. Since 2005, Mr. Trenary has been at Collins & Aikman Corporation, an automotive interiors supplier, first as vice president and treasurer and then as executive vice president and chief financial officer. There, he joined a new management team and provided operational focus to the finance function and strategic vision to the company. Between 2001 to 2005, Mr. Trenary served at Federal-Mogul Corporation, a global auto parts supplier, in several positions, most recently as director of financial services and processes. Mr. Trenary previously was chief financial officer and chief operating officer of James Cable Partners, L.P. He began his career as an auditor for what is now Ernst & Young. "I'm excited by the opportunity to help DURA complete its reorganization plans and I look forward to working with DURA's talented employees," Mr. Trenary said. "The company has a strong reputation for offering high-quality, innovative automotive products and outstanding service. DURA also has a competitive market position with a strengthened balance sheet and has tremendous potential to grow and attract new customers around the world." Mr. Trenary is a certified public accountant. He earned an MBA with honors from the University of Detroit and a bachelor's degree in accounting with honors from Michigan State University. About DURA Automotive Rochester Hills, Mich.-based DURA Automotive Systems Inc. (Nasdaq: DRRA) -- http://www.DURAauto.com/-- is an independent designer and manufacturer of driver control systems, seating control systems, glass systems, engineered assemblies, structural door modules and exterior trim systems for the global automotive industry. The company is also a supplier of similar products to the recreation vehicle and specialty vehicle industries. DURA sells its automotive products to North American, Japanese and European original equipment manufacturers and other automotive suppliers. The Debtors filed for chapter 11 petition on Oct. 30, 2006 (Bankr. D. Del. Case No. 06-11202). Richard M. Cieri, Esq., Marc Kieselstein, Esq., Roger James Higgins, Esq., and Ryan Blaine Bennett, Esq., of Kirkland & Ellis LLP are lead counsel for the Debtors' bankruptcy proceedings. Mark D. Collins, Esq., Daniel J. DeFranseschi, Esq., and Jason M. Madron, Esq., of Richards Layton & Finger, P.A. Attorneys are the Debtors' co-counsel. Baker & McKenzie acts as the Debtors' special counsel. Togut, Segal & Segal LLP is the Debtors' conflicts counsel. Miller Buckfire & Co., LLC is the Debtors' investment banker. Glass & Associates Inc., gives financial advice to the Debtor. Kurtzman Carson Consultants LLC handles the notice, claims and balloting for the Debtors and Brunswick Group LLC acts as their Corporate Communications Consultants for the Debtors. As of July 2, 2006, the Debtor had $1,993,178,000 in total assets and $1,730,758,000 in total liabilities. DURA AUTOMOTIVE: Insight Equity Acquires Atwood Mobile Products --------------------------------------------------------------- DURA Automotive Systems, Inc. and Insight Equity I L.P., the Dallas, Texas-area private equity firm, reported the close of the sale of DURA's Atwood Mobile Products division to Insight Equity I L.P for $160.2 million. Insight made the acquisition through Atwood Mobile Products LLC (fka Atwood Acquisition Co., LLC), the investment vehicle Insight created for the acquisition of Atwood, an independent manufacturer of gas appliances, windows, doors, electronics and hardware to the Recreation Vehicle industry. "We are excited to add Atwood Mobile Products to the Insight portfolio," Ted Beneski, Managing Partner and CEO of Insight, said. "Our vision for the future is to continue to build the company into the industry's leading manufacturer of RV components." With approximately $330 million in 2006 sales, Atwood Mobile Products designs and manufactures furnaces, water heaters, ranges, hardware, windows and doors, and electronics for use in RVs, manufactured homes, specialty trailers, and other vehicles. Headquartered in Elkhart, Indiana, Atwood serves hundreds of customers through nine plants located in Tennessee, Utah, Ohio, Iowa and Indiana. Atwood provides the most extensive product line of any supplier to the recreation vehicle industry. More than 90% of the recreation vehicles on the road today use Atwood products. The RV industry has experienced strong growth historically, with RV ownership currently at record levels. Industry trends point toward significant future growth as well due to favorable population demographics and increasing interest in RV's. "Atwood is a profitable business poised for growth with Insight," Larry Denton, DURA's Chairman and Chief Executive Officer, said. "This divestiture allows DURA to focus on its core automotive parts business while we position DURA for long-term success and emergence from Chapter 11 this year." "While the financing markets were as difficult as I have ever seen them, Insight delivered on its original commitment to purchase Atwood for $160.2 million through Dura's 363 bankruptcy sale process," Insight Principal Conner Searcy noted. "This is a testament to Insight's ability to get difficult transactions done while other buyout firms are pulling back from the market and walking away from deals." For the operationally focused private equity firm, Eliot Kerlin, a Vice President with Insight, observed, "Atwood is a classic Insight acquisition -- strong strategic positioning and a well- known platform in its industry, yet with significant operational and growth opportunities ahead. We are excited to partner with the Company's employees as we begin a 'new day' at Atwood." Atwood is the eighth acquisition in Insight's current fund, which closed in July 2005. Atwood also represents the 4th investment Insight has made during the last eleven months in domestic transportation manufacturing companies. DURA was advised by Miller Buckfire, AlixPartners and Kirkland & Ellis in connection with this transaction. Insight Equity was represented by Hunton & Williams. About DURA Automotive Rochester Hills, Mich.-based DURA Automotive Systems Inc. (Nasdaq: DRRA) -- http://www.DURAauto.com/-- is an independent designer and manufacturer of driver control systems, seating control systems, glass systems, engineered assemblies, structural door modules and exterior trim systems for the global automotive industry. The company is also a supplier of similar products to the recreation vehicle and specialty vehicle industries. DURA sells its automotive products to North American, Japanese and European original equipment manufacturers and other automotive suppliers. The Debtors filed for chapter 11 petition on Oct. 30, 2006 (Bankr. D. Del. Case No. 06-11202). Richard M. Cieri, Esq., Marc Kieselstein, Esq., Roger James Higgins, Esq., and Ryan Blaine Bennett, Esq., of Kirkland & Ellis LLP are lead counsel for the Debtors' bankruptcy proceedings. Mark D. Collins, Esq., Daniel J. DeFranseschi, Esq., and Jason M. Madron, Esq., of Richards Layton & Finger, P.A. Attorneys are the Debtors' co-counsel. Baker & McKenzie acts as the Debtors' special counsel. Togut, Segal & Segal LLP is the Debtors' conflicts counsel. Miller Buckfire & Co., LLC is the Debtors' investment banker. Glass & Associates Inc., gives financial advice to the Debtor. Kurtzman Carson Consultants LLC handles the notice, claims and balloting for the Debtors and Brunswick Group LLC acts as their Corporate Communications Consultants for the Debtors. As of July 2, 2006, the Debtor had $1,993,178,000 in total assets and $1,730,758,000 in total liabilities. ECV DEVELOPMENT: Section 341(a) Meeting Scheduled for September 17 ------------------------------------------------------------------ The United States Trustee for Region 15 will convene a meeting of ECV Development LLC's creditors on Sept. 17, 2007, 1:00 p.m., at Emerald Plaza Building in Suite 630. This is the first meeting of the Debtors' creditors following a conversion of their chapter 11 bankruptcy case to a chapter 7 liquidation proceeding, as granted by the Court on Aug. 21, 2007. All creditors are invited, but not required, to attend. This Meeting of Creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. Headquartered in Carlsbad, California, ECV Development LLC first filed for chapter 11 protection on July 28, 2006 (Bankr. S.D. Calif. Case No. 06-02001). The motion was dismissed on November 28, 2006. The Debtor filed for its Second Chapter 11 Protection on January 8, 2007 (Bankr. S.D. Calif. Case No. 07- 00052). Raymond R. Lee, Esq. of Suppa, Trucchi & Henein LLP represents the Debtor in its restructuring efforts. All of the Debtor's creditors are insiders. No Official Committee of Unsecured Creditors has been appointed in this case. When the Debtor sought protection from its creditors, it listed assets and debts between $1 million to $100 million. EL PASO: Affiliate Registers IPO of 25 Million Common Units ----------------------------------------------------------- El Paso Corporation's wholly owned subsidiary, El Paso Pipeline Partners L.P., filed a registration statement with the Securities and Exchange Commission relating to its proposed initial public offering of common units. El Paso Pipeline Partners anticipates offering 25,000,000 common units in the initial public offering, representing a 32.2% limited partner interest. Application will list the common units, which represent limited partner interests in El Paso Pipeline Partners, on the New York Stock Exchange under the symbol "EPB". El Paso Pipeline Partners will own and operate natural gas transportation pipelines and storage assets consisting of Wyoming Interstate Company Ltd., a wholly-owned interstate pipeline transportation business located in Wyoming and Colorado, and 10% interests in two interstate pipeline transportation businesses: Colorado Interstate Gas Company, located in the U.S. Rocky Mountains, and Southern Natural Gas Company, located in the southeastern United States. Combined, these three interstate pipeline businesses consist of more than 12,300 miles of pipeline and associated storage facilities with aggregate underground working natural gas storage capacity of 89 billion cubic feet. After this offering, El Paso Corporation will own the 2% general partner interest, all of the incentive distribution rights, a 65.8% limited partner interest in El Paso Pipeline Partners well as the remaining 90% interest in each of Colorado Interstate Gas Company and Southern Natural Gas Company. At or prior to the closing of the offering, Southern Natural Gas Company will transfer to El Paso Corporation its equity investment in Citrus Corp. and its wholly-owned subsidiaries Southern LNG Inc. and Elba Express Company LLC. These assets will not become part of El Paso Pipeline Partners. The underwriters are expected to be granted a 30-day option to purchase up to 3,750,000 additional common units if they sell more than 25,000,000 common units in the offering. El Paso Corporation's limited partner interest would be reduced to 60.9% if the underwriters exercise their option to purchase additional common units in full. Lehman Brothers, Citi, Goldman, Sachs & Co. and UBS Investment Bank will act as joint book-running managers of the offering. El Paso Pipeline Partners' proposed offering of common units will be made only by means of a prospectus. A copy of the preliminary prospectus relating to this offering may be obtained, when available, from the offices of: Lehman Brothers Inc. c/o Broadridge Financial Services, Prospectus Fulfillment 1155 Long Island Avenue Edgewood, NY 11717 Fax (631) 254-7140 About El Paso Corporation Headquartered in Houston, Texas, El Paso Corporation (NYSE:EP) -- http://www.elpaso.com/-- is an energy company that provides natural gas and related energy products. The company owns North America's interstate pipeline system, which has approximately 55,500 miles of pipe. It also owns approximately 470 billion cubic feet of storage capacity and a liquefied natural gas import facility with 806 million cubic feet of daily base load send out capacity. El Paso's exploration and production business is focused on the exploration for and the acquisition, development and production of natural gas, oil and natural gas liquids in the United States, Brazil and Egypt. It operates in three business segments: Pipelines, Exploration and Production and Marketing. It also has a Power segment, which holds its remaining interests in international power plants in Brazil, Asia and Central America. * * * Moody's Investor Services placed El Paso Corporation's probability default and long term corporate family ratings at "Ba3" in March 2007. The outlook is positive. ENCORE ACQUISITION: Affiliate Commences IPO of 9 Mil. Common Units ------------------------------------------------------------------ Encore Energy Partners LP, an affiliate of Encore Acquisition Company, has commenced an initial public offering of 9,000,000 common units representing limited partner interests pursuant to a registration statement on Form S-1 filed with the Securities and Exchange Commission. The underwriters will be granted a 30-day option to purchase up to an additional 1,350,000 common units to cover over-allotments. The common units will be listed on the New York Stock Exchange and traded under the symbol "ENP." The common units offered to the public will represent approximately 37.4% of the outstanding equity of Encore Energy Partners, or approximately 40.7% if the underwriters exercise their over-allotment option in full. Encore Acquisition and management of Encore Energy will own the remaining equity interests in Encore Energy. UBS Investment Bank and Lehman Brothers will act as joint book- running managers for the offering. A.G. Edwards, Credit Suisse, Raymond James and RBC Capital Markets will act as co-managers for the offering. This offering of common units will be made only by means of a prospectus. A written prospectus meeting the requirements of Section 10 of the Securities Act of 1933, when available, may be obtained from: UBS Investment Bank Prospectus Department 299 Park Avenue New York, NY 10171 Telephone (212) 821-3000 or Lehman Brothers c/o Broadridge 1155 Long Island Avenue Edgewood, NY 11717 Fax (631) 254-7140 About Encore Energy Partners With principal executive offices in Fort Worth, Texas, Encore Energy Partners was recently formed by Encore Acquisition Company to acquire, exploit and develop oil and natural gas properties and to acquire, own and operate related assets. Encore Energy Partners' assets consist primarily of producing and non-producing oil and natural gas properties in the Elk Basin of Wyoming and Montana and the Permian Basin of West Texas. About Encore Acquisition Headquartered in Fort Worth, Texas, Encore Acquisition Company (NYSE: EAC) -- http://www.encoreacq.com/-- is an independent energy company engaged in the acquisition, development and exploitation of North American oil and natural gas reserves. Organized in 1998, Encore's oil and natural gas reserves are in four core areas: the Cedar Creek Anticline of Montana and North Dakota; the Permian Basin of West Texas and Southeastern New Mexico; the Mid Continent area, which includes the Arkoma and Anadarko Basins of Oklahoma, the North Louisiana Salt Basin, the East Texas Basin and the Barnett Shale; and the Rocky Mountains. * * * As reported in the Troubled Company Reporter on June 26, 2007, Moody's Investors Service confirmed Encore Acquisition's Ba3 corporate family rating, Ba3 probability of default rating, and B1 senior subordinated note rating. ENZON PHARMA: June 30 Balance Sheet Upside-Down by $56.8 Million ---------------------------------------------------------------- Enzon Pharmaceuticals Inc.'s consolidated balance sheet at June 30, 2007, showed $355.4 million in total assets and $412.2 million in total liabilities, resulting in a $56.8 million total stockholders' deficit. The company incurred a net loss of $3.0 million in the three months ended June 30, 2007, a reversal of the net income of $11.0 million reported in the same period last year, mainly due to an increase in cost of products sales and contract manufacturing and an increase in research and development expenses. In addition, second quarter results in 2006 were favorably impacted by a $3.1 million gain from the purchase of 4.5 percent convertible notes at a discount to par. Total revenues rose slightly to $49.2 million from $47.6 milion. The company's cost of goods sold was $16.3 million for the three months ended June 30, 2007, compared to $12.4 million for the three months ended June 30, 2006. This increase is due in part to the additional intangible asset amortization expense related to the payment made to secure the supply of L-asparaginase, the active ingredient of Oncaspar, and validation batches of $1.9 million associated with the consolidation of the company's products from its South Plainfield, New Jersey facility to its Indianapolis, Indiana facility. The company's research and development (R&D) expenses were $17.7 million for the three months ended June 30, 2007, compared to $9.5 million for the three months ended June 30, 2006. This increase in R&D was expected and was attributable to the multiple programs underway to build the company's product pipeline. Selling, general and administrative expenses remained flat at $15.2 million. The company announced in February 2007 plans to consolidate its manufacturing sites. As a result of this decision, the company recorded a $755,000 charge this quarter for related severance costs that will be paid at the completion of the consolidation. The company expects to incur $8.0 million to $10.0 million in restructuring expense in 2007, of which $3.2 million has been recognized through June 30, 2007. A portion of these costs has and will be classified as cost of product sales. The company reported other expense of $1.8 million for the three months ended June 30, 2007, compared to other income of $1.0 million in the same period in the prior year. During the second quarter of 2007, the company purchased $11.9 million of its outstanding convertible debt due in 2008. This purchase resulted in a small gain due to the purchase at a discount to par, compared to the similar gain of $3.1 million in the second quarter of 2006. Total cash reserves decreased to $187.1 million as of June 30, 2007, as compared to $240.6 million as of Dec. 31, 2006. During the six months ended June 30, 2007, the net decrease in cash reserves was due to the purchase of $15.9 million in convertible notes, in addition to payments totaling $32.0 million made in the first quarter of 2007 for costs associated with securing rights to the long-term supply of L-asparaginase and a pipeline milestone . The company also utilized a portion of its cash reserves for ongoing operations. 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?2309 About Enzon Pharmaceuticals Headquartered in Bridgewater, New Jersey, Enzon Pharmaceuticals Inc. (NasdaqGM: ENZN) -- http://www.enzon.com/-- is a biopharmaceutical company dedicated to the development, manufacturing, and commercialization of important medicines for patients with cancer and other life-threatening conditions. Enzon has a portfolio of four marketed products, Oncaspar(R), DepoCyt(R), Abelcet(R) and Adagen(R). Enzon also engages in contract manufacturing for several pharmaceutical companies to broaden the company's revenue base. FEDERAL-MOGUL: 40 Plan Objections Filed as of August 21 ------------------------------------------------------- The U.S. Bankruptcy Court for the District 0f Delaware had set Aug. 21, 2007, as the deadline for Plan Objectors to file briefs on issues relating to confirmation of Federal-Mogul Corporation and its debtor-affiliates' Fourth Amended Joint Plan of Reorganization. As of Aug. 21, more than 40 Plan Objectors filed briefs opposing the Fourth Amended Plan: Plan Objectors Contention -------------- ---------- Ace Property & Casualty Ins. Co.; Plan A fails to comply AIG Casualty Co.; AIU Ins. Co.; with Section 524(g) of the Allianz Global Corporate & Specialty Bankruptcy Code. AG; Allianz Underwriters Ins. Co.; Allianze Global Risks U.S. Ins. Co.; American Home Assurance Co.; Central Nat'l Ins. Co. of Omaha; Century Indemnity Co.; Columbia Casualty Co.; Continental Casualty Co.; DaimlerChrysler Corp.; Federal Ins. Co.; Fireman's Fund Ins. Co.; First State Ins. Co.; Ford Motor Co.; Granite State Ins. Co.; Hartford Accident & Indemnity Co.; Ins. Co. of N. America; Ins. Co. of the State of Pennsylvania; Lexington Ins. Co.; Mt. McKinley Ins. Co.; Nat'l Union Fire Ins. Co. of Pittsburgh, Pa; Nat'l Surety Co.; New England Ins. Co.; New Hampshire Ins. Co.; One Beacon America Ins. Co.; Pacific Employers Ins. Co.; PepsiAmericas, Inc.; Seaton Ins. Co.; St. Paul Mercury Ins. Co.; Stonewall Ins. Co.; The Continental Casualty Co.; U.S. Fire Ins. Co.; and Volkswagen of America, Inc. ACE Insurers; AIG Member Cos.; Plan A exceeds the limits Allianz; CNA Entities; Federal Ins.; of the Court's subject- Fireman's Fund Ins. Co.; Mt. matter jurisdiction and McKinley; PepsiAmericas; The Hartford fails to satisfy the Cos. Bankruptcy Code's good- faith requirements. ACE Insurers; AIG Member Cos.; Certain insurers have Allianz; CNA Entities; Federal Ins.; standing to object to Fireman's Fund Ins. Co.; Mt. confirmation of Plan A and McKinley; One Beacon; PepsiAmericas; Plan A is not insurance Seaton; Stonewall; The Hartford neutral. Cos. CNA Entities; Fireman's Fund Ins. The Pneumo-Abex Trust Co.; Mt McKinley; PepsiAmericas Distribution Procedures cannot be approved. PepsiAmericas The Plan's proposed treatment to PepsiAmericas is not fair, reasonable, or in compliance with applicable law. Ford Motor Co.; PepsiAmericas Ford Motor Co. has standing to object to confirmation of Plan A. Employers Ins. Co. of Wausau; The Plan's treatment of Fireman's Fund Ins. Co.; Globe Fel-Pro and Vellumoid Indemnity Co.; One Beacon; Royal Claims does not comply Indemnity Co.; Seaton; Stonewall; with the Bankruptcy Code. The Travelers Indemnity Co.; Travelers Casualty & Surety Co. Fireman's Fund Ins. Co.; Globe The Insurers have standing Indemnity; One Beacon; Royal to object to confirmation. Indemnity; Seaton; Stonewall; Travelers; Wausau ACE Insurers; AIG Member Cos.; CNA The Court may not approve Entities; Fireman's Fund Ins. Co.; the Plan's purported Globe Indemnity; One Beacon; assignment of insurance PepsiAmericas; Royal Indemnity; rights. Seaton; Stonewall; The Hartford Cos.; TIG Ins. Co.; Travelers; Wausau AIG Member Cos.; Allianz; Certain The Court cannot approve Underwriters at Lloyds, London and the assignment of Certain London Market Cos.; Fireman's insurance rights as a Fund Ins. Co.; Mt. McKinley; matter of law under the Travelers; Wausau Bankruptcy Code. One Beacon; Seaton; Stonewall; Wausau Plan B fails to comply with applicable bankruptcy and non-bankruptcy law. In addition, Rothschild Inc. objects to the Fourth Amended Plan's supplemental injunction and exculpation provision to the extent that they could be interpreted as: (1) restricting Rothschild's rights to assert claims, counterclaims, affirmative defenses or other causes of action against the released parties in the event that any of them asserts a claim of any kind against Rothschild; (2) eliminating, reducing or otherwise affecting the Debtors' continuing obligations to indemnify and exculpate Rothschild in accordance with the parties' engagement letter; (3) modifying the legal standard that would apply in the event that any claims are asserted against Rothschild; or (4) limiting Rothschild's right to receive compensation earned and reimbursement of expenses incurred as administrative expenses under the Plan. >From the Debtors' bankruptcy filing to Nov. 30, 2003, Rothschild provided the Debtors with financial advisory and investment banking services. Bradford J. Sandler, Esq., at Benesch, Friedlander, Coplan & Aronoff LLP, in Wilmington, Delaware, clarifies that Rothschild is not seeking to jeopardize Plan confirmation, or to delay the Debtors' emergence from Chapter 11. Rather, Rothschild seeks to clarify that its rights will not improperly be limited by the Supplemental Injunction or the Exculpation Provision, Mr. Sandler clarifies. Furthermore, Owens-Illinois, Inc., an alleged joint tortfeasor and co-defendant in certain state court litigation with the Debtors, maintains that the TDP was not proposed in good faith in accordance with Section 1129(a)(3) of the Bankruptcy Code. Katharine L. Mayer, Esq., at McCarter & English, LLP, in Wilmington, Delaware, contends that the Asbestos Personal Injury Trust enhances the rights available to asbestos plaintiffs at the expense of the co-defendants. She argues that the Trustees, comprised of asbestos personal injury plaintiff lawyers, cannot properly fulfill their obligations to all beneficiaries of the Trust if: (1) those beneficiaries have interests directly adverse to each other; and (2) the Trustees themselves are biased because one of those adverse groups represents their own clients. The Plan Proponents' allegation that indirect claimants voted in favor of the Plan is misleading, Ms. Mayer argues. "The Plan Proponents unilaterally put indirect claimants in the same class as the hundreds of thousands of claims submitted by the asbestos plaintiff lawyers and then negotiated a deal for those lawyers to support the Plan. The acceptance by that class in no way negates the validity of Owens-Illinois' objection." Owens-Illinois asks the Court to deny confirmation of the Plan with the TDP as written. The Estate of Thurston Little, the Estate of Billy R. Scruggs, and the plaintiffs in the civil action styled Doris Everitt, et al. v. Pneumo Abex, LLC, pending in the U.S. District Court for the Southern District of Mississippi, Jackson Division, join in the Plan Objectors' contention that Plan A fails to comply with Section 524(g). The Plan's Channeling Injunction and other structural deficiencies would impermissibly violate the asbestos claimants' constitutional and equitable rights, the Pneumo Abex Claimants assert. Plan Proponents Respond The Debtors, the Official Committee of Unsecured Creditors, the Official Committee of Asbestos Claimants, the Official Committee of Equity Security Holders, the Legal Representative for Future Asbestos Claimants, JPMorgan Chase Bank, N.A., Cooper Industries, LLC, and Pneumo Abex LLC, argue that for the most part, the Plan Objectors are not creditors of, and have no legal interest in, the Debtors' estates. The Plan Objectors' arguments that the Plan and the Trust Distribution Procedures violate the cooperation and voluntary payment provisions of their policies and that the Plan discharges the Debtors' obligations for those violations are a gross mischaracterization of the Plan, the Plan Proponents assert. The Plan Objectors have not demonstrated the constitutionally required injury in fact and the direct adverse impact on their interests required of a putative party in interest under Section 1109 of the Bankruptcy Code, James E. O'Neill, Esq., at Pachulski, Stang, Ziehl, Young, Jones & Weintraub LLP, in Wilmington, Delaware, contends, on the Debtors' behalf. "Nor can they do so, given the sweeping insurance neutrality language of the Plan, which expressly provides that it does not adversely affect the insurers' rights under their contracts in any way, save for the Insurance Rights Assignment under Plan B." The Objecting Insurers' contention that their pecuniary interests are affected by the Plan is faulty, Mr. O'Neill continues. The proceeds of the Debtors' asbestos insurance policies, he points out, are property of the Debtors, not the Insurers. The Plan does not obligate the Insurers to pay amounts exceeding their pre-existing policy limits. Moreover, the Objecting Insurers are not within the class of persons protected by Section 524(g) and cannot assert the rights of the asbestos claimants whose interests that provision seeks to protect. Thus, they have no standing to assert objections based on alleged non-compliance with Section 524(g). The Plan Proponents maintain that Plan A satisfies Section 524(g) and all of the other statutory requirements of the Bankruptcy Code. Mr. O'Neill notes that Plan A has the "overwhelming" approval of the asbestos personal injury claimants and all of the Debtors' other creditors -- the real stakeholders in the Debtors' reorganization. The prospect of Plan A's increased "complexity" in itself, Mr. O'Neill asserts, does not provide any substantive basis for denying Plan A. Accordingly, the Plan Proponents ask the Court to confirm the Fourth Amended Plan, including Plan A. * * * Judge Fitzgerald denied the Plan Proponents' request to strike the testimony of Mark A. Behrens, one of the Objecting Insurers' witnesses. Judge Fitzgerald will hear closing arguments on October 1, 2007. About Federal-Mogul Based in Southfield, Michigan, Federal-Mogul Corporation -- http://www.federal-mogul.com/-- is an automotive parts company with worldwide revenue of some $6 billion. Federal-Mogul also has operations in Mexico and the Asia Pacific Region, which includes, Malaysia, Australia, China, India, Japan, Korea, and Thailand. The Company filed for chapter 11 protection on Oct. 1, 2001 (Bankr. Del. Case No. 01-10582). Lawrence J. Nyhan Esq., James F. Conlan Esq., and Kevin T. Lantry Esq., at Sidley Austin Brown & Wood, and Laura Davis Jones Esq., at Pachulski, Stang, Ziehl, Young, Jones & Weintraub, P.C., represent the Debtors in their restructuring efforts. When the Debtors filed for protection from their creditors, they listed $10.15 billion in assets and $8.86 billion in liabilities. Federal-Mogul Corp.'s U.K. affiliate, Turner & Newall, is based at Dudley Hill, Bradford. Peter D. Wolfson, Esq., at Sonnenschein Nath & Rosenthal; and Charlene D. Davis, Esq., Ashley B. Stitzer, Esq., and Eric M. Sutty, Esq., at The Bayard Firm represent the Official Committee of Unsecured Creditors. On March 7, 2003, the Debtors filed their Joint Chapter 11 Plan. They submitted a Disclosure Statement explaining that plan on April 21, 2003. They submitted several amendments and on June 6, 2004, the Bankruptcy Court approved the Third Amended Disclosure Statement for their Third Amended Plan. On July 28, 2004, the District Court approved the Disclosure Statement. The estimation hearing began on June 14, 2005. The Debtors submitted a Fourth Amended Plan and Disclosure Statement on Nov. 21, 2006, and the Bankruptcy Court approved that Disclosure Statement on Feb. 6, 2007. The confirmation hearing started on June 18, 2007 and is expected to end on Oct. 1, 2007. (Federal-Mogul Bankruptcy News, Issue No. 146; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000). FENTON'S OFFICE: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Fenton's Office Solutions, Inc. aka Fenton's Office Repair, Inc. 1720 Woodruff Park Idaho Falls, ID 83401 Bankruptcy Case No.: 07-40723 Type of business: The Debtor provide office equipment and supplies. See http://www.fentonsofficesolutions.com Chapter 11 Petition Date: August 31, 2007 Court: District of Idaho (Pocatello) Judge: Jim D. Pappas Debtor's Counsel: Robert J. Maynes, Esq. P.O. Box 3005 Idaho Falls, ID 83403-3005 Tel: (208) 552-6442 Total Assets: $793,677 Total Debts: $2,029,576 Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ F.O.S. Holding, L.L.C. Operating loans $1,234,918 Steve Crandall, Secretary 3456 East 17th Street, Suite 140 Idaho Falls, ID 83406 Cameron Community & Education Operating loans $77,000 Foundation 329 South Woodruff Avenue Idaho Falls, ID 83401 Internal Revenue Service Taxes $59,127 550 West Fort Street Stop 041 Boise, ID 83724-0041 Robert Fenton Operating loan $50,000 Wells Fargo-- Business Line of credit $21,936 Direct Division U.S. Bank Credit card $15,443 Pioneer Business Center Breach of contract $15,000 Katun Corporation Trade debt $13,604 U.S. Bank Credit card $10,117 Key Bank Line of credit $9,990 Crandall & Oseen, P.A. Trade debt $8,500 Yellow Book U.S.A. Trade debt $5,752 Family Asset Protection Trade debt $5,065 FedEx Freight West Trade debt $3,991 Steve Crandall, P.L.L.C. Trade debt $3,195 Idaho State Tax Commission Taxes $3,000 Anderson Nelson Hall Trade debt $2,539 Smith, P.A. Panasonic Digital Document Trade debt $1,663 Company Idaho Falls Chukars Default judgment $1,085 Baseball Qwest Communications Trade debt $358 FORNEY LAND: Voluntary Chapter 11 Case Summary ---------------------------------------------- Debtor: Forney Land Trust P.O. Box 1981 Addison, TX 75001 Bankruptcy Case No.: 07-34380 Chapter 11 Petition Date: September 4, 2007 Court: Northern District of Texas (Dallas) Judge: Harlin DeWayne Hale Debtor's Counsel: Eric A. Liepins, Esq. Eric A. Liepins, P.C. 12770 Coit Road, Suite 1100 Dallas, TX 75251 Tel: (972) 991-5591 Fax: (972) 991-5788 Estimated Assets: Less than $10,000 Estimated Debts: $1 Million to $100 Million The Debtor did not file a list of its 10 largest unsecured creditors. FRENCH LICK: Credit Pact Amendment Cues S&P to Hold Junk Rating --------------------------------------------------------------- Standard & Poor's Ratings Services affirmed its ratings on French Lick Resorts & Casino LLC, including the 'CCC' corporate credit rating, and removed them from CreditWatch, where they were placed with negative implications on April 10, 2007. The rating outlook is negative. "The affirmation and removal from CreditWatch follow the receipt of amendments on Aug. 30, 2007, under the company's revolving credit facility, which lifted a freeze on accessing funds, and which modify financial covenants such that FLRC is in compliance with all current covenants," explained Standard & Poor's credit analyst Ariel Silverberg. The amendments follow support from an affiliate of FLRC's parent. While FLRC now has the option to request further draws on the revolver, these draws are contingent upon the affiliate providing further support, which S&P expect FLRC will receive. The ratings on French Lick, Indiana-based FLRC reflect continued concerns surrounding the company's liquidity position, its narrow business position as an operator of a single casino, competitive market conditions, and its challenged location. FLRC was created to develop, own, and operate the French Lick Resorts & Casino, a $380 million project, which was essentially complete as of Aug. 30, 2007. FLRC includes a 42,000-square-foot casino and entertainment complex, two historic hotels (the French Lick Springs Hotel and the West Baden Springs Hotel) with a total of 680 rooms, and a 109,000 square foot conference and event center, as well as three golf courses. The casino currently features 1,202 slot machines and 44 table games. Customers to the resort come primarily from Indianapolis, Louisville, Evansville, and Terre Haute. However, population counts within 25-miles of the resort are low, and the resort has had difficulty in attracting the volume of patrons that it had originally expected. While the casino opened strong in its first month of operation in November 2006, performance to date has been well below initial expectations, and FLRC has been one of the weakest performing gaming facilities in Indiana in terms of win per slot, according to the Indiana Gaming Commission's Web site. Nevertheless, while relatively weak, operating performance in the summer months has reportedly improved, and reports from the Indiana Gaming Commission show admissions and slot win increasing month to month from April through July. Despite this improvement, S&P expect that FLRC will continue to be challenged in attracting customers and generating sufficient levels of cash to support operations in the near term, especially given that the fall months are seasonally weaker than the summer. FRIENDSHIP VILLAGE: S&P Lowers Debt Rating to BB+ from BBB- ----------------------------------------------------------- Standard & Poor's Ratings Services has lowered its rating on Franklin County, Ohio's debt, issued for Friendship Village of Columbus, to 'BB+' from 'BBB-' based on a challenged balance sheet for a type A continuing-care retirement community and the need for capital investments. The outlook is negative. "The negative outlook is based on our concern that the need to invest capital to update the current campus could further impair FVC's balance sheet, either by spending down cash or adding more leverage," said Standard & Poor's credit analyst Brian Williamson. "We also expect FVC to continue to manage revenue growth, coupled with a strong focus on the cost structure of the facility," he added. Located in Columbus, FVC (managed by Life Care Services) provides 250 independent-living units, 63 assisted-living units, and 90 nursing beds. The Columbus market is very competitive. While FVC lists its competition as Wexner Heritage Village and Friendship Village of Dublin, there are numerous assisted living and nursing homes in the area. FVC considers its market to be generally a five-mile radius around the facility. As of June 30, 2007, occupancy was 85% for ILUs, 91% for the ALUs, and 86% for the nursing unit. Management believes that it is being challenged in the ILUs, as more than the average number of units has been released. The attrition has occurred for various reasons, including moving individuals along the spectrum of care and deaths. From 2005-2007, deaths went to 17 from seven and the total units released went to 40 from 28. Management has also stated that there is a need to invest some capital in the existing campus to remain competitive. For fiscal year-end June 30, 2007, FVC posted an operating margin of 1.2% compared with negative 2.4% for the same period in 2006. Over the past three years, there has been more of a focus on operations, with the addition of a new director of accounting. The new director has put more discipline in place to adhere to budgets and to watch the expenses. This new discipline is now starting to take hold. For fiscal 2007, adjusted coverage was 1.58x compared with 0.94x for fiscal 2006. However, FVC's balance sheet remains challenged as FVC has 150 days' cash on hand, adjusted leverage of 62%, and cash to debt of 35%. The balance sheet remains a concern as the management team has acknowledged that there is a need to invest capital. The concern revolves mainly around the liquidity of FVC being a type A facility. As per the 2006 ratios for life care senior living facilities, days' cash on hand equated to 343 days, adjusted leverage was 45.5%, and cash to debt was 60% for all 'BBB' credits. So as FVC contemplates future capital spending, it is anticipated that the balance sheet will remain challenged for the foreseeable future. It should be noted that FVC is not a party to any swap transactions. Approximately $17.45 million of debt is affected. GATEWAY ACCESS: Taps Tighe Patton as Special Counsel ---------------------------------------------------- Gateway Access Solutions Inc. asks the United States Bankruptcy Court for the Middle District of Pennsylvania for permission to employ Tighe Patton Armstrong Teasdale PLLC as its special counsel. The firm is expected to: a. deal with the Federal Communications Commission in regard to licenses and spectrum leases and matters related thereto and assist in locating, appraising and valuation of the same and dealing with license holders and lessors of spectrum gravity; b. assist Sheils Law Associates P.C. in drafting the Debtor's plan as it pertains to FCC regualtions, Section 363 sales and transfers of licenses and leases already owned by the Debtor with respect to FCC and the regulation and other business matters; c. assist the Sheils Law in Section 362 borrowings of the company relationship to the licenses and leases and FCC regualtions and other business matters: d. ascert and verify correct list of shareholders in the Debtor; and e. ascert the status of shares in the Debtor as publicly traded or restricted; f. investigate irregularities in the issuance of shares of common and preferred stock; and g. take any steps necessary to protect the estate from improper shareholder claims. The Debtor tells the Court that it paid a $40,000 retainer fee to the firm on Dec. 9, 2006. The firm asserts a $51,117 unsecured claim against the Debtor. Papers filed with the Court did not disclose the firm's compensation rates for this engagement. Kermit A. Rosenberg, Esq., an attorney of the firm, assures the Court that the firm does not hold any interest adverse to the Debtor's estate and is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. Mr. Rosenberg can be reached at: Kermit A. Rosenberg, Esq. Tighe Patton Armstrong Teasdale PLLC 1747 Pennsylvania Avenue, N.W., 3rd floor Washington, D.C. 20006-4604 Headquartered in Scranton, Pennsylvania, Gateway Access Solutions Inc. -- http://www.gwya.net/-- provides wireless broadband solutions. The Company filed for Chapter 11 protectionon Jan. 9, 2007 (Bankr. M.D. Pa. Case No.: 07-50051). Jill M. Spott, Esq., at Sheils Law Associates, P.C., represents the Debtor in its restructuring efforts. No Official Committee of Unsecured Creditors has been appointed to date in this case. Its listed assets and debts between $1 million and $100 million. GEOKINETICS INC: Names Jim White & Lee Parker as Exec. Officers --------------------------------------------------------------- Geokinetics Inc. has appointed Jim White as executive vice president -- North American operations and Lee Parker as executive vice president -- international operations effective Sept. 1, 2007. Jim White, a senior executive with over 25 years of operational experience in the seismic industry, will report to Richard F. Miles, the president and chief executive officer of Geokinetics. In this role, Mr. White will manage all acquisition, processing, and interpretation operations in the United States and Canada. Mr. White joined Geokinetics in December 2005 through the acquisition of Trace Energy Services Inc., where he served as the president and chief executive officer since February 2004. Prior to that, Mr. White spent 25 years with WesternGeco in a variety of operational roles, including vice president for North and South America. Mr. White holds a Bachelors degree in Geological Sciences from Penn State University. Lee Parker, a senior executive with over 15 years of technical and managerial experience in the seismic industry, will report to Mr. Miles. In this role, Mr. Parker will manage all international acquisition operations. Mr. Parker joined Geokinetics in September 2006, through the acquisition of Grant Geophysical, Inc., where he spent over 14 years in various technical and managerial roles in Europe, Africa, South America, and the United States, serving as vice president -- technology. Mr. Parker holds a Bachelors degree in Electronic Engineering from the University of Southampton. "On behalf of the board of directors, I am pleased todisclose the promotions of Jim and Lee as executive officers of Geokinetics, Mr. Miles commented. "We are fortunate to have these two highly qualified individuals as part of our management team. They both have a wealth of seismic operational experience and will play a key role as we continue upon our growth initiatives." About Geokinetics Inc. Headquartered in Houston, Texas, Geokinetics Inc. (AMEX:GOK) -- http://www.Geokinetics.com/-- is a provider of seismic acquisition and high-end seismic data processing services to the oil and gas industry. Geokinetics has strong operating presence in North America and is focused on key markets internationally. Geokinetics operates in some of the most challenging locations in the world from Arctic to mountainous jungles to transition zone environments. * * * Standard and Poor's rated the company's long-term foreign and local issuer credits at 'B-'. GERDAU AMERISTEEL: Gets FCO's OK on Chaparral Steel Merger Deal --------------------------------------------------------------- Gerdau Ameristeel Corporation and Chaparral Steel Company have received a letter dated Sept. 3, 2007, from the Federal Cartel Office of the Federal Republic of Germany, clearing the transaction. The consummation of the merger remains subject to customary conditions, including adoption of the Agreement and Plan of Merger by Chaparral's stockholders. Investors and security holders may obtain a free copy of the proxy statement and other documents filed by Chaparral at the Securities and Exchange Commission's by directing such request to Chaparral Investor Relations, telephone (972) 779-1032. About Chaparral Steel Headquartered in Midlothian, Texas, Chaparral Steel Company (NASDAQ: CHAP) -- http://www.chapusa.com/-- is a producer of structural steel products in North America and also a major producer of steel bar products. It operates two mini-mills, one located in Midlothian, Texas, and the other located in Dinwiddie County, Virginia. The company has approximately 1,400 employees and an annual installed capacity of 2.9 million metric tons. About Gerdau Ameristeel Headquartered in Tampa, Florida, Gerdau Ameristeel Corporation (NYSE: GNA, TSX: GNA) -- http://www.gerdauameristeel.com/-- is a minimill steel producer in North America with annual manufacturing capacity of over 9 million tons of mill finished steel products. Through its vertically integrated network of 17 minimills (including one 50%-owned joint venture minimill), 17 scrap recycling facilities and 51 downstream operations (including seven joint venture fabrication facilities), Gerdau Ameristeel serves customers throughout North America. The company's products are generally sold to steel service centers, to steel fabricators, or directly to original equipment manufacturers for use in a variety of industries, including construction, automotive, mining, cellular and electrical transmission, metal building manufacturing and equipment manufacturing. The company is a subsidiary of Brazil's Gerdau SA. * * * As reported in the Troubled Company Reporter on July 13, 2007, Moody's Investors Service placed these ratings of Gerdau Ameristeel Corporation under review for possible downgrade: Ba1 probability of default rating, placed on review for possible downgrade; Ba1 corporate family rating, placed on review for possible downgrade, Ba1; and senior unsecured regular bond/debenture, placed on review for possible downgrade, Ba2, LGD5 74%. GIBRALTAR INDUSTRIES: S&P Holds BB Rating and Revises Outlook ------------------------------------------------------------- Standard & Poor's Ratings Services affirmed its existing ratings on Gibraltar Industries Inc., including its 'BB' corporate credit rating, and revised its outlook to negative from stable. At the same time, Standard & Poor's affirmed its 'BB+' rating on the company's $75 million senior secured revolving credit facility add-on to the existing $300 million senior secured revolving credit facility. The recovery rating is '2', indicating the expectation of substantial (70%-90%) recovery in the event of payment default. Gibraltar will use proceeds from the expanded revolving credit facility to help fund the acquisition of Manhattan, Kansas-based Florence Corp., a cluster mailbox manufacturer. "The outlook revision reflects the increase in financial leverage that will occur as a result of the transaction, resulting in credit measures that will be initially weak for the company's ratings," said Standard & Poor's credit analyst Sean McWhorter. "In addition, the transaction is occurring during the slowdown in the residential construction and automotive sectors, Gibraltar's largest end markets. This could hamper the company's ability to reduce its relatively high pro forma debt leverage to a level more consistent with the current rating. Still, the acquisition modestly improves the overall business position of Gibraltar by providing the company additional exposure to the growing commercial construction segment." Gibraltar has a history of financing acquisitions with a significant amount of debt and then materially decreasing its borrowings in a timely manner. "We expect the company to act in a similar manner with this transaction," Mr. McWhorter said. He added, "We could lower the rating if residential end-market demand slows more than we currently expect, meaningfully intensifying price competition, or if volumes show a sustained decline due to weakened demand from automotive or building products customers, resulting in weaker credit measures. We could possibly revise the outlook revision back to stable if residential construction and automotive end-markets stabilize at levels that allow the company to rapidly improve credit metrics to a level more in line with current ratings." GREAT LAND: Voluntary Chapter 11 Case Summary --------------------------------------------- Debtor: Great Land Seafoods, LLC 2940 Westlake Avenue North, Suite 300 Seattle, WA 08109 Bankruptcy Case No.: 07-14173 Chapter 11 Petition Date: September 3, 2007 Court: Western District of Washington (Seattle) Judge: Karen A. Overstreet Debtor's Counsel: Francois L. Fischer, Esq. 9520 Northeast Daniel Court Bainbridge Island, WA 98110-1319 Tel: (206) 780-8555 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. HANCOCK FABRICS: Wants Court Approval on CoStar License Agreement ----------------------------------------------------------------- Hancock Fabrics Inc. and debtor-affiliates ask the U.S. Bankruptcy Court for the District of Delaware for authority to enter into a license agreement with CoStar Realty Information, Inc., a company that provides commercial real estate information services including data on occupancy history, rental rates, commercial real estate photo library, and other market information. The License Agreement provides that, for a period of one year, the Debtors will have a non-exclusive, non-transferable license to use CoStar's proprietary database of commercial real estate information and related software. The Debtors will pay to CoStar a $4,500 monthly fee. CoStar has agreed to defend and indemnify Hancock for all costs and expenses associated with the defense of any claim that CoStar's Licensed Product infringes a patent, copyright or trademark, provided that Hancock gives CoStar prompt written notice of the claim. Robert J. Dehney, Esq., at Morris, Nichols, Arsht & Tunnell, LLP, in Wilmington, Delaware, asserts that by entering into the License Agreement, the Debtors can better monitor and evaluate potential valuable relocation opportunities for their existing retail stores by having the ability to: (a) match their criteria for high potential locations to properties for sale or lease and receive alerts regarding properties that may be of their interest and value; (b) analyze market conditions more readily; (c) verify sales and lease information on properties sold and leased in various U.S. markets; (d) reduce risk associated with purchasing or leasing properties by having access to more current and accurate information; and (e) reduce their time and money expenditures necessary for the process of evaluating properties and meeting with brokers. About Hancock Fabrics Headquartered in Baldwyn, Mississippi, Hancock Fabrics Inc. (OTC: HKFIQ) -- http://www.hancockfabrics.com/-- is a specialty retailer of a wide selection of fashion and home decorating textiles, sewing accessories, needlecraft supplies and sewing machines. Hancock Fabrics is one of the largest fabric retailers in the United States, currently operating approximately 400 retail stores in approximately 40 states. The company employs approximately 7,500 people on a full-time and part-time basis. Most of the company's employees work in its retail stores, or in field management to support its retail stores. The company and six of its debtor-affiliates filed for chapter 11 protection on March 21, 2007 (Bankr. D. Del. Lead Case No. 07-10353). Robert J. Dehney, Esq., at Morris, Nichols, Arsht & Tunnell, represent the Debtors. When the Debtors filed for protection from their creditors, they listed $241,873,900 in total assets and 161,412,000 in total liabilities. The Court extend the Debtors exclusive period to file a Chapter 11 Plan to Feb. 28, 2008. (Hancock Fabric Bankruptcy News, Issue No. 16, Bankruptcy Creditors' Service Inc.; http://bankrupt.com/newsstand/or 215/945-7000). HANCOCK FABRICS: Court Approves Burr Pilger as Auditor ------------------------------------------------------ Hancock Fabrics Inc. and debtor-affiliates obtained authority from the U.S. Bankruptcy Court for the District of Delaware to employ Burr Pilger & Mayer, LLP, as their auditor nunc pro tunc to June 25, 2007. In June 2007, as part of the ongoing effort to bring their financial reporting up to date, the Debtors evaluated several independent auditing firms to provide auditing services to the Debtors, including reporting of the Debtors' consolidated balance sheet as of February 3, 2007, and the related consolidated statements of operations, cash flows, and shareholders' equity for the fiscal year ending February 3, 2007. Subsequently, on June 25, 2007, the Debtors and Burr Pilger entered into an engagement letter agreement, which provides that Burr Pilger will: (a) perform an integrated audit on the financial statements and management's assessment of the effectiveness of the Debtors' internal controls over their financial reporting as of and for the fiscal year ending February 3, 2007; (b) will provide an audit report concerning the financial statements after the integrated audit; (c) review the unaudited financial information to be included in the Debtors' Form 10-K for the quarterly periods ended April, July, and October 2006, and Form 10-Q for the quarters ended April, and July prior to the filing with the Securities and Exchange Commission; (d) communicate to the Debtors' audit committee and management any matter discovered as a result of the review that may require material modifications to the quarterly financial information; and (e) provide tax and accounting research, consultation and assistance, and review filings in the Debtors' Chapter 11 Cases. The Debtors will pay Burr Pilger according to the firm's customary hourly rates: Partners $375 to $495 Directors/Managers $245 to $300 Supervisors/Senior Staff $170 to $200 Staff Accountants $110 to $180 The Debtors will also reimburse Burr Pilger for any necessary out-of-pocket expenses the firm incurred or will incur in connection with its services. The Debtors propose to provide a $100,000 retainer to Burr Pilger because it is probable that the firm may provide extensive auditing services which cost cannot be estimated with certainty. Brad Holsworth, a partner at Burr Pilger, assures the Court that his firm does not hold or represent any interest adverse to the Debtors and their estates, and is a "disinterested person" as the term is defined under Section 101(14) of the Bankruptcy Code. About Hancock Fabrics Headquartered in Baldwyn, Mississippi, Hancock Fabrics Inc. (OTC: HKFIQ) -- http://www.hancockfabrics.com/-- is a specialty retailer of a wide selection of fashion and home decorating textiles, sewing accessories, needlecraft supplies and sewing machines. Hancock Fabrics is one of the largest fabric retailers in the United States, currently operating approximately 400 retail stores in approximately 40 states. The company employs approximately 7,500 people on a full-time and part-time basis. Most of the company's employees work in its retail stores, or in field management to support its retail stores. The company and six of its debtor-affiliates filed for chapter 11 protection on March 21, 2007 (Bankr. D. Del. Lead Case No. 07-10353). Robert J. Dehney, Esq., at Morris, Nichols, Arsht & Tunnell, represent the Debtors. When the Debtors filed for protection from their creditors, they listed $241,873,900 in total assets and 161,412,000 in total liabilities. The Court extend the Debtors exclusive period to file a Chapter 11 Plan to Feb. 28, 2008. (Hancock Fabric Bankruptcy News, Issue No. 16, Bankruptcy Creditors' Service Inc.; http://bankrupt.com/newsstand/or 215/945-7000). HYLAND SOFTWARE: Reduced Debt Levels Cue S&P to Lift Rating to B+ ----------------------------------------------------------------- Standard & Poor's Rating Services raised its corporate credit rating on Westlake, Ohio-based Hyland Software Inc. to 'B+' from 'B', following the close of the company's secured credit facilities, reflecting revised and reduced debt levels. The outlook is stable. At the same time, S&P raised its bank loan ratings on the company's $119 million bank financing. The first-lien facility, which comprises a $20 million revolving credit facility and an $80 million term loan B, is rated 'BB', two notches above the corporate credit rating, with a recovery rating of '1', indicating the expectation of very high (90%-100%) recovery in the event of a payment default. The $19 million second-lien term loan is rated 'B-', two notches below the corporate credit rating, with a recovery rating of '6', indicating the expectation of negligible (0%-10%) recovery in the event of a payment default. "The ratings on Hyland reflect the company's focus on a fragmented and competitive enterprise content management market, the presence of larger players with better financial resources, and high leverage," said Standard & Poor's credit analyst David Tsui. "These factors are partially offset by Hyland's predictable and recurring revenue stream stemming from high renewal rates and favorable business segment growth." Hyland provides ECM software solutions that enable organizations to manage, control, and share unstructured content. The company derives revenues from the sale of software licenses and by providing maintenance and professional services. Operating-lease adjusted debt to EBITDA is within expectations for the rating at 4.7x, which allows for some fluctuation in revenue and profitability. To date, the company has made only one small acquisition for $3 million. The company is expected to limit acquisitions to small tuck-in acquisitions as it pursues its growth objectives. EBITDA growth and continued free cash flow generation is expected to improve leverage in the near-to- intermediate term. INNOVATIVE CLINICAL: Board of Directors OKs Plan of Liquidation --------------------------------------------------------------- The board of directors of Innovative Clinical Solutions LTD has approved a plan of liquidation which it anticipates implementing after receipt of distributions with respect to its claim against the Chapter 7 estate of Abraham D. Gosman. Innovative Clinical has been inactive since Feb. 1, 2003, when its obligation to file reports with the Securities and Exchange Commission under the Securities Exchange Act of 1934 was automatically suspended. Since that date, the ICSL board has overseen the resolution of various claims against the company, the settlement of litigation and the sale of its illiquid assets. As of this date, ICSL's assets consist of cash and its claim as an unsecured creditor of the Gosman Estate. ICSL's claim relates to a $11.3 million judgment against Mr. Gosman, which is described in its Annual Report on Form 10-K for the fiscal year ended Jan. 31, 2003, filed with the SEC. On Aug. 28, 2007, the Trustee appointed to administer the Gosman Estate filed a motion for an order authorizing an interim distribution of not less than $15 million to general unsecured creditors of the Gosman Estate. Any distribution must be approved by the Bankruptcy Court for the Southern District of Florida and would be shared by unsecured creditors of the Gosman Estate pro rata based upon the amount of claims allowed by the Bankruptcy Court. Any distribution received from the Gosman Estate will first be used to pay liabilities. After settlement of all outstanding obligations to ICSL creditors, ICSL proposes to make a distribution to its stockholders of any remaining funds. The liquidation process may result in additional claims against ICSL, reducing any amounts ultimately available for distribution to stockholders. Since the timing and amount of any distribution from the Gosman Estate well as the final amount of liabilities can not be determined, the board is unable to predict the amount of any such distribution or when such distribution, will be made. About Innovative Clinical Solutions Ltd. Headquartered in Providence, Rhode island, Innovative Clinical Solutions Ltd. (OTC:ICSN) is engaged in investigative clinical site management, including outcomes research, and single-specialty provider network management. On Jan. 25, 2002, ICSL has determined to discontinue operations of its network management business. On Feb. 7, 2002, ICSL completed a transaction with Comprehensive Neuroscience Inc., in which its wholly owned subsidiary, Clinical Studies Ltd., which operates ICSL's investigative clinical site management and outcomes research, became a wholly owned subsidiary of CNS, a clinical knowledge company focused on the development, evaluation and appropriate use of drugs used to treat neuropsychiatric illnesses. Upon consummation of the Merger on Feb. 7, 2002, ICSL owned 42% of CNS. The combined new CNS has three divisions: Clinical Trials, Medical Information Technologies and Drug Discovery. INTEGRA TELECOM: Closes Eschelon Telecom Acquisition ---------------------------------------------------- Eschelon Telecom Inc. is a wholly owned subsidiary of Integra Telecom Inc., effective Aug. 31, 2007, and will continue its operations doing business as an Integra company. The combined company is one of the largest competitive local exchange carriers in the nation enjoying pro-forma 2007 revenues of more than $700 million and more than $240 million in pro-forma 2007 EBITDA, including anticipated synergies. "We're excited to bring together two well run companies which will create a substantial, well positioned, customer focused alternative to the large monopoly carriers," Dudley Slater, CEO of Integra Telecom, said. "I want to formally welcome the employees and customers of Eschelon to Integra. Eschelon customers can look forward to Integra investing in additional local service professionals and products, enhancing their service experience." Integra attributes its high customer loyalty and customer satisfaction ratings to its highly responsive, decentralized business model which positions senior leadership, customer service centers and technicians in the heart of their customers' communities. The combined company will offer an expanded product set, including: local and long-distance calling, high-speed Internet, DSL, voice messaging, and toll-free services, available on Integra's 4,700-mile high-speed long haul network. "Both companies have an excellent reputation of meeting the needs of their customers," Richard A. Smith, former president and CEO for Eschelon, added. "The market position and financial strength resulting from this combination well positions the customers and employees of both companies for the future." Richard Smith has agreed to join Integra Telecom's board of directors. Integra and Eschelon derive over 80% of their revenues from overlapping service areas making the business combination compelling and straight forward. Much of Eschelon's traffic, which was previously routed over leased facilities from other carriers, will now be routed over Integra's extensive metropolitan area and intercity fiber networks. The combined company will be headquartered in Portland, Oregon. About Integra Telecom Headquartered in Portland, Oregon, Integra Telecom, Inc. -- http://www.integratelecom.com/-- provides voice, data and Internet communications to thousands of business and carrier customers in eight Western states, including: Arizona, California, Idaho, Minnesota, North Dakota, Oregon, Utah and Washington. The company owns and operates a best-in-class fiber-optic network comprised of eight metropolitan access networks, a nationally acclaimed tier one Internet and data network and a 4,700-mile high-speed long haul network. Primary equity investors in the company currently include Banc of America Capital Investors, Boston Ventures and Nautic Equity Partners. * * * As reported in the Troubled Company Reporter on Aug. 20, 2007, Moody's Investors Service affirmed its Caa2 rating for Integra Telecom Inc.'s $280 million Senior unsecured PIK loan, and Integra's B3 Corporate Family Rating and its probability-of- default rating. The Outlook is Stable. Standard & Poor's Ratings Services affirmed its 'B-' corporate credit rating on Integra Telecom Inc. IRIDIUM OPERATING: Judge Peck Rules in Favor of Motorola -------------------------------------------------------- The Hon. James M. Peck of the U.S. Bankruptcy Court for the Southern District of New York ruled against Iridium Operating LLC's creditors and in favor of Motorola Inc., the Associated Press reports. Iridium's creditors had filed the suit against Motorola hoping to get back the $3.7 billion paid to Motorola to build the Debtor's 66-satellite constellation, the report adds. In his ruling, Judge Peck said that although the capital markets dashed Iridium's hopes of huge profits from satellite telecommunications, the fact that it was able to raise money meant it wasn't insolvent during a critical period. According to AP, Judge Peck further said that even when the system's limitations was recognized, investors and even lenders still believed that Iridium could be a viable enterprise. AP relates that creditors had attempted to prove that the venture had no chance of paying back the debts it incurred to develop the system. About Iridium Operating Iridium Operating LLC used to develop and deploy global wireless personal communication systems. On August 19, 1999, some holders of Iridium's senior notes filed an involuntary chapter 11 petition (Bankr. S.D.N.Y. Case No: 99-45005) against Iridium and its subsidiary Capital Corp. At that time, the Debtors were highly leveraged with $3.9 billion in secured and unsecured debt. On the same date, Iridium and 7 other subsidiaries filed voluntary chapter 11 petitions in Delaware. They consented to the jurisdiction of the N.Y. Court in Sept. 7, 1999. William J. Perlstein, Esq., and Eric R. Markus, Esq., at Wilmer, Cutler & Pickering represent the Debtors in their restructuring efforts. John J. Rapisardi, Esq., at Weil, Gotshal & Manges LLP represent the petitioning creditors: Magten Partners, Wall Financial Investments (USA) Ltd., and Canyon Capital Advisors LLC, as Fund Manager for The Value Realization Fund, L.P. Bruce Weiner, Esq., at Rosenberg, Musso & Weiner LLP, represent the Official Committee of Unsecured Creditors. The Court extended the Debtors' exclusive period to file a chapter 11 plan to Nov. 14, 2007. JP MORGAN: S&P Affirms Low-B Ratings on Six Cert. Classes --------------------------------------------------------- Standard & Poor's Ratings Services affirmed its ratings on 18 classes of commercial mortgage pass-through certificates from J.P. Morgan Chase Commercial Mortgage Securities Corp.'s series 2004- LN2. The affirmed ratings reflect credit enhancement levels that provide adequate support through various stress scenarios. As of the Aug. 3, 2007, remittance report, the collateral pool consisted of 173 loans with an aggregate trust balance of $1.181 billion, down from 175 loans totaling $1.246 billion at issuance. The master servicer, Capmark Finance Inc., reported financial information for 100% of the pool, excluding $62.8 million (5%) of defeased collateral. Ninety-six percent of the servicer-reported information was full-year 2006 data. Using this information, Standard & Poor's calculated the weighted average debt service coverage to be 1.61x, compared with 1.59x at issuance. All but one of the loans in the pool are current. The delinquent loan ($3.4 million) is one of the two loans with the special servicer, CW Capital Asset Management LLC, and is 60-plus-days delinquent. To date, the trust has experienced one loss of $1.3 million. The top 10 loans secured by real estate have an aggregate outstanding balance of $342.6 million (29%) and a weighted average DSC of 1.76x, up from 1.54x 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 properties were characterized as "good." Credit characteristics for the largest loan, the World Apparel Center loan, are consistent with those of investment-grade obligations. The World Apparel Center loan has a trust balance of $72.9 million (6%) and a whole-loan balance of $219 million. The pari passu loan is secured by the fee interest in a 1,150,705-sq.- ft. office property in Manhattan. For the year ended Dec. 31, 2006, the DSC was 2.18x and occupancy was 91%. Standard & Poor's adjusted net cash flow for this loan is down 8% from its level at issuance. There are two loans totaling $6.1 million with the special servicer. The Spring Valley Apartments loan ($3.4 million) is secured by a 36-unit multifamily property in Spring Valley, New York. The loan was transferred to the special servicer when the loan became 60 days delinquent after the August 2007 remittance date. Capmark has made several attempts to contact the borrower regarding the delinquency, but has not received a response. As of year-end 2006, DSC for this loan was 1.82x. The Bay Pointe Apartments loan ($2.8 million) is secured by a 220- unit multifamily property in Saginaw, Michigan. The loan was transferred to the special servicer on July 2, 2007, due to circumstances related to a fire at the property. The fire occurred in 2005 and destroyed 10% of the units. Although the borrower received proceeds from the insurance claim, the destroyed units were never brought back on line. The loan is current through August 2007, and no losses are expected at this time. Capmark reported a watchlist of 29 loans ($151.4 million, 13%). Woodmont Place is the largest loan on the watchlist with an outstanding balance of $15.4 million (1%) and is secured by a 105,825-sq.-ft. office property in Rockville, Maryland. The loan is on the watchlist because the sole tenant, the General Services Administration, vacated the premises in February 2007. The property remains 100% vacant. 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 rating affirmations. Ratings Affirmed J.P. Morgan Chase Commercial Mortgage Securities Corp. Commercial mortgage pass-through certificates series 2004-LN2 Class Rating Credit enhancement ----- ------ ------------------ A-1 AAA 14.53% A-1A AAA 14.53% A-2 AAA 14.53% B AA 12.03% C AA- 10.97% D A 8.99% E A- 8.20% F BBB+ 6.75% G BBB 5.70% H BBB- 4.25% J BB+ 3.72% K BB 3.19% L BB- 2.80% M B+ 2.40% N B 2.00% P B- 1.35% X-1 AAA N/A X-2 AAA N/A N/A — Not applicable. JTS/SIMMS: Case Summary & 15 Largest Unsecured Creditors -------------------------------------------------------- Debtor: J.T.S./Simms, L.L.C. 400 Gold Southwest, Suite 500 Albuquerque, NM 87102 Bankruptcy Case No.: 07-12153 Chapter 11 Petition Date: August 31, 2007 Court: District of New Mexico (Albuquerque) Judge: James S. Starzynski Debtor's Counsel: Robert H. Jacobvitz, Esq. Jacobvitz, Thuma & Walker, P.C. 500 Marquette Northwest, Suite 650 Albuquerque, NM 87102-5309 Tel: (505) 766-9272 Fax: (505) 766-9287 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million Debtor's 15 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Phoenix Equity Ventures, $250,000 L.L.C. 11 McDonald Road Edgewood, NM 87015 P.N.M. $18,767 P.O. Box 349 Albuquerque, NM 87103 Southwest Comfort $7,043 Sales & Service 4401 Ellison Boulevard, Northeast Albuquerque, NM 87109 Maintenance Service $5,364 Systems, Inc. ThyssenKrupp $3,118 Elevator U.S. Security Associates, Inc. $2,958 City of Albuquerque $990 Sharp Business Systems $400 Communications, Connections & $381 Grubb & Ellis $367 A-1 Sign Center $286 Qwest $134 Peterson's Water Treatment $130 Co. Federal Express $48 Crystal Springs $28 KARA HOMES: Case Summary & 777 Largest Unsecured Creditors ---------------------------------------------------------- Lead Debtor: Kara Homes, Inc. 197 Route 18 South, Suite 235S East Brunswick, NJ 08816 Bankruptcy Case No.: 06-19626 Debtor-affiliate filing separate chapter 11 petition on Sept. 5, 2007: Entity Case No. ------ -------- Kara Homes Development LLC 07-22698 Debtor-affiliate filing separate chapter 11 petition on Aug. 27, 2007: Entity Case No. ------ -------- Kara Service Company, LLC 07-22183 Debtor-affiliate filing separate chapter 11 petitions on June 11, 2007: Entity Case No. ------ -------- K.H. Builders, L.L.C. 07-18165 Debtor-affiliates filing separate chapter 11 petitions on June 8, 2007: Entity Case No. ------ -------- The Shores at Little Egg Harbor, LLC 07-18057 Kara of Monmouth, LLC 07-18062 Bridgepointe at Harbor Heights, LLC 07-18065 Kara of Middlesex, LLC 07-18068 Kara at Emerald Hill, LLC 07-18069 Kara at Evergreen Estates, LLC 07-18070 Kara at North Haledon, LLC 07-18072 Kara at Island Breeze, LLC 07-18074 Kara at Island Crest, LLC 07-18075 Kara at Island Gate, LLC 07-18076 Island Woods Estates by Kara Homes, LLC 07-18078 Kara at Kensington Hill, LLC 07-18079 Kara at Lakeshore Harbor, LLC 07-18081 K & W Builders, Inc. 07-18083 Kara at Cedar Grove, LLC 07-18085 Sterling Woods at Barnegat, LLC 07-18086 Kara at Tallymawr, LLC 07-18088 Kara at White Oak, LLC 07-18091 Kara at Berkeley, LLC 07-18094 Kara at Madison, LLC 07-18096 Debtor-affiliates that filed separate chapter 11 petitions on Oct. 10, 2006: Entity Case No. ------ -------- Kara at Hawkins Ridge, LLC 06-19757 Bergen Mills Estates, LLC 06-19758 Hartley Estates by Kara, LLC 06-19759 Horizons at Woods Landing, LLC 06-19760 Winding Run Estates by Kara, LLC 06-19764 Kara at the Glen Eyre, LLC 06-19765 Horizons at Birch Hill, LLC 06-19767 Kara at Crine West, LLC 06-19770 Sterling Acres at Monroe, LLC 06-19774 Kara at Mt. Arlington I, LLC 06-19780 Kara at Mt. Arlington II, LLC 06-19782 Kara at Park Ridge Estates, LLC 06-19783 Debtor-affiliates that filed separate chapter 11 petitions on Oct. 9, 2006: Entity Case No. ------ -------- Kara at Navasink, LLC 06-19737 Kara at Lacey, LLC 06-19738 The Landings at Manahawkin, LLC 06-19740 Kara at the Tradewinds, LLC 06-19741 Kara at Buckley Estates, LLC 06-19742 Kara at Dayna Court, LLC 06-19743 Country Club Estates by Kara, LLC 06-19744 Horizons at Woodlake Greens, LLC 06-19745 Estates at Galloway Woods, LLC 06-19746 Type of Business: The Debtors build single-family homes, condominiums, townhomes, and active-adult communities. Chapter 11 Petition Date: October 9, 2006 Court: District of New Jersey (Trenton) Judge: Raymond T. Lyons Jr. Debtors' Counsel: David L. Bruck, Esq. Greenbaum, Rowe, Smith, Davis LLP Metro Corporate Campus One P.O. Box 5600 Woodbridge, NJ 07095 Tel: (732) 549-5600 Fax: (732) 549-1881 Financial condition of the debtor-affiliate that filed on June 11, 2006: Entity Total Assets Total Debts ------ ------------ ----------- Kara Service Company, LLC Unknown Unknown Kara Homes Development LLC Unknown Unknown Financial condition of the debtor-affiliate that filed on June 11, 2006: Entity Total Assets Total Debts ------ ------------ ----------- K.H. Builders, L.L.C. $5,300 $0 Financial condition of the debtor-affiliates that filed on June 8, 2006: Entity Total Assets Total Debts ------ ------------ ----------- The Shores at Little $3,444 $29,358 Egg Harbor, LLC Kara of Monmouth, LLC $23,667 $18,572 Bridgepointe at Harbor $141,339 $222,813 Heights, LLC Kara of Middlesex, LLC $43,920 $67,865 Kara at Emerald Hill, LLC $0 $564,206 Kara at Evergreen Estates, LLC $109,346 $120,153 Kara at North Haledon, LLC $41,294 $87,734 Kara at Island Breeze, LLC $13,473 $29,634 Kara at Island Crest, LLC $3,000 $13,608 Kara at Island Gate, LLC $8,209 $54,208 Island Woods Estates by $165,921 $78,018 Kara Homes, LLC Kara at Kensington Hill, LLC $19,142 $37,389 Kara at Lakeshore Harbor, LLC $5,000 $3,130 K & W Builders, Inc. $3,600 $0 Kara at Cedar Grove, LLC $11,290 $6,196 Sterling Woods at Barnegat, LLC $64,612 $24,382 Kara at Tallymawr, LLC $374,878 $275,719 Kara at White Oak, LLC $23,700 $722 Kara at Berkeley, LLC $25,575 $55,028 Kara at Madison, LLC $0 $309,442 Financial condition of the debtor-affiliates that filed on Oct. 10, 2006: Entity Total Assets Total Debts ------ ------------ ----------- Kara at Hawkins Ridge, LLC $8,095,000 $8,700,176 Bergen Mills Estates, LLC $19,833,000 $14,489,513 Hartley Estates by Kara, LLC $2,652,000 $2,804,697 Horizons at Woods Landing, LLC $14,095,000 $11,626,402 Winding Run Estates by Kara, LLC $15,666,000 $8,261,766 Kara at the Glen Eyre, LLC $24,141,000 $18,554,275 Horizons at Birch Hill, LLC $35,136,000 $26,335,212 Kara at Crine West, LLC $25,228,000 $23,057,185 Sterling Acres at Monroe, LLC $5,668,000 $4,031,514 Kara at Mt. Arlington I, LLC $31,370,000 $25,045,460 Kara at Mt. Arlington II, LLC $3,652,000 $1,643,325 Kara at Park Ridge Estates, LLC $3,046,000 $3,548,807 Financial condition of the debtor-affiliates that filed on Oct. 9, 2006: Entity Total Assets Total Debts ------ ------------ ----------- Kara at Navasink, LLC $15,608,000 $8,270,761 Kara at Lacey, LLC $2,732,000 $2,565,849 The Landings at Manahawkin, LLC $36,778,000 $26,302,756 Kara at the Tradewinds, LLC $9,507,000 $4,882,618 Kara at Buckley Estates, LLC $10,447,000 $5,222,916 Kara at Dayna Court, LLC $2,313,608 $2,119,712 Country Club Estates by Kara, LLC $3,068,000 $1,813,015 Horizons at Woodlake Greens, LLC $18,924,000 $11,508,550 Estates at Galloway Woods, LLC $6,175,000 $4,375,933 A. Kara at Hawkins Ridge, LLC's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Barthelus, Renald Deposit $194,078 2 Sienna Drive Jackson, NJ 08527 Kokolus, Bernadette and Deposit $183,390 Edward 3 Knightsbridge Place Jackson, NJ 08527 Lentz, Jeffrey and Patricia Deposit $138,179 75 First Street NJ 07743 Rogulski, Al Deposit $131,835 3230 Johnson Avenue Manchester, NJ Al Mamum $108,897 Benchmark Inc. $103,096 450 Oberlin Avenue South Lakewood, NJ 08701 A-1 Bracket $100,707 145 W. Philadelphia Avenue Morrisville, PA 19067 Moskal, Thomas and Kristine Deposit $96,301 7 Spectrum Court Jackson, NJ 08527 Billups, Jonathan and Gina Deposit $87,890 62 Renee Court Jackson, NJ 08527 Integrated Home Technologies $85,628 400-B Spotswood Englishtown Road Monroe Township, NJ 08831 James R. Ientile, Inc. $84,289 28 Vanderburg Road Marlboro, NJ 07746 Unger, Dennis and Donna Deposit $81,212 4 Revere Court Allentown, NJ 08501 Soubasis, Thomas C. and Deposit $73,490 Lisa A. 33 Hickory Hill Jackson, NJ 08527 Shanoy, Ramchandr Deposit $70,990 1 Princeton Squire Lane Princeton Junction, NJ 08550 The Esposito Group LLC $51,652 8 Chatham Court Matawan, NJ 07747 Strober Building Supply Inc. $45,335 81 Kresson Road Haddonfield, NJ 08033 RWZ Inc. Stairs & Rails $43,890 520 James Street Lakewood, NJ 08701 Shoreline Plumbing & $37,225 Heating 447 Stage Road Tuckerton, NJ 08087 Lovett, Thomas and Hollyann Deposit $36,000 14 Stonehendge Court Jackson, NJ 08527 Kim, Arthur and Nancy Deposit $34,472 16 Spruce Meadow Drive Monroe Township, NJ 08831 B. Bergen Mills Estates, LLC's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Letson's Landscaping $452,851 P.O. Box 765 Old Bridge, NJ 08857 Salvadore, Richard and Anna Deposit $365,080 3 Talmadge Drive Monroe Township, NJ 08831 Davis, Troy and Ana $243,220 171 Shinnecock Drive Englishtown, NJ 07726 Patel, Dipti S. Deposit $221,200 17 Cheryl Lane Monroe Township, NJ 08831 Bill Smith Photography $209,772 743 Colts Neck Road Freehold, NJ 07728 Yousuf, Mohammed and Seema Deposit $195,192 2 Goldfinch Court Piscataway, NJ 08854 Caruso, Frank and Laurie Deposit $174,633 37 Eldorado Way Monroe Township, NJ 08831 Cardile, Christopher D. and Deposit $159,560 Cindy 179 Bridgetown Street Staten Island, NY 10314 Kim, Lily and Kiyoung, Deposit $153,381 Kenneth 62 Continental Circle Totowa, NJ 07512 Kim, Young Hee Deposit $152,493 9 Mallow Street Staten Island, NY 10309 Lewis, Arthur H. and Gene D. Deposit $149,873 P.O. Box 67 Piscataway, NJ 08854 F&C Professional Aluminum $131,900 350 Leland Avenue Plainfield, NJ 07062 Air Consulting Services, LLC $131,611 301 East Ward Street Hightstown, NJ 08520 Rele, Niket and Harsha Deposit $123,997 43 Pine Ridge Drive Edison, NJ 08820 Hogarty, Kathleen and Deposit $116,208 Kenney, Robert 189 Seidman Avenue Staten Island, NY 10312 The Esposito Group LLC $110,534 8 Chatham Court Matawan, NJ 07747 Sunrise Concrete Company $109,618 P.O. Box 435 Rushland, PA 18956 Delvax Investments Deposit $109,000 3 Talmadge Drive Monroe Township, NJ 08831 Ramnarian, Hardat and Deposit $104,000 Patricia 122 Laguardia Avenue Iselin, NJ 08830 Imagistics $103,490 7555 E. Hampden Avenue Denver, CO 80231 C. Hartley Estates by Kara, LLC's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Strober Building Supply $179,037 Truss 81 Kresson Road Haddonfield, NJ 08033 Builders First Source $175,935 20 South Middlesex Avenue Monroe Township, NJ 08831 Fireside Hearth & Home $156,128 P.O. Box 414845 Boston, MA 02241 Wagner Electric Corp. $123,570 449 Washington Road Sayreville, NJ 08872 Geddes, David and Bonnie Deposit $108,599 4 Patricia Avenue Edison, NJ 08837 Romeo, Joseph and Pesia Deposit $96,735 1494 Cedarwood Drive Lakewood, NJ 08701 A-1 Bracket $88,029 145 W. Philadelphia Avenue Morrisville, PA 19067 Sunrise Concrete Co. $85,269 P.O. Box 435 Rushland, PA 18956 C&R Plumbing & Heating Inc. $83,721 822 Route 9 Lanoka Harbor, NJ 08734 ADE, Inc. $68,105 P.O. Box 538 Lanoka Harbor, NJ 08734 Sirchio, William and Marion Deposit $62,443 1317 Warwick Lane Lanoka Harbor, NJ 08734 Michael J. Wright $49,374 Construction Co. 16 Madison Avenue Toms River, NJ 08753 Strober Building Supply Inc. $27,656 81 Kresson Road Haddonfield, NJ 08033 Adams, Rehmann & Heggan $22,217 850 South White Horse Pike Hammonton, NJ 08037 E.L. Pierson Contracting & $19,400 Truck 14 Reckendorfer Avenue Elmer, NJ 08318 RWZ Inc. Stairs and Rails $10,473 520 James Street Lakewood, NJ 08701 Scheer's Inc. $10,335 601 Oakmont Street Suite 400 Westmont, IL 60559 Haugland, David and Juliete Deposit $10,000 39 Jacques Way Wading River, NY 11792 Fortune Insulation Contr. $8,370 Inc. 6599 Delilah Road Egg Harbor Township NJ 08234 Blue Ribbon Roofing and $8,251 Siding 1575 Route 37 West Toms River, NJ 08753 D. Horizons at Woods Landing, LLC's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ C&R Plumbing & Heating $272,565 822 Route 9 Lanoka Harbor, NJ 08734 Sunrise Concrete Company $209,246 P.O. Box 435 Rushland, PA 18956 East Lake Interiors LLC $195,378 215 Edgewood Avenue West Berlin, NJ 08091 Home Remodeling Concepts $148,214 4 Dale Drive Fairfield, NJ 07004 Blue Ribbon Roofing and $137,986 Siding 1575 Route 37 West Toms River, NJ 08753 Blue Line Drywall & $125,470 Insulation 500 Highway 33 Englishtown, NJ 07726 Century Kitchens, Inc. $124,668 Route 309 & RR Crossing Colmar, PA 18915 Gosline Nissen Fire $117,291 Protection P.O. Box 121 Manahawkin, NJ 08050 Arisokraft $113,672 P.O. Box 75527 Chicago, IL 60675 MAC Electrical Contracts $103,555 1889 Route 9 Toms River, NJ 08755 A.W. Meyer Co, Inc. $77,120 509 Broad Avenue Ridgefield, NJ 07657 A-1 Bracket $73,868 145 W. Philadelphia Avenue Morrisville, PA 19067 Pollara, Joseph and Rosary Deposit $70,382 20 Moore Road Marlboro, NJ 07746 ADE, Inc. $67,676 P.O. Box 538 Lanoka Harbor, NJ 08734 Cagno, James J. and Gail E. Deposit $66,797 46 Milestone Drive Ringoes, NJ 08551 Vintage $63,354 811 Sixteenth Avenue Belmar, NJ 07719 Banner Enterprises $61,060 19 Main Street Trenton, NJ 08691 Baltera, Robert F. and Carol Deposit $60,602 A. 773 Pelham Avenue Warminster, PA 18974 TBU Companies LLC $59,412 433 Middle Road Hazlet, NJ 07730 Township of Hamilton $58,080 6101 13th Street, Suite 202 Mays Landing, NJ 08330 E. Winding Run Estates by Kara, LLC's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Contract Deposits To be supplied $1,100,468 [Address not provided] Sunrise Concrete Company $141,453 P.O. Box 435 Rushland, PA 18956 Environmental Stone Works $107,117 98 Pheasant Run Road Orwigsburg, PA 17961 Sussex Contracting, LLC $95,895 236 Berkshire Avenue Paterson, NJ 07502 Pard Contractors Inc. $91,909 P.O. Box 368 South River, NJ 08882 Woodhaven Lumber & $84,865 Millwork P.O. Box 870 Lakewood, NJ 08701 Benchmark Inc. $65,930 450 Oberlin Avenue South Lakewood, NJ 08701 Flemington Dept. Store $56,915 151 Route 31 Flemington, NJ 08822 Willis Construction Services $49,109 25B Vreeland Road Florham Park, NJ 07932 Innovative Heating and $48,448 Cooling 501 Prospect Street Lakewood, NJ 08701 Home Remodeling Concepts $45,459 4 Dale Drive Fairfield, NJ 07004 Petruzelli Brothers $38,475 1001 Shrewsbury Avenue Shrewsbury, NJ 07702 AquaMist $33,569 Irrigation of NJ 28 James Street South Hackensack, NJ 07606 Guardian Protective Services $29,634 204 Diplomat Drive Philadelphia, PA 19113 Mastracola Plumbing $22,786 1226 New Market Avenue South Plainfield, NJ 07080 RWZ Inc. Stairs & Rails $21,396 520 James Street Lakewood, NJ 08701 Scheer's Incorporated $21,093 601 Oakmont Street Suite 400 Westmont, IL 60559 Jillette Advertising Inc. $20,745 746 Highway 34 Matawan, NJ 07747 Century Kitchens, Inc. $20,322 Route 309 & RR Crossing Colmar, PA 18915 First Choice Construction $19,590 Eatontown, NJ 07724 First Choice Construction F. Kara at the Glen Eyre, LLC's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Contract Deposits To be supplied $715,062 [Address not provided] A-1 Bracket $119,664 145 W. Philadelphia Avenue Morrisville, PA 19067 Manzo-Maroba Construction $81,302 Beacon Hill Place Morganville, NJ 07751 Investors Savings Bank $71,294 Attn: Alex Chiarella 101 JFK Parkway Short Hills, NJ 07078 Fenton Tile Company $62,767 P.O. Box 430 Windsor, NJ 08561 Polo Plumbing $58,041 14 Charles Street Metuchen, NJ 08840 Home Remodeling Concepts $53,568 4 Dale Drive Fairfield, NJ 07004 Strober Building Supply Inc. $44,460 81 Kresson Road Haddonfield, NJ 08033 Air Management Heating and $32,850 Air 30 Rachel Terrace Piscataway, NJ 08854 Benchmark Inc. $30,787 450 Oberlin Avenue South Lakewood, NJ 08701 East Lake Interiors LLC $29,419 215 Edgewood Avenue West Berlin, NJ 08091 Bill Stroud Excavating Inc. $28,524 81 River Road Flanders, NJ 07836 Quality Insulation, LLC $28,519 13B Jules Lane New Brunswick, NJ 08901 RWZ Stairs and Rails $28,490 520 James Street Lakewood, NJ 08701 Jillette Advertising Inc. $25,620 746 Highway 34 Matawan, NJ 07747 ACH Concrete Corp $24,049 3 Manor Drive Mount Holly, NJ 08060 Township of Mays Landing $22,637 6101 13th Street, Suite 202 Mays Landing, NJ 08330 Century Kitchens, Inc. $16,172 Route 309 & RR Crossing Colmar, PA 18915 Varsity, Inc. $14,053 1204 Main Street Kingston, PA 18704 Wagner Electric Corp. $14,031 449 Washington Road Sayreville, NJ 08872 G. Horizons at Birch Hill, LLC's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Bayshore Regional Sewer $228,021 Authority 100 Oak Street Keyport, NJ 07735 Garzaniti, Maryann Deposit $79,135 246 McBain Avenue Staten Island, NY 10309 Heldon, John Jr. and Deposit $77,303 Virginia D. 432 Hillside Avenue Allendale, NJ 07401 Simon, Karen F. and Bruce J. Deposit $72,969 8 Little Falls Way Scotch Plains, NJ 07076 Rose, Richard and Barbara Deposit $71,990 321 Mayfair Drive Brooklyn, NY 11234 Kapelnikov, Polina Deposit $65,883 File, Deborah Deposit $59,190 3 Allwood Road East Brunswick, NJ 08816 Wilentz Goldman & Spitzer $57,279 99 Woodbridge Center Drive Woodbridge, NJ 07095 Baum, Lila Deposit $51,882 1931 E. 27th Street Brooklyn, NY 11229 Reedman, Derek and Deposit $48,250 Linda Reedman Goldberg, Alexander Deposit $45,735 11 Amaganset Drive Morganville, NJ 07751 Farag, Hala Deposit $45,228 4 Carlisle Court East Brunswick, NJ 08816 Brodsky, Mikhail and Faina Deposit $45,092 1583 82nd Street Brooklyn, NY 11228 DeJohn, Joseph and Diane Deposit $44,891 32 Lark Place Old Bridge, NJ 08857 Clory, Nellie Deposit $44,593 160 Parkside Ave, 3M Brooklyn, NY 11226 Barsoom, Naguiy Deposit $44,528 54 Dutch Road East Brunswick, NJ 08816 Parrella, Pasuelina and Deposit $44,356 Rocco 152 Chesterfield Lane Toms River, NJ 08757 Benz, Janet Deposit $42,735 2169 E. 70th Street Brooklyn, NY 11234 Township of Old Bridge $37,164 1 Old Bridge Plaza Old Bridge, NJ 08857 Baten, Sam and Carol A. Deposit $31,490 11 Jeremy Court Lincoln Park, NJ 07035 H. Kara at Crine West, LLC's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Contract Deposits $2,173,691 [Address not provided] All County Aluminum Inc. $218,047 560 Cross Street Lakewood, NJ 08701 Jocama Construction Corp $164,570 322 Spring Valley Road Old Bridge, NJ 08857 Fenton Tile Company $124,696 PO Box 430 Windsor, NJ 08561 Strober Building Supply, Inc. $104,436 81 Kresson Road Haddonfield, NJ 08033 A-1 Bracket $99,420 145 W. Philadelphia Avenue Morrisville, PA 19067 Shoreline Plumbing & Heating $97,359 447 Stage Road Tuckerton, NJ 08087 Home Remodeling Concepts $95,278 4 Dale Drive Fairfield, NJ 07004 TJS Floorcovering, Inc. $94,962 824 B Eastgate Drive Mount Laurel, NJ 08054 Strober Building Supply Truss $89,608 81 Kresson Road Haddonfield, NJ 08033 Michael J. Wright $86,739 Construction Co., Inc. 16 Madison Avenue Township of Marlboro $84,242 1979 Township Drive Marlboro, NJ 07746 Marlboro Lawn Inc. $63,892 P.O. Box 122 Marlboro, NJ 07746 Menser's Heating and Air, Inc. $52,253 800 Park Avenue Lakewood, NJ 08701 Stavola $49,983 175 Drift Road Eatontown, NJ 07724 Vintage $48,880 811 Sixteenth Avenue Belmar, NJ 07719 Benchmark Inc. $44,453 450 Oberlin Avenue South Lakewood, NJ 08701 RWZ Inc. Stairs & Rails $41,277 520 James Street Lakewood, NJ 08701 Lieb, Gene $39,345 439 B Route 34 Matawan, NJ 07747 Quality Insulation, LLC $33,958 13B Jules Lane New Brunswick, NJ 08901 I. Sterling Acres at Monroe, LLC's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Contract Deposits To be supplied $612,742 [Address not provided] East Lake Interiors LLC $58,790 215 Edgewood Avenue West Berlin, NJ 08091 East Lake Interiors LLC $58,790 215 Edgewood Avenue West Berlin, NJ 08091 Duffy, Dolce, McManus $49,450 634 Lost Pine Way Absecon, NJ 08205 Strober Building Supply Inc. $45,345 81 Kresson Road Haddonfield, NJ 08033 ACH Concrete Corp $36,057 3 Manor Drive Mount Holly, NJ 08060 Dubell Lumber Co. $31,412 P.O. Box 1449 Medford, NJ 08055 DSJ Construction $30,776 1414 Route 130 North Burlington, NJ 08016 A-1 Bracket $26,858 145 W. Philadelphia Avenue Morrisville, PA 19067 Woodhaven Lumber & Millwork $26,707 P.O. Box 870 Lakewood, NJ 08701 Michael J. Wright $25,818 Construction Co., Inc. 16 Madison Avenue Toms River, NJ 08753 Concord Truss $23,023 432 South Evergreen Avenue Woodbury Heights, NJ 08097 Shoreline Plumbing & Heating $22,601 447 Stage Road Tuckerton, NJ 08087 RWZ Inc. Stairs & Rails $19,565 520 James Street Lakewood, NJ 08701 Benchmark Inc. $16,658 450 Oberlin Avenue South Lakewood, NJ 08701 ADE, Inc. $15,317 P.O. Box 538 Lanoka Harbor, NJ 08734 EL Pierson Contracting & $13,556 Truck 14 Reckendorfer Avenue Elmer, NJ 08318 Strober Building Supply $13,312 Truss 81 Kresson Road Haddonfield, NJ 08033 Jillette Advertising Inc. $10,009 746 Highway 34 Matawan, NJ 07747 Liberty Overhead Inc. $5,619 718 Old Shore Road Forked River, NJ 08731 J. Kara at Mt. Arlington I, LLC's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ R&R Construction Co., Inc. $732,100 105-B Parker Road Chester, NJ 07930 Concrete Systems $405,387 45 Lupine Way Stirling, NJ 07980 Schindler Elevator $310,526 Corporation P.O. Box 70433 Chicago, IL 60673 Blue Ridge Drywall $229,390 P.O. Box 189 Manville, NJ 08835 PK&P Contracting, Inc. $194,715 5 Tuscan Drive East Freehold, NJ 07728 Technological Building $168,235 Structures Phillipsburg, NJ 08865 Prestige Plumbing, Inc. $164,065 65 A. Park Avenue Randolph, NJ 07869 Paint America Contracting $93,114 100 Bassett Highway Dover, NJ 07801 Strober Building Supply Inc. $80,733 81 Kresson Road Haddonfield, NJ 08033 Flemington Dept. Store $77,849 151 Route 31 Flemington, NJ 08822 Air Management Heating and $75,637 Air 30 Rachel Terrace Piscataway, NJ 08854 Cuntis Inc. $63,375 20 Veterans Drive South River, NJ 08882 Samuel Stothoff Co., Inc. $54,594 P.O. Box 306 Flemington, NJ 08822 Gilmore, Patricia Deposit $52,527 56 Warren Street Morristown, NJ 07961 French and Parrello Assoc. $49,558 1800 Route 34 Belmar, NJ 07719 Varsity, Inc. $49,162 1204 Main Street Kingston, PA 18704 Aqua-Mist Irrigation of NJ $46,493 28 James Street South Hackensack, NJ 07606 Leopard Framing Corp. $46,207 P.O. Box 146 Nutley, NJ 07110 Benchmark Inc. $42,745 450 Oberlin Avenue South Lakewood, NJ 08701 Wagner Electric Corp. $42,620 449 Washington Road Sayreville, NJ 08872 K. Kara at Mt. Arlington II, LLC's 18 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Township of Mt. Arlington $5,903 419 Howard Blvd Mount Arlington, NJ 07856 Sunrise Concrete Company $5,300 P.O. Box 435 Rushland, PA 18956 Marlboro Lawn Inc. $5,130 P.O. Box 122 Marlboro, NJ 07746 Willis Construction Services $4,714 25B Vreeland Road Florham Park, NJ 07932 Manzo-Maroba Construction $4,300 Beacon Hill Place Morganville, NJ 07751 The Esposito Group LLC $3,172 8 Chatham Court Matawan, NJ 07747 Scheer's Incorporated $2,291 601 Oakmont Street, Suite 400 Westmont, IL 60559 First Choice Construction $1,900 Eatontown, NJ 07724 East Coast Site Work $1,790 6 Dickens Court Howell, NJ 07731 National Waterproofing Inc. $825 P.O. Box 129 Berlin, NJ 08009 Straight Edge Striping $750 18 Rue Cezanne Somerset, NJ 08873 A-1 Bracket $700 145 W. Philadelphia Avenue Morrisville, PA 19067 All Seasons Maintenance $680 6 Dickens Court Howell, NJ 07731 John Peterman Trucking $280 26 Nicholas Drive Old Bridge, NJ 08857 Bailey Square Janitorial Inc. $275 16 South Street Freehold, NJ 07728 Storm Master Co., Inc. $175 P.O. Box 308 East Brunswick, NJ 08816 All County Aluminum Inc. $140 560 Cross Street Lakewood, NJ 08701 Bill Stroud Excavating Unknown 81 River Road Flanders, NJ 07836 L. Kara at Park Ridge Estates, LLC's 15 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Matusek, Scott and Colleen Deposit $139,612 203 Snipe Road Lanoka Harbor, NJ 08734 Palmer, Olufemi and Deposit $123,500 Elizabeth 717 Palmer Avenue Toms River, NJ 08755 Bialecki, Peter and Sharon Deposit $115,942 204 Neptune Drive Manahawkin, NJ 08050 NJ American Water Co. $109,479 131 Woodrest Road PO Box 5079 Cherry Hill, NJ 08034 Mindas, Mark and Rhiannon Deposit $71,037 125 South Capstan Drive Forked River, NJ 08731 Shoreline Grading, Inc. $35,250 123 Bartlett Avenue West Creek, NJ 08092 Art Associates Design Group $16,388 Matawan, NJ 07747 Township of Stafford $14,770 260 East Bay Avenue Manahawkin, NJ 08050 Environmental Technologies $10,255 Groups Inc. 531 Route 32 Highland Mills, NY 10930 Vintage $2,400 811 Sixteenth Avenue Belmar, NJ 07719 Thomas J. Brennan $2,113 Architects 4011 W. Plano Parkway Plano, TX 75093 East Coast Site Work $1,851 6 Dickens Court Howell, NJ 07731 Geo-Technology Associates $1,250 3445-A Box Hill Corp Center Drive Abingdon, MD 21009 Window Alternatives $710 Att: Kathy Hamilton Jackson, NJ 08527 State of New Jersey $250 P.O. Box 037 Trenton, NJ 08625 M. Kara Homes, Inc.'s 20 Largest Unsecured Creditors: Entity Claim Amount ------- ------------ A-1 Bracket $1,856,462 145 W. Philadelphia Avenue Morrisville, PA 19067 Strober Building Supply, Inc. $1,541,663 81 Kresson Road Haddonfield, NJ 08033 Sunrise Concrete Company, Inc. $1,257,344 P.O. Box 435 Rushland, PA 18956 RWZ Inc. Stairs & Rails $890,655 520 James Street Lakewood, NJ 08701 Benchmark Inc. $876,586 450 Oberlin Avenue South Lakewood, NJ 08701 Michael J. Wright $780,310 Construction Co., Inc. 16 Madison Avenue Toms River, NJ 08753 R&R Construction Co., Inc. $777,950 105-B Parker Road Chester, NJ 07930 Home Remodeling Concepts $703,074 4 Dale Drive Fairfield, NJ 07004 Manzo-Maroba Construction $686,101 Beacon Hill Place Morganville, NJ 07751 Woodhaven Lumber & Millwork $634,569 P.O. Box 870 Lakewood, NJ 08701 SJP Contractors $634,056 7 Industrial Drive Keyport, NJ 07735 C&R Plumbing & Heating $604,342 822 Route 9 Lanoka Harbor, NJ 08734 All County Aluminum Inc. $575,397 560 Cross Street Lakewood, NJ 08701 East Lake Interiors LLC $554,873 215 Edgewood Avenue West Berlin, NJ 08091 Strober Building Supply, Inc. $524,036 81 Kresson Road Haddonfield, NJ 08033 Concrete Systems $519,478 45 Lupine Way Stirling, NJ 07980 Wagner Electric Corp. $501,001 449 Washington Road Sayreville, NJ 08872 Leopard Framing Corp. $499,898 P.O. Box 146 Nutley, NJ 07110 Century Kitchens, Inc. $458,404 Route 309 & RR Crossing Colmar, PA 18915 Shoreline Plumbing & Heating $444,103 447 Stage Road Tuckerton, NJ 08087 N. Kara at Navasink, LLC's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Borreo, Jason Deposit $119,040 [Address not included] Cerchio, Dominick Deposit $114,335 [Address not included] Covas, Al Deposit $75,490 10 Nolan Court Atlantic Highlands, NJ 07716 Lamb Deposit $75,490 521 Harding Road Fair Haven, NJ 07704 Spaltro, Nick Deposit $69,990 34 Maria Court Holmdel, NJ 07733 Morrison, Tom and Allison Deposit $54,900 419 Adams Street #2B Hoboken, NJ 07030 Township of Middletown $41,604 1 Kings Highway Middletown, NJ 07748 Live Oak Landscaping $40,519 Contractors Reres, Robert Deposit $36,148 1921 J Greve Avenue Spring Lake, NJ 07762 Salgado, Paul Deposit $35,751 248 Crann Street Hillside, NJ 07205 Grant, Howard and Jane Deposit $30,495 160 Ocean Avenue Atlantic Highlands, NJ 07716 Seide, Harold and Susan Deposit $30,000 72 Bellevue Avenue Rumson, NJ 07760 Freeman, Douglas Deposit $29,990 58 Preston Street Edison, NJ 08817 Marlboro Lawn Inc. $19,495 P.O. Box 122 Marlboro, NJ 07746 Sunrise Concrete Company $10,197 P.O. Box 435 Rushland, PA 18956 Caruso Excavating Co. $8,808 P.O. Box 2043 Asbury Park, NJ 07712 Michael J. Wright $7,825 Construction Co., Inc. 16 Madison Avenue Toms River, NJ 08753 April Showers Sprinklers $7,040 2 Lakeview Avenue Piscataway, NJ 08854 Blue Line Drywall & $6,550 Insulation 500 Highway 33 Englishtown, NJ 07726 John S. Truhan Consulting $5,997 Engineers P.O. Box K Manasquan, NJ 08736 O. Kara at Lacey, LLC's 19 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ New Jersey Natural Gas $196,921 1415 Wyckoff Road Belmar, NJ 07719 Mathis Construction $159,142 1510 Route 539 Tuckerton, NJ 08087 Capra, Robert and Annette Deposit $87,890 8 Carolyn Road Belleville, NJ 07109 Carson, Jill Deposit $62,610 2802 Jockey Hollow Drive Toms River, NJ 08755 Landscape Maintenance $45,000 Services 119 Wall Street Princeton, NJ 08540 Sunrise Concrete Company $29,819 P.O. Box 435 Rushland, PA 18956 Spagnola, John and DaSilva, Deposit $25,252 Cidalia 194 Corbin Court Lakewood, NJ 08701 Michael J. Wright $20,779 Construction Co., Inc. 16 Madison Avenue Toms River, NJ 08753 Property Dev. Services II, $13,002 Inc. 700 Hooper Avenue Toms River, NJ 08753 Strober Building Supply, $12,754 Inc. 81 Kresson Road Haddonfield, NJ 08033 Atlantic City Electric Co. $12,738 P.O. Box 4875 Trenton, NJ 08650 Androcy, Evan and Smith, Deposit $11,000 Kim 2205 Sweetwood Drive Forked River, NJ Atlantic Fence Co. $8,685 P.O. Box 623 Tuckerton, NJ 08087 Township of Lacey $4,826 818 West Lacey Road Forked River, NJ 08731 Kline Construction $2,145 240 Waveland Avenue Absecon, NJ 08201 Woodhaven Lumber & $1,786 Millwork P.O. Box 870 Lakewood, NJ 08701 Advanced Site and Utility $1,750 Contr. 1201 Wilkinson Drive Toms River, NJ 08755 East Coast Site Work $1,574 6 Dickens Court Howell, NJ 07731 Johnny on the Spot $175 3168 Bordentown Road Old Bridge, NJ 08857 P. The Landings at Manahawkin, LLC's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Kaye, Leonard and Margaretia Deposit $78,863 72 Middlehill Road Colonia, NJ 07067 Township of Stafford $75,077 260 East Bay Avenue Manahawkin, NJ 08050 Scher, Marc and Michele Deposit $68,497 24 Pawnee Raod East Brunswick, NJ 08816 Pacelli, Anthony Deposit $67,343 224 Terrace Lake Drive Butler, NJ 07405 Thoman, Kenneth and Suzanne Deposit $63,123 14 Lowell Court Brick, NJ 08724 Nelligar, Steven and Denise Deposit $57,844 3800 Waldo Avenue Bronx, NY 10463 McGann, Brian Deposit $57,744 2 Jones St. Apt. 5 Jersey City, NJ 07306 Bagoff, Robert DMD Deposit $57,730 77 Clarken Drive West Orange, NJ 07052 Rebeck, Richard and Arlene Deposit $56,771 366 Alden Way North Brunswick, NJ 08902 Wetzel, Lance and Susan Deposit $55,519 31 Southwycke Lane Warwick, NY 10990 LaMastro, Eugene Deposit $55,344 2 Mountainside Drive Randolph, NJ 078692217 Madia, June and Frank Deposit $55,197 11 Windsor Road Morris Plains, NJ 07950 Hymanson, Helen Deposit $54,967 185 Prospect Avenue, Apt. 12G Hackensack, NJ 07601 Gattie, Marie and Frantz, Deposit $54,748 Jennifer 62 Ludlow Road Parsippany, NJ 07054 Poultney, Robert and Carolyn Deposit $52,789 3 Red Hill Road Warren, NJ 07059 Freeman, Kevin Deposit $52,072 23 Wimblet Court Edison, NJ 08817 Thomas/Pejkovic, Michael Deposit $51,188 2253 Ridge Street Yorktown Heights, NY 10598 Weiss, Michael and David Deposit $51,142 22 Shady Stream Road Barnegat, NJ 08005 Forcier, Vickie Deposit $50,471 147 Hankins Road Hightstown, NJ 08520 Lucarello, Arlene and Pat Deposit $49,818 332 Moonlight Drive Piscataway, NJ 08854 Q. Kara at the Tradewinds, LLC's 11 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Hirsch, Kevin and Linda Deposit $210,000 700 Monteray Boulevard NE Saint Petersburg, FL 33704 Township of Sea Bright $10,539 1167 Ocean Avenue Rumson, NJ 07760 Sunrise Concrete Company $2,600 P.O. Box 435 Rushland, PA 18956 Lynch Guilano & Associates $1,625 Terrace Professional Bldg. Brick, NJ 08723 Michael J. Wright $1,086 Construction Co., Inc. 16 Madison Avenue Toms River, NJ 08753 GE Cap Modular Space $445 530 East Swedesford Wayne, PA 19087 Bailey Square Janitorial $350 Inc. 16 South Street Freehold, NJ 07728 Vintage $339 811 Sixteenth Avenue Belmar, NJ 07719 BP Associates $334 52A Highway 79 Marlboro, NJ 07746 Willis Construction Services $300 25B Vreeland Road Florham Park, NJ 07932 Tradewinds Homeowners Unknown Association Attn: Midlantic Property Management 315 Raritan Avenue Highland Park, NJ 08904 R. Kara at Buckley Estates, LLC's 10 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Goyal, Janak and Manju Deposit $205,671 8 Disbrow Road Matawan, NJ 07747 Nagarsheth, Harish and Deposit $187,035 Veena 10 Plowshare Court Marlboro, NJ 07746 Bhatia, Rajiv and Amita Deposit $150,665 26 Buttonwood Drive Marlboro, NJ 07746 Martin, Harold J. and Deposit $127,390 Premise D. 42 Witherspoon Way Marlboro, NJ 07746 Ahmad, Aziz Deposit $124,993 35 Matthew Place Staten Island, NY 10305 Township of Marlboro $22,605 1979 Township Drive Marlboro, NJ 07746 Hanson Engineering Inc. $1,250 7 Doig Road Wayne, NJ 07470 Imagistics $260 7555 E. Hampden Avenue Denver, CO 80231 Wanaque Water Dept. $32 P.O. Box 47 Wanaque, NJ 07465 Culligan $14 305 Clearview Road Edison, NJ 08837 S. Kara at Dayna Court, LLC's 14 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Fried, Jerold and Tammy Deposit $134,382 28 Pacific Avenue Bayville, NJ 08721 Vu, Tram Anh Deposit $110,000 718 Spruce Hill Drive Toms River, NJ 08753 Leopoidevin, Jeff and Losito Deposit $91,090 Frank 1 Shorin Way Manchester Township, NJ 08759 Mazzei, Rocco Deposit $37,500 115 Mesa Verde Lane Howell, NJ Verizon $22,800 P.O. Box 4833 Trenton, NJ 08650 ManzoMaroba Construction $18,000 Beacon Hill Place Morganville, NJ 07751 Jillette Advertising Inc. $15,899 746 Highway 34 Matawan, NJ 07747 Control Layouts, Inc. $6,099 271 Cleveland Avenue Highland Park, NJ 08904 Menlo Engineering Assoc Inc. $4,489 261 Cleveland Avenue Highland Park, NJ 08904 Meridan Engineering Group $4,487 Inc. 33 Wood Avenue South Iselin, NJ 08830 Township of Dover $4,020 P.O. Box 48044 Newark, NJ 07101 Art Associates Design Group $424 Matawan, NJ 07747 Difrancesco, Bateman, Coley $387 15 Mountain Blvd Warren, NJ 07059 Magrann Associates Corp. $135 240 West Route 38 Moorestown, NJ 08057 T. Country Club Estates by Kara, LLC's 18 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Wolfrom, Jeffrey and Lynn Deposit $142,546 319 Aster Circle Kennett Square, PA 19348 Caufield, Richard and Judith Deposit $101,225 197 Maple Street Roselle Park, NJ 07204 Township of Little Egg $18,923 Harbor 665 Radio Road Tuckerton, NJ 08087 Guardian Protection Services $13,705 204 Diplomat Drive Philadelphia, PA 19113 Township of Little Egg $11,118 Harbor 665 Radio Road Tuckerton, NJ 08087 Vintage $3,369 811 Sixteenth Avenue Belmar, NJ 07719 All County Aluminum $1,350 560 Cross Street Lakewood, NJ 08701 Brennan Contracting $930 349 Appletree Drive Levittown, PA 19055 Sunrise Concrete Company $560 P.O. Box 435 Rushland, PA 18956 Willis Construction Services $554 25 B Vreeland Road Florham Park, NJ 07932 Zahn Transportation $552 P.O. Box 158 Manchester Township, NJ 08759 Adams Rehmann & Heggan $540 850 South White Horse Pike Hammonton, NJ 08037 Greenscape Landscaping $350 727 Cornwallis Drive Mount Laurel, NJ 08054 Top Coat Paving Inc. $340 P.O. Box 7 Lanoka Harbor, NJ 08734 Bailey Square Janitorial Inc. $340 16 South Street Freehold, NJ 07728 Michael J. Wright $310 Construction Co. 16 Madison Avenue Toms River, NJ 08753 Owen, Little & Associates $175 443 Atlantic City Blvd. Beachwood, NJ 08722 Landscape Maintenance $128 Services 119 Main Street Princeton, NJ 08540 U. Horizons at Woodlake Greens, LLC's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Township of Lakewood $99,651 231 Third Street Lakewood, NJ 08701 Mueller, Constance Deposit $86,043 608 Oceanview Road Brielle, NJ 08730 Smallwood, John and Mary Deposit $75,285 Ann 13326 Ocean Avenue Rumson, NJ 07760 Dennery, John and Elsa Deposit $73,212 10 Wood Drive Morris Plains, NJ 07950 HindsSamuels, Patricia Deposit $67,797 172-32 133rd Avenue Apt. 10G Jamaica, NY 11434 Straniero, Salvatore J. and Deposit $65,523 Amelia 397 Middle Road Hazlet, NJ 07730 Leonard, John M and Mary C. Deposit $61,089 148 Dorset Drive Clark, NJ 07066 Kalamaras, Rosemary and Deposit $59,402 Louis 5 Dryden Road Brick, NJ 08724 Balducci, Carol Deposit $55,535 15 Bunker Hill Drive Old Bridge, NJ 08857 Rienzo, Elizabeth A. Deposit $53,467 144 N. Hampton Drive Leonardo, NJ 07737 Giannetti, Patrick A. and Deposit $52,540 Gayle T. 4 Ellison Avenue Edison, NJ 08820 Yetto, Marianne Deposit $49,460 1420 Bay Ridge Parkway Brooklyn, NY 11228 DeGrusso, Ross and Jean Deposit $49,200 360 Colon Avenue Staten Island, NY 10308 Albietz, Paul J. and Deposit $49,178 Elaine M. 2231 Franklin Drive Belmar, NJ 07719 Greco, Paolino and Elena Deposit $47,038 1805 Meadow Road Belmar, NJ 07719 Hensler, George and Hilma Deposit $35,245 26 Lenox Avenue Cranford, NJ 07016 Craggen, Janet Deposit $32,407 35 Lafayette Drive Hazlet, NJ 07730 Hira, Gurvir and Daljeet Deposit $31,976 21 Surrey Drive Old Bridge, NJ 08857 Bercovicz, Israel and Sarah Deposit $21,282 10 Lambert Johnson Drive Asbury Park, NJ 07712 Lindstrom, Diessner & $1,216 Carr PC 136 Drum Point Road, Suite 6 Brick, NJ 08723 V. Estates at Galloway Woods, LLC's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Strober Building Supply $103,382 Truss 81 Kresson Road Haddonfield, NJ 08033 Russo, Robert and Kelly Deposit $96,657 10 Seminde Street Monroe Township, NJ 08831 Dechavez, Maria Deposit $80,388 94 Tennyson Street Carteret, NJ 07008 Chandler, Stephen and Jen Deposit $39,528 1079 Bally Bunion Drive Egg Harbor City, NJ 08215 Menser's Heating & Air $33,593 800 Park Avenue Lakewood, NJ 08701 Alfano, Phyllis and Durden, Deposit $30,347 Gerald 2348 Linwood Avenue2P Fort Lee, NJ 07024 RWZ Stairs and Rails $24,580 520 James Street Lakewood, NJ 08701 Property Dev. Services, Inc. $14,192 700 Hooper Avenue Toms River, NJ 08753 Sunrise Concrete Company $13,012 P.O. Box 435 Rushland, PA 18956 Waters and Bugbee Inc. $10,091 75 South Gold Drive Trenton, NJ 08691 Strober Building Supply Inc. $8,300 81 Kresson Road Haddonfield, NJ 08033 East Coast Site Work $8,084 6 Dickens Court Howell, NJ 07731 Shoreline Plumbing & $6,259 Heating 447 Stage Road Tuckerton, NJ 08087 Township of Galloway $5,187 300 East Jimmie Leeds Road Absecon, NJ 08205 Michael J. Wright $4,795 Construction Co. 16 Madison Avenue Toms River, NJ 08753 Johnny on the Spot Inc. $1,575 3168 Bordentown Road Old Bridge, NJ 08857 Builders First Source $1,464 20 South Middlesex Avenue Monroe Township, NJ 08831 Advanced Site and Utility $1,400 Contr. 1201 Wilkinson Drive Toms River, NJ 08755 Manzo-Maroba Construction $1,251 Beacon Hill Place Morganville, NJ 07751 Johannessen & Leone $749 Associates Lansdale, PA 19446 W. The Shores at Little Egg Harbor, LLC's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Landscape Maintenance Services $18,923 491 Amwell Road Building 1, Suite 100 Hillsborough, NJ 08844 Top Coat Paving, Inc. $3,369 P.O. Box 7 Lanoka Harbor, NJ 08734 Bailey Square Janitorial Inc. $930 16 South Street P.O. Box 767 Freehold, NJ 07728 Advanced Site & Utility $900 Keystone/Maxx $580 Strober Building Supply, Inc. $560 Vintage $554 Zahn Transport, Inc. $552 Greenscape Landscaping $450 Atlantic City Electric Co. $422 Brennan Contracting $350 Sunrise Concrete Company $340 Adams, Rehmann & Heggan $340 All County Aluminum, Inc. $340 Willis Construction Services $310 Township of Little Egg Harbor $175 Michael J. Wright $135 Guardian Protective Services $128 Robert Boehm Unknown Evans, Sean and Levitt, Dorian Unknown X. Kara of Monmouth, LLC's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Maser Consulting $5,000 One River Centre, Building 2 Red Bank, NJ 07701 Willis Construction Services $4,369 25B Vreeland Road Florham Park, NJ 07932 WJE $2,673 P.O. Box 71801 Chicago, IL 60694 Almost Home, Inc. $1,350 Sunrise Concrete Company $1,321 Bailey Square Janitorial Inc. $900 Cerullo Fire Protection $830 Blue Ridge Drywall $450 Mobility Elevator & Lift Co. $315 Home Depot/GECF $300 CME Associates $288 Kirkpatrick and Lockhart $276 Jersey Central Power and Light $214 New Jersey Natural Gas $168 Johnny on the Spot $101 New Jersey American Water $17 ACH Concrete Corp. Unknown Mary Anis Unknown Aspen Woods Homeowner's Association, Inc. Unknown Barnett, Sanford and Annette Unknown Y. Bridgepointe at Harbor Heights, LLC's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ ICS LLC $97,968 P.O. Box 363 Momnouth Junciton, NJ 08852 Township of Old Bridge $39,000 One Old Bridge Plaza Old Bridge, NJ 08857 Robert McGowan $25,083 P.O. Box 8 South Amboy, NJ 08879 Michael J. Wright $17,932 The Esposito Group LLC $15,000 Willis Construction Services $14,104 Manzo-Maroba Construction $3,101 J. Manzo Recycling Co. $2,535 Live Oak Landscaping Contractors $1,935 Joe Mollis $1,546 Agim Kargjozi $1,500 Bill Stroud Excavating $1,500 Bailey Square Janitorial Inc. $1,070 Residential Warranty Corp. $498 Home Depot/GECF $40 Mike and Joan Addeo Unknown Mohammed Ahmed Unknown Herman and Teresa Alstong Unknown Zamen Au/lau Unknown Boateng Unknown Z. Kara of Middlesex, LLC's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Marlboro Lawn Inc. $40,130 146 Route 79N P.O. Box 122 Marlboro, NJ 07746 Sunrise Concrete Company $5,300 P.O. Box 435 911 Millcreek Road Rushland, PA 18956 Willis Construction Services $4,714 25B Vreeland Road Florham Park, NJ 07932 Manzo-Maroba Construction $4,300 The Esposito Group LLC $3,172 Scheer's Inc. $2,291 First Choice Construction $1,900 East Coast Site Work $1,790 National Waterproofing Inc. $825 Straight Edge Striping $750 A-1 Bracket $700 All Seasons Maintenance $680 Jersey Central Power and Light $314 John Peterman Trucking $280 Bailey Square Janitorial Inc. $275 Storm Master Co., Inc. $175 All County Aluminum Inc. $140 Home Depot/GECF $104 Township of Monroe $25 Rocky and Antoinette Barletta Unknown AA. Kara at Emerald Hill, LLC's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Tile It, Inc. $68,084 101 Park Avenue Manalapan, NJ 07726 RWZ Inc. Stairs & Rails $47,102 520 James Street Lakewood, NJ 08701 First Choice Construction $39,675 560 Tinton Avenue Eatontown, NJ 07724 The Esposito Group LLC $38,671 Shoreline Plumbing & Heating $36,133 A-1 Bracket $34,529 Benchmark, Inc. $34,270 Integrated Home Technologies $29,278 Ferguson Enterprises $26,930 Century Kitchens, Inc. $24,897 BP Associates $20,586 Home Remodeling Concepts $19,881 Innovative Heating and Cooling $19,810 Township of Marlboro $19,207 ACH Concrete Corp. $12,823 Construction Pros Corp. $12,776 Strober Building Supply, Inc. $11,064 Quality Insulation, LLC $7,586 WB Drilling, Inc. $6,697 Jersey Central Power and Light $6,445 AB. Kara at Evergreen Estates, LLC's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ A-1 Bracket $44,904 145 West Philadelphia Avenue Morrisville, PA 19067 Owen Little & Associates Inc. $15,387 443 Atlantic City Boulevard Beachwood, NJ 08722-4003 Vintage $10,260 811 Sixteenth Avenue Belmar, NJ 07719 Sunrise Concrete Company $5,950 Lou's Electric $5,911 Property Dev. Services II, Inc. $5,049 Landscape Maintenance Services $3,975 Scheer's Inc. $3,000 RWZ Inc. Stairs & Rails $2,549 Straight Edge Striping $2,485 ADE, Inc. $2,228 Advanced Site & Utility $2,100 Browning Landscape $1,860 Strober Building Supply, Inc. $1,796 Century Kitchens, Inc. $1,728 Michael J. Wright $1,510 AII Concepts $1,161 Bailey Square Janitorial Inc. $946 All County Aluminum Inc. $810 RC Shea & Associates $793 AC. Kara at North Haledon, LLC's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Borough of North Haledon $42,539 Municipal Building 103 Overlook Avenue Haledon, NJ 07508 Bill Stroud Excavating $13,282 81 River Road Flanders, NJ 07836 Home Remodeling Concepts $6,500 4 Dale Drive Fairfield, NJ 07004 JV Excavators & Contractors, LLC $5,500 Vintage $5,175 RWZ Inc. Stairs & Rails $4,762 G.E. Cap Modular Space $3,389 EWG $1,634 Aldo Carpets, Inc. $1,585 A-1 Bracket $900 Obar Systems, Inc. $500 Grinnell Recycling $325 Diamond Finish Restoration $254 Home Depot/GECF $233 Guardian Air Care Inc. $225 K&M Contracting Inc. $212 Amber Plumbing & Heating $160 Weissman Engr. Co., P.C. $130 Hecht Trailers Inc. $95 Wagner Electric Corp. $90 AD. Kara at Island Breeze, LLC's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Najarian Associates $4,300 1 Industrial Way West Eatontown, NJ 07724 Home Safety Products $3,621 315 Raritan Avenue Highland Park, NJ 08904 C&R Plumbing & Heating $3,330 822 Route 9 Lanoka Harbor, NJ 08734-1707 Landscape Maintenance Services $3,000 Runyon $2,544 Aquatic Services $2,452 Sunrise Concrete Company $2,238 Bell Concrete $1,862 Builders First Source $1,133 Atlantic City Electric Co. $929 Art Associates Design Group $920 Vintage $594 R&T Contractors $565 Jersey Shore Seamless Gutters $525 Blue Ribbon Roofing and Siding $355 Woodhaven Lumber & Millwork $290 Verizon $210 Bailey Square Janitorial Inc. $190 RWZ Inc. Stairs & Rails $175 Reynolds Painting Group LLC $150 AE. Kara at Island Crest, LLC's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Robcon Builders $6,700 145 West Philadelphia Avenue Morrisville, PA 19067 Mitchell Hardware $2,696 235 Delsea Drive Sewell, NJ 08080 Moon Site Management $964 1955 Quarry Road Morrisville, PA 19067 Home Depot/GECF $786 Blue Ribbon Roofing and Siding $550 ADE, Inc. $425 Bailey Square Janitorial Inc. $420 Marturano Recreation Company $301 Willis Construction Services $264 Wagner Electric Corp. $225 Woodhaven Lumber & Millwork $126 Najarian Associates $100 Verizon $34 Mountain Millwork Inc. $18 Stafford Township $0 Di and Voight, Quido Bartola Unknown Ken and Ellen Bernabe Unknown Dennis Carollo Unknown Cochran Unknown Frank Crowley Unknown AF. Kara at Island Gate, LLC's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ RC Shea & Associates $14,324 244 Main Street Toms River, NJ 08753 A-1 Bracket $7,500 145 West Philadelphia Avenue Morrisville, PA 19067 Bailey Square Janitorial Inc. $7,095 16 South Street P.O. Box 767 Freehold, NJ 07728 Art Associates Design Group $6,519 EWG $3,496 Najarian Associates $3,350 Moon Site Management $3,244 Sunrise Concrete Company $1,633 Willis Construction Services $1,181 Atlantic City Electric Co. $1,067 MGS Corp. $988 M&Z Engineering $695 Verizon $678 East Coast Site Work $636 Michael J. Wright $451 RWZ Inc. Stairs & Rails $429 Vintage $339 Office Max $170 Dreifuss-Prebilt, Inc. $145 Blue Ribbon Roofing and Siding $145 AG. Island Woods Estates by Kara Homes, LLC's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ RC Shea & Associates $14,256 244 Main Street Toms River, NJ 08753 Willis Construction Services $12,709 25B Vreeland Road Florham Park, NJ 07932 Gene Lieb $12,560 439 B Route 34 Matawan, NJ 07747 Berry, Sahradnik, Riordan & Benson P.C. $8,289 Sunrise Concrete Company $5,983 Najarian Associates $5,320 All Concepts $3,735 Atlantic City Electric Co. $3,541 Property Development Services II, Inc. $2,850 Century Kitchens, Inc. $2,241 Straight Edge Striping $2,150 Liberty Overhead Inc. $848 Monmouth Carpet & Upholstery $620 Lou's Electric $620 Imagistics $615 Stafford Township Tax Collector $602 Landscape Maintenance Services $267 Owen Little & Associates Inc. $216 Woodhaven Lumber & Millwork $180 Wagner Electric Corp. $157 AH. Kara at Kensington Hill, LLC's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Property Dev. Services II, Inc. $11,680 700 Hooper Avenue Toms River, NJ 08753 Scheer's Inc. $5,537 601 Oakmont Street, Suite 400 Westmont, IL 60559 East Coast Site Work $3,012 6 Dickens Court Howell, NJ 07731 G&R Trimming Contractors, Inc. $2,925 Willis Construction Services $2,105 Above All Heat $1,498 Vintage $1,442 Mr. John $1,429 Shoreline Plumbing & Heating $1,215 All County Aluminum Inc. $1,206 Fortune Insulation Contracting $1,105 A-1 Bracket $992 Dover Township $538 Sunrise Concrete Company $538 Garden State Precast, Inc. $378 National Waterproofing Inc. $375 Home Depot/GECF $343 Jersey Central Power and Light $312 JSW Inc. $397 Johnny on the Spot $193 AI. Kara at Lakeshore Harbor, LLC's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Borough of Mt. Arlington $1,824 419 Howard Boulevard Mount Arlington, NJ 07856 Thermal Design, Inc. $626 11 Timber Lane Marlboro, NJ 07746 Willis Construction Services $450 25B Vreeland Road Florham Park, NJ 07932 Wagner Electric Corp. $230 Jason and Kustra Albert Unknown Mark and Darlene Anderson Unknown Christina Andreano Unknown Nikki Aquino Unknown Jim Baccaro Unknown Borough of Mt. Arlington Unknown Ingrid Burke Unknown Caffrey Unknown Ms. Calabro Unknown Jim and Bletlko, Cindi Carrier Unknown Dean Cary Unknown Club House (Lirelle) Unknown Rosemarie Cohen Unknown Thomas and Julianne Conklin Unknown D&C Electrical Contractors Inc. Unknown Frank and Paula Darling Unknown AJ. K & W Builders, Inc.'s Three Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Sayed Arafa Unknown 598 Somerset Toms River, NJ 08753 Dillon Unknown 607 Somerset Toms River, NJ 08753 Township of Dover Unknown 33 Washington Street P.O. Box 728 Toms River, NJ 08754-0728 AK. Kara at Cedar Grove, LLC's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Willis Construction Services $3,609 25B Vreeland Road Florham Park, NJ 07932 Floors, Inc. $931 2 Campus Drive Burlington, NJ 08016 Bailey Square Janitorial Inc. $750 16 South Street Freehold, NJ 07728 Terry Gribben's Transcription Service $740 Staples Acc#NY@012185 $166 George and Lynn Anderson Unknown Kemel Aydin Unknown Matt and Amy Bales Unknown Jason and Jill Bergman Unknown Lee and Gene Blumenthal Unknown Hany S. Brollesy Unknown Pete and Karen Bruzzo Unknown Capobianco Unknown Tracey and Anthony Castellano Unknown Nancy Cattle Unknown Ceder Grove Township Unknown Chris and Melanie Cervino Unknown Tony Chuen/Xiang Unknown Jerry Colombino Unknown Cun Gaung Lin Unknown AL. Sterling Woods at Barnegat, LLC's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ EWG $4,408 215 First Street Dunellen, NJ 08812 Willis Construction Services $3,370 25B Vreeland Road Florham Park, NJ 07932 Jersey Central Power and Light $3,071 c/o Daniel F. Sahin, P.C. P.O. Box 838 Clarksburgh, NJ 08510 East Coast Funding, LLC $2,940 East Coast Site Work $2,862 WSB Engineering Group, P.A. $2,502 All Concepts $1,353 T.C. & Associates, Inc. $838 Blue Ribbon Roofing and Siding $820 Better Than the Rest Cleaning $375 National Waterproofing Inc. $375 Johannessen & Leone $345 East Lake Interiors LLC $300 Strober Building Supply, Inc. $266 Zee Medical Inc. $193 New Jersey Natural Gas $175 Western Pest Services $159 Johnny on the Spot $30 Costa Unknown Leonora Dattilo Unknown AM. Kara at Tallymawr, LLC 's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Sunrise Concrete Company $35,889 P.O. Box 435 911 Millcreek Road Rushland, PA 18956 Willis Construction Services $28,553 25B Vreeland Road Florham Park, NJ 07932 Krupnick Family Trust $24,748 1400 River Avenue Lakewood, NJ 08701 G&R Trimming Contractors, Inc. $24,735 Big Jim's $19,559 Fenton Tile Company $17,565 A-1 Bracket $13,948 All County Aluminum, Inc. $10,270 Dover Township $8,823 Richard Brand $8,622 Integrated Home Technologies $8,018 East Lake Interiors LLC $6,522 Shoreline Plumbing & Heating $6,308 Mr. John $5,450 RWZ Inc. Stairs & Rails $5,295 Dover Township $5,000 Menser's Heating and Air, Inc. $4,853 Four Seasons Insulation Corp. $4,500 Berry Sahradnik Riordan & Benson P.C. $3,531 Strober Building Supply, Inc. $2,590 AN. Kara at White Oak, LLC's 18 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Whirlpool Corp. $431 P.O. Box 532415 Atlanta, GA 30353-2406 Scheer's Inc. $159 601 Oakmont Street, Suite 400 Westmont, IL 60559 Willis Construction Services $132 25B Vreeland Road Florham Park, NJ 07932 Thomas and Karen Aballo Unknown Cotelo Unknown Filipone Unknown Debbie Guarino Unknown Suzanne Heagan Unknown Mahesh Khemraj Unknown Kleissler/Milazzo Unknown Lewis Unknown Dr. and Hema Mehta Unknown Roger Shupe Unknown Denis and Eileen Speranza Unknown Ed and Diana Sunday Unknown Township of Dover Unknown Universal Forest/Eastern Division, Inc. Unknown Gabe Vitale Unknown AO. Kara at Berkeley, LLC's 19 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Township of Berkeley $40,296 627 Pinewald-Keswick Road P.O. Box B Bayville, NJ 08721-0287 Willis Construction Services $5,764 25B Vreeland Road Florham Park, NJ 07932 Bell Concrete Inc. $2,716 40 Pine Avenue Freehold, NJ 07728 Oswald Enterprises, Inc. $1,850 Wagner Electric Corp. $1,180 Michael J. Wright $810 M&Z Engineering $650 Jersey Central Power and Light $473 RWZ Inc. Stairs & Rails $452 Coast Bath Resurfacing $365 C&L Sweeper Services $243 Keystone/Maxx KSD Corp. $120 All County Aluminum Inc. $50 Home Depot/GECF $37 Century Kitchens, Inc. $21 Cesar and Luz Unknown Laura Anderson Unknown Ozzie and Margie Berrios Unknown Better Than the Rest Cleaning Unknown AP. Kara at Madison, LLC's 11 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Bayshore Regional S.A. $228,021 Wilentz Goldman and Spitzer $57,279 99 Woodbridge Center Drive Woodbridge, NJ 07095-0958 Kirkpatrick and Lockhart $10,478 One Newark Center Newark, NJ 07102 Township of Aberdeen $5,328 T&M Associates $5,165 Harlyn Associates $1,500 Maser Consulting $1,410 Roy T. Deboer, P.A. $260 Michael and Teresa Batson Unknown Anthony and Helen Scarpa Unknown Township of Aberdeen Unknown AQ. KH Builders, LLC's 11 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Bass unknown 1156 No. Maple Avenue Toms River, NJ 08755 Sadeghi, Frank and Guisella unknown 1194 No. Maple Avenue Toms River, NJ 08755 Township of Dover unknown 33 Washington Street P.O. Box 728 Toms River, NJ 08754-0728 AR. Kara Service Company, LLC does not have any creditors who are not insiders. AS. Kara Homes Development LLC's Largest Unsecured Creditor: Entity Claim Amount ------ ------------ Internal Revenue Service Unknown Insolvency Function P.O. Box 724 Springfield, NJ 07081-0724 KIDSPEACE INC: Moody's Lifts Rating on Series 1998 Bonds to "Ba3" ----------------------------------------------------------------- Moody's Investors Service upgraded to Ba3 from B2 the rating on KidsPeace, Inc's Series 1998 Bonds ($62.2 million outstanding) issued through the Lehigh County General Purpose Authority, Pennyslvania. The rating outlook remains stable. The rating upgrade reflects continued profitable operating performance and revenue growth derived from enhanced utilization of existing space and diversification of programs and improvement in the organization's cash position. The stable outlook reflects our belief that management's continued efforts to diversify service and geographic offerings will provide greater operating stability to drive further improvement of balance sheet measures. Legal Security The bonds are secured by a gross revenues pledge of the obligated group members consisting of KidsPeace Corp, KidsPeace National Centers for Kids Inc, KidsPeace National Centers for Kids of Pennsylvania Inc, and KidsPeace National Hospital Inc. Interest Rate Derivatives: None. Strengths Sizable human service provider with geographical diversification, with operations in twelve states, including Maine, Georgia, Pennsylvania, Indiana, New Jersey and Minnesota. Management has introduced enhanced financial discipline and greater operational efficiencies. Two years of improved operating performance following the divestiture of New York operations in FY 2004. Challenges Thin liquidity, with cash levels of $8.5 million, or 20.7 days cash on hand, and an under funded pension obligation which will temper liquidity growth High debt burden, with cash-to-debt of 12.3% and 5 times debt-to- cashflow Despite organizational efforts to reduce dependency on Pennsylvania operations, Pennsylvania still represents 31% of KidsPeace's total operating revenues. Continued payer pressures are present in Georgia and New Jersey. Recent Results/Developments Fiscal year 2006 marked the second consecutive year of profitable financial performance, with KidsPeace recording a $7.1 million operating profit (4.4% operating margin), up from $6.4 million (4.3% operating margin) in FY 2005. Operating revenues grew 9% in FY 2006, which management attributes to volume growth, higher reimbursement rates due to successful restructuring of residential programs to meet the demand for higher intensity clients, and continued expansion of its foster care service line. The number of foster care clients increased to 1,090 in FY 2006 from 912 in FY 2005, as the organization increased occupancy in several states and entered the state of Florida. As a result of this service expansion, KidsPeace has successfully reduced its dependency on Pennsylvania payers, although the state still represents 31% of total operating revenues. KidsPeace generated $16.3 million in operating cash flow in FY 2006 (10.3% operating cash flow margin), up from $15.3 million (10.1% operating cash flow margin) in FY 2005, the strongest operating cash flow recorded since Moody's began rating the organization. Debt-to-cash flow improved to 5 times in FY2006 from 5.7 times in FY 2005, and peak debt service coverage improved slightly to 2.8 times in FY 2006 from 2.5 times in FY 2005. KidsPeace has recently undergone changes in senior management, hiring a new chief financial officer in FY2006. As the organization continues to face reimbursement pressure from the transition to Medicaid managed care in Pennsylvania and other payer pressures in Georgia and New Jersey, senior management has expressed a renewed commitment to focusing on greater financial discipline and achieving operational efficiencies going forward, increasing fundraising capabilities, and exploring new service lines to enhance the continuum of care that KidsPeace offers to its clients. The improved operating performance and increased cash flow allowed the organization to improve liquidity and balance sheet indicators, with unrestricted cash growing to $8.5 million at FYE 2006 from $6.9 million at FYE 2005. Days cash on hand has increased to 20.7 days in F 2006 from 18.5 days in FY 2005 but remains quite modest for an organization of this size. Despite the improvement in liquidity levels, KidsPeace remains fairly leveraged, with cash to debt a weak 12.4% at FYE 2006, but improved from a weaker 9.9% at FYE 2005. An underfunded pension obligation ($19.2) will constrain cash growth going forward. Through June 30, 2007 (six months), operating performance has continued its recent favorable trajectory, with KidsPeace recording a $6.7 million of operating income (7.9% operating margin) down somewhat from the $7.2 million of operating income (9% operating margin) realized through the prior year's comparable period. Management attributes the softening in financial performance to increased labor costs. KidsPeace does not report any debt plans in the near future. The organization needs to renovate part of the Broadway campus and intends to finance the improvements from a capital campaign now underway and a state matching grant that has been awarded but not yet recorded. Outlook The stable outlook reflects the continued operating improvement and our belief in the sustainability of performance as the organization continues to deleverage the balance sheet What could change the rating -- Up Future upward rating movement will largely depend on balance sheet improvements and liquidity, as well as continued improved operating performance What could change the rating -- Down A downturn in operating performance resulting in operating deficits, or decline in liquidity or additional debt Key Indicators Assumptions & Adjustments: -- Based on financial statements for KidsPeace Inc. -- First number reflects audit year ended Dec. 31, 2005 -- Second number reflects audit year ended Dec. 31, 2006 -- Investment returns normalized at 6% unless otherwise noted Total operating revenues: $147.7 million; $160.9 million Moody's-adjusted net revenue available for debt service: $16.6 million; $17.4 million Total debt outstanding: $70.6 million; $68.4 million Maximum annual debt service : $6.4 million; $6.4 million MADS Coverage with reported investment income: 2.5 times; 2.7 times Moody's-adjusted MADS Coverage with normalized investment income: 2.6 times; 2.8 times Debt-to-cash flow: 5.7 times; 5 times Days cash on hand: 18 days; 20 days Cash-to-debt: 9.9%; 12.4% Operating margin: 4.3%; 4.4% Operating cash flow margin: 10.3%; 10.1% Rated Debt (debt outstanding as of Dec. 31, 2006) -- Series 1998 ($62.2 million outstanding) rated Ba3 KNOLL INC: Paying $0.11/Share Cash Dividend on Sept. 28 ------------------------------------------------------- Knoll Inc.'s board of directors declared a quarterly cash dividend of $0.11 per share payable Sept. 28, 2007, to stockholders of record on Sept. 14, 2007. Based in East Greenville, Pennsylvania, Knoll Inc. (NYSE: KNL) -- http://www.knoll.com/-- designs and manufactures branded office furniture products and textiles, serves clients worldwide. It distributes its products through a network of more than 300 dealerships and 100 showrooms and regional offices. The company has locations in Argentina, Australia, Bahamas, Cayman Islands, China, Colombia, Denmark, Finland, Greece, Hong Kong, India, Indonesia, Japan, Korea, Malaysia, Philippines, Poland, Portugal and Singapore, among others. * * * Moody's Investors Service assigned a B1 corporate family rating to Knoll Inc. At the same time, the company's $200 million senior secured revolver was rated B1 and its $250 million senior secured term loan was rated Ba2. LEAP WIRELESS: Gets Stock-for-Stock Merger Offer from MetroPCS -------------------------------------------------------------- MetroPCS Communications Inc. sent a letter to Leap Wireless International Inc. proposing a strategic stock-for-stock tax-free merger that will create a fifth national wireless carrier. Under the terms of the proposal, each outstanding share of Leap common stock would be exchanged for 2.7500 shares of MetroPCS common stock. Based on MetroPCS' trailing 20-day volume-weighted average stock price as of Aug. 31, 2007, the proposed exchange ratio implies a value of $77.89 for each share of Leap common stock, or approximately $5.5 billion in aggregate equity value. MetroPCS also will assume or refinance approximately $2 billion of Leap's existing indebtedness. The proposed exchange ratio represents implied premiums of 23.1% and 20.1% based on the trailing 20-day and the trailing 60-day volume-weighted average stock prices, respectively, for both companies for the period ending Aug. 31, 2007. In addition, based on preliminary analysis, MetroPCS believes the proposed combination could result in synergies with an estimated net present value of approximately $2.5 billion, which, if achieved, would represent significant further value to Leap's shareholders of approximately $12.34 for each share of Leap common stock. When considered together, the total value implied by the proposed exchange ratio and Leap's shareholders' proportionate share of the estimated transaction synergies, which MetroPCS believes could be achieved, represents implied premiums of approximately 35.1% and 30.3% based on the trailing 20-day and the trailing 60-day volume- weighted average stock prices, respectively, for both companies for the period ending Aug. 31, 2007. MetroPCS believes that since its initial public offering in April of this year, Leap's stock price has traded in part in anticipation of a merger between the two companies. Accordingly, MetroPCS believes that any calculation of the premiums represented by its proposal over Leap's spot or trailing volume-weighted average trading prices on selected days or for selected periods necessarily understates the value to Leap's shareholders of MetroPCS' proposal in terms of premium-to-unaffected market stock price. "We believe that the combination of MetroPCS and Leap is extremely compelling and will create significant value for the stakeholders of both companies," Roger D. Linquist, MetroPCS' Chairman of the Board and Chief Executive Officer, said. "The combined company will create a new national wireless carrier with licenses covering nearly all of the top 200 markets in the United States. The shareholders of both companies will have the opportunity to participate in the upside potential of the combined company and our respective employees will benefit from being a part of a larger, more diversified organization. We are excited about the prospects this opportunity creates and plan to work diligently to enter into a transaction quickly." "Based on the analyses that we have performed to date, we believe that there are substantial operational synergies achievable from this proposed transaction," J. Braxton Carter, MetroPCS' Senior Vice President and Chief Financial Officer, added. "Importantly, MetroPCS and Leap shareholders would own approximately 65.4% and 34.6%, respectively, of the combined company, allowing them to benefit proportionately from the significant upside resulting from the enhanced operating and financial performance of the combined company." More specifically, MetroPCS believes that the combined company would achieve meaningful operating cost savings through a combination of market-level operating efficiencies and corporate overhead reductions. MetroPCS' and Leap's existing market operations are complementary and MetroPCS believes that the combined company, as a result of the expanded service area, would likely benefit from incremental improvements in customer penetration and retention. Based on preliminary analysis, MetroPCS believes that the net present value of these opportunities could be approximately $2.5 billion. The MetroPCS proposal is subject to satisfactory completion of due diligence, the approval by MetroPCS' and Leap's respective Boards of Directors, the approval by MetroPCS' and Leap's respective shareholders and the receipt of customary regulatory approvals. Bear, Stearns & Co. Inc. is acting as financial advisor to MetroPCS, and Baker Botts LLP, Skadden, Arps, Slate, Meagher & Flom LLP and Paul, Hastings, Janofsky & Walker LLP are acting as legal counsel. About MetroPCS Communications Headquartered in Dallas, Texas, MetroPCS Communications, Inc. (NYSE: PCS) – http://www.metropcs.com/-- is a provider of unlimited wireless communications service for a flat rate with no signed contract. MetroPCS owns or has access to licenses covering a population of approximately 140 million people in 14 of the top 25 largest metropolitan areas in the United States, including New York, Philadelphia, Boston, Miami, Orlando, Sarasota, Tampa, Atlanta, Dallas, Detroit, Las Vegas, Los Angeles, San Francisco and Sacramento. Currently, MetroPCS has over 3.5 million subscribers and offers service in the Miami, Orlando, Sarasota, Tampa, Atlanta, Dallas, Detroit, San Francisco, and Sacramento metropolitan areas. About Leap Wireless Based in San Diego, California, Leap Wireless International, Inc., (NASDAQ:LEAP) -- http://www.leapwireless.com/-- is a customer- focused company providing innovative mobile wireless services targeted to meet the needs of customers under-served by traditional communications companies. With the value of unlimited wireless services as the foundation of its business, Leap pioneered both the Cricket(R) and Jump(TM) Mobile services. * * * As reported in the Troubled Company Reporter on June 6, 2007, Standard & Poor's Ratings Services affirmed its 'CCC' rating on San Diego, California-based Cricket Communications Inc.'s $1.035 billion of senior unsecured notes due 2014. Simultaneously, S&P affirmed the 'B-' corporate credit rating on parent company Leap Wireless International Inc. The outlook is positive. MERRILL LYNCH: Low Debt Enhancement Levels Cue Moody's B1 Rating ---------------------------------------------------------------- Moody's Investors Service downgraded two subordinate certificates from the Merrill Lynch Mortgage Investors Trust, Series 2003-HE1 securitization. The underlying collateral for this securitization consists of fixed-rate and adjustable-rate subprime mortgage loans. Credit enhancement for this transaction is provided through a combination of primary mortgage insurance, excess spread, overcollateralization and subordination. Given the existing delinquency pipeline, the current levels of credit enhancement were too low to support previous ratings. Complete rating action is: Issuer: Merrill Lynch Mortgage Investors Trust -- Series 2003-HE1, Class B2, downgraded from Baa2 to Ba1; -- Series 2003-HE1, Class B3, downgraded from Baa3 to B1. METROPCS COMMS: Proposes to Merge with Leap Wireless ---------------------------------------------------- MetroPCS Communications Inc. sent a letter to Leap Wireless International Inc. proposing a strategic stock-for-stock tax-free merger that will create a fifth national wireless carrier. Under the terms of the proposal, each outstanding share of Leap common stock would be exchanged for 2.7500 shares of MetroPCS common stock. Based on MetroPCS' trailing 20-day volume-weighted average stock price as of Aug. 31, 2007, the proposed exchange ratio implies a value of $77.89 for each share of Leap common stock, or approximately $5.5 billion in aggregate equity value. MetroPCS also will assume or refinance approximately $2 billion of Leap's existing indebtedness. The proposed exchange ratio represents implied premiums of 23.1% and 20.1% based on the trailing 20-day and the trailing 60-day volume-weighted average stock prices, respectively, for both companies for the period ending Aug. 31, 2007. In addition, based on preliminary analysis, MetroPCS believes the proposed combination could result in synergies with an estimated net present value of approximately $2.5 billion, which, if achieved, would represent significant further value to Leap's shareholders of approximately $12.34 for each share of Leap common stock. When considered together, the total value implied by the proposed exchange ratio and Leap's shareholders' proportionate share of the estimated transaction synergies, which MetroPCS believes could be achieved, represents implied premiums of approximately 35.1% and 30.3% based on the trailing 20-day and the trailing 60-day volume- weighted average stock prices, respectively, for both companies for the period ending Aug. 31, 2007. MetroPCS believes that since its initial public offering in April of this year, Leap's stock price has traded in part in anticipation of a merger between the two companies. Accordingly, MetroPCS believes that any calculation of the premiums represented by its proposal over Leap's spot or trailing volume-weighted average trading prices on selected days or for selected periods necessarily understates the value to Leap's shareholders of MetroPCS' proposal in terms of premium-to-unaffected market stock price. "We believe that the combination of MetroPCS and Leap is extremely compelling and will create significant value for the stakeholders of both companies," Roger D. Linquist, MetroPCS' Chairman of the Board and Chief Executive Officer, said. "The combined company will create a new national wireless carrier with licenses covering nearly all of the top 200 markets in the United States. The shareholders of both companies will have the opportunity to participate in the upside potential of the combined company and our respective employees will benefit from being a part of a larger, more diversified organization. We are excited about the prospects this opportunity creates and plan to work diligently to enter into a transaction quickly." "Based on the analyses that we have performed to date, we believe that there are substantial operational synergies achievable from this proposed transaction," J. Braxton Carter, MetroPCS' Senior Vice President and Chief Financial Officer, added. "Importantly, MetroPCS and Leap shareholders would own approximately 65.4% and 34.6%, respectively, of the combined company, allowing them to benefit proportionately from the significant upside resulting from the enhanced operating and financial performance of the combined company." More specifically, MetroPCS believes that the combined company would achieve meaningful operating cost savings through a combination of market-level operating efficiencies and corporate overhead reductions. MetroPCS' and Leap's existing market operations are complementary and MetroPCS believes that the combined company, as a result of the expanded service area, would likely benefit from incremental improvements in customer penetration and retention. Based on preliminary analysis, MetroPCS believes that the net present value of these opportunities could be approximately $2.5 billion. The MetroPCS proposal is subject to satisfactory completion of due diligence, the approval by MetroPCS' and Leap's respective Boards of Directors, the approval by MetroPCS' and Leap's respective shareholders and the receipt of customary regulatory approvals. Bear, Stearns & Co. Inc. is acting as financial advisor to MetroPCS, and Baker Botts LLP, Skadden, Arps, Slate, Meagher & Flom LLP and Paul, Hastings, Janofsky & Walker LLP are acting as legal counsel. About Leap Wireless Based in San Diego, California, Leap Wireless International, Inc., (NASDAQ:LEAP) -- http://www.leapwireless.com/-- is a customer- focused company providing innovative mobile wireless services targeted to meet the needs of customers under-served by traditional communications companies. With the value of unlimited wireless services as the foundation of its business, Leap pioneered both the Cricket(R) and Jump(TM) Mobile services. About MetroPCS Communications Headquartered in Dallas, Texas, MetroPCS Communications, Inc. (NYSE: PCS) – http://www.metropcs.com/-- is a provider of unlimited wireless communications service for a flat rate with no signed contract. MetroPCS owns or has access to licenses covering a population of approximately 140 million people in 14 of the top 25 largest metropolitan areas in the United States, including New York, Philadelphia, Boston, Miami, Orlando, Sarasota, Tampa, Atlanta, Dallas, Detroit, Las Vegas, Los Angeles, San Francisco and Sacramento. Currently, MetroPCS has over 3.5 million subscribers and offers service in the Miami, Orlando, Sarasota, Tampa, Atlanta, Dallas, Detroit, San Francisco, and Sacramento metropolitan areas. * * * As reported in the Troubled Company Reporter on June 1, 2007, Standard & Poor's Ratings Services revised its outlook on MetroPCS Communications Inc. to positive from stable, and affirmed its 'CCC' rating on subsidiary MetroPCS Wireless Inc.'s $1.3 billion of 9.25% senior unsecured notes due 2014. This debt includes $300 million to be issued as an add-on to the $1 billion note issue. All other ratings on MetroPCS and related subsidiaries, including the 'B-' corporate credit rating, are affirmed. METROPCS WIRELESS: Leap Deal Cues Moody's to Shift Outlook to Del. ------------------------------------------------------------------ Moody's changed the rating outlook for MetroPCS Wireless Inc. to developing from stable following the announcement that MetroPCS' parent, MetroPCS Communications Inc. delivered a business combination proposal to Cricket's parent, Leap Wireless International Inc. The corporate family rating of MetroPCS is B2. Outlook Actions: Issuer: MetroPCS Wireless, Inc. -- Outlook, Changed To Developing From Stable The developing outlook reflects the uncertainty over whether LEAP will accept PCS' stock-for-stock combination proposal. In addition, the outlook change considers that the combination of MetroPCS and Cricket, should it occur, would likely have positive implications for the company's combined operating prospects and potentially produce meaningful synergies, which Moody's currently believes could warrant a change in outlooks of MetroPCS and Cricket to positive. Moody's intends to monitor the development of the proposal and take additional actions as events unfold. Should LEAP agree to a merger with PCS, Moody's will seek to meet with management before resolving the ratings outlooks as well as any potential changes to individual instrument ratings should various debt instruments be re-financed as a part of the proposed merger. Alternatively, should the two companies be unable to reach an agreement to merge, Moody's expects to revert the rating outlooks back to stable. MetroPCS Wireless Inc., a wholly owned subsidiary of MetroPCS Communications Inc., provides unlimited use wireless service for a flat monthly fee with no signed contract in major metropolitan markets of the U.S. The company is based in Dallas, Texas. Leap Wireless International, Inc. wholly-owns Cricket Communications Inc., which is a wireless service provider. Both companies are headquartered in San Diego, California. MOMENTUM CAPITAL: S&P Puts "BB" Prelim. Rating on $9.15 Mil. Notes ------------------------------------------------------------------ Standard & Poor's Ratings Services assigned its preliminary ratings to Momentum Capital Fund Ltd./Momentum Capital Fund Corp.'s $321 million floating-rate notes due 2021. The preliminary ratings are based on information as of Sept. 4, 2007. Subsequent information may result in the assignment of final ratings that differ from the preliminary ratings. The preliminary ratings reflect: -- The credit enhancement provided to each class of notes through the subordination of cash flows to the more junior classes and income notes; -- The transaction's cash flow structure, which was subjected to various stresses requested by Standard & Poor's; and -- The transaction's legal structure, including the issuer's bankruptcy remoteness. Preliminary Ratings Assigned Momentum Capital Fund Ltd./Momentum Capital Fund Corp. Class Rating Amount ----- ------ ------ A-1 AAA $209,750,000 A-2 AAA $52,400,000 B AA $22,500,000 C A $15,950,000 D BBB $11,250,000 E BB $9,150,000 Income notes NR $29,000,000 NR — Not rated. MORGAN STANLEY: Moody's Rates $31.5 Million Class L Certs. at Ba1 ----------------------------------------------------------------- Moody's Investors Service assigned definitive ratings to securities issued by Morgan Stanley Capital I Inc. Commercial Mortgage Pass-Through Certificates Series 2007-XLF9. The provisional ratings issued on Aug. 20, 2007 have been replaced with these definitive ratings: -- Class A-1, $672,000,000, rated Aaa -- Class A-2, $216,450,000, rated Aaa -- Class X, $1,260,222,221*, rated Aaa -- Class B, $44,110,000, rated Aa1 -- Class C, $37,810,000, rated Aa2 -- Class D, $37,800,000, rated Aa3 -- Class E, $37,810,000, rated A1 -- Class F, $37,810,000, rated A2 -- Class G, $37,800,000, rated A3 -- Class H, $37,810,000, rated Baa1 -- Class J, $37,810,000, rated Baa2 -- Class K, $31,500,000, rated Baa3 -- Class L, $31,512,221, rated Ba1 -- Class M-RND, $8,500,000, rated Baa1 -- Class N-RND, $4,000,000, rated Baa3 *Approximate notional amount MOVIE GALLERY: Noteholders Moves Forbearance Period to Sept. 30 --------------------------------------------------------------- Movie Gallery Inc. and the holder of a majority of principal amount of its 11% Senior Notes due 2012, have executed a Forbearance Agreement effective as of Aug. 31, 2007. Under the agreement, the majority holder will forbear, and direct the trustee to forbear until Sept. 30, 2007, from exercising rights and remedies arising from any defaults occurring or existing under the Indenture dated as of April 27, 2005. The company also disclosed that, due to its inability to meet the financial covenants contained in its first lien credit facility for the fiscal quarter ending July 1, 2007, it has sent a notice of default to the agent under its second lien facility. As a result of the default under the second lien facility, the company also sent a notice of default to the agent under its first lien facility, which default is subject to the company's Forbearance Agreement with the first lien lenders, dated July 20, 2007. The company is in discussions with its second lien lenders regarding the current situation. About Movie Gallery Inc. Headquartered in Dothan, Alabama, Movie Gallery Inc. (Nasdaq: MOVI) -- http://www.moviegallery.com/-- is a North American video rental company with more than 4,550 stores located in all 50 U.S. states and Canada operating under the brands Movie Gallery, Hollywood Video and Game Crazy. The Game Crazy brand represents 606 in-store departments and 14 free-standing stores serving the game market in urban locations across the Untied States. Since Movie Gallery's initial public offering in August 1994, the company has grown from 97 stores to its present size through acquisitions and new store openings. Movie Gallery Inc.'s consolidated balance sheet at July 1, 2007, showed $892 million in total assets, $1.45 billion in total liabilities, resulting in a $560.3 million total stockholders' deficit. * * * As reported in Troubled Company Reporter on Aug. 16, 2007, Standard & Poor's Ratings Services said it lowered its ratings, including the corporate credit rating, on Movie Gallery Inc. to 'CC' from 'CCC+' based on the company's extremely poor liquidity position. At the same time, S&P lowered the ratings on the company's bank loans and senior unsecured debt to 'CC'. This rating level indicates a high vulnerability to nonpayment. The outlook has been revised to negative. NATIONAL RETAIL: Prices $250MM Public Offering of Unsec. Notes -------------------------------------------------------------- National Retail Properties Inc. has priced its public offering of $250 million of unsecured notes due Oct. 15, 2017. The public offering price was 99.649% of the principal amount for a yield of 6.922%. The notes will be senior unsecured obligations of the company and are registered under the company's existing shelf registration statement filed with the Securities and Exchange Commission. The offering is expected to close on Sept. 10, 2007, subject to customary closing conditions. Joint book-running managers for the offering are Banc of America Securities LLC and Wachovia Securities. Senior co-manager for the offering is Credit Suisse. Other co-managers for the offering are SunTrust Robinson Humphrey, Wells Fargo Securities, BB&T Capital Markets, Comerica Securities, Ferris, Baker Watts Incorporated, PNC Capital Markets LLC and Fifth Third Securities Inc. Copies of the prospectus and the prospectus supplement,subject to completion, relating to these securities may be obtained from Banc of America Securities LLC and from Wachovia Capital Markets LLC. Any requests can be made by contacting Banc of America Securities LLC by telephone at (800) 294-1322 or by contacting Wachovia Capital Markets, LLC by telephone at (866) 289-1262. About National Retail Properties Inc. Headquartered in Orlando, Florida, National Retail Properties (NYSE: NNN) -- http://www.nnnreit.com/-- is a real estate investment trust that invests in high-quality retail properties subject generally to long-term, net leases. As of June 30, 2007, the company owned 859 Investment properties in 43 states with a gross leasable area of approximately 10 million square feet. * * * As reported in the Troubled Company Reporter on May 1, 2007, Standard & Poor's Ratings Services affirmed its 'BB+' preferred stock rating on National Retail Properties Inc. The outlook is stable. NAVISTAR INT'L: David D. Harrison Joins Board of Directors ---------------------------------------------------------- David D. Harrison, retired executive vice president and chief financial officer of Pentair Inc. has joined Navistar International Corporation's board of directors, effective immediately. The selection of Harrison increases the number of Navistar board members to 11. He was appointed to be a member of Navistar's audit committee and finance committee. Harrison served as executive vice president and chief executive officer of Pentair, a $3 billion global manufacturing company with more than 15,000 employees, from 2000 until his retirement in February 2007. Prior to joining Pentair, Mr. Harrison held several executive positions with General Electric Co. and Borg Warner Corp., including positions in Europe and Canada. Currently managing partner of HCI Inc., a real estate investment firm, Mr. Harrison is also a director of National Oilwell Varco Inc., a manufacturer of oil well drilling equipment, where he serves as chairman of the audit committee. "I am extremely delighted that David Harrison is able to bring his deep knowledge of manufacturing, corporate finance, acquisitions, and international operations to Navistar," said Daniel C. Ustian, Navistar chairman, president and chief executive officer. About Navistar International Corporation Headquartered in Warrenville, Illinois, Navistar International Corporation (Other OTC: NAVZ) -- http://www.Navistar.com/-- is a holding company whose wholly owned subsidiaries produce International(R) brand commercial trucks, MaxxForce brand diesel engines, IC brand school and commercial buses, and Workhorse brand chassis for motor homes and step vans. It also is a private-label designer and manufacturer of diesel engines for the pickup truck, van and SUV markets. The company also provides truck and diesel engine parts and service. Another wholly owned subsidiary offers financing services. * * * Navistar International Corporation's long term foreign and local issuer credit ratings carry Standard and Poor's "BB-" in January 2006. These ratings hold to this date. NEW COMMUNITY: Voluntary Chapter 11 Case Summary ------------------------------------------------ Debtor: The New Community Baptist Church, Inc. 9005 North Wayside Houston, TX 77028 Tel: (713) 631-8303 Bankruptcy Case No.: 07-35897 Type of Business: The Debtor is a religious organization. Chapter 11 Petition Date: August 31, 2007 Court: Southern District of Texas (Houston) Judge: Marvin Isgur Debtor's Counsel: Jermaine Savoy Thomas, Esq. Barnes and Turner 440 Louisiana 1880 Lyric Center Houston, TX 77002 Tel: (713) 650-3688 Fax: (713) 650-0308 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. NEWCOMM WIRELESS: Court Sets Oct. 5 Confirmation Hearing -------------------------------------------------------- The U.S. Bankruptcy Court for the District of Puerto Rico scheduled a confirmation hearing for Oct. 5, 2007, shortly after giving its approval on Newcomm Wireless Services Inc.'s Disclosure Statement explaining its Chapter 11 Plan of Reorganization, Bill Rochelle of Bloomberg News reports. The Plan, filed with the Court last month, provides for the orderly distribution of the proceeds from the sale of its assets to PRWireless Inc. for $158,636,874. Newcomm received proofs of claim totaling $250 million. A fundamental component of the Plan is the Telefonica Settlement Agreement, which resolves several inter-related complex litigations. Each group of claimants will receive distribution under the plan. Treatment of Claims and Interest Under the Debtor's plan, $1.7 million of allowed administrative and $1 million of priority claims will be paid in full. Tax claims will be satisfied in accordance with Section 507(a)(8) of the Bankruptcy Code. Secured claims amounting to $100,000 will be unimpaired, meaning, holders will be paid in full. General unsecured creditors, holding an aggregate $10 million in claims, will receive cash in satisfaction of whatever part of their claims will be deemed "allowed." The Debtor's equity holders will receive a share on the sale proceeds up to $17.5 million in accordance with the terms of the Telefonica Settlement Agreement. Telefonica Settlement Agreement On May 7, the Debtor reached a compromise with the Telefonica Group in full settlement of its claims against Newcomm. As part of the compromise and settlement, pursuant to the terms of the Plan and subject to the occurrence of the Effective Date: i) all claims filed by the Telefonica Group in the Chapter 11 case will be voluntarily subordinated to the Allowed Claims of the Debtor's other unsecured creditors; ii) the unsecured claim filed by ClearComm will be disallowed for all purposes; iii) the Equity Group Equity Interests will share in $17,500,000 after payment of: a) Allowed Secured Claims b) Allowed Claims of Holders of Administrative Claims; c) Allowed Priority Tax Claims; d) Allowed Priority Non-Tax Claims; e) Allowed Non-DIP Facility Secured Claims; and f) all Allowed General Unsecured Claims (with the exception of the claims filed by the Telefonica Group and ClearComm); and iv) the balance of the Residual Amount -- estimated at $12,500,000 -- will be distributed to the Holders of the Telefonica Group Equity Interests in full satisfaction of all Claims voluntarily subordinated as well as all Interests held by any member of the Telefonica Group. Based in Guaynabo, Puerto Rico, NewComm Wireless Services Inc. is a PCS company that provides wireless service to the Puerto Rico market. The company is a joint venture between ClearComm, L.P. and Telefonica Larga Distancia. The company filed for chapter 11 protection on Nov. 28, 2006 (Bankr. D. P.R. Case No. 06-04755). Carmen D. Conde Torres, Esq., at C. Conde & Assoc. and Peter D. Wolfston, Esq., at Sonnenschein Nath & Rosenthal LLP represent the Debtor in its restructuring efforts. Mark J. Wolfson, Esq. at Foley & Lardner LLP and Sergio A. Ramirez de Arellano, Esq., at Sergio Ramirez de Arrelano Law Office represent the Official Committee of Unsecured Creditors. In its schedules, the Debtor disclosed total assets of $111,652,190 and total debts of $190,695,559. NORTHCORE TECH: Generates $1.65 Million from Rights Offering ------------------------------------------------------------ Northcore Technologies Inc. disclosed on Aug. 23, 2007, that it has successfully closed its rights offering to eligible shareholders, generating gross proceeds of $1.65 million that will be earmarked for working capital purposes. As reported in the Troubled Company Reporter on July 26, 2007, the company said it will offer eligible shareholders as of the record date of July 30, 2007, approximately 86.9 million rights to subscribe for up to approximately 21.7 million additional common shares in the company. "I'm delighted with this result," said Duncan Copeland, chief executive officer of Northcore Technologies. "All of us at Northcore thank our shareholders for this tremendous vote of confidence. We've got hard work to do to live up to our end of the bargain, but this infusion of working capital lets us hire more skilled people to grow our relationships with our customers, such as GE." As a result of the rights offering, Northcore will issue 20,628,302 common shares, each priced at $0.08 per share. The total represents 95 percent of shares made available through the rights offering. About Northcore Technologies Headquartered in Toronto, Canada, Northcore Technologies Inc. (TSX: NTI.TO) -- http://www.northcore.com/-- provides core asset solutions that help organizations source, manage and sell their capital equipment. Northcore works with a growing number of customers and partners in a variety of sectors including oil and gas, government, and financial services. Current customers include GE Commercial Finance, Paramount Resources and Trilogy Energy Trust. Northcore owns a 50 percent interest in GE Asset Manager, a joint business venture with GE. * * * KPMG LLP, in Toronto, Canada, expressed substantial doubt about Northcore Technologies 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 pointed to the company's recurring losses from operations and net capital deficiency. At March 31, 2007, the company's consolidated balance sheet showed CDN$510,000 in total assets, CDN$3,192,000 in total liabilities, resulting in a CDN$2,682,000 total stockholders' deficit. NOVASTAR FINANCIAL: Cancels Shareholder Rights Offering ------------------------------------------------------- NovaStar Financial Inc. said in a press statement Tuesday that it does not intend to proceed with its previously announced offering of rights to purchase $101,175,000 in shares of its 9.00% Series D-2 Mandatory Convertible Preferred Stock. The Series D-2 Preferred Stock was to be convertible into shares of NovaStar's common stock at an initial common stock conversion price of $28.00 per share. Previously, NovaStar agreed to conduct the rights offering in connection with its sale of $48.8 million of its 9.00% Series D-1 Preferred Stock to affiliates of MassMutual Capital Partners LLC and funds managed by Jefferies Capital Partners IV LLC. In connection with that purchase, MassMutual and Jefferies entered into a standby purchase agreement with NovaStar, in which MassMutual and Jefferies committed, subject to certain conditions, to purchase any shares of Series D-2 Preferred Stock not subscribed for in the rights offering. Reasons for Cancellation NovaStar canceled plans for the rights offering because there were certain conditions that management believed the company would not be able to satisfy in the current environment in connection with a requirement to file a registration statement relating to the rights offering with the Securities and Exchange Commission no later than August 30, 2007. As disclosed in NovaStar's Form 10-Q for the quarter ended June 30, 2007, several conditions and events have adversely impacted the subprime mortgage industry and NovaStar's operations, liquidity and financial condition during 2007. Subsequent to the filing of that report additional events have also occurred which further impacted NovaStar's operations, liquidity and financial condition. For example, as previously disclosed, Moody's Investor Services downgraded NovaStar Mortgage Inc.'s servicer quality rating and additional concerns have developed about NovaStar's ability to remain in compliance with certain covenants contained in its financing agreements. Further, on Aug. 20, 2007, motions for a judgment notwithstanding the verdict and a new trial were denied in the previously disclosed California case in which NovaStar's subsidiary, NovaStar Home Mortgage Inc., had a $46.1 million judgment entered against it. Further, due to the overall deterioration in the subprime mortgage industry and the secondary capital markets for subprime mortgage loans during 2007 NovaStar made the decision to suspend its wholesale originations and curtail its retail originations to preserve liquidity. Going Concern Doubt In view of the impact to the company, Deloitte & Touche LLP, NovaStar's independent auditors, advised NovaStar in the last week of August 2007 that it was not willing to issue a consent or otherwise be associated with the rights offering unless the company reissued its 2006 financial statements to include footnote disclosures regarding the matters. In addition, Deloitte further advised NovaStar that its reissued report on such financial statements would include an explanatory paragraph about the uncertainty of NovaStar's ability to continue as a "going concern". NovaStar determined that work necessary for the reissuance of its 2006 financial statements and the reissuance of Deloitte's audit report would not be completed by August 30, 2007, and MassMutual and Jefferies indicated that they were not willing to waive or extend this requirement of the standby purchase agreement. As a result and given market conditions and the current market price of NovaStar's common stock, NovaStar decided it was in the best interests of shareholders not to spend the resources to pursue the offering. Restructuring Plan In light of those developments and in response to the ongoing turmoil in the subprime mortgage industry, NovaStar said it will take several steps to restructure the company's overall operations. As part of the restructuring, NovaStar will take these actions: -- NovaStar's organization will focus primarily on managing the company's portfolio of securitized residential loans, which totaled $15.45 billion as of June 30, 2007, and mortgage securities. -- NovaStar will sharply reduce retail, or direct-to- consumer, mortgage activity. The company is taking steps to reduce its retail lending organization from approximately 400 employees to about 125 employees. The company will close 12 retail origination offices, concentrating retail activities in four offices, including processing centers in Kansas City, MO, and Columbia, MD. Subject to completion of necessary legal notices and requirements, implementation will begin immediately and conclude during the fourth quarter of 2007. The retail organization will make loans, on a limited basis, either as a broker or to sell the loans. NovaStar expects to have approximately 600 employees, overall, after this reduction in workforce. The company's servicing organization was not affected by the reduction. -- As announced on August 17, 2007, NovaStar has suspended new lending through the wholesale channel. The company intends to re-evaluate whether to resume its wholesale origination business or expand its retail mortgage business in the future, depending on market conditions. -- NovaStar intends to continue to meet loan commitments already outstanding. -- The company intends to continue to service loans for more than 100,000 homeowners. NovaStar plans to evaluate strategic alternatives for its servicing organization. Because new loans will not be originated for the portfolio, the company will look at opportunities to partner or otherwise maximize the value of its servicing group, whose dedicated staff and innovative approaches have been a competitive strength. NovaStar cannot predict the outcome of that process at this point. Scott Hartman, Chairman and Chief Executive Officer, commented: "With today's actions, we are pulling back to focus on NovaStar's core strengths and preserve liquidity. Over the years we have generated economic value primarily through managing our portfolio to generate net interest income while mitigating risks and accessing capital in the secondary market. In better times for the industry, operating a sizeable mortgage banking business to feed loans into the portfolio made strategic sense. But the secondary market has deteriorated substantially, so we are modifying our business model and further reducing costs for this difficult environment. Suspending wholesale lending and shrinking the retail operation are painful decisions, but we believe it is best, at this point, to concentrate on serving our current customers and managing our portfolio for the benefit of NovaStar shareholders." Lance Anderson, President and Chief Operating Officer, commented: "We expect significantly lower loan originations in the second half of 2007, and we intend to proceed cautiously until we see signs of improvement from this distressed phase of the mortgage cycle. The size of NovaStar's portfolio of securitized residential loans can be expected to decline gradually as older loans and securities mature and are not replaced with new mortgage assets. Our goal is to preserve and maximize the value of the portfolio through this difficult period for the industry, and we will continue to evaluate developments closely and consider all necessary or appropriate changes or strategies." In connection with the reduction in the retail organization's workforce, NovaStar expects to incur a pre-tax charge to earnings relating to severance costs, contract termination costs, and plant, property and equipment. Amounts are to be determined. About NovaStar Headquartered in Kansas City, Missouri, NovaStar Financial Inc. (NYSE: NFI) is a specialty finance company that originates, purchases, securitizes, sells and invests in loans and mortgage- backed securities. The company also services a large portfolio of residential loans. PATH SARTHI: Case Summary & Largest Unsecured Creditor ------------------------------------------------------ Debtor: Parth Sarthi LLC 3058 Bridgefield Drive Ann Arbor, MI 48108 Bankruptcy Case No.: 07-57262 Chapter 11 Petition Date: August 31, 2007 Court: Eastern District of Michigan (Detroit) Judge: Walter Shapero Debtor's Counsel: Thomas J. Budzynski, Esq. 43777 Groesbeck Clinton Township, MI 48036 Tel: (586) 463-5253 Total Assets: $850,000 Total Debts: $1,771,365 Debtor's List of its Largest Unsecured Creditor: Entity Nature of Claim Claim Amount ------ --------------- ------------ National Republic Bank of Chicago Mortgage $1,771,365 c/o William H. Heritage, Jr. Secured: 40 Peral Street, Northwest $850,000 Suite 200 Unsecured: Grand Rapids, MI 49503 $921,365 PAWTUXET VALLEY: Voluntary Chapter 11 Case Summary -------------------------------------------------- Debtor: Pawtuxet Valley Prescription & Surgical Center, Inc. 59 Sandy Bottom Road Coventry, RI 02816-5863 Bankruptcy Case No.: 07-11767 Type of business: The Debtor is a multi-faceted, vertically integrated medical care, product, prescription and service provider. See http://www.pvpsc.com Chapter 11 Petition Date: September 4, 2007 Court: District of Rhode Island (Providence) Debtor's Counsel: Andrew S. Richardson, Esq. Boyajian Harrington & Richardson 182 Waterman Street Providence, RI 02906 Tel: (401) 273-9600 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million The Debtor does not have a list of its largest unsecured creditors. PENNSYLVANIA NAT'L: Moody's Holds "Ba1" Rating on Surplus Notes --------------------------------------------------------------- Moody's affirmed the ratings of Penn National Insurance Group and has changed the outlook on the ratings to positive from stable. Moody's currently rates the group's primary subsidiaries at Baa1 for insurance financial strength and the surplus notes issued by the lead company, Pennsylvania National Mutual Casualty Insurance Company, at Ba1. According to the rating agency, the change in outlook reflects a steady positive trend in profits and stronger capitalization. The group has reported profits in each of the past eight years and, for the most part, has sidestepped many of the problems that afflicted the industry during the last soft market (1997-2001). As a result, the group has strengthened its capital position over time and, in our view, is reasonably positioned to navigate the current soft market. Moody's ratings on the group reflect its established position in certain rural and smaller independent agency markets, consistent operating results, fairly conservative balance sheet, and modest exposure (historically) to natural and man-made catastrophes. The company has intimate knowledge of local markets and has a reputation for offering agents easy access to management. These strengths are partly offset by intense competition in its chosen markets, significant geographic concentration as 41% of its premiums come from Pennsylvania, heavy weighting on long-tail risks which leads to more reserve uncertainty, and the company's modest scale, which limits its operating and financial flexibility. Moody's noted several factors that could lead to an upgrade of the group's ratings: i. continued improvements in product diversification, specifically profitable growth in personal lines insurance to more than 30-35% of overall premiums; ii. sustained ROEs in high single digits; and iii. sustained debt leverage below 25% (debt-to-total capital). Conversely, a significant deterioration in EBIT interest coverage (below 5 times), a material loss of business to competitors, or debt leverage above 30% would likely result in a return to a stable outlook at the current ratings. The last rating action on Penn National Insurance Group took place on April 23, 2004 when Moody's assigned its Ba1 rating to the $50 million surplus notes issued by Penn National Mutual. These ratings have been affirmed with a positive outlook: Pennsylvania National Mutual Casualty Insurance Company -- $50 million, 9.5% surplus notes due 2034 at Ba1 Pennsylvania National Mutual Casualty Insurance Company -- insurance financial strength at Baa1; and Penn National Security Insurance Company -- insurance financial strength at Baa1 Penn National Insurance, based in Harrisburg, Pennsylvania, is a mutual property and casualty insurance group that underwrites insurance for small businesses and individuals through independent agents. It operates in nine states located in the Mid-Atlantic and Southeast regions of the United States with 41% of premiums coming from Pennsylvania. Its business mix consists of commercial lines insurance (primarily commercial auto, workers' compensation and other liability for "main street" businesses) which account for about 72% of direct premiums written, and personal lines insurance (primarily automobile and homeowners) which account for the remaining 28% of direct premiums written. PITTSBURGH IRISH: Voluntary Chapter 11 Case Summary --------------------------------------------------- Debtor: Pittsburgh Irish Pubs, L.L.C. 660 Washington Road Pittsburgh, PA 15228 Bankruptcy Case No.: 07-25554 Chapter 11 Petition Date: September 4, 2007 Court: Western District of Pennsylvania (Pittsburgh) Debtor's Counsel: John M. Steiner, Esq. Leech, Tishman, Fuscaldo & Lampl, L.L.C. Citizens Bank Building, 30th Floor 525 William Penn Place Pittsburgh, PA 15219 Tel: (412) 261-1600 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million The Debtor does not have a list of its largest unsecured creditors. PLANET TECH: Inks Pact to Buy Antigen Labs' $10 Million Equity -------------------------------------------------------------- Planet Technologies Inc. and Antigen Laboratories Inc. have entered into a definitive agreement under which Planet will acquire Antigen. Under the agreement, Planet will acquire all of the outstanding equity of Antigen for $10 million, plus the payment of certain liabilities, contingent upon Planet procuring the required financing to complete the transaction. "The acquisition of Antigen's allergenic extract immunotherapy business complements our existing allergen avoidance business. The Antigen transaction continues to deliver on our strategy to acquire and build specialty allergy businesses, focused on marketing to allergy-related physicians in the United States", Ed Steube, chief executive officer and president of Planet, said. Planet's current, wholly owned operating subsidiary, Allergy Control Products Inc., is a supplier of physician-recommended allergen avoidance products to control indoor allergens. ACP markets its proprietary products, along with those of other suppliers, through physician office brochures, customer catalogs and its web site. ACP receives patient referrals from 4,000 physicians in the United States annually. Antigen will operate as a wholly owned subsidiary of Planet. Physicians use Antigen's allergenic extracts for immunotherapy, which were administered to patients in controlled doses by subcutaneous injections. Antigen provides allergenic extracts to over 1,500 physicians in the United States annually. "We are excited to work with the Planet team to develop substantial growth opportunities for immunotherapy in the U.S.", Tom Willoughby, president at Antigen, said. "Mr. Willoughby will continue as president of Antigen, well as become vice-chairman of Planet's board of directors. Planet believes that the base businesses of both ACP and Antigen will benefit from cross merchandising between each company's physician relationships. As such, the acquisition of Antigen is part of Planet's overall goal to build a specialty pharmaceutical company focused on asthma and allergy, implementing consolidation and cross merchandising activities within the allergy market. Importantly, upon completion of the acquisition, the company intends to commence a sublingual immunotherapy ("SLIT") clinical development program. SLIT is the administration of immunotherapy through drops of allergenic extract being placed under the tongue, versus the traditional SCIT route of administration. It is an attractive treatment alternative for young children, those at increased risk for SCIT, and those who cannot go to a physician's office once a week for an injection. In European countries where SLIT has received regulatory approval, it has been reported that the availability of both SCIT and SLIT has expanded the number of patients seeking immunotherapy. The company believes that an FDA-approved SLIT product also will expand the U.S. market, as allergy-related physicians will have the enhanced option of offering either SCIT or SLIT based immunotherapy for their patients. There are six competitors in the allergenic extract immunotherapy market within the U.S, In addition to the $10 million acquisition price, Planet estimates it will need $10 million for transaction-related professional fees, payoff of debts, purchase of a building and funding of clinical trials, well as other expenses related to the regulatory approval process. About Antigen Laboratories Inc. Headquartered in Liberty, Missouri, Antigen Laboratories Inc. -- http://www.antigenlab.com/-- is a privately-held FDA licensed manufacturer of allergenic extracts for immunotherapy. The company manufactures a full line of stock extracts, prepares custom prescription treatment sets and carries a full line of ancillary supplies needed for the practice of allergy. About Planet Technologies Inc. Based in Ridgefield, Connecticut, Planet Technologies Inc. (PLNT.OB) (Nasdaq: PLNT) -- http://www.planettechinc.com/-- fka Planet Polymer Technologies Inc., is engaged in the business of designing, manufacturing, selling and distributing common products for use by allergy sensitive persons, including, without limitation, air filters, bedding, room air cleaners, and related allergen avoidance products. The business strategy is based upon promotion of products directly to the consumer by telemarketing to the company's database of customers who have purchased the Allergy Free Electrostatic Filter. Going Concern Doubt As reported in the Troubled Company Reporter on March 28, 2007, J.H. Cohn LLP, in Jericho, New York, expressed substantial doubt about Planet Technologies Inc.'s ability to continue as a going concern after auditing the company's financial statements for the years ended Dec. 31, 2006, and 2005. The auditing firm pointed to the company's recurring net losses resulting in an accumulated deficit of $6,413,133 as of Dec. 31, 2006, and working capital deficiency of $865,720 as of Dec. 31, 2006. PROGRESSIVE LAND: Case Summary & Largest Unsecured Creditor ----------------------------------------------------------- Debtor: Progressive Land Developers Group, Inc. 5600 Northwest 7th Avenue Miami, FL 33127 Bankruptcy Case No.: 07-17223 Type of Business: The Debtor develops real estate property. Chapter 11 Petition Date: September 4, 2007 Court: Southern District of Florida (Miami) Judge: Robert A. Mark Debtor's Counsel: Kevin C. Gleason, Esq. 4121 North 31 Avenue Hollywood, FL 33021 Tel: (954) 893-7670 Total Assets: Unknown Total Debts: $1,384,000 Debtor's List of its Largest Unsecured Creditor: Entity Claim Amount ------ ------------ Bank of America $24,000 P.O. Box 2463 Spokane, WA 99210-2463 QUALITY HOME: Sells 100% Stake to Entrepreneur Michael Klein ------------------------------------------------------------ Quality Home Loans has agreed to be acquired by hedge fund manager and entrepreneur, Michael Klein. Specific terms of the deal were not disclosed. "This transaction will greatly expedite Quality's emergence from bankruptcy and will provide the company with a strong balance sheet, empowering it to capitalize on its position as the market leader in the hard money residential mortgage industry," Mr. Klein said. Quality filed for bankruptcy protection on Aug. 21, 2007. Closing of the transaction is subject to bankruptcy court approval. "I am pleased to have Michael behind this company," John Gaiser, the company's former CEO, said. "In addition to providing Quality with growth equity, Michael brings significant business experience and financial acumen to the table." Mr. Gaiser will remain with the company as a consultant. "The opportunity for this company has never been greater," Mr. Klein said. "The volume of loan applications at Quality is going through the roof as homeowners with significant equity and poor credit have fewer viable lenders to choose from in the current environment. This is a great time to be the 800-pound gorilla in the hard money space." Alim Kassam has been appointed the company's new President and CEO. Mr. Kassam previously served as an Investment Banker at Lehman Brothers, an Investment Analyst at CapitalSource, and has spent the past three years working with Klein as a Senior Credit Analyst at Pacificor, LLC. "I embrace the challenge that lies before me and am extremely excited about the opportunity that Quality has to aggregate market share at a time when the entire industry is redefining itself," Mr. Kassam said about his new role at Quality. Headquartered in Agoura Hills, California, Quality Home Loans -- http://www.qualityhomeloans.com/-- is a residential hard money lender. The company and its debtor-affiliates filed for Chapter 11 protection on Aug. 21, 2007 (Bankr. C.D. Calif. Case Nos. 07- 13003 to 07-13006). Mike D. Neue, Esq., at Irell & Manella, L.L.P., represent the Debtors. When the Debtors filed for protection from their creditors, they listed estimated assets and debts between $1 million and $100 million. ROWE COS: U.S. Trustee Says Disclosure Statement is Inadequate -------------------------------------------------------------- W. Clarkson McDow, Jr., the U.S. Trustee for Region 4, asks the U.S. Bankruptcy Court for the Eastern District of Virginia to deny approval of the Disclosure Statement explaining The Rowe Cos. And its debtor-affiliates' Chapter 11 Plan of Reorganization. The Trustee relates the Debtor provides no support for its belief "that holders of all Claims will enjoy recoveries at least equal to what would be available for their respective Claims in a Chapter 7 liquidation. According to the Trustee, the Debtor further asserts that no assets would be available for distribution to creditors in a Chapter 7 liquidation but implies however that there would be a distribution in Chapter 11. The Trustee is perplexed on why this situation occurs. The Disclosure Statement, he argues, should serve as a guide to perplexed creditors and other parties in interest in explaining this unusual situation. The Trustee also says that creditors shouldn't be made to play a guessing game on what assets a debtor-in-possession has or may have available to pay their claims. Further, the Debtor's "remaining assets," as well as cash, are not valued. The Trustee discloses that in its May 2007 Monthly Operating Report, the Debtor reported it didn't have any cash. A fact that should be disclosed in the Disclosure Statement. The Trustee also contends that the Debtor split claims into two classes, Priority and General Unsecured. The Debtor however didn't identify claims in either class. The Trustee asserts that claims to be paid and not paid should also be listed in the Disclosure Statement. The Trustee further argues that the Debtor has not paid fees due the U.S. Trustee for the first and second quarters of 2007. The Debtor also hasn't filed the required monthly operating reports for the months of June and July 2007. In light of these reasons, the Trustee asks the Court not to approve the Disclosure Statement. About Rowe Headquartered in McLean, Virginia, The Rowe Companies -- http://www.therowecompanies.com/-- manufactures upholstered retail home and office furniture, interior decorations, tableware, lighting fixtures, and other interior design accessories. The company owns 100% of stock of manufacturing and retail subsidiaries, Rowe Furniture -- http://www.rowefurniture.com/-- and Storehouse, Inc. -- http://www.storehousefurniture.com/ The company and its two affiliates filed for chapter 11 protection on Sept. 18, 2006 (Bank. E.D. Va. Case Nos. 06-11142 to 06-11144). Alexander McDonald Laughlin, Esq., Dylan G. Trache, Esq., H. Jason Gold, Esq., Rebecca L. Saitta, Esq., and Valerie P. Morrison, Esq., at Wiley Rein LLP, represent the Debtors. Douglas M. Foley, Esq., Kenneth Michael Misken, Esq., and Sarah Beckett Boehm, Esq., at McGuireWoods LLP, represent the Official Committee of Unsecured Creditors of Rowe Furniture. In schedules submitted with the Court, The Rowe Companies listed total assets of $42,939,780 and total debts of $34,948,206; Rowe Furniture listed total assets of $66,431,812 and total debts of $46,486,046; and Storehouse, Inc. listed total assets of $33,090,987 and total debts of $109,777,822. SELECT CAR: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Select Car Rental, Inc. 155 Seaport Boulevard Boston, MA 02110 Bankruptcy Case No.: 07-15554 Type of business: The Debtor is a car rental company. See http://www.selectcarrental.com/ Chapter 11 Petition Date: September 3, 2007 Court: District of Massachusetts (Boston) Judge: Joan N. Feeney Debtor's Counsel: John F. Sommerstein, Esq. 98 North Washington Street, Suite 104 Boston, MA 02114 Tel: (617) 523-7474 Financial condition as of August 28, 2007: Total Assets: $5,000,000 Total Debts: $6,000,000 Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Walser $5,127,237 820 5th Street Hopkins, MN 55343 Town of Winthrop Excise taxes $215,000 One Metcalf Square Room 2 Winthrop, MA 02152 Brian Devincent $90,000 58 Andrews Road Wakefield, MA 01880 Bank of America $73,464 Chambers Motor Cars $54,000 Chase Auto-1705 $52,241 Sovereign Bank $48,000 Chase Auto-4406 $43,231 Century Bank $40,513 G.M.A.C. $36,070 American Express $16,540 Verizon Yellow Pages $14,956 Idearc Media $8,840 O'Connor & Drew $8,750 Shell Fleet Plus $7,666 Auto Miles Services $6,645 Department of Revenue convention center $6,632 Bankruptcy Unit fees Savit & Associates $5,748 Vineyard Enterprises $3,718 Color Express $2,843 SHEARSON FINANCIAL: Earns $176,753 in Quarter Ended June 30 ----------------------------------------------------------- Shearson Financial Network Inc. reported net income of $176,753 in the three months ended June 30, 2007, a decrease from the net income of $4.9 million reported in the same period last year, mainly because the second quarter of 2006 was favorably impacted by a $5.15 million forgiveness of debt. The company reported operating income of $322.3 million in the three months ended June 30, 2007, a reversal of the $195,376 operating loss reported in the same period last year, mainly due to higher revenues, lower cost of sales, and lower total expenses. Revenues rose 10% to $1.7 million from $1.5 million. Total operating expenses decreased $116,755 or 9.2% to $1.2 million from $1.3 million for the quarter ended June 30, 2006. "We are pleased with our operating results for the quarter and for the six months ending June 30, 2007. Our company has made difficult decisions and our team has pulled together during this difficult time in our industry when so many of our friends are no longer here" stated Michael Barron, chairman & chief executive officer. "It's been a tough time for mortgage companies, perhaps the worst of all time, but we feel we have done the things necessary to remain a profitable enterprise. Our strategy is to continue the things that got us here and focus on the fundamentals of our business – good sound low risk mortgage origination." At June 30, 2007, the company's consolidated financial statements showed $28.9 million in total assets, $22.0 million in total liabilities, $216,036 in minority shareholder interest, and $6.7 million in stockholders' equity. The company's consolidated balance sheet at June 30, 2007, also showed strained liquidity with $20.0 million in total current assets available to pay $21.0 million in total current liabilities. 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?230a Going Concern Doubt Pollard-Kelley Auditing Services Inc. in Fairlawn, Ohio, expressed substantial doubt about Shearson Financial Network Inc.'s ability to continue as a going concern after auditing the company's consolidated financial statements as of the years ended Dec. 31, 2006, and 2005. The auditing firm reported that the company has not generated significant profits to date and in addition, management believes that it will need additional equity or debt financing to be able to sustain profitability. Although the company has shown a profit for the year ended Dec. 31, 2006, of $2.8 million and has posted a profit for the current quarter, the company has suffered recurring losses from operations and has an accumulated deficit of $26.7 million as of June 30, 2007. About Shearson Financial Based in Henderson, Nevada, Shearson Financial Network Inc. (OTC BB: SFNN.OB) -- http://www.shearsonfinancialnetwork.com/-- is the parent to Shearson Home Loans. Shearson Home Loans is a direct- to-consumer mortgage broker and banker with revenues derived primarily from origination commissions and resale of whole loans earned on the closing of first and second mortgages on single- family residences. SHL currently employs over 500 people which are residential mortgage professionals and is licensed in over 40 states. SOLO CUP: Fitch Affirms Junk Rating on Senior Subordinated Notes ---------------------------------------------------------------- Fitch Ratings has affirmed the ratings for Solo Cup Company as: -- Issuer default rating 'B-'; -- Senior secured first lien term loan 'B+/RR2'; -- Senior secured revolving credit facility 'B+/RR2'; -- Senior subordinated notes 'CCC/RR6'. In addition, Fitch withdraws this rating: -- Senior secured second lien credit facility. The Rating Outlook is Negative. Approximately $1 billion of debt is covered by the ratings. The company's Canadian bank debt is excluded from the ratings. The ratings reflect concerns about the company's weak cash flows, high leverage, margin pressure due to intense competition and higher resin and energy prices, low unit volume growth, a lengthy and difficult integration process associated with the Sweetheart acquisition, and a few remaining material weaknesses in internal accounting controls. The ratings also recognize Solo's leading market share across its product categories, strong brand recognition, diversified raw materials mix, diverse, stable customer base, and modest near-term debt maturities. The Negative Outlook is based on constrained operating cash flow generation and the need to execute asset sales to meaningfully reduce leverage. Although the company showed material improvement in 2Q07 on several levels, risks to the credit profile remain. Solo's operating environment remains challenging, and there is execution risk with regards to any additional asset sales which might be contemplated. Solo must also meet covenant ratio requirements which continue to tighten for the remainder of the year. Despite these concerns, in the first half of 2007 the company has made substantive strides in improving operations, filling key management vacancies with experienced industry leaders, addressing and resolving some key integration issues, reducing funded debt and improving the liquidity profile. Solo's operating results in the second quarter were encouraging. The company's new technology system has been implemented which has improved order management and reduced redundancies stemming from the Sweetheart merger. This and other manufacturing initiatives are starting to lead to improved profitability and positive cash flow. If the company is able to demonstrate stabilized performance during the remainder of the year, and if additional meaningful asset sales are completed, Fitch will likely review the outlook and recovery ratings on the capital structure for a possible upgrade. In connection with December 2006 financing arrangements, the credit facility covenants were modified to allow for the sale of up to 20% of consolidated assets in 2007, with proceeds used to pay down debt. After a recent sale-leaseback transaction, Solo eliminated $130 million of second-lien term loan, precipitating the withdrawal of the ratings for this tranche. The transaction was executed on six manufacturing facilities and annual rent on the now leased properties is about $11.7 million. Solo continues to consider other asset sales and has announced the sale of a 118 acre parcel in Chicago with expected proceeds of $15 million. Fitch calculates LTM July 1, 2007 total leverage ratio of 7.5 times, and senior leverage ratio of 5.0x using operating EBITDA of $133.7 million. Interest coverage for the same period was 1.3x. The company must meet a total leverage ratio requirement of 8.75x by Sept. 30, 2007, and senior leverage ratio of 5x by the same date. Leverage and interest coverage ratios calculated for bank covenant compliance make certain adjustments for rents, interest expense and other items related to asset sales on a pro-forma LTM basis and are not equivalent to Fitch's calculations. The company should be able to meet upcoming ratio requirements, but Fitch believes compliance could be by a narrow margin and the company may need to seek a waiver from senior lenders if operating results do not improve as expected. As of July 1, 2007 the company had about $92 million of availability under the U.S. and Canadian revolvers and cash of $24.4 million for total liquidity of roughly $116 million. Near term debt maturities are not significant with $6.5 million due in both 2007 and 2008. Solo plans capital expenditures of $40 to $50 million for 2007 and pension contributions of $12 million. The amended credit agreement of December 22, 2006, stipulates that all management fees to Vestar will be suspended in 2007, unless the consolidated leverage ratio is equal to or less than 4.5x. ST. JOHN'S: Case Summary & Two Largest Unsecured Creditors ---------------------------------------------------------- Debtor: St. John's at Kent, LLC 455 Crook Horn Road Southbury, CT 06488 Bankruptcy Case No.: 07-04758 Chapter 11 Petition Date: September 1, 2007 Court: District of South Carolina (Spartanburg) Judge: Helen E. Burris Debtor's Counsel: Randy A. Skinner, Esq. Skinner and Associates Law Firm, LLC P.O. Box 1843 Greenville, SC 29602 Tel: (864) 232-2007 Fax: (864) 232-8496 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million Debtor's List of its Two Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Entasis Design PLLC Architectural Services $180,000 110 West A Street Kannapolis, NC 28081 Greenwood County 2006 Property Taxes $3,978 Treasurer's Office 528 Monument Street Greenwood, SC 29646 SWEET TRADITIONS: KK Franchisee Files for Chapter 11 in Illinois ---------------------------------------------------------------- Sweet Traditions LLC, a Krispy Kreme Doughnuts Inc. franchise operator in Illinois, filed for Chapter 11 bankruptcy protection on Sept. 4, 2007, with the U.S. Bankruptcy Court for the Eastern District of Missouri in St. Louis, various papers say. According to the sources, the company plans to shut down half of its underperforming shops in Chicago, slashing 110 to 140 jobs. However, Laura Schlegel, president of Sweet Traditions, declared that the company will conduct business as usual and retain the franchise for Krispy Kreme in eastern Missouri, Illinois and northwest Indiana. Ms. Schlegel points out that the bankruptcy petition would allow them to reject unwanted leases, expecting to emerge from bankruptcy within 120 days, several papers report. Sweet Traditions will use a $700,000 debtor-in-possession financing from majority owner Allied Capital Corp. to supplement its cash flow and fund continuing operations during the reorganization, Jeremiah McWilliams of St. Louis Post-Dispatch News reports. Headquartered in Saint Louis, Missouri, Sweet Traditions, LLC – http://www.sweettraditions.com/-- is a franchisee of Krispy Kreme Doughnuts, Inc., which owns, operates, and franchises specialty retail stores offering doughnuts. SWEET TRADITIONS: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Sweet Traditions, L.L.C. 11780 Manchester Road, Suite 217 Saint Louis, MO 63131 Tel: (314) 835-1133 Bankruptcy Case No.: 07-45787 Debtor-affiliates filing separate Chapter 11 petitions: Entity Case No. ------ -------- Sweet Traditions of Illinois, L.L.C. 07-45789 Type of business: The Debtors are franchisees of Krispy Kreme Doughnuts, Inc, which owns, operates and franchises specialty retail stores offering doughnuts. See http://www.sweettraditions.com/ Chapter 11 Petition Date: September 4, 2007 Court: Eastern District of Missouri (St. Louis) Judge: Kathy A. Surratt-States Debtor's Counsel: David A. Warfield, Esq. Blackwell Sanders, L.L.P. 720 Olive Street, Suite 2400 St. Louis, MO 63101 Tel: (314) 345-6451 Fax: (314) 345-6060 Estimated Assets Estimated Debts ---------------- --------------- Sweet Traditions, L.L.C. $1 Million to $1 Million to $100 Million $100 Million Sweet Traditions of Illinois $1 Million to $1 Million to $100 Million $100 Million Debtors' Consolidated List of their 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Krispy Kreme Doughnut Corp. $2,500,000 P.O. Box 83 Winston Salem, NC 27102 The Riderwood Group, Inc. Law suit $2,355,000 1107 Kenilworth Drive Towson, MD 21204 410-825-5445 G.E. Capital Franchise $1,100,000 Finance Corp 8377 East Hartford Drive, Suite 200 Scottsdale, AZ 85255 Total Logistic Control, $1,050,000 L.L.C. Box 78760 Milwaukee, WI 53278-0760 Tel: (616) 772-9009 Wilton Partners Tollway, Law suit $1,099,000 L.L.C. 11111 Santa Monica Boulevard, Suite 500 Attention: Scott D. Mayer Los Angeles, CA 90025 Oakridge Development Co. Algonquin Lease $700,000 2200 North Huntington Drive Algonquin, IL 60102 Ryder $480,000 P.O. Box 96723 Chicago, IL 60693 Illinois Dept of Revenue $160,549 Sales Tax Audits Oak Creek Plaza Mundeline Cam $130,509 John Klemm $112,344 c/o Shostak & Shostak, L.L.C. 175 Jackson L.L.C. Remaining $100,000 settlement funds Guilfoil, Petzall & Shoemake Legal services $94,768 Dupage County Collector $91,886 Oracle Software provider $88,999 and hosting Will County Treasurer $54,588 C.O.M.E.D. Utilities $42,744 Kane County Treasurer $39,881 Lake County Collector $37,471 McLean County Collector $35,931 Government Center Illinois Department of $34,586 Revenue THOMAS HAMMONS: Case Summary & 17 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Thomas Cyril Hammons Patricia Anne Hammons 5587 Boomer Road Cincinnati, OH 45247 Bankruptcy Case No.: 07-14182 Chapter 11 Petition Date: August 31, 2007 Court: Southern District of Ohio (Cincinnati) Judge: J. Vincent Aug Jr. Debtor's Counsel: Monica V. Kindt, Esq. Cohen, Todd, Kite & Standford, L.L.C. 250 East Fifth Street, Suite 1200 Cincinnati, OH 45202-4157 Tel: (513) 421-4020 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million Debtor's 17 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Peoples Community Bank guarantor for $7,700,000 6100 West Chester Road Hamlet (in Chapter 11) P.O. Box 1130 West Chester, OH 45071 guarantor for T.T.C. $2,100,000 Chatman line of credit $352,000 (judgment certified) Capital Crossings guarantor for Dina, $7,465,000 aka Lehman Brothers Catalpa, Clifton, House, 24 Whitney, Burnett Union Savings Bank guarantor for A.T.A.H. $900,000 8534 East Kemper Road Cincinnati, OH 45249 Port Charlotte, Florida; $490,000 value of security: $450,000 Advantage Bank guarantor for $1,190,000 814 Wheeling Avenue Grand Mark Cambridge, OH 43725 First Financial guarantor for $1,000,000 300 High Street Oxford Enterprise Hamilton, OH 45011 Wesbanco 2800, 2810, 2918 $750,000 5511 Cheviot West McMicken Cincinnati, OH 45247 value of security: $430,000 Eagle Savings Bank guarantor for H.&K. $505,000 3650 Warsaw Avenue Olde Towne Cincinnati, OH 45205-1792 Equity Bank guarantor for 810 $265,000 PO Box 730 Oak Andover, KS 67002 Anthony Sansolone guarantor for $250,000 1008 Marshall Avenue Clifton house Cincinnati, OH 45225 Internal Revenue Service income taxes $200,000 Robert Siller guarantor for 24 $150,000 Whitney Drive Tony Schragger loan $150,000 Miami Savings guarantor for A.T.A.H. $100,000 Connie Wilson guarantor for $90,000 Catalpa Mike & Janye O'Mera Guarantor for 24 $50,000 Whitney Drive J.P. Morgan Chase goods $12,000 Property Enhancers service $8,000 THOMPSON & WALTERS: Plan Confirmation Hearing Set on September 27 ----------------------------------------------------------------- The Honorable Elizabeth L. Perris of the U.S. Bankruptcy Court for the District of Oregon will convene a hearing on Sept. 27, 2007, at 9:30 a.m., to consider confirmation of Thompson & Walters Nursery LLC's Second Joint Amended Chapter 11 Plan of Liquidation. Any objections to confirmation of the Plan must be filed before Sept. 20, 2007. As reported in the Troubled Company Reporter on Aug. 15, 2007, the Debtor said that it is a party to certain loan agreements with Union Bank, which the Debtor borrowed $10 million in principal amount, secured by all of the Debtor's assets. The Debtor paid $5,500,000 to the bank on account of its secured claim on Dec. 21, 2006. As of April 30, 2007, the bank asserts a $3,408,165 remaining amount owed by the Debtor. The Debtor has settled and paid several Statutory Lien Secured Claims totaling $524,425. The Debtor stated that it has preference and other avoidance claim that would bring additional funds for distribution to creditors. Currently, the Debtor is investigating for possible fraudulent transfer actions against former owners of the Debtor. As of July 1, 2007, the Debtor has $3,155,768 in cash. Treatment of Claims Under the Plan, Administrative Claims will be paid in full. On the effective date, Priority, Booker Tans Brokerage LLC Secured and Statutory Lien Secured Claims will be entitled to receive cash in an amount sufficient to render the claim. The Debtor tells the Court that the remaining Statutory Lien claims approximately $424,779 were improperly filed and, hence, do not have priority over Union Bank's secured claim. The bank commenced an adversary proceeding against the Statuory Lien holders, which is pending before the Court at present. The Debtor disclosed that Booker has not filed any unsecured claim as of the filing of the Disclosure Statement. Union Bank's secured claim will also be paid in full. Nothwithstanding the foregoing, the disbursing agent with the Debtor's Official Committee of Unsecured Creditors' consent will make partial distribution to the bank. Holders of General Unsecured Claims, totaling $16,339,393 in aggregate, will receive a pro rata share. In the Debtor's Plan, it states that the Unsecured Claims may not receive any distribution. All Interests Claims against the Debtor will not entitled to receive any distributions under the Plan. Headquartered in Cornelius, Oregon, Thompson & Walters Nursery LLC wholesales and retails nursery stock. The Company filed for chapter 11 protection on Oct. 5, 2006 (Bankr. D. Or. Case No. 06-33096). Jeanette L. Thomas, Esq., at Perkins Cole LLP represents the Debtor. Jeffrey C. Misley, Esq. at Sussman Shank LLP represents the Official Committee of Unsecured Creditors. When the Debtor filed for protection from its creditors, it estimated assets of 24,538,461 and debts of $27,187,244. TSG INC: Court OKs $5.8 Mil. DIP Financing from Valliance Bank -------------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Oklahoma gave TSG Inc. and its debtor-affiliates permission to use post- petition financing from Valliance Bank with an aggregate amount of $5.8 million. The Debtors tell the Court that the proceeds from the DIP facility will be used to pay off debt obligations to the Debtors' secured lenders, Bridge Healthcare Finance LLC and Bridge Opportunity Finance LLC, in connection with the proposed sale of substantially all of the Debtors' assets to Rural Hospital Acquisition LLC. The Debtors also say that the DIP facility will provide working capital for continuing its operations before the closing of the sale to Rural Hospital. The Debtors relate that they do not have sufficient funds to continue operating their remaining rural hospitals, hence the need for the post-petition financing. Without the post-petition financing, they will be forced to forfeit the proposed sale of their remaining assets as a going concern. The absence of post- petition financing, the Debtors conclude, will have material adverse effect on the estate. Valliance also has a pre-petition secured equipment loan to TSG Equipment LLC and holds a security interest in certain equipment owned by TSG Equipment LLC. That pre-petition debt is not affected by the proposed DIP financing. About TSG Inc. Based in Oklahamo, TSG Inc. -- http://www.tsgincorporated.com/-- is a private health care company operating under the name, The Schuster Group. Its rural hospitals are located in Tishomingo, Stroud, Anadarko, and Seminole, Oklahoma. The majority shareholder of TSG is Michael R. Schuster who is a 78.98% shareholder, chief executive officer and the only board member of TSG. The remaining shares of TSG are owned by various other minority shareholders. The company filed for Chapter 11 protection on Nov. 9, 2006 (Bankr. E.D. Ok. Case No. 06-80899). Cherish King Ralls, Esq., at Crowe & Dunlevy, represents the Debtors. Ross A. Plourde, Esq., at Mcafee & Taft, represents the Official Committee of Unsecured Creditors. When the Debtors filed for protection from their creditors, they estimated assets and debts between $1 million to $100 million. TSG INC: Court Further Extends Use of Cash Collateral ----------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Oklahoma authorized TSG Inc. and its debtor-affiliates' continued use of Valliance Bank's cash collateral until Aug. 30, 2007, or at a later time as the Debtors, Bridge Healthcare Finance LLC, Bridge Opportunity Finance LLC and Valliance will agree. The Debtors tell the Court that they need immediate funds to continue their operations, pay their employees, and preserve assets for the benefit of creditors of the estate. Former Cash Collateral Extensions The Debtors' authority to use cash collateral under an amended final DIP financing order expired on May 7, 2007, and a subsequent order was given extending the Debtors' authority to use cash collateral to July 1, 2007. On July 2, 2007, a second extension was granted extending the use of cash collateral through July 31, 2007. On July 31, 2007, Debtors asked for extension of cash collateral usage, and that same date, the Court granted a third extension on Debtors' cash collateral motion, as well as the Debtor's injunction and Bridge's Chapter 11 trustee motions. The Debtors' authority to use cash collateral under the Court's third extension order ended Aug. 15, 2007. About TSG Inc. Based in Oklahamo, TSG Inc. -- http://www.tsgincorporated.com/-- is a private health care company operating under the name, The Schuster Group. Its rural hospitals are located in Tishomingo, Stroud, Anadarko, and Seminole, Oklahoma. The majority shareholder of TSG is Michael R. Schuster who is a 78.98% shareholder, chief executive officer and the only board member of TSG. The remaining shares of TSG are owned by various other minority shareholders. The company filed for Chapter 11 protection on Nov. 9, 2006 (Bankr. E.D. Ok. Case No. 06-80899). Cherish King Ralls, Esq., at Crowe & Dunlevy, represents the Debtors. Ross A. Plourde, Esq., at Mcafee & Taft, represents the Official Committee of Unsecured Creditors. When the Debtors filed for protection from their creditors, they estimated assets and debts between $1 million to $100 million. TSG INC: $5.7 Mil. Rural Hospital Asset Sale Deal Gets Court Okay ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Oklahoma gave TSG Inc. and its debtor-affiliates authority to sell substantially all of their remaining assets to Rural Hospital Acquisition LLC pursuant to the terms of an asset purchase agreement between the parties. Rural Hospital will pay the Debtors $5.7 million in cash or cash equivalent. In return, the Debtors will perform all of their duties under the purchase agreement, including executing and delivering all of the required documents to be signed by Rural Hospital. The Debtors relate that the sale is in the best interest of the Debtors, their estates, creditors, and all parties in interest and that Rural Hospital is a good purchaser. The Debtors and Rural Hospital have informed the Court that the principal of Rural Hospital, Mrs. Carol Schuster, is the wife of Michael R. Schuster, an officer, director and principal of TSG, Inc., and insider of the Debtors in general. However, the Debtors and Rural Hospital further said, the sale negotiation did not involve Michael R. Schuster acting on behalf of the Debtors. The Court has also authorized the Debtors to obtain debtor-in- possession financing of about $5.8 million from Valliance Bank. The approval of the sale of the Debtors' assets to Rural Hospital is a condition precedent to Valliance's agreement to provide the DIP financing requested by the Debtors. Background to the Sale On March 13, 2007, the Debtors asked permission to sell substantially all of their assets and on the next day, filed their application for expedited treatment of certain relief requested in Debtors' sale motion upon consent of Bridge, the Committee, and the U.S. Trustee. On March 15, 2007, the Court approved bid procedures and setting a hearing on the sale motion for April 10, 2007, pursuant to the motion for expedited sale relief. On April 10, 2007, a hearing on the sale motion was conducted, and was continued until April 25, 2007. On April 17, 2007, the Debtors asked extension to file additional bid procedures documents upon consent of concerned parties, and on April 19, 2007, the Court granted this motion. On April 20, 2007, the Debtors filed their supplement to bid procedures and notice of stalking horse bid. On May 2, 2007, an auction was conducted and Acadiana Healthcare Inc. became the prevailing bidder for the purchase of substantially all of Debtors' assets. Rural Hospital, on the other hand, was second highest bidder at the auction. In connection with its prevailing bid, Acadiana posted a non- refundable deposit of $600,000 and executed an asset purchase agreement, which was subsequently amended. However, on June 14, 2007, Acadiana defaulted under the terms of the amended asset purchase agreement and forfeited its deposit. Hence, Debtors filed their notice of default the following day. Since Acadiana's default, Debtors have diligently sought alternate purchasers for substantially all of Debtors' assets. About TSG Inc. Based in Oklahoma, TSG Inc. -- http://www.tsgincorporated.com/-- is a private health care company operating under the name, The Schuster Group. Its rural hospitals are located in Tishomingo, Stroud, Anadarko, and Seminole, Oklahoma. The majority shareholder of TSG is Michael R. Schuster who is a 78.98% shareholder, chief executive officerand the only board member of TSG. The remaining shares of TSG are owned by various other minority shareholders. The company filed for Chapter 11 protection on Nov. 9, 2006 (Bankr. E.D. Ok. Case No. 06-80899). Cherish King Ralls, Esq., at Crowe & Dunlevy, represents the Debtors. Ross A. Plourde, Esq., at Mcafee & Taft, represents the Official Committee of Unsecured Creditors. When the Debtors filed for protection from their creditors, they estimated assets and debts between $1 million to $100 million. VISTEON CORP: Completes Sale of Powertrain Business in India ------------------------------------------------------------ Visteon Corporation has completed the sale of Visteon Powertrain Control Systems India in Chennai to Adyar River Ltd. This transaction is another restructuring action the company has achieved to improve its business. The agreement covers the VPCSI operation in Chennai which manufactures starters and alternators for global car makers. The transaction supports the company's strategy to invest proceeds from the sale of non-core assets in its market-leading businesses. Employees in the operation will continue to be employed as part of the transaction. Terms of the agreement were not disclosed. "This is another accomplishment in the process of restructuring our business to focus on our key products and core technologies," Donald J. Stebbins, Visteon president and chief operating officer, said. "With this sale, our restructuring program is now more than 50 percent complete, and this gives us even more flexibility to improve and grow our business." For more than seven years, Visteon, a supplier of automotive climate control systems, interiors and electronics, has had a significant presence in India where it continues to expand and grow. Today, the Visteon India footprint includes four manufacturing plants and two technical centers, employing more than 2,000 people. India is an important part of Visteon's expansion in Asia, the fastest growing automotive market in the world. Visteon has 55 facilities and 38 manufacturing plants in Asia, which the company expects to become its largest region by 2009, generating nearly 50% of its revenue. Adyar River Limited is a joint venture between Argyle Street Management Limited and Leticia Investments Corp. Founded in 2002, the principal business of Argyle Street Management Limited is management of funds investing in special situations in Asia. Argyle manages approximately $800 million of assets including equity and debt instruments as well as real estate investments under ASM, Asia Recovery Fund, ASM Hudson River Fund, certain property fund and discretionary accounts. Based in Van Buren Township, Michigan, Visteon Corp. (NYSE: VC) -- http://www.visteon.com/-- is a global automotive supplier that designs, engineers and manufactures innovative climate, interior, electronic, and lighting products for vehicle manufacturers, and also provides a range of products and services to aftermarket customers. The company has more than 170 facilities in 24 countries and employs around 50,000 people. * * * As reported in the Troubled Company Reporter on April 10, 2007, Fitch Ratings has taken these actions regarding the ratings of Visteon Corp.: Issuer Default Rating affirmed 'CCC'; Senior Secured Bank Facility affirmed 'B/RR1'; and Senior unsecured downgraded to 'CC/RR6' from 'CCC-/RR5'. WAMU MORTGAGE: Moody's Junks Rating on Class I-B-5 Certificate -------------------------------------------------------------- Moody's Investors Service upgraded three tranches from WaMu Mortgage Pass-Through Certificates Series 2004-RP1 while downgrading two tranches from the same transaction. The underlying collateral in this transaction consists of FHA insured and VA guaranteed reperforming loans. The group two loans backing those tranches being upgraded have experienced low cumulative losses to date. The downgrades are based on the fact that the group one collateral has experienced higher than anticipated losses to date. The effect of such losses has been that unrated subordinate tranches have experienced writedowns which have reduced the credit enhancement available to rated tranches which rely on subordination for protection. Given this reduction in enhancement, the protection currently available to the bonds in question relative to projected losses has proven to be insufficient to maintain current ratings. Complete rating actions are: Issuer: WaMu Mortgage Pass-Through Certificates Series 2004-RP1 -- Class I-B-4, Downgraded to B2, previously Ba2; -- Class I-B-5, Downgraded to Caa3, previously B2; -- Class II-B-1, Upgraded to Aa1, previously Aa2 -- Class II-B-2, Upgraded to Aa3, previously A2; -- Class II-B-3, Upgraded to A3, previously Baa2. WEIGHT WATCHERS: Paying $0.175/Share Cash Dividend on Oct. 12 ------------------------------------------------------------- The board of directors of Weight Watchers International Inc. declared its quarterly cash dividend of $0.175 per share, which corresponds to an annual dividend rate of $0.70 per share. This quarterly dividend will be payable on Oct. 12, 2007, to shareholders of record at the close of business on Sept. 28, 2007. Headquartered in New York City, Weight Watchers International Inc. (NYSE: WTW) -- http://www.weightwatchersinternational.com/-- provides weight management services, with a presence in 30 countries around the world, including Brazil, the Netherlands, and New Zealand. The company serves its customers through Weight Watchers branded products and services, including meetings conducted by Weight Watchers International and its franchisees. * * * in August 2001, Moody's Investor Services placed Weight Watchers International Inc.'s long term corporate family and bank loan debt ratings at "Ba1". These ratings hold to this date. WRR INC: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------ Debtor: W.R.R., Inc. dba State Plating 450 North 9th Street Elwood, IN 46036 Bankruptcy Case No.: 07-08407 Type of business: The Debtor provides chrome plating services. It operates 3 automatic plating lines and one manual hoist line. Currently, it offers nickel only, nickel chrome and dual nickel chrome finishes. Its full service buffing and polishing department is capable of handling a wide range of part shapes and sizes. See http://www.stateplating.com Chapter 11 Petition Date: August 31, 2007 Court: Southern District of Indiana (Indianapolis) Judge: James K. Coachys Debtor's Counsel: Gary Lynn Hostetler, Esq. Hostetler & Kowalik, P.C. 101 West Ohio Street, Suite 2100 Indianapolis, IN 46204 Tel: (317) 262-1001 Fax: (317) 262-1010 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 ------ --------------- ------------ American Trim, L.L.C. Lawsuit $200,000 c/o Barnes & Thornburg 11 South Meridian Street Indianapolis, IN 46204 ELECTREX open account $159,000 41775 Production Drive Harrison Township, MI 48045 A.I.G. open account $98,851 Box 409 Parsippy, NJ 07054-0409 Lock Join Tube open account $86,846 Enthone open account $80,721 All-Star Chemical Co. open account $73,308 United Steel and Wire chemistry/used $71,000 equipment Rich Leavell open account $48,983 American Electric Power open account $33,268 Mid-State Chemical & Supply open account $32,783 Corp. Meridian Automotive Systems open account $32,000 Vectren Energy Delivery open account $27,132 Ginovus open account $26,000 G.T.C. Industries open account $25,035 Sommer Barnard Ackerson open account $25,018 Delta Chemicals open account $21,424 T.&J. Plating open account $19,221 Centerpoint Energy open account $19,123 Labor Ready open account $18,610 City of Elwood Utilities open account $17,976 * Fitch Assigns Issuer Ratings on Native American Gaming Sector --------------------------------------------------------------- Fitch has reviewed all Native American gaming issuer ratings following changes to its rating criteria for the sector. This also represents Fitch's initial assignment of issuer ratings to entities in the sector. Fitch has assigned issuer ratings and taken these actions on transaction ratings: Agua Caliente Tribe, CA: -- Issuer rating 'BBB-'; -- Revenue bonds series 2003 and senior secured notes series 2006 and 2007 transaction ratings affirmed at 'BBB'. Cow Creek Band of Umpqua Indians, OR: -- Issuer rating 'B+'; -- Taxable tax revenue bonds series 2006A, 2006B and tax- exempt tax revenue bonds series 2006C transaction ratings downgraded to 'BB-' from 'BBB-'. Laguna Development Corp, NM: -- Issuer rating 'BB-'; -- Enterprise revenue bonds series 2006 transaction rating downgraded to 'BB' from 'BBB'. Pueblo of Santa Ana, NM: -- Issuer rating 'BB'; -- Enterprise revenue bonds transaction rating series 2006 downgraded to 'BB+' from 'BBB'. San Manuel Entertainment Authority, CA: -- Issuer rating 'BBB-'; -- Gaming project bonds series 2004A, variable-rate gaming project bonds series 2004B and public improvement bonds series 2004C transaction ratings downgraded to 'BBB' from 'A'. The Rating Outlook for all ratings listed above is Stable. Seminole Tribe of Florida: -- Issuer rating 'BBB-' -- Gaming division revenue bonds series 2005A, 2005B and 2007 term loan B-1, B-2, B-3 transaction ratings affirmed at 'BBB'. The Rating Outlook for the above rating is Positive. With these rating actions all Rating Watches assigned in March 2007 pending review under the revised criteria have been removed. Prior to implementation of the revised criteria, transaction ratings of the STOF and Agua Caliente were on Evolving Watch, the transaction ratings of all other issuers were on Negative Watch. The changes to the rating methodology are an evolution in Fitch's approach, a process that previously placed significant weight on credit strengths that set Native American gaming issuers apart from their corporate counterparts, resulting in significantly higher credit ratings for Native American gaming issuers versus corporate gaming issuers. The criteria changes that have been adopted place more weight on certain credit factors, such as diversification, competition, liquidity, and capital allocation strategies. These changes have resulted in more convergent ratings on Native American gaming issuers and corporate gaming issuers. Fitch has implemented a two-step rating process for assessing the credit quality of Native American Gaming issuers. The first step entails the determination of an issuer rating as the starting point of the rating process. The issuer rating reflects the ability of the issuer to meet its financial commitments in a timely fashion, and serves as the benchmark indicator of the probability of default. The second step involves rating the specific debt transaction, the rating for which will be established based on the issuer rating. The notching between the issuer rating and the transaction rating assigned to a specific debt obligation will be based on Fitch's opinion of the credit enhancement/detraction of two considerations that reflect the probability of default, but not recovery prospects in an event of default, including the security interest in the cash flows and the covenants provided by the bond indenture. * Chapter 11 Cases with Assets & Liabilities Below $1,000,000 ------------------------------------------------------------- Recent Chapter 11 cases filed with assets and liabilities below $1,000,000: In Re Denver Preventive Imaging, L.L.C. Bankr. D. Colo. Case No. 07-19618 Chapter 11 Petition filed August 29, 2007 See http://bankrupt.com/misc/cob07-19618.pdf In Re Colorado Heart Imaging, L.L.C. Bankr. D. Colo. Case No. 07-19635 Chapter 11 Petition filed August 29, 2007 See http://bankrupt.com/misc/cob07-19635.pdf In Re P.B.T. Investment Group, L.L.C. Bankr. S.D. Ind. Case No. 07-08294 Chapter 11 Petition filed August 29, 2007 See http://bankrupt.com/misc/insb07-08294.pdf In Re Apartment 48, Inc. Bankr. S.D. N.Y. Case No. 07-12768 Chapter 11 Petition filed August 29, 2007 See http://bankrupt.com/misc/nysb07-12768.pdf In Re Bexar County Healthcare Systems, L.P. Bankr. N.D. Tex. Case No. 07-34146 Chapter 11 Petition filed August 29, 2007 See http://bankrupt.com/misc/txnb07-34146.pdf In Re Etiwanda Capital Group L.L.C. Bankr. C.D. Calif. Case No. 07-13154 Chapter 11 Petition filed August 30, 2007 Filed as Pro Se In Re Delbert L. Alsop Bankr. D. Alaska Case No. 07-00439 Chapter 11 Petition filed August 30, 2007 Filed as Pro Se In Re 200 South Calhoun, L.L.C. Bankr. D. Md. Case No. 07-18212 Chapter 11 Petition filed August 30, 2007 Filed as Pro Se In Re Jefferson Bruce Kilgore Bankr. D. S.C. Case No. 07-04648 Chapter 11 Petition filed August 30, 2007 See http://bankrupt.com/misc/scb07-04648.pdf In Re Maxwell Entertainment Group, L.L.C. Bankr. N.D. Tex. Case No. 07-34182 Chapter 11 Petition filed August 30, 2007 See http://bankrupt.com/misc/txnb07-34182.pdf In Re ProTech Mechanical Services, L.P. Bankr. W.D. Tex. Case No. 07-11588 Chapter 11 Petition filed August 30, 2007 See http://bankrupt.com/misc/txwb07-11588.pdf In Re Roys Investments, Inc. Bankr. W.D. Ark. Case No. 07-72785 Chapter 11 Petition filed August 31, 2007 See http://bankrupt.com/misc/akwb07-72785.pdf In Re James Burton Anderson Bankr. D. Ariz. Case No. 07-01682 Chapter 11 Petition filed August 31, 2007 See http://bankrupt.com/misc/azb07-01682.pdf In Re Matthew L. Reynolds Bankr. N.D. Ga. Case No. 07-21758 Chapter 11 Petition filed August 31, 2007 See http://bankrupt.com/misc/ganb07-21758.pdf In Re Theron W. Reynolds Bankr. N.D. Ga. Case No. 07-21759 Chapter 11 Petition filed August 31, 2007 See http://bankrupt.com/misc/ganb07-21759.pdf In Re Russell's Restaurant, Inc. Bankr. M.D. Penn. Case No. 07-52237 Chapter 11 Petition filed August 31, 2007 See http://bankrupt.com/misc/pamb07-52237.pdf In Re Rufus Corporation, Inc. Bankr. W.D. Penn. Case No. 07-25467 Chapter 11 Petition filed August 31, 2007 See http://bankrupt.com/misc/pawb07-25467.pdf In Re Fort Cherry Ambulance Service, Inc. Bankr. W.D. Penn. Case No. 07-25476 Chapter 11 Petition filed August 31, 2007 See http://bankrupt.com/misc/pawb07-25476.pdf In Re Richard Willie Wilkinson, Jr. Bankr. S.D. Tex. Case No. 07-35883 Chapter 11 Petition filed August 31, 2007 Filed as Pro Se In Re Center for Education, Networking, Training, & Empowerment Resources, Inc. Bankr. S.D. Ga. Case No. 07-50705 Chapter 11 Petition filed August 31, 2007 Filed as Pro Se In Re Chaturvdi Rahul Bankr. D. Mass. Case No. 07-15505 Chapter 11 Petition filed August 31, 2007 Filed as Pro Se In Re 100 Independence Realty, L.L.C. Bankr. D. Mass. Case No. 07-15511 Chapter 11 Petition filed August 31, 2007 Filed as Pro Se In Re Smartsource Systems, Inc. Bankr. D. Mass. Case No. 07-15510 Chapter 11 Petition filed August 31, 2007 Filed as Pro Se In Re Daniele Dolino Bankr. C.D. Calif. Case No. 07-17629 Chapter 11 Petition filed August 31, 2007 Filed as Pro Se In Re Farid Meshkatai Bankr. D. Ariz. Case No. 07-04382 Chapter 11 Petition filed August 31, 2007 Filed as Pro Se In Re H.C.A.A.-Care P.C. Bankr. D. Mass. Case No. 07-15509 Chapter 11 Petition filed August 31, 2007 Filed as Pro Se In Re Ronald Brooks Miller Bankr. N.D. Calif. Case No. 07-42827 Chapter 11 Petition filed August 31, 2007 Filed as Pro Se In Re Nuspeech Communications Corp. Bankr. D. Mass. Case No. 07-15513 Chapter 11 Petition filed August 31, 2007 Filed as Pro Se In Re A.&T. Investments, L.L.C. Bankr. D. S.C. Case No. 07-04720 Chapter 11 Petition filed August 31, 2007 See http://bankrupt.com/misc/scb07-04720.pdf In Re Jericho Adult Daycare Center, Inc. Bankr. N.D. Ga. Case No. 07-74323 Chapter 11 Petition filed September 2, 2007 See http://bankrupt.com/misc/ganb07-74323.pdf In Re Spirit of Prayer Ministries, Inc. Bankr. N.D. Tex. Case No. 07-43858 Chapter 11 Petition filed September 3, 2007 See http://bankrupt.com/misc/txnb07-43858.pdf In Re L.S.G. Family Partnership, Ltd. Bankr. N.D. Tex. Case No. 07-43890 Chapter 11 Petition filed September 3, 2007 See http://bankrupt.com/misc/txnb07-43890.pdf In Re Chet Gutowsky Bankr. S.D. Tex. Case No. 07-36052 Chapter 11 Petition filed September 3, 2007 See http://bankrupt.com/misc/txsb07-36052.pdf In Re Technology Management & Integration Co. Bankr. E.D. Va. Case No. 07-12416 Chapter 11 Petition filed September 3, 2007 See http://bankrupt.com/misc/vaeb07-12416.pdf In Re Atlantic Marine Service, Inc. Bankr. D. Conn. Case No. 07-32014 Chapter 11 Petition filed September 4, 2007 See http://bankrupt.com/misc/ctb07-32014.pdf In Re Geoffrey A. Gish Bankr. N.D. Ga. Case No. 07-74427 Chapter 11 Petition filed September 4, 2007 See http://bankrupt.com/misc/ganb07-74427.pdf In Re Covenant Care Center of Paducah Bankr. N.D. Tex. Case No. 07-70379 Chapter 11 Petition filed September 4, 2007 See http://bankrupt.com/misc/txnb07-70379.pdf In Re Covenant Care Center of Big Spring, L.L.C. Bankr. N.D. Tex. Case No. 07-70381 Chapter 11 Petition filed September 4, 2007 See http://bankrupt.com/misc/txnb07-70381.pdf In Re Covenant Care Center of Quanah, L.L.C. Bankr. N.D. Tex. Case No. 07-70382 Chapter 11 Petition filed September 4, 2007 See http://bankrupt.com/misc/txnb07-70382.pdf In Re Covenant Care Center of Vernon, L.L.C. Bankr. N.D. Tex. Case No. 07-74427 Chapter 11 Petition filed September 4, 2007 See http://bankrupt.com/misc/txnb07-74427.pdf ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers' public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. A list of Meetings, Conferences and Seminars appears in each Wednesday's edition of the TCR. Submissions about insolvency- related conferences are encouraged. Send announcements to conferences@bankrupt.com/ On Thursdays, the TCR delivers a list of recently filed chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. For copies of court documents filed in the District of Delaware, please contact Vito at Parcels, Inc., at 302-658-9911. For bankruptcy documents filed in cases pending outside the District of Delaware, contact Ken Troubh at Nationwide Research & Consulting at 207/791-2852. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors' Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland, USA. Marie Therese V. Profetana, Shimero R. Jainga, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R. Villacampa, Jason A. Nieva, Melanie C. Pador, Ludivino Q. Climaco, Jr., Loyda I. Nartatez, Tara Marie A. Martin, John Paul C. Canonigo, Sheena R. Jusay, and Peter A. Chapman, Editors. Copyright 2007. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $775 for 6 months delivered via e- mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Christopher Beard at 240/629-3300. *** End of Transmission ***