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/raid1/www/Hosts/bankrupt/TCR_Public/071003.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, October 3, 2007, Vol. 11, No. 234 Headlines ACE AVIATION: Selling 35.5MM Jazz Air Units for $7.75 Per Unit ACE AVIATION: Selling 22MM Aeroplan Units for $21.90 Per Unit ACXIOM CORP: Silver Lake and ValueAct Terminates Merger Deal ACXIOM CORP: Charles Morgan to Retire as Chairman ACXIOM CORP: Cancelled Buyout Cues S&P to Retain Negative Watch AES CORPORATION: Plans to Construct 170 MW Wind Project in Texas AES CORP: NY Attorney General Wants Greenhouse Risks Disclosed ALLIANCE ONE: Exchange Offer for 8-1/2% Senior Notes Expires AMERICAN AIRLINES: Intends to Prepay $545 Million in Aircraft Debt AMERICAN HOME: Resolves Security Guaranty Dispute with GNMA AMERIQUEST MORTGAGE: Moody's Cuts Ratings on Four Certificates AMERISOURCEBERGEN CORP: Acquires Bellco Health for $190 Million ANDREW CRAIG: Case Summary & 12 Largest Unsecured Creditors ARES XII: S&P Assigns Preliminary BB Rating on Class E Notes ASHBY ACADEMY: Case Summary & 19 Largest Unsecured Creditors ASPEN EXECUTIVE: Section 341(a) Meeting Scheduled on October 23 ASSOCIATED HEALTHCARE: Case Summary & 20 Largest Unsec. Creditors BARRY CALLEBAUT: Sells Brach's Business to Farley & Sathers BARTON CREEK: Case Summary & 17 Largest Unsecured Creditors BELO CORP: Spins-Off Television & Newspaper Business to A.H. Belo BELO CORP: Fitch Lowers Issuer Default Rating to BB+ from BBB- BELO CORP: S&P Cuts Corporate Credit Rating to BB+ from BBB- BUFFETS INC: Weak Performance Cues Moody's to Cut Ratings CATHOLIC CHURCH: Davenport Wants Plan-filing Deadline Extended CDC MORTGAGE: Moody's Reviews Ratings on Certs. from Eight Deals CDX.NA.HY.9: Fitch Assigns 'B' Bond Fund Credit Rating CHIQUITA BRANDS: Names Howard Baker to Board of Directors CHL MORTGAGE: Moody's Holds Ba2 Rating on Class B-3 Certificates D.R. HORTON: Posts $823.8 Million Net Loss in Qtr. Ended June 30 DELTA SYSTEMS: Arkansas Unit Files for Chapter 11 Protection DELTA SYSTEMS: Case Summary & 75 Largest Unsecured Creditors DYNEGY INC: Former CFO to Pay $375,000 to Settle SEC Charges EASTMAN KODAK: Board Promotes Philip Faraci to President & COO EMPIRE BEEF: Files Schedules of Assets and Liabilities EMPIRE BEEF: Trustee Appoints Seven-Member Creditors Committee ENVIROSOLUTIONS HOLDINGS: Moody's Cuts Rating to B3 from B2 FAREPORT CAPITAL: Completes Shares for Debt Deal with Creditors FERRO CORPORATION: Board Declares Regular Quarterly Dividend FLEETWOOD ENTERPRISES: S&P Affirms 'B' Corporate Credit Rating GREYFRIARS INSURANCE: Court Sets Oct. 23 Chap. 15 Petition Hearing INT'L COAL: Sells Illinois Property to Arch Coal for $39 Million JP MORGAN: Fitch Holds B- Rating on $5.3MM Class P Certificates KONINKLIJKE AHOLD: Faces Racketeering Complaint in Illinois KONINKLIJKE AHOLD: Reacquires Common Shares for EUR119.2 Million LAMAR ADVERTISING: Moody's Holds Ba2 Corporate Family Rating LAMAR ADVERTISING: S&P Affirms BB- Corporate Credit Rating LEAR CORP: Names Matthew Simoncini as Chief Financial Officer MEDICOR LTD: Court Approves NHB as Committee's Financial Advisor MITSUBISHI MATERIALS: Eyes 12% Boost in 2008 Pretax Profit MYLAN LABS: Earns $79.7 Million in Quarter Ended June 30 NATIONAL EASTERN: Wants Anthony Novak as Bankruptcy Counsel NEW YORK RACING: Court Approves Getnick as Integrity Counsel NORTHWEST AIRLINE: Moody's Rates Class B Certificates at Ba1 NUTRITIONAL SOURCING: Court Okays Mesirow Financial as Consultant OUR LADY OF MERCY: Has Until December 31 to File Chapter 11 Plan PALM INC: Posts $841,000 Net Loss in First Quarter Ended Aug. 31 PARMALAT SPA: Plans Expansion Via Acquisitions & Joint Ventures PARMALAT SPA: Sees Citigroup Trial Starting in March 2008 PASCACK VALLEY: Organizational Meeting Scheduled on October 11 PASCACK VALLEY: Bankruptcy Filing Cues Fitch to Lower Ratings PEOPLE’S CHOICE: Credit Support Erosion Cues S&P to Cut Ratings PLAINS EXPLORATION: Special Stockholders Meeting Set for Nov. 6 PLAYTEX PRODUCTS: Completes Energizer Merger Deal PLAYTEX PRODUCTS: Energizer Deal Cues Moody's to Withdraw Ratings PLAYTEX PRODUCTS: Energizer Deal Cues S&P to Withdraw Ratings POGO PRODUCING: Special Stockholders Meeting Set for November 6 RAM-MAR DEVELOPMENT: Voluntary Chapter 11 Case Summary RELIANT ENERGY: Court Approves Delaware Claims as Claims Agent RELIANT ENERGY: Court Okays Richards Layton as Bankruptcy Counsel REMY INT'L: Noteholders Support Prepackaged Reorganization Plan REVERE INDUSTRIES: Moody's Cuts Corporate Family Rating to Caa2 RFC CDO: Overcollateralization Prompts S&P to Lift Ratings RK MANUFACTURING: Voluntary Chapter 11 Case Summary ROPER INDUSTRIES: Moody's Lifts Corporate Family Rating to Ba1 SCO GROUP: Section 341(a) Creditors Meeting Set for October 18 SCO GROUP: Court Approves Epiq Bankruptcy as Claims Agent SCOTTISH RE: Declares Cash Dividend for Preferred Shares SECURUS TECHNOLOGIES: Moody's Junks Corporate Family Rating SPECTRUM BRANDS: Closes $225 Million Revolving Credit Facility SPECTRUM BRAND: Fitch Rates $225 Million Sr. Secured Loan at B STATESBORO CYCLE: Voluntary Chapter 11 Case Summary SUL AMERICA: Fitch Lifts Issuer Default Rating to BB- from B+ VISION REAL: Case Summary & 17 Largest Unsecured Creditors WACHOVIA BANK: S&P Affirms Ratings on 32 Certificate Classes WESTWAYS FUNDING: Fitch Withdraws Ratings on Three Note Classes WETCO RESTAURANT: Case Summary & 17 Largest Unsecured Creditors X-RITE INC: Moody's Holds Corporate Family Rating at B1 X-RITE INC: S&P Holds 'B+' Rating and Removes Negative Watch * Alvarez & Marsal Names Kurt Babe as Sr. Director at NE Region * Chadbourne & Parke Names Karl Buch as Counsel in NY Office * Thacher Proffitt Names Patrick Smith as Partner * Upcoming Meetings, Conferences and Seminars ********* ACE AVIATION: Selling 35.5MM Jazz Air Units for $7.75 Per Unit -------------------------------------------------------------- ACE Aviation Holdings Inc. entered into an agreement with a group of underwriters to sell an aggregate of 35.5 million trust units of Jazz Air Income Fund at a price of $7.75 per Unit, for gross proceeds of $275.1 million. Jazz Air Income Fund will not receive any of the proceeds from the offering. A preliminary short form prospectus will be filed in each of the provinces and territories of Canada by Oct. 5, 2007. The offering is expected to close on or about Oct. 22, 2007 and is subject to certain conditions including the receipt of all required regulatory approvals. The underwriting syndicate is being led by RBC Capital Markets and CIBC World Markets Inc. Immediately following the offering, ACE Aviation Holdings Inc. will retain 24,726,920 units of Jazz Air Income Fund, representing 20.1% of the 122,865,143 units issued and outstanding. ACE Aviation Holdings Inc. -- http://www.aceaviation.com/-- is the parent holding company of Air Canada, Aeroplan, Jazz, Air Canada Technical Services, Air Canada Vacations, Air Canada Cargo, and Air Canada Ground Handling Services. * * * Dominion Bond Rating Service confirmed ACE Aviation Holdings' Senior Unsecured Convertible Notes and Senior Unsecured Debt at B (high) with a Stable trend on April 2007. DBRS expects the rating to remain steady amid solid performance of its underlying portfolio of businesses and strong liquidity due to a well- executed divestiture strategy. Despite this, the rating continues to be hampered by structural challenges facing the airline industry and uncertainty related to ACE's portfolio going forward. ACE AVIATION: Selling 22MM Aeroplan Units for $21.90 Per Unit ------------------------------------------------------------- ACE Aviation Holdings Inc. entered into an agreement with a group of underwriters to sell an aggregate of 22.0 million trust units of Aeroplan Income Fund at a price of $21.90 per Unit, for gross proceeds of $481.8 million. Aeroplan Income Fund will not receive any of the proceeds from the offering. A preliminary short form prospectus will be filed in each of the provinces and territories of Canada by October 5, 2007. The offering is expected to close on or about October 22, 2007 and is subject to certain conditions including the receipt of all required regulatory approvals. The underwriting syndicate is being led by RBC Capital Markets and CIBC World Markets Inc. Immediately following the offering, ACE Aviation Holdings Inc. will retain 40,285,585 units of Aeroplan Income Fund, representing 20.1% of the 200,000,000 units issued and outstanding. ACE Aviation Holdings Inc. -- http://www.aceaviation.com/-- is the parent holding company of Air Canada, Aeroplan, Jazz, Air Canada Technical Services, Air Canada Vacations, Air Canada Cargo, and Air Canada Ground Handling Services. * * * Dominion Bond Rating Service confirmed ACE Aviation Holdings' Senior Unsecured Convertible Notes and Senior Unsecured Debt at B (high) with a Stable trend on April 2007. DBRS expects the rating to remain steady amid solid performance of its underlying portfolio of businesses and strong liquidity due to a well- executed divestiture strategy. Despite this, the rating continues to be hampered by structural challenges facing the airline industry and uncertainty related to ACE's portfolio going forward. ACXIOM CORP: Silver Lake and ValueAct Terminates Merger Deal ------------------------------------------------------------ Acxiom(R) Corporation has reached an agreement with Silver Lake Partners and ValueAct Capital Partners LP to terminate the acquisition of Acxiom by Axio Holdings, LLC, a company controlled by Silver Lake and ValueAct Partners. Acxiom, Silver Lake and ValueAct Partners have signed a settlement agreement pursuant to which Acxiom will receive $65 million in cash to terminate the merger agreement. As reported in the Troubled Company on May 17, 2007, Silver Lake and ValueAct Capital will acquire 100% of the outstanding equity interests in the company in an all-cash transaction valued at $3 billion, including the assumption of approximately $756 million of debt. Under the terms of the agreement, Acxiom stockholders will receive $27.10 in cash for each outstanding share of stock. This represents a premium of approximately 14% over the closing share price on May 16, 2007, the last trading day before disclosure of the agreement with Silver Lake and ValueAct Capital with respect to the acquisition of the company and a premium of approximately 20% per share over Acxiom's average closing price per share during the 30 trading. "Acxiom has been an industry leader for over three decades, and we will continue to execute on our long-term strategy to remain the market leader in database marketing, services and data products,” Charles Morgan, Acxiom Chairman and Company Leader said. "While I am disappointed that we could not conclude the merger, we have renewed energy and remain focused and committed to delivering value for our shareholders and clients." Based in Little Rock, Arkansas, Acxiom(R) Corporation (Nasdaq: ACXM) -- http://www.acxiom.com/-- integrates data, services and technology to create and deliver customer and information management solutions for many of the largest, most respected companies in the world. The core components of Acxiom's solutions are Customer Data Integration technology, data, database services, IT outsourcing, consulting and analytics, and privacy leadership. Founded in 1969, Acxiom has locations throughout the United States, Europe, Australia and China. ACXIOM CORP: Charles Morgan to Retire as Chairman ------------------------------------------------- Charles Morgan, Acxiom(R) Corporation's Chairman and Company Leader, will retire as Company Leader upon the selection of a successor. "For 35 years I have had the privilege of leading Acxiom as we have created value for our shareholders, clients and associates," Mr. Morgan said. "I had been considering stepping down as the leader of Acxiom and thought the completion of our going-private transaction would be the natural time to begin an orderly transition. As Acxiom will now remain public it is the right time for a change. While I had been planning to retire from Acxiom, I have agreed to stay as Company Leader during this interim period." The board disclosed that a search committee comprised of Halsey Wise, Mack McLarty, Ann Die Hasselmo and Morgan has been formed and a search will begin. The search will include both internal and external candidates. "Charles Morgan is an outstanding leader," William T. Dillard, II, Lead Director said. "The Board is pleased that he will continue to lead the company as we search for his successor. We are all very appreciative of his enormous contributions to the success of the Acxiom. We are working toward an ongoing role for Charles, recognizing that much of the success of the Company is attributable to his leadership, technological vision and his direct relationship with many of the clients of the company. His contributions to the entire industry over the last three decades have been recognized by the recent announcement of his induction to the Direct Marketing Association’s Hall of Fame for 2007." Based in Little Rock, Arkansas, Acxiom(R) Corporation (Nasdaq: ACXM) -- http://www.acxiom.com/-- integrates data, services and technology to create and deliver customer and information management solutions for many of the largest, most respected companies in the world. The core components of Acxiom's solutions are Customer Data Integration technology, data, database services, IT outsourcing, consulting and analytics, and privacy leadership. Founded in 1969, Acxiom has locations throughout the United States, Europe, Australia and China. ACXIOM CORP: Cancelled Buyout Cues S&P to Retain Negative Watch --------------------------------------------------------------- Standard & Poor's Ratings Services said its 'BB' corporate credit rating on Little Rock, Arkansas-based Acxiom Corp. remains on CreditWatch with negative implications, where it was placed on May 17, 2007. At the same time, S&P also placed the 'BB' senior secured debt ratings on CreditWatch with negative implications, because the debt will no longer be refinanced as part of the LBO financing. The CreditWatch update follows the announcement that the $3 billion buyout by private-equity firm Silver Lake and hedge fund ValueAct Capital has been canceled. Additionally, the company's chairman and CEO has announced his retirement. The company will receive $65 million related to the termination of the merger agreement, and it is expected to be substantially more than any one-time expenses related to the merger agreement. "Our review will focus on Acxiom's operating performance, business strategy, management succession plans, and financial policy," said Standard & Poor's credit analyst Phil Schrank. Although Acxiom's current debt levels are moderate for the rating, in the 2x area, the company has exhibited a much more aggressive financial policy and could continue to pursue ongoing acquisitions and share repurchases. Additionally, Acxiom's dissident shareholder, ValueAct Capital Partners L.P., retains its seat on Acxiom's board, and could continue to pursue a more aggressive shareholder oriented agenda. AES CORPORATION: Plans to Construct 170 MW Wind Project in Texas ---------------------------------------------------------------- The AES Corporation said it plans to begin construction of Buffalo Gap 3, a 170 megawatts expansion of its Buffalo Gap wind farm near Abilene, Texas. Once completed, the project will increase capacity at Buffalo Gap to 524 MW, making it one of the largest operating wind farms in the United States. Commercial operations are expected to begin mid-2008. AES signed a seven-year power purchase agreement to sell all of the electricity it produces at the Buffalo Gap 3 wind generation facility to Direct Energy, a subsidiary of Centrica plc. Financial terms of the agreement were not disclosed. "This expansion underscores AES's ongoing commitment to renewable energy," said Ned Hall, President, AES Renewable Generation. "With more than 1,000 MW of wind projects in operation in the United States and another 4,000 MW in various stages of development throughout the world, AES is well positioned to meet growing demand for wind generated power." "The Buffalo Gap 3 expansion will allow AES to continue developing renewable energy sources in West Texas, benefiting the local economy through the creation of new jobs and an increased tax base," said Ryan Pfaff, Managing Director, AES Wind Generation. "We are also pleased to further expand our relationship with Direct Energy, a world-class organization that shares our commitment to the West Texas wind market." AES purchased 74 Siemens model SWT-2.3-93 60 Hz wind turbine generators for the Buffalo Gap 3 project. "This expansion is consistent with AES's long-term goal to be a major wind energy producer, and is part of our plan to more than triple our wind-generated megawatts globally by 2011," said William Luraschi, AES Executive Vice President and President of Alterative Energy. "As one of the cleanest, lowest-cost renewables, wind generation will be an area of continuing focus and priority for AES." AES's Alternative Energy business comprises the company's activities in wind generation, greenhouse gas emissions offset projects, liquefied natural gas and other technologies. AES entered the wind generation business in 2004. The company's wind development projects are located primarily in the United States and Europe. AES has plans to expand its wind business to other countries where it does business, including countries in Asia and Latin America. About AES Corporation Headquartered in Arlington, Virginia, AES Corporation (NYSE: AES) -- http://www.aes.com/-- is a global power company. The company operates in South America, Europe, Africa, Asia and the Caribbean countries. Specifically, it also has operations in India. Generating 44,000 megawatts of electricity through 124 power facilities, the company delivers electricity through 15 distribution companies. The company's Latin America business group is comprised of generation plants and electric utilities in Argentina, Brazil, Chile, Colombia, Dominican Republic, El Salvador, Panama and Venezuela. AES has been in Eastern Europe for over ten years, since it acquired three power plants in Hungary in 1996. Currently, AES has two distribution companies in Ukraine, which serve 1.2 million customers and generation plants in the Czech Republic and Hungary. AES is also the leading company in biomass conversion in Hungary, generating 37% of the nation's total renewable generation in 2004. * * * As reported in the Troubled Company Reporter on Aug. 22, 2007, Fitch Ratings has affirmed AES Corporation's Issuer Default Rating at 'B+', and assigned a short-term IDR of 'B'. AES CORP: NY Attorney General Wants Greenhouse Risks Disclosed -------------------------------------------------------------- Environment News Service reports that New York Attorney General Andrew Cuomo has subpoenaed the AES Corporation, demanding that the firm disclose the financial risks of its greenhouse gas emissions to shareholders, specifically to the New York State Common Retirement Fund. Environment News relates that Mr. Cuomo also sent the subpoenas to: -- Dominion Resources, -- Xcel Energy, -- Dynegy, and -- Peabody Energy. Mr. Cuomo told Environment News that AES is among the US' largest producers of greenhouse gas pollutants, including carbon dioxide. AES' 2006 Form 10-K filing with the U.S. Securities and Exchange Commission failed to disclose projected emissions, nor evaluate the effect of upcoming greenhouse gas regulations on the firm's "financial picture," Environment News says, citing Mr. Cuomo. Mr. Cuomo commented to Environment News, "Climate change is one of the most pressing environmental challenges facing the world today." He reminded the executives that emissions from US power plants "constitute 30% of total US carbon emissions." "Regulation of greenhouse gas emissions on the state level through the Regional Greenhouse Gas Initiative will begin," Environment News notes, citing Mr. Cuomo. Mr. Cuomo told Environment News, "Any one of the several new or likely regulatory initiatives for CO2 emissions from power plants -- including state carbon controls, E.P.A.'s regulations under the Clean Air Act, or the enactment of federal global warming legislation -- would add a significant cost to carbon-intensive coal generation. Selective disclosure of favorable information or omission of unfavorable information concerning climate change is misleading." About AES Corporation Headquartered in Arlington, Virginia, AES Corporation (NYSE: AES) -- http://www.aes.com/-- is a global power company. The company operates in South America, Europe, Africa, Asia and the Caribbean countries. Specifically, it also has operations in India. Generating 44,000 megawatts of electricity through 124 power facilities, the company delivers electricity through 15 distribution companies. The company's Latin America business group is comprised of generation plants and electric utilities in Argentina, Brazil, Chile, Colombia, Dominican Republic, El Salvador, Panama and Venezuela. AES has been in Eastern Europe for over ten years, since it acquired three power plants in Hungary in 1996. Currently, AES has two distribution companies in Ukraine, which serve 1.2 million customers and generation plants in the Czech Republic and Hungary. AES is also the leading company in biomass conversion in Hungary, generating 37% of the nation's total renewable generation in 2004. * * * As reported in the Troubled Company Reporter on Aug. 22, 2007, Fitch Ratings has affirmed AES Corporation's Issuer Default Rating at 'B+', and assigned a short-term IDR of 'B'. ALLIANCE ONE: Exchange Offer for 8-1/2% Senior Notes Expires ------------------------------------------------------------ Alliance One International, Inc.'s exchange offer for all of its outstanding 8-1/2 % Senior Notes due 2012 expired at 5:00 p.m. on Oct. 1, 2007. On Aug. 30, 2007, Alliance One offered to exchange up to $150,000,000 aggregate principal amount of its 8-1/2% Senior Notes due 2012 which have been registered under the Securities Act of 1933, as amended, for a like principal amount of its original unregistered 8-1/2 % Senior Notes due 2012. The terms of the exchange securities are identical in all material respects to the terms of the original securities for which they are being exchanged, except that the registration rights and the transfer restrictions, applicable to the original securities are not applicable to the exchange securities. The exchange offer is made only pursuant to Alliance One's prospectus, dated Aug. 30, 2007, which has been filed with the Securities and Exchange Commission as part of Alliance One's Registration Statement on Form S-4. The Registration Statement was declared effective by the Securities and Exchange Commission on Aug. 29, 2007. Copies of the prospectus and transmittal materials governing the exchange offer may be obtained from the Exchange Agent, Deutsche Bank Trust Company Americas, at: Deutsche Bank Trust Company Americas DB Services Tennessee, Inc. Reorganization Unit P.O. Box 305050 Nashville, Tennessee 37211 Telephone (800) 735-7777 Fax (615) 835-3701 Based in Morrisville, North Carolina, Alliance One International Inc. (NYSE: AOI) -- http://www.aointl.com/-- is a leaf tobacco merchant. The company has worldwide operations in Argentina, Bangladesh, Brazil, Bulgaria, Canada, China, France, Philippines, Malaysia, and Singapore. * * * Alliance One International Inc. continues to carry Moody's Investors Service's B2 long-term corporate family rating, B1 bank loan debt rating, B2 senior unsecured debt rating, Caa1 subordinated debt rating, and B2 probability-of-default rating. The ratings outlook is stable. The company also carries Standard & Poor's B+ long-term foreign and local issuer credit ratings. The ratings outlook negative. AMERICAN AIRLINES: Intends to Prepay $545 Million in Aircraft Debt ------------------------------------------------------------------ AMR Corp., parent company of American Airlines Inc. and American Eagle Airlines, Inc., said that American Airlines intends to prepay $545 million in aircraft debt in the fourth quarter of 2007 as part of AMR’s ongoing efforts to buttress its financial foundation and strengthen its balance sheet. The prepayment is expected to take place toward the end of the fourth quarter during the first available prepayment window. The prepayment, which would be in addition to AMR’s $1.3 billion in scheduled principal payments in 2007, is expected to initially eliminate approximately $25 million of annual net interest expense and release 16 aircraft used to secure the loan, which has been outstanding since December 2002 and is scheduled to mature in December 2012. The company emphasized that any final determination to prepay this debt, and any decisions to prepay other debt, will depend on future economic and industry conditions, the financial condition of the company, and other factors -- many of which are beyond the company’s control. AMR also said that its wholly owned subsidiary, American Eagle Airlines Inc., made a $32 million aircraft debt prepayment in the third quarter that brought AMR’s prepayment of debt on its Canadair regional jets to $159 million this year -- all of the prepayments were in addition to scheduled principal payments. The final payment in July released 10 CRJ-700 aircraft that were used to secure the debt and which are operated by American Eagle Airlines. "With our improving financial performance, we have bolstered our liquidity position and we have opportunistically strengthened our balance sheet by reducing debt," said Thomas W. Horton, Executive Vice President of Finance and Planning and Chief Financial Officer of AMR. "While we have more work to do, our recent decisions not only improve our balance sheet, but also reduce our interest burden going forward and give us more financial flexibility for the future." The plans and actions disclosed are in addition to actions taken by the company in the first half of 2007 including debt prepayments, bond refinancings and the lowering of the interest rate on a credit facility. The actions eliminated an incremental $27 million of annual net interest expense, in addition to the net interest expense savings from AMR’s scheduled debt amortization. As a result of scheduled principal payments as well as incremental efforts to strengthen its balance sheet, the company estimates that its net interest expense for the nine months ended Sept. 30, 2007, will be approximately $130 million lower than its net interest expense for the same period in 2006. Going forward, depending on market conditions, the company’s cash position, and other considerations, the company may from time to time refinance, redeem or repurchase its debt or take other steps to reduce its debt or lease obligations or otherwise improve its balance sheet. AMR expects to end the third quarter of 2007 with approximately $5.7 billion in cash and short-term investments, including a restricted balance of approximately $450 million. That compares to a cash and short-term investment balance of $5.5 billion, including a restricted balance of $464 million, at the end of the third quarter of 2006. The company expects to end the third quarter of 2007 with Total Debt, which the company defines as the aggregate of its long-term debt, capital lease obligations, the principal amount of airport facility tax-exempt bonds and the present value of aircraft operating lease obligations, of approximately $16.6 billion. AMR’s Total Debt was approximately $19 billion at the end of the third quarter of 2006 and approximately $20.1 billion at the end of 2005. The company expects to end the third quarter of 2007 with Net Debt, which the Company defines as Total Debt less unrestricted cash and short-term investments, of approximately $11.3 billion, compared to Net Debt of approximately $14.0 billion at the end of the third quarter of 2006 and approximately $16.3 billion at the end of 2005. About American Airlines Inc. Based in Fort Worth, Texas, American Airlines Inc., a wholly owned subsidiary of AMR Corp., operates the largest scheduled passenger airline in the world with service throughout North America, the Caribbean, Latin America, Europe and Asia. * * * The company continues to carry Standard & Poor's Ratings Services' B rating. AMERICAN HOME: Resolves Security Guaranty Dispute with GNMA ----------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware approved a stipulation between American Home Mortgage Investment Corp. and its debtor-affiliates and Government National Mortgage Association relating to the Debtors' default on an agreement with GNMA, in which GNMA guarantees the timely payment of principal and interest on the securities issued by the Debtors. Among the key terms of the stipulation are: -- the Debtors will have until October 9, 2007 to execute a binding contract to sell the Ginnie Mae Portfolio to a Ginnie Mae-approved issuer or servicer, without any further extensions or contingencies. The Sale Contract will include a deadline to close the sale and the transition of the servicing to the Purchaser by November 1; -- the Sale Contract will provide sufficient proceeds to reimburse Ginnie Mae for all of its actual costs and expenditures associated with the alleged default by American Home Servicing, Inc., and the transfer of servicing rights associated with the Ginnie Mae Portfolio. The sufficiency of proceeds will also be a condition precedent to closing the Sale; -- the reimbursement will occur as part of and simultaneously with the closing of the Sale before any other payment from or disbursement of Sale proceeds. The exact amount of costs and expenses is to be determined by Ginnie Mae, and estimated as of September 19, to be $1,650,000. Ginnie Mae's costs and expenses include: (a) P&I payments to owners of securities backed by the Ginnie Mae Portfolio; (b) T&I payments on behalf of mortgages in the Ginnie Mae Portfolio; (c) expenses incurred related to the Ginnie Mae Portfolio, including settlement negotiations expenses like actual travel expenses; (d) customary pool transfer fees; and (e) the cost of funds used to make payments or cover expenses on account of the Ginnie Mae Portfolio; -- the Sale Contract will recognize that Ginnie Mae will not reimburse any advances to AHM Servicing, or any other party, or to fund any shortfalls to any custodial accounts. The Parties reserve all rights with respect to a certain August 2007 T&I payments made by AHM Servicing of approximately $600,000; -- the transition of the Servicing to the Purchaser will be completed in accordance with the transfer procedures established in Ginnie Mae's mortgage-backed securities guide. The Debtors and the Purchaser will submit to Ginnie Mae a complete and accurate application for transfer of issuer responsibility. The Sale may not be consummated prior to Ginnie Mae's approval of the application; -- Ginnie Mae will allow AHM Servicing to service the Ginnie Mae Portfolio until the earlier of (i) the date of the transition to Purchaser, (ii) November 1, 2007, or (iii) the return of servicing to Ginnie Mae. The Debtors will provide Ginnie Mae with access and information necessary to monitor the servicing of the Ginnie Mae Portfolio; -- if the October 9 deadline is not satisfied or extended by Ginnie Mae in its sole discretion, the Debtors will not contest that Ginnie Mae is the sole owner of the right to service the Ginnie Mae Portfolio, that Ginnie Mae has the authority to dispose of or assign the servicing, or that Ginnie Mae is not subject to the automatic stay pursuant to Section 362 of the Bankruptcy Code; and -- nothing in the Stipulation will preclude Ginnie Mae from filing proofs of claim or requests for payment of administrative expense claims in the bankruptcy cases or the Debtors rights to object to the claims. Based in Melville, New York, American Home Mortgage Investment Corp. (NYSE: AHM) -- http://www.americanhm.com/-- is a mortgage real estate investment trust engaged in the business of investing in mortgage-backed securities and mortgage loans resulting from the securitization of residential mortgage loans originated and serviced by its subsidiaries. American Home Mortgage and seven affiliates filed for chapter 11 protection on Aug. 6, 2007 (Bankr. D. Del. Case Nos. 07-11047 through 07-11054). James L. Patton, Jr., Esq., Joel A. Waite, Esq., and Pauline K. Morgan, Esq. at Young, Conaway, Stargatt & Taylor LLP represent the Debtors. Epiq Bankruptcy Solutions LLC acts as the Debtors' claims and noticing agent. The Official Committee of Unsecured Creditors has selected Hahn & Hessen LLP as its counsel. As of March 31, 2007, American Home Mortgage's balance sheet showed total assets of $20,553,935,000, total liabilities of $19,330,191,000. The Debtors' exclusive period to file a plan expires on Dec. 4, 2007. (American Home Bankruptcy News, Issue No. 8, Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). AMERIQUEST MORTGAGE: Moody's Cuts Ratings on Four Certificates -------------------------------------------------------------- Moody's Investors Service downgraded and placed on review for possible downgrade 30 certificates from 13 deals originated in 2002 and 2003 by Ameriquest Mortgage Company and Argent Mortgage Company, the retail and wholesale mortgage loan originators of ACC Capital Holdings. The transactions are backed by adjustable and fixed-rate subprime mortgage loans. The Quest Trust 2003-X4 transaction is backed by "scratch and dent" seasoned and reperforming subprime mortgage loans. The actions and reviews are based on the analysis of the current credit enhancement levels provided by excess spread, overcollateralization, and subordinate classes relative to the expected loss. Complete rating actions are: Issuer: Ameriquest Mortgage Securities Inc. Downgrade: -- Series 2003-7, Class M-4, Downgraded from Baa2 to Ba2, -- Series 2003-7, Class M-5, Downgraded from Ba1 to Caa1, -- Series 2003-AR2, Class M-3, Downgraded from Ba1 to Caa1, -- Series 2003-AR2, Class M-4, Downgraded from Ba3 to Ca, Review for Possible Downgrade: -- Series 2002-AR1, Class M-3, Current Rating Baa2, under review for possible downgrade, -- Series 2002-AR1, Class M-4, Current Rating Baa3, under review for possible downgrade, -- Series 2002-4, Class M-3, Current Rating A3, under review for possible downgrade, -- Series 2002-4, Class M-4, Current Rating Ba2, under review for possible downgrade, -- Quest Trust 2003-X4, Class M-2, Current Rating Baa2, under review for possible downgrade, -- Quest Trust 2003-X4, Class M-3, Current Rating Ba3, under review for possible downgrade, -- Series 2003-1, Class M-2, Current Rating A2, under review for possible downgrade, -- Series 2003-1, Class MF-3, Current Rating B1, under review for possible downgrade, -- Series 2003-1, Class MV-3, Current Rating B1, under review for possible downgrade, -- Series 2003-1, Class M-4, Current Rating Caa3, under review for possible downgrade, -- Series 2003-6, Class M-5, Current Rating Baa2, under review for possible downgrade, -- Series 2003-6, Class M-6, Current Rating Caa1, under review for possible downgrade, -- Series 2003-10, Class MV-6, Current Rating Baa3, under review for possible downgrade, -- Series 2003-10, Class MF-6, Current Rating Baa3, under review for possible downgrade, -- Series 2003-11, Class M-5, Current Rating Baa2, under review for possible downgrade, -- Series 2003-11, Class M-6, Current Rating Baa3, under review for possible downgrade, -- Series 2003-12, Class M-4, Current Rating Baa1, under review for possible downgrade, -- Series 2003-12, Class M-5, Current Rating Baa2, under review for possible downgrade, -- Series 2003-12, Class M-6, Current Rating Baa3, under review for possible downgrade, Issuer: Argent Securities Inc. -- Series 2003-W3, Class M-5, Current Rating Baa2, under review for possible downgrade, -- Series 2003-W3, Class MV-6, Current Rating Baa3, under review for possible downgrade, -- Series 2003-W3, Class MF-6, Current Rating Baa3, under review for possible downgrade, -- Series 2003-W8, Class M-5, Current Rating Baa2, under review for possible downgrade, -- Series 2003-W8, Class M-6, Current Rating Baa3, under review for possible downgrade, -- Series 2003-W10, Class M-5, Current Rating Baa2, under review for possible downgrade, -- Series 2003-W10, Class M-6, Current Rating Baa3, under review for possible downgrade. AMERISOURCEBERGEN CORP: Acquires Bellco Health for $190 Million --------------------------------------------------------------- AmerisourceBergen Corporation acquired Bellco Health for a revised purchase price of approximately $190 million in cash. AmerisourceBergen expects this acquisition will be neutral to diluted earnings per share for fiscal year 2008 and approximately $0.05 accretive to diluted earnings per share in fiscal year 2009. "Bellco is a great strategic fit and is a perfect example of our acquisition strategy, which focuses on adding complementary companies in the pharmaceutical supply channel," AmerisourceBergen President and Chief Executive Officer R. David Yost said. When AmerisourceBergen first disclosed the proposed acquisition in March 2007, the purchase price was estimated to be $235 million. The price was decreased due to a now resolved regulatory issue and other business matters. AmerisourceBergen said its diluted earnings per share from continuing operations expectations for fiscal year 2007 remain unchanged in a range of $2.50 to $2.58, including a net benefit of $0.05 from special items. This range reflects the spin off of its institutional pharmacy business, which becomes a discontinued operation for the full year. The company also remains optimistic about fiscal year 2008 and expects its performance to be in line with its long-term financial goals. About Bellco Health Headquartered in North Amityville, New York, Bellco Health is a major pharmaceutical distributor in the Metro New York City Area, where it primarily services independent retail community pharmacies. Nationally, the company markets and sells generic pharmaceuticals to individual retail pharmacies, and provides pharmaceutical products and services to dialysis clinics. About AmerisourceBergen Headquartered in Valley Forge, Pennsylvania, AmerisourceBergen Corporation (NYSE:ABC) -- http://www.amerisourcebergen.com/-- is one of the pharmaceutical services companies serving the United States, Canada and selected global markets. AmerisourceBergen's service solutions range from pharmacy automation and pharmaceutical packaging to pharmacy services for skilled nursing and assisted living facilities, reimbursement and pharmaceutical consulting services, and physician education. AmerisourceBergen employs more than 14,000 people. * * * AmerisourceBergen continues to carry Moody's Investor Services' Ba1 long term corporate family and Ba1 probability of default. The outlook is positive. ANDREW CRAIG: Case Summary & 12 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Andrew Craig Teresa Craig 2378 Mile Road Perkasie, PA 18944 Bankruptcy Case No.: 07-15743 Chapter 11 Petition Date: October 1, 2007 Court: Eastern District of Pennsylvania (Philadelphia) Debtor's Counsel: Allen B. Dubroff, Esq. Friedman, Schuman, Applebaum, Nemeroff & McCaffery, P.C. 7848 Old York Road, Suite 200 Elkins Park, PA 19027 Tel: (215) 635-7200 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million Debtor's 12 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ American Express $34,982 P.O. Box 1270 Newark, NJ 07101-1270 Discover Card $24,176 P.O. Box 15251 Wilmington, DE 19886-5251 F.I.A. Card Services $20,952 P.O. Box 15726 Wilmington, DE 19886-5726 Advanta Bank Corp. $20,413 CitiBusiness Card $15,364 First Equity Card $14,326 Capital One Bank $7,145 Chase Cardmember Service $5,565 Juniper Card Services $3,663 Citizens Bank $1,359 G.E. Money Bank $977 G.M. Cardmember Services $232 ARES XII: S&P Assigns Preliminary BB Rating on Class E Notes ------------------------------------------------------------ Standard & Poor's Ratings Services assigned its preliminary ratings to Ares XII CLO Ltd./Ares XII CLO Corp.'s $644 million floating-rate notes due 2020. The preliminary ratings are based on information as of Oct. 1, 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 through the subordination of cash flows to the more junior classes and subordinated notes; -- The transaction's cash flow structure, which was subjected to various stresses requested by Standard & Poor's; -- The asset manager's experience; and -- The transaction's legal structure, including the issuer's bankruptcy remoteness. Preliminary Ratings Assigned Ares XII CLO Ltd./Ares XII CLO Corp. Class Rating Amount ----- ------ ------ A AAA $479,500,000 B AA $52,500,000 C A $42,000,000 D BBB $35,000,000 E BB $35,000,000 Subordinated notes NR $56,000,000 NR — Not rated. ASHBY ACADEMY: Case Summary & 19 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Ashby Academy, L.L.C. 250 Spring Hill Road Ashby, MA 01431 Bankruptcy Case No.: 07-43631 Type of business: The Debtor owns and operates a therapeutic junior boarding school for boys in grades 5 through 9, ages 10 to 15. See http://ashbyacademy.com/ Chapter 11 Petition Date: October 1, 2007 Court: District of Massachusetts (Worcester) Judge: Henry J. Boroff Debtor's Counsel: Alexander L. Cataldo, Esq. 894 Main Street Norwell, MA 02061 Tel: (781) 659-4849 Fax: (781) 659-7801 Estimated Assets: Less than $10,000 Estimated Debts: $1 Million to $100 Million Debtor's 19 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Chrysler Financial vehicles: $83,878 P.O. Box 2993 $68,000; value of Milwaukee, WI 53201 security: $68,000 Stuart Lager Personal loan to $82,000 4237 Stewart Avenue Los Angeles, CA 90066 Lisa Sandri Estimated prorated $47,000 1A Mountain Road Estates claim for tuition Montague, MA 01351 paid Jaguar Credit Purchase money $25,303 loan for automobile; collateral repossessed Willima Hagaman and Claim Estimated prorated $20,749 Diane Hagaman claim for tuition paid Jennifer Heymann Estimated prorated $19,120 claim for tuition paid Fast Cash Trading Center pledge of $250,000- $18,000 worth jewelry for an $18,000 loan Alfred Allen Employee wage $14,860 claim Paychecks Employee wages $11,127 UNITEL Estimated unpaid $5,003 insurance premiums Utility $5,003 Great American Insurance Co. Unpaid Insurance $8,031 premiums Atilla Ceranoglu, M.D. Medical services $8,021 Roy Bros. Oil and Propane Prepetition utility $7,939 services and products Renee Rotto Estimated prorated $7,700 claim for tuition paid Gwynne Weinberg Estimated prorated $7,500 claim for tuition paid Etta Davidson Estimated prorated $7,170 claim for tuition paid Ira Schwidel Estimated prorated $7,120 claim for tuition paid Michael Schroer and Claim Estimated prorated $7,120 Elise Schroer claim for tuition paid Kristine Healy Estimated prorated $6,984 claim for tuition paid ASPEN EXECUTIVE: Section 341(a) Meeting Scheduled on October 23 --------------------------------------------------------------- The U.S. Trustee for Region 3 will hold a meeting for creditors of Aspen Executive Air, LLC at 2:00 p.m., on Oct. 23, 2007, at Room 2112, 2nd Floor, J. Caleb Boggs Federal Building, 844 Street in Wilmington, Delaware. This is the first meeting of creditors pursuant to Section 341(a) of the Bankruptcy Code. All creditors are invited, but not required, to attend. This Meeting of Creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. Based in Basalt, Colorado, Aspen Executive Air, L.L.C., aka AEXJet -- http://www.aexjet.com/-- is a private jet travel company. The company filed for chapter 11 protection on Sept. 14, 2007 (Bankr. D. Del. Case No. 07-11341). Laura Davis Jones, Esq., at Pachulski, Stang, Ziehl & Jones, L.L.P., represents the Debtor. When the Debtor filed for protection form its creditors, it listed estimated assets between $1 million and $100 million. The Debtor's list of 20 largest unsecured creditors showed claims of more than $20 million. ASSOCIATED HEALTHCARE: Case Summary & 20 Largest Unsec. Creditors ----------------------------------------------------------------- Debtor: Associated Healthcare Systems, Inc. 214 Overlook Court, Suite 260 Brentwood, TN 37027-3215 Bankruptcy Case No.: 07-07219 Type of business: The Debtor owns and operates a hospital and nursing home. Chapter 11 Petition Date: October 1, 2007 Court: Middle District of Tennessee (Nashville) Judge: Marian F. Harrison Debtor's Counsel: G. Rhea Lucy, Esq. Gullett, Sanford, Robinson, Martin, p.l.l.c. P.O. Box 198888 Nashville, TN 37219-8888 Tel: (615) 244-4994 Fax: (615) 256-6339 Estimated Assets: $1 Million to $10 Million Estimated Debts: $1 Million to $10 Million Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Republic Bank lawsuit $1,808,273 c/o Stephen C. Tingey P.O. Box 45385 Salt Lake City, UT 84145-0385 Norton Hospitals, Inc. action to domesticate $1,213,414 c/o Andrew J. Pulliam 2525 West End Avenue, Suite 1500 Nashville, TN 37203 Winthrop Resources Corp. lawsuit $978,474 c/o Matthew R. McBride, Esq. 225 South 6th Street, Suite 3500 Minneapolis, MN 55402 St. Claude Medical Center, lawsuit $900,000 L.L.C. c/o James Cobb; John Emmett 1515 Poydras Street, Suite 1950 New Orleans, LA 70112 Delange Landen Financial $691,248 Service P.O. Box 848411 Dallas, TX 75284-8411 Marquette Equipment Finance lawsuit $608,059 c/o Joseph E. Wrona 1816 Prospector Avenue, Suite 100 Park City, UT 84060 Randolph Emergency Group, lawsuit $426,073 L.L.C. c/o Robert S. Patterson P.O. Box 340025 Nashville, TN 37203 First State Financial, Inc. suit on guaranty $421,386 c/o Shon Leverett 204 East Market Street Louisville, KY 40202 Shared Imaging, Inc. lawsuit $337,900 c/o David J. Bressler 4200 Commerce Court, Suite 300 Lisle, IL 60532 A.H.S. Samaritan Hospital, lawsuit $310,829 L.L.C. c/o Brian D. Roark; Michael Dagley 315 Deaderick Street, Suite 2700 Nashville, TN 37238 G.E.S.F. Structured Finance, deficiencies $285,184 Inc. on equipment leases c/o David G. Mangum 2303 Franklin Road Nashville, TN 37204 Smith & Nephew Capital guarantor of lease $202,554 National Radiology Group promissory notes $151,544 of Arkansas, P.L.L.C. A.H.S., Inc. lawsuit $57,000 formerly Angel Healthcare Allegro $64,914 Boston Scientific $53,617 Carrollton Utilities $30,000 Citadel Outsource Group, $26,985 L.L.C. Health Infotechnics $19,125 Sprint $57,708 BARRY CALLEBAUT: Sells Brach's Business to Farley & Sathers ----------------------------------------------------------- Barry Callebaut AG sold its U.S. consumer confectionery business Brach's to Farley's & Sathers Candy Co. Inc. for an undisclosed amount. The sale will include all of the business and all assets of Brach's and its affiliates, including three factories in Chattanooga and Winona, in the U.S. and Vernell in Mexico. The two parties expect the transaction to close by end of November 2007. The two companies agreed not to disclose any financial details of the transaction. Brach’s has annual gross sales of about $270 million, with sugar candy accounting for around 75% and chocolate products making up around 25%. In Barry Callebaut's annual report for fiscal year 2006/07, which closed on Aug. 31, 2007, Brach's will be classified as discontinued business. The Group's figures for fiscal year 2005/06 will be restated accordingly. "We are very pleased that we have found an optimal new owner for Brach's in Farley's & Sathers that, based on its industrial expertise, will be able to further develop the Brach's brand and to secure a great future for the Brach's people. We acquired Brach's because we wanted to get access to the large U.S. retailers and manufacture private label chocolate for the U.S. market. However the market for private label products in the U.S. has not developed in the same way as in Europe. Therefore we decided we should concentrate on other priorities like outsourcing and geographical expansion," Patrick De Maeseneire, Barry Callebaut CEO disclosed. "We are very pleased to be adding Brach’s to Farley's & Sathers Candy Company," Dennis Nemeth, President of Farley's & Sathers Candy Company, Inc. said. "Brach's is a well-established brand and its products are highly regarded. This addition clearly marks our continued commitment to the candy business, and gives us additional brands with long traditions of quality that perfectly fit our long-term strategy. In addition to broadening our current portfolio of brands, this acquisition will allow opportunities to increase manufacturing capacity," Mr. Nemeth added. About Farley's & Sathers Headquartered in Round Lake, Minnesota, Farley's & Sathers -- http://www.farleysandsathers.com/-- manufactures and distributes quality confections, gum products and snacks to all classes of trade in the U.S. As a portfolio company of Catterton Partners, Farley’s & Sathers has developed its business both through internal growth and through the acquisition of confectionery brands, including the Heide business from Hershey and the Trolli business from Wrigley. About Barry Callebaut Headquartered in Zurich, Switzerland, Barry Callebaut -- http://www.barry-callebaut.com/-- manufactures cocoa, chocolate, and confectionery products. Barry Callebaut is present in 25 countries, operates more than 30 production facilities and employs around 8,000 people. The company serves the entire food industry, from food manufacturers to professional users of chocolate, to global retailers. It also provides a comprehensive range of services in the fields of product development, processing, training, and marketing. * * * On July 2, 2007, the TCR-Europe reported that Moody's Investors Service affirmed the Ba1 Corporate Family Rating of Barry Callebaut, with a stable outlook. At the same time, the agency assigned a (P) Ba1 rating to the proposed EUR350 million Senior Notes due 2017. BARTON CREEK: Case Summary & 17 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Barton Creek Art Center, Ltd. 7701 Bee Cave Road Austin, TX 78746 Bankruptcy Case No.: 07-11826 Type of business: The Debtor is responsible for renting the One World Theatre for private events. See http://www.oneworldtheatre.org/ Chapter 11 Petition Date: October 1, 2007 Court: Western District of Texas (Austin) Judge: Craig A. Gargotta Debtor's Counsel: Eric J. Taube, Esq. Hohmann, Taube & Summers, L.L.P. 100 Congress Avenue, Suite 1800 Austin, TX 78701 Tel: (512) 472-5997 Fax: (512) 472-5248 Estimated Assets: Less than $10,000 Estimated Debts: $1 Million to $100 Million Debtor's 17 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Gary Goldstein Loan $107,597 9105 Tara Lane Austin, TX 78737 Services $10,295 Lorraine Balshan Loans $77,358 9105 Tara Lane Austin, TX 78737 Austin Catering Services $60,679 1106 West 38th Street, Suite 200 Austin, TX 78705 Dorothy Balshan Trust Loan $33,648 Bernard & Iris Goldstein Loan $31,724 Hartt Stearns Services $11,200 Wells Fargo Bank Credit Card $15,676 Payment Remittance Center Loomis Austin, Inc. Services $7,577 Colleen Reilly Services $7,314 Marquee Rents Services $6,924 Paragon Transport & Equipment Services $5,400 Co. C.L. Clawson Services $5,337 Caroline Rhea Performance Deposit $5,000 Texas Comptoller Taxes $4,662 Austin Chronicle Services $4,294 Austin American Statesman Services $2,766 K.U.T. Services $2,570 BELO CORP: Spins-Off Television & Newspaper Business to A.H. Belo ----------------------------------------------------------------- Belo Corp. disclosed that following a comprehensive review of the company’s businesses, structure and value creation strategies, its Board of Directors has unanimously approved a plan to create separate television and newspaper businesses by spinning off the newspaper business into a publicly-traded company called A. H. Belo Corporation. The spin-off will be accomplished through a tax-free distribution of A. H. Belo shares to Belo Corp. shareholders, and is expected to occur in the first quarter of 2008 subject to customary regulatory approvals. Both the new A. H. Belo and Belo Corp. will be headquartered in Dallas, Texas and the Series A common shares of both companies are expected to be listed on the New York Stock Exchange. Robert W. Decherd, currently chairman and Chief Executive Officer of Belo Corp., will become chairman, president and Chief Executive Officer of A. H. Belo, and non-executive chairman of Belo Corp. A. H. Belo will be debt-free upon completion of the spin-off. Dunia A. Shive, currently president and Chief Operating Officer of Belo Corp., will become president and Chief Executive Officer of Belo Corp. Said Mr. Decherd: "The decision to create separate television and newspaper companies recognizes the profound yet distinct changes occurring in these industries and the appeal of the separate businesses to discrete investor groups. This action should provide shareholders with greater insight into each business, while making each business more nimble and better able to allocate capital to compete and grow within its respective industry." Commenting on the new A. H. Belo, Mr. Decherd said: "As a separate public company focused exclusively on newspapers and online news and information, A. H. Belo will be better able to respond to the diverse and rapidly-evolving needs of customers in the local markets it serves, and with no debt, the Company will have the financial flexibility to compete in this challenging operating environment and return cash to shareholders through an attractive recurring annual dividend yield. We will maintain our focus on producing high-quality print products to reach targeted audiences, while at the same time leveraging resources, content and technology to build a sustainable and rapidly-growing portfolio of online assets. We will look for innovative online revenue streams, such as the ones we are pursuing through our partnership with Yahoo!, and we will implement a number of initiatives to better reach the readers that advertisers most desire." Said Ms. Shive: "Robert and I strongly believe, as does our Board, that both companies will benefit from the increased focus and flexibility this transaction will bring. Creating two companies will allow Belo Corp. to focus exclusively on unique opportunities that exist within our television and online businesses. Belo television stations are among the premier properties in the industry. This new structure will allow us to place even greater emphasis on the needs of our loyal audience and advertiser base. It will also continue to provide excellent career opportunities for our employees." Mr. Decherd said: "There will be changes at corporate headquarters to accommodate and serve the needs of two separate publicly-traded companies in today’s marketplace, yet the companies will continue to be led by substantially the same experienced management and employee teams and the spin-off should not meaningfully affect the day-to-day lives of most of our operating company employees." Mr. Decherd noted that the standalone companies will have corporate staff and expenses appropriate for their size and purpose. The combined corporate expense of the two entities, after an initial transition period, is expected to be less than Belo Corp.’s corporate expense today. Corporate expenses are expected to be reduced over time, particularly at A. H. Belo. Mr. Decherd continued: "The spin-off will not affect the important and durable relationships that Belo and its operating units have established with advertisers, vendors and the local communities in which we operate." Mr. Decherd added: "Regrettably, regulatory obstacles to cross- ownership remain in place. We have been firm believers in media convergence for a long time and continue to think convergence is very important to the long-term interests of newspapers and television stations. Relaxation of media ownership rules is long overdue. That notwithstanding, our experience with virtual cross- ownership in numerous markets suggests that some synergies across print, broadcast and online media can be effectively achieved through alliances and partnerships." Mr. Decherd concluded: "Both Belo and A. H. Belo will have excellent assets with balance sheets appropriate for their businesses and capable of supporting future growth and innovation. This transaction marks an exciting new era for both companies and should unlock significant value for our shareholders." Additional Transaction Details The spin-off is expected to be completed in the first quarter of 2008. The stock distribution ratio and record date will be determined and communicated in late 2007 or early 2008. Following the spin-off, each company will maintain two voting classes of common stock. A.H. Belo Series A shares will have one vote per share and its Series B shares will have ten votes per share. This is the same as Belo’s current Series A and Series B shares. It is expected that upon completion of the transaction, Series A shares for the new A. H. Belo will be listed on the New York Stock Exchange under a ticker symbol to be determined, while the Series B shares for the new A. H. Belo will not be listed on any exchange for trading. This is the same structure currently in place at Belo. Series A shares of Belo Corp. will continue to trade on the NYSE under the ticker BLC. In addition to Mr. Decherd, current Belo directors J. McDonald Williams (lead director), Douglas G. Carlston, Louis E. Caldera, Dealey D. Herndon and Laurence E. Hirsch will serve on the board of the new A. H. Belo. In addition to Mr. Decherd, Ms. Shive and James M. Moroney III, current Belo directors Henry P. Becton, Jr. (lead director), Judith L. Craven, M.D., M.P.H., Dealey D. Herndon, Wayne R. Sanders, William T. Solomon, M. Anne Szostak and Lloyd D. Ward will serve on the board of Belo Corp. Following the spin-off, A. H. Belo intends to pay an annual dividend of approximately $0.20 per share, paid quarterly, and Belo Corp. intends to pay an annual dividend of approximately $0.30 per share, paid quarterly. The actual amount and timing of each dividend are subject to final determination by the boards of the two companies. Annual capital expenditures are expected to be approximately $30 million for each company. Belo Corp. will retain all outstanding indebtedness under its existing notes, debentures, and credit facility, which today aggregates to approximately $1.2 billion. Following the spin-off, Belo expects to have a debt-to-cash flow ratio of approximately 4.6 times or slightly higher, which is lower than the television industry average. The company will have sufficient financial flexibility to service its debt and pay a recurring cash dividend while continuing to invest in other business development opportunities. Allocating any portion of the existing debt to A. H. Belo might limit its ability to obtain a separate and reasonable credit facility. After considering these and other factors, Belo’s Board of Directors determined that retaining Belo’s existing debt structure results in an appropriate capitalization for both companies. Consummation of the spin-off transaction is subject to several conditions, including receipt of confirmation of the tax-free treatment of the spin-off by the Internal Revenue Service, receipt of NYSE listing and other regulatory approvals, and the filing and effectiveness of a registration statement on Form 10 with the Securities and Exchange Commission. Belo will distribute the final information statement to Belo shareholders of record as of the record date established by the Belo board. Approval of the transaction by Belo shareholders, noteholders and debenture holders is not required and no FCC approval relating to Belo’s television station licenses is needed. Goldman, Sachs & Co. is acting as financial advisor, and Baker Botts, Locke Liddell & Sapp, Jones Day, and Wiley Rein are serving as legal advisors to Belo and A. H. Belo. Other Matters On Sept. 28, 2007, the Belo Board of Directors, upon the recommendation of its Compensation Committee, adopted a change in control severance plan which provides for severance benefits for designated participants in the event of a change in control of Belo and a termination of employment under specified circumstances. The executive officers of the company were designated as the initial participants. A. H. Belo A. H. Belo Corporation will own and operate the Belo Corp.’s flagship newspaper, The Dallas Morning News, winner of eight Pulitzer Prizes since 1986 and the 9th largest daily and 12th largest Sunday newspaper in the nation based on circulation; The Providence Journal, the oldest continuously published daily newspaper in the U.S.; and The Press-Enterprise, serving Southern California’s Inland Empire region, one of the fastest-growing areas in the U.S. A. H. Belo will also own and manage the various Web sites associated with these properties, as well as certain niche products and direct mail and commercial printing businesses. A. H. Belo’s combined newspaper and related online businesses reach a total audience of 3.7 million people in markets with attractive long-term demographics. These businesses currently have annual revenues of approximately $750 million and about 3,800 employees. Belo Corp. At the effective date of the spin-off, Belo Corp. (NYSE: BLC) -- http://www.belo.com/-- with approximately 3,200 employees and revenues of more than $750 million, will be the largest pure-play publicly-traded television station company in the nation. Belo will own and operate 20 television stations (including ABC, CBS, NBC, FOX, CW and MyNetwork TV affiliates) reaching 14 percent of U.S. television households, and their associated Web sites, in 15 highly-attractive markets across the U.S. Nearly all Belo stations rank first or second in their local market based on audience reach. Belo operates 9 stations in 7 of the top 25 markets in the nation, with 6 stations located in the fast-growing, top-15 markets of Dallas/Fort Worth, Houston, Seattle/Tacoma and Phoenix. Belo stations consistently deliver distinguished journalism for which they have received significant industry recognition including six Alfred I. duPont-Columbia University Silver Baton Awards; five George Foster Peabody Awards; and 19 national Edward R. Murrow Awards — all since 2000, more than any other commercial station group in the nation. Belo will also own two 24-hour regional cable news channels: Northwest Cable News and Texas Cable News. NWCN is the nation’s second-largest regional cable news channel, reaching 2.1 million households in the Pacific Northwest. TXCN is Texas’ only regional cable news channel, reaching more than 1.8 million homes. Belo will also retain ownership of two additional news channels and will continue to operate two others through partnerships. BELO CORP: Fitch Lowers Issuer Default Rating to BB+ from BBB- -------------------------------------------------------------- Fitch Ratings has downgraded the Issuer Default Rating and debt ratings of Belo Corporation as: -- Long-term IDR to 'BB+' from 'BBB-'; -- Senior unsecured debt to 'BB+' from 'BBB-'; -- Bank facility 'BB+' from 'BBB-'. Fitch has also placed Belo on Rating Watch Negative the announcement that the company will spin-off its newspaper segment to shareholders, allocating all debt to the television segment. The proposed split will take away approximately one-third of EBITDA resulting in weakened credit metrics for existing bondholders. Fitch estimates proforma leverage in the 4.5 times - 5.0x range and Interest coverage in the 2.5x - 3.0x range for the stand-alone television entity. In addition to heightened financial risk, Fitch views this move as a material change in Belo's financial policies and an indication of increased financial risk appetite on the part of Belo's key voting shareholders. Belo's former track record with conservative financial policies and Fitch's previous comfort with Belo's risk appetite had been favorable considerations in its prior 'BBB-' ratings. Based on current information, Fitch believes any downside to existing bondholders is limited to a maximum of one additional notch in the ratings. Depending on specific details of the split and long-term strategy of the stand-alone television entity, including any commitment, plan and ability to de-lever to the 4x range or lower, further clarity on corporate cost saving initiatives, and overall financial and strategic policies going forward, the ratings could be affirmed at BB+. Belo's ratings are still supported by the strong local presence of the stand-alone entity in the Top 50 U.S. markets and its top affiliations. The spin-off of the newspaper division eliminates the more secularly challenged business in Fitch's view. However, the elimination of those cash flows, synergies, and revenue diversification result in a weakened credit profile. Fitch will continue to monitor developments in the TV broadcasting industry related to the networks' video-on-demand initiatives and any potential local spots designated for affiliates, digital video recorder subscriptions, and retransmission fees from the MSOs. Belo's $1 billion credit facility due 2011 ($815 million available at June 30, 2007) has a minimum interest coverage covenant of 3x and maximum leverage covenant of 5x. The Indenture governing all outstanding bonds does not appear to have any material transfer of asset restrictions or financial covenants. The indenture has a cross-default provision only related to principal payments of other debt. BELO CORP: S&P Cuts Corporate Credit Rating to BB+ from BBB- ------------------------------------------------------------ Standard & Poor's Ratings Services lowered its corporate credit and senior unsecured debt ratings for Belo Corp. to 'BB+' from 'BBB-', and placed them on CreditWatch with negative implications. "These actions are based on our concern that financial risk could increase as a result of the company's announcement that it will spin off its newspaper business into a publicly traded company called A.H. Belo Corporation," said Standard & Poor's credit analyst Emile Courtney. The spin-off will be a tax-free distribution of A.H. Belo shares to Belo Corp. shareholders, and is expected to occur in the first quarter of 2008, subject to regulatory approvals. Following the spin-off, each company will maintain two voting classes of common stock. Belo Corp. will be a pure-play publicly traded television station company operating 20 stations in 15 markets across the U.S. Belo Corp. will retain all outstanding indebtedness under the company's existing notes, debentures, and credit facilities. Following the spin-off, Standard & Poor's expects Belo Corp. to have total adjusted debt to EBITDA in the high-4x area. In addition, Belo Corp. intends to pay an annual dividend of approximately $0.30 per share, paid quarterly. "The new corporate credit rating of 'BB+' reflects our expectation that the spin-off will be completed, and represents the highest outcome that we deem appropriate given our preliminary review of information available," said Mr. Courtney. Standard & Poor's will resolve the CreditWatch listing once it has had the opportunity to fully evaluate the transaction. BUFFETS INC: Weak Performance Cues Moody's to Cut Ratings --------------------------------------------------------- Moody's Investors Service downgraded Buffets, Inc.'s corporate family rating to Caa1 from B2, senior secured credit facilities rating to B2 from Ba3, senior unsecured notes rating to Caa2 from Caa1. The rating outlook is negative. The downgrade to Caa1 from B2 reflects Buffets' very weak operating performance in the past year, evidenced by much lower than anticipated EBITDA in part due to persistently negative trend in guest counts and mounting cost pressures. A slower-than- expected realization of merger-related synergies has further exacerbated the weakening operating results. The Caa1 rating also incorporates Buffets' significant scale and diversification within the family dining sector of the restaurant industry and its solid brand recognition. "Despite improved scale and diversification after the Buffets and Ryan's concepts merged, the operating performance of the combined entity has been significantly below Moody's previous expectation," said Moody's analyst John Zhao, CFA. "Sluggish top-line growth particularly for the Ryan's concept, mounting cost pressures stemming from commodity and wage inflation, and delayed merger synergy realization, all contributed to the earnings shortfall and weak credit metrics." Buffets' EBITDA of $148 million as defined by its credit agreement as of June 27, 2007 fell far short of Moody's original expectation when the merger transaction was rated in October 2006. In addition, the company targeted about $55.7 million of merger- related synergies to be realized within one year on a run-rate basis; however, only $13.9 million (25%) has been realized so far. The negative outlook reflects the company's declining operating results and Moody's view that free cash flow will likely be negative in the near term. The outlook also reflects the company's weak liquidity, as compliance with financial covenants of its bank credit agreement appears tight. "The ratings could be lowered further if the company's liquidity deteriorates, or the decline in operating performance does not show signs of improvement in the near to intermediate term," said Mr. Zhao. Moody's last rating action on Buffets was on Oct. 6, 2006 when the rating agency assigned the B2 corporate family rating with stable outlook on Buffets, following the company's announcement in July 2006 to acquire Ryan's Restaurant Group Inc. for a total consideration of approximately $834 million with a new capital structure. These ratings are affected by the action: Buffets, Inc. -- corporate family rating, downgraded to Caa1 from B2 -- probability of default rating, downgraded to Caa1 from B2 -- $40 million revolver maturing in 2011, downgraded to B2(LGD2, 28%) from Ba3 (LGD2, 27%) -- $70 million synthetic letter of credit facility maturing in 2013, downgraded to B2(LGD2, 28%) from Ba3 (LGD2, 27%) -- $530 million term loan B maturing in 2013, downgraded to B2(LGD2, 28%) from Ba3 (LGD2, 27%) -- $300 million senior unsecured notes, downgraded to Caa2(LGD5, 82%) from Caa1(LGD5, 81%) -- Rating outlook: changed to negative from stable. Buffets Inc., headquartered in Eagan, Minnesota, operates and franchises steak-buffet style restaurants principally under the "Old Country Buffet", "Hometown Buffet" brand names and grill/buffet format restaurants under the brand names "Ryan's" and "Fire Mountain". The company is the second largest family dining restaurant in the industry, operating 632 restaurants in 42 states. Total reported revenues as of June 27, 2007 were about $1.4 billion. CATHOLIC CHURCH: Davenport Wants Plan-filing Deadline Extended -------------------------------------------------------------- The Diocese of Davenport and the Official Committee of Unsecured Creditors ask the U.S. Bankruptcy Court for the Southern District of Iowa to further extend the Diocese's exclusive periods to file a plan of reorganization through and including Nov. 16, 2007, and to solicit acceptances of that plan through Jan. 16, 2008. Richard A. Davidson, Esq., at Lane & Waterman LLP, in Davenport, Iowa, says the Diocese and the Committee have, in the past months, undertaken a comprehensive and extensive investigation and analysis to determine what liability insurance coverage may exist for the 156 claims filed by alleged victims of clergy sexual abuse, and are presently attempting to reconstruct insurance coverage for the periods of time when the Diocese has no actual insurance policies, but has secondary evidence of insurance coverage in various forms. In that regard, Mr. Davidson says, the Diocese has employed experts Insurance Archeology Group and Robert Hughes and Associates to assist it in reconstructing proof of past liability insurance coverage. The Diocese and the Committee also intend to appoint a future claims representative. "After an exhaustive process, the Debtor and the Committee have agreed to seek approval of the appointment of Michael Murphy of Alix Partners LLC as the FCR," Mr. Davidson discloses. "The FCR has asked that the parties not file a plan and disclosure statement and provide the FCR with some time to perform his duties and investigation," he explains. In addition, the Diocese, the Committee and the Diocese's main insurer have agreed to attend mediation in early November in an attempt to reach a settlement of the claims of the estate against the insurer. The Diocese and Committee believe that filing a plan of reorganization and disclosure statement at this time would be both counterproductive and inefficient use of judicial and the estate resources, Mr. Dadvidson tells the Court. The same issues will still have to be negotiated and the parties would then need to spend time and money in preparation for hearings on the disclosure statement and confirmation while negotiating open issues. "Both parties believe that this case will be more efficiently resolved through a joint and consensual plan, rather than a plan proposed only by the Diocese or through an attempted cram down." Mr. Davidson further notes that the Diocese and the Committee do not intend to seek another extension of exclusivity. The parties are committed to confirming a plan of reorganization and expect to accomplish this goal with this revised schedule. The parties will either reach a settlement, or the confirmation process will begin, he says. About Diocese of Davenport The Diocese of Davenport in Iowa filed for chapter 11 protection (Bankr. S.D. Ia. Case No. 06-02229) on October 10, 2006. Richard A. Davidson, Esq., at Lane & Waterman LLP, represents the Davenport Diocese in its restructuring efforts. Hamid R. Rafatjoo, Esq., and Gillian M. Brown, Esq., of Pachulski Stang Zhiel Young Jones & Weintraub LLP represent the Official Committee of Unsecured Creditors. In its schedules of assets and liabilities, the Davenport Diocese reported $4,492,809 in assets and $1,650,439 in liabilities. CDC MORTGAGE: Moody's Reviews Ratings on Certs. from Eight Deals ---------------------------------------------------------------- Moody's Investors Service placed on review for possible downgrade certain certificates from eight deals issued by CDC Mortgage Capital Trust in 2001, 2002 and 2003, and two deals issued by IXIS Real Estate Capital Trust in 2005. The actions are based on the analysis of the credit enhancement provided by subordination, overcollateralization and excess spread relative to the expected loss. All of the ten transactions are backed by first and second- lien fixed and adjustable subprime mortgage loans. The eight deals issued by CDC Mortgage Capital Trust have very low pool factors. The stepping down and continuous losses have left them with thin credit enhancement level and made them more vulnerable to pool deterioration in the tail end of a deal's life. The Class M-1 certificates from each of CDC Mortgage Capital Trust series 2002-HE2, 2003-HE2 and 2003-HE3 were placed on review for possible downgrade because of the extremely high loss severities caused by the tail-end performance of the deals and the remaining delinquencies in the pools. The actions on the IXIS Real Estate Capital Trust series 2005-HE1 and 2005-HE2 are based on credit enhancement currently available comparing against the high pipelines for both deals. As of August 2007, significant delinquent loans (loans over 60 days delinquent, in bankruptcy, foreclosure and REO) are 30.11% and 29.10% of the current pool balance of the two deals respectively. The complete rating actions are: Issuer: CDC Mortgage Capital Trust Review for Possible Downgrade: -- Series 2001-HE1, Class M-2, current rating A2, under review for possible downgrade; -- Series 2001-HE1, Class B, current rating Caa2, under review for possible downgrade; -- Series 2002-HE1, Class M, current rating A2, under review for possible downgrade; -- Series 2002-HE1, Class B, current rating Caa1, under review for possible downgrade; -- Series 2002-HE2, Class M-1, current rating Aa2, under review for possible downgrade; -- Series 2002-HE2, Class M-2, current rating A2, under review for possible downgrade; -- Series 2002-HE2, Class B-1, current rating B2, under review for possible downgrade; -- Series 2002-HE3, Class M-2, current rating Baa2, under review for possible downgrade; -- Series 2002-HE3, Class B-1, current rating Ca, under review for possible downgrade; -- Series 2003-HE1, Class M-2, current rating A2, under review for possible downgrade; -- Series 2003-HE1, Class M-3, current rating A3, under review for possible downgrade; -- Series 2003-HE1, Class B-1, current rating Caa1, under review for possible downgrade; -- Series 2003-HE2, Class M-1, current rating Aa2, under review for possible downgrade; -- Series 2003-HE2, Class M-2, current rating A2, under review for possible downgrade; -- Series 2003-HE2, Class M-3, current rating A3, under review for possible downgrade; -- Series 2003-HE2, Class B-1, current rating Baa1, under review for possible downgrade; -- Series 2003-HE2, Class B-2, current rating Ba1, under review for possible downgrade; -- Series 2003-HE2, Class B-3, current rating B1, under review for possible downgrade; -- Series 2003-HE3, Class M-1, current rating Aa2, under review for possible downgrade; -- Series 2003-HE3, Class M-2, current rating A2, under review for possible downgrade; -- Series 2003-HE3, Class M-3, current rating A3, under review for possible downgrade; -- Series 2003-HE3, Class B-1, current rating Baa3, under review for possible downgrade; -- Series 2003-HE3, Class B-2, current rating B1, under review for possible downgrade; -- Series 2003-HE3, Class B-3, current rating Ca, under review for possible downgrade; -- Series 2003-HE4, Class M-3, current rating A3, under review for possible downgrade; -- Series 2003-HE4, Class B-1, current rating Baa1, under review for possible downgrade; -- Series 2003-HE4, Class B-2, current rating Ba2, under review for possible downgrade; -- Series 2003-HE4, Class B-3, current rating B1, under review for possible downgrade. Issuer: IXIS Real Estate Capital Trust review for Possible Downgrade: -- Series 2005-HE1, Class B2, current rating Baa2, under review for possible downgrade; -- Series 2005-HE1, Class B3, current rating Baa3, under review for possible downgrade; -- Series 2005-HE1, Class B4, current rating Ba1, under review for possible downgrade; -- Series 2005-HE2, Class B2, current rating Baa2, under review for possible downgrade; -- Series 2005-HE2, Class B3, current rating Baa3, under review for possible downgrade; -- Series 2005-HE2, Class B4, current rating Ba1, under review for possible downgrade. CDX.NA.HY.9: Fitch Assigns 'B' Bond Fund Credit Rating ------------------------------------------------------ Fitch Ratings has assigned bond fund credit and volatility ratings of 'B/V4' to two CDX.NA.HY.9 trusts. The credit-linked certificates of each trust enable investors to gain funded non- levered exposure to the reference entities of the current CDX.NA.HY.9 credit default swap index of, largely, non-investment grade corporations. Trust 1 and Trust 2 are scheduled to mature on Dec. 29, 2012 and Dec. 29, 2010, respectively. Fitch's bond fund credit rating is based on the weighted average credit rating of the underlying reference entities. A rating of 'B' is considered highly speculative. It indicates that significant credit risk is present, but that a limited margin of safety remains. The bond fund volatility rating reflects the relative sensitivity of the fund's total return and market price to changes in interest rates and other market conditions. Funds rated in the 'V4' category are considered to have moderate market risk. Total returns perform consistently over intermediate- to long-term holding periods but will exhibit some variability over shorter periods due to greater exposure to interest rates and changing market conditions. The exposure to the index constituents in respect to a particular trust is obtained via credit default swaps between such trust and Bear, Stearns & Co. Inc., Deutsche Bank Securities Inc., Goldman, Sachs & Co. and J.P. Morgan Securities Inc., acting jointly. The obligations of each trust under the credit default swaps are collateralized via a reverse repurchase agreement. U.S. Bank Trust N.A. serves as a Trustee. Markit is the administration, calculation and marketing agent for the CDS IndexCo indices, including CDX. Markit is the leading provider of independent data, portfolio valuations and OTC derivatives trade processing to the global financial markets. The company receives daily data contributions from 90 dealing firms, and its services are used by almost 1,000 institutions to enhance trading operations, reduce risk and manage compliance. The effective date for this rating is Sept. 27, 2007. CHIQUITA BRANDS: Names Howard Baker to Board of Directors --------------------------------------------------------- Chiquita Brands International Inc.'s board of directors has decided to increase its size from seven to eight members and has elected Howard (Skip) W. Barker, Jr. to fill the new position. Mr. Barker, who brings more than 30 years of experience in finance and accounting practices, will also serve as a member of the company's audit committee. "We are delighted to welcome Skip to Chiquita's board," said Fernando Aguirre, chairman and chief executive officer. "His leadership and extensive finance and audit skills accentuate an already strong group of independent board members whose vision and experience will continue to advance Chiquita's sustainable growth strategy." "Chiquita is an exciting company that is becoming a global leader in branded, healthy, fresh foods," Mr.Barker said. "I look forward to adding my experience and joining Chiquita's board to work with this management team." Mr. Barker's accounting career spanned 30 years with KPMG LLP, where he became a partner in 1982 and served as the firm's partner-in-charge of several departments, including business development; mergers and acquisitions, information, communications and entertainment businesses; and executive education. Mr. Barker retired from KPMG in 2002, and since 2003, he has served on the boards of directors at Medco Health Solutions, Inc., and priceline.com Incorporated. He is chairman of the audit committees at both companies. Mr. Barker is a member of several professional societies, including the American Institute of Certified Public Accountants, the Connecticut Society of Certified Public Accountants and the Florida Society of Certified Public Accountants. In addition to Messrs. Aguirre and Barker, the board includes: a) Morten Arntzen, president and chief executive officer for Overseas Shipholding Group, an oceangoing vessel operator; b) Robert W. Fisher, a private investor with more than 35 years senior management experience at various banana companies; c) Clare M. Hasler, executive director of the Robert Mondavi Institute for Wine and Food Science at the University of California at Davis; d) Durk I. Jager, former chairman, president and chief executive officer at the Procter & Gamble Co.; e) Jaime Serra, senior partner of Serra Associates International, a consulting firm in law and economics, and Mexico's former secretary of finance and secretary of trade and industry; and f) Steven P. Stanbrook, president, developing markets platform at S.C. Johnson & Son, Inc. Cincinnati, Ohio-based Chiquita Brands International, Inc. (NYSE: CQB) -- http://www.chiquita.com/-- markets and distributes fresh food products including bananas and nutritious blends of green salads. The company markets its products under the Chiquita(R) and Fresh Express(R) premium brands and other related trademarks. Chiquita employs approximately 25,000 people operating in more than 70 countries worldwide, including Belgium, Columbia, Germany, Panama, Philippines, among others. * * * In May 2007, Moody's Investors Service Ratings affirmed these ratings on Chiquita Brands International Inc.: (i) corporate family rating at B3; (ii) probability of default rating at B3; (iii) $250 million 7.5% senior unsecured notes due 2014 at Caa2(LGD5, 89%); and (iv) $225 million 8.875% senior unsecured notes due 2015 at Caa2 (LGD5, 89%). Moody's changed the rating outlook for Chiquita Brands to negative from stable. CHL MORTGAGE: Moody's Holds Ba2 Rating on Class B-3 Certificates ---------------------------------------------------------------- Moody's Investors Service upgraded, downgraded, confirmed, and placed under review for possible downgrade certain certificates issued by CHL Mortgage Pass-Through Trust and Alternative Loan Trust in 2004. All transactions are backed by first-lien fixed and adjustable-rate Alternative-A mortgage loans originated or acquired by Countrywide Home Loans, Inc. The Class B from Alternative Loan Trust series 2004-J13 is placed under review for possible downgrade due to the growing pipeline and higher than expected losses. The Class A-4 from CHL Mortgage Pass-Through Trust series 2004- HYB6 is upgraded based on the strong build-up in credit enhancement. The projected pipeline losses are not expected to significantly affect the credit support for these certificates. Four classes of certificates from Alternative Loan Trust series 2004-6CB, 2004-8CB and 2004-J5 are downgraded because the current credit enhancement provided by subordination, overcollateralization and excess spread is low compared to the projected pipeline losses of the underlying pool. Ratings of the Class M, Class B-1, Class B-2 and Class B-3 from CHL Mortgage Pass-Through Trust series 2004-15 are confirmed based on the higher than expected loss severity, which will negatively affect the current credit enhancement for the four classes of certificates. The complete rating actions are: Issuer: CHL Mortgage Pass-Through Trust Upgrade: -- Series 2004-HYB6, Class A-4, Upgraded to Aaa from Aa1. Confirm: -- Series 2004-15, Class M, current rating Aa2, Confirmed; -- Series 2004-15, Class B-1, current rating A2, Confirmed; -- Series 2004-15, Class B-2, current rating Baa2, Confirmed; -- Series 2004-15, Class B-3, current rating Ba2, Confirmed. Issuer: Alternative Loan Trust Review for Possible Downgrade: -- Series 2004-J13, Class B, current rating Baa2, under review for possible downgrade. Downgrade: -- Series 2004-6CB, Class M-2, Downgraded to Baa3 from A2; -- Series 2004-6CB, Class M-3, Downgraded to B3 from Baa2; -- Series 2004-8CB, Class M-3, Downgraded to Baa3 from Baa2; -- Series 2004-J5, Class B, Downgraded to Ba1 from Baa2 D.R. HORTON: Posts $823.8 Million Net Loss in Qtr. Ended June 30 ---------------------------------------------------------------- D.R. Horton Inc. reported a net loss for its third fiscal quarter ended June 30, 2007, of $823.8 million, compared to net income of $292.8 million for the same quarter of fiscal 2006. The quarterly results included pre-tax charges to cost of sales of $835.8 million for inventory impairments and $16.2 million for write-offs of deposits and pre-acquisition costs related to land option contracts that the company does not intend to pursue. Additionally, the results included a pre-tax goodwill impairment charge of $425.6 million. Homebuilding revenue for the third quarter of fiscal 2007 totaled $2.5 billion, compared to $3.6 billion in the same quarter of fiscal 2006. Homes closed in the current quarter totaled 9,643, compared to 13,377 homes closed in the year ago quarter. For the nine months ended June 30, 2007, the company reported a net loss totaling $662.3 million, compared to net income of $955.6 million for the same period of fiscal 2006. The nine-month results included pre-tax charges to cost of sales of $943.9 million for inventory impairments and $66.9 million for write-offs of deposits and pre-acquisition costs related to land option contracts that the company does not intend to pursue. Additionally, the results included a pre-tax goodwill impairment charge of $425.6 million. Homebuilding revenue for the nine months ended June 30, 2007, totaled $8.0 billion, compared to $10.0 billion for the same period of fiscal 2006. Homes closed in the nine-month period totaled 29,637, compared to 35,838 homes closed in the same period of fiscal 2006. The company's sales backlog of homes under contract at June 30, 2007, was 15,801 homes ($4.4 billion), compared to 24,956 homes ($7.4 billion) at June 30, 2006. Net sales orders for the third quarter ended June 30, 2007, totaled 8,559 homes ($2.0 billion), compared to 14,316 homes ($3.8 billion) for the same quarter of fiscal 2006. Net sales orders for the first nine months of fiscal 2007 were 27,313 homes ($6.9 billion), compared to 41,550 homes ($11.4 billion) for the same period of fiscal 2006. Donald R. Horton, chairman of the board, said, "Market conditions in the homebuilding industry continue to be challenging as inventory levels of both new and existing homes remain at historically high levels, both as an absolute number and in terms of months' supply. Increased use of sales incentives continues to put pressure on profit margins. In addition, home price appreciation over the past few years, higher interest rates and tightened credit standards in the mortgage industry are all negatively impacting affordability. Even in the midst of this volatile housing market, we produced an operating profit before impairments this quarter and generated positive cash flow from operations for the fourth consecutive quarter. "We believe that market conditions will continue to be challenging, and our quarter-end impairment evaluations incorporated our more cautious outlook for the industry. For the remainder of fiscal 2007, we will focus on generating cash, reducing inventory balances and paying down outstanding debt to maintain a strong balance sheet." At June 30, 2007, the company's consolidated balance sheet showed $12.5 billion in total assets, $6.7 billion in total liabilities, $85.1 million in minority interests, and $5.7 billion in total stockholders' equity. Full-text copies of the company's consolidated financial statements for the quarter ended June 30, 2007, are available for free at http://researcharchives.com/t/s?23ea About D.R. Horton Headquartered in Fort Worth, Texas, D.R. Horton Inc. (NYSE: DHI) -- http://www.drhorton.com/-- is engaged in the construction and sale of high quality homes with sales prices ranging from $90,000 to over $900,000. D.R. Horton also provides mortgage financing and title services for homebuyers through its mortgage and title subsidiaries. D.R. Horton operates in 83 markets in 27 states in the Northeast, Southeast, South Central, Southwest, California and West regions of the United States. * * * As reported in the Troubled Company Reporter on Aug. 30, 2007, Fitch Ratings affirmed D.R. Horton Inc.'s Senior Subordinated debt rating at 'BB+'. Fitch also revised D.R. Horton's Rating Outlook to Negative from Stable. DELTA SYSTEMS: Arkansas Unit Files for Chapter 11 Protection ------------------------------------------------------------ Delta Systems, Inc., a corporation incorporated under the laws of Canada, disclosed that its wholly owned Arkansas-based subsidiary Delta Systems Inc., and certain of its subsidiaries filed for Chapter 11 bankruptcy protection. The action to file for Chapter 11 bankruptcy protection is being taken by Delta in the best interest of the Delta stakeholders. In the third quarter of this year, Delta's order inflow has been significantly below expectations in spite of normal project quote flow and an active quote portfolio of $37 million. Delta management had expected orders to strengthen in September and for the rest of 2007. An order in excess of $1 million was expected by early September 2007. While Delta management was informed by its customer that Delta was selected as the supplier, it was also advised that the placing of the order would be delayed until November 2007. Another significant potential order totaling up to $2 million had a scope revision reducing the size of the potential order to below $1 million. The date on which the customer may place this potential order is also undetermined. There have also been delays in the receipt of other smaller yet significant orders. These delays in major order inflow have had a significant negative impact on Delta's financial condition and future. Delta has implemented a reduction in work force headcount from approximately 60 employees to less than 30. During 2007, Delta Canada raised over $3 million of new capital which was invested in Delta. Over $1 million of this new capital was provided by insiders of the Company by way of investments in common shares and secured and unsecured debt. Given Delta's current financial condition and business circumstances, management of the Company does not believe that additional new capital will be available to it for investment in Delta in the near term. Management of the company has been exploring strategic alternatives since the spring of this year and has had discussions with a number of interested parties. The company retained a Toronto based investment dealer to assist with this process. To date, no offers or proposals have been made and management has concluded that no transaction is likely to take place in the immediate future. Apart from its Delta Arkansas common shares, Delta Canada has no significant assets. Delta Canada does not expect to receive any proceeds or income from the bankruptcy proceedings of Delta in light of the significant amounts that are owed to secured and unsecured creditors of Delta. All of the independent directors of the company have resigned. Delta Systems Inc. -- http://www.delta-systems-inc.com/-- (TSX-V: DLT) develops factory automation solutions for consumer packaged goods companies and offers a comprehensive line of automation equipment that includes high-speed flow wrappers, feeding and distribution, labeling and product tracking systems. Delta System’s PC-based motion control software, Softflow(TM), is designed to enhance the speed, efficiency, precision and flexibility of automation applications on the plant floor, and provide connectivity to other enterprise systems. The company offers a range of customer support services to optimize deployment, utilization and systems integration. At June 30, 2007, the company's balance sheet showed total shareholders' deficit of $8,058,904 compared to a total shareholders' deficit at Dec. 31, 2006. DELTA SYSTEMS: Case Summary & 75 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Delta Systems, Inc. P.O. Box 1986 Rogers, AR 72756 Bankruptcy Case No.: 07-73144 Debtor-affiliates filing separate Chapter 11 petitions: Entity Case No. ------ -------- Delta Controls, Inc. 07-73146 Delta Automation Solutions, Inc. 07-73147 Food Machinery Sales, Inc. 07-73148 Type of Business: The Debtors design and manufacture electrical and electronic products for OEMs. See http://www.deltasystemsinc.com/ Chapter 11 Petition Date: October 1, 2007 Court: Western District of Arkansas (Fayetteville) Debtors' Counsel: Jill R. Jacoway, Esq. Jacoway Law Firm, Ltd. P.O. Drawer 3456 Fayetteville, AR 72702-3456 Tel: (479) 521-2621 Fax: (479) 521-1465 -- and -- Stanley V. Bond, Esq. Bond Law Office P.O. Box 1893 Fayetteville, AR 72701-1893 Tel: (479) 444-0255 Fax: (479) 444-7141 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million A. Delta Systems, Inc.'s list of its 19 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ AEGON Capital Management Inc. private placement of $4,800,000 5000 Yonge Street 9% unsecured convertible Toronto, Ontario convertible debentures Canada M2N 7J8 due on May 2008 Jyever S.A. commission $205,425 Rio San Juan 4560 Villa Del Rio 64850 Monterry, NL Mexico 64850 William F. Greene guarantee $118,150 1230 Tallahassee Road Athens, GA 30606 guarantee of lease for $58,327 Georgia plant JAECO commission $113,000 The Equicom Group, Inc. $64,745 Bill Cegles commission due to $56,012 former salaried employee McCarthy Tetrault $52,261 Liam Buckley commission due to $49,584 former salaried employee EM Packaging commission $47,279 Actionpaq Solutions commission $41,887 HSD Partners Inc. $40,940 Westlink commission $37,503 Ken Zajdel commission $23,001 J Harper commission $15,537 Winston & Strawn LLP $10,255 J Campbell commission $9,150 CIBC Mellon T46205 $6,419 CORT Furniture Rental $5,888 Dynamic Enterprises $5,670 B. Delta Controls, Inc.'s list of its 16 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Beckhoff Automation, LLC $25,406 12150 Nicollett Avenue Burnsville, MN 55337 Precision Controls Integration $18,345 5303 Bent Tree Drive Rogers, AR 72758 Nabholtz Industrial Services $7,962 307 West Stribling Drive Rogers, AR 72756 E-Vault $7,271 Brunner's Fabrication, Inc. $2,396 Averitt Express $1,961 Hobbs Mountain Tooling $1,670 Motion Industries $818 Dan Charles $775 Fed Ex Freight $641 Abraham Technical Service, Inc. $523 Saginaw Control & Engineering $495 Bosch-Rexroth Corporation $484 McMaster Carr Supply Co. $247 Keyence Corp. of America $199 State Farm Insurance $183 A-Tech $155 C. Delta Automation Solutions, Inc.'s list of its 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Motion Industries $291,178 P.O. Box 849737 Dallas, TX 75284-9737 Bosch Rexroth Corporation $175,699 Harris Trust and Savings 33920 Treasury Center Chicago, IL 60694-3900 Met-Craft Machine $144,322 P.O. Box 1656 Auburn, ME 04210 The Machining Center $139,587 Technical Machining Service $98,694 Cupples' J&J Co., Inc. $69,878 Earl's Machine Shop $67,627 Videojet $62,631 Treadway Electric Company, Inc. $48,129 Brunner's Fabrication, Inc. $42,463 Schaedler Yesco Distribution $41,332 DV Enterprises LLC $38,935 PBI Dansensor America $31,125 Laserfab, Inc. $30,348 CIC Precision Machining, Inc. $30,082 JESCO $28,618 Industrial Electronic Supply $28,417 Fleenor Tool & Die, Inc. $26,179 Markem Corp. $26,606 McMaster-Carr Supply Co. $26,563 D. Food Machinery Sales's list of its 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Delta Systems, Inc. Loans from parent $1,700,000 535 West Dyke Road Rogers, AR 72758 Dye Sheet Metal Products Inc. $212,566 P.O. Box 80186 Athens, GA 30608 Englewood Electrical Supply $96,398 P.O. Box 530409 Atlanta, GA 30353 Boswell Electrical & Communications Supplies $58,878 Euro Machien Building Co., Inc. $60,259 Stan Kinney $49,733 Hi-Tec Machining Center $41,070 Mike Morrison $40,739 Motion Industries $32,606 Span Tech $32,385 Chastain & Associates Ins. $29,741 Centerline Machine Company $24,341 Clake Co. Tax Commissioner $24,069 Applied Industrial Tech $23,643 Alpha Gear Drive, Inc. $23,441 Quality Engineering & Automation $21,900 McGinn-Wilkins, Inc. $19,804 Bishop Machine Works, Inc. $18,624 Diaserve, Inc. $17,610 Beckhoff Automation LLC $17,334 DYNEGY INC: Former CFO to Pay $375,000 to Settle SEC Charges ------------------------------------------------------------ The U.S. Securities and Exchange Commission disclosed settled enforcement actions against former Dynegy Inc. chief financial officer Robert D. Doty, Jr. and two other former executives for their roles in a $300 million accounting fraud known as Project Alpha. According to the SEC's Order, Mr. Doty was involved in the decision to proceed with Project Alpha and improperly disguise a loan as operating cash flow in order to minimize the gap between Dynegy's reported net income and cash flow from operations, and to realize as net income a related $79 million tax benefit that was invalid. Furthermore, Mr. Doty was involved in the decision not to make any separate disclosure to investors about Alpha's unique, non-commercial pricing characteristics. Mr. Doty will pay more than $375,000 to settle the SEC's charges. "This case demonstrates that we will hold accountable anyone involved in manipulating a public company's financial statements," Rose Romero, Regional Director of the SEC's Fort Worth Regional Office, said. "The enforcement actions announced today reflect the Commission's commitment to ensuring that both companies and the individuals who work for them are honest and straightforward with investors." Dynegy's former vice president of taxation, Gene S. Foster, and former manager of accounting-deal structure, Helen C. Sharkey, also settled with the SEC regarding their roles in the creation and implementation of Project Alpha. According to the Commission's Orders, both willfully disregarded accounting advice from Dynegy's outside auditor, and concealed critical transaction details from the auditor in violation of federal securities laws. Without admitting or denying the Commission's findings, Foster and Sharkey consented to orders permanently enjoining them from future violations of the antifraud and internal controls provisions of federal securities laws. They also consented to administrative orders barring them from appearing or practicing before the Commission as accountants. A third defendant in the Commission's civil enforcement action, Jamie Olis, recently asserted a counterclaim for attorney fees and costs. The Court struck down his counterclaim on Sept. 7, 2007, and then granted the Commission's motion to dismiss its claims against Mr. Olis, Dynegy's former vice president of finance. Mr. Olis is currently incarcerated after being convicted in a parallel criminal proceeding of six felony counts relating to his role in Project Alpha. The SEC also issued an administrative order permanently suspending Olis from appearing or practicing before the SEC based on his criminal convictions. Mr. Doty, without admitting or denying the Commission's findings, agreed to a federal district court judgment requiring him to pay a civil penalty of $120,000 and prohibiting him from serving as an officer or director of a public company for a period of five years. Mr. Doty also consented to a public administrative and cease-and-desist order requiring him to pay disgorgement of $200,000 and prejudgment interest of $56,560, and suspending him from appearing or practicing before the Commission as an accountant for five years. The order also directs Doty to cease and desist from committing or causing future violations of the antifraud and internal controls provisions of the federal securities laws, or aiding and abetting or causing violations of the record-keeping and reporting provisions. Dynegy previously settled SEC charges in 2002 that it had engaged in accounting improprieties and made misleading disclosures about a financing transaction involving special-purpose entities. The Commission had found that Dynegy violated federal securities laws by improperly disguising the $300 million loan as cash flow from operations on its financial statements, thereby misleading investors about the level of its energy trading activity. In July 2003, the SEC issued a settled cease-and-desist order against Citigroup for its role in Project Alpha. In its order, the SEC found that Citigroup was a cause of Dynegy's violations. Citigroup paid $19 million to settle the proceeding. The SEC acknowledges the assistance of the United States Attorney's Office for the Southern District of Texas, the Federal Bureau of Investigation and the United States Postal Inspection Service. About Dynegy Inc. Headquartered in Houston, Texas, Dynegy Inc. (NYSE: DYN) -- http://www.dynegy.com/-- produces and sells electric energy, capacity and ancillary services in key U.S. markets. The company's power generation portfolio consists of more than 12,800 megawatts of baseload, intermediate and peaking power plants fueled by a mix of coal, fuel oil and natural gas. * * * As reported in the Troubled Company Reporter on May 18, 2007, Moody's Investors Service affirmed the ratings of Dynegy Holdings, Inc., including the company's Corporate Family Rating at B1, its senior unsecured rating at B2, its Bank Loan Rating at Ba1, and its Speculative Grade Liquidity Rating at SGL-3. Moody's also assigned a B2 rating to the company's planned issuance of $1.1 billion in senior unsecured notes, and upgraded DHI's second lien notes to Ba1 from Ba2. EASTMAN KODAK: Board Promotes Philip Faraci to President & COO -------------------------------------------------------------- Eastman Kodak Company's board of directors has promoted Philip J. Faraci to the position of President and Chief Operating Officer, effective immediately. As President and COO, Mr. Faraci will be responsible for the day- to-day management of Kodak’s two major digital businesses: the Consumer Digital Imaging Group and the Graphic Communications Group. Mr. Faraci has been President of CDG and a Senior Vice President of the company. He assumes responsibility for GCG from James T. Langley, who remains a Senior Vice President until his departure at the end of the year. Since the company is eliminating the position of president for both CDG and GCG, Mr. Langley will leave Kodak once he completes the transition of his responsibilities for GCG. Kodak’s major traditional business, the Film Products Group, will continue to report to Chairman and Chief Executive Officer Antonio M. Perez under the leadership of Mary Jane Hellyar, President, FPG, and a Senior Vice President of the company. The changes are part of Kodak’s larger effort to create an organization geared for sustained, profitable growth in digital markets. As Kodak nears the conclusion of its four-year restructuring effort, these moves position the company for the next phase of its transformation, during which it will build bigger digital businesses and continue the effective management of its traditional business. "This new structure will allow us to better capitalize on the opportunities before us," Mr. Perez said. "With a single leader for the digital businesses, we will be able to leverage our technology across product lines more effectively, while keeping independent business models and go-to-market strategies for both CDG and GCG. At the same time, it's important that we continue to pursue strategies that extend the strong cash generation of our FPG business. The new structure provides the necessary differentiated focus between our digital and our traditional businesses." As Chairman and CEO, Perez continues to have the primary responsibility for setting the company’s strategy, managing broad issues of corporate governance, and delivering the overall financial and operating performance of the company. Mr. Faraci, who joined Kodak in December 2004, will be responsible for the performance of the two businesses reporting to him as well as the operating activities of those units. "Phil has made enormous contributions to the progress of Kodak’s digital transformation," Mr. Perez said. "He drove the recent introduction of our revolutionary consumer inkjet printers, improved the earnings of our digital capture business, and created a more profitable go-to-market model for our consumer digital business. The leadership that Phil has exhibited makes him well suited to take on additional responsibilities and to build on Jim’s success. I am confident that these businesses will reach new heights under Phil’s leadership." Mr. Langley, who joined Kodak in August 2003, led the series of acquisitions that resulted in what is now Kodak’s Graphic Communications Group, a $3.6 billion business that offers the broadest portfolio of blended solutions in the industry. "Kodak’s promising future reflects in large part the great business that Jim built for us," Mr. Perez said. "I cannot thank him enough for coming out of retirement to help establish Kodak as a leading participant in the graphic communications industry. Jim has completed the work he came to do, and the result is that the position of GCG president is no longer necessary in this new structure. I wish Jim all the best upon his return to his private life, and I thank him for all of his many contributions." The new management structure also positions the Film Products Group to continue making significant contributions to the success of Kodak well into the future. "FPG’s performance has been exceptional, reflecting the strong leadership of Mary Jane Hellyar and her team," Mr. Perez said. "Kodak remains committed to the business and technology of film." Following these changes, the reporting structure of the company will be as follows: -- Finance, Legal, the Chief Technical Office, Human Resources, the Global Diversity office, and the Chief Information Officer will report to Mr. Perez; and -- Worldwide Information Systems, and all manufacturing and logistics activity of CDG and GCG will report to Mr. Faraci. "I am honored to be given the responsibility of helping to lead Kodak through the next stage of its exciting future," Mr. Faraci said. "My work is made easier by Jim Langley’s exceptional contributions to GCG and Mary Jane’s continued excellence in managing our traditional business. Through their efforts and those of many others, Kodak is now participating in a number of digital markets that allow us to leverage our expertise in image science and materials science, built up over the decades by Kodak’s great technologists. My mission is to make the most of the digital opportunity, and I know we will succeed by leveraging the assets of our consumer and commercial businesses." Today’s announcement represents one of the final steps in the company’s four-year long restructuring, which will conclude this year. "We will enter 2008 with the company that I came here to run," Mr. Perez said. "We now have in place the right management, the right structure, the right products and, most importantly, the right people for Kodak to generate sustained profits in digital markets. Together, we look forward to delivering on the promise of the Kodak brand for the benefit of our shareholders and employees." About Eastman Kodak Headquartered in Rochester, New York, Eastman Kodak Co. (NYSE: EK)-- http://www.kodak.com/-- develops, manufactures, and markets digital and traditional imaging products, services, and solutions to consumers, businesses, the graphic communications market, the entertainment industry, professionals, healthcare providers, and other customers. The company has operations in Argentina, Chile, Denmark, Greece, Jordan, Yemen, Australia, China among others. * * * As reported in the Troubled Company Reporter on Sept. 14, 2007, Standard & Poor's Ratings Services has affirmed its 'B+' corporate credit rating on Eastman Kodak Co. and removed the ratings from CreditWatch, where they had been placed with negative implications on Aug. 2, 2006. The outlook is negative. EMPIRE BEEF: Files Schedules of Assets and Liabilities ------------------------------------------------------ Empire Beef Co. submitted to the U.S. Bankruptcy Court for the Western District of New York its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $807,062 B. Personal Property 58,112,836 C. Property Claimed as Exempt D. Creditors Holding Secured Claims 38,957,224 E. Creditors Holding 651,743 Unsecured Priority Claims F. Creditors Holding Unsecured Non-priority Claims 25,484,204 ----------- ----------- TOTAL $58,919,898 $65,093,171 Headquartered in Rochester, New York, Empire Beef Co. -- http://www.empirebeef.com/-- is a wholesaler of meat and foodservice distributor that ships more than 6 million pounds of meat each week. Purchased from packers such as Hormel, JBS Swift, and Perdue Farms, Empire Beef & Redistribution distributes packers' beef, cheese, lamb, pork, poultry, seafood, and veal in a 20 state area of the northeastern US. The firm also offers portion-controlled marinated and flavor-enhanced fresh and frozen meat products for foodservice companies as well as for retail sale. Empire has portion-control facilities in New York and Pennsylvania. The company filed for Chapter 11 protection on Sept. 6, 2007, (Bankr. W. D. NY Case No. 07-22226). Garry M. Graber, Esq. at Hodgson Russ LLP represents the Debtor in its restructuring efforts. EMPIRE BEEF: Trustee Appoints Seven-Member Creditors Committee -------------------------------------------------------------- Kathleen Schmitt, the U.S. Trustee for Region 2, appointed seven creditors to the Official Committee of Unsecured Creditors in the Chapter 11 case of Empire Beef Co. The Committee members are: 1. Ryder Truck Rental Inc. Attn: Kevin P. Sauntry 6000 Windward Parkway Alpharetta, GA 30005 Tel (770) 569-6511 Fax (770) 569-6712 2. New York State Teamsters Pension & Retirement Fund and NYS Attn: Vincent M. DeBella, Esq. Paravati Karl Green & DeBella 12 Steuben Park Utica, NY 13501-2992 Tel (315) 735-6481 Fax (315) 735-6406 3. Tyson Foods Inc. and Tyson Fresh Means Inc. fka IBP Inc. Attn: Larry Alsip 2210 W. Oaklawn Drive Springdale, AR 72762 Tel (479) 290-4521 Fax (479) 290-7967 4. Pilgrim's Pride Corporation Attn: Kim Lawrence 4845 U.S. Highway, 271 North Pittsburg, TX 75686 Tel (903) 434-1624 Fax (972) 290-8779 5. Mountaire Farms Inc./Mountaire Corporation Attn: Andrew Cobb P.O. Box 5726 No. Little Rock, AR 72119 Tel (501)399-8805 Fax (501) 399-8846 6. Viking Seafoods Inc. Charles J. Gulino 50 Crystal Street Malden, MA 02148 Tel (781) 322-2000 Fax (781) 397-0527 7. National Beef Packing Co. LLC. Dale Robertson 12200 North Ambassador Drive Kansas City, MO 64163 Tel (816) 713-8524 Fax (816) 713-8856 Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at the Debtors' expense. They may investigate the Debtors' business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. Those committees will also attempt to negotiate the terms of a consensual Chapter 11 plan -- almost always subject to the terms of strict confidentiality agreements with the Debtors and other core parties-in-interest. If negotiations break down, the Committee may ask the Bankruptcy Court to replace management with an independent trustee. If the Committee concludes reorganization of the Debtor is impossible, the Committee will urge the Bankruptcy Court to convert the Chapter 11 cases to a liquidation proceeding. Headquartered in Rochester, New York, Empire Beef Co. -- http://www.empirebeef.com/-- is a wholesaler of meat and foodservice distributor that ships more than 6 million pounds of meat each week. Purchased from packers such as Hormel, JBS Swift, and Perdue Farms, Empire Beef & Redistribution distributes packers' beef, cheese, lamb, pork, poultry, seafood, and veal in a 20 state area of the northeastern US. The firm also offers portion-controlled marinated and flavor-enhanced fresh and frozen meat products for foodservice companies as well as for retail sale. Empire has portion-control facilities in New York and Pennsylvania. The company filed for Chapter 11 protection on Sept. 6, 2007, (Bankr. W. D. NY Case No. 07-22226). Garry M. Graber, Esq. at Hodgson Russ LLP represents the Debtor in its restructuring efforts. ENVIROSOLUTIONS HOLDINGS: Moody's Cuts Rating to B3 from B2 ----------------------------------------------------------- Moody's Investors Service downgraded the ratings of EnviroSolutions Holdings Inc. to B3 from B2 reflecting weak top line performance trends and internal cash flow generation in relation to capital expenditure requirements and debt obligations. The downgrade incorporates Moody's expectation of weak interest coverage over the next several quarters (defined as EBITDA less capital expenditures divided by interest expense) in the context of frailty in residential construction and the potential for a broader economic slowdown. Improvement in this area is highly dependent on incremental profitable volumes in a competitive marketplace. The outlook for the company had been negative since December 2006. Moody's took these rating actions: -- Downgraded to B2 (LGD 3, 41%) from B1 (LGD 3, 41%) the $40 million senior secured revolver due 2011; -- Downgraded to B2 (LGD 3, 41%) from B1 (LGD 3, 41%) the $185 million senior secured term loan B due 2012; -- Downgraded to B3 from B2 the Corporate Family and Probability of Default ratings of EnviroSolutions Holdings Inc. The outlook for the ratings is stable. EnviroSolutions' operating strategy is partially dependent on a regional shift in transportation of waste from a primarily truck- based model, in which waste is transported to landfills which are relatively close to urban centers (e.g., less than 200 miles), to a rail-based model, in which waste is transported to more distant landfills. The rail-based model creates some degree of dependence on railroad companies, and is significantly more capital intensive in the early stages. The B3 rating is supported by enterprise value considerations arising from the ownership of three valuable landfills and three transfer stations in the east, as well as sizeable cash balances as of June 30, 2007. Over time, the company is likely to benefit from the increasing paucity and distance of landfills serving northern New Jersey and the New York City area which could boost rail-based disposal over time. EnviroSolutions Holdings Inc., based in Manassas, Virginia, is an integrated solid waste management company with a presence in the Northeastern and Mid-Atlantic United States. Revenue for the twelve months ended June 30, 2007 was about $164 million. FAREPORT CAPITAL: Completes Shares for Debt Deal with Creditors --------------------------------------------------------------- Fareport Capital Inc. said A to Z SPI 3 Inc. became its controlling shareholder Friday, with A to Z SPI holding about 83% of the outstanding common shares of Fareport on a fully diluted basis. The change in control by way of shares was as a result of the completion of Fareport's previously announced shares for debt, private placement and share consolidation transactions. Fareport completed the shares for debt transaction pursuant to previously signed debt settlement agreements with secured and unsecured creditors of the company. The company owed to secured creditors an aggregate amount of $1,588,885 on the outstanding secured debentures and had outstanding loans to unsecured parties in an aggregate amount of $790,000. * Secured creditors received 30% of the total outstanding debt owed to them by the company in an aggregate amount of $476,665 with 10% being paid in the form of pre-consolidation common shares and 20% being paid in the form of cash for a total amount of $317,777. * Unsecured creditors received 15% of the total outstanding debt owed to them by the company in the aggregate amount of $118,500 with 5% being paid in the form of pre-consolidation common shares and 10% being paid in the form of cash for a total amount of $79,000. A to Z SPI also converted its outstanding debt in the sum of $200,000 pursuant to a demand debenture dated March 19, 2007, into pre-consolidation common shares of the company. Fareport also completed a private placement transaction in the amount of $1,800,000 pursuant to a subscription agreement dated June 13, 2007, with A to Z SPI, for 240,000,000 pre-consolidation common shares of the company. In addition, Fareport issued a common share purchase warrant to A to Z SPI equalling 12% of the total aggregate amount invested in the company. The warrant is non-transferable, exercisable at $0.01 per share and has a term of two years. The net effect of the foregoing transactions is that A to Z SPI now becomes the controlling shareholder of Fareport. Fareport also effected a share consolidation of its common shares on the basis of 100 pre-consolidation common shares for each one post-consolidation common share in the capital of the company. Fareport also settled certain longstanding litigation between itself and other past and present stakeholders of the Company. It is currently expected that Fareport's common shares will commence trading on the TSX Venture Exchange on a post- consolidation basis the week of Oct. 1, 2007, under its current symbol "CAB". The shareholders of the company approved the Transactions at the company's special meeting of shareholders held in Toronto on Sept. 26, 2007. All materials necessary to effect the consolidation have been filed with the TSXV. Registered shareholders may also obtain copies of the letter of transmittal by contacting their brokers or other intermediary or the company's transfer agent, Equity Transfer & Trust Company. Cease Trade Order Still Applies The company currently expects its financial statements for the three months ended March 31, 2007, will be filed under applicable securities laws on or prior to Dec. 31, 2007. The temporary management and insider cease trade order previously imposed pursuant to OSC Policy 57-603 will continue to be in effect until the financial statements for the period are filed under applicable securities laws. The MCTO imposed pursuant to OSC Policy 57-603 continues to be in effect. The MCTO prohibits present and certain past directors, officers and insiders of Fareport from trading in securities of Fareport. Fareport will continue to provide updates on these and related matters in accordance with OSC Policy 57-603. Fareport Defaults on 17 Secured Debentures As reported in the Troubled Company Reporter on July 10, 2007, Fareport Capital Inc. has seventeen secured creditors each of whom hold debentures payable by Fareport. Fareport has ceased to make payments on these secured debentures and these debentures are currently in default. Fareport and A to Z Capital Corp., and its affiliate A to Z SPI 3 Inc., have negotiated settlement agreements with all seventeen of Fareport's secured creditors well as five of Fareport's largest unsecured debt holders, which agreements are subject to certain conditions. About A to Z SPI 3 A to Z SPI 3 Inc. is an Ontario corporation controlled by Andrew A. DeFrancesco, is an affiliate of A to Z Holdco Corp. and A to Z Capital Corp. About A to Z Capital A to Z Capital Corp. is a private issuer engaged in private equity transactions, including the restructuring and reorganization of distressed entities, acquisitions and business combinations, change in control transactions and mezzanine and subordinated debt financings. A to Z Capital has five subsidiaries, four of which are each special purpose vehicles holding direct investments in other private issuers and one of which, A to Z Lending Corp., is engaged only in mezzanine and gap debt financing, primarily in the North American film and television production industry. Each subsidiary also has preferred shareholders who are accredited investors. About Fareport Capital Inc. Founded in 1997, Fareport Capital Inc. (TSX VENTURE: CAB) -- http://www.fareport.com/-- is a progressive personal & company transportation services corporation, established in the taxicab and transportation industries in Toronto, Ontario, Canada. Consolidating and financing its taxi brokerages, licensing, and dispatch operations in Greater Toronto, Fareport has evolved to offer customized financing solutions and products for a wide spectrum of ventures in the personal & company transportation industry, including lease or purchase of equipment, technology, and fixed assets. At Jan. 31, 2007, the company's balance sheet showed a stockholders' deficit of $3.2 million, compared to a deficit of $2.8 million at July 31, 2006. FERRO CORPORATION: Board Declares Regular Quarterly Dividend ------------------------------------------------------------ Ferro Corporation's Board of Directors has declared a regular quarterly dividend of 14.5 cents per share of common stock. The dividend is payable on Dec. 10, 2007, to shareholders of record on Nov. 15, 2007. Headquartered in Cleveland, Ohio, Ferro Corporation (NYSE: FOE) -- http://www.ferro.com/-- is a global producer of an array of specialty chemicals including coatings, enamels, pigments, plastic compounds, and specialty chemicals for use in industries ranging from construction, pharmaceuticals and telecommunications. Ferro operates through the following five primary business segments: Performance Coatings, Electronic Materials, Color and Performance Glass Materials, Polymer Additives, and Specialty Plastics. Revenues were $2 billion for the FYE ended Dec. 31, 2006. Ferro Corp. has global locations in Argentina, Australia, Belgium, Brazil, China, among others. * * * Ferro Corp. carries Moody's Investors Service's B1 corporate family rating assigned on May 2007. Moody's also assigned a B1 rating to the company's $200 million senior secured notes (issued as unsecured notes in 2001) due in January 2009 and an SGL-3 speculative grade liquidity rating. FLEETWOOD ENTERPRISES: S&P Affirms 'B' Corporate Credit Rating -------------------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'B' corporate credit, 'CCC+' senior subordinated debt, and 'CCC' trust preferred securities ratings on Fleetwood Enterprises Inc. The affirmations affect $260 million in securities. The outlook is negative. "The ratings acknowledge continued earnings pressure resulting from soft consumer demand for the company's factory-built homes and certain recreational vehicle products," explained Standard & Poor's credit analyst James Fielding. Despite recent cost reductions, Fleetwood reported a modest GAAP loss and an operating cash flow deficit in the most recent fiscal quarter. "However, despite lower cash and marketable securities balances, Fleetwood retains sufficient financial flexibility in the near term under a renegotiated revolving credit facility," Mr. Fielding said. The negative outlook acknowledges difficult market conditions that continue to depress sales of certain recreational vehicles and manufactured homes. Standard & Poor's would consider revising the outlook back to stable and raising the ratings on Fleetwood if industry trends improve or the company materially reduces its cost structure and generates sustainable profits at lower volume levels. However, Standard & Poor's would lower the ratings if trends worsen and further pressure earnings and liquidity. A recent call from an activist shareholder to explore the potential for Fleetwood's consolidation with a competitor does not influence the outlook at this time. GREYFRIARS INSURANCE: Court Sets Oct. 23 Chap. 15 Petition Hearing ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Southern District of New York will convene a hearing at 10:00 a.m. Eastern Time on Oct. 23, 2007, to consider the Chapter 15 petitions filed by PRO Insurance Solutions, Ltd., as foreign representative of the these debtors.: 1. Greyfriars Insurance Co., Ltd. 2. Sovereign Insurance (U.K.), Ltd. 3. Allianz Insurance, P.L.C. 4. Heddington Insurance (U.K.), Ltd. 5. Mitsui Sumitomo Insurance Co. (Europe), Ltd. 6. The Ocean Marine Insurance Co., Ltd. 7. Oslo Reinsurance Co. (U.K.), Ltd. 8. The Sea Insurance Co., Ltd. 9. Tokio Marine Europe Insurance, Ltd. 10. Wausau Insurance Co. (U.K.), Ltd. 11. Allianz Global Corporate & Specialty (France) Responses to the petition are due no later 4:00 p.m., Eastern Time on Oct. 16, 2007. The Debtors underwrote insurance and reinsurance business in pooling arrangements through Willis Faber(Underwriting Management) Ltd. and its affiliates. They underwrote risks until the end of 1991, when they ceased accepting new businesses and went into run- off. Lawyers at Chadbourne & Parke, L.L.P. in New York City represent the Foreign Representative in these cases. On Sept. 18, 2007, PRO Insurance Solutions Limited, as petitioner filed chapter 15 petitions for these Debtors: Greyfriars Insurance Company Limited; Sovereign Insurance (UK) Ltd.; Allianz Insurance PLC; Heddington Insurance (UK) Ltd.; Mitsui Sumitomo Insurance Company (Europe), Ltd.; The Ocean Marine Insurance Company, Ltd.; Oslo Renisurance Company (UK) Ltd.; The Sea Insurance Company Ltd.; Tokio Marine Europe Insurance Ltd.; and Wausau Insurance Company (UK) Ltd. (Bankr. S.D.N.Y. Case Nos. 07-12934 to 07-12943). The Debtors, with certain other insurance companies, underwrote insurance and reinsurance business in pooling arrangements through Willis Faber (Underwriting Management) Ltd. and affiliates. The group underwrote risks until the end of 1991, when they ceased accepting new business and went into run-off. Howard Seife, Esq., and Francisco Vazquez, Esq., at Chadbourne & Parke LLP, and Ken Coleman, Esq., and Stephen Doody, Esq., at Allen & Overy, LLP, represent PRO Insurance. INT'L COAL: Sells Illinois Property to Arch Coal for $39 Million ---------------------------------------------------------------- International Coal Group Inc. reported the sale of its Denmark Property in Southern Illinois to Ark Land Company, a subsidiary of St. Louis-based Arch Coal Inc., for approximately $39 million in cash at closing on Sept. 28, 2007. Under the terms of the transaction, Arch Coal also is obligated to pay to ICG an overriding royalty totaling approximately $4 million on certain future production. "This transaction is a good move for both International Coal Group and Arch Coal," said Ben Hatfield, president and CEO of ICG. "We have several attractive Illinois properties that could be developed as market demand increases." "However, with our present focus on expanding production at ICG Illinois's Viper Mine, development of the Denmark reserves is not part of our business plan" Mr. Hatlfield said. "On the other hand, Denmark fits nicely with other strategic properties controlled by Arch." About International Coal International Coal Group, headquartered in Scott Depot, West Virginia, is engaged in the mining and marketing of coal. The company has 11 active mining complexes, of which 10 are located in Northern and Central Appalachia and one in Central Illinois. ICG's mining operations and reserves are strategically located to serve utility, metallurgical and industrial customers throughout the Eastern United States. * * * As reported in the Troubled Company Reporter on Aug. 6, 2007, Standard & Poor's Ratings Services raised its rating on the $175 million 10.25% senior unsecured notes due 2014 of International Coal Group Inc. to 'B-' from 'CCC+'. JP MORGAN: Fitch Holds B- Rating on $5.3MM Class P Certificates --------------------------------------------------------------- Fitch Ratings has affirmed J.P. Morgan Chase Commercial Mortgage Securities Corp. 2006 CIBC 15, commercial mortgage pass-through certificates as: -- $63.0 million class A-1 at 'AAA'; -- $73.7 million class A-3 at 'AAA'; -- $1.0 billion class A-4 at 'AAA'; -- $101.0 million class A-SB at 'AAA'; -- $230.8 million class A-1A at 'AAA'; -- $211.8 million class A-M at 'AAA'; -- $164.2 million class A-J at 'AAA'; -- Interest-only class X-1 at 'AAA'; -- Interest-only class X-2 at 'AAA'; -- $37.1 million class B at 'AA'; -- $15.9 million class C at 'AA-'; -- $31.8 million class D at 'A'; -- $26.5 million class E at 'A-'; -- $29.1 million class F at 'BBB+'; -- $26.5 million class G at 'BBB'; -- $21.2 million class H at 'BBB-'; -- $7.9 million class J at 'BB+'; -- $10.6 million class K at 'BB'; -- $7.9 million class L at 'BB-'; -- $2.6 million class M at 'B+'; -- $5.3 million class N at 'B'; -- $5.3 million class P at 'B-'. Fitch does not rate the $31.8 million NR class. The affirmations are the result of stable pool performance and minimal paydown. As of the September 2007 distribution date the transaction has paid down 0.6% to $2.11 billion from $2.12 billion at issuance. There have been no delinquent or specially serviced loans since issuance. The largest loan (13.9%) in the transaction is collateralized by a 602,471 square foot office building in Washington, DC. As of August 2007 occupancy was 99%. Three retail loans maintain investment grade credit assessments (1.6%): Southington Plaza in Southington, CT (0.6%); Waterford Square in Waterford, CT (0.6%); and, Parkway Plaza in Clinton Township, MI (0.4%). All have maintained stable occupancy since issuance. KONINKLIJKE AHOLD: Faces Racketeering Complaint in Illinois ----------------------------------------------------------- Koninklijke Ahold N.V., U.S. Foodservice, Gordon Redgate and Brady Schofield face a racketeering complaint filed Aug. 24, 2007, in the U.S. District Court for the Eastern District of Illinois, the CourtHouse News Service reports. Named plaintiff Thomas & King, Inc. accuses defendants of inflating customers prices through shell companies, sham transactions and phony invoice. The suit is Thomas & King, Inc. v. Koninklijke Ahold N.V. et al., Case No. 3:07-cv-00608-DRH-PMF, filed in the U.S. District Court for the Eastern District of Illinois, under Judge David R. Herndon, with referral to Judge Philip M. Frazier. Representing the plaintiffs are: Richard Laurence Macon Karen K. Gulde Akin, Gump et al. - San Antonio 300 Convent Street, Suite 1600 San Antonio, TX 78205 Tel: (210) 281-7222 or (210) 281-7055 Todd M. Stenerson Richard L. Wyatt, Jr. Akin, Gump et al. - Washington 1333 New Hampshire Avenue, N.W., Suite 400 Washington, DC 20036 Tel: (202) 887-4000 Fax: (202) 887-4288 Patricia S. Murphy Murphy Law Office Generally Admitted Post Office Box 220 Energy, IL 62933-0220 Tel: (618) 964-9640 Headquartered in Amsterdam, Koninklijke Ahold N.V. (fka Royal Ahold) -- http://www.ahold.com/-- retails food through supermarkets, hypermarkets and discount stores in North and South America, Europe. It has operations in Argentina. The company's chain stores include Stop & Shop, Giant, TOPS, Albert Heijn and Bompreco. Ahold also supplies food to restaurants, hotels, healthcare institutions, government facilities, universities, stadiums, and caterers. * * * Moody's Investors Service, in May 2007, placed the Ba1 Corporate Family Rating and the Ba1 Senior Unsecured Long-Term Rating of Koninklijke Ahold N.V. on review for possible upgrade. KONINKLIJKE AHOLD: Reacquires Common Shares for EUR119.2 Million ---------------------------------------------------------------- Koninklijke Ahold N.V. has repurchased 11,702,830 of its own common shares in the period from Sept. 10, 2007, up to and including Sept. 14, 2007. Shares were repurchased at an average price of EUR10.1821 per share for a total amount of EUR119.2 million. These repurchases were made as part of the EUR1 billion share buyback program announced on Aug. 30, 2007. The total number of shares repurchased under this program to date is 22,258,162 common shares for a total consideration of EUR225.7 million. Headquartered in Amsterdam, Koninklijke Ahold N.V. (fka Royal Ahold) -- http://www.ahold.com/-- retails food through supermarkets, hypermarkets and discount stores in North and South America, Europe. It has operations in Argentina. The company's chain stores include Stop & Shop, Giant, TOPS, Albert Heijn and Bompreco. Ahold also supplies food to restaurants, hotels, healthcare institutions, government facilities, universities, stadiums, and caterers. * * * Moody's Investors Service, in May 2007, placed the Ba1 Corporate Family Rating and the Ba1 Senior Unsecured Long-Term Rating of Koninklijke Ahold N.V. on review for possible upgrade. LAMAR ADVERTISING: Moody's Holds Ba2 Corporate Family Rating ------------------------------------------------------------ Moody's Investors Service affirmed Lamar Advertising Company's Ba2 Corporate Family Rating and assigned a Ba3 rating to Lamar Media Corporation's new Senior Subordinated Notes due 2015 -- Series C. In addition, Moody's withdrew the B1 rating on Lamar's 2-7/8% Convertible Notes due 2010 since 99.9% of these notes were exchanged into 2 7/8% Convertible Notes- Series B due 2010 (unrated) on July 3, 2007. The outlook remains negative. Additionally, Moody's upgraded Lamar Media Corporation's senior secured credit facility from Ba1 to Baa3 and the senior unsecured shelf from (P)Ba1 to (P)Baa3. The upgrades reflect the addition of junior debt cushion beneath the secured facilities. Lamar's SGL-rating has been upgraded to SGL-1 from SGL-2. Proceeds from the new Senior Subordinated Notes will be used to repay borrowings under the company's revolving credit facility, for working capital and other general corporate purposes. Moody's has taken these ratings actions: Lamar Advertising Company: -- Corporate Family Rating -- Affirmed Ba2 -- Probability-of-default rating -- Affirmed Ba2 -- 2 7/8% convertible notes due 2010 -- Withdrew B1 (LGD 6, 94%) -- Speculative Grade Liquidity Assessment -- Upgraded SGL-2 to SGL-1 Lamar Media Corporation: -- Secured revolver -- Upgraded Ba1 to Baa3 (LGD 2, 25% to LGD 2, 23%) -- Secured term loan -- Upgraded Ba1 to Baa3 (LGD 2, 25% to LGD 2, 23%) -- 7-1/4% senior subordinated notes due 2013 - Affirmed Ba3 (LGD 5, 76% to LGD 5, 75%) -- 6 5/8% senior subordinated notes due 2015 -- Affirmed Ba3 (LGD 5, 76% to LGD 5, 75%) -- 6 5/8% senior subordinated notes due 2015 -- Series C -- Assigned Ba3 (LGD 5, 75%) -- Senior unsecured shelf -- Upgraded (P)Ba1 to (P)Baa3 (LGD 2, 25% to LGD 2, 23%) -- Senior subordinated shelf -- Affirmed (P) Ba3 (LGD 5, 76% to LGD 5, 75%) -- Preferred shelf -- Affirmed (P)B1 (LGD 6, 92%) The outlook is negative. Lamar's rating and outlook continue to reflect Moody's concerns relating to the company's appetite for incremental leverage to return capital to shareholders while it continues its digital deployment. In addition, the ratings reflect Lamar's on-going acquisition activity and the inherent cyclicality of the advertising business balanced by Lamar's scale, its geographically diverse outdoor portfolio, strong EBITDA margins and underlying asset value. The SGL upgrade reflects the company's ability to cover its capital expenditures and other operating requirements through internally generated cash flow as well as the availability of the entire revolving credit facility pro forma for the new notes issue. Based in Baton Rouge, Louisiana, Lamar Advertising Company is a leading owner and operator of outdoor advertising structures in the U.S. and Canada. LAMAR ADVERTISING: S&P Affirms BB- Corporate Credit Rating ---------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B' rating to Lamar Media Corp.'s proposed $225 million 6.625% senior subordinated notes series C due 2015. The notes will be privately placed under Rule 144A of the Securities Act of 1933, with registration rights. Proceeds from the notes will be used to repay the current $175 million outstanding balance on Lamar's $400 million revolving credit facilities, and for general corporate purposes. At the same time, Standard & Poor's Ratings Services affirmed its existing ratings on Lamar Media and parent Lamar Advertising Co., including the 'BB-' corporate credit rating. The rating outlook is stable. Ratings are based on the consolidated creditworthiness of the parent company. "The 'BB-' corporate credit rating reflects Lamar's high debt leverage resulting from acquisitions, share repurchases, and aggressive capital spending," said Standard & Poor's credit analyst Ariel Silverberg. "This is somewhat tempered by the company's satisfactory business profile, which reflects its strong position in the small-to-midsize outdoor advertising industry, high and stable operating margins, and solid cash flow generation." LEAR CORP: Names Matthew Simoncini as Chief Financial Officer ------------------------------------------------------------- Matthew J. Simoncini has been appointed as Lear Corporation's chief financial officer, effective immediately, reporting to Lear Vice Chairman James H. Vandenberghe. Daniel A. Ninivaggi, Lear Executive Vice President, General Counsel and Chief Administrative Officer, will continue to oversee Corporate Development and Strategic Planning activities. Most recently, Mr. Simoncini served as senior vice president of Global Finance and chief accounting officer where he was responsible for Lear's worldwide operational finance and accounting. Prior to this position, he served as vice president, Operational Finance since 2004, during which time he was responsible for Lear's divisional finance organization. He also served as the chief financial officer of Lear's Europe, Asia and Africa operations from 2001-2004. "Matt has done an outstanding job in a wide variety of key finance and accounting roles, and his promotion to chief financial officer is well deserved," said Bob Rossiter, Lear Chairman, CEO and President. "His business skills, operational knowledge and broad financial experience make him the perfect candidate to lead the Finance function. I look forward to working with him to further strengthen Lear's financial position and continue to reposition our company for future success." In addition to his qualifications with Lear, Simoncini served in a variety of senior finance positions for United Technologies Automotive, which Lear acquired in 1999. He began his career in 1985 with Deloitte & Touche after earning a bachelor's degree from Wayne State University in Detroit. He is a Certified Public Accountant and a member of the Michigan Association of Certified Public Accountants. About Lear Corp. Based in Southfield, Michigan, Lear Corporation (NYSE:LEA) -- http://www.lear.com/-- supplies automotive interior systems and components. Lear provides complete seat systems, electronic products and electrical distribution systems and other interior products. The company has more than 90,000 employees at 236 facilities in 33 countries. Lear also operates in Latin American countries including Argentina, Mexico, and Venezuela. Its European operations are located in Czech Republic, United Kingdom, France, Germany, Honduras, Hungary, Poland, Portugal, Romania, Russia, Slovakia, Spain, Sweden, South Africa, Morocco, Netherlands, Tunisia and Turkey. Its Asian facilities are in China, India, Japan, Philippines, Singapore, South Korea, and Thailand. * * * As reported in the Troubled Company Reporter on Sept. 4, 2007, Moody's Investors Service affirmed Lear Corporation's Corporate Family Rating of B2 with a stable outlook. Ratings on the company's term loan of B2 and on its unsecured notes of B3 were similarly affirmed but with slight revisions to their respective LGD point estimates. As reported in the Troubled Company Reporter on July 26, 2007, Standard & Poor's Ratings Services raised its corporate credit rating on Lear Corp. to 'B+' from 'B' and removed the ratings from CreditWatch with positive implications where they were placed on July 17, 2007. The outlook is negative. MEDICOR LTD: Court Approves NHB as Committee's Financial Advisor ---------------------------------------------------------------- The United States Bankruptcy Court for the District of Delaware gave the Official Committee of Unsecured Creditors of Medicor Ltd. and its debtor-affiliates' bankruptcy cases, permission to employ NachmanHaysBrownstein Inc., as their financial advisor. As financial advisor, NachmanHaysBrownstein is expected to: a. review and analyze the business, managament, operations, properties, financial condition and prospects of the Debtors; b. review the assumptions underlying the business plans and cash flow projections for the assets involved in any potential plan of reorganization; c. determine the reasonableness of the projected performance of the Debtors; d. monitor, evaluate and report to the Committee with respect to the Debtors' near-term liquidity needs, material operational changes and related financial and operational issues; e. review and analyze all material contracts and agreements; f. assist, procure and assemble any necessary validations of assets values; g. provide ongoing assistance to the Committee and its legal counsel; h. evaluate the Debtors' capital structure and making recommendations to the Committee with respect to the Debtors' efforts to reorganize its business operations and confirm a plan; i. assist the Committee in preparing documentation required in connection with creating, supporting or opposing a plan and participating in negotiations on behalf of the Committee with the Debtors or any groups affected by a plan; j. assist the Committee in preparing documentation required in connection with support or opposing a sale of the Debtors' assets and participating in negotiations on behalf of the Committee with the Debtors or any group affected by a sale; k. provide ongoing analysis of the Debtors' financial condition, business plans, capital spending budgets, operating forecasts, management and the prospects for its future performance; l. render testimony on behalf of the Committee; m. provide a valuation of the assets and business of the Debtors and the property of the Debtors' estates; n. review and analyze any intercompany claims and transfers between the Debtors and its non-debtor affiliates; o. provide any forensic services that may be required by the Committee; and p. provide other services as requested by the Committee and agreed to by the firm. The firm's primary professionals will bill the Committee on these rates: professionals Hourly Rates ------------- ------------ John Bambach, Jr., CTP $425 Edward T. Gawin, CTP $425 Laurence E. Sax, CTP $325 Additionally, the firm's principals, advisors and associates will charge between $250 and $450 per hour. If the Committee requests forensic accounting services, the firm bills between $150 and $200 per hour for this service. John Bambach, Jr., CTP, a principal of the firm, assures the Court that the firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. Mr. Bambach can be reached at: John Bambach, Jr., CTP NachmanHaysBrownstein Inc. 822 Montgomery Avenue, Suite 204 Narberth, PA 19072 Tel: (610) 660-0060 http://www.nhbteam.com/ Headquartered in North Las Vegas, Nevada, MediCor Ltd. -- http://www.medicorltd.com/-- acquires, develops, manufactures and markets products primarily for aesthetic, plastic and reconstructive surgery and dermatology markets. The company and seven of its affiliates filed for chapter 11 protection on June 29, 2007 (Bankr. D. Del. Case No. 07-10877) to effectuate the orderly marketing and sale of their business. Kenneth A. Rosen, Esq., Jeffrey D. Prol, Esq., and Jeffrey A. Kramer, Esq., at Lowenstein Sandler PC represent the Debtors in their restructuring efforts. Dennis A. Meloro, Esq., and Victoria Watson Counihan, Esq., at Greenberg Traurig, LLP, acts as the Debtors' Delaware counsel. The Debtors engaged Alvarez & Marsal North America LLC as their restructuring advisor. David W. Carickhoff, Jr., Esq., and Jason W. Staib, Esq., at Blank Rome LLP serve as the Official Committee of Unsecured Creditor's counsel. In its schedules of assets and debts filed with the Court, Medicor disclosed total assets of $96,553,019, and total debts of $158,137,507. The Debtors' exclusive period to file a chapter 11 plan expires on Oct. 27, 2007. MITSUBISHI MATERIALS: Eyes 12% Boost in 2008 Pretax Profit ---------------------------------------------------------- Mitsubishi Materials Corp. is expected to post pretax profit of JPY120 billion in the year to March 2008 due to rising copper prices, Yasuhiko Seki of Thomson Financial reports, citing the Nikkei business daily. The figure will be JPY10 billion higher than the company's forecast, and is 12% up compared to the previous fiscal year, notes Mr. Seki. According to Thomson Financial, sales for the year ending March 31, 2008, is seen to rise 3% to JPY1.5 trillion, up from a previous estimate of JPY1.46 trillion, while operating profit is likely to jump 14% to JPY90 billion, which is up from an earlier projection of JPY86 billion. The Nikkei, notes Mr. Seki, said that sales for the first half through September are seen increasing 11% to JPY770 billion, as compared to the previous approximation of JPY730 billion and pretax profit to rise 2% to JPY60 billion, up from the company's estimate of JPY54 billion. About Mitsubishi Materials Headquartered in Tokyo, Mitsubishi Materials Corp. -- http://www.mmc.co.jp/english/-- was formed on Dec. 21, 1990, from the merger of two firms, Mitsubishi Metal Mining Company Limited and Mitsubishi Cement Limited. The company manufactures metals and ceramics products. The company has international offices in the United States, Canada, Brazil, Chile, France, Italy, Indonesia and the rest of Asia. * * * As reported on Feb. 19, 2007, that Standard & Poor's Ratings Services revised to positive from stable the outlook on its 'BB' long-term corporate credit rating on Mitsubishi Materials Corp. based on the company's increasing level and stability of cash flows, and expectations for further improvement in the company's financial profile. MYLAN LABS: Earns $79.7 Million in Quarter Ended June 30 -------------------------------------------------------- Mylan Laboratories Inc. reported net earnings of $79.7 million for the quarter ended June 30, 2007, compared to net earnings of $75.6 million in the same prior year period. Net revenues for the first quarter of fiscal 2008 increased by 55.6% or $193.9 million to $542.7 million from $348.8 million in the same prior year period. Mylan Segment net revenues increased by $102.6 million, while the Matrix Segment had net revenues of $91.3 million which represents a 15% increase from the fourth quarter of fiscal 2007, the first quarter in which Mylan consolidated their financial results. Robert J. Coury, Mylan's vice chairman and chief executive officer, commented: "Once again, I am extremely pleased with our first quarter results which include record revenues even before the contribution from Matrix, which served to further enhance our top-line growth. Additionally, sales of amlodipine, which were approximately $84.0 million, coupled with the continued strong performance of other core products in our portfolio, including fentanyl, have translated into the most successful operational quarter in the company's history." Mr. Coury further commented: "Because analyst estimates showed a wide range of contribution for amlodipine, we believe that the mean estimate was not representative of the record quarter we have delivered and as such felt it was important to break out amlodipine revenue. Excluding amlodipine, we believe our results have met or exceeded Wall Street expectations and as we have maintained all along, even with the challenging market dynamics surrounding this product, we were able to fulfill our promise by substantially monetizing this first-to-file opportunity." On May 12, 2007, Mylan and Merck KGaA announced the signing of a definitive agreement under which Mylan will acquire Merck's generics business. The transaction remains subject to regulatory review in the United States and certain other customary closing conditions, and is expected to close in the second half of calendar 2007. At June 30, 2007, the company's consolidated balance sheet showed $4.47 billion in total assets, $2.71 billion in total liabilities, $36.7 million in minority interest, and $1.72 billion in total shareholders' equity. Full-text copies of the company's consolidated financial statements for the quarter ended June 30, 2007, are available for free at http://researcharchives.com/t/s?23eb About Mylan Laboratories Headquartered in Canonsburg, Pennsylvania, Mylan Laboratories Inc. (NYSE: MYL) -- http://www.mylan.com/-- is engaged in developing, licensing, manufacturing, marketing and distributing generic, brand and branded generic pharmaceutical products. The company obtains new generic products primarily through internal product development. In addition, it licenses or co-develops products through arrangements with other companies. New generic product approvals are obtained from the United States Food and Drug Administration through the Abbreviated New Drug Application process, which requires the company to demonstrate bioequivalence to a reference brand product. * * * Moody's Investor Services placed Mylan Laboratories Inc.'s probability of default and long term corporate family ratings at "Ba1" in May 2007, which still holds to date. NATIONAL EASTERN: Wants Anthony Novak as Bankruptcy Counsel ----------------------------------------------------------- National Eastern Corporation asks the U.S. bankruptcy Court for the District of Connecticut for authority to employ Chorches & Novak, P.C. as its bankruptcy counsel. Chorches & Novak will: (a) give the Debtor legal advice with respect to its powers and duties as debtor-in possession in the continued operation of its business and management of its property; (b) take any and all legal action in record to any possible preferences within ninety 90 days before the filing petition; (c) prepare on behalf of the Debtor, necessary applications, answers, orders, reports and other legal papers; (d) perform all other legal services for debtor-in- possession to employ an attorney for such professional services. The Debtor will pay the firm based on these rates: Designation Hourly Rate ----------- ----------- Partners $325 Associates $215 Legal Assistants/Law Clerks $65 - $125 The company will also pay the firm's professional liability insurance in the amount of $2 million through Zurich Insurance Group, Policy No. LPL 4908278-4, and will maintain the said insurance coverage during the pendency of appointment. To the best of the Debtor's knowledge, the firm does not hold or represent any interest adverse to the Debtor's estate and is "disinterested" as the term is defined in the Bankruptcy Code. The firm can be reached at: Anthony S. Novak, Esq. Chorches & Novak, P.C. 1260 Silas Deane Highway Wethersfield, Connecticut 06109 Tel: (860)257-1980 Headquartered in Plainville, Connecticut, National Eastern Corp. fabricates steel. The Debtor filed for Chapter 11 protection on Sept. 17, 2007 (Bankr. D. Conn. Case No. 07-21290). When the company filed for bankruptcy, it listed total assets of $20,786,808 and total debts of $15,398,616. NEW YORK RACING: Court Approves Getnick as Integrity Counsel ------------------------------------------------------------ The U.S. Bankruptcy Court for the Southern District of New York gave New York Racing Association Inc., authority to employ Getnick & Getnick as its special business integrity Counsel. As reported in the Troubled Company Reporter on Aug. 8, 2007, the firm is expected to, among others, monitor and investigate the Debtor's business practices and operations in these areas: (i) living and working conditions on the backstretch; (ii) simulcast signal sales and rebate shops; (iii) horse drug testing and sanctions; (iv) pre-race horse monitoring; (v) segregation and maintenance of horsemen's funds; (vi) implementation of the company Code of Ethics; (vii) preparation and presentation of financial statements; and (viii) implementation of anti-money laundering policies and other financial system protections. Getnick & Getnick professionals agreed to provide services to the Debtor at these hourly rates: Designations Hourly Rates ------------ ------------ Principal $290 Executive Project Manager $290 Project Manager $255 Forensic Auditor $255 Investigator $165 Project Administrator $100 Pursuant to a retainer agreement, G&G's monthly retainer and minimum fee for professional services is $125,000 to be billed against hourly billings by G&G and person working under the direction of G&G. In addition, the term of G&G's representation will run for five years, starting on the effective date of any plan, provided however, that, should the Debtor cease to maintain its franchise to conduct racing and operating pari-mutual wagering on its racetracks, the term of G&G's representation will automatically terminate. The Debtor's franchise is scheduled to expire on Dec. 31, 2007. Neil V. Getnick, managing partner at the firm, assured the Court that G&G does not represent or hold any interest adverse to the Debtor or its estate with respect to the matters as to which G&G is to be employed. Based in Jamaica, New York, The New York Racing Association Inc. aka NYRA -- http://www.nyra.com/-- operates racing tracks in Aqueduct, Belmont Park and Saratoga. The company filed for chapter 11 protection on Nov. 2, 2006 (Bankr. S.D.N.Y. Case No. 06-12618). Brian S. Rosen, Esq., at Weil, Gotshal & Manges LLP, Henry C. Collins, Esq., at Cooper, Erving & Savage LLP, and Irena M. Goldstein, Esq., at Dewey Ballantine LLP represent the Debtor in its restructuring efforts. Jeffrey S. Stein of The Garden City Group Inc. serves as the Debtor's claims and noticing agent. Edward M. Fox, Esq., Eric T. Moser, Esq., Jeffrey N. Rich, Esq., at Kirkpatrick & Lockhart Preston Gates Ellis LLP, represent the Official Committee of Unsecured Creditors. When the Debtor sought protection from its creditors, it listed more than $100 million in total assets and total debts. NORTHWEST AIRLINE: Moody's Rates Class B Certificates at Ba1 ------------------------------------------------------------ Moody's Investors Service assigned ratings of A3 and Ba1 to the Class A and Class B Certificates, respectively of the Northwest Airlines Pass Through Certificates, Series 2007-1. Each certificate will represent 100% of the fractional undivided interest in the assets of the corresponding Trust and related Deposits. Property of the Trust will be Equipment notes to be issued by Northwest Airlines Inc. which will be secured by a security interest in the aircraft being financed by this transaction. The notes with respect to each aircraft will be issued under a separate indenture with a separate loan trustee for each indenture. Moody's affirmed all ratings of Northwest, corporate family rating at B1, and the outlook remains stable. General Structure of the Northwest Airlines 2007-1 EETCs Proceeds from the sale of the Certificates will be used to purchase notes to finance 27 new EMB-175 LR regional jet aircraft manufactured by Embraer scheduled to be delivered from January 2008 to December 2008. All of the Aircraft will be owned by Northwest and leased and operated by Compass Airlines Inc., a wholly owned subsidiary. Proceeds from the certificates initially will be held in escrow and subsequently will be used by the trusts to acquire equipment notes to be issued by Northwest on a full recourse basis. The proceeds of the offering of each class of certificates will be held in escrow by the Depository, Credit Suisse, New York Branch to which Moody's has assigned a short term unsecured debt rating of P-1, until the Aircraft are delivered. The risk of the difference between the coupon rate on the certificates and the investment rate on the cash held in escrow is borne by the depositary, which will hold the proceeds of the certificate offerings as interest-bearing deposits. The certificates issued to finance the aircraft do not represent interests in and are not obligations of Northwest. However, the underlying Notes will be full recourse obligations of Northwest, and Northwest Airlines Corporation, the indirect parent corporation of Northwest, will unconditionally guarantee the payments by Northwest under each note issued by Northwest. The amounts payable by Northwest under the notes will be sufficient to pay in full all principal and interest on the certificates when due. The notes will be secured by a perfected security interest in the Aircraft and it is the opinion of counsel to Northwest, that the notes will be entitled to the benefits of Section 1110 of the U.S. Bankruptcy Code. The Class B Certificates rank junior in priority to the Class A Certificates. The Class A Certificates and Class B Certificates will each be supported by a liquidity facility intended to pay up to three semi-annual interest payments (up to 18 months) in the event Northwest defaults on its obligations under the notes. The liquidity facilities will not provide for payments of principal due. The liquidity provider for the Class A and Class B Certificates is Calyon, acting through its New York Branch, which has a Moody's short-term rating of P-1. The liquidity provider has a priority claim on proceeds from liquidation ahead of any of the certificate holders and is also the controlling party following default under certain circumstances. Cross Collateralization and Waterfall The ratings reflect Moody's belief that the certificates derive only modest benefit from the cross collateralization feature included in the transaction. This feature provides that any proceeds from the exercise of remedies with respect to an aircraft will be available to cover shortfalls then due under the notes issued with respect to the other aircraft, thus potentially enhancing recovery in the event of default. However, Moody's believes the fact that a single model of aircraft (EMB-175 LR) is financed and that the collateral pool comprises a modest number of aircraft indicates a lack of critical diversity in utility of the aircraft to produce a more significant benefit resulting from cross collateralization. The rating on the Class A Certificates considers the credit quality of Northwest as obligor under the notes, the unconditional payment guarantee provided by NWA Corp., the value of the aircraft pledged as security for the Notes, the credit support provided by the liquidity facility, and the additional structural features of the transaction. The rating on the Class B Certificates reflects both the subordination of the interests of the holders of the Class B Certificates to those of Class A Certificate holders as well as a high peak loan-to-value ratio which mitigates the expected recovery to holders of the Class B Certificates. Collateral for the Northwest Airlines 2007-1 EETC While it has a very limited operator base at this time in its own right primarily because of its recent introduction, the EMB-175 LR has a long range and is part of the deep family of Embraer regional jets which enjoy broader acceptance. Moody's believes the values of the aircraft are supported by strong current market conditions which may be nearing the peak of the demand cycle. Should a downturn in the demand for aircraft occur in the future, Moody's believes the impact on the values of these aircraft would be greater than for other larger aircraft types for several reasons. First, as fuel costs continue to rise for airlines, operators may in the future decide the operating efficiency gains associated with utilization of regional jets is offset by the expense of higher flight frequencies necessary to offset the lower capacity of the RJs. Second, while the EMB-175 LR is a member of a larger regional jet family, the proliferation of model variants manufactured by Embraer may have dilutive effects on the future values of specific models such as the EMB-175 LR that has a relatively small operator base. Moody's believes the loan to value ratios on the certificates mitigates the incremental volatility of EMB-175 LR values. Ratings assigned: Northwest Airlines, Inc.'s Enhanced Equipment Trust Certificates Series 2007-1: -- Class A at A3 -- Class B at Ba1 Northwest, a wholly owned subsidiary of NWA Corp., is the 6th largest airline that provides scheduled passenger service throughout North America and Asia (and access to Europe through an alliance with KLM-Air France) and is headquartered in Eagan, Minnesota. NUTRITIONAL SOURCING: Court Okays Mesirow Financial as Consultant ----------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware gave Nutritional Sourcing Corp. and its debtor-affiliates, permission to employ Mesirow Financial Consulting LLC, as their consultant, nunc pro tunc to Aug. 13, 2007. As reported in the Troubled Company Reporter on Sept. 20, 2007, the Debtors related to the Court that because their resources and personnel are focused on consummating a sale of their assets, they need additional assistance to compile, analyze and prepare the financial reports and schedules required by the Bankruptcy Code. Mesirow will assist the Debtors in the preparation and review of the reports and filings, including schedule of assets and liabilities and statements of financial affairs. The Debtors will pay Mesirow a fixed monthly fee of $35,000 for the services of one senior vice president, plus reimbursement of out-of-pocket expenses. To the best of the Debtors' knowledge, Mesirow is a "disinterested person" within the meaning of section 101(14) of the Code, as modified by section 1107(b) of the Code. The firm can be reached at: Thomas J. Allison Sr. Managing Director Mesirow Financial Consulting, LLC 350 North Clark Street Chicago, IL 60610 Tel: (800) 453-0600 http://www.mesirowfinancial.com/ Based in Pompano, Florida, Nutritional Sourcing Corp., fdba Pueblo Xtra International, Inc. -- http://www.puebloxtra.com/-- owns and operates supermarkets and video rental shops in Puerto Rico and the US Virgin Islands. The company and two affiliates, Pueblo International, L.L.C., and F.L.B.N., L.L.C., filed for chapter 11 protection on Aug. 3, 2007 (Bankr. D. Del. Case Nos. 07-11038 through 07-11040). Kay Scholer LLC represents the Debtors in their restructuring efforts. Pepper Hamilton LLP serves as their Delaware counsel. Skadden, Arps, Slate, Meagher & Flom LLP represent the Official Committee of Unsecured Creditors. When the Debtors filed for protection from their creditors, they listed estimated assets and debts between $1 million and $100 million. OUR LADY OF MERCY: Has Until December 31 to File Chapter 11 Plan ---------------------------------------------------------------- The United States Bankruptcy Court for the Southern District of New York further extended Our Lady of Mercy Medical Center and its debtor-affiliate, O.L.M Parking Corporation's exclusive periods to: a. file a Chapter 11 plan through and including Dec. 31, 2007; and b. solicit acceptances of that plan until Feb. 28, 2008. The Debtors' exclusive period to file a plan expired on Sept. 30, 2007. As reported in the Troubled Company Reporter in Sept. 11, 2007, the Debtors told the Court that they need more time to complete the sale of its assets to Mentefiore Medical Center and obtained certain necessary regulatory Court approvals. The Debtors expect to obtain these approvals after Nov. 16, 2007. In addition, the Debtors contended they need more time to review the validity of approximately 450 proofs of claim, of which 130 of those are malpractice and personal injury claims against the Debtors. The Debtors discloses that the amount on some of these claims is overstated. Based in Bronx, New York, Our Lady of Mercy Medical Center -- http://www.olmhs.org/-- provides health care services. The medical center is a member of the Montefiore Health System and is a University affiliate of New York Medical College. The company and its debtor-affiliate, O.L.M. Parking Corporation, sought chapter 11 protection on March 8, 2007 (Bankr. S.D.N.Y. Case Nos. 07-10609 and 07-10610). Frank A. Oswald, Esq. at Togut, Segal & Segal LLP, and Burton S. Weston, Esq., at Garfunkel, Wild & Travis, P.C., represent the Debtors in their restructuring efforts. The Garden City Group, Inc., is the Debtors' claims and noticing agent. Martin G. Bunin, Esq., Craig E. Freeman, Esq., and Catherine R. Fenoglio, Esq., at Alston & Bird LLP, represent the Official Committee of Unsecured Creditors. Daniel T. McMurray, of Focus Management Group, is the Patient Care Ombudsman and is represented by Mark I. Fishman, Esq., at Neubert, Pepe & Monteith, P.C. When the Debtors filed for protection from their creditors, they listed total assets of $91 million and total liabilities of $151 million. PALM INC: Posts $841,000 Net Loss in First Quarter Ended Aug. 31 ---------------------------------------------------------------- Palm Inc. disclosed Monday results of operations for its first quarter of fiscal year 2008, ended Aug. 31. Net loss for the quarter was $841,000. Net loss included stock- based compensation expense of approximately $5.1 million, amortization of intangible assets of approximately $1.0 million, patent acquisition cost of $5.0 million, restructuring charges of approximately $6.6 million and gain on sale of land of approximately $4.4 million. This compares to net income for the first quarter of fiscal year 2007 of $16.5 million. Total revenue in the first quarter of fiscal year 2008, ended Aug. 31, was $360.8 million. This compares to total revenue of $355.8 million in the same period of fiscal year 2007. Smartphone sell-through for the quarter was 689,000 units, up 21% year over year. Smartphone revenue was $302.2 million, up 12%. Non-GAAP net income in the first fiscal quarter totaled $9.7 million, excluding stock-based compensation expense, amortization of intangible assets, patent acquisition cost, restructuring charges, gain on sale of land and the related income tax provision. This compares to non-GAAP net income in the first quarter of fiscal year 2007 of $21.5 million, which excluded the effects of amortization of intangible assets, stock-based compensation and the related income tax provision. Earnings before interest, taxes, depreciation and amortization, or EBITDA, totaled $4.1 million. EBITDA, adjusted to add back stock- based compensation, other non-operating expense, patent acquisition cost, restructuring charges and gain on sale of land, or Adjusted EBITDA, totaled $16.7 million. "The launch of our Palm(R)Treo(TM) 500v with Vodafone and the Palm Centro(TM) with Sprint in September demonstrate our commitment to delivering competitive, high-quality solutions and expanding our reach to a broader market and range of customers," said Ed Colligan, Palm president and chief executive officer. "As we move toward completing the recapitalization transaction with Elevation Partners, we are excited to strengthen our ability to accelerate Palm's growth in the future." At Aug. 31, 2007, the company's consolidated balance sheet showed $1.48 billion in total assets, $408.8 million in total liabilities, and $1.07 billion in total stockholders' equity. Second Quarter Fiscal Year 2008 Guidance Revenue is expected to be between $370 million and $380 million; Net loss on a GAAP basis is expected to be in the range of $3.2 million and $1.1 million and earnings before interest, taxes, depreciation and amortization, adjusted to add back stock-based compensation, restructuring charges and other non-operating expenses, or Adjusted EBITDA, is expected to be in the range of $13 million to $16 million. About Palm Inc. Headquartered in Sunnyvale, California, Palm Inc. (NasdaqGS: PALM) -- http://palm.com/-- sells smartphones and handheld computers. The company's products include Palm(R) Treo(TM) smartphones and Palm handheld computers, as well as software, services and accessories. Palm products are sold through select Internet, retail, reseller and wireless operator channels throughout the world, and at Palm Retail Stores and Palm online stores. * * * As reported in the Troubled Company Reporter on July 23, 2007, Standard & Poor's Services Ratings Services assigned its 'B' corporate credit rating to Palm Inc. The outlook is stable. PARMALAT SPA: Plans Expansion Via Acquisitions & Joint Ventures --------------------------------------------------------------- Parmalat S.p.A. said that is ready to expand its dairy business through acquisitions and joint ventures, with approximately EUR570,000,000 in cash to finance the transactions, AFX News reported, citing a report from Il Sole 24 Ore based on documents produced during the Sept. 14, 2007, presentation of the company's first half results to financial analysts. Pursuant to the documents, Parmalat's expansion strategy will enable it to "increase scale, improve mix and gain (a) position in emerging markets." "Today we have extraordinary income coming from litigations, but we have to look at the phase when we will only have our operational income," Dr. Enrico Bondi, Extraordinary Administrator of Parmalat Finanziaria S.p.A., et al., told analysts, according to AFX News. For the period ending June 30, 2007, Parmalat made EUR278,300,000 from settlements, helping the company reach the end of the first half with net cash of EUR570,200,000, AFX News disclosed. "We are looking at developing countries. A good opportunity could be sub-Saharan Africa and other emerging markets," Dr. Bondi told analysts, according to AFX News. Dr. Bondi, however, noted that any settlement should: (i) preserve Parmalat's strong financial structure; (ii) avoid dilutive impacts in terms of valuation and profitability; and (iii) preserve the company's capacity to distribute a dividend. "I hope to be able to do something respecting these guidelines, otherwise I think it will be difficult [to do anything]," Dr. Bondi said, according to AFX News. Dr. Bondi added that Parmalat is in the "study process," and the "timing for any transaction is difficult to forecast." Headquartered in Milan, Italy, Parmalat S.p.A. -- http://www.parmalat.net/-- sells nameplate milk products that can be stored at room temperature for months. It also has about 40 brand product lines, which include yogurt, cheese, butter, cakes and cookies, breads, pizza, snack foods and vegetable sauces, soups and juices. The Company's U.S. operations filed for chapter 11 protection on Feb. 24, 2004 (Bankr. S.D.N.Y. Case No. 04-11139). Gary Holtzer, Esq., and Marcia L. Goldstein, Esq., at Weil Gotshal & Manges LLP, represent the Debtors. When the U.S. Debtors filed for bankruptcy protection, they reported more than $200 million in assets and debts. The U.S. Debtors emerged from bankruptcy on April 13, 2005. Parmalat S.p.A. and its Italian affiliates filed separate petitions for Extraordinary Administration before the Italian Ministry of Productive Activities and the Civil and Criminal District Court of the City of Parma, Italy on Dec. 24, 2003. Dr. Enrico Bondi was appointed Extraordinary Commissioner in each of the cases. The Parma Court has declared the units insolvent. On June 22, 2004, Dr. Bondi filed a Sec. 304 Petition, Case No. 04-14268, in the United States Bankruptcy Court for the Southern District of New York. Parmalat has three financing arms: Dairy Holdings Ltd., Parmalat Capital Finance Ltd., and Food Holdings Ltd. Dairy Holdings and Food Holdings are Cayman Island special-purpose vehicles established by Parmalat S.p.A. The Finance Companies are under separate winding up petitions before the Grand Court of the Cayman Islands. Gordon I. MacRae and James Cleaver of Kroll (Cayman) Ltd. serve as Joint Provisional Liquidators in the cases. On Jan. 20, 2004, the Liquidators filed Sec. 304 petition, Case No. 04-10362, in the United States Bankruptcy Court for the Southern District of New York. In May 2006, the Cayman Island Court appointed Messrs. MacRae and Cleaver as Joint Official Liquidators. Gregory M. Petrick, Esq., at Cadwalader, Wickersham & Taft LLP, and Richard I. Janvey, Esq., at Janvey, Gordon, Herlands Randolph, represent the Finance Companies in the Sec. 304 case. The Honorable Robert D. Drain presides over the Parmalat Debtors' U.S. cases. (Parmalat Lumber Bankruptcy News, Issue No. 91; http://bankrupt.com/newsstand/or 215/945-7000). PARMALAT SPA: Sees Citigroup Trial Starting in March 2008 --------------------------------------------------------- The trial against Citigroup for its involvement in Parmalat S.p.A.'s bankruptcy proceedings should start around March 2008, unless the U.S. group's time extension request is granted, Parmalat attorney Nicola Palmieri said during the presentation of the group's litigation timetable to analysts, AFX News reported. The presentation also revealed that the trial against Bank of America and Grant Thornton should commence by the second or third quarter of 2008. The U.S. class action procedure should currently maintain the same schedule as the one set out in the multidistrict litigations against BofA and Grant Thornton, Mr. Palmieri told AFX News. "The class must first meet a set of criteria to get certified ... and there is a good chance they may not get this certification," Mr. Palmieri told analysts, according to AFX News. Mr. Palmieri said he expects a decline on the legal expenses, which in the first half totaled EUR31,900,000, starting from 2008, AFX News reported. "In 2009 there should be a completely different picture because only Italian cases will be involved and that (the costs) are nothing like they are in the U.S.," Mr. Palmieri further told AFX News. Motion to Dismiss Foreign Plaintiffs' Claims Parmalat S.p.A. asked the Hon. Lewis A. Kaplan of the United States District for the Southern District of New York to dismiss, with prejudice, the claims asserted by the Foreign Plaintiffs in the Third Amended Consolidated Class Action Complaint, pursuant to Rule 12(c) of the Federal Rules of Civil Procedure. Peter E. Calamari, Esq., at Quinn, Emanuel, Urquhart, Oliver & Hedges, LLP, in New York, tells Judge Kaplan that the Foreign Plaintiffs' claims against Reorganized Parmalat pursuant to the Securities Exchange Act can only be maintained if they can overcome the general presumption that federal statutes do not apply "extra-territorially." To overcome that presumption, Mr. Calamari asserts, the Foreign Plaintiffs must show that the wrongful conduct either occurred in the United States, or had a substantial effect in the United States or upon its citizens. Mr. Calamari notes that the District Court had already dismissed the claims asserted by the Foreign Plaintiff purchasers against Grant Thornton, Deloitte & Touche, Bank of America, Citigroup, Credit Suisse, and BNL. In doing so, the District Court ruled that the transactions forming the basis of the Foreign Plaintiffs' allegations were overwhelmingly foreign. Mr. Calamari says the District Court's ruling applies to the claims asserted by the Foreign Plaintiffs against Reorganized Parmalat. Unlike the U.S.-based banks and auditors, the Old Parmalat was an Italian company, and by definition, could not have committed acts essential to the alleged fraud against foreign purchasers outside of Italy. Mr. Calamari contends that the Complaint asserts no domestic conduct of Old Parmalat that relates to foreign purchasers. Any alleged conduct in the Unites States was incidental, and therefore did not directly cause the losses of the Foreign Plaintiffs, he maintains. Smith and Pappas Want to File 3rd Amended Complaint Gerald K. Smith and G. Peter Pappas had asked the District Court to reconsider its August 8 Order dismissing their Second Amended Complaints to allow them to amend their pleadings and correct the deficiencies described in the Order. Messrs. Smith and Pappas asserted that the District Court had overlooked facts alleged in the Second Amended Complaints, as well as controlling law relevant to issues addressed in the Order. The plaintiffs added that the Order was the District Court's first ruling on the sufficiency of their allegations, hence, they should be granted leave to add the lacking information. However, Judge Kaplan dismissed the Reconsideration Motion as without merit, and denied Messrs. Smith and Pappas leave to amend their motion, stating that they had "more than sufficient opportunity file sufficient complaints." Judge Kaplan pointed out that the problems resulting in the dismissal of the Second Amended Complaints should have been apparent to the plaintiffs before they had filed their original complaints. They had not even indicated how they will cure the deficiencies, Judge Kaplan noted. Consequently, Messrs. Smith and Pappas ask the District Court to alter its judgment and grant them leave to file Third Amended Complaints, for basically the same relief as sought in their Reconsideration Motion. On the plaintiffs' behalf, Leo R. Beus, Esq., at Beus Gilbert PLLC in Scottsdale, Arizona, asserts that the District Court made errors of fact and of law in its analyses of the Plaintiffs' claims with respect to issues of loss causation and damages, and abused its discretion by dismissing the claims without leave to amend. Messrs. Smith and Pappas also seek to file certain documents under seal, pursuant to an August 2005 Stipulated Protective Order. The documents include: (a) motion to alter or amend the judgment and other relief pursuant to Rule 59 of the Federal Rules of Civil Procedure; (b) declaration of Robert T. Mills, consisting of products of discovery, occurring since the filing of the Second Amended Complaints; (c) proposed Third Amended Complaint in Smith v. Bank of America, et al.; and (d) proposed Third Amended Complaint in Pappas v. Bank of America, et al. Messrs. Smith and Pappas intend to submit those exhibits, representing substantial discovery supporting their Complaints, for the consideration of their Motion to Alter the District Court's judgment. About Parmalat Headquartered in Milan, Italy, Parmalat S.p.A. -- http://www.parmalat.net/-- sells nameplate milk products that can be stored at room temperature for months. It also has about 40 brand product lines, which include yogurt, cheese, butter, cakes and cookies, breads, pizza, snack foods and vegetable sauces, soups and juices. The Company's U.S. operations filed for chapter 11 protection on Feb. 24, 2004 (Bankr. S.D.N.Y. Case No. 04-11139). Gary Holtzer, Esq., and Marcia L. Goldstein, Esq., at Weil Gotshal & Manges LLP, represent the Debtors. When the U.S. Debtors filed for bankruptcy protection, they reported more than $200 million in assets and debts. The U.S. Debtors emerged from bankruptcy on April 13, 2005. Parmalat S.p.A. and its Italian affiliates filed separate petitions for Extraordinary Administration before the Italian Ministry of Productive Activities and the Civil and Criminal District Court of the City of Parma, Italy on Dec. 24, 2003. Dr. Enrico Bondi was appointed Extraordinary Commissioner in each of the cases. The Parma Court has declared the units insolvent. On June 22, 2004, Dr. Bondi filed a Sec. 304 Petition, Case No. 04-14268, in the United States Bankruptcy Court for the Southern District of New York. Parmalat has three financing arms: Dairy Holdings Ltd., Parmalat Capital Finance Ltd., and Food Holdings Ltd. Dairy Holdings and Food Holdings are Cayman Island special-purpose vehicles established by Parmalat S.p.A. The Finance Companies are under separate winding up petitions before the Grand Court of the Cayman Islands. Gordon I. MacRae and James Cleaver of Kroll (Cayman) Ltd. serve as Joint Provisional Liquidators in the cases. On Jan. 20, 2004, the Liquidators filed Sec. 304 petition, Case No. 04-10362, in the United States Bankruptcy Court for the Southern District of New York. In May 2006, the Cayman Island Court appointed Messrs. MacRae and Cleaver as Joint Official Liquidators. Gregory M. Petrick, Esq., at Cadwalader, Wickersham & Taft LLP, and Richard I. Janvey, Esq., at Janvey, Gordon, Herlands Randolph, represent the Finance Companies in the Sec. 304 case. The Honorable Robert D. Drain presides over the Parmalat Debtors' U.S. cases. (Parmalat Lumber Bankruptcy News, Issue No. 91; http://bankrupt.com/newsstand/or 215/945-7000). PASCACK VALLEY: Organizational Meeting Scheduled on October 11 -------------------------------------------------------------- The U.S. Trustee for Region 3 will hold an organizational meeting to appoint an official committee of unsecured creditors in Pascack Valley Hospital Association, Inc.'s chapter 11 case at 2:00 p.m., on Oct. 11, 2007, at the Office of the U.S. Trustee, Room 1401, 14th Floor, One Newark Center, in Newark, New Jersey. The sole purpose of the meeting will be to form a committee or committees of unsecured creditors in the Debtors' cases. The meeting is not the meeting of creditors pursuant to Section 341 of the Bankruptcy Code. However, a representative of the Debtor will attend and provide background information regarding the cases. Creditors interested in serving on a Committee should complete and return to the U.S. Trustee a statement indicating their willingness to serve on an official committee. Official creditors' committees, constituted under Section 1102 of the Bankruptcy Code, ordinarily consist of the seven largest creditors who are willing to serve on a committee. In some Chapter 11 cases, the U.S. Trustee is persuaded to appoint multiple creditors' committees. Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at the Debtors' expense. They may investigate the Debtors' business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. Those committees will also attempt to negotiate the terms of a consensual Chapter 11 plan -- almost always subject to the terms of strict confidentiality agreements with the Debtors and other core parties-in-interest. If negotiations break down, the Committee may ask the Bankruptcy Court to replace management with an independent trustee. If the Committee concludes that the reorganization of the Debtors is impossible, the Committee will urge the Bankruptcy Court to convert the Chapter 11 cases to a liquidation proceeding. Based in Westwood, New Jersey, Pascack Valley Hospital Association, Inc. -- http://www.pvhospital.org/-- operates a full-service, 291-bed non-profit medical facility, part of a system of healthcare affiliates known as the Well Care Group, Inc., which provides a full range of the most advanced, technically specialized healthcare services available. The Debtor filed for Chapter 11 protection on Sept. 24, 2007 (Bankr. D. N.J. Case No. 07-23686). Jack M. Zackin, Esq., Simon Kimmelman, Esq., Valerie A. Hamilton, Esq., at Sills Cummis Radin Tischman Epstein & Gross, P.C., represent the Debtor. When the Debtor filed for protection from its creditor, it listed estimated assets and debts between $1 million and $100 million. PASCACK VALLEY: Bankruptcy Filing Cues Fitch to Lower Ratings ---------------------------------------------------------------- Fitch Ratings downgraded to 'CC' from 'CCC' two New Jersey Health Care Facilities Financing Authority (Pascack Valley Hospital Association Issue) revenue bonds, $49.4 million series 2003 and $32.5 million series 1998. The Rating Outlook is revised to Evolving from Stable. The downgrade reflects the hospital's recent bankruptcy filing after failing to secure a strategic partner. The Evolving Rating Outlook reflects uncertainty regarding bondholder recovery. On Sept. 20, the Board of Trustees of Pascack Valley Hospital Association filed a petition under Chapter 11 of the U.S. Bankruptcy code, following several years of increasing operating losses, a severe liquidity crisis, and failure to find a strategic partner. The hospital is working with the NJ Department of Health and Senior Services to develop a plan to ensure the safe and orderly closing of the institution. Employees have received a 60 day notice of termination with November 21 announced as the expected termination date. For the seven month period ending July 31, 2007, Pascack's unaudited results show $2.5 million of unrestricted cash and investments, or only 8.3 days cash on hand, declining from $3.6 million (9.9 days) at Dec. 31, 2006. Trustee-held funds were $7.1 million. The hospital lost $7.1 million from operations (negative 10.3% operating margin) and $6.7 million in excess income (negative 9.6% excess margin). Pascack's bonds are secured by a gross revenue pledge and a mortgage lien. PEOPLE’S CHOICE: Credit Support Erosion Cues S&P to Cut Ratings --------------------------------------------------------------- Standard & Poor's Ratings Services lowered its ratings on five classes of mortgage pass-through certificates from People’s Choice Home Loan Securities Trust Series 2004-1. Additionally, S&P removed the rating on class B1 from CreditWatch, where it was placed with negative implications on June 25, 2007. The lowered ratings reflect the erosion of credit support to the affected classes. S&P lowered the class B2 rating to 'D' because overcollateralization had been depleted, and the class subsequently realized $653,117 in losses during the August 2007 and September 2007 remittance periods. As of the September 2007 reporting period, cumulative losses totaled approximately $11.60 million, or 2.29% of the original principal balance. The six-month average monthly net loss amount of $571,352 has worsened compared with the 12-month average monthly net loss amount of $468,291. Total delinquencies, as a percentage of the current pool balance, were 24.53%, while serious delinquencies (90-plus days, foreclosures, and REOs) were 20.55%; the deal has paid down to 12.41% of its original principal balance. S&P removed the rating on class B1 from CreditWatch because it was lowered to 'CCC'. According to Standard & Poor's surveillance practices, ratings lower than 'B-' on classes of certificates or notes from RMBS transactions are not eligible to be on CreditWatch negative. The collateral for this transaction initially consisted of conventional, one- to four-family, adjustable- and fixed-rate mortgage loans secured by first and second liens on residential real estate properties. Rating Lowered and Removed from Creditwatch Negative People's Choice Home Loan Securities Trust Series 2004-1 Rating ------ Class To From ----- -- ---- B1 CCC BB-/Watch Neg Ratings Lowered People's Choice Home Loan Securities Trust Series 2004-1 Rating ------ Class To From ----- -- ----- M6 BBB BBB+ M7 B BBB+ M8 CCC BBB B2 D CCC PLAINS EXPLORATION: Special Stockholders Meeting Set for Nov. 6 --------------------------------------------------------------- Plains Exploration & Production Company and Pogo Producing Company each scheduled Nov. 6, 2007 as the date for their respective upcoming special stockholder meetings. As reported in the Troubled Company Reporter on July 19, 2007, PXP and Pogo entered into a definitive agreement providing for the merger of Pogo into a subsidiary of PXP in exchange for cash and PXP common stock. The transaction is valued at approximately $3.6 billion, based on PXP's closing price on July 16, 2007. Under the terms of the agreement, Pogo stockholders will receive 0.68201 shares of PXP common stock and $24.88 of cash for each share of Pogo common stock which represents a total consideration of approximately $60 per Pogo share. Total consideration for outstanding Pogo shares is 40 million PXP shares and approximately $1.5 billion in cash. At these meetings, the Pogo stockholders will vote on, among other items, the proposed merger with PXP and the PXP stockholders will vote on, among other items, the issuance of PXP common stock to Pogo stockholders pursuant to the merger. As previously reported, the record date for the meetings is Sept. 25, 2007. About Pogo Producing Headquartered in Houston, Texas, Pogo Producing Company (NYSE: PPP) -- http://www.pogoproducing.com/-- explores for, develops and produces oil and natural gas. Pogo owns approximately 4,000,000 gross leasehold acres in major oil and gas provinces in North America, 3,119,000 acres in New Zealand and 1,480,000 acres in Vietnam. About Plains Exploration & Production Headquartered in Houston, Plains Exploration & Production Co. (NYSE: PXP) - http://www.plainsxp.com/-- is an independent oil and gas company primarily engaged in the upstream activities of acquiring, developing, exploiting, exploring and producing oil and gas in its core areas of operation: onshore and offshore California, Colorado and the Gulf Coast region of the United States. * * * As reported in the Troubled Company Reporter on July 20, 2007, Standard & Poor's Ratings Services affirmed the 'BB' corporate credit rating on independent oil and gas company Plains Exploration & Production Co. The outlook remains stable. PLAYTEX PRODUCTS: Completes Energizer Merger Deal ------------------------------------------------- Energizer Holdings, Inc., disclosed that it has completed its acquisition of Playtex Products, Inc. for $18.30 per share in cash plus the assumption of Playtex’s debt. Shareholders of Playtex approved the merger of Playtex with a wholly owned subsidiary of Energizer on September 27, 2007. Energizer also said that, under the previously announced tender offer for the outstanding 8% Senior Secured Notes due 2011 and 9-3/8% Senior Subordinated Notes due 2011 of Playtex, the company has purchased $286.3 million of the 8% notes, representing 98.7% of the outstanding notes, and $276.7 million of the 9-3/8% notes, representing 95.8% of the outstanding notes. Energizer has deposited funds with the trustees for each issue in order to defease the remaining notes. The 8% notes have been defeased to a March 3, 2008 redemption date and the 9-3/8% notes have been defeased to an October 12, 2007 redemption date. The tender offer remains open under 5:00 p.m., New York City time, on October 3, 2007, but holders tendering at this time will not be entitled to receive the consent payment referred to in the tender offer documents. The funds required for the acquisition and the tender offer are being provided primarily from Energizer’s previously announced $1.5 billion term loan agreement entered into on September 14. 2007. The company anticipates that the term loan will be refinanced in the private placement market or through other credit facilities over the next several months. "The employees of Playtex and its strong consumer brands will be a great addition to the Energizer family," said Ward M. Klein, Chief Executive Officer. "In addition to expanding our product portfolio and our presence in the personal care industry, this acquisition brings to us many talented and dedicated colleagues, providing us with the benefits of their knowledge and experience in the skin care, feminine care, and infant care segments." About Playtex Playtex Products, Inc. (NYSE: PYX) manufactures and distributes a diversified portfolio of Skin Care, Feminine Care, and Infant Care products, including Banana Boat, Hawaiian Tropic, Wet Ones, Playtex gloves, Playtex tampons, Playtex infant feeding products, and Diaper Genie. About Energizer Holdings Energizer Holdings, Inc. [NYSE: ENR], announced today that it has completed its acquisition of Playtex Products, Inc. [NYSE: PYX] Headquartered in St. Louis, Missouri, Energizer Holdings, Inc. (NYSE: ENR) manufacturer primary batteries and flashlights. Anchored by its universally recognized and respected Energizer and Eveready brands, the portfolio of products includes household batteries, specialty batteries and battery-powered lighting products. Energizer is also the parent company of Schick- Wilkinson Sword, a manufacturer of wet shave products. With two widely recognized personal care brands, SWS competes successfully in all three segments of the global wet shave market – men’s systems, women’s systems and disposables. PLAYTEX PRODUCTS: Energizer Deal Cues Moody's to Withdraw Ratings ----------------------------------------------------------------- Moody's Investors Service confirmed and will withdraw the B2 corporate family rating and all other ratings for Playtex Products Inc. These actions reflect the successful completion of Energizer Holdings Inc.'s acquisition of Playtex, as well as its tender for all of Playtex's outstanding $290.2 million 8% senior secured notes and outstanding $288.7 million 9-3/8% senior subordinated notes due 2011. Moody's notes that about $286.3 million and $276.7 million of the senior secured and senior subordinated notes, respectively, have been tendered. Moody's notes that ENG has already deposited the funds with the trustees for each issue in order to defease the remaining notes. This concludes a review for possible upgrade that was initiated on July 13, 2007. These ratings of Playtex Products Inc. were confirmed and will be withdrawn: -- Corporate family rating of B2; -- Probability of default rating of B2; -- $150 million senior secured revolving credit facility due 2010 of Ba3 (LGD2, 23%); -- $290 million 8% senior secured notes due 2011 of Ba3 (LGD3, 30%); -- $289 million 9.375% senior subordinated notes due 2011 of Caa1 (LGD5, 83%). Playtex Products Inc., with executive offices in Westport, Connecticut, is a leading manufacturer, marketer, and distributor of a diversified portfolio of consumer and personal products including infant care, feminine care, and skin care items. Total proforma revenues (including sales from Hawaiian Tropic) for the last twelve months ended June 30, 2007 were about $750 million. PLAYTEX PRODUCTS: Energizer Deal Cues S&P to Withdraw Ratings ------------------------------------------------------------- Standard & Poor's Ratings Services withdrew its 'B+' corporate credit and senior unsecured debt ratings, and its 'B-' senior subordinated debt rating, on Playtex Products Inc. following the announcement that Playtex has been acquired by Energizer Holdings Inc. (unrated) for $1.9 billion, and that substantially all of Playtex's rated debt has been repaid. Playtex had been placed on CreditWatch with positive implications on July 13, 2007, following the announcement that the company would be acquired by Energizer. Ratings List Ratings Withdrawn Playtex Products Inc. To From -- ---- Corporate Credit Rating NR B+/Watch Pos Senior Unsecured Debt Rating NR B+/Watch Pos Senior Subordinated Debt Rating NR B-/Watch Pos POGO PRODUCING: Special Stockholders Meeting Set for November 6 --------------------------------------------------------------- Plains Exploration & Production Company and Pogo Producing Company each scheduled Nov. 6, 2007 as the date for their respective upcoming special stockholder meetings. As reported in the Troubled Company Reporter on July 19, 2007, PXP and Pogo entered into a definitive agreement providing for the merger of Pogo into a subsidiary of PXP in exchange for cash and PXP common stock. The transaction is valued at approximately $3.6 billion, based on PXP's closing price on July 16, 2007. Under the terms of the agreement, Pogo stockholders will receive 0.68201 shares of PXP common stock and $24.88 of cash for each share of Pogo common stock which represents a total consideration of approximately $60 per Pogo share. Total consideration for outstanding Pogo shares is 40 million PXP shares and approximately $1.5 billion in cash. As previously reported, the record date for the meetings is Sept. 25, 2007. About Plains Exploration & Production Headquartered in Houston, Plains Exploration & Production Co. (NYSE: PXP) - http://www.plainsxp.com/-- is an independent oil and gas company primarily engaged in the upstream activities of acquiring, developing, exploiting, exploring and producing oil and gas in its core areas of operation: onshore and offshore California, Colorado and the Gulf Coast region of the United States. About Pogo Producing Headquartered in Houston, Texas, Pogo Producing Company (NYSE: PPP) -- http://www.pogoproducing.com/-- explores for, develops and produces oil and natural gas. Pogo owns approximately 4,000,000 gross leasehold acres in major oil and gas provinces in North America, 3,119,000 acres in New Zealand and 1,480,000 acres in Vietnam. * * * As reported in the Troubled Company Reporter on May 31, 2007, Standard & Poor's Ratings Services said that its 'BB' corporate credit rating on Pogo Producing Co. remains on CreditWatch with developing implications following the company's announcement that it is selling its Canadian oil- and gas-producing subsidiary for $2 billion. RAM-MAR DEVELOPMENT: Voluntary Chapter 11 Case Summary ------------------------------------------------------ Debtor: Ram-Mar Development, LLC Two Ravinia Drive, Suite 1330 Atlanta, GA 30346 Bankruptcy Case No.: 07-76067 Chapter 11 Petition Date: October 1, 2007 Court: Northern District of Georgia (Atlanta) Judge: Joyce Bihary Debtor's Counsel: William L. Rothschild, Esq. Ellenberg, Ogier, Rothschild & Rosenfeld 170 Mitchell Street, Southwest Atlanta, GA 30303-3424 Tel: (404) 525-4000 Fax: (404) 526-8855 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. RELIANT ENERGY: Court Approves Delaware Claims as Claims Agent -------------------------------------------------------------- The United States Bankruptcy Court for the District of Delaware approved the request of Reliant Energy Channelview LP and its debtor-affiliates for authority to employ Delaware Claims Agency LLC as their claims and noticing agent. As the Debtors' claims and noticing agent, DCA is expected to: (1) prepare and serve certain required notices in these chapter 11 cases, including: a) notice of the commencement of these chapter 11 cases and the initial meeting of creditors under section 341(a) of the Bankruptcy Code; b) notice of the claims bar date; c) notice of objections to claims; d) notice of any hearings on a disclosure statement and confirmation of a plan; and e) other miscellaneous notices to any entities, as the Debtors or the Court may deem necessary or approriate for an orderly administration of these chapter 11 cases; (2) within five days after mailing of a particular notice, file with the Clerk's Office a certificate or affidavit of service that includes a copy of the notice involved, an alphabetical list of persons to whom the notice was mailed and the date of mailing; (3) maintain copies of all proofs of claim and proofs of interest filed; (4) maintain official claims registers by docketing all proofs of claim and proofs of interest on claims registers, including the following information: a) the name and address of the claimant and any agent thereof, if the proof of claim or proof of interest was filed by an agent; b) the date received; c) the claim number assigned; and d) the asserted amount and classification of the claim; e) assist the Debtors in the preparation of their bankruptcy schedules and statements, including the creation and administration of a claims database based upon a review of the claims against the Debtors' estates and the Debtors' books and records; f) implement necessary security measures to ensure the completeness and integrity of the claims registers; g) transmit to the Clerk's Office a copy of the claims registers requested by the Clerk's Office on a more or less frequent basis; h) maintain an up-to-date mailing list for all entities that have filed a proof of claim or proof of interest, which list shall be available upon request of a party in interest or the Clerk's Office; i) provide access to the public for examination of copies of the proofs of claim or interest without charge during regular business hours; j) record all transfers of claims pursuant to Bankruptcy Rule 3001(e) and provide notice of such transfers as required by Bankrupty Rule 3001(e); k) comply with applicable federal, state, municipal and local statutes, ordinances, rules, regulations, orders and other requirements; l) provide temporary employees to process claims, as necessary; and m) promptly comply with such further conditions and requirements as the Clerk's Office or the Court may at any time prescribe. In addition, DCA will also assist in: (a) the preparation of amendments to the master creditor list, (b) administrative tasks relating to the reconciliation and resolution of claims; and (c) the preparation, mailing and tabulation of ballots for the purpsoe of voting to accepts or reject a plan of reorganization. The firm's professionals billing rates are: Designations Hourly Rates ------------ ------------ Senior Consultants $130 Technical Consultants $115 Associate Consultants $100 Processors and Coordinators $50 Joseph L. King, vice president of DCA, assures the Court that the firm does not hold any interest adverse to the Debtors' estate and is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. Based in Houston, Reliant Energy Channelview L.P. owns a power plant located near Houston, and is an indirect wholly owned subsidiary of Reliant Energy Inc. -- http://www.reliant.com/-- The company and its three affiliates, Reliant Energy Channelview (Texas) LLC, Reliant Energy Channelview (Delaware) LLC, and Reliant Energy Services Channelview LLC filed for chapter 11 protection on Aug. 20, 2007 (Bankr. D. Del. Lead Case No. 07-11160). When the Debtors filed for protection from their creditors, they listed total assets of $362,000,000 and total debts of $342,000,000. RELIANT ENERGY: Court Okays Richards Layton as Bankruptcy Counsel ----------------------------------------------------------------- The United States Bankruptcy Court for the District of Delaware gave Reliant Energy Channelview LP and its debtor-affiliates permission to employ Richards, Layton & Finger P.A., as their bankruptcy counsel, nunc pro tunc to Aug. 20, 2007. As Debtor's general bankruptcy counsel, Richards Layton is expected to: a) advise the Debtors of their rights, powers and duties as debtors and debtors in possession; b) take all necessary action to protect and preserve the Debtors' estates, including the prosecution of actions on the Debtors' behalf, the defense of any actions commenced against the Debtors, the negotiation of disputes in which the Debtors are involved, and the preparation of objections to claims filed against the Debtors' estates; c) prepare on behalf of the Debtors all necessary motions, applications, answers, orders, reports and papers in connection with the administration of the Debtors' estates; and d) perform all other necessary legal services in connection with the bankruptcy cases. The firm will bill Debtors in accordance with their customary hourly rates, details of which were not provided. Debtors tell the Court that it paid the firm a total retainer of $150,000. Retainer monies paid to the firm but not expended form prepetition services and disbursements will be treated as an evergreen retainer to be held by the firm as security throughout the Debtors' bankruptcy cases. Mark D. Collins, Esq., a director of Richards Layton, assures the Court that the firm does not hold any interest adverse to the Debtors and their estate. Mr. Collins can be reached at: Mark D. Collins, Esq. Richards, Layton & Finger, P.A. One Rodney Square 920 North King Street Wilmington, Delaware 19801 Tel.: (302) 651-7531 Fax.: (302) 498-7531 http://www.rlf.com/ Based in Houston, Reliant Energy Channelview L.P. owns a power plant located near Houston, and is an indirect wholly owned subsidiary of Reliant Energy Inc. -- http://www.reliant.com/-- The company and its three affiliates, Reliant Energy Channelview (Texas) LLC, Reliant Energy Channelview (Delaware) LLC, and Reliant Energy Services Channelview LLC filed for chapter 11 protection on Aug. 20, 2007 (Bankr. D. Del. Lead Case No. 07-11160). When the Debtors filed for protection from their creditors, they listed total assets of $362,000,000 and total debts of $342,000,000. REMY INT'L: Noteholders Support Prepackaged Reorganization Plan --------------------------------------------------------------- Remy International Inc. has received overwhelming acceptance of its prepackaged plan of reorganization and will proceed to promptly commence voluntary proceedings under Chapter 11 of the U.S. Bankruptcy Code to seek confirmation of the plan. Specifically, in excess of 99.9% in dollar amount and 98.1% in number of holders of 8-5/8% Senior Notes and 100% in dollar amount and 100% in number of holders of 9-3/8% Senior Subordinated Notes and 11% Senior Subordinated Notes that voted on the prepackaged plan, voted to approve the plan. As reported in the Troubled Company Reporter on Aug. 2, 2007, the key elements of the prepackaged plan include: * Repayment of the Company's secured creditors in full. * Raise $85 million in preferred equity through a backstopped rights offering to be made to holders of the company's Senior Notes and Senior Subordinated Notes. * Total debt reduction of $360 million through: -- Exchange of the company's $145 million of existing 8-5/8% Senior Notes for $100 million of New Third-Lien Notes and $45 million in cash (plus an amount of cash equal to the accrued but unpaid interest through the filing date (estimated to be $10 million) and up to $2 million of new preferred stock in respect of post petition interest). In addition, these noteholders will receive a $10 million consent fee for agreeing to the overall restructuring. -- Reduction of the company's unsecured debt obligations by $315 million by converting the 9-3/8% Senior Subordinated Notes and 11% Senior Subordinated Notes into 100% of the common equity of the reorganized company. -- Cancellation of all of the company's existing equity interests. "We are extremely pleased with the overwhelming support we received from our noteholders and we are working expeditiously to initiate our prepackaged chapter 11 filing as planned," John Weber, President and CEO, said. About Remy International Inc. Headquartered in Anderson, Indiana, Remy International Inc. is a manufacturer, remanufacturer and distributor of Delco Remy brand heavy-duty systems and Remy brand starters and alternators, locomotive products and hybrid power technology. The company also provides a components core-exchange service for automobiles, light trucks, medium and heavy-duty trucks and other heavy-duty, off- road and industrial applications. * * * As reported in the Troubled Company Reporter on Oct. 2, 2007, Moody's Investors Service lowered the Probability of Default Ratings of Remy International Inc. to C/LD from Ca/LD, and confirmed the Corporate Family Rating at Ca. REVERE INDUSTRIES: Moody's Cuts Corporate Family Rating to Caa2 --------------------------------------------------------------- Moody's Investors Service downgraded the corporate family rating of Revere Industries LLC to Caa2 from B3 reflecting the inability of the company and its lenders to extend the existing waiver or amend its credit facilities regarding its failure to meet existing covenant compliance requirements. Moody's also downgraded the ratings on the first lien term loan and revolving credit facility to Caa1 from B1 and the second lien term loan to Caa3 from Caa1. The rating outlook remains negative. The rating and negative outlook reflect Moody's concerns regarding ongoing operating challenges which could hinder EBITDA expansion and free cash flow generation in the near term and the strain on liquidity following the loss of access to its revolving credit facility. Moody's added that the outlook could stabilize upon the successful execution of an amendment to the credit facilities and the company's demonstrated ability to satisfactorily comply with the amended financial covenants. These rating actions were taken for Revere: -- Corporate Family Rating, downgrade to Caa2 from B3 -- PDR Rating, downgraded to Caa2 from B3 -- First lien revolving credit facility due 2010, downgraded to Caa1 from B1; LGD assessment changed to LGD 3, 35% from LGD 2, 28% -- First lien term loan due 2011, downgraded to Caa1 from B1; LGD assessment changed to LGD 3, 35% from LGD 2, 28% -- Second lien term loan, downgraded to Caa3 from Caa1; LGD assessment changed to LGD 5, 83% from LGD 5, 72% Moody's previous rating action of Revere was the Dec. 15, 2006 downgrade of the corporate family rating to B3 from B2, with a negative outook, reflecting a deterioration in operations and increased reliance on its revolver. Revere Industries LLC is a leading manufacturer of plastic and metal custom-engineered components for major industrial customers across a variety of industries. RFC CDO: Overcollateralization Prompts S&P to Lift Ratings ---------------------------------------------------------- Standard & Poor's Ratings Services raised its ratings on the class B-1, B-2, C, D, and E notes issued by RFC CDO I Ltd., a static cash flow arbitrage CDO of asset-backed securities transaction collateralized primarily by residential mortgage-backed securities, and removed them from CreditWatch with positive implications. At the same time, S&P affirmed its 'AAA' rating on the class A notes. The raised ratings reflect an increase in the level of overcollateralization available to support the notes since the transaction closed in June 2004. Since origination, the transaction has paid down $100.018 million to the class A notes. Additionally, due to a "turbo" feature in the waterfall that redirects excess spread to pay down the subordinate notes, $4.368 million of the class D note balance has been paid down. As a result, the class A notes have been paid down to 55.90% of their original balance and the class D notes have been paid down to 66.13% of their original balance. In addition, 89.65% of the RMBS collateral in the portfolio is from the 2003 and 2004 vintage. All of the other RMBS securities in the portfolio are from earlier vintages. Ratings Raised and Removed from Creditwatch Positive RFC CDO I Ltd. Rating ------ Class To From Balance ----- -- ---- ------- B-1 AAA AA/Watch Pos $22,500,000 B-2 AAA AA/Watch Pos $2,000,000 C A+ A/Watch Pos $16,200,000 D A BBB/Watch Pos $8,531,000 E BB+ BB/Watch Pos $9,450,000 Rating Affirmed RFC CDO I Ltd. Class Rating Balance ----- ------ ------- A AAA $126,781,000 RK MANUFACTURING: Voluntary Chapter 11 Case Summary --------------------------------------------------- Debtor: R.K. Manufacturing, Inc. 222 Marketridge Drive Ridgeland, MS 39157 Bankruptcy Case No.: 07-03075 Type of business: The Debtor is engaged in the paving and surfacing business. Chapter 11 Petition Date: October 1, 2007 Court: Southern District of Mississippi (Jackson Office) Debtor's Counsel: Craig M. Geno, Esq. Harris, Jernigan & Geno, P.L.L.C. 587 Highland Colony Parkway P.O. Box 3380 Ridgeland, MS 39157 Tel: 601 427-0048 Fax: 601-427-0050 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. ROPER INDUSTRIES: Moody's Lifts Corporate Family Rating to Ba1 -------------------------------------------------------------- Moody's Investors Service upgraded the corporate family rating of Roper Industries Inc. Ba1 from Ba2. It also upgraded the rating of Roper's convertible senior subordinated unsecured notes to Ba2 from B1 and affirmed the Ba1 rating of the senior secured bank debt. The rating outlook remains positive. The rating actions reflect the acceleration of Roper's organic top-line growth, its superior margins and strong free cash flow driving the significant improvement of the company's credit metrics since 2003. Moody's also believes that over recent years, Roper's business profile has materially improved thanks to its well executed acquisitions, which have brought size, diversity and recurrent growth. Additionally, the rating agency expects the company's disciplined financial policy to continue, with a conservative funding mix with regards to large acquisitions and an on-going focus on cash return on investment resulting in significant free cash flow. The positive outlook signals that Roper may be positioned for additional upgrade if 1. its cash flow generation and financial profile remain strong, i.e. debt/EBITDA on a Moody's adjusted basis below 2.5 times and free cash flow/debt above 20%, despite an anticipated weaker macro-economic backdrop in the US and an active acquisitive strategy 2. its external sources of liquidity improve with the implementation of a senior unsecured revolving credit facility offering ample availability, and 3. corporate governance practices, including succession planning and compensation program, reflect those of other investment grade companies. The Ba2 rating of the convertible senior unsecured subordinated notes is based on its contractual and effective subordination to senior secured creditors. The Ba1 rating of the secured bank debt continues to reflect its senior position in Roper's capital structure, full guarantees of existing and future domestic subsidiaries and a pledge on all tangible and intangible assets of domestic subsidiaries. The narrower notching between convertible senior unsecured subordinated notes and senior secured bank debt results from the upgrade of the company's probability of default rating to Ba1, while the loss given default assessments of the respective debt instruments remain unchanged. These ratings were affected by this action: -- Corporate family rating upgraded to Ba1 from Ba2 -- Probability of default rating upgraded to Ba1 from Ba2 -- Convertible senior subordinated notes upgraded to Ba2 from B1 -- Senior secured revolver and senior secured term loan affirmed to Ba1 Roper Industries Inc., headquartered in Sarasota, Florida, is a diversified industrial company that designs, manufactures, and distributes industrial technology products, comprising water meter and automatic meter reading equipment, energy systems and controls, scientific and industrial imaging products and software, and radio frequency identification products and services. The company posted about $1.7 billion revenues in 2006. SCO GROUP: Section 341(a) Creditors Meeting Set for October 18 -------------------------------------------------------------- The United States Trustee for Region 3, Kelly Beaudin Stapleton, will convene a meeting of creditors of The SCO Group Inc. and its debtor-affiliates on Oct. 18, 2007, at 10:00 a.m., at Room 2112, 2nd Floor, J. Caleb Boggs Federal Courthouse, in Wilmington, Delaware. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This Meeting of Creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible officer of the Debtors under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. About The SCO Group Headquartered in Lindon, Utah, The SCO Group Inc. (Nasdaq: SCOX) fka Caldera International Inc. -- http://www.sco.com/-- provides software technology for distributed, embedded and network-based systems, offering SCO OpenServer for small to medium business and UnixWare for enterprise applications and digital network services. The company and its affiliate filed for separate Chapter 11 protection on Sept. 14, 2007, (Bankr. D. Del. Case No. 07-11337 thru 07-11338). James E. O'Neill, Esq., Laura Davis Jones, Esq., and Rachel Lowy Werkheiser, Esq. of Pachulski, Stang, Ziehl & Jones LLP represent the Debtors in their restructuring efforts. The Debtor's total assets were $14,800,000 and its total debts were $7,500,000 as of Sept. 10, 2007. SCO GROUP: Court Approves Epiq Bankruptcy as Claims Agent --------------------------------------------------------- The United States Bankruptcy Court for the District of Delaware granted SCO Group Inc. and its debtor-affiliates authority to employ Epiq Bankruptcy Solutions LLC as their noticing, claims and balloting agent. As the Debtors' claims agent, Epiq is expected to: (1) prepare and serve required notices in these chapter 11 cases, including: a) notice of the commencement of these chapter 11 cases and the initial meeting of creditors under section 341(a) of the Bankruptcy Code; b) notice of any auction sale hearing; c) notice of the claims claims bar date; d) notice of objection to claims; e) notice of any hearings on a disclosure statement and confirmation of a plan of reorganization; and f) other miscellaneous notices to any entities, as the Debtors or the Court may deem necessary or appropriate for an orderly administration of these chapter 11 cases; (2) file with the clerk's office a certificate or affidavit of service that includes a copy of the notice involved, a list of persons to whom the notice was mailed and the date and manner of mailing, after the mailing of a particular notice; (3) maintain copies of all proofs of claim and proofs of interest filed; (4) maintain official claims registers, including, among other things, the following information for each proof of claim or proof of interest: a) the name and address of the claimant and any agent thereof, if the proof of claim or proof of interest was filed by an agent; b) the date received; c) the claim number assigned; and d) the asserted amount and classification of the claim; (5) assist the Debtors with administrative tasks in the preparation of their bankruptcy schedules and statements, including the creation and administration of a claims database based upon a review of the claims against the Debtors' schedules; (6) implement necessary security measures to ensure the completeness and integrty of the claims registers; (7) transmit to the Clerk's office a copy of the claims registers on a monthly basis, unless requested by the Clerk's office on a more or less frequent basis; or, in the alternative, make available the claims register on-line; (8) maintain an up-to-date mailing list for all entities that have filed a proof of claim, or proof of interest, or notice of appearance, which list shall be available upon request of a party in interest or the Clerk's office; (9) provide access to the public for examination of copies of the proofs of claim or interest without charge during regular business hours; (10) record all transfers of claims pursuant to Bankruptcy Rule 3001(e) and provide notice of such transfers as required by Bankruptcy Rule 3001(e); (11) comply with applicable federal, state, municipal, and local statutes, ordinances, rules, regulations, orders and other requirements; (12) provide temporary employees to process claims, as necessary; (13) provide balloting services in connection with the solicitation process for any chapter 11 plan for which a disclosure statement has been approved by the Court; (14) provide other claims processing, noticing and related administrative services as may be requested from time to time by the Debtors; and (15) promptly comply with further conditions and requirements as the Court may at any time prescribe. Under the terms set forth in the standard bankruptcy agreement between the Debtors and Epiq, the Debtor will pay $25,000 retainer fee to Epiq. Daniel C. McElhinney, the senior vice president and director of Epiq, assures the Court that the firm does not hold any interest adverse to the Debtors' estate and is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. Headquartered in Lindon, Utah, The SCO Group Inc. (Nasdaq: SCOX) fka Caldera International Inc. -- http://www.sco.com/-- provides software technology for distributed, embedded and network-based systems, offering SCO OpenServer for small to medium business and UnixWare for enterprise applications and digital network services. The company and its affiliate filed for separate Chapter 11 protection on Sept. 14, 2007, (Bankr. D. Del. Case No. 07-11337 thru 07-11338). James E. O'Neill, Esq., Laura Davis Jones, Esq., and Rachel Lowy Werkheiser, Esq. of Pachulski, Stang, Ziehl & Jones LLP represent the Debtors in their restructuring efforts. The Debtor's total assets were $14,800,000 and its total debts were $7,500,000 as of Sept. 10, 2007. SCOTTISH RE: Declares Cash Dividend for Preferred Shares -------------------------------------------------------- Scottish Re Group Ltd.'s Board of Directors declared a cash dividend of $0.4531 per Perpetual Preferred Share outstanding to be paid on Oct. 15, 2007, to Perpetual Preferred Share shareholders of record as of Sept. 28, 2007. Scottish Re Group Ltd. -- http://www.scottishre.com/-- is a global life reinsurance specialist. Scottish Re has operating businesses in Bermuda, Grand Cayman, Guernsey, Ireland, the United Kingdom, United States, and Singapore. Its flagship operating subsidiaries include Scottish Annuity & Life Insurance Company (Cayman) Ltd. and Scottish Re (US), Inc. Scottish Re Capital Markets, Inc., a member of Scottish Re Group Ltd., is a registered broker dealer that specializes in securitization of life insurance assets and liabilities. * * * As reported in the Troubled Company Reporter on Aug. 24, 2007, Moody's Investors Service affirmed the ratings of Scottish Re Group Limited, with the outlook changed to stable from positive, including its Senior unsecured shelf of (P)Ba3; its subordinate shelf of (P)B1; its junior subordinate shelf of (P)B1; its preferred stock of B2; and its preferred stock shelf of (P)B2. SECURUS TECHNOLOGIES: Moody's Junks Corporate Family Rating ----------------------------------------------------------- Moody's Investors Service lowered Securus Technologies Inc.'s Corporate Family and Second Priority Senior Secured ratings to Caa1 from B3 and B2 respectively following the company's announcement that a combination of factors is expected to result in a substantial shortfall to its third quarter earnings from previous guidance. At the same time, Moody's lowered the company's liquidity rating to SGL-4 from SGL-3 signalling the rating agency's expectation that the earnings shortfall may jeopardize compliance with the company's minimum EBITDA covenant pertaining to its working capital facility. The outlook is negative. Downgrades: Issuer: Securus Technologies, Inc. -- Probability of Default Rating, Downgraded to Caa1 from B3 -- Speculative Grade Liquidity Rating, Downgraded to SGL-4 from SGL-3 -- Corporate Family Rating, Downgraded to Caa1 from B3 -- Senior Secured Regular Bond/Debenture, Downgraded to Caa1, 47 - LGD3 from B2, 40 - LGD3 Outlook Actions: Issuer: Securus Technologies, Inc. -- Outlook, Changed To Negative From Stable On Sept. 27, 2007, Securus announced that project delays on a major Syscon contract, elevated legal fees arising in part from bid protests and higher than expected bad debt associated with a recent billing system conversion would cause its Q3 earnings to fall short of its previous guidance by approximately one-half. While the intensity of these challenges is expected to reduce going forward, Moody's nonetheless expects near term quarters to remain below previous expectations. Consequently, Moody's believes the company's adjusted leverage is likely to remain closer to 7x through the next year, while free cash flow remains essentially neutral despite a meaningful portion of Securus' interest expense structured in a payment-in-kind manner. The negative outlook considers Moody's view that Securus' key credit metrics position the company weakly within the Caa1 rating category and risks exist to the improvement in operating performance required to sustain the current rating. Specifically, while the value of Syscon's large key contract is expected to be on target over the longer term, the potential for further delays remains possible, in Moody's opinion. Additionally, the negative outlook and SGL-4 liquidity rating signal Moody's view that Securus' liquidity is weak. While the company has sufficient operating lines to cover periodic cash needs through the next year, and faces no meaningful near term debt maturities, Moody's believes the company will be required to obtain a covenant waiver within the next 45 days pursuant to terms in its working capital facility. Should Securus obtain a waiver and Moody's no longer expect covenant issues to exist, Securus' SGL rating is likely to be restored to SGL-3. The increased probability of default implied from the ratings downgrade in addition to standard modeling assumptions under Moody's loss-given-default methodology has increased the expected loss of the second priority senior secured notes. As a result, the expected loss of this instrument is now in line with the overall corporate entity. Accordingly, the second priority senior secured rating has been downgraded two notches compared to one notch for the corporate family rating. Based in Dallas, TX, Securus Technologies, Inc. is one of the largest providers of inmate telecommunication services to correctional facilities in the United States and Canada. SPECTRUM BRANDS: Closes $225 Million Revolving Credit Facility -------------------------------------------------------------- Spectrum Brands, Inc., has closed a $225 million asset-based revolving credit facility with Goldman Sachs Credit Partners L.P. and Wachovia Bank, National Association. This revolving credit facility, un-drawn at closing, is available to finance seasonal working capital and other general corporate needs. Borrowings against the facility will bear an interest rate of 225 basis points over LIBOR or 125 basis points over the Base Rate as defined in the company's Senior Secured Credit Facility. Concurrently, the company used $200 million in cash on hand to pay down the $200 million Dollar Term B II Facility under its Senior Secured Credit Facility. About Spectrum Brands Inc. Headquartered in Atlanta, Georgia, Spectrum Brands Inc. (NYSE: SPC) -- http://www.spectrumbrands.com/-- is a consumer products company and a supplier of batteries and portable lighting, lawn and garden care products, specialty pet supplies, shaving and grooming and personal care products, and household insecticides. Spectrum Brands' products are sold by the world's top 25 retailers and are available in more than one million stores in 120 countries around the world. The company has manufacturing and distribution facilities in China, Australia and New Zealand, and sales offices in Melbourne, Shanghai, and Singapore. The company has approximately 8,400 employees worldwide. SPECTRUM BRAND: Fitch Rates $225 Million Sr. Secured Loan at B -------------------------------------------------------------- Fitch Ratings has assigned a 'B/RR1' rating to Spectrum Brand's new four-year, $225 million senior secured asset-backed loan facility priced at LIBOR +225 basis points. The new facility will replace the $200 million LIBOR Term Loan B II that is encompassed within the $1.6 billion six-year Credit Agreement. Specifically, the Term Loan B II facility will be repaid with cash on hand reducing the company's total outstanding debt and interest spread on the replacement by 175 basis points. The ABL, which can be increased to $300 million, is secured primarily by inventory and receivables and will be used to fund working capital requirements. Liens on the collateral under the ABL will be senior in priority to liens under the existing credit agreement. Unused availability shall be no less than $25 million. Fitch has also affirmed these ratings: -- Issuer Default Rating at 'CCC'; -- $1 billion term loan B at 'B/RR1'; -- EUR350 million term loan at 'B/RR1'; -- $700 million 7.4% senior subordinated notes at 'CCC-/RR5'; -- $2.9 million 8.5% senior subordinated notes at 'CCC-/RR5'; -- $347 million 11.25% variable rate toggle senior subordinated notes at 'CCC-/RR5'. The Rating Outlook is Negative. The ratings reflect SPC's high leverage (Debt/EBITDA) of 11.7 times, weak operating performance, and low EBITDA interest coverage of 1.2x for the last twelve months ending July 1, 2007. Fitch recognizes that the metrics suffer from Home & Garden being listed as a discontinued operation as that segment's EBITDA is removed. Management expects that Home & Garden will generate $50 million in EBITDA for 2007. Pro-forma for this amount, leverage remains high at around 10x. SPC has approximately $2.5 billion in annual revenues with no organic growth since fiscal 2004, declining EBITDA, and $2.6 billion in debt derived mainly from three major acquisitions since 2003. The acquisitions were made to lessen its dependence on batteries. The negative outlook encompasses not only the deterioration in financial and credit protection measures, but also the fact that the business profile of the company is uncertain. The company is focused on asset sales and debt reduction with a public goal of leverage under 6x. To that end, Spectrum has two major segments up for sale. One of the segments is the previously mentioned Home & Garden business which generated approximately $658 million in net sales and $75 million of adjusted EBITDA during the fiscal year ended Sept. 30, 2006. In August 2007, management announced that another segment is up for sale with the goal to complete a transaction by the end of 2007. It would appear that if management meets its goal to sell either of these two major assets, deliberate and positive strides could be made to de-lever the business. An additional concern however, is the potential for a poor holiday season combined with the seasonal build-up of working capital in the Home & Garden segment. Barring major asset sales, liquidity could be inadequate for the seasonal peak in the February-April 2008 timeframe. Historically, poor performance and the need for external sources of funds can be seen in the negative trend in cash flow. Free cash flow last peaked at $163 million in the fiscal year ended Sept. 30, 2005 before declining to $68 million in 2006. Including the net cash used by discontinued operations, for the last twelve months ended July 1, 2007 free cash flow was a negative $141 million. The shortfall was funded by additional debt. While the next six months will be closely monitored, it is noted that the new ABL facility provides a level of financial flexibility. Additionally, on Sept. 28, 2007 the company announced that it had signed a definitive agreement to sell the Canadian division of its Home & Garden business segment. The sale is expected to close by Oct. 31, 2007 and the proceeds will be used to reduce debt. This segment had revenues of $100 million but was not a profit contributor. Most importantly from a liquidity standpoint, the sale of this division will reduce peak 2008 borrowing needs by approximately $45 million. The ABL, reduced working capital needs from the Canadian division sales, and the fact that management has done a good job in reducing the company's cost base provides a level of comfort in the short term. Spectrum is a global branded consumer products company with operations in seven product categories: consumer batteries; lawn and garden; pet supplies; electric shaving and grooming; household insect control; electric personal care products; and portable lighting. STATESBORO CYCLE: Voluntary Chapter 11 Case Summary --------------------------------------------------- Debtor: Statesboro Cycle, Inc. 5000 Drew Grade Road Metter, GA 30439 Bankruptcy Case No.: 07-60582 Chapter 11 Petition Date: October 1, 2007 Court: Southern District of Georgia (Statesboro) Debtor's Counsel: Jesse C. Stone, Esq. Merrill & Stone, LLC P.O. Box 129 Swainsboro, GA 30401 Tel: (478) 237-7029 Fax: (478) 237-9211 Total Assets: $842,200 Total Debts: $1,139,495 The Debtor did not file a list of its 20 largest unsecured creditors. SUL AMERICA: Fitch Lifts Issuer Default Rating to BB- from B+ ------------------------------------------------------------- Fitch has taken rating actions on Sul America S.A., the holding company controlling the Sul America Seguros insurance group activities: -- Foreign and local currency Issuer Default ratings upgraded to 'BB-' from 'B+'. -- Short-term foreign and local currency IDRs affirmed at 'B'. -- SASA's senior notes upgraded to 'B+/RR5' from 'B/RR5' The Rating Outlook is Stable. The ratings actions reflect SAS's consistent enhancement of its operational performance, due mainly to the improved underwriting and pricing policies adopted since 2004 on the main segments of its portfolio, especially health and automobiles, accounting for 54% and 27% respectively of the consolidated premiums at H107. In addition, the company's decision in 2004 to no longer underwrite individual health plans and shift to other products has substantially benefited the company's performance given the impact of price control and coverage improvements on existing plans profitability. The SAS's high financial leverage has been declining since 2005, from 76% to 41% at H107, through greater cash generation, which is also evidenced by the evolution of its combined ratio, adjusted by non-recurring effects, from 102.5% in 2005 to 99.8% at H107 and its operational ratio, from 100.5% in 2005 to 91% at H107. Eurobond issuance of USD200 million in February 2007 due in 2012 was a key factor to reduce its refinancing risk, stretching the maturity of its debt profile and reducing debt service impacts on the company's financial results (which represented 8% of the gross premiums written, adjusted by non-recurring effects, at H107 versus 2% in 2005). Going forward, Fitch believes that SAS will benefit from its established franchise in Brazil, as well as the good scenario Fitch expects for the insurance industry. The review of underwriting policies and greater control over losses tends to contribute positively on the insurer's performance and to the development of its activities in a more competitive environment. The expected capitalization to be made thanks a current IPO process that could result in an approximately BRL 800 million capital infusion during the last quarter of the year should strength its profile, allowing to grow business, improve indebtedness profile and to comply more easily with the new minimum solvency limits valid for 2008. The ratings are still limited by high leverage ratios than its peers, and that the company remains more concentrated and dependent on premiums in the health and auto portfolios. SAS is a traditional insurance group in Brazil, still active in practically all insurance segments, with total insurance premiums of BRL3.6 billion for the H107, ranking as the second largest insurance group by total premiums with a total market share of 15% according to Superintendency of Private Insurance - Susep and National Health Agency. Controlled by the Larragoiti family, SAS is directly and indirectly 51% owned by this family, other minorities shareholders, and 49% by the ING Group, a leading global banking and insurance group located in the Netherlands, with a strong franchise in a number of other countries. Although SAS benefits from the name, brand and operational synergies with the ING Group - exchanging methodologies, policies and expertise - according to Fitch's support criteria, does not provide any uplift to SASA's ratings. SAS has established several joint ventures and operational agreements to increase market penetration and to diversify business lines. Fitch's National ratings provide a relative measure of creditworthiness for rated entities in countries with relatively low international sovereign ratings and where there is demand for such ratings. The best risk within a country is rated 'AAA' and other credits are rated only relative to this risk. National ratings are designed for use mainly by local investors in local markets and are signified by the addition of an identifier for the country concerned, such as 'AAA(bra)' for National ratings in Brazil. Specific letter grades are not therefore internationally comparable. VISION REAL: Case Summary & 17 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Vision Real Estate Management, Inc. 1681 Fernleaf Circle Atlanta, GA 30318 Bankruptcy Case No.: 07-76148 Chapter 11 Petition Date: October 1, 2007 Court: Northern District of Georgia (Atlanta) Debtor's Counsel: Scott B. Riddle, Esq. Suite 2800, Tower Place 3340 Peachtree Road, Northeast Atlanta, GA 30326 Tel: (404) 815-0164 Fax: (404) 815-0165 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million Debtor's list of its 17 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Action Mobile Industries Unknown 2930 Highway 78 Loganville, GA 30052 Ascent CPA Group, Inc. Unknown Suite 200 3050 Amwiler Road Atlanta, GA 30360 Bang! Accounting Unknown 2410 Daniel Street Atlanta, GA 30312 Bayside Lakes Development Unknown City of Buford Unknown EMC Engineering Unknown Gwinnett County Tax Commission Unknown Marketing Specifics Unknown Marshall & Bollwerk Engineering Unknown Morris Manning & Martin Unknown Piedmont Geotechnical Consulting Unknown Premium Assignment Unknown SAW Enterprises, Inc. Unknown Strickland & Sons Pipeline Unknown TSW & Associates Unknown Tyler Young Enterprises Unknown Weissman Nowack, et al. Unknown WACHOVIA BANK: S&P Affirms Ratings on 32 Certificate Classes ------------------------------------------------------------ Standard & Poor's Ratings Services affirmed its ratings on 32 classes of commercial mortgage pass-through certificates from Wachovia Bank Commercial Mortgage Trust’s series 2004-C15. The affirmed ratings on the class 175WJ and 180ML raked certificates follow S&P's analysis of the 175 West Jackson and 180 Maiden Lane loans, respectively. The cash flows for the class 175WJ and 180ML certificates are solely dependent on the operating performance of the 175 West Jackson and 180 Maiden Lane office properties, respectively. The affirmed ratings on the pooled certificates reflect credit enhancement levels that provide adequate support through various stress scenarios. As of the Sept. 17, 2007, remittance report, the trust collateral consisted of 87 mortgage loans with an outstanding principal balance of $1.13 billion, compared with $1.15 billion and the same number of loans at issuance. Excluding the $22.8 million (2%) defeased loan, the master servicer, Wachovia Bank N.A., reported financial information for 100% of the loans in the pool. Ninety-four percent of the servicer-reported information was full-year 2006 data. Based on this information, Standard & Poor's calculated a weighted average debt service coverage of 1.67x, up from 1.56x at issuance. All of the loans in the pool are current and no loans are with the special servicer. The trust has experienced no losses to date. The top 10 exposures secured by real estate have an aggregate outstanding balance of $576.6 million (51%). Year-end 2006 financial information was available for nine of the top 10 exposures. Based on this information, Standard & Poor's calculated a weighted average DSC of 1.76x, compared with 1.73x at issuance. The calculation includes additional debt service for one of the top 10 exposures that have initial interest-only periods but had not begun to fully amortize in 2006. One of the top 10 exposures is on the master servicer's watchlist and is discussed below. In addition, the fourth-largest exposure, the Gale Office pool ($72.1 million, 6%), does not appear on the master servicer's watchlist; however, two of the four properties that secure this loan, totaling 218,950 sq. ft. and situated in Roseland, New Jersey, reported low occupancies of 75% and 87%, respectively, as of May 2007. This loan is secured by four suburban office properties totaling 573,900 sq. ft. in Parsippany and Roseland, New Jersey. Combined DSC was reported at 1.39x as of Dec. 31, 2006, and occupancy was 91% as of May 31, 2007. Standard & Poor's reviewed the property inspection reports provided by Wachovia for the assets underlying the top 10 exposures. Four of the properties were characterized as "fair," and the remaining properties were reported as "good." Three exposures exhibited investment-grade credit characteristics at issuance and continue to do so. Details of these exposures are: -- The largest exposure in the pool, 175 West Jackson, is secured by a 22-story, 1.4 million-sq.-ft. class A office building in Chicago, Illinois. The property is encumbered by a $225 million A note that is split into two pari passu pieces, of which $112.5 million (10%) serves as collateral. In addition, there is a $55 million subordinate B note that is raked to the 175WJ-A, 175WJ-B, 175WJ-C, 175WJ-D, and 175WJ-E certificates. The borrower's equity interest in the property secures additional mezzanine financing up to $54 million, of which $40 million has been funded to date. Standard & Poor's calculated a DSC of 1.54x as of Dec. 31, 2006, compared with 1.72x at issuance. This calculation includes additional debt service for the loan that had an initial interest-only period for the first 36 months. Occupancy was 95% as of June 2007, compared with 90% at issuance. Standard & Poor's adjusted net cash flow is comparable to its level at issuance. -- The second-largest exposure, Coastal Grand Mall, has a whole-loan balance of $111.8 million that is split into three pieces: a $93.8 million (8%) A note that is in the trust and two pari passu subordinate B notes totaling $18 million held outside the trust. The loan is secured by 444,400 sq. ft. of an 893,100-sq.-ft. regional mall in Myrtle Beach, South Carolina. DSC was 1.85x as of year-end 2006, and occupancy was 92% as of June 2007, compared with a DSC of 1.77x and occupancy of 95% at issuance. Standard & Poor's underwritten NCF has been stable since issuance. -- The third-largest exposure, 180 Maiden Lane, is secured by a 1.1 million-sq.-ft. office building in lower Manhattan. The property is encumbered by a $186 million interest-only A note that is split into two pari passu pieces, of which $93 million (8%) is the trust balance. In addition, there is a $69.5 million subordinate B note that supports the class 180ML-A, 180ML-B, 180ML-C, 180ML-D, 180ML-E, 180ML-F, and 180ML- G certificates. The property is also encumbered by a $36.5 million C note held outside the trust. Additionally, there is a $36.5 million mezzanine loan secured by the borrower's equity interests in the property. Reported DSC was 2.57x as of year-end 2006, and occupancy was 100% as of June 2007, compared with a DSC of 2.61x and occupancy of 100% at issuance. Standard & Poor's underwritten NCF is comparable to its level at issuance. The master servicer reported 10 loans totaling $117 million (10%) on the watchlist. One of the four cross-collateralized and cross- defaulted loans that make up the seventh-largest exposure in the pool, the ADG portfolio, is on the watchlist. The four crossed loans total $41.7 million (4%) and are secured by 23 mobile home parks totaling 1,920 pads and two multifamily apartment complexes totaling 144 units located across three states. The properties are also encumbered by four subordinate B notes totaling $2.6 million held outside the trust. The $30.1 million loan is secured by 22 MHPs (totaling 1,754 pads), 21 of which are located in various areas of Wisconsin and one is in Iron Mountain, Michigan. The loan is on the watchlist because the inspection reports for four of the 22 MHPs noted various deferred maintenance items, such as cracked and potholed pavement and broken light fixtures and fences. Wachovia has indicated that the repairs on all deferred maintenance items are scheduled to be completed by the end of January 2008. The combined DSC was 1.40x as of year-end 2006, compared with 1.34x at issuance. The borrower has not provided the current combined occupancy for the portfolio; however, occupancy was 91% at issuance. Standard & Poor's stressed various assets securing the loans in the mortgage pool as part of its analysis, including those on the watchlist or otherwise considered credit impaired. The resultant credit enhancement levels adequately support the affirmed ratings. Ratings Affirmed – Pooled Certificates Wachovia Bank Commercial Mortgage Trust Commercial mortgage pass-through certificates series 2004-C15 Class Rating Credit enhancement ------ ------ ----------------- A-1 AAA 14.55% A-2 AAA 14.55% A-3 AAA 14.55% A-4 AAA 14.55% A-1A AAA 14.55% B AA 11.62% C AA- 10.34% D A 8.42% E A- 7.40% F BBB+ 6.13% G BBB 4.98% H BBB- 3.57% J BB+ 2.94% K BB 2.55% L BB- 2.17% M B+ 1.91% N B 1.66% O B- 1.40% X-P AAA N/A X-C AAA N/A Ratings Affirmed – Nonpooled Certificates Wachovia Bank Commercial Mortgage Trust Commercial mortgage pass-through certificates series 2004-C15 Class Rating Credit enhancement ------ ------ ------------------ 175WJ-A BB N/A 175WJ-B BB- N/A 175WJ-C B+ N/A 175WJ-D B N/A 175WJ-E B- N/A 180ML-A BB+ N/A 180ML-B BB+ N/A 180ML-C BB N/A 180ML-D B+ N/A 180ML-E B N/A 180ML-F B- N/A 180ML-G B- N/A N/A - Not applicable. WESTWAYS FUNDING: Fitch Withdraws Ratings on Three Note Classes --------------------------------------------------------------- Fitch has withdrawn the ratings on three classes of notes issued by Westways Funding X, Ltd. These rating actions are the result of Fitch's review process and are effective immediately. -- $435,000,000 class A notes have been paid in full; -- $30,000,000 class B notes have been paid in full; -- $10,000,000 class LB loan interests have been paid in full; -- $30,000,000 class C notes have been paid in full; -- $10,000,000 class LC loan interests have been paid in full; -- $30,000,000 class D notes rated 'C/DR5' have been withdrawn; -- $10,000,000 class LD loan interests rated 'C/DR5' have been withdrawn; -- $77,230,000 class income notes rated 'C/DR6' have been withdrawn. The ratings of the class A, B, C and D notes and LB, LC and LD loan interests reflected the likelihood that investors would receive quarterly interest payments through the redemption date as well as their respective stated principal balances. The rating of the income notes reflected the likelihood that investors would receive aggregate payments in an amount equal to the principal amount on or prior to the redemption date. Westways X was a mortgage market value collateralized debt obligation managed by TCW Asset Management Co. This transaction had violated over-collateralization tests and its portfolio was liquidated. The asset portfolio had floating rate 'AAA' mortgage- backed securities and agency collateral with over half of the portfolio having been in agency securities. The liquidation proceeds were sufficient to pay class A, B, LB, C, LC in full and class D and LD partially. The recovery on class D, LD notes was in 'DR5' range (10%-30%). Class Income notes suffered a complete loss. Class Income notes recovery was in 'DR6' range (< 10%). WETCO RESTAURANT: Case Summary & 17 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: WETCO Restaurant Group, L.L.C. 1031 North Main Street Opelousas, LA 70570 Bankruptcy Case No.: 07-51169 Type of business: The Debtor operates Quick-Service Restaurants. It is headquartered in Baton Rouge, Louisiana and currently owns and operates 34 Church's Chicken restaurants: three in Chattanooga, Tennessee, and 31 in Louisiana. See http://www.wetcorestaurantgroup.com/ Chapter 11 Petition Date: September 28, 2007 Court: Western District of Louisiana (Lafayette/Opelousas) Judge: Robert Summerhays Debtor's Counsel: John H. Weinstein, Esq. 1414 Northeast Evangeline Thruway Lafayette, LA 70501 Tel: (337) 235-4001 Fax: (337) 235-4020 Total Assets: $3,761,051 Total Debts: $15,308,635 Debtor's 17 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ G.E. Capital Franchise restaurants in $5,350,000 Finance Louisiana; value 1401 Elm Street, 5th Floor of security: Dallas, TX 75202 $3,215,000 Equipment lien $1,500,000 Equipment-- $411,345 reimaging funds S.B.A. Debenture/Southeast Real Estate & $544,000 Development Equipment A.F.C. Enterprises, Inc. Real Estate and $3,875,000 Equipment Community Trust & Banking Co. Real Estate & $752,500 Attention: Lloyd Congdon Equipment 9125 Lee Highway Ooltewah, TN 37363 Modern Business Associates, $469,048 Inc. 9455 Koger Boulevard, Suite 200 Saint Petersburg, FL 33702 East Baton Rouge $362,790 Service Fee Business Department 4445 Plank Road B5 Baton Rouge, LA 70806 Church's Chicken $319,630 c/o Vickie Stapleton 980 Hammon Drive, Suite 1100 Atlanta, GA 30328 Church's Ad Fund $248,820 City of New Orleans $225,600 P.F.G.-Magee $223,387 Valley Capital Corp. Real Estate & $150,000 Equipment State of Louisiana $97,122 Department of Revenue & Taxation Cajun Operating Company $79,003 Sher, Garner, Cahill, $59,230 Richter, L.L.C. Tax Collector, St. Tammany $54,938 Baton Rouge Coca Cola $36,937 Bottling St. Landry Parish School $34,427 X-RITE INC: Moody's Holds Corporate Family Rating at B1 ------------------------------------------------------- Moody's Investors Service confirmed X-Rite, Inc.'s B1 corporate family rating, affirmed the speculative grade liquidity rating of SGL-1 and revised the outlook to negative in view of the additional leverage and integration risk associated with the company's recently announced acquisition of Pantone Inc., the market leading color standards provider. This concludes the review for possible downgrade that was initiated in August 2007. Simultaneously, Moody's assigned ratings to X-Rite's new bank credit facilities, which consist of a $250 million first lien term loan (rated Ba3), $40 million first lien revolver (Ba3) (undrawn at closing) and $125 million second lien term loan (B3). Net proceeds will be used to refinance the existing credit facilities and fund X-Rite's purchase of Pantone for $180 million. Once the refinancing is completed, Moody's will withdraw ratings on the existing bank credit facilities. The assigned ratings are subject to review of final documentation and no material change in the terms and conditions of the transaction as advised to Moody's. The confirmation recognizes the company's strong competitive position with almost a 25% share of the $1 billion global colormetrics market. It also recognizes good internal execution on achieving cost synergies related to the Amazys acquisition ahead of schedule as X-Rite exceeded its target range for the twelve months ended June 30, 2007. The company has realized $16.8 million or 67% of the planned $25 million acquisition synergies, increasing Moody's confidence that the remaining $8.2 million of cost synergies should be attained at least by year end 2008. The confirmation also factors in total Pantone synergies, estimated to be $13.6 million resulting in additive adjusted EBITDA from Pantone of about $19.5 million per annum. The negative outlook reflects X-Rite's reduced financial flexibility after nearly doubling gross debt to consummate the acquisition resulting in pro forma debt to adjusted EBITDA of 5.3x (Moody's adjusted through June 30, 2007 on a post synergies basis including expected cash outlays for restructuring and integration expenses) compared to 3.8x (Moody's adjusted) at present. It also factors the risk associated with the simultaneous integration of Pantone together with the ongoing integration of Amazys. Since Pantone is a small company and has limited operational overlap with X-Rite, Moody's expects this integration to be less involved compared to the Amazys combination. Nonetheless, management bandwidth will be stretched and the dual track integration could act as a distraction, diverting resources away from the technological innovation and product development that is necessary to target the faster growth emerging segments of the colormetrics market. Moody's is also concerned that the total expected cash outlay (roughly $14 million) associated with the remaining integration and consolidation of Amazys's manufacturing activities and Pantone's integration over the next 12 -- 15 months, will negatively impact EBITDA and operating cash flow. X-Rite's B1 CFR is constrained by the company's: i. high financial leverage and weak credit protection measures pro forma for the Pantone acquisition; ii. declining free cash flow generation stemming from restructuring and integration costs associated with the July 2006 Amazys acquisition, delayed positive impact from acquisition cost synergies, one-time capex related to X-Rite's new headquarters and rising working capital; iii. integration risk; iv. exposure to consumer end markets; v. potentially increasing competition longer term; and vi. limited asset protection from a very small base of pro forma tangible assets. The rating also acknowledges the company's increased scale and market leadership position in the niche colormetrics industry as well expanded growth opportunities in new and traditional markets afforded by the Pantone transaction. It also recognizes the relatively stable competitive landscape (notwithstanding potential threats from Internet-based color management providers), mission-critical nature of its products with high switching costs resulting in high stable gross margins near 60%, historically consistent operating profitability, propensity for positive free cash flow generation, large installed customer base of 8,000 companies broadly diversified across geographies and vertical markets and potential for operating margin expansion via cost reductions and efficiency improvements. Moody's could stabilize the outlook upon accelerated achievement of the planned cost synergies, higher than anticipated cost synergies or reduced cash outlays resulting in EBITDA and free cash flow generation above expected levels such that financial leverage is reduced and total debt to EBITDA (Moody's adjusted) is commensurate with the B1 rating. In contrast, ratings could experience downward pressure if: i. expected cost synergies and integration plans do not materialize as intended; ii. the company is unable to reduce leverage due to lower than expected EBITDA, alternative uses of free cash flow other than debt reduction, negative free cash flow generation or further sizeable debt-funded acquisitions; or iii. Moody's witnesses an erosion in the company's competitive position or product functionality due to under-investment in R&D, as evidenced by below market revenue growth, diminished pricing power, gross margin erosion or significant customer losses. These new ratings/assessments were assigned: -- $40 million Senior Secured First Lien Revolver due 2012 -- Ba3 (LGD-3, 32%) -- $250 million Senior Secured First Lien Term Loan due 2012 -- Ba3 (LGD-3, 32%) -- $125 million Senior Secured Second Lien Term Loan due 2013 -- B3 (LGD-5, 85%) These ratings/assessments will be withdrawn upon closing of the new credit facility: -- $40 million Senior Secured First Priority Revolver due 2011 -- Ba3 (LGD-3, 34%) -- $120 million Senior Secured First Priority Term Loan due 2012 -- Ba3 (LGD-3, 34%) -- $60 million Senior Secured Second Priority Term Loan due 2013 -- B3 (LGD-5, 86%) These ratings were confirmed: -- Corporate Family Rating -- B1 -- Probability of Default Rating -- B1 This rating was affirmed: -- Speculative Grade Liquidity Rating -- SGL-1 Grand Rapids, MI-based X-Rite Inc. is the world's largest provider of color measurement systems offering hardware, software, and support solutions that ensure color accuracy. The company is acquiring Pantone Inc., the leading color standards provider in a leveraged transaction. For the twelve months ended June 30, 2007, X-Rite's pro forma revenue was $281 million. X-RITE INC: S&P Holds 'B+' Rating and Removes Negative Watch ------------------------------------------------------------ Standard & Poor's Ratings Services affirmed its 'B+' corporate credit rating on X-Rite Inc. and removed the rating from CreditWatch where it was placed with negative implications on Aug. 24, 2007, following the announcement that it planned to acquire unrated Pantone Inc. for $180 million as part of a $415 million refinancing. The outlook is stable. At the same time, Standard & Poor's assigned its bank loan and recovery ratings to Grand Rapids, Michigan-based X-Rite's secured financing. The first-lien facilities, consisting of a $40 million five-year revolving credit agreement and a $250 million term loan, are rated 'BB-', with a recovery rating of '2', indicating the expectation for substantial (70%-90%) recovery in the event of a payment default. Standard & Poor's also assigned its 'B' rating to the company's $125 million six-year second-lien term loan. The '5' recovery rating reflects the expectation for modest (10%-30%) recovery in the event of a payment default. S&P will withdraw its ratings on the company's existing bank debt concurrent with the closing of the financing. "The ratings on X-Rite reflect its relatively narrow business profile in two related niche markets, the challenge of executing a second major integration in less than two years, and its high leverage," said Standard & Poor's credit analyst Bruce Hyman. "These factors are offset partially by a leading position in its markets, high barriers to entry, and success in integrating its competitor, Amazys, since the acquisition." Debt is substantial, $375 million, or more than one year's revenues, and pro forma debt to adjusted EBITDA was about 6.3x at June 30, 2007. Only modest acquisitions are expected in the future, and the company is expected to use future free moderate cash flows to repay term debt. Deleveraging is more likely to reflect EBITDA growth. * Alvarez & Marsal Names Kurt Babe as Sr. Director at NE Region --------------------------------------------------------------- Alvarez & Marsal LLC's affiliate, Alvarez & Marsal Business Consulting, LLC, disclosed that merger integration executive Kurt Babe has joined as a senior director. A member of the firm's Northeast Region, he is based in both New York and Washington, D.C. Bringing more than two decades of mergers and acquisitions experience, Mr. Babe assists clients with the pre-planning and post-closing implementation of large scale transformations, including mergers and acquisitions, divestitures, process enhancements, re-engineering and cost containment initiatives. He also works with outside counsel to assist companies in working with the Department of Justice and Federal Trade Commission in connection with merger related issues. "Kurt has a wealth of experience guiding clients through merger and acquisition transactions, having worked with major corporations including Nestle and Philip Morris," said Gary Moran, a managing director and head of the New York Business Consulting practice of Alvarez & Marsal. "His background and expertise are outstanding complements to our deep bench of senior professionals who focus on helping companies navigate the myriad complex issues associated with pre-merger planning and post-transaction integration and execution." "I am excited to be at Alvarez & Marsal," said Mr. Babe. "The firm's global reach and access to Boards and management of leading organizations provide the perfect platform for me to continue to lead complex merger integrations and other large scale transformations." Mr. Babe's experience spans the U.S, Europe, Latin and South America and Asia, enabling him to build teams on a country-by- country basis. Prior to joining A&M, he was managing principal of Harborplace Consulting, a boutique firm focused on mergers and acquisitions which he co-founded. Previously, he was managing director and national director of business integration for consumer goods with KPMG. Earlier in his career, Mr. Babe was a principal with A.T. Kearney and he has also held various management positions with Procter & Gamble, Phillip Morris and PepsiCo. Mr. Babe earned his bachelor's degree, with honors, from Muskingum College. He has served as president of the Queen Anne's County Taxpayers Association and as member of The University of Texas Graduate School Marketing Advisory Board. A & M Business Consulting Alvarez & Marsal Business Consulting, LLC works closely with both high-performing and under-performing organizations to improve businesses processes – efficiently, economically and without disruption. Unlike traditional advisory firms, Alvarez & Marsal Business Consulting goes beyond strategy recommendations and works closely with clients as an extension of executive management teams to implement action plans and create positive change. With a team of professionals that excels in helping to drive process improvement and value creation, A&M Business Consulting offers: Strategy and Corporate Solutions; Information Technology Solutions; Finance Solutions; Human Resources Solutions; Customer and Channel Solutions and Outsourcing Advisory Services. About Alvarez & Marsal Alvarez & Marsal -- http://www.alvarezandmarsal.com/-- is a professional services firm with expertise in guiding underperforming companies and public sector entities through complex operational, financial and organizational challenges. The firm excels in problem solving and value creation, and brings a bias toward executing solutions with a distinctive hands-on approach to serving clients, management and stakeholders. Founded in 1983, Alvarez & Marsal draws on its strong operational heritage to provide specialized services, including Turnaround and Management Advisory, Crisis and Interim Management, Performance Improvement, Creditor Advisory Services, Corporate Finance, Dispute Analysis and Forensics, Tax Advisory, Business Consulting, Real Estate Advisory and Transaction Advisory. A network of experienced professionals in locations across the U.S., Europe, Asia and Latin America, enables the firm to deliver on its proven reputation for leadership, problem solving and value creation. * Chadbourne & Parke Names Karl Buch as Counsel in NY Office ------------------------------------------------------------ Chadbourne & Parke LLP has named Karl H. Buch as counsel in the New York office, focusing on white collar and securities enforcement matters. "Mr. Buch has a solid understanding of white collar and securities enforcement issues from his work in litigation as an Assistant U.S. Attorney," said Chadbourne Managing Partner Charles O'Neill. "His addition to Chadbourne adds depth to our practice in the white collar area." Mr. Buch, 34, joins the Firm from the United States Attorney's Office for the District of New Jersey in Newark, N.J. He was an Assistant U.S. Attorney in the Criminal Division -- Securities & Health Care Fraud Unit. Mr. Buch represented the United States in criminal matters involving securities, corporate, bank, health care, tax and mortgage fraud, terrorism, espionage and racketeering. His responsibilities included investigating and prosecuting individuals and major corporations and their officers for violations of securities laws and other federal crimes. In September 2007, Mr. Buch received the Director's Annual Award for Outstanding Counterintelligence Investigation from the Director of the Federal Bureau of Investigation. This is the highest form of recognition the FBI can award for a counter- intelligence investigation, and the only such case recognized this year. Prior to joining the United States Attorney's Office, Mr. Buch was with Sullivan & Cromwell in New York. Before that, he was a law clerk for United States District Judge John Sprizzo of the United States District Court for the Southern District of New York. Mr. Buch holds a B.A., with highest honors, distinction in history and political science, from Rutgers University, and a J.D., with high honors, from Rutgers University School of Law, where he received Order of the Coif honors and was a Jack Solomon Memorial Scholar. "I'm very pleased to have Karl on board," said Alan Raylesberg, co-head of Chadbourne's commercial litigation practice. "The diversity of his practice has made him a well-rounded lawyer. [Mr. Buch] brings additional hands-on experience to our white collar, securities enforcement and commercial litigation areas." About Chadbourne & Parke LLP Headquartered in New York City, Chadbourne & Parke LLP -- http://www.chadbourne.com/-- is a law firm that provides a full range of legal services, including mergers and acquisitions, securities, project finance, private funds, corporate finance, energy, communications and technology, commercial and products liability litigation, securities litigation and regulatory enforcement, special investigations and litigation, intellectual property, antitrust, domestic and international tax, insurance and reinsurance, environmental, real estate, bankruptcy and financial restructuring, employment law and ERISA, trusts and estates and government contract matters. Major geographical areas of concentration include Central and Eastern Europe, Russia and the CIS, and Latin America. The firm has offices in New York, Washington, DC, Los Angeles, Houston, Moscow, St. Petersburg, Warsaw (through a Polish partnership), Kyiv, Almaty, Tashkent, Beijing, and a multinational partnership, Chadbourne & Parke, in London. * Thacher Proffitt Names Patrick Smith as Partner ------------------------------------------------- Thacher Proffitt & Wood LLP disclosed that Patrick J. Smith has joined the Firm as a partner in the Litigation & Dispute Resolution Practice Group, resident in the New York Office. Prior to joining the Firm, Mr. Smith was a partner at King & Spalding in New York. Mr. Smith is a leading white-collar litigator whose practice is focused on the representation of financial services firms in criminal and regulatory investigations. Mr. Smith has substantial government experience, most notably as an Assistant United States Attorney in the Southern District of New York, where he specialized in the investigation and prosecution of complex securities fraud cases. Since returning to private practice in 2005, Mr. Smith has advised clients in connection with government investigations conducted by the U.S. Department of Justice, the Securities and Exchange Commission, and the New York Attorney General's Office, and also with respect to securities industry self-regulatory enforcement matters. Mr. Smith also represents organizations and individuals in complex civil litigation arising out of securities industry disputes. "We are delighted to welcome Patrick to the Firm," said Paul D. Tvetenstrand, chairman and managing partner of Thacher Proffitt. "His practice focus is a direct complement to our work in the financial services industry." "Patrick's cases run the gamut of white-collar defense, regulatory and internal investigations. Having served in the U.S. Department of Justice, he is uniquely in tune with the hurdles clients may face when tackling these issues," said John M. Woods, partner and chair of the Litigation & Dispute Resolution Practice Group. "I am very enthusiastic about joining Thacher Proffitt's growing litigation practice and being part of its continued success," said Mr. Smith. "I think there is a natural fit between the Firm's client base and the type of practice I've built since leaving government service." About Thacher Proffitt & Wood LLP A 158-year-old law firm that focuses on the capital markets and financial services industries, Thacher Proffitt & Wood LLP -- http://www.tpw.com/-- advises domestic and global clients in a wide range of areas, including corporate and financial institutions law, securities, structured finance, international trade matters, investment funds, swaps and derivatives, cross- border transactions, real estate, commercial lending, insurance, admiralty and ship finance, litigation and dispute resolution, technology and intellectual property, executive compensation and employee benefits, taxation, trusts and estates, bankruptcy, reorganizations and restructurings. The Firm has over 300 lawyers with five offices located in New York City; Washington, DC; White Plains, New York; Summit, New Jersey and Mexico City. * Upcoming Meetings, Conferences and Seminars --------------------------------------------- Oct. 4, 2007 TURNAROUND MANAGEMENT ASSOCIATION Breakfast Event Carnelian Room, San Francisco, California Contact: 510-346-6000 ext 226 or http://www.turnaround.org/ Oct. 4, 2007 NEW YORK SOCIETY OF SECURITY ANALYSTS Investing in Distressed and Defaulted Debt New York, New York Contact: http://www.nyssa.org/ Oct. 5, 2007 PRACTISING LAW INSTITUTE Intercreditor Agreements & Bankruptcy Issues - Creating the Best Structures University Club, New York, New York Contact: http://www.pli.edu/ Oct. 5, 2007 AMERICAN BANKRUPTCY INSTITUTE ABI/GULC "Views from the Bench" Georgetown University Law Center Washington, District of Columbia Oct. 9-10, 2007 INTERNATIONAL WOMEN'S INSOLVENCY & RESTRUCTURING CONFEDERATION IWIRC Annual Fall Conference Orlando, Florida Contact: http://http://www.iwirc.org// Oct. 10-13, 2007 NATIONAL CONFERENCE OF BANKRUPTCY JUDGES 81st Annual National Conference of Bankruptcy Judges Contact: http://www.ncbj.org/ Oct. 11, 2007 TURNAROUND MANAGEMENT ASSOCIATION Luncheon University Club, Jacksonville, Florida Contact: 561-882-1331 or http://www.turnaround.org/ Oct. 11, 2007 TURNAROUND MANAGEMENT ASSOCIATION Winn Dixie Bankruptcy University Club, Jacksonville, Florida Contact: 561-882-1331 or http://www.turnaround.org/ Oct. 11, 2007 TURNAROUND MANAGEMENT ASSOCIATION Chuck Bauer - Client Satisfaction Dallas Country Club, Dallas, Texas Contact: http://www.turnaround.org/ Oct. 12, 2007 TURNAROUND MANAGEMENT ASSOCIATION Breakfast Meeting Westin Buckhead, Atlanta, Georgia Contact: 678-795-8103 or http://www.turnaround.org/ Oct. 12, 2007 INTERNATIONAL WOMEN'S INSOLVENCY & RESTRUCTURING CONFEDERATION Presentation by George F. Will: The Political Argument Today Orlando, Florida Contact: http://www.ardent-services.com/ Oct. 12, 2007 AMERICAN BANKRUPTCY INSTITUTE ABI Educational Program at NCBJ Orlando World Marriott, Orlando, Florida Contact: 1-703-739-0800; http://www.abiworld.org/ Oct. 16-19, 2007 TURNAROUND MANAGEMENT ASSOCIATION TMA Annual Convention Marriott Copley Place Boston, Massachussets Contact: 312-578-6900; http://www.turnaround.org/ Oct. 17, 2007 ASSOCIATION OF INSOLVENCY & RESTRUCTURING ADVISORS AIRA Presents Lifetime Achievement Awards to Charles C. Crumley and William G. Hays, Jr. Cherokee Town Club, Atlanta, Georgia Contact: http://www.airacira.org/ Oct. 21-24, 2007 ASSOCIATION OF INSOLVENCY & RESTRUCTURING ADVISORS Restructuring and Investing Conference Portman Ritz Carlton, Shanghai, China Contact: http://www.airacira.org/ Oct. 22-23, 2007 STRATEGIC RESEARCH INSTITUTE 9th Annual Distressed Debt - West Venetian Resort Hotel Casino, Las Vegas, Nevada Contact: http://www.almevents.com/ Oct. 23, 2007 BEARD AUDIO CONFERENCES Partnerships in Bankruptcy Contact: 240-629-3300; http://www.beardaudioconferences.com/ Oct. 24, 2007 TURNAROUND MANAGEMENT ASSOCIATION TMA Event - TBA McCormick & Schmick's Fresh Seafood Restaurant, Las Vegas, Nevada Contact: 702-952-2480 or http://www.turnaround.org/ Oct. 25, 2007 TURNAROUND MANAGEMENT ASSOCIATION LI Turnaround Member Social Davenport Press, Mineola, New York Contact: 631-261-6296 or http://www.turnaround.org/ Oct. 25, 2007 TURNAROUND MANAGEMENT ASSOCIATION Capital Markets Case Study Seattle, Washington Contact: http://www.turnaround.org/ Oct. 25, 2007 TURNAROUND MANAGEMENT ASSOCIATION TMA Arizona Chapter Meeting Contact: http://www.turnaround.org/ Oct. 26, 2007 AMERICAN BANKRUPTCY INSTITUTE International Insolvency Symposium Hotel Adlon Kempinski, Berlin, Germany Contact: 1-703-739-0800; http://www.abiworld.org/ Oct. 29, 2007 TURNAROUND MANAGEMENT ASSOCIATION Monthly Luncheon, Carolinas Chapter - Topic TBA Sheraton Greensboro Hotel, Greensboro, North Carolina Contact: http://www.turnaround.org/ Oct. 29, 2007 FINANCIAL RESEARCH ASSOCIATES LLC 6th Annual Distressed Debt Summit The 3 West Club, New York, New York Contact: http://www.frallc.com/ Oct. 30, 2007 BEARD AUDIO CONFERENCES Using Virtual Data Rooms to Expedite M&A and Insolvency Proceedings Contact: 240-629-3300; http://www.beardaudioconferences.com/ Oct. 30, 2007 TURNAROUND MANAGEMENT ASSOCIATION Luncheon Centre Club, Tampa, Florida Contact: 561-882-1331; http://www.turnaround.org/ Oct. 30, 2007 TURNAROUND MANAGEMENT ASSOCIATION Crisis Communications With Employees, Vendors and Media Centre Club, Tampa, Florida Contact: http://www.turnaround.org/ Nov. 1, 2007 ASSOCIATION OF INSOLVENCY & RESTRUCTURING ADVISORS Claims Trading - Issues and Implications New York, New York Contact: http://www.airacira.org/ Nov. 1, 2007 TURNAROUND MANAGEMENT ASSOCIATION Breakfast Event Carnelian Room, San Francisco, California Contact: 510-346-6000 ext 226 or http://www.turnaround.org/ Nov. 1, 2007 TURNAROUND MANAGEMENT ASSOCIATION Networking Breakfast TBD, Hackensack, New Jersey Contact: 908-575-7333; http://www.turnaround.org/ Nov. 5, 2007 TURNAROUND MANAGEMENT ASSOCIATION 2007 Newsmaker Dinner with Jean Chretien Fairmont Royal York Hotel, Toronto, Ontario Contact: http://www.turnaround.org/ Nov. 7, 2007 TURNAROUND MANAGEMENT ASSOCIATION Lenders Forum Milleridge Cottage, Jericho, New York Contact: http://www.turnaround.org/ Nov. 12, 2007 AMERICAN BANKRUPTCY INSTITUTE Consumer Bankruptcy Conference Marriott, Troy, Michigan Contact: 1-703-739-0800; http://www.abiworld.org/ Nov. 13-14, 2007 TURNAROUND MANAGEMENT ASSOCIATION 6th Annual Distressed Debt Symposium Jumeirah Carlton Tower, London, United Kingdom Contact: http://www.turnaround.org/ Nov. 14, 2007 TURNAROUND MANAGEMENT ASSOCIATION Holiday Mixer McCormick & Schmick's, Las Vegas, Nevada Contact: 702-952-2480 or http://www.turnaround.org/ Nov. 14, 2007 TURNAROUND MANAGEMENT ASSOCIATION Aloha Airlines Story Bankers Club, Miami, Florida Contact: http://www.turnaround.org/ Nov. 14, 2007 TURNAROUND MANAGEMENT ASSOCIATION TMA Australia 4th Annual Conference and Gala Dinner Hilton, Sydney, Australia Contact: http://www.turnaround.org/ Nov. 14, 2007 TURNAROUND MANAGEMENT ASSOCIATION Dinner TBA, South Florida Contact: 561-882-1331 or http://www.turnaround.org/ Nov. 15, 2007 TURNAROUND MANAGEMENT ASSOCIATION TMA Portland Holiday Party University Club, Portland, Oregon Contact: 206-223-5495; http://www.turnaround.org/ Nov. 16, 2007 TURNAROUND MANAGEMENT ASSOCIATION Meeting with Chapter President, Bruce Sim Westin Buckhead, Atlanta, Georgia Contact: http://www.turnaround.org/ Nov. 22, 2007 TURNAROUND MANAGEMENT ASSOCIATION Networking Mixer TBA, Vancouver, British Columbia Contact: 206-223-5495; http://www.turnaround.org/ Nov. 27, 2007 TURNAROUND MANAGEMENT ASSOCIATION Luncheon - Real Estate Panel Citrus Club, Orlando, Florida Contact: http://www.turnaround.org/ November 26-27, 2006 BEARD GROUP AND RENAISSANCE AMERICAN MANAGEMENT Fourteenth Annual Conference on Distressed Investing Maximizing Profits in the Distressed Debt Market The Jumeirah Essex House, New York, NY Contact: 800-726-2524; 903-595-3800; http://beardconferences.com/ Nov. 29, 2007 INTERNATIONAL WOMEN'S INSOLVENCY & RESTRUCTURING CONFEDERATION Holiday Gala Yale Club, New York, New York Contact: http://www.iwirc.org/ Nov. 29, 2007 TURNAROUND MANAGEMENT ASSOCIATION Special Speaker TBD, New Jersey Contact: 908-575-7333; http://www.turnaround.org/ Nov. 29, 2007 TURNAROUND MANAGEMENT ASSOCIATION Special Speaker Hilton, Sydney, Australia Contact: http://www.turnaround.org/ Nov. 29, 2007 TURNAROUND MANAGEMENT ASSOCIATION TMA Arizona Chapter Meeting Contact: http://www.turnaround.org/ Dec. 5, 2007 TURNAROUND MANAGEMENT ASSOCIATION Joint Holiday Networking Event with TMA/CFA TBA, Philadelphia, Pennsylvania Contact: 215-657-5551 or http://www.turnaround.org/ Dec. 6, 2007 TURNAROUND MANAGEMENT ASSOCIATION Seattle Holiday Party Athletic Club, Seattle, Washington Contact: 206-223-5495; http://www.turnaround.org/ Dec. 6-8, 2007 AMERICAN BANKRUPTCY INSTITUTE Winter Leadership Conference Westin Mission Hills Resort, Rancho Mirage, California Contact: 1-703-739-0800; http://www.abiworld.org/ Dec. 10, 2007 TURNAROUND MANAGEMENT ASSOCIATION Holiday Party Guy Anthony's Restaurant, Merrick, New York Contact: 631-251-6296 or http://www.turnaround.org/ Dec. 13, 2007 TURNAROUND MANAGEMENT ASSOCIATION Holiday Extravaganza - TMA & CFA Georgia Aquarium, Atlanta, Georgia Contact: 678-795-8103 or http://www.turnaround.org/ Dec. 13, 2007 TURNAROUND MANAGEMENT ASSOCIATION Holiday Extravaganza - TMA & CFA Georgia Aquarium, Atlanta, Georgia Contact: 678-795-8103 or http://www.turnaround.org/ Dec. 19, 2007 TURNAROUND MANAGEMENT ASSOCIATION South Florida Dinner TBA, South Florida Contact: 561-882-1331; http://www.turnaround.org/ Jan. 10, 2008 TURNAROUND MANAGEMENT ASSOCIATION Luncheon University Club, Jacksonville, Florida Jan. 11, 2008 TURNAROUND MANAGEMENT ASSOCIATION Annual Lenders Panel Westin Buckhead, Atlanta, Georgia Contact: http://www.turnaround.org/ Feb. 7, 2008 TURNAROUND MANAGEMENT ASSOCIATION PowerPlay Philips Arena, Atlanta, Georgia Contact: 678-795-8103 or http://www.turnaround.org/ Feb. 7, 2008 TURNAROUND MANAGEMENT ASSOCIATION Breakfast Event Carnelian Room, San Francisco, California Contact: 510-346-6000 ext 226 or http://www.turnaround.org/ Feb. 14-16, 2008 AMERICAN BANKRUPTCY INSTITUTE 13th Annual Rocky Mountain Bankruptcy Conference Westin Tabor Center, Denver, Colorado Contact: 1-703-739-0800; http://www.abiworld.org/ Feb. 23-26, 2008 NORTON INSTITUTES ON BANKRUPTCY LAW Bankruptcy Litigation Seminar I Park City, Utah Contact: http://www.nortoninstitutes.org/ Feb. 26, 2008 TURNAROUND MANAGEMENT ASSOCIATION Retail Panel Citrus Club, Orlando, Florida Contact: http://www.turnaround.org/ Mar. 6-8, 2008 ALI-ABA Fundamentals of Bankruptcy Law Mandalay Bay Resort, Las Vegas, Nevada Contact: http://www.ali-aba.org/ Mar. 25-29, 2008 TURNAROUND MANAGEMENT ASSOCIATION TMA Spring Conference Ritz Carlton Grande Lakes, Orlando, Florida Contact: http://www.turnaround.org/ Mar. 27-30, 2008 NORTON INSTITUTES ON BANKRUPTCY LAW Bankruptcy Litigation Seminar II Las Vegas, Nevada Contact: http://www.nortoninstitutes.org/ Apr. 3-6, 2008 AMERICAN BANKRUPTCY INSTITUTE 26th Annual Spring Meeting The Renaissance, Washington, District of Columbia Contact: http://www.abiworld.org/ Apr. 25-27, 2008 NATIONAL ASSOCIATION OF BANKRUPTCY JUDGES NABT Spring Seminar Eldorado Hotel & Spa, Santa Fe, New Mexico Contact: http://www.nabt.com/ May 1-2, 2008 AMERICAN BANKRUPTCY INSTITUTE Debt Symposium Hilton Garden Inn, Champagne/Urbana, Illinois Contact: 1-703-739-0800; http://www.abiworld.org/ June 4-7, 2008 ASSOCIATION OF INSOLVENCY & RESTRUCTURING ADVISORS 24th Annual Bankruptcy & Restructuring Conference J.W. Marriott Spa and Resort, Las Vegas, Nevada Contact: http://www.airacira.org/ June 12-14, 2008 AMERICAN BANKRUPTCY INSTITUTE 15th Annual Central States Bankruptcy Workshop Grand Traverse Resort and Spa, Traverse City, Michigan Contact: http://www.abiworld.org/ June 19-21, 2008 ALI-ABA Partnerships, LLCs, and LLPs: Uniform Acts, Taxation, Drafting, Securities, and Bankruptcy Omni Hotel, San Francisco, California Contact: http://www.ali-aba.org/ June 26-29, 2008 NORTON INSTITUTES ON BANKRUPTCY LAW Western Mountains Bankruptcy Law Seminar Jackson Hole, Wyoming Contact: http://www.nortoninstitutes.org/ July 10-13, 2008 TURNAROUND MANAGEMENT ASSOCIATION 16th Annual Northeast Bankruptcy Conference Ocean Edge Resort Brewster, Massachussets Contact: http://www.turnaround.org/ July 31 - Aug. 2, 2008 AMERICAN BANKRUPTCY INSTITUTE 4th Annual Mid-Atlantic Bankruptcy Workshop Hyatt Regency Chesapeake Bay Cambridge, Maryland Contact: http://www.abiworld.org/ Aug. 16-19, 2008 AMERICAN BANKRUPTCY INSTITUTE 13th Annual Southeast Bankruptcy Workshop Ritz-Carlton, Amelia Island, Florida Contact: http://www.abiworld.org/ Aug. 20-24, 2008 NATIONAL ASSOCIATION OF BANKRUPTCY JUDGES NABT Convention Captain Cook, Anchorage, Alaska Contact: http://www.nabt.com/ Sept. 24-27, 2008 NATIONAL CONFERENCE OF BANKRUPTCY JUDGES National Conference of Bankruptcy Judges Scottsdale, Arizona Contact: http://www.ncbj.org/ Oct. 28-31, 2008 TURNAROUND MANAGEMENT ASSOCIATION TMA Annual Convention Marriott New Orleans, Louisiana Contact: 312-578-6900; http://www.turnaround.org/ Dec. 3-5, 2008 AMERICAN BANKRUPTCY INSTITUTE 20th Annual Winter Leadership Conference Westin La Paloma Resort & Spa Tucson, Arizona Contact: http://www.abiworld.org/ May 7-10, 2009 AMERICAN BANKRUPTCY INSTITUTE 27th Annual Spring Meeting Gaylord National Resort & Convention Center National Harbor, Maryland Contact: http://www.abiworld.org/ June 21-24, 2009 INTERNATIONAL ASSOCIATION OF RESTRUCTURING, INSOLVENCY & BANKRUPTCY PROFESSIONALS 8th International World Congress TBA Contact: http://www.insol.org/ Sept. 10-12, 2009 AMERICAN BANKRUPTCY INSTITUTE 17th Annual Southwest Bankruptcy Conference Hyatt Regency Lake Tahoe, Incline Village, Nevada Contact: http://www.abiworld.org/ Oct. 5-9, 2009 TURNAROUND MANAGEMENT ASSOCIATION TMA Annual Convention Marriott Desert Ridge, Phoenix, Arizona Contact: 312-578-6900; http://www.turnaround.org/ Dec. 3-5, 2009 AMERICAN BANKRUPTCY INSTITUTE 21st Annual Winter Leadership Conference La Quinta Resort & Spa, La Quinta, California Contact: 1-703-739-0800; http://www.abiworld.org/ Oct. 4-8, 2010 TURNAROUND MANAGEMENT ASSOCIATION TMA Annual Convention JW Marriott Grande Lakes, Orlando, Florida Contact: http://www.turnaround.org/ BEARD AUDIO CONFERENCES 2006 BACPA Library Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com; http://researcharchives.com/t/s?20fa BEARD AUDIO CONFERENCES BAPCPA One Year On: Lessons Learned and Outlook Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Calpine's Chapter 11 Filing Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Carve-Out Agreements for Unsecured Creditors Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Changes to Cross-Border Insolvencies Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Changing Roles & Responsibilities of Creditors' Committees Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES China’s New Enterprise Bankruptcy Law Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Clash of the Titans -- Bankruptcy vs. IP Rights Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Coming Changes in Small Business Bankruptcy Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Dana's Chapter 11 Filing Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Deepening Insolvency – Widening Controversy: Current Risks, Latest Decisions Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Diagnosing Problems in Troubled Companies Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Distressed Claims Trading Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Distressed Market Opportunities Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Distressed Real Estate under BAPCPA Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Employee Benefits and Executive Compensation under the New Code Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Equitable Subordination and Recharacterization Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Fundamentals of Corporate Bankruptcy and Restructuring Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Handling Complex Chapter 11 Restructuring Issues Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Healthcare Bankruptcy Reforms Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES High-Yield Opportunities in Distressed Investing Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Homestead Exemptions under BAPCPA Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Hospitals in Crisis: The Insolvency Crisis Plaguing Hospitals Across the U.S. Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES IP Rights In Bankruptcy Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES KERPs and Bonuses under BAPCPA Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Non-Traditional Lenders and the Impact of Loan-to-Own Strategies on the Restructuring Process Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Partnerships in Bankruptcy: Unwinding The Deal Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Privacy Rights, Protections & Pitfalls in Bankruptcy Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Real Estate Bankruptcy Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Reverse Mergers—the New IPO? Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Second Lien Financings and Intercreditor Agreements Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Surviving the Digital Deluge: Best Practices in E-Discovery and Records Management for Bankruptcy Practitioners and Litigators Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Technology as a Competitive Advantage For Today’s Legal Processes Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Twenty-Day Claims Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Using Virtual Data Rooms to Expedite M&A and Insolvency Proceedings Contact: 240-629- 3300;http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Validating Distressed Security Portfolios: Year-End Price Validation and Risk Assessment Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES When Tenants File -- A Landlord's BAPCPA Survival Guide Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ The Meetings, Conferences and Seminars column appears in the Troubled Company Reporter each Wednesday. Submissions via e-mail to conferences@bankrupt.com are encouraged. ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers' public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. A list of Meetings, Conferences and Seminars appears in each Wednesday's edition of the TCR. Submissions about insolvency- related conferences are encouraged. Send announcements to conferences@bankrupt.com/ 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, Joseph Medel C. Martirez, 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 ***