T R O U B L E D C O M P A N Y R E P O R T E R Monday, December 10, 2007, Vol. 11, No. 292 Headlines 13825 HOWARD ROAD: Case Summary & Five Largest Unsecured Creditors ACTIVISION INC: ViVendi Deal Prompts S&P's Positive CreditWatch ADVANCE AUTO: Aggressive Financial Policy Cues S&P's Neg. Outlook ADVANCE AUTO: Moody's Rates $200MM Unsecured Term Loan at Ba1 AFFIRMATIVE INSURANCE: S&P Affirms 'BB' Credit Rating AIR INSPIRED: Case Summary & 20 Largest Unsecured Creditors AIRTRAX INC: Says Restatement Cues Delayed 10QSB Filing ALLIS-CHALMERS: S&P Holds 'B' Rating and Revises Outlook to Pos. ALTRA INDUSTRIAL: S&P Affirms 'B' Rating and Revises Outlook AMACORE GROUP: Sept. 30 Balance Sheet Upside-Down by $1.4 Million AMERICAN MEDIA: S&P Affirms Junk Corporate Credit Rating AMERICAN REPROGRAPHICS: Completes $350 Million Credit Refinancing ATLANTIC EXPRESS: S&P Holds All Ratings and Revises Outlook BANKRUPTCY MANAGEMENT: Weak Performance Cues S&P to Cut Rating BARCLAYS CAPITAL: S&P Retains BB+ Rating Under Developing Watch BARNERT HOSPITAL: Withdraws $5 Million DIP Financing Pact with NHC BEARINGPOINT INC: Sept. 30 Balance Sheet Upside-Down by $362 Mil. BIO-KEY INT'L: Sept. 30 Balance Sheet Upside-Down by $2 Million BIOVAIL CORP: S&P Lowers Corporate Credit Rating to BB from BB+ BISON PARK: Case Summary & Six Largest Unsecured Creditors BLACK GAMING: Moody's Affirms B3 Corporate Family Rating BLACKHAWK AUTOMOTIVE: Wants Auction Sale Set for February 2008 BLAST ENERGY: Files 2nd Amended Chapter 11 Plan of Reorganization BLAST ENERGY: Sept. 30 Balance Sheet Upside-Down by $5,062,379 BRIAN BEITEL: Case Summary & 13 Largest Unsecured Creditors CAMBIUM LEARNING: Weak Performance Cues S&P's Negative Watch CENVEO INC: Good Profitability Cues S&P to Lift Rating to BB- CHASE COMMERCIAL: Fitch Holds 'B-' Rating on $8.1MM Certificates CHRYSLER LLC: S&P Retains 'B' Rating and Revises RR to 3 CITADEL BROADCASTING: S&P Revises Outlook to Stable from Positive CLAYTON HOLDINGS: Impairement Charge Cues S&P's Neg. Outlook CKE RESTAURANTS: Refranchising Continues; Sells 30 Restaurants COACH AMERICA: Moody's Cuts Corp. Family Rating to B3 from B2 COHR HOLDINGS: S&P Holds 'B' Rating and Revises Outlook to Neg. CONSTELLATION BRANDS: Commences Exchange Offer for $700MM Notes CONSTELLATION COPPER: Obtains Verbal Waiver on $3.8 Million Dues CULLIGAN INT'L: Fiscal Results Cue S&P's Negative CreditWatch D&E COMMS: S&P Holds 'BB-' Rating and Revises Outlook to Stable DB KEY: Plan Allocates 10% Sale Carve Out for Unsecured Claims DB KEY: Court Sets Disclosure Statement Hearing on January 7 DEL LABORATORIES: Parent Inks Merger Deal with Coty Inc. DELTA FINANCIAL: Job Cuts Follow Bankruptcy Announcement DYNAMIC LEISURE: Sept. 30 Balance Sheet Upside-Down by $7.9 Mil. EBERHARDT CONST: Case Summary & 18 Largest Unsecured Creditors ELECTRONIC DATA: Buyback Program Does Not Affect Moody's Rating ENVIRONMENTAL ENERGY: Posts $2.8 Million Net Loss in Third Quarter FEDDERS CORP: Taps Roux Associates as Environmental Consultant FESTIVAL FUN: S&P Removes 'B' Rating from Developing Watch FIRSTBANK PUERTO: S&P Affirms 'BB+' Counterparty Credit Rating FIRST MAGNUS: Pima County Wants Tax Payment from Tucson Asset Sale FIRST MAGNUS: Removes Sale of $61 Mil. Loans Under Revised Plan FORD MOTOR: American Jaguar Dealers Prefer Sale to U.S. Bidder FORD MOTOR: U.K. Marques' Final Bidders are Tata, Mahindra & OEP FOUR STAR: Voluntary Chapter 11 Case Summary FREESCALE SEMICONDUCTOR: Moody's Cuts Ratings with Neg. Outlook GAP INC.: November 2007 Net Sales Up 11 Percent at $1.54 Billion GILBERT TUSCANY: Voluntary Chapter 11 Case Summary GLOBAL CASH: S&P Places 'BB-' Rating Under Negative Watch GLOBAL GEOPHYSICAL: S&P Affirms 'B-' Corporate Credit Rating GOODYEAR TIRE: Noteholders Tender $346 Million Convertible Notes GREEN TREE: Poor Performance Cues S&P to Downgrade 19 Ratings HINES NURSERIES: Moody's Cuts Family Rating to Caa2 from Caa1 HOLOGIC INC: S&P Assigns 'B' Rating on $1.5BB Convertible Notes INDYMAC BANCORP: Seeking More Cash Despite Strong Capital Cushion INSTANT WEB: S&P Holds 'B' Rating and Revises Outlook to Neg. INTERDENT INC: Weak Liquidity Cues S&P to Junk Rating IPG INC: Moody's Lifts Debt and CF Ratings with Stable Outlook JEFFREY'S COURT: Case Summary & 19 Largest Unsecured Creditors LEGENDS GAMING: S&P Rates $220MM Secured Note Offering at B LEVITT AND SONS: Gets Court Nod to Abandon BOA Collateral LEVITZ FURNITURE: AICCO Withdraws Request to Cancel Policies LEVITZ FURNITURE: Committee Wants J.H. Cohn as Financial Advisor LEVITZ FURNITURE: Court OKs $53.5 Mil. Buy Pact with Hilco Group LEVITZ FURNITURE: DeCoro USA Demands $1.7 Million Goods Returned LIMITED BRANDS: Reports November 2007 Net Sales of $858 Million MATTRESS GALLERY: Sells South California Stores to Ortho Mattress MEZZ CAP: Fitch Affirms 'B-' Rating on $778,000 Class H Certs. MIAMI BEACH HEALTH: Fitch Holds 'BB+' Rating on $268MM Bonds MONROE COUNTY HOSPITAL: S&P Cuts Rating on S.2006 Bonds to BB+ MOVIE GALLERY: Committee Wants to Employ CRG as Financial Advisor MOVIE GALLERY: Panel Hires Imperial Capital as Financial Advisor MRS PIZZA: Case Summary & 13 Largest Unsecured Creditors NATIONSTAR: Moody's Downgrades Ratings on 14 Tranches NEUMANN HOMES: Committee Taps Paul Hastings as Counsel NEUMANN HOMES: Court Approves Epiq as Claims and Noticing Agent NEUMANN HOMES: Court Approves Skadden Arps as Bankruptcy Counsel NORTH AMERICAN ENERGY: S&P Lifts Ratings with Stable Outlook OCTANS CDO: Trustee BoNY Issues Notice of Default on Seven Notes OPTION ONCE: Moody's Lowers Ratings on 45 Tranches PALM INC: Second Quarter Revenues to Fall Short of Expectations PCI GAMING: S&P Assigns 'BB-' Ratings with Stable Outlook PERFORMANCE TRANS: Clear Thinking Wants All Documents Produced PLASTECH ENGINEERED: S&P Puts 'B+' Rating Under Negative Watch POLY-PACIFIC INT'L: Posts CDN$895,420 Net Loss in Third Quarter POPE & TALBOT: Court Approves Stalking Horse Purchase Agreement POPE & TALBOT: Panel Asks Court to Deny Proposed DIP Financing POPE & TALBOT: US Trustee Objects to Pulp Business Sale Procedures QUECHAN TRIBE: Fitch Assigns 'BB-' Initial Issuer Rating RASC: Moody's Downgrades Ratings on 26 Tranches REDDI BRAKE: Sept. 30 Balance Sheet Upside-Down by $816,179 REMY WORLDWIDE: Wants Court to Close 27 Bankruptcy Cases REVLON CONSUMER: Proposed $170MM Loan Cues S&P's Dev. Watch RG GLOBAL: Sept. 30 Balance Sheet Upside-Down by $5.2 Million RIVERSIDE CASINO: S&P Lifts Corp. Credit Rating to B+ from B RJO HOLDINGS: Reduced Cash Flow Cues S&P to Junk Ratings ROADHOUSE GRILL: Panel Wants Mesirow as Financial Advisor ROCKFORD PRODUCTS: Wants Case Converted to Chap. 7 Liquidation SHAW GROUP: Earns $645,000 in 2007 Fourth Quarter Ended Aug. 31 SMARTIRE SYSTEMS: Inks Two Financing Deals w/ Xentenial Holdings SOLUTIA INC: S&P Rates Proposed $1.2BB Sr. Secured Loan at B+ SOUTHERN ARIZONA: Case Summary & 14 Largest Unsecured Creditors SPX CORP: Moody's Rates $500 Million Sr. Unsecured Notes at Ba2 ST CHARLES: S&P Lowers Rating to B- from BBB- on GO Bonds TABS 2006-6: Moody's Cuts Rating on $950MM Notes to B1 from A3 TABS 2007-7: Moody's Chips Rating on $1.31BB Notes to B1 from A1 TELESAT CANADA: Note Redemption Cues S&P to Withdraw Ratings TTM TECHNOLOGIES: S&P Lifts Bank Loan Rating to BB+ from BB U.S. ANTIMONY: Posts $13,974 Net Loss in Third Quarter UBS MORTGAGE: Fitch Rates Class B Certificates at BB UNITED HERITAGE: Gets Nasdaq Notice on Stock Equity Non-Compliance US STEEL: S&P Rates $400 Million Senior Unsecured Notes at BB+ VERIFONE INC: Financial Restatement Cues S&P's Negative Outlook WASHINGTON MUTUAL: Moody' Slices Ratings on 14 Tranches WORLDWIDE BIOTECH: Earns $147,099 in Third Quarter Ended Sept. 30 * Chadbourne & Parke's Clara Krivoy Named President of VAAUS * Fitch Believes 2008 Credit and Operating Trends Remain Stable * Fitch Believes Cable MSOs Will Add Revenue Generating Units * Fitch Believes Framework Can Help Reduce Risk on Subprime Loss * Fitch Believes Media & Entertainment Ratings Will Remain Stable * Fitch Do Not Expect Fresh Produce Sectors to Offset 100% of Cost * Fitch Expects 2008 Agribusiness Ratings Will Remain Stable * Fitch Expects Consumer Products Cos Will Be Pressured in 2008 * Fitch Expects Packaged Foods Companies to Remain Stable in 2008 * Fitch Expects Slowing Economy Will Constrain Restaurant Sales * Fitch Expects Telecom Operators to Experience Revenue Growth * Fitch Presents Global Pharmaceutical R&D Pipeline 3Q Report * Fitch's Rating Outlook for Semiconductor Industry is Stable * Fitch Withdraws FS Ratings That Don't Meet Criteria * Moody's Cited Insufficient Use of Loan Modifications * Moody's Global S-GD Rate Drifted Lower in November * Moody's Says Housing Market Is In The Midst of Worst Downturn * Moody's Says Pressures Stems from 2006 RI Jury Verdict * Moody's Says US Cable-TV Industry's Outlook Remains Stable * BOND PRICING: For the Week of Dec. 3 -- Dec. 7, 200 ********* 13825 HOWARD ROAD: Case Summary & Five Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: 13825 Howard Road, L.L.C. 13825 Howard Road Dayton, MD 21036 Bankruptcy Case No.: 07-22382 Chapter 11 Petition Date: December 6, 2007 Court: District of Maryland (Baltimore) Judge: Robert A. Gordon Debtor's Counsel: David Daneman, Esq. Bishop, Daneman & Simpson, L.L.C. 2 North Charles Street, Suite 500 Baltimore, MD 21201 Tel: (410) 385-5383 Total Assets: $2,850,000 Total Debts: $3,154,287 Debtor's Five Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Gregory and Ronda Carpenter $914,000 13825 Howard Road Dayton, Maryland Howard County $12,764 Director of Finance P.O. Box 3370 Covey Construction Co., Inc. $8,768 P.O. Box 254 Dayton, MD 21036 Joseph L. Mayne Well Drilling $4,410 Duron Paints & Wallcoverings $963 ACTIVISION INC: ViVendi Deal Prompts S&P's Positive CreditWatch --------------------------------------------------------------- Standard & Poor's Ratings Services placed its 'BB-' corporate credit rating on Activision Inc. on CreditWatch with positive implications, indicating the potential for an upward rating action, based on Activision's definitive agreement to combine with Vivendi Games, a unit of Vivendi S.A. (BBB/Stable/A-2). "Upon the close of the transaction, Vivendi will own 52% of the new entity, Activision Blizzard, which will continue to be a publicly traded company," elaborated Standard & Poor's credit analyst Andy Liu. Some well-known video game franchises owned by Activision include Guitar Hero, Tony Hawk, and Call of Duty. Vivendi Games owns Crash Bandicoot, Spyro, and World of Warcraft (the most popular massive multiplayer online game). Activision Blizzard will have one of the most diversified portfolios of interactive entertainment assets in the video game industry. The transaction is expected to be complete in the first half of calendar 2008 and is subject to the approval of Activision's shareholders and the satisfaction of customary closing conditions and regulatory approvals. When Activision Blizzard finalizes its capital structure, Standard & Poor's will assess the company's operations, liquidity, and debt service capability in resolving the CreditWatch listing. Another factor that will be very important to S&P's consideration will be Vivendi's implicit or explicit commitment to credit quality at Activision Blizzard. ADVANCE AUTO: Aggressive Financial Policy Cues S&P's Neg. Outlook ----------------------------------------------------------------- Standard & Poor's Ratings Services revised its outlook on Advance Auto Parts Inc. to negative from stable. This action reflects the company's more aggressive financial policy; Advance Auto just signed a new $200 million term loan due 2011 and plans to use proceeds to repurchase shares. The term loan is not rated by Standard & Poor's. S&P also affirmed the Roanoke, Virginia-based company's current 'BB+' corporate credit rating. "The outlook reflects more aggressive financial policy during a more challenging auto part aftermarket environment and pro forma credit metrics that will be weak for current ratings," said Standard & Poor's credit analyst Stella Kapur. ADVANCE AUTO: Moody's Rates $200MM Unsecured Term Loan at Ba1 -------------------------------------------------------------- Moody's Investors Service affirmed the Ba1 corporate family rating of Advance Auto Parts, Inc., and assigned a Ba1 rating to its new $200 million senior unsecured term loan. The Probability of Default rating was downgraded to Ba2 from Ba1. The outlook is positive. The SGL-2 speculative grade liquidity rating was also affirmed. The Ba1 corporate family rating reflects Advance's solid franchise and operating model, tempered by its regional concentration in the eastern United States. It has done a credible job of competing effectively by focusing on improving its retail positioning with fresher stores and superior customer service. Its commercial business continues to broaden and improve, which serves to leverage the cost base already in place with its retail stores. Credit metrics are -- for the most part -- low investment grade according to Moody's Global Retail Rating Methodology, with the unsecured credit facilities exhibiting investment grade features. The rating and positive outlook already incorporate Moody's expectation for a modest uptick in leverage which will result from the new term loan, proceeds from which will be utilized for share repurchases. The spread between the Baa3 rating indicated by the rating methodology grid and the company's actual Ba1 rating reflects Moody's concern with respect to potential changes in business strategy that may result from the change in CEO, as well as the company's adoption of a more aggressive financial policy. In addition, while not dramatic, operating performance has been slightly softer for the last three quarters, likely due to high fuel prices and other macroeconomic factors. The downgrade of the Probability of Default rating to Ba2 from Ba1 reflects the change to 65% from 50% in the expected family recovery rate used under Moody's Loss Given Default methodology given that the company's debt now consists entirely of bank debt which is expected to exhibit higher recovery under default situations generally. This rating change is not a reflection of any change in the company's fundamental credit characteristics. The SGL-2 speculative grade liquidity rating, representing good liquidity, reflects Moody's expectation that Advance will be largely able to self-fund substantially all of its working capital requirements from internal sources with only modest reliance on the revolving credit facility. Rating actions taken include: Ratings affirmed: -- Corporate family rating at Ba1, -- Speculative grade liquidity rating at SGL-2. Rating downgraded: -- Probability of Default rating to Ba2 from Ba1 Rating assigned: -- Senior unsecured term loan at Ba1 (LGD3, 38%). Advance Auto Parts, Inc is headquartered in Roanoke, Virginia, and is the parent company of Advance Stores Company, Inc., which operates the second largest U.S. auto parts retail chain with 3,228 stores and revenues of $4.8 billion at LTM October 6, 2007. AFFIRMATIVE INSURANCE: S&P Affirms 'BB' Credit Rating ----------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'BB' counterparty credit and financial strength ratings on Affirmative Insurance Co. and its subsidiary, Insura Property & Casualty Insurance Co. In addition, Standard & Poor's affirmed its 'B' counterparty credit rating on Affirmative Insurance Holdings Inc. At the same time, Standard & Poor's revised its outlook on all these companies to negative from stable. "The outlook revision reflects our view that Affirmative, a producer and provider of nonstandard auto insurance policies to individual consumers, will continue to face challenges," said Standard & Poor's credit analyst Tom Thun. "These challenges include increasing competition as the market continues to soften in an industry that exhibits low barriers to entry and a cyclical nature." In addition Standard & Poor's believes management will continue over the next year to be challenged building, consolidating, and migrating business system platforms into an effective business tool. Because of this, Standard & Poor's remains concerned that management's focus will be restricted in developing its market scale and position over the next year. Partially mitigating the weaknesses is an experienced management team. The management team is knowledgeable and maintains the expertise to effectively run the company's current operations. The company's capitalization is strong, though Standard & Poor's believes capital will continue to be needed over the longer term to sufficiently provide an operating cushion as the market softens and rates begin to pressure earnings. Standard & Poor's believes that nonstandard auto rates will continue to decrease in the company's core markets as competitors begin to pressure pricing. It is expect that the market pressures will not significantly impact the company's underwriting performance. Further, it is expected the company maintain its interest coverage ratio and leverage ratio for each quarter as defined by its debt covenants at 3.0x and 4.25x, respectively. As of the first half of 2007, these ratios were 4.57x and 3.73x, respectively. Standard & Poor's expects the group's capital adequacy to remain strong quantitatively and for its competitive position to deteriorate slightly. Standard & Poor's will be monitoring the company's efforts in improving its operating controls and business system platforms over the next six months and will evaluate the company's progress regarding this. In addition, underwriting performance as measured by the combined ratio is expected to remain at or less than 98% for 2007 and through 2008. If the company cannot fully meet these expectations, Standard & Poor's might lower the rating by a notch or more. If the expectations are met and the prospects are good for a continuation of the same, Standard & Poor's will consider revising the outlook to stable. AIR INSPIRED: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Lead Debtor: Air Inspired Home Medical Equipment and Respiratory Solutions LLC dba CPAPNOW 13809 So Casper St., Suite A Glenpool, OK 74033 Bankruptcy Case No.: 07-12416 Type of Business: The company provides home medical equipment. Chapter 11 Petition Date: December 6, 2007 Court: Northern District of Oklahoma (Tulsa) Judge: Terrence L. Michael Debtor's Counsel: Patrick J. Malloy, III, Esq. Malloy Law Firm, P.C. 111 West 5th St., Suite 700 Tulsa, OK 74103-4261 Tel: (918) 747-3491 Fax: (918) 743-6103 Estimated Assets: $500,000 to $1 million Estimated Debts: $1 million to $10 million Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ ResMed inventory $36,704 Attn: Krista Ross 8300 Bissonnette, Suite 640 Houston, TX 77074 Tel: (800) 424-0737 Fisher & Pakel inventory $33,268 22982 Alcalde Drive, Suite 101 Laguna Hills, CA 92653 Tel: (800) 446-3908 Pawnee Leasing inventory $25,634 Attn: Karlyce L. Beshears 700 Centre Ave. Fort Collins, CO 80526 Respironics inventory $25,233 Chase Auto Financial 2007 escape; value $25,033 of security: $13,530 NetBank/Charter Capital inventory $22,002 Ford Credit 2006 van; value $18,423 of security: $11,000 American Express trade debt $14,501 Dickies inventory $11,698 Dell Financial lease $10,671 Gulf South Medical Supply inventory $9,691 Chase credit card $9,557 Accounting Principals trade debt $9,134 McKesson Medical-Surgical inventory $8,832 Wrigth Express Fleet fuel $8,657 Drummond Law Firm legal fees $8,209 Lowe's credit card $7,919 Newport Medical inventory $7,843 GF Health Products Inc. inventory $7,740 Medline inventory $7,402 AIRTRAX INC: Says Restatement Cues Delayed 10QSB Filing ------------------------------------------------------- Airtrax Inc. said in a press statement that the delayed filing of its form 10QSB for the period ending Sept. 30, 2007, was caused by an accounting requirement to restate certain prior financial statements, beginning in 2004. The restatement of prior period financial statements and the related roll forward of information dating back to 2004, is the result of the incorrect accounting for certain derivative financial instruments issued in connection with prior convertible debt and equity financings. The company is in the process of restating these financial reports: Form 10KSB for the year ending periods of Dec. 31, 2004, 2005 and 2006, together with Form 10QSB for the quarter ending periods of March 31, 2005, June 30, 2005, Sept. 30, 2005, March 31, 2006, June 30, 2006, Sept. 30, 2006, March 31, 2007, and June 30, 2007. Once completed the restatements are anticipated to properly reflect the company's financial position prior to the three month period ending Sept. 30, 2007. The restatements will result in non-cash and non-operational related charges to earnings/losses. Subsequent to the filing of the 10QSB for the period ending on Sept. 30, the company will file the restated reports with the SEC. It is anticipated that Airtrax's form 10QSB for the period ending September 30 will be filed this week, and subsequently the 'E' will be removed from the ticker symbol and it will revert back to 'AITX'. About Airtrax Inc Headquartered in Blackwood, New Jersey, Airtrax Inc. (AITX.OB) -- http://www.airtrax.com/-- developst omni-directional vehicles for material handling applications in the United States. The company also develops related components, including the shaped wheels, motors, and frames. Going Concern Doubt Robert G. Jeffrey, Certified Public Accountant, expressed substantial doubt about Airtrax's ability to continue as a going concern after it audited the company's financial statements for the year ended March 31, 2007. The auditing firm pointed to the company's working capital deficiency of $3.3 million and accumulated deficit of $29.8 million. In addition, the firm disclosed that the company has a continuing record of losses. ALLIS-CHALMERS: S&P Holds 'B' Rating and Revises Outlook to Pos. ---------------------------------------------------------------- Standard & Poor's Ratings Services revised its outlook on Allis- Chalmers Energy Inc. to positive from stable and affirmed its 'B' corporate credit rating on the company. "The revised outlook reflects Allis' improved scale and scope and management's adherence to its stated financial policy," said Standard & Poor's credit analyst Amy Eddy. Since the initial rating was assigned, Allis has diversified its service offerings and expanded internationally. Still, the speculative-grade rating on Allis also reflects the integration risk associated with this growth strategy, the company's small size, and the highly cyclical nature of the oilfield services industry. Allis is a small, rapidly growing oilfield services company operating primarily in Texas, Louisiana, and Argentina. ALTRA INDUSTRIAL: S&P Affirms 'B' Rating and Revises Outlook ------------------------------------------------------------ Standard & Poor's Ratings Services revised its outlook on Quincy, Massachussetts-based Altra Industrial Motion Inc. to positive from stable. At the same time, S&P affirmed the 'B' corporate credit rating and other ratings on the company. "The outlook revision reflects improved credit measures following debt reduction resulting from a stock offering and continued improvement in operating performance," said Standard & Poor's credit analyst Sarah Wyeth. "It also reflects the potential for less aggressive financial policies now that the company's private equity sponsor has sold its ownership." The improvement in measures also comes despite the recent acquisition of TB Wood's Corp. for $94 million. The speculative-grade ratings on the manufacturer of mechanical power transmission products reflect its vulnerable business risk profile and highly leveraged financial profile. The ratings also reflect the company's historically high but improving indebtedness, its weak margins, and the fragmented, cyclical, and highly competitive nature of the industry. However, the ratings also take into account the company's leading positions in niche segments, strong brand names, and good customer, geographic, and end-market diversity. S&P could upgrade the company one notch in the near term if it maintains better-than-expected credit measures and more moderate financial policies. AMACORE GROUP: Sept. 30 Balance Sheet Upside-Down by $1.4 Million ----------------------------------------------------------------- The Amacore Group Inc.'s consolidated balance sheet at Sept. 30, 2007, showed $2.9 million in total assets and $4.3 million in total liabilities, resulting in a $1.4 million total shareholders' deficit. The company's consolidated balance sheet at Sept. 30, 2007, also showed strained liquidity with $2.3 million in total current assets available to pay $4.3 million in total current liabilities. The company reported a net loss of $1.2 million on sales of $215,005 for the third quarter ended Sept. 30, 2007, compared with a net loss of $49,033 on sales of $93,549 in the same period last year. Operating expenses for the three months ended Sept. 30, 2007, were $1.3 million, versus $595,921 for the same period of 2006. As of Sept. 30, 2006, the company redeemed the convertible notes that had been determined to be derivative financial instruments, which resulted in the recording of a gain on extinguishment of debt of $493,695. There were no derivative financial instruments as of Sept. 30, 2007. Full-text copies of the company's consolidated financial statements for the quarter ended Sept. 30, 2007, are available for free at http://researcharchives.com/t/s?261f Going Concern Doubt The Amacore Group Inc. has sustained operating losses in recent years. Further for the nine months ended Sept. 30, 2007, The Amacore Group had negative working capital of approximately $2,006,073, a net loss of $7,841,882 and has incurred substantial losses in previous years resulting in an accumulated deficit of approximately $63,000,000. These factors raise substantial doubt about the ability of The Amacore Group to continue as a going concern. About The Amacore Group Inc. Headquartered in Tampa, Fla., The Amacore Group Inc. (OTC BB: ACGI) -- http://www.amacoregroup.com/-- offers healthcare solutions to families, individuals, small and large employer groups, and association markets through a wide array of unique products, benefits and services created for the Consumer Driven Healthcare market. AMERICAN MEDIA: S&P Affirms Junk Corporate Credit Rating -------------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'CCC+' corporate credit rating on American Media Operations Inc. and raised the rating on the company's senior secured bank loan to 'B' from 'B-'. At the same time, S&P removed the ratings from CreditWatch with negative implications, where they were placed on Feb. 21, 2006, based on the company's delay in filing its financial statements. The outlook is developing. The rating action is based on the company's filing of its past due financial statements and third-quarter SEC Form 10-Q within the required window of time, alleviating Standard & Poor's prior concern that a continued delay in filing could have lead to an imminent event of default. "The developing outlook," said Standard & Poor's credit analyst Hal F. Diamond, "reflects our uncertainty regarding the company's liquidity amid tightening covenants and refinancing risk within the next two years, but also the possibility of credit profile improvement in the event the company does complete a refinancing." AMERICAN REPROGRAPHICS: Completes $350 Million Credit Refinancing ----------------------------------------------------------------- American Reprographics Company has completed the refinancing of its existing credit facilities. The company's new senior secured credit facilities consist of a five-year $275 million term loan and a five-year $75 million revolving credit facility, both increases from the company's $264 million outstanding term loan and $30 million revolving credit facility. The new facilities were priced at LIBOR plus 175 basis points and were provided by a syndicate of international banks led by J.P. Morgan Securities Inc. and Wachovia Capital Markets LLC, as Joint Lead Arrangers and Joint Bookrunners, and Bank of America and Wells Fargo, as Documentation Agents. The refinancing is expected to provide American Reprographics Company with greater financial flexibility while allowing for a continuation of the company's strategic acquisition program. The new agreement also is structured to allow the Company to pursue stock repurchases of up to $200 million, subject to certain financial conditions, primarily with proceeds from permitted subordinated debt. "We are extremely pleased with this outcome," K. "Suri" Suriyakumar, president and CEO of American Reprographics Company, stated. "At a time when the credit markets are tough and market conditions are volatile, increasing the size of our facilities with such attractive terms is a testament to the underlying strength of our business. Moreover, the fact that some of the world's leading banks have stamped their approval on these facilities after extensive due diligence and a thorough review of our financials is very gratifying." "Our previous credit agreement contained restrictions that prohibited the company from engaging in any stock repurchase transactions," Mr. Suriyakumar also noted. "ARC has been authorized to repurchase up to $150 million of its common shares, and the new agreement provides us opportunities to do so, primarily by issuing subordinated debt." "Substantially increasing our credit facility provides more financial flexibility for future growth initiatives," said Jonathan Mather, chief financial officer of American Reprographics Company. "We are pleased with the pricing of this loan relative to today's tight credit market, well as Standard & Poor's improved rating of investment grade BBB- and Moody's rating of Ba2 on the new facilities." About American Reprographics Company Based in Walnut Creek, California, American Reprographics Company (NYSE:ARP) -- http://www.e-arc.com/-- is providing business-to- business document management technology and services to the architectural, engineering and construction, or AEC industries. The company provides these services to companies in non-AEC industries, such as technology, financial services, retail, entertainment, and food and hospitality, which also require sophisticated document management services. American Reprographics Company provides its core services through its suite of reprographics technology products, a network of more than 300 locally-branded reprographics service centers across the U.S., and on-site at more than 4,000 customer locations. The company's service centers are arranged in a hub and satellite structure and are digitally connected as a cohesive network, allowing the provision of services both locally and nationally to more than 140,000 active customers. * * * As reported in the Troubled Company Reporter on Nov. 16, 2007, Moody's Investors Service assigned these ratings on American Reprographics Company: (i) $75 million senior secured first lien revolver due 2012, Ba2 (LGD2, 22%); and (ii) $275 million senior secured first lien term loan due 2012, Ba2 (LGD2, 22%). Moody's affirmed these ratings: (i) corporate family rating, at Ba3; and probability of default rating, at B1. The outlook has been changed to stable from positive. ATLANTIC EXPRESS: S&P Holds All Ratings and Revises Outlook ----------------------------------------------------------- Standard & Poor's Ratings Services revised its outlook on Atlantic Express Transportation Corp. to negative from stable. S&P affirmed all ratings, including the 'B-' long-term corporate credit rating. "The outlook revision is based on weakening of the company's financial performance and credit metrics over the past six months," said Standard & Poor's credit analyst Funmi Afonja. "The company's earnings and cash flow have been negatively affected by lower revenues, rising fuel prices at a time when the company does not hedge for its fuel cost, and higher labor costs trends that are likely to continue over the next 6 to 12 months." Ratings on New York City-based Atlantic Express Transportation Corp. reflect the company's highly leveraged financial profile, significant customer concentration, vulnerability to rising fuel prices, and labor cost increases. Atlantic Express derives just over half of its revenues from the New York City Department of Education. The contract with the DOE, which was extended in June 2005 and runs through June 2010, includes full annual CPI increases that cover only a portion of fuel price increases. Weaker-than-expected operating performance coupled with higher capital expenditures and debt service requirements have tightened Atlantic Express's liquidity position and weakened credit metrics. At Sept. 30, 2007, funds from operations to debt was 5.2% and debt to EBITDA was 7.9x, compared with 7.2% and 6.9x at June 30, 2007, respectively. Continuing revenue declines or cost increases could weaken credit metrics further. Cost pressures led Atlantic Express to seek bankruptcy court protection in 2002. The company emerged from bankruptcy in 2003. Atlantic Express is one of the larger providers of school bus transportation in the U.S. and the leading provider in New York City. School bus services account for about 89% of revenues. The company also provides paratransit services for physically and mentally disabled passengers and other services, including express commuter lines and tour buses. Atlantic Express's liquidity is limited but should be adequate to meet debt service requirements over at least the next year. The company relies primarily on internally generated cash and its line of credit to meet liquidity requirements, although it has also recently tapped into additional sources of liquidity, including sale-leaseback transactions. The company's financial profile has weakened as a result of rising fuel prices, higher labor costs, and liquidity constraints. A further material weakening would likely result in a downgrade. S&P consider an outlook revision to stable unlikely unless costs or revenues were to recover. BANKRUPTCY MANAGEMENT: Weak Performance Cues S&P to Cut Rating -------------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit rating on Irvine, California-based Bankruptcy Management Solutions Inc. to 'B-' from 'B'. The downgrade reflects the company's weakened operating performance and debt protection metrics, due to challenging industry conditions. The outlook is stable. "The ratings on BMS reflect the company's leveraged financial profile, narrow business focus, and declining revenue base," said Standard & Poor's credit analyst Molly Toll-Reed. BMS provides bankruptcy trustees in the U.S. with a comprehensive solution set, including hardware, software, and services, enabling the complete management of bankruptcy cases. The company's revenue generation, and corresponding profitability, are linked directly to the amount of bankruptcy funds held in the custody of trustees, who are contractually obligated to deposit their cash balances with a depository institution selected by BMS. Recent dislocations in short-term interest rates have hurt the company's interest income on its investment portfolio, but we expect that dislocation to be minimized by the company's hedging activities. In the 12 months ended Sept. 30, 2007, BMS' EBITDA declined 12% from the comparable period. Given the much weaker-than-expected profitability, financial leverage is high for the rating. Including the senior unsecured payment-in-kind notes at the holding company, total debt to EBITDA is approximately 10x. BARCLAYS CAPITAL: S&P Retains BB+ Rating Under Developing Watch --------------------------------------------------------------- Standard & Poor's Ratings Services raised its ratings on two classes of Barclays Capital Commercial Real Estate LLC Grantor Trust certificates from TERRA LNR I Ltd. and removed them from CreditWatch, where they were placed with developing implications on Nov. 8, 2007. Four other ratings remain on CreditWatch developing. The raised ratings are due to the payoff of the largest loan, West Park Master Planned Community, which will be reflected in the next remittance report. With the payoff of Westpark, the class B and C certificate balances will be retired, and the class D certificate balance will be reduced. Standard & Poor's is currently evaluating the collateral performance of the two remaining projects, Potomac Yards and Stetson Valley. In addition, S&P are reviewing the impact that the Nov. 2, 2007, downgrades of Centex Corp. (BBB-/Negative/A-3), Lennar Corp. (BB+/Negative/--), and Pulte Homes Inc. (BB+/Negative/--) could have on those companies' ability to meet their required financial guarantees. The ratings on the certificates from TERRA LNR 1 Ltd. depend partially on the ratings on these three companies, which provide two types of financial guarantees to the loan collateral. S&P will resolve the four remaining CreditWatch placements affecting the TERRA LNR I Ltd. certificates once S&P complete its evaluation. Ratings Raised and Removed from Creditwatch Developing TERRA LNR 1 Ltd. Barclays Capital Commercial Real Estate LLC Grantor Trust certificates Rating ------ Class To From ----- -- ---- B AAA AA/Watch Dev C AAA A/Watch Dev Ratings Remaining on Creditwatch Developing TERRA LNR 1 Ltd. Barclays Capital Commercial Real Estate LLC Grantor Trust certificates Class Rating ----- ------ D A-/Watch Dev E BBB/Watch Dev F BBB-/Watch Dev G BB+/Watch Dev Other Outstanding Ratings TERRA LNR 1 Ltd. Barclays Capital Commercial Real Estate LLC Grantor Trust certificates Class Rating ----- ------ A-1 AAA A-2 AAA BARNERT HOSPITAL: Withdraws $5 Million DIP Financing Pact with NHC ------------------------------------------------------------------ Nathan and Miriam Barnert Memorial Hospital Association dba Barnert Hospital has withdrawn, without prejudice, its request for approval of a debtor-in-possession financing agreement with Northern Healthcare Capital LLC. The Debtor did not state any reasons for withdrawing the request. A hearing to consider approval of the Debtor's request has been set on Dec. 6, 2007, at 10:00 a.m. On Nov. 9, 2007, Northern Healthcare agreed to provide the Debtor with up to $5 million of revolving credit facility. Interest on the loan is 4.25% per annum. The proposed lending facility was to be structured initially as a sub-limit for advances of up to a maximum of $2,500,000. The funds was intended to pay the Debtor's bankruptcy expenses. As adequate protection for NHC, the Debtor proposed to grant NHC a senior and priming lien on all of the Debtor's accounts and account related intangibles. Nathan and Miriam Barnert Memorial Hospital Association, dba Barnert Hospital, owns and operates a 256 bed general acute care community hospital located at 680 Broadway in Paterson, New Jersey. The company filed for chapter 11 protection on Aug. 15, 2007 (Bankr. D. N.J. Case No. 07-21631). David J. Adler, Esq., at McCarter & English, LLP, represents the Debtor in its restructuring efforts. Warren J. Martin Jr., Esq. and John S. Mairo, Esq., at Porzio Bromberg & Newman, P.C., represent the Official Committee of Unsecured Creditors in this case. Donlin Recano & Company Inc. is the Debtor's claims, noticing, and balloting agent. The Debtor's schedules reflect total assets of $46,600,967 and total liabilities of $61,303,505. BEARINGPOINT INC: Sept. 30 Balance Sheet Upside-Down by $362 Mil. ----------------------------------------------------------------- Bearingpoint Inc. reported financial results for the quarter ended Sept. 30, 2007. At Sept. 30, 2007, the company's balance sheet total assets of $116.0 million and total liabilities of $2.4 billion, resulting in a stockholders' deficit of $362.5 million. The company reported a net loss of $68.0 million on $861.8 million revenues for the quarter ended Sept. 30, 2007, compared with a net loss of $29.6 million on $843.2 million revenues for the quarter ended Sept. 30, 2006. The change in net loss was primarily attributable to: * a decrease in gross profit of $26.3 million; * an increase in interest expense of $8.9 million in the third quarter of 2007, due to interest attributable to our 2007 Credit Facility; and * an increase in income tax expense of $11.6 million in the third quarter of 2007. The increase in net loss was partially offset by a decrease in SG&A expenses of $13.0 million in the third quarter of 2007. Nine Months Financial Results During the nine months ended Sept. 30, 2007, the company realized a net loss of $193.7 million, representing an increase of $88.5 million over a net loss of $105.2 million during the nine months ended Sept. 30, 2006. This change in net loss was primarily attributable to: * a decrease in gross profit of $41.8 million; * the recognition of $38.0 million in other income in the first quarter of 2006 in connection with insurance settlement payments made on behalf of the company in connection with the settlement of our contract with Hawaiian Telcom Communications, Inc.; * an increase in interest expense of $17.6 million in the nine months ended Sept. 30, 2007, due to interest attributable to our 2007 Credit Facility and the acceleration of debt issuance costs resulting from the termination of the 2005 Credit Facility; and * an increase in income tax expense of $11.8 million in the nine months ended Sept. 30, 2007. The increase in net loss was partially offset by a decrease in SG&A expenses of $26.3 million in the nine months ended Sept. 30, 2007. About BearingPoint Inc. Headquartered in McLean, Virginia, BearingPoint Inc. (NYSE:BE) -- http://www.BearingPoint.com/-- is a provider of management and technology consulting services to Global 2000 companies and government organizations in 60 countries. The firm has more than 17,000 employees focusing on the Public Services, Financial Services and Commercial Services industries. BearingPoint professionals have built a reputation for knowing what it takes to help clients achieve their goals, and working closely with them to get the job done. The company's service offerings are designed to help its clients generate revenue, increase cost-effectiveness, manage regulatory compliance, integrate information and transition to "next-generation" technology. * * * Moody's Investor Service placed BearingPoint Inc.'s long term corporate family rating at 'B2' in December 2006 and its probability of default rating at 'B1' in September 2006. Both ratings still hold to date. BIO-KEY INT'L: Sept. 30 Balance Sheet Upside-Down by $2 Million --------------------------------------------------------------- BIO-key International Inc.'s consolidated balance sheet at Sept. 30, 2007, showed $13.7 million in total assets, $9.3 million in total liabilities, and $6.4 million in redeemable convertible preferred stock, resulting in a $2.0 million total shareholders' equity. The company reported a net loss of $1.2 million on revenues of $2.2 million for the third quarter ended Sept. 30, 2007, compared with a net loss of $6.2 million on revenues of $3.0 million in the same period last year. The net loss amount in the 2006 period included $5.5 million from the extinguishment of convertible debt. Third quarter 2007 revenue from continuing operations was impacted primarily by delays in specific follow-on orders from several of the company's Law Enforcement customers. Going Concern Doubt As reported in the Troubled Company Reporter on April 4, 2007, Carlin, Charron, & Rosen LLP expressed substantial doubt about BIO-Key International Inc.'s ability to continue as a going concern after auditing the company's financial statements as of the year ended Dec. 31, 2006. The auditing firm pointed to the company's substantial net losses in recent years and accumulated deficit of $53,842,000 at Dec. 31, 2006. About BIO-Key International Headquartered in Wall, N.J., BIO-key International Inc. (OTC BB: BKYI) -- http://www.bio-key.com/-- develops and delivers advanced identification solutions and information services to law enforcement departments, public safety agencies, government and private sector customers. BIOVAIL CORP: S&P Lowers Corporate Credit Rating to BB from BB+ --------------------------------------------------------------- Standard & Poor's Ratings Services lowered its long-term corporate credit rating on Mississauga, Ontario-based Biovail Corp. to 'BB' from 'BB+'. At the same time, S&P affirmed the 'BBB-' senior secured debt rating, while the recovery rating remains unchanged at '1', indicating an expectation of very high (90%-100%) recovery in the event of a payment default. The outlook is stable. "The downgrade reflects a weakening of the business risk profile caused by delays in obtaining FDA approval for the new salt formulation of Wellbutrin XL, increased generic competition in many product categories, and limited new revenue drivers expected from the product pipeline in the medium term," said Standard & Poor's credit analyst Maude Tremblay. The company is considering acquisitions to strengthen its business and technology base; however, a significant acquisition would likely weaken the company's credit protection measures thus offsetting the improvement to the company's business risk profile. The ratings reflect the challenges facing the company's drug franchise, namely increased generic competition for key products and product approval delays, limited new revenue drivers from the product pipeline expected before 2010, an aggressive dividend policy, and several ongoing regulatory inquiries yet to be resolved. These factors are partially offset by solid credit protection measures for the ratings as well as ample liquidity and free operating cash flow generation. Biovail is a specialty pharmaceutical company engaged in the development, manufacture, sale, and marketing of medications using advanced drug delivery technologies to develop enhanced formulations of approved compounds and controlled-release generic products. The company focuses primarily on three major therapeutic areas: cardiovascular, central nervous system, and pain management. Biovail's products are sold largely through marketing partnerships in the U.S. and through Biovail Pharmaceuticals Canada in Canada. The stable outlook incorporates Biovail's significant financial capacity to conduct acquisitions or licensing deals, strong free cash flows, and S&P's belief that the company will approach acquisitions in a measured fashion. S&P could revise the outlook to negative if increased generic competition results in a significant deterioration in the company's free operating cash flow generation. Alternatively, S&P would review the ratings if acquisitions resulted in material changes to the company's credit protection measures. Standard & Poor's believes that the various regulatory inquiries currently under way will be settled without financial damages material enough to affect these credit protection measures. There is little upside potential to the ratings at this time given the uncertainty surrounding the company's revenue stream in the medium term. BISON PARK: Case Summary & Six Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Bison Park Development, L.L.C. fka Bison Development Company, L.L.C. c/o Jonathan A. Margolies Shughart Thomson & Kilroy, P.C. 120 West 12th Street Kansas City, MO 64105 Tel: (816) 421-3355 Bankruptcy Case No.: 07-22754 Chapter 11 Petition Date: December 6, 2007 Court: District of Kansas (Kansas City) Debtor's Counsel: Jonathan A. Margolies Shughart Thomson & Kilroy, P.C. 120 West 12th Street, Suite 1500 Twelve Wyandotte Plaza Kansas City, MO 64105 Tel: (816) 374-0551 Fax: (816) 374-0509 Total Assets: $2,716,926 Total Debts: $1,566,287 Debtor's Six Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ August Ruf loans $499,832 9055 Clare Road Lenexa, KS 66227 Troy Ruf loans $215,110 10334 Manor Road Lenexa, KS 66227 Alexander Construction Co., loans $70,528 Inc. 9055 Clare Road Lenexa, KS 66227 Dorothy D. McDonald loan $10,000 Technical Design Services trade debt $9,750 The Examiner trade debt $1,767 BLACK GAMING: Moody's Affirms B3 Corporate Family Rating -------------------------------------------------------- Moody's Investors Service revised Black Gaming, LLC's rating outlook to negative from stable and lowered the company's speculative grade liquidity rating to SGL-4 from SGL-3. Black Gaming's B3 corporate family, B3 probability of default, B2 senior secured debt and Caa2 senior subordinated debt ratings were affirmed. However, in accordance with Moody's Loss Given Default methodology, the point estimates for the senior secured debt were revised to (LGD-3, 40%) from (LGD-3, 43%) and the point estimates for the senior subordinated debt were revised to (LGD-5, 88%) from (LGD-5, 89%). The negative rating outlook reflects lower third quarter revenues along with the expectation that the fourth quarter will experience a similar trend. This trend will make it more difficult for the company to reduce its already high leverage, debt/EBITDA for the latest 12 month period ended Sep. 30, 2007 was approximately 9.0 times, and unless the company's cost cutting plans are successful and significant enough, the company may need to draw its remaining revolver availability. Currently, the company has $5.5 million available on its $15 million revolver. The downgrade of the Black Gaming's speculative grade liquidity rating to SGL-4 from SGL-3 considers that, in addition to negative operating trends, its revolver expires in the next twelve months. Given the small size and super senior ranking of the revolver, Moody's does not expect the company will be unable to refinance the facility. However, for SGL purposes, Moody's treats all debt maturities coming due within the next 12 months as a current cash obligation, and does not assume a successful refinancing will occur. The affirmation of Black Gaming's B3 corporate family rating acknowledges that, despite the company's high leverage and near- term liquidity challenges, it is expected to meet the most restrictive financial covenant contained in its bank credit agreement, the minimum EBITDA requirement, which along with the maximum capital expenditure covenant, was modified pursuant to a recent covenant amendment. However, further deterioration of operating results could result in a downgrade. Ratings could also be lowered in the near-term if it appears that the company may not be able to refinance its revolving credit facility on favorable terms. Moody's prior rating action related to Black Gaming occurred on Oct. 27, 2006 with the affirmation the company's B3 corporate family rating and stable outlook Black Gaming owns and operates the CasaBlanca, the Oasis, and the Virgin River casino/hotels in Mesquite, Nevada, which are located approximately 80 miles north of Las Vegas, Nevada. The company also owns the Mesquite Star, a non-operating casino property that is currently being used as a special events center. Net revenues for the 12-month period ended Sep. 30, 2007 were $161 million. BLACKHAWK AUTOMOTIVE: Wants Auction Sale Set for February 2008 -------------------------------------------------------------- Blackhawk Automotive Plastics Inc. seeks authority from the U.S. Bankruptcy Court for the Northern District of Ohio to sell its business at auction in late February 2008, Bill Rochelle of Bloomberg News reports. According to Bloomberg, the Debtor proposed a bid deadline of Feb. 29, 2008. The sale of the Debtor's assets is required by a $3.7 million postpetition financing agreement it signed with certain lenders, Bloomberg relates. Salem, Ohio-based Blackhawk Automotive Plastics Inc., formerly Warren Molded/Custom Plastics, manufactures injection molded plastic products and motor vehicle parts and accessories. BAP's customers include General Motors, Delphi, Lear, Chrysler, Honda, Navistar, and Visteon. BAP employs about 1,574 workers domestically, and generated $136 million in sales in 2006. BAP owns Canadian subsidiary, Blackhawk Automotive Plastics Ltd. which operated a manufacturing facility in Ontario until Johnson Controls Inc. bought BAP Canada's assets in May 2005. BAP Canada's remaining assets consist primarily of net operating loss carryforwards for Canadian tax purposes. The NOLs had a book value of about $8.2 million as of December 2005. BAP also owns a plant in Upper Sandusky, Ohio, which ceased operations in 2006. The company filed for chapter 11 protection on Oct. 22, 2007 (Bankr. N.D. Ohio, Case No. 07-42671). Its parent company, Tier e Automotive Group Inc., filed a separate chapter 11 petition on the same day (Bankr. N.D. Ohio, Case No. 07-42673). Tier e acquired BAP from Worthington Industries Inc. in 1999. Tier e also owns 49% stake in Nescor Holdings Inc., a holding company for Nescor Plastics Corporation, also an automotive plastics supplier. William I. Kohn, Esq., David M. Neumann, Esq., Stuart A. Laven, Jr., Esq., at Benesch, Friedlander, Coplan & Aronoff LLP represent the Debtors in their restructuring efforts. Donlin Recano & Company Inc. will provide claims, noticing, balloting and distribution services for the Debtors. The Debtors schedules disclose total assets of $58,665,229 and total liabilities of $51,244,592. As of the bankruptcy filing, BAP's aggregate debt to its senior facility lenders was about $33 million. BLAST ENERGY: Files 2nd Amended Chapter 11 Plan of Reorganization ----------------------------------------------------------------- Blast Energy Services Inc. and Eagle Domestic Drilling Operations LLC delivered to the United States Bankruptcy Court for the Southern District of Texas a Second Amended Chapter 11 Plan of Reorganization dated Dec. 3, 2007. As reported in the Troubled Company Reporter on Dec. 6, 2007, the Hon. Jeff Bohm deferred the hearing to consider confirmation of the Debtors' Joint Plan to Jan. 30, 2008, at 9:00 a.m. The plan confirmation hearing was previously scheduled on Nov. 28, 2007. As reported in the Troubled Company Reporter on Oct. 22, 2007, Judge Bohm approved the Amended Disclosure Statement explaining the Debtors' Plan citing that it contained "adequate information" as required by Section 1125 of the Bankruptcy Code. Treatment of Claims Under the Second Amended Plan, Administrative Claims will be paid in full and in cash on the effective date. Each holder of Priority Tax Claims, if any, will be paid in equal annual installments of principal and interest. Class 1 Allowed Priority Claims, totaling approximately $40,000, are expected to recover 100% of their allowed claim amounts either in cash or through a lesser treatment agreed to in writing. Laurus Master Fund Ltd.'s secured claim will be fully satisfied by: a) transfer of rigs pursuant to a settlement agreement and a related sale order; and b) payment of $2,100,000 pursuant to a settlement agreement and a related sale order. Berg McAfee Companies LLC's $1,120,000 estimated secured claim will be fully satisfied by issuance to Berg McAfee of a new three year note in the amount of $1,120,000 with an annual interest rate of 8%, with interest payable at the end of the term in Reorganized Blast Common Stock, and with a principal conversion right exercisable at Berg McAfee's election. Other secured claims, will, at the Debtors' option, either: a) be paid in cash in full; b) receive, without representation or warranty, the collateral securing its claim; or c) receive a note, secured by a lien securing its allowed secured claim. Holders of Convenience Claims against both Debtors will receive, in full and final satisfaction of their claim, cash on the distribution date equal to 75% of the allowed claim amounts. Except to the extent that a holder of an Allowed Class 8 Unsecured Claim has agreed to receive other lesser treatment, such holder will receive on the Effective Date in full and final satisfaction of its Claim Cash equal to 100% of such holder's Allowed Unsecured Claim, provided, however, that if such Claim is not Allowed on the Effective Date, then payment will be made on the Distribution Date. Second Bridge LLC's 900,000 shares of Blast common stock will, on the effective date, be purchased by Reorganized Blast for $900. Each holder of Allowed Unsecured Directors' Claim will be converted to Blast common stock at the rate of $ 0.20 per share. This class of claims in the Plan was created at the request of the Official Committee of Unsecured Creditors and informally has been consented to by each member of the Debtors' Board of Directors. All interests in the Debtors will be retained by the holders in the current form. About Blast Energy Services Headquartered in Houston, Blast Energy Services and its debtor- affiliate Eagle Domestic Drilling Operations LLC -- http://www.blastenergyservices.com/-- owns and contracts land drilling rigs to third parties. The Debtor also provides services relating to drilling rig operations. Blast Energy owns and develops abrasive jetting intellectual property, technology and equipment providing downhole production enhancement and drilling solutions, and satellite broadband access for Internet, data, email, applications, VoIP and video streaming as energy industry management tools providing real-time supervisory control and data acquisition. The company filed for Chapter 11 protection on Jan. 19, 2007 (Bankr. S.D. Tex. Case No. 07-30424 and 07-30426). H. Rey Stroube, III, Esq., represent the Debtors. The Official Committee of Unsecured Creditors is represented by Alan D. Halperin, Esq., at Halperin Battaglia Raicht LLP. When the Debtor filed for protection from its creditors, it listed total assets of $63,500,851 and total debts of $51,019,486. BLAST ENERGY: Sept. 30 Balance Sheet Upside-Down by $5,062,379 -------------------------------------------------------------- Blast Energy Services Inc.'s consolidated balance sheet at Sept. 30, 2007, showed $2,975,499 in total assets and $8,037,878 in total liabilities, resulting in a $5,062,379 total stockholders' deficit. At Sept. 30, 2007, the company's consolidated balance sheet also showed strained liquidity with $933,828 in total current assets available to pay $8,037,878 in total current liabilities. The company reported a net loss of $605,947 on total revenue of $80,151 for the third quarter ended Sept. 30, 2007, compared with a net loss of $3,161,763 on total revenue of $251,714 in the same period of 2006. Full-text copies of the company's consolidated financial statements for the quarter ended Sept. 30, 2007, are available for free at http://researcharchives.com/t/s?262e About Blast Energy Services Headquartered in Houston, Blast Energy Services and its debtor- affiliate Eagle Domestic Drilling Operations LLC -- http://www.blastenergyservices.com/-- owns and contracts land drilling rigs to third parties. The Debtor also provides services relating to drilling rig operations. Blast Energy owns and develops abrasive jetting intellectual property, technology and equipment providing downhole production enhancement and drilling solutions, and satellite broadband access for Internet, data, email, applications, VoIP and video streaming as energy industry management tools providing real-time supervisory control and data acquisition. The company filed for Chapter 11 protection on Jan. 19, 2007 (Bankr. S.D. Tex. Case No. 07-30424 and 07-30426). H. Rey Stroube, III, Esq., represent the Debtors. The Official Committee of Unsecured Creditors is represented by Alan D. Halperin, Esq., at Halperin Battaglia Raicht LLP. When the Debtor filed for protection from its creditors, it listed total assets of $63,500,851 and total debts of $51,019,486. BRIAN BEITEL: Case Summary & 13 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Brian A. Beitel 1505 Mountain Spring Circle Huntsville, AL 35801 Bankruptcy Case No.: 07-83267 Chapter 11 Petition Date: December 5, 2007 Court: Northern District of Alabama (Decatur) Judge: Jack Caddell Debtor's Counsel: Kevin D. Heard, Esq. Heard & Associates, L.L.C. 307 Clinton Avenue West, Suite 310 Huntsville, AL 35801 Tel: (256) 535-0817 Fax: (256) 535-0818 Total Assets: $624,498 Total Debts: $2,941,153 Debtor's 13 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Internal Revenue Serice 2003, 2004 and $874,587 A.C.S. Suppot 2005 1040 tax P.O. Box 57 returns Bensalem, PA 19020-0057 tax lien filed 1040 Tax Returns $874,587 for 2003, 2004 and 2005 O.C.A., Inc. Judgment Claim $668,000 c/o Ryan K. Cochran 511 Union Street Suite 2700 Nashville, TN 37219 SouthTrust Mortgage 1505 Mountain $488,451 P.O. Box 11407 Spring Circle Birmingham, AL 35246 Huntsville, Alabama 35801; value of security: $720,000; value of senior lien: $419,578 Chase Visa open account $16,969 American Express $5,661 Target Visa open account $5,575 Capital One open account $3,042 Bank of Vernon $1,570 Huntsville Utilities $996 Nesbitt & Associates $750 Pitney Bowes Credit Corp. $600 Verizion Wireless phone service $326 Network Solutions $35 CAMBIUM LEARNING: Weak Performance Cues S&P's Negative Watch ------------------------------------------------------------ Standard & Poor's Ratings Services placed its 'B' corporate credit rating and 'B+' bank loan rating on Cambium Learning Inc. on CreditWatch with negative implications. Natick, Massachussetts- based Cambium Learning had total debt of $186 million at Sept. 30, 2007. "The CreditWatch listing reflects the company's weakening operating performance and rising debt leverage," said Standard & Poor's credit analyst Hal F. Diamond, "which could jeopardize the company's ability to comply with its bank debt covenant levels if sustained." CENVEO INC: Good Profitability Cues S&P to Lift Rating to BB- ------------------------------------------------------------- Standard & Poor's Ratings Services raised its ratings on Cenveo Inc. The corporate credit rating was raised to 'BB-' from 'B+'. The rating outlook is stable. "The upgrade reflects strong improvements in profitability and cash flow generation, increased cash flow diversity as a result of acquisitions, and success in integrating acquisitions and achieving synergies from those acquisitions," said Standard & Poor's credit analyst Melissa Long. Cenveo has experienced some decline in revenues from its legacy business in 2007, primarily due to plant closures. However, Standard & Poor's expects that the company will continue to improve operating performance at the EBITDA line, generating in excess of $300 million in EBITDA in 2008. Pro forma for the 2006 acquisition of Rx Label Technology Corp. and the 2007 acquisitions of Cadmus Communications Corp., Printegra Corp., Madison/Graham ColorGraphics Inc., and Commercial Envelope Manufacturing Co. Inc., S&P estimate Cenveo had total lease-adjusted debt to EBITDA (excluding integration synergies) of 5.2x at September 2007. Including $30 million in expected synergies from the integration of these acquisitions, total lease-adjusted debt to EBITDA was in the high-4x area. The 'BB-' rating reflects Stamford, Conn.-based Cenveo's high leverage pro forma for recent acquisitions, the likelihood of more debt-financed acquisitions in the intermediate term, and participation in highly competitive and fragmented markets. These factors are somewhat offset by operating improvements in 2006 and the expectation for continued growth in profitability and cash flow generation. CHASE COMMERCIAL: Fitch Holds 'B-' Rating on $8.1MM Certificates ---------------------------------------------------------------- Fitch Ratings affirmed Chase Commercial Mortgage Securities Corp.'s commercial mortgage pass-through certificates, series 1997-2 as: -- Interest only class X at 'AAA'; -- $10.4 million class D at 'AAA'; -- $12.2 million class E at 'AAA'; -- $48.8 million class F at 'AAA'; -- $6.1 million class G at 'AA+'; -- $12.2 million class H at 'BB+'; -- $8.1 million class I at 'B-'. The $4.8 million class J certificates are not rated by Fitch. Classes A-1, A-2, B and C are paid in full. Affirmations are due to the stable performance and the large percentage of defeased loans remaining in the pool. As of the November 2007 distribution date, the pool's aggregate collateral balance has been reduced 87.4%, to $102.6 million from $814 million. Since the distribution date, six of the defeased loans and six of the non-defeased loans paid off at maturity. Three loans recently transferred to the special servicer, as they did not pay off at their Dec. 1, maturity. Fitch will continue to monitor the progress of the loans in special servicing. Thirteen loans remain outstanding, three of which are defeased (13.7%). The remaining loans are all amortizing and interest rates range from 7.20% to 8.98%. The largest remaining loan (18.3%) in the transaction is a 239,179 square foot retail center located in Norwalk, California. The loan is scheduled to mature in November 2012. The most recent occupancy reported is 84.5% as of September 2007. CHRYSLER LLC: S&P Retains 'B' Rating and Revises RR to 3 -------------------------------------------------------- Standard & Poor's Ratings Services revised its recovery rating on Chrysler's $2 billion senior secured second-lien term loan due 2014. The issue-level rating on this debt remains unchanged at 'B', and the recovery rating was revised to '3', indicating an expectation for meaningful (50% to 70%) recovery in the event of a payment default, from '4'. Both the issue-level and recovery ratings on Chrysler's $7 billion first-lien term loan due 2013 remain unchanged. The issue-level rating on this debt is 'BB-' with a recovery rating of '1', indicating an expectation for very high (90% to 100%) recovery in the event of a payment default. "The revised recovery rating on the second-lien debt reflects Chrysler's reduction of outstanding borrowings under the first- lien term loan to $7.0 billion from $7.5 billion, using $500 million of cash that was previously restricted at DaimlerChrysler Financial Services Americas LLC," said Standard & Poor's recovery analyst Olen Honeyman. The 'B' corporate credit rating on Chrysler reflects the wide- ranging challenges the company faces in North America, where the vast majority of its automotive operations are located. Ratings List Ratings Affirmed Chrysler LLC Corporate Credit Rating B/Negative/-- First-Lien Loan BB- Recovery Rating 1 Recovery Rating Revised To From -- ---- Second-Lien Loan B B Recovery Rating 3 4 CITADEL BROADCASTING: S&P Revises Outlook to Stable from Positive ----------------------------------------------------------------- Standard & Poor's Rating Services revised its outlook on Las Vegas, Nevada-based Citadel Broadcasting Corp. to stable from positive. "The outlook revision reflects the company's disappointing third- quarter results, primarily related to the newly acquired ABC Radio stations, and our expectation that Citadel faces a longer-term path to improving profitability at these stations," explained Standard & Poor's credit analyst Michael Altberg. S&P expect that the company's lower 2008 EBITDA guidance, in addition to uncertainty surrounding delays in potential asset sales in a tight credit market, will preclude Citadel from deleveraging significantly over the intermediate term. The ratings on Citadel reflect high debt leverage following the June 2007 acquisition of ABC Radio, competition from larger radio operators in the majority of its markets, transition risk associated with the integration of ABC assets, and the potential for advertising spending volatility. Citadel's good geographic diversity and competitive positions in midsize and large radio markets, high margin and free cash flow generation ability, historical success in integrating stations and improving their profitability, and track record of reducing debt leverage and maintaining a flexible balance sheet partially offset these factors. CLAYTON HOLDINGS: Impairement Charge Cues S&P's Neg. Outlook ------------------------------------------------------------ Standard & Poor's Ratings Services revised its outlook on Shelton, Connecticut-based Clayton Holdings Inc. to negative from stable. The action follows the continued turmoil in the subprime mortgage loan and securitization markets and the company's announcement of an impairment charge to its goodwill and other intangible assets and long-lived assets. Ratings on the company, including the 'B+' corporate credit rating, are affirmed. The company will record the impairment charge to its goodwill and other intangibles and long-lived assets in its 2007 audited financials statements. The charge currently is estimated to be $75 million-$100 million. "The rating reflects Clayton's narrow business profile, significant exposure to macroeconomic factors that affect mortgage origination and securitization, and noncontractual revenue streams," said Standard & Poor's credit analyst David Tsui. "These factors are offset partially by long-standing relationships with top MBS originators, a good competitive position, and conservative leverage levels for the rating." Clayton is a service provider to buyers and sellers of, and investors in, nonconforming loans and nonagency MBS securities. CKE RESTAURANTS: Refranchising Continues; Sells 30 Restaurants -------------------------------------------------------------- CKE Restaurants Inc. disclosed the sale of 30 restaurants as part of its ongoing strategic refranchising program that was originally disclosed in April 2007. The initiative is expected to involve approximately 200 Hardee's restaurant locations in a number of markets across the Midwest and Southeast. To date, the company has sold 136 restaurants to franchisees and secured commitments for 59 new franchise restaurants under development agreements for those markets. The company completed the sale of 30 restaurants in the Kansas City market, including Topeka, Kansas and St. Joseph, Missouri, to Rising Stars LLC. The franchisees purchasing the restaurants, Steve Rosenfield and Buddy Brown, operate Hardee's restaurants in Georgia, Montana and Wyoming, well as Carl's Jr. restaurant locations in Colorado. With the purchase of these additional restaurants, Rosenfield and Brown now own more than 100 restaurants under the Hardee's and Carl's Jr. flag. Rising Stars has also committed to build 15 new Hardee's restaurant locations in the Kansas City market. "Buddy and I are excited to increase our ownership in Hardee's with the purchase of 30 units in the Kansas City market," said franchisee Steve Rosenfield. "We believe the brand is well- positioned for future success and look forward to developing additional units over the coming years." "We are very pleased to continue our strategic refranchising program with the sale of 30 restaurants in Kansas City to Rising Stars LLC," Andrew F. Puzder, the company's president and chief executive officer, commented. "Steve and Buddy were the first franchisees to acquire Hardee's restaurants under the refranchising program we started in April, and the purchase of these additional units reaffirms their commitment to the brand." "This transaction allows us to further concentrate our focus on growing our core markets, while at the same time accelerating unit development in our franchise markets," Mr. Puzder added. "In addition, our refranchising efforts lower our capital requirements and increase our free cash flow. We look forward to continuing to secure additional refranchising and development commitments in our Hardee's footprint, and to the brand's continued growth." As of the end of its fiscal 2008 second quarter, CKE Restaurants Inc., through its subsidiaries, had a total of 3,036 franchised, licensed or company-operated restaurants in 42 states and in 13 countries, including 1,111 Carl's Jr. restaurants and 1,909 Hardee's restaurants. About CKE Restaurants Headquartered in Carpinteria, California, CKE Restaurants Inc. (NYSE: CKR) -- http://www.ckr.com/-- operates some of the most popular U.S. regional brands in quick-service and fast-casual dining, including the Carl's Jr.(R), Hardee's(R), La Salsa Fresh Mexican Grill(R) and Green Burrito(R) restaurant brands. As of the end of its fiscal 2008 second quarter, CKE Restaurants Inc., through its subsidiaries, had a total of 3,036 franchised, licensed or company-operated restaurants in 42 states and in 13 countries, including 1,111 Carl's Jr. restaurants and 1,909 Hardee's restaurants. * * * As reported in the Troubled Company Reporter on Troubled Company on Sept. 10, 2007, Standard & Poor's Ratings Services revised its outlook on CKE Restaurants Inc. to negative from stable. At the same time, S&P affirmed all the ratings, including the 'BB-' corporate credit rating, on the company. COACH AMERICA: Moody's Cuts Corp. Family Rating to B3 from B2 ------------------------------------------------------------- Moody's Investors Service downgraded its debt ratings of Coach America Holdings, Inc.; Corporate Family and Probability of Default, each to B3 from B2, senior secured first lien to B2 from B1 and senior secured second lien to Caa2 from Caa1. The rating outlook is negative. The downgrades were prompted by the weak operating results recorded since the closing of the acquisition. Margins and EBITDA in the third quarter of 2007 were meaningfully below the run rates expected at the time Moody's initially rated Coach America. This lower current earnings capacity could threaten Coach America's ability to meet the de-levering contemplated by the acquisition business case that supported the initial assignment of the B2 CFR in the event the new management team is not able to meaningfully improve the company's profitability. The B3 CFR reflects the high leverage and very weak EBIT to Interest coverage that has resulted from the recent poor operating results. However, Moody's believes the new management team has identified actions to reverse the recent very poor operating performance and strengthen credit metrics above the current weak levels. Coach America's revenue base remains intact and benefits from high proportions of contracted or chartered business. The company also maintains strong market positions in its markets. The challenge lies in the inherited cost structure and management culture, both of which the new management team has committed to change. According to the company, the highly decentralized management structure, inadequate planning, and incentive-based compensation systems that promoted short-term profits are no longer appropriate for the company's current scale nor for the higher leverage. These factors resulted in mis-priced contracts, poor equipment utilization and a failure to achieve expected economies of scale, each of which contributed to about breakeven EBIT performance and weak cash flow generation since the closing of the acquisition. The new management team has outlined a number of strategies to improve the company's profits and cash flows as early as the fourth quarter of 2007 and has begun to execute its plans. Liquidity is adequate and supports the B3 rating. Moody's expects that cash flow from operations should improve through 2008 because of improved working capital management, yield management and asset utilization and from expense reductions. Free cash flow could also benefit from meaningfully lower planned capital expenditures in 2008. The negative outlook reflects Moody's concern that absent successful implementation of the improvement plan, Coach America's metrics could fall to levels no longer supportive of the B3 rating. High fuel costs could affect profits in the company's Per Capita business, and though not yet tested, weaker overall U.S. economic activity could pressure demand in the company's other segments. This could prevent the planned improvement of earnings and operating cash flows needed to ensure the company's ability to meet its debt service commitments over the intermediate term. The ratings could be downgraded if EBIT margin does not improve sequentially quarter to quarter starting in the first quarter of 2008 or if the ratio of FFO plus Interest to Interest remains below 1.8 times. Moody's believes that sustained borrowings on the revolver of above $5 million would indicate that operating cash flows are not recovering as planned, which could also prompt a downgrade. Additionally, a debt-funded acquisition taken on while executing the restructuring plans could also result in a downgrade. The outlook could be changed to stable if positive free cash flow was sustained and, such free cash flow was applied to debt reduction, or if Debt to EBITDA was sustained below 5.5 times and EBIT to Interest was sustained above 1.5 times. Downgrades: Issuer: Coach America Holdings, Inc. -- Corporate Family Rating, Downgraded to B3 from B2 -- Probability of Default Rating, Downgraded to B3 from B2 -- First Lien Senior Secured Bank Credit Facility, Downgraded to B2 from B1 -- Second Lien Senior Secured Bank Credit Facility, Downgraded to Caa2 from Caa1 LGD Assessments: Issuer: Coach America Holdings, Inc. -- First Lien Senior Secured Bank Credit Facility, to 37 - LGD3 from 40 - LGD3 -- Second Lien Senior Secured Bank Credit Facility, to 86 - LGD5 from 89 - LGD5 Outlook Actions: Issuer: Coach America Holdings, Inc. -- Outlook, Changed To Negative From Stable Coach America Holdings, Inc. headquartered in Dallas, Texas, is the largest charter bus operator and second largest motorcoach services provider in the U.S. COHR HOLDINGS: S&P Holds 'B' Rating and Revises Outlook to Neg. --------------------------------------------------------------- Standard & Poor's Ratings Services revised its rating outlook on Cohr Holdings Inc. (doing business as Masterplan Inc.) to negative from stable. At the same time, Standard & Poor's affirmed its ratings, including the 'B' corporate credit rating, on Masterplan. The outlook revision reflects the company's weak operating performance, which has been below S&P's expectations, and its concern that the weak results could limit revolver availability because of covenant requirements. "The low-speculative-grade ratings reflect Masterplan's relatively concentrated customer base, short success record, and highly leveraged financial profile, resulting from its early-2007 acquisition by Berkshire Partners," said Standard & Poor's credit analyst David Peknay. Positive business factors, however, include predictable revenues due to the capitated nature of its contracts, and good potential for continued new customer growth because of its competitive advantages against other players in a fragmented field. Masterplan maintains and repairs health care equipment. The equipment serviced includes diagnostic imaging equipment such as CT, MRIs, ultrasound, and biomedical equipment such as patient monitoring devices and infusion pumps. The company also sells refurbished parts to existing companies and third parties. Its service business generates 90% of its revenue, and parts sales provide 10%. Masterplan's contractual relationships with its customers are capitated, and provide more than 90% of its revenue. CONSTELLATION BRANDS: Commences Exchange Offer for $700MM Notes --------------------------------------------------------------- Constellation Brands Inc. has commenced an offer to exchange $700 million principal amount of its 7.25% Senior Notes due 2017, which are registered under the Securities Act of 1933 for all $700 million of its currently outstanding 7.25% Senior Notes due 2017, which have not been registered under the Securities Act of 1933. The company said it will not receive any proceeds from the exchange offer, nor will its debt level change as a result of the exchange offer. The terms of the Exchange Notes and the Original Notes are substantially identical in all material respects. The exchange offer will be open for acceptance until 5:00 p.m., New York City time, on Jan. 7, 2008, unless extended. Persons with questions regarding the exchange offer should contact the exchange agent, The Bank of New York Trust Company, N.A., at 212- 815-2742. A copy of the prospectus for the exchange offer and related letter of transmittal, included in the registration statement, may be obtained by writing to investor relations, at: Constellation Brands Inc. Suite 300, 370 Woodcliff Drive Fairport, NY 14450 About Constellation Brands Headquartered in Fairport, New York, Constellation Brands Inc. (NYSE:STZ) -- http://www.cbrands.com/-- is a producer and marketer of beverage alcohol in the wine, spirits and imported beer categories, with market presence in the U.S., Canada, U.K., Australia and New Zealand. The company has more than 250 brands in its portfolio, sales in 150 countries and operates approximately 60 wineries, distilleries and distribution facilities. * * * As reported in the Troubled Company Reporter on Dec. 3, 2007, Fitch Ratings assigned a 'BB-' rating to a note registered by Constellation Brands Inc. to fund the purchase price of Beam Wine Estates Inc., a subsidiary of Fortune Brands Inc: $500 million 8.375% senior unsecured note due Dec. 15, 2014. The rating outlook is Negative. CONSTELLATION COPPER: Obtains Verbal Waiver on $3.8 Million Dues ---------------------------------------------------------------- Constellation Copper Corporation said that negotiations with the counterparty on the company's forward sales contracts continue to progress but have not yet been finalized. The company has obtained a verbal temporary waiver of the payments that were due on Nov. 2, 2007, and Dec. 4, 2007, while the negotiations continue. The aggregate amount of the payments is approximately $3.8 million. On Nov. 9, 2007, the company indicated that it would not be filing its third quarter unaudited financial statements by the required filing date under applicable Canadian securities laws. The company is providing an update in accordance with CSA Staff Notice 57-301 Failing to File Financial Statements on Time - Management Cease Trade Orders. In accordance with Appendix B of CSA Policy 57-301: 1. The company advises that other than as disclosed in this press release and its press release dated Nov. 30, 2007, there is no material change in the information contained in the notice of default dated Nov. 9, 2007 and the default status report dated Nov. 23, 2007. 2. The company expects to file its interim financial statements for its third quarter ended Sept. 30, 2007, on or before Jan. 14, 2008 as originally contemplated. 3. The company advises that there are no other financial statements that are not expected to be filed within the time period set out by the security regulatory authorities. 4. The company advises that there is no other material information concerning the affairs of the company that has not been generally disclosed. 5. The company intends to satisfy the provisions of CSA 57-301 Appendix B Default Status Reports on a bi-weekly basis as long as it remains in default of the financial statement filing requirement. About Constellation Copper Constellation Copper Corporation (CCU: TSX)-- http://www.constellationcopper.com/-- evaluates and develops mineral properties in the United States and Mexico. The company holds its properties primarily through three of its wholly owned subsidiaries, Lisbon Valley Mining Co. LLC, Minera Terrazas S.A. de C.V. and San Javier del Cobre S.A. de C.V. LVMC operates the Lisbon Valley copper mine, which comprises three main deposits: Sentinel, Centennial and GTO, plus the Cashin satellite deposit, with reserves and resources totalling +50 million tons and grading an average 0.48% copper. Minera Terrazas holds the Company\u2019s interest in the Terrazas zinc-copper project located in north- central Mexico. The property has a total resource of 90 million tonnes grading 1.37% zinc and 0.32% copper in two adjacent deposits. San Javier del Cobre S.A. de C.V. holds the company's interest in the San Javier copper property located in northwestern Mexico. CULLIGAN INT'L: Fiscal Results Cue S&P's Negative CreditWatch ------------------------------------------------------------- Standard & Poor's Ratings Services placed its ratings on water services provider Culligan International Co., including the 'B' long-term corporate credit rating, on CreditWatch with negative implications. The CreditWatch placement indicates that S&P could lower or affirm the ratings following the completion of S&P's review. Total debt outstanding at the company was about $825.6 million as of Sept. 30, 2007. "The CreditWatch placement follows year-to-date fiscal 2007 operating results below our expectations resulting from weak year- to-date organic growth and operating inefficiencies associated with the implementation of a new third-party distribution center during the second and third quarters," said Standard & Poor's credit analyst Kenneth Shea. As a result, credit protection measures are weaker than expected. For the 12 months ended Sept. 30, 2007, lease-adjusted total debt to EBITDA leverage exceeded 8x, compared with pro forma 2006 lease-adjusted leverage of about 7x following Culligan's May 2007 leveraged recapitalization, which included a debt-financed $374.8 million shareholder dividend (including Clayton, Dubilier, and Rice, Culligan's financial sponsor and largest shareholder). Although near-term liquidity concerns are partly mitigated by the covenant-lite features of the company's credit facilities, Culligan's leverage remains at very high levels. As of Sept. 30, 2007, Culligan had about $39.7 million in cash and more than $100 million available on its revolving credit facility due 2012. S&P's analysis will focus on Rosemont, Illinois-based Culligan's expected operating performance, its ability to reduce debt, and the company's long-term prospects for its operating segments. D&E COMMS: S&P Holds 'BB-' Rating and Revises Outlook to Stable --------------------------------------------------------------- Standard & Poor's Ratings Services revised the outlook on Ephrata, Pennsylvania-based D&E Communications Inc. to stable from negative, and affirmed its ratings, including the 'BB-' corporate credit rating. Total debt as of Sept. 30, 2007, was about $200 million. D&E, which operates three rural local exchange carriers in central and eastern Pennsylvania and a small competitive local exchange carrier business in seven edge-out markets, has been able to limit access-line losses despite competition and modestly increase discretionary cash flow. "As a result, we now expect the company to maintain credit metrics consistent with the current rating," said Standard & Poor's credit analyst Naveen Sarma. D&E faces some degree of telephony competition from mostly smaller, second-tier cable operators. While these operators have launched their own competitive telephone products on a limited basis, S&P do not expect them to gain significant market share over the medium term partly because of the start-up nature of their offerings. In addition, S&P expect D&E to be able to counter with a triple play bundle of telephone, high-speed data, and video services. D&E's annual access-line losses have been in the mid-3% area (3.5% in the third quarter of 2007), compared with about 5%-7% for local telephone operators in larger, more competitive markets. The ratings on D&E reflect stagnant revenue trends because of continuing access-line losses to cable telephony and wireless substitution, mature industry conditions, small company size, limited geographic diversity, and some exposure to the high-risk CLEC business. Tempering factors include the company's RLEC position as the dominant provider of telephone services in its markets, growth potential from data services, and moderate leverage. DB KEY: Plan Allocates 10% Sale Carve Out for Unsecured Claims -------------------------------------------------------------- D.B. Key Largo LLC submitted to the U.S. Bankruptcy Court for the Southern District of Florida its disclosure statement and plan of liquidation. Treatment of Claims Under the plan, the Debtor proposes that holders of allowed administrative claims will be paid in full and in cash. The Debtor currently estimates administrative claims in the amount of $60,000 through confirmation of the plan, excluding fees incurred by auctioneer, which will be paid at the closing of the sale. Holders of priority tax claims will be paid in full in deferred cash payments on a monthly basis beginning on the later of: (i) the effective date; (ii) within 20 days after the date the claim is allowed and continuing over a period not to exceed six years after the assessment of the claim, of a value, as of the effective date, equal to the allowed amount of the claim plus interest at prime rate. Prior to bankruptcy, the Monroe County Tax Collector assessed real property taxes against the Debtor's property in the amount of $81,251 for 2006. The Debtor anticipates that the total real property taxes that will be due and payable as of Feb. 1, 2008 auction will be $154,449. The United States Trustee fees will be paid as required no earlier than 11 days of the entry of confirmation order. Class 1 claim will consist of allowed secured claim of Philrich of Key Largo LLC, which will be satisfied through the proceeds of the sale of the Debtor's property. Class 2 claims will consist of allowed secured claims of the MAMC Lenders, less the agreed 10% carve out. The secured claims of the MAMC Lenders total $7,350,000 and have been scheduled by the Debtor as undisputed. Class 2 claims will be satisfied through the proceeds of the sale of the Debtor's property. Class 3 claims consist of the allowed claims of general unsecured creditors and MAMC deficiency claims, if any. Distribution to the holders of class 3 claims will be in the form of the carve out along with remaining net proceeds from the sale of the property after the full payment of: (i) administrative claims; (ii) priority claims; (iii) U.S. Trustee fees; (iv) class 1; and (v) class 2 claims. The Debtor approximates that after the resolution of claims objections, the total allowed general unsecured claims will not exceed $650,000, including deficiency claims of the MAMC Lenders. Class 4 claims will consist of allowed subordinated claims. Class 5 interests of equity holders will consist of membership interests in the Debtor and distribution on account of the interests from net sale proceeds will be made only after full payment of claims 1 through 4. Classes 2 and 3 claims and class 5 interests are impaired and are entitled to vote on the plan. Sources of Funds Based on the Debtor's schedules, its primary asset is a real property valued at $10 million. The plan is predicated upon the sale of the Debtor's property by auction to be conducted by Fisher Auction Co., Inc., auctioneer, on Feb. 1, 2008. The bid deadline for the auction is Jan. 30, 2008. The Debtor also has receivables from affiliated entities in the aggregate amount of $381,839. However, the Debtor does not believe that the receivables have any value or are collectible. Carve Out for Unsecured Creditors Subsequent to the bankruptcy filing, the Debtor negotiated with its MAMC lenders for obtaining a carve out from the net proceeds of the sale of its property that would otherwise be distributed to MAMC to be distributed to the Debtor's unsecured creditors. MAMC Lenders have agreed to a 10% carve out from the distribution of net proceeds from the sale of property to be distributed to holders of allowed class 3 claims. About D.B. Key Largo Coconut Grove, Florida-based D.B. Key Largo LLC owns and manages real estate. The company filed for chapter 11 bankruptcy protection on Sept. 28, 2007 (Bankr. S.D. Fl. Case No. 07-18127). Lisa M. Schiller, Esq., and Mark S. Roher, Esq., at Rice, Pugatch, Robinson & Schiller PA represent the Debtor in its restructuring efforts. The U.S. Trustee has not appointed members to the Official Committee of Unsecured Creditors in this case. The Debtor's schedules disclosed total assets of $10,382,165 and total liabilities of $14,090,922. DB KEY: Court Sets Disclosure Statement Hearing on January 7 ------------------------------------------------------------ The U.S. Bankruptcy Court for the Southern District of Florida has scheduled a hearing at 10:30 a.m., on Jan. 7, 2008, to consider approval of the disclosure statement explaining D.B. Key Largo LLC's plan of liquidation. The hearing will be held at 51 Southwest, First Avenue, Room 1409 in Miami, Florida. At the disclosure statement hearing, the Court will also set a deadline for filing objections to the disclosure statement and direct the proponents of the plan to serve related notices. Coconut Grove, Florida-based D.B. Key Largo LLC owns and manages real estate. The company filed for chapter 11 bankruptcy protection on Sept. 28, 2007