T R O U B L E D C O M P A N Y R E P O R T E R Friday, December 14, 2007, Vol. 11, No. 296 Headlines A&J HOLDINGS: Case Summary & Six Largest Unsecured Creditors ACTION SKATE PARKS: Voluntary Chapter 11 Case Summary ADD 1 LLC: Case Summary & Three Largest Unsecured Creditors ADELPHIA: Distributes $311 Million Cash to Allowed Claims Holders ANSONIA CDO: Fitch Places Ratings Under Negative CreditWatch ARCAP 2005-RR5: Fitch Junks Rating on $9.4 Mil. Class N Trust BANC OF AMERICA: Moody's Holds B3 Rating on Class P Certs. BCE INC: S&P Keeps Ratings with Negative CreditWatch BIG A: Seeks Court's Nod to Employ Hudson as GOB Consultant BIG A: Taps Garry A. Jones & Associates as Accountant BIG A Drug: Selects Patrick Rettig as Chief Restructuring Officer BREK ENERGY: Shareholders Approve Merger with Gasco Energy Unit BRUMMITT INSTALLATIONS: Case Summary & 18 Largest Unsec. Creditors C AND C: Court Asks U.S. Trustee to Withdraw Conversion Plea C AND C: Files Chapter 11 Reorganizational Plan in Mississippi C AND C: Disclosure Statement Hearing Scheduled for January 15 CALYPTE BIOMED: Sept. 30 Balance Sheet Upside-Down by $8.2 Million CARBONE PROPERTIES: Voluntary Chapter 11 Case Summary CENTRAL ILLINOIS ENERGY: Voluntary Chapter 11 Case Summary CINEMARK HOLDINGS: S&P Holds 'B' Rating and Removes Pos. Watch CITY OF KLAMATH: Fitch Withdraws 'B-' Rating on Revenue Bonds CLAYMONT STEEL: Selling Stake to Evraz Unit for $564.8 Million CLEAR CHANNEL: Extends Merger Termination Date Until June 12 COAST RANGE BREWING: Case Summary & 20 Largest Unsecured Creditors COMIC BOOK MOVIES: Case Summary & 16 Largest Unsecured Creditors CULLIGAN INT'L: Weak Performance Cues Moody's to Cut Ratings DANA CORP: Wants to Sell Cape Girardeau Property for $2.8 Million DANA CORP: Wants to Sell Stateville Property for $9.6 Million DELHI CORP: Court Approves Equity Purchase & Commitment Agreement DELI STARS: Case Summary & 20 Largest Unsecured Creditors DELPHI CORP: Court Approves Modified Disclosure Statement DELPHI CORP: Court Sets Plan Confirmation Hearing on January 17 DELTA FUNDING: S&P Assigns Default Rating on Class M-2 Certs. DISTRICT OF COLUMBIA: S&P Lowers Rating on $2.2MM Bonds to B DYSERBURG HEALTHCARE: Files Voluntary Chapter 11 Case Summary EASTON-BELL: Higher Leverage Cues S&P to Cut Rating to B FAWCETT BOAT: Case Summary & 20 Largest Unsecured Creditors FIG: Shuts Down Stores; Mulls Bankruptcy Filing FINISAR CORP: Posts $9.8 Mil. Net Loss in 2007 Second Quarter FORD MOTOR: Russian Authorities Ban Pickets G-FORCE 2005-RR2: Accelerated Losses Cue Fitch's Neg. Watch GUARDIAN TECH: Sept. 30 Balance Sheet Upside-Down by $8.8 Million INPHONIC INC: Court Okays $2.3 Million DIP Financing from Versa INTERSTATE BAKERIES: Teamsters & Yucaipa Presents Bid for IBC JETBLUE AIRWAYS: Sells 19% Stake to Lufthansa for $300 Million JOHNNY CRAWFORD: Case Summary & 12 Largest Unsecured Creditors JP MORGAN: Moody's Junks Rating on Class P Certificates JTG SCAFFOLDING: Case Summary & 20 Largest Unsecured Creditors KENDLE INTERNATIONAL: S&P Revises Outlook to Pos. from Stable KENNETH KING: Voluntary Chapter 11 Case Summary KITTY HAWK: Hires Two Auctioneers to Sell Equipment KNIGHT INC: $5.3MM Myria Deal Cues Moody's Positive Outlook KNIGHT INC: MidCon Sale Cues Fitch's Positive Watch KNIGHTSBRIDGE CLO: S&P Assigns 'BB' Rating on $22 Million Notes LAND O'LAKES: Good Performance Cues S&P to Lift Rating to BB LB-UBS: Moody's Affirms Ratings on 23 Classes LEBARON DRYWALL: Files Chapter 11 Plan of Reorganization LEBARON DRYWALL: Court Extends Plan Solicitation Period to March 1 LEHMAN BROTHERS: Moody's Holds B3 Rating on $3 Mil. Certificates LEVITZ FURNITURE: Gets Final Court Nod to Hire Asset Disposition MACOMB COUNTY: Stronger Balance Sheet Cues S&P to Lift Rating MANSFIELD TRUST: Fitch Affirms 'B+' Rating on $3.3 Million Certs. MEDCOM USA: Sept. 30 Balance Sheet Upside-Down by $5.5 Million MEDICOR LTD: Seeks Court OK to Increase DIP Loan by $2.8 Million MICRO COMPONENT: Sept. 29 Balance Sheet Upside-Down by $5.5 Mil. MONTROSE HARBOR: Poor Credit Quality Cues Moody's Downgrades MT. ZION BAPTIST: Case Summary & Five Largest Unsecured Creditors MYSTIC POINT: S&P Places Ratings Under Negative CreditWatch NATIONSLINK FUNDING: Fitch Junks Rating on $25.5MM Class H Certs. NCO GROUP: Inks $325MM Buyout Deal with Outsourcing Solutions NCO GROUP: S&P Places 'B+' Rating Under Developing CreditWatch NEXIA HOLDINGS: Selling Landis Salon for $3 Mil. of Conv. Note NICHOLS BROTHERS: Commences BuyOut Negotiations with Ice Floe NICHOLS BROTHERS: Gets Interim OK to Hire Kirkpatrick as Counsel NICHOLS BROTHERS: Section 341(a) Meeting Slated for December 18 NORTHWESTERN CORP: Sustained Credit Metrics Cue Moody's Review OLLANIK CONSTRUCTION: Case Summary & 21 Largest Creditors ON SEMICONDUCTOR: To Acquire AMIS Holdings for $915 Million OTTIMO FUNDING: Moody's Withdraws Ratings on Liquidity Notes PANTRY INC: Weak Performance Prompts S&P to Lower Ratings POPE & TALBOT: B.C. Supreme Court Approves Sale of Surplus Lands POPE & TALBOT: Court Approves Bidding Procedures for Pulp Business POPE & TALBOT: Remaining Wood Products Sale Procedures Approved PQ CORP: Carlyle Group Deal Cues S&P to Withdraw 'B+' Rating PRIVA INC: Creditors Approve Proposal Filed Under BIA RADNOR HOLDINGS: U.S. Trustee Disbands Unsecured Creditors Panel RESIDENTIAL CAPITAL: Defers Tender Offer of Notes to December 19 SATCON TECH: Posts $2.6 Million Net Loss in Third Quarter SCO GROUP: Can Hire Boies Schiller as Special Litigation Counsel SECURITIZED ASSET: Fitch Rates $11.4 Million Class B-4 at BB+ SG MORTGAGE: Moody's Lowers Rating on Cl. M-8 to B1 from Baa2 SHELDON-LAGUNA PROPERTIES: Voluntary Chapter 11 Case Summary SIERRA NEVADA: Case Summary & Five Largest Unsecured Creditors SPECIALITY UNDERWRITING: Moody's Lowers Ratings on 16 Tranches ST LOUIS INDUSTRIAL: Moody's Holds Junk Rating on $98MM Bonds SUPERCONDUCTOR TECH: Posts $2.0 Million Net Loss in Third Quarter TD AMERITRADE: S&P Holds BB Rating and Revises Outlook to Positive TRANS ENERGY: Sept. 30 Balance Sheet Upside-Down by $49,704 TRC HOLDINGS: Asks Court to Fix Feb. 4 as Admin. Claims Bar Date UNIFI INC: Ongoing Uncertainty Cues Moody's to Lower Ratings US SHIPPING: Moody's Junks Ratings with Stable Outlook VALENCE TECH: Sept. 30 Balance Sheet Upside-Down by $69.5 Million VALLEY HEALTH: Case Summary & 20 Largest Unsecured Creditors VERTICAL ABS: S&P Junks Ratings on Seven Note Classes VESCOR DEVELOPMENT: Court Approves Pachulski Stang as Co-Counsel VESCOR DEVELOPMENT: Section 341(a) Meeting Moved to January 30 WASHINGTON MUTUAL: Realized Losses Cue Moody's to Hold Ratings WYLE HOLDINGS: S&P Affirms 'B+' Corporate Credit Rating * Fitch Says US Drug Retailers Will Remain Strong in 2008 * Fitch Says US Utilities Will Have Stable Outlook for 2008 * Fitch Says Weak Governance Can Cripple A Company's Viability * S&P Lowers Ratings on 28 US Synthetic CDO Tranches * BOOK REVIEW: Inside Investment Banking: Second Edition ********* A&J HOLDINGS: Case Summary & Six Largest Unsecured Creditors ------------------------------------------------------------ Debtor: A.&J. Holdings, L.L.C. dba I-5 Fuel Stop 118 U.S. Highway 12 Chehalis, WA 98532 Bankruptcy Case No.: 07-44311 Type of Business: The Debtor owns and manages a gas station, a convenience store and a campground. Chapter 11 Petition Date: December 13, 2007 Court: Western District of Washington (Tacoma) Judge: Paul B. Snyder Debtor's Counsel: William L. Beecher, Esq. Beecher & Conniff 732 Pacific Avenue Tacoma, WA 98402 Tel: (253) 627-0132 Fax: (253) 572-3427 Total Assets: $1,761,943 Total Debts: $1,155,103 Debtor's Six Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Albina Automate Fueling oil and gas $64,000 801 Main Street supplier Vancouver, WA 98660 Department of Revenue sales tax, $12,000 P.O. Box 34054 estimated Seattle, WA 98124-1054 Wesco Oil oil and gas $7,900 2929 Northwest 29th Avenue supplied Portland, OR 97210 I.R.S. Special Procedures possible 941 $2,500 taxes Employment Security estimated $1,000 Department of Labor & L.&I. Premiums, $1,000 Industries Estimated ACTION SKATE PARKS: Voluntary Chapter 11 Case Summary ----------------------------------------------------- Debtor: Action Skate Parks, Inc. dba Woodward Skateparks 3875 Johns Creek Parkway Suwanee, GA 30024 Bankruptcy Case No.: 07-22637 Type of Business: The Debtor owns and operates skating rinks. Chapter 11 Petition Date: December 13, 2007 Court: Northern District of Georgia (Gainesville) Judge: Robert Brizendine Debtor's Counsel: Scott B. Riddle, Esq. Suite 2800 Tower Place 3340 Peachtree Road, Northeast Atlanta, GA 30326 Tel: (404) 815-0164 Fax: (404) 815-0165 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million The Debtor did not file a list of its largest unsecured creditors. ADD 1 LLC: Case Summary & Three Largest Unsecured Creditors ----------------------------------------------------------- Debtor: A.D.D. 1, L.L.C. 23 Central Street Andover, MA 01810 Bankruptcy Case No.: 07-44328 Chapter 11 Petition Date: December 12, 2007 Court: District of Massachusetts (Worcester) Judge: Joel B. Rosenthal Debtor's Counsel: Jon H. Kurland, Esq. Kurland & Grossman, P.C., 139 Billerica Road Chelmsford, MA 01824 Tel: (978) 256-2660 Total Assets: $6,516,300 Total Debts: $5,715,841 Debtor's Three Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Anthony D. DiNapoli $500,000 65 Central Street Andover, MA 01810 Citi Group $100,000 North East Region 909 Third Avenue, 18th Floor New York, NY 10022 Meredith & Grew $70,952 160 Federal Street Boston, MA 02110 ADELPHIA: Distributes $311 Million Cash to Allowed Claims Holders ----------------------------------------------------------------- Adelphia Communications Corp. disclosed that it has made subsequent distributions of $311 million in cash and 1,714,365 shares of TWC Class A Common Stock to holders of Allowed Claims against the parent Adelphia Communications Corp. pursuant to the ACOM Debtors' First Modified Fifth Amended Joint Chapter 11 Plan of Reorganization, dated as of January 3, 2007, as confirmed. The 1,714,365 shares of TWC Class A Common Stock to be distributed have a "Deemed Value" under the Plan of $65 million and a fair market value as of Dec. 6, 2007, of $45 million. A chart summarizing the distribution of cash and shares of TWC Class A Common Stock to be made to classes of ACC Claims is available in the Important Documents section of the company's Web site at http://www.adelphiarestructuring.com/ The chart does not reflect additional distributions that may be made over time as a result of the release of escrows, reserves and holdbacks. The amount and timing of such distributions as a result of the release of escrows, reserves and holdbacks are subject to the terms and conditions of the Plan and numerous other conditions and uncertainties, many of which are outside the control of ACOM and its subsidiaries. Pursuant to a Nov. 2, 2007 order of the U.S. Bankruptcy Court for the Southern District of New York, the Depository Trust Company's use of its standard distribution procedures in connection with this distribution on account of cancelled ACOM securities will be deemed in compliance with the Plan. The order further provides that as of the close of business on Dec. 17, 2007, DTC may no longer recognize any changes in beneficial ownership of the right to receive distributions under the Plan. The order also provides that the company has retained the right to, in effect, withdraw the restriction prior to Dec. 17, 2007, if it determines that restriction is no longer necessary. Creditor inquiries regarding distributions under the Plan should be directed to creditor.inquiries@adelphia.com/ About Adelphia Comms Based in Coudersport, Pennsylvania, Adelphia Communications Corporation (OTC: ADELQ) -- http://www.adelphia.com/-- is a cable television company. Adelphia serves customers in 30 states and Puerto Rico, and offers analog and digital video services, Internet access and other advanced services over its broadband networks. The company and its more than 200 affiliates filed for Chapter 11 protection in the Southern District of New York on June 25, 2002. Those cases are jointly administered under case number 02-41729. Willkie Farr & Gallagher represents the Debtors in their restructuring efforts. PricewaterhouseCoopers serves as the Debtors' financial advisor. Kasowitz, Benson, Torres & Friedman, LLP, and Klee, Tuchin, Bogdanoff & Stern LLP represent the Official Committee of Unsecured Creditors. Adelphia Cablevision Associates of Radnor, L.P., and 20 of its affiliates, collectively known as Rigas Manged Entities, are entities that were previously held or controlled by members of the Rigas family. In March 2006, the rights and titles to these entities were transferred to certain subsidiaries of Adelphia Cablevision LLC. The RME Debtors filed for chapter 11 protection on March 31, 2006 (Bankr. S.D.N.Y. Case Nos. 06-10622 through 06-10642). Their cases are jointly administered under Adelphia Communications and its debtor-affiliates' chapter 11 cases. The Bankruptcy Court confirmed the Debtors' Modified Fifth Amended Joint Chapter 11 Plan of Reorganization on Jan. 5, 2007. That plan became effective on Feb. 13, 2007. (Adelphia Bankruptcy News, Issue No. 181; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). ANSONIA CDO: Fitch Places Ratings Under Negative CreditWatch ------------------------------------------------------------ Fitch has placed these classes of Ansonia CDO 2006-1 Ltd. and Ansonia CDO 2006-1 LLC, (Ansonia CDO 2006-1) on Rating Watch Negative: -- $18.151 million Class E 6.163% Notes 'A-'; -- $24.201 million Class F 6.755% Notes 'BBB+'; -- $30.252 million Class G 7.149% Notes 'BBB'; -- $26.218 million Class H 7.445% Notes 'BBB-'; -- $48.403 million Class J Floating Rate Notes 'BBB-'; -- $43.361 million Class K 3.15% Notes 'BB+'; -- $23.193 million Class L 3.15% Notes 'BB'; -- $14.117 million Class M 3.15% Notes 'BB-'; -- $22.184 million Class N 1.25% Notes 'B+'; -- $18.151 million Class O 1.25% Notes 'B'; -- $13.109 million Class P 1.25% Notes 'B-'; -- $12.100 million Class Q 1.00% Notes 'CCC+'; -- $10.084 million Class S 1.00% Notes 'CCC'; -- $8.067 million Class T 1.00% Notes 'CCC-'. The classes of this transaction, which is categorized as a first loss collateralized debt obligation, have been placed on Rating Watch Negative due to the projected losses based on an analysis of loans in special servicing. The collateral for this first loss CDO consists of a high concentration of tranches with the least seniority within a CMBS transaction and, as such, the tranches are the first to absorb losses. According to the trustee, as of Nov. 23, 2007, the trust has experienced $4.5 million in losses to date (0.5% of the original trust collateral). Of the underlying collateral, $202.3 million is in special servicing. The Rating Watch Negative status will be resolved within 90 days in conjunction with a discussion with the asset manager regarding its expectation of projected loss. ARCAP 2005-RR5: Fitch Junks Rating on $9.4 Mil. Class N Trust ------------------------------------------------------------- Fitch has placed these classes of ARCap 2005-RR5 Resecuritization Inc. on Rating Watch Negative: -- $9.4 million Class F 'BBB'; -- $9.4 million Class G 'BBB-'; -- $15.7 million Class H 'BB+'; -- $6.3 million Class J 'BB'; -- $9.4 million Class K 'BB-'; -- $9.4 million Class L 'B'; -- $9.4 million Class M 'B-'/DR1; -- $9.4 million Class N 'CCC'/DR3. The classes of this transaction, which is categorized as a first loss ReREMIC, have been placed on Rating Watch Negative due to the accelerated pace of losses and projected losses based on an analysis of loans in special servicing. The collateral for this first loss ReREMIC consists of a high concentration of tranches with the least seniority within a CMBS transaction and, as such, the tranches are the first to absorb losses. According to the trustee, as of Nov. 26, 2007, the trust has experienced $88.3 million in losses to date (28.2% of the original trust collateral). Of the underlying collateral, $118.1 million is currently 60 days or more delinquent. The Rating Watch Negative status will be resolved within 90 days in conjunction with a discussion with the asset manager regarding its expectation of projected loss. Centerline Capital Group owns all the classes which are being placed on Rating Watch Negative. BANC OF AMERICA: Moody's Holds B3 Rating on Class P Certs. ---------------------------------------------------------- Moody's Investors Service affirmed the ratings of Banc of America Commercial Mortgage Inc., Commercial Pass-Through Certificates, Series 2006-1 as: -- Class A-1, $65,825,934, affirmed at Aaa -- Class A-IA, $353,311,303, affirmed at Aaa -- Class A-2, $84,400,000, affirmed at Aaa -- Class A-3A, $130,100,000, affirmed at Aaa -- Class A-3B, $25,000,000, affirmed at Aaa -- Class A-4, $616,500,000, affirmed at Aaa -- Class A-M, $203,766,000, affirmed at Aaa -- Class A-J, $142,637,000, affirmed at Aaa -- Class A-SBFL, $133,468,000, affirmed at Aaa -- Class XP, Notional, affirmed at Aaa -- Class XC, Notional, affirmed at Aaa -- Class B, $20,377,000, affirmed at Aa1 -- Class C, $22,924,000, affirmed at Aa2 -- Class D, $20,376,000, affirmed at Aa3 -- Class E, $35,659,000, affirmed at A2 -- Class F, $20,377,000, affirmed at A3 -- Class G, $25,471,000, affirmed at Baa1 -- Class H, $22,924,000, affirmed at Baa2 -- Class J, $28,018,000, affirmed at Baa3 -- Class K, $7,641,000, affirmed at Ba1 -- Class L, $10,188,000, affirmed at Ba2 -- Class M, $7,641,000, affirmed at Ba3 -- Class N, $2,547,000, affirmed at B1 -- Class O, $ 5,095,000, affirmed at B2 -- Class P, $7,641,000, affirmed at B3 As of the November 13, 2007 distribution date, the transaction's aggregate certificate balance has decreased by less than 1.0% to $2.02 billion from $2.04 billion at securitization. The Certificates are collateralized by 192 loans, ranging in size from less than 1.0% to 7.3% of the pool, with the top 10 loans representing 34.8% of the pool. Two loans, representing 10.0% of the pool, are shadow rated loans. The pool has not experienced any losses to date and currently there are no loans in special servicing. Seventeen loans, representing 4.8% of the pool, are on the master servicer's watchlist. Moody's was provided with year-end 2006 operating results for 91.3% of the pool. Moody's weighted average loan to value ratio for the conduit component is 103.7%, compared to 102.7% at securitization, resulting in an affirmation of all classes. The largest shadow rated loan is Kindercare Portfolio Loan ($147.1 million -- 7.3%) which is a pari passu interest in a $648.8 million first mortgage loan. The loan is secured by 713 childcare facilities located in 37 states. The largest state concentration is California, with 12.0% of the pool. Moody's current shadow rating is A3, the same as at securitization. The second shadow rated loan is the Torre Mayor Loan ($54.3 million -- 2.7%), which is secured by a 800,000 square foot Class A office building located downtown Mexico City, Mexico. The property was 98.9% leased as of Jan. 2007, compared to 79.8% at securitization. Moody's current shadow rating is Aa3 -- (global local currency rating)/Baa1 (global foreign currency rating), the same as at securitization. The top three conduit loans represent 14.7% of the pool. The largest loan is the Desert Passage Loan ($131.9 million -- 6.5%), which is a pari passu interest in a $395.7 million first mortgage loan. The loan is secured by a 500,000 square foot specialty retail and entertainment center located on the ground level of the Planet Hollywood Resort and Casino in Las Vegas, Nevada. The property was 95.0% leased as of June 2007, compared to 98.6% at securitization. Moody's LTV is 104.0%, the same as at securitization. The second conduit largest loan is the Waterfront at Port Chester Loan ($110.0 million -- 5.5%), which is secured by a 295,000 square foot retail center located in Port Chester (Westchester County), New York. The center was built in 2005 and has maintained 100.0% occupancy since securitization. Major tenants include Stop and Shop, Loews Cinema, Bed Bath & Beyond and Marshall's. Operating expenses have been higher than projected at securitization, resulting in a lower net operating income than anticipated. Moody's LTV is 117.0% compared to 103.1% at securitization. The third conduit largest loan is the Fairmont Sonoma Mission Inn & Spa Loan ($55.0 million -- 2.7%), which is secured by a 266 room full service hotel located in Sonoma, California. Occupancy and RevPar for full year 2006 was 76.7% and $234.56, respectively, compared to 69.4% and $202.27 at securitization. Moody's LTV is 94.5%, compared to 104.7% at securitization. BCE INC: S&P Keeps Ratings with Negative CreditWatch ---------------------------------------------------- Standard & Poor's Ratings Services kept its ratings on Montreal- based BCE Inc. and its related entities on CreditWatch with negative implications, pending the completion of the company's leveraged buyout by a consortium of private equity investors led by Toronto-based Teachers Private Capital as announced on June 30, 2007. As a result of the proposed LBO, S&P expect reported debt to increase to about CDN$37 billion from about CDN$10 billion at Sept. 30, 2007. S&P originally placed the ratings on CreditWatch April 17, 2007. Subsequently, S&P lowered the ratings on BCE and its wholly owned subsidiaries to 'BB-' from 'A-' and kept them on CreditWatch Sept. 24, 2007. This was an interim step, following BCE's Sept. 21, announcement that its shareholders had approved the company's CDN$52 billion LBO. Once S&P review the proposed capital structure, and the financial and operating strategies of the new owners, S&P could remove the ratings from CreditWatch and affirm, or lower the ratings further. The deal should close by the end of first-quarter 2008, following certain regulatory approvals and a final order by the Superior Court of Quebec approving the plan of arrangement (which is being contested by certain BCE and Bell Canada bondholders). On Sept. 21, BCE announced the Canadian Competition Bureau had cleared the proposed acquisition. "On a pro forma basis, the company will have a highly leveraged capital structure, weakened credit measures, and significantly reduced cash flow-generating capability owing to a dramatic increase in debt and the associated heavy interest burden," said Standard & Poor's credit analyst Madhav Hari. After a preliminary analysis of the public terms of the proposed transaction, S&P estimate that BCE's pro forma adjusted debt leverage will be high for the ratings, at a little less than 7x based on S&P's forecast of 2007 adjusted EBITDA. EBITDA interest coverage will be about 2x, and free operating cash flow to total debt will be in the low single digits. "Nevertheless, as a result of Bell Canada's strong business risk profile supported by its meaningful market position in a broad range of telecommunication services in Canada, and given our expectations of modestly improving operating performance, we believe the company can support higher-than-typical leverage for the ratings," Mr. Hari added. Standard & Poor's will aim to resolve the CreditWatch status shortly after the acquisition is complete, following a detailed review of certain aspects of the business and financial strategy under the new ownership. In particular, we will focus on BCE/Bell Canada's ultimate capital structure; changes to its operating strategy; the sponsor's new financial policy, including its dividend distribution policy and de-leveraging plans; and any potential change to the company's asset base. BIG A: Seeks Court's Nod to Employ Hudson as GOB Consultant ----------------------------------------------------------- Big A Drugstores Inc. asks the United States Bankruptcy Court for the Central District of California for authority to employ Hudson Capital Partners LLC as its Going out of Business Consultant. Hudson Capital is expected to provide consulting services to manage and to dispose of the Debtor's inventory and the furniture, fixtures and equipment in a going out of business sale to be held at the Debtor's 19 stores. Additionally, Hudson will: -- provide up to five full-time supervisors to conduct the sale; -- provide oversight of the liquidation of inventory; -- recommend and implement point of purchase, point of sale and external advertising to sell the inventory; -- determine appropriate pricing and discounting; -- determine appropriate staffing levels of the stores and incentive bonuses for store employees; and -- direct the sale of furnitures, fixtures and equipment. Consulting Pact As reported in the Troubled Company Reporter on Dec. 13, 2007, the Court had approved the request of the Debtor to enter into a going out of business consulting agreement with Hudson Capital Partners LLC. Under the GOB proposal, Hudson was to provide consulting services to the Debtor to manage and to dispose of the inventory and the furniture, fixtures and equipment in the context of a going out of business sale, to be conducted at the Debtor's remaining 19 stores. As compensation for its sevices, Hudson will receive from the Debtor $2,675 weekly during the sale term for each of the five full-time supervisors to be provided by it to conduct the sale, and the Debtor was to pay travel costs and to pay bonuses to the supervisors in an amount not to exceed $22,500 in whole. Actual expenses for payroll, advertising and other selling expenses shall be in accordance with a budget, which can only be exceeded with the Debtor's prior consent. Expenses over the budgeted amounts shall be offset from Hudson's fees. Hudson shall be paid $10,000 weekly as its base fee. If the recovery exceeds 45% of the retail value of the inventory, Hudson shall be paid an additional consulting fee of $1.96% of the gross sales less 50% of Hudson's base fees. At a hearing held Dec. 5, 2007, however, the Court requested that the Debtor file a separate application seeking to employ Hudson, hence this request. About Big A Drug Stores Headquartered in South Gate, California, Big A Drug Stores Inc. -- http://www.bigadrug.com/-- operates a chain of 21 retail drug stores, located throughout California. The company's stores offer full service pharmacies and over-the-counter drugs, cigarettes, optical products, liquor, general merchandise, groceries, beer and wine, and beverages. The company filed for Chapter 11 protection on Nov. 19, 2007 (Bankr. C.D. Calif. Case No. 07-20699). Steven R. Fox, Esq., of Encino, California, is the Debtor's proposed lead counsel. As of Nov. 18, 2007, the Debtor listed total assets of $18,788,648 and total debts of $54,424,646. BIG A: Taps Garry A. Jones & Associates as Accountant ----------------------------------------------------- Big A Drugstores Inc. asks permission from the United States Bankruptcy Court for the Central District of California to employ Garry A. Jones and Associates CPAs as its accountant. The Debtor selected Garry A. Jones and Associates because of the firm's experience in accountancy matters and because the firm is well qualified to provide the accounting related services required by applicant. As accountant, Garry A. Jones and Associates will: a) review applicant's financial status and determine those accounting and financial changes which are appropriate and necessary; b) review applicant's financial records and assist counsel in determining what avoidance actions, if any, should be brought against insiders and others for the benefit of the estate; c) handle audits and take steps necessary to reduce the estate's liabilities; d) prepare the applicant's tax returns as they come due, and to respond to any additional audits; and d) render other accountancy services for applicant for which the services of an accountant may be necessary during the pendency of the case. Garry A. Jones, the principal in Garry A. Jones and Associates assures the Court that his firm does not represent any interest adverse to the Debtor or the Debtor's estate, and that his firm is a "disinterested person" as that term is defined under Sec. 101(14) of the Bankruptcy Code. As compensation for its services, Garry A. Jones and Associates bill: Professional Designation Hourly Rate ----------- ----------- ----------- Garry A. Jones Principal $225 LS Ross Sr. Accountant $130 N. Villalta Staff $95 K. Habeger Staff $90 Unnamed Administration $70 Garry A. Jones and Associates was paid a $40,000 retainer the entire amount of which was earned prepetition. Headquartered in South Gate, California, Big A Drug Stores Inc. -- http://www.bigadrug.com/-- operates a chain of 21 retail drug stores, located throughout California. The company's stores offer full service pharmacies and over-the-counter drugs, cigarettes, optical products, liquor, general merchandise, groceries, beer and wine, and beverages. The company filed for Chapter 11 protection on Nov. 19, 2007 (Bankr. C.D. Calif. Case No. 07-20699). Steven R. Fox, Esq., of Encino, California, is the Debtor's proposed lead counsel. As of Nov. 18, 2007, the Debtor listed total assets of $18,788,648 and total debts of $54,424,646. BIG A Drug: Selects Patrick Rettig as Chief Restructuring Officer ----------------------------------------------------------------- Big A Drugstores Inc. asks the United States Bankruptcy Court for the Central District of California for authority to employ Patrick Rettig Corp. as its chief restructuring officer. Rettig will: a) oversee the Debtor's business, administrative and financial operations; b) work with PNC's turnaround firm, RAS Management, and with the proposed liquidator of inventory and other assets and with the proposed liquidator of the leasehold interests; and c) coordinate with the proposed chapter 11 counsel to handle those duties that debtors normally have in chapter 11 cases. Patrick Rettig, the principal in Patrick Rettig Corp., assures the Court that his firm does not represent any interest adverse to the Debtor or the Debtor's estate and is a "disinterested person" as that term is defined under Sec. 101(14) of the Bankruptcy Code. As compensation for its services, Rettig will receive $35,000 monthly payable in equal portions on the 1st and 15th of each month. Prior to bankruptcy filing, Rettig was paid $17,500 on or about October 1st and 15th and November 1st and 15th. Debtor also requests for autority to compensate Rettig bi-monthly without the need for any application for compensation later in the case. Headquartered in South Gate, California, Big A Drug Stores Inc. -- http://www.bigadrug.com/-- operates a chain of 21 retail drug stores, located throughout California. The company's stores offer full service pharmacies and over-the-counter drugs, cigarettes, optical products, liquor, general merchandise, groceries, beer and wine, and beverages. The company filed for Chapter 11 protection on Nov. 19, 2007 (Bankr. C.D. Calif. Case No. 07-20699). Steven R. Fox, Esq., of Encino, California, is the Debtor's proposed lead counsel. As of Nov. 18, 2007, the Debtor listed total assets of $18,788,648 and total debts of $54,424,646. BREK ENERGY: Shareholders Approve Merger with Gasco Energy Unit --------------------------------------------------------------- Brek Energy Corporation shareholders have approved the proposed merger of Gasco Acquisition Inc., a subsidiary of Gasco Energy Inc., with and into Brek in a meeting held in Los Angeles, California. Over 76.1% of the outstanding common shares voted in favor of the merger. Approximately 76.2% of Brek Energy's outstanding common stock was represented at the meeting. Both companies entered into the agreement and plan of merger on Sept. 20, 2006, and was amended on Jan. 31, 2007, May 29, 2007 and Oct. 22, 2007. Brek Energy and Gasco Energy, Inc. anticipate closing the transaction today, Dec. 14, 2007. About Gasco Energy Headquartered in Denver, Colorado, Gasco Energy Inc. -- http://www.gascoenergy.com/-- is a natural gas and petroleum exploitation and development company engaged in locating and developing hydrocarbons resources in the Rocky Mountain region. About Brek Energy Headquartered in Newport Beach, California, Brek Energy Corporation (Other OTC: BREK.PK) -- http://www.brekenergy.com/ -- through its subsidiaries, acquires, operates, and develops unconventional hydrocarbon prospects primarily in the Rocky Mountain region of the U.S. It acquires leasehold interests in petroleum and natural gas rights, either directly or indirectly. Going Concern Doubt Mendoza Berger & Company LLP expressed substantial doubt about Brek Energy Corporation's ability to continue as a going concern after auditing the company's financial statements for the years ended Dec. 31, 2006, and 2005. Mendoza Berger pointed to the company's recurring operating losses and accumulated deficit. As reported in the Troubled Company Reporter on Dec. 11, 2007, Brek Energy Corp. reported a net loss of $265,773 on revenue of $45,145 for the third quarter ended Sept. 30, 2007, compared with a net loss of $229,161 on revenue of $83,242 for the third quarter ended Sept. 30, 2006. BRUMMITT INSTALLATIONS: Case Summary & 18 Largest Unsec. Creditors ------------------------------------------------------------------ Debtor: Brummitt Installations Inc. 10346 Dwights Road Clermont, FL 34714 Tel: (352) 242-9384 Bankruptcy Case No.: 07-06486 Type of Business: The Debtor is engaged in water, sewer, pipeline, and communications & power line construction. Chapter 11 Petition Date: December 13, 2007 Court: Middle District of Florida (Orlando) Debtor's Counsel: William M. Reed, Esq. Reed & Archer, L.L.C. P.O. Box 120280 Clermont, FL 34712 Tel: (352) 394-1194 Fax: (352) 242-3886 Total Assets: $1,213,338 Total Debts: $853,334 Debtor's 18 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Citizen Auto Finance value of collateral: $190,068 P.O. Box 42002 $180,000 Providence, RI 02940-2002 Navistar Financial Corp. value of collateral: $71,000 P.O. Box 4024 $51,177 Schaumburg, IL 60168-4024 SunTrust value of collateral: $52,580 P.O. Box 7130 $18,475 Pasadena, CA 91109-7130 Bank of America $44,744 Capital One $47,050 Wright Express Fleet $20,680 Wells Fargo $20,253 John Deere Credit $12,425 Vermeer Southeast $5,967 Ditch Witch $5,138 Florida Directional $4,141 A.T.&T. $3,938 Sunbelt Rentals, Inc. $2,249 Sprint Cellular $1,111 A.T.&T. $1,095 Toney Drilling Supplies $1,053 Dunn & Bradstreet $679 R.C. Dunn Oil Co. $627 C AND C: Court Asks U.S. Trustee to Withdraw Conversion Plea ------------------------------------------------------------ The Hon. Edward Ellington of the U.S. Bankruptcy Court for the Southern District of Mississippi ordered the U.S. Trustee for Region 5 to withrdaw its request to convert C and C Properties Inc.'s Chapter 11 case into a Chapter 7 liquidation proceeding or, to the extent possible, dismiss its case. The order was made by the Court following the Debtor's plan filing. As reported in the Troubled Company Reporter on Nov. 22, 2007, pursuant to Section 1112(b) of the Bankruptcy Code, the U.S. Trustee sought conversion of the Debtor's case, noting, among others, the Debtor's: a) failure to file a disclosure statement, or to file or confirm a plan, within the time fixed by the Bankruptcy Code or by order of the Court; and b) failure to pay any fees or charges required under Chapter 123 of the title 28. Based in Union, Mississippi, C and C Properties, Inc. develops real estate properties. The company filed for Chapter 11 protection on January 24, 2007 (Bankr. S.D. Miss. Case No. 07-50082). Jeffery Kyle Tyree, Esq. and Melanie T. Vardaman, Esq., at Harris Jernigan & Geno, PPLC, represent the Debtor in its restructuring efforts. The U.S.Trustee for Region 5 has not appointed an Committee of Unsecured Creditors in the Debtor's bankruptcy proceedings. In its schedules filed with the Court, the Debtor disclosed total assets of $12,500,000 and total debts of $10,016,965. C AND C: Files Chapter 11 Reorganizational Plan in Mississippi -------------------------------------------------------------- C and C Properties Inc. and its debtor-affiliates filed with the United States Bankruptcy Court for the Southern District of Mississippi a Joint Disclosure Statement describing their Joint Chapter 11 Plan of Reorganization. The Debtors' Plan contemplates the liquidation of their assets, including the sale of four convenience stores and some of their affiliates' assets. The Debtors have escrowed the sale proceeds and will distribute to their valid creditors. Treatment of Claims Under the Plan, all administrative claims filed against the Debtors will be paid in full. Construction Liens Claim of Commercial Construction and Maintenance, totaling $38,419, will be paid in full on the plan's confirmation date. General Unsecured Claims will also be paid in full after the Court enter an order confirming the Debtors' joint plan. Equity security holders of the Debtors, COC Holdings Inc. and Robert W. Carleton III, will have their ownership interest extinguished in accordance with the terms and provision of the proposed joint plan. Harold G. Carleton and Robert W. Carleton Jr. have been classified as insiders of the Debtors. Robert Carleton III, Harold Carleton and R. W. Carleton Jr., will be entitled to receive a pro rata share, to the extent possible, from the remaining proceeds after all valid claims have been paid. Secured Claims Professional Convenience Services Inc. and GOC Ltd. will be resolved pursuant to the terms and provisions of a motion for authority to settle and compromise disputed claim which is pending at the Court. If approved, the motion will be incorporated into the Debtors' joint disclosure statement and proposed plan. Citizens Bank of Philadelphia's claim has been satisfied in accordance with the sale of the Debtors' assets. Madison County Bank will be paid from the sale and liquidation of the M&K Convenience Store. The remaining balance of the Madison County's secured claim approximately $192,000 is secured by a certain property owned by the Debtors. Accordingly, the Debtors will transfer that certain property to Robert Carleton III who will assume the indebtedness with the bank. The Debtors say that New County Bank's secured claim comprised of a 2003 Ford F-350 truck that has a balance due of $7,878 and a $71,007 loan secured by certain convenience store equipment. Under the Plan, the Debtors will continue to pay monthly installments on the Ford truck and will seek a purchaser for the collateral to liquidate in order to pay the balance in full due to Newton County. At the Debtors' discretion, the loan will be paid in full, either, monthly or lump sum payment, if no purchaser is secured. The Debtors further say that Newton County will entitled to receive approximately $52,000 from the sale of that certain convenience store equipment. A portion of Ford Motor Credit Company's secured claims have been paid in accordance with the Court order issued Oct. 22, 2007, on Ford Motor's request to compel assumption or rejection of the executory lease contract and releif from automatice stay. Priority Claims Mississippi State Tax Commission holds a $32,000 claim in the Debtors' case for December and January petroleum taxes. MTSC has a $631,727 proof of claim, which appears to duplicate the petroleum taxes due, according to the Debtors. Additionally, MSTC has filed a $20,980 claim for sales tax against the Debtors. The Debtors tells the Court that they will object to these claims if the Debtors and MSTC cannot reach an agreement as to the proper amount of MSTC's asserted claims. Internal Revenue Service's claims will be paid in full on the plan confirmation date. The Debtors say that Majority of the Ad Valorem Tax Claims for 2006 have been paid as part of the closing of the various sales of real property but approximately $12,000 is still due to various tax authorities. A full-text copy of the Joint Disclosure Statement is available for free at: http://www.researcharchives.com/bin/download?id=071213195144 A full-text copy of the Joint Chapter 11 Plan of Reorganization is available for free at: http://www.researcharchives.com/bin/download?id=071213200323 Based in Union, Mississippi, C and C Properties, Inc. develops real estate properties. The company filed for Chapter 11 protection on January 24, 2007 (Bankr. S.D. Miss. Case No. 07-50082). Jeffery Kyle Tyree, Esq. and Melanie T. Vardaman, Esq., at Harris Jernigan & Geno, PPLC, represent the Debtor in its restructuring efforts. The U.S.Trustee for Region 5 has not appointed an Committee of Unsecured Creditors in the Debtor's bankruptcy proceedings. In its schedules filed with the Court, the Debtor disclosed total assets of $12,500,000 and total debts of $10,016,965. C AND C: Disclosure Statement Hearing Scheduled for January 15 -------------------------------------------------------------- The United States Bankruptcy Court for the Southern District of Mississippi has set a hearing for Jan. 15, 2008, at 1:30 p.m. to consider the adequacy of the disclosure statement describing C and C Properties Inc. and its debtor-affiliates' Joint Plan. Based in Union, Mississippi, C and C Properties, Inc. develops real estate properties. The company filed for Chapter 11 protection on January 24, 2007 (Bankr. S.D. Miss. Case No. 07-50082). Jeffery Kyle Tyree, Esq. and Melanie T. Vardaman, Esq., at Harris Jernigan & Geno, PPLC, represent the Debtor in its restructuring efforts. The U.S.Trustee for Region 5 has not appointed an Committee of Unsecured Creditors in the Debtor's bankruptcy proceedings. In its schedules filed with the Court, the Debtor disclosed total assets of $12,500,000 and total debts of $10,016,965. CALYPTE BIOMED: Sept. 30 Balance Sheet Upside-Down by $8.2 Million ------------------------------------------------------------------ Calypte Biomedical Corp.'s consolidated balance sheet at Sept. 30, 2007, showed $9.7 million in total assets and $17.9 million in total liabilities, resulting in an $8.2 million total stockholders' deficit. At Sept. 30, 2007, the company's consolidated balance sheet also showed strained liquidity with $2.6 million in total current assets available to pay $5.4 million in total current liabilities. The company reported a net loss of $633,000 on product sales of $131,000 for the third quarter ended Sept. 30, 2007, compared with a net loss of $4.3 million on product sales of $68,000 in the same period last year. Two customers accounted for approximately 67% of the company's third quarter 2007 revenue. Five customers, all of whom purchased the BED Incidence Test, accounted for approximately 82% of the company's third quarter 2006 revenue. All of these shipments were to international locations in either Africa or Asia. Loss from operations increased to $1.8 million for the third quarter of 2007, versus a loss of $1.3 million loss for the third quarter of 2006, mainly due to an increase in selling, general and administrative expenses. The company recorded net interest income of $1.1 million for the third quarter of 2007, primarily as a result of the accounting for the reduction in the fair value of the anti-dilution obligation related to the company's first quarter 2007 financings. In the third quarter of 2006, the company recorded $3.1 million of net interest expense. 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?265c Going Concern Doubt As reported in the Troubled Company Reporter on April 17, 2007, Odenberg, Ullakko, Muranishi & Co. LLP expressed substantial doubt about Calypte Biomedical Corporation's ability to continue as a going concern after auditing the company's consolidated financial statements for the years ended Dec. 31, 2006, and 2005. The auditingfirm said that the company has suffered recurring operating losses and negative cash flows from operations. Odenberg Ullakko added that Calypte's management believes that the company's cash resources will not be sufficient to sustain its operations through 2007 without additional financing. About Calypte Biomedical Headquartered in Lake Oswego, Oregon, Calypte Biomedical Corporation (OTC Bulletin Board: CBMC) -- http://www.calypte.com/ is a healthcare company focused on the development and commercialization of rapid testing products for sexually transmitted diseases such as the Aware(R) HIV-1/2 OMT test that are suitable for use at the point of care and at home. CARBONE PROPERTIES: Voluntary Chapter 11 Case Summary ----------------------------------------------------- Debtor: Carbone Properties of Audubon, L.L.C. 931 Canal Street New Orleans, LA 70112 Bankruptcy Case No.: 07-12470 Type of Business: The Debtor owns and manages real estate. Chapter 11 Petition Date: December 12, 2007 Court: Eastern District of Louisiana (New Orleans) Debtor's Counsel: Douglas S. Draper, Esq. Heller, Draper, Hayden, Patrick & Horn, L.L.C. 650 Poydras Street, Suite 2500 New Orleans, LA 70130 Tel: (504) 299-3300 Fax: (504) 299-3399 Estimated Assets: $1 Million to $10 Million Estimated Debts: $10 Million to $50 Million The Debtor did not file a list of its unsecured creditors. CENTRAL ILLINOIS ENERGY: Voluntary Chapter 11 Case Summary ---------------------------------------------------------- Debtor: Central Illinois Energy, L.L.C. dba Central Illinois Energy 23133 East County Highway 6 Canton, IL 61520 Bankruptcy Case No.: 07-82817 Type of Business: The Debtor operates a 37-million gallons-per- year ethanol plant. See www.centralillinoisenergy.com/ Chapter 11 Petition Date: December 13, 2007 Court: Central District of Illinois (Peoria) Judge: Thomas L. Perkins Debtor's Counsel: Barry M. Barash, Esq. Barash & Everett, L.L.C. P.O. Box 1408 Galesburg, IL 61402 Tel: (309) 341-6010 Estimated Assets: $1 Million to $100 Million Estimated Debts: More than $100 Million The Debtor did not file a list of its largest unsecured creditors. CINEMARK HOLDINGS: S&P Holds 'B' Rating and Removes Pos. Watch -------------------------------------------------------------- On Dec. 12, 2007, Standard & Poor's Rating Services affirmed its 'B' corporate credit rating on Cinemark Holdings Inc. and subsidiary Cinemark Inc., which S&P analyze on a consolidated basis. At the same time, S&P removed the ratings from CreditWatch with positive implications, where they were placed on May 17, 2007. The outlook is positive. "The resolution of the CreditWatch reflects uncertainty regarding the pace of leverage reduction," explained Standard & Poor's credit analyst Tulip Lim. S&P also affirmed the 'B' rating on the company's senior secured bank loan. S&P revised the recovery rating to '3', indicating its expectation of meaningful (50%-70%) recovery in the event of a payment default, from '2.' The revision reflects Cinemark's repayment of the senior subordinated notes and its banks' removal of financial covenants on the term loan facility. The ratings on Cinemark reflect the company's high lease-adjusted leverage and financial risk, the mature and highly competitive nature of the U.S. motion picture exhibition industry, exposure to the fluctuating popularity of Hollywood films, shortening windows between theatrical and DVD/video-on-demand release, and competition from other exhibitors and alternative entertainment sources. These concerns are partially offset by Cinemark's quality theater circuits, the combined company's above-average profit margins, Cinemark's experienced management team, and the modest diversity provided by its profitable non-U.S. operations. At Sept. 30, 2007, the Plano, Texas-based movie exhibitor had $2.9 billion in debt, including holding company notes and capitalized operating leases. CITY OF KLAMATH: Fitch Withdraws 'B-' Rating on Revenue Bonds ------------------------------------------------------------- Fitch Ratings has withdrawn the 'B-' rating on the City of Klamath Falls, Oregon's senior lien electric revenue bonds issued for the Klamath Cogeneration Project. The KCP assets have been acquired by Klamath Energy LLC, an affiliate of PPM Energy Inc., and the bonds have been defeased or otherwise retired. KCP is a natural gas-fired, combined cycle cogeneration plant with a nominal capacity of 484 MW, or 464MW when exporting steam at 200,000 pounds per hour. The project was owned by the City of Klamath Falls, Oregon, as a separately secured enterprise. Prior to the sale and defeasance, the KCP bonds were secured solely by the revenues of KCP and associated deposit accounts. CLAYMONT STEEL: Selling Stake to Evraz Unit for $564.8 Million -------------------------------------------------------------- Claymont Steel Holdings Inc. has entered into a definitive agreement with Evraz Group S.A. and Titan Acquisition Sub Inc., a subsidiary of Evraz, under which Evraz will acquire Claymont Steel for $23.50 per share, for an aggregate price of approximately $564.8 million, including debt and net of cash. The offer price of $23.50 per share represents a premium of 19.1% to Claymont Steel's three month volume weighted average stock price, a premium of 38.2% to Claymont Steel's initial public offering price of $17 in December 2006, and a premium of 6.8% to the closing price of Claymont Steel's stock on Dec. 7, 2007, of $22. Under the terms of the agreement, Titan will make a cash tender offer for all shares of Claymont Steel common stock and then merge with Claymont Steel. The board of directors of Claymont Steel has unanimously recommended that the shareholders of Claymont Steel accept the offer. H.I.G. Capital LLC Inc., which owns approximately 42.6% of Claymont Steel's issued common stock, has committed to tender its shares in the offer. The offer, which is expected to commence during the week of Dec. 17, 2007, will be subject to customary conditions, including antitrust clearance, and the acquisition by Evraz of a majority of Claymont Steel's shares. The offer will be followed by a merger at the same price. Upon completion of the transaction, Claymont Steel will become a subsidiary of Evraz. ABN AMRO Incorporated is acting as exclusive financial advisor to Evraz and will be the dealer-manager for the tender offer. Jefferies & Company Inc. is acting as lead financial advisor to Claymont Steel in the transaction and delivered a fairness opinion to Claymont Steel's board of directors. Cleary Gottlieb Steen & Hamilton LLP is acting as legal counsel to Evraz, and Morgan, Lewis & Bockius LLP is acting as legal counsel to Claymont Steel. "We believe that this transaction delivers significant value to our stockholders," Jeff Bradley, Claymont Steel's chairman and chief executive officer, said. "We are excited at the opportunity to become part of a company with a significant international presence. As a plate producer, we believe Claymont Steel will be able to contribute to and complement Evraz's North American operations at Evraz Oregon Steel Mills, Inc. We believe that our customers will also support this deal." "This transaction represents yet another important step in the implementation of our long-term strategy to develop higher value downstream markets," Alexander Frolov, Evraz's chairman and chief executive officer, said. "It will expand our presence in North America, one of the most important steel markets globally. Having acquired Oregon Steel Mills at the beginning of this year, we laid the foundation of our American plate business and intend to continue to strengthen it now with Claymont Steel's steel plate production. We will also be happy to have Claymont Steel's experienced personnel joining Evraz's multinational team." Stockholders will be able to obtain a free copy of letters of transmittal and other documents relating to the tender offer, when available from Evraz by contacting Evraz at IR@evraz.com or +7 495 232 1370, attention: Investor Relations, or from Claymont Steel by contacting Claymont Steel at aegner@claymontsteel.com or (302) 792-5400, attention: Allen Egner. About Evraz Group S.A. Headquartered in Luxembourg, Evraz Group S.A. (LSE:EVR) -- http://www.evraz.com/-- and its subsidiaries are involved in production and distribution of steel and related products. It also owns and operates certain mining assets. Its steel production and mining facilities are mainly located in the Russian Federation. Titan Acquisition Sub Inc. is a wholly owned subsidiary of Evraz. About Claymont Steel Headquartered in Claymont, Delaware, Claymont Steel Holdings Inc. (Nasdaq:PLTE) -- http://www.claymontsteel.com/-- is a non-union, mini-mill focused on the manufacture and sale of custom discrete steel plate in North America. The company provides steel plate in non-standard dimensions to customers with distinct product and service needs. Through its manufacturing facility located in Claymont, Delaware, Holdings has the capacity to produce over 500,000 tons of steel plate annually. The company's facility in Claymont, Delaware, conducts a range of steel-making activities, utilizing an electric arc furnace, slab caster and rolling mill. The company manufactures custom discrete carbon steel plate for use in a number of end-use applications, including bridges, railcars, tool and die, and heavy machine and equipment. It offers a range of steel plate products of varying thickness, width and length. At Sept. 29, 2007, Claymont Steel Holdings' balance sheet showed total assets of $157.65 million, total liabilities of $197.22 million, resulting to a total shareholders' deficit of $39.57 million. CLEAR CHANNEL: Extends Merger Termination Date Until June 12 ------------------------------------------------------------ Clear Channel Communications Inc. extended until June 12, 2008, in accordance with the terms of the merger agreement providing for the acquisition of Clear Channel by CC Media Holdings Inc., the date on which a party may terminate the merger agreement if the merger has not occurred as of that date. CC Media Holdings Inc. is a corporation formed by private equity funds sponsored by Bain Capital Partners LLC and Thomas H. Lee Partners L.P. About Thomas H. Lee Partners L.P. Thomas H. Lee Partners L.P. -- http://www.thl.com/-- is a private equity investment firm in the United States. Since its founding in 1974, THL is a growth buyout firm, raising approximately $20 billion of equity capital in more than 100 businesses with an aggregate purchase price of more than $125 billion and generating superior returns for its investors and partners. About Bain Capital Partners LLC Headquartered in Boston, Massachussetts, Bain Capital Partners LLC -- http://www.baincapital.com/-- is a private investment firm that manages several pools of capital including private equity, high-yield assets, mezzanine capital and public equity with more than $40 billion in assets under management. Since its inception in 1984, Bain Capital has made private equity investments and add- on acquisitions in over 230 companies around the world, including investments in a broad range of companies such as Burger King, HCA, Warner Chilcott, Toys "R" Us, AMC Entertainment, Sensata Technologies, Burlington Coat Factory and ProSiebenSat1 Media. Bain Capital has offices in New York, London, Munich, Tokyo, Hong Kong and Shanghai. About Clear Channel Communications Based in San Antonio, Texas, Clear Channel Communications Inc. (NYSE:CCU) -- http://www.clearchannel.com/-- is a media and entertainment company specializing in "gone from home" entertainment and information services for local communities and premiere opportunities for advertisers. The company's businesses include radio, television and outdoor displays. Outside U.S., the company operates in 11 countries -- Norway, Denmark, the United Kingdom, Singapore, China, the Czech Republic, Switzerland, the Netherlands, Australia, Mexico and New Zealand. * * * As reported in the Troubled Company Reporter on Sept. 27, 2007, Fitch Ratings said it expects to downgrade Clear Channel Communications Inc.'s Issuer Default Rating to 'B' from 'BB-'. The rating outlook is expected to be stable. Existing ratings remain on rating watch negative pending the closing of the merger transaction and review of final documentation. COAST RANGE BREWING: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: Coast Range Brewing Co., Inc. dba Farmhouse Brewing Co. 7050 Monterey Street Gilroy, CA 95020-6614 Bankruptcy Case No.: 07-54157 Type of Business: The Debtor produces beer. See http://www.whatalesyou.com/ Chapter 11 Petition Date: December 12, 2007 Court: Northern District of California (San Jose) Judge: Roger L. Efremsky Debtor's Counsel: Henry G. Rendler, Esq. 1550 The Alameda, Suite 308 San Jose, CA 95126 Tel: (408) 293-5112 Estimated Assets: $1 Million to $10 Million Estimated Debts: $1 Million to $10 Million Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Ernest S. Filice Lessors of debtor's $334,312 Ann R. Filice real property, rent 8710 Wild Iris Drive arrears of $134,312 Gilroy, CA 95020 and note payable of $200,000 Department of the Treasury form 941 payroll $200,000 Internal Revenue Service tax P.O. Box 21126 Philadelphia, PA 19114 Department of the Treasury federal alcohol tax $110,853 Alcohol & Tobacco Tax & Trade Bureau P.O. Box 371962 Pittsburgh, PA 15250-7962 David Ascher note payable $81,152 Employment Development state employment $38,552 Department tax California Glass Co. vendor $33,408 Canada Malting Co., Ltd. vendor $25,286 Brewer's Supply Group vendor $24,224 State Board of Equalization sales tax $16,886 Excise Taxes and Fees Division Penske Truck Leasing Co. truck rental $15,731 Accounting Associates accounting $14,382 services Department of Conservation fees $14,309 State of California P.G.&E. Electric utility supplier $12,514 Ramsay Borthwick wages $6,080 Carbonic Service, Inc. vendor $5,184 Keepit Kool Refrigeration, vendor $5,570 Inc. U.P.S. vendor $5,141 Bay City Boiler vendor $5,070 Certified Foods, Inc. vendor $4,581 Keoki Brewing vendor $4,800 COMIC BOOK MOVIES: Case Summary & 16 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Comic Book Movies, L.L.C. 11400 West Olympic Boulevard, 2nd Floor Los Angeles, CA 90064 Bankruptcy Case No.: 07-21639 Type of Business: Founded in 2005, the Debtor builds entertainment franchises from intellectual properties and international comics and manga. It has partnerships with a number of comic-book creators. Chapter 11 Petition Date: December 12, 2007 Court: Central District Of California (Los Angeles) Judge: Alan M. Ahart Debtor's Counsel: Joseph A. Eisenberg, Esq. Jeffer, Mangels, Butler & Marmaro, L.L.P. 1900 Avenue of The Stars 7th Floor Los Angeles, CA 90067 Tel: (310) 203-8080 Estimated Assets: $1 Million to $10 Million Estimated Debts: $1 Million to $10 Million Debtor's 16 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ C.B. Pictures, Inc. loans $453,500 Attention: C.I.O. Gary A. Gertula 180 Brannan Street, Suite 425 San Francisco , CA 94107 Michael Pamess loans $185,000 C/O Gary Kauffman, Esq. Dunlap & Moran 1990 Main Street, Suite 700 Sarasota, FL 34236 Scott Hyten loans $177,090 957 Corsica Avenue Pacific Palisades, CA 90272 Jack Luu loans $160,000 Russell Productions trade debt $150,000 Lotus, Inc. trade debt $120,260 iNDELIBLE trade debt $80,000 Falconeer, L.L.C. loans $70,000 Nathaniel Hicks trade debt $42,202 Vanbar/J.C.I. trade debt $40,000 Gerry Jones trade debt $27,626 Michael Usian trade debt $7,324 Stephen Scheffer trade debt $3,417 Stephen Searff trade debt $4,933 G.M. Printing trade debt $857 O'Melveny & Myers attorney fees $590 CULLIGAN INT'L: Weak Performance Cues Moody's to Cut Ratings ------------------------------------------------------------ Moody's Investors Service downgraded Culligan International Company's debt ratings to reflect weaker-than-expected operating performance and credit metrics since the company completed a $900 million leveraged recapitalization in May 2007, which included a $375 million dividend payment to its equity holders, including Clayton, Dubilier & Rice Fund VI Limited Partnership. The rating outlook is stable. Following the May 2007 recapitalization transaction, weak organic revenue growth and transition issues associated with the relocation of distribution activities to a third-party have led to lower profitability and weaker-than-expected credit metrics. For the latest twelve month period ending September 30, 2007, debt / EBITDA (calculated using Moody's standard analytic adjustments) exceeded 8.0 times, up significantly from nearly 7.0 times expected on a pro forma basis using 2006 results following the recapitalization. "It will now take longer than expected for the company to reduce leverage to levels more commensurate with the previous rating," says Moody's analyst, Michael Zuccaro. The rating agency stated in March 2007 that downward pressure on Culligan's ratings would occur if operating performance declined materially such that debt/EBITDA increased above 7.0 times. Moody's downgraded these: Issuer: Culligan International Company -- Corporate Family Rating to B3 from B2 -- Probability of Default Rating to B3 from B2 -- First Lien Senior Secured Credit Facilities to B2 (LGD 3, 33%) from B1 (LGD 3, 34%) -- Second Lien Senior Secured Term Loan to Caa2 (LGD 5, 84%) from Caa1 (LGD 5, 85%) The rating outlook is stable. The B3 corporate family rating reflects the significant increase in leverage that has occurred as a result of weak operating performance on top of the May 2007 debt-financed dividend to shareholders. The rating also reflects the company's much more aggressive financial policy while it is still in the midst of executing revitalization and growth plans for its North American operations, which have historically lagged behind the more profitable and cash flow generative European operations. Furthermore, consolidated free cash flow is expected to remain modest relative to the heavy debt load, leading to limited capacity for significant debt reduction over the near-term. Supporting the debt ratings are the company's broad geographic diversity, the strength of its established brand, and its diverse distribution channels and customers, and adequate liquidity. The non-cyclical nature of its products, low dealer churn rates, large installed base and recurring nature of the majority of its revenue typically provide a stable and predictable revenue platform. When coupled with expected further profitability improvement as a result of continued restructuring and outsourcing actions and planned future growth, the company should continue to generate positive, albeit modest, free cash flow. Liquidity is supported by unused capacity under its revolving credit facility and lack of financial covenants in the agreement. The rating outlook is stable, reflecting Moody's expectation for steady improvement in credit metrics over the near-to-intermediate term, although starting out at much weaker levels than originally expected following the recapitalization transaction in May 2007. Culligan International Company is a U.S. operating subsidiary of Culligan Holding S.ar.l., and the principal borrower under the rated debt facilities. Culligan is a global provider of water treatment products and services for household and commercial applications. Products are sold under the Culligan brand. Revenue was approximately $764 million over the latest twelve month period ending Sept. 30, 2007. DANA CORP: Wants to Sell Cape Girardeau Property for $2.8 Million ----------------------------------------------------------------- Dana Corp. and its debtor-affiliates ask authority from the U.S. Bankruptcy Court for the to sell a 15-acre parcel of real estate and a 150,000 square-foot building located at 2075 Corporate Circle in Cape Girardeau, Missouri, to Schaefer's Power Panels, Inc., for $2,841,750. The Debtors currently use the property for manufacturing, and they are in the process of closing the manufacturing operations, Corinne Ball, Esq., at Jones Day, in New York relates. In accordance with an Asset Purchase Agreement, Schaefer will bear the cost of the title commitment, inspection and any survey and the other half of Dana Corp.'s escrow and closing fees. At closing, the Debtors will pay all real estate taxes and installments of assessments that are due and payable as of the closing date that are not prepetition taxes. The Debtors will have the right to occupy the property until Jan. 31, 2008 under a rent free leaseback where they will be responsible for all utility and custodial services and any repair liabilities up to $5,000 in aggregate. Furthermore, the Debtors propose to pay broker commissions of $107,061 to Signature Associates and $128,475 to Lorimont Place, Ltd. The Debtors represent that Signature served as a primary broker on the proposed sale, and Lorimont worked with Signature as a cooperating broker. Thus, the Debtors seek the Court's authority to pay Lorimont's commission. About Dana Headquartered in Toledo, Ohio, Dana Corporation -- http://www.dana.com/-- designs and manufactures products for every major vehicle producer in the world, and supplies drivetrain, chassis, structural, and engine technologies to those companies. Dana employs 46,000 people in 28 countries. Dana is focused on being an essential partner to automotive, commercial, and off-highway vehicle customers, which collectively produce more than 60 million vehicles annually. Dana has facilities in China in the Asia-Pacific, Argentina in the Latin-American regions and Italy in Europe. The company and its affiliates filed for chapter 11 protection on March 3, 2006 (Bankr. S.D.N.Y. Case No. 06-10354). As of Aug. 31, 2007, the Debtors listed US$6,878,000,000 in total assets and $7,551,000,000 in total debts resulting in a total shareholders' deficit of $673,000,000. Corinne Ball, Esq., and Richard H. Engman, Esq., at Jones Day, in Manhattan and Heather Lennox, Esq., Jeffrey B. Ellman, Esq., Carl E. Black, Esq., and Ryan T. Routh, Esq., at Jones Day in Cleveland, Ohio, represent the Debtors. Henry S. Miller at Miller Buckfire & Co., LLC, serves as the Debtors' financial advisor and investment banker. Ted Stenger from AlixPartners serves as Dana's Chief Restructuring Officer. Thomas Moers Mayer, Esq., at Kramer Levin Naftalis & Frankel LLP, represents the Official Committee of Unsecured Creditors. Fried, Frank, Harris, Shriver & Jacobson, LLP serves as counsel to the Official Committee of Equity Security Holders. Stahl Cowen Crowley, LLC serves as counsel to the Official Committee of Non-Union Retirees. The Debtors filed their Joint Plan of Reorganization on Aug. 31, 2007. On Oct. 23, 2007, the Court approved the adequacy of the Disclosure Statement explaining their Plan. The Court has set Dec. 10, 2007, to consider confirmation of the Plan. (Dana Corporation Bankruptcy News, Issue No. 65; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000). DANA CORP: Wants to Sell Stateville Property for $9.6 Million ------------------------------------------------------------- Dana Corp. and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the to sell a 96-acre parcel of real estate located at 1293 Glenway Drive in Statesville, North Carolina, including all personal property, furnishings, fixtures and equipment, to Doosan Infracore America Corporation for $9.6 million. Corinne Ball, Esq., at Jones Day, in New York relates that the Debtors have closed the manufacturing operations located in the property. At closing, the Debtors will pay all real estate taxes and installments of assessments that are due and payable as of the closing that are not prepetition taxes. Doosan will pay all prepetition taxes and will be entitled to credit those against the purchase price. Pursuant to the Asset Purchase Agreement, the Debtors propose to pay broker commissions of $360,000 to Signature Associates and $200,000 to Binswanger Corporation and Stiles and Company. Binswanger worked with Signature to represent the Debtors on the proposed sale while Stiles represented Doosan. The Debtors will assume and assign to Doosan the existing phone system lease related to the Statesville property with LaSalle Systems Leasing, Inc. at the closing of the proposed sale. About Dana Headquartered in Toledo, Ohio, Dana Corporation -- http://www.dana.com/-- designs and manufactures products for every major vehicle producer in the world, and supplies drivetrain, chassis, structural, and engine technologies to those companies. Dana employs 46,000 people in 28 countries. Dana is focused on being an essential partner to automotive, commercial, and off-highway vehicle customers, which collectively produce more than 60 million vehicles annually. Dana has facilities in China in the Asia-Pacific, Argentina in the Latin-American regions and Italy in Europe. The company and its affiliates filed for chapter 11 protection on March 3, 2006 (Bankr. S.D.N.Y. Case No. 06-10354). As of Aug. 31, 2007, the Debtors listed US$6,878,000,000 in total assets and $7,551,000,000 in total debts resulting in a total shareholders' deficit of $673,000,000. Corinne Ball, Esq., and Richard H. Engman, Esq., at Jones Day, in Manhattan and Heather Lennox, Esq., Jeffrey B. Ellman, Esq., Carl E. Black, Esq., and Ryan T. Routh, Esq., at Jones Day in Cleveland, Ohio, represent the Debtors. Henry S. Miller at Miller Buckfire & Co., LLC, serves as the Debtors' financial advisor and investment banker. Ted Stenger from AlixPartners serves as Dana's Chief Restructuring Officer. Thomas Moers Mayer, Esq., at Kramer Levin Naftalis & Frankel LLP, represents the Official Committee of Unsecured Creditors. Fried, Frank, Harris, Shriver & Jacobson, LLP serves as counsel to the Official Committee of Equity Security Holders. Stahl Cowen Crowley, LLC serves as counsel to the Official Committee of Non-Union Retirees. The Debtors filed their Joint Plan of Reorganization on Aug. 31, 2007. On Oct. 23, 2007, the Court approved the adequacy of the Disclosure Statement explaining their Plan. The Court has set Dec. 10, 2007, to consider confirmation of the Plan. (Dana Corporation Bankruptcy News, Issue No. 65; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000). DELHI CORP: Court Approves Equity Purchase & Commitment Agreement ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York approved the Amendment to the New Equity Purchase and Commitment Agreement, as modified, among the Debtors, Appaloosa Management L.P., Harbinger Capital Partners Master Fund I, Ltd., Pardus Capital Management, L.P., Merrill Lynch, Pierce, Fenner & Smith, Inc., UBS Securities LLC, and Goldman Sachs & Co. The Debtors and the Appaloosa Plan Investors subsequently entered into the EPCA Amendment on Dec. 10, 2007. A full-text copy of the EPCA Amendment is available for free at: http://ResearchArchives.com/t/s?2662 Except as provided in the EPCA Amendment, the Aug. 2, 2007 New EPCA remains in full force and effect, the Court clarifies. The Honrable Robert Drain has permitted the Debtors and the Plan Investors to make non-material modifications to the EPCA Amendment without further Court order as long as those modifications are not opposed by either the Official Committee of Unsecured Creditors or the Official Committee of Equity Security Holders. The EPCA Amendment revises a number of provisions in the New EPCA to reflect events and developments since Aug. 3, 2007, including those relating to Court approvals in connection with the EPCA Amendment; Delphi's delivery of a revised disclosure letter and a revised business plan; updates and revisions to representations and warranties; the Debtors' agreements with principal labor unions; the execution and amendment of certain settlement agreements with General Motors Corp.; the execution of a best efforts financing letter; and the filing of the First Amended Plan of Reorganization and Disclosure Statement. The EPCA Amendment no longer outlines Delphi's proposed framework for a plan of reorganization but instead, except for corporate governance matters, relies upon the First Amended Plan for that function, David M. Sherbin, Delphi Corp. Vice President, General Counsel and Chief Compliance Officer, relates. Furthermore, the EPCA Amendment revises provisions relating to the Discount Rights Offering, including the replacement of existing common stockholders with unsecured creditors, under the Plan. The EPCA Amendment further reflects certain economic changes for recoveries provided under the Plan, and a post- emergence capital structure that includes Series C Preferred Stock to be issued to GM. The EPCA Amendment also removes or narrows the scope of certain conditions to closing in the New EPCA to provide greater certainty to the consummation of the transaction, including: * the no-strike conditions to include only strikes that occur after Oct. 29, 2007; * the capitalization condition to reduce the net debt required for the Debtors on the closing date; and * to exclude from the condition relating to the approval of material investment documents, numerous documents which have already been delivered by the Debtors to the Plan Investors like the Plan, the Disclosure Statement, the settlement agreements with GM, and the business plan. Certain conditions to closing, however, were added by the EPCA Amendment, including those requiring: -- the release and exculpation of each Plan Investor as set forth in the EPCA Amendment; -- that Delphi will have undrawn availability of $1,400,000,000 under the asset backed revolving loan facility, subject to certain exclusions; -- an interest expense condition that limits the Reorganized Debtors' pro forma interest expense on its indebtedness during 2008 to $585,000,000; -- that scheduled Pension Benefit Guarantee Corporation liens be withdrawn; and -- that the aggregate amount of trade and unsecured claims be no more than $1,450,000,000, subject to certain waivers and exclusions. Delphi Amends Rights Agreement to Accommodate Appaloosa Investors Pursuant to the Rights Agreement dated as of Feb. 1, 1999, as amended, between Delphi Corp. formerly known as Delphi Automotive Systems Corp., and Computershare Trust Company, N.A., as successor Rights Agent, one Right is issued and attached to each outstanding share of Delphi's common stock. The Rights constitute a separate class of securities registered under the Securities Act of 1933, as amended, and entitle the holder of the Right, in certain circumstances, to purchase from Delphi a unit consisting of one one-hundredth of a share of Series A Junior Preferred Stock, par value $0.10 per share, at an exercise price of $65 per Right, subject to adjustment in certain events, Mr. Sherbin relates. On Dec. 10, 2007, Delphi amended the Rights Agreement to exempt the Appaloosa Plan Investors, as well as the Investors' assignees or transferees, from the definition of "Acquiring Person" as that term is defined in the Rights Agreement, solely as a result of transactions contemplated by the New EPCA, as amended by the EPCA Amendment. As a result, the Plan Investors' entry into the EPCA Amendment and the consummation of the transactions contemplated by the New EPCA will not trigger the Series A Preferred Stock purchase rights under the Rights Agreement, Mr. Sherbin explains. A full-text copy of the Rights Agreement, as amended on Dec. 10, 2007, is available for free at: http://ResearchArchives.com/t/s?2661 Based on information supplied by the Plan Investors to the SEC in Schedules 13D, reviewed by the Debtors as of Nov. 8, 2007, the Plan Investors hold an aggregate of 125,644,421 shares of Delphi common stock: Plan Investor Shares Held ------------- ----------- Appaloosa Management L.P. 52,000,000 Harbinger Capital Partners Master Fund I, Ltd. 26,450,000 Pardus Special Opportunities Master Fund L.P. 26,400,000 Goldman, Sachs & Co. 14,892,921 UBS Securities LLC 4,419,294 Merrill Lynch, Pierce, Fenner & Smith Inc. 1,482,206 About Delphi Corp. Headquartered in Troy, Michigan, Delphi Corporation (OTC: DPHIQ) -- http://www.delphi.com/-- is the single supplier of vehicle electronics, transportation components, integrated systems and modules, and other electronic technology. The company's technology and products are present in more than 75 million vehicles on the road worldwide. Delphi has regional headquarters in Japan, Brazil and France. The company filed for chapter 11 protection on Oct. 8, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-44481). John Wm. Butler Jr., Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, represent the Debtors in their restructuring efforts. Robert J. Rosenberg, Esq., Mitchell A. Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP, represents the Official Committee of Unsecured Creditors. As of March 31, 2007, the Debtors' balance sheet showed $11,446,000,000 in total assets and $23,851,000,000 in total debts. The Debtors' exclusive plan-filing period expires on Dec. 31, 2007. On Sept. 6, 2007, the Debtors filed their Chapter 11 Plan of Reorganization and a Disclosure Statement explaining that Plan. (Delphi Bankruptcy News, Issue No. 102; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000) DELI STARS: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Deli Stars, L.L.C. 359 McLean Boulevard Paterson, NJ 07513 Bankruptcy Case No.: 07-28378 Type of Business: The Debtor sells dairy products in wholesale. Chapter 11 Petition Date: December 13, 2007 Court: District of New Jersey (Newark) Debtor's Counsel: Jeffrey A. Cooper, Esq. Carella, Bryne, Bain, Gilfillan, Cecchi, Stewart & Olstein 5 Becker Farm Road Roseland, NJ 07068-1735 Tel: (973) 994-1700 Total Assets: $6,137,914 Total Debts: $12,058,070 Debtor's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ All Star, Ltd. $1,517,382 P.O. Box 1445 Fond Du Lac, WI 54936 Armour-Eckrich Meats $351,488 14622 Collections Center Drive Chicago, IL 60693 Wells Co-Pack Foods $333,247 115 North Broadway Wells, MN 56097 Master's Gallery $296,693 P.O. Box 1450 Northwest 5261 Minneapolis, MN 55485 Tur-Pak Foods $260,030 6201 McArthur Sioux City, IA 51111 C.H. Robinson World Wide $187,392 Delallo Fine Foods $183,477 Tray-Pak $177,664 Belmark, Inc. $160,617 Kent H. Landsberg Co. $110,994 Patrick Cudahy $95,874 Clear Lam Packaging, Inc. $86,713 Ristow Trucking $70,040 John Morrell & Co. $67,514 Pactiv Corp. $59,706 Stone Plastics, Inc. $50,545 Rich-Seapack $42,414 Plastic Ingenuity, Inc. $42,333 Food Talk $40,123 Drangle Cheese $39,143 DELPHI CORP: Court Approves Modified Disclosure Statement --------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York entered an order formally approving Delphi Corp. and its debtor- affiliates' Disclosure Statement, as modified, on Dec. 10, 2007. As previously reported, the Court directed the Debtors to make certain changes to the Disclosure Statement at the hearing to consider confirmation of the Disclosure Statement, which hearing concluded on Dec. 7, 2007. Accordingly, the Debtors amended the Joint Plan of Reorganization and Disclosure Statement and subsequently filed a First Amended Plan of Reorganization and accompanying Disclosure Statement on Dec. 10, 2007. The Court approved the First Amended Disclosure Statement on the same date, Dec. 10, 2007. The modifications reflected in the First Amended Plan and the First Amended Disclosure Statement do not materially impact the terms of the Plan. Delphi Corp. Vice President and Chief Restructuring Officer John D. Sheehan relates that the First Amended Plan continues to provide for full recoveries for unsecured creditors at a negotiated Plan enterprise value and fair consideration for holders of Existing Common Stock. In particular, the Plan provides that Holders of Allowed General Unsecured Claims will receive New Common Stock and Discount Rights equal to 100% of their Allowed General Unsecured Claim plus applicable Postpetition Interest through the earlier of Jan. 31, 2008, and the Plan Confirmation Date. The distribution of New Common Stock to holders of General Unsecured Claims will equal 77.3% of the holders' Allowed General Unsecured Claim, and the remaining 22.7% of the Claim will be satisfied through the pro rata distribution of Discount Rights, Mr. Sheehan says. The Debtors are currently in the process of arranging for exit financing, comprised of: (1) up to $2,550,000,000 in equity investments through the Discount Rights Offering and the transactions contemplated by the New Equity Purchase and Commitment Agreement among the Debtors, Appaloosa Management L.P., and the other Plan Investors; and (2) debt financing consisting of: * a $1,600,000,000 asset-based revolving loan facility; * a $3,700,000,000 of first-lien funded financing; and * a $1,500,000,000 of second-lien funded financing of which up to $750,000,000 will be placed with GM. The Debt Financing will be arranged by JPMorgan Securities Inc., JPMorgan Chase Bank, N.A., and Citigroup Global Markets Inc. The Debtors believe that the Exit Financing will enable them to honor their obligations under the Plan, and transition out of bankruptcy and into successful operation post-emergence. A full-text copy of the First Amended Plan is available for free at http://bankrupt.com/misc/Delphi_1stAmendedReorgPlan.pdf A full-text copy of the First Amended Disclosure Statement is available for free at http://bankrupt.com/misc/Delphi_1stAmendedDS.pdf The Debtors maintain that the Plan provides for an equitable and early distribution to creditors and shareholders, preserves the value of Delphi's business as a going concern, and preserves the jobs of employees. The Debtors aver that any alternative to confirmation of the Plan, such as liquidation or attempts by another party-in-interest to file a plan, will result in significant delays, litigation, and costs, as well as the loss of jobs. Moreover, the Debtors believe that their creditors and shareholders will receive greater and earlier recoveries under the Plan than those that would be achieved in liquidation or under an alternative plan. The Plan continues to be supported by General Motors Corp., the Plan Investors, and both the Official Committee of Unsecured Creditors and the Official Committee of Equity Security Holders, according to Mr. Sheehan. Court Decree The Honorable Robert Drain finds that the Disclosure Statement complies with the provisions of the Bankruptcy Code and the Federal Rules of Bankruptcy Procedure. In particular, the Disclosure Statement contains adequate information within the meaning of Section 1125(a) of the Bankruptcy Code. The Disclosure Statement also complies with the requirements of Bankruptcy Rule 3016(c) by sufficiently describing in specific and conspicuous bold language the provisions of the Joint Plan of Reorganization that provide for releases and injunctions against conduct not otherwise enjoined under the Bankruptcy Code. Moreover, the Disclosure Statement sufficiently identifies the persons and entities that are subject to those releases and injunctions. To the extent not already withdrawn or reflected in changes to the Disclosure Statement, all objections filed or otherwise asserted against the Disclosure Statement are overruled. About Delphi Corp. Headquartered in Troy, Michigan, Delphi Corporation (OTC: DPHIQ) -- http://www.delphi.com/-- is the single supplier of vehicle electronics, transportation components, integrated systems and modules, and other electronic technology. The company's technology and products are present in more than 75 million vehicles on the road worldwide. Delphi has regional headquarters in Japan, Brazil and France. The company filed for chapter 11 protection on Oct. 8, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-44481). John Wm. Butler Jr., Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, represent the Debtors in their restructuring efforts. Robert J. Rosenberg, Esq., Mitchell A. Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP, represents the Official Committee of Unsecured Creditors. As of March 31, 2007, the Debtors' balance sheet showed $11,446,000,000 in total assets and $23,851,000,000 in total debts. The Debtors' exclusive plan-filing period expires on Dec. 31, 2007. On Sept. 6, 2007, the Debtors filed their Chapter 11 Plan of Reorganization and a Disclosure Statement explaining that Plan. (Delphi Bankruptcy News, Issue No. 102; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000) DELPHI CORP: Court Sets Plan Confirmation Hearing on January 17 --------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York will convene a hearing to consider confirmation of Delphi Corp. and its debtor-affiliates' First Amended Joint Plan of Reorganization, dated Dec. 10, 2007, on Jan. 17, 2008, at 10:00 a.m. prevailing Eastern time. Objections to confirmation of the Plan must: -- be served by Jan. 11, 2008, at 4:00 p.m. prevailing Eastern time; -- be in writing; -- comply with the Bankruptcy Rules and the Local Bankruptcy Rules for the Southern District of New York; -- set forth the name of the objector and the nature and amount of any claim or interest asserted by that objector against or in the Debtors or the Debtors' estates and property; -- state with particularity the legal and factual bases for the objection; and -- be filed with the Court and served on: * the Debtors' counsel: Skadden, Arps, Slate, Meagher & Flom LLP 333 West Wacker Drive, Suite 2100 &