T R O U B L E D C O M P A N Y R E P O R T E R
Saturday, December 15, 2007, Vol. 11, No. 297
Headlines
ASARCO LLC: Earns $34,084,000 in Month Ended October 31, 2007
BOMBAY COMPANY: Files Operating Report for September 20-30, 2007
BOMBAY COMPANY: Files Operating Report for October 1-31, 2007
DANA CORPORATION: Earns $18,000,000 in Month Ended October 31
DELPHI CORPORATION: Incurs $28 Million Net Loss in October 2007
INTERSTATE BAKERIES: Posts $18,059,734 Net Loss in October 2007
LEVITT AND SONS: 32 Affiliates File Schedules of Assets and Debts
MOVIE GALLERY: Hollywood Ent. Files Schedules of Assets and Debts
MOVIE GALLERY: Movie Gallery US Files Schedules of Assets & Debts
MOVIE GALLERY: M.G.A. Realty Files Schedules of Assets and Debts
MOVIE GALLERY: M.G. Digital Files Schedules of Assets and Debts
MOVIE GALLERY: MG Automation Files Schedules of Assets and Debts
SEA CONTAINERS: Posts $19,421,938 Net Loss in Month Ended Oct. 31
SEA CONTAINERS: SeaCon Services Files October 2007 Monthly Report
THAXTON GROUP: Files Monthly Operating Report for October 2007
*********
ASARCO LLC: Earns $34,084,000 in Month Ended October 31, 2007
-------------------------------------------------------------
ASARCO LLC, et al.
Balance Sheet
As of October 31, 2007
ASSETS
Current Assets:
Cash $872,448,000
Restricted Cash 26,821,000
Accounts receivable, net 171,860,000
Inventory 253,133,000
Prepaid expenses 6,508,000
Other current assets 19,759,000
---------------
Total Current Assets 1,350,530,000
Net property, plant and equipment 443,362,000
Other Assets
Investments in subs 107,581,000
Advances to affiliates 523,000
Prepaid pension & retirement plan 0
Non-current deferred tax asset 40,951,000
Other 91,974,000
---------------
Total assets $2,034,921,000
===============
LIABILITIES
Postpetition liabilities:
Accounts payable $86,687,000
Accrued liabilities 498,508,000
Debtor-in-possession financing 0
---------------
Total postpetition liabilities 585,195,000
Prepetition liabilities:
Not subject to compromise - credit 4,053,000
Not subject to compromise - other 86,653,000
Advances from affiliates 24,659,000
Subject to compromise 1,680,282,000
---------------
Total prepetition liabilities 1,795,647,000
---------------
Total liabilities 2,380,842,000
===============
OWNERS' EQUITY (DEFICIT)
Common stock 508,325,000
Additional paid-in capital 104,578,000
Other comprehensive income (261,449,000)
Retained earnings: filing date (1,509,703,000)
---------------
Total prepetition owners' equity (1,158,250,000)
Retained earnings: post-filing date 812,329,000
---------------
Total owners' equity (net worth) (345,921,000)
---------------
Total liabilities and owners' equity $2,034,921,000
===============
ASARCO LLC, et al.
Consolidated Statement of Operations
Month Ended October 31, 2007
Sales $203,772,000
Cost of products and services 138,059,000
---------------
Gross profit 65,713,000
Operating expenses:
Selling and general & admin expenses 4,571,000
Depreciation & amortization 3,407,000
Provision accretion expense of asset
retirement obligation 163,000
---------------
Operating income 57,572,000
Interest expense 74,000
Interest income (1,244,000)
Reorganization expenses 18,330,000
Other miscellaneous (income) expenses (15,731,000)
---------------
Income (loss) before taxes 56,143,000
Income taxes 22,058,000
---------------
Net income (loss) $34,084,000
===============
ASARCO LLC, et al.
Consolidated Cash Receipts & Disbursements
Month Ended October 31, 2007
Receipts $223,496,000
Disbursements:
Inventory material 28,770,000
Operating disbursements 125,325,000
Capital expenditures 3,846,000
---------------
Total disbursements 157,941,000
Operating cash flow 65,555,000
Reorganization disbursements 4,440,000
---------------
Net cash flow 61,116,000
Net payments to secured Lenders 0
---------------
Net change in cash 61,116,000
Beginning cash balance 838,153,000
---------------
Ending cash balances $899,269,000
===============
Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/
-- is an integrated copper mining, smelting and refining company.
Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent. The
Company filed for chapter 11 protection on Aug. 9, 2005 (Bankr.
S.D. Tex. Case No. 05-21207). James R. Prince, Esq., Jack L.
Kinzie, Esq., and Eric A. Soderlund, Esq., at Baker Botts L.L.P.,
and Nathaniel Peter Holzer, Esq., Shelby A. Jordan, Esq., and
Harlin C. Womble, Esq., at Jordan, Hyden, Womble & Culbreth, P.C.,
represent the Debtor in its restructuring efforts. Lehman
Brothers Inc. provides the ASARCO with financial advisory services
And investment banking services. Paul M. Singer, Esq., James C.
McCarroll, Esq., and Derek J. Baker, Esq., at Reed Smith LLP give
legal advice to the Official Committee of Unsecured Creditors and
David J. Beckman at FTI Consulting, Inc., gives financial advisory
services to the Committee. When the Debtor filed for protection
from its creditors, it listed $600 million in total assets and $1
billion in total debts.
The Debtor has five affiliates that filed for chapter 11
protection on April 11, 2005 (Bankr. S.D. Tex. Case Nos. 05-20521
through 05-20525). They are Lac d'Amiante Du Quebec Ltee, CAPCO
Pipe Company, Inc., Cement Asbestos Products Company, Lake
Asbestos of Quebec, Ltd., and LAQ Canada, Ltd. Details about
their asbestos-driven chapter 11 filings have appeared in the
Troubled Company Reporter since Apr. 18, 2005.
Encycle/Texas, Inc. (Bankr. S.D. Tex. Case No. 05-21304), Encycle,
Inc., and ASARCO Consulting, Inc. (Bankr. S.D. Tex. Case No. 05-
21346) also filed for chapter 11 protection, and ASARCO has asked
that the three subsidiary cases be jointly administered with its
chapter 11 case. On Oct. 24, 2005, Encycle/Texas' case was
converted to a Chapter 7 liquidation proceeding. The Court
appointed Michael Boudloche as Encycle/Texas, Inc.'s Chapter 7
Trustee. Michael B. Schmidt, Esq., and John Vardeman, Esq., at
Law Offices of Michael B. Schmidt represent the Chapter 7 Trustee.
ASARCO's affiliates, AR Sacaton LLC, Southern Peru Holdings LLC,
and ASARCO Exploration Company Inc., filed for chapter 11
protection on Dec. 12, 2006 (Bankr. S.D. Tex. Case No. 06-20774 to
06-20776).
The Debtors' exclusive period to file a plan expires on Feb. 11,
2008. (ASARCO Bankruptcy News, Issue No. 61; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000).
BOMBAY COMPANY: Files Operating Report for September 20-30, 2007
----------------------------------------------------------------
For the period Sept. 20, 2007, through Oct. 31, 2007, The Bombay
Company Inc. generated net revenues of $54,215,491 and net loss of
$11,598,491.
Cash at the beginning of the period was $881,175. Total cash
receipts for the month were $15,543,730. Total disbursements for
the month were $16,424,905, and total cash used for the period
Sept. 20 to 30, 2007, were $881,175, and zero cash at the end of
the month of September 2007.
The Debtor's balance sheet as of Oct. 31, 2007, showed total
assets of $173,829,898, total prepetition liabilities of
$152,960,939, and total equity of $20,868,959.
A full-text copy of the company's October 2007 monthly operating
report is available for free at:
http://ResearchArchives.com/t/s?265e
About Bombay Company
Based in Fort Worth, Texas, The Bombay Company Inc., (OTC
Bulletin Board: BBAO) -- http://www.bombaycompany.com/-- designs,
sources and markets a unique line of home accessories, wall decor
and furniture through 384 retail outlets and the Internet in the
U.S. and internationally, including Cayman Islands.
The company and five of its debtor-affiliates filed for Chapter 11
protection on Sept. 20, 2007 (Bankr. N.D. Tex. Lead Case No.
07-44084). Robert D. Albergotti, Esq., John D. Penn, Esq., Ian T.
Peck, Esq., and Jason B. Binford, Esq., at Haynes and Boone, LLP,
represent the Debtors. Attorneys at Cooley, Godward, Kronish LLP
act as counsel for the Official Committee of Unsecured Creditors.
Forshey & Prostok LLP is the Committee's local counsel.
As of May 5, 2007, the Debtors listed total assets of $239,400,000
and total debts of $173,400,000.
BOMBAY COMPANY: Files Operating Report for October 1-31, 2007
-------------------------------------------------------------
For the period Oct. 1, 2007, through Oct. 31, 2007, The Bombay
Company Inc. and its debtor-affiliates generated net revenues of
$54,215,491 and net loss of $11,598,491.
Cash at the beginning of the month of October 2007 was zero.
Total cash receipts for the month were $27,253,625. Total
disbursements for the month were $23,485,480, and cash at the end
of the month of $3,768,145 for October 2007.
The Debtors' balance sheet as of Oct. 31, 2007, showed total
assets of $187,189,162, total postpetition liabilities of
$108,392,952, total prepetition liabilities of $69,522,623, and
total equity of $9,273,587.
A full-text copy of the company's October 2007 monthly operating
report is available for free at:
http://ResearchArchives.com/t/s?265e
About Bombay Company
Based in Fort Worth, Texas, The Bombay Company Inc., (OTC
Bulletin Board: BBAO) -- http://www.bombaycompany.com/-- designs,
sources and markets a unique line of home accessories, wall decor
and furniture through 384 retail outlets and the Internet in the
U.S. and internationally, including Cayman Islands.
The company and five of its debtor-affiliates filed for Chapter 11
protection on Sept. 20, 2007 (Bankr. N.D. Tex. Lead Case No.
07-44084). Robert D. Albergotti, Esq., John D. Penn, Esq., Ian T.
Peck, Esq., and Jason B. Binford, Esq., at Haynes and Boone, LLP,
represent the Debtors. Attorneys at Cooley, Godward, Kronish LLP
act as counsel for the Official Committee of Unsecured Creditors.
Forshey & Prostok LLP is the Committee's local counsel.
As of May 5, 2007, the Debtors listed total assets of $239,400,000
and total debts of $173,400,000.
DANA CORPORATION: Earns $18,000,000 in Month Ended October 31
-------------------------------------------------------------
Dana Corporation
Unaudited Condensed Balance Sheet
As of October 31, 2007
ASSETS
CURRENT ASSETS
Cash and cash equivalent assets $1,182,000,000
Accounts receivable
Trade 1,373,000,000
Other 315,000,000
Inventories 859,000,000
Assets of discontinued operations 46,000,000
Other current assets 159,000,000
---------------
Total current assets 3,934,000,000
Investments in equity affiliates 432,000,000
Net property, plant and equipment 1,764,000,000
Other noncurrent assets 1,065,000,000
---------------
TOTAL ASSETS $7,195,000,000
===============
LIABILITY AND SHAREHOLDERS' DEFICIT
CURRENT LIABILITIES
DIP Financing $900,000,000
Notes payable, including current portion
of long-term debt 163,000,000
Accounts payable 1,113,000,000
Liabilities of discontinued operations 18,000,000
Other accrued liabilities 876,000,000
Total current liabilities 3,070,000,000
Liabilities subject to compromise 3,997,000,000
Deferred employee benefits and other
non-current liabilities 501,000,000
Long-term debt 13,000,000
Minority interest in consolidated subsidiaries 97,000,000
Total liabilities 7,678,000,000
Shareholder' equity (deficit) (483,000,000)
---------------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $7,195,000,000
===============
Dana Corporation
Unaudited Condensed Statement of Operations
For the Month Ended October 31, 2007
Net Sales $799,000,000
Costs and expenses
Costs of sales 738,000,000
Selling, general and administrative expenses 31,000,000
Realignment charges 5,000,000
Other income, net 25,000,000
---------------
Income (loss) from operations 50,000,000
Interest expense 10,000,000
Reorganization charges 7,000,000
---------------
Income (loss) before income taxes 33,000,000
Income tax (expense) benefit 12,000,000
Minority interest 1,000,000
Equity in earnings of affiliates (5,000,000)
---------------
Income (loss) before continuing operations 20,000,000
Income (loss) from discontinued operations (2,000,000)
---------------
Net income (loss) $18,000,000
===============
Dana Corporation
Unaudited Condensed Statement of Cash Flow
For the Month Ended October 31, 2007
OPERATING ACTIVITIES
Net income (loss) $18,000,000
Depreciation and amortization 22,000,000
Loss on sale of business 0
Non-cash portion of U.K. pension charge 0
Decrease (increase) in working capital 24,000,000
Unremitted equity earnings in affiliates 0
Reorganization items, net of payments 1,000,000
Other (8,000,000)
---------------
Net cash flow provided by
(used for) operating activities 57,000,000
INVESTING ACTIVITIES
Purchases of property, plant and equipment (26,000,000)
Proceeds from sale of assets 0
Other 19,000,000
---------------
Net cash flow provided by
(used for) investing activities (7,000,000)
FINANCING ACTIVITIES
Net change in short-term debt (3,000,000)
Proceeds from European securitization program 100,000,000
Proceeds from DIP facility 0
Net cash flow provided by
(used for) financing activities 97,000,000
---------------
Net increase in cash equivalents 147,000,000
Cash and cash equivalents, beginning of period 1,035,000,000
---------------
Cash and cash equivalents, end of period $1,182,000,000
===============
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.
During a confirmation hearing on Dec. 12, 2007, for Dana's
case, the Honorable Burton R. Lifland said he will "entertain an
appropriate order of confirmation" with respect to the company's
plan of reorganization. The judge ruled that all chapter 11
requirements for confirmation have been satisfied.
The company is expected to submit the order of confirmation by
Dec. 21, 2007. The company is positioned to emerge from
bankruptcy by the end of January 2008.
(Dana Corporation Bankruptcy News, Issue No. 64; Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or
215/945-7000).
DELPHI CORPORATION: Incurs $28 Million Net Loss in October 2007
---------------------------------------------------------------
Delphi Corporation, et al.
Unaudited Consolidated Balance Sheet
As of October 31, 2007
(In Millions)
ASSETS
Current assets:
Cash and cash equivalents -
Restricted cash $143
Accounts receivable, net:
General Motors and affiliates 1,470
Other third parties 997
Non-Debtor affiliates 250
Notes receivable from non-Debtor affiliates 287
Inventories, net:
Productive material, work-in-process & supplies 853
Finished goods 225
Other current assets 377
--------
TOTAL CURRENT ASSETS 4,602
Long-term assets:
Property, net 1,768
Investment in affiliates 378
Investments in non-Debtor affiliates 4,162
Goodwill 152
Other intangible assets 26
Other 551
--------
TOTAL LONG-TERM ASSETS 7,037
--------
TOTAL ASSETS $11,639
========
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities not subject to compromise:
Debtor-in-possession financing $3,231
Accounts payable 1,292
Accounts payable to non-Debtor affiliates 654
Accrued liabilities 1,347
Notes payable to non-Debtor affiliates 66
--------
TOTAL CURRENT LIABILITIES 6,590
Long-term liabilities not subject to compromise:
Employee benefit plan obligations and other 1,137
Liabilities subject to compromise 16,971
--------
TOTAL LIABILITIES 24,698
Stockholders' deficit:
TOTAL STOCKHOLDERS' DEFICIT (13,059)
--------
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT $11,639
========
Delphi Corporation, et al.
Unaudited Consolidated Statement of Operations
Month Ended October 31, 2007
(In Millions)
Net sales:
General Motors and affiliates $782
Other customers 508
Non-Debtor affiliates 54
--------
Total net sales 1,344
--------
Operating expenses:
Cost of sales 1,260
U.S. employee workforce transition program charges 14
Long-lived asset impairment charges -
Depreciation and amortization 46
Selling, general and administrative 84
Securities & ERISA litigation charge -
--------
Total operating expenses 1,404
--------
Operating loss (60)
Interest expense (36)
Loss on extinguishment of debt -
Other (expense) income, net (6)
Reorganization items (11)
Income tax benefit (expense) 1
Equity income from non-consolidated affiliates 5
Equity income from non-Debtor affiliates 79
--------
NET INCOME (LOSS) ($28)
========
Delphi Corporation, et al.
Unaudited Consolidated Statement of Cash Flows
Month Ended October 31, 2007
(In Millions)
Cash flows from operating activities:
Net loss ($28)
Adjustments to reconcile net loss
to net cash provided by operating activities:
Depreciation and amortization 46
Deferred income taxes 1
Pension and other postretirement benefit expenses 62
Equity income from unconsolidated affiliates (5)
Equity income from non-Debtor affiliates (79)
Reorganization items 11
U.S. employee workforce transition program charges 14
Changes in operating assets and liabilities:
Accounts receivable, net 86
Inventories, net 32
Other assets 12
Accounts payable, accrued and other long-term debts 8
U.S. employee workforce transition program payments (155)
Other postretirement benefit payments (22)
Pension contributions (51)
Payments for reorganization items (2)
Other 2
--------
Net cash used in operating activities (68)
Cash flows from investing activities:
Capital expenditures (34)
Proceeds from divestitures 12
Increase in restricted cash (20)
Other (1)
--------
Net cash used in investing activities (43)
Cash flows from financing activities:
Net proceeds from DIP facility 5
Repayments on borrowings from non-Debtor affiliates (1)
--------
Net cash used in financing activities 4
--------
Decrease in cash and cash equivalents (107)
Cash and cash equivalents at beginning of period 107
--------
Cash and cash equivalents at end of period $0
========
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 US$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. 99; Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or
215/945-7000)
INTERSTATE BAKERIES: Posts $18,059,734 Net Loss in October 2007
---------------------------------------------------------------
Interstate Bakeries Corporation reported net sales of
$217,100,000 and net loss of $18,100,000 for the four-week period
ended Oct. 20, 2007.
As of October 20, the Debtors reported a $75,200,000 cash and a
$60,300,000 credit facility available for borrowing.
IBC has incurred a much larger monthly loss triggered by certain
costs and expenses tied to the planned closure of four bakeries
in Southern California, the Associated Press says. IBC said in
August it would exit the bread market in Southern California,
closing four plants and laying off about 1,300 people by the end
of October. The company said it recorded severance and other
costs of more than $7,000,000.
In November, IBC lost about $7,700,000 on sales of $220,800,000,
which sales total is the lowest since it reported $204,000,000 in
January, and the third-lowest since the Petition Date.
Costs of goods sold and other operating expenses during the
reporting period decreased 3.3% from the previous month to
$216,100,000.
Interstate Bakeries Corporation and Subsidiaries
Unaudited Consolidated Monthly Operating Report
Four Weeks Ended October 2007
REVENUE:
Gross Income $217,134,453
Less Cost of Goods Sold
Ingredients, Packaging & Outside Purchasing 55,450,350
Direct & Indirect Labor 38,469,393
Overhead & Production Administration 11,709,126
-------------
Total Cost of Goods Sold 105,628,869
-------------
Gross Profit 111,505,584
-------------
OPERATING EXPENSES
Owner-Draws/Salaries -
Selling & Delivery Employee Salaries 51,443,292
Advertising and Marketing 2,404,155
Insurance (Property, Casualty, & Medical) 11,544,126
Payroll Taxes 4,405,480
Lease and Rent 2,925,500
Telephone and Utilities 1,075,299
Corporate Expense (Including Salaries) 7,497,900
Other Expenses 29,178,386
-------------
Total Operating Expenses 110,474,138
-------------
EBITDA 1,031,446
Restructuring & Reorganization Charges 10,345,482
Depreciation and Amortization 5,121,407
Abandonment 142,314
Property & Equipment Impairment -
Other( Income)/Expense 60,966
Gain/Loss Sale of Property -
Interest Expense 3,757,014
-------------
Operating Income (Loss) (18,395,737)
Income Tax Expense (Benefit) (336,003)
-------------
NET Income (Loss) (18,059,734)
CURRENT ASSETS
Accounts Receivable at end of period $138,235,830
Increase (Dec.) in Accounts Receivable (2,514,811)
Inventory at end of period 56,722,913
Increase (Decrease) in Inventory for period (5,052,067)
Cash at end of period 75,195,191
Increase (Decrease) in Cash for period 4,610,305
Restricted Cash 18,249,382
Increase (Dec.) in Restricted Cash for period 86,333
LIABILITIES
Increase (Decrease) in Liabilities
Not Subject to Compromise 10,651,051
Increase (Decrease) in Liabilities 171,992
Subject to Compromise
Taxes payable:
Federal Payroll Taxes 4,938,295
State/Local Payroll Taxes 3,160,037
State Sales Taxes 276,615
Real Estate and Personal Property Taxes 7,938,509
Other 3,384,137
-------------
Total Taxes Payable 19,697,593
=============
Headquartered in Kansas City, Missouri, Interstate Bakeries
Corporation is a wholesale baker and distributor of fresh-baked
bread and sweet goods, under various national brand names,
including Wonder(R), Baker's Inn(R), Merita(R), Hostess(R) and
Drake's(R). Currently, IBC employs more than 25,000 people and
operates 45 bakeries, as well as approximately 800 distribution
centers and approximately 800 bakery outlets throughout the
country.
The company and seven of its debtor-affiliates filed for chapter
11 protection on Sept. 22, 2004 (Bankr. W.D. Mo. Case No. 04-
45814). J. Eric Ivester, Esq., and Samuel S. Ory, Esq., at
Skadden, Arps, Slate, Meagher & Flom LLP represent the Debtors in
their restructuring efforts. When the Debtors filed for
protection from their creditors, they listed $1,626,425,000 in
total assets and $1,321,713,000 (excluding the $100,000,000 issue
of 6% senior subordinated convertible notes due Aug. 15, 2014) in
total debts. The Debtors' filed their Chapter 11 Plan and
Disclosure Statement on Nov. 5, 2007. Their exclusive period to
file a chapter 11 plan expired on November 8.
The Debtors have been been actively seeking higher and better
offers to the proposed financing and plan support agreements and
received interest from multiple parties regarding the opportunity
to invest in the company. The deadline for investors to submit
initial bids was on November 28 and deadline to submit final bids
is on Jan. 15, 2008.
(Interstate Bakeries Bankruptcy News, Issue No. 79; Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or
215/945-7000).
LEVITT AND SONS: 32 Affiliates File Schedules of Assets and Debts
-----------------------------------------------------------------
Thirty-two debtor-affiliates and subsidiaries of Levitt & Sons
LLC separately delivered to the U.S. Bankruptcy Court for the
Southern District of Florida copies of their unaudited schedules
of assets and liabilities, as prepared by their management
pursuant to Section 521 of the Bankruptcy Code and Rule 1007 of
the Federal Rules of Bankruptcy Procedure.
The 32 Debtor-Affiliates are:
* Levitt and Sons of Flagler County, LLC,
* Levitt and Sons of Horry County, LLC,
* Levitt and Sons at World Golf Village, LLC,
* Levitt and Sons of Nashville, LLC,
* Levitt and Sons of South Carolina, LLC,
* Levitt Industries, LLC,
* Levitt Homes Bellaggio Partners, LLC,
* Levitt Construction Georgia, LLC,
* Levitt and Sons at Hunter's Creek, LLC,
* Levitt and Sons of Tennessee, LLC,
* Levitt and Sons of Georgia, LLC,
* Levitt and Sons of Lee County, LLC,
* Levitt and Sons of Seminole County, LLC,
* Bowden Building Corporation,
* Levitt Homes, LLC,
* Levitt and Sons of Cherokee County, LLC,
* Levitt and Sons of Osceola County, LLC,
* Levitt and Sons of Paulding County, LLC,
* Levitt and Sons of Hall County, LLC,
* Levitt and Sons of Shelby County, LLC,
* Regency Hills by Levitt and Sons, LLC,
* Cascades by Levitt and Sons, LLC,
* BankAtlantic Venture Partners 5, LLC,
* Avalon Park by Levitt and Sons, LLC,
* Summerport by Levitt and Sons, LLC,
* Magnolia Lakes by Levitt and Sons, LLC,
* Bellaggio by Levitt and Sons, LLC,
* Levitt Construction-East, LLC,
* Levitt Construction Corp. - East,
* Levitt GP, LLC,
* LEV-BRN, LLC, and
* Levitt Construction - South Carolina, LLC.
Lawrence E. Young, the Debtors' chief restructuring officer,
states that although reasonable efforts were made to ensure that
the Schedules and Statements are as accurate and complete as
possible based on available information at the time of
preparation, subsequent information or discovery may result in
material changes, and inadvertent errors or omissions may exist.
The Debtor-Affiliates disclosed each of their total assets and
liabilities as of Sept. 30, 2007:
1. LAS Flagler County
The Debtor reported a total of $4,500,148 in various land and
houseline properties, and $103,867,340 in total liabilities,
comprising of:
-- Bank of America's unsecured claim for $103,859,044; and
-- unsecured non-priority claims filed by Arcadis G & M Inc.
for $6,470; BI Land LLC for $700; and Environmental
Resource Solutions Inc. for 1,126.
2. LAS Horry County
The Debtor has $26,046,149 total assets from various land and
houseline properties, plus a $1,000 cash on hand, $1,500 security
deposit, and $28,976 of accounts receivable. LAS Horry County is
owed a total of $111,505,878 to certain creditors, consisting of
a $103,669,834 secured claim by Wachovia Bank, $3,478,364 of
unsecured priority claims, and $4,114,135 and $243,545 of
unsecured non-priority claims.
3. Regency Hills
Regency Hills disclosed total assets of $2,855,492, consisting of
$2,828,544 in various land and houseline properties, $2,052
security deposit and $24,896 accounts receivable. It is owed a
total of $1,783,003 to:
* creditors holding secured claims - $1,091,849
* creditors holding unsecured priority claims - $535,181
* creditors holding unsecured non-priority claims - $155,973
4. LAS World Golf Village
The Debtor reported an aggregate assets of $10,697,313 as of
September 30, composed of $10,657,373 in various land and
houseline properties and $39,940 of accounts receivable. It has
$14,447,835 in total liabilities, asserted by Secured Claimants
($8,806,673), Unsecured Priority Claimants ($2,343,582), and
Unsecured Non-Priority Claimants ($3,264,171 in trade
payable
and $33,409 in retention.
5. LAS Cascades
LAS Cascades reported that it has $524,392 in total assets, which
are various land and houseline properties for $523,540, a $300
cash on hand, and $552 of accounts receivable. Unsecured
Priority Claimants assert $28,750 against LAS Cascades, while
Unsecured Non-Priority Claimants are seeking $145,745 of trade
payable and $184,495 retention.
6. LAS Nashville
LAS Nashville disclosed that it holds $3,108 in total assets from
prepaids. The Debtor also reported an aggregate of $24,734,018
in liabilities from Regions Bank as of the Initial Petition Date,
with an interest calculation through November 1.
7. Avalon Park
The Debtor reported $407,622 in total assets, representing (i)
$381,760 from various land and houseline properties, and (ii)
$25,862 accounts receivable from personal properties. As to its
debts, Avalon Park disclosed a total of $298,586 trade payables,
comprising of unsecured claims by Cloud 9 Svcs Inc. for $26,267,
Southern Skid Steer Inc. for 10,000, and Sunshine Kitchens Inc.
for $186,643.
8. LAS South Carolina
This affiliate disclosed that it holds a $98,107 cash balance of
City National Bank as of Nov. 9, with respect to consumer deposit
escrow. The Debtor owes $174,834 to its employees holding
unsecured claims:
Employee Claim Amount
-------- ------------
Barbara McDonald $10,044
Buck Gladden 61,168
Charles Wilson 1,670
Christine Rosow 533
Mary Lee Bennett 5,717
Michael Allen 7,655
Michael Walker 736
Rebecca Bennett 1,756
Robert Daurity 78,562
Roy Myers 6,992
9. Summerport
Summerport reported a total of $66,201 debts to unsecured
claimants, and $952 accounts receivable from:
F&F Concrete Finishing Inc. $450
H&H stucco & Stone 65
Seaborn Construction Inc. 77
Tem Aluminum Inc. 300
V&V Const Svcs Inc. 60
10. Magnolia Lakes
This affiliate said it has a $36 account receivable from
Zephyrhills, and owes traders Neopost and Sunshine Kitchens Inc.
$575 and $9,336, respectively.
11. Bellagio
Bellagio holds zero assets but disclosed a total of $967,918
debts, representing $1,907 in unsecured non-priority claims and
$966,011 by Wachovia Bank, with an interest calculation through
November 1.
12. Levitt Construction-East
The Debtor has zero assets as of September 30, but owes Bank of
America $103,859,044 in total debts.
13. Levitt Construction Corp. - East
The Debtor reported zero liabilities but has an aggregate of
$20,00 cash balance from Bank of America, as of November 9.
14. LAS Hunter's Creek
This affiliate has accounts receivable totaling $2,005, from Cast
Crete Corp., Orlando Decorative Concrete Inc. - Central Florida,
and Thunder Drywall Corp. - Central Florida. The creditors of
LAS Hunter's Creek hold a total of $103,906,448 in unsecured
nonpriority claims against the Debtor. Bank of America holds
$103,859,044 of the total amount; trade payable, $44,688; and
retention, $2,716.
15. LAS Tennessee
LAS Tennessee has an aggregate of $1,000,834 in checking, savings
or other financial accounts with City National Bank and Wachovia.
The value of the Debtor's stocks and interests is undetermined.
Certain of LAS Tennessee's employees hold a total of $227,620 in
unsecured nonpriority claims. These employees include:
-- Cara Baker, $49,135;
-- Debbie Olds, $30,852;
-- Ernest Jennings, $24,118;
-- John McKeigney, $54,274;
-- Robert Frost, $34,933; and
-- Virginia Stanfield, $19,336.
16. LAS Georgia
LAS Georgia scheduled a total of $457,627 in assets. It has
$260,527 in checking, savings or other financial accounts with
City National Bank. The Debtor also has $11,072 of prepaid
security deposits with public utilities, telephone companies,
landlords and others. The value of LAS Georgia's stocks and
interests in incorporated and unincorporated businesses are
undetermined. These are:
-- 100% interest in Levitt and Sons of Cherokee County, LLC;
-- 100% interest in Levitt and Sons of Hall County, LLC;
-- 40% interest in Levitt Title, LLC;
-- 100% interest in Levitt and Sons of Paulding County;
-- 100% interest in Levitt and Sons Realty Georgia, LLC; and
-- 100% interest in Levitt Construction Georgia.
LAS Georgia also has office equipment, furnishings and supplies
valued at:
-- furniture and fixtures, $81,682;
-- hardware, $79,872; and
-- leasehold improvements, $21,974.
The Debtor disclosed a total of $230,216 in liabilities from
creditors holding unsecured nonpriority claims. Trade payable
creditors hold $53,934, while certain employees hold an aggregate
of $176,283. Among these creditors are:
-- Rochester & Associates, Inc., $13,001;
-- Hyphen Solutions Ltd., $12,399;
-- Brian McCardle, $17,771;
-- David McGee, $36,383;
-- Glenda Morgan, $60,656; and
-- Sharon Chase, $18,722.
17. LAS Lee County
The Debtor scheduled a total of $16,952,852 in assets, and
$96,797,674 in liabilities.
The bulk of the assets are from various land and houseline
property currently valued at $16,947,097. The Debtor also has
$1,000 in petty cash, and $4,755 in accounts receivable from
Blake Stucco Contracting, Jade Home Decor Inc. - Central Florida,
Southern Building Products, T & M Portable Restrooms Inc., and
Trimtech West Inc.
KeyBank holds an aggregate of $96,478,909 of secured claim
against LAS Lee County. Rachel Minard holds a $7,550 unsecured
priority claim, and Barbara Sherrill holds $12,550, against the
Debtor. Unsecured nonpriority claims total $293,515. These are
from:
-- Trade payable creditors, $278,565;
-- Melco Electric LLC, undetermined;
-- Superior Pools Spas and Waterfa, $14,951; and
-- Commission payable creditors, $0.
The trade payable creditors include:
-- Ehc Inc., $24,950;
-- Juniper Landscaping Inc., $59,965;
-- Royal Const Group Inc., d/b/a Royal Pavers, $23,073; and
-- Carter Pritchett Advertising Inc., $13,770.
18. LAS Seminole County
This Debtor-affiliate scheduled an aggregate of $15,228,715 in
assets and $104,832,903 in liabilities.
Various land and houseline properties with a current value of
$14,989,745 comprise the majority of LAS Seminole County's
assets. Accounts receivables from 84 Lumber Co. LP - Central
Florida, A 1 Building Components, A Better Choice Plumbing,
Belanger Construction Central Florida, Creative Mailbox & Sign
Central Florida, Don Kings Concrete Central Florida, JCI Painting
Corp & Ma Bruder & Sons, KC Framing Central Florida, and Savage
Metal Inc. Central Florida total $238,970.
Bank of America holds an aggregate of $103,859,044 in secured
claims against LAS Seminole County. Creditors holding unsecured
priority claims -- customer deposits -- assert $138,452 against
the Debtor. Creditors holding unsecured nonpriority claims
totaling $814,074, include:
-- Common Grounds Inc., $138,171;
-- Jr Davis Construction Co. Inc., $95,700;
-- Straight Up Fence, $45,514;
-- Vergason Sojourner & Mcwaters Inc., $39,971;
-- Rikmar Construction Central Florida, $25,793; and
-- Advanced Pool Technologies Inc., $14,346.
19. Bowden
Bowden reported a total of $23,542,602 in assets, and $26,968,099
in liabilities.
The Debtor's various land and houseline property have a current
value of $23,233,180. The other assets consists of office
equipment, furnishings and supplies, $142,448; and other personal
property, $166,973.
Financial Federal and Regions Bank hold secured claims against
Bowden for $217,615 and $24,734,018, respectively.
Creditors holding unsecured priority claims, totaling $84,700,
include:
-- City of Germantown, $736;
-- April Hubbard, $2,074;
-- Clyde Pinkston, $2,450;
-- Christian Clemons, $2,450;
-- David Truong, $2,450; and
-- Jeff Norrid, $2,261.
Creditors holding unsecured nonpriority claims aggregating
$1,931,765, include:
-- Jack M Otto Electric, $130,461;
-- Millington Floor Cov Inc., $202,232;
-- Thrifty Building Supply, $124,701;
-- Woodson & Bozeman Inc., $110,378;
-- Boral Bricks Inc., $131,841;
-- Christenson Sash & Door, $131,161; and
-- Acme Brick Co., $66,623.
20. Levitt Homes
The Debtor scheduled $935,877 in assets, and $803,721 in
liabilities, in the aggregate.
The assets consist of:
-- petty cash, $1,500;
-- checking, savings or other financial accounts with Bank of
America, $6,938;
-- accounts receivable from Sunshine Kitchens, $310;
-- automobile, $23,726;
-- computer software, $127,885;
-- furniture and fixtures, $14,010;
-- hardware, $641,667;
-- other equipment, $118,202; and
-- machinery, $1,639.
Creditors holding an aggregate of $803,721 of unsecured
nonpriority claims include:
-- King Painting Contractors, $67,199;
-- Real Foundations, $76,087;
-- Steams Weaver Miller, $75,387;
-- Mactec Engineering and Consulting Inc., $46,673;
-- Blattner Brunner Inc., $88,843;
-- Richard A. Heaston, $45,000; and
-- TriCounty Drywall Svcs Inc., $28,128.
21. LAS Cherokee County
This Debtor-affiliate scheduled a total of $35,500,441 in assets,
and $112,708,713 in liabilities.
The assets include:
-- various land and houseline property, $35,491,613;
-- petty cash, $750; and
-- accounts receivable from Contractors Svcs Corp., Infinitee
Communications, Pixelcreek Technologies, and Quality Sod,
totaling $8,078.
Wachovia Bank holds $103,669,834 in secured claims against LAS
Cherokee County. Unsecured priority claims aggregate $1,752,602.
Claimants include:
-- City of Canton, $26,312;
-- Dan and Diane Adcock, $37,926;
-- Edward and Linda Stickler, $59,543;
-- Dan and Helen Casey, $47,279;
-- Mark and Myra Witten, $70,577;
-- Robert and Julie Condella, $48,007; and
-- Carol R. Horowitz, $40,251.
Creditors holding an aggregate of $7,286,277 in unsecured
nonpriority claims include:
-- Aaa Painting, $155,440;
-- American Woodmark Corp., $101,793;
-- Barlow Paving Co. Inc., $336,628;
-- C & C Ripoll Masonry of Georgia LLC, $277,198;
-- Coleman Floor Co Georgia, $176,673;
-- Copper Electric Inc., $100,388;
-- Strack Inc., $583,426;
-- Georgia Floors Inc., $272,864; and
-- J B Stevens Construction Co Inc., $1,176,747.
22. LAS Osceola County
The Debtor scheduled assets totaling $14,446,996, and liabilities
totaling $105,680,555.
The assets include:
-- various land and houseline property, $14,399,799;
-- prepaid deposits with public utilities, telephone
companies, landlords and others, $4,340; and
-- accounts receivable from Almendarez Brothers Construction
Inc Cf, Charles M Clark Inc., Dld Construction Inc Central
Florida, and Superior Trim & Door Central Florida totaling
$42,856.
Bank of America has a $103,859,044 secured claim against LAS
Osceola County. Among the creditors holding unsecured priority
claims aggregating $420,916 are:
-- City of St. Cloud, $11,040;
-- Victor M. and Magda C. Aguilar, $31,598;
-- Michael and Laura Block, $18,655;
-- Penates Ventures, $12,619;
-- Barbara J. Van Buskirk, $12,233; and
-- Hani Samaan, $12,238.
Creditors holding unsecured claims aggregating $1,400,596 against
LAS Osceola County include:
-- Jr Davis Construction Co Inc., $340,243;
-- R & W Maintenance Inc. Central Florida, $92,248;
-- Coleman Floors Central Florida, $115,551;
-- Common Grounds Inc., $56,560;
-- Concepts In Greenery Inc., $56,118;
-- M & N Construction Inc. Central Florida, $53,325;
-- Southern Style Construction Inc. Central Florida, $42,104;
-- Impire Corp., $44,605; and
-- American Door & Mill Co. Central Florida, $78,689.
23. LAS Paulding County
The Debtor scheduled total assets of $28,975,370 and total
liabilities of $106,083,828.
Included in the total assets are:
-- various land and houseline property, $28,900,070;
-- petty cash, $300; and
-- security deposits with public utilities, telephone
companies, landlords and others, $75,000.
Paulding County has a $102,422 secured claim, and Wachovia Bank
has a $103,669,834 secured claim, against LAS Paulding County.
Steve and Marty Stahlman hold unsecured priority claims against
the Debtor totaling $16,636.
Creditors holding unsecured nonpriority claims aggregating
$2,294,936 include:
-- Aiken Grading Inc., $519,044;
-- Strack Inc., $1,398,589;
-- Tippins Contracting Co. Inc., $88,606; and
-- Barlow Paving Co Inc., $45,678.
24. LAS Hall County
The Debtor scheduled assets totaling $42,638,693, and liabilities
totaling 4109,884,237.
The assets consist of:
-- various land and houseline property, $42,638,193; and
-- petty cash, $500.
Secured claims against the Debtor total $103,669,834, held by
Wachovia Bank. Unsecured priority claims total $1,718,336.
Creditors include:
-- William and Dianne Harris, $52,287;
-- Christie Garrett, $46,627;
-- Joseph D'Alessandro, $69,041;
-- Ray and Mary Jane Medina, $59,331;
-- Bruce and Eileen Gonzalez, $62,132; and
-- Richard and Melissa Gloor, $54,742.
Unsecured non-priority claims total $4,496,066. Among these
creditors are:
-- Coffman Grading Inc., $612,972;
-- Dilbeck Dryall Inc., $108,567;
-- Georgia Floors Inc., $309,511;
-- Hd Supply Const Supply Lumber, $168,888;
-- Hogan Construction Inc., $110,822;
-- Lanier Contracting Co., $252,583;
-- Redmont Landscape, $216,393;
-- Strack Inc., $145,274;
-- Quality Construction, $285,139; and
-- Sunbelt Asphalt Surfaces, $321,138.
25. LAS Shelby County
The Debtor disclosed a total of $9,163,919 in assets consisting
of various land and houseline properties, and $24,782,846 in
total debts.
Regions Bank holds secured claims against LAS Shelby County
totaling $24,734,018. Creditors holding unsecured priority
claims, aggregating $48,828, include:
-- Elbert Mangum, $9,399;
-- Tony Bailey, $2,722;
-- Rodney Swindle, $3,555;
-- Durwin Taylor, $3,500; and
-- Michale Dunn, $3,111.
Levitt Industries, Levitt Homes, Levitt Construction Georgia,
BankAtlantic, Levitt GP, LEV-BRN and Levitt Construction South
Carolina indicated zero assets and liabilities in their respective
Schedules.
About Levitt and Sons
Based in Fort Lauderdale, Florida, Levitt and Sons LLC --
http://www.levittandsons.com/-- is the homebuilding subsidiary of
Levitt Corporation (NYSE:LEV). Levitt Corp. --
http://www.levittcorporation.com/-- together with its
subsidiaries, operates as a homebuilding and real estate
development company in the southeastern United States. The
company operates in two divisions, homebuilding and land. The
homebuilding division primarily develops single and multi-family
homes for adults and families in Florida, Georgia, Tennessee, and
South Carolina. The land division engages in the development of
master-planned communities in Florida and South Carolina.
Levitt and Sons LLC and 38 of its homebuilding affiliates filed
for Chapter 11 protection on Nov. 9, 2007 (Bankr. S.D. Fla. Lead
Case No. 07-19845). Paul Singerman, Esq. and Jordi Guso, Esq., at
Berger Singerman, P.A., represent the Debtors in their
restructuring efforts. The Debtors chose AP Services, LLC as
their crisis managers, and Kurtzman Carson Consultants, LLC as
their claims and noticing agent. Levitt Corp., the parent
company, is not included in the bankruptcy filing.
The Debtors' latest consolidated financial condition as of
Sept. 30, 2007 reflect total assets of $900,392,000, and total
liabilities of $780,969,000. (Levitt and Sons Bankruptcy News,
Issue No. 7; Bankruptcy Creditors' Service Inc.;
http://bankrupt.com/newsstand/or 215/945-7000)
The Debtors' exclusive plan filing period expires on March 8,
2008.
MOVIE GALLERY: Hollywood Ent. Files Schedules of Assets and Debts
-----------------------------------------------------------------
Hollywood Entertainment Corporation, debtor-affiliate of Movie
Gallery Inc., filed with the U.S. Bankruptcy Court for the Eastern
District of Virginia its schedules of assets and liabilities,
disclosing:
A. Real Property $0
B. Personal Property
B.1 Cash on hand 7,705,120
B.2 Bank Accounts Undetermined
B.3 Security Deposit
San Bruno 29,571
Purple/DC/Silverspring/New Hamphsire 23,500
Freeport Farms 20,000
Beaverton 11,812
Vallejo #1 10,850
Rose City 10,625
Cap. Hill 10,565
Los Angeles 10,000
Rocky's/Balt/Bthsda/Hampden 10,000
Las Vegas #2 10,000
Newk/Hackensack/So. River 10,000
Albany/Central Ave. 10,000
FWilsonville/Bus/Cntr 9,767
Vacaville 9,015
Ral.Hills 9,023
Olsons Corner 9,267
Fresno #2 8,910
&n