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 21, 2007, Vol. 11, No. 302 Headlines ACA CAPITAL: Obtains January 18 Waiver on Posting Requirements ACAMBRO MEXICAN: Case Summary & Eight Largest Unsecured Creditors ADVANCED MEDICAL: Posts $25.9MM Net Loss in Quarter Ended Sept. 28 AIG GLOBAL: Ratings on Class B Notes Downgraded by S&P to D ALDEAVISION SOLUTIONS: Files Plan of Arrangement Under CCAA ALLIED WASTE: Unit Completes Offerings of $40 Mil. Demand Bonds ALLSTATE BLASTING: Case Summary & 20 Largest Unsecured Creditors AMEREN CORP: Earns $244 Million in Third Quarter Ended Sept. 30 AMORTIZING RESIDENTIAL: Fitch Retains Junk Rating on Cl. M2 Certs. ANTONIO WILLIAMS: Case Summary & 14 Largest Unsecured Creditors ARRIVA PHARMA: Court Sets January 16 Plan Confirmation Hearing AVAGO TECH: Moody's Holds B2 Ratings with Positive Outlook AVISTAR COMMS: Renews $10 Million Revolving Debt Facility BASIS YIELD: Able to Repay Banks that Seized Fund Assets BASIS YIELD: Hearing on Summary Judgment Motion Set for Jan. 15 BASIS YIELD: To Convert Case to Official Liquidation BLACKHAWK AUTOMOTIVE: Can Use LaSalle DIP Funds on a Final Basis BOYD GAMING: Earns $31.8 Million in Third Quarter Ended Sept. 30 BRIAN TOMECEK: Voluntary Chapter 11 Case Summary C-BASS MORTGAGE: Moody's Places Five Tranches' Ratings on Watch CALPINE CORP: Court Confirms Sixth Amended Plan of Reorganization CAPITAL AUTO: Fitch Affirms 'BB' Rating on Class D Notes CASTLETON GROUP: Shuts Down Operations Ahead of Expected Date CAT-CAN-DO MARINE: Involuntary Chapter 11 Case Summary CBA GROUP: Moody's Cuts Senior Secured Loan Rating to B2 CENTRO NP: Amends $350 Million Revolving Credit Agreement CENTRO NP: Moody's Lowers Senior Unsecured Debt Rating to B1 CHC HELICOPTER: Earns $11.4 Million in Quarter Ended October 31 CHEMTURA CORP: Board Authorizes Review of Strategic Alternatives CHEMTURA CORP: Moody's Puts Ba2 Rating Under Review CHEMTURA CORP: S&P Puts BB+ Rating Under Developing CreditWatch CITGO CORP: $1 Billion Bridge Loan Cues Fitch to Cut IDR to BB- CLAIRE'S STORES: Posts $13.8 Mil. Net Loss in Qtr. Ended Nov. 3 COMMUNITY HOSPICE: Case Summary & 18 Largest Unsecured Creditors CONNECTICUT AVENUE: Case Summary & 17 Largest Unsecured Creditors CRAIG ROEDER: Case Summary & 12 Largest Unsecured Creditors CRESCENT RESOURCES: Moody's Cuts Corporate Rating to Ba3 from Ba2 CROSSWINDS AT MESQUITE: Voluntary Chapter 11 Case Summary DEERFIELD TRIARC: Agrees to Buy Triarc's Stake in Deerfield & Co. DELTA FINANCIAL: Selects AlixPartners as Claims & Noticing Agent DELTA FINANCIAL: Wants De Minimis Asset Sale Procedures Okayed DLJ COMMERCIAL: Fitch Holds 'B-' Rating on Class B-7 Certs. DOLLARAMA GROUP: Good Performance Cues Moody's to Revise Outlook DOMTAR INC: Discloses Total Consideration Payable Under Offers DORMITORY AUTHORITY: Fitch Assigns 'BB+' Rating on $260MM Bonds DOUBLE D TRANSPORT: Case Summary & 17 Largest Unsecured Creditors DR HORTON: Moody's Puts Corporate Family Rating at Ba1 DRS TECHNOLOGIES: Earns $43 Million in 2nd Quarter Ended Sept. 30 EL PASO: Moody's Maintains B3 Ratings on $5 Mil. Mortgage Bonds EPICOR SOFTWARE: Board Inks $322 Mil. Buyout Deal w/ NSB Retail EPICOR SOFTWARE: S&P Holds BB+ Rating with Negative Outlook FERRELLGAS PARTNERS: S&P Holds B+ Corporate Credit Rating FINANCE AMERICA: Fitch Downgrades Ratings on Eight Classes FIRST MAGNUS: Court Plans February 1 Confirmation Hearing GENERAL MOTORS: Inks Pact with Navistar on Medium Duty Truck Biz GOLDEN NUGGET: Moody's Holds All Ratings with Negative Outlook GREENBRIAR CLO: S&P Assigns BB Rating on $40 Mil. Class E Notes HARRAH'S ENT: Gets Pa. Gaming Board's OK on Apollo/TPG Merger HEALTH INSURANCE: Fitch Affirms 'BB+' Issuer Default Rating HENRICKS JEWELERS: Files for Bankruptcy; To Close Six Stores HIGDON FURNITURE: Court Approves Coman C. Leonard as Accountant HOVNANIAN ENTREPRISES: Moody's Puts All Ratings Under Review HYDRAULIC TECHNOLOGIES: Committee Hires Buckely King as Counsel INNOVATIVE COMM: Provides Positive Reorganization Developments INPHONIC INC: Sells Substantially All Assets for $50 Million INTERGRAPH CORP: Moody's Upgrades B1 Loan Rating to Ba3 ISLAND INVESTMENTS III: Involuntary Chapter 11 Case Summary JOHN HENSLEY: Voluntary Chapter 11 Case Summary JOHNSON RUBBER: Gets Initial OK to Use JPMorgan's $10MM Facility JOHNSON RUBBER: Hires Donlin Recano as Claims and Balloting Agent JOHNSON RUBBER: Wants To Access CIT Group's Cash Collateral JPMCC 2005-LDP5: Stable Performance Cues Fitch to Hold Ratings KIMBALL SQUARE: Voluntary Chapter 11 Case Summary KINGSWAY FINANCIAL: S&P Lowers Credit and Debt Ratings to BB+ LANDRY'S RESTAURANTS: High Leverage Cues Moody's to Affirm Ratings LEVEL 3: Selling Advertising Distribution Unit for $129 Million LIONEL LLC: Obtains Bridge Order Extending Exclusive Periods LUKASZ REMIASZ: Case Summary & 14 Largest Unsecured Creditors LYNN LYTHGOE: Voluntary Chapter 11 Case Summary MAAX HOLDINGS: Unit Defaults Interest Payment on 9.75% Sr. Notes MAAX HOLDINGS: Interest Payment Default Cues S&P's Default Ratings MARCAL PAPER: U.S. Trustee Amends Creditors' Committee Members MBIA INC: Denies Claims of Added Risk Exposure on $30.6 Bil. CDOs MGM MIRAGE: Earns $183.9 Million in Third Quarter Ended Sept. 30 MINDGENT HEALTHCARE: Involuntary Chapter 11 Case Summary MORGAN STANLEY: Fitch Downgrades Ratings on $386.7 Million Certs. MTI TECHNOLOGY: Court OKs Winthrop as Panel's Insolvency Counsel MTI TECHNOLOGY: Sells European Assets to Copper for $7.2 Million NASDAQ STOCK: Holders Okay Issuance of 60,561,515 Common Stock NATIONAL RV: Taps Omni Management as Claims and Noticing Agent NATIONAL RV: Wants to Access Wells Fargo's Cash Collateral NAVISTAR INT'L: Inks Pact with GM on Medium Duty Truck Business NEWMARKET CORP: Moody's Lifts Rating on $150 Mil. Notes to Ba3 NORTEL NETWORKS: Sues Vonage Holdings for Patent Infringement NWT URANIUM: Says Azimut's Default Notice is Without Merit NWT URANIUM: Inks Arrangement Deal with Nu-Mex on Schedule PAIKO RIDGE: Case Summary & 13 Largest Unsecured Creditors PERFORMANCE TRANS: Committee Taps Blank Rome as Bankr. Counsel PERFORMANCE TRANS: Court Denies Asset Sale's Bidding Procedures PERFORMANCE TRANS: Section 341(a) Meeting Set for December 27 PHOTOGRAPHIC SERVICES: Case Summary & 18 Largest Unsec. Creditors PRESTIGE BRANDS: S&P Holds Ratings with Negative Outlook PRIORITY PRIMARY: Case Summary & 18 Largest Unsecured Creditors PROTECTIVE FINANCE: Fitch Assigns Low-B Ratings on Six Classes PRUDENTIAL AMERICANA: Jones Vargas Approved as Local Counsel PRUDENTIAL AMERICANA: Wants to Hire Murray as Valuation Consultant QUALITY DISTRIBUTION: Unit Completes $50 Million Notes' Offering QUEBECOR WORLD: Moody's Junks Corporate Family Rating RELIANT PHARMACEUTICALS: Moody's Withdraws All Ratings RESIDENTIAL CAPITAL: Reports Final Results for $750MM Tender Offer RICHARD WAGNER: Case Summary & Seven Largest Unsecured Creditors ROBERT BISHOP: Case Summary & 16 Largest Unsecured Creditors ROCKFORD PRODUCTS: Court Converts Case to Chap. 7 Liquidation ROO GROUP: Appoints Kaleil Isaza Tuzman as Chairman and CEO RYLAND GROUP: Moody's Cuts Ratings to Ba1 with Negative Outlook SAGE CREEK: Voluntary Chapter 11 Case Summary SAIL: Fitch Junks Ratings on Three Certificate Classes SAKS INC: Moody's Holds All Ratings with Positive Outlook SASCO: Fitch Affirms 'BB+' Ratings on Two Certificate Classes SAXON ASSET: Fitch Chips Rating on $12.6MM Certs. to B from BBB- SEE WHY GERARD: Hearing on Comedy Works Feud Set for February 1 SOMERSET MEDICAL: Declining Liquidity Cue Moody's to Cut Rating SOUTHERN STATES: S&P Holds B+ Ratings with Stable Outlook STRUCTURED ASSET: Fitch Cuts Rating on Class B5 Certs. to B- SUFFIELD CLO: Fitch Lowers Rating on $14.7MM Notes to B from BB SUNRIDGE LAND: Case Summary & Five Largest Unsecured Creditors SYNOVA HEALTHCARE: Files for Bankruptcy in Delaware TEKNI-PLEX INC: Obtains February 14 Waiver from Citicorp & GECC TEKNI-PLEX INC: James A. Mesterharm to Lead Restructuring Efforts TEKNI-PLEX INC: Sept. 28 Balance Sheet Upside-Down by $370.2 Mil. TERADYNE INC: Inks $325 Mil. Buyout Deal with Nextest Systems TQS INC: Obtains Protection from Creditors Under Canada's CCAA TRIBUNE COMPANY: Completes Merger Transaction with Tribune ESOP TRIBUNE CO: Dennis FitzSimons Leaves After Going Private Deal TRIBUNE CO: Pays $15 Million Under Circulation Issue Settlement TRIBUNE CO: November 2007 Revenues Down 3.3% to $413 Million TROPICANA ENT: Wants to Sell Atlantic City and Indiana Casinos TWEETER HOME: Wants Removal Period Extended to May 8 TYCO INTERNATIONAL: Judge Awards $460 Million to Three Law Firms TYCO INTERNATIONAL: Paying $0.15 Per Share Dividend on Feb. 1 UNITED RENTALS: Balks at Judge's Decree to Forgo Summary Judgment VISIPHOR CORP: Completes CDN$500MM Priv. Offering of 8% Notes VONAGE HOLDINGS: Facing Nortel's Lawsuit for Patent Infringement WESTERN POWER: Oct. 31 Balance Sheet Upside-Down by $10.5 Million WICKES INC: Judge Black Confirms Joint Amended Chapter 11 Plan WOO CORP: Voluntary Chapter 11 Case Summary XYTRANS INC: Case Summary & 20 Largest Unsecured Creditors * Fitch Performs Review on Rated Cash U.S. Real Estate CDOs * Notice of Liquidation and Termination Cue S&P to Cut Ratings * S&P Cuts Ratings on 1,292 Classes of Mortgage-Backed Securities * S&P Puts Ratings of 74 Tranches on CreditWatch Negative * BOOK REVIEW: How to Measure Managerial Performance ********* ACA CAPITAL: Obtains January 18 Waiver on Posting Requirements -------------------------------------------------------------- ACA Capital Holdings Inc. said it has entered into a forbearance agreement with its structured credit and other similarly situated counterparties. Under the agreement, ACA Capital said the counterparties have waived all collateral posting requirements and termination rights relating to the rating of ACA Financial Guaranty Corporation, ACA Capital's financial guaranty insurance subsidiary, under their respective transaction documents including any credit support annexes and similar agreements. The forbearance will remain effective until Jan. 18, 2008. Auditor Comments on Collateral Requirement During the forbearance period, ACA Capital will continue to work with its counterparties in seeking a more permanent solution to stabilize its liquidity and capital position. Deloitte Touche LLP, ACA Capital's independent auditor, said in the company's 10-Q filing for the quarter ended Sept. 30, 2007, that should S&P ultimately downgrade ACA Financial Guaranty's financial strength rating below "A-", under the existing terms of the company's insured credit swap transactions, the company would be required to post collateral based on the fair value of the insured credit swaps as of the date of posting. The failure to post collateral would be an event of default, resulting in a termination payment in an amount approximately equal to the collateral call. This termination payment would give rise to a claim under the related ACA Financial Guaranty insurance policy. Based on current fair values, neither the company nor ACA Financial Guaranty would have the ability to post such collateral or make such termination payments. S&P Junks Credit Rating Standard & Poor's downgraded ACA Financial Guaranty's financial strength and financial enhancement ratings to 'CCC' (Developing Outlook) from 'A' (CreditWatch Negative). According to Serena Ng of The Wall Street Journal, S&P said it had "significant doubt" that the company can come up with the capital needed to resolve its problems. ACA Capital Responds Commenting on the rating agency's action, ACA Capital said it was surprised by the magnitude of the downgrade given that all of its structured credit exposures that were originally rated 'AAA' are all still rated 'AAA' by S&P, and many of which have been recently affirmed. "We believe that the current 'AAA' ratings on the individual exposures would not imply the significant level of ultimate loss as suggested by S&P in its ratings analysis of ACA FG. ACA Capital will continue to work with S&P over the next several weeks to better understand its methodology," ACA Capital said. NYSE Non-Compliance Notice ACA Capital earlier said that on Dec. 7, 2007, it was notified by the New York Stock Exchange that it is not in compliance with the NYSE's continued listing standards. ACA Capital is considered "below criteria" due to the fact that its total market capitalization is less than $75 million over a consecutive 30 trading-day period and its stockholders' equity is less than $75 million. The NYSE will make available on its consolidated tape beginning on Dec. 14, 2007, an indicator, ".BC," indicating that ACA Capital is below the NYSE's quantitative continued listing standards. Under applicable rules and regulations of the NYSE, ACA Capital must respond to the NYSE within 45 days from receipt of the notice with a business plan that demonstrates its ability to achieve compliance with the continued listing standards. ACA Capital does not believe that it can take steps which will permit it to satisfy the financial continued listing criteria of the NYSE within the 18 month cure period provided for under the NYSE rules and regulations. Therefore, ACA Capital does not intend to submit a plan to the NYSE. ACA Capital has been informed by the NYSE that it will commence suspension and delisting procedures as a result of the failure to submit a plan. About ACA Capital ACA Capital Holdings Inc. (NYSE: ACA) -- http://www.aca.com/-- is a holding company that provides financial guaranty insurance products to participants in the global credit derivatives markets, structured finance capital markets and municipal finance capital markets. It also provides asset management services to specific segments of the structured finance capital markets. The company participates in its target markets both as a provider of credit protection through the sale of financial guaranty insurance products, for risk-based revenues, and as an asset manager, for fee-based revenues. ACA Capital has offices in New York, London, and Singapore. ACA Capital, through ACA Financial Guaranty Corporation, provides credit protection products. ACA Financial insures the principal and interest of bonds issued in the public finance market and targets the low investment grade ("BBB-") to high non-investment grade ("BB") portion of the public finance market. Typically, ACA Financial is paid one payment for insurance, up-front, based on the total amount of principal and interest insured. The payments received are held in reserve and earn out over the life of the related financial guaranty, nominally 30 years. At Sept. 30, 2007, ACA Financial had $7.0 billion of gross par exposure in its public finance business. ACA Capital's balance sheet as of Sept. 30, 2007, showed total assets of $4.9 billion, total liabilities of $5.8 billion, and minority interest of $9.5 million, resulting in total stockholders' deficit of $883.3 million. ACAMBRO MEXICAN: Case Summary & Eight Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Acambaro Mexican Restaurant, Inc. 406 N. Bloomington Lowell, AR 72745 Bankruptcy Case No.: 07-74066 Debtor-affiliates filing separate Chapter 11 petitions: Entity Case No. ------ -------- Garcia's Distributor Inc. 07-74067 Garibaldi Mexican Restaurant Inc. 07-74068 Type of Business: The Debtors provides catering services. The Debtor also offers mexican cuisine. see: http://acambaromexicanrestaurant.com/ Chapter 11 Petition Date: December 18, 2007 Court: Western District of Arkansas (Fayetteville) Judge: Ben T. Barry Debtor's Counsel: John M. Blair, Esq. John M. Blair Attorney at Law P.O. Box 1715 Rogers, AR 72757-1715 Tel: (479) 631-0100 Fax: (479) 631-8052 http://www.johnmblair.com/ Estimated Assets Estimated Debts ---------------- --------------- Acambro Mexican Restaurant $4,183,347 $3,230,197 Inc. Garibaldi Mexican Restaurant $3,315,859 $3,230,197 Inc. Garcia's Distributor Inc. $3,730,603 $3,230,196 Debtor's Eight Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Arvest real property; $398,362 PO Box 1229 value of security: 215 South 8th 550,121; value of Bentonville, AR 72712 senior lien: 399,929 Rogers, AR 72756 Performance Food Group $43,077 Little PO Box 4908 Little Rock, AR 72214 Stephenson Refrigeration $36,492 Servi 1704 N. Main Street Cave Springs, AR 72718 Sysco Food Services of $31,559 C & F Foods Inc. $9,280 Daisy Brand $3,552 Arvest Bank Lowell $2,245 Farmers Insurance $1,567 ADVANCED MEDICAL: Posts $25.9MM Net Loss in Quarter Ended Sept. 28 ------------------------------------------------------------------ Advanced Medical Optics Inc. reported a net loss of $25.9 million for the third quarter ended Sept. 28, 2007, which included the loss sales related to the May 2007 contact lens care solutions recall. These results also included the following items: -- $5.3 million in pre-tax charges related to integration of acquisitions. -- $2.4 million pre-tax loss on derivative instruments. -- Estimated tax effects related to the aforementioned items totaling $3.1 million. In the same period last year, AMO reported net income of $87.2 million. Results for the 2006 quarter included a pre-tax net gain of $102.9 million related to the settlement of legal matters and a $2.3 million unrealized gain on derivative instruments, which were partially offset by charges of $3.9 million associated with note repurchases and $4.0 million associated with business rationalization and repositioning initiatives. The company's third-quarter 2007 net sales rose 5.6% to $273.2 million. The sales increases related to the IntraLase Corp. and WaveFront Sciences Inc. acquisitions and organic growth were partially offset by lost sales related to the May 2007 contact lens care solutions recall. Foreign currency impacts increased net sales by 2.1%. "Through well-integrated acquisitions and consistent delivery of organic innovations, we remained focused throughout the third quarter on executing our strategy to provide a complete refractive solution to eye care practitioners worldwide," said Jim Mazzo, AMO chairman, president and chief executive officer. "While our third-quarter results were significantly impacted by the recall, we are pleased with continued progress of our cataract and laser vision correction businesses. Moreover, we expect future quarters' financial results to reflect continued progress as we fully re-enter the multipurpose solution market, continue to strengthen our leadership in the elective refractive procedure market and deploy our advanced technologies through our global infrastructure." Additional Third Quarter 2007 Highlights Gross profit declined 6.7% to $152.2 million. Gross profit was impacted by approximately $20.7 million in returns and costs, and an estimated $24.5 million impact related to lost sales associated with the recall. R&D expense rose 30.2% to $21.0 million, or approximately 7.7% of sales, compared to 6.2% of sales in the third quarter of 2006. The increase was due primarily to the additions of IntraLase and WaveFront Sciences. SG&A expense rose 43.2% to $137.9 million or approximately 50.5% of sales, compared to 37.2% in the third quarter of 2006. SG&A expense was impacted by the additions of IntraLase and WaveFront Sciences, and costs associated with the May 2007 recall. Operating loss of $6.7 million included an estimated negative impact from the recall of approximately $47.6 million, including a $17.5 million net impact of estimated lost sales. Third-quarter 2006 operating income of $154.2 million included a $102.9 million net gain related to the settlement of legal matters, and $4.0 million in net charges associated with rationalization and repositioning initiatives. Non-operating expense increased 103.9% to $24.5 million, and included a $2.4 million unrealized loss on currency derivatives. Interest expense rose to $20.6 million, due primarily to increased debt associated with the IntraLase acquisition. Third-quarter 2006 non-operating expense of $12.0 million included $3.9 million in charges and write-offs associated with a note repurchase, and a $2.3 million unrealized gain on derivative instruments. Interest expense in the year-ago quarter was $9.8 million. The company reported an income tax benefit of $5.3 million. The recall continued to impact lower-tax foreign jurisdictions and resulted in a reduced tax benefit for the quarter. AMO expects the recall to adversely affect its future tax liability and effective tax rate, and estimates its 2008 effective tax rate to be 38 to 40%. The company also expects that the rate will decline to the low 30% range by 2010. Nine-Month Financial Results Net sales for the first nine months of 2007 rose 4.3% to $786.3 million, including a 2.1% increase related to foreign currency fluctuations. The rise reflects the addition of the IntraLase and WaveFront Sciences acquisitions and organic growth, which were largely offset by declines in eye care sales primarily related to the recall. The company reported a net loss for the first nine months of 2007 of $180.6 million. For the first nine months of 2006, the company reported net income of $87.1 million. Balance Sheet At Sept. 28, 2007, the company's consolidated balance sheet showed $2.7 billion in total assets, $2.1 million in total liabilities, and $604,531 in total shareholders' equity. Full-text copies of the company's consolidated financial statements for the quarter ended Sept. 28, 2007, are available for free at http://researcharchives.com/t/s?2680 About Advanced Medical Headquartered in Santa Ana, Calif., Advanced Medical Optics -- http://www.amo-inc.com/-- develops, manufactures and markets ophthalmic surgical and contact lens care products. AMO employs employs approximately 4,200 worldwide. The company has operations in 24 countries and markets products in approximately 60 countries. * * * As reported in the Troubled Company Reporter on Oct. 12, 2007, Moody's Investors Service downgraded Advanced Medical Optics, Inc.'s Corporate Family Rating and Probability of Default Rating to B2 from B1. The rating outlook was revised to stable. These rating actions conclude the review process for possible downgrade, which began on May 29, 2007. AIG GLOBAL: Ratings on Class B Notes Downgraded by S&P to D ----------------------------------------------------------- Standard & Poor's Ratings Services withdrew its ratings on the class A-1 and A-2 notes issued by AIG Global Investment Corp. CBO- 3 Ltd., a cash flow collateralized debt obligation of high-yield corporate bonds transaction. Both the class A-1 and A-2 notes were rated 'AAA' due to a financial guarantee policy issued by Financial Security Assurance Inc. Concurrently, S&P downgraded class B to 'D'. The trustee distributed a notification of disposition of collateral on Oct. 3, 2007. The proceeds from the liquidation of the portfolio were used to pay down the class A-1 and A-2 notes under section 5.8 of the indenture. The proceeds were insufficient to make any payments on the class B notes. Ratings Withdrawn AIG Global Investment Corp. CBO-3 Ltd. Rating Balance ------ ------- Class To From Current Previous ----- -- ---- ------- -------- A-1 NR AAA $0.00 $27.949 Mil. A-2 NR AAA $0.00 $38.570 Mil. NR - Not rated. Rating Lowered AIG Global Investment Corp. CBO-3 Ltd. Rating Balance ------ ------- Class To From Current Previous ----- -- ---- ------- -------- B D CC $20,000,000 $20,000,000 ALDEAVISION SOLUTIONS: Files Plan of Arrangement Under CCAA ----------------------------------------------------------- AldeaVision Solutions Inc. said that after careful consideration of available alternatives, the board of directors of the company, which has been hampered by market, operational and financial challenges, has determined that it is in the best interests of all of its stakeholders to file a plan of arrangement and reorganization under the Companies' Creditors Arrangement Act (Canada) and the Canada Business Corporations Act (Canada). As a consequence, a motion was filed on Dec. 20, 2007, seeking the sanction of the plan with the Quebec Superior Court. The plan will affect the company's shareholders, debenture holders and its secured creditor. Given the prior approval of the debenture holders and the secured creditor, no stay of proceedings is being sought. Accordingly, the company has filed the plan directly and is requesting its immediate sanction by the Court. All other creditors remain unaffected and the Company's day-to-day business will continue undisturbed. The Plan includes, among others, these transactions: -- the cancellation and write-off of issued and outstanding common shares of the Company; -- the cancellation of issued and outstanding stock options issued under the company's stock option plan and the cancellation of the plan; -- the issuance of 3,570,000 new Class A common shares of the company to certain existing creditors of the company; -- the cancellation and discharge of convertible debentures issued to Miralta Capital II Inc., Almiria Capital Corp. and GTR Capital Inc. without any payment or other consideration; -- the cancellation and discharge of convertible debentures issued to Capital R�gional et Coop�ratif Desjardins and Desjardins Capital de Developpement Montreal Ouest et Nord du Quebec Inc. in exchange for 170,000 Class A common shares; -- the granting to Desjardins of an option to subscribe an additional 200,000 Class A common shares at a price of $1.00 per share which option is set to expire on the later of: (i) 90 days following the closing date of the plan; or (ii) April 30, 2008; -- the cancellation and discharge of the $900,000 short-term credit facility granted by Almiria to the company in exchange for 900,000 Class A common shares; -- the cancellation and discharge of all other remaining debt in the aggregate amount of $3 750 000 owed by the company to Almiria in exchange for 2,000,000 Class A common shares; and -- the subscription by Almiria of 500,000 Class A common shares for an aggregate subscription price of $500,000. If the plan is approved by the Court, the company will cease to be a reporting issuer in all Canadian provinces and its common shares will be delisted from the TSX Venture Exchange. Following the Court's approval, the transactions contemplated in the plan and filing of the company's articles of reorganization will occur on or before Jan. 15, 2008. In the event that the Court does not approve the plan, the board of directors will review other available options including placing the company into receivership or bankruptcy. About AldeaVision Solutions Montreal-based AldeaVision Solutions Inc. (TSX Venture: AVS) -- http://www.aldeavision.com/-- provides broadcast video services and solutions for the television, film and media industries. The company provides end-to-end worldwide transmissions services using fiber and satellite facilities. The company also operates the first pan-American fully automated fiber-based network for broadcast services with points-of-service in 16 cities and 9 countries: Miami, New York, Washington D.C, Los Angeles, Boston, Toronto, Montreal, Mexico City, Guadalajara (Mexico), Lima (Peru), Rio de Janeiro (Brazil), Sao Paulo (Brazil), Santiago (Chile), Buenos Aires (Argentina), Bogota, (Colombia), and Madrid (Spain). ALLIED WASTE: Unit Completes Offerings of $40 Mil. Demand Bonds --------------------------------------------------------------- Allied Waste Industries Inc.'s subsidiary, Allied Waste North America Inc., completed the concurrent offerings of: -- $30 million in principal amount of Indiana Finance Authority Solid Waste Revenue Variable Rate Demand Bonds Series 2007A due 2017; and -- $10 million in principal amount of The Industrial Development Authority of the County of Yavapai Solid Waste Revenue Variable Rate Demand Bonds Series 2007A due 2017. Both offerings are backed by a letter of credit as credit enhancement for the bonds. Inclusive of the letter of credit fees, the initial all-in cost to Allied is approximately 4.85%. As of the date of issuance, the bonds bear variable interest rates reset weekly based on market rates. "We are pleased to be able to partner with the Indiana Finance Authority in Indiana and The Industrial Development Authority of the County of Yavapai in Arizona," Pete Hathaway, executive vice president and chief financial officer of Allied Waste, said. "This attractive rate financing promotes continued economically beneficial investment throughout the State of Indiana and the State of Arizona, home to our Operations Support Center." About Allied Waste Industries Inc. Based in Scottsdale, Arizona, Allied Waste Industries Inc. -- http://www.alliedwaste.com/and http://www.disposal.com/-- (NYSE: AW) provides waste collection, transfer, recycling, and disposal services for residential, commercial, and industrial customers in over 100 major markets spanning 37 states and Puerto Rico. The company has 24,000 employees. * * * Moody's Investor Services placed Allied Waste Industries Inc.'s long term corporate family and probability of default ratings at 'B1' in February 2007. The ratings still hold to date with a positive outlook. ALLSTATE BLASTING: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Allstate Blasting Corp. 201 Wheatsworth Road Hamburg, NJ 07419 Bankruptcy Case No.: 07-28684 Type of Business: The Debtor is a heavy construction company. Chapter 11 Petition Date: December 20, 2007 Court: District of New Jersey (Newark) Debtor's Counsel: David L. Bruck, Esq. Greenbaum, Rowe, Smith & Davis, L.L.P. P.O. Box 5600 Woodbridge, NJ 07095 Tel: (732) 549-5600 Fax: (732) 549-1881 Total Assets: $150,000 Total Debts: $3,036,541 Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Estate of William H. Wurster $2,700,000 940 Haverford Road Bryn Mawr, PA 19010 Explosives Supply $253,408 695 Westbrook Road Ringwood, NJ 07456 All State Property Management Rent $42,000 201 Wheatsworth Road Related Party Hamburg, NJ 07419 Atlas Copco. C.M.T. U.S.A., $7,809 Inc. Verizon $5,453 Embarq $3,738 Mohawk Exxon $3,340 Carista, Kulsar & Wade $3,250 CitiCapital Equipment $2,955 Home Depot $1,513 Exxon Mobil $1,061 State of New Jersey $960 Dayton Inspections $750 New Jersey Department of $630 Motor Vehicles Geosonics $581 Standard Roofing, Inc. $477 Ford World, L.L.C. $471 North Jersey Pest Control $107 Net Access Corp. $75 Guardian Life Insurance $40 AMEREN CORP: Earns $244 Million in Third Quarter Ended Sept. 30 --------------------------------------------------------------- Ameren Corporation reported third quarter 2007 GAAP net income of $244 million, compared to third quarter 2006 GAAP net income of $293 million. GAAP net income for the first nine months of 2007 was $510 million, compared to $486 million in the first nine months of 2006. Excluding unusual items in 2007 and 2006, third quarter 2007 non- GAAP net income was $282 million, compared to third quarter 2006 non-GAAP net income of $312 million. Non-GAAP net income for the first nine months of 2007 was $567 million, compared to $511 million in the first nine months of 2006. Ameren's earnings in the third quarter and first nine months of 2007 were reduced by $38 million, after taxes, as a result of costs associated with an Illinois rate relief and customer assistance settlement agreement. The impact of these costs on the first nine months of 2007 was reduced because of the reversal of a $10 million charge, after taxes, originally recorded in 2006 related to funding commitments for low-income energy assistance and energy efficiency programs. These commitments were terminated in early 2007 and ultimately replaced by the Illinois settlement. Earnings in the first nine months of 2007 were also reduced by $19 million, after taxes, because of restoration costs following severe January ice storms. Earnings in 2006 reflected costs of severe storms of approximately $19 million, after taxes, for the third quarter and approximately $25 million, after taxes, for the first nine months of 2006. Earnings for the first nine months of 2007 were also reduced $10 million, after taxes, as a result of a Federal Energy Regulatory Commission order retroactively adjusting prior years' regional transmission organization costs. "Our 2007 third quarter earnings were lower than the 2006 period primarily because of the Illinois rate relief settlement, changes in our Illinois electric summer rate structure and the rising costs of operating our regulated utility businesses, including increased reliability expenditures," said Gary L. Rainwater, chairman, president and chief executive officer of Ameren Corporation. "These factors more than offset warmer summer weather and higher electric margins from our non-rate-regulated generation business segment. Through the first nine months of operations this year, our Illinois regulated business experienced a significant earnings decline compared to 2006 due to, among other things, our current levels of electric and gas delivery service rates being insufficient to recover our current costs of providing service to our customers and provide a reasonable return on our investments. Our Nov. 2 requests for $247 million in increased electric and gas rates in Illinois are clearly needed in order for us to provide safe and reliable service to our customers, as well as earn a reasonable return on our investments." The company said that while earnings were significantly lower in the Illinois regulated business segment, earnings improved in the Missouri regulated and non-rate-regulated electric generation business segments. Overall, Ameren's earnings in the third quarter of 2007 were negatively impacted by increases in fuel and related transportation costs, distribution system reliability expenditures, plant maintenance, labor and benefits, depreciation and amortization, and financing costs. In addition, a change in the summer rate structure for the delivery of electricity in Illinois also reduced earnings compared to the prior-year period. Higher-priced power sales contracts in Ameren's non-rate-regulated generation business segment, as well as the June 2007 implementation of the Missouri electric rate order, reduced the negative impact of these items on Ameren's earnings. In addition, electric margins in Ameren's Missouri and Illinois rate-regulated business segments benefited from greater cooling demand caused by warmer summer weather. Cooling degree days increased 16% in the third quarter of 2007, compared to the same period in 2006, and were 30% above normal. Balance Sheet At Sept. 30, 2007, the company's consolidated balance sheet showed $20.40 billion in total assets, $13.43 billion in total liabilities, $195.0 million in preferred stock of subsidiaries not subject to mandatory redemption, $20.0 million in minority interest in consolidated subsidiaries, and $6.76 billion in total stockholders' equity. The company's consolidated balance sheet at Sept. 30, 2007, also showed strained liquidity with $2.34 billion in total current assets available to pay $2.50 billion in total current liabilities. 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?2683 About Ameren Corp. Headquartered in St. Louis, Mo., Ameren Corporation (NYSE: AEE) -- http://www.ameren.com/-- serves approximately 2.4 million electric customers and nearly one million natural gas customers in a 64,000 square mile area of Missouri and Illinois. Ameren owns a diverse mix of electric generating plants strategically located in its Midwest market with a generating capacity of more than 16,400 megawatts. * * * As reported in the Troubled Company Reporter on Aug. 31, 2007, Moody's Investors Service Ratings confirmed Ameren Corp.'s Baa2 Issuer Rating and Prime-2 short-term rating for commercial paper. Moody's also confirmed Ameren Corp. principal subsdiaries' Central Illinois Public Service Company's Ba1 Issuer Rating, CILCORP Inc's Ba1 Corporate Family Rating, Central Illinois Light Company's Ba1 Issuer Rating, Illinois Power Company's Ba1 Issuer Rating, AmerenEnergy Generating Company's Baa2 Senior Unsecured Rating, and Union Electric Company's Baa1 Senior Unsecured Rating. AMORTIZING RESIDENTIAL: Fitch Retains Junk Rating on Cl. M2 Certs. ------------------------------------------------------------------ Fitch has taken rating action on these Amortizing Residential Collateral mortgage pass-through certificates: Series 2001-BC5 -- Class A affirmed at 'AAA'; -- Class M1 downgraded to 'CCC/DR2' from 'BB+'; -- Class M2 remains at 'C/DR5'. Series 2004-1 -- Class A affirmed at 'AAA'; -- Class M1 affirmed at 'AA+'; -- Class M2 affirmed at 'AA'; -- Class M3 affirmed at 'AA-'; -- Class M4 affirmed at 'A+'; -- Class M5 affirmed at 'A'; -- Class M6 affirmed at 'A-'; -- Class M7 affirmed at 'BBB+'; -- Class M8 rated 'BBB', is placed on Rating Watch Negative; -- Class M9 downgraded to 'CCC/DR1' from 'BB+'. The affirmations reflect a stable relationship between credit enhancement and expected losses, and affect approximately $133.25 million in outstanding certificates. The downgrades reflect deterioration in the relationship between CE and expected losses, and affect approximately $14.53 million in outstanding certificates. In addition, approximately $4.48 million is placed on Rating Watch Negative. For transactions 2001-BC2 and 2004-1, respectively, the pool factors are approximately 4% and 23%, and are 74 months and 37 months seasoned. The delinquencies in the 60+ buckets (inclusive of Real Estate Owned, Foreclosure, and Bankruptcy) are 39.15% and 17.69%, respectively, and have cumulative losses of 2.34% and 1.63%. ANTONIO WILLIAMS: Case Summary & 14 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Antonio M. Williams 502 Pryor Street Atlanta, GA 30312 Bankruptcy Case No.: 07-81294 Chapter 11 Petition Date: December 18, 2007 Court: Northern District of Georgia (Atlanta) Judge: Margaret Murphy Debtor's Counsel: Paul Reece Marr, Esq. Paul Reece Marr, P.C. 300 Galleria Parkway, North West Suite 960 Atlanta, GA 30339 Tel: (770) 984-2255 Estimated Assets: $1 Million to $10 Million Estimated Debts: $1 Million to $10 Million Debtor's list of its 14 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Washington Mutual Bank House and Lot, 400 $760,000 P.O. Box 100576 Roberta Avenue, ($700,000 Florence, SC 29501-0576 Pleasant Hill, CA secured) 94523 House and Lot, 2841 $470,000 Ranchero Lane, ($390,000 Marced, CA 93548 secured) Homeq Servicing Corp. 2nd Mortgage on 4350 $120,000 Correspondence Laurel Grove, Suwanee, P.O. Box 13716 GA 30024 (house was foreclosed by holder of the 1st mortgage) Select Portfolio Servicing Inc 2nd Mortgage on house $100,000 P.O. Box 65250 and lot, 203 Roberta Salt Lake City, UT 84165-0250 Avenue, Pleasant Hill, CA 84523 (1st mortgage foreclosed) EMC Mortgage Services House and Lot, 400 $310,000 Cretin Avenue (240,000 South, St. Paul, MN secured) 55105 Internal Revenue Service Income Tax, interest $59,000 and penalty Darice Good, Esq. Unsecured loan from $56,802 MuiMui Ngenda-rey, Bibomba Kadima, and Kankolonga Boyer Wells Fargo Auto Finance 2002 Lexus LS 430 $54,000 ($17,000 secured) Cardmember Service Chase Credit Card $37,000 account Ameriquest Mortgage Company House and Lot, 107 $170,000 5th Avenue, St. Paul, ($145,000 MN secured) AMC Mortgage Services House and Lot, 298 $170,000 Cottage Avenue, ($145,000 St. Paul, MN 55417 secured) Bank of America Business credit card $24,000 account Contra Costa County Property taxes on $18,000 foreclosed house, 203 Roberta Avenue Capital One Credit card account $10,000 Nordstrom Credit card account $9,800 ARRIVA PHARMA: Court Sets January 16 Plan Confirmation Hearing -------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of California scheduled a Jan. 16, 2008 confirmation hearing after giving its approval on the disclosure statement explaining Arriva Pharmaceuticals Inc.'s Chapter 11 plan, Bill Rochelle of Bloomberg News reports. According to Bloomberg, the Plan, which is funded with $6 million in new financing to continue drug development, proposes to pay unsecured creditors in full or "something close" with a pool of $776,000 available to satisfy their claims. Alameda, California-based Arriva Pharmaceuticals Inc. -- http://www.arrivapharm.com/-- is a privately-held biopharmaceutical company focused on the development and commercialization of anti-inflammatory therapies for the treatment of respiratory diseases. The Debtor is also known as AlphaOne Pharmaceuticals Inc. The Debtor filed for Chapter 11 bankruptcy protection on Aug. 29, 2007 (Bankr. N.D. Calif. Case No. 07-42767). Ori Katz, Esq., at Sheppard, Mullin, Richter and Hampton LLP represents the Debtor in its restructuring efforts. When the Debtor filed for bankruptcy, it listed assets and debts between $1 million to $100 million. AVAGO TECH: Moody's Holds B2 Ratings with Positive Outlook ---------------------------------------------------------- Moody's Investors Service affirmed Avago Technologies Finance Pte. Ltd.'s corporate family (B2) and long-term ratings, and changed the outlook to positive. Simultaneously, Moody's raised the company's speculative grade liquidity rating to SGL-1 from SGL-2. Moody's cited the positive rating outlook reflects Avago's progress towards improving its operating profile, cost structure and financial position, plus demonstrating a good two-year track record as a standalone entity since the November 2005 LBO and spin-off from Agilent Technologies. It also incorporates Moody's expectations that the company will continue to improve credit protection measures over the next year as a result of new product introductions, enhanced operating cash flow and ongoing focus on cost reductions. In fiscal 2007, Avago delivered gross and operating margin expansion, market share gains as well as increased design win activity, particulary in enterprise ASICs (wired infrastructure segment), which should translate into higher margin revenue in 2009/2010. The company is also repositioning its business by selling non-core operations and entering new markets with better growth prospects through strategic acquisitions. Uncertainty surrounding the company's overhead cost structure following separation from its parent company has been mitigated by a successful standalone operating history, evidenced by improvement in operating costs and working capital management. Avago has continued to implement cost reduction programs and expand its 'asset-lite' strategy by outsourcing an increasing share of its manufacturing needs to foundry partners, thus enabling it to efficiently allocate more resources to R&D initiatives as labor and capex costs subside. Moody's expects the company to review further opportunities to reduce its manufacturing footprint and corporate infrastructure expense. Finally, the positive outlook takes into consideration Avago's enhanced credit protection measures and focus on financial leverage improvement through EBITDA expansion, lower interest expense and solid free cash flow generation applied to debt reduction. As recent as Dec. 18, 2007, the company redeemed $200 million of the senior floating rate notes, further reducing leverage to 2.4x EBITDA (on a pro forma Moody's adjusted basis), which is comparable to B1-rated industry peers, thus lending additional support to the positive outlook. As Avago's fabless operating model lessens the company's capex burden, working capital intensity may increase. Hence, the B2 corporate family rating factors the irregular nature and limited visibility of working capital, which could temporarily pressure liquidity. Moody's also notes the CFR is currently constrained due to some uncertainty surrounding growth prospects in 2008 in Avago's addressable markets, particularly in wired infrastructure and industrial segments. Factors that would contribute to a ratings upgrade include continued market share gains and cost improvements resulting in sustained gross and operating margins above 40% and 14%, respectively, free cash flow generation at or above current levels and prudent financial policies targeting balance sheet de-leveraging, reduced working capital volatility and enhanced liquidity. The CFR factors Moody's expectations of a conservative acquisition strategy in view of the company's stated desire to grow via strategic acquisitions. To date, all acquisitions have been relatively small in size and funded with internal cash. The upgrade to SGL-1 reflects Avago's improved liquidity position. Internal liquidity has strengthened owing to better working capital management, solid levels of free cash flow generation ($107 million as of fiscal 2007) and roughly $103 million of balance sheet cash (pro forma for the $200 million floating rate note redemption). External liquidity was bolstered by the recent upsizing of its secured revolving credit facility to $375 million from $250 million. Avago, which retains the $200 million accordion feature on its credit facility, has sufficient cushion under its bank covenants (maintenance and incurrence tests) and is expected to remain covenant compliant over the next twelve months. * These ratings were affirmed: -- Corporate Family Rating: B2 -- Probability of Default Rating: B2 -- $375 Million Senior Secured Revolving Credit Facility due 2011: Ba2 (LGD-1, 8%) -- $750 Million Senior Unsecured Fixed and Floating Rate Notes due 2013: B2 (LGD-4, 51%) -- $250 Million Senior Unsecured Subordinated Notes due 2015: Caa1 (LGD-5, 89%) * This rating was upgraded: -- Speculative Grade Liquidity Rating to SGL-1 from SGL-2 -- The outlook is positive. Headquartered in San Jose, California with principal operations in Singapore, Avago designs, develops, manufactures and sells a broad array of semiconductor components for consumer and commercial electronic applications. Revenues and EBITDA for the fiscal year ended Oct. 31, 2007 were $1.5 billion and $313 million, respectively. AVISTAR COMMS: Renews $10 Million Revolving Debt Facility --------------------------------------------------------- Avistar Communications Corporation has signed, as of Dec. 17, 2007, a renewal of its $10 million revolving credit facility with a major financial institution, a 2,000 seat order that represents its customer expansion to date, and the acquisition of two new clients. Avistar's renewal of its $10 million dollar revolving credit facility provides financing that will be used to fund business operations, and has a term through December 2008. "With this facility confirmed, Avistar will complete its restructuring, aggressively engage the market and leverage the already significant patent and intellectual property portfolio at its disposal," Robert J. Habig, chief financial officer of Avistar, said. "Growing momentum in customer acquisitions, the installation of a new management team, a refocused patent portfolio and the restructuring of our cost structure all bode well for continuing the growth rate of 40-50% in revenue plus income from settlement and licensing activities that we have enjoyed over the last few years." Management's confidence in its new strategy was buoyed by news of a contract win for 2,000 additional seats at an investment bank - the company's single deal for customer expansion. It adds to the 3,500 seats already in place at this bank, and is a demonstration of the benefits gained from extending video-enabled unified communications across the enterprise. Two additional customer wins, Avistar related, will result in deployments at an international investment management institution and a worldwide consumer products company. "Avistar is executing a long list of business building, cost leverage, productivity and turn-around initiatives," Simon Moss, the newly-hired president of Avistar and CEO, said. "Without Avistar's patented ability to deliver rich communication with no additional network infrastructure, the bold promises of unified communications - labor mobility, reduced carbon contribution, increased business and product leverage, and improved customer management - are much more expensive to achieve than the market currently perceives. We intend to position ourselves both to prove this and to offer a solution to the market which truly delivers." About Avistar Communications Headquartered in San Mateo, California, Avistar Communications Corporation (NASDAQ: AVSR) -- http://www.avistar.com/-- holds a portfolio of 76 patents for inventions in the primary areas of video and network technology and offers technology and IP licenses to companies in video conferencing, rich-media services, public networking and related industries. Current licensees include Sony Corporation, Polycom Inc., Tandberg ASA, Radvision Ltd. and Emblaze-VCON. As reported in the Troubled Company Reporter on Oct. 24, 2007, At Sept. 30, 2007, the company's consolidated balance sheet showed $12.1 million in total assets and $19 million in total liabilities, resulting in a $6.9 million total shareholders' deficit. BASIS YIELD: Able to Repay Banks that Seized Fund Assets -------------------------------------------------------- Basis Yield Alpha Fund (Master) said in a statement that it has returned to solvency and can now afford to repay certain banks that seized the fund's assets when it missed margin calls earlier this year, The Financial Times reports. The fund said it started the year with about $700,000,000. According to the paper, the "stronger than expected financial position" resulted from continued payouts by structured credits invested by the fund. Grant Thornton, the provisional liquidator in Basis Yield's Chapter 15 case in the Cayman Islands, had warned that "further hedge fund collapses were likely early next year, when banks have finalized the books for their year-ends," the Financial Times says. Steve Akers, a partner at Grant Thornton, told the Financial Times that "banks had not been forcing troubled funds out of business because they did not want to realize the losses now." He added that, "[t]he banks know if they push them into insolvency that they would have to reflect that on their own balance sheets and they've been holding off on doing that for fear of damaging their share prices." In a letter to its investors, Basis Yield stated that it has enough cash to repay creditors, even without putting any value on its collateralized debt obligations. Mr. Akers told the Financial Times that the Fund had $60,000,000 cash from continued coupon payments from the CDOs in which it invested. The paper said the amount was enough to repay creditors who had filed claims so far. Mr. Akers noted, however, that the level of claims would not be certain until a formal process was complete. "There's the possibility of a payout to the investors," Mr. Akers told the Financial Times. "But I really wouldn't want to raise people's hopes in that respect." Mr. Akers is currently considering on whether to sell Basis Yield's remaining portfolio or hold for possible continued receipts, the paper said. About Basis Yield Basis Yield Alpha Fund (Master) is a Cayman Islands mutual fund. It operates as a master-feeder structure that allows investors' funds to be channeled through two companies operating in a single jurisdiction to a "master" company operating in the same jurisdiction. These two feeder funds are Basis Yield Alpha Fund (US), a US feeder fund for US taxable investors, and Basis Yield Alpha Fund, a non-US feeder for all other investors. On Aug. 29, 2007, Hugh Dickson, Stephen John Akers, and Paul Andrew Billingham filed a chapter 15 petition for Basis Yield (Bankr. S.D.N.Y. Case No. 07-12762). Karen Dine, Esq. at Pillsbury Winthrop Shaw Pittman LLP represents the petitioners. (Basis Yield Bankruptcy News, Issue No. 9; Bankruptcy Creditors' Service Inc. http://bankrupt.com/newsstand/or 215/945-7000). BASIS YIELD: Hearing on Summary Judgment Motion Set for Jan. 15 --------------------------------------------------------------- Representing the Joint Provisional Liquidators, Karen B. Dine, Esq., at Pillsbury Winthrop Shaw Pittman LLP, in New York, notified the U.S. Bankruptcy Court for the Southern District of New York that, as of December 7, 2007, no answer, objection or other responsive pleading has been received with respect to the Foreign Representatives' request for summary judgment for recognition of Basis Yield Alpha Fund (Master)'s Chapter 15 case as a foreign main proceeding. Ms. Dine states that the JPL's counsel has reviewed the Bankruptcy Court's docket and no answer, objection or other pleading to the Motion appeared so far. Pursuant to the Motion, objections, if any, were to be filed and served no later than December 6. On November 29, the Bankruptcy Court signed a stipulation scheduling a hearing on the Summary Judgment Motion, to be held on January 15, 2008, at 9:45 a.m. Objections to the request are due by January 8. About Basis Yield Basis Yield Alpha Fund (Master) is a Cayman Islands mutual fund. It operates as a master-feeder structure that allows investors' funds to be channeled through two companies operating in a single jurisdiction to a "master" company operating in the same jurisdiction. These two feeder funds are Basis Yield Alpha Fund (US), a US feeder fund for US taxable investors, and Basis Yield Alpha Fund, a non-US feeder for all other investors. On Aug. 29, 2007, Hugh Dickson, Stephen John Akers, and Paul Andrew Billingham filed a chapter 15 petition for Basis Yield (Bankr. S.D.N.Y. Case No. 07-12762). Karen Dine, Esq. at Pillsbury Winthrop Shaw Pittman LLP represents the petitioners. (Basis Yield Bankruptcy News, Issue No. 9; Bankruptcy Creditors' Service Inc. http://bankrupt.com/newsstand/or 215/945-7000). BASIS YIELD: To Convert Case to Official Liquidation ---------------------------------------------------- Australian hedge fund group Basis Capital Funds Management Ltd. said in a statement that its Basis Yield Alpha Fund (Master) unit will move from provisional liquidation to official liquidation, Dow Jones reports. In a letter to Basis Yield Fund investors, dated December 14, 2007, Basis Capital stated that Basis Yield had "returned to solvency," but Grant Thornton, Basis Yield's joint provisional liquidator, advised official liquidation. According to Basis Capital, the Basis Yield Fund invest predominately all of its cash into the Basis Yield Alpha Feeder Fund, which in turn invests all of its cash into the fund. In its letter, Basis Capital expressed disappointment "with the overall outcome but support the decision of the JPLs and the Directors of the BYAFF as being the means by which this matter can be expedited on behalf of all investors in the Fund." Basis Capital, as "Responsible Entity" for Basis Yield, received the correspondence from the Feeder Fund regarding Basis Yield's current status and the JPLs intentions for its future. On August 28, 2007, Basis Yield filed a petition before the Grand Court of the Cayman Islands for authority to wind up operations under the provisions of the Companies Law of the Cayman Islands. About Basis Yield Basis Yield Alpha Fund (Master) is a Cayman Islands mutual fund. It operates as a master-feeder structure that allows investors' funds to be channeled through two companies operating in a single jurisdiction to a "master" company operating in the same jurisdiction. These two feeder funds are Basis Yield Alpha Fund (US), a US feeder fund for US taxable investors, and Basis Yield Alpha Fund, a non-US feeder for all other investors. On Aug. 29, 2007, Hugh Dickson, Stephen John Akers, and Paul Andrew Billingham filed a chapter 15 petition for Basis Yield (Bankr. S.D.N.Y. Case No. 07-12762). Karen Dine, Esq. at Pillsbury Winthrop Shaw Pittman LLP represents the petitioners. (Basis Yield Bankruptcy News, Issue No. 9; Bankruptcy Creditors' Service Inc. http://bankrupt.com/newsstand/or 215/945-7000). BLACKHAWK AUTOMOTIVE: Can Use LaSalle DIP Funds on a Final Basis ---------------------------------------------------------------- Blackhawk Automotive Plastics Inc. obtained authority, on a final basis, from the U.S. Bankruptcy Court for the Northern District of Ohio to borrow postpetition funds from LaSalle Business Credit LLC. The Court's order did not disclose amounts of the allowed financing. As of Oct. 19, 2007, the Debtor and its parent, Tier e Automotive Group Inc., owe La Salle approximately $34,179,405. The prepetition loan is secured by substantially all of the Debtor's assets. As security for the postpetition financing, the Debtor grants La Salle valid and perfected senior security interests in, and liens on all property and interests in property acquired by the Debtor from and after its bankruptcy filing. The Debtor will use the funds according to a weekly budget, a copy of which is available for free at: http://researcharchives.com/t/s?2682 Salem, Ohio-based Blackhawk Automotive Plastics Inc., formerly Warren Molded/Custom Plastics, manufactures injection molded plastic products and motor vehicle parts and accessories. BAP's customers include General Motors, Delphi, Lear, Chrysler, Honda, Navistar, and Visteon. BAP employs about 1,574 workers domestically, and generated $136 million in sales in 2006. BAP owns Canadian subsidiary, Blackhawk Automotive Plastics Ltd. which operated a manufacturing facility in Ontario until Johnson Controls Inc. bought BAP Canada's assets in May 2005. BAP Canada's remaining assets consist primarily of net operating loss carryforwards for Canadian tax purposes. The NOLs had a book value of about $8.2 million as of December 2005. BAP also owns a plant in Upper Sandusky, Ohio, which ceased operations in 2006. The company filed for chapter 11 protection on Oct. 22, 2007 (Bankr. N.D. Ohio, Case No. 07-42671). Its parent company, Tier e Automotive Group Inc., filed a separate chapter 11 petition on the same day (Bankr. N.D. Ohio, Case No. 07-42673). Tier e acquired BAP from Worthington Industries Inc. in 1999. Tier e also owns 49% stake in Nescor Holdings Inc., a holding company for Nescor Plastics Corporation, also an automotive plastics supplier. William I. Kohn, Esq., David M. Neumann, Esq., Stuart A. Laven, Jr., Esq., at Benesch, Friedlander, Coplan & Aronoff LLP represent the Debtors in their restructuring efforts. Donlin Recano & Company Inc. provides the Debtors with claims, noticing, balloting and distribution services. No Official Committee of Unsecured Creditors has been appointed in either of the Debtors' cases. The Debtors' schedules disclose total assets of $58,665,229 and total liabilities of $51,244,592. As of bankruptcy filing, BAP's aggregate debt to its senior facility lenders was about $33 million. BOYD GAMING: Earns $31.8 Million in Third Quarter Ended Sept. 30 ---------------------------------------------------------------- Boyd Gaming Corporation reported net income of $31.8 million, including discontinued operations, for the third quarter ended Sept. 30, 2007, compared with a net loss of $12.9 million, including discontinued operations, in the same period last year. Net revenues were $490.1 million for the third quarter of 2007, a decrease of 7.7% from the same quarter in 2006. Total Adjusted EBITDA was $144.0 million in the third quarter of 2007, compared to $149.9 million for the same period in 2006. The decreases were primarily due to the opening of a new competitor in the northern Indiana market, normalization of operating results at Treasure Chest, and the closure of the Stardust. The company reported third quarter 2007 income from continuing operations of $31.9 million, compared with $28.1 million in the same period in 2006. Adjusted Earnings from continuing operations for the third quarter 2007 were $38.4 million, compared to $38.8 million for the same period in 2006. During the third quarter 2007, certain pre-tax adjustments that reduced income from continuing operations by $10.1 million were as follows: -- $5.3 million for preopening charges primarily associated with the company's Echelon development; -- $3.5 million charge for the decrease in value of the company's derivative instruments; and -- $1.2 million for other charges. By comparison, the third quarter 2006 included certain pre-tax adjustments that reduced income from continuing operations by $16.6 million. Management's Comments Keith Smith, president and chief operating officer of Boyd Gaming, commented, "We were very encouraged by our performance in the Las Vegas Locals region, where business continues to trend upward as margins improved. We were especially proud of our Downtown Las Vegas business, which had its best third quarter ever. The Midwest and South region performed to expectations, with the effects of normalization at Treasure Chest and additional competition for Blue Chip offsetting steady results from the other four casino operations in that sector. However, Treasure Chest has now stabilized well ahead of pre-hurricane levels. We are also optimistic about our long-term competitive position at Blue Chip, given the scheduled opening of our new hotel late next year." Year-To-Date Results Income from continuing operations for the nine months ended Sept. 30, 2007, was $89.9 million, as compared to $105.7 million for the nine months ended Sept. 30, 2006. Net income, which includes the results from discontinued operations, was $271.8 million for the 2007 year-to-date period compared to $60.5 million for the nine-month period ended Sept. 30, 2006. Net income for the 2007 period includes a $285 million gain on the disposition of the Barbary Coast. Net revenues were $1.52 billion and $1.67 billion for the nine months ended Sept. 30, 2007, and 2006, respectively. Key Financial Statistics The following is additional information as of and for the three months ended Sept. 30, 2007: -- September 30 debt balance: $2.21 billion -- September 30 cash: $152.8 million -- Dividends paid in the quarter: $13.2 million -- Maintenance capital expenditures during the quarter: $27.3 million -- Expansion capital expenditures during the quarter: $77.1 million -- Capitalized interest during the quarter: $5.3 million -- Cash distribution to the company from Borgata in the quarter: $14.5 million -- September 30 debt balance at Borgata: $655.9 million Balance Sheet At Sept. 30, 2007, the company's consolidated balance sheet showed $4.37 billion in total assets, $3.00 billion in total liabilities, and $1.37 billion in total stockholders' equity. The company's consolidated balance sheet at Sept. 30, 2007, also showed strained liquidity with $307.9 million in total current assets available to pay $364.7 million in total current liabilities. 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?2685 About Boyd Gaming Headquartered in Las Vegas, Boyd Gaming Corporation (NYSE: BYD) -- http://www.boydgaming.com/ -- is a diversified owner and operator of 17 gaming entertainment properties located in Nevada, New Jersey, Mississippi, Illinois, Indiana, Louisiana, and Florida. The company is also developing Echelon, a world-class destination resort on the Las Vegas Strip, expected to open in the third quarter 2010. * * * As reported in the Troubled Company Reporter on Nov. 23, 2007, Fitch Ratings affirmed Boyd Gaming's Issuer Default Rating at 'BB- ', Senior Credit Facility at 'BB', and Senior Subordinated Debt at 'B+'. BRIAN TOMECEK: Voluntary Chapter 11 Case Summary ------------------------------------------------ Debtor: Brian K. Tomecek aka Tomecek Creations, L.L.C. dba Creative Woodworking 6522 West Bent Tree Drive Phoenix, AZ 85083 Bankruptcy Case No.: 07-06946 Chapter 11 Petition Date: December 19, 2007 Court: District of Arizona (Phoenix) Judge: George B. Nielsen, Jr. Debtor's Counsel: D. Lamar Hawkins, Esq. Hebert Schenk P.C. 4742 North 24th Street, Suite 100 Phoenix, AZ 85016 Tel: (602) 248-8203 Fax: (602) 248-8840 Estimated Assets: $500,000 to $1 Million Estimated Debts: $1 Million to $10 Million The Debtor did not file a list of his largest unsecured creditors. C-BASS MORTGAGE: Moody's Places Five Tranches' Ratings on Watch --------------------------------------------------------------- Moody's Investors Service placed on watch the rating of five tranches issued by C-BASS. The collateral backing each tranche consists primarily of first-lien, fixed- and adjustable-rate scratch and dent mortgage loans. The deals being reviewed have seen the amount of projected available credit enhancement reduced due to a significant build-up of the pipeline of delinquent loans. * Complete rating actions are: - Issuer: C-BASS Mortgage Loan Asset-Backed Certificates, Series 2006-RP2 -- Cl. M3; Currently A3 on review for possible downgrade -- Cl. B1; Currently Baa1 on review for possible downgrade -- Cl. B2; Currently Baa2 on review for possible downgrade -- Cl. B3; Currently Baa3 on review for possible downgrade -- Cl. B4; Currently Ba1 on review for possible downgrade CALPINE CORP: Court Confirms Sixth Amended Plan of Reorganization ----------------------------------------------------------------- The Honorable Burton R. Lifland of the United States Bankruptcy Court for the Southern District of New York issued a decision confirming Calpine Corp.'s Sixth Amended Joint Plan of Reorganization. The Court ruled that Calpine had met all of the statutory requirements to confirm its Plan. Calpine remains on track with its current timetable and expects to emerge from Chapter 11 prior to Feb. 7, 2008. A day before the Confirmation Hearing, the Debtors delivered to the Court their Sixth Amended Joint Plan of Reorganization, which contains "non-material" modifications and resolutions of Plan confirmation objections. The Sixth Amended Plan provides that: (a) the New Calpine Total Enterprise Value is set at $18,950,000,000, reflecting a compromise between estimates by the Debtors, the Official Committee of Unsecured Creditors, and the Official Committee of Equity Security Holders; (b) Interest Holders is entitled with warrants to purchase up to 10% of the total issued and outstanding equity of reorganized Calpine on the Plan's effective date; (c) Calpine's reorganized equity value is $11,942,000,000; and (d) holders of Subordinated Equity Securities Claims will not be entitled to receive a distribution under the Plan but may assert distribution from applicable insurance proceeds, if any. Shareholders had insisted Calpine had a value of at least $24,500,000,000, using different assumptions about future fuel prices and power prices than the company used. That compared with a midpoint valuation of $19,350,000,000 put forward by the company and $16,250,000,000 by unsecured creditors. A blacklined copy of the Sixth Amended Plan is available for free at http://bankrupt.com/misc/calpine_blackline6thAmendedPlan.pdf The Debtors also submitted further amendments to Plan exhibits, consisting of: * a list of contingent or unliquidated claims, available for free at http://ResearchArchives.com/t/s?268d * a list of executory contracts and unexpired leases to be assumed by the Debtors after the Effective Date, available for free at: http://bankrupt.com/misc/calpine_amended3assumedpacts.pdf * a list of guaranty schedule and non-executory obligations, available for free at: http://bankrupt.com/misc/calpine_amendedguarantyschedule.pdf * a copy of reorganized Calpine's by laws, available for free at http://bankrupt.com/misc/calpine_amended2byaaws.pdf * a copy of Shareholders' Warrant Term Sheet, available for free at: http://bankrupt.com/misc/calpine_warranttermsheet.pdf * a list of agreements between the Debtors and each of TransCanada Pipelines Limited, and NOVA Gas Transmission, Ltd., available for free at: http://bankrupt.com/misc/calpine_tcpl&novapacts.pdf "The Court's confirmation of our Plan is a very welcome step -- and one of the final steps for us -- as we look to emerge from court protection early next year," Robert P. May, Calpine's Chief Executive Officer, said. "We continue to be very proud of what we have been able to accomplish as we work to emerge as a financially stable, stand-alone company with an improved competitive position in the energy industry. I would personally like to thank Greg Doody for his leadership and stewardship, as well as the efforts of our entire team who worked on our restructuring. Additionally, on behalf of the Board and management team, I would like to thank the employees of Calpine for their hard work, dedication and loyalty, during these uncertain and challenging times. Calpine would not have been able to accomplish all that we have during our restructuring without the outstanding effort and commitment of our employees." "This has been the largest and most complex reorganization conducted under the new bankruptcy laws, and our progress as a Company has been truly remarkable," Calpine's General Counsel, who has acted as the company's Chief Restructuring Officer, Gregory L. Doody, said. "We'd also like to thank our dedicated professionals for their tireless efforts throughout this process and we look forward to continuing our work with our creditors and key constituencies after our emergence from bankruptcy protection." Voting by classes of creditors entitled to vote on the Plan illustrate broad-based support for the Plan. All ten classes of creditors entitled to vote on the Plan in fact voted overwhelmingly in favor of the Plan. About Calpine Based in San Jose, California, Calpine Corporation (OTC Pink Sheets: CPNLQ) -- http://www.calpine.com/-- supplies customers and communities with electricity from clean, efficient, natural gas-fired and geothermal power plants. Calpine owns, leases and operates integrated systems of plants in 21 U.S. states and in three Canadian provinces. Its customized products and services include wholesale and retail electricity, gas turbine components and services, energy management and a wide range of power plant engineering, construction and maintenance and operational services. The company and its affiliates filed for chapter 11 protection on Dec. 20, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-60200). Richard M. Cieri, Esq., Matthew A. Cantor, Esq., Edward Sassower, Esq., and Robert G. Burns, Esq., Kirkland & Ellis LLP represent the Debtors in their restructuring efforts. Michael S. Stamer, Esq., at Akin Gump Strauss Hauer & Feld LLP, represents the Official Committee of Unsecured Creditors. As of Aug. 31, 2007, the Debtors disclosed total assets of $18,467,000,000, total liabilities not subject to compromise of $11,207,000,000, total liabilities subject to compromise of $15,354,000,000 and stockholders' deficit of $8,102,000,000. On Feb. 3, 2006, two more affiliates, Geysers Power Company, LLC, and Silverado Geothermal Resources, Inc., filed voluntary chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 06-10197 and 06-10198). On Sept. 20, 2007, Santa Rosa Energy Center, LLC, another affiliate, also filed a voluntary chapter 11 petition (Bankr. S.D.N.Y. Case No. 07-12967). On June 20, 2007, the Debtors filed their Chapter 11 Plan and Disclosure Statement. On Aug. 27, 2007, the Debtors filed their Amended Plan and Disclosure Statement. Calpine filed a Second Amended Plan on Sept. 19, 2007 and on Sept. 24, 2007, filed a Third Amended Plan. On Sept. 25, 2007, the Court approved the adequacy of the Debtors' Disclosure Statement and entered a written order on September 26. The hearing to consider confirmation of that Plan has been adjourned to today, Dec. 19, 2007. (Calpine Bankruptcy News, Issue No. 76; Bankruptcy Creditors' Service Inc.; http://bankrupt.com/newsstand/or 215/945-7000). CAPITAL AUTO: Fitch Affirms 'BB' Rating on Class D Notes -------------------------------------------------------- Fitch Ratings affirms the Capital Auto Receivables Asset Trust 2007-1 transaction, as: -- Class A-1 notes at 'F1+'; -- Class A-2 notes at 'AAA'; -- Class A-3a notes at 'AAA'; -- Class A-3b notes at 'AAA'; -- Class A-4a notes at 'AAA'; -- Class A-4b notes at 'AAA'; -- Class B notes at 'A'; -- Class C notes at 'BBB'; -- Class D notes at 'BB'. The rating affirmation is a result of continued available credit enhancement. The collateral continues to perform within Fitch's expectations and, under the credit enhancement structure, the securities can withstand stress scenarios consistent with the current ratings and still make full payments to investors in accordance with the terms of the documents. As before, the ratings reflect the quality of GMAC, LLC retail auto loan originations, the strength of its servicing capabilities, and the sound financial and legal structure of the transaction, and the strength of the servicing provided by GMAC. CASTLETON GROUP: Shuts Down Operations Ahead of Expected Date ------------------------------------------------------------- Castleton Group Inc. has shut down its operations despite an order by the Superior Court of Wake County directing it to come up with a plan to wind down its business by Jan. 11, 2008, Chris Coletta of the Triangle Business Journal reports. In an order cited by the Triangle Business Journal, the Court said that an immediate shutdown would cause harm to Castleton's clients. However, the report says, Castleton terminated its services well ahead of schedule blaming the company's financial position. Castleton earlier fought a ruling by the North Carolina Department of Insurance declaring it insolvent and ordering the company to stop operations. As reported in the Troubled Company Reporter on Dec. 11, 2007, Insurance Commissioner Jim Long, on December 4, said that it had reached a decision in the licensure case of Castleton. According to the Department, it denied approval of a license to operate citing the company's "hazardous financial condition," and that these financials have dipped to the point of insolvency. That ruling, Department officials said, could affect 89 of Castleton's client companies, including approximately 3,000 employee, with many client companies seeing a flurry of end-of- year activity, including processing holiday pay checks and preparing W-2 tax forms. "We want Castleton's client companies to be fully aware of this decision so they can review their situations," said Commissioner Long. The Department contended that the company has never been licensed under the 2005 law but that same law has allowed Castleton to keep operating pending the resolution of the licensing dispute. Because of its appeal to the Court, Castleton was granted a temporary stay of the license denial pending a full hearing. The decision from the hearing officer in this case determined that the Castleton Group's liabilities exceed its assets by some $6 million. In addition, evidence showed that the company's former chief financial officer admitted to filing false federal payroll tax reports, resulting in an estimated $8 million in unpaid federal payroll taxes. The Department recommended that any client companies of Castleton Group immediately review their human resources needs in light of the decision. Companies that choose to seek services from a new professional employer organization have 90 licensed organizations in North Carolina from which to choose. In response, Castleton verified the claims that the tax reports filed were false but said that it disclosed the improper accounting when it was discovered, the Triangle Business Journal said in a previous report, citing a company spokesperson. The Castleton Group -- http://www.castletongroup.com/-- provides outsourced human resources services including human resources compliance, training, risk management and safety, benefits and payroll administration. CAT-CAN-DO MARINE: Involuntary Chapter 11 Case Summary ------------------------------------------------------ Alleged Debtor: Cat-Can-Do Marine, Inc. aka Patrick Arthur Padgett aka Pat Padgett aka Padgett Custom Boats, Inc. 2372 Cortez Road Jacksonville, FL 32245 Case Number: 07-05826 Type of Business: The Debtor manufactures boats. Involuntary Petition Date: December 20, 2007 Court: Middle District of Florida (Jacksonville) Judge: Jerry A. Funk Petitioner's Counsel: Brett A. Mearkle, Esq. Wilcox Law Firm 6817 Southpoint Parkway Suite 1302 Jacksonville, FL 32216 Tel: (904) 281-0700 Fax: (904) 513-9201 Petitioners Nature of Claim Claim Amount ----------- --------------- ------------ James Hanson breach of promissory $100,000 238 Temple Circle note; foreclosure of Eustis, FL 32726 Chattel Mortgage Steve Nichols breach of promissory $25,000 13030 Sugarbluff Road note; foreclosure of Clermont, FL 34715 Chattel Mortgage Darren Gibson breach of promissory $25,000 13030 Sugarbluff Road note; foreclosure of Clermont, FL 34715 Chattel Mortgage CBA GROUP: Moody's Cuts Senior Secured Loan Rating to B2 -------------------------------------------------------- Moody's Investors Service downgraded the corporate family rating of the CBA Group LLC to B3 from B2 and the ratings of the $110 million senior secured term loan B facility and $25 million senior secured revolving credit facility to B2 from B1. The ratings assigned to the facilities reflect both the overall probability of default of the company, to which Moody's assigns a Caa1, and a loss given default of LGD 3 for the facilities. In addition, the ratings will be placed on review for possible downgrade. * These ratings/assessments were downgraded: -- Corporate family rating to B3 from B2; -- Probability-of-default rating to Caa1 from B2; -- The $25 million senior secured revolving credit facility to B2 from B1 (LGD 2, 26%); -- The $110 million senior secured term loan B to B2 from B1 (LGD 2, 26%); The rating changes reflect Moody's concerns that challenging end- market conditions and lower than expected financial performance have continued in the fourth quarter and will be a strain on liquidity into 2008. In addition, the downgrade reflects the agency's concerns about CBA's ability to meet and/or modify financial covenants in its senior secured facilities. The review for possible downgrade will focus on the CBA Group's ability to meet and/or modify its covenants. In addition, the review will assess the company's plans to improve operations in 2008 and the impact of any waiver or amendment on ongoing operations. The previous rating action was the Oct. 16, 2006 assignment of the B2 corporate family rating and B1 senior secured ratings. The CBA Group, LLC is a global leader in circuit board assembly technologies, products and services. CENTRO NP: Amends $350 Million Revolving Credit Agreement --------------------------------------------------------- Centro NP LLC has entered into an amendment to its $350 million unsecured revolving credit facility with Bank of America N.A., as administrative agent, according to a company regulatory filing with the Securities and Exchange Commission. The amendment extends the maturity date from Dec. 31, 2007, to Feb. 15, 2008, subject to certain conditions. The amendment also amends the applicable margin of the interest rate of the loans under the revolving credit facility to 1.75%. The loans under the revolving credit facility bear interest at a rate per annum equal to, at Centro NP LLC's option, (i) a base rate equal to the prime rate plus the applicable margin or (ii) the LIBOR rate plus the applicable margin. The amendment provides for certain additional events of default, including, among others, defaults occurring due to defaults, borrowing or prepayments under credit facilities of certain affiliates of Centro NP LLC. The amendment also provides that Centro NP LLC may not request, and the lenders under the revolving credit facility will have no obligation, to make any extensions of credit under the revolving credit facility. Centro NP LLC will pay an extension fee under the revolving credit facility of $3,292,952 on the maturity date. Centro NP LLC's parent, Super LLC, a Maryland limited liability company, has also extended its outstanding indebtedness under the bridge loan to Feb. 15, 2008, and during such time is seeking to negotiate a refinancing of its indebtedness as well as Centro NP LLC's under the revolving credit facility. Contribution Pact On Dec. 6, 2007, Centro NP LLC entered into a contribution, distribution and assumption agreement with Super LLC; Centro NP Residual Holding LLC, a newly formed limited liability company owned by Super LLC; and certain of Centro NP LLC's wholly owned subsidiaries. Pursuant to the agreement, Centro NP LLC contributed 49% of its interest in certain subsidiaries owning real properties with an approximate value of $610 million to NP Residual Holding. The company distributed 51% of its interest in the transferred entities to its parent, Super LLC, and Super LLC contributed such interest in the transferred entities to NP Residual Holding. Following the transactions, Centro NP LLC owned 49% of the non-managing interest in NP Residual Holding, and Super LLC owned 51% of the managing member interest in NP Residual Holding. About Centro NP LLC Headquartered in New York City, Centro NP LLC owns and operates 465 community and neighborhood shopping in 38 states. The company had assets of $6.3 billion and equity of $3.8 billion at September 30, 2007. CENTRO NP: Moody's Lowers Senior Unsecured Debt Rating to B1 ------------------------------------------------------------ Moody's Investors Service downgraded the senior unsecured debt ratings of Centro NP LLC to B1, from Baa3, after the company incurred problems refinancing its $2.4 billion bridge loan that was taken out during the acquisition by Centro Properties Group and Centro Retail Trust (50% owned by Centro Properties Group) of New Plan Excel on April 20, 2007. The ratings remain under review for possible downgrade. These ratings actions reflect the financial difficulties and uncertainty Centro NP's parent is facing in refinancing its own debt in addition to Centro NP's $2.4 billion bridge facility. Moody's also expects that Centro NP LLC will have heightened leverage and secured debt following the take-out of the bridge financing, significant property sales to fund debt, and a reduction in transparency due to increased organizational complexity. Moody's review will focus on the final capital structure and strategic profile of the company in light of Centro NP's and Centro Properties Group's short-term pressure to refinance debt. Moody's will continue to monitor Centro NP's compliance with its bond covenants and the quality and composition of its portfolio as it works though these financings. Moody's acknowledges that Centro NP has a defensive portfolio with a $6.3 billion market value that may afford opportunities for asset sales or financing to pay off debt. Since the acquisition, th