T R O U B L E D C O M P A N Y R E P O R T E R Thursday, February 14, 2008, Vol. 12, No. 38 Headlines 1031 TAX GROUP: Okun Can't Renege on Promise to Return Assets ACIH INC: Low Cash Flow Cues Moody's to Junk Corp. Family Rating ADELPHIA COMMS: Recovery Trust Assets Valued at $677,700,000 ADVANCED EMERGENCY: Voluntary Chapter 11 Case Summary ALCATEL-LUCENT: Discloses Long Term Evolution Joint Venture w/ NEC ALLIANCE ONE: 10Q Filing Delay Won't Affect S&P's 'B+' Rating ALLIED HOLDINGS: Teamsters Union Says No to Complaint Dismissal AMERICAN CASINO: Extends $215M Notes Tender to February 15 AMERICAN REPROGRAPHICS: Earns $16.7 Mil. for 2007 Fourth Quarter AMP'D MOBILE: Dismisses Lawsuit Against Valutech Outsourcing AMS HEALTH: Expects to Cancel All Existing Shares Under Plan ASPEN EXECUTIVE: Exclusive Plan Filing Period Extended to May 12 ASTORIA POWER: On Fitch's Neg Watch Due to Diminished Performance ATRIUM CO: Moody's Cuts Corp. Rating, Discount Notes to Caa1, Caa3 BARRICADE BOOKS: Exclusive Plan Filing Period Stretched to June 6 BARRICADE BOOKS: To Pay $9,100 to Settle Libel Suit BAYVIEW FINANCIAL: S&P Chips Rating on Class B-3 Certs. to 'BB' BERRY PLASTICS: Moody's Maintains 'B3' Corporate Family Rating BERRY PLASTICS: Completes Acquisition of Captive Plastics Inc. BLUE WATER: Files for Chapter 11 Bankruptcy Protection in Detroit BLUE WATER: Case Summary & 30 Largest Unsecured Creditors BOSTON SCIENTIFIC: Will Pay $431 Million in Stent Patent Dispute CDC MORTGAGE: S&P Downgrades Rating on Class M-2 Certs. to 'BB-' CENTERSTAGING CORP: Receives Default Notice from BridgePointe CHIQUITA BRANDS: Completes $200MM Offering of 4.25% Senior Notes CHRYSLER LLC: Tooling Request Being Evaluated by the Court CILCORP INC: Moody's Retains 'Ba1' Rating, Positive Outlook COLLINS & AIKMAN: Bayer Unit Buys IP Rights on Thermoplastics COMM 2004-LNB2: Fitch Holds 'B-' Rating on $1.2MM Class O Loans COMPASS MINERALS: Earns $50.4 Million in Quarter Ended December 31 CONSOLIDATED COMMS: S&P Lifts Rating on $130 Mil. Sr. Notes to BB- COTT CORP: Net Loss Rises to $76.8MM in Quarter Ended December 29 CROSSWINDS AT LONE: Section 341(a) Meeting Scheduled for March 21 CROSSWINDS AT LONE: Wants Wright Ginsberg as Bankruptcy Counsel DELPHI FINANCIAL: Reports $41.7 Mil. Earnings for 2007 Fourth Qtr. DELTA AIR: Bank of NY and Hillsborough Demands Summary Judgment DELTA AIR: District Judge Affirms Ruling on Kenton Settlement DELTA AIR: To Focus on Joint Pilot Contract with Northwest DELTA AIR: VIAD Corp. Nips at Objection to Environmental Claims DEUTSCHE MORTGAGE: Fitch Holds 'B+' Rating on $22.7MM Certs. DOLLAR THRIFTY: S&P Places 'B+' Rating on CreditWatch Negative DOMAIN INC: Taps Deloitte Financial as Financial Advisors DOMAIN INC: Can Employ Epiq Bankruptcy as Claims & Noticing Agent DRD OPERATING: Voluntary Chapter 11 Case Summary ELECTRO-CHEMICAL: Discloses Involuntary Bankruptcy Petition ENDOCARE INC: Inks 5th Amendment to Silicon Valley Loan Agreement ENECO INC: Section 341(a) Meeting Scheduled for February 21 ENECO INC: Wants to Employ Ray Quinney as Bankruptcy Counsel ENECO INC: Files Schedules of Assets & Liabilities ENECO INC: Wants Court Nod to Obtain $750,000 in DIP Financing ERIC JOHNSON: Case Summary & 8 Largest Unsecured Creditors FIRST FRANKLIN: S&P Chips Class M-9 Certs. to 'BB' From 'BBB-' FIRST UNION: Increased Loss Expectation Cues Fitch to Junk Ratings FORD MOTOR: Tells Plastech Court Carmakers Can Recover Tooling GENERAL MOTORS: Tells Plastech Court Carmakers Can Recover Tooling G-I HOLDINGS: Court Moves Plan Filing Deadline Until April 30 GREATER MIAMI: Section 341(a) Meeting Slated for February 28 GREATER MIAMI: Obtains Court Permission to Use Cash Collateral GREATER MIAMI: May Employ Helen Dunlap as Housing Consultant GREATER MIAMI: May 28 Deadline Set for Proofs of Claim Filing HAVEN HEALTHCARE: Committee Gets OK to Retain Pepper Hamilton HAVEN HEALTHCARE: Committee Gets Approval to Retain Neubert Pepe HINES NURSERIES: Moody's Vacates Caa2, Caa3 Ratings HOLLEY PERFORMANCE: Gets Initial OK to Access Wells Fargo DIP Loan HOLLYWOOD THEATERS: Moody's Keeps 'B2' Rating and Stable Outlook INDEPENDENCE LP: Dec. 31 Balance Sheet Upside-Down by $7.8 Million INDYMAC BANCORP: Reports $509.1 Mil. Net Loss for 2007 Fourth Qtr. IZATY'S GROUP: To Auction Lake Mille Resort on April 3 INTERSTATE BAKERIES: Taps Huron Consulting as Valuation Expert JETBLUE AIRWAYS: Names Edward Barnes as Chief Financial Officer JMG EXPLORATION: Inks Extension Deal to Repay $3MM of Newco's Loan JOHN B. SANFILIPPO: Earns $3.5 Mil. in Quarter Ended December 27 JOHN B SANFILIPPO: Secures $117.5 Million New Loan Facility JP MORGAN: S&P Maintains 'BB' Rating on Class L Certificates KELLWOOD COMPANY: Inks Merger Agreement with Sun Capital KELLWOOD CO: S&P Retains Negative Watch Posting of 'BB-' Rating LEVITT AND SONS: Seeks to Increase Interim Credit Cap to $500,000 LEVITT & SONS: Wants May 11 as Intercompany Claims Filing Deadline LEVITT AND SONS: Chief Loan Administrator Taps RMS Inc. as Advisor LB-UBS: Fitch Affirms Low-B Ratings on Five Certificate Classes MANCHESTER INC: Section 341(a) Meeting Scheduled for March 14 MEDICOR LTD: Seeks Court OK to Increase DIP Loan to $7 Million MEDICOR LTD: Court Extends Exclusive Plan Filing Period to Feb. 25 MERRILL LYNCH: Fitch Junks Ratings on 18 Certificate Classes MONEYGRAM INT'L: Inks Recapitalization Deal with Thomas Lee MORGAN STANLEY: S&P Lifts Rating on $3 Mil. A-11 Notes to 'BB' MOUNT AIRY: S&P Downgrades Corporate Credit Rating to 'CCC' N-45 FIRST: Fitch Holds 'BB+' Rating on CDN$3.7MM Class E Loans NATIONWIDE HEALTH: Sells Properties to Emeritus for $305 Million NEUMANN HOMES: To Sell PFS-Montgomery Assets for $2.5 Million NEUMANN HOMES: Wants Court to Extend Exclusive Plan Filing Period NEUMANN HOMES: Wants Until May 2 to Make Lease-Related Decisions NEUMANN HOMES: Sky Ranch Property Is Single Asset Real Estate NORCROSS SAFETY: S&P Changes Outlook to Stable; Affirms B+ Rating NORTEL NETWORKS: In Talks with Motorola to Merge Wireless Units NORTHWEST AIRLINES: To Focus on Joint Pilot Contract with Delta OGLEBAY NORTON: Carmeuse Merger Obtains FTC Regulatory Approval OPEN MAGNETIC: Section 341(a) Meeting Scheduled for February 26 OPEN MAGNETIC: U.S. Trustee Appoints 5-Member Creditors Committee OPEN MAGNETIC: Court Okays Use of GECC's Cash Collateral OPEN MAGNETIC: Taps GlassRatner as Chief Restructuring Managers OPEN MAGNETIC: Wants to Hire Shutts & Bowen as Bankruptcy Counsel ORCHESTRA THERAPEUTICS: Issues STIP Note & Shares to Spencer Trask PACIFIC LUMBER: To Settle $1-Billion Qui Tam Lawsuit for $3 PHOENIX COLOR: Moody's Reviews 'B3' Note Rating For Likely Upgrade PHOENIX COLOR: Inks $219 Mil. Acquisition Deal with Visant Corp. PHOENIX COLOR: S&P Puts 'B' Rating on CreditWatch Positive PIKE NURSERY: Judge Diehl OKs Bidding Procedure for Sale of Assets PILGRIM AMERICA: S&P Holds 'CC' Rating on Class B Notes PINNACLE ENT: Rouge Parish Voters OK $250 Mil. Riviere Development PLASTECH ENGINEERED: Court Gives Interim OK to Use Cash Collateral PLASTECH ENGINEERED: Court to Evaluate Chrysler's Tooling Motion PLASTECH ENGINEERED: Wants Vendor Claims Upped as Admin. Expense PMA CAPITAL: Sale of Operations Does Not Affect Fitch's Ratings POPE & TALBOT: Debtors' Trout Lake Property Added to InterFor APA POPE & TALBOT: Asks Court to Set April 3 as Claims Bar Date POPE & TALBOT: Can Sell Pulp Business Assets to PT Pindo Deli POPE & TALBOT: Can Sell Remaining Wood Products to Fox Lumber PROPEX INC: Gets Access to Additional $40 Million of DIP Financing PROPEX INC: IRS Demands Filing of Form 941 for 3Q 2007 Today PROPEX INC: Shaw and IRS Balk at BNP Paribas DIP Fund Agreement PROTECTED VEHICLES: Section 341(a) Meeting Scheduled for March 7 QWEST COMMUNICATIONS: Earns $366 Mil. in Quarter Ended December 31 RICHARD RANDALL: Case Summary & 10 Largest Unsecured Creditors RIVERSIDE COMMONS: Case Summary & Four Largest Unsecured Creditors ROBERT BUTLER: Voluntary Chapter 11 Case Summary ROYAL CARIBBEAN: Inks $530 Mil. Credit Pact with Nordea Bank RURAL/METRO: December 31 Balance Sheet Upside-Down by $112 Million SACO: Fitch Downgrades Ratings on $830.4 Million Certificates SEALY CORP: S&P Alters Outlook to Negative on Weak Credit Measures SOLUTIA INC: Lenders Seek Clarification of Funding Commitment SOLUTIA INC: Resolves EPA Environmental Claim for $3,600,000 STRUCTURED ASSET: S&P Places Two Junk Ratings on Negative Watch SUMMIT GLOBAL: Asset Sale to TriDec Faces Opposition TAHERA DIAMOND: Court Extends CAA Protection to June 30 TAPESTRY PHARMA: Hires Counsel to Initiate Bankruptcy Filing TAPESTRY PHARMA: Grant Thornton Leaves Post as Accountant TENORITE CDO: S&P Ratings on Seven Classes Placed Under Neg. Watch TERWIN MORTGAGE: Two Cert. Classes Acquire S&P's Junk Ratings TP EMERALD: Wants to Employ Hall & Tanner as Special Counsel TOUSA INC: Court To Consider Ernst & Young's Employment on Feb. 28 TRANSDIGM GROUP: Fitch Affirms 'B' Issuer Default Ratings TRM CORP: Inks $1M Credit Agreement with LC Capital TWEETER HOME: Judge Walsh Changes Case Name to TWTR Inc. UMMA RESOURCES: Wants to Employ Jordan Hyden as Bankruptcy Counsel US ENERGY: Wants Ex-CEO Fogel to Stop Harassment During Bankruptcy US ENERGY: Adjourns Special Meeting of Stockholders Until Feb. 19 VERTIS INC: Relocates San Leandro Advertising Inserts Operation VICTOR PLASTICS: Court Moves DIP Financing Hearing to March 5 VICTOR PLASTICS: Court Junks Venue Transfer Motion VINCENT JAROSZ: Case Summary & 12 Largest Unsecured Creditors VISANT HOLDING: Signs $219 Million Merger Deal With Phoenix Color VISANT HOLDING: S&P Changes Outlook to Stable; Retains 'B+' Rating WENDY'S INT'L: Trian Partners Moves to Raise Board Size to 15 WILLIAM HIBBARD: Case Summary & Its Largest Unsecured Creditor WR GRACE: Seeks Court OK to Extend DIP Facility Until April 2010 WR GRACE: Asbestos Claims Estimation Trial to Resume March 24 WR GRACE: Wants to Contribute $17 Million to Pension Plan * S&P Takes Action on 67 Tranches From Nine Cash Flows and CDOs * S&P Confirms Ratings on 38 Classes From Five Reperforming RMBS * Fitch Downgrades 28 Tranches of Collateralized Loan Obligations * $531B US Corp. Bonds to Mature Amidst Crisis, Fitch Notes * Chadbourne & Parke Establishes Climate Change Practice * Gersten Savage Creates Lateral Recruitment Committee * Chapter 11 Cases with Assets & Liabilities Below $1,000,000 ********* 1031 TAX GROUP: Okun Can't Renege on Promise to Return Assets ------------------------------------------------------------- The Honorable Martin Glenn of the United States Bankruptcy Court for the Southern District of New York denied Edward Okun's efforts to back out of his promise to return personal assets to creditors of 1031 Tax Group, LLC, Bill Rochelle of Bloomberg News reports. According to Bloomberg, Judge Glenn found "as a matter of fact, that the financial statement Mr. Okun submitted was false." As reported in the Troubled Company Reporter on Feb. 5, 2008, Gerard A. McHale, Jr., the Chapter 11 trustee appointed to oversee the bankrupt estate, sued Mr. Okun early in January for failure to turn over a Bentley automobile, a Rolls-Royce, a Porche 911, a Lamborghini and other property worth more than $600,000 in the aggregate. Headquartered in Richmond, Virginia, The 1031 Tax Group LLC -- http://www.ixg1031.com/-- is a privately held consolidated group of qualified intermediaries created to service real property exchanges under Section 1031 of the Internal Revenue Code. The company and 15 of its affiliates filed for Chapter 11 protection on May 14, 2007 (Bankr. S.D.N.Y. Case No. 07-11447 through 07-11462). Paul Traub, Esq., Norman N. Kinel, Esq., and Steven E. Fox, Esq., at Dreier LLP, represent the Debtors in their restructuring efforts. The Debtors selected Kurtzman Carson Consultants LLC as their claims agent. Thomas J. Weber, Esq., Melanie L. Cyganowski, Esq., and Allen G. Kadish, Esq., at Greenberg Traurig, LLP, represent the Official Committee of Unsecured Creditors. As of Sept. 30, 2007, the Debtors had total assets of $164,231,012 and total liabilities of $168,126,294, resulting in a total stockholders' deficit of $3,895,282. Gerard A. McHale, Jr., was appointed as the Debtors' Chapter 11 trustee on Oct. 25, 2007. Jonathan L. Flaxer, Esq., at Golenbock Eiseman Assor Bell & Peskoe LLP, represents Mr. McHale. Michael C. Markham, Esq., and Angelina E. Lim, Esq., at Johnson Pope Bokor Ruppel & Burns LLP, in Clearwater, Florida, serve as the Chapter 11 Trustee's co-counsel. ACIH INC: Low Cash Flow Cues Moody's to Junk Corp. Family Rating ---------------------------------------------------------------- Moody's Investors Service downgraded ACIH Inc.'s corporate family rating to Caa1 from B2 and discount notes to Caa3 from Caa1. ACIH is an intermediate holding company that is structurally below Atrium Corporation, the ultimate parent company, but resides above Atrium Companies, Inc., the primary operating company. Moody's also downgraded the rating on Atrium's senior secured revolver and term loan B facilities to B3 from B1. Moody's affirmed the company's speculative grade liquidity rating at SGL-4 thereby reflecting the company's weak liquidity position. The ratings outlook is negative. These ratings/assessments for ACIH, Inc. have been affected: -- Corporate Family Rating, downgraded to Caa1 from B2; -- Probability of Default Rating, downgraded to Caa1 from B2; -- $174 million senior discount notes due 2012, downgraded to Caa3 (LGD6, 90%) from Caa1 (LGD6, 90%); -- Speculative Grade Liquidity Rating, affirmed at SGL-4. These ratings/assessments for Atrium Companies, Inc. have been affected: -- $378.5 million senior secured term loan B, due 2012, downgraded to B3 (LGD3, 34%) from B1 (LGD3, 35%); -- $50 million senior secured revolving credit facility, due 2011, downgraded to B3 (LGD3, 34%) from B1 (LGD3, 35%). The ratings downgrade reflects the company's high leverage, low free cash flow generation and the overall impact from the difficult operating environment for companies that sell into the new home construction and into the home repair and remodeling markets. The company's sales and margins have been particularly hard hit as a result of weakness in Florida and various other "previously hot" markets. Moody's believes Atrium's leverage may increase to over 8.5 times for 2008 due to the weak new home construction and remodeling markets. Were the company able to turn free cash flow meaningfully positive and lower its debt leverage to below 8 times on a LTM and on a projected basis, the company could see its debt ratings and/or outlook upgraded. The ratings may deteriorate further if the company's free cash flow generation was to turn meaningfully negative on a projected basis or if the company's liquidity falls below $15 million. The ratings outlook may improve if the company was able to refinance, or meaningfully amend, the terms its $174 million notes that are currently pay-in-kind but are anticipated to turn cash pay in June of 2008. Headquartered in Dallas, Texas, Atrium Companies, Inc. is one of the largest window manufacturers in North America. Revenues for the trailing twelve months ended Sept. 30, 2007 were $791 million. ADELPHIA COMMS: Recovery Trust Assets Valued at $677,700,000 ------------------------------------------------------------ The Adelphia Recovery Trust disclosed that the Feb. 13, 2007 effective date value for federal income tax purposes of the assets transferred to the ART was $677,700,000, including cash of $25,000,000. The ART Declaration of Trust and the Adelphia reorganization plan require the ART to determine the value of the transferred assets as of the Effective Date for federal income tax purposes and to communicate that value to the ART's beneficiaries. Under Section 8.01(a) of the ART Declaration of Trust, unless the Internal Revenue Service or a court of competent jurisdiction requires a different treatment, for all federal income tax purposes the ART beneficiaries will be deemed to have received ART's assets from the Adelphia Bankruptcy Estate and then to have transferred those assets to the ART. The valuation for federal income tax purposes was based on a calculation of value prepared by Weiser LLP, which itself was based on the trading values of interests in the ART after the Effective Date. The assets transferred to the ART consist largely of litigation claims that Adelphia Communications Corporation and its subsidiaries held against third parties, such as certain banks, investment banks, and advisors. Those litigation claims are contingent, and the value of those assets is difficult to quantify with precision. Therefore, the ART emphasizes that no inference can or should be drawn from this tax valuation as to the Trust's view of the value of any trust certificates or of any litigation. A copy of the ART's letter to beneficiaries with information concerning the federal income tax valuation is available in the "Important Documents-Adelphia Recovery Trust" section of Adelphia's Web site at http://www.adelphiarestructuring.com Beneficiaries may direct questions to creditor.inquiries@adelphia.com However, the ART does not intend to and will not provide tax advice to beneficiaries. The ART strongly encourages beneficiaries to consult their own tax advisors. About the Adelphia Recovery Trust The Adelphia Recovery Trust is a Delaware Statutory Trust that was formed pursuant to the ACOM Debtors' First Modified Fifth Amended Joint Plan of Reorganization, which became effective Feb. 13, 2007. The ART holds certain litigation claims transferred pursuant to the Plan against various third parties and exists to prosecute the causes of action transferred to it for the benefit of holders of ART interests. About Adelphia Comms Based in Coudersport, Pennsylvania, Adelphia Communications Corporation (OTC: ADELQ) -- http://www.adelphia.com/-- is a cable television company. Adelphia serves customers in 30 states and Puerto Rico, and offers analog and digital video services, Internet access and other advanced services over its broadband networks. The company and its more than 200 affiliates filed for Chapter 11 protection in the Southern District of New York on June 25, 2002. Those cases are jointly administered under case number 02-41729. Willkie Farr & Gallagher represents the Debtors in their restructuring efforts. PricewaterhouseCoopers serves as the Debtors' financial advisor. Kasowitz, Benson, Torres & Friedman, LLP, and Klee, Tuchin, Bogdanoff & Stern LLP represent the Official Committee of Unsecured Creditors. Adelphia Cablevision Associates of Radnor, L.P., and 20 of its affiliates, collectively known as Rigas Manged Entities, are entities that were previously held or controlled by members of the Rigas family. In March 2006, the rights and titles to these entities were transferred to certain subsidiaries of Adelphia Cablevision LLC. The RME Debtors filed for chapter 11 protection on March 31, 2006 (Bankr. S.D.N.Y. Case Nos. 06-10622 through 06-10642). Their cases are jointly administered under Adelphia Communications and its debtor-affiliates' chapter 11 cases. The Bankruptcy Court confirmed the Debtors' Modified Fifth Amended Joint Chapter 11 Plan of Reorganization on Jan. 5, 2007. That plan became effective on Feb. 13, 2007. (Adelphia Bankruptcy News, Issue No. 184; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). ADVANCED EMERGENCY: Voluntary Chapter 11 Case Summary ----------------------------------------------------- Debtor: Advanced Emergency Medical Services, Inc. 900 Shreveport Road Minden, LA 71055 Bankruptcy Case No.: 08-10389 Type of Business: The Debtor provides ambulance transportation. Chapter 11 Petition Date: February 11, 2008 Court: Western District of Louisiana (Shreveport) Debtor's Counsel: Richard J. Reynolds, Esq. 401 Edwards Street, 13th Floor Shreveport, LA 71101 Tel: (318) 221-8671 Fax: (318) 222-4320 Estimated Assets: Less than $50,000 Estimated Debts: $1 Million to $10 Million The Debtor did not file a list of its largest unsecured creditors. ALCATEL-LUCENT: Discloses Long Term Evolution Joint Venture w/ NEC ------------------------------------------------------------------ Alcatel-Lucent and NEC disclosed the start of a collaboration to market advanced end-to-end communications solutions. As a first step in this collaboration, Alcatel-Lucent and NEC have decided to form a joint venture that will focus on the development of long term evolution wireless broadband access solutions. These solutions will support the network evolution of customers around the world, such as NTT DoCoMo, who has already selected NEC as a vendor for commercial service deployment of its Super 3G project, and Verizon, with whom Alcatel-Lucent has already initiated a long term evolution trial program. Through this joint development effort, the two companies intend to accelerate the availability of next-generation wireless solutions. Leveraging the common long term evolution product strategy and platform of the joint venture, Alcatel-Lucent and NEC will each manage delivery, project execution and dedicated support to their respective customers. Under this joint venture, the two companies will pool their existing research & development resources and key technologies on which next-generation wireless access is based, such as IP, multiple input/multiple output and orthogonal frequency division multiple access. Through this joint development effort, Alcatel- Lucent and NEC are affirming their R&D investment commitments and combining them to accelerate product innovation, differentiation and performance. The goal of the two companies is to achieve faster commercial availability of long term evolution solutions, serve an expanded, global customer base, and establish a leading position in the early development phase of the LTE market. The two companies will make first commercial releases available in 2009, and ensure smooth integration of LTE technology with the existing W-CDMA/HSPA and CDMA/EV-DO networks of their respective customers. "By leveraging complementary portfolios, robust research and innovation capabilities, and strong market positions in Japan and around the globe, the partnership is well positioned to hasten the evolution towards the next-generation of mobile services," Philip Marshall, who heads up technology research at yankee group, said. "This is a smart pairing that will help accelerate the availability of LTE by capitalizing on early market implementations that we expect to occur in Japan and North America." "This strategic collaboration with NEC is driven by scale, time- to-market, and product excellence objectives, and it will put us in a strong position to ride the next wave of transformation in the wireless industry," Patricia Russo, chief executive officer of Alcatel-Lucent, said. "By drawing upon our combined innovation capabilities, we will be able to effectively accompany leading operators as they migrate their network to next-generation wireless broadband technology, hence sustaining the value of their networks well into the future." "This collaboration gives us the potential to open up new market opportunities for advanced wireless services globally," Kaoru Yano, president of NEC Corporation, said. "Moreover, NEC's core competence lies in integrated IT/network solutions business." "Through this alliance, we intend to explore the potential for collaboration with Alcatel-Lucent to best leverage both companies' market-leading capabilities in a wide range of fields," Mr. Yano added. "We expect this partnership to contribute to the execution of our next-generation network business strategy by expanding our reach into global markets." In the future, the collaboration is expected to expand into end- to-end third-generation CDMA-based solutions, as well as a wide range of advanced IP-based solutions, such as optical transmission, IP service routing, and IMS-based communications services. Alcatel-Lucent and NEC will also investigate collaborating in developing IT solutions for service providers, such as service application solutions, together with the servers and storage products on which those solutions depend. About NEC Corporation NEC Corporation is a Japan-based manufactures involved information technology solution, mobile/personal solution and electronic device. It also develops, designs and sells hardware, software, network systems and broadcasting systems, among others. In addition, the company is also engaged in the development, design, manufacturing and sale of monitors and liquid crystal projectors. About Alcatel-Lucent Headquartered in Paris, Alcatel Lucent -- http://www.alcatel- lucent.com/ -- (NYSE:ALU) fka Alcatel, provides solutions that enable service providers, enterprises and governments, to deliver voice, data and video communication services to end users. It offers end-to-end solutions that enable communications services for residential, business and mobile customers. It has operations in more than 130 countries Alcatel-Lucent is organized around three business groups and four geographic regions. The Wireless, Wireline and Convergence groups, which make up the Carrier Business Group, are dedicated to serving the needs of the world's service providers. The Enterprise Business Group focuses on meeting the needs of business customers. The Services Business Group designs, deploys, manages and maintains networks worldwide. The Company's geographic regions are Europe and North, Europe and South, North America, and Asia-Pacific. * * * Moody's Investor Service placed Alcatel-Lucent's probability of default rating at 'Ba2' in March 2007. The rating still holds today with a stable outlook. ALLIANCE ONE: 10Q Filing Delay Won't Affect S&P's 'B+' Rating ------------------------------------------------------------- Standard & Poor's Ratings Services said that its rating and outlook on Alliance One International Inc. (B+/Negative/-) are not affected by the company's announcement that it will delay the filing of its financial statements for the third fiscal quarter ended Dec. 31, 2007, and will restate its fiscal second-quarter financial results. The restatement will reflect restructuring and asset impairment charges of $6.9 million related to the company's sale of Compania General de Tabacos de Filipinas S.A. and its worldwide operating subsidiaries. Management now believes that the charges should have been taken in the second quarter, which will require an amendment and restatement to its second-quarter financial statements. It is S&P's expectation that the issues underlying the restatements will not meaningfully impact past operating results, and that the weaknesses alluded to in the company's announcement are manageable and will be corrected shortly. Given the company's recent other past financial restatements and delayed filings, S&P will assess the company's ability to remedy its weakness in internal controls arising from these repeated restatements, and its ability to issue these restatements and fiscal third-quarter Form 10-Q on a timely basis. Although currently this filing delay and restatement has not caused any technical defaults on Alliance One's obligations, S&P will monitor the company's progress to assure that no technical defaults occur, as well as to achieve a level of comfort that the company has addressed any possible material weaknesses identified in the current accounting review. ALLIED HOLDINGS: Teamsters Union Says No to Complaint Dismissal --------------------------------------------------------------- The Automobile Transport Chauffeurs Demonstrators and Helpers Union, Teamsters Local 604 ask the Honorable Ray Mullins of the U.S. Bankruptcy Court for the Northern District of Georgia to deny in full Allied Holdings Inc. and its debtor-affiliates' request to dismiss the union's complaint. Union Rejects Wage Concessions Teamsters Local 604 is local union and labor organization affiliated with the International Brotherhood of Teamsters that represents workers employed in the automobile transport industry. Teamsters Local 604 is an unincorporated association with members residing in various states including, without limitation, Missouri and Illinois. Teamsters Local 604 had asked the Court to stop the Debtors from modifying the confirmed Plan, and soliciting for the modification of the Plan without the Debtors' compliance with all provisions of Sections 1127 and 1125 of the Bankruptcy Code. Mark Potashnick, Esq., at Weinhaus & Potashnick, in St. Louis, Missouri, related that Allied Holdings, Inc., now known as Allied Systems Holdings, Inc., announced plans to purchase Performance Transportation Services, Inc., and pay the acquired employees concessionary wage rates in contravention of the confirmed Chapter 11 Plan. The Term Sheet under the Chapter 11 Plan protects Teamster- represented employees from the wage concessions imposed upon the Debtors' employees in the event that the Debtors acquire another employer, or its business, subject to the National Master Automobile Transporters Agreement. Mr. Potashnick told the Court that the Debtors and the Teamsters Committee are attempting to accomplish a sub rosa modification of the Plan at a time when the Bankruptcy Code prohibits any modification. Subsequently, the Debtors and the Teamsters National Automotive Transporters Industry Negotiating Committee asked the Court to deny the Teamsters Local 604's request for preliminary injunction, and dismiss the Teamsters Local 604's complaint against TNATINC. Frederick Perillo, Esq., at Previant, Goldberg, Uelmen, Gratz, Miller and Brueggeman, s.c., in Milwaukee, Wisconsin, said that the Teamsters Local 604 nor Mr. Warner is affected by the alleged violations because neither of them is a holder of a claim or interest entitled to accept or reject the original plan. The Debtors denied the Teamsters Local 604's allegation that the Debtors have announced to their employees that they intend to obtain the Court's approval of a new term sheet. Union Says It Has Standing for the Complaint Mr. Potashnick, Esq., at Weinhaus & Potashnick, in St. Louis, Missouri, asserts that Teamsters Local 604 has standing to bring the present action because: -- Teamsters Local 604's members stand not only as "aggrieved persons" who can enforce rights under the original term sheet, but also as intended third party beneficiaries of that Term Sheet; and -- Teamsters Local 604 has representational standing to pursue the adversary proceeding. Furthermore, Mr. Pothasnick says, Teamsters Local 604 meets the traditional test for standing: (i) it suffered some actual or threatened injury as a result of the defendant's allegedly illegal conduct; (ii) the injury can be fairly traced to the illegal conduct; and (iii) the relief the plaintiffs requests of the court will likely redress their injury. Mr. Potashnick contends the Bankruptcy Code bestows standing on Teamsters Local 604. A "party-in-interest" under Section 1109(b) of the Bankruptcy Code is any person with a direct financial stake in the outcome of the case. Mr. Potashnick asserts that the Debtors' request for dismissal should be denied in full because: a. no basis exists for the Debtors' concerns about unfair labor practice; b. the Debtors cannot modify the confirmed Chapter 11 Plan by modifying the original labor term sheet; c. the new labor term sheet materially modifies the Plan; d. the Debtors failed to comply with disclosure and solicitation requirements for any allowable modification; e. the completion of balloting does not moot the adversary proceeding; and f. the Debtors raise issues of fact not germane to a motion to dismiss. Accordingly, Teamsters Local 604 reassert that the Court should issue the preliminary injunction it requested against the Debtors. Mr. Potashnick reminds the Court the Teamsters Local 604 meet all of the requirements for grant of a preliminary injunction: 1. likelihood of success on the merits; 2. the Teamsters Local 604 face the real threat of irreparable injury; 3. the threatened injury to the Teamsters Local 604 and similarly situated others outweighs any possible harm to the Debtors; 4. the Debtors do not deny that a preliminary injunction does not harm the public interest. Based in Decatur, Georgia, Allied Holdings Inc. (AMEX: AHI, other OTC: AHIZQ.PK) -- http://www.alliedholdings.com/-- and its affiliates provide short-haul services for original equipment manufacturers and provide logistical services. The company and 22 of its affiliates filed for chapter 11 protection on July 31, 2005 (Bankr. N.D. Ga. Case Nos. 05-12515 through 05-12537). Jeffrey W. Kelley, Esq., at Troutman Sanders, LLP, represented the Debtors in their restructuring efforts. Henry S. Miller at Miller Buckfire & Co., LLC, served as the Debtors' financial advisor. Anthony J. Smits, Esq., at Bingham McCutchen LLP, provided the Official Committee of Unsecured Creditors with legal advice and Russell A. Belinsky at Chanin Capital Partners, LLC, provided financial advisory services to the Committee. When the Debtors filed for protection from their creditors, they estimated more than $100 million in assets and debts. On May 11, 2007, the Court confirmed Allied's Second Amended Chapter 11 Plan of Reorganization. Allied emerged from bankruptcy on May 29, 2007. (Allied Holdings Bankruptcy News, Issue No. 63; Bankruptcy Creditors' Service, Inc. http://bankrupt.com/newsstand/or 215/945-7000) * * * As of April 30, 2007, Allied Holdings Inc.'s consolidated balance sheet showed $217,379,000 in total stockholders' deficit resulting from total assets of $309,931,000 and total liabilities of $527,310,000. AMERICAN CASINO: Extends $215M Notes Tender to February 15 ---------------------------------------------------------- American Casino & Entertainment Properties LLC has extended to Feb. 15, 2008, 5:00 p.m., New York City time the expiration date for the tender offer to purchase all of the $215 million principal amount of the outstanding 7.85% Senior Secured Notes due 2012 co- issued by ACEP and American Casino & Entertainment Finance Corp. Pursuant to the terms of the Offer to Purchase and Consent Solicitation Statement dated Dec. 28, 2007, as amended, the Tender Offer was scheduled to expire at 8:00 a.m., New York City time, on Feb. 8, 2008, unless further extended. Holders who have already tendered their Notes do not have to re-tender their Notes or take any other action as a result of the extension. ACEP has received valid tenders and consents from holders of $215 million aggregate principal amount of the Notes, representing 100% of the Notes outstanding as of 5:00 p.m., New York City time, on Jan. 11, 2008. The right to withdraw the tendered Notes and to revoke delivered consents terminated on the Consent Date. Except for the extension, all of the terms and conditions set forth in the Statement with respect to the Notes remain unchanged. The acceptance of the Notes for purchase pursuant to the Tender Offer is subject to the satisfaction or waiver of certain conditions, including, but not limited to, the satisfaction or waiver of all conditions precedent to the consummation of the acquisition of ACEP by W2007/ACEP Holdings LLC, an affiliate of Whitehall Street Real Estate Funds, a series of real estate investment funds sponsored and managed by The Goldman Sachs Group Inc. and its affiliates and the expectation that the Acquisition will be consummated immediately after the expiration date. No assurance can be given that such conditions will be satisfied in a timely manner or at all. The exclusive dealer manager and solicitation agent for the Tender Offer is Bear Stearns & Co. Inc. Questions regarding the Tender Offer may directed to Bear Stearns at (877) 696-BEAR (toll free) or (212) 272-5112 (collect). The information agent and tender agent for the Tender Offer is D.F. King & Co., Inc. Requests for the Statement may be directed to the information agent, at: D.F. King & Co. Inc. 22nd Floor, 48 Wall Street New York, NY 10005 Tel (212) 269-5550 (for banks and brokers only) (800) 628-8208 (for all others toll free) About American Casino Headquartered in Las Vegas, Nevada, American Casino & Entertainment Properties LLC -- http://www.acepllc.com/-- owns and operates four gaming and entertainment properties in southern Nevada. The four properties are the Stratosphere Casino Hotel & Tower, which is located on the Las Vegas Strip and caters to visitors to Las Vegas, two off-Strip casinos, Arizona Charlie's Decatur and Arizona Charlie's Boulder, which cater primarily to residents of Las Vegas and the surrounding communities, and the Aquarius Casino Resort which caters to visitors to Laughlin. * * * American Casino & Entertainment Properties LLC continues to carry Moody's "B2" probability of default and long-term corporate family ratings with a developing outlook. In addition, the company also carries Standard & Poor's "B+" long- term local and foreign issuer credit ratings with a negative outlook. AMERICAN REPROGRAPHICS: Earns $16.7 Mil. for 2007 Fourth Quarter ---------------------------------------------------------------- American Reprographics Company reported $16.7 million net income for the fourth quarter of 2007 compared to net income for the fourth quarter of 2006 of $12.8 million. Net revenue for the fourth quarter of 2007 was $174.1 million compared to $147 million in the fourth quarter of 2006, an increase of 18.5%. Revenue for the full year ended Dec. 31, 2007, was $688.4 million, compared to $591.8 million for 2006, a 16.3% increase year-over- year. Net income for 2007 was $69.1 million compared to the net income for 2006 of $51.4 million. The company's consolidated balance sheet, on Dec. 31, 2007, reflected total assets of $722.6 million, total liabilities of $471.0 million and a stockholder's equity of $251.6 million. "We experienced a challenging year in 2007," K. Suriyakumar, president and chief executive officer, said. "The residential downturn had a larger than expected impact on our business, and with the general economic fallout surrounding the sub-prime meltdown, investors turned skittish about construction-related stocks." "Regardless of market sentiment, however, we remained focused on growing our business and achieved significant gains in the quarter," Mr. Suriyakumar added. "We dramatically expanded our footprint to 308 locations including the addition of 19 new companies." "This represents more acquisitions than any other year in the company's history," Mr. Suriyakumar stated. "We refinanced our debt with excellent terms in an extremely tough credit market." "We also forged significant new customer relationships in the non- AEC market place, and implemented a seamless management transition at the highest level in the company," Mr. Suriyakumar went on to say. "In addition, we signed a partnership with one of the most prestigious technology companies in China, and signed a software licensing partnership with a significant vendor, both of which will significantly benefit the company in the long term." "What is equally noteworthy is that in deteriorating market conditions, management was able to quickly implement significant controls within the company during the latter, and traditionally slower, part of the year to improve both sales and margins," Mr. Suriyakumar continued. "The result of these efforts was one of the company's best fourth quarters." "ARC ended its year in excellent fiscal condition, and with tremendous flexibility in its capital structure," Jonathan Mather, chief financial officer, said. "Refinancing our debt in December provided better terms than our previous overall package, as well as an expanded revolver component that can sustain our dynamic acquisition activity." "It is worth noting that the refinancing agreement resulted in an after-tax charge of $800,000 related to the extinguishment of our previous debt, which had a $0.02 impact on our annual and quarterly EPS," Mr. Mather concluded. "Overall, however, the company is well-positioned to pursue its growth targets in 2008 and beyond." About American Reprographics Headquartered in Walnut Creek, California, American Reprographics Company (NYSE:ARP) -- http://www.e-arc.com/-- is a reprographics company in the United States providing business-to-business document management services to the architectural, engineering and construction industry. It also provides these services to companies in non-AEC industries, such as technology, financial services, retail, entertainment, and food and hospitality. The business-to-business services ARC provides to its customers include document management, document distribution and logistics, print-on-demand, and a combination of these services in its customers’ offices as onsite services. During the year ended Dec. 31, 2006, the Company acquired 16 reprographics companies, of which 13 were in the United States and three were in Canada. In December 2006, it acquired Elite Reprographics. In April 2007, ARC acquired the reprographics division of Imaging Technologies Servives Inc. In October 2007, the company announced the acquisition of the assets of eBlueprint Holdings Inc. * * * As reported in the Troubled Company Reporter on Nov. 16, 2007, Moody's Investors Service affirmed the corporate family rating for American Reprographics Company LLC. Moody's has concurrently assigned a Ba2 rating to the proposed first lien credit facilities of ARC, consisting of a $75 million senior secured revolving credit facility and a $275 million senior secured term loan 'A'. The new senior secured credit facilities will replace an existing $30 million senior secured revolving credit facility and a $261 million senior secured term loan. The outlook has been changed to stable from positive, reflecting the potential for a significant slowdown in non-residential construction more severe than currently anticipated by Moody's. AMP'D MOBILE: Dismisses Lawsuit Against Valutech Outsourcing ------------------------------------------------------------ Amp'd Mobile Inc. has voluntarily dismissed its lawsuit against Valutech Outsourcing LLC. Amp'd Mobile initiated an adversary proceeding against Valutech, seeking to recover $99,272 in purported preferential transfers it made to Valutech prior to Amp'd Mobile's bankruptcy filing. The Debtor amended the Adversary Proceeding to include claims challenging the extent and validity of Valutech's asserted lien rights. Valutech, together with Brightpoint North America LP, has asserted liens on the Debtor's assets sold to Cellupage and acknowledged that the Debtors' assets were under their possession. The Debtor and Valutech were parties to a Services Agreement dated November 2006, whereby the Debtor delivered broken or non- functional mobile handsets to Valutech for refurbishment and repair. Valutech also provided logistics services. In authorizing the Cellupage sale, the U.S. Bankruptcy Court for the District of Delaware clarified that the sale proceeds of the Valutech's Tucson and Mexico Inventory, aggregating $724,385, will be escrowed in a separate account pending resolution of the priority, validity and extent of Valutech's asserted lien rights by way of an adversary proceeding. To settle their disputes, Valutech, the Debtor, and Cellupage entered into a supplemental agreement on November 8, 2007. The Supplemental Agreement clarified certain payments the Debtor made or will make, as well as matters concerning the repair and delivery of phone units in Valutech's possession. The Agreement also provides for the dismissal of the Adversary Proceeding. Upon dismissal of the Adversary Proceeding, Valutech would immediately ship the remaining 7,000 completed phones to a warehouse for Cellupage's pick up. Cellupage will shoulder shipment costs from that warehouse to their location in Los Angeles. The parties exchanged mutual releases. The Court approved the Supplemental Agreement. The Court ruled that the purchase price for the Valutech Inventory, amounting to $195,030, that is currently held in escrow be immediately transferred to Kings Road Investment Ltd., the Debtor's secured lender. About Amp'd Mobile Inc. Headquartered in Los Angeles, California, Amp'd Mobile Inc. aka Amp'D Mobile LLC -- http://www.ampd.com/-- is a mobile virtual network operator that provides voice, text and entertainment content to subscribers who contract for cellular telephone service. The company filed for chapter 11 protection on June 1, 2007 (Bankr. D. Del. Case No. 07-10739). Steven M. Yoder, Esq., Eric M. Sutty, Esq. and Mary E. Augustine, Esq. at The Bayard Firm represent the Debtor in its restructuring efforts. Attorneys at Otterbourg, Steindler, Houston & Rosen, P.C. and Klehr, Harrison, Harvey, Branzburg & Ellers, LLP, represent the Official Committee of Unsecured Creditors. In its schedules filed with the Court, the Debtor listed total assets of $47,603,629 and total debts of $164, 569,842. The Debtor's exclusive period to file a plan expired on Sept. 29, 2007. (Amp'd Mobile Bankruptcy News; Bankruptcy Creditors' Services Inc. http://bankrupt.com/newsstand/ or 215/945-7000). AMS HEALTH: Expects to Cancel All Existing Shares Under Plan ------------------------------------------------------------ A.M.S. Health Sciences Inc. reported that it anticipates any plan of reorganization will cancel all of the existing shares of AMS stock, according to the company regulatory filing with the U.S. Securities and Exchange Commission. A.M.S. Health says that there will not be any distributions to current shareholders under any plan. A.M.S. Health further says that creditors will not receive any other pleadings of the case, otherwise except: a) notice of a hearing to consider any sale of substantially all of the assets of the Debtor; b) notice of conversion or dismissal of the Debtor's case; and c) notice of the hearing to consider confirmation of any plan of reorganization, which shall contain a brief description of the treatment of equity security holders under such plan and the legal basis for such treatment. Headquartered in Oklahoma City, Oklahoma, A.M.S. Health Sciences, Inc. -- http://www.amsonline.com/-- sells dietary health products, as well as hair and skin care products. The Company filed for Chapter 11 protection on December 27, 2008 (Bankr. W.D. Okla. Case No. 07-14678). Shaun T. Riley, Esq., at Resides & Resides, P.L.L.C., represents the Debtor in its restructuring efforts. When the Debtor filed for protection against its creditors, it listed total assets of $6,800,000 and total debts of $3,400,000. ASPEN EXECUTIVE: Exclusive Plan Filing Period Extended to May 12 ---------------------------------------------------------------- The United States Bankruptcy Court for the District of Delaware extended Aspen Executive Air LLC's exclusive period to file a Chapter 11 plan until May 12, 2008. The Court also extended exclusive period to solicit acceptances of that plan until July 11, 2008. As reported in the Troubled Company Reporter on Jan. 18, 2008, the Debtor recently closed the sale of substantially all of its assets to John P. Calamos, Pinnacle Air LLC's controlling shareholder. About Aspen Executive Based in Basalt, Colorado, Aspen Executive Air, L.L.C., aka AEXJet -- http://www.aexjet.com/-- is a private jet travel company. The company filed for chapter 11 protection on Sept. 14, 2007 (Bankr. D. Del. Case No. 07-11341). Laura Davis Jones, Esq., Bruce Grohsgal, Esq., and Curtis A. Hehn, Esq., at Pachulski Stang Ziehl & Jones LLP represent the Debtor. The Debtors have selected Administar Services Group LLC as claims, noticing and balloting agent. Donald J. Bowman, Jr., Esq., and Michael R. Nestor, Esq., at Young, Conaway, Stargatt & Taylor represent the Official Committee of Unsecured Creditors. When the Debtor filed for protection form its creditors, it listed assets between $1 million and $100 million. The Debtor's list of 20 largest unsecured creditors showed claims of more than $20 million. ASTORIA POWER: On Fitch's Neg Watch Due to Diminished Performance ----------------------------------------------------------------- Fitch Ratings has placed Astoria Power Project Pass-Through Trust's series A certificates (rated 'BBB-'), series B certificates (rated 'BB') and series C certificates (rated 'BB-') on Rating Watch Negative. The rating action is the result of diminished financial performance in 2007 coupled with an ongoing extended outage at the Astoria Power Project owned by Astoria Energy LLC. On January 1, 2008, Astoria experienced an outage of its steam turbine generator. Astoria expects the outage to persist until April 15. During the interim, Astoria is available to operate on a simple-cycle basis, albeit at a reduced capacity and higher heat rate. Astoria estimates the total cost of repairs at $7 million. In addition to these costs, Astoria is exposed to its obligation under a Power Purchase Agreement with Consolidated Edison Co. of New York (Con Ed, Issuer Default Rating of 'A'). Astoria is required to provide 500MW of Unforced Capacity and on-peak energy. Con Ed also has a call option on Astoria's off-peak energy. However, because the facility will be able to provide some capacity on a simple-cycle basis, Astoria's expected financial exposure to UCAP under the PPA is limited to approximately 50MW during the twelve-month rolling capacity period. Furthermore, Astoria's exposure to energy deliveries is on a 'contract-for- differences' basis in which the project's maximum potential loss is 5% of market rates. Astoria forecasts a net negative earnings impact of $7.3 million and $3.9 million in 2008 and 2009, respectively, due to the outage. The outage follows a year in which Astoria's financial performance fell short of forecasts. In January 2007, the project experienced assorted minor outages which Fitch believes to be typical for projects in the first year of operation. The project, notwithstanding strong operations thereafter, also suffered from unusually low power prices during the summer months. As a result, Astoria was forced to dip into reserves, which were largely replenished by year end 2007. The extent of the current outage, however, will require the project to dip further into reserves and draw heavily on an existing working capital facility. Current projections indicate that available reserves are adequate for timely debt service and operating needs without reliance on external capital. Furthermore, reserves are projected to be replenished in 2009. Fitch does not view the outage and financial performance of 2007 as an impediment to the project's long-term ability to cover debt service. However, in the short-term, Fitch is concerned about Astoria's extensive reliance on insurance proceeds and debt service reserves, as well as the limited operating liquidity available to the project. Prompt insurance payments and a return of the STG to normal operations are imperative. Any further stress would likely lead to a downgrade. The series A certificates follow a fixed-amortization schedule, with a requirement to prepay a bullet maturity with available cash up to a target amortization profile. Failure to service the fixed-amortization represents a payment event of default. The series B and C certificates are subordinate in the cash waterfall. Interest and principal payments on the B and C certificates are deferrable. Failure to pay these certificates does not constitute an event of default and there are no rights to acceleration or other remedies excluding penalty interest. Astoria is a 500MW gas-fired power plant in the Astoria section of Queens, New York. The facility provides electric generating capacity for the New York City market (Zone J), which is one of the most capacity constrained markets in the country. The PPA with Con Ed provides a market-based rate structure with floor prices for both capacity and energy. ATRIUM CO: Moody's Cuts Corp. Rating, Discount Notes to Caa1, Caa3 ------------------------------------------------------------------ Moody's Investors Service downgraded ACIH Inc.'s corporate family rating to Caa1 from B2 and discount notes to Caa3 from Caa1. ACIH is an intermediate holding company that is structurally below Atrium Corporation, the ultimate parent company, but resides above Atrium Companies, Inc., the primary operating company. Moody's also downgraded the rating on Atrium's senior secured revolver and term loan B facilities to B3 from B1. Moody's affirmed the company's speculative grade liquidity rating at SGL-4 thereby reflecting the company's weak liquidity position. The ratings outlook is negative. These ratings/assessments for ACIH, Inc. have been affected: -- Corporate Family Rating, downgraded to Caa1 from B2; -- Probability of Default Rating, downgraded to Caa1 from B2; -- $174 million senior discount notes due 2012, downgraded to Caa3 (LGD6, 90%) from Caa1 (LGD6, 90%); -- Speculative Grade Liquidity Rating, affirmed at SGL-4. These ratings/assessments for Atrium Companies, Inc. have been affected: -- $378.5 million senior secured term loan B, due 2012, downgraded to B3 (LGD3, 34%) from B1 (LGD3, 35%); -- $50 million senior secured revolving credit facility, due 2011, downgraded to B3 (LGD3, 34%) from B1 (LGD3, 35%). The ratings downgrade reflects the company's high leverage, low free cash flow generation and the overall impact from the difficult operating environment for companies that sell into the new home construction and into the home repair and remodeling markets. The company's sales and margins have been particularly hard hit as a result of weakness in Florida and various other "previously hot" markets. Moody's believes Atrium's leverage may increase to over 8.5 times for 2008 due to the weak new home construction and remodeling markets. Were the company able to turn free cash flow meaningfully positive and lower its debt leverage to below 8 times on a LTM and on a projected basis, the company could see its debt ratings and/or outlook upgraded. The ratings may deteriorate further if the company's free cash flow generation was to turn meaningfully negative on a projected basis or if the company's liquidity falls below $15 million. The ratings outlook may improve if the company was able to refinance, or meaningfully amend, the terms its $174 million notes that are currently pay-in-kind but are anticipated to turn cash pay in June of 2008. Headquartered in Dallas, Texas, Atrium Companies, Inc. is one of the largest window manufacturers in North America. Revenues for the trailing twelve months ended Sept. 30, 2007 were $791 million. BARRICADE BOOKS: Exclusive Plan Filing Period Stretched to June 6 ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York extended Barricade Books Inc.'s exclusive period to file a plan of reorganization until June 6, 2008, William Rochelle at Bloomberg News reports. As reported in the Troubled Company Reporter on Oct. 17, 2007, Carole Stuart, president of Barricade Books Inc., disclosed in a court filing that three pending lawsuits prompted the company to file for chapter 11 protection. Mr. Stuart pointed out that the filing was meant to avoid "mounting costs and distraction of litigation" which have taken their toll on the company's operations. According to Mr. Stuart, 51% equity holder in Barricade, the lawsuits are collateral consequences of the company's business of publishing controversial books. Headquartered in Fort Lee, New Jersey, Barricade Books Inc. -- http://www.barricadebooks.com/-- is an independent publisher of non-fiction books. The company filed a chapter 11 petition on October 10, 2007 (Bankr. S.D.N.Y. Case No. 07-13176). Alan D. Halperin, Esq. at Halperin Battaglia Raicht LLP serves as the Debtor's counsel. The Debtor's schedules listed total assets of $389,352 and total debts of $1,607,484. BARRICADE BOOKS: To Pay $9,100 to Settle Libel Suit --------------------------------------------------- William Rochelle at Bloomberg News reports that Barricade Books, Inc., has agreed to pay $9,100 in installments over two months to settle a libel suit. The plaintiff, a woman, claimed she was defamed in a book about Anna Nicole Smith. The authors will waive some of their claims for unpaid royalties, Mr. Rochelle says. Barricade admitted its books "push the limits of our First Amendment rights," Mr. Rochelle relates. As reported in the Troubled Company Reporter on Oct. 17, 2007, Carole Stuart, president of Barricade Books Inc., disclosed in a court filing that three pending lawsuits prompted the company to file for chapter 11 protection. Mr. Stuart pointed out that the filing was meant to avoid "mounting costs and distraction of litigation" which have taken their toll on the company's operations. According to Mr. Stuart, 51% equity holder in Barricade, the lawsuits are collateral consequences of the company's business of publishing controversial books. Mr. Rochelle says the libel suit subject to the settlement is not among those that forced the Debtors to seek bankruptcy protection. Headquartered in Fort Lee, New Jersey, Barricade Books Inc. -- http://www.barricadebooks.com/-- is an independent publisher of non-fiction books. The company filed a chapter 11 petition on October 10, 2007 (Bankr. S.D.N.Y. Case No. 07-13176). Alan D. Halperin, Esq. at Halperin Battaglia Raicht LLP serves as the Debtor's counsel. The Debtor's schedules listed total assets of $389,352 and total debts of $1,607,484. The Debtor has the exclusive right to file a plan of reorganization until June 6, 2008. BAYVIEW FINANCIAL: S&P Chips Rating on Class B-3 Certs. to 'BB' --------------------------------------------------------------- Standard & Poor's Ratings Services lowered its ratings on the class B-3 mortgage pass-through certificates from Bayview Financial Mortgage Pass-Through Trust Series 2005-D. Concurrently, S&P affirmed its ratings on all of the remaining classes of mortgage pass-through certificates from seven Bayview Financial Mortgage Trust series. These table shows the current performance data for the seven series: Performance Data Cum. realized Severe Series losses (i) delinq. (ii) ------ ------------- ------------ 2005-B 1.90% 4.80% 2005-C 0.90% 10.53% 2005-D 2.29% 7.51% 2006-A 1.04% 12.74% 2006-B 0.80% 9.91% 2006-C 0.24% 12.63% 2006-D 0.34% 10.04% (i) As a percentage of original pool balance. (ii) As a percentage of current pool balance. Current pool bal. Months Series (orig. pool bal.) seasoned ------ ----------------- -------- 2005-B 43.61% 32 2005-C 37.92% 28 2005-D 57.49% 25 2006-A 56.35% 22 2006-B 59.41% 20 2006-C 74.93% 13 2006-D 72.61% 11 The downgrade of class B-3 from series 2005-D reflects adverse collateral performance that has caused monthly losses to exceed excess interest. Monthly losses have been outpacing monthly excess interest, causing O/C to decline to $2,077,543, or 0.81% of the original pool balance, which is below its target of 2.05% of the original pool balance. As of the January 2008 remittance period, monthly losses for the past three months have averaged $355,227, while monthly excess interest for the past three months has averaged $122,642. S&P affirmed its ratings on the remaining classes from these seven series based on loss coverage percentages that are sufficient to maintain the current ratings. Subordination, O/C, and excess spread provide credit support for all of the affected deals. The collateral for these transactions primarily consists of reperforming, first-lien, fully amortizing and balloon, fixed-rate mortgage loans secured by single-family residential, multifamily, commercial, and mixed-use properties. Rating Lowered Bayview Financial Mortgage Pass-Through Trust Mortgage pass-through certificates Rating ------ Series Class To From ------ ----- -- ---- 2005-D B-3 BB BBB- Ratings Affirmed Bayview Financial Mortgage Pass-Through Trust Mortgage pass-through certificates Series Class Rating ------ ----- ------ 2005-B A-IO AAA 2005-B 1-A2, 1-A3, 1-A4 AAA 2005-B 1-A5, 1-A6 AAA 2005-B 2-A2, 2-A3 AAA 2005-B M-1 AA 2005-B M-2 AA- 2005-B M-3 A 2005-B M-4 A- 2005-B B-1 BBB 2005-B B-2 BBB 2005-C A-IO AAA 2005-C A-1B, A-1C, A-2 AAA 2005-C M-1 AA 2005-C M-2 AA- 2005-C M-3 A 2005-C M-4 A- 2005-C B-1 BBB+ 2005-C B-2 BBB 2005-C B-3 BBB- 2005-D A-IO, A-PO AAA 2005-D A-F1, A-F2, A-F3 AAA 2005-D A-F4 AAA 2005-D M-1 AA+ 2005-D M-2 AA 2005-D M-3 AA- 2005-D M-4 A+ 2005-D M-5 A 2005-D M-6 A- 2005-D B-1 BBB+ 2005-D B-2 BBB 2006-A A-IO AAA 2006-A 1-A1, 1-A2, 1-A3 AAA 2006-A 1-A4, 1-A5 AAA 2006-A 2-A1, 2-A2, 2-A3 AAA 2006-A 2-A4 AAA 2006-A M-1 AA 2006-A M-2 AA- 2006-A M-3 A 2006-A M-4 A- 2006-A B-1 BBB+ 2006-A B-2 BBB 2006-A B-3 BBB- 2006-B A-IO AAA 2006-B 1-A1, 1-A2, 1-A3 AAA 2006-B 1-A4, 1-A5 AAA 2006-B 2-A1, 2-A2, 2-A3 AAA 2006-B 2-A4 AAA 2006-B M-1 AA 2006-B M-2 AA- 2006-B M-3 A 2006-B M-4 A- 2006-B B-1 BBB+ 2006-B B-2 BBB 2006-B B-3 BBB- 2006-C A-IO AAA 2006-C 1-A1, 1-A2, 1-A3 AAA 2006-C 1-A4, 1-A5 AAA 2006-C 2-A1, 2-A2, 2-A3 AAA 2006-C 2-A4 AAA 2006-C M-1 AA 2006-C M-2 AA- 2006-C M-3 A 2006-C M-4 A- 2006-C B-1 BBB+ 2006-C B-2 BBB 2006-C B-3 BBB- 2006-D A-IO AAA 2006-D 1-A1, 1-A2, 1-A3 AAA 2006-D 1-A4, 1-A5 AAA 2006-D 2-A1, 2-A2, 2-A3 AAA 2006-D 2-A4 AAA 2006-D M-1 AA 2006-D M-2 AA- 2006-D M-3 A 2006-D M-4 A- 2006-D B-1 BBB+ 2006-D B-2 BBB 2006-D B-3 BBB- BERRY PLASTICS: Moody's Maintains 'B3' Corporate Family Rating -------------------------------------------------------------- Moody's Investors Service affirmed the Corporate Family Rating of B3 of Berry Plastics Corporation and downgraded certain instrument ratings. The outlook is stable. This rating action is in response to the company's announcement on Feb. 11, 2008 that it had entered into a $520 million senior secured bridge loan facility to finance its $500 million acquisition of Captive Holdings, Inc. Additional instrument rating actions are detailed below. The affirmation of Berry's Corporate Family Rating reflects the company's success to date integrating previous acquisitions, the current acquisition's neutral impact on credit metrics, the potential for significant synergies, and Captive's strategic fit with Berry's core rigid plastic business. Captive's emphasis on the food, beverage and healthcare segments (approximately 80% of sales for the twelve months ended Sept. 30, 2007) helps balance and offset Berry's more cyclical flexible films, adhesives and coated products segment. Additionally, the company's broad line of bottling products complements Berry's broad line of closures products and there is little overlap between the top ten customers for each company. The geographic footprint of Captive's manufacturing facilities also fills some important gaps in Berry's footprint. Offsetting these positives, are the increased operating and integration risk of another material acquisition before Berry has finished integrating its largest acquisition to date (the recent acquisition of Covalence Specialty Materials Corporation. The increase in risk leaves little room in Berry's profile for further material acquisitions or negative variance in operating performance in the intermediate term. The downgrade of certain instrument ratings of Berry reflects the increase in first lien secured debt and the deterioration in asset coverage that results for the second lien instruments in accordance with Moody's loss-given-default methodology. Moody's took these rating actions for Berry Plastics Corporation: -- Affirmed Corporate Family Rating of B3 -- Affirmed Probability of Default Rating of B3 -- Downgraded $1,200 million senior secured term loan due 2015 to B1 (LGD 2, 27%) from Ba3 (LGD 2, 23%) -- Downgraded $225 million senior secured second lien FRN's due 2014 to Caa1 (LGD 4, 63%) from B3 (LGD 4, 56%) -- Downgraded $525 million senior secured second lien notes due 2014 to Caa1 (LGD 4, 63%) from B3 (LGD 4, 56%) -- Affirmed $265 million senior subordinated notes due 2016 Caa2 (LGD 5, to 85% from 93%) Moody's took these rating actions for Berry Plastics Group, Inc.: -- Affirmed $500 million senior unsecured term loan due 2014, Caa2 (LGD 6, to 94% from 93%) -- Affirmed Speculative Grade Liquidity Rating of SGL-2 The rating outlook for Berry is stable. The ratings and outlook are subject to receipt of final documentation. Based in Evansville, Indiana, Berry Plastics Corporation is one of the world's leading suppliers of rigid plastic packaging products, serving customers in the food and beverage, healthcare, household chemicals, personal care, home improvement, and other industries. Net sales for the twelve months ended Sept. 30, 2007 amounted to approximately $3.0 billion. Captive manufactures blow-molded bottles and injection-molded closures for the food, healthcare, spirits and personal care end markets. Captive is headquartered in Piscataway, New Jersey and operates 13 plants across the United States. Net sales for the twelve months ended Sept. 30, 2007 amounted to approximately $289 million. BERRY PLASTICS: Completes Acquisition of Captive Plastics Inc. -------------------------------------------------------------- Berry Plastics Corporation, an Apollo Management, L.P. and Graham Partners portfolio company, completed the previously disclosed acquisition of 100% of the outstanding common stock of Captive Holdings Inc., the parent company of Captive Plastics Inc., a First Atlantic Capital, Ltd. portfolio company. About the Transaction The Troubled Company Reporter on Jan. 7, 2008 reported that the company has entered into an agreement to acquire 100% of the outstanding common stock of Captive Holdings Inc. Pursuant to the acquisition agreement, Berry will pay $500 million for Captive, subject to certain customary adjustments. Berry has obtained financing commitments to finance the transaction. The transaction will close in the first quarter of 2008 and is subject to customary closing conditions. About Berry Plastics Headquartered in Evansville, Nebraska, Berry Plastics Corporation -- http://www.berryplastics.com/ -- is a manufacturer and supplier of a diverse mix of rigid plastics packaging products focusing on the open top container, closure, aerosol overcap, drink cup and housewares markets. The company sells a broad product line to over 12,000 customers. Berry Plastics concentrates on manufacturing high quality, value-added products sold to marketers of institutional and consumer products. In 2004, the company created its international division as a separate operating and reporting division to increase sales and improve service to international customers utilizing existing resources. The international segment includes the company's foreign facilities and business from domestic facilities that is shipped or billed to foreign locations. About Captive Plastics Based in Piscataway, New Jersey, Captive Plastics -- http://www.captiveplastics.com -- makes plastic containers for the health care, personal care, and food and beverage industries. Captive Plastics operates over a dozen manufacturing facilities across the US and provides over 550 varieties of rigid plastic packaging products, including wide mouth, cylinder, round, and square containers. Its services include engineering, computer aided design, mold construction, production, decorating, and filling. First Atlantic Capital, a private investment firm, owns a majority interest in Captive Plastics. BLUE WATER: Files for Chapter 11 Bankruptcy Protection in Detroit ----------------------------------------------------------------- BWAS Holdings, Inc., the parent company of Blue Water Automotive Systems, Inc. and its subsidiaries, have filed for Chapter 11 bankruptcy protection with the U.S. Bankruptcy Court for the Eastern District of Michigan. Blue Water is conducting normal business operations, and remains focused on serving its customers. In accordance with the U.S. Bankruptcy Code, suppliers are expected to be paid in full and under normal conditions for all goods and services provided after today's filing. The company has filed various motions in the Court, including a motion to pay employees. Blue Water is negotiating the terms of debtor-in-possession financing for up to $30 million. Subject to Court approval, the company intends to utilize this capital, in addition to cash flow from operations, to fund its operations during the Chapter 11 process. Michael Lord, President and Chief Executive Officer of Blue Water said, "Blue Water has accomplished a great deal in recent years by implementing a turnaround plan that included right-sizing our workforce, closing facilities, moving machines, increasing productivity, installing new management and launching new products. Unfortunately, we have reached this point because of serious issues in the plastics segment of the automotive parts industry. "Our senior management team has taken a hard look at our operations and financial position. We believe that initiating the Chapter 11 process at this time is appropriate and necessary, to enable us to move quickly and decisively to address our current challenges as we remain focused on serving our current customers," Mr. Lord concluded. Based in Marysville, Michigan, Blue Water Automotive Systems, Inc. -- http://www.bluewater.com/-- is a leader in the design and manufacture of engineered thermoplastic components and assemblies for the automotive industry. The company's product categories include airflow management, full interior trim/sub-systems, functional plastic components, and value-added assemblies. They are supported by full-service design, program management, manufacturing and tooling capabilities. With over 1,400 employees, Blue Water operates eight manufacturing and product development facilities and has annual revenues of approximately $200 million. BLUE WATER: Case Summary & 30 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Blue Water Automotive Systems, Inc. 1515 Busha Highway Marysville, MI Bankruptcy Case No.: 08-43196 Debtor-affiliates filing separate Chapter 11 petitions: Entity Case No. ------ -------- Blue Water Automotive Systems Properties, 08-43198 L.L.C. Blue Water Plastics Mexico, Ltd. 08-43199 B.W.A.S. Holdings, Inc. 08-43200 B.W.A.S. Mexico, L.L.C. 08-43201 Type of Business: The Debtor makes injection and blow molded plastic products with automotive, consumer, and industrial applications. For the automotive industry, it offers plastic joining, lamination, gasket applications, and injection molding of unique materials. It operates six manufacturing sites in Michigan to better serve its auto industry customers. See http://www.bwasi.com/ Chapter 11 Petition Date: February 12, 2008 Court: Eastern District of Michigan (Detroit) Judge: Marci B. McIvor Debtor's Counsel: Judy A. O'Neill, Esq. Foley & Lardner, L.L.P. One Detroit Center 500 Woodward Avenue, Suite 2700 Detroit, MI 48226 Tel: (313) 234-7100 Blue Water Automotive Systems, Inc's Financial Condition: Total Assets: $100 Million to $500 Million Total Debts: $100 Million to $500 Million Debtor's 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Polyone Distribution trade $1,555,125 29933 Commerce Drive New Baltimore, MI 48051 Ineos U.S.A., L.L.C. trade $1,409,659 2600 South Shore Boulevard League City, TX 77573 Rhetech, Inc. trade $1,305,118 1500 East North Territory Whitmore Lake, MI 48189 Sentech On-Site Services trade $1,071,081 P.O. Box 711 Birmingham, MI 48012 D.T.E. Energy utilities $1,063,135 P.O. Box 67-069A Detroit, MI 48267 Wellman, Inc. trade $630,897 Highway 41 North Johnsonville, SC 29555 Spartech Polycom/Res trade $508,975 470 Johnson Road Washington, PA 15301 Infor Global Solutions trade $491,243 P.O. Box 933751 Atlanta, GA 31193 Sundance Products, Inc. trade $445,563 1425 Candler Gainesville, GA 30507 Washington Penn Plastics Co., trade $436,230 Inc. 2080 North Main Street Washington, PA 15301 American Autocoat, Inc. trade $369,273 3565 Highland Drive Hudsonville, MI 49426 Qualified Staffing trade $359,209 2367 South Linden Road, Suite A Flint, MI 48532 Innovene O.&D. U.S.A., L.L.C. trade $358,882 2600 South Shore Boulevard League City, TX 77573 Termax Corp. trade $355,199 1155 Rose Road Lake Zurich, IL 60047 Stephenson Electric Co., Inc. trade $278,570 P.O. Box 610841 Port Huron, MI 48061 Dow Chemical trade $275,844 2030 Dow Center Midland, MI 48674 Milacron Marketing Co. trade $272,938 4165 Half Acre Road Batavia, OH 45103 Plastomer Corp. trade $260,736 37819 Schoolcraft Road Livonia, MI 48150 Uniform Color Co. trade $248,806 Donato Enterprises, Inc. trade $239,842 Packaging Corp. of America trade $212,701 Cooper-Standard Automotive trade $193,570 Unique Fabricating, Inc. trade $190,883 Polyram trade $186,686 Resin Express trade $173,351 Alphagary Canada, Ltd. trade $171,227 Valley Crane & Rigging trade $170,000 Borgers U.S.A. Corp. trade $162,639 D.P.P.-Dayton Polymeric trade $157,680 Entech Engineered Resin, trade $153,245 L.L.C. BOSTON SCIENTIFIC: Will Pay $431 Million in Stent Patent Dispute ---------------------------------------------------------------- The U.S. District Court jury in Marshall, Texas found that Boston Scientific Corporation's TAXUS Express, and TAXUS Liberte drug- eluting stent products infringe Dr. Bruce Saffran's patent and that the patent is valid. No injunction was requested, but the jury awarded damages of $431 million. The company says that the jury verdict is unsupported by both the evidence and the law. On these grounds, the company plans to seek to overturn the verdict in post-trial motions before the District Court and, if unsuccessful, to appeal to the U.S. Court of Appeals for the Federal Circuit. The company relates it will prevail on appeal. Headquartered in Natick, Massachusetts, Boston Scientific Corporation (NYSE: BSX) -- http://www.bostonscientific.com/-- develops, manufactures and markets medical devices used in a broad range of interventional medical specialties. * * * As reported in the Troubled Company Reporter on Jan. 10, 2008, Standard & Poor's Ratings Services said that the announcement by Boston Scientific Corp. that the Court of Appeals for the Federal Circuit affirmed a District Court ruling that found the NIR stent infringed one claim of a patent owned by Johnson & Johnson, does not affect its ratings or outlook for Boston Scientific. Boston Scientific's corporate credit rating is rated 'BB+' by S&P with a negative outlook. CDC MORTGAGE: S&P Downgrades Rating on Class M-2 Certs. to 'BB-' ---------------------------------------------------------------- Standard & Poor's Ratings Services lowered its rating on the class M-2 certificates from CDC Mortgage Capital Trust 2001-HE1. Concurrently, S&P removed the rating on the class from CreditWatch with negative implications. The lowered rating reflects the deterioration of available credit support for this transaction, combined with a growing amount of loans in the transaction's severe delinquency pipeline. Based on the current collateral performance of this transaction, S&P projects that future credit enhancement will be significantly less than the original credit support. The failure of excess interest to cover monthly losses has resulted in the complete erosion of overcollateralization (O/C) for this transaction. In February of 2007, this O/C deficiency caused a principal write-down of class B, which prompted us to lower our rating on this class to 'D'. As of the January 2008 distribution period, cumulative losses for this transaction were 2.55% of the transaction's original pool balance. Total delinquencies and severe delinquencies (90-plus days, foreclosures, and REOs) were 56.65% and 47.06% of the current pool balance, respectively. A combination of subordination, excess interest, and O/C provide credit enhancement for this transaction. The collateral supporting this series consists of subprime pools of fixed- and adjustable-rate mortgage loans secured by first liens on one- to four-family residential properties. Rating Lowered and Removed From CreditWatch Negative CDC Mortgage Capital Trust 2001-HE1 Mortgage Pass-through Certificates Rating ------ Class To From ----- -- ---- M-2 BB- BBB/Watch Neg Ratings Placed on CreditWatch Negative Rating ------ Transaction name Class To From ---------------- ----- -- ---- Tenorite CDO I Ltd. B AAA/Watch Neg AAA Tenorite CDO I Ltd. C AAA/Watch Neg AAA Careel Bay CDO Ltd. A1J AA+/Watch Neg AA+ Careel Bay CDO Ltd. A2 AA/Watch Neg AA Careel Bay CDO Ltd. A3 BBB+/Watch Neg BBB+ Careel Bay CDO Ltd. B B/Watch Neg B Careel Bay CDO Ltd. C CCC-/Watch Neg CCC- Other Outstanding Ratings Transaction name Class Rating ---------------- ----- ------ Tenorite CDO I Ltd. Liquidity facility AAA Tenorite CDO I Ltd. D AA/Watch Neg Tenorite CDO I Ltd. E A/Watch Neg Tenorite CDO I Ltd. F BBB/Watch Neg Tenorite CDO I Ltd. F2 BBB/Watch Neg Careel Bay CDO Ltd. A1S AAA CENTERSTAGING CORP: Receives Default Notice from BridgePointe ------------------------------------------------------------- CenterStaging Corp. disclosed Monday that the company has received notice from BridgePointe Master Fund Ltd. that an Event of Default has occurred under the 10% Convertible Debenture due Dec. 31, 2008, in the amount of $1,500,000, as a result of non-payment o