/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/090221.mbx T R O U B L E D C O M P A N Y R E P O R T E R Saturday, February 21, 2009, Vol. 13, No. 51 Headlines ACCEPTANCE INSURANCE: Posts $25,379 Net Loss in January 2009 AMERICAN HOME: AHMIC's Monthly Operating Report for October 2008 AMERICAN HOME: AHM Corp.'s Operating Report for October 2008 AMERICAN HOME: AHMHI's Monthly Operating Report for October 2008 AMERICAN HOME: AHMAI's Monthly Operating Report for October 2008 ATHEROGENICS INC: Posts $1,702,630 in Month Ended Dec. 31, 2008 CIRCUIT CITY: Files Monthly Operating Report for December 2008 FEDERAL-MOGUL: Files Monthly Operating Report for December 2008 GREEKTOWN HOLDINGS: Files Operating Report for December 2008 KEY PLASTICS: Posts $767,000 Net Loss in Dec. 16 - Dec. 31 Period LANDSOURCE COMMUNITIES: Files Operating Report for November 2008 LANDSOURCE COMMUNITIES: Files Operating Report for December 2008 PROPEX INC: Files Monthly Operating Report for December 2008 SHARPER IMAGE: Files Monthly Operating Report for December 2008 TRIBUNE CO: Files Monthly Operating Report for December 2008 ********* ACCEPTANCE INSURANCE: Posts $25,379 Net Loss in January 2009 ------------------------------------------------------------ Acceptance Insurance Companies Inc. filed with the U.S. Bankruptcy Court for the District of Nebraska on Feb. 10, 2009, its monthly operating report for January 2009. For the month ended January 31, 2009, Acceptance Insurance Companies posted a net loss of $25,379 on net investment income of $523. The Debtor reported total assets of $22,743,936, total liabilities of $138,180,388, and stockholders' deficit of $115,436,452 as of Jan. 31, 2009. A full-text copy of the Debtor's January 2009 monthly report is available at: http://researcharchives.com/t/s?39ba About Acceptance Insurance Headquartered in Council Bluffs, Iowa, Acceptance Insurance Companies, Inc. -- http://www.aicins.com/-- owns, either directly or indirectly, several companies, one of which is an insurance company that accounts for substantially all of the business operations and assets of the corporate groups. The company filed for Chapter 11 protection on January 7, 2005 (Bankr. D. Nebr. Case No. 05-80059). The Debtor's affiliates -- Acceptance Insurance Services, Inc. and American Agrisurance, Inc. -- each filed Chapter 7 petitions (Bankr. D. Nebr. Case Nos. 05-80056 and 05-80058) on January 7, 2005. John J. Jolley, Esq., at Kutak Rock LLP, represents the Debtor in its restructuring efforts. Lawyers at McGrath North Mullin & Kratz PC, LLO represent the Official Committee of Unsecured Creditors in Acceptance Insurance's case. AMERICAN HOME: AHMIC's Monthly Operating Report for October 2008 ---------------------------------------------------------------- American Home Mortgage Investment Corp. Statement of Financial Condition As of October 31, 2008 Assets: Cash and cash equivalents $8,993,595 Restricted cash 150,799,967 Accounts receivable 3,700,171 Intercompany receivable 1,330,546,170 Securities 1,136,724,960 Derivative assets - Investment in subsidiaries (1,035,507,555) Other assets - -------------- Total Assets $1,595,257,308 ============== Liabilities and Stockholders' Equity Liabilities: Reverse repurchase agreements - Junior subordinated note $180,416,000 Derivative liabilities 53,817,031 Accrued expenses & other liabilities 1,221,721,834 Intercompany payable 586,210,538 -------------- Total Liabilities 2,042,165,403 Stockholders' Equity Preferred stock - Series A 50,856,875 Preferred stock - Series B 83,183,125 Common Stock 543,074 Additional paid-in capital 1,057,864,155 Retained earnings (1,639,355,324) Other comprehensive loss - -------------- Total Stockholders' Equity (446,908,095) -------------- Total Liabilities & Stockholders' Equity $1,595,257,308 ============== American Home Mortgage Investment Corp. Statement of Income Month Ended October 31, 2008 Net Interest Income: Interest income $26,919 Interest expense - -------------- Net interest income 26,919 Provision for loan losses - -------------- Net interest income after provision 26,919 for loan losses Non-Interest Income: Loss on mortgage loans - Loss on securities and derivatives - Gain (loss) from subsidiaries (4,459,397) Other non-interest income - -------------- Non-interest income (4,459,397) Other: Data processing and communications - Office supplies and expenses - Professional fees 20,017 Other expenses 5,100 -------------- Total expenses 25,117 Loss before income taxes (4,457,595) Income taxes - -------------- Net loss ($4,457,595) ============== American Home Mortgage Investment Corp. Schedule of Cash Receipts and Disbursements Month Ended October 31, 2008 Cash - Beginning of Month, 10/01/2008 $162,556,229 Receipts: Cash sales - Accounts receivable - Sale of assets 67,617 Loans and advances 482,832 Administrative - Net payroll - Other 18,935 Transfers (from DIP accounts) - -------------- Total Receipts 569,384 Disbursements: Net payroll 735,286 Payroll taxes - Sales, use & other taxes - Loans and advances - Inventory purchases - Secured/rental/leases - Insurance - Administrative 2,370,729 Selling - Other - Transfers (to DIP accounts) 226,037 Professional fees - U.S. Trustee quarterly fees - Court costs - -------------- Total Disbursements 3,332,052 -------------- Net Cash Flow (2,762,668) -------------- Cash - End of Month - 10/31/08 $159,793,561 ============== Based in Melville, New York, American Home Mortgage Investment Corp. (NYSE: AHM) -- http://www.americanhm.com/-- is a mortgage real estate investment trust engaged in the business of investing in mortgage-backed securities and mortgage loans resulting from the securitization of residential mortgage loans originated and serviced by its subsidiaries. American Home Mortgage and seven affiliates filed for Chapter 11 protection on Aug. 6, 2007 (Bankr. D. Del. Case Nos. 07-11047 through 07-11054). James L. Patton, Jr., Esq., Joel A. Waite, Esq., and Pauline K. Morgan, Esq. at Young, Conaway, Stargatt & Taylor LLP represent the Debtors. Epiq Bankruptcy Solutions LLC acts as the Debtors' claims and noticing agent. The Official Committee of Unsecured Creditors selected Hahn & Hessen LLP as its counsel. As of March 31, 2007, American Home Mortgage's balance sheet showed total assets of $20,553,935,000, total liabilities of $19,330,191,000. American Home filed a de-consolidated plan of liquidation on Aug. 15, 2008. (American Home Bankruptcy News; Bankruptcy Creditors' Service, Inc., Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). AMERICAN HOME: AHM Corp.'s Operating Report for October 2008 ------------------------------------------------------------ American Home Mortgage Corp. Statement of Financial Condition As of October 31, 2008 Assets: Cash and cash equivalents $36,598,879 Restricted cash 6,733,712 Accounts receivable 29,523,722 Intercompany receivable 698,262,486 Mortgage loans 18,552,459 Derivative assets 743,601 Mortgage servicing rights - Other real estate, net 31,319,730 Premises and equipment, net 19,860,119 Investment in subsidiaries 73,864,370 Other assets 8,020,741 ------------ Total Assets $923,479,819 ============ Liabilities and Stockholders' Equity Liabilities: Warehouse lines of credit $94,766,934 Derivative liabilities 10,481,560 Accrued expenses & other liabilities 92,151,200 Intercompany payable 1,548,375,320 Notes payable 875,192 Income taxes payable 1,930,718 ------------ Total Liabilities 1,748,580,924 Stockholders' Equity Additional paid-in capital 153,195,272 Retained earnings (978,296,377) Other comprehensive loss - ------------ Total Stockholders' Equity (825,101,105) ------------ Total Liabilities & Stockholders' Equity $923,479,819 ============ American Home Mortgage Corp. Statement of Income Month Ended October 31, 2008 Net Interest Income: Interest income $599,308 Interest expense (5,353) ------------ Net interest income 593,955 Provision for loan losses - ------------ Net interest income after provision 593,955 for loan losses Non-Interest Income: Gain (loss) on mortgage loans (175,770) Loss (gain) on securities & derivatives - Loan servicing fees (5,396) Changes in fair value of MSR - Income (loss) from subsidiaries (202,846) Other non-interest (loss) income 2 ------------ Non-interest income [loss] (384,010) Expenses Salaries, commissions & benefits, net 756,900 Occupancy and equipment 206,745 Data processing and communications 23,476 Office supplies and expenses 505 Marketing and promotion - Travel and entertainment 240 Professional fees 2,538,227 Other real estate operating expense - Other 32,790 ------------ Total expenses 3,558,883 Income (Loss) before income taxes (3,348,938) Income taxes - ------------ Net loss ($3,348,938) ============ American Home Mortgage Corp. Schedule of Cash Receipts and Disbursements Month Ended October 31, 2008 Cash - Beginning of Month, 10/01/2008 $36,883,684 Receipts: Cash sales - Accounts receivable - Sale of assets - Loans and advances 5,232,485 Administrative - Net payroll - Other - Transfers (from DIP accounts) 2,464,027 ------------ Total Receipts 7,696,512 Disbursements: Net payroll 1,043 Payroll taxes - Sales, use & other taxes - Loans and advances - Inventory purchases - Secured/rental/leases - Insurance - Administrative 1,240,521 Selling - Other 6,040 Transfers (to DIP accounts) - Professional fees - U.S. Trustee quarterly fees - Court costs - ------------ Total Disbursements 1,247,603 ------------ Net Cash Flow 6,448,909 ------------ Cash - End of Month - 10/31/08 $43,332,593 ============ Based in Melville, New York, American Home Mortgage Investment Corp. (NYSE: AHM) -- http://www.americanhm.com/-- is a mortgage real estate investment trust engaged in the business of investing in mortgage-backed securities and mortgage loans resulting from the securitization of residential mortgage loans originated and serviced by its subsidiaries. American Home Mortgage and seven affiliates filed for Chapter 11 protection on Aug. 6, 2007 (Bankr. D. Del. Case Nos. 07-11047 through 07-11054). James L. Patton, Jr., Esq., Joel A. Waite, Esq., and Pauline K. Morgan, Esq. at Young, Conaway, Stargatt & Taylor LLP represent the Debtors. Epiq Bankruptcy Solutions LLC acts as the Debtors' claims and noticing agent. The Official Committee of Unsecured Creditors selected Hahn & Hessen LLP as its counsel. As of March 31, 2007, American Home Mortgage's balance sheet showed total assets of $20,553,935,000, total liabilities of $19,330,191,000. American Home filed a de-consolidated plan of liquidation on Aug. 15, 2008. (American Home Bankruptcy News; Bankruptcy Creditors' Service, Inc., Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). AMERICAN HOME: AHMHI's Monthly Operating Report for October 2008 ---------------------------------------------------------------- American Home Mortgage Holdings, Inc. Statement of Financial Condition As of October 31, 2008 Assets: Cash and cash equivalents $1,000 Accounts receivable 134,546 Intercompany receivable 133,113,015 Investment in subsidiaries (654,489,268) ------------ Total Assets ($521,240,707) ============ Liabilities and Stockholders' Equity Liabilities: Junior subordinated note $304,214,000 Accrued expenses & other liabilities 4,733,870 ------------ Total Liabilities 308,947,870 Stockholders' Equity Additional paid-in capital 94,597,810 Retained earnings (924,786,387) Other comprehensive loss - ------------ Total Stockholders' Equity (830,188,577) ------------ Total Liabilities & Stockholders' Equity ($521,240,707) ============ American Home Mortgage Holdings, Inc. Statement of Income Month Ended October 31, 2008 Income (loss) from subsidiaries ($4,468,224) Other non-interest income: - ------------ Non-interest income (4,468,224) ------------ Professional fees 325 Other - ------------ Total Expenses 325 ------------ Income (Loss) before income taxes (4,468,549) Income taxes - ------------ Net loss ($4,468,549) ============ American Home Mortgage Holdings, Inc., also discloses that its cash as of October 1, 2008, was $1,000. Since there was no cash receipts and disbursements for October, AHM Holdings' cash at the end of the month is still $1,000. Based in Melville, New York, American Home Mortgage Investment Corp. (NYSE: AHM) -- http://www.americanhm.com/-- is a mortgage real estate investment trust engaged in the business of investing in mortgage-backed securities and mortgage loans resulting from the securitization of residential mortgage loans originated and serviced by its subsidiaries. American Home Mortgage and seven affiliates filed for Chapter 11 protection on Aug. 6, 2007 (Bankr. D. Del. Case Nos. 07-11047 through 07-11054). James L. Patton, Jr., Esq., Joel A. Waite, Esq., and Pauline K. Morgan, Esq. at Young, Conaway, Stargatt & Taylor LLP represent the Debtors. Epiq Bankruptcy Solutions LLC acts as the Debtors' claims and noticing agent. The Official Committee of Unsecured Creditors selected Hahn & Hessen LLP as its counsel. As of March 31, 2007, American Home Mortgage's balance sheet showed total assets of $20,553,935,000, total liabilities of $19,330,191,000. American Home filed a de-consolidated plan of liquidation on Aug. 15, 2008. (American Home Bankruptcy News; Bankruptcy Creditors' Service, Inc., Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). AMERICAN HOME: AHMAI's Monthly Operating Report for October 2008 ---------------------------------------------------------------- American Home Mortgage Acceptance, Inc. Statement of Financial Condition As of October 31, 2008 Assets: Cash and cash equivalents $348,595 Restricted cash - Accounts receivable & servicing advances 1,037,352 Intercompany receivable 517,059,825 Mortgage loans 3,748,021 Mortgage servicing rights - Other real estate, net 3,815,207 Investment in subsidiaries (25,691,881) Other assets - ------------ Total Assets $500,317,119 ============ Liabilities and Stockholders' Equity Liabilities: Warehouse lines of credit $24,787,505 Accrued expenses & other liabilities 1,093,092 Intercompany payable 671,494,139 Income taxes payable - ------------ Total Liabilities 697,374,736 Stockholders' Equity Additional paid-in capital 40,298,920 Retained earnings (237,356,537) Other comprehensive loss - ------------ Total Stockholders' Equity (197,057,617) ------------ Total Liabilities & Stockholders' Equity $500,317,119 ============ American Home Mortgage Acceptance, Inc. Statement of Income Month Ended October 31, 2008 Net Interest Income: Interest income $21,597 Interest expense - ------------ Net interest income 21,597 Provision for loan losses - ------------ Net interest income after provision 21,597 for loan losses Non-Interest Income: Gain (Loss) on mortgage loans (2,435) Gain on securities & derivatives - Loan servicing fees - Changes in fair value of MSR - Income [loss] from subsidiaries (4,753) Other non-interest income - ------------ Non-interest income [loss] (7,188) Expenses Salaries, commissions & benefits, net 303 Office supplies and expenses 414 Marketing and promotion - Professional fees 2,275 Other real estate operating (income) expense - Other 2,265 ------------ Total expenses 5,257 (Loss) Income before income taxes 9,152 Income taxes - ------------ Net income $9,152 ============ AHM Acceptance also discloses that its cash as of October 1, 2008, was $350,189. Since it received $172,368 from loans and advances and paid $173,963 to DIP accounts, AHM Acceptance's cash at the end of October decreased to $348,595. Based in Melville, New York, American Home Mortgage Investment Corp. (NYSE: AHM) -- http://www.americanhm.com/-- is a mortgage real estate investment trust engaged in the business of investing in mortgage-backed securities and mortgage loans resulting from the securitization of residential mortgage loans originated and serviced by its subsidiaries. American Home Mortgage and seven affiliates filed for Chapter 11 protection on Aug. 6, 2007 (Bankr. D. Del. Case Nos. 07-11047 through 07-11054). James L. Patton, Jr., Esq., Joel A. Waite, Esq., and Pauline K. Morgan, Esq. at Young, Conaway, Stargatt & Taylor LLP represent the Debtors. Epiq Bankruptcy Solutions LLC acts as the Debtors' claims and noticing agent. The Official Committee of Unsecured Creditors selected Hahn & Hessen LLP as its counsel. As of March 31, 2007, American Home Mortgage's balance sheet showed total assets of $20,553,935,000, total liabilities of $19,330,191,000. American Home filed a de-consolidated plan of liquidation on Aug. 15, 2008. (American Home Bankruptcy News; Bankruptcy Creditors' Service, Inc., Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). ATHEROGENICS INC: Posts $1,702,630 in Month Ended Dec. 31, 2008 --------------------------------------------------------------- Atherogenics, Inc., filed with the U.S. Bankruptcy Court for the Northern District of Georgia on Jan 30, 2009, its monthly operating report for the month ended December 31, 2008. Atherogenics incurred a net loss of $1,702,630 on zero revenues for the month of December 2008. At December 31, 2008, the Debtor had total assets of $51,659,219, total liabilities of $307,171,466, and a stockholders' deficit of $255,512,247. A full-text copy of the Debtor's monthly operating report for December 2008 is available at: http://researcharchives.com/t/s?39b9 Headquartered in Alpharetta, Georgia, AtheroGenics, Inc. -- http://www.atherogenics.com/-- is a research-based pharmaceutical company focused on the discovery, development and commercialization of drugs for the treatment of chronic inflammatory diseases, including diabetes and coronary heart disease. It has one late stage clinical drug development program. On September 15, 2008, five creditors holding claims totaling $20,413,000 pursuant to the company's 4.5% Convertible Notes Due 2008 filed an involuntary Chapter 7 petition against the Debtor (Bankr. N.D. Georgia Case No. 08-78200). The petitioning noteholders were: -- AQR Absolute Return Master Account, L.P.; -- CNH CA Master Account, L.P.; -- Tamalpais Global Partner Master Fund, LTD; -- Tang Capital Partners, LP; and -- Zazove High Yield Convertible Securities Fund, L.P. On October 6, the Debtor filed its consent to entry for order for relief and motion to convert its Chapter 7 case to one under Chapter 11 (Bankr. N.D. Ga. Case No. 08-78200). CIRCUIT CITY: Files Monthly Operating Report for December 2008 -------------------------------------------------------------- Circuit City Stores, Inc., et al. Balance Sheet As of December 31, 2008 ASSETS CURRENT ASSETS Cash and cash equivalents $30,023,000 Short-term investments 908,000 Accounts receivable, net 388,334,000 Merchandise inventory 1,138,039,000 Deferred income taxes, net 24,311,000 Income tax receivable 86,807,000 Prepaid expenses & other current assets 210,884,000 Intercompany receivables and investments in subsidiaries 522,273,000 ------------- TOTAL CURRENT ASSETS 2,401,579,000 Property and equipment 2,274,135,000 Accumulated depreciation (1,703,168,000) ------------- Net property and equipment 570,967,000 Other intangible assets, net 181,000 Other assets 141,909,000 ------------- TOTAL ASSETS $3,114,636,000 ============== LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES Merchandise payable $67,883,000 Expenses payable 163,577,000 Accrued expenses and other current liabilities 206,170,000 Accrued compensation 37,318,000 Intercompany payables 10,634,000 Accrued income taxes 1,993,000 Short-term debt 375,324,000 ------------- TOTAL CURRENT LIABILITIES 862,899,000 Accrued straight-line rent 150,218,000 Deferred rent credits 160,555,000 Deferred income taxes, net 23,252,000 Other liabilities 33,391,000 ------------- LIABILITIES NOT SUBJECT TO COMPROMISE 1,230,315,000 LIABILITIES SUBJECT TO COMPROMISE 1,209,751,000 ------------- TOTAL LIABILITIES 2,440,066,000 STOCKHOLDERS' EQUITY Common stock 435,612,000 Additional paid-in capital 304,885,000 Retained deficit (95,636,000) Accumulated other comprehensive income 29,709,000 ------------- TOTAL STOCKHOLDERS' EQUITY 674,570,000 ------------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $3,114,636,000 ============== Circuit City Stores, Inc., et al. Income Statement For the month ending December 31, 2008 Net sales $1,076,610,000 Cost of sales, buying and warehousing 882,807,000 ------------- Gross profit 193,803,000 Selling, general and admin. expenses 205,284,000 Asset impairment charges 7,982,000 ------------- Operating loss (19,463,000) Interest income 59,000 Interest expense 4,714,000 ------------- Loss before reorg. items & income taxes (24,118,000) Reorganization items, net 3,074,000 Income tax benefit (99,000) ------------- Net loss ($20,945,000) ============= Circuit City Stores, Inc., et al. Cash Receipts and Disbursements For the month ending December 31, 2008 Operating Activities: Net loss ($20,945,000) Adjustments to reconcile net loss to net cash provided by operating activities: Net gain from reorganization items (3,074,000) Depreciation expense 9,177,000 Amortization expense 2,000 Asset impairment charges 7,982,000 Stock-based compensation expense 472,000 Gain on dispositions of property & equipment (3,346,000) Provision for deferred income taxes - Other (34,000) ------------- 11,179,000 Changes in operating assets and liabilities: Accounts receivable, net 204,000,000 Merchandise inventory 191,257,000 Prepaid inventory 50,102,000 Prepaid expenses & other current assets (16,835,000) Other assets (4,242,000) Merchandise payable (32,928,000) Expenses payable 14,266,000 Accrued expenses, liabilities & income taxes (22,214,000) Intercompany receivables 2,646,000 Other long-term liabilities (42,919) 3,097,000 ------------- 389,149,000 ------------- Net cash provided by operating activities 379,383,000 before reorganization items Cash effect of reorg. Items, professional fees (339,000) ------------- Net cash provided by operating activities 379,044,000 ------------- Investing Activities: Purchases of property and equipment (572,000) Proceeds from sales of property & equipment 3,369,000 ------------- Net cash provided by investing activities 2,797,000 Financing Activities: Proceeds from DIP borrowings 1,360,322,000 Principal payments on DIP borrowings (1,811,489,000) Principal payments on other short-term borrowings - Proceeds from long-term debt - Principal payments on long-term debt (326,000) Change in overdraft balances 30,335,000 ------------- Net cash used in financing activities (421,158,000) ------------- Decrease in cash and cash equivalents (39,317,000) Cash and cash equivalents at beginning of period 69,340,000 ------------- Cash and cash equivalents at end of period $30,023,000 ============= About Circuit City Headquartered in Richmond, Virginia, Circuit City Stores Inc. (NYSE: CC) -- http://www.circuitcity.com/-- is a specialty retailer of consumer electronics, home office products, entertainment software and related services. The company has two segments -- domestic and international. Circuit City Stores, Inc. (NYSE: CC) together with 17 affiliates filed a voluntary petition for reorganization relief under Chapter 11 of the Bankruptcy Code on November 10 (E.D. Virg. Lead Case No.: 08-35653). InterTAN Canada, Ltd., which runs Circuit City's Canadian operations, also sought protection under the Companies' Creditors Arrangement Act in Canada. Gregg M. Galardi, Esq., and Ian S. Fredericks, Esq., at Skadden, Arps, Slate, Meagher & Flom, LLP, are the Debtors' general restructuring counsel. Dion W. Hayes, Esq., and Douglas M. Foley, Esq., at McGuireWoods LLP, are the Debtors' local counsel. The Debtors also tapped Kirkland & Ellis LLP as special financing counsel; Wilmer, Cutler, Pickering, Hale and Dorr, LLP, as special securities counsel; and FTI Consulting, Inc., and Rotschild Inc. as financial advisors. The Debtors' Canadian general restructuring counsel is Osler, Hoskin & Harcourt LLP. Kurtzman Carson Consultants LLC is the Debtors' claims and voting agent. The Debtors disclosed total assets of $3,400,080,000 and debts of $2,323,328,000 as of Aug. 31, 2008. Bankruptcy Creditors' Service, Inc., publishes Circuit City Bankruptcy News. The newsletter tracks the chapter 11 proceeding undertaken by Circuit City Stores Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) FEDERAL-MOGUL: Files Monthly Operating Report for December 2008 --------------------------------------------------------------- Federal-Mogul Global, Inc., et al. Unaudited Balance Sheet As of December 31, 2008 (In millions) Assets Cash and equivalents $634.5 Accounts receivable 512.5 Inventories 399.8 Deferred taxes 199.4 Prepaid expenses and other current assets 40.0 -------- Total current assets 1,786.2 Summary of Unpaid Postpetition Debits 37.9 I/C Loans Receivable (Payable) 329.5 -------- Intercompany Balances 367.4 Property, plant and equipment 673.4 Goodwill - Other intangible assets - Insurance recoverable - Other non-current assets 285.4 -------- Total Assets $3,112.3 ======== Liabilities and Shareholders' Equity Short-term debt $29.6 Accounts payable 289.5 Accrued compensation 50.0 Restructuring and rationalization reserves 25.9 Current portion of asbestos liability - Interest payable 14.5 Other accrued liabilities 293.9 -------- Total current liabilities 703.4 Long-term debt 2,760.0 Post-employment benefits 893.6 Other accrued liabilities 741.5 Liabilities subject to compromise - Shareholders' equity: Preferred stock 1,023.2 Common stock 91.0 Treasury shares (16.7) Additional paid-in capital 7,915.5 Accumulated deficit (10,624.0) Accumulated other comprehensive income (375.2) Other - -------- Total Shareholders' Equity (1,986.2) -------- Total Liabilities and Shareholders' Equity $3,112.3 ======== Federal-Mogul Global, Inc., et al. Unaudited Statement of Operations For the Month Ended December 31, 2008 (In millions) Net sales $181.6 Cost of products sold 156.7 -------- Gross margin 24.9 Selling, general & administrative expenses (33.6) Amortization - Reorganization items (0.4) Fresh Start Accounting expense (29.9) Interest income (expense), net (12.3) Other income (expense), net (49.0) -------- Earnings before Income Taxes (100.3) Income Tax (Expense) Benefit (22.3) -------- Earnings before cumulative effect of change in accounting principle (122.6) Cumulative effect of change in acctg. principle - -------- Net Earnings (Loss) ($122.6) ======== Federal-Mogul Global, Inc., et al. Unaudited Statement of Cash Flows For the Month Ended December 31, 2008 (In millions) Cash Provided From (Used By) Operating Activities: Net earnings (loss) ($122.6) Adjustments to reconcile net earnings (loss) to net cash: Depreciation and amortization 9.9 Adjustment of assets held for sale and other long-lived assets to fair value 0.9 Asbestos charge - Summary of unpaid postpetition debits - Cumulative effect of change in acctg. principle - Change in post-employment benefits 335.8 Decrease (increase) in accounts receivable 48.7 Decrease (increase) in inventories 19.4 Increase (decrease) in accounts payable 20.7 Change in other assets & other liabilities (221.0) Change in restructuring charge 16.0 Refunds (payments) against asbestos liability 16.8 -------- Net Cash Provided From Operating Activities 124.5 Cash Provided From (Used By) Investing Activities: Expenditures for property, plant & equipment (7.0) Proceeds from sale of property, plant & equipment - Proceeds from sale of businesses - Business acquisitions, net of cash acquired - Other - -------- Net Cash Provided From (Used By) Investing Activities (7.0) Cash Provided From (Used By) Financing Activities: Increase / (decrease) in debt (5.5) Sale (repurchase) of accounts receivable under securitization - Dividends - Other - -------- Net Cash Provided From Financing Activities (5.5) Increase (Decrease) in Cash and Equivalents 112.0 Cash and equivalents at beginning of period 522.4 -------- Cash and equivalents at end of period $634.5 ======== About Federal-Mogul Corporation Federal-Mogul Corporation -- http://www.federal-mogul.com/-- (OTCBB: FDMLQ) is a global supplier, serving the world's foremost original equipment manufacturers of automotive, light commercial, heavy-duty, agricultural, marine, rail, off-road and industrial vehicles, as well as the worldwide aftermarket. Founded in Detroit in 1899, the company is headquartered in Southfield, Michigan, and employs 45,000 people in 35 countries. Aside from the U.S., Federal-Mogul also has operations in other locations which includes, among others, Mexico, Malaysia, Australia, China, India, Japan, Korea, and Thailand. The Company filed for chapter 11 protection on Oct. 1, 2001 (Bankr. Del. Case No. 01-10582). Lawrence J. Nyhan Esq., James F. Conlan, Esq., and Kevin T. Lantry, Esq., at Sidley Austin Brown & Wood, and Laura Davis Jones, Esq., at Pachulski, Stang, Ziehl & Jones, P.C., represent the Debtors in their restructuring efforts. When the Debtors filed for protection from their creditors, they listed $10.15 billion in assets and $8.86 billion in liabilities. Federal-Mogul Corp.'s U.K. affiliate, Turner & Newall, is based at Dudley Hill, Bradford. Peter D. Wolfson, Esq., at Sonnenschein Nath & Rosenthal; and Charlene D. Davis, Esq., Ashley B. Stitzer, Esq., and Eric M. Sutty, Esq., at The Bayard Firm represent the Official Committee of Unsecured Creditors. On March 7, 2003, the Debtors filed their Joint Chapter 11 Plan. They submitted a Disclosure Statement explaining that plan on April 21, 2003. They submitted several amendments and on June 6, 2004, the Bankruptcy Court approved the Third Amended Disclosure Statement for their Third Amended Plan. On July 28, 2004, the District Court approved the Disclosure Statement. The estimation hearing began on June 14, 2005. The Debtors submitted a Fourth Amended Plan and Disclosure Statement on Nov. 21, 2006, and the Bankruptcy Court approved that Disclosure Statement on Feb. 6, 2007. The Fourth Amended Plan was confirmed by the Bankruptcy Court on Nov. 8, 2007, and affirmed by the District Court on Nov. 14. Federal-Mogul emerged from chapter 11 on Dec. 27, 2007. (Federal-Mogul Bankruptcy News, No. 178; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000) * * * As reported by the Troubled Company Reporter on Jan. 14, 2008, Standard & Poor's Ratings Services affirmed the ratings on Federal-Mogul Corp., including the 'BB-' corporate credit rating, and removed them from CreditWatch, where they had been placed with negative implications on Nov. 13, 2008. The outlook is negative. The ratings reflect Federal-Mogul's weak business risk profile, as a major participant in the highly competitive global auto industry and its aggressive financial risk profile. The company manufactures powertrain components, sealing products, bearings, brake friction materials, and vehicle safety products for the global automotive market. Its customers are original equipment manufacturers and aftermarket participants operating in automotive, heavy-duty, and industrial markets. GREEKTOWN HOLDINGS: Files Operating Report for December 2008 ------------------------------------------------------------ Greektown Holdings, LLC Balance Sheet As of December 31, 2008 Assets Cash $0 Inventory Accounts receivable Insider Receivables 3,442,586 Property and Equipment Land and buildings 0 Furniture, fixtures and equipment 0 Other Assets Financing Fees 0 Notes receivables from affiliates 444,100,008 Investments in affiliate 119,882,829 -------------- Total Assets $567,425,423 ============== Liabilities and Stockholder's Equity Postpetition liabilities: Accounts payable $0 Rent and lease payable 0 Wages and salaries 0 Taxes payable 0 Other 1,350,000 -------------- Total postpetition liabilities 1,350,000 Secured liabilities subject to postpetition collateral or financing order 130,134,244 All other secured liabilities 313,965,764 -------------- Total secured liabilities 444,100,008 Prepetition liabilities: Taxes and other priority liabilities 0 Unsecured liabilities 218,564,848 Discount on bonds 0 -------------- Total prepetition liabilities 218,564,848 Kewadin equity (99,399,607) Monroe equity (87,697,011) Owner's capital 488,947 Retained earnings prepetition 116,601,907 Retained earnings postpetition (26,583,669) -------------- Total stockholders' equity (96,589,433) Total liabilities 664,014,856 -------------- Total Liabilities & Shareholders' Deficit $567,425,423 ============== Greektown Holdings, LLC Income Statement For the month ended December 31, 2008 Total revenue/sales $0 Cost of sales 0 -------------- Gross profit 0 Operating Expenses Interest expense 1,657,292 Accounting fees - credit 0 -------------- Total expenses 1,657,292 Net operating profit/(loss) Add: Non-operating income 0 Interest income 0 Other income 0 Less: Non-operating expenses 0 -------------- Net Income (Loss) ($1,657,292) ============== Greektown Holdings, LLC Cash Flow Statement For the month ended December 31, 2008 Cash - beginning of month $0 Receipts 0 Balance available 0 -------------- Less disbursements 0 -------------- Cash - end of month $0 ============== Greektown Casino LLC Balance Sheet As of December 31, 2008 Assets Cash $24,031,632 Inventory 600,766 Accounts receivable 4,467,280 Insider Receivables 0 Property and Equipment Land and buildings 496,139,983 Furniture, fixtures and equipment 87,980,062 Accumulated depreciation (135,534,036) Other 21,786,802 Other 143,611,418 -------------- Total Assets $643,083,907 ============== Liabilities and Stockholder's Equity Postpetition liabilities: Accounts payable $25,298,837 Rent and lease payable 0 Wages and salaries 1,855,314 Taxes payable 399,123 Other 152,318 -------------- Total postpetition liabilities 27,705,592 Secured liabilities subject to postpetition collateral or financing order 130,134,244 All other secured liabilities 313,965,764 -------------- Total secured liabilities 444,100,008 Prepetition liabilities: Taxes and other priority liabilities 2,604,107 Unsecured liabilities 44,880,559 Other 3,910,814 -------------- Total prepetition liabilities 51,395,480 Equity 47,646,499 Owner's capital 0 Retained earnings prepetition 82,744,007 Retained earnings postpetition (10,507,679) -------------- Total stockholders' equity 119,882,827 Total liabilities 523,201,080 -------------- Total Liabilities & Shareholders' Deficit $643,083,907 ============== Greektown Casino LLC Income Statement For the month ended December 31, 2008 Total revenue/sales $23,381,905 Cost of sales 2,112,995 -------------- Gross profit 21,268,910 Operating Expenses Officer compensation 32,789 Salary expenses, other employees 4,515,140 Employees benefits & pensions 2,025,925 Payroll taxes 526,305 Other taxes 513,396 Rent and lease expense 5,072 Interest expense 1,834,608 Insurance 134,517 Automobile & truck expense 0 Utilities 206,556 Depreciation 1,187,766 Travel and entertainment 7,114 Repairs and maintenance 31,688 Advertising 335,523 Supplies, office expense, etc. 24,104 Gaming taxes 6,304,006 G&A expenses 3,690,631 F&B expenses 787,796 MGCB Fee 836,162 Parking/other 22,695 Pre-opening expenses 188,713 -------------- Total expenses 23,210,506 Net operating profit/(loss) (1,941,596) Add: Non-operating income: Interest income 13,513 Other income 0 Less: Non-operating expenses 0 Professional fees 1,601,714 Other 515,658 -------------- Net Income/Loss ($4,045,454) ============== Greektown Casino LLC Cash Flow Statement For the month ended December 31, 2008 Cash - beginning of month $7,847,200 Receipts 50,207,539 Balance available 58,054,739 -------------- Less disbursements 48,123,810 -------------- Cash - end of month $9,930,929 ============== About Greektown Casino Based in Detroit, Michigan, Greektown Holdings, LLC and its affiliates -- http://www.greektowncasino.com/-- operates world- class casino gaming facilities located in Detroit's historic Greektown district featuring more than 75,000 square feet of casino gaming space with more than 2,400 slot machines, over 70 tables games, a 12,500-square foot salon dedicated to high limit gaming and the largest live poker room in the metropolitan Detroit gaming market. Greektown Casino employs approximately 1,971 employees, and estimates that it attracts over 15,800 patrons each day, many of whom make regular visits to its casino complex and related properties. In 2007, Greektown Casino achieved a 25.6% market share of the metropolitan Detroit gaming market. Greektown Casino has also been rated as the "Best Casino in Michigan" and "Best Casino in Detroit" numerous times in annual readers' polls in Detroit's two largest newspapers. The company and seven of its affiliates filed for Chapter 11 protection on May 29, 2008 (Bankr. E.D. Mich. Lead Case No. 08-53104). Daniel J. Weiner, Esq., Michael E. Baum, Esq., and Ryan D. Heilman, Esq., at Schafer and Weiner PLLC, represent the Debtors in their restructuring efforts. Judy B. Calton, Esq., at Honigman Miller Schwartz and Cohn LLP, represents the Debtors as their special counsel. The Debtors chose Conway MacKenzie & Dunleavy as their financial advisor, and Kurtzman Carson Consultants LLC as claims, noticing, and balloting agent. When the Debtor filed for protection from its creditors, it listed consolidated estimated assets and debts of $100 million to $500 million. (Greektown Casino Bankruptcy News; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). KEY PLASTICS: Posts $767,000 Net Loss in Dec. 16 - Dec. 31 Period ----------------------------------------------------------------- Key Plastics LLC filed with the U.S. Bankruptcy Court for the District of Delaware on Feb. 9, 2009, its monthly operating report for the period December 16, 2008, through December 31, 2008. For the period, Key Plastics LLC reported a net cash outflow of $2,286,000: Beginning Cash Balance $5,386,000 Receipts $3,969,000 Disbursements 6,255,000 ---------- Net cash flow ($2,286,000) Ending Cash Balance $3,100,000 For the period, Key Plastics LLC reported a net loss of $767,000 on net revenues of $1,982,000. At Dec. 31, 2008, Key Plastics LLC had $135,895,000 in total assets, $153,279,000 in total liabilities, resulting in a $17,385,000 stockholders' deficit. A full-text copy of Key Plastic LLC's monthly operating report for the period December 16, 2008, through December 31, 2008, is available at: http://bankrupt.com/misc/KeyPlasticsDec16-31MOR.pdf About Key Plastics Headquartered in Northville, Michigan, Key Plastics LLC -- http://www.keyplastics.com/-- supplies plastic components to the automotive industry. The company has 24 manufacturing facilities located in the United States, Canada, Mexico, Germany, Portugal, Spain, the Czech Republic, France, Slovakia, Italy and China. According to Bloomberg News, the company filed for bankruptcy in March 23, 2000, in Detroit and emerged a year later under the ownership of private-equity firm Carlyle. The company and Key Plastics Finance Corp. filed separate petitions for Chapter 11 relief on Dec. 15, 2008 (Bankr. D. Del. Case Lead Case No. 08-13324). Mark D. Collins, Esq., at Richards Layton & Finger PA; and Stephen A. Youngman, Esq., and Martin A. Sosland, Esq., at Weil, Gotschall & Manges LLP, represent the Debtors in their restructuring efforts. When the Debtors filed for protection from their creditors, they listed assets and debts between $100 million and $500 million each. As reported in the Troubled Company Reporter on Feb 10, 2009, the Court confirmed on Jan. 29, 2009, the Debtors' prepackaged plan, concluding the Key Plastics' second trek through Chapter 11. LANDSOURCE COMMUNITIES: Files Operating Report for November 2008 ---------------------------------------------------------------- LandSource Communities Development, LLC Consolidated Balance Sheet As of November 30, 2008 Assets Cash $13,861,667 Receivables 23,687,377 Inventories 1,385,170,071 Operating Properties, net 85,855,430 Investment in unconsolidated entities 21,345,348 Other assets 45,856,518 -------------- Total Assets $1,575,776,411 ============== Liabilities and Members' Capital Liabilities Prepetition Debt- Principal 246,414,305 Debt - Accrued interest 17,836,566 Accounts payable 29,958,054 Golf Course/Other Deposits 7,697,637 Payables to affiliates 58,818,822 Refundable Deposits owed affiliate 26,469,916 Tenant deposits 463,797 Other 4,036,574 ----------- Sub-total 391,695,671 Postpetition Accounts payable 4,539,018 Property tax accrual 3,780,821 Other 856,265 Payable to affiliates 1,283,438 ------------ Sub-total 10,459,542 Others Debt- DIP Revolver 52,070,333 Debt - DIP Term Roll-Up 1,055,056,610 Development accruals 30,107,083 Accrued Employee Related Benefits 8,109,443 Non-qualified Pension Plan Accruals 5,098,371 Reserves - school fees 13,570,689 Reserves - energy remediation 2,064,763 Non-refundable deposits 29,840,447 Deferred Revenue 61,256,265 Other 7,935,701 ------------- Sub-total 1,265,109,705 ------------- Members' Capital (91,488,508) -------------- Total Liabilities and Members' Capita $1,575,776,410 ============== LandSource Communities Development, LLC Consolidated Statements of Operations Month Ended November 30, 2008 Statistical Information Homesites sold to related parties 0 Homesites sold to third parties 0 Acreage sold to related parties 0 Acreage sold to third parties 0 Homes sold to third parties 0 --------- Land Sale Operations Sales related parties $6,310,022 Sales to third parties 1,390,707 --------- Total Land Sale Revenue 7,700,729 --------- Cost of sales to related parties 5,508,740 Cost of sales to third parties 234,491 --------- Total Cost of Land Sales 5,743,231 --------- Gross Margin on Land Sales Operations 1,957,498 --------- Home Sale Operations Sales 0 Cost of sales 0 --------- Gross Margin on Home Sale Operations 0 --------- Operating Cost and Expenses Field, selling, general & administration 5,537,824 Management fees to related parties 466,667 --------- Total Operating Costs and Expenses 6,004,491 --------- Other Operations, net Equity in earnings of unconsolidated (236,244) Rental operations 312,838 Valencia Water Company 0 Club operations (82,800) Interest income 2,477 Interest expense (6,453,933) Loss on debt restructuring 0 Loss on interest rate swap termination 0 Miscellaneous 838,697 ---------- Total Other Operations, net (5,618,965) ---------- Net Earnings (Loss) ($9,665,958) ========== LandSource Communities Development, LLC Consolidated Schedule of Cash Receipts and Disbursements Month Ended November 30, 2008 Net Operating Cash Flow Housing revenue $0 Commercial Revenue 2,274,437 Other 0 Option deposits 0 Less: Closing Costs 0 --------- Total Operating Inflows 2,274,437 --------- Operating Cash Outflows Master improvements & CFDs (7,119,125) Property tax (3,108,645) General & Administrative (2,318,534) Other (451,772) Management fees (466,667) ---------- Total Operating Outflows (13,464,743) ---------- Total Net Operating Cash Flow (11,190,306) Bankruptcy Disbursements Bankruptcy Payments Utility Deposits 0 Mechanic's liens/Other 0 ---------- Total Bankruptcy Payments 0 ---------- DIP Interest and Fees DIP Facility interest (300,670) Undrawn fee (44,506) DIP Facility fees 0 --------- Total DIP Interest and Fees (345,176) Restructuring professionals (2,395,271) Total Bankruptcy Disbursements (3,280,447) ---------- Total Net Cash Flow ($14,470,754) =========== Disbursement Per Debtor LandSource Communities Development, LLC $1,618,893 California Land Company 0 Friendswood Development Company, LLC 74,012 Lennar Land Partners II 0 Kings Wood Development Company, L.C. 0 LSC Associates, LLC 0 Lennar Mare Island, LLC 756,995 LandSource Communities Development Su 0 Lennar Moorpark, LLC 63 Lennar Stevenson Holdings, LLC 0 The Newhall Land and Farming Company 0 LandSource Holding Company, LLC 6,543,358 LNR-Lennar Washington Square, LLC 2,341,571 Lennar Bressi Ranch Venture, LLC 0 The Newhall Land and Farming Company (a California Limited Partnership) 5,080,966 NWI-IL GP, LLC 0 Tournament Players Club at Valencia, 300,705 Southwest Communities Development, LL 10,105 Valencia Corporation 0 Stevenson Ranch Venture, LLC 18,524 Valencia Realty Company 0 ----------- Total Disbursement $16,745,192 =========== Schedule of Professional Fees and Expenses Paid: Total Fees Professional and Expenses ------------ ------------ Bilzin, Sumberg, Baena, Price & Axelrod, LLP $64,554 Gatzke, Dillon & Balance, LLP 165,870 Mitchell Silberberg & Knupp LLP 287,375 Pachulski Stang Ziehl & Jones LLP 463,894 Paul, Hastings, Janofsky & Walker LLP 44,688 Richards, Layton & Finger, P.A. 166,136 Sitric and Company, Inc. 38,338 Weil, Gotshal & Manges LLP 2,024,755 Xroads Solutions Group, LLC 210,628 ---------- $3,466,238 ========== About LandSource Communities LandSource Communities Development LLC, which operates in Arizona, California, Florida, New Jersey, Nevada and Texas, is involved in the planning and development of master planned communities and transforming undeveloped land into ready-to-build home sites and commercial properties. With the exception of one development project in Marina del Rey, California, LandSource does not build homes or commercial properties. LandSource and 20 of its affiliates filed for chapter 11 bankruptcy protection before the U.S. Bankruptcy Court for the District of Delaware on June 8, 2008 (Lead Case No. 08-11111). The Debtors are represented by Marcia Goldstein, Esq., at Weil Gotshal & Manges in New York, and Mark D. Collins, Esq., at Richards Layton & Finger in Wilmington, Delaware. Lazard Freres & Co. acts as the Debtors' financial advisors, and Kurtzmann Carson Consultants serves as the Debtors' notice and claims agent. According to the Troubled Company Reporter on May 22, 2008, LandSource sought help from its lender consortium to restructure $1.24 billion of its debt. LandSource engaged a 100-bank lender group led by Barclays Capital Inc., which syndicates LandSource's debt. LandSource had received a default notice on that debt from the lender group after it was not able to timely meet its payments during mid-April. However, LandSource failed to reach an agreement with its lenders on a plan to modify and restructure its debt, forcing it to seek protection from creditors. (LandSource Bankruptcy News, Issue No. 19; http://bankrupt.com/newsstand/or 215/945-7000). LANDSOURCE COMMUNITIES: Files Operating Report for December 2008 ---------------------------------------------------------------- LandSource Communities Development, LLC Consolidated Balance Sheet As of December 31, 2008 Assets Cash $10,206,898 Receivables 23,124,268 Inventories 1,372,799,270 Operating Properties, net 85,779,683 Investment in unconsolidated entities 21,058,574 Other assets 46,391,665 --------------- Total Assets $1,559,360,358 =============== Liabilities and Members' Capital Liabilities Prepetition Debt- Principal 244,000,000 Debt - Accrued interest 19,719,900 Accounts payable 30,507,497 Golf Course/Other Deposits 7,618,397 Payables to affiliates 59,182,661 Refundable Deposits owed affiliate 26,469,916 Tenant deposits 463,797 Other 4,002,817 --------------- Sub-total 391,964,985 Others Accounts Payable 7,737,589 Property Tax Accrual 1,149,514 Payables To Affiliates 1,291,516 Debt- DIP Revolver 70,672,711 Debt - DIP Term Roll-Up 1,063,035,475 DIP - Principal (Florida CDD Series B) 2,414,305 Development accruals 25,696,621 Professional Fee Accruals 8,740,236 Accrued Employee Related Benefits 6,383,700 Non-qualified Pension Plan Accruals 4,967,183 Reserves - school fees 5,409,011 Reserves - energy remediation 2,094,512 Non-refundable deposits 29,840,447 Deferred Revenue 59,761,747 Other 4,380,833 --------------- Sub-total 1,293,575,400 --------------- Members' Capital (126,180,027) --------------- Total Liabilities and Members' Capital $1,559,360,358 =============== LandSource Communities Development, LLC Consolidated Statements of Operations Month Ended December 31, 2008 Statistical Information Homesites sold to related parties 7 Homesites sold to third parties 1 Acreage sold to related parties 0 Acreage sold to third parties 0 Homes sold to third parties 0 Land Sale Operations Sales related parties $1,335,285 Sales to third parties 1,037,961 --------------- Total Land Sale Revenue 2,373,246 Cost of sales to related parties 1,423,513 Cost of sales to third parties (4,663,408) Lost on Impaired Real Estate Investors 14,191,324 --------------- Total Cost of Land Sales 10,951,429 --------------- Gross Margin on Land Sales Operations (8,578,183) Home Sale Operations Sales 0 Cost of sales 0 --------------- Gross Margin on Home Sale Operations 0 Operating Cost and Expenses Field, selling, general & administration (11,426,463) Management fees to related parties 466,667 --------------- Total Operating Costs and Expenses (10,959,796) Other Operations, net Equity in earnings of unconsolidated entities (48,740) Rental operations 315,158 Valencia Water Company 0 Club operations (589,668) Interest income 12,910 Interest expense (10,936,364) Loss on debt restructuring 0 Loss on interest rate swap termination 0 Miscellaneous 387,729 --------------- Total Other Operations, net (10,858,975) --------------- Earnings (Loss) Before Reorganization (8,477,363) Reorganization Expenses 26,214,157 --------------- Net Earnings (Loss) $34,691,520 =============== LandSource Communities Development, LLC Consolidated Schedule of Cash Receipts and Disbursements Month Ended December 31, 2008 Net Operating Cash Flow Housing revenue $328,945 Commercial Revenue 3,470,966 Other 0 Option deposits 0 Less: Closing Costs 0 --------------- Total Operating Inflows 3,799,911 Operating Cash Outflows Master improvements & CFDs (11,373,709) Property tax (4,538,838) General & Administrative (1,685,293) Other (98,693) Management fees (466,667) --------------- Total Operating Outflows (18,163,200) Net Operating Cash Flow Total Net Operating Cash Flow (14,363,289) Bankruptcy Disbursements Bankruptcy Payments Utility Deposits 0 Mechanic's liens/Other 0 --------------- Total Bankruptcy Payments 0 DIP Interest and Fees DIP Facility interest (533,152) Undrawn fee (36,141) DIP Facility fees (100,000) --------------- Total DIP Interest and Fees (669,293) Restructuring professionals (4,847,828) --------------- Total Bankruptcy Disbursements (5,517,122) --------------- Total Net Cash Flow ($19,880,411) =============== Disbursement Per Debtor LandSource Communities Development, LLC $3,128,319 California Land Company 0 Friendswood Development Company, LLC 55,284 Lennar Land Partners II 278,587 Kings Wood Development Company, L.C. 0 LSC Associates, LLC 0 Lennar Mare Island, LLC 1,036,542 LandSource Communities Development Sub 0 Lennar Moorpark, LLC 0 Lennar Stevenson Holdings, LLC 0 The Newhall Land and Farming Company 0 LandSource Holding Company, LLC 4,065,135 LNR-Lennar Washington Square, LLC 2,671,132 Lennar Bressi Ranch Venture, LLC 0 The Newhall Land and Farming Company 11,735,438 (a California Limited Partnership) NWI-IL GP, LLC 0 Tournament Players Club at Valencia, LLC 765,735 Southwest Communities Development, LLC 136,731 Valencia Corporation 0 Stevenson Ranch Venture, LLC 105,042 Valencia Realty Company 0 --------------- Total Disbursement $23,977,945 =============== About LandSource Communities LandSource Communities Development LLC, which operates in Arizona, California, Florida, New Jersey, Nevada and Texas, is involved in the planning and development of master planned communities and transforming undeveloped land into ready-to-build home sites and commercial properties. With the exception of one development project in Marina del Rey, California, LandSource does not build homes or commercial properties. LandSource and 20 of its affiliates filed for chapter 11 bankruptcy protection before the U.S. Bankruptcy Court for the District of Delaware on June 8, 2008 (Lead Case No. 08-11111). The Debtors are represented by Marcia Goldstein, Esq., at Weil Gotshal & Manges in New York, and Mark D. Collins, Esq., at Richards Layton & Finger in Wilmington, Delaware. Lazard Freres & Co. acts as the Debtors' financial advisors, and Kurtzmann Carson Consultants serves as the Debtors' notice and claims agent. According to the Troubled Company Reporter on May 22, 2008, LandSource sought help from its lender consortium to restructure $1.24 billion of its debt. LandSource engaged a 100-bank lender group led by Barclays Capital Inc., which syndicates LandSource's debt. LandSource had received a default notice on that debt from the lender group after it was not able to timely meet its payments during mid-April. However, LandSource failed to reach an agreement with its lenders on a plan to modify and restructure its debt, forcing it to seek protection from creditors. (LandSource Bankruptcy News, Issue No. 19; http://bankrupt.com/newsstand/or 215/945-7000). PROPEX INC: Files Monthly Operating Report for December 2008 ------------------------------------------------------------ Propex Inc. Unaudited Condensed Consolidated Balance Sheet As of December 28, 2008 ASSETS: Current Assets: Cash and cash equivalents $58,300,000 Restricted Cash 600,000 Accounts Receivable, net 54,900,000 Accounts Receivable claims - prepetition 0 Inventories, net 79,700,000 Deferred income taxes 8,700,000 Prepaid expenses and other current assets 18,200,000 Assets held for sale 6,200,000 ------------ Total current assets 226,600,000 Other assets: Goodwill 0 Intangible assets, net 16,000,000 Deferred income taxes 0 Investment in subsidiaries 0 Intercompany notes receivable 0 Other assets 7,000,000 ------------ Property, plant and equipment, net 190,700,000 ------------ Total assets $440,300,000 ============ LIABILITIES AND STOCKHOLDER'S EQUITY Current liabilities: Prepetition Accounts payable 8,000,000 Accrued liabilities 1,000,000 Current portion of debt and accrued interest 382,200,000 Accrued pension obligations 0 Restructuring and other similar costs 700,000 Other current liabilities 300,000 Postpetition Accounts payable 12,700,000 Accrued liabilities 15,300,000 Current portion of debt and accrued interest 37,600,000 Accrued pension obligations 0 Restructuring and other similar costs 800,000 Other current liabilities 900,000 ------------ Total current liabilities 459,500,000 Non-current liabilities: Prepetition Accrued pension and other postretirement benefit liabilities 16,500,000 Other non-current liabilities 0 Postpetition Intercompany notes payable 0 Debt, less current portion 0 Deferred income taxes 11,300,000 Accrued pension and other postretirement benefit liabilities 26,600,000 Other non-current liabilities 2,100,000 ------------ Total non-current liabilities 56,500,000 Total stockholder's equity Common stock 0 Paid-in capital 96,400,000 Accumulated other comprehensive income (5,100,000) Retained earnings - prior year (84,800,000) Retained earnings - current year (82,200,000) ------------ Total stockholder's equity (75,700,000) ------------ Total Liabilities and stockholder's equity $440,300,000 ============ Propex Inc. Unaudited Condensed Consolidated Statements of Operations For Month Ended December 28, 2008 Net revenue $20,100,000 Cost of sales 26,000,000 ------------ Gross profit (5,900,000) Operating expenses: Selling, general and administrative 4,000,000 Other(income) expense, net 0 Add Back depreciation and amortization 1,000,000 EBITDA (8,900,000) Depreciation & Amortization 1,000,000 Interest expense 1,800,000 Restructuring and similar costs 1,000,000 Non-cash pension and other expense 0 Other non-operating expense(income) Impairment of property, plant and equipment 0 Pension curtailment(gain), net of settlement loss 0 Debt forgiveness 0 Other 0 Equity(income) loss from sub-earnings 0 ------------ Income(loss) before income taxes (12,700,000) Income tax provision (benefit) (600,000) ------------ Net income (loss) ($12,100,000) ============ Propex Inc. Statement of Cash Flows For Month Ended December 28, 2008 Cash flows from operating activities Net income(loss) ($12,100,000) Adjustments to reconcile, net income to net cash provided by (used) in operating activities: Depreciation and amortization 1,100,000 Non-cash interest on debt 0 Amortization of bank fees 0 Net gain on dispositions of property and and equipment 500,000 Stock-based compensation 0 Impairment of property, plant and equipment 0 Impairment of goodwill 0 Impairment of intangibles 0 Pension and post-retirement benefit cost 200,000 Deferred income taxes 0 Changes in operating assets and liabilities Decrease(increase) in assets-prepetition 0 Decrease(increase) in assets-postpetition 28,100,000 (Decrease) increase in liabilities-prepetition 0 (Decrease)increase in liabilities-postpetition (8,300,000) ------------ Net cash provided (used) by operating activities 9,500,000 Cash flows from investing activities Capital expenditures (600,000) Proceeds from sale of property and equipment 0 Acquisition of business(net of cash acquired) 0 ------------ Net cash used in investing activities (600,000) Cash flows from financing activities Payments of long-term debt principal 0 Proceeds from issuance of debt 0 Debt issuance costs 0 Dividends 0 Net receipts from unconsolidated parent company 0 Activity with Affiliates (400,000) ------------ Net cash provided by (used in) financing activities (400,000) Effect of changes in foreign exchange rates on cash and cash equivalents (200,000) ------------ Change in cash and cash equivalents 8,300,000 ------------ Cash and cash equivalents-beginning period 50,000,000 ------------ Cash and cash equivalents- end period $58,300,000 ============ About Propex Inc. Headquartered in Chattanooga, Tennessee, Propex Inc. -- http://www.propexinc.com/-- produces geosynthetic, concrete, furnishing, and industrial fabrics and fiber. It also produces primary and secondary carpet backing. Propex operates in North America, Europe, and Brazil. The company and its debtor-affiliates filed for Chapter 11 protection on Jan. 18, 2008 (Bankr. E.D. Tenn. Case No. 08-10249). The Debtors have selected Edward L. Ripley, Esq., Henry J. Kaim, Esq., and Mark W. Wege, Esq. at King & Spalding, in Houston, Texas, to represent them. The Official Committee of Unsecured Creditors have tapped Ira S. Dizengoff, Esq., at Akin Gump Strauss Hauer & Feld, LLP, in New York, to be its counsel. Propex Inc., and its affiliates delivered to the Court a Joint Plan of Reorganization and Disclosure Statement on October 29, 2008. Propex's exclusive period to solicit acceptances of the Plan expires Dec. 29, 2008. As of June 29, 2008, the Debtors' balance sheet showed total assets of US$562,700,000, and total debts of US$551,700,000. The Debtors have filed their Disclosure Statement and Plan of Reorganization on October 29, 2008. Bankruptcy Creditors' Service, Inc., publishes Propex Bankruptcy News. The newsletter tracks the chapter 11 proceedings undertaken by Propex Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) SHARPER IMAGE: Files Monthly Operating Report for December 2008 --------------------------------------------------------------- Sharper Image Corp. Balance Sheet As of December 31, 2008 ASSETS Current assets: Unrestricted Cash and Equivalents $5,569,904 Restricted Cash and Equivalents - Trade Accounts Receivable, net 240,315 Other Accounts Receivable (Credit cards etc.) 130,946 Other Accounts Receivable (Subject to set-off against AP and accrued liabilities 2,871,583 Notes Receivable - Inventories - Prepaid Expenses 1,815,921 Professional Retainers - Deferred Income Taxes/Prepaid Income Taxes 17,027,307 Debit balances in AP 1,112,632 ------------ Total current assets 28,768,608 Property and Equipment: Real Property and Improvements - Machinery and Equipment - Furniture, Fixtures and Office Equipment - Leasehold Improvements - Vehicles - Work In Progress - Less: Accumulated Depreciation - ------------ Total Property and Equipment - Other assets: Loans to Insiders - Other Assets 5,757,110 ------------ Total Assets $34,525,718 ============ LIABILITIES AND OWNER'S EQUITY Liabilities not subject to Compromise (Post) Accounts Payable ($7,113,254) Taxes Payable (718,337) Wages Payable - Notes Payable - Rent/Leases - Building/Equipment - Secured Debt - Line of credit - Other Reserves - Liquidation (GOB Sales) Clearing Account (11,083,350) Amounts Due to Insiders - Accrual for Unpaid Professional Fees (525,000) Licensing advances received postpetition (1,012,500) Other Postpetition Liabilities - ------------ Total Postpetition Liabilities (20,452,441) Liabilities not subject to Compromise (Pre) Secured Debt - Line of credit - Secured Debt - Other - Priority Debt - Unsecured Debt (Accounts Payable) (47,183,993) Expense Accruals and Other Liabilities (4,284,453) Short Term Liabilities (3,554,215) Deferred (GAAP) rent/landlord allowances etc (526,174) Deferred Tax (Liability)/Asset 91,920,506 Deferred Revenue (Gift cards and Royalties) (33,789,666) Other Reserves and allowances (2,694,423) ------------ Total Prepetition Liabilities (112,419) ------------ Total Liabilities (20,564,860) Owner's Equity Capital Stock (152,132) Additional Paid-In Capital (116,716,579) Deferred Stock Compensation and Stock Repurchase 180,069 Retained Earnings - Prepetition 63,247,322 Retained Earnings - Postpetition 39,480,462 ------------ Net Owner's Equity (13,960,858) ------------ Total Liabilities and Owner's Equity ($34,525,718) ============ Sharper Image Corp. Statement of Operations For Month Ended December 31, 2008 Revenues: Gross Revenues $- Less: Returns and Allowances - ------------ Net Revenue - Cost of Goods Sold: Beginning Inventory - Add: Purchases - Add: Cost of Labor - Add: Other Costs 5,770 Less: Ending Inventory - Cost of Goods Sold 5,770 ------------- Gross Profit (5,770) Operating Expenses: Advertising - Auto and Truck Expense - Bad Debts 54,389 Contributions - Employee Benefit Programs (3,776) Insider Compensations - Insurance 33,971 Management Fees/Bonuses - Office Expense - Pension & Profit-Sharing Plans - Repairs and Maintenance 88 Rent and Lease Expense 3,952 Salaries/Commissions/Fees 31,667 Supplies - Taxes- Payroll 5,697 Taxes- Real Estate - Taxes- Other 81,608 Travel and Entertainment - Utilities 11,829 Other 256,518 ------------ Total Operating Expense Before Depr. 475,942 Depreciation/Depletion/Amortization - ------------ Net Profit (Loss) Before Other Income & Expenses (481,711) Other Income and Expenses: Licensing Income - Interest Expense - Deferred Comp balance (16,315) Other Expense - ------------ Net Profit (Loss) (498,027) Before Reorganization Items Reorganization Items: Professional Fees 963,676 US Trustee Quarterly Fees - Interest Earned on Accm Case - Gain (Loss) from sale of assets 1,012,793 Other Reorganization Expense 701,133 ------------ Total Reorganization Expenses 2,677,602 ------------ Net Profit (Loss) Before Income Taxes (Benefit) (3,175,629) Income Taxes (Benefit) (23,160) ------------ Net Profit (Loss) ($3,152,469) ============ Sharper Image Corp. Statement of Cash Flows For Month Ended December 31, 2008 Opening Balance $4,079,876 Receipts Cash Sales (from stores) - Credit Card Settlements 157,073 Other Settlements 81 Accounts Receivable 1,550 Sale of Assets 949,638 Interest/Dividend Income (201) Tax Refunds Received 38,371 Collections from vendors 522,989 Mail Order/License Deposits, Other Deposits (14,861) ------------- Total Receipts 1,654,639 Transfers Line of Credit Draw/Pay Down - Transfers from stores to deposit a/c - sweep - Transfers from concentration to refunds - Transfers from concentration to payroll - Other Inter-account transfers - Transfers from Concentration to Disbursement - ------------- Total Transfers - ------------- Total Receipts & Transfers 1,654,639 Disbursements Liquidator Reimbursements - Net Payroll 21,203 Payroll Taxes 11,336 401k - Employee Benefits - Sales, Use & Other Taxes 15,871 Inventory Purchases - Secured/Rental/Leases 7,575 Insurance 705 Administrative 13,382 Selling - Bank/Credit Card Fees/Sales audit adjs 24,505 Refund checks issued (net of stop payments) - Other - Customs/Duties/Freight - Interest and LC fees - Professional Fees 70,033 US Trustee Quarterly Fees - Court Costs - ------------- Total Disbursements 164,611 ------------ Net Cash Flow $1,490,028 ============ Terraillon Reacts Michael J. Flaherty, corporate secretary of Terraillon Corporation, complains that the Debtor's operating report for the month ended December 31, 2008, misstated the amounts owed to his firm. According to Mr. Flaherty, the full amount owed to the Company for postpetition sales is $27,000. The operating report, Mr. Flaherty complains, incorrectly indicates a reduction or credit associated with the sales for $5,211. Terraillon denies that any reduction or credit is due on the sales and asked the full amount of debt to be correctly stated in the filing. Terraillon is a vendor of goods to the Debtor. About Sharper Image Corp. Headquartered in San Francisco, California, Sharper Image Corp. -- http://www.sharperimage.com/-- is a multi-channel specialty retailer. It operates in three principal selling channels: the Sharper Image specialty stores throughout the U.S., the Sharper Image catalog and the Internet. The company has operations in Australia, Brazil and Mexico. In addition, through its Brand Licensing Division, it is also licensing the Sharper Image brand to select third parties to allow them to sell Sharper Image branded products in other channels of distribution. The company filed for Chapter 11 protection on Feb. 19, 2008 (Bankr. D.D., Case No. 08-10322). Judge Kevin Gross presides over the case. Harvey R. Miller, Esq., Lori R. Fife, Esq., and Christopher J. Marcus, Esq., at Weil, Gotshal & Manges, LLP, serve as the Debtor's lead counsel. Steven K. Kortanek, Esq., and John H. Strock, Esq., at Womble, Carlyle, Sandridge & Rice, P.L.L.C., serve as the Debtor's local Delaware counsel. An Official Committee of Unsecured Creditors has been appointed in the case. Cooley Godward Kronish LLP is the Committee's lead bankruptcy counsel. Whiteford Taylor Preston LLC is the Committee's Delaware counsel. When the Debtor filed for bankruptcy, it listed total assets of $251,500,000 and total debts of $199,000,000. As of June 30, 2008, the Debtor listed $52,962,174 in total assets and $39,302,455 in total debts. The Court extended the exclusive period during which the Debtor may file a Plan through and including Sept. 16, 2008. Sharper Image sought and obtained the Court's approval to change its name to "TSIC, Inc." in relation to an an Asset Purchase Agreement by the Debtor with Gordon Brothers Retail Partners, LLC, GB Brands, LLC, Hilco Merchant Resources, LLC, and Hilco Consumer Capital, LLC. (Sharper Image Bankruptcy News, Issue No. 27; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000) TRIBUNE CO: Files Monthly Operating Report for December 2008 ------------------------------------------------------------ Tribune Company, et al. Condensed Combined Balance Sheet As of December 28, 2008 ASSETS Current Assets: Cash and cash equivalents $561,711,000 Accounts receivable, net 87,494,000 Inventories 34,311,000 Broadcast rights 225,714,000 Prepaid expenses and other 80,398,000 --------------- Total current assets 989,628,000 Property, plant and equipment, net 1,373,209,000 Other Assets: Broadcast rights 207,473,000 Goodwill & other tangible assets 3,166,533,000 Prepaid pension costs 851,000 Investments in non-debtor subsidiaries 1,192,279,000 Other investments 16,523,000 Intercompany receivables from non-debtors 4,969,622,000 Other 99,896,000 --------------- Total Assets $12,016,014,000 =============== LIABILITIES & SHAREHOLDERS' EQUITY Current Liabilities: Accounts payable, accrued expenses and other $247,490,000 --------------- Total current liabilities 247,490,000 Pension obligations 204,481,000 Other obligations 227,378,000 --------------- Total Liabilities 679,349,000 Liabilities Subject to Compromise: Intercompany payables to non-debtors 4,583,275,000 Obligations to third parties 13,964,520,000 --------------- Total Liabilities Subject to Compromise 18,547,795,000 Shareholders' Equity (Deficit) (7,211,130,000) Total Liabilities & Shareholders' Equity $12,016,014,000 =============== Tribune Company, et al. Condensed Combined Statement of Operations For the Period Dec. 8 through 28, 2008 Total Revenue $212,974,000 Operating Expenses: Cost of sales 114,967,000 Selling, general and administrative 84,233,000 Depreciation 17,765,000 Amortization of intangible assets 1,397,000 --------------- Total operating assets 218,362,000 Operating Loss (5,388,000) Net loss on equity investments (16,612,000) Interest income, net 14,421,000 Management fee (997,000) Non-operating loss, net (7,179,000) --------------- Loss before income taxes & reorganization costs (15,755,000) Reorganization costs (940,022,000) --------------- Loss before income taxes (955,777,000) Income taxes 8,640,000 --------------- Net loss ($947,137,000) =============== Tribune Company, et al. Combined Schedule of Operating Cash Flow For the Period Dec. 8 through 28, 2008 Beginning Cash Balance $324,749,000 Cash Receipts: Operating receipts 185,741,000 Other 149,805,000 --------------- Total Cash Receipts 335,546,000 Cash Disbursements Compensation and benefits 61,662,000 General disbursements 50,105,000 Reorganization, interest & fees 52,000 --------------- Total Disbursements 111,819,000 Debtors' Net Cash Flow 223,727,000 From/(To) Non-Debtors (3,876,000) --------------- Net Cash Flow 219,851,000 Other 10,030,000 Ending Available Cash Balance $554,630,000 =============== About Tribune Co. Headquartered in Chicago, Illinois, Tribune Company -- http://www.tribune.com/-- is a media company, operating businesses in publishing, interactive and broadcasting, including ten daily newspapers and commuter tabloids, 23 television stations, WGN America, WGN-AM and the Chicago Cubs baseball team. The company and 110 of its affiliates filed for Chapter 11 protection on December 8, 2008 (Bankr. D. Del. Lead Case No. 08-13141). The Debtors proposed Sidley Austion LLP as their counsel; Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel; Lazard Ltd. and Alvarez & Marsal North Americal LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims agent. As of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets and $12,972,541,148 in total debts. Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy News. The newsletter tracks the chapter 11 proceeding undertaken by Tribune Company and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers' public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. A list of Meetings, Conferences and Seminars appears in each Wednesday's edition of the TCR. Submissions about insolvency- related conferences are encouraged. Send announcements to conferences@bankrupt.com/ On Thursdays, the TCR delivers a list of recently filed chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. For copies of court documents filed in the District of Delaware, please contact Vito at Parcels, Inc., at 302-658-9911. For bankruptcy documents filed in cases pending outside the District of Delaware, contact Ken Troubh at Nationwide Research & Consulting at 207/791-2852. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors' Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland, USA. Ronald C. Sy, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2009. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $775 for 6 months delivered via e- mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Christopher Beard at 240/629-3300. *** End of Transmission ***