/raid1/www/Hosts/bankrupt/TCR_Public/090502.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, May 2, 2009, Vol. 13, No. 120
Headlines
ASARCO LLC: Files Monthly Operating Report for March 2009
ATHEROGENICS INC: Posts $1,716,539 Net Loss in March 2009
CHRYSLER LLC: Balance Sheet as of December 31, 2008
CIRCUIT CITY: Files Monthly Operating Report for February 2009
CONSTAR INTERNATIONAL: Posts $1,817,000 Net Loss in March 2009
FRONTIER AIRLINES: Files Monthly Operating Report for March 2009
NEWPOWER HOLDINGS: Files Monthly Operating Report for March 2009
NORTEL NETWORKS: Monthly Operating Report -- Jan. 14 to Feb. 28
PILGRIM'S PRIDE: Monthly Operating Report -- Ended March 28, 2009
SEMGROUP LP: Files Monthly Operating Report for February 2009
SHARPER IMAGE: Posts $408,883 Net Loss for March 2009
TRONOX INC: Debtors' Monthly Operating Report for March 2009
*********
ASARCO LLC: Files Monthly Operating Report for March 2009
---------------------------------------------------------
ASARCO LLC, et al.
Balance Sheet
As of March 31, 2009
ASSETS
Current Assets:
Cash $1,290,633,000
Restricted Cash 27,128,000
Accounts receivable, net 105,389,000
Inventory 249,895,000
Prepaid expenses 7,569,000
Other current assets 6,843,000
---------------
Total Current Assets 1,687,456,000
Net property, plant and equipment 524,212,000
Other Assets:
Investments in subs & other investments 86,914,000
Advances to affiliates 302,000
Prepaid pension & retirement plan -
Other 36,170,000
---------------
Total assets $2,335,055,000
===============
LIABILITIES
Postpetition liabilities:
Account payable - trade $58,027,000
Accrued liabilities 958,009,000
---------------
Total postpetition liabilities 1,016,037,000
Prepetition liabilities:
Not subject to compromise - credit 3,456,000
Not subject to compromise - other 107,285,000
Advances from affiliates 24,464,000
Subject to compromise 3,042,397,000
---------------
Total prepetition liabilities 3,177,603,000
---------------
Total liabilities 4,193,639,000
===============
MEMBER'S EQUITY (DEFICIT):
Common stock 508,324,000
Additional paid-in capital 104,578,000
Other comprehensive loss (386,324,000)
Retained earnings: post filing date (2,994,990,000)
---------------
Total prepetition member's equity (2,768,412,000)
Retained earnings: post-filing date 909,827,000
---------------
Total member's equity (net worth) (1,858,585,000)
Total liabilities and member's equity $2,335,055,000
===============
ASARCO LLC, et al.
Consolidated Statement of Operations
Month Ended March 31, 2009
Sales $79,197,000
Cost of products and services 39,196,000
---------------
Gross profit (loss) 40,001,000
Operating expenses:
Selling and general & admin. expenses 2,159,000
Depreciation & amortization 3,337,000
Accretion expense 90,000
---------------
Operating income (loss) 34,416,000
Interest expense 94,000
Interest income (575,000)
Reorganization expenses 4,636,000
Other miscellaneous (income) expense (3,315,000)
---------------
Income (loss) before taxes 33,576,000
Income taxes 13,179,000
---------------
Net income (loss) $20,397,000
===============
ASARCO LLC, et al.
Consolidated Cash Receipts & Disbursements
Month Ended March 31, 2009
Receipts $83,072,000
Disbursements:
Inventory material 22,318,000
Operating disbursements 48,920,000
Capital expenditures 7,400,000
---------------
Total operating disbursements 78,638,000
Operating cash flow 4,434,000
Reorganization disbursements 3,537,000
---------------
Net cash flow 897,000
Net (borrowings) payments to secured Lenders -
---------------
Net change in cash 897,000
Beginning cash balance 1,316,864,000
---------------
Ending cash balances $1,317,760,000
===============
About ASARCO LLC
Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/--
is an integrated copper mining, smelting and refining company.
Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent.
ASARCO LLC filed for Chapter 11 protection on August 9, 2005
(Bankr. S.D. Tex. Case No. 05-21207). James R. Prince, Esq., Jack
L. Kinzie, Esq., and Eric A. Soderlund, Esq., at Baker Botts
L.L.P., and Nathaniel Peter Holzer, Esq., Shelby A. Jordan, Esq.,
and Harlin C. Womble, Esq., at Jordan, Hyden, Womble & Culbreth,
P.C., represent the Debtor in its restructuring efforts. Lehman
Brothers Inc. provides the ASARCO with financial advisory services
and investment banking services. Paul M. Singer, Esq., James C.
McCarroll, Esq., and Derek J. Baker, Esq., at Reed Smith LLP give
legal advice to the Official Committee of Unsecured Creditors and
David J. Beckman at FTI Consulting, Inc., gives financial advisory
services to the Committee.
When ASARCO LLC filed for protection from its creditors, it listed
US$600 million in total assets and US$1 billion in total debts.
ASARCO LLC has five affiliates that filed for chapter 11
protection on April 11, 2005 (Bankr. S.D. Tex. Case Nos.
05-20521 through 05-20525). They are Lac d'Amiante Du Quebec
Ltee, CAPCO Pipe Company, Inc., Cement Asbestos Products Company,
Lake Asbestos of Quebec, Ltd., and LAQ Canada, Ltd. Sander L.
Esserman, Esq., at Stutzman, Bromberg, Esserman & Plifka, APC, in
Dallas, Texas, represents the Official Committee of Unsecured
Creditors for the Asbestos Debtors. Former judge Robert C. Pate
has been appointed as the future claims representative. Details
about their asbestos-driven Chapter 11 filings have appeared in
the Troubled Company Reporter since April 18, 2005.
Encycle/Texas, Inc. (Bankr. S.D. Tex. Case No. 05-21304), Encycle,
Inc., and ASARCO Consulting, Inc. (Bankr. S.D. Tex. Case No. 05-
21346) also filed for chapter 11 protection, and ASARCO has asked
that the three subsidiary cases be jointly administered with its
Chapter 11 case. On October 24, 2005, Encycle/Texas' case was
converted to a Chapter 7 liquidation proceeding. The Court
appointed Michael Boudloche as Encycle/Texas, Inc.'s Chapter 7
Trustee. Michael B. Schmidt, Esq., and John Vardeman, Esq., at
Law Offices of Michael B. Schmidt represent the Chapter 7 Trustee.
ASARCO's affiliates, AR Sacaton LLC, Southern Peru Holdings LLC,
and ASARCO Exploration Company Inc., filed for Chapter 11
protection on December 12, 2006. (Bankr. S.D. Tex. Case No. 06-
20774 to 06-20776).
Six of ASARCO's affiliates, Wyoming Mining & Milling Co., Alta
Mining & Development Co., Tulipan Co., Inc., Blackhawk Mining &
Development Co., Ltd., Peru Mining Exploration & Development Co.,
and Green Hill Cleveland Mining Co. filed for Chapter 11
protection on April 21, 2008. (Bank. S.D. Tex. Case No. 08-20197
to 08-20202).
The Debtors submitted to the Court a joint plan of reorganization
and disclosure statement on July 31, 2008. The plan incorporates
the sale of substantially all of the Debtors' assets to Sterlite
Industries, Ltd., for US$2,600,000,000.
Americas Mining Corporation, an affiliate of Grupo Mexico SAB de
CV, submitted a reorganization plan to retain its equity interest
in ASARCO LLC, by offering full payment to ASARCO's creditors in
connection with ASARCO's Chapter 11 case. AMC would provide up to
US$2.7 billion in cash as well as a US$440 million guarantee to
assure payment of all allowed creditor claims, including payment
of liabilities relating to asbestos and environmental claims.
AMC's plan is premised on the estimation of the approximate
allowed amount of the claims against ASARCO.
Bankruptcy Creditors' Service, Inc., publishes ASARCO Bankruptcy
News. The newsletter tracks the chapter 11 proceeding undertaken
by ASARCO LLC and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
ATHEROGENICS INC: Posts $1,716,539 Net Loss in March 2009
---------------------------------------------------------
Atherogenics, Inc., filed with the U.S. Bankruptcy Court for the
Northern District of Georgia on April 20, 2009, its monthly
operating report for the month ended March 31, 2009.
Atherogenics incurred a net loss of $1,716,539 on zero revenues
for the month of March 2009.
At March 31, 2009, the Debtor had total assets of $47,475,548,
total liabilities of $307,584,912, and a stockholders' deficit of
$260,109,364.
A full-text copy of the Debtor's monthly operating report for
March 2009 is available at http://ResearchArchives.com/t/s?3c1b
About Atherogenics
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). James A. Pardo,
Jr., Esq., and Michelle Carter, Esq., at King & Spalding, LLP,
represent the Debtor as counsel. Akin Gump Strauss Hauer & Feld
LLP, and Frank W. DeBorde, Esq., at Morris, Manning &
Martin, LLP, represent the Official Committee of Unsecured
Creditors as counsel. Administar Services Group LLC is the
Claims, Noticing, and Balloting Agent for the Debtor.
CHRYSLER LLC: Balance Sheet as of December 31, 2008
---------------------------------------------------
Chrysler LLC and Consolidated Subsidiaries
Consolidated Balance Sheets
As of December 31, 2008
ASSETS
CURRENT ASSETS:
Cash and Cash Equivalents $1,898,000,000
Restricted Cash 142,000,000
Trade Receivables, net 1,638,000,000
Inventories 4,671,000,000
Prepaid Expenses and Other Current Assets 2,802,000,000
Deferred Taxes 20,000,000
--------------
Total Current Assets 11,171,000,000
PROPERTY AND EQUIPMENT:
Property, Plant and Equipment, net 15,869,000,000
Equipment on Operating Leases, net 5,092,000,000
--------------
Total Property and Equipment 20,961,000,000
OTHER ASSETS:
Advances to Related Parties
and Other Financial Assets:
Note Receivable ? Chrysler
CA Lease Depositor LLC 1,000,000,000
Other 293,000,000
Restricted Cash 1,213,000,000
Goodwill -
Intangible Assets 3,496,000,000
Deferred Taxes 146,000,000
Other Assets 1,056,000,000
--------------
TOTAL OTHER ASSETS 7,204,000,000
--------------
TOTAL ASSETS $39,336,000,000
==============
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Trade Liabilities $5,739,000,000
Accrued Expenses & Other Current Liabilities 12,095,000,000
Current Maturities of Financial Liabilities 11,308,000,000
Deferred Income 1,516,000,000
Deferred Taxes 6,000,000
--------------
Total Current Liabilities 30,664,000,000
LONG-TERM LIABILITIES:
Accrued Expenses and Other Liabilities 20,859,000,000
Financial Liabilities 2,599,000,000
Deferred Income 957,000,000
Deferred Taxes 154,000,000
--------------
Total Long-Term Liabilities 24,569,000,000
MEMBER'S INTEREST:
Contributed Capital 2,471,000,000
Accumulated Losses (17,483,000,000)
Accumulated Other Comprehensive Loss (885,000,000)
--------------
Total Member's Interest (Deficit) (15,897,000,000)
--------------
TOTAL LIABILITIES & MEMBER'S INTEREST (DEFICIT) $39,336,000,000
==============
About Chrysler
Headquartered in Auburn Hills, Michigan, Chrysler LLC --
http://www.chrysler.com/-- manufactures Chrysler, Jeep(R), Dodge
and Mopar(R) brand vehicles and products. The company has dealers
worldwide, including Canada, Mexico, U.S., Germany, France, U.K.,
Argentina, Brazil, Venezuela, China, Japan, and Australia.
In 2007, Cerberus Capital Management LP acquired an 80.1% stake in
Chrysler for $7.2 billion. Daimler AG kept a 19.9% stake. Late
in 2008, Daimler attempted to sell its remaining stake to
Cerberus, but talks have been stalled.
Pursuant to the U.S. Government's Automotive Industry Financing
Program, the U.S. Department of the Treasury made emergency loans
to General Motors Corp., Chrysler Holding LLC, and Chrysler
Financial Services Americas LLC. The Treasury purchased senior
preferred stock from GMAC LLC. In exchange, Chrysler and GM
submitted restructuring plans to the Treasury on February 17,
2009. Upon submission, President Obama's Designee on the Auto
Industry determined that the restructuring plans did not meet the
threshold for long-term viability. However, on March 30, 2009,
both GM and Chrysler were granted extensions to complete the
restructuring plans to comply with the requirements set forth
under the Automotive Industry Financing Program.
The Government has told Chrysler it would provide up to $6 billion
in financing if Chrysler and Fiat SpA could complete a deal by the
end of April -- on top of the $4 billion Chrysler has already
received. Fiat originally agreed to take 35% of Chrysler, but it
was subsequently reduced to 20%.
Chrysler LLC and 24 of its debtor-affiliates filed for Chapter 11
relief of April 30, 2009 (Bankr. S.D. N.Y. Case Nos. 09-50000 to
09-50024, inclusive). Judge Arthur Gonzales is handling the case.
Chrysler's Mexican, Canadian and other international operations
are not part of the of the bankruptcy filing.
Chrysler has hired:
-- Jones Day, as lead counsel;
-- Togut Segal & Segasl, as conflicts counsel;
-- Capstone Advisory Group LLC, and
-- Greenhil & Co., LLC, for financial advisory services; and
-- Epiq Bankruptcy Solutions LLC, as its claims agent.
Bankruptcy Creditors' Service, Inc., publishes Chrysler Bankruptcy
News. The newsletter tracks the Chapter 11 proceedings of
Chrysler LLC and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
CIRCUIT CITY: Files Monthly Operating Report for February 2009
--------------------------------------------------------------
Circuit City Stores, Inc., et al.
Balance Sheet
As of February 28, 2009
ASSETS
CURRENT ASSETS
Cash and cash equivalents $46,535,000
Restricted cash 1,300,000
Cash held by Bank of America 326,071,000
Short-term investments 655,000
Accounts receivable, net 571,524,000
Merchandise inventory 153,498,000
Deferred income taxes, net 25,202,000
Income tax receivable 83,701,000
Prepaid expenses & other current assets 30,192,000
Intercompany receivables and
investments in subsidiaries 522,273,000
-------------
TOTAL CURRENT ASSETS 1,760,951,000
Property and equipment 1,804,437,000
Accumulated depreciation (1,317,740,000)
-------------
Net property and equipment 486,697,000
Other assets 148,832,000
-------------
TOTAL ASSETS $2,396,480,000
=============
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Merchandise payable $50,212,000
Expenses payable 72,467,000
Accrued expenses and other
current liabilities 97,889,000
Accrued compensation 20,921,000
Intercompany payables 15,149,000
Accrued income taxes 1,457,000
-------------
TOTAL CURRENT LIABILITIES 258,095,000
Deferred rent credits 121,860,000
Deferred income taxes, net 18,834,000
Other liabilities 26,510,000
-------------
LIABILITIES NOT SUBJECT TO COMPROMISE 425,299,000
LIABILITIES SUBJECT TO COMPROMISE 1,169,709,000
-------------
TOTAL LIABILITIES 1,595,008,000
STOCKHOLDERS' EQUITY
Common stock 435,612,000
Additional paid-in capital 304,915,000
Retained deficit 31,383,000
Accumulated other comprehensive income 29,562,000
-------------
TOTAL STOCKHOLDERS' EQUITY 801,472,000
-------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $2,396,480,000
=============
Circuit City Stores, Inc., et al.
Income Statement
For the month ending February 28, 2009
Net sales $643,138,000
Cost of sales, buying and warehousing 646,885,000
-------------
Gross profit (loss) (3,747,000)
Selling, general and admin. expenses 159,858,000
-------------
Operating loss (163,605,000)
Interest income 11,000
Interest expense 826,000
-------------
Loss before reorg. items & income taxes (164,420,000)
Reorganization items, net (163,433,000)
GAAP Reversals 70,848,000
Income tax benefit (1,546,000)
-------------
Net loss ($255,459,000)
=============
Circuit City Stores, Inc., et al.
Cash Receipts and Disbursements
For the month ending February 28, 2009
Operating Activities:
Net loss ($255,459,000)
Adjustments to reconcile net income to
net cash provided by operating activities:
Net loss from reorganization items 163,433,000
Net gain from GAAP reversals (70,848,000)
Depreciation expense 6,581,000
Stock-based compensation expense 30,000
Loss on dispositions of property & equipment 28,563,000
Provision for deferred income taxes (5,309,000)
Other (49,000)
-------------
122,401,000
Changes in operating assets and liabilities:
Restricted cash and cash held by BOA (327,371,000)
Accounts receivable, net (5,383,000)
Merchandise inventory 629,887,000
Prepaid expenses & other current assets 7,026,000
Other assets (9,616,000)
Merchandise payable 32,954,000
Expenses payable (7,992,000)
Accrued expenses, liabilities & income taxes (14,400,000)
Intercompany receivables 5,933,000
Other long-term liabilities (13,362,000)
-------------
297,676,000
-------------
Net cash provided by operating activities 164,618,000
before reorganization items
Cash effect of reorg. Items, professional fees (144,000)
-------------
Net cash provided by operating activities 164,474,000
-------------
Investing Activities:
Proceeds from sales of property & equipment 14,313,000
-------------
Net cash provided by investing activities 14,313,000
Financing Activities:
Proceeds from DIP borrowings 216,820,000
Principal payments on DIP borrowings (380,859,000)
Principal payments on long-term debt (351,000)
Change in overdraft balances 828,000
-------------
Net cash used in financing activities (163,562,000)
-------------
Increase in cash and cash equivalents 15,225,000
Cash and cash equivalents at beginning of period 31,310,000
-------------
Cash and cash equivalents at end of period $46,535,000
=============
About Circuit City Stores
Headquartered in Richmond, Virginia, Circuit City Stores Inc.
(NYSE: CC) -- http://www.circuitcity.com/-- was a specialty
retailer of consumer electronics, home office products,
entertainment software and related services in the U.S. and
Canada.
Circuit City Stores together with 17 affiliates filed a voluntary
petition for reorganization relief under Chapter 11 of the
Bankruptcy Code on November 10 (Bankr. E.D. Va. 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 August 31, 2008.
Circuit City has opted to liquidate its 721 stores. It has
obtained the Bankruptcy Court's approval to pursue going-out-of-
business sales, and sell its store leases.
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)
CONSTAR INTERNATIONAL: Posts $1,817,000 Net Loss in March 2009
--------------------------------------------------------------
On April 24, 2009, Constar International Inc. and certain of its
affiliates filed their unaudited combined monthly operating report
for the period March 1, 2009, through March 31, 2009, with the
U.S. Bankruptcy Court for the District of Delaware.
The company reported a consolidated net loss of $1,817,000 on net
sales of $57,050,000 for the month of March 2009.
At March 31, 2008, the company had $421.4 million in total assets,
$585.1 million in total liabilities, and $163.7 million in
stockholders' deficit.
A full-text copy of Constar International's monthly operating
report for March 2009 is available at:
http://researcharchives.com/t/s?3c4c
Headquartered in Philadelphia, Pennsylvania, Constar International
Inc. (NASDAQ: CNST) -- http://www.constar.net/-- produces
polyethylene terephthalate plastic containers for food, soft
drinks and water. The Company provides full-service packaging
services. The Company and five of its affiliates filed for
Chapter 11 protection on Dec. 30, 2008 (Bankr. D. Del. Lead Case
No. 08-13432). Bayard, P.A. represents the Debtors as counsel.
Wilmer Cutler Pickering Hale and Dorr LLP represents the Debtors
as co-counsel. Goodwin Procter LLP, and Young, Conaway, Stargatt
& Taylor, LLP, are the Official Committee of Unsecured Creditors'
proposed counsel.
FRONTIER AIRLINES: Files Monthly Operating Report for March 2009
----------------------------------------------------------------
On April 28, 2009, Frontier Airlines Holdings, Inc., filed its
monthly operating report for the month of March 31, 2009, with the
United States Bankruptcy Court for the Southern District of New
York. Frontier Airlines issued this press release:
DENVER (April 28, 2009) -- Frontier Airlines Holdings, Inc. (OTC
Bulletin Board: FRNTQ) today reported its fifth consecutive
monthly operating profit and, excluding special items, its
second successive quarterly net profit. The results were filed
in the Company's unaudited Monthly Operating Report for March
2009.
For the month of March, Frontier reported a consolidated
operating profit of $20.7 million and a total consolidated net
loss of $129.9 million. Excluding special items, the Company
reported an operating profit of $16.7 million and a net profit
of $15.2 million for the month.
Frontier also reported a consolidated operating profit of
$25.1 million and a net loss of $161.0 million for the March
quarter. Excluding special items, the Company reported an
operating profit of $13.7 million and a net profit of
$7.5 million for the quarter.
Special items for the month of March included:
-- $149.0 million in reorganization expense, primarily
attributable to a Republic Airways unsecured claim allowed by
the bankruptcy court
-- Non-cash mark-to-market gains on fuel hedge contracts of
$4.0 million
Operational results for the month of March included:
-- A 19.7 percent year-over-year mainline capacity reduction
-- Mainline unit cost excluding fuel (CASM ex-fuel) of 5.80
cents, a reduction of 8.5 percent from the prior year
-- Mainline total unit cost of 7.82 cents, a reduction of 25.2
percent compared to March 2008
-- Mainline passenger revenue (PRASM) of 9.53 cents, down 12.4
percent from the previous year
-- Mainline total unit revenue (RASM) 10.31 cents, 10.0 percent
lower than March 2008
"I am very proud of our March performance," said Frontier
President and CEO Sean Menke. "Despite a near 20 percent
reduction in capacity, we were able to achieve one of the lowest
unit costs in the industry. At the same time, our AirFairs
product and other revenue initiatives helped offset a decline in
bookings and enabled us to produce a net profit and our highest
operating margin for any March since 2000. Posting an operating
profit of $21 million in the face of a double-digit unit revenue
reduction is proof positive that our business model positions
Frontier as a leader among low-cost carriers."
Special items for the three months ended March 2009 included:
-- Reorganization costs of $179.8 million, primarily
attributable to a Republic Airways unsecured claim allowed by
the bankruptcy court
-- Non-cash mark-to-market gains of $11.4 million on fuel
hedging activity
Operational results for the March quarter included:
-- A 20.3 percent year-over-year mainline capacity reduction
-- Mainline unit cost excluding fuel (CASM ex-fuel) of 6.08
cents, a 7.3 percent reduction from the prior year
-- Mainline total unit cost of 8.32 cents, a reduction of 19.8
percent compared to March 2008
-- Mainline passenger revenue (PRASM) of 8.71 cents, down 6.1
percent from the previous year
-- Mainline total unit revenue (RASM) 9.50 cents, 3.4 percent
lower than March 2008
Frontier's cash position increased to $71.8 million for the
period ending March 2009.
"Frontier is one of only a few carriers posting profits in the
first quarter of the year," said Menke. "We continue to prove
that our restructuring efforts have positioned us to
consistently make money in the most competitive market in the
country and in the face of the most trying of economic times.
Clearly, maintaining our low cost structure allows our operation
to buck industry trends and make money in a difficult revenue
environment."
Menke concluded, "It is a tribute to every Frontier employee
that we accomplished these financial results while maintaining
the operational excellence that has earned us top marks for our
on-time performance, mishandled bags ratio, flight completion,
and few customer complaints."
A full-text copy of Frontier Airlines' monthly operating report
for March 2009 is available at:
http://researcharchives.com/t/s?3c43
About Frontier Airlines
Headquartered in Denver, Colorado, Frontier Airlines Inc. --
http://www.frontierairlines.com/-- provides air transportation
for passengers and freight. It operates jet service carriers
linking Denver, Colorado hub to 46 cities coast-to-coast, 8 cities
in Mexico, and 1 city in Canada, as well as provide service from
other non-hub cities, including service from 10 non-hub cities to
Mexico.
Frontier Airlines and its debtor-affiliates filed for Chapter 11
protection on April 10, 2008, (Bankr. S.D. N.Y. Case No.
08-11297 thru 08-11299.) Benjamin S. Kaminetzky, Esq., and Hugh
R. McCullough, Esq., at Davis Polk & Wardwell, represent the
Debtors in their restructuring efforts. Togul, Segal & Segal
LLP is the Debtors' Conflicts Counsel, Faegre & Benson LLP is
the Debtors' Special Counsel, and Kekst and Company is the
Debtors' Communications Advisors.
Bankruptcy Creditors' Service, Inc., publishes Frontier Airlines
Bankruptcy News. The newsletter tracks the Chapter 11 proceedings
of Frontier Airlines Inc. and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
NEWPOWER HOLDINGS: Files Monthly Operating Report for March 2009
----------------------------------------------------------------
NewPower Holdings, Inc., filed with the U.S. Bankruptcy Court for
the Northern District of Georgia on April 28, 2009, its monthly
operating report for March 2009. The Debtor had an opening
cash balance of $834 and an ending cash balance of $821.
A full-text copy of the Debtor's March 2009 monthly operating
report is available for free at:
http://researcharchives.com/t/s?3c4d
NewPower Holdings Inc. (Pink Sheets: NWPWQ) and its debtor-
affiliates filed for chapter 11 protection on June 11, 2002
(Bankr. N.D. Ga. 02-10836). Paul K. Ferdinands, Esq., at King &
Spalding, and William M. Goldman, Esq., at Sidley Austin Brown &
Wood LLP, represent the Debtors as counsel. When the Debtors
filed for protection from their creditors, they reported
$231,837,000 in assets and $87,936,000 in debts.
On August 15, 2003, the U.S. Bankruptcy Court for the Northern
District of Georgia, Newnan Division, confirmed the Second Amended
Chapter 11 Plan with respect to NewPower Holdings, Inc., and TNPC
Holdings, Inc., a wholly owned subsidiary. That Plan became
effective on October 9, 2003, with respect to the company and
TNPC.
On February 28, 2003, the Bankruptcy Court confirmed The New
Power Company's Plan, and that Plan has been effective as of
March 11, 2003, with respect to New Power. The New Power Company
is a wholly owned subsidiary of the company.
NORTEL NETWORKS: Monthly Operating Report -- Jan. 14 to Feb. 28
---------------------------------------------------------------
Nortel Networks Inc., et al.
Condensed Combined Balance Sheet
As of February 28, 2009
(Unaudited)
(In millions of U.S. dollars)
NNI Alteon Other
----- ------ -----
ASSETS
Current Assets
Cash and cash equivalents $720 - -
Short-term investments 42 - -
Restricted cash and cash equivalents 4 - -
Accounts receivable-net 393 - -
Intercompany accounts receivable 406 40 (6)
Inventories - net 378 - -
Other current assets 100 - -
----- ------ -----
Total current assets 2,043 40 (6)
Investments in non-Debtor subsidiaries 407 1 1
Investments - other 23 - -
Plant and equipment - net 349 1 -
Intangible assets - net 24 - -
Other assets 54 - -
----- ------ -----
Total assets $2,900 $42 $(5)
LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)
Current liabilities not subject to compromise
Trade and other accounts payable 41 - -
Intercompany accounts payable 48 2 -
Payroll and benefit-related liabilities 145 1 -
Contractual liabilities 26 - -
Restructuring liabilities 19 1 -
Other accrued liabilities 796 6 -
Income taxes 1 - -
----- ------ -----
Total current liabilities not
subject to compromise 1,076 10 -
Restructuring 72 - -
Deferred income and other credits 2 - -
Deferred revenue 31 - -
Post-employment benefits 73 - -
----- ------ -----
Total liabilities not subject
to compromise 1,254 10 -
Liabilities subject to compromise 1,848 53 120
----- ------ -----
Total liabilities 3,102 63 120
SHAREHOLDERS' EQUITY (DEFICIT)
Common shares 199 719 32
Preferred shares - 16 47
Additional paid-in capital 17,556 7,330 5,252
Accumulated deficit (17,796) (8,086) (5,455)
Accumulated other comprehensive
income (loss) (161) - (1)
----- ------ -----
Total shareholders' equity (deficit) (202) (21) (125)
TOTAL LIABILITIES & SHAREHOLDERS'
EQUITY DEFICIT $2,900 $42 ($5)
====== ====== =====
Nortel Networks Inc., et al.
Condensed Combined Statement of Operations
For the Period January 14 to February 28, 2009
(Unaudited)
(In millions of U.S. dollars)
NNI Alteon Other
----- ------ -----
Total revenues $318 - -
Total cost of revenues 256 - -
----- ------ -----
Gross profit 62 - -
Selling, general and admin expense 98 - -
Research and development expense 44 1 -
Amortization of intangible assets 2 - -
Special charges 60 1 -
Other operating expense (income)- net (4) - -
----- ------ -----
Operating earnings (loss) (138) (2) -
Other income (expense) - net 11 - -
Interest expense (1) - -
----- ------ -----
Earnings (loss) from operations before
reorganization items, income taxes,
minority interests & equity in net
earnings (loss) of assoc. companies (128) (2) -
Reorganization items - net 23 - -
----- ------ -----
Earnings (loss) from operations before
income taxes, minority interests and
equity in net earnings'(loss) of
associated companies (l05) (2) -
Income tax benefit (expense) (1) - -
----- ------ -----
Earnings (loss) from operations before
minority interests and equity in net
earnings (loss) of assoc. companies (106) (2) -
Minority interests - net of tax - - -
----- ------ -----
Earnings (loss) from operations before
net earnings (loss) of associated
companies - net of tax (106) (2) -
Equity in net earnings (loss) from
associated companies -net of tax 3 - -
Equity in net earnings (loss) from
non-Debtor subsidiaries - net of tax - - -
----- ------ -----
Net earnings (loss) ($103) ($2) -
====== ====== =====
Nortel Networks Inc., et al.
Condensed Combined Statement of Cash Flows
For the Period January 14 to February 28, 2009
(Unaudited)
(In millions of U.S. dollars)
NNI Alteon Other
----- ------ -----
Cash flows from (used in) operating
activities:
Net earnings (loss) $(103) $(1) -
Adjustments to reconcile net earnings
(loss) from continuing operations to
net cash from (used in) operating
activities, net of effects from
acquisitions and divestitures of
businesses:
Amortization and depreciation 15 - -
Equity in net (earnings)/loss
of associated companies (3) - -
Equity in net earnings from non-Debtor
subsidiaries - net of tax - - -
Share-based compensation expense 44 - -
Pension and other accruals 2 - -
Reorganization items (23) - -
Other - net 3 - -
Change in operating assets
and liabilities 170 1 -
----- ------ -----
Net cash from (used in) operating
activities 105 - -
Cash flows from (used in) investing activities:
Expenditures for plant and equipment (3) - -
Change in restricted cash and
cash equivalents (4) - -
Decrease in short-term and long-term
investments 24 - -
----- ------ -----
Net cash from (used in) investing
activities 17 - -
Cash flows from (used in) financing activities:
Decrease in capital leases obligations (1) - -
Net cash from (used in) financing
activities (1) - -
Effect of foreign exchange rate changes
on cash and cash equivalents - - -
----- ------ -----
Net increase (decrease) in cash
and cash equivalents 121 - -
Cash and cash equivalents, beginning 599 - -
----- ------ -----
Cash and cash equivalents, end $720 - -
====== ====== =====
The financial statements represent the unaudited condensed
combined financial statements for the U.S Debtors only. The U.S.
Debtors' non-debtor subsidiaries are treated as non-consolidated
subsidiaries in these financial statements and thus, their net
loss is included as "Equity in net earnings (loss) from non-
Debtor subsidiaries, net of tax" in the statement of operations
and their net assets are included as "Investments in non-Debtor
subsidiaries" in the balance sheet.
Amounts presented in the statement of cash flows for the period
from January 14, 2009, to February 28, 2009, were based on
estimated asset and liability balances as of the Petition Date
and actual balances as of February 28, 2009, as well as the
estimated results of operations for the period from January 14,
2009, to February 28, 2009.
The unaudited condensed combined financial statements have been
derived from the books and records of the U.S. Debtors. The
presentation combines the U.S. Debtors into three reporting
groups consistent with the companies' ownership structure and
activities:
* NNI Reporting Group: Nortel Networks Inc. and its U.S.
Debtor subsidiaries of Nortel Networks Capital Corporation,
Nortel Networks Cable Solutions Inc., Nortel Networks
International Inc., Nortel Networks Optical Components Inc.,
Nortel Networks HPOCS Inc., Northern Telecom International
Inc. and Qtera Corporation.
* Alteon Reporting Group: Alteon WebSystems, Inc. and Alteon
WebSystems International Inc.
* Other Reporting Group: Architel Systems (U.S.) Corporation,
CoreTek Inc., Nortel Networks Applications Management
Solutions Inc., Sonoma Systems and Xros Inc.
About Nortel Networks
Headquartered in Ontario, Canada, Nortel Networks Corporation
(NYSE/TSX: NT) -- http://www.nortel.com/-- delivers next-
generation technologies, for both service provider and enterprise
networks, support multimedia and business-critical applications.
Nortel's technologies are designed to help eliminate today's
barriers to efficiency, speed and performance by simplifying
networks and connecting people to the information they need, when
they need it. Nortel does business in more than 150 countries
around the world. Nortel Networks Limited is the principal direct
operating subsidiary of Nortel Networks Corporation.
Nortel Networks Corp., Nortel Networks Inc. and other affiliated
corporations in Canada sought insolvency protection under the
Companies' Creditors Arrangement Act in the Ontario Superior Court
of Justice (Commercial List). Ernst & Young has been appointed to
serve as monitor and foreign representative of the Canadian Nortel
Group. The Monitor also sought recognition of the CCAA
Proceedings in the Bankruptcy Court under Chapter 15 of the
Bankruptcy Code.
Nortel Networks Inc. and 14 affiliates filed separate Chapter 11
petitions on January 14, 2009 (Bankr. D. Del. Case No. 09-10138).
Judge Kevin Gross presides over the case. James L. Bromley, Esq.,
at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as
general bankruptcy counsel; Derek C. Abbott, Esq., at Morris
Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware
counsel. The Chapter 11 Debtors' other professionals are Lazard
Freres & Co. LLC as financial advisors; and Epiq Bankruptcy
Solutions LLC as claims and notice agent.
The Chapter 15 case is Bankr. D. Del. Case No. 09-10164. Mary
Caloway, Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll
& Rooney PC, in Wilmington, Delaware, serves as Chapter 15
petitioner's counsel.
Certain of Nortel's European subsidiaries have also made
consequential filings for creditor protection. The Nortel
Companies related in a press release that Nortel Networks UK
Limited and certain subsidiaries of the Nortel group incorporated
in the EMEA region have each obtained an administration order
from the English High Court of Justice under the Insolvency Act
1986. The applications were made by the EMEA Subsidiaries under
the provisions of the European Union's Council Regulation (EC)
No. 1346/2000 on Insolvency Proceedings and on the basis that
each EMEA Subsidiary's centre of main interests is in England.
Under the terms of the orders, representatives of Ernst & Young
LLP have been appointed as administrators of each of the EMEA
Companies and will continue to manage the EMEA Companies and
operate their businesses under the jurisdiction of the English
Court and in accordance with the applicable provisions of the
Insolvency Act.
Several entities, particularly, Nortel Government Solutions
Incorporated and Nortel Networks (CALA) Inc., have material
operations and are not part of the bankruptcy proceedings.
As of September 30, 2008, Nortel Networks Corp. reported
consolidated assets of $11.6 billion and consolidated liabilities
of $11.8 billion. The Nortel Companies' U.S. businesses are
primarily conducted through Nortel Networks Inc., which is the
parent of majority of the U.S. Nortel Companies. As of
September 30, 2008, NNI had assets of about $9 billion and
liabilities of $3.2 billion, which do not include NNI's guarantee
of some or all of the Nortel Companies' about $4.2 billion of
unsecured public debt.
Bankruptcy Creditors' Service, Inc., publishes Nortel Networks
Bankruptcy News. The newsletter tracks the chapter 11 proceeding
and ancillary foreign proceedings undertaken by Nortel Networks
Corp. and its various affiliates. (http://bankrupt.com/newsstand/
or 215/945-7000)
PILGRIM'S PRIDE: Monthly Operating Report -- Ended March 28, 2009
-----------------------------------------------------------------
Pilgrim's Pride Corporation
Balance Sheet
As of March 28, 2009
ASSETS
Current Assets:
Cash
Unrestricted $17,111,360
Restricted 6,664,131
Accounts receivable - net 275,183,146
Intercompany accounts receivable 212,344,011
Inventory 761,378,062
Notes receivable 0
Prepaid expenses 12,638,728
--------------
Total current assets 1,285,319,438
Property, plant and equipment 1,332,134,206
Other assets -
Less: Accumulated depreciation 738,425,373
--------------
Net Property, Plant & Equipment 593,708,833
Other assets 1,321,151,132
--------------
Total assets $3,200,179,404
==============
LIABILITIES
Postpetition Liabilities:
Accrued expenses $-
Taxes payable 15,770,964
Notes payable (DIP Financing) 89,791,797
Professional fees (accrued est) 13,716,769
Secured debt (accrued int) 19,583,283
Others 202,057,748
--------------
Total postpetition liabilities 340,920,561
Prepetition liabilities:
Secured debt 1,342,645,910
Priority debt 624,842
Unsecured debt 823,147,627
Other 658,599,417
--------------
Total prepetition liabilities 2,825,017,796
Total Liabilities 3,165,938,357
Equity:
Prepetition owners' equity 531,687,077
Postpetition cumulative profit(loss) (103,962,749)
Direct charges to equity (393,483,282)
--------------
Total Equity 34,231,046
Total Liabilities & owners' equity $3,200,179,404
==============
Pilgrim's Pride Corporation
Income Statement
For the Month Ended March 28, 2009
Revenues:
Gross Revenue $638,376,072
Less: Returns and discounts 12,324,705
------------
Net Revenue 626,051,367
Cost of Goods Sold:
Cost of goods sold 575,889,915
------------
Total cost of goods sold 575,889,915
Gross profit 50,161,452
Operating Expenses:
Officer/insider compensation 532,730
General & administrative 27,255,383
Other 709,801
-----------
Total operating expenses 28,497,915
Income before non-operating income & expense 216,663,537
Other Income & Expenses:
Financing expenses 13,917,264
Reorganization Expenses:
Professional fees 3,065,000
U.S. Trustee fees 0
Other reorganization expenses 17,459,999
------------
Total reorganization expenses 20,524,999
Income tax 13,444
------------
Net Profit (Loss) ($12,792,069)
============
Pilgrim's Pride Corporation
Cash Receipts & Disbursements
For the Month Ended March 28, 2009
Cash - Beginning of month $40,855,170
Cash sales 0
Collection of Accounts Receivable:
Total operating receipts 639,203,644
Non-Operating Receipts:
Loans & advances (15,900,000)
Others (PPC Mexico reimbursements) 20,487,923
------------
Total Non-operating receipts 4,587,923
Total receipts 643,791,566
Total Cash Available 684,646,736
Operating Disbursement:
Customer programs 8,656,717
Growing and feeding 302,613,977
Contractors, repair and maintenance 16,380,567
Fleet and freight 35,039,279
General insurance 5,804,608
Leases/rentals 7,095,449
Meat/food 14,299,218
Packaging/ingredients 47,077,233
Gross payroll 127,499,659
Utilities 22,296,657
Other 35,893,920
Capital expenditure 7,099,893
------------
Total Operating Disbursements 629,757,177
Reorganization Expenses:
Professional fees 2,656,060
U.S. Trustee fees 0
Other reorganization 2,619,491
------------
Total reorganization expenses 5,275,551
Total disbursement 635,032,728
Securitization line pay-down 0
------------
Net cash flow 8,758,838
Changes in management obligations (9,961,555)
Cash - End of Month $39,652,453
============
About Pilgrim's Pride Corp.
Headquartered in Pittsburgh, Texas, Pilgrim's Pride Corporation
(Pink Sheets: PGPDQ) -- http://www.pilgrimspride.com/-- produces,
distributes and markets poultry processed products through
retailers, foodservice distributors and restaurants in the U.S.,
Mexico and in Puerto Rico. In addition, the company owns 34
processing plants in the United States and 3 processing plants in
Mexico. The processing plants are supported by 42 hatcheries, 31
feed mills and 12 rendering plants in the United States and 7
hatcheries, 4 feed mills and 2 rendering plants in Mexico.
Moreover, the company owns 12 prepared food production facilities
in the United States. The company employs about 40,000 people and
has major operations in Texas, Alabama, Arkansas, Georgia,
Kentucky, Louisiana, North Carolina, Pennsylvania, Tennessee,
Virginia, West Virginia, Mexico, and Puerto Rico, with other
facilities in Arizona, Florida, Iowa, Mississippi, and Utah.
Pilgrim's Pride Corp. and six other affiliates filed Chapter 11
petitions on December 1, 2008 (Bankr. N.D. Tex. Lead Case No.
08-45664). The Debtors' operations in Mexico and certain
operations in the United States were not included in the filing
and continue to operate as usual outside of the Chapter 11
process.
Pilgrim's Pride has engaged Stephen A. Youngman, Esq., Martin A.
Sosland, Esq., and Gary T. Holzer, Esq., at Weil, Gotshal & Manges
LLP, as bankruptcy counsel. The Debtors have also tapped Baker &
McKenzie LLP as special counsel. Lazard Freres & Co., LLC, is the
company's investment bankers and William K. Snyder of CRG Partners
Group LLC as chief restructuring officer. The Company's claims
and noticing agent is Kurtzman Carson Consulting LLC.
A nine-member committee of unsecured creditors has been appointed
in the case.
As of December 27, 2008, the Company had $3,215,103,000 in total
assets, $612,682,000 in total current liabilities, $225,991,000 in
total long-term debt and other liabilities, and $2,253,391,000 in
liabilities subject to compromise.
Bankruptcy Creditors' Service, Inc., publishes Pilgrim's Pride
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
of Pilgrim's Pride Corp. and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
SEMGROUP LP: Files Monthly Operating Report for February 2009
-------------------------------------------------------------
SemCrude, L.P., et al.
Consolidated Balance Sheet
As of February 28, 2009
Cash $614,561,000
Accounts Receivable 769,102,000
Receivable from affiliate 128,310,000
Inventories 166,730,000
Derivative asset 8,523,000
Margin deposits 4,800,000
Income taxes receivable -
Deferred tax asset -
Other current assets 29,157,000
Intercompany -
--------------
Total current assets 1,721,183,000
Property, plant and equipment 601,351,000
Accumulated depreciation (133,881,000)
Pipeline linefill 19,670,000
--------------
Net property, plant and equipment 487,140,000
Investment in subsidiaries 342,917,000
Long-term derivative assets -
Goodwill 54,277,000
Investment in affiliates 121,394,000
Note receivable - CAMS 212,870,000
Deferred tax asset -
Other assets, net 89,051,000
--------------
Total assets $3,028,832,000
==============
Subject to Compromise
Accounts payable $921,183,000
Accrued liabilities 1,101,187,000
Current portion of long-term debt 150,000,000
--------------
Total current liabilities 2,172,370,000
Revolver facility 665,000,000
Working capital facility 1,627,921,000
Term B notes 141,274,000
Senior notes 600,000,000
Pension obligations 13,888,000
Not Subject to Compromise
Accounts payable 33,929,000
Accrued liabilities 57,477,000
Deferred revenue 905,000
Derivative liabilities 3,350,000
Current portion of long-term debt 126,207,000
--------------
Total current liabilities 221,868,000
Capital lease obligations 349,000
Deferred tax liability 21,000
DIP credit facility -
Investment in affiliates 594,942,000
Other long-term liabilities 601,000
Accum. other comprehensive income (46,654,000)
Partners' capital (2,962,748,000)
---------------
Total partners' capital (2,413,489,000)
Total liabilities and partners' cap $3,028,832,000
===============
SemCrude, L.P., et al.
Consolidated Statement of Operations
Month Ended February 28, 2009
Sales
Operating Outside Sales
Product Sales $57,615,000
Services 2,819,000
Other Operating Revenue 106,000
------------
Total Outside Operating Sales 60,540,000
Trading Activity (250,000)
------------
Total Outside Operating Revenue 60,290,000
Operating Revenue InterCompany 8,420,000
------------
Total Operating Revenue 68,710,000
Unrealized G/L on Derivatives (2,444,000)
------------
Total Revenue 66,266,000
Cost of Goods Sold
COGS - Products 54,623,000
COGS - Transportation & Fuel 3,484,000
COGS - Other 8,000
------------
Total Outside Cost of Goods Sold 58,115,000
COGS InterCompany 7,085,000
------------
Total Cost of Sales 65,200,000
------------
Gross Profit 1,066,000
Operating Expenses
Wages & Benefits 2,770,000
Field Expenses 1,232,000
Maintenance & Repairs 305,000
Outside Services 761,000
Property & Equipment Leases & Rents 6,105,000
Insurance Permits Licenses Taxes 662,000
Office 139,000
Travel Lodging Meetings 143,000
Other (324,000)
------------
Total Operating Expenses 11,793,000
General & Administrative Expenses
Wages & Benefits 3,846,000
Miscellaneous -
Maintenance & Repairs 70,000
Outside Services 1,909,000
Property & Equipment Leases & Rents 348,000
Insurance Permits Licenses Taxes 482,000
Office 357,000
Travel Lodging Meetings 183,000
Other (755,000)
-------------
Total General & Administrative Expe 6,440,000
-------------
Earnings before Interest Taxes Depr (17,167,000)
Other (Income) Expenses
Interest Income (7,000)
Other Income 167,000
Foreign Currency Transaction (Inc) Loss 135,000
Interest Expense 699,000
Depreciation 4,240,000
Amortization 1,330,000
Reorganization 11,587,000
--------------
Net Income ($35,318,000)
==============
From February 1 to 28, 2009, the Debtors disbursed a total of
$13,038,765.
About SemGroup LP
SemGroup L.P. -- http://www.semgrouplp.com/-- is a midstream
service company providing the energy industry means to move
products from the wellhead to the wholesale marketplace. SemGroup
provides diversified services for end users and consumers of crude
oil, natural gas, natural gas liquids, refined products and
asphalt. Services include purchasing, selling, processing,
transporting, terminaling and storing energy. SemGroup serves
customers in the United States, Canada, Mexico, Wales, Switzerland
and Vietnam.
SemGroup L.P. and its debtor-affiliates filed for Chapter 11
protection on July 22, 2008 (Bankr. D. Del. Lead Case No.
08-11525). John H. Knight, Esq., L. Katherine Good, Esq. and Mark
D. Collins, Esq., at Richards Layton & Finger; Harvey R. Miller,
Esq., Michael P. Kessler, Esq., and Sherri L. Toub, Esq., at Weil,
Gotshal & Manges LLP; and Martin A. Sosland, Esq., and Sylvia A.
Mayer, Esq., at Weil Gotshal & Manges LLP, represent the Debtors
in their restructuring efforts. Kurtzman Carson Consultants
L.L.C. is the Debtors' claims agent. The Debtors' financial
advisors are The Blackstone Group L.P. and A.P. Services LLC.
Margot B. Schonholtz, Esq., and Scott D. Talmadge, Esq., at Kaye
Scholer LLP; and Laurie Selber Silverstein, Esq., at Potter
Anderson & Corroon LLP, represent the Debtors' prepetition
lenders.
SemGroup L.P.'s affiliates, SemCAMS ULC and SemCanada Crude
Company, sought protection under the Companies' Creditors
Arrangement Act (Canada) on July 22, 2008. Ernst & Young, Inc.,
is the appointed monitor of SemCanada Crude Company and its
affiliates' reorganization proceedings before the Canadian
Companies' Creditors Arrangement Act. The CCAA stay expires on
Nov. 21, 2008.
SemGroup L.P.'s consolidated, unaudited financial conditions as of
June 30, 2007, showed $5,429,038,000 in total assets and
$5,033,214,000 in total debts. In their petition, they showed
more than $1,000,000,000 in estimated total assets and more than
$1,000,000,000 in total debts.
Bankruptcy Creditors' Service, Inc., publishes SemGroup Bankruptcy
News. The newsletter tracks the chapter 11 proceedings undertaken
by SemGroup L.P. and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-700)
SHARPER IMAGE: Posts $408,883 Net Loss for March 2009
-----------------------------------------------------
On April, TSIC, Inc., formerly known as The Sharper Image
Corporation, filed with the U.S. Bankruptcy Court for the District
of Delaware its monthly operating report for March 2009.
The company reported a net loss of before reorganization items of
$274,530 and a net loss of $408,883 for the month ended
March 31, 2009. The company generated zero revenues during the
period.
At March 31, 2009, the company had $33.2 million in total assets,
$9.4 million in total liabilities, and $23.8 million in net
owner's equity.
A full-text copy of TSIC's monthly operating report for the month
ended March 31, 2009, is available at:
http://researcharchives.com/t/s?3c4b
The Sharper Image
Headquartered in San Francisco, California, Sharper Image Corp. --
http://www.sharperimage.com/-- was a multi-channel specialty
retailer. It operated 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 was 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 February 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 September 16, 2008. Sharper
Image sought and obtained the Court's approval to change its name
to "TSIC, Inc." in relation to 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; Bankruptcy Creditors' Service
Inc., http://bankrupt.com/newsstand/or 215/945-7000)
TRONOX INC: Debtors' Monthly Operating Report for March 2009
------------------------------------------------------------
TRONOX INCORPORATED CHAPTER 11 DEBTORS
Unaudited Condensed Consolidated Balance Sheet
As of March 31, 2009
ASSETS
Cash and cash equivalents $22,700,000
Notes and accounts receivable intercompany 321,200,000
Accounts receivable, third parties 117,300,000
Inventories, net 171,200,000
Prepaid and other assets 16,600,000
Income tax receivable 500,000
Deferred income taxes 1,200,000
----------------
Total Current Assets 650,700,000
Property, plant and equipment, net 204,000,000
Notes and advances receivable, intercompany 111,200,000
Other long-term assets 369,500,000
----------------
Total Assets $1,335,400,000
================
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts payable, third parties $42,900,000
Accrued liabilities 62,400,000
Long-term debt due within one year 50,000,000
Income taxes payable 1,200,000
Long-term debt classified as current 212,600,000
----------------
Total Current Liabilities 369,100,000
Noncurrent liabilities:
Deferred income taxes 13,000,000
Environmental remediation and restoration 131,800,000
Notes and advances payable, intercompany 8,500,000
Other 117,400,000
----------------
Total Liabilities
Not Subject to Compromise 639,800,000
Minority Interest 3,400,000
Liabilities Subject to compromise 433,600,000
Commitments and contingencies 0
Stockholders' equity
Common stock 400,000
Capital in excess of par value 495,800,000
Retained earnings (accumulated deficit) (200,700,000)
Accumulated other comprehensive
income (loss) (30,100,000)
Treasury stock, at cost (6,800,000)
----------------
Total Stockholders' Equity 258,600,000
----------------
Total Liabilities and Stockholders' Equity $1,335,400,000
================
TRONOX INCORPORATED CHAPTER 11 DEBTORS
Unaudited Condensed Consolidated Statement of Operations
Month Ended March 31, 2009
Net Sales $49,600,000
Cost of goods sold 42,700,000
----------------
Gross margin 6,900,000
Selling, general and admin. Expenses 6,600,000
Provision for doubtful notes and accounts 14,800,000
----------------
(14,500,000)
Interest and debt expense 3,000,000
Other (income) expense, net (4,500,000)
Reorganization items 2,200,000
----------------
Loss from continuing operations
before income taxes (15,200,000)
Income tax provision (benefit) 200,000
----------------
Loss from continuing operations (15,400,000)
Income (loss) from discontinued operations,
net of tax 500,000
----------------
Net loss ($14,900,000)
================
Gary Barton, chief restructuring officer in the Debtors' cases,
discloses that for the period from February 1 to 28, 2009, these
Debtors disbursed a total of $50,685,993:
Debtor Amount Disbursed
------ ----------------
Tronox Luxembourg S.ar.L. $1,648
Tronox Worldwide LLC 366,762
Tronox LLC 44,370,692
Tronox Pigments (Savannah), Inc. 5,946,891
Tronox's integrated cash management system disburses funds from
Tronox LLC, Tronox Worldwide LLC and Tronox Pigments (Savannah),
Inc., on behalf of the Entities, Mr. Barton notes.
Mr. Barton reports that the Debtors collected, withheld or paid
these state and local taxes for the month ended March 31, 2009:
Prepetition Postpetition Total
Taxes Amount Amount Amount
----- ----------- ------------ ------
Gross salaries and wages $0 $5,289,910 $5,289,910
Payroll taxes withheld 0 1,196,312 1,196,312
Employer payroll tax
Contributed 392,062 392,062
Use tax Paid 129,699 130,159 259,858
Property Taxes paid 97,875 0 97,875
Franchise Taxes paid 50 778,638 778,688
Other Taxes Paid 300 19,275 19,575
A schedule of the Debtors' tax transactions is available for free
at http://bankrupt.com/misc/Tronox_March2009TaxesSched.pdf
From the month and year-to-date period ended March 31, 2009, the
Debtors paid an aggregate of $233,572 and $565,332 to nine
insiders on account of payroll or expense reimbursements:
Current Period Total Amount
Insider Amount Paid Paid to Date
------- -------------- ------------
Wanlass, Dennis L. $61,361 $162,399
Green, Kelly A. 0 46,037
Mikkelson, Mary A. 26,846 67,119
Romano, John D. 20,461 51,153
Wachnowsky, Stephen T. 69,625 99,625
Corbett, Patrick S. 15,027 38,681
Foster, Michael J. 21,233 52,998
Gibney, Robert C. 18,894 47,071
Agdem, Bon 123 246
According to Mr. Barton, the Debtors made payments, aggregating
$968,676, to professionals on account of services rendered in
their Chapter 11 cases, as of March 31, 2009:
Current Period Total Amount
Professional Amount Paid Paid to Date
------------ -------------- ------------
Kirkland & Ellis $562,470 $562,470
Paul, Weiss Law Firm 17,297 17,297
Zolfo Cooper LLC 53,930 53,930
Ernst & Young 233,831 233,831
Kurtzman Carson Consultants 101,147 101,147
About Tronox Inc.
The company is the world's third largest maker of titanium dioxide
behind DuPont Co. and Saudi-owned National Titanium Dioxide Co.,
known a Cristal, according to Bloomberg.
Tronox has $1.6 billion in total assets, including $646.9 million
in current assets, as at September 30, 2008. The company has
$881.6 million in current debts and $355.9 million in total
noncurrent debts.
Tronox Inc., aka New-Co Chemical, Inc., and 14 other affiliates
filed for Chapter 11 protection on January 13, 2009 (Bankr. S.D.
N.Y. Case No. 09-10156). The case is before Hon. Allan L.
Gropper. Richard M. Cieri, Esq., Jonathan S. Henes, Esq., and
Colin M. Adams, Esq., at Kirkland & Ellis LLP in New York,
represent the Debtors. The Debtors also tapped Togut, Segal &
Segal LLP as conflicts counsel; Rothschild Inc. as investment
bankers; Alvarez & Marsal North America LLC, as restructuring
consultants; and Kurtzman Carson Consultants serves as notice and
claims agent.
An official committee of unsecured creditors and an official
committee of equity security holders have been appointed in the
cases. The Creditors Committee has retained Paul, Weiss, Rifkind,
Wharton & Garrison LLP as counsel.
Until September 30, 2008, Tronox Inc. was publicly traded on the
New York Stock Exchange under the symbols TRX and TRX.B. Since
then, Tronox Inc. has traded on the Over the Counter Bulletin
Board under the symbols TROX.A.PK and TROX.B.PK. As of
December 31, 2008, Tronox Inc. had 19,107,367 outstanding shares
of class A common stock and 22,889,431 outstanding shares of
class B common stock.
Bankruptcy Creditors' Service, Inc., publishes Tronox Bankruptcy
News. The newsletter tracks the chapter 11 proceeding undertaken
by Tronox Inc. and its 14 affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
*********
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S U B S C R I P T I O N I N F O R M A T I O N
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