/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/090910.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, September 10, 2009, Vol. 13, No. 251 Headlines 155 EAST TROPICANA: To Miss Oct. 1 Interest Payment on 8.75% Notes 1ST CENTURY BANCSHARES: Stays in FDIC Guaranty Program 517 MADISON MANAGEMENT: Case Summary & Largest Unsecured Creditor ADVANCED CELL: June 30 Balance Sheet Upside-Down by $74 Million ADVANCED CELL: Special Stockholders' Meeting Today ADVANCED CELL: Warns of Liquidity Crisis, Going Concern ALLIED SECURITY: Posts $357,708 Net Loss for June 30 Quarter ALSET OWNERS: Checkers Drive-In Acquires 14 Rally's Restaurants AMERICAN HOME: Faces Underwriting Suit Sought by Triad Guaranty AMERICAN HOME: Court Approves $5.6 Mil. Settlement With Executives ANACAPA REAL ESTATE: Case Summary & 7 Largest Unsecured Creditors ANNIE LEIBOVITZ: Deadline to Repay $24MM Loan Passes ANTHONY PIERPONT: Case Summary & 19 Largest Unsecured Creditors ARTO ATMADJIAN: Case Summary & 19 Largest Unsecured Creditors ARVINMERITOR INC: Enters Into 2-Year U.S. Receivable Pact ASSURANCE WATERPROOFING: Case Summary & Largest Unsec. Creditors AVAGO TECHNOLOGIES: Moody's Raises Corp. Family Rating to Ba3 AXCESS INTERNATIONAL: Warns of Impending Liquidity Crisis BASELINE OIL: Court Sets Sept. 25 Plan Confirmation Hearing BAYWOOD INT'L: Won't Seek Shareholder Proxy on Nutra Deal BERNARD MADOFF: National Liquidators to Auction Yachts BIOBASED TECHNOLOGIES: Files for Chapter 11 Bankruptcy Protection BKF CAPITAL: Posts $31,000 Net Loss for June 30 Quarter BOB BISNO: Files for Ch 11 Bankruptcy Due to Slow Sales BRIEN MCMAHON: Case Summary & 20 Largest Unsecured Creditors BROOKSIDE TECHNOLOGY: Vicis Capital Discloses 9.99% Equity Stake BUSSON DIGITAL: Case Summary & 20 Largest Unsecured Creditors CABI DOWNTOWN: To Sell Six Co-op Units for $3 Million CAFE DES ARTISTAS: Files Chapter 7 After Closing Restaurant CAPMARK FINANCIAL: Fitch Junks Issuer Default Ratings From 'B-' CATHY GIESEKER: Case Summary & 8 Largest Unsecured Creditors COLORADO DENVER: Case Summary & 20 Largest Unsecured Creditors CENTRO NP: May Not Repay Short-Term Debt Amid Strict Loan Terms CHIYODA AMERICA: Gets Interim OK to Access $1.6MM DIP Financing COMMERCECONNECT MEDIA: Plan Okayed Despite Genesis Objection COOPER COMPANIES: Moody's Retains 'Ba3' Corporate Family Rating CORD BLOOD: In Talks to Sell CorCell Notes to Third Party COYOTES HOCKEY: Ice Edge Drops Out of Bidding; NHL Vs. Balsillie CRUSADER ENERGY: Gets Short Extension of Plan Filing Deadline CRYOPORT INC: 2009 Annual Stockholders' Meeting on October 9 DALTON HOMES: Case Summary & 2 Largest Unsecured Creditors DAVIDSON DIVERSIFIED: Expects to Liquidate During 2010 DIAS HOLDING: Posts $442,500 Net Loss in Six Months Ended June 30 DPP ARCADIA: Section 341(a) Meeting Scheduled for October 5 EAT AT JOE'S: Actively Pursuing Alternative Financing ELYRIA FOUNDRY: S&P Gives Negative Outlook on 'B' Rating ENRICO'S: Files for Chapter 11 Bankruptcy Protection ESCADA AG: Seeks Buyer for Whole Company, US Lawyer Says FLOYD & BEASLEY: Case Summary & 29 Largest Unsecured Creditors FORD MOTOR: China's Geely Automovite Mulls Volvo Bid FORT CHERRY AMBULANCE: Voluntary Chapter 11 Case Summary FRONTIER AIRLINES: Files Revised Plan of Reorganization FRONTIER AIRLINES: Proposes Software Support Pact With RPA FRONTIER AIRLINES: Reports August Preliminary Traffic Results FRONTIER AIRLINES: Republic Considers Relocation of Frontier Jobs G & S METAL: To Auction Off Assets September 16 GENERAL MOTORS: New GM to Cut 1,000 Jobs to Trim Costs GOLDSPRING INC: June 30 Balance Sheet Upside Down by $26 Million EVERGREEN TANK: Moody's Changes Outlook of 'Caa1' Rating to Neg. FONIX CORP: Says Payments to Vendors Have Been Delayed GENERAL DATACOMM: Can't Pay Loans Owed to Modlin & Segall GLOBAL CROSSING: Moody's Assigns 'B2' Rating on $650 Mil. Notes GLOBAL CROSSING: S&P Assigns 'B-' Rating on $650 Mil. Notes GOLDSPRING INC: In Default Under Winfield Group Notes Payable GRAND SEAS RESORT: Case Summary & 20 Largest Unsecured Creditors HANA BIOSCIENCES: June 30 Balance Sheet Upside-Down by $19 Million HC INNOVATIONS: To Increase Issued Common Shares to 1 Billion HENDRICKS ISLE: Case Summary & Largest Unsecured Creditor IMAGINE ADOPTION: Clients Have Until Sept. 21 to Vote on BDO Plan INSTACARE CORP: Posts $1.3MM Net Loss in Quarter Ended June 30 INSURANCE CORP: AM Best Withdraws 'B-' Financial Strength Rating JASPER LAND DEVELOPMENT: Case Summary & Largest Unsec. Creditor JOAN ELIZABETH REINHEIMER: Voluntary Chapter 11 Case Summary LABELCORP HOLDINGS: Moody's Affirms 'B2' Corporate Family Rating LEAR CORP: EEDS's Schedules of Assets & Liabilities LEAR CORP: EEDS's Statement of Financial Affairs LEAR CORP: European's Schedules of Assets and Debts LEAR CORP: European's Statement of Financial Affairs LEAR CORP: Operations' Schedules of Assets & Debts LEAR CORP: Operations' Statement of Financial Affairs LEHMAN BROTHERS: Claims for Lehman Program Securities Due Nov. 2 LEHMAN BROTHERS: PwC to Meet With LBIE Clients to Mull Options LINCOLN GENERAL: AM Best Drops Financial Strength Rating to 'D' LOK REDWOOD EMPIRE: Case Summary & 16 Largest Unsecured Creditors LRC THE GROVE LLC: Case Summary & Largest Unsecured Creditor LUNA INNOVATIONS: Revenues Decline by $1.2MM in Q2 LYONDELL CHEMICAL: Court OKs Kent Potter as Chief Fin'l Officer MAGNA ENTERTAINMENT: MID Had No Consent for Loans, Investors Say MAGNA ENTERTAINMENT: No Opposition on Sale to Global Gaming MAYWOOD CAPITAL: Chapter 11 Trustee to Resolve Ponzi Suit MERRILL LYNCH: BofA Fights Back Against Andrew Cuomo's Allegations MPM TECHNOLOGIES: Talks Continue Regarding Note Payable NATIONAL CONSUMER: Fitch Downgrades Issuer Default Rating to 'BB-' NEW YORK TIMES: Says Selling Boston Globe No Longer Imperative NORTEL NETWORKS: French Unit Soliciting Bids for GSM Business NORTEL NETWORKS: Canadians Support Sale to Ericsson NORTEL NETWORKS: Nortel Receives More Bids for Enterprise NORTEL NETWORKS: Proposes to Pay Benefits to Foreign Employees NORTEL NETWORKS: Wants February 1 Extension for Plan Filing OCA INC: District Court Will Hear Physician Disputes ONE LAND: U.S. Trustee Sets Meeting of Creditors for September 29 ONE LAND: Files List of 20 Largest Unsecured Creditors ONE LAND: Wants to Hire Yaspan Law Office as Counsel PHILIP BARRY: Arrested for Running $40 Million Ponzi Scheme PHYSICIAN IMAGING: Files for Chapter 11 Bankruptcy Protection PHOENIX COMPANIES: Moody's Downgrades Senior Debt Rating to 'B1' PINE PRAIRIE: S&P Withdraws 'B-' Rating on $365 Mil. Facilities PLAINS EXPLORATION: S&P Assigns 'BB' Rating on $300 Mil. Notes PORTA SYSTEMS: To Continue Plan to Sell Assets; Bankruptcy Warning PROTOSTAR LIMITED: Judge Adjourns Insolvency Case Until Nov. 27 PROVIDENT ROYALTIES: To Sell Mineral Rights for $12.5 Million QUEST MINERALS: June 30 Balance Sheet Upside-Down by $4 Million REAL ESTATE ASSOCIATES: Seeks to Extend Notes Payable Maturity RPM SOLUTIONS: Closes 3 Franchises; May be Put Under Ch 7 Bankr. SAINT ANNE ADOPTION: Not Enough Money in Bank; Will be Dissolved SEMGROUP LP: Selects New Executive Team, Board of Directors SOUTH LOUISIANA: Court Approves Turner Law Office as Counsel SOUTH LOUISIANA: Section 341(a) Meeting Slated for October 2 STATION CASINOS: Cash Collateral Hearing Moved to Sept. 25 STATION CASINOS: Committee Proposes Fried Frank as Counsel STATION CASINOS: Committee Proposes Quinn as Conflicts Counsel STATION CASINOS: Sec. 341 Meeting Continued to October 5 SUN-TIMES MEDIA: Sale to Tyree Won't Pay All Administrative Costs TETON ENERGY: Posts $19 Million Net Loss in Quarter Ended June 30 TEXANS CUSO: Blames Ch 11 Bankr. on Market Woes & Litigation TONY AKINSETE: Meeting of Creditors Scheduled for September 24 TONY AKINSETE: Wants Access to Residential Buildings Revenues TRIDENT RESOURCES: Files for Bankruptcy in U.S. and Canada UCBH HOLDINGS: Picks Doreen Woo Ho as CEO, Enters Pact With FDIC UNIGENE LABORATORIES: Needs Add'l Cash to Keep Operations VICTORIA FINANCE: To Liquidate $8.4 Billion of Holdings VICTORIA FINANCE: Deutsche Bank to Auction Off Collateral WENTWORTH ENERGY: Remains in Default of Sr. Notes and Debentures WEST HAWK: Expects Losses to Continue Through 2010 WILLIAM TURNER: U.S. Trustee Sets Meeting of Creditor for Oct. 1 WL HOMES: Binswanger and The Flynn Arrange Sale of 22 Properties WR GRACE: Bankruptcy Court Begins Final Phase of Plan Hearings WR GRACE: Libby Claimants Appeal Arrowood Settlement WR GRACE: Settles Environmental Claims of Cambridge, et al. WR GRACE: Stipulation Settling Asbestos Property Damage Claims * Aon Says D&O Insurance Climbed 4.1% as Bankruptcies Increased * Fed Says Economy Stable or Improving in Most of U.S. * Social Security Report Shows Cash Shortages Expected Next Year * States Close Some Agencies to Save Cash * Wealthy Individuals' Chapter 11 Filings Jumps 73% in Q2 * Barney Frank to Revive Home Mortgage Cram-Down Bill * Joel Rosenthal Leaving Massachusetts Bankruptcy Bench * KPS Capital Has Additional $800MM for Turnarounds, Bankruptcies * Chapter 11 Cases With Assets and Liabilities Below $1,000,000 ********* 155 EAST TROPICANA: To Miss Oct. 1 Interest Payment on 8.75% Notes ------------------------------------------------------------------ 155 East Tropicana, LLC, said it does not anticipate making the scheduled interest payment on October 1, 2009, with respect to its 8.75% senior secured notes issued on March 29, 2005 and due in 2012. The Company was unable to make a $5.7 million interest payment on the 8.75% Notes on April 1, 2009, or within the 30-day grace period. The Notes are currently in default and the Note holders have the ability to exercise the remedies set forth in the indenture, including accelerating repayment of all amounts outstanding under the indenture ($138.5 million in principal and interest at June 30, 2009). The Company said its other obligations are being paid in the normal course of business. The Company has received Notice of Default and Reservation of Rights letters from the lenders under its senior secured credit facility. The Default Letters state that (i) an event of default exists under the Credit Facility as a result of the Company's failure to obtain control agreements for one or more deposit accounts established and maintained by the Company and as a result of failure to pay interest on the Notes, (ii) as a result of the event of default, the lenders are under no further obligation to extend further credit under the Credit Facility, (iii) the lenders will continue to evaluate its response to the event of default, and (iv) the Company no longer has an option of paying the LIBOR interest rate, but must pay the Wells Fargo prime rate plus the default rate, which is equal to four percentage points above prime rate. The lenders have not elected to accelerate the indebtedness under the Credit Facility. The Company has entered into discussions with the note holders and the Credit Facility lenders to attempt to negotiate forbearance agreements pursuant to which they would agree not to exercise, for a specified period of time, their remedies under the indenture or the Credit Facility. The Company has engaged a financial advisor to assist with its evaluation of financial and strategic alternatives, which may include a recapitalization, refinancing, restructuring or reorganization of its obligations or a sale of some or all of its business. The Company and its advisors are actively working toward such a transaction. The Company cannot be assured that it will be successful in negotiating forbearance with the note holders or Credit Facility lender or in undertaking any such alternative in the near term. If the Company is not successful in obtaining a forbearance or entering into a transaction to address its liquidity and capital structure, the note holders have the ability to accelerate repayment of all amounts outstanding under the indenture and the Credit Facility lenders have the ability to accelerate repayment of all amounts outstanding under the Credit Facility ($14.5 million at June 30, 2009, plus an irrevocable letter of credit for $0.5 million at June 30, 2009). If either the Notes indebtedness or the Credit Facility indebtedness were to be accelerated, the Company would be required to refinance or restructure the payments on that debt. The Company cannot be assured that it will be successful in completing a refinancing or restructuring. If the Company is unable to do so, it may determine to seek protection under Chapter 11 of the U.S. Bankruptcy Code. The Company posted a net loss of $5.1 million for the quarter ended June 30, 2009, compared to a net income of $2.4 million for the same quarter in 2008. Net income for the second quarter of 2008 was bolstered by the $5.5 million taken to income from forfeited deposits and extension fees in connection with the termination of the purchase agreement with a potential buyer. The remaining portion of the increase in net loss was due largely to the $4.8 million decline in net revenues, offset partially by operating cost savings of $2.9 million. Net operating revenues for the quarter ended June 30, 2009, were $11.7 million, a decrease of $4.8 million, or 29.0%, from $16.5 million of net operating revenues generated during the same period in the previous year. The decline in net revenue, as previously stated, was substantially impacted by the decline of $1.8 million in hotel revenue caused by falling room rates. Other Las Vegas casino/hotel market leaders announced they discounted room rates during the second quarter of 2009 to attract visitation in the current soft economy and expect the trend to continue for the foreseeable future. Restructuring costs related to expenses associated with financial advisory services and related legal expenses for the quarter ended June 30, 2009, were $500,000. These costs are expected to continue in future months until the Company's recapitalization, refinancing, restructuring or reorganization of its obligations or a sale of some or all of its business assets is completed. As of June 30, 2009, the Company had $128,325,439 in total assets and $163,693,163 in total liabilities, resulting in $35,367,724 in stockholders' deficit. At June 30, 2009, the Company has cash on hand of $8.0 million. A full-text copy of the Company's quarterly report on Form 10-Q is available at no charge at http://ResearchArchives.com/t/s?447f 155 East Tropicana, LLC, was incorporated on June 17, 2004, to acquire the real and personal property of the Hotel San Remo Casino and Resort in Las Vegas, Nevada. Upon acquisition, the property was renovated with a "Hooters" entertainment concept and theme and the Hotel San Remo property was reopened as the new Hooters Casino Hotel on February 3, 2006. The Company's business is concentrated at the one casino and hotel property in Las Vegas, Nevada. The renovations were financed by the Company and its wholly owned subsidiary, 155 East Tropicana Finance Corp., through a $130.0 million Senior Secured Notes offering that closed on March 29, 2005. The Company's membership interests are held two- thirds through Florida Hooters LLC and one-third through EW Common LLC. The initial capitalization of the Company was provided by Florida Hooters LLC in the form of a $5.1 million cash contribution and the assignment of rights with respect to the Hooters trademark and logo and other intellectual property and by EW Common LLC in the form of a $25.0 million deemed capital contribution. The deemed capital contribution from EW Common LLC carries with it a priority return of four percent on the contribution annually. The payment of this priority return is subject to meeting certain financial covenants associated with the Company's debt. Florida Hooters LLC is a joint venture between Hooters Gaming LLC and Lags Ventures, LLC. Hooters Gaming LLC is owned by the holders of licenses to operate Hooters restaurants in Tampa Bay, Florida, Chicago, Illinois and downtown Manhattan in New York as well as for the sale of wholesale foods and calendars and Nevada hotel/gaming and includes most of the original founders of the Hooters brand. Pursuant to these license rights, the owners of Florida Hooters LLC operate 39 Hooters restaurants, publish Hooters calendars and operate a Hooters food business. Lags Ventures, LLC, is owned by a holder of the license rights to Hooters restaurants in South Florida and the state of Nevada. The owner of Lags Ventures, LLC, is also the founder of the Dan Marino concept restaurants and owns and operates two Dan Marino concept restaurants. EW Common LLC is owned 90% by Eastern & Western Hotel Corporation and 10% by Michael J. Hessling, president of the Company. Eastern & Western and its affiliates owned the real property and non- gaming assets of Hotel San Remo from November 1988 until the Company's acquisition of the Hotel San Remo in August 2004. Florida Hooters LLC and EW Common LLC entered into a joint venture agreement for the purpose of forming the Company and documenting the terms of their investments and business venture. 1ST CENTURY BANCSHARES: Stays in FDIC Guaranty Program ------------------------------------------------------ 1st Century Bancshares, Inc., the holding company of 1st Century Bank, N.A., on September 9 said the Bank has opted to stay in the FDIC's Transaction Account Guarantee Program as a result of the FDIC's recent announcement to extend the program, effective October 1, 2009. The FDIC recently extended the TAGP portion of the Temporary Liquidity Guarantee Program for six months, through June 30, 2010. This extension is valid for institutions that choose to remain in the program. "1st Century Bank is proud to say that it opted into the TAGP when it was initially offered and is pleased that the FDIC has decided to extend it," said Chairman, Alan Rothenberg. "This extension, coupled with our strong capital position, allows us to continue to provide the safe, sound and secure banking experience for our customers during this uncertain time." Under TAGP, the FDIC will provide deposit insurance coverage for the full amount in all of the Bank's customers' non-interest bearing deposit accounts now through June 30, 2010. This includes traditional non-interest bearing checking accounts and certain types of attorney trust accounts, as well as negotiable order of withdrawal (NOW) accounts with interest rates of 0.50 percent or less. The TAGP insurance coverage is in addition to the increased coverage provided by the Emergency Economic Stabilization Act of 2008, which temporarily raises the basic FDIC deposit insurance coverage limits to $250,000 through December 31, 2013, from the normal coverage limit of $100,000. About 1st Century Bancshares, Inc. 1st Century Bancshares, Inc.'s (NASDAQ: FCTY) -- http://www.1stcenturybank.com/-- wholly owned subsidiary, 1st Century Bank, N.A., is a full service commercial bank headquartered in the Century City area of Los Angeles. The Bank's primary focus is relationship banking to family owned and closely held small and middle market businesses, professional service firms and high net worth individuals, real estate investors, medical professionals, and entrepreneurs. 517 MADISON MANAGEMENT: Case Summary & Largest Unsecured Creditor ----------------------------------------------------------------- Debtor: 517 Madison Management LLC 40800 Woodward Avenue Bloomfield Hills, MI 48304 Bankruptcy Case No.: 09-67907 Chapter 11 Petition Date: September 8, 2009 Court: United States Bankruptcy Court Eastern District of Michigan (Detroit) Judge: Steven W. Rhodes Debtor's Counsel: Morris B. Lefkowitz, Esq. 24100 Southfield Rd., Suite 203 Southfield, MI 48075 Tel: (248) 559-0180 Email: morris.lefkowitz@yahoo.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor identified Flagstar Bank with a debt claim (30095 Northwestern Highway, Farmington Hills, MI 48334) for $2,481,694 ($1,400,000 secured) as its largest unsecured creditor. A list of the Company's largest unsecured creditor is available for free at: http://bankrupt.com/misc/mieb09-67907.pdf The petition was signed by Hana Karcho, managing member of the Company. ADVANCED CELL: June 30 Balance Sheet Upside-Down by $74 Million ---------------------------------------------------------------- Advanced Cell Technology Inc.'s balance sheet at June 30, 2009, showed total assets of $6,431,749 and total liabilities of $80,241,766, resulting in a stockholders' deficit of $73,810,017. For three months ended June 30, 2009, the Company posted a net loss of $29,436,804 compared with a net loss of $5,589,417 for the same period in 2008. For six months ended June 30, 2009, the Company posted a net loss of $48,436,680 compared with a net loss of $15,109,076 for the same period in 2008. The Company said that there is substantial doubt about its ability to continue as a going concern. The Company noted that it has losses from operations, negative cash flows from operations, a substantial stockholders' deficit and current liabilities exceed current assets. The Company added that it may not be able to continue as a going concern and fund cash requirements for operations through the next 12 months with current cash reserves. The Company further added that the recoverability of a major portion of the recorded asset amounts in the consolidated balance sheets is dependent upon continued operations of the Company, which, in turn, is dependent upon the Company's ability to continue to raise capital and ultimately generate positive cash flows from operations. A full-text copy of the Company's Form 10-Q is available for free at http://ResearchArchives.com/t/s?4468 About Advanced Cell Based in Worcester, Massachusetts, Advanced Cell Technology Inc. (OTC BB: ACTC) -- http://www.advancedcell.com/-- is a biotechnology company focused on developing and commercializing human embryonic and adult stem cell technology in the emerging fields of regenerative medicine. Principal activities to date have included obtaining financing, securing operating facilities, and conducting research and development. The Company has no therapeutic products currently available for sale and does not expect to have any therapeutic products commercially available for sale for a period of years, if at all. ADVANCED CELL: Special Stockholders' Meeting Today -------------------------------------------------- A Special Meeting of Stockholders of Advanced Cell Technology, Inc., will be held today, September 10, 2009, at 10:00 a.m., Pacific Daylight Time, at the Westin Monache Hotel, Mammoth, 50 Hillside Drive, in Mammoth Lakes, California, for these purposes: -- To consider and act upon a proposal to approve an amendment to the Company's 2005 Stock Incentive Plan to increase the number of shares issuable thereunder to a total of 145,837,250 shares; and -- To consider and act upon a proposal to approve an amendment to the Certificate of Incorporation of the Company to effect an increase in the authorized shares of common stock, par value $0.001 of the Company from 500,000,000 to 1,750,000,000. Only holders of record of the Company's Common Stock as reflected on the stock transfer books of the Company at the close of business on August 3, 2009, will be entitled to notice of and to vote at the meeting. All stockholders are cordially invited to attend the meeting. A full-text copy of the proxy statement is available at no charge at http://ResearchArchives.com/t/s?4475 About Advanced Cell Based in Worcester, Massachusetts, Advanced Cell Technology Inc. (OTC BB: ACTC) -- http://www.advancedcell.com/-- is a biotechnology company focused on developing and commercializing human embryonic and adult stem cell technology in the emerging fields of regenerative medicine. Principal activities to date have included obtaining financing, securing operating facilities, and conducting research and development. The Company has no therapeutic products currently available for sale and does not expect to have any therapeutic products commercially available for sale for a period of years, if at all. Advanced Cell warned in an August 2009 regulatory filing it may not be able to continue as a going concern and fund cash requirements for operations through the next 12 months with current cash reserves. At June 30, 2009, the Company had $6,431,749 in total assets, including $918,575 in total current assets, against $78,661,772 in total liabilities, including $72,472,134 in total current liabilities, and $1,579,994 in Series A-1 redeemable convertible preferred stock, $0.001 par value. At June 30, 2009, the Company had accumulated deficit of $138,254,284 and stockholders' deficit of $73,810,017. ADVANCED CELL: Warns of Liquidity Crisis, Going Concern ------------------------------------------------------- Advanced Cell Technology, Inc., warned in an August regulatory filing it may not be able to continue as a going concern and fund cash requirements for operations through the next 12 months with current cash reserves. The Company has losses from operations, negative cash flows from operations, a substantial stockholders' deficit and current liabilities exceed current assets. The Company was able to raise additional cash during the first six months of 2009. Notwithstanding success in raising capital, there continues to be substantial doubt about the Company's ability to continue as a going concern. Management anticipates raising additional future capital from its current convertible debenture holders, or other financing sources, that will be used to fund any capital shortfalls. The terms of any financing will likely be negotiated based upon current market terms for similar financings. No commitments have been received for additional investment and no assurances can be given that this financing will ultimately be completed. Management has focused its scientific operations on product development to accelerate the time to market products which will ultimately generate revenues. While the amount or timing of such revenues cannot be determined, management believes that focused development will ultimately provide a quicker path to revenues, and an increased likelihood of raising additional financing. Management will continue to pursue licensing opportunities of the Company's extensive intellectual property portfolio. On July 29, 2009, the Company entered into a consent, amendment and exchange agreement with holders of the Company's outstanding convertible debentures and warrants, which were issued in private placements to the 2005, 2006, 2007, and 2008 debentures. The Company agreed to issue to each debenture holder in exchange for the holder's debenture an amended and restated debenture in a principle amount equal to the principal amount of the holder's debenture times 1.35 minus any interest paid thereon. The conversion price under the amended and restated debentures was reduced to $0.10, subject to certain customary anti-dilution adjustments. The maturity date under the amended and restated debentures was extended until December 30, 2010. The amended and restated debentures bear interest at 12% per annum. Further, the Company agreed to issue to each holder in exchange for the holder's warrant an amended and restated warrant, which exercise price was reduced to $0.10, subject to certain customary anti-dilution adjustments. The termination date under the amended and restated warrants was extended until June 30, 2014. Simultaneously with the signing of this agreement, the Company and the debenture holders entered into a standstill and forbearance agreement, whereby the debenture holders agreed to forbear from exercising their rights and remedies under the original debentures and transaction documents. The Company reported a net loss for the three months ended June 30, 2009 and 2008, of $29,436,804 and $5,589,417, respectively. The change in loss in the current period is the result of changes to the fair value of derivatives and interest charges related to convertible debentures. Revenue for the three months ended June 30, 2009 and 2008 was $242,995 and $174,388, respectively. These amounts relate primarily to license fees and royalties collected that are being amortized over the period of the license granted, and are therefore typically consistent between periods. The increase in revenue during the three months ended June 30, 2009, was due to more new licenses being granted as compared to the three months ended June 30, 2008. Net loss for the six months ended June 30, 2009 and 2008 was $48,436,680 and $15,109,076, respectively. The change in loss in the current period is the result of changes to the fair value of derivatives, interest charges related to convertible debentures, a loss on the court order settlement of accounts payable, and loss on modification of debt. Revenue for the six months ended June 30, 2009 and 2008 was $536,971 and $298,731, respectively. These amounts relate primarily to license fees and royalties collected that are being amortized over the period of the license granted, and are therefore typically consistent between periods. The increase in revenue during the six months ended June 30, 2009, was due to more new licenses being granted as compared to the six months ended June 30, 2008. At June 30, 2009, the Company had $6,431,749 in total assets, including $918,575 in total current assets, against $78,661,772 in total liabilities, including $72,472,134 in total current liabilities, and $1,579,994 in Series A-1 redeemable convertible preferred stock, $0.001 par value. At June 30, 2009, the Company had accumulated deficit of $138,254,284 and stockholders' deficit of $73,810,017. A full-text copy of the Company's quarterly report on Form 10-Q is available at no charge at http://ResearchArchives.com/t/s?4468 About Advanced Cell Based in Worcester, Massachusetts, Advanced Cell Technology Inc. (OTC BB: ACTC) -- http://www.advancedcell.com/-- is a biotechnology company focused on developing and commercializing human embryonic and adult stem cell technology in the emerging fields of regenerative medicine. Principal activities to date have included obtaining financing, securing operating facilities, and conducting research and development. The Company has no therapeutic products currently available for sale and does not expect to have any therapeutic products commercially available for sale for a period of years, if at all. ALLIED SECURITY: Posts $357,708 Net Loss for June 30 Quarter ------------------------------------------------------------ Allied Security Innovations, Inc., formerly Digital Descriptor Systems, Inc., said in an August 2009 filing there is substantial doubt about its ability to continue as a going concern. The Company cited sustained recurring losses and a significant deficit as of June 30, 2009. According to the Company, management has formulated and is in the process of implementing its business plan intended to develop steady revenues and income, as well as reducing expenses in the areas of operations. The plan includes these management objectives: -- Soliciting new customers in the U.S. -- Expanding sales in the international market -- Expanding sales through E-commerce -- Adding new distributor both in the U.S and internationally -- The introduction of new products into the market -- Seeking out possible merger candidates "Presently, the Company cannot ascertain the eventual success of management's plan with any degree of certainty. Each objective is contingent upon a number of factors and the Company does not represent that any or all of these objectives will occur," the Company said. In August, the Company reported a net loss for the three months ended June 30, 2009, of $357,708 compared to a net loss for the three months ended June 30, 2008, of $10,325,340. Revenues for the three months ended June 30, 2009, were $978,933 compared to $1,134,954 for the three months ended June 30, 2008, a decrease of $156,021 or 13.7%. ASII had a net loss for the six months ended June 30, 2009, of $607,665 and a net loss for the six months ended June 30, 2008, of $2,774,454. Revenues for the six months ended June 30, 2009, were $2,117,814 compared to $2,129,008 for the six months ended June 30, 2008, a decrease of $11,194 or 0.5%. Over the next 12 months, management is hopeful that sufficient working capital may be obtained from operations and external financing to meet ASII's liabilities and commitments as they become payable. However, there can be no assurance that the Company will be able to generate sufficient working capital. If the Company is unable to obtain additional funding in the future, it may be forced to curtail or terminate operations. At June 30, 2009, ASII had assets of $3,332,610 compared to $3,471,662 on December 31, 2008, a decrease of $139,052 and shareholder deficit of $33,844,602 on June 30, 2009, compared to shareholder deficit of $33,271,043 on December 31, 2008, an increase of $573,559. The Company as of June 30, 2009, had a cash balance of $264,055 and current liabilities of $19,156,423. The total amount of notes payable and debentures is $18,053,552. The Company said it may not have sufficient cash or other assets to meet current liabilities. "In order to meet these obligations, we may need to raise cash from the sale of securities or from borrowings," the Company said. A full-text copy of the Company's quarterly report on Form 10-Q is available at no charge at http://ResearchArchives.com/t/s?447e About Allied Security Innovations Based in Farmingdale, New Jersey, Allied Security Innovations, Inc. -- http://www.cgm-ast.com/-- provides homeland security products and proprietary criminal justice software to over 3,000 clients worldwide. It is composed of the original DDSI Company, a public company since 1995, and its wholly owned subsidiary, CGM- Applied Security Technologies, Inc., (established in 1978). With manufacturing in Staten Island, ASI is a manufacturer and distributor of Homeland Security products, including indicative and barrier security seals, security tapes and related packaging security systems, protective security products for palletized cargo, physical security systems for tractors, trailers and containers, as well as a number of highly specialized authentication products. Allied Security Innovations stock trades on the OTC Bulletin Board under the symbol "ADSV". ALSET OWNERS: Checkers Drive-In Acquires 14 Rally's Restaurants --------------------------------------------------------------- Bill Chronister at The Columbus Dispatch reports that Checkers Drive-In Restaurants has acquired 14 of the 16 Rally's restaurants in Columbus, as part of Alset Owners, LLC's Chapter 11 reorganization plan in bankruptcy court. Two of the restaurants at 4044 W. Broad St. on the Hilltop and 4047 Cleveland Ave. on the North Side will be closed, says The Columbus Dispatch. Alset Owners LLC is a franchisee of Rally's and Checkers' Restaurants. The Company and certain affiliates filed for Chapter 11 on June 5, 2009 (Bankr. D. Del. Case No. 09-11960). The Company, in its petition, listed assets of $19.7 million and debt totaling $17.4 million. Attorneys at Blank Rome LLP represent the Debtor. BMC Group is the claims and noticing agent. AMERICAN HOME: Faces Underwriting Suit Sought by Triad Guaranty --------------------------------------------------------------- Triad Guaranty Insurance Corp. has filed an adversary proceeding against American Home Mortgage Holdings Inc., claiming the bankrupt mortgage lender failed to properly underwrite thousands of loans covered by the insurer, causing defaults and rescissions to skyrocket, according Law360. 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 August 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 August 15, 2008. The former home mortgage lender's liquidating Chapter 11 plan was confirmed in February 2009 AMERICAN HOME: Court Approves $5.6 Mil. Settlement With Executives ------------------------------------------------------------------ Ten former executives of American Home Mortgage Holdings Inc.'s investment unit have obtained approval from the Bankruptcy Court of a $5.6 million settlement to resolve claims the estate could have against them. The former executives can use a directors and officers liability insurance policy to cover the payment, the bankruptcy judge has ruled, according to Law360. About American Home 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 August 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 August 15, 2008. The former home mortgage lender's liquidating Chapter 11 plan was confirmed in February 2009 ANACAPA REAL ESTATE: Case Summary & 7 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Anacapa Real Estate Investments, LLC 11726 San Vicente Blvd., Suite 290 Los Angeles, CA 90049 Bankruptcy Case No.: 09-34174 Chapter 11 Petition Date: September 8, 2009 Court: United States Bankruptcy Court Central District of California (Los Angeles) Debtor's Counsel: Stephen F. Biegenzahn, Esq. 4300 Via Marisol, Ste. 764 Los Angeles, CA 90042-5079 Tel: (213) 617-0017 Fax: (213) 247-5977 Email: efile@sfblaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 According to the schedules, the Company has assets of at least $4,500,300, and total debts of $1,098,789. A full-text copy of the Debtor's petition, including a list of its 7 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/cacb09-34174.pdf The petition was signed by Bryan Mashian, managing member of the Company. ANNIE LEIBOVITZ: Deadline to Repay $24MM Loan Passes ---------------------------------------------------- Katya Kazakina at Bloomberg News reports that Annie Leibovitz's deadline to repay her $24 million loan to Art Capital Group passed September 9. Art Capital, according to Bloomberg, declined to comment on whether Ms. Leibovitz is now in default, or whether new loan terms are being worked out. While a default notice would allow ART to sell the collateral, it could also spark a flurry of cross-defaults by other lenders, according to Marc Abrams, Esq., head of bankruptcy and restructuring at Willkie Farr & Gallagher LLP, in New York. At the same time, a default declaration could force the photographer into bankruptcy court, which would stay actions against her, Bloomberg said. As reported by the Troubled Company Reporter on September 7, 2009, Justice Bernard Fried of the New York State Supreme Court gave Annie Leibovitz until October 1 to respond to the lawsuit filed by Art Capital Group against her. As a result, Ms. Leibovitz will have an extra month to deal with her financial woes. Art Capital Group, in September 2008, gave the celebrity photographer access to a $24 million loan, backed by rights to her photograph and real estate in New York. Their agreement was that Art Capital would be the "irrevocable, exclusive agent" for the sale of her works and property for the loan's length and for two years after she pays it off. Ms. Leibovitz has been unable to pay off the loan. Art Capital has sued Ms. Leibovitz before the New York State Supreme Court, New York County, in Manhattan (Case No. 09-602334), for breach of contract, claiming that Ms. Leibovitz has not cooperated with the sale of her photographs and has not granted access to the real estate backing the loans. According to an August 5 report by Bloomberg News, Thomas Kline, Esq., a partner at Andrews Kurth, which specializes in art law and litigation, said that filing for bankruptcy rather than challenging the lawsuit, may be better legal strategy for Ms. Leibovitz. Mr. Kline, Bloomberg relates, said that while a bankruptcy filing would make Ms. Leibovitz's finances public, it would stay the lawsuit while she considers her options. According to Mr. Kline, the bankruptcy court may be "may be more attuned to fairness issues with regard to her and to all her creditors." Annie Leibovitz, 59, is the creator of famous photographs including a nude of John Lennon in a fetal position with Yoko Ono, and a portrait of a pregnant, naked Demi Moore published on the cover of Vanity Fair magazine. ANTHONY PIERPONT: Case Summary & 19 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Anthony A. Pierpont asf Royal Commercial Investments, LLC asf Royal Commercial Capital, LLC asf Royal Financial, LLC asf Expedia Home Loan, LLC 2257 Wagon Wheel Court Mendota Heights, MN 55120 Bankruptcy Case No.: 09-36268 Chapter 11 Petition Date: September 8, 2009 Court: United States Bankruptcy Court District of Minnesota (St Paul) Judge: Gregory F. Kishel Debtor's Counsel: Joseph W. Dicker, Esq. 1406 West Lake Street, Suite 208 Minneapolis, MN 55408 Tel: (612) 827-5941 Fax: (612) 822-1873 Email: joe@joedickerlaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A full-text copy of Mr. Pierpont's petition, including a list of its 19 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/mnb09-36268.pdf The petition was signed by Mr. Pierpont. ARTO ATMADJIAN: Case Summary & 19 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Arto Atmadjian 2378 Buckingham Lane Los Angeles, CA 90077 Bankruptcy Case No.: 09-34162 Chapter 11 Petition Date: September 8, 2009 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judge: Samuel L. Bufford Debtor's Counsel: Vahak Papasian, Esq. Law Office of Vahak A. Papasian 21031 Ventura Blvd, Ste. 315 Woodland Hills, CA 91364 Tel: (818) 914-2515 Fax: (818) 702-6605 Email: vahak@vaplaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A full-text copy of Mr. Atmadjian's petition, including a list of his 19 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/cacb09-34162.pdf The petition was signed by Mr. Atmadjian. ARVINMERITOR INC: Enters Into 2-Year U.S. Receivable Pact --------------------------------------------------------- ArvinMeritor, Inc., said it has entered into a new, two-year U.S. receivables financing arrangement. Under the terms of the New Facility, ArvinMeritor's subsidiary, ArvinMeritor Receivables Corporation, will purchase eligible accounts receivable from certain other ArvinMeritor subsidiaries and will borrow under a credit facility funded by multiple lenders. ARC's borrowings will be secured by an interest in the purchased receivables, and ARC will use the proceeds of the borrowings to fund purchases of receivables from the Originators. The purchased receivables under the New Facility are expected to be substantially similar to those under the facility it replaces. Under the New Facility, ARC will be able to borrow monies from a bank group led by GMAC Commercial Finance LLC in an aggregate principal amount outstanding at any one time of not to exceed $105 million. This amount may be increased at the request of ARC and with the consent of the Agent to $125 million upon the identification of lenders that may be willing to provide such additional funding. As of the closing date, the borrowing availability under the New Facility is expected to exceed the availability under the facility it replaces. "The new facility demonstrates ArvinMeritor's continued focus on our liquidity," said Chip McClure, chairman, CEO and president. "We appreciate the support of the New Facility lenders, and look forward to continuing to implement our strategic initiatives that are designed to drive growth." About ArvinMeritor Inc. ArvinMeritor, Inc. -- http://www.arvinmeritor.com/-- is a premier global supplier of a broad range of integrated systems, modules and components to the motor vehicle industry. The company marks its centennial anniversary in 2009, celebrating a long history of 'forward thinking.' The company serves commercial truck, trailer and specialty original equipment manufacturers and certain aftermarkets, and light vehicle manufacturers. ArvinMeritor common stock is traded on the New York Stock Exchange under the ticker symbol ARM. In August, Fitch Ratings said it is keeping ArvinMeritor's issuer default rating at 'CCC' on Rating Watch Negative. ASSURANCE WATERPROOFING: Case Summary & Largest Unsec. Creditors ---------------------------------------------------------------- Debtor: Assurance Waterproofing Co., Inc. 100 Kaminer Way Parkway Columbia, SC 29210 Bankruptcy Case No.: 09-06627 Chapter 11 Petition Date: September 8, 2009 Court: United States Bankruptcy Court District of South Carolina (Columbia) Judge: Chief Judge John E. Waites Debtor's Counsel: Reid B. Smith, Esq. Price Bird Smith & Boulware PA 1712 St Julian Place, Suite 102 Columbia, SC 29204 Tel: (803) 779-2255 Email: reid@pricebirdlaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 According to the schedules, the Company has assets of at least $2,016,362, and total debts of $1,459,244. A full-text copy of the Debtor's petition, including a list of its 20 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/scb09-06627.pdf The petition was signed by Charles Vincent Heacock, president of the Company. AVAGO TECHNOLOGIES: Moody's Raises Corp. Family Rating to Ba3 ------------------------------------------------------------- Moody's Investors Service has upgraded the ratings of Avago Technologies Finance Pte. Ltd.'s and placed the ratings under review for possible further upgrade following the company's recent IPO and definitive announcement last week that it plans to use the net IPO proceeds to purchase up to $250 million of its outstanding notes via a tender offer. Priority of the tender will be given to the senior unsecured subordinated notes due 2015, followed by the senior unsecured fixed-rate notes due 2013 and then the senior unsecured floating-rate notes due 2013. To the extent any debt tranches are fully retired, Moody's will withdraw the rating on those notes. The upgrade reflects Avago's continued market share gains in the high-end wireless communications segment, evidence of stabilization in the wired infrastructure and industrial and automotive segments as those end markets gradually recover and Moody's expectation that gross margins will be sustainable above 40% due to the company's focus on higher margin products and cost reduction efforts. The review for possible upgrade reflects the potential for higher- than-expected debt reduction as a result of better than anticipated results from the IPO and the high likelihood the tender offer will be accepted by noteholders. The review will focus on the success of the tender, Avago's eventual capital structure, as well as the potential that actual end market semiconductor demand may be subdued going forward, which could offset recent sequential revenue growth that was driven primarily by inventory restocking at OEMs, distributors and ODM/EMS providers. Moody's expects fairly material improvement in leverage and credit metrics following the company's planned purchase of its notes. To the extent Avago retires the entire $250 million of notes, pro forma leverage as measured by debt/ LTM EBITDA improves to 1.9x from 2.6x and EBIT/interest expense increases to 1.9x from 1.5x as of August 2, 2009. Moody's noted the likelihood that the rating on the senior unsecured notes would remain Ba3 (rather than receive another one notch upgrade) if Avago's CFR is upgraded one additional notch to Ba2 following the review and the company retires at least $200 million of the subordinated notes and $50 million of the senior notes. This is consistent with Moody's LGD (Loss Given Default) Methodology, and the fact that senior unsecured creditors would not benefit as much in terms of expected loss reduction as secured creditors (or subordinated creditors that are being repaid) as reduced default risk would be offset by a higher LGD assumption due to the substantial reduction of the (subordinated) junior capital that exists in the consolidated debt structure. Under this scenario, the ratio of outstanding senior debt to subordinated debt would be much higher, resulting in higher loss absorption for the senior unsecured creditor class. In August 2009, Avago sold a total of 49.7 million ordinary common shares via an IPO at a price of $15/share. Of the total shares offered, 21.5 million was offered by the company and 28.2 million was offered by members of Avago's senior management team and entities affiliated with the company's private equity investors, KKR and Silver Lake Partners. Avago, which was formerly the Semiconductor Products Group of Agilent Technologies (Ba1/Positive), was spun-off from that company in December 2005 and taken private via a $2.785 billion leveraged buyout. The notes to be tendered are part of the initial financing for the LBO. With no debt maturities until 2013, Avago's liquidity position remains solid as evidenced by its SGL-1 rating. Internal liquidity has strengthened owing to better working capital management, increased cash levels ($254 million as of August 2, 2009) and solid levels of FCF generation ($149 million for the LTM period). External liquidity is supported by its $350 million secured revolving credit facility, which is currently drawn to $17 million for bankers' guarantees (letters of credit). The company, which maintains a $200 million accordion feature on its credit facility, has sufficient cushion under its bank covenants (maintenance and incurrence tests) and is expected to remain covenant compliant over the next twelve months. Ratings upgraded and placed under review for possible further upgrade are: * Corporate Family Rating to Ba3 from B1 * Probability of Default Rating to Ba3 from B1 * $350 Million (originally $375 Million) Senior Secured Revolving Credit Facility due 2011 to Baa3 (LGD-1, 5%) from Ba1 (LGD-1, 8%) * $453 Million (originally $750 Million) Senior Unsecured Fixed and Floating Rate Notes due 2013 to Ba3 (LGD-3, 45%) from B1 (LGD-4, 51%) * $247 Million (originally $250 Million) Senior Unsecured Subordinated Notes due 2015 to B2 (LGD-5, 88%) from B3 (LGD-5, 89%) Ratings unchanged: * Speculative Grade Liquidity Rating - SGL-1 The last rating action was on June 20, 2008, when Moody's upgraded Avago's CFR to B1 with a positive outlook. Avago's ratings were assigned by evaluating factors Moody's believe are relevant to the credit profile of the issuer, such as: (i) the business risk and competitive position of the company versus others within the industry; (ii) the capital structure and financial risk of the company; (iii) the projected performance of the company over the near-to-intermediate term; and (iv) management's track record and tolerance for risk. Co-headquartered in San Jose, California and Singapore, Avago designs, develops, manufactures and sells a broad array of semiconductor components for consumer, industrial and commercial electronic applications. For the twelve months ended August 2, 2009, revenues were $1.5 billion. AXCESS INTERNATIONAL: Warns of Impending Liquidity Crisis --------------------------------------------------------- Axcess International Inc. said its business plan for 2009 is predicated principally upon the successful marketing of its Radio Frequency Identification products. During the first six months of 2009, operating activities generated roughly $242,000 of cash. However, the Company anticipates that its existing working capital resources and revenues from operations will not be adequate to satisfy its funding requirements for all of 2009. The Company is currently experiencing declining liquidity, modest profits from operations and modest positive cash flows, which make it difficult for the Company to meet current cash requirements, including payments to vendors, and may jeopardize its ability to continue as a going concern. Management is attempting to obtain equity financing for use in the Company's operations. In addition, management is trying to expand the Company's sales and obtain profitable operations. If the Company's losses or lack of operating capital continue, the Company will have to obtain funds to meet its cash requirements through business alliances, such as strategic or financial transactions with third parties, the sale of securities or other financing arrangements, or the Company may be required to curtail its operations, seek a merger partner, or seek protection under federal bankruptcy laws. Any of the foregoing may be on terms that are unfavorable to the Company or disadvantageous to existing stockholders. In addition, no assurance may be given that the Company will be successful in raising additional funds or entering into business alliances. The Company has received working capital in various forms from Amphion Ventures, L. P. and affiliates of Amphion Ventures, L. P. including Amphion Partners, Amphion Investments LLC, Antiope Partners LLC, VennWorks LLC (formerly incuVest LLC), Amphion Capital Management LLC, Amphion Innovations plc, Amphion Innovations US Inc. and NVW, LLC. The Amphion Group owns roughly 49% of the outstanding voting common stock of the Company. The Company posted a net loss of $1,115,779 for the three months ended June 30, 2009, from a net loss of $1,162,175 for the same quarter a year ago. It posted a $355,901 net income for the first six months of 2009, from a net loss of $2,797,206 for the first half of 2008. As of June 30, 2009, the Company had total assets of $951,767 against total liabilities of $6,278,396. As of June 30, 2009, the Company had accumulated deficit of $172,040,612 and stockholders' deficit of $5,326,629. A full-text copy of the Company's quarterly report on Form 10-Q is available at no charge at http://ResearchArchives.com/t/s?4476 Axcess International Inc. provides patented Radio Frequency Identification and Real Time Location Systems solutions that locate, track, monitor, count and protect people, assets, and vehicles, thereby improving productivity, security and access to real-time intelligence. Axcess' web-based software provides a suite of management tools that include reporting, display, decision and control functions that enable productivity, security and local positioning. BASELINE OIL: Court Sets Sept. 25 Plan Confirmation Hearing ----------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Texas has agreed to convene a combined hearing on September 25 to consider (i) the adequacy of the disclosure statement attached to the prepackaged Chapter 11 plan of Baseline Oil & Gas Corp., and (i) confirmation of the reorganization plan, Bill Rochelle at Bloomberg News said. Prior to filing for bankruptcy, Baseline Oil solicited votes on a Chapter 11 plan from holders of 15% Senior Secured Notes due 2009 and 12.5% Senior Secured Notes due 2012. The Plan was accepted by 100% in number and 100% in aggregate principal amount of the Prepetition Noteholders that returned ballots. Aside from voting in favor of the Plan, the noteholders also agreed to make a $5 million exit facility available to the Company upon consummation of the Plan. The material terms of the Plan are: -- Prepetition Noteholders Claims. The claims of the Prepetition Noteholders (Class 4 under the Plan) are impaired. Upon the later of (x) the Effective Date of the Plan and (y) the date on which the claim of a class 4 claim becomes an Allowed Claim under applicable law, each holder of a Class 4 Allowed Claim will be entitled to receive securities in the reorganized Debtor, consisting of: (i) new 10% Subordinated Secured Notes; (ii) shares of Junior Preferred Stock; and (iii) shares of New Common Stock. -- Exit Facility. All Prepetition Noteholders were offered the opportunity to participate in an exit financing where $5 million of new cash will be made available to the Company on the Effective date. In addition to those securities, the Exit Facility Lenders will also receive (i) new Series A 20% Senior Secured Notes; (ii) new Series B 20% Senior Secured Notes; and (iii) shares of Senior Preferred Stock. -- Trade Creditors and Customers. The Debtor expects to continue normal operations during the Chapter 11 Case. The Plan contemplates payment in full of claims held by trade creditors and uninterrupted performance of agreements with customers in accordance with existing business terms. -- Cancellation of Existing Equity; Cessation as Publicly Reporting Company. On the Effective Date, all existing equity in the Debtor will be cancelled for no consideration and the Company will no longer file periodic and or other reports with the Securities and Exchange Commission. -- Administrative, Tax and other Priority Claims. These claims are not impaired and each holder of an allowed Administrative, Tax or other Priority Claim is to be paid in full, in cash, under the Plan. -- Royalty and other Secured Claims. These claims are not impaired and each holder of an allowed Royalty or other Secured Claim shall be paid in full, in cash under the Plan. A copy of the Prepackaged Plan is available for free at: http://researcharchives.com/t/s?43ac About Baseline Oil Baseline Oil & Gas Corp. is an independent oil and natural gas company engaged in the exploration, production, development, acquisition and exploitation of natural gas and crude oil properties. The Company has interests in three core areas: the Eliasville Field located in Stephens County in North Texas; the Blessing Field in Matagorda County located onshore along the Texas Gulf Coast, and the New Albany Shale play located in Southern Indiana. Its core properties cover approximately 39,945 net acres. As of December 31, 2008, the Company's proved reserves were 60.2 billion cubic feet equivalent (Bcfe), of which 46.5% were natural gas and 68.2% were proved developed. During the year ended December 31, 2008, it produced 2.8 Bcfe and had a proved reserve reduction of 6.7 Bcfe as a result of reserve revisions. Baseline Oil filed a voluntary petition for reorganization under Chapter on August 28, 2009 (Bankr. S.D. Tex. Case No. 09-36291). Attorneys at Thompson & Knight LLP represent Baseline Oil in its restructuring effort. Baseline Oil had total assets of $80,053,903 against total debts of $138,913,478 as of June 30, 2009. BAYWOOD INT'L: Won't Seek Shareholder Proxy on Nutra Deal --------------------------------------------------------- Baywood International, Inc., circulated to shareholders an Information Statement explaining: -- the terms of the Asset Purchase Agreement in connection with the sale of substantially all of the assets in its wholly owned subsidiary, Nutritional Specialties, Inc.; and -- the amendment of its Articles of Incorporation to change its name from "Baywood International, Inc." to "New Leaf Brands, Inc." "WE ARE NOT ASKING FOR YOUR PROXY AND YOU ARE REQUESTED NOT TO SEND US A PROXY. Because the written consent of a majority of stockholders satisfies any applicable stockholder voting requirement of the Nevada Revised Statutes, our Articles of Incorporation, as amended, and our Amended and Restated By-Laws, we are not asking for a proxy and you are not requested to send one," Neil Reithinger, the Company's secretary, said in a letter to shareholders. According to the Company, holders of a majority of its total voting capital stock adopted, by written consent, adopted resolutions giving the Company authority to (1) sell all or substantially all of the rights and assets of Nutritional Specialties to Nutra, Inc., a subsidiary of Nutraceutical International Corporation; and (2) amend the Articles of Incorporation, as amended, to change the corporate name. "We are not aware of any substantial interest, direct or indirect, by security holders or otherwise, that is in opposition to the . . . actions. In addition, pursuant to the laws of the State of Nevada, the actions taken by majority written consent in lieu of a special stockholder meeting do not create appraisal or dissenters' rights," the Company indicated. Nutra Inc. agreed to pay an aggregate purchase price of $8,250,000 in cash, less payment of liabilities and certain pre-closing working capital adjustments. The purchase price includes $1,000,000 for the LifeTIME trademark and the goodwill associated with the trademark. A third party has a right of first refusal to purchase the LifeTIME trademark and the goodwill associated with the trademark. On August 6, 2009, the third party waived its right of first refusal to purchase the LifeTIME trademark and the goodwill associated with the trademark therefore Nutra, Inc. will pay the entire purchase price, assuming all other conditions are met. If the estimated net asset value of the assets being sold is greater or less than the minimum net asset value of $1,848,604, the purchase price payable at closing will be increased or decreased by the amount of such difference on a dollar-for-dollar basis. Pursuant to the Agreement, $250,000 of the purchase price will be held back by Nutra, Inc. for one year following the closing of the Asset Sale to satisfy any amounts owed by the Company to Nutra, Inc., including, at Nutra, Inc.'s option, any post-closing adjustments to the purchase price. The closing of the Asset Sale was subject to the approval by a majority vote of the outstanding shares of the Company which was received on August 6, 2009. The final closing of the Agreement is subject to certain releases including final consents from the Company's senior lender, Vineyard Bank, N.A. If the closing of the Asset Sale has not occurred by October 15, 2009, due to any failure of any of the conditions to closing described in the Agreement, then Nutra, Inc., may terminate the Agreement at its sole option unless Nutra, Inc., elects in writing to extend the Agreement for one or more successive periods of 30 days. The Company has agreed to indemnify Nutra, Inc., for any losses arising out of the Company's breach of the representations and warranties or covenants contained in the Agreement. Nutra, Inc. may only bring claims for losses which exceed, in the aggregate, $50,000 and only for that amount by which the losses exceed $50,000. A full-text copy of the Information Statement filed with the Securities and Exchange Commission on Form PRER14C is available at no charge at http://ResearchArchives.com/t/s?4473 Going Concern Doubt The Company had negative net working capital of roughly $17,292,059 at June 30, 2009. The Company has not yet created positive cash flows from operating activities and its ability to generate profitable operations on a sustainable basis is uncertain. The Company is in default on a number of notes payable and financing agreements. These factors raise substantial doubt about the Company's ability to continue as a going concern. The Company believes that its existing cash resources, combined with projected cash flows from operations may not be sufficient to execute its business plan and continue operations for the next twelve months. Management has taken steps to reduce the Company's operating expenses. Additionally, the Company intends to change its strategic direction with the sale of its Lifetime and Baywood brands to provide the necessary resources aimed at achieving profitability and positive cash flow. The Company will continue to explore various strategic alternatives, including business combinations and private placements of debt and or equity securities. In April 2009, the Company engaged an investment banking firm to assist management in exploring raising additional capital. However, the Company may not be successful in obtaining additional financing on acceptable terms, on a timely basis, or at all, in which case, the Company may be forced to make further cut backs, or cease operations. Mayer Hoffman McCann P.C., expressed substantial doubt about Baywood International Inc.'s ability to continue as a going concern after auditing the Company's consolidated financial statements for the year ended Dec. 31, 2008. The Company, the auditor pointed out, has suffered recurring losses from operations, has a working capital deficiency, was not in compliance with certain financial covenants related to debt agreements, and has a significant amount of debt of which roughly $8.3 million matures in 2009. As of June 30, 2009, the Company had $13,934,099 in total assets and $20,888,913 in total liabilities, resulting in stockholders' deficit of $6,954,814. About Baywood International Headquartered in Scottsdale, Ariz., Baywood International Inc. (OTC BB: BYWD) -- http://www.bywd.com/-- is a nutraceutical company specializing in the development, marketing and distribution of nutraceutical products under the LifeTime(R) and Baywood brands. BERNARD MADOFF: National Liquidators to Auction Yachts ------------------------------------------------------ National Liquidators, the largest boat and ship recovery and remarketing company in the U.S., will auction off three vessels previously owned by Bernard Madoff on Tuesday, November 17, 2009 at 4:00 pm. The auction will be held at National Liquidators' headquarters, 1915 Southwest 21st Avenue, Fort Lauderdale, and will include M/V "THE BULL," a 55 foot 1969 Rybovich that has been meticulously restored. The United States Marshals Service seized the vessels on April 1, 2009, immediately turning the assets over to National Liquidators for maintenance and disposal. National Liquidators is conducting the auction as the exclusive sales agent for the vessels as a part of the company's contract with the U.S. Marshals Service. The U.S. Marshals Service is responsible for the management and disposition of Bernard and Ruth Madoff's assets, and for collecting sales proceeds of the assets, which will be used for victim restitution. In addition to "THE BULL," the auction will include Madoff's M/V SITTING BULL, a 38 foot, 2003 Shelter Island Runabout, LITTLE BULL, a 23 foot, 2000 Maverick Boat Company 2400 Center Console and a 1999 Mercedes Benz CLK 320 convertible with 12,827 miles. And a 2003 61 foot Viking convertible previously owned by a former Madoff associate will be a part of the auction. The auction also will feature three yachts offered for sale that are unrelated to the Madoff case: a 2008 Novatec 74 foot Euro Pilothouse, a 2004 Uniesee 68 foot Sport Motor Yacht and a 94 foot Devo Mill luxury yacht. "We anticipate strong interest in the auction," according to Matt Amata, vice president of National Liquidators. "We've heard from several potential bidders, who are interested in both the quality and notoriety of purchasing a `piece of history' in the Madoff and Madoff associate boats. We also have three additional wonderful yachts in the auction that represent incredible opportunities to purchase a high-end yacht in a truly unique setting." Bidders are required to pre-register for the live auction, and may obtain registration information at www.yachtauctions.com/madoff. Attendance at the auction will be restricted to pre-registered bidders and invited guests. National Liquidators is the largest vessel recovery, custody and remarketing company in the U.S. The company provides services for lenders, government agencies, marine dealers, marine manufacturers, attorneys, insurance companies as well as individual sellers. National Liquidators is one of the nation's largest resellers of boats to retail and wholesale buyers in the U.S. and around the world, maintaining an online inventory at www.yachtauctions.com. The company has locations in Fort Lauderdale and Fort Myers, FL, Capistrano Beach & Newport Beach, CA, and Cleveland, OH. About Bernard Madoff Bernard L. Madoff Investment Securities LLC was a market maker in U.S. stocks, including all of the S&P 500 and more than 350 Nasdaq stocks. The firm moved large blocks of stock for institutional clients by splitting up orders or arranging off-exchange transactions between parties. It also performed clearing and settlement services. Clients included brokerages, banks, and other financial institutions. In addition, Madoff Securities managed assets for high-net-worth individuals, hedge funds, and other institutional investors. The firm is being liquidated in the aftermath of a fraud scandal involving founder Bernard L. Madoff. As reported by the Troubled Company Reporter on December 15, 2008, the Securities and Exchange Commission charged Mr. Madoff and his investment firm with securities fraud for a multi-billion dollar Ponzi scheme that he perpetrated on advisory clients of his firm. The estimated losses from Mr. Madoff's fraud were allegedly at least US$50 billion. Also on December 15, 2008, the Honorable Louis A. Stanton of the U.S. District Court for the Southern District of New York granted the application of the Securities Investor Protection Corporation for a decree adjudicating that the customers of BLMIS are in need of the protection afforded by the Securities Investor Protection Act of 1970. Irving H. Picard, Esq., was appointed as trustee for the liquidation of BLMIS, and Baker & Hostetler LLP was appointed as counsel. As reported by the TCR, Judge Denny Chin of the U.S. District Court for the Southern District of New York on June 29, 2009, sentenced Mr. Madoff to 150 years of life imprisonment for defrauding investors. BIOBASED TECHNOLOGIES: Files for Chapter 11 Bankruptcy Protection ----------------------------------------------------------------- BioBased Technologies LLC has filed for Chapter 11 bankruptcy protection in the U.S. Bankruptcy Court for the Western District of Arkansas, listing $1 million to $10 million in assets and $10 million to $50 million in liabilities. According to Worth Sparkman at ArkansasBusiness.com, BioBased Technologies' unsecured debts include: -- $10,251 to Arkansas Department of Finance & Administration for payroll taxes; -- $14,593 for personal property taxes in Benton County; -- $192,000 to Tosh Specialty Products of Cincinnati for inventory; and -- $157,898 to Bayer Material Science of Dallas for inventory. Citing BioBased Technologies spokesperson Jennifer Wilson, ArkansasBusiness.com reports that the Company's bankruptcy filing isn't related to the slowdown in the construction industry. According to the report, BioBased Technologies had debt come due in August. The report says that BioBased Technologies' investors developed a plan to restructure the debt. BioBased Technologies quoted Ms. Wilson as saying, "The focus of this bankruptcy filing is on restructuring debt. The filing is not expected to negatively impact business operations of the company, its employees, its customers or vendors." Fayetteville, Arkansas-based BioBased Technologies LLC, dba BioBased Systems, BioBased Insulation, and BioBased Chemicals, is is best known for its soy-based spray foam insulation, its primary consumer product, which was used in many homes built in northwest Arkansas over the past several years. It also manufactures Agrol, a family of bio-based polyols for use in polyurethane products such as rigid and flexible molded foam. BKF CAPITAL: Posts $31,000 Net Loss for June 30 Quarter ------------------------------------------------------- BKF Capital Group, Inc., posted a net loss of $31,000 for the three months ended June 30, 2009, from a $156,000 net income for the same quarter in 2008. It posted a net loss of $87,000 for the six months ended June 30, 2009, from a net loss of $300,000 for the same period a year ago. Total income for the three months ended June 30, 2009, was $181,000, reflecting a decrease of 65% from $515,000 in the same period in 2008. This decrease is primarily attributable to a decrease in interest income, due to a decrease in the amount of outstanding Treasury Bills owned by the Company as well as lower interest rates, as compared to the prior period. Total income for the six months ended June 30, 2009 was $428,000, reflecting a decrease of 67% from 1,284,000 in the same period in 2008. This decrease is primarily attributable to a decrease in interest income, due to a decrease in the amount of outstanding Treasury Bills owned by the Company as well as lower interest rates, as compared to the prior period. As of June 30, 2009, the Company had $14,959,000 in total assets and $3,520,000 in total liabilities. At June 30, 2009, BKF had cash and cash equivalents of $14,531,000. BKF's current assets as of June 30, 2009 consist primarily of cash, receivables and security deposits. While BKF has historically met its cash and liquidity needs through cash generated by operating activities, cash flow from current activities will not be sufficient to fund operations in the future. BKF will use a portion of its existing working capital for such purposes. A full-text copy of the Company's quarterly report on Form 10-Q is available at no charge at http://ResearchArchives.com/t/s?4474 Going Concern Doubt Holtz Rubenstein Reminick LLP, in New York, expressed substantial doubt about BKF Capital Group Inc.'s ability to continue as a going concern after auditing the company's consolidated financial statements for the year ended December 31, 2007. The auditing firm stated that the Company experienced a total loss of assets under management and as a result the Company has had a significant decline in revenues in 2007 and no longer has an operating business. However, the audit report dated April 13, 2009, by Mark Bailey & Company, Ltd., in Reno, Nevada, on the Company's annual report for the year ended December 31, 2008, did not include any adverse opinion on the Company's ability to continue as a going concern. About BKF Capital Group BKF Capital Group, Inc., operates through a wholly owned subsidiary, BKF Management Co., Inc. and its subsidiaries. The Company trades on the over the counter market under the symbol (BKFG). The Company is seeking to consummate an acquisition, merger or business combination with an operating entity to enhance BKF's revenues and increase shareholder value. Since January 1, 2007, the Company has had no operating business and no assets under management. The Company's principal assets consist of a significant cash position, sizable net operating tax losses to potentially carry forward, its status as a publicly traded Exchange Act reporting company and a small revenue stream consisting of royalty payments from a departed portfolio manager. BKF's current revenue stream will not be sufficient to cover BKF's ongoing expenses. This concludes the Troubled Company Reporter's coverage of BKF Capital Group until facts and circumstances, if any, emerge that demonstrate financial or operational strain or difficulty at a level sufficient to warrant renewed coverage. BOB BISNO: Files for Ch 11 Bankruptcy Due to Slow Sales ------------------------------------------------------- Bob Bisno has filed for Chapter 11 bankruptcy protection. The Los Angeles Business Journal relates that Mr. Bisno owes his largest 20 unsecured creditors more than $250 million. Business Journal says that Mr. Bisno's company, Bisno Development Co., has suffered a series of setbacks, including slow sales at luxury condominiums constructed in Santa Ana. Bob Bisno is a developer who led initial plans to build the Ponte Vista gated community in San Pedro. He stepped down from the Ponte Vista project in 2008. BRIEN MCMAHON: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Joint Debtors: Brien F. McMahon Sandra W. McMahon 4985 Pinecroft Way Santa Rosa, CA 95404 Bankruptcy Case No.: 09-12906 Chapter 11 Petition Date: September 8, 2009 Court: United States Bankruptcy Court Northern District of California (Santa Rosa) Judge: Alan Jaroslovsky Debtors' Counsel: Michael C. Fallon, Esq. Law Offices of Michael C. Fallon 100 E, St. #219 Santa Rosa, CA 95404 Tel: (707) 546-6770 Email: mcfallon@fallonlaw.net Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 According to the schedules, the Company has assets of at least $1,835,352, and total debts of $2,402,332. A full-text copy of the Debtors' petition, including a list of their 20 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/canb09-12906.pdf The petition was signed by the Joint Debtors. BROOKSIDE TECHNOLOGY: Vicis Capital Discloses 9.99% Equity Stake ---------------------------------------------------------------- Vicis Capital LLC may be deemed to beneficially own 14,651,044 shares -- or 9.99% -- of the common stock of Brookside Technology Holdings Corp. Vicis said all the shares are held directly by Vicis Capital Master Fund, for which Vicis acts as investment advisor. Effective June 1, 2009, the Company entered into a Securities Purchase Agreement with Vicis Capital Master Fund, a sub-trust of Vicis Capital Series Master Trust, and the Company's largest preferred stockholder, pursuant to which Vicis invested an additional $1,000,000 in the Company and the Company issued to Vicis 1,000,000 shares of the Company's Series A Convertible Preferred Stock and a warrant to purchase 100,000,000 shares of Common Stock at an exercise price of $0.01 per share. Brookside Technology Holdings Corp., is the holding company for Brookside Technology Partners, Inc., US Voice & Data, LLC, Standard Tel Acquisitions, Inc., Trans-West Network Solutions, Inc., and Standard Tel Networks, LLC, and all operations are conducted through these wholly owned subsidiaries. Collectively, the subsidiary companies provide converged business communications products and services from Mitel, Inter-tel (owned by Mitel), Nortel and NEC. The Company, as the 2nd largest MITEL dealer, is recognized as a Diamond Dealer. Effective August 13, 2009, the Company and its senior creditor, Chatham Credit Management III, LLC, further updated its letter agreement dated May 29, 2009 pursuant to which, among other things, Chatham agreed, for the period July 31, 2009 through June 30, 2010, to suspend the Company's compliance of the minimum fixed charge coverage ratio and maximum leverage ratio contained in the credit agreement. The Company is in full compliance with its financial covenants under this agreement. BUSSON DIGITAL: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Busson Digital Printing, Inc. fdba Busson Photography, Inc. 523 West Tuscarawas Avenue Barberton, OH 44203 Bankruptcy Case No.: 09-54018 Chapter 11 Petition Date: September 7, 2009 Court: United States Bankruptcy Court Northern District of Ohio (Akron) Judge: Marilyn Shea-Stonum Debtor's Counsel: Christine K. Corzin, Esq. 304 N Cleveland-Massillon Rd Akron, OH 44333 Tel: (330) 670-0770 Email: ccorzin@csu-law.com Harold A. Corzin, Esq. 304 N Cleveland Massillon Rd Commonwealth Square Akron, OH 44333 Tel: (330) 670-0770 Email: hcorzin@csu-law.com Estimated Assets: $500,001 to $1,000,000 Estimated Debts: $1,000,001 to $10,000,000 A full-text copy of the Debtor's petition, including a list of its 20 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/ohnb09-54018.pdf The petition was signed by Dennis R. Busson, president of the Company. CABI DOWNTOWN: To Sell Six Co-op Units for $3 Million ----------------------------------------------------- Cabi Downtown LLC obtained approval from the Bankruptcy Court to sell six units for about $3 million to generate around $2.6 million for the construction lender Bank of America, N.A., Bill Rochelle at Bloomberg said. Owed $209 million, BofA previously filed a motion asking for dismissal of the bankruptcy, claiming it was filed in "bad faith" to prevent foreclosure. Aventura, Florida-based Cabi Downtown, LLC, operates a real estate Business and owns the 49-story Everglades on the Bay condominium in Miami. The condominium project has 849 units in two towers, with 60,000 square feet of retail space. The Company filed for Chapter 11 on Aug. 18, 2009 (Bankr. S.D. Fla. Case No. 09-27168). Mindy A. Mora, Esq., represents the Debtor in its restructuring efforts. In its petition, the Debtor listed assets and debts both ranging from $100,000,001 to $500,000,000. CAFE DES ARTISTAS: Files Chapter 7 After Closing Restaurant ----------------------------------------------------------- Cafe des Artistes filed for Chapter 7 bankruptcy in Manhattan (Bankr. S.D.N.Y Case No. 09-15437) after closing down last month. According to Christopher Scinta at Bloomberg News, the restaurant listed debts of $494,657 against assets of $84,490 in its Chapter 7 petition. Mr. Scinta relates Cafe des Artistes owes a union benefit trust $116,471 and is facing a lawsuit from the Hotel Employees and Restaurant Employees International Union Welfare Fund, it said in court papers. The Chapter 7 filing automatically stops the lawsuit. According to Mr. Scinta, the closing is the latest blow to New York's restaurant industry, which has endured an 11% sales decline over the past three months. This year, 512 New York restaurants have closed, according to NDP Group, a market research company. Cafe des Artistes, on West 67th Street, in New York, is a restaurant that attracted people attending theater, music and dance events at nearby Lincoln Center. The restaurant, open since 1917, was run by George Lang and his wife, Jenifer, who signed the bankruptcy petition. On the walls are murals of naked nymphs and satyrs by the American artist Howard Chandler Christy. CAPMARK FINANCIAL: Fitch Junks Issuer Default Ratings From 'B-' --------------------------------------------------------------- Fitch Ratings has downgraded the long-term Issuer Default Ratings of Capmark Financial Group to 'C' from 'B-' and Capmark Bank to 'CC' from 'B-'. An IDR of 'C' indicates that default of some kind appears imminent or inevitable. Approximately $8.5 billion of debt is affected by the action. The action follows Capmark's announcement of a $1.6 billion second quarter net loss, resulting in a $1.1 billion stockholder's deficit and its agreement to enter into a Asset Put Agreement which gives Capmark the right to sell its domestic servicing and mortgage banking businesses to a third-party. The net loss is primarily due to continued deteriorating conditions in the commercial real estate market impacting Capmark's loan portfolio, downward pressure on fair values resulting in losses on its equity and real estate investments, increased provision expense, and an impairment charge on mortgage servicing rights and intangible assets. The potential sale of the servicing and mortgage banking business reflects management's ongoing efforts to explore strategic alternatives for all its businesses. In addition, the company has been active in negotiations with its lenders to restructure its debt obligations. Fitch expects that the end result will be either a bankruptcy filing or a debt restructuring. Fitch would consider a debt restructuring a 'restricted default' under its Coercive Debt Exchange criteria. Fitch's downgrade of Capmark Bank follows the announcement that the bank has received notification from the FDIC that it intends to issue an administrative order, which will impose certain requirements and restrictions on Capmark Bank. Although the bank continues to report regulatory capital levels in excess of 'well capitalized', the extent of further losses on its loan portfolio could impair current capital. Fitch has assigned recovery ratings to the secured term bank credit facility and unsecured debt. The $1.5 billion term secured facility was assigned a 'RR3' rating reflecting recovery prospects between 51%-70%, while remaining current unsecured obligations were assigned a 'RR5' reflecting recovery expectations between 11%-30%. Going forward, Fitch will evaluate the level of information and transparency in maintaining ratings on Capmark and Capmark Bank. Ratings downgraded Capmark Financial Group Inc. Capmark Commercial Mortgage Funding PLC -- Long-term IDR to 'C' from 'B-'; -- Short-term IDR to 'C' from 'B'; -- Senior unsecured debt to 'C/RR5' from 'B-'. Capmark Commercial Funding Asia K.K. (Japan) -- Long-term IDR to 'C' from 'B-'; -- Short-term IDR to 'C' from 'B'. Capmark Bank -- Long-term IDR to 'CC' from 'B-'; -- Short-term IDR to 'C' from 'B'; -- Individual to 'E' from 'D/E'; -- Long-term deposits to 'CCC' from 'B-'; -- Short-term deposits to 'C' from 'B'. Ratings Assigned Capmark Financial Group Inc. -- Term secured bank facility 'CC/RR3'; -- Revolving credit facility 'C/RR5'; -- Term Bank facility 'C/RR5'. CATHY GIESEKER: Case Summary & 8 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Cathy Gieseker 20041 Highway 24 Holliday, MO 65258 Bankruptcy Case No.: 09-20462 Chapter 11 Petition Date: September 8, 2009 Court: United States Bankruptcy Court Eastern District of Missouri (Hannibal) Debtor's Counsel: Spencer P. Desai, Esq. Capes, Sokol, Goodman and Sarachan, P.C. Pierre Laclede Center 7701 Forsyth Boulevard, 12th Floor St. Louis, MO 63105 Tel: (314) 721-7701 Fax: (314) 721-0554 Email: desai@capessokol.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A full-text copy of Ms. Gieseker's petition, including a list of her 8 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/moeb09-20462.pdf The petition was signed by Ms. Gieseker. COLORADO DENVER: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Colorado Denver Delivery Inc PO Box 17569 Denver, CO 80217-0569 Bankruptcy Case No.: 09-28669 Chapter 11 Petition Date: September 8, 2009 Court: United States Bankruptcy Court District of Colorado (Denver) Judge: Elizabeth E. Brown Debtor's Counsel: Harvey Sender, Esq. 1660 Lincoln St., Ste. 2200 Denver, CO 80264 Tel: (303) 296-1999 Fax: (303) 296-7600 Email: Sendertrustee@sendwass.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 According to the schedules, the Company has assets of at least $1,382,555, and total debts of $2,181,332. A full-text copy of the Debtor's petition, including a list of its 20 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/cob09-28669.pdf The petition was signed by Thomas Haney, president of the Company. CENTRO NP: May Not Repay Short-Term Debt Amid Strict Loan Terms --------------------------------------------------------------- Centro NP LLC warned in an August 2009 regulatory filing it has substantial short-term liquidity obligations consisting primarily of short-term indebtedness, which it may be unable to refinance on favorable terms or at all. During the remaining six months of 2009, the Company has an aggregate of $47.5 million of mortgage debt, notes payable and credit facilities scheduled to mature and $13.9 million of scheduled mortgage amortization payments. If principal payments on debt due at maturity cannot be refinanced, extended or paid, the Company will be in default under its debt obligations, and it may be forced to dispose of properties on disadvantageous terms. The defaults may in turn cause cross defaults in certain of the Company's or its affiliates' other debt obligations. Centro NP also noted it is no longer permitted to make draws under an Amended July 2007 Facility. As a result, and because of the restrictions imposed on the Company by the Amended July 2007 Facility, as well as its Super Bridge Loan, its Residual Credit Facility and the Indentures, it may not be able to repay or refinance short-term debt obligations that comes due. The Company said there is substantial doubt about its ability to continue as a going concern. In addition, uncertainty also exists due to the liquidity issues currently experienced by the Company's parent and the ultimate parent investors, Centro Properties Limited and Centro Property Trust. According to the Company, the half yearly financial statements of the Company's ultimate parents, Centro Properties Limited and Centro Property Trust, which were filed with Australian regulatory bodies on February 26, 2009, identified material uncertainty (equivalent to substantial doubt) about those entities' ability to continue as a going concern. The Amended July 2007 Facility is a $350.0 million revolving credit facility with Bank of America N.A. The Super Bridge Loan is a $1.9 billion second amended and restated loan agreement entered into by Super LLC with JPMorgan Chase Bank, N.A., as administrative agent. The Residual Credit Facility is a $370.0 million credit facility entered into by certain subsidiaries of Centro NP Residual Holding LLC -- Residual Joint Venture -- with JPMorgan Chase Bank, N.A., as agent and lender. The Indentures govern the unsecured senior notes issued by Centro NP's predecessor, New Plan Excel Realty Trust, Inc. U.S. Bank Trust National Association is the trustee under the Indentures. Centro NP said management is working with both its lenders and the lenders of its affiliated entities, and also with management of the ultimate parent investors of the Company, to access a number of options that address the Company's ongoing liquidity issues. Factors that may impact this include the current and future condition of the credit market and the U.S. retail real estate market. The Company said the extension of certain debt facilities to December 31, 2010, gives it more time to consider a range of different plans to address its longer term liquidity issues and potential funding from distributions from the Residual Joint Venture and potential asset sales, among other things, should provide the Company with the ability to pay its debts as and when they become due and payable. Centro NP posted a net loss of $179,304,000 for the three months ended June 30, 2009, from a net loss of $297,866,000 for the same quarter in 2008. It recorded a net loss of $195,019,000 for the six months ended June 30, 2009, from a net loss of $303,052,000 for the same period a year ago. Centro NP recorded total revenues of $78,096,000 for the three months ended June 30, 2009, from $104,929,000 for the same quarter in 2008. It recorded total revenues of $161,765,000 for the first half of 2009 from $228,429,000 for the first half of 2008. During the six months ended June 30, 2009, the Company sold three shopping centers for aggregate gross proceeds of approximately $19.9 million. Net proceeds after closing costs were approximately $18.6 million. At June 30, 2009, the Company had $3,434,106,000 in total assets, including $28,514,000 in cash and cash equivalents and $9,678,000 in marketable securities; against $1,896,991,000 in total liabilities and $24,542,000 in redeemable non-controlling interests in partnerships. Centro NP's credit ratings are all below investment grade. Standard & Poor's current rating is CCC+; outlook negative. Fitch's current rating is CCC/RR4; rating watch negative. Moody's current rating is Caa2; negative outlook. A full-text copy of the Company's quarterly report on Form 10-Q is available at no charge at http://ResearchArchives.com/t/s?447d Centro NP LLC owns and develops community and neighborhood shopping centers throughout the United States. The Company was formed in February 2007 to succeed the operations of New Plan Excel Realty Trust, Inc. CHIYODA AMERICA: Gets Interim OK to Access $1.6MM DIP Financing --------------------------------------------------------------- The Hon. Arthur J. Gonzalez of U.S. Bankruptcy Court for the Southern District of New York authorized, on an interim basis, Chiyoda America, Inc. to: -- obtain secured postpetition financing on a superpriority basis from Chiyoda Gravure Corporation; and -- provide adequate protection for any diminution in value of the prepetition collateral in favor of the prepetition lender. A final hearing on the Debtor's DIP financing is scheduled for Sept. 16, 2009, at 11:00 a.m. in Courtroom 523 in the U.S. Bankruptcy Court for the Southern District of New York. Objections, if any, are due at 5:00 p.m. on Sept. 11, 2009. The Debtor related that as of the petition date, the outstanding principal amount of all loans under the prepetition financing from Chiyoda Gravure was $17,223,632. The Debtor requires immediate financing for the continued operation of its business. The Debtor was unable to obtain financing from sources other than the DIP Lender on terms more favorable than the DIP Facility. The Debtor was also unable to obtain interim unsecured credit. Chiyoda Gravure has indicated a willingness to continue to provide financing to the Debtor. The Debtor is authorized to request extensions of credit up to an aggregate outstanding principal amount of $1,675,000 at any one time outstanding. The amount of credit extended over each two- week period will be capped in accordance with the updated budget. The DIP Liens will be subordinate only to the carve-out expenses. The Debtor's DIP financing will expire on: (i) the maturity date; (ii) the occurrence and continuation of an event of default; (iii) the effective date of any plan for the Debtor; (iv) the date of consummation of a sale of substantially all of the Debtor's assets; (v) the dismissal of the case or any successor case, or the conversion of the Case into a case under Chapter 7 ; and (vi) the appointment of a trustee or examiner. As adequate protection, the Debtor will grant the DIP lender superpriority administrative expense claims and automatically perfected security interests in and liens on all of the DIP Collateral. About Chiyoda America, Inc. New York City-based Chiyoda America, Inc., fka Cosmopolitan Graphics Corporation and Advanced Printing filed for Chapter 11 on Aug. 19, 2009 (Bankr. S.D.N.Y. Case No. 09-15059). Michael Z. Brownstein, Esq., at Blank Rome LLP represents the Debtor in its restructuring effort. In its petition, the Debtor listed assets and debts both ranging from $10,000,001 to $50,000,000. COMMERCECONNECT MEDIA: Plan Okayed Despite Genesis Objection ------------------------------------------------------------ U.S. Bankruptcy Judge Brendan L. Shannon had indicated that that he would approve Cygnus Business Media Inc.'s Chapter 11 reorganization plan. Citing lawyers, Dow Jones Daily Bankruptcy Review relates that Genesis CLO 2007-2 Ltd., the investment fund that forced Cygnus Business into bankruptcy protection by refusing to agree to an out-of-court restructuring, voted against the Company's Plan, claiming that the debt-service requirement contemplated by the plan would consume most of the Debtor's cash flow and would ultimately bring the Company back into bankruptcy protection. Genesis, says the report, eventually agreed to withdraw the objection when Cygnus Business released the creditor from a clause barring it from pursuing causes of action against the Company. Dow Jones states that Cygnus Business' remaining 24 creditors eligible to vote supported the plan. As reported by the Troubled Company Reporter on August 5, 2009, CommerceConnect filed together with its bankruptcy petition, a plan of reorganization negotiated with lenders prepetition. The proposed Chapter 11 plan provides for the conversion of a large portion of its existing first lien debt and all of the existing second lien debt to equity. According to the disclosure statement explaining the Plan: -- Holders of first lien facility claims owed not less than $173,000,000 will recover not more than 70% of their claims. Holders of first lien debt will receive their pro rata share of the $60 million of new term debt and new common stock. -- Holders of second lien facility claims owed $32,000,000 to $35,000,000 will recover not more than 4% of their claims. They will receive warrants to purchase 7,600 shares of Class A common stock at a price of $450 per share, based on an assumed total enterprise value of $105 million. -- The rights of holders of allowed general unsecured claims will be reinstated. They will recover 100% of their claims in the ordinary course. These claimants are unimpaired under the Plan and are deemed to have accepted the Plan. -- All existing stock will be cancelled, and holders of these interests won't recover anything. That plan is supported by all of the holders of the second lien debt and all but one of the holders of the first lien debt. The dissenting first lien lender is Genesis CLO 2007-2, Ltd., managed by Levine Leichtman, and owed $6.4 million of the $173 million in first lien obligations. The agreements governing the first lien debt required unanimous consent for an out-of-court restructuring forcing the Debtors to file for bankruptcy to implement its plan. With the majority of the impaired voting creditors that have accepted the Plan, the Debtors will ask the Court on September 8 to confirm the Plan. Pursuant to Section 1126 of the Bankruptcy Code, an impaired class of claims has accepted the Plan if the holders of at least two-thirds in dollar amount and more than one- half in number of the allowed claims in the call actually voting to have voted to accept the Plan. Holders of existing stock are deemed to reject the Plan owing to their zero recovery. Copies of the Plan and Disclosure Statement are available for free at: http://bankrupt.com/misc/CC_Prepack_DS.pdf http://bankrupt.com/misc/CC_Prepack_Plan.pdf About CommerceConnect CommerceConnect Media, doing business as Cygnus, is a business-to- business publisher and communications company. CommerceConnect's brands include Qualified Remodeler, Firehouse, Equipment Today, Kitchen and Bath Design News, and the CPA Technology Advisor. In total, CommerceConnect publishes 42 trade publications in 13 markets, with total circulation of more than 3 million. CommerceConnect also operates 38 Web sites which generated more than 180 million page views in 2008. CommerceConnect also produces more than 30 trade shows and events each year. CommerceConnect Media Holdings, Inc., together with affiliates, including Cygnus Business Media Inc., filed for Chapter 11 on August 3, 2009 (Bankr. D. Del. Case No. 09-12765). Attorneys at Richards, Layton & Finger, P.A., and Curtis, Mallet-Prevost, Colt & Mosle LLP, serve as counsel to the Debtors. Garden City Group Inc. serves as noticing and claims agent. Miller Buckfire & Co., LLC, is the Debtors' financial advisor. Attorneys at Sidley Austin represent General Electric Capital Corp., the first lien agent, while attorneys at Paul, Hastings, Janofsky & Walker LLP serve as counsel to Barclays Bank PLC, the second lien agent. Judge Brendan Linehan Shannon presides over the case. The petition says CommerceConnect has $100,000,001 to $500,000,000 in assets and debts. COOPER COMPANIES: Moody's Retains 'Ba3' Corporate Family Rating --------------------------------------------------------------- Moody's Investors Service said that the ratings of The Cooper Companies Incorporated, including the Ba3 Corporate Family Rating, and stable outlook remained unchanged following Cooper's solid third quarter performance which included meaningful debt reduction. The previous rating action on Cooper was the April 1, 2009, change in outlook to stable from negative. Headquartered in Pleasanton, California, The Cooper Companies, Inc., through its principal business units, develops, manufactures and markets healthcare products. CooperVision develops, manufactures and markets a broad range of contact lenses for the worldwide vision correction market. CooperSurgical develops, manufactures and markets medical devices, diagnostic products and surgical instruments and accessories used primarily by gynecologists and obstetricians. For the twelve months ended July 31, 2009, the company reported approximately $1.1 billion in revenues. CORD BLOOD: In Talks to Sell CorCell Notes to Third Party --------------------------------------------------------- Cord Blood America, Inc., is in default on its notes payable to CorCell Inc. CBAI is currently in negotiations to sell the notes to a third party. The notes are: Amount Due as of June 30, 2009 ---------------- Convertible Note payable to CorCell, Inc., $212,959 interest at 8% per annum, due in 2008 Promissory Note payable to CorCell, Inc., interest at 10.5% per annum, due March, 2008 $83,480 CBAI posted a net loss of $1,901,093 for the three months ended June 30, 2009, from a net loss of $2,499,142 for the same quarter a year ago. CBAI posted a net loss of $3,624,369 for the six months ended June 30, 2009, from a net loss of $3,748,552 for the same period a year ago. For the three months ended June 30, 2009, total revenue decreased roughly $200,000, or 23% to roughly $800,000. For the six months ended June 30, 2009, total revenue decreased roughly $600,000, or 26.9% to $1.8 million. As of June 30, 2009, CBAI had total assets of $4,639,876 against total current liabilities of $9,036,573, resulting in $4,396,697 stockholders' deficit. A full-text copy of the Company's quarterly report on Form 10-Q is available at no charge at http://ResearchArchives.com/t/s?4472 CBAI has experienced recurring net losses from operations, which losses have caused an accumulated deficit of roughly $28,581,153 as of June 30, 2009. In addition, CBAI has a working capital deficit of roughly $8.6 million as of June 30, 2009. These factors, among others, raise substantial doubt about CBAI's ability to continue as a going concern. According to CBAI, management has been able, thus far, to finance the losses and the growth of the business, through private placements of its common stock, the issuance of debt and proceeds from the Equity Distribution Agreement, the Shelter Securities Purchase Agreement and the Enable Securities Purchase Agreement. CBAI is continuing to attempt to increase revenues within its core businesses. In addition, CBAI is exploring alternate ways of generating revenues through acquiring other businesses in the stem cell industry. In June 2008, the Company announced the signing of a Securities Purchase Agreement with Tangiers Investors, LP, whereby Tangiers may purchase up to $4 million of the Company's common stock. In the first six months of the year, Tangiers has purchased $325,000 of common stock. In May 2009, the Company announced the signing of a Secured & Collateralized Convertible Promissory Note for $1.3 million. The Company has drawn $325,000 of this Note as of June 30, 2009. On July 2, 2009, the Company executed a Preferred Stock Purchase Agreement with Optimus Capital Partners, LLC pursuant to which it has secured a $7.5 million capital commitment which may be drawn down in increments, under certain conditions. On August 3, 2009, the company filed its registration statement for these shares. A full-text copy of the registration statement is available at no charge at http://ResearchArchives.com/t/s?4471 The Company has also taken steps to reduce its overall spending through the reduction of headcount and cuts in sales and administrative expenses. The ongoing execution of CBAI's business plan is expected to result in operating losses over the next 12 months. There are no assurances that CBAI will be successful in achieving its goals of increasing revenues and reaching profitability. About Cord Blood Headquartered in West Hollywood, California, Cord Blood America Inc. (OTC BB: CBAI) -- http://www.cordblood-america.com/-- is an umbilical cord blood stem cell preservation company with a particular focus on the acquisition of customers in need of family based products and services. The Company also provides television, radio and internet advertising services to businesses that sell family based products and services. COYOTES HOCKEY: Ice Edge Drops Out of Bidding; NHL Vs. Balsillie ---------------------------------------------------------------- Ice Edge Holdings confirmed that it has dropped out of bidding for the Phoenix Coyotes. In a September 9 statement, it said that in the last ten weeks, it has been able to secure financing for its offer, come to terms with key creditors, and put together what we feel is the strongest proposal for the Phoenix Coyotes. "Our proposal would build on the strengths of the team and would make it a great brand throughout the Southwestern United States. We even were able to add some unique Canadian twists," Ice Edge said. It said, however, that despite its best intent, it has been unable to finalize with the City of Glendale details of the amended lease for the Jobing.com Arena in time for today's Phoenix Coyotes' auction. "We continue to strongly believe in the potential of the Phoenix Coyotes for the long term in Glendale, and therefore we will be examining our options after the conclusion of the bankruptcy auction process," Ice Edge said. Ice Edge offered $150 million for the Phoenix Coyotes and pledge to keep the team in Glendale, Arizona, as the National Hockey League demanded. Balsillie vs. NHL The September 10 Phoenix Coyotes auction is now between James L. Balsillie's group PSE Sports and Entertainment -- which offers $242.5 million for the team -- and NHL, which bids $140 million for the team. According to Slap Shot, Mr. Balsillie's lawyers said that if PSE wins, Phoenix Coyotes could start the 2009-10 games in Arizona, but might move to Hamilton's Copps Coliseum at some point during the season. Ben Klayman at Reuters quoted a sports banker as saying, "I would be fairly surprised now if (NHL officials) don't raise the bid." According to Reuters, analysts said that Mr. Balsillie's bid puts pressure on the Hon. Redfield Baum of the U.S. Bankruptcy Court for the District of Arizona, who is looking to maximize the return on the team. Reuters relates that BBK Ltd. managing director Tim Turek said, "There will be significant pressure on the court to mandate that it take the highest and best offer. The court may have no choice but to award him the deal." Slap Shot says that after the auction, the bankruptcy court would issue further rulings by next Monday that will validate or invalidate the winning bid. About Coyotes Hockey Dewey Ranch Hockey LLC, Arena Management Group, LLC, Coyotes Holdings, LLC, and Coyotes Hockey, LLC -- owners and affiliates of the Phoenix Coyotes National Hockey League team -- filed for Chapter 11 protection (Bankr. D. Ariz. Case No. 09-09488) on May 5, 2009. The Debtors are represented by Thomas J. Salerno, Esq., at Squire, Sanders & Dempsey, LLP, in Phoenix, and estimate their assets and liabilities are between $100 million and $500 million. Jim Balsillie, Research in Motion Ltd.'s co-chief executive officer, offered to buy the Phoenix Coyotes for $212 million and move the NHL team to Hamilton, Ontario, and the League balked at the relocation proposal. Mr. Balsillie was unsuccessful in 2007 when he attempted to buy and relocate the Nashville Predators, and lost a similar bid in 2006 to buy and relocate the Pittsburgh Penguins. CRUSADER ENERGY: Gets Short Extension of Plan Filing Deadline ------------------------------------------------------------- The Bankruptcy Court granted Crusader Energy Group a September 28 extension of its exclusive period to file a Chapter 11 plan. According to Bill Rochelle at Bloomberg News, under an agreement with the first- and second-lien lenders, the plan exclusivity was pushed back to Sept. 28, on conditions. He relates that if Crusader decides to sell the business, the motion to approve bid procedures must be filed by Sept. 18, followed by a plan of liquidation on Sept. 28, approval of a disclosure statement by Oct. 30 and confirmation of the plan by Dec. 7. If Crusader instead intends to complete the reorganization through a plan, it must be filed by Sept. 18, with confirmation occurring by Nov. 25. According to Mr. Rochelle, Crusader also was given an extension of the privilege to use cash representing collateral for lenders' secured claims. The extension comes at the cost of paying $488,000 to the first-lien lender. Previously, Crusader said it was "likely" that the business would be sold. About Crusader Energy Based in Oklahoma City, Oklahoma, Crusader Energy Group Inc. -- http://www.ir.crusaderenergy.com/-- explores, develops and acquires oil and gas properties, primarily in the Anadarko Basin, Williston Basin, Permian Basin, and Fort Worth Basin in the United States. It has working interests in more than 1,000 wells. Crusader Energy and its affiliates filed for Chapter 11 protection on March 30, 2009 (Bankr. N.D. Tex. Lead Case No. 09-31797). The Debtors' financial condition as of September 30, 2008, showed total assets of $749,978,331 and total debts of $325,839,980. Beth Lloyd, Esq., Richard H. London, Esq., and William Louis Wallander, Esq., at Vinson & Elkins, L.L.P., represent the Debtors as counsel. Holland N. Oneil, Esq., Michael S. Haynes, Esq., and Richard McCoy Roberson, Esq., at Gardere, Wynne & Sewell, represent the official committee of unsecured creditors as counsel. CRYOPORT INC: 2009 Annual Stockholders' Meeting on October 9 ------------------------------------------------------------ The 2009 Annual Meeting of the Stockholders of CryoPort, Inc., will be held at the offices of Snell & Wilmer L.L.P., 600 Anton Boulevard, Suite 1400, in Costa Mesa, California, on Friday, October 9, 2009, at 10:00 a.m. local time, for these purposes: (1) To re-elect three directors; (2) To ratify the appointment of KMJ Corbin & Company LLP as the independent registered public accounting firm of the Company and its subsidiary for the fiscal year ended March 31, 2010; (3) To approve an amendment to the Company's Amended and Restated Articles of Incorporation to increase the number of shares of common stock authorized for issuance thereunder from 125,000,000 to 250,000,000; (4) To approve an amendment to the Company's Amended and Restated Articles of Incorporation to authorize a class of undesignated or "blank check" preferred stock, consisting of 25,000,000 authorized shares, which may be issued in one or more series, with such rights, preferences, privileges and restrictions as shall be fixed by the Company's Board of Directors; (5) To approve an amendment to the Amended and Restated Articles of Incorporation to effect a reverse stock split of shares of common stock issued and outstanding at a ratio to be established by the Company's Board of Directors in its discretion, of up to one for 15 (but not less than one for two); (6) To approve the Company's 2009 Stock Incentive Plan; and (7) To transact such other business as may properly come before the meeting or any adjournment thereof. The Board of Directors has fixed the close of business on Tuesday, September 8, 2009 as the record date for the determination of stockholders who are entitled to notice of and to vote at the meeting, or any adjournments thereof. A full-text copy of the Company's Proxy Statement is available at no charge at: http://ResearchArchives.com/t/s?447c Going Concern Doubt Management has projected that cash on hand, including cash borrowed under the convertible debentures issued in the first and second quarter of fiscal 2010, will be sufficient to allow the Company to continue its operations only into the third quarter of fiscal 2010 until more significant funding can be secured. KMJ Corbin & Company LLP raised substantial doubt about CryoPort, Inc.'s ability to continue as a going concern after it audited the Company's financial statements for the year ended March 31, 2009, and 2008. The auditor pointed to the Company's recurring losses and negative cash flows from operations since inception. As of June 30, 2009, the Company had $1,876,237 in total assets and $18,474,572 in total liabilities, resulting in stockholders' deficit of $16,598,335. The Company had a working capital deficit of $15,556,522, and has cash and cash equivalents of $556,922 at June 30, 2009. About Cryoport Inc. Headquartered in Lake Forest, Calif., CryoPort Inc. (OTCBB: CYRX) -- http://www.cryoport.com/-- develops proprietary, technology- driven shipping and storage products for use in the rapidly growing global biotechnology and biopharmaceutical cold chain. The products developed by CryoPort are essential components of the infrastructure required for the testing, research and end user delivery of temperature-sensitive medicines and biomaterials in an increasingly complex logistical environment. DALTON HOMES: Case Summary & 2 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Dalton Homes, Inc. 113 Buermann Ave Toms River, NJ 08753-8226 Bankruptcy Case No.: 09-33578 Chapter 11 Petition Date: September 8, 2009 Court: United States Bankruptcy Court District of New Jersey (Trenton) Debtor's Counsel: Timothy P. Neumann, Esq. Broege, Neumann, Fischer & Shaver 25 Abe Voorhees Drive Manasquan, NJ 08736 Tel: (732) 223-8484 Email: tneumann@bnfsbankruptcy.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A full-text copy of the Debtor's petition, including a list of its 2 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/njb09-33578.pdf The petition was signed by Christopher Colosa, president of the Company. DAVIDSON DIVERSIFIED: Expects to Liquidate During 2010 ------------------------------------------------------ Davidson Diversified Real Estate III, L.P., expects to liquidate during 2010 due to the sale of its remaining investment property. Its managing general partner, Davidson Diversified Properties, Inc., estimates that the liquidation process will be completed by June 30, 2010. On June 5, 2009, the Partnership sold its sole investment property, Plainview Apartments, to a third party for a gross sale price of $20,535,000. The net proceeds realized by the Partnership were roughly $5,178,000 after payment of closing costs of roughly $21,000 and the assumption of the mortgage debt encumbering the property of roughly $15,336,000 by the purchaser. The Partnership recognized a gain of roughly $9,233,000 as a result of the sale. In addition, the Partnership recognized a loss on early extinguishment of debt of roughly $151,000 due to the write-off of unamortized loan costs and payment of a loan assumption fee. As of June 30, 2009, the Partnership adopted the liquidation basis of accounting due to the sale of Plainview Apartments. Prior to adopting the liquidation basis of accounting, the Partnership's net income was roughly $8,625,000 and $8,392,000 for the three and six months ended June 30, 2009, respectively, compared to net loss of roughly $102,000 and $497,000 for the three and six months ended June 30, 2008, respectively. The increase in net income for both the three and six months ended June 30, 2009, is due to the gain from sale of discontinued operations in 2009, partially offset by an increase in loss from discontinued operations. Total revenues decreased for both the three and six months ended June 30, 2009, as a result of the sale of the Partnership's only investment property on June 5, 2009. At June 30, 2009, the Partnership had cash and cash equivalents of roughly $629,000, compared to roughly $138,000 at June 30, 2008. Cash and cash equivalents increased roughly $553,000 from December 31, 2008, due to roughly $4,815,000 of cash provided by investing activities, partially offset by roughly $2,795,000 and $1,467,000 of cash used in financing and operating activities, respectively. A full-text copy of the Partnership's quarterly report is available at no charge at http://ResearchArchives.com/t/s?446d Davidson Diversified Real Estate III Based in Greenville, South Carolina, Davidson Diversified Real Estate III, L.P., operates and holds for investment existing income-producing residential real estate properties. The general partners of Davidson Diversified III are Davidson Diversified Properties, Inc., as Managing General Partner; Freeman Equities, Limited, as Associate General Partner; and David W. Talley and James T. Gunn as Individual General Partners. The Managing General Partner is a wholly owned subsidiary of Apartment Investment and Management Company, a publicly traded real estate investment trust. The Partnership Agreement provides that the Partnership is to terminate on December 31, 2010, unless terminated prior to such date. Going Concern Doubt Ernst & Young LLP in Greenville, South Carolina -- in its March 2009 audit report on the Partnership's Annual Report on Form 10-K for the year ended December 31, 2008 -- said there is substantial doubt about the Partnership's ability to continue as a going concern, citing recurring operating losses and an accumulated deficit incurred by the Partnership. DIAS HOLDING: Posts $442,500 Net Loss in Six Months Ended June 30 ----------------------------------------------------------------- DIAS Holding, Inc., posted a net loss of $442,521 for six months ended June 30, 2009, compared with a net loss of $76,705 for the same period in 2008. For three months ended June 30, 2009, the Company posted a net loss of $154,296 compared with a net loss of $252,699 for the same period in 2008. The Company's balance sheet at June 30, 2009, showed total assets of $10,322,572, total liabilities of $8,942,329 and stockholders' equity of $1,380,243. The Company said that there is substantial doubt about its ability to continue as a going concern. The Company noted that it incurred a net loss of $757,880 for the fiscal year ended Dec. 31, 2007, and a loss of $562,367 for the fiscal year ended Dec. 31, 2008. The Company added that there is no assurance that it will achieve profitability in fiscal 2009 or thereafter. Continuing losses may exhaust its capital resources and force it to discontinue operations. A full-text copy of the Company's Form 10-Q is available for free at http://ResearchArchives.com/t/s?4465 DIAS Holding, Inc. (OTC:DSHL) is a global source for developing and distributing forgings and automotive metal products from Asia to the automotive, heavy equipment, and furniture makers. The Company established a automotive components marketplace in the Detroit metropolitan area called the Detroit International Auto Salon, featuring year-round exhibition and displays of qualified component sources from Asia. In this regard, DIAS cooperates with the Wayne County Airport Authority; the Charter County of Wayne, Michigan; Wayne County Economic Development Corporation, and other industry alliances, as Global Auto Industry. DPP ARCADIA: Section 341(a) Meeting Scheduled for October 5 ----------------------------------------------------------- The U.S. Trustee for Region 16 will convene a meeting of creditors in DPP Arcadia LLC's Chapter 11 case on Oct. 5, 2009, at 10:30 a.m. The meeting will be held at Rm. 2610, 725 S. Figueroa St., Los Angeles, California. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This Meeting of Creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. Pasadena, California-based DPP Arcadia LLC filed for Chapter 11 on Aug. 24, 2009 (Bankr. C.D. Calif. Case No. 09-32576). John P. Schock, Esq., represents the Debtor in its restructuring effort. In its petition, the Debtor listed assets and debts both ranging from $10,000,001 to $50,000,000. EAT AT JOE'S: Actively Pursuing Alternative Financing ----------------------------------------------------- Eat At Joe's, LTD., has incurred a net loss for the six months ended June 30, 2009, and 2008 of $33,858 and $745,900, respectively, and the Company had a working capital deficit of $3,486,097. These conditions raise substantial doubt as to the Company's ability to continue as a going concern. Eat At Joe's said its continued existence is dependent upon its ability to execute its operating plan and to obtain additional debt or equity financing. There can be no assurance the necessary debt or equity financing will be available, or will be available on terms acceptable to the Company. Management plans include opening one new restaurant during the next 12 months and obtaining additional financing to fund payment of obligations and to provide working capital for operations and to finance future growth. The Company is actively pursuing alternative financing and has had discussions with various third parties, although no firm commitments have been obtained. In the interim, shareholders of the Company have committed to meeting its operating expenses. Management believes these efforts will generate sufficient cash flows from future operations to pay the Company's obligations and realize other assets. There is no assurance any of these transactions will occur. At June 30, 2009, the Company had $1,496,039 in total assets and $4,971,902 in total liabilities, all current, including related party notes payable of $2,582,449 and convertible debentures of $2,043,702. At June 30, 2009, the Company had retained deficit of $16,673,948 and stockholders' deficit of $3,475,863. A full-text copy of the Company's quarterly report on Form 10-Q is available at no charge at http://ResearchArchives.com/t/s?447b Eat At Joe's, LTD., is developing, owns and operates theme restaurants styled in an "American Diner" atmosphere. ELYRIA FOUNDRY: S&P Gives Negative Outlook on 'B' Rating -------------------------------------------------------- Standard & Poor's Ratings Services revised its outlook on Elyria Foundry Co. LLC to negative from stable, while keeping the 'B' corporate credit rating unchanged. "The outlook revision reflects weaker-than-expected operating performance," said Standard & Poor's credit analyst Sarah Wyeth. Key end markets, particularly energy and industrial equipment, have affected earnings and cash flow. Declining profitability and lower cash generation could pressure the company's liquidity in the next 12-18 months. In particular, Elyria's secured notes require the company to comply with a leverage covenant, which will likely come under pressure in the near term. Following the outlook revision, Standard & Poor's withdrew the ratings on Elyria. "The company does not file financial statements with the SEC, and S&P does not expect to receive the requisite information to maintain the ratings," she continued. ENRICO'S: Files for Chapter 11 Bankruptcy Protection ---------------------------------------------------- Enrico's has filed for Chapter 11 bankruptcy protection, listing $100,000 to $500,000 in liabilities. NBC Bay Area relates that Enrico's blames its bankruptcy on significant financial difficulties. According to the report, Enrico's will stay open. Enrico's is based in San Francisco. ESCADA AG: Seeks Buyer for Whole Company, US Lawyer Says -------------------------------------------------------- Gerard C. Bender, Esq., at O'Melveny & Myers LLP, in New York, representing Escada (USA) Inc., told Judge Stuart Bernstein at a hearing in Manhattan that Escada AG is seeking a buyer for the whole company, which would include the U.S. unit. The proposed sale's impact on Escada USA's reorganization hasn't been determined, Mr. Bender said, according to Bloomberg News. "It will be similar to 363 sale process, in Germany," Mr. Bender said. Under a 11 U.S.C. Sec. 363 sale, a company is sold to the highest bidder free of liens and other legal claims. As reported by the Troubled Company Reporter on September 9, 2009, the state of Bavaria said that it was presented with a proposal by a group of potential investors to buy Escada. Escada AG's preliminary insolvency administrator, Dr. Christian Gerloff, said on September 1 that it has commissioned KPMG's Munich M&A divisions with the task of preparing and accompanying negotiations with potential investors for the women's fashion Group. About ESCADA AG The ESCADA Group -- http://www.escada.com/-- is an international fashion group for women's apparel and accessories, which is active on the international luxury goods market. It has pursued a course of steady expansion since its founding in 1976 by Margaretha and Wolfgang Ley and today has 182 own shops and 225 franchise shops/corners in more than 60 countries. As of August 10, 2009 the Escada Group operated 176 owned stores and so-called shop in shops, of which 26 owned stores are located in the United States and operated by Escada (USA) Inc. and 2 stores are planned to be opened in the United States before year end. Escada Group products are also sold in 163 stores worldwide which are operated by franchisees. Escada Group had total assets of EUR322.2 million against total liabilities of 338.9 million as of April 30, 2009. ESCADA AG filed of an insolvency petition in Munich, Germany, on August 13, 2009. The competent Municipal Court of Munich has appointed Dr. jur. Christian Gerloff as preliminary insolvency administrator. Wholly owned subsidiary Escada (USA) Inc. filed for Chapter 11 on August 14, 2009 (Bankr. S.D.N.Y. Case No. 09-15008). O'Melveny & Myers LLP has been tapped as bankruptcy counsel. Kurtzman Carson Consultants serves as claims and notice agent. Judge Stuart M. Bernstein handles the case. Escada US listed US$50 million to US$100 million in assets and US$100 million to US$500 million in debts in its petition. FLOYD & BEASLEY: Case Summary & 29 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Floyd & Beasley Transfer Company, Inc. Post Office Box 8 Sycamore, AL 35149 Bankruptcy Case No.: 09-42653 Chapter 11 Petition Date: September 8, 2009 Court: United States Bankruptcy Court Northern District Of Alabama (Anniston) Judge: James J. Robinson Debtor's Counsel: Harry P. Long, Esq. PO Box 1468 Anniston, AL 36202 Tel: (256) 237-3266 Email: hlonglegal@aol.com Thomas J. Knight, Esq. P.O. Drawer 1850 Anniston, AL 36202 Tel: (256) 237-9586 Email: hubbardknight@msn.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $10,000,001 to $50,000,000 According to the schedules, the Company has assets of at least $7,156,862, and total debts of $10,200,118. A full-text copy of the Debtor's petition, including a list of its 29 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/alnb09-42653.pdf The petition was signed by Jeff Floyd, president of the Company. FORD MOTOR: China's Geely Automovite Mulls Volvo Bid ---------------------------------------------------- John Reed at The Financial Times reports that China's Geely Automobile is interested in acquiring Volvo, Ford Motor Co.'s Swedish car brand. The FT relates Gui Shengyue, Geely's chief executive, said in Hongk Kong the carkmaker may work with Chinese state investment companies on a bid. According to the FT, Geely said it wanted to buy all of Volvo, which Ford wants to sell in its entirety. Citing two people close to Geely, the FT discloses the company made an offer for Volvo in August and is talking to banks and other government entities about financing. Headquartered in Dearborn, Michigan, Ford Motor Co. (NYSE: F) -- http://www.ford.com/-- manufactures or distributes automobiles in 200 markets across six continents. With about 260,000 employees and about 100 plants worldwide, the company's core and affiliated automotive brands include Ford, Jaguar, Land Rover, Lincoln, Mercury, Volvo, Aston Martin, and Mazda. The Company provides financial services through Ford Motor Credit Company. The Company has operations in Japan in the Asia Pacific region. In Europe, the Company maintains a presence in Sweden, and the United Kingdom. The Company also distributes its brands in various Latin-American regions, including Argentina and Brazil. Ford Motor carries a 'Ca' issuer credit and a 'Caa3' long term corporate ratings, with negative outlook, from Moody's. Fitch Ratings said via Business Wire on August 26 that it has revised the Rating Outlook on Ford Motor Company and Ford Motor Credit Company to Stable from Negative. In addition, the Issuer Default Rating of Ford is affirmed at 'CCC'. FORT CHERRY AMBULANCE: Voluntary Chapter 11 Case Summary -------------------------------------------------------- Debtor: Fort Cherry Ambulance Service, Inc. 8200 Noblestown Road McDonald, PA 15057 Bankruptcy Case No.: 09-26629 Chapter 11 Petition Date: September 8, 2009 Court: United States Bankruptcy Court Western District of Pennsylvania (Pittsburgh) Debtor's Counsel: Donald R. Calaiaro, Esq. Calaiaro & Corbett, P.C. Grant Building, Suite 1105 310 Grant Street Pittsburgh, PA 15219-2230 Tel: (412) 232-0930 Fax: (412) 232-3858 Email: dcalaiaro@calaiarocorbett.com Estimated Assets: $100,001 to $500,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its 20 largest unsecured creditors when it filed its petition. The petition was signed by Thomas W. Bruce, president of the Company. FRONTIER AIRLINES: Files Revised Plan of Reorganization ------------------------------------------------------- Frontier Airlines Holdings, Inc., and its debtor-affiliates submitted on September 8, 2009, to Judge Robert D. Drain of the U.S. Bankruptcy Court for the Southern District of New York, a revised version of their Chapter 11 Joint Plan of Reorganization. The Revised Plan essentially (i) outlines the terms of the Investment Agreement with Republic Airways Holdings Inc. and (ii) reflects the resolutions reached with respect to the objections to the Plan. "The Debtors believe that they have resolved every objection -- formal or informal, filed or unfilled -- in connection with the Plan," Damian S. Schaible, Esq., at Davis Polk & Wardwell LLP, in New York, told the Court. A blacklined copy of the pages in the Plan containing the revisions is available for free at: http://bankrupt.com/misc/FAH_RevisedPlan.pdf Edward M. Christie, III, senior vice president and chief financial officer of Frontier Holdings, confirms that the Plan satisfies, and fully complies, with the feasibility requirement of Section 1129 of the Bankruptcy Code. Michael B. Cox, a managing director and head of the corporate advisory practice for the Aerospace and Aviation division of Seabury Group -- the Debtors' financial advisor and investment banker -- attests that the Plan maximizes value for creditors and stakeholders, and the confirmation of which is not likely to be followed by the liquidation or the need for a further financial reorganization of the Debtors or the Reorganized Debtors. Moreover, the Debtors have shown that the Reorganized Debtors will have adequate capital to meet their ongoing obligations after the Effective Date, according to Mr. Cox. Frontier Files Supplement to Plan The Debtors also submitted to the Court on September 4, 2009, amended schedules of unexpired leases and executory contracts. To assist parties in identifying changes to the Amended Schedules, each entry includes a notation indicating whether its treatment differs from the prior treatment. Complete copies of the Schedules are available for free at: * http://bankrupt.com/misc/FAH_RejectedLeasesUnderPlan.pdf * http://bankrupt.com/misc/FAH_AssumedLeasesUnderPlan.pdf Disputed Claims Reserve Procedures In a separate notice filed with the Court, Mr. Schaible said that if the Plan is confirmed and the Plan Effective Date occurs, they intend to utilize these procedures for determining the portion of the Class 3 Allocation to be allocated to the Disputed Claims Reserve at the time of the Initial Distribution under the Plan. The Procedures include: (a) With respect to all Disputed General Unsecured Claims filed in a liquidated amount, the portion of the Class 3 Allocation to be initially allocated to the Disputed Claims Reserve on account of the Claims will be equal to the amount potentially distributable if all the Claims were Allowed in full, unless otherwise agreed by the Debtors and the relevant holder of a Disputed General Unsecured Claim. (b) With respect to all Disputed General Unsecured Claims filed in unliquidated amounts, unless otherwise agreed by the Debtors and the relevant holder of a Disputed General Unsecured Claim, the Debtors will, solely for purposes of the initial allocation to the Disputed Claims Reserve, reasonably estimate the amount, if any, for the Claims based on the Debtors' good faith analysis of the amount that may be Allowed when the allowance or disallowance of each Claim is ultimately determined. (3) Only General Unsecured Claims filed as of September 1, 2009, that are Disputed Claims will be considered. (4) The Debtors will consult with the Creditors' Committee in connection with determinations to be made regarding allocations to the Disputed Claims Reserve. (5) The Debtors will retain all rights with respect to all claims, including, without limitation, (i) the right to request estimation of any Disputed Claim and the right to request authority from the Bankruptcy Court to allocate to the Disputed Claims Reserve less than 100% of the amount potentially distributable on account of a Disputed Claim and (ii) the right to agree with the holder of a Disputed Claim to allocate to the Disputed Claims Reserve less than 100% of the amount potentially distributable on account of a Disputed Claim. (6) To the extent a Disputed Claim ceases to be Disputed after the initial calculation of the Disputed Claims Reserve is made, the Debtors will adjust the portion of the Class 3 Allocation to be allocated to the Disputed Claims Reserve accordingly. The Procedures may be revised by the Debtors after consultation with the Creditors' Committee or the Post-Effective Date Committee, if then in existence, Mr. Schaible said. The Debtors' Plan will come before the Court for confirmation at a hearing on September 10, 2009, at 10:00 a.m., Eastern Standard Time. About Frontier Airlines Holdings Frontier Airlines Holdings, Inc. (Pink Sheets: FRNTQ) -- http://www.FrontierAirlines.com/-- is the parent company of Denver-based Frontier Airlines. Currently in its 15th year of operations, Frontier Airlines is the second-largest jet service carrier at Denver International Airport, employing approximately 5,000 aviation professionals. Frontier Airlines' mainline operation has 51 aircraft with one of the youngest Airbus fleets in North America. In conjunction with a fleet of 10 Bombardier Q400 aircraft operated by Lynx Aviation -- a subsidiary of Frontier Airlines Holdings, Inc. -- Frontier offers routes to more than 50 destinations in the U.S., Mexico and Costa Rica. 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. The Debtors' exclusive period to file a plan of reorganization will expire on October 9, 2009. Their exclusive period to solicit and obtain acceptances of that plan will expire December 9, 2009. As reported by the TCR on August 14, Republic Airways Holdings, Inc. has been declared the winning bidder in the auction to acquire Frontier, beating Southwest Airlines. 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) FRONTIER AIRLINES: Proposes Software Support Pact With RPA ---------------------------------------------------------- Frontier Airlines Holdings Inc. and its units seek the Court's authority to enter into and perform under the terms of an Application Software and Support Agreement dated as of September 4, 2009, with Rene Perez & Associates, Inc., pursuant to Sections 105(a) and 363(b) of the Bankruptcy Code. In connection with the eREV Agreement, the Debtors also seek the Court's permission to reject agreements with TRXData, Inc., and SITA Information Networking Computing, B.V., pursuant to Section 365(a) of the Bankruptcy Code. Damian S. Schaible, Esq., at Davis Polk & Wardwell LLP, in New York, told the Court that Frontier currently uses a revenue accounting system that results in considerably higher costs than is otherwise necessary and requires two providers, TRXData and SITA. Frontier contracts with TRXData for the processing of ticket purchases. Frontier has contracted with SITA to provide revenue accounting software. RPA, on the other hand, has a strong reputation as a market leader in revenue accounting for airlines and currently manages accounts for five different airlines. Its eRev revenue accounting software -- which can be used in place of the services provided by both TRXData and SITA -- is fully automated, eliminating the need for additional personnel to process ticket purchases and refunds manually. The eRev Software also provides real time information about ticket sales and gives RPA's clients an operational advantage by keeping track of exactly how many tickets have been purchased or returned at different times. According to Mr. Schaible, Frontier's internal cost analysis projects that operating under the eRev Agreement will result in direct cost savings of approximately $440,000 per year over the TRXData and SITA Agreements. The eRev Agreement will provide further cost savings by reducing accounting mistakes and processing delays and by allowing Frontier to make more informed operational decisions. Furthermore, the implementation time for the eRev Software is only four months, which is faster than or equal to the implementation time projected for the competing systems considered by Frontier, Mr. Schaible added. Accordingly, the Debtors have determined that entry into and performance under the eRev Agreement is in the best interests of the Debtors, their estates, their creditors and other parties-in- interest. About Frontier Airlines Holdings Frontier Airlines Holdings, Inc. (Pink Sheets: FRNTQ) -- http://www.FrontierAirlines.com/-- is the parent company of Denver-based Frontier Airlines. Currently in its 15th year of operations, Frontier Airlines is the second-largest jet service carrier at Denver International Airport, employing approximately 5,000 aviation professionals. Frontier Airlines' mainline operation has 51 aircraft with one of the youngest Airbus fleets in North America. In conjunction with a fleet of 10 Bombardier Q400 aircraft operated by Lynx Aviation -- a subsidiary of Frontier Airlines Holdings, Inc. -- Frontier offers routes to more than 50 destinations in the U.S., Mexico and Costa Rica. 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. The Debtors' exclusive period to file a plan of reorganization will expire on October 9, 2009. Their exclusive period to solicit and obtain acceptances of that plan will expire December 9, 2009. As reported by the TCR on August 14, Republic Airways Holdings, Inc. has been declared the winning bidder in the auction to acquire Frontier, beating Southwest Airlines. 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) FRONTIER AIRLINES: Reports August Preliminary Traffic Results ------------------------------------------------------------- Frontier Airlines Holdings, Inc., announced preliminary traffic results for August 2009 for both Frontier's mainline operation and its wholly owned subsidiary, Lynx Aviation. Mainline Results for August 2009: * Revenue passenger miles decreased 10.3 percent to 826,752,000, and capacity (as measured by available seat miles) was down 13.8% to 932,579,000 from the same period last year. This resulted in a load factor of 88.7%, an increase of 2.7 points from August 2008. * The airline carried 915,970 passengers, a 9.5% decrease from the same period last year. * The airline's average length of haul decreased 0.8% to 903 miles. Lynx Aviation Results for August 2009: * Revenue passenger miles increased 21.2% to 42,493,000 and capacity was up 6.8% to 54,746,000. This resulted in a load factor for August 2009 of 77.6%, an increase of 9.2 points over August 2008. * Lynx carried 125,934 passengers, a 22.0% increase from August 2008. * The airline's average length of haul decreased 0.9% to 337 miles. Frontier estimates that mainline passenger unit revenue decreased year-over-year by 11 percent to 13% in the month of August 2009. Frontier Airlines Mainline Operations Increase/ August 2009 August 2009 (Decrease) Percent ----------- ----------- ---------- ------- Available Seat Miles (ASM) 932,579,000 1,071,798,000 (139,219,000) (13.0%) Revenue Passenger Miles 826,752,000 921,282,000 (94,530,000) (10.3%) Load Factor 88.7% 86.0% 2.7 points NA Revenue Passengers Carried 915,970 1,012,102 (96,132) (9.5%) Average Length of Haul 903 910 (7) (0.8%) Fiscal Fiscal Increase/ YTD 2010 YTD 2009 (Decrease) Percent ---------- ---------- ---------- ------ Available Seat Miles 4,567,865,000 5,371,515,000 (803,650,000) (15.0%) Revenue Passenger Miles 3,941,798,000 4,563,668,000 (621,870,000) (13.6%) Load Factor 86.3% 85.0% 1.3 points NA Revenue Passengers Carried 4,375,884 4,916,008 (540,124) (11.0%) Average Length of Haul 901 928 (27) (2.9%) Calendar Calendar Increase/ YTD 2009 YTD 2008 Decrease) Percent ---------- ---------- ---------- ------- Available Seat Miles 7,177,462,000 8,485,942,000 (1,308,480,000) (15.4%) Revenue Passenger Miles 5,887,574,000 7,004,451,000 (1,116,877,000) (15.9%) Load Factor 82.0% 82.5% (0.5 points) NA Revenue Passengers Carried 6,535,258 7,392,786 (857,528) (11.6%) Average Length of Haul 901 947 (46) (4.9%) Lynx Aviation Increase/ August 2009 August 2009 (Decrease) Percent ----------- ----------- ---------- ------- Available Seat Miles (ASM) 54,746,000 51,247,000 3,499,000 6.8% Revenue Passenger Miles 42,493,000 35,057,000 7,436,000 21.2% Load Factor 77.6% 68.4% 9.2 points NA Revenue Passengers Carried 125,934 103,194 22,740 22.0% Average Length of Haul 337 340 (3) (0.9%) Fiscal Fiscal Increase/ YTD 2010 YTD 2009 (Decrease) Percent ---------- ---------- --------- ------- Available Seat Miles 258,040,000 235,543,000 22,497,000 9.6% Revenue Passenger Miles 175,031,000 154,221,000 20,810,000 13.5% Load Factor 67.8% 65.5% 2.3 points NA Revenue Passengers Carried 518,235 446,853 71,382 16.0% Average Length of Haul 338 345 (7) (2.0%) Calendar Calendar Increase/ YTD 2009 YTD 2008 Decrease) Percent ---------- ---------- ---------- ------- Available Seat Miles 394,785,000 383,768,000 11,017,000 2.9% Revenue Passenger Miles 248,492,000 243,776,000 4,716,000 1.9% Load Factor 62.9% 63.5% (0.6 points) NA Revenue Passengers Carried 731,894 649,305 82,589 12.7% Average Length of Haul 340 375 (35) (9.3%) About Frontier Airlines Holdings Frontier Airlines Holdings, Inc. (Pink Sheets: FRNTQ) -- http://www.FrontierAirlines.com/-- is the parent company of Denver-based Frontier Airlines. Currently in its 15th year of operations, Frontier Airlines is the second-largest jet service carrier at Denver International Airport, employing approximately 5,000 aviation professionals. Frontier Airlines' mainline operation has 51 aircraft with one of the youngest Airbus fleets in North America. In conjunction with a fleet of 10 Bombardier Q400 aircraft operated by Lynx Aviation -- a subsidiary of Frontier Airlines Holdings, Inc. -- Frontier offers routes to more than 50 destinations in the U.S., Mexico and Costa Rica. 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. The Debtors' exclusive period to file a plan of reorganization will expire on October 9, 2009. Their exclusive period to solicit and obtain acceptances of that plan will expire December 9, 2009. As reported by the TCR on August 14, Republic Airways Holdings, Inc. has been declared the winning bidder in the auction to acquire Frontier, beating Southwest Airlines. 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) FRONTIER AIRLINES: Republic Considers Relocation of Frontier Jobs ----------------------------------------------------------------- Republic Airways Holdings, Inc., the Plan sponsor that will allow Frontier Airlines Holdings, Inc., to emerge from bankruptcy as a well-financed, competitive and sustainable airline, while maintaining normal operations as a subsidiary of Republic, is considering shifting up to 250 Frontier jobs in Denver to Milwaukee or Indianapolis, according to The Journal Sentinel of Milwaukee. Republic executives could make a decision within 30 days, to make the job shifts which will include a customer service center in Las Cruces, N.M., with 150 employees, 150 heavy maintenance jobs at Denver International Airport, and 100 other Denver-based positions, Republic Chief Executive Officer Bryan Bedford told the Journal Sentinel. Mr. Bedford confirmed to the newspaper that The Las Cruces customer service center will be relocated to save on costs. The Milwaukee area is being considered in part because both the Midwest operations center at 6744 S. Howell Ave. in Oak Creek, and the Midwest maintenance hangar near Mitchell International Airport have a lot of available space, according to Mr. Bedford. Republic is scheduled to complete its purchase of Frontier on Oct. 1, 2009. About Frontier Airlines Holdings Frontier Airlines Holdings, Inc. (Pink Sheets: FRNTQ) -- http://www.FrontierAirlines.com/-- is the parent company of Denver-based Frontier Airlines. Currently in its 15th year of operations, Frontier Airlines is the second-largest jet service carrier at Denver International Airport, employing approximately 5,000 aviation professionals. Frontier Airlines' mainline operation has 51 aircraft with one of the youngest Airbus fleets in North America. In conjunction with a fleet of 10 Bombardier Q400 aircraft operated by Lynx Aviation -- a subsidiary of Frontier Airlines Holdings, Inc. -- Frontier offers routes to more than 50 destinations in the U.S., Mexico and Costa Rica. 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. The Debtors' exclusive period to file a plan of reorganization will expire on October 9, 2009. Their exclusive period to solicit and obtain acceptances of that plan will expire December 9, 2009. As reported by the TCR on August 14, Republic Airways Holdings, Inc. has been declared the winning bidder in the auction to acquire Frontier, beating Southwest Airlines. 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) G & S METAL: To Auction Off Assets September 16 ----------------------------------------------- Paul Schaffer at AMM.com reports G&S Metal Consultants Inc. will be auctioning assets on September 16 as part of its plan to emergence from bankruptcy protection. G&S Metal, according to the report, has won a new tolling contract, under which it will be processing 395,000 pounds of scrap a month. Based in Wabash, Indiana, G & S Metal Consultants Inc. -- http://www.gsmetalinc.com/-- buys, processes, converts and sells aluminum. The Company and its affiliate, G & S Transport Inc., filed for Chapter 11 protection on June 24, 2009 (Bankr. N.D. Ind. Lead Case No. 09-32979). The Debtors posted both assets and debts between $10 million and $50 million. GENERAL MOTORS: New GM to Cut 1,000 Jobs to Trim Costs ------------------------------------------------------ Katie Merx at Bloomberg reports that General Motors Co. will cut about 1,000 salaried jobs this month after 1,900 non-union workers accepted buyout and early-retirement offers to help trim costs. Most of the employees will be gone by Oct. 1, a spokesman, Tom Wilkinson, said in a September 9 interview with Bloomberg. According to the report, those who volunteered to retire will receive enhanced benefits, while less-senior workers will get as much as six months of pay and benefits, or as much as a year for executives, Wilkinson said. New GM, Bloomberg relates, is shrinking its workforce to match reductions across its operations, including the shutdown of 14 U.S. plants and three warehouses by the end of 2011 and the planned sale or elimination of half its eight domestic brands. About General Motors Headquartered in Detroit, Michigan, General Motors Corp. (NYSE: GM) -- http://www.gm.com/-- as founded in 1908. GM employs about 266,000 people around the world and manufactures cars and trucks in 35 countries. In 2007, nearly 9.37 million GM cars and trucks were sold globally under the following brands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel, Pontiac, Saab, Saturn, Vauxhall and Wuling. GM's OnStar subsidiary is the industry leader in vehicle safety, security and information services. GM Europe is based in Zurich, Switzerland, while General Motors Latin America, Africa and Middle East is headquartered in Miramar, Florida. As reported by the Troubled Company Reporter, GM reported net loss of US$6.0 billion, including special items, in the first quarter of 2009. This compares with a reported net loss of US$3.3 billion in the year-ago quarter. As of March 31, 2009, GM had US$82.2 billion in total assets and US$172.8 billion in total liabilities, resulting in US$90.5 billion in stockholders' deficit. General Motors Corporation and three of its affiliates filed for Chapter 11 protection on June 1, 2009 (Bankr. S.D.N.Y. Lead Case No. 09-50026). General Motors changed its name to Motors Liquidation Co. following the sale of its key assets to a company 60.8% owned by the U.S. Government. The Honorable Robert E. Gerber presides over the Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin, Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP, assist the Debtors in their restructuring efforts. Al Koch at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as the Chief Executive Officer for Motors Liquidation Company. GM is also represented by Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP is providing legal advice to the GM Board of Directors. GM's financial advisors are Morgan Stanley, Evercore Partners and the Blackstone Group LLP. Bankruptcy Creditors' Service, Inc., publishes General Motors Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by General Motors Corp. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) GOLDSPRING INC: June 30 Balance Sheet Upside Down by $26 Million ---------------------------------------------------------------- GoldSpring, Inc.'s balance sheet at June 30, 2009, showed total assets of $5.28 million, total liabilities of $31.45 million, resulting in a stockholders' deficit of $26.17 million. For three months ended June 30, 2009, the Company posted a net loss of $2.36 million compared with a net loss of $2.33 million for the same period in 2008. For six months ended June 30, 2009, the Company posted a net loss of $6.41 million compared with a net loss of $3.63 million for the same period in 2008. A full-text copy of the Company's Form 10-Q is available for free at http://ResearchArchives.com/t/s?4461 GoldSpring, Inc., is a North American precious metals mining company, focused in Nevada, with extensive, contiguous property in the Comstock Lode District. The Company was formed in mid-2003, and it acquired two properties in the Comstock Lode before the end of the year. The company secured permits, built an infrastructure and brought the exploration project into test mining production within a year of its acquisition. The Company, in 2005, began consolidating the Comstock Lode by acquiring additional properties in the district, expanding its footprint and creating opportunities for exploration and mining. Going Concern Doubt On April 10, 2009, Jewett, Schwartz, Wolfe & Associates, in Hollywood, Florida, expressed substantial doubt about Goldspring Inc.'s ability to continue as a going concern after auditing the Company's consolidated financial statements for the year ended Dec. 31, 2008, and 2007. The auditor noted that the Company has operating and liquidity concerns, has incurred net losses approximating $48 million as of Dec. 31, 2008. EVERGREEN TANK: Moody's Changes Outlook of 'Caa1' Rating to Neg. ----------------------------------------------------------------- Moody's Investors Service has changed the rating outlook of Evergreen Tank Solutions, Inc., to negative from stable and affirmed the Caa1 corporate family and probability of default ratings. The negative outlook reflects weakening performance of revenues and earnings in the past two quarters, coupled with limited visibility for rental demand in Evergreen's petrochemical, oil and gas markets. Volumes have been severely impacted by lower natural gas production activity and the deferment or cancellation of refinery and petrochemical plant expansions. The outlook reflects uncertain end market prospects which could result in a prolonged period of weak performance, which in turn threatens the existing ratings. Additionally, the negative outlook acknowledges that, with excess containment tank supply in the oil and gas market, collateral value declines of Evergreen's asset-based revolver could lessen liquidity profile adequacy in 2010. The Caa1 rating affirmation reflects historically high margins within the containment tank rental niche, Evergreen's established market position and adequate liquidity profile. Liquidity profile adequacy stems from a lack of scheduled debt maturities, and ability to defer capital spending and thereby limit internal deficit borrowing. The company's $65 million asset-based revolving credit facility expires in April 2012; as of June 2009, approximately $24 million of borrowing availability existed on the facility. Additional ratings affirmed: * $100 million second lien term loan due 2014 Caa2, LGD 4, to 60% from 61% Moody's last rating action occurred June 10, 2008 when the corporate family rating was downgraded to Caa1 from B2. Evergreen Tank Solutions, Inc., headquartered outside Houston, Texas, is the third largest provider of temporary liquid and solid storage containers in the U.S. Gulf operates 20 locations covering the Gulf region and has a fleet of approximately 7,710 units. FONIX CORP: Says Payments to Vendors Have Been Delayed ------------------------------------------------------ Fonix Corporation said in an August regulatory filing its cash resources, limited to collections from customers, sales of equity and debt securities and loans, have not been sufficient to cover operating expenses. As a result, some payments to vendors have been delayed. For the three months ended June 30, 2009 and 2008, the Company generated revenues of $750,000 and $560,000, respectively, and incurred net income of $367,000 and a net loss of $1,293,000, respectively. For the six months ended June 30, 2009 and 2008, the Company generated revenues of $891,000 and $846,000, respectively, incurred net losses attributable to common stockholders of $375,000 and $2,334,000, respectively, and had negative cash flows from operating activities of $563,000 and $82,000, respectively. As of June 30, 2009, the Company had $3,994,000 in total assets and $50,480,000 in total liabilities, all current, resulting in $46,486,000 in stockholders' deficit. As of June 30, 2009, the Company had an accumulated deficit of $288,644,000; negative working capital of $47,216,000; derivative liabilities of $37,404,000 related to the issuance of Series P Preferred Stock, Series L Preferred Stock, Series M Preferred stock, Series N Preferred Stock, Series O Preferred Stock, Series E Convertible Debentures and Series B Preferred Stock of its subsidiary; accrued liabilities of $8,435,000; accounts payable of $2,315,000; tax payable of $27,000; deferred tax liabilities of $250,000; related party notes payable of $843,000; and deferred revenues of $445,000. The Company expects to continue to incur significant losses and negative cash flows from operating activities at least through December 31, 2009, primarily due to expenditure requirements associated with continued marketing and development of the Company's speech-enabling technologies. The Company said there is substantial doubt about its ability to continue as a going concern. Management plans to fund further operations of the Company from cash flows from future license and royalty arrangements and with proceeds from additional issuance of debt and equity securities. There can be no assurance that management's plans will be successful. If additional financing is not obtained in the near future, the Company said it will be required to more significantly curtail operations or seek protection under bankruptcy laws. A full-text copy of the Company's quarterly report on Form 10-Q is available at no charge at http://ResearchArchives.com/t/s?446d Based in Lindon, Utah, Fonix Corporation's operations are managed through its two wholly owned subsidiaries, Fonix Speech, Inc., and Fonix GS Acquisition Co., Inc. Fonix Speech provides value-added speech-enabling technologies, speech interface development tools, and speech solutions and applications, including automated speech recognition and text-to- speech that empower consumers to interact conversationally with information systems and devices. Fonix GS was formed on June 27, 2008, to facilitate the acquisition of Shanghai Gaozhi Software Systems Limited, a Chinese software developer and solutions provider in second-generation and third-generation telecommunication operation support systems in China and throughout the Asian Pacific region. Gaozhisoft is a qualified competitor for telecommunication operation supports systems. GaozhiSoft's products are designed to increase data transferring speed, reduce telecommunications data loss and provide network management, billing accuracy and improved implementation techniques to telecom carriers. GENERAL DATACOMM: Can't Pay Loans Owed to Modlin & Segall --------------------------------------------------------- General DataComm Industries, Inc., warned in an August regulatory filing that it doesn't have the means to pay loans owed to Howard S. Modlin, its Chairman of the Board and Chief Executive Officer, and John Segall, a Director. General DataComm said all loans made by Mr. Modlin and Mr. Segall are collateralized by all the assets of the Company and are presently due and payable. While no demand for payment of the loans has been made by either Mr. Modlin or Mr. Segall, if made, the Company said it presently would be unable to make the payments. On December 9, 2005, Messrs. Modlin and Segall restructured existing loans and entered into new senior secured loans with the Company in the principal amounts of $1,198,418 and $632,527, respectively. Interest accrues at the rate of 10% per annum. In connection with the transactions, Mr. Modlin and Mr. Segall each received seven year warrants expiring December 8, 2012, to purchase common stock at $0.575 per share covering 2,084,204 shares and 1,100,047 shares, respectively. On February 17, 2006, the Company borrowed $250,000 from Mr. Modlin in the form of a demand note which bore interest at the rate of 10% per annum. On April 20, 2006, the Company entered into an amendment of its loan arrangement with Mr. Modlin whereby the $250,000 demand loan made by Mr. Modlin on February 17, 2006, was amended and restated into a term note, 50% of which was payable February 17, 2007, and 50% of which was payable February 17, 2008 (such payments were deferred until July 30, 2009 in agreement with Mr. Modlin). Mr. Modlin received a seven-year warrant expiring April 19, 2013 to purchase 909,000 shares of common stock at $0.275 per share. The warrant was valued at $69,000 based upon an appraisal by an outside consultant and was recorded as debt discount and amortized as additional interest expense over the initial term of the debt. In the quarters ended March 31, 2007, and December 31, 2007, Mr. Modlin made demand loans to the Company totaling $270,000 and $125,000, respectively, and which bore interest at the annual rate of 10%. The loans were paid off in the quarter ended March 31, 2008. On April 30, May 13, July 9, September 18, and October 1, 2008, Mr. Modlin made demand loans to the Company bearing interest at the annual rate of 10% in the amounts of $175,000, $75,000, $110,000, $175,000 and $250,000, respectively. Accrued interest on all the loans amounted to $311,762 and $111,866 at June 30, 2009, and September 30, 2008, respectively. All warrants have exercise prices that are above the current market price of common stock, the Company said. In November 2001, General DataComm and its domestic subsidiaries filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware. The Company emerged from Chapter 11 effective on September 15, 2003, pursuant to a court-approved plan of reorganization. Under this plan, the Company was to pay all creditors 100% of their allowed claims based upon a five year business plan. Debentures were issued to unsecured creditors as part of the plan. However, the Company has not met its business plan objectives since emerging from Chapter 11 and, therefore, there can be no assurance that any outstanding claims will be paid. In its quarterly report on Form 10-Q filed with the Securities and Exchange Commission in August, the Company reported a net loss of $1,056,000 for the three months ended June 30, 2009, from a net loss of $1,568,000 for the same quarter in 2008. The Company reported a net loss of $4,217,000 for the nine months ended June 30, 2009, from a net loss of $802,000 during the same period in 2008. Revenues for the three months ended June 30, 2009, decreased $1,395,000, or 38.7%, to $2,206,000 from $3,601,000 reported for the three months ended June 30, 2008. Product revenues decreased $1,164,000, or 37.8%, while service revenues decreased $231,000, or 44.2%. Revenues in the nine months ended June 30, 2009, decreased $3,139,000, or 32.2%, to $6,608,000 from $9,747,000 reported for the nine months ended June 30, 2008. Product revenues decreased $2,946,000, or 36.1%, while service revenues decreased $193,000, or 12.1%. As of June 30, 2009, the Company had $5,847,000 in total assets and $44,353,000 in total liabilities. The Company had an accumulated deficit of $238,703,000 and stockholders' deficiency of $38,506,000 as of June 30, 2009. In addition, at June 30, 2009, the Company had a working capital deficit of roughly $36,900,000, including debentures in the principal amount of $19,400,000, together with $11,200,000 in accrued interest thereon, which matured on October 1, 2008. In July 2009, the Company reorganized its European operations and transferred responsibility for its European sales activities from its Paris location to its headquarters in Connecticut. The action resulted in the termination of the two remaining employees of its French subsidiary and ultimately will result in the closure of the Paris office. The Company anticipates that severance and other dismissal obligations, remaining lease obligations and other costs related to the closure of the office aggregating roughly $375,000, will be recorded in the quarter ending September 30, 2009. The Company indicated it has no current ability to borrow additional funds except as may be provided pursuant to a receivable sales agreement with a related party. It must, therefore, plan on funding operations from cash balances, cash generated from operating activities and any cash that may be generated from the sale of non-core assets such as real estate and others. While a subordinated security agreement signed by the indenture trustee on behalf of the debenture holders provides that no payments may be made to debenture holders, and that no event of default may be declared under the indenture, while senior secured debt is outstanding, in the absence of such restrictions the Company does not have the ability to repay the debentures. As of June 30, 2009, senior secured debt consists of notes payable to related parties and a real estate mortgage. A failure to pay the debentures when they become due and payable could result in an event of default being declared under the indenture governing the debentures. The Company said there is substantial doubt about its ability to continue as a going concern. To continue operations, management has responded by entering into a receivable sales agreement with a related party to provide liquidity and by selling its patents in 2008 for proceeds of $4,000,000 while retaining rights to use the patented technologies. In addition, management has implemented operational changes, including closing its foreign offices, reducing certain salaries, restructuring the sales force, increasing factory and office shutdown time, constraining expenses and reducing the employee workforce. The Company also continues to pursue the sale or lease of its headquarters' land and building in Naugatuck, CT. Eisner LLP, in New York, expressed substantial doubt about General DataComm Industries Inc.'s ability to continue as a going concern after auditing the company's consolidated financial statements for the year ended Sept. 30, 2007. A full-text copy of the Company's quarterly report on Form 10-Q is available at no charge at http://ResearchArchives.com/t/s?446c Based in Naugatuck, Connecticut, General DataComm Industries Inc. (Other OTC: GNRD.PK) -- http://www.gdc.com/-- provides secure, NEBS-compliant networking for telcos, governments and businesses. GDC's solutions help customers to bridge technologies, maximize their investments in existing voice and data networks, and transition to the newest network architectures. GDC's product offerings enable legacy and DSL network access; bandwidth management, multi-protocol label switching (MPLS), voice over IP (VoIP), Ethernet, power over Ethernet (PoE), and wireless networking, and are supported by services for network installation, maintenance, operations, repair, enterprise security management and complete network outsourcing. GLOBAL CROSSING: Moody's Assigns 'B2' Rating on $650 Mil. Notes --------------------------------------------------------------- Moody's Investors Service assigned a B2 rating to Global Crossing Limited's new $650 million 6-year senior secured notes due 2015. At the same time, GCL's Caa1 corporate family and probability of default ratings were placed on review for possible upgrade pending completion of the note issue and related transactions. The new notes are being issued to repay amounts outstanding under an existing $342 million term loan and to fund a tender offer that is expected to eliminate $225 million of debt at GC Impsat Holdings I Plc (B2 Stable), a GCL subsidiary. Remaining proceeds will bolster GCL's liquidity and, from Moody's perspective, "provide quasi-assured funding for GCL's $144 million convertible notes that mature in May of 2011" noted Bill Wolfe, Moody's Vice President/Senior Credit Officer. The new $650 million notes are rated at the same B2 level as applies to the term loan they are to replace. In this regard, Wolfe noted that "the rating's benefit of the significantly improved liquidity and reduced refinance risk that the notes contribute is largely offset by the prospect that the loss absorption benefit provided by the $144 million junior-ranking convertible notes will be relatively short-lived." However, "by bolstering liquidity and significantly reducing refinance risk, the transaction is potentially credit-positive and GCL's Caa1 CFR and PDR have been placed on review for possible upgrade," said Wolfe. It was also noted that any resulting rating action is unlikely to affect the new notes' B2 rating, however, it is likely that GCL's SGL-3 speculative grade liquidity rating (indicating adequate liquidity) will require positive repositioning. Also, upon the term loan being repaid, its rating will be withdrawn. Moody's rates two other entities in the GCL family, Impsat and Global Crossing (UK) Telecommunications Limited (GCUK; B3 Stable; Global Crossing (UK) Finance plc is the issuing entity). Should the tender offer cause the Impsat notes to be fully retired, it is anticipated that related ratings will be withdrawn. The transactions have no ratings impact on GCUK. Assignments: Issuer: Global Crossing Limited -- Senior Secured Regular Bond/Debenture, Assigned B2 (LGD3, 32%) On Review for Possible Upgrade: Issuer: Global Crossing Limited -- Probability of Default Rating, Placed on Review for Possible Upgrade, currently Caa1 -- Corporate Family Rating, Placed on Review for Possible Upgrade, currently Caa1 Outlook Actions: -- Outlook, Changed to Under Review for Possible Upgrade From Stable Moody's most recent rating action for GCL was January 21, 2009, when ratings were initially assigned. Headquartered in Hamilton, Bermuda and with administrative offices in Florham Park, New Jersey, Global Crossing Limited offers Internet Protocol and legacy telecommunications services in most major business centers in the world. GLOBAL CROSSING: S&P Assigns 'B-' Rating on $650 Mil. Notes ----------------------------------------------------------- Standard & Poor's Ratings Services said it assigned its 'B-' issue-level and '4' recovery ratings to Global Crossing Ltd.'s proposed $650 million of senior secured notes due 2015. The '4' recovery rating indicates expectations for average (30%-50%) recovery in the event of a payment default. Issue proceeds will be used to refinance both the senior secured credit facility at GCL and the 9.875% notes at subsidiary GC Impsat Holdings I PLC and for general corporate purposes. S&P will withdraw the ratings on the credit facility and 9.875% notes when those refinancings occur. Ratings are based on preliminary documentation and are subject to review of final documents. S&P is also affirming the 'B-' corporate credit rating on GCL. The outlook on the company is positive. "The ratings on Bermuda-based global communications solutions provider GCL reflect the company's vulnerable position in the highly competitive long-haul telecommunications industry that is dominated by large, well-capitalized competitors, including many national telephone companies," said Standard & Poor's credit analyst Naveen Sarma. Other factors include negative industry dynamics, including continued price compression despite rising demand for bandwidth from increased broadband communications services and Internet content; and the company's improved-but still aggressive-capital structure. Tempering factors include the company's differentiated, global network and adequate liquidity from sizable cash on its balance sheet. GOLDSPRING INC: In Default Under Winfield Group Notes Payable ------------------------------------------------------------- GoldSpring, Inc., said as of June 30, 2009, it is in default of the terms on several outstanding notes payable with the Winfield Group totaling $11,869,986 of principal and $3,206,442 of interest. The Winfield Group consists of John V. Winfield, a major shareholder; Santa Fe Financial Corporation; Portsmouth Square; and InterGroup Corporation. Combined, the Winfield Group represents the Company's largest creditor and a significant stockholder. Mr. Winfield is affiliated with these Companies through a direct controlling interest or as their Chairman of the Board. GoldSpring acknowledged that its cash resources are limited. In an August regulatory filing with the Securities and Exchange Commission, the Company said, "Our continued existence and plans for mining production depend on our ability to obtain the capital necessary to operate, through the issuance of additional debt, royalty financing or equity." During the first six months of 2009, the Company secured an aggregate of $2,950,000 in financing. Specifically, it raised $950,000 through six private placements during the first calendar quarter of 2009 and in May 2009 it secured $2 million in formal debt commitments of which $1.5 million has been funded as of August. "While this additional funding may meet our immediate working capital needs, if we are not able to generate sufficient revenues and cash flows or obtain additional or alternative funding, we will be unable to continue as a going concern. We have yet to realize an operating profit at our Company," the Company said. GoldSpring's independent registered public accounting firm, in its report on the Company's financial statements on Form 10-K for the year ended December 31, 2008, said recurring losses and negative cash flow from operations raise substantial doubt about the Company's ability to continue as a going concern. The Company posted a net loss of $2,362,067 for the three months ended June 30, 2009, from a net loss of $2,333,047 for the same quarter in 2008. The Company posted a net loss of $6,412,171 for the six months ended June 30, 2009, from a net loss of $3,631,374 for the same period a year ago. As of June 30, 2009, the Company had $5,282,594 in total assets and $31,458,557 in total liabilities. The Company has an accumulated deficit of $55,275,894 and stockholders' deficiency of $26,175,963. A full-text copy of the Company's quarterly report is available at no charge at http://ResearchArchives.com/t/s?446a About GoldSpring GoldSpring, Inc., is a North American precious metals mining company, focused in Nevada, with an extensive land position of 334 claims that controls 4,300 acres comprised of 590 acres of patented claims (private lands) and 3,710 acres unpatented claims subject to various underlying royalties, in the historic Silver City and Comstock mining districts, Storey County and Lyon County, Nevada, USA. The Company was formed in mid-2003, and during that year acquired two properties in the Comstock Lode District. The Company deployed several million dollars securing permits, building an infrastructure and bringing the exploration project into test mining production within a year of its acquisition. GRAND SEAS RESORT: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Grand Seas Resort Partners, a Florida general partnership P.O. Box 331669 Miami, FL 33233 Case No.: 09-28973 Type of Business: The Debtor operates a real estate business. Chapter 11 Petition Date: September 8, 2009 Court: United States Bankruptcy Court Southern District of Florida (Miami) Judge: Laurel M. Isicoff Debtor's Counsel: Michael D. Seese, Esq. 1 E Broward Blvd #1010 Fort Lauderdale, FL 33301 Tel: (954) 467-7900 Fax: (954) 467-1024 Email: mseese@hinshawlaw.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Marsha G. Madorsky. Debtor's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 2424 North Atlantic Avenue $10,074 Accumen Sales & Marketing $19,770 Accumen Sales & Marketing $16,620 Blue Cross & Blue Shield $4,738 Of Florida Cheney Brothers, Inc. $3,445 Club Navigo $28,679 County of Volusia $40,000 Equiant Financial Services $35,356 Food Supply, Inc. $6,182 Grand Seas M, Inc. $346,524 PO Box 331669 Miami, FL 33233 Icee Company $959 InSource, Inc. $10,454 Island One, Inc. $153,182 Labor Ready Southeast, Inc. $1,081 Muzak-Florida $926 Office Depot Credit Plan $1,100 Paetec $1,190 Paetec $2,381 Southern Wine and Spirits $1,249 State of Florida, Department $8,556 Department of Revenue HANA BIOSCIENCES: June 30 Balance Sheet Upside-Down by $19 Million ------------------------------------------------------------------ Hana Biosciences, Inc.'s balance sheet at June 30, 2009, showed total assets of $10,091,370 and total liabilities of $29,425,736, resulting in a stockholders' deficit of $19,334,366. For three months ended June 30, 2009, the Company posted a net loss of $7,850,881 compared with a net loss of $4,678,230 for the same period in 2008. For six months ended June 30, 2009, the Company posted a net loss of $13,477,236 compared with a net loss of $10,937,730 for the same period in 2008. Liquidity and Capital Resources As of June 30, 2009, the Company had cash and cash equivalents and available-for-sale securities of $8,300,000. In addition, pursuant to the loan facility provided by affiliates of Deerfield Management, the Company has $2,500,000 that may become available if it achieves a certain milestone in the development of its product candidate Menadione. As of June 30, 2009, the Company had drawn down $27,500,000 of the total $30,000,000 available under the agreement. Through June 30, 2009, the Company has an accumulated deficit of $124,500,000. The management expects this deficit to increase in future periods as it continues to develop its product candidates. Through June 30, 2009, a significant portion of its financing has been and will continue to be through private placements of common stock, preferred stock and debt financing. The Company can give no assurance that any additional capital that it will obtain will be sufficient to meet its needs which raises substantial doubt about its ability to continue operating as a going concern. If the Company is unable to raise additional capital or enter into strategic partnerships or license agreements, it will be required to cease operations or curtail its desired development activities, which will delay the development of its product candidates. Further, the terms of certain warrants issued to Deerfield pursuant to its loan facility provide that Deerfield may require the Company to redeem the warrants upon the occurrence of certain events, including the delisting of its common stock from a national securities exchange. As of June 30, 2009, the redemption price that would be payable to Deerfield in the event it made the election was $2.9 million. A full-text copy of the Company's Form 10-Q is available for free at http://ResearchArchives.com/t/s?4467 Based in South San Francisco, California, Hana Biosciences, Inc. (NASDAQ:HNAB) -- http://www.hanabiosciences.com/-- is a biopharmaceutical company that develops new, differentiated cancer therapies designed to improve and enable current standards of care. HC INNOVATIONS: To Increase Issued Common Shares to 1 Billion ------------------------------------------------------------- R. Scott Walker, Chief Financial Officer of HC Innovations, Inc., said stockholders owning a majority of the voting stock of the Company have taken action by written consent to approve an amendment to the Company's Certificate of Incorporation, which amendment will increase the number of authorized shares of common stock, par value $0.001 per share, from 100,000,000 to 1,000,000,000. "Stockholders of record at the close of business on August 21, 2009, will be entitled to notice of this stockholder action by written consent. Since the action was approved by the holders of the required majority of the outstanding shares of our voting stock, no proxies were or are being solicited," according to Mr. Walker. As of August 31, 2009, there were 99,713,128 shares of the Company's Common Stock issued and outstanding. The Company entered into a Securities Amendment and Purchase Agreement dated December 23, 2008, pursuant to which certain holders of certain senior secured promissory notes previously issued by the Company agreed to amend the Notes to provide for, among other matters, the amendment of the conversion price to $0.20 per share, and the extension of the maturity date. The Amended Notes also provided for 100% warrant coverage of the face value of the Amended Notes, plus Interest, exercisable at $0.30 per share. The New Warrants will be exercisable after May 31, 2009, (in the event a Qualifying Transaction, as defined in the SAPA, does not close) for a period of five years. Given that the Company may not have sufficient authorized shares to effect the conversion of the Amended Notes and the exercise of the New Warrants, the Company agreed, under the SAPA, to take all actions necessary to increase its authorized common stock. Thereafter, the Company entered into two agreements with one of the noteholders, Brahma Finance (BVI) Limited, a company organized under the laws of the British Virgin Islands -- Purchaser: (i) a Stock Purchase Agreement; and (ii) a Standby Purchase Agreement, each dated August 4, 2009. The Company has agreed to sell to the Purchaser shares of the Company's Common Stock, par value $0.001 per share in two separate transactions. The first transaction, which is pursuant to the Stock Purchase Agreement, includes an initial purchase by the Purchaser of 60,000,000 shares of the Common Stock at a purchase price of $0.01 per share, for an aggregate purchase price of $600,000. The second transaction is pursuant to the Standby Purchase Agreement, whereby the Company will agree, by means of a rights offering, to offer to the existing holders of its Common Stock and holders of securities issued by the Company that are convertible into or exercisable or exchangeable for its Common Stock, an aggregate of 240,000,000 shares of Common Stock at a purchase price of $0.01 per share. The Purchaser has agreed to provide a standby commitment to purchase, on the terms and conditions set forth in the Standby Purchase Agreement, all of the shares of Common Stock offered but not purchased pursuant to the Rights Offering. In consideration for its obligations under the Standby Purchase Agreement, the Purchaser will receive a fee of $600,000, payable by the issuance of further shares of Common Stock at a price of $0.01 per share. The Purchaser's obligations under the Standby Purchase Agreement are subject to certain conditions precedent being met including, but are not limited to: (i) the completion of the Rights Offering in accordance with the terms of the Standby Purchase Agreement; (ii) the Noteholders converting all of the Amended Notes and transferring all of the New Warrants; (iii) the termination and repayment of all the outstanding debt by the Company in connection with the Line of Credit Agreement, dated March 12, 2009; and (iv) each of the Noteholders having made certain investments in shares of Common Stock. As a result of the transactions contemplated by the Stock Purchase Agreement, the Purchaser currently owns 60,000,000 shares of Common Stock, or roughly 60% of the total issued Common Stock. Mr. Walker said the issuance of additional shares may have a dilutive effect on earnings per share and on the equity and voting power of existing security holders of the Company's Common Stock. It may also adversely affect the market price of the Common Stock. However, if additional shares are issued in transactions whereby favorable business opportunities are provided which allow the Company to pursue its business plans, the market price of the Common Stock may increase. HC Innovations swung to a $552,567 net income for the three months ended June 30, 2009, from a net loss of $7,140,127 for the same quarter in 2008. It posted a $7,074,753 net income for the first six months of 2009, from a net loss of $3,533,075 for the first half of 2008. For the three months ended June 30, 2009, net revenue was $7,012,831, representing an increase of $179,398 (3%), as compared to the net revenue of $6,833,433 for the three months ended June 30, 2008. The increase is a result of membership growth from existing customers. For the six months ended June 30, 2009, net revenue was $14,636,570, representing an increase of $2,484,787 (20%), as compared to the net revenue of $12,151,783 for the six months ended June 20, 2008, primarily a result of membership growth from existing customers. As of June 30, 2009, the Company had $4,484,521 in total assets and $14,740,440 in total liabilities, resulting in $10,255,919 stockholders' deficit. A full-text copy of the Company's quarterly report on Form 10-Q is available at no charge at http://ResearchArchives.com/t/s?446a About HC Innovations HC Innovations, Inc., is a specialty care management company comprised of separate divisions each with a specific focus and intervention. The Company identifies subgroups of people with high costs and disability, and create and implement programs and interventions that improve their health, intended to result in dramatic reductions in the cost of their care. The Company also develops and implements medical management systems for the long term care industry. Enhanced Care Initiatives, Inc., a wholly owned subsidiary of HCI was founded in 2002 and is the management company for all HCI entities. ECI has five wholly owned subsidiaries operating in Tennessee, Texas, Massachusetts, Alabama, and New York. ECI markets its proprietary specialty care management programs for the medically frail and other costly sub-populations to Health Maintenance Organizations and other managed care organizations as well as state Medicaid departments. NP Care, LLCs, are nursing home medical management systems. The LLCs care program provides onsite medical care by Physicians and Advanced Practice Registered Nurse under the oversight of the patients' individual physician to residents in nursing homes and assisted living facilities. The LLCs operate in the states of Illinois and Tennessee and are managed exclusively by ECI. As reported by the Troubled Company Reporter on June 29, 2009, CCR LLP in Glastonbury, Connecticut, in its audit report in March 2009, raised substantial doubt about the ability of HC Innovations to continue as a going concern. The auditor noted that the Company has a working capital deficiency of roughly $9.6 million as of December 31, 2008, has had net losses of roughly $14.5 million and $10.7 million for the years ended December 31, 2008 and 2007, respectively, has an accumulated deficit of roughly $30.4 million as of December 31, 2008. Management, however, believes that the Company will be successful in its efforts to adequately meet its capital needs and continue to grow its businesses, despite the auditors' adverse opinion. HENDRICKS ISLE: Case Summary & Largest Unsecured Creditor --------------------------------------------------------- Debtor: Hendricks Isle Properties, LLC 3500 Powerline Rd Oakland Park, FL 33309 Bankruptcy Case No.: 09-28968 Chapter 11 Petition Date: September 8, 2009 Court: United States Bankruptcy Court Southern District of Florida (Fort Lauderdale) Judge: Raymond B. Ray Debtor's Counsel: David Marshall Brown, Esq. 33 NE 2 St # 208 Ft. Lauderdale, FL 33301 Tel: (954) 765-3166 Email: dmbrownpa@bellsouth.net Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor identified Morton A. Katz, MBA, CA with a contingent debt claim for $2,000,000 as its largest unsecured creditor. A list of the Company's largest unsecured creditor is available for free at: http://bankrupt.com/misc/flsb09-28968.pdf The petition was signed by Oon Teong Ko, president of the Company. IMAGINE ADOPTION: Clients Have Until Sept. 21 to Vote on BDO Plan ----------------------------------------------------------------- Winnipeg Free Press reports that about 350 Canadian families are working with bankruptcy trustee BDO Dunwoody to put together a proposal to rescue Imagine Adoption. Free Press relates that families have until September 21 to vote on the bailout plan. The restructuring plan would provide a new board of directors, an advisory committee, and staff, the report says, citing Laura Morrison, one of Imagine Adoption's clients. According to Free Press, BDO Dunwoody asked the families to donate $4,000 each to help complete Imagine Adoption's unfinished adoptions. Free Press notes that an average international adoption costs C$20,000. Ms. Morrison said that the families have been assured that C$4,000 per family would be enough to activate the Company and that adoptions will be completed in 30 to 36 months, Free Press states. Free Press says that if the families will lose more money if they don't get Imagine Adoption reactivated, as they lose the many months of work they put into the adoption process, securing police checks, fingerprints, medical certificates, reference letters, and more. Operating as Imagine Adoption Agency, Kids Link International Adoption Agency is a Christian Non-Profit International Adoption Agency incorporated within the Province of Ontario, and fully licensed by the Ontario Ministry of Children and Youth Services to facilitate international adoptions for Canadian families. Imagine Adoption filed for bankruptcy in Canada on July 14, 2009. Imagine Adoption said it owed C$800,000 to 400 families and that its assets of C$723,004 were C$363,000 less than its liabilities. BDO Dunwoody Limited was appointed as trustee. INSTACARE CORP: Posts $1.3MM Net Loss in Quarter Ended June 30 -------------------------------------------------------------- InstaCare Corp. reported a net income of $1,310,983 for three months ended June 30, 2009, compared with a net income of $17,652 for the same period in 2008. For six months ended June 30, 2009, the Company reported a net income of $1,407,341 compared with a net income of $59,381 for the same period in 2008. At June 30, 2009, the Company's balance sheet showed total assets of $3,476,439, total liabilities of $3,736,498 and stockholders' equity of $260,059. A full-text copy of the Company's Form 10-Q is available for free at http://ResearchArchives.com/t/s?4469 Going Concern Doubt On May 18, 2009, Beckstead & Watts, LLP in Henderson, Nevada expressed substantial doubt about Instacare Corp.'s ability to continue as a going concern after auditing the Company's financial statements for fiscal year ended Dec. 31, 2008. The auditor noted that the Company suffered recurring losses from operations. About InstaCare Corp. Headquartered in Westlake Village, California, InstaCare Corp. (OTC BB: ISCR) -- http://www.instacare.net/-- is a distributor of at-home testing diagnostics for the chronically ill, life-saving prescription drugs and a developer of patent-pending technologies for e-health and EMR applications. INSURANCE CORP: AM Best Withdraws 'B-' Financial Strength Rating ---------------------------------------------------------------- A.M. Best Co. has withdrawn the financial strength rating (FSR) of B- (Fair) and issuer credit rating (ICR) of "bb-" and assigned a category NR-5 (Not Formally Followed) to the FSR and an "nr" to the ICR of Insurance Corporation of America (ICA). These rating actions follow the recent merger of ICA with and into its former affiliate, American Physicians Assurance Corporation (American Physicians). In conjunction with the merger, the corporate existence of ICA was dissolved effective September 1, 2009. All of the above companies are insurance subsidiaries of American Physicians Capital, Inc. [NASDAQ: ACAP] and are located in East Lansing, MI. The ratings of American Physicians' and American Physicians Capital, Inc. are unaffected by this transaction. Insurance Corporation of America -- http://i-c-america.com/-- is a licensed insurance marketing & service organization doing business in the Midwest, primarily in Indiana, Illinois and Kentucky. The company has insureds in almost all states through its various group plans. JASPER LAND DEVELOPMENT: Case Summary & Largest Unsec. Creditor --------------------------------------------------------------- Debtor: Jasper Land Development, LLC 2138 Route 522 Selinsgrove, PA 17870 Bankruptcy Case No.: 09-06640 Chapter 11 Petition Date: September 8, 2009 Court: United States Bankruptcy Court District of South Carolina (Charleston) Debtor's Counsel: G. William McCarthy Jr., Esq. 1715 Pickens, St. (29201) PO Box 11332 Columbia, SC 29211-1332 Tel: (803) 771-8836 Email: bmccarthy@mccarthy-lawfirm.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 According to the schedules, the Company has assets of at least $3,119,381 and total debts of $1,424,160. The Debtor identified Sea Island Bank with a debt claim for $12,556 ($1,200,000 secured) as its largest unsecured creditor. A full-text copy of the Debtor's petition, including a list of its largest unsecured creditor, is available for free at: A list of the Company's largest unsecured creditor is available for free at http://bankrupt.com/misc/scb09-06640.pdf The petition was signed by Gary L. Grossman. JOAN ELIZABETH REINHEIMER: Voluntary Chapter 11 Case Summary ------------------------------------------------------------ Debtor: Joan Elizabeth Reinheimer 405 Blue Bay Road Stevensville, MD 21666 Bankruptcy Case No.: 09-26888 Chapter 11 Petition Date: September 8, 2009 Court: United States Bankruptcy Court District of Maryland (Baltimore) Debtor's Counsel: Augustus T. Curtis, Esq. Cohen, Baldinger & Greenfeld, L.L.C. 7910 Woodmont Avenue, Suite 1103 Bethesda, MD 20814 Tel: (301) 881-8300 Fax: (301) 881-8350 Email: augie.curtis@cohenbaldinger.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $100,001 to $500,000 The Debtor did not file a list of its 20 largest unsecured creditors when it filed its petition. The petition was signed by Ms. Reinheimer. LABELCORP HOLDINGS: Moody's Affirms 'B2' Corporate Family Rating ---------------------------------------------------------------- Moody's Investors Service affirmed the B2 Corporate Family Rating of LabelCorp Holdings, Inc., and revised the ratings outlook to negative from stable. Additional instrument ratings are detailed below. The negative ratings outlook reflects the weak credit metrics for the rating category, uncertainty related to the ramp up of new business, difficult operating and competitive environment, and continued tightness in certain financial covenants under the credit agreement. York is dependent upon the ramp up of new business to restore credit metrics to a level commensurate with the rating category due to the recent loss of a major customer. However, the company's high customer concentration of sales and difficult operating environment heighten the risk of negative variance in operating performance and ratings risk. Additionally, cushion under financial covenants in the credit agreement remains tight despite the recent amendment. The B2 corporate family rating reflects York's weak leverage and interest coverage for the rating category, continued tightness under certain financial covenants in the credit agreement, and customer concentration. The rating also reflects the company's acquisitiveness, small revenue base and fragmented industry structure. Strengths in York's credit profile include long-standing customer relationships, relative stability of its core market segments and expected savings from cost-cutting measures including capacity rationalizations. The company has historically generated strong free cash flow for the rating category and is one of the largest companies in the industry despite its small revenue base. Moody's took these rating actions for LabelCorp Holdings, Inc.: -- Affirmed $20.7 million senior secured revolver maturing 2013, B1 (LGD 3, 34% from 32%) -- Affirmed $135 million senior secured term loan due 2014, B1 (LGD 3, 34% from 32%) -- Affirmed corporate family rating, B2 -- Affirmed probability of default rating, B2 Moody's also took these rating actions for York Label Canada Ltd.: -- Affirmed CDN $1.8 million senior secured revolver maturing 2013, B1 (LGD 3, 34% from 32%) -- Affirmed CDN $15 million senior secured term loan due 2014, B1 (LGD 3, 34% from 32%) -- Affirmed US$ $15 million senior secured term loan due 2014, B1 (LGD 3, 34% from 32%) The ratings outlook is revised to negative from stable for both entities. Moody's last rating action on York occurred on July 11, 2008, when Moody's assigned a first time corporate family rating of B2. Headquartered in Omaha, Nebraska, LabelCorp Holdings, Inc., is a provider of prime labels for the consumer products, wine and spirits, food and beverage, and pharmaceutical markets. The Company produces primarily pressure sensitive labels and has 14 facilities in the U.S., Canada, and Chile. Revenue for the twelve months ended June 30, 2008 was approximately $208 million. York has been a portfolio company of Diamond Castle Holdings, LLC, since August 2008. LEAR CORP: EEDS's Schedules of Assets & Liabilities --------------------------------------------------- A. Real Property Land $76,300 Buildings & Leasehold Improvements 9,611,550 Accumulated Depreciation (6,734,100) B. Personal Property B.1 Cash on hand Cash-Petty/Cash in Transit 5,772 B.2 Bank Accounts Citibank 355,278 JP Morgan Chase 0 JP Morgan Chase 19,503 Scotia Bank 5,228 B.9 Interests in Insurance Policies Undetermined See http://bankrupt.com/misc/LearEEDSInsurance.pdf B.13 Business Interests and stocks Undetermined B.14 Interests in partnerships Undetermined B.16 Accounts Receivable Aggregated 3rd Party A/R 19,647,479 Intercompany A/R-Debtor Entity 443,803,330 Intercompany A/R-NonDebtor Entity 194,382,200 B.18 Other Liquidated Debts 361 B.21 Other Contingent & Unliquidated claims Undetermined B.22 Patents and other intellectual property Undetermined B.29 Machinery Machinery & Equipment-Purchase 230,983,768 Accumulated Depreciation-M&E (204,371,804) B.30 Inventory Raw Material 53,102,246 Work in Process 2,277,652 Finished Goods 44,567,479 Inventory Reserves (24,589,664) B.35 Other Personal Property Customer Tooling and Engineering 4,479,546 Long term receivable 948,705 Prepaid Expenses 3,523,728 Miscellaneous Receivables 3,103,935 Other assets 75,744 Other Deferred Charge 6 TOTAL SCHEDULED ASSETS $775,274,241 ====================================================== C. Property Claimed as Exempt 0 D. Secured Claim Undetermined See http://bankrupt.com/misc/LearEEDS_SchedD.pdf E. Unsecured Priority Claims 0 See http://bankrupt.com/misc/LearCorporationEEDS_SchedE.pdf F. Unsecured Non-priority Claims Celestica Philippines Inc. 1,122,120 Consorcio Industrial Mexicano De Autopartes 2,080,852 Draka Philippines Inc. 1,575,580 Greenfield Holdings, LLC 5,788,706 LASNBV-Philippine Branch 13,201,530 Lear Automotive Dearborn, Inc. 222,079,509 Lear Electrical Systems De Mexico 5,792,401 Lear Operations Corporation 41,404,002 Panasonic Electric Works Asia 1,205,840 Tyco Electronics 1,307,956 Tyco Electronics 1,084,130 Yazaki North America Inc. 1,255,383 Others 19,992,356 See http://bankrupt.com/misc/LearCorporationEEDS_SchedF.pdf TOTAL SCHEDULED ASSETS $317,890,365 ====================================================== About Lear Corp Lear Corporation -- http://www.lear.com/-- is one of the world's leading suppliers of automotive seating systems, electrical distribution systems and electronic products. The Company's products are designed, engineered and manufactured by a diverse team of 80,000 employees at 210 facilities in 36 countries. Lear's headquarters are in Southfield, Michigan, and Lear is traded on the New York Stock Exchange under the symbol [LEA]. Outside the United States, Lear has subsidiaries in Germany, Luxembourg, Sweden, Singapore, China, India and Mexico, among others. Lear Corporation and its affiliates filed for Chapter 11 on July 7, 2009 (Bankr. S.D.N.Y. Case No. 09-14326). Affiliates part of the Chapter 11 filing include Lear South Africa Limited, Lear Corporation (Germany) Ltd., Lear Corporation Canada Ltd., Lear Mexican Holdings Corporation, and Lear South American Holdings Corporation. Attorneys at Kirkland & Ellis LLP, serve as the Debtors' bankruptcy counsel. McCarthy Tetrault LLP has been engaged as CCAA counsel. Bodman LLP has been hired as special Michigan counsel. Winston & Strawn LLP and Brooks Kushman P.C. have also been tapped as special counsel. Alvarez & Marsal North America LLC, is the Debtors' restructuring advisors. Ernst & Young LLP is the Debtors' auditors and tax advisors. Kurtzman Carson Consultants LLC is the Debtors' claims and notice agent. Simpson Thacher & Bartlett LLP represents JP Morgan, as admin. agent for senior secured lenders and DIP lenders. As of May 30, 2009, Lear has assets of $1,270,800,000 against debts of $4,536,000,000. Bankruptcy Creditors' Service, Inc., publishes Lear Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by Lear Corp. (http://bankrupt.com/newsstand/or 215/945-7000) LEAR CORP: EEDS's Statement of Financial Affairs ------------------------------------------------ Matthew J. Simoncini, director, president, principal executive officer, and principal financial & accounting officer of Lear Corporation, discloses that Lear Corporation EEDS and Interiors earned income from employment, trade, or operation of business within two years before the Petition Date: Source Amount ------ ------ 01/01/07-12/31/07 $1,031,804,763 01/01/08-12/31/08 698,289,106 01/01/09-07/07/09 267,442,685 Mr. Simoncini further discloses that the Company earned income within two years prior to the Petition Date other than from operation of business: Source Amount ------ ------ 01/01/07-12/31/07 ($229,122,275) 01/01/08-12/31/08 (9,906,362) 01/01/09-07/07/09 2,116,115 The Company also made payments to creditors within 90 days immediately preceding the Petition Date totaling $5,699: Creditor Amount -------- ------ A-A Electric SE, Inc. $609 A-Tek LLC 700 EMC Global Technologies 112 HD Supply Inc. 94 Magid Globe & Safety 31 Nasco Industries 375 Office Depot 202 Pasternack Enterprises 1,647 Power & Signal Group 1,180 Production Machine Equip Inc. 209 Treasurer of State of Ohio 228 Vecmar Computer Solutions 308 The Debtor also made payments to creditors who are insiders within one year immediately preceding the Petition Date. A list of the payments is available for free at: http://bankrupt.com/misc/LearEEDS_Stmt3c.pdf The Company was also a party of suits and administrative proceedings within one year before the Petition Date, a list of which is available for free at: http://bankrupt.com/misc/LearEEDS_Lawsuits.pdf About Lear Corp Lear Corporation -- http://www.lear.com/-- is one of the world's leading suppliers of automotive seating systems, electrical distribution systems and electronic products. The Company's products are designed, engineered and manufactured by a diverse team of 80,000 employees at 210 facilities in 36 countries. Lear's headquarters are in Southfield, Michigan, and Lear is traded on the New York Stock Exchange under the symbol [LEA]. Outside the United States, Lear has subsidiaries in Germany, Luxembourg, Sweden, Singapore, China, India and Mexico, among others. Lear Corporation and its affiliates filed for Chapter 11 on July 7, 2009 (Bankr. S.D.N.Y. Case No. 09-14326). Affiliates part of the Chapter 11 filing include Lear South Africa Limited, Lear Corporation (Germany) Ltd., Lear Corporation Canada Ltd., Lear Mexican Holdings Corporation, and Lear South American Holdings Corporation. Attorneys at Kirkland & Ellis LLP, serve as the Debtors' bankruptcy counsel. McCarthy Tetrault LLP has been engaged as CCAA counsel. Bodman LLP has been hired as special Michigan counsel. Winston & Strawn LLP and Brooks Kushman P.C. have also been tapped as special counsel. Alvarez & Marsal North America LLC, is the Debtors' restructuring advisors. Ernst & Young LLP is the Debtors' auditors and tax advisors. Kurtzman Carson Consultants LLC is the Debtors' claims and notice agent. Simpson Thacher & Bartlett LLP represents JP Morgan, as admin. agent for senior secured lenders and DIP lenders. As of May 30, 2009, Lear has assets of $1,270,800,000 against debts of $4,536,000,000. Bankruptcy Creditors' Service, Inc., publishes Lear Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by Lear Corp. (http://bankrupt.com/newsstand/or 215/945-7000) LEAR CORP: European's Schedules of Assets and Debts --------------------------------------------------- A. Real Property 0 B. Personal Property 0 B.9 Interests in Insurance Policies Undetermined See http://bankrupt.com/misc/LearEuropean_Insurance B.13 Business Interests and stocks Undetermined B.16 Accounts Receivable Intercompany A/R - Debtor Entity 1,073,170,854 Intercompany A/R - NonDebtor Entity 29,394,553 TOTAL SCHEDULED ASSETS 1,102,565,407 ======================================================= C. Property Claimed as Exempt 0 D. Secured Claim 0 E. Unsecured Priority Claims Undetermined See http://bankrupt.com/misc/LearEuropean_SchedE.pd F. Unsecured Non-priority Claims Undetermined Lear Luxembourg SARL 0 Pension Benefit Guarantee Corporation Undetermined United States Department of Energy Undetermined United States Department of Transportation Undetermined United States Environmental Protection Agency Undetermined United States Geological Survey Undetermined TOTAL SCHEDULED LIABILITIES $0 ======================================================= About Lear Corp Lear Corporation -- http://www.lear.com/-- is one of the world's leading suppliers of automotive seating systems, electrical distribution systems and electronic products. The Company's products are designed, engineered and manufactured by a diverse team of 80,000 employees at 210 facilities in 36 countries. Lear's headquarters are in Southfield, Michigan, and Lear is traded on the New York Stock Exchange under the symbol [LEA]. Outside the United States, Lear has subsidiaries in Germany, Luxembourg, Sweden, Singapore, China, India and Mexico, among others. Lear Corporation and its affiliates filed for Chapter 11 on July 7, 2009 (Bankr. S.D.N.Y. Case No. 09-14326). Affiliates part of the Chapter 11 filing include Lear South Africa Limited, Lear Corporation (Germany) Ltd., Lear Corporation Canada Ltd., Lear Mexican Holdings Corporation, and Lear South American Holdings Corporation. Attorneys at Kirkland & Ellis LLP, serve as the Debtors' bankruptcy counsel. McCarthy Tetrault LLP has been engaged as CCAA counsel. Bodman LLP has been hired as special Michigan counsel. Winston & Strawn LLP and Brooks Kushman P.C. have also been tapped as special counsel. Alvarez & Marsal North America LLC, is the Debtors' restructuring advisors. Ernst & Young LLP is the Debtors' auditors and tax advisors. Kurtzman Carson Consultants LLC is the Debtors' claims and notice agent. Simpson Thacher & Bartlett LLP represents JP Morgan, as admin. agent for senior secured lenders and DIP lenders. As of May 30, 2009, Lear has assets of $1,270,800,000 against debts of $4,536,000,000. Bankruptcy Creditors' Service, Inc., publishes Lear Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by Lear Corp. (http://bankrupt.com/newsstand/or 215/945-7000) LEAR CORP: European's Statement of Financial Affairs ---------------------------------------------------- Matthew J. Simoncini, director, president, principal executive officer, and principal & accounting officer of Lear Corporation discloses that Lear European Operations Corporation earned income other than from employment or operation of business during the two years before the Petition Date: Source Amount ------ ------ 01/01/07-12/31/07 $94,922,352 01/01/08-12/31/08 71,617,887 01/01/09-07/07/09 20,872,344 Mr. Simoncini adds that within one year before the Petition Date, the Debtor made payments to creditors who were insiders, a list of the payments is available for free at: http://bankrupt.com/misc/LearEuropean_3c.pdf About Lear Corp Lear Corporation -- http://www.lear.com/-- is one of the world's leading suppliers of automotive seating systems, electrical distribution systems and electronic products. The Company's products are designed, engineered and manufactured by a diverse team of 80,000 employees at 210 facilities in 36 countries. Lear's headquarters are in Southfield, Michigan, and Lear is traded on the New York Stock Exchange under the symbol [LEA]. Outside the United States, Lear has subsidiaries in Germany, Luxembourg, Sweden, Singapore, China, India and Mexico, among others. Lear Corporation and its affiliates filed for Chapter 11 on July 7, 2009 (Bankr. S.D.N.Y. Case No. 09-14326). Affiliates part of the Chapter 11 filing include Lear South Africa Limited, Lear Corporation (Germany) Ltd., Lear Corporation Canada Ltd., Lear Mexican Holdings Corporation, and Lear South American Holdings Corporation. Attorneys at Kirkland & Ellis LLP, serve as the Debtors' bankruptcy counsel. McCarthy Tetrault LLP has been engaged as CCAA counsel. Bodman LLP has been hired as special Michigan counsel. Winston & Strawn LLP and Brooks Kushman P.C. have also been tapped as special counsel. Alvarez & Marsal North America LLC, is the Debtors' restructuring advisors. Ernst & Young LLP is the Debtors' auditors and tax advisors. Kurtzman Carson Consultants LLC is the Debtors' claims and notice agent. Simpson Thacher & Bartlett LLP represents JP Morgan, as admin. agent for senior secured lenders and DIP lenders. As of May 30, 2009, Lear has assets of $1,270,800,000 against debts of $4,536,000,000. Bankruptcy Creditors' Service, Inc., publishes Lear Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by Lear Corp. (http://bankrupt.com/newsstand/or 215/945-7000) LEAR CORP: Operations' Schedules of Assets & Debts -------------------------------------------------- A. Real Property Land $1,971,926 Buildings & Leasehold Improvements 28,145,440 Accumulated Depreciation (17,867,738) B. Personal Property B.1 Cash on hand Cash-Petty/Cash in Transit 2,995 B.2 Bank Accounts Suntrust Bank 13,760 Frost Bank 49,230 United Missouri Bank Northeast 48,780 Bank of America 32,622 B.9 Interests in Insurance Policies Undetermined B.13 Business Interests and stocks Undetermined B.14 Interests in partnerships Undetermined B.16 Accounts Receivable 96,713,527 B.18 Other Liquidated Debts 16,636 B.21 Other Contingent & Unliquidated claims Undetermined B.29 Machinery Machinery & Equipment - Purchase 165,804,416 Accumulated Depreciation - M&E (132,014,719) B.30 Inventory Raw material 22,042,311 Work in Process 1,010,750 Finished Goods 1,681,919 Inventory Reserves (2,674,992) B.35 Other Personal Property Customer Tooling and Engineering (198,518) Long term receivable 17,015,495 Prepaid Expenses 4,332,329 Miscellaneous Receivables 55,294 Other assets 600,997 TOTAL SCHEDULED ASSETS $186,782,461 ====================================================== C. Property Claimed as Exempt $0 D. Secured Claim 0 E. Unsecured Priority Claims Undetermined F. Unsecured Non-priority Claims Autoliv ASP Inc. 607,694 Autoliv Mexico SA DE CV 173,732 BAE Industries 590,284 BEHR GMBH and Co. KG 229,863 Bock Boddecker and Co. 315,316 Borg Instruments AG 428,751 CRH-DAS LLC 5,781,929 Fehrer South Carolina LLC 662,185 Fisher Dynamics 1,100,166 Grammer Automotive 1,435,720 Integrated Manufacturing 731,431 International Automotive 2,050,000 Jay MID South LLC 2,814,707 Lear Corporation 1,481,288,775 Lear Corporation Global 1,558,839 Lear Mexican Seating 3,789,017 Lear Trim L.P. 10,178,952 Porter Engineered Systems 1,719,228 Renosol Seating, LLC 2,548,330 Others 10,726,949 TOTAL SCHEDULED LIABILITIES $1,528,731,868 ======================================================= About Lear Corp Lear Corporation -- http://www.lear.com/-- is one of the world's leading suppliers of automotive seating systems, electrical distribution systems and electronic products. The Company's products are designed, engineered and manufactured by a diverse team of 80,000 employees at 210 facilities in 36 countries. Lear's headquarters are in Southfield, Michigan, and Lear is traded on the New York Stock Exchange under the symbol [LEA]. Outside the United States, Lear has subsidiaries in Germany, Luxembourg, Sweden, Singapore, China, India and Mexico, among others. Lear Corporation and its affiliates filed for Chapter 11 on July 7, 2009 (Bankr. S.D.N.Y. Case No. 09-14326). Affiliates part of the Chapter 11 filing include Lear South Africa Limited, Lear Corporation (Germany) Ltd., Lear Corporation Canada Ltd., Lear Mexican Holdings Corporation, and Lear South American Holdings Corporation. Attorneys at Kirkland & Ellis LLP, serve as the Debtors' bankruptcy counsel. McCarthy Tetrault LLP has been engaged as CCAA counsel. Bodman LLP has been hired as special Michigan counsel. Winston & Strawn LLP and Brooks Kushman P.C. have also been tapped as special counsel. Alvarez & Marsal North America LLC, is the Debtors' restructuring advisors. Ernst & Young LLP is the Debtors' auditors and tax advisors. Kurtzman Carson Consultants LLC is the Debtors' claims and notice agent. Simpson Thacher & Bartlett LLP represents JP Morgan, as admin. agent for senior secured lenders and DIP lenders. As of May 30, 2009, Lear has assets of $1,270,800,000 against debts of $4,536,000,000. Bankruptcy Creditors' Service, Inc., publishes Lear Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by Lear Corp. (http://bankrupt.com/newsstand/or 215/945-7000) LEAR CORP: Operations' Statement of Financial Affairs ----------------------------------------------------- Matthew J. Simoncini, president, principal executive officer, principal finance and accounting officer of Lear Operations Corporation discloses with the Court that the company earned income from employment or operation of business during the two years immediately preceding the Petition Date: Source Amount ------ ------ 01/01/07-12/31/07 $2,600,443,680 01/01/08-12/31/08 1,642,311,753 01/01/09-07/07/09 415,604,162 Mr. Simoncini further discloses that Lear Operations earned income other than from operation of business within two years before the Petition Date: Source Amount ------ ------ 01/01/07-12/31/07 ($321,658,802) 01/01/08-12/31/08 ($70,419,449) 01/01/09-07/07/09 ($33,216,622) The Company was also a party to more than 100 suits and administrative proceedings within one year before the Petition Date, a list of which is available for free at: http://bankrupt.com/misc/LearOperations_Suits.pdf Mr. Simoncini further discloses that the Company gave gifts within one year before the Petition Date: Recipient Amount --------- ------ South Carolina Charities, Inc. $79,500 National Kidney Foundation 2,100 South Carolina Charities, Inc. 1,600 Meals on Wheels 2,160 South Carolina Charities, Inc. 39,500 The Company also transferred properties within two years immediately preceding the Petition Date: Transferee Value ---------- ----- Toyota Boshoku America, Inc. $35,000,000 Lear Operations Joint Venture Holdings LLC ($674,822) Lear Operations Joint Venture Holdings LLC 512,093 Kyungshin Industrial Co. 1,268,190 About Lear Corp Lear Corporation -- http://www.lear.com/-- is one of the world's leading suppliers of automotive seating systems, electrical distribution systems and electronic products. The Company's products are designed, engineered and manufactured by a diverse team of 80,000 employees at 210 facilities in 36 countries. Lear's headquarters are in Southfield, Michigan, and Lear is traded on the New York Stock Exchange under the symbol [LEA]. Outside the United States, Lear has subsidiaries in Germany, Luxembourg, Sweden, Singapore, China, India and Mexico, among others. Lear Corporation and its affiliates filed for Chapter 11 on July 7, 2009 (Bankr. S.D.N.Y. Case No. 09-14326). Affiliates part of the Chapter 11 filing include Lear South Africa Limited, Lear Corporation (Germany) Ltd., Lear Corporation Canada Ltd., Lear Mexican Holdings Corporation, and Lear South American Holdings Corporation. Attorneys at Kirkland & Ellis LLP, serve as the Debtors' bankruptcy counsel. McCarthy Tetrault LLP has been engaged as CCAA counsel. Bodman LLP has been hired as special Michigan counsel. Winston & Strawn LLP and Brooks Kushman P.C. have also been tapped as special counsel. Alvarez & Marsal North America LLC, is the Debtors' restructuring advisors. Ernst & Young LLP is the Debtors' auditors and tax advisors. Kurtzman Carson Consultants LLC is the Debtors' claims and notice agent. Simpson Thacher & Bartlett LLP represents JP Morgan, as admin. agent for senior secured lenders and DIP lenders. As of May 30, 2009, Lear has assets of $1,270,800,000 against debts of $4,536,000,000. Bankruptcy Creditors' Service, Inc., publishes Lear Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by Lear Corp. (http://bankrupt.com/newsstand/or 215/945-7000) LEHMAN BROTHERS: Claims for Lehman Program Securities Due Nov. 2 ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York, having jurisdiction of the chapter 11 cases of Lehman Brothers Holdings Inc., has set a November 2 deadline for parties to submit claims based on Lehman Programs Securities. The November 2 bar date applies only to claims against LBHI based on securities identified on the "Lehman Programs Securities" list available on http://www.lehman-docket.com/that arose prior to September 15, the date Lehman sought bankruptcy protection. The Court has set a Sept. 22 general claims bar date. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition listed $639 billion in assets and $613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI The Bankruptcy Court has approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for $2 dollars plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. International Operations Collapse Lehman Brothers International (Europe), the principal UK trading company in the Lehman group, was placed into administration, together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers LLP, have been appointed as joint administrators to Lehman Brothers International (Europe) on September 15, 2008. The joint administrators have been appointed to wind down the business. Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc. filed for bankruptcy in the Tokyo District Court on September 16. Lehman Brothers Japan Inc. reported about JPY3.4 trillion (US$33 billion) in liabilities in its petition. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) LEHMAN BROTHERS: PwC to Meet With LBIE Clients to Mull Options -------------------------------------------------------------- According to Ainsley Thomson at The Wall Street Journal, Lehman Brothers' European administrators PricewaterhouseCoopers will meet with the former clients of Lehman to discuss possible measures meant to speed the return of about $9 billion of their assets. As reported by the TCR on Aug. 24, 2009, PwC said that the U.K. High Court handed down its judgement in relation to its application to establish whether the court had jurisdiction to sanction the proposed scheme of arrangement under Part 26 of the Companies Act 2006. The proposed scheme sought to significantly reduce the period clients have to wait before they get their assets back. PwC has said it could take up to a decade to return assets via bilateral agreements, instead of the proposed scheme. In an interview with Dow Jones Newswires, PwC's Steven Pearson and Tony Lomas said that aside from meeting with hedge-fund representatives -- one of Lehman Brothers' biggest client groups -- they will also appeal the High Court ruling. "We will find a way of expediting the return of assets, of that I am confident," Mr. Pearson said. Bloomberg relates that if the Court of Appeal determines in favor of the administrators' appeal, the former clients of Lehman Brothers' European operations, who number around 1,000, will be asked to vote on the scheme of arrangement. At least 50% of the total number of creditors representing no less than 75% of the $9 billion in assets need to approve for it to be sanctioned. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition listed $639 billion in assets and $613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI The Bankruptcy Court has approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for $2 dollars plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. International Operations Collapse Lehman Brothers International (Europe), the principal UK trading company in the Lehman group, was placed into administration, together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers LLP, have been appointed as joint administrators to Lehman Brothers International (Europe) on September 15, 2008. The joint administrators have been appointed to wind down the business. Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc. filed for bankruptcy in the Tokyo District Court on September 16. Lehman Brothers Japan Inc. reported about JPY3.4 trillion (US$33 billion) in liabilities in its petition. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) LINCOLN GENERAL: AM Best Drops Financial Strength Rating to 'D' --------------------------------------------------------------- A.M. Best Co. has downgraded the financial strength rating to D (Poor) from B- (Fair) and the issuer credit rating to "c" from "bb-" of Lincoln General Insurance Company (York, PA). The ratings have been removed from under review with negative implications and assigned a negative outlook. The downgrades are a result of a significant drop in Lincoln's risk-adjusted capitalization and change in business profile following its submission on May 7, 2009, of a proposed RBC Plan (the Plan) for the company. This action comes from a decision by Lincoln's ultimate parent, Kingsway Financial Services Inc. (KFSI) (Mississauga, Ontario) [NYSE/TSX: KFS] not to continue operations at Lincoln following several years of significant operating losses, which culminated in a regulatory action level event on March 1, 2009. The Commonwealth of Pennsylvania Insurance Department accepted the Plan on May 29, 2009. The Plan calls for the solvent run off of all of Lincoln's liabilities and the cessation of all underwriting activity except where Lincoln has a contractual or legal obligation to maintain. Included in the Plan is the commutation of all intercompany reinsurance with Kingsway Reinsurance Corporation, a Barbados affiliate, which provided Lincoln with significant reinsurance protection. As a result of the commutation, which was effective January 1, 2009, and continued unprofitable operating performance, risk-adjusted capitalization has declined. Partially offsetting these negative rating factors is the change in senior management at Lincoln. The company has contracted Rockwall Financial Advisors, LLC, a company whose executives have many years of successfully managing the run-off of insurance businesses. Several of Rockwall's top executives have been hired by Lincoln to manage the company through the first five years of its run off. In addition, limited capital support is being provided by KFSI and an extensive expense reduction initiative is underway to help Lincoln remain solvent during the run-off period. The positive factors are partially mitigated by the significant execution risk in the Plan, including the timing and amount of claims payments, adverse reserve development remaining within projected amounts, investment returns meeting expectations and expenses being prudently managed. The ratings of KFSI and its remaining insurance subsidiaries remain under review with negative implications pending A.M. Best's completion of its analysis of these companies. Lincoln General Insurance Company -- http://www.lincolngeneral.com/-- has specialized in the transportation industry since 1977. Lincoln became part of the Kingsway Financial Services Group (NYSE-KFS) in 1998 and has grown to become the largest company in the group. LOK REDWOOD EMPIRE: Case Summary & 16 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Lok Redwood Empire Properties, Inc. dba Quality Inn - Petaluma 5050 Petaluma Hill Rd. Santa Rosa, CA 95404-9764 Bankruptcy Case No.: 09-12912 Chapter 11 Petition Date: September 8, 2009 Court: United States Bankruptcy Court Northern District of California (Santa Rosa) Judge: Alan Jaroslovsky Debtor's Counsel: David N. Chandler, Esq. Law Offices of David N. Chandler 1747 4th St. Santa Rosa, CA 95404 Tel: (707) 528-4331 Email: DChandler1747@yahoo.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 According to the schedules, the Company has assets of at least $7,337,886, and total debts of $3,887,430. A list of the Company's 16 largest unsecured creditors is available for free at: http://bankrupt.com/misc/canb09-12912.pdf The petition was signed by Kirkman L. Lok, president of the Company. LRC THE GROVE LLC: Case Summary & Largest Unsecured Creditor ------------------------------------------------------------ Debtor: LRC The Grove, LLC 2138 Route 522 Selinsgrove, PA 17870 Bankruptcy Case No.: 09-06639 Chapter 11 Petition Date: September 8, 2009 Court: United States Bankruptcy Court District of South Carolina (Charleston) Judge: Chief Judge John E. Waites Debtor's Counsel: G. William McCarthy Jr., Esq. 1715 Pickens St. (29201) PO Box 11332 Columbia, SC 29211-1332 Tel: (803) 771-8836 Email: bmccarthy@mccarthy-lawfirm.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 According to the schedules, the Company has assets of at least $1,082,300 and total debts of $1,101,636. The Debtor identified Jasper County Treasurer with a debt claim for $17 as its largest unsecured creditor. A full-text copy of the Debtor's petition, including a list of its largest unsecured creditor, is available for free at: http://bankrupt.com/misc/scb09-06639.pdf The petition was signed by Gary L. Grossman, president of the Company. LUNA INNOVATIONS: Revenues Decline by $1.2MM in Q2 -------------------------------------------------- Luna Innovations Incorporated announced its financial results for the quarter ended June 30, 2009. As compared to the same quarter last year, second quarter 2009 revenues decreased from $9.9 million to $8.7 million, gross profit decreased from $4.1 million to $3.3 million, and loss per share increased from $0.16 to $0.21. The increase in loss per share resulted from lower product sales in addition to higher costs associated with continuing litigation activities, partially offset by improvements in other areas of operating expenses. Kent Murphy, Chairman and Chief Executive Officer, provided this comment related to the second quarter results and the company's decision to file for reorganization under Chapter 11 in July: "The slowdown in product sales that began in the fourth quarter of last year with the country's overall economic decline continued to affect our product sales in the second quarter. While the costs of our ongoing litigation with Hansen Medical also continue to adversely impact our bottom-line results, we have made significant improvements in the efficiency of our operations and continue to conduct business in the ordinary course. Our costs associated with legal matters increased approximately $1 million, to $1.6 million, in the second quarter of 2009 compared with approximately $0.8 million in the second quarter of 2008. Excluding that increase in our legal costs, our operating expenses for the most recent quarter would have decreased by approximately $1 million compared to the same period last year. When we filed for reorganization in mid-July, our objective was to protect the interests of all of our stakeholders while trying to resolve our legal matters as quickly as possible. If we are able to emerge from Chapter 11 quickly and in accordance with the plan that we have filed with the court, we will be positioned for continued success into the future." The company also announced it received notice on September 8, 2009, that the Nasdaq Listing Qualifications Panel decided to transfer its common stock from the NASDAQ Global Market to the NASDAQ Capital Market and continue listing of its common stock. The company had previously received a delisting letter on July 17, 2009, and the company had appealed the proposed delisting to the Panel. The hearing on the appeal was held on August 27, 2009. The company's continued listing is subject to several conditions, including its emergence from Chapter 11 reorganization by December 31, 2009. Second Quarter Financial Highlights * Total revenues for the second quarter of 2009 decreased by $1.2 million to $8.7 million compared to $9.9 million during the second quarter of 2008. * Product and license revenues decreased $0.7 million to approximately $2.2 million in the second quarter of 2009 compared to $2.9 million in the second quarter of 2008. * Technology Development Division revenues decreased by $0.5 million as compared to the second quarter of 2008. * Gross profit for the second quarter of 2009 decreased to $3.3 million from $4.1 million for the corresponding period of 2008. * Operating expenses decreased to $5.6 million in the second quarter of 2009 from $5.8 million during the second quarter of 2008, notwithstanding an increase in legal fees of approximately $1 million. * Net loss per share for the second quarter of 2009 was $0.21 per share, an increase from a loss per share of $0.16 for the second quarter of 2008. * Cash and cash equivalents decreased to $12.1 million at June 30, 2009, as compared to $13.2 million at March 31, 2009 and $15.5 million at December 31, 2008. Second Quarter Business Highlights Technology Development Division * Awarded $1.5 million corrosion test methods contract * Selected for negotiations in NREL's Photovoltaic Technology Pre-Incubator Program * Demonstrated advanced material technologies in hydrophobic watershedding coatings for windshields and impact damage indicating paints during the Warrior 2009 demonstration sponsored by the Air Force Research Laboratory (AFRL), which highlights promising new technologies in the field during actual military exercise scenarios * With the Mayo Clinic, published a paper in the international journal Annals of Biomedical Engineering discussing a next- generation fiber optic pressure microsensor that improves size and performance over previous generation sensors Pharmaceuticals / Nanomedicine * Published a paper titled "Fullerene nanomaterials potentiate hair growth" in the international, peer-reviewed journal Nanomedicine: Nanotechnology, Biology, and Medicine (NBM) Instrumentation, Test & Measurement * Launched our distributed sensing system with potential application in areas such as structural health monitoring of carbon fiber reinforced materials of new aircraft, aviation electronic systems and sink hole monitoring systems for railways Outlook for Remainder of 2009 Given the uncertainties associated with Luna's Chapter 11 reorganization and the Hansen litigation, the company is unable to provide a reasonable projection for its expected results of operations for the remainder of 2009 at this time. About Luna Innovations Headquartered in Roanoke, Virginia, Luna Innovations Inc. (NASDAQ:LUNA) -- http://www.lunainnovations.com-- is focused on sensing and instrumentation, and pharmaceutical nanomedicines. Luna develops and manufactures new-generation products for the healthcare, telecommunications, energy and defense markets. Luna's products are used to measure, monitor, protect and improve critical processes in the markets it serves. Luna Innovations in July 2009 filed for reorganization under Chapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the Western District of Virginia. LYONDELL CHEMICAL: Court OKs Kent Potter as Chief Fin'l Officer --------------------------------------------------------------- Reuters reports that the Hon. Robert Gerber of the U.S. Bankruptcy Court for the Southern District of New York has approved the appointment of Kent Potter as Lyondell Chemical Co.'s chief financial officer. As reported by the TCR on August 20, 2009, Alan S. Bigman resigned as LyondellBasell's CFO, effective as of August 1, 2009. After a thorough selection process, the Debtors selected Mr. Potter as their CFO because of his diverse experience, extensive knowledge of the industry and impressive financial acumen. Mr. Potter will be an employee of Lyondell Chemical who is also a member of the board of managers of LyondellBasell AFGP S.a.r.l., the general partner of LyondellBasell Industries AF S.C.A. According to Reuters, ABN AMRO Bank NV had opposed the appointment of Mr. Potter, because he had helped supervise those responsible for Lyondell Chemical's financial management in the year before the Company's bankruptcy. Reuters states that ABN AMRO proposed that Mr. Potter be employed for six months and asked that his duties exclude involvement with the Lyondell Chemical's restructuring process. Judge Gerber didn't impose any special conditions, Reuters relates. LyondellBasell Industries is one of the world's largest polymers, petrochemicals and fuels companies. It is the global leader in polyolefins technology, production and marketing; a pioneer in propylene oxide and derivatives; and a significant producer of fuels and refined products, including biofuels. Through research and development, LyondellBasell develops innovative materials and technologies that deliver exceptional customer value and products that improve quality of life for people around the world. Headquartered in The Netherlands, LyondellBasell -- http://www.lyondellbasell.com/-- is privately owned by Access Industries. Basell AF and Lyondell Chemical Company merged operations in 2007 to form LyondellBasell Industries, the world's third largest independent chemical company. LyondellBasell became saddled with debt as part of the US$12.7 billion merger. On January 6, 2009, LyondellBasell Industries' U.S. operations and one of its European holding companies -- Basell Germany Holdings GmbH -- filed voluntary petitions to reorganize under Chapter 11 of the U.S. Bankruptcy Code to facilitate a restructuring of the company's debts. The case is In re Lyondell Chemical Company, et al., Bankr. S.D.N.Y. Lead Case No. 09-10023). Seventy-nine Lyondell entities, including Equistar Chemicals, LP, Lyondell Chemical Company, Millennium Chemicals Inc., and Wyatt Industries, Inc. filed for Chapter 11. In May 2009, one of the cases was dismissed -- Case No. 09-10068 -- because it is duplicative of Case No. 09- 10040 relating to Debtor Glidden Latin America Holdings. The Hon. Robert E. Gerber presides over the case. Deryck A. Palmer, Esq., at Cadwalader, Wickersham & Taft LLP, in New York, serves as the Debtors' bankruptcy counsel. Evercore Partners serves as financial advisors, and Alix Partners and its subsidiary AP Services LLC, serves as restructuring advisors. AlixPartners' Kevin M. McShea acts as the Debtors' Chief Restructuring Officer. Clifford Chance LLP serves as restructuring advisors to the European entities. Lyondell Chemical estimated that consolidated assets total US$27.12 billion and debts total US$19.34 billion as of the bankruptcy filing date. Lyondell has obtained approximately US$8 billion in DIP financing to fund continuing operations. The DIP financing includes two credit agreements: a US$6.5 billion term loan, which comprises a US$3.25 billion in new loans and a US$3.25 billion roll-up of existing loans; and a US$1.57 billion asset-backed lending facility. Luxembourg-based LyondellBasell Industries AF S.C.A. and another affiliate were voluntarily added to Lyondell Chemical's reorganization filing under Chapter 11 on April 24, 2009, in order to seek protection against claims by certain financial and U.S. trade creditors. On May 8, 2009, LyondellBasell Industries added 13 non-operating entities to Lyondell Chemical Company's reorganization filing under Chapter 11 of the U.S. Bankruptcy Code. All of the entities are U.S. companies and were added to the original Chapter 11 filing for administrative purposes. The filings will have no impact on current business or operations as none of the entities manufactures or sells products. Bankruptcy Creditors' Service, Inc., publishes Lyondell Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lyondell Chemical Company and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) MAGNA ENTERTAINMENT: MID Had No Consent for Loans, Investors Say ---------------------------------------------------------------- Richard Blackwell at The Globe and Mail reports that minority shareholders of MI Developments Inc. said at a hearing before the Ontario Securities and Exchange Commission that MID has been making loans to Magna Entertainment without a vote by MID shareholders. The minority shareholders, composed of several U.S. hedge funds, say MID's actions violate securities laws. According to The Globe and Mail, the hedge funds, led by Greenlight Capital Inc., a New York-based investment firm, along with Farallon Capital Management LLC. of San Francisco, also claim that MID is trying to buy assets from MEC, again without proper approval from minority shareholders. The hedge funds are unhappy that MID, which is still controlled by Magna founder Frank Stronach, used exemptions in the securities rules that are designed to let some "related-party" transactions take place without the input of minority shareholders. About Magna Entertainment Based in Aurora, Ontario, Magna Entertainment Corp. is North America's largest owner and operator of horse racetracks based on revenue. The Company develops, owns and operates horse racetracks and related pari-mutuel wagering operations, including off-track betting facilities. MEC also develops, owns and operates casinos in conjunction with its racetracks where permitted by law. MEC owns and operates AmTote International, Inc., a provider of totalisator services to the pari-mutuel industry, XpressBet(R), a national Internet and telephone account wagering system, as well as MagnaBet(TM) internationally. Pursuant to joint ventures, MEC has a 50% interest in HorseRacing TV(R), a 24-hour horse racing television network, and TrackNet Media Group LLC, a content management company formed for distribution of the full breadth of MEC's horse racing content. Following its failure to meet obligations to lenders led by PNC Bank, National Association, and Wells Fargo Bank, National Association, and controlling shareholder MI Developments Inc.'s decision not to provide further financial backing, Magna Entertainment Corp. and 24 affiliates filed for Chapter 11 on March 5, 2009 (Bankr. D. Del. Lead Case No. 09-10720). Marcia L. Goldstein, Esq., and Brian S. Rosen, Esq., at Weil, Gotshal & Manges LLP, have been engaged as bankruptcy counsel. Mark D. Collins, Esq., L. Katherine Good, Esq., and Maris J. Finnegan, Esq., at Richards, Layton & Finger, P.A., are the Debtors' local counsel. Miller Buckfire & Co. LLC is the Debtors' investment banker and financial advisor. Kurtzman Carson Consultants LLC is the claims and noticing agent for the Debtors. Magna Entertainment Corp. had total assets of US$1.054 billion and total liabilities of US$947.3 million based on unaudited consolidated financial statements as of December 31, 2008. MAGNA ENTERTAINMENT: No Opposition on Sale to Global Gaming ----------------------------------------------------------- Murray Evans at The Associated Press reports that there was no opposition to Global Gaming Solutions RP LLC's acquisition of the Remington Park. According to The AP, Global Gaming emerged as the winning bidder for Remington Park during an auction held in a New York law office on Tuesday. The AP relates that the deal is awaiting approval from U.S. Bankruptcy Judge Mary Walrath. A hearing on the approval will be held next week, says The AP. The report states that once the sale get court approval, the Oklahoma Horse Racing Commission would then have to approve the deal. Based in Aurora, Ontario, Magna Entertainment Corp. is North America's largest owner and operator of horse racetracks based on revenue. The Company develops, owns and operates horse racetracks and related pari-mutuel wagering operations, including off-track betting facilities. MEC also develops, owns and operates casinos in conjunction with its racetracks where permitted by law. MEC owns and operates AmTote International, Inc., a provider of totalisator services to the pari-mutuel industry, XpressBet(R), a national Internet and telephone account wagering system, as well as MagnaBet(TM) internationally. Pursuant to joint ventures, MEC has a 50% interest in HorseRacing TV(R), a 24-hour horse racing television network, and TrackNet Media Group LLC, a content management company formed for distribution of the full breadth of MEC's horse racing content. Following its failure to meet obligations to lenders led by PNC Bank, National Association, and Wells Fargo Bank, National Association, and controlling shareholder MI Developments Inc.'s decision not to provide further financial backing, Magna Entertainment Corp. and 24 affiliates filed for Chapter 11 on March 5, 2009 (Bankr. D. Del. Lead Case No. 09-10720). Marcia L. Goldstein, Esq., and Brian S. Rosen, Esq., at Weil, Gotshal & Manges LLP, have been engaged as bankruptcy counsel. Mark D. Collins, Esq., L. Katherine Good, Esq., and Maris J. Finnegan, Esq., at Richards, Layton & Finger, P.A., are the Debtors' local counsel. Miller Buckfire & Co. LLC is the Debtors' investment banker and financial advisor. Kurtzman Carson Consultants LLC is the claims and noticing agent for the Debtors. Magna Entertainment Corp. had total assets of US$1.054 billion and total liabilities of US$947.3 million based on unaudited consolidated financial statements as of December 31, 2008. MAYWOOD CAPITAL: Chapter 11 Trustee to Resolve Ponzi Suit --------------------------------------------------------- John S. Pereira, the Chapter 11 trustee appointed for Maywood Capital Corp., has proposed a settlement between the real estate company and the New Jersey Bureau of Securities in an effort to resolve claims related to an alleged multimillion-dollar mortgage loan Ponzi scheme, according to Law360. Headquartered in New York City, Maywood Consolidated Properties Inc. acquires, owns, operates and develops real property. The company and its affiliates filed for chapter 11 protection on February 19, 2005 (Bankr. S.D.N.Y. Case No. 05-10986). Wayne M. Greenwald, Esq., at Wayne M. Greenwald, P.C., serves as the Debtors' counsel. Maywood Consolidated Properties did not list total assets but reported total debts of $4,338,004 when it sought protection from its creditors. MERRILL LYNCH: BofA Fights Back Against Andrew Cuomo's Allegations ------------------------------------------------------------------ Dan Fitzpatrick and Kara Scannell at The Wall Street Journal report that Bank of America Corp. has denied New York Attorney General Andrew Cuomo's allegations in the bank's handling of the Merrill Lynch & Co. takeover, rejecting claims that the bank is hiding behind its lawyers. Lewis Liman, BofA's lawyer, said in a letter to Mr. Cuomo that bank officials made no "false or misleading statements" about the payment of bonuses to Merrill employees and that there is no law requiring BofA to disclose that Merrill's losses were growing before the deal was completed January 1, 2009, The Journal relates. Citing Mr. Cuomo's spokesperson, The Journal states that BofA's letter was "riddled with inaccuracies." BofA said in court documents that there was "no basis" for any suggestion that it lied about compensation at Merrill. BofA, according to The Journal, said that it didn't invoke reliance on counsel as a defense while discussing the SEC's case and repeated prior assertions that a proxy statement "was neither false nor materially misleading" about the Merrill bonuses, since it was widely known through press reports and financial reports that the bonuses would be paid. The SEC responded, saying in court documents that BofA's claims "run counter to the fundamental principle that it is the responsibility of the issuer" to provide accurate proxy statements. About Bank of America Based in Charlotte, North Carolina, Bank of America -- http://www.bankofamerica.com/-- is one of the world's largest financial institutions, serving individual consumers, small and middle market businesses and large corporations with a full range of banking, investing, asset management and other financial and risk-management products and services. The Company serves more than 59 million consumer and small business relationships with more than 6,100 retail banking offices, nearly 18,700 ATMs and online banking with nearly 29 million active users. Following the acquisition of Merrill Lynch on January 1, 2009, Bank of America is among the world's leading wealth management companies and is a global leader in corporate and investment banking and trading across a broad range of asset classes serving corporations, governments, institutions and individuals around the world. Bank of America offers support to more than 4 million small business owners. The Company serves clients in more than 150 countries. Bank of America Corporation stock is a component of the Dow Jones Industrial Average and is listed on the New York Stock Exchange. The bank needed the government's financial help in completing its acquisition of Merrill Lynch. Merrill Lynch & Co. Inc. -- http://www.ml.com/-- is a wealth management, capital markets and advisory companies with offices in 40 countries and territories. As an investment bank, it is a leading global trader and underwriter of securities and derivatives across a broad range of asset classes and serves as a strategic advisor to corporations, governments, institutions and individuals worldwide. Merrill Lynch owns approximately half of BlackRock, one of the world's largest publicly traded investment management companies with more than $1 trillion in assets under management. Merrill Lynch's operations are organized into two business segments: Global Markets and Investment Banking (GMI) and Global Wealth Management (GWM). As reported by the Troubled Company Reporter on March 27, 2009, Moody's Investors Service lowered the senior debt rating of Bank of America Corporation to A2 from A1, the senior subordinated debt rating to A3 from A2, and the junior subordinated debt rating to Baa3 from A2. The preferred stock rating was downgraded to B3 from Baa1. The holding company's short-term rating was affirmed at Prime-1. MPM TECHNOLOGIES: Talks Continue Regarding Note Payable ------------------------------------------------------- MPM Technologies Inc. disclosed in an August 2009 regulatory filing that negotiations continue regarding a note payable, but no revised agreement has been reached. The note payable was not paid at maturity. The lender has informally agreed to not pursue collection while revised terms are being negotiated. The Company explained that in December 2002, it entered into a revolving credit agreement with an insurance company. Under the terms of its agreement, the Company may borrow up to $500,000 at 5.25% per annum, which was increased to $3,000,000 in 2003. The note is secured by stock and mineral property held for investment and matured on January 2, 2008. As of June 30, 2009, the Company has $4,326,499 of principal advances and accrued interest and expenses of $1,274,074. As of December 31, 2008, the Company had $4,326,499 of principal advances and accrued interest and expenses of $1,131,066. During the six months ended June 30, 2009 and 2008, the Company recorded interest expense of $143,008 and $136,119, respectively. MPM also indicated it has not been able to generate any significant revenues and has a working capital deficiency of $13,745,235 at June 30, 2009. The Company said these conditions raise substantial doubt about its ability to continue as a going concern without the raising of additional debt or equity financing to fund operations. For the six months ended June 30, 2009, MPM had a net loss of $754,494, or $0.12 per share compared to net loss of $810,817, or $0.13 per share for the six months ended June 30, 2008. Revenues increased 59% to $360,639 for the six months ended June 30, 2009 compared to $227,516 for the six months ended June 30, 2008. The revenue increase was due to the completion of a project in the first quarter, and improved revenues from sales of parts and service. For the three months ended June 30, 2009, MPM had a net loss of $391,972, or $0.06 per share compared to a net loss of $441,264, or $0.07 per share for the three months ended June 30, 2008. Revenues increased 47% to $176,566 for the three months ended June 30, 2009 compared to $120,122 for the three months ended June 30, 2008. This was due to improved parts and service sales in the second quarter of 2009. The Company currently has no backlog of project work. For the six months ended June 30, 2009, the Company relied principally on cash from operations and loans from an officer/director to fund its activities. Working capital deficit at June 30, 2009, was $13,745,235 compared to $13,388,664 at December 31, 2008. The Company continues to work to narrow its losses and get to a cash flow neutral position. There can be no assurances that management will be successful in attaining this goal. Accordingly, management is continuing to seek alternative sources of capital such as private placements, stock offerings and other financing alternatives. At June 30, 2009, the Company had total assets of $1,298,848 against total current liabilities of $13,833,773, resulting in stockholders' impairment of $12,534,925. A full-text copy of the Company's quarterly report on Form 10-Q is available at no charge at http://ResearchArchives.com/t/s?4477 About MPM Technologies Headquartered in Parsippany, N.J., MPM Technologies Inc. (OTC BB: MPML) -- http://www.mpmtech.com/-- operates through its three wholly owned subsidiaries: AirPol Inc., NuPower Inc. and MPM Mining Inc. During the year ended Dec. 31, 2007, AirPol was the only revenue generating entity. AirPol operates in the air pollution control industry. It sells air pollution control systems to companies in the United States and worldwide. The company through its wholly owned subsidiary NuPower is engaged in the development and commercialization of a waste-to-energy process known as Skygas. These efforts are through NuPower's participation in NuPower Partnership, in which MPM has a 58.21% partnership interest. NuPower Partnership owns 85% of the Skygas Venture. In addition to its partnership interest through NuPower Inc., MPM also owns 15% of the Venture. NATIONAL CONSUMER: Fitch Downgrades Issuer Default Rating to 'BB-' ------------------------------------------------------------------ Fitch Ratings has downgraded the long-term Issuer Default Rating of National Consumer Cooperative Bank and its subsidiary NCB, FSB to 'BB-' from 'BBB' and placed the ratings on Rating Watch Negative following the company's disclosure that it has entered into a forbearance agreement with the holders of its senior notes and its revolving credit facility. Approximately $1.5 billion of debt is affected by this action. A complete list of ratings is provided at the end of this release. Fitch's downgrade reflects the rapid deterioration in asset quality which has again put the company in violation of financial covenants in its bank and debt agreements. Due to the company's $13 million loss for the six months ended June 30, 2009, NCB was in violation several financial covenants, including profit maintenance, asset quality and fixed charge coverage. As a result, the company has entered into a forbearance agreement with its creditors. The company had previously amended its financial covenants in March 2009. The company's non-performing assets spiked to 4.44% at June 30, 2009 from only 1.07% at year-end 2008. The company's loss is a result of the increased provisioning necessary to address the rise in NPAs. Fitch is concerned that the company's historically weak profitability will make addressing NPAs more challenging. Moreover, given its cooperative nature, which limits its ability to raise outside capital, and recent trends in capital, Fitch believes NCB may need to bolster capital if asset quality continues to deteriorate. In addition, Fitch has downgraded the Individual ratings of NCB and FSB to 'D' and 'C/D', respectively. The Individual ratings of NCB and FSB have been differentiated primarily to reflect the better funding profile of FSB relative to NCB. Individual ratings measure the intrinsic financial strength absent any support and are not comparable to IDRs. Although NCB is a government sponsored enterprise, Fitch does not consider the potential for support in the rating. The downgrade of the trust preferred rating to the 'CCC' level reflects Fitch's view that the risk of deferral is heightened as a result of the forbearance. Fitch will resolve the Negative Rating Watch upon satisfactory resolution of the forbearance which is expected mid-November. Further negative rating actions could result from continued deterioration in asset quality and/or negative liquidity needs driven by resolution of forbearance. Until a further agreement is reached with the banks under the revolving credit facility, NCB does not have access to the revolving line of credit. Fitch has downgraded these ratings and placed them on Rating Watch Negative: National Consumer Cooperative Bank -- Long-term IDR to 'BB-' from 'BBB'; -- Senior secured debt to 'BB' from 'BBB' -- Short-term IDR to 'B' from 'F3'; -- Individual to 'D' from 'C'. NCB, FSB -- Long-term IDR to 'BB-' from 'BBB'; -- Short-term IDR to 'B' from 'F3'; -- Long-term deposit obligations to 'BB+' from 'BBB+'; -- Short-term deposit obligations to 'B' from 'F2'. -- Individual to 'C/D' from 'C'. NCB Capital Trust I -- Trust preferred stock to 'CCC' from 'BB+'. Fitch has downgraded this rating: NCB, FSB -- Support to '5' from '1'. Fitch also rates these: National Consumer Cooperative Bank -- Support '5'; -- Support floor 'NF'. NEW YORK TIMES: Says Selling Boston Globe No Longer Imperative -------------------------------------------------------------- According to Chris Burritt at Bloomberg, New York Times Co. Chief Executive Officer Janet Robinson said selling the Boston Globe is no longer a financial imperative after cost reductions. Mr. Robinson told Globe workers September 9 at a staff meeting that pay cuts and other savings have put the newspaper on stronger financial footing. The newspaper has cut jobs, wages, benefits and trimmed sections as ad sales plunge. In July, the Boston Newspaper Guild, the largest union at The New York Times Co.'s The Boston Globe, ratified a package of wage and benefits cuts by a vote of 366 to 179. The labor contract saves Boston Globe about $10 million per year. The New York Times Co., a leading media company with 2008 revenues of $2.9 billion, includes The New York Times, the International Herald Tribune, The Boston Globe, 16 other daily newspapers, WQXR- FM and more than 50 Web sites, including NYTimes.com, Boston.com and About.com. The Company was founded in 1896. * * * As reported in the Troubled Company Reporter on December 4, 2008, the NY Times cut its quarterly dividend by 74%, as part of an effort to conserve cash. The NY Times said that it took steps to lower debt and increase liquidity, including reevaluating its assets. The NY Times has laid off employees, merged sections of the NY Times and Globe to reduce printing costs, and consolidated New York area printing plants this year. The TCR reported on May 25, 2009, that Standard & Poor's Ratings Services lowered its corporate credit and senior unsecured issue- level ratings on New York City-based newspaper publisher The New York Times Co. to 'B' from 'B+'. These ratings were removed from CreditWatch, where they were placed with negative implications April 22, 2009. The rating outlook is stable. According to the TCR on April 28, 2009, Moody's Investors Service downgraded The New York Times Company's Corporate Family Rating and Probability of Default ratings to B1 from Ba3 and ratings on the senior unsecured notes to B1 from Ba3. The Company's speculative grade liquidity rating remains SGL-3 and the rating outlook is negative. NORTEL NETWORKS: French Unit Soliciting Bids for GSM Business ------------------------------------------------------------- Nortel Networks SA is currently soliciting interests for its GSM/GSM-R business in France, which comprise of these three major segments: 1. GSM Access - primarily GSM network infrastructure 2. GSM/UMTS Voice Core - hardware and software authenticating and connecting users to their networks 3. GSM/UMTS Packet Core - hardware and software authenticating and connecting users to their networks The Versailles Commercial Court opened on May 28, 2009, second insolvency proceedings or "liquidation with continuity of certain activities" with respect to Nortel Networks SSA. In connection with this, the Administrateur Judiciaire for Nortel Networks SA is assisting the Company's management in selling its French GSM or global systems for mobile communications business. The Versailles Commercial Court must set a deadline for the submission of offers for Nortel Networks SA's GSM/GSM-R business from eligible interested parties on September 24, 2009. Expressions of interest should be made in writing to: Lazard & Co, Limited 50 Stratton Street, London WIJ 8LL, UK Attn: Ian Mombru with a copy to: Me. Franck Michel Adminisrateur Judiciaire AJA Associes 10 allee Pierre de Coubertin 78000 Versailles (France) Email: versailles@AJAssocies.fr Tel No.: +33(0) 139-504656 Fax No.: +33(0) 139-508752 Me Cosme Rogeau Mandataire Judiciaire Tel No.: +33(0) 139-495208 Fax No.: +33(0) 139-494463 cosmerogeau@wanadoo.fr Me Antoine TChekhoff, FTF&A 1 bis Avenue Foch 75116 Paris @fttpa.fr The Nortel Group sought and obtained an order from the Versailles Commercial Court in mid-August 2009, for an extension of the deadline to file a buyer for its French unit through Nov. 30, according to Bloomberg News. Headquartered in Chateaufort, Yvelines, France, Nortel Networks SA is a subsidiary of Nortel Networks Limited in Canada. It currently employs 129 workers. In 2008, Nortel Networks SA's earnings accounted for roughly 14% of the Nortel Group's revenues. 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 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) NORTEL NETWORKS: Canadians Support Sale to Ericsson --------------------------------------------------- Weighing in on the debate over the sale of troubled Nortel's assets to Swedish-based Ericsson and Research in Motion's subsequent bid to stop the sale, a new Ipsos Reid poll conducted on behalf of Ericsson has revealed that Canadians believe the sale would be a 'good deal' for Canada (83%), Nortel employees in Canada (84%) and the future of Canada's technology sector (82%) when they hear what's in store under the new ownership. Canadian high-tech firm Nortel has been in bankruptcy protection since January and it is selling off assets under the court-ordered supervision of accountants Ernst & Young. Its CEO and most of its directors resigned last month. Swedish-based company Ericsson, which has been operating in Canada for 56 years and in the past decade has invested more than $2 billion in research and development in Canada, has purchased a Nortel wireless business, which is based in the US but has some operations in Canada, for $1.13 Billion. As part of the deal, Ericsson is offering to keep 817 former Nortel employees who work in the wireless operations in Canada with substantively the same pay, benefits and place of work. These employees will join Ericsson's 1900 other Canadian employees, including those working in its top-rated research and development facility in Montreal. The former Nortel researchers will join Ericsson's global research force helping to keep Canada at the forefront of technological development in the telecom sector. Based on this information, most Canadians believe the transaction would be a 'good deal' in each of the following areas: Good for Canada's ability to attract foreign investment dollars: 88% total (28% very/59% somewhat) Good for Nortel employees in Canada: 84% total (33% very /51% somewhat) Good for employment in Canada: 84% total (30% very/54% somewhat) Good for Canada's research and development sector: 82% total (28% very/54% somewhat) Good for Canada as a whole: 82% total (27% very/56% somewhat) Good for the future of Canada's technology sector: 81% total (27% very/55% somewhat) Good for Nortel, the company: 80% total (26% very/54% somewhat) Good for The Government of Canada: 80% total (21% very/59% somewhat) Conversely, two in ten Canadians thought that this transaction would be a 'bad deal' for the Government of Canada (20%, 5% very/15% somewhat), Nortel (20%, 4% strongly/16% somewhat), the future of Canada's technology sector (19%, 5% very/14% somewhat), Canada as a whole (18%, 4% very/14% somewhat), Canada's research and development sector (18% 4% very/14% somewhat), Nortel employees in Canada (16%, 4% very/12% somewhat), employment in Canada (16%, 3% very/12% somewhat), or Canada's ability to attract foreign investment dollars (12%, 2% very/10% somewhat). These are some of the findings of an Ipsos Reid poll conducted between August 24 and 31, 2009, on behalf of Ericsson. For this survey, a national sample of 1,067 adults from Ipsos' Canadian online panel was interviewed online. Weighting was then employed to balance demographics and ensure that the sample's composition reflects that of the adult population according to Census data and to provide results intended to approximate the sample universe. A survey with an unweighted probability sample of this size and a 100% response rate would have an estimated margin of error of +/- 3.1 percentage points 19 times out of 20 of what the results would have been had the entire population of adults in Canada been polled. All sample surveys and polls may be subject to other sources of error, including, but not limited to coverage error, and measurement error. About Ipsos Reid Ipsos Reid is Canada's market intelligence leader, the country's leading provider of public opinion research, and research partner for loyalty and forecasting and modelling insights. With operations in eight cities, Ipsos Reid employs more than 600 research professionals and support staff in Canada. The company has the biggest network of telephone call centres in the country, as well as the largest pre-recruited household and online panels. Ipsos Reid's marketing research and public affairs practices offer the premier suite of research vehicles in Canada, all of which provide clients with actionable and relevant information. Staffed with seasoned research consultants with extensive industry- specific backgrounds, Ipsos Reid offers syndicated information or custom solutions across key sectors of the Canadian economy, including consumer packaged goods, financial services, automotive, retail, and technology & telecommunications. Ipsos Reid is an Ipsos company, a leading global survey-based market research group. 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 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) NORTEL NETWORKS: Nortel Receives More Bids for Enterprise --------------------------------------------------------- Nortel Networks Corporation has confirmed that it received additional bids for its Enterprise Solutions unit in addition to Avaya Inc.'s $475 million offer, but did not provide any other details, according to a Sept. 4 report by Reuters. It is also not clear when the winning bidder would be announced, the news source related. Ottawa Citizen noted in a separate report that the likely bidders for the Enterprise Solutions unit is Enterprise Networks Holdings, a joint venture of Gores Group and Siemens of Germany. The deadline for submitting bids for the unit was last Sept. 4, 2009. A bankruptcy auction for the Nortel assets will be held on September 11, 2009, at the offices of Cleary Gottlieb Steen & Hamilton LLP, One Liberty Plaza, in New York. The assets to be auctioned off comprise of Nortel's Enterprise Solutions business in North American, Caribbean and Latin American and Asian region as well as a portion of their business in Europe, Middle East and Africa. Avaya's $475 million offer for the assets will serve as the "stalking horse" bid at the auction. In a bankruptcy auction, a "stalking horse" typically sets the floor for bidding and makes the lead bid at the auction. Sandra Pupatello, Ontario's Minister of Economic Development and Trade, said the provincial government of Ontario is watching the auction process "with great interest" and is ready to work with the winning bidder to maintain as much of the unit's operations in Ontario as possible, according to The Wall Street Journal. "In my view, it goes without saying that there's an expectation that the footprint be maintained here and that's certainly what I would look for in a successful bidder," Ms. Pupatello told Dow Jones Newswires. She said that keeping the business in Ontario makes the most business sense because the province has the support mechanisms and talent pool that make it a leader in information and communications technologies. Flextronics, et al., Object Two major suppliers of Nortel Networks Inc. say they won't allow their agreements with NNI to be subjected to what they call a "back-to-back" arrangement in connection with the sale of NNI's Enterprise Solutions business. In court papers, Flextronics Corp. and Flextronics Telecom Systems Ltd. assert that they disapprove of the implementation of a "back-to-back" arrangement that would allow NNI to "pass through its rights and remedies" under their manufacturing and service agreements with NNI to the buyer of the Enterprise Solutions business without an assignment of those Service Contracts. The "back-to-back" arrangement, the suppliers say, constitutes a de facto and impermissible assignment. Both suppliers also disapprove of a transfer of any equipment in their possession to the successful buyer of the Enterprise Solutions business, free and clear of their interest. They demand that NNI establish a reserve of $10 million as adequate protection of their interests in the equipment. AT&T Services Inc., Motorola Inc., Intoto LLC, Freescale Semiconductor Inc., SNMP Research International Inc., Oracle USA Inc., and a group of creditors represented by Illinois-based Tishler & Wald Ltd., also filed objections in Court in connection with the proposed sale of NNI's Enterprise Solutions business. The Objectors disapprove of the assignment of their agreements with NNI to the successful purchaser, unless confidential and proprietary information is protected, the sale of intellectual property is free of their interest, and modifications to the terms of their agreements with NNI is accomplished with their consent. Debtors Amend Asset & Share Sale Agreement The Debtors submitted to the Court a letter, amending the Asset and Share Sale Agreement executed by NNI, Avaya Inc. and other parties in connection with the sale of the Enterprise Solutions business. A full-text copy of the document is available without charge at http://bankrupt.com/misc/NortelLetterSaleESB.pdf 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 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) NORTEL NETWORKS: Proposes to Pay Benefits to Foreign Employees -------------------------------------------------------------- Nortel Networks Inc. and its affiliated debtors seek authority from the U.S. Bankruptcy Court for the District of Delaware to pay their employees in the United Arab of Emirates and Saudi Arabia who will be terminated as part of their restructuring process. The employees to be terminated are also connected with the Debtors' Enterprise Solutions business. The Debtors intend to terminate eight employees in their office in Dubai by the end of September, and another batch of employees including those who are based in Saudi Arabia in the next few months. The Debtors employ 41 workers for their Enterprise Solutions and Carrier VoIP and Application Solutions business in the Dubai office, and 11 employees are based in Saudi Arabia. Employees who won't be laid off will be offered a new job in Avaya Inc. or in another company that will be selected as the winning bidder for the Debtors' Enterprise Solutions business, which is scheduled for auction come September 11, 2009. The Debtors estimate that they would have to pay as much as $1,468,135 to the employees scheduled for termination. A hearing to consider approval of the proposed payments is scheduled for September 15, 2009. Creditors and other concerned parties have until September 8, 2009, to file their objections. 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 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) NORTEL NETWORKS: Wants February 1 Extension for Plan Filing ----------------------------------------------------------- Nortel Networks Inc. and its affiliated debtors ask the U.S. Bankruptcy Court for the District of Delaware to give them more time to file their Chapter 11 plan and solicit votes for that plan. The Debtors want their exclusive deadline for filing a Chapter 11 plan in their cases extended through February 1, 2010, and for soliciting votes of that plan from creditors extended through April 2, 2010. The Court previously extended the Debtors' Exclusive Plan Filing Deadline through September 11, 2009, and their Exclusive Plan Solicitation Deadline through November 10, 2009. By their current request, the Debtors are seeking a five-month extension of their Exclusivity Periods. "The extension will afford the Debtors and all other parties-in- interest an opportunity to develop fully the grounds upon which serious negotiations toward a plan of reorganization can be based," says Andrew Remming, Esq., at Cleary Gottlieb Steen & Hamilton LLP, in New York. The Debtors, he says, will also use the five-month extension to continue their business operations, pursue strategic transactions and review claims of creditors. The Debtors aver that since the Petition Date, they have made substantial progress in their Chapter 11 cases and continue to work on matters related to their reorganization. The Debtors, Mr. Remming tells the Court, have been successful in pursuing major sales of their assets in coordination with their foreign affiliates. As a result of those efforts, the Debtors obtained court approval to sell their Code Division Multiple Access or CDMA business and Long Term Evolution or LTE assets for $1.13 billion to Telefonaktiebolaget LM Ericsson. The Debtors also obtained approval to implement a bidding process for the sale of their Enterprise Solutions business to Avaya Inc. or to the winning bidder. The Debtors relate that they have also engaged in talks with representatives of their foreign affiliates and other parties regarding intercompany issues, including transfer pricing. Those discussions culminated, in part, with the execution of an interim funding and settlement agreement among the Debtors and their foreign affiliates that provides for certain payments to be made to the Canadian estates in lieu of transfer pricing payments. The Interim Funding and Settlement Agreement was approved by the Court on June 29, 2009. A cross-border protocol was also approved by the Court on that date, to further facilitate the consideration and resolution of cross-border issues. The hearing to consider approval of the proposed exclusivity extension is scheduled for September 15, 2009. Creditors and other concerned parties have until September 8, 2009, to file their objections. 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 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) OCA INC: District Court Will Hear Physician Disputes ---------------------------------------------------- WestLaw reports that a district court would exercise its discretion to permissively withdraw reference of non-core proceedings that involved a state law contract dispute between a Chapter 11 debtor and physicians for whom it had agreed to provide office management and patient billing support. The physicians had timely filed jury trial demands, that the bankruptcy court was not empowered to conduct. Moreover, withdrawal of reference would not interfere with uniformity of bankruptcy administration, given that a plan of reorganization had already been confirmed that was not contingent on resolution of the proceedings. In re OCA, Inc., --- B.R. ----, 2007 WL 3274930 (E.D. La.). Based in Metairie, Louisiana, OCA, Inc. -- http://www.ocai.com/-- provides a full range of operational, purchasing, financial, marketing, administrative and other business services, as well as capital and proprietary information systems to approximately 200 orthodontic and dental practices representing approximately almost 400 offices. The Debtor's client practices provide treatment to patients throughout the United States and in Japan, Mexico, Spain, Brazil and Puerto Rico. The Debtor and its debtor-affiliates filed for Chapter 11 protection on March 14, 2006 (Bankr. E.D. La. Case No. 06-10179). Three debtor-affiliates also filed for bankruptcy protection on June 1, 2006 (Bankr. E.D. La. Case No. 06-10503). William H. Patrick, III, Esq., at Heller Draper Hayden Patrick & Horn, LLC, represents the Debtors. Patrick S. Garrity, Esq., and William E. Steffes, Esq., at Steffes Vingiello & McKenzie LLC represent the Official Committee of Unsecured Creditors. Carmen H. Lonstein, Esq., at Bell Boyd & Lloyd LLC and Robin B. Cheatham, Esq., at Adams and Reese LLP represent the Official Committee of Equity Security Holders. When the Debtors filed for protection from their creditors, they listed $545,220,000 in total assets and $196,337,000 in total debts. OCA emerged from Chapter 11 in early 2007 under a confirmed Chapter 11 plan that transferred ownership of the debtors to Silver Point Capital, reduced senior debt obligations by $43 million, and put a new $25 million working capital facility in place for the Reorganized Debtors. ONE LAND: U.S. Trustee Sets Meeting of Creditors for September 29 ----------------------------------------------------------------- The U.S. Trustee for Region 16 will convene a meeting of creditors in One Land LLC's Chapter 11 case on Sept. 29, 2009, at 10:00 a.m. The meeting will be held at Rm. 105, 21051 Warner Center Lane, Woodland Hills, California. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This Meeting of Creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. Headquartered in Calabasas, California, One Land LLC dba County Inn & Suites at Calabasas operates a hotel. The Company filed for Chapter 11 on Aug. 24, 2009 (Bankr. Case C.D. Calif. No. 09- 20989). Robert M. Yaspan, Esq., at Law Offices of Robert M. Yaspan represents the Debtor in its restructuring effort. In its petition, the Debtor listed total assets of $15,000,000 and total debts of $15,196,799. ONE LAND: Files List of 20 Largest Unsecured Creditors ------------------------------------------------------ One Land LLC filed with the U.S. Bankruptcy Court for the Central District of California a list of 20 largest unsecured creditors. A full-text copy of the Debtor's list of 20 largest unsecured creditors is available for free at: http://ResearchArchives.com/t/s?4464 Based Calabasas, California, One Land LLC operates a hotel. The company file for Chapter 11 on Aug. 24, 2009 (Bankr. C.D. Calif. Case No. 09-20989). Robert M. Yaspan, Esq., Law Offices of Robert M. Yaspan represents the Debtor in its restructuring efforts. In its petition, the Debtor posted $15,000,000 in total assets, and $15,196,799 in total debts. ONE LAND: Wants to Hire Yaspan Law Office as Counsel ---------------------------------------------------- One Land LLC asks the U.S. Bankruptcy Court for the Central District of California for permission to employ the Law Offices of Robert M. Yaspan as its counsel. The firm has agreed to: a) negotiate with the creditors of the Debtor; b) assist the Debtor with the negotiation, confirmation, and implementation of the Debtor's plan of reorganization under Chapter 11; c) prepare schedule of current income and current expenses, statement of financial affairs, statement of all liabilities of the Debtor, and statement of all property of the Debtor; d) prepare pleadings, attendance at Court hearings and work with the various parties interested in the case; e) give the Debtor legal advice with respect to their powers and duties as a debtor-in-possession in the continued operation of the management of this property; f) prepare on behalf of the Debtor necessary applications, answers, orders, reports, and other legal papers; and g) perform all other legal services for the Debtor. Robert M. Yaspan, Esq., charges $457 per hour and Debra Brand, Esq., bills $350 per hour for this engagement. The Debtor assures the Court that the firm is a "disinterested person" as that term defined in Section 101(14) of the Bankruptcy Code. Based Calabasas, California, One Land LLC operates a hotel. The company file for Chapter 11 on Aug. 24, 2009 (Bankr. C.D. Calif. Case No. 09-20989). Robert M. Yaspan, Esq., Law Offices of Robert M. Yaspan, represents the Debtor in its restructuring efforts. In its petition, the Debtor posted $15,000,000 in total assets, and $15,196,799 in total debts. PHILIP BARRY: Arrested for Running $40 Million Ponzi Scheme ----------------------------------------------------------- Investigators said that Philip Barry has been arrested and charged with running a $40 million Ponzi scheme over three decades through his firms Leverage Option Management Co, Leverage Group, and North American Financial Services, Jonathan Stempel at Reuters reports. The government, Reuters relates, filed criminal and civil fraud charges on Tuesday against Mr. Barry. Mr. Barry's reported ending balance of more than $45 million "far exceeded" assets on hand, leading to "substantial losses" for investors, the report says, citing the government. According to the report, Mr. Barry promised investors guaranteed positive returns of as much as 21%. Reuters quoted Alan Nisselson, a partner at Windels Marx Lane & Mittendorf LLP and the court-appointed trustee for Mr. Barry's bankruptcy estate, as saying, "He ran these investment schemes for relatively small, unsophisticated investors. Unfortunately, they were duped." Mr. Barry had stopped investing funds by 1999, Reuters says, citing U.S. Securities and Exchange Commission. The SEC alleged that Mr. Barry instead used new investor cash to repay earlier investors or for other uses, including buying real estate, paying expenses of a mail-order business that sold pornographic materials, and supporting his lifestyle, Reuters relates. According to Reuters, prosecutors said that Mr. Barry faces up to 20 years in prison on the criminal charge. Reuters says that the SEC said that Mr. Barry has settled its claims without admitting wrongdoing, and agreed to a civil fine in an amount to be determined later. Mr. Nisselson is asking the court to convert Mr. Barry's Chapter 11 reorganization case into a Chapter 7 liquidation, saying in court documents that the estate is "insolvent," and that the Debtor's sole apparent business is a mail-order video business generating $4,500 of income a month. Philip Barry filed for bankruptcy protection last fall. He is facing a series of suits filed by former clients in Brooklyn Federal Court. Over the past two decades, Mr. Barry promised clients a 12% annual return on their investments. The scheme began to unravel in 2007 when investors tried to withdraw funds. PHYSICIAN IMAGING: Files for Chapter 11 Bankruptcy Protection ------------------------------------------------------------- Physician Imaging Center of Florida has filed for Chapter 11 bankruptcy protection. Citing Fort Lauderdale lawyer Craig A. Pugatch, Brian Bandell at South Florida Business Journal reports that Physician Imaging blames its bankruptcy filing on the high debt burden on its imaging equipment and a general downturn in business. The report quoted Mr. Pugatch as saying, "They need to either get terms they can live with on the equipment with these lenders or go get other equipment." Court documents say that Physician Imaging listed $1 million to $10 million in assets and $8.7 million in unsecured debt. Business Journal relates that Physician Imaging's largest unsecured creditors include: -- General Electric Capital Corp., owed two loans for a combined $5.5 million outstanding; -- IBM Credit, owed almost $2.7 million outstanding; and -- Wachovia Bank, owed almost $283,000 owed. Physician Imaging Center of Florida is an imaging center near Memorial Regional Hospital on Johnson Street in Hollywood. It is owned by Dr. Herbert L. Shick and Rolla Shick. PHOENIX COMPANIES: Moody's Downgrades Senior Debt Rating to 'B1' ---------------------------------------------------------------- Moody's Investors Service has downgraded the senior debt rating of The Phoenix Companies, Inc., to B1 from Ba2, and the insurance financial strength rating of the company's life insurance subsidiaries, led by Phoenix Life Insurance Company, has been lowered to Ba1 from Baa2. The outlook on Phoenix and its life insurance subsidiaries remains negative. Moody's said the downgrade was driven primarily by the significant erosion of Phoenix Life's statutory capital, which Moody's expects to continue absent remedial actions, on both a nominal and risk adjusted basis; constrained financial flexibility, which has been exacerbated by the deterioration in capital adequacy; continued negative GAAP earnings including the establishment of valuation allowances on deferred tax assets; and by further weakening of the business franchise -- Moody's expects that the company will be very challenged to restore its new business production to significant levels. The rating agency commented that Phoenix Life's regulatory capital position has been weakened by a combination of credit-related impairments on fixed income investments, realized losses on sales of investment holdings, declining carrying values of marked-to- market assets such as alternative equity oriented investments, and by increasing capital requirements on downgraded fixed-income investments. As of June 30, 2009, Phoenix Life's company action level risk-based capital ratio had declined to an estimated 260% from 338% as of year-end 2008. Phoenix Life's capitalization has been particularly pressured by increasing capital requirements resulting from downgrades on structured and other fixed-income investments damaged by the current economic environment. Phoenix has stated that it is actively considering a variety of actions to raise its RBC ratio to 300%, including entering into various reinsurance transactions. In addition, Moody's believes the company's significant decline in new business production should over time make a positive contribution to the company's capital position once the capital strain from new business written in prior years subsides in 2010. Moody's added that Phoenix's core business franchise has substantially contracted from its previous market presence in the upper end of the life insurance business. New product sales have declined dramatically in 2009, and Moody's believes that there is very limited likelihood that product sales will return to a meaningful level. Consequently, as a company with limited premium inflows from new business production, Phoenix may be subject to increasing liquidity pressures over time, especially if surrenders and other policy related cash demands trend substantially upward from current levels. Helping to mitigate this risk, Moody's believes that the company has more than adequate liquidity at the operating companies to handle currently expected product cash demands with its substantial holdings of highly liquid Treasury and agency securities. The rating agency stated that the negative rating outlook reflects the challenges that management faces in maintaining the company's liquidity position without overly compromising investment earnings, the pace of negative cash flows from the company's in- force block, as well as concerns about the ability of the company to stabilize and improve its capital position given its weak earnings capacity. Moody's believes it is especially critical to the company's long-term viability that Phoenix is able to maintain its existing client relationships, especially with clients that have policies of substantial size. Somewhat offsetting these negatives, the rating agency said, are Phoenix's significant existing block of permanent life insurance to affluent individuals and businesses, the very long-term maturities of its debt obligations (next maturity in 2032), and the modest near-term cash needs at the holding company, which currently holds enough cash to cover several years' worth of interest and holding company expenses. Given the negative outlook on Phoenix's ratings, Moody's stated that is unlikely that the company's ratings would have any near- term upward rating pressure, but the outlook could return to stable if these occurred: 1) Phoenix Life's capital levels successfully stabilize at a 275% company action level RBC ratio or higher; 2) Phoenix Life achieves statutory earnings sufficient to organically generate needed levels of capital and adequately service holding company obligations; 3) persistency rates on the company's existing policies remain consistent with current levels; and 4) 2009 pre-tax gross investment losses are less than $125 million. Conversely, the ratings could be downgraded further if these occurs: 1) the NAIC company action level RBC ratio declines to 200% or lower; 2) cash outflows on the company's existing policies substantially increase from their current pace; or 3) 2009 pre-tax gross investment losses exceed $250 million. These ratings have been downgraded with a negative outlook: * Phoenix Companies, Inc. -- senior unsecured debt rating to B1 from Ba2; * Phoenix Life Insurance Company -- insurance financial strength to Ba1 from Baa2, * surplus notes to Ba3 from Ba1; * PHL Variable Insurance Company -- insurance financial strength to Ba1 from Baa2. Phoenix is an insurance organization headquartered in Hartford, Connecticut. As of June 30, 2009, Phoenix reported total assets of about $25 billion and stockholders' equity of approximately $922 million. The last rating action on Phoenix occurred on March 10, 2009, when Moody's downgraded Phoenix's senior debt rating to Ba2 (negative outlook) from Ba1. The rating action was primarily prompted by the suspension of sales of Phoenix's products by the company's largest distribution partner. Moody's insurance financial strength ratings are opinions of the ability of insurance companies to punctually pay senior policyholder claims and obligations. PINE PRAIRIE: S&P Withdraws 'B-' Rating on $365 Mil. Facilities --------------------------------------------------------------- Standard & Poor's Ratings Services said it withdrew its 'B-' issue-level rating on Pine Prairie Energy Center LLC's $365 million of credit facilities. The rating had been on CreditWatch with positive implications after the Aug. 27, 2009 announcement by Plains All American Pipeline L.P. (BBB-/Stable/--) that it had executed definitive agreements for a PAA subsidiary to acquire Vulcan Capital's indirect interest in PAA Natural Gas Storage LLC, the parent of Pine Prairie. As a result of PAA's Sept. 3, 2009 acquisition, it now owns 100% of PPEC and its other gas storage facility, Blue Water, and it has repaid the consolidated project finance debt of $450 million ($398 million net of $52 million in project cash) through its revolving credit facility. S&P is therefore withdrawing the ratings on PPEC. PLAINS EXPLORATION: S&P Assigns 'BB' Rating on $300 Mil. Notes -------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'BB' issue-level rating to Plains Exploration & Production Co.'s new $300 million senior unsecured notes due 2019. In addition, S&P assigned a recovery rating of '4', indicating expectations of average (30%- 50%) recovery in a payment default. PXP will use proceeds from the new notes for general corporate purposes and to fund partially the remaining drilling carry under PXP's agreement with Chesapeake Energy Corp. The corporate credit rating on PXP is 'BB' and the outlook is stable. Ratings List Plains Exploration & Production Co. Corporate Credit Rating BB/Stable Ratings Assigned Plains Exploration & Production Co. $300 Mil. Sr Unsec Notes Due 2019 BB Recovery Rating 4 PORTA SYSTEMS: To Continue Plan to Sell Assets; Bankruptcy Warning ------------------------------------------------------------------ Porta Systems Corp. said in an August 2009 regulatory filing it expects to continue to engage in negotiations to divest assets. "During the past several years we have, on a number of occasions, engaged in negotiations with respect to the sale of one or more of our divisions. None of our discussions resulted in an agreement. We expect to continue to engage in such negotiations in the future," Porta Systems said. "We cannot give any assurance that we would be able to effect any sale of our business or that such a sale would not be part of bankruptcy reorganization," Porta Systems added. "Further, our senior debt is secured by a lien on substantially all of our and our subsidiaries' assets, and substantially all, if not all, of the proceeds from any sale may be required to be paid to our debt holders, principally the holder of our senior debt. Porta Systems also disclosed its only source of funds other than normal operations is its senior lender, Cheyne Special Situations Fund, L.P. During the fourth quarter of 2008, Porta required additional funds from Cheyne, and Cheyne provided those funds. Cheyne also rescheduled the payments on the senior debt as of January 1, 2009, and rescheduled the payments on the floating rate working capital note on May 1, 2009, June 1, 2009, and August 1, 2009. Due to the Company's continued losses and the uncertainty of any significant, if any, increase in business from British Telecommunications or Telmex, together with the worldwide economic downturn and the general lack of credit even for companies with strong balance sheets and positive operation results, the Company's difficulties in obtaining financings from other sources is increasing. According to Porta Systems, these factors may continue to affect its ability to generate business from new customers as well as its ability to make the payments that are due to Cheyne, even under the revised payment terms. Porta Systems also noted Cheyne has advised it would not advance new funds to the Company. "If we are not able to generate sufficient revenue to enable us to meet our obligations or obtain financing from Cheyne, we would not be able to continue in business, and it would be likely that we would seek protection under the Bankruptcy Code," Porta Systems said. On July 31, 2008, the Company implemented a trouble debt restructuring plan which restructured and reduced its senior and subordinated debt. As part of the debt restructuring, the Company issued to Cheyne, as the holder of the senior debt, 7,038,236 shares of common stock, which represents 70% of the outstanding common stock. For the six months ended June 30, 2009, the Company paid senior and subordinated debt of $410,000 of which $124,000 was paid in the second quarter. The Company paid fees related to its financing arrangements with Lloyds of $42,000 during the June 2009 Period, of which $26,000 were incurred in the second quarter. Porta Systems generated a net loss of $395,000, or $0.04 per share (basic and diluted), for the six months ended June 30, 2009, compared with net loss of $946,000, or $1.05 per share (basic and diluted) in the June 2008 Period. The net loss for the quarter ended June 30, 2009, was $571,000, or $0.06 per share (basic and diluted), compared with net loss of $408,000, or $0.45 per share (basic and diluted) in the June 2008 Quarter. The change in the net loss per share reflects the effect of the debt restructuring which resulted in the issuance of additional shares of common stock which, as of June 30, 2009, represents 91% of the Company's outstanding common stock. Sales were $6,422,000 for the quarter ended June 30, 2009, versus $6,677,000 for the quarter ended June 30, 2008, a decrease of roughly $255,000 (4%). Sales were $14,075,000 for the six months ended June 30, 2009, versus $13,222,000 for the six months ended June 30, 2008, an increase of roughly $853,000 (6%). At June 30, 2009, the Company had $13,459,000 in total assets against $30,209,000 in total liabilities, resulting in $16,750,000 stockholders' deficit. At June 30, 2009, the Company had cash and cash equivalents of $375,000 compared with $292,000 at December 31, 2008, and a working capital deficit of $441,000, as compared with working capital of $827,000 at December 31, 2008. A full-text copy of the Company's quarterly report on Form 10-Q is available at no charge at http://ResearchArchives.com/t/s?4478 Porta Systems Corp. designs, manufactures, markets and supports communication equipment used in telecommunications, video and data networks worldwide. PROTOSTAR LIMITED: Judge Adjourns Insolvency Case Until Nov. 27 --------------------------------------------------------------- Alex Wright at the Royal Gazette reports that Judge Geoffrey Bell adjourned the matter of the insolvent companies Protostar, Protostar I Ltd., Protostar II Ltd. and Protostar Development Ltd. to November 27 to allow for Chapter 11 U.S. bankruptcy proceedings against the firms to progress. According to the report, John Riihiluoma, representing the petitioner, applied for the adjournment of the case concerning the company, which was granted permission by a U.S. Bankruptcy Court Judge last month to sell virtually all of the assets belonging to Protostar I and Protstar II, including two satellites and ground equipment, software and contracts needed to operate them at an auction next month, according to court papers. The report relates that ProtoStar wants all bids submitted by October 8 and to call a hearing to approve the sale between October 19 and October 23. The Gazette notes that the company asked the judge for permission to appoint a stalking horse, or lead bidder, for the assets, to increase bidding and "induce others to put real money on the table", ProtoStar lawyers argued at the hearing. Judge Mary Walrath said the proposal would be considered later, the report says. About ProtoStar Ltd. Hamilton, HM EX, Bermuda-based ProtoStar Ltd. is a satellite operator formed in 2005 to acquire, modify, launch and operate high-power geostationary communication satellites for direct-to- home satellite television and broadband internet access across the Asia-Pacific region. The Company and its affiliates filed for Chapter 11 on July 29, 2009 (Bankr. D. Del. Lead Case No. 09-12659.) The Debtor selected Pachulski Stang Ziehl & Jones LLP as Delaware counsel; Law Firm of Appleby as their Bermuda counsel; UBS Securities LLC as financial advisor & investment banker and Kurtzman Carson Consultants LLC as claims and noticing agent. In their petition, the Debtors listed between US$100 million and US$500 million each in assets and debts. As of December 31, 2008, ProtoStar's consolidated financial statements, which include non-debtor affiliates, showed total assets of US$463,000,000 against debts of US$528,000,000. PROVIDENT ROYALTIES: To Sell Mineral Rights for $12.5 Million ------------------------------------------------------------- According to Bill Rochelle at Bloomberg News, the Chapter 11 trustee for Provident Royalties LLC signed a contract to sell mineral rights to Consul Properties LLC $12.5 million. These assets weren't part of the previous sale in which Sinclair Oil Corp. swapped $150 million of secured debt for assets. The sale to Consul is subject to higher and better offers. The Chapter 11 trustee proposes an Oct. 19 deadline for competing bids., followed by an Oct. 22 auction and an Oct. 26 sale hearing. Based in Dallas, Texas, Provident Royalties LLC owned working interests in oil and gas properties primarily in Oklahoma. Provident and its affiliates filed for Chapter 11 on June 22, 2009 (Bankr. N.D. Tex. Case No. 09-33886). Judge Harlin DeWayne Hale presides over the case. Epiq Bankruptcy Solutions, LLC is the claims and noticing agent. The United States Trustee for the Northern District of Texas appointed nine members to the Official Committee of Unsecured Creditors. On July 2, 2009, the Securities and Exchange Commission filed, under seal, a complaint in District Court for the Northern District of Texas against the Debtors and certain of their principals and managing partners on allegations that they sold stock and limited partnership interest to over 7,700 investors as part of a $485 million Ponzi scheme. On July 2, 2009, the District Court for the Northern District of Texas appointed Dennis L. Roossien, Jr., at Munsch Hardt Kopf & Harr P.C. in Dallas, Texas, as receiver for the Debtors. On July 20, 2009, the Bankruptcy Court appointed the receiver as the Debtors' Chapter 11 trustee. Mr. Roossien, Jr., has taken possession and control of the Debtors' property and business. Mr. Roossien, Jr., has selected Patton Boggs, LLP, as his special counsel. Patton Boggs, LLP, was Debtors' counsel before the appointment of Mr. Roossien, Jr., as Chapter 11 trustee. Mr. Roossien, Jr., has selected Munsch Hardt Koph & Harr, P.C., as counsel. Gardere, Wynne, Sewell, LLP, is the proposed counsel to the official committee of unsecured creditors. The Company, in its petition, listed between $100 million and $500 million each in assets and debts. QUEST MINERALS: June 30 Balance Sheet Upside-Down by $4 Million --------------------------------------------------------------- Quest Minerals & Mining Corp.'s balance sheet at June 30, 2009, showed total assets of $5,570,486 and total liabilities of $9,566,975, resulting in a stockholders' deficit of $3,996,489. For three months ended June 30, 2009, the Company posted a net loss of $662,958 compared with a net loss of $358,048 for the same period in 2008. For six months ended June 30, 2009, the Company posted a net loss of $1,450,885 compared with a net loss of $893,608 for the same period in 2008. A full-text copy of the Company's Form 10-Q is available for free at http://ResearchArchives.com/t/s?4462 Going Concern Doubt On June 15, 2009, RBSM LLP in New York City expressed substantial doubt about Quest Minerals & Mining Corp.'s ability to continue as a going concern after auditing the Company's financial statements for the fiscal year ended Dec. 31, 2008. The auditor noted that the Company has suffered recurring losses from operations and the company's primary operating subsidiary has filed for reorganization under Chapter 11 of U.S. Bankruptcy Code. About Quest Minerals Headquartered in Paterson, New Jersey, Quest Minerals & Mining Corp. (OTC BB: QMNM) -- http://www.questmining.net/-- acquires and operates energy and mineral related properties in the southeastern part of the United States. Quest is a holding company for Quest Minerals & Mining, Ltd., a Nevada corporation, or Quest (Nevada), which in turn is a holding company for Quest Energy, Ltd., a Kentucky corporation, or Quest Energy, and of Gwenco, Inc., a Kentucky corporation, or Gwenco. Quest Energy is the parent corporation of E-Z Mining Co., Inc, a Kentucky corporation, or E-Z Mining, and of Quest Marine Terminal, Ltd., a Kentucky corporation, or Quest Marine. Gwenco leases over 700 acres of coal mines, with approximately 12,999,000 tons of coal in place in six seams. In 2004, Gwenco had reopened Gwenco's two former drift mines at Pond Creek and Lower Cedar Grove, and had begun production at the Pond Creek seam. This seam of high quality compliance coal is located at Slater's Branch, South Williamson, Kentucky. On Feb. 28, 2007, Gwenco, Inc., filed a voluntary petition for reorganization under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Ky. Case No. 07-10081). Gwenco has submitted a preliminary plan of reorganization to the court and the creditors for approval. REAL ESTATE ASSOCIATES: Seeks to Extend Notes Payable Maturity -------------------------------------------------------------- Real Estate Associates Limited VII said in an August 2009 regulatory filing it continues to generate recurring operating losses. In addition, the Partnership is in default on notes payable and related accrued interest payable that matured between December 1999 and December 2004. According to the Partnership, nine of its 20 remaining investments involved purchases of partnership interests from partners who subsequently withdrew from the operating partnership. According to the Partnership, as of June 30, 2009, it is obligated for non- recourse notes payable of roughly $6,320,000 to the sellers of the partnership interests, bearing interest at 9.5% to 10%. Total outstanding accrued interest is roughly $14,419,000 at June 30, 2009. The obligations and the related interest are collateralized by the Partnership's investment in the local limited partnerships and are payable only out of cash distributions from the Local Limited Partnerships, as defined in the notes. Unpaid interest was due at maturity of the notes. All notes payable have matured and remain unpaid at June 30, 2009. The Partnership entered into an agreement with the non-recourse note holder for six of the Local Limited Partnerships with notes payable totaling roughly $2,579,000 and accrued interest of roughly $5,931,000 at June 30, 2009, in which the note holder agreed to forebear taking any action under the notes pending the purchase by the note holder of a series of projects including the properties owned by 10 of the remaining Local Limited Partnerships. According to the Partnership, management is attempting to negotiate extensions of the maturity dates on the three notes payable that are not subject to the forbearance agreement. If the negotiations are unsuccessful, the Partnership could lose its investment in the Local Limited Partnerships to foreclosure. In addition, the Partnership may seek operating advances from the general partner of the Partnership. However, the general partner of the Partnership is not obligated to fund such advances. According to the Partnership, there is substantial doubt about its ability to continue as a going concern. For the three months ended June 30, 2009, the Partnership recorded a $34,000 net income versus a net loss of $217,000 for the same period a year ago. For the first half of 2009, the Partnership recorded a net loss of $183,000 versus a net loss of $366,000 for the same period a year ago. At June 30, 2009, the Partnership had $1,836,000 in total assets and $20,782,000 in total liabilities, resulting in partners' deficit of $18,946,000. Cash and cash equivalents of roughly $1,798,000 at June 30, 2009, are on deposit with a financial institution earning interest at market rates. Cash equivalents can be converted to cash to meet obligations of the Partnership as they arise. The Partnership intends to continue investing available funds in this manner. A full-text copy of the Partnership's report on Form 10-Q is available at no charge at http://ResearchArchives.com/t/s?4479 About Real Estate Associates Real Estate Associates Limited VII is a limited partnership formed under the laws of the State of California on May 24, 1983. The general partners of the partnership are National Partnership Investments Corp. and National Partnership Investments Associates II. Going Concern Doubt Ernst & Young LLP, in Greenville, South Carolina, expressed substantial doubt about Real Estate Associates Limited VII's ability to continue as a going concern after auditing the company's consolidated financial statements for the year ended Dec. 31, 2007. The auditing firm reported that the company continues to generate recurring operating losses. RPM SOLUTIONS: Closes 3 Franchises; May be Put Under Ch 7 Bankr. ---------------------------------------------------------------- Ben Sutherly at Dayton Daily News reports that three Precision Tune Auto Care franchises operating under bankruptcy protection by RPM Solutions, Inc., have closed. Citing RPM Solutions lawyer Anne Frayne, Dayton Daily relates that work at the franchises in Dayton, Kettering, and Moraine was transferred to other local Precision Tune franchises. According to Dayton Daily, Ms. Frayne said that the franchiser has expressed some interest in taking over the closed locations. Court documents say that Jeffrey N. Caldwell, RPM Solutions' owner, was the only person who had check-writing authority with RPM Solutions. Mr. Caldwell died on August 24, 2009. A Chapter 7 filing is more appropriate for RPM, as there "is no reasonable likelihood of rehabilitation" of the business, and there's been a failure to maintain appropriate insurance and pay taxes in a timely manner, Dayton Daily reports, citing the office of the U.S. Trustee. Dayton, Ohio-based RPM Solutions Inc. is engaged in the general auto repair business. The Company has three local Precision Tune Auto Care franchises. The Company filed for Chapter 11 bankruptcy protection on December 22, 2008 (Bankr. S.D. Ohio Case No. 08-36529). Anne M. Frayne, Esq., who has an office at 18 West First Street, assists the Company in its restructuring effort. The Company listed $100,001 to $500,000 in assets and $1,000,001 to $10,000,000 in debts. SAINT ANNE ADOPTION: Not Enough Money in Bank; Will be Dissolved ---------------------------------------------------------------- Brian Caldwell at The Record reports that the Saint Anne Adoption Agency doesn't have enough money left to save the Company. The Record relates that Saint Anne had $45,000 in bank accounts when it collapsed, and 25 of 29 affected families filed claims totaling $425,000. According to The Record, Saint Anne's clients voted to let the Company die and take their case files to other agencies in the hopes of completing their adoptions. The Record states that the clients also directed bankruptcy trustees from DBO Dunwoody in Kitchener to take a closer look at financial records to try to determine how their money was spent. The report quoted bankruptcy trustee Susan Taves as saying, "Funds were being prioritized in a lot of different directions. It's just not clear all of those directions were understood, agreed to and quantified." Saint Anne Adoption Agency is the sister agency of Cambridge adoption agency Kids Link International Adoption Agency. It shares a Web site with Kids Link at: As reported by the TCR on August 26, 2009, Saint Anne stopped operations after its assets were frozen. Money had been moving between Saint Anne and Kids Link International Adoption Agency, a non-profit group operating under the name Imagine Adoption and which already went bankrupt. SEMGROUP LP: Selects New Executive Team, Board of Directors ----------------------------------------------------------- SemGroup, LP announced September 9 the selection of a new chief executive officer, chief financial officer and board of directors to lead the company upon its emergence from Chapter 11 reorganization. SemGroup is expected to exit Chapter 11 in November 2009 and become a publicly traded company. "The new management team and board will be comprised of the best and brightest members of the midstream energy industry," said Terry Ronan, the company's president and CEO during the company's Chapter 11 reorganization. "Their experience, together with their many notable accomplishments, gives SemGroup a remarkable leadership team to execute its post Chapter 11 strategies and build value for its stakeholders." The new management team and board will be effective upon confirmation and implementation of SemGroup's plan of reorganization. The U.S. Bankruptcy Court, District of Delaware, is scheduled to consider confirmation of the plan in October. Norm Szydlowski has been selected president and chief executive officer. Szydlowski has more than 28 years of experience working in the transportation, management and production of refined fuel products. He most recently served as president and CEO of Colonial Pipeline Co. Prior to joining Colonial in 2006, Szydlowski was recruited by the Pentagon to aid the ongoing effort to rebuild the Iraqi Oil sector and served as a Senior Consultant to the Iraqi Ministry of Oil. Szydlowski has an MBA from Indiana University and a bachelor's from Kettering University, formerly General Motors Institute. Philip J. Reedy has been selected chief financial officer. Reedy most recently served as CFO of CITGO Petroleum where he was responsible for all of the traditional financial functions concerning general accounting, tax, treasury, and budgeting, as well as risk management. Reedy has an MBA from the University of Miami and a bachelor's from the University of Tulsa. He is also a CPA. The company will file a motion with the court for authority to immediately retain Szydlowski and Reedy as consultants to work alongside Ronan for the remainder of the Chapter 11 restructuring. Szydlowski and Reedy are scheduled to attend the exit financing syndication meeting in New York on September 10. John F. Chlebowski has been selected as SemGroup's Chairman. He will begin his tenure upon the company's exit from Chapter 11 protection. Chlebowski currently serves as a Director of NRG Energy Inc., where he served as chairman of the Audit Committee from 2003 to 2008. He previously served as president and CEO of GATX Terminals. Chlebowski has an MBA from Pennsylvania State University and a bachelor's from the University of Delaware. In addition to Chlebowski and Szydlowski, the new board will consist of: * Ronald A. Ballschmiede, executive vice president and CFO of Chicago Bridge & Iron Co. N.V. * Sarah M. Barpoulis, president and founder of Interim Energy Solutions LLC. * Stanley C. Horton, founder, principal owner and CEO of Semoran Holdings, LLC. * Karl Frederick Kurz, COO of Anadarko Petroleum Corp. * Thomas R. McDaniel, retired energy executive. For full biographies of Messrs. Szydlowski, Reedy and the directors, see: http://www.semgrouplp.com/newofficersanddirectors.aspx About SemGroup L.P. SemGroup, L.P., -- http://www.semgrouplp.com/-- is a midstream service company that provides diversified services for end users and consumers of crude oil, natural gas, natural gas liquids and refined products. Services include purchasing, selling, processing, transporting, terminalling and storing energy. SemGroup serves customers in the United States, Canada, Mexico and Wales. 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 November 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) SOUTH LOUISIANA: Court Approves Turner Law Office as Counsel ------------------------------------------------------------ The U.S. Bankruptcy Court for the Eastern District of Louisiana authorized South Louisiana Ethanol LLC to employ the Law Office of Emile L. Turner, Jr., LLC, as its counsel to represent the Debtor in legal matters arising out of the administration of the Chapter 11 proceeding. Emile L. Turner, Jr., Esq., charges $300 per hour and Loe D. Congeni, Esq., bills $210 per hour for this engagement. The Debtor assured the Court that the firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. Based in Belle Chasse, Louisiana, South Louisiana Ethanol, L.L.C., filed for Chapter 11 protection on Aug. 25, 2009 (Bankr. E.D. La. Case No. 09-12676). Emile L. Turner Jr., Esq., represents the Debtor in its restructuring efforts. In its petition, the Debtor listed assets between $10 million and $50 million, and debts between $50 million and $100 million. SOUTH LOUISIANA: Section 341(a) Meeting Slated for October 2 ------------------------------------------------------------ The U.S. Trustee for Region 5 will convene a meeting of creditors in South Louisiana Ethanol, L.L.C.'s Chapter 11 case on Oct. 2, 2009, at 2:00 p.m. The meeting will be held at F. Edward Hebert Federal Building, Room 111, 600 S. Maestri Street, New Orleans, Louisiana. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This Meeting of Creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. Belle Chasse, Louisiana-based South Louisiana Ethanol, L.L.C., filed for Chapter 11 on August 25, 2009 (Benk. E.D. La. Case No. 09-12676). Emile L. Turner Jr., Esq., represents the Debtor in its restructuring effort. In its petition, the Debtor listed 10,000,001 to $50,000,000 in assets and $50,000,001 to $100,000,000 in debts. STATION CASINOS: Cash Collateral Hearing Moved to Sept. 25 ---------------------------------------------------------- To give the Official Committee of Unsecured Creditors, Station Casinos, Inc., and Deutsche Bank Trust Company Americas, in its capacity as duly appointed administrative agent for the lenders to the Credit Agreement, dated November 7, 2007, an opportunity to agree on the terms of a final order granting the SCI Cash Collateral Motion, the parties entered into a Court-approved stipulation mutually agreeing that: (a) the Final Cash Collateral Hearing Date is continued from September 2 to September 25, 2009 at 9:30 a.m.; and (b) the deadline for the Committee to file its objections, if any, to the entry of a final order granting the SCI Cash Collateral Motion is extended from August 21 to September 18, 2009, with any reply by SCI or the Prepetition Agent to the objection due on September 23, 2009. Pending the entry of a final Cash Collateral order, SCI and the Prepetition Agent have agreed that the Interim Cash Collateral Order is modified so that SCI, the other Debtors, the Credit Parties, the Drop Down Borrowers, Past Enterprises, Inc., CV HoldCo, LLC, CV PropCo, LLC, and Vista Holdings, LLC, a wholly owned non-debtor subsidiary of SCI, may continue to operate as contemplated in the Interim Cash Collateral Order and the budget attached to it. Modifications to the Interim Cash Collateral Order include these terms: (a) Each reference set forth in the Interim Order to a cash balance at Vista being equal to, greater than or less than "$100,000,000" will be amended for all purposes to instead be a reference to the cash balance being "$111,500,000." It is the intention of the parties that Past Enterprises may start making postpetition loans to SCI under the Interim Order to fund any use of cash by SCI that is permitted under the Interim Order and the Budget at the time as the cash balance at Vista is reduced to $111,500,000. (b) The Interim Order will be amended to state that the Interim Order will cease to be in full force and effect and the Final Order will not have been granted on or before the New Final Hearing Date and within five days after being so granted the Final Order will be entered, be in full force and effect and not subject to any stay, or the Final Order will cease to be in full force and effect and unstayed at any time thereafter. (c) The Interim Order is amended insofar as necessary to provide that the date for filing of objections by the Committee will be the New Objection Deadline. (d) The Interim Order is amended insofar as necessary to provide that the date for the final hearing on the SCI Cash Collateral Motion will be the New Final Hearing Date. SCI agrees that, upon entry of the Final Order, SCI will borrow from Vista $11,500,000 and the use the $11,500,000 exclusively to (i) repay Past Enterprises for any postpetition lending to SCI for the purpose of funding any Budgeted use of cash other than in respect of Excluded Line Items, and (ii) the remaining balance of the $11,500,000 borrowing will be used by SCI to fund expenditures permitted under the Budget that do not constitute Excluded Line Items. Committee Files Supplemental Objection The Creditors' Committee files with the Court a supplemental objection to the Cash Collateral Motion. Brad Eric Scheler, Esq., at Fried, Frank, Harris, Shriver & Jacobson LLP, in New York, tells the Court that to the extent that the Mortgage Lenders' collateral is adequate to cover the principal amount of the Mortgage Lenders' claim under the Mortgage Loan Agreement, then the Committee has no objection to the use of cash collateral to satisfy the Mortgage Lenders' claim for fees and interest under the Mortgage Loan Agreement pursuant to Section 506(b) of the Bankruptcy Code. Although the Debtors have not yet provided a valuation, Mr. Scheler says the Committee has no reason to believe that the Mortgage Lenders are not adequately secured. However, to the extent that the Mortgage Lenders are undersecured, then the Mortgage Lenders will only have an unsecured deficiency claim for any amount of interest or fees that exceed the value of the collateral. Therefore, Mr. Scheler adds, if the Mortgage Lenders are determined to be undersecured, then the Debtors' estates should recapture any amounts paid to the Mortgage Lenders after the Petition Date for fees and interest in excess of the value of the collateral or recharacterize the payments as payments against outstanding principal under the Mortgage Loan Agreement. German American Capital Corporation, as Collateral Agent for itself and JP Morgan Chase as lenders, sought and obtained from the Court a leave from Court to file a brief reply to address the Committee's original Cash Collateral objection. GACC believes its Reply will assist the Court in fully understanding the issues raised by the Objection and will advance the equitable purpose of the Court by permitting both sides to be heard. Among other things, the Reply will provide the Court with copies of the legal opinions obtained at closing, which consider the recharacterization argument advanced by the Committee, and conclude that the transaction is not subject to the recharacterization. Both the Las Vegas Sun and Las Vegas Review- Journal published stories regarding the Objection. A full-text copy of the Reply with accompanying exhibits is available for free at: http://bankrupt.com/misc/SC_GACC_CCObjRep.pdf About Station Casinos Station Casinos, Inc., is a gaming and entertainment company that currently owns and operates nine major hotel/casino properties (one of which is 50% owned) and eight smaller casino properties (three of which are 50% owned), in the Las Vegas metropolitan area, as well as manages a casino for a Native American tribe. Station Casinos Inc., together with its affiliates, filed for Chapter 11 on July 28, 2009 (Bankr. D. Nev. Case No. 09-52477). Station Casinos has hired Milbank, Tweed, Hadley & McCloy LLP as legal counsel in the Chapter 11 case; Brownstein Hyatt Farber Schreck, LLP, as regulatory counsel; and Lewis and Roca LLP as local counsel. The Debtor is also hiring Lazard Freres & Co. LLC as investment banker and financial advisor. Kurtzman Carson Consultants LLC is the claims and noticing agent. In its bankruptcy petition, Station Casinos said that it had assets of $5,725,001,325 against debts of $6,482,637,653 as of June 30, 2009. About 4,378,929,997 of its liabilities constitute unsecured or subordinated debt securities. Bankruptcy Creditors' Service, Inc., publishes Station Casinos Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Station Casinos Inc. and its debtor-affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) STATION CASINOS: Committee Proposes Fried Frank as Counsel ---------------------------------------------------------- The Official Committee of Unsecured Creditors in Station Casinos Inc.'s cases asks the Court for permission to retain Fried, Frank, Harris, Shriver & Jacobson LLP as counsel, effective as of August 19, 2009. As counsel to the Committee, Fried Frank will provide these services: (a) Advise the Committee of its rights and obligations and performance of its duties during the administration of the Chapter 11 cases, including in the performance of its duties as set forth in Section 1103 of the Bankruptcy Code; (b) Attend meetings and negotiations with the Debtors and other parties-in-interest in the Cases; (c) Take all necessary action to protect and preserve the Debtors' estates for the benefit of the Creditors' Committee and unsecured creditors generally, including: the prosecution of actions on the Committee's behalf, the defense of actions taken against the Committee, negotiations concerning litigation in which the Committee is involved, and objecting to claims filed against the estate which are believed to be inaccurate; (d) Negotiate and prepare, on the Committee's behalf, any revisions, objections or necessary changes to any proposed plan of reorganization and related papers; (e) Represent the Committee in proceedings before the Court or other courts of jurisdiction over the Cases, including: preparing and reviewing motions, answers and orders necessary to protect the interests of the Committee; (f) Assist the Committee and its professionals in developing legal positions and strategies with respect to all facets of the Cases; (g) Provide other counsel and advice as the Committee or its professionals may require in connection with the Cases; and (h) Perform any other legal services requested by the Committee in connection with the Cases and the confirmation and implementation of a plan reorganization. The Debtors will pay and reimburse Fried Frank for fees and out- of-pocket expenses it incurred in the Chapter 11 case. Fried Frank's hourly rates are: Professional Hourly Rate ------------ ----------- Partners $735 - $1,100 Of Counsel $735 - $950 Special Counsel $665 - $690 Associates $360 - $600 Legal Assistants $180 - $265 These professionals are expected to take a lead in the representing the Committee in the Debtors' cases: Professional Hourly Rate ------------ ----------- Brad Eric Scheler $1,100 Bonnie Steingart $880 Marissa Soto $500 Melissa Weiss $470 E.J. Shane $235 Bonnie Steingart, Esq., a member of Fried, Frank, Harris, Shriver & Jacobson LLP, assures the Court that his firm (a) is not a creditor or insider of the Debtors; (b) does not hold or represent an interest adverse to the Committee or the Debtors; (c) is a "disinterested person" as defined by Section 101(14) and used in Section 328(c); (d) does not represent any other creditor, party in interest, or entity in the Cases; and (e) has no connection with the Committee the Debtors, their creditors, or other parties in interest in the Cases. Fried Frank is located at One New York Plaza, in New York. About Station Casinos Station Casinos, Inc., is a gaming and entertainment company that currently owns and operates nine major hotel/casino properties (one of which is 50% owned) and eight smaller casino properties (three of which are 50% owned), in the Las Vegas metropolitan area, as well as manages a casino for a Native American tribe. Station Casinos Inc., together with its affiliates, filed for Chapter 11 on July 28, 2009 (Bankr. D. Nev. Case No. 09-52477). Station Casinos has hired Milbank, Tweed, Hadley & McCloy LLP as legal counsel in the Chapter 11 case; Brownstein Hyatt Farber Schreck, LLP, as regulatory counsel; and Lewis and Roca LLP as local counsel. The Debtor is also hiring Lazard Freres & Co. LLC as investment banker and financial advisor. Kurtzman Carson Consultants LLC is the claims and noticing agent. In its bankruptcy petition, Station Casinos said that it had assets of $5,725,001,325 against debts of $6,482,637,653 as of June 30, 2009. About 4,378,929,997 of its liabilities constitute unsecured or subordinated debt securities. Bankruptcy Creditors' Service, Inc., publishes Station Casinos Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Station Casinos Inc. and its debtor-affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) STATION CASINOS: Committee Proposes Quinn as Conflicts Counsel -------------------------------------------------------------- The Official Committee of Unsecured Creditors in Station Casinos Inc.'s cases asks the Court for permission to retain Quinn Emanuel Urquhart Oliver & Hedges, LLP, effective as of August 20, 2009, as its conflicts counsel. As its conflicts counsel, Quinn will provide these services to the Committee: (a) Assist the Committee on matters involving any entities as to which Fried, Frank, Harris, Shriver & Jacobson LLP has an actual or potential conflict of interest; (b) Assist the Committee's investigation of the acts, conduct, assets, liabilities, intercompany relationships and claims and financial condition of the Debtors, the existence of estate causes of action and the operation of their businesses to the extent that Fried Frank is conflicted from conducting that investigation; (c) Investigate the transactions, acts, and conduct relating to those certain transactions executed in or about November 2007 pursuant to which SCI became a privately- held company; and (d) Perform other legal services as requested or directed by the Committee to the extent not duplicative of Fried Frank. Quinn Emanuel's current hourly rates are: Professional Hourly Rate ------------ ----------- Partners $730 - $970 Other attorneys $320 - $950 Paraprofessionals $265 - $310 The Debtors will pay and reimburse Quinn Emanuel for fees and out-of-pocket expenses incurred in the Chapter 11 cases. As of September 4 2009, Quinn Emanuel has not been paid any fees or expenses for the representation, and Quinn Emanuel holds no retainer. Eric D. Winston, Esq., a member of Quinn Emanuel Urquhart Oliver & Hedges, LLP, tells the Court that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code in that Quinn Emanuel, its partners, counsel, and associates (a) are not creditors, equity security holders, or insiders of the Debtors; (b) are not and were not, within two years before the date of the filing of the Debtors' chapter Case, a director, officer, or employee of the Debtors; and (c) do not have an interest materially adverse to the Debtors' estates or of any class of creditors, by reason of any direct or indirect relationship to, connection with, or interest in the Debtors. Nor does Quinn Emanuel have any relationship to, connection with, or interest in the Debtors. Quinn Emmanuel is located at 865 S. Figueroa St., 10th Floor, in Los Angeles, California. About Station Casinos Station Casinos, Inc., is a gaming and entertainment company that currently owns and operates nine major hotel/casino properties (one of which is 50% owned) and eight smaller casino properties (three of which are 50% owned), in the Las Vegas metropolitan area, as well as manages a casino for a Native American tribe. Station Casinos Inc., together with its affiliates, filed for Chapter 11 on July 28, 2009 (Bankr. D. Nev. Case No. 09-52477). Station Casinos has hired Milbank, Tweed, Hadley & McCloy LLP as legal counsel in the Chapter 11 case; Brownstein Hyatt Farber Schreck, LLP, as regulatory counsel; and Lewis and Roca LLP as local counsel. The Debtor is also hiring Lazard Freres & Co. LLC as investment banker and financial advisor. Kurtzman Carson Consultants LLC is the claims and noticing agent. In its bankruptcy petition, Station Casinos said that it had assets of $5,725,001,325 against debts of $6,482,637,653 as of June 30, 2009. About 4,378,929,997 of its liabilities constitute unsecured or subordinated debt securities. Bankruptcy Creditors' Service, Inc., publishes Station Casinos Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Station Casinos Inc. and its debtor-affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) STATION CASINOS: Sec. 341 Meeting Continued to October 5 -------------------------------------------------------- The United States Trustee for Region 17 has informed the United States Bankruptcy Court for the District of Nevada that the meeting of the creditors of Stations Casinos, Inc., and its debtor affiliates has been continued from August 31, 2009, to October 5, 2009, at 2:00 p.m. at Room 2110, at C. Clifton Young Federal Building and U.S. Courthouse 300 Booth Street, in Reno, Nevada. Attendance by the Debtors' creditors at the meeting is welcome, but not required. The Sec. 341(a) meeting offers the creditors a one-time opportunity to examine the Debtors' representative under oath about the Debtors' financial affairs and operations that would be of interest to the general body of creditors. The meeting may be continued or adjourned from time to time by notice at the meeting, without further written notice to the creditors. About Station Casinos Station Casinos, Inc., is a gaming and entertainment company that currently owns and operates nine major hotel/casino properties (one of which is 50% owned) and eight smaller casino properties (three of which are 50% owned), in the Las Vegas metropolitan area, as well as manages a casino for a Native American tribe. Station Casinos Inc., together with its affiliates, filed for Chapter 11 on July 28, 2009 (Bankr. D. Nev. Case No. 09-52477). Station Casinos has hired Milbank, Tweed, Hadley & McCloy LLP as legal counsel in the Chapter 11 case; Brownstein Hyatt Farber Schreck, LLP, as regulatory counsel; and Lewis and Roca LLP as local counsel. The Debtor is also hiring Lazard Freres & Co. LLC as investment banker and financial advisor. Kurtzman Carson Consultants LLC is the claims and noticing agent. In its bankruptcy petition, Station Casinos said that it had assets of $5,725,001,325 against debts of $6,482,637,653 as of June 30, 2009. About 4,378,929,997 of its liabilities constitute unsecured or subordinated debt securities. Bankruptcy Creditors' Service, Inc., publishes Station Casinos Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Station Casinos Inc. and its debtor-affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) SUN-TIMES MEDIA: Sale to Tyree Won't Pay All Administrative Costs ----------------------------------------------------------------- Sun-Times Media Group Inc. filed with the Bankruptcy Court motions seeking approval of the sale of its business to James C. Tyree-led STMG Holdings LLC, absent higher and better bids at an auction on October 7. As reported by the Troubled Company Reporter on September 9, 2009, Sun-Times Media Group said it has entered into a "stalking horse" asset purchase agreement with STMG Holdings, LLC, a private investor group led by Chicago businessman James C. Tyree, for substantially all assets of Sun-Times Media Group. The buyer will acquire substantially all assets of the Company for $5 million in cash, subject to a working capital adjustment, and will assume certain liabilities of Sun-Times Media Group estimated to total approximately $20 million. The Company said that Rothschild Inc. conducted extensive marketing efforts for its assets or business but only James C. Tyree-led STMG Holdings LLC submitted an offer to purchase assets on a going concern basis. The Company proposes an October 7 auction, and an October 8 sale hearing. The Bankruptcy Court will consider approval of the proposed auction procedures on September 24. The Debtors do not seek to allow credit bidding pursuant to 11 U.S.C. Sec. 363(k). If Sun-Times closes the sale with another party with a higher bid, Mr. Tyree will receive a break-up fee of $500,000 and up to $350,000 in expense reimbursement. Sale Won't Pay All Administrative Costs Mr. Tyree has offered to pay $5 million in cash and assume $22 million in assumed liabilities. Mindful of their fiduciary duties to creditors, the Debtors have undertaken a preliminary hypothetical liquidation analysis and an analysis of the estates' projected post-closing cash position. "The sale option likely will require that the estate be administered for a period of time in Chapter 11 to realize a full recovery for administrative creditors," says Pauline K. Morgan, Esq., at Young Conaway Stargatt & Taylor, LLP, in Wilmington Delaware, in the court filing. Nonetheless, the sale option will preserve the Chicago Sun-Times as a going-concern with substantial benefits for various constituents, Ms. Morgan contends. She notes that: -- The proposed sale option preserves jobs. The Debtors currently employ 1,409 hourly employees (approximately 45% of which are unionized) and 495 salaried employees, all of whose jobs would be eliminated in a liquidation. -- A going concern will also continue to do business with the estates' suppliers, vendors and customers, and, importantly, it will continue to produce tax revenues. -- The sale option will preserve rather than destroy a vital part of Chicago's rich journalism history, which in the case of the Sun-Times traces its origins to 1948. A copy of the Asset Purchase Agreement is available for free at: http://bankrupt.com/misc/Sun-Times_Tyree_APA.pdf Mr. Tyree's group is represented by: Goldberg Kohn Bell black Rosenbloom & Moritz, Ltd. 55 East Monroe Street, Suite 3300 Chicago Illinois 6603-5792 About Sun-Times Media Sun-Times Media Group, Inc. -- http://www.thesuntimesgroup.com/-- (Pink Sheets: SUTM) owns media properties including the Chicago Sun-Times and Suntimes.com as well as newspapers and Web sites serving more than 200 communities across Chicago. The Company and its affiliates conduct business as a single operating segment which is concentrated in the publishing, printing, and distribution of newspapers in greater Chicago, Illinois, metropolitan area and the operation of various related Web sites. The Company also has affiliates in Canada, the United Kingdom, and Burma. Sun-Times Media's balance sheet at September 30, 2008, showed total assets of $479.9 million, total liabilities of $801.7 million, resulting in a stockholders' deficit of roughly $321.8 million. The Company and its affiliates filed for Chapter 11 bankruptcy protection on March 31, 2009 (Bankr. D. Del. Case No. 09-11092). James H.M. Sprayregan, P.C., James A. Stempel, Esq., David A. Agay, Esq., and Sarah H. Seewer, Esq., at Kirkland & Ellis LLP, assist the Debtors in their restructuring efforts. Kurtzman Carson Consultants LLC is the Debtors' claims agent. As of November 7, 2008, the Debtors listed $479,000,000 in assets and $801,000,000 in debts. TETON ENERGY: Posts $19 Million Net Loss in Quarter Ended June 30 ----------------------------------------------------------------- Teton Energy Corporation posted a net loss applicable to common shares of $19.09 million for three months ended June 30, 2009, compared with a net loss of $30.02 million for the same period in 2008. For six months ended June 30, 2009, the Company posted a net loss applicable to common shares of $54.60 million compared with a net loss of $38.25 million for the same period in 2008. The Company's balance sheet at June 30, 2009, showed total assets of $60.00 million, total liabilities of $50.90 million and stockholders' equity of about $9.10 million. The Company said that there is substantial doubt about its ability to continue as a going concern. The Company noted that it plans to obtain additional capital and credit through alternative financing arrangements with third parties. Teton will require additional sources of capital in order to reinstate a capital program to develop its leasehold position in the Central Kansas Uplift and drill the internally generated prospects, or implement any other business plan intended to maximize the value for its shareholders, well as for its creditors and other constituents. However, there is no assurance that the Company's plans could be consummated on acceptable terms or at all. The adverse developments in financial and credit markets during the fourth quarter of 2008 have continued into 2009 and have made it difficult to access capital and credit markets, relative to the efforts that have historically been required in order to raise capital. The Company's ability to continue as a going concern is dependent upon the success of the Company's financial and strategic alternatives process, which may include the sale of some or all of the Company's assets, a merger or other business combination involving the Company or the restructuring or recapitalization of the Company. The Company has engaged RBC Richardson Barr as an investment banker to assist further in the evaluation of the Company's strategic and financial alternatives. The Company had also engaged Barrier Advisors, Inc. as its restructuring advisor, however, that relationship was terminated effective June 22, 2009. Until the possible completion of the financial and strategic alternatives process, the Company's future remains uncertain and there can be no assurance that the Company's efforts in this regard will be successful. A full-text copy of the Company's Form 10-Q is available for free at http://ResearchArchives.com/t/s?4463 Teton Energy Corporation -- http://www.teton-energy.com/-- is an independent oil and gas exploration and production company focused on the acquisition, exploration and development of North American properties. The Company's current operations are concentrated in the prolific Rocky Mountain and Mid-continent regions of the U.S. Teton has leasehold interests in the Central Kansas Uplift, eastern Denver-Julesburg Basin in Colorado and the Big Horn Basin in Wyoming. Teton is headquartered in Denver, Colorado. TEXANS CUSO: Blames Ch 11 Bankr. on Market Woes & Litigation ------------------------------------------------------------ Texans CUSO Insurance Group LLC has filed for Chapter 11 bankruptcy protection in Dallas(Bankr. N.D. Tex. Case No. 09- 35981). According Michelle Samaad at Credit Union Times, Texans CUSO blamed its collapse a soft insurance market, the recession, the loss of construction clients, and ongoing litigation expenses. Credit Union Times says that Texans CUSO had been in a legal fight with Kevin Curley, the former president of the Company, since April 2007. Mr. Curley, according to the report, filed a lawsuit against Texans CUSO, alleging wrongful termination. A Texas arbitrator ruled in July 2008 that Mr. Curley's dismissal from his post was unjustified and that the complainant was entitled to $6.3 million in damages, says the report. Texans CUSO, Credit Union Times relates, said that it is negotiating a debtor-in-possession financing facility, which should be finalized shortly. Credit Union Times says that the DIP financing will provide an immediate source of funds to Texans CUSO, allowing it to satisfy on-going expenses associated with the daily operation of its business. Texans CUSO said that it has sufficient cash to operate, as well as the consent of its secured lender to utilize cash for operational purposes, the report states. Credit Union Times reports that Texans CUSO has asked the court's permission to continue to pay employee wages and salaries, to provide employee benefits without interruption, and to continue with its various customer programs. Citing Texans CUSO, Credit Union Times states that suppliers should expect to be paid for post-petition purchases of goods and services in the ordinary course of business. According to the report, payments of insurance premiums and commissions to agents should also continue without interruption. Texans CUSO said that insurance policies issued through the Company are unaffected by the filing, and clients are still insured through their carriers, the report states. Texans CUSO said in a statement that it filed for bankruptcy to resolve its temporary operational and liquidity issues. Texans CUSO Insurance Group LLC, fka Curley Insurance Group, is a nonprofit credit union and a subsidiary of Texans Credit Union. The petition says assets and debt are both less than $50 million. It owes $14.9 million to the secured lender, Texas Commercial Capital LLC. TONY AKINSETE: Meeting of Creditors Scheduled for September 24 -------------------------------------------------------------- The U.S. Trustee for Region 17 will convene a meeting of creditors in Tony Kukumo Akinsete's Chapter 11 case on Sept. 24, 2009, at 9:00 a.m. The meeting will be held at the U.S. Trustee office, 501 I Street, Suite 7-500, Sacramento, California. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This Meeting of Creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. Sacramento, California-based Tony Kukumo Akinsete dba T K A Rental Properties and Anthony K. Akinsete filed for Chapter 11 on Aug. 24, 2009 (Bankr. E.D. Calif. Case No. 09-37940). Kenrick Young, Esq., represents the Debtor in its restructuring efforts. In its petition, the Debtor listed $10,000,001 to $50,000,000 in assets and $1,000,001 to $10,000,000 in debts. TONY AKINSETE: Wants Access to Residential Buildings Revenues ------------------------------------------------------------- Tony Kukumo Akinsete asks the U.S. Bankruptcy Court for the Eastern District of California for authority to: -- use revenues or proceeds generated by his 20 residential buildings; and -- grant adequate protection to the prepetition lenders. The Debtor needs immediate use of cash collateral to fund general operations. The Debtor proposes a six-week evaluation period where it can determine whether or not to retain certain properties. The Debtor has chosen a limited portfolio of 12 rental properties that he wishes to keep. The Debtor needs cash and time to maintain the status quo while he determines which of the remaining 8 rental properties belong to the good assets or can be sold for the benefit of the unsecured creditors. The Debtor relates that there is a sufficient equity cushion to protect the lenders from loss. The Debtor's total assets exceed $50 million. About Tony Kukumo Akinsete Sacramento, California-based Tony Kukumo Akinsete dba T K A Rental Properties and Anthony K. Akinsete filed for Chapter 11 on Aug. 24, 2009 (Bankr. E.D. Calif. Case No. 09-37940). Kenrick Young, Esq., represents the Debtor in its restructuring efforts. In its petition, the Debtor listed $10,000,001 to $50,000,000 in assets and $1,000,001 to $10,000,000 in debts. TRIDENT RESOURCES: Files for Bankruptcy in U.S. and Canada ---------------------------------------------------------- Trident Resources Corp. filed for Chapter 11 bankruptcy protection in the U.S. (Bankr. D. Del. Case No. 09-13150), citing a drop in prices and fluctuations in the Canada-U.S. currency exchange rate. The company listed as much as $10 million in assets and as much as $1 billion in liabilities. Trident also sought relief from Canadian creditors. The proceedings in Canada were filed under the Companies' Creditors Arrangement Act in the Court of Queen's Bench in Calgary. According to Bloomberg News, Trident's debt includes $5.4 million on letters of credit secured by a first lien and a $500 million second-lien credit where Credit Suisse Group serves as agent. There is also a $410 million unsecured term loan and a $136 million subordinated loan. Revenue in 2008 was $210 million, declining to $84 million during the first half of 2009. Calgary, Alberta-based Trident Resources is an unconventional natural gas exploration and development company principally focused on CBM in the Western Canadian Sedimentary Basin. In Alberta, TRC is the leading producer of Mannville CBM natural gas in Canada achieving and operating the first commercial Mannville CBM field at Corbett Creek. In addition, TRC is a significant producer in the Horseshoe Canyon CBM trend. From these two resources, Trident produces in excess of 100 million cubic feet per day of working interest natural gas. In addition, TRC has high-quality exploration holdings in the Montney shale gas play in British Columbia and in both the Columbia River and Snake River basins in the Northwest United States. UCBH HOLDINGS: Picks Doreen Woo Ho as CEO, Enters Pact With FDIC ---------------------------------------------------------------- The Board of Directors of UCBH Holdings, Inc., the holding company of United Commercial Bank (Bank), has named Doreen Woo Ho as acting President and Chief Executive Officer of the Company, succeeding Thomas S. Wu, who has resigned from the Company and from its Board. Chief Operating Officer and former Chief Credit Officer Ebrahim Shabudin is also resigning from the Company. The Board has also: -- elected Lead Director Joseph J. Jou, who has over 20 years of banking experience including as founder and Vice Chairman of First Continental Bank, as Chairman; -- entered into an agreement with the Federal Deposit Insurance Corporation and the California Department of Financial Institutions (DFI) to enhance the strength and stability of the Bank and its operations; -- received and adopted the findings and recommendations of the Investigation Subcommittee of the Board Audit Committee's independent investigation, which began on May 15 enabling the Company to move forward with its financial restatement; and -- accelerated certain of the Company's capital planning initiatives, including a review of all capital raising and strategic alternatives to maximize shareholder value. Chairman of the Board of Directors Joseph J. Jou said, "Doreen Woo Ho is the right person to lead UCBH through this challenging period and strengthen the foundation of the Company for our valued customers, employees and shareholders. Since joining UCBH in January 2009, Doreen has provided strong leadership to the Community Banking organization and since July, to the Commercial Banking business as well. Doreen has consistently demonstrated effective leadership in driving operating performance and value for clients in a number of executive management roles over more than 35 years in the banking industry. The full Board is confident in Doreen's ability to the lead the Company." "UCBH has a strong franchise, and we are working intensely to address our operating challenges and further strengthen our management team in this difficult economic environment," said Ms. Ho. "Together with our regulators -- the FDIC, DFI and the Federal Reserve -- we are moving forward to put the Bank in a solid position for the future, while we continue to provide our customers in the U.S. and China with our high standards of service and our full range of lending, commercial banking and retail banking products and services. As we do this, we are also pursuing a full range of strategic alternatives to strengthen our capital foundation and to maximize shareholder value." Ms. Ho's and Mr. Jou's appointments are subject to final review and approval by the Company's regulators, who have been informed of the changes. In addition, Director Joseph E. Vaez has resigned from the Board of Directors of the Company for personal reasons, but will continue to actively advise the Company in a consulting capacity on risk oversight, credit administration and regulatory matters. He will continue to be engaged with the Risk Oversight Committee, and is expected to be succeeded by Dennis Wu as Chairman of the Committee. The Bank also announced that Craig On will continue as Chief Financial Officer until the Company recruits a new person for that position. The Company has requested that Mr. On re-assume his former position as Deputy Chief Financial Officer at that time. The Company is also actively engaged in a search for a Chief Credit Officer. China Minsheng Banking Corp., Ltd., expressed continued support of UCBH and the new leadership under Doreen Woo Ho. China Minsheng views its investment in UCBH as long term and strategic, evidenced by the trade finance and other business cooperation activities between the two banks. Most recently, China Minsheng has sent 17 training participants to UCBH for training in retail banking and other departments. China Minsheng's executive management is also planning to visit UCBH in late September to further discuss and enhance the strategic cooperation between the two banks. Agreement with FDIC & DFI The Bank also announced that it has entered into a consent agreement with the FDIC and the DFI on September 3, relating to the issuance of an Order to Cease and Desist. This order formally outlines specific steps the Bank must undertake to strengthen its policies and procedures and enhance the soundness of the Bank. The Agreement requires that the Bank perform an assessment of management and address weaknesses in management policies and practices, Board supervision, adequacy of capital, loan valuation reserves, loan quality, lending and collections practices, operational issues, liquidity and compliance. Under the Agreement, the Bank will also submit a written three- year strategic plan and profitability plan to the FDIC and the DFI, notify both agencies in advance of any director and management changes, and obtain prior written consent of both agencies before opening new branches. The Agreement also requires the Company to obtain prior approval from its regulators before paying dividends to shareholders. Working in close consultation with its regulators, the Company and the Bank have already taken a number of specific actions to address many of the issues identified in the Agreement, as the Company works to complete its financial restatement. These include: -- Establishing the Risk Oversight Committee of the Company's Board of Directors; -- Implementing the Company's comprehensive capital plan, including the engagement of a financial advisor; -- Suspending and/or deferring the cash dividends on the Company's common and preferred stocks, and deferred interest payments on its trust preferred securities; -- Completing a reassessment of the Bank's credit risk profile and building an appropriate loan loss allowance in the second quarter of 2009; -- Executing on strategies to improve credit quality and to develop core business performance, including executing nonperforming asset disposition strategies; and -- Initiating steps associated with its strategic plan, including strengthening the Bank's Community Banking and Commercial Banking businesses in the U.S to improve profitability. The Company expects to finalize a similar agreement with the Federal Reserve Bank of San Francisco (FRB) by the end of the third quarter of 2009. While the plan is being implemented, the Bank is also participating in the FDIC's Transaction Account Guarantee Program in which all funds in non-interest bearing transaction deposit accounts are 100% insured. These accounts include: all personal and business checking deposit accounts that do not earn interest, Demand Deposit (DDA) accounts, low-interest NOW accounts (NOW accounts that cannot earn more than 0.5% interest) and Lawyer Trust IOLTA accounts. This insurance coverage on non-interest bearing transaction accounts is over and above the $250,000 coverage already provided to customers. The FDIC recently announced that this coverage will be extended through June 30, 2010. All customers' deposits in UCB's Hong Kong Branch are fully guaranteed, with no maximum limit, by the Hong Kong government until the end of 2010. Conclusion of Independent Investigation The Investigation Subcommittee of the Board Audit Committee has completed its previously disclosed independent investigation regarding the recognition of impairment losses on nonperforming loans and other real estate owned (OREO) assets. This represents an important step forward for UCBH and enables the Company to complete its financial restatement as soon as practicable. The Subcommittee's report identified problems resulting both from weaknesses in the Bank's internal controls, consistent with the material weakness previously reported, and from deliberate and improper actions and omissions of certain Bank Officers. The report concluded that those problems were driven by an apparent desire to downplay deteriorating financial conditions by delaying or abating risk rating downgrades and minimizing the Bank's overall loan loss allowance. Key findings include instances of: -- Inappropriate modification of loan terms to delay negative consequences, including extending terms, lowering interest rates and improper use of interest reserve accounts; -- Delay in recognition of risk rating downgrades and specific reserves; -- Misrepresentation or omission of relevant information in communications with the Bank's Finance Department and with UCBH's independent auditors, KPMG LLP; and -- Modification of documents. The report raised serious concerns regarding the actions of a number of current and former Officers at various levels of the Bank's management. The Board and management are addressing the concerns expressed by the Subcommittee through appropriate actions, which include additional training, reprimands, re- assignments and, in some instances, termination of employment. On September 4, 2009, the UCBH Board of Directors adopted the findings and recommendations of the Subcommittee. In addition, the Subcommittee has advised that, later this week, it will provide additional recommendations relating to controls and procedures to address the matters described above. Business and Capital Update The Company also provided an update to certain operating and financial performance information for the second quarter of 2009 previously disclosed on August 6. The financial information provided in this release is subject to the implementation of the recommendations in the Subcommittee's report and the Company's financial restatement. -- Reflecting credit loss assumptions associated with management's ongoing review of the loan portfolio, the Company expects that its provision for loan losses for the second quarter will be in a range of $360 million to $390 million. -- Net loan charge-offs for the second quarter of 2009 remain estimated in a range of $275 million to $300 million. -- The allowance for loan losses is estimated to be in a range of $395 million to $415 million, or approximately 5.0% of total loans at June 30, 2009. -- The Company's estimate of approximately $101 million in sales of nonperforming and other assets during the quarter remains unchanged. -- Nonperforming assets are estimated to be in a range of $985 million to $995 million at June 30, 2009. -- Total loan delinquencies for the second quarter of 2009 are estimated to decline by approximately $148 million, or 57.6%, from 3.13% of total loans in the first quarter of 2009 to 1.17% of total loans in the second quarter of 2009. -- Net interest income on a tax-equivalent basis is estimated at $70.6 million for the second quarter of 2009. The Company will be establishing a deferred tax asset valuation allowance and is anticipating a goodwill impairment. Such deferred tax asset valuation allowance and goodwill impairment will be reflected in the Company's financial position as of June 30, 2009. The deferred tax asset valuation allowance is estimated to be in the range of $315 million to $340 million. The goodwill impairment is currently under analysis and has not been finalized, but the amount is expected to be material. These updates reflect changes to some of the information included as part of the Company's FRY-9C regulatory "Call Report" for the period ended June 30, 2009. The Company will file amended Call Reports for all periods impacted by the financial restatement once it has concluded its financial restatement efforts. As announced on July 14, 2009, UCBH has engaged a financial advisor to develop a comprehensive capital plan for a variety of scenarios, and has begun executing a multi-step strategy to significantly increase its tangible common equity levels, including a review of all capital raising and strategic alternatives to maximize shareholder value. About UCBH Holdings, Inc. UCBH Holdings, Inc. -- http://www.ucbh.com-- is the holding company for United Commercial Bank, a state-chartered commercial bank, which is a leading bank in the United States serving the Chinese communities and American companies doing business in Greater China. Together, the Bank and its subsidiaries, including United Commercial Bank (China) Limited, operate 50 California branches/offices located in the San Francisco Bay Area, Sacramento, Stockton, Los Angeles and Orange counties, nine branches in New York, five branches in metropolitan Atlanta, three branches in New England, two branches in the Pacific Northwest, a branch in Houston, branches in Hong Kong, Shanghai and Shantou, China, and representative offices in Beijing, Guangzhou and Shenzhen, China, and Taipei, Taiwan. UCB, with headquarters in San Francisco, provides commercial banking services to small- and medium-sized businesses and professionals in a variety of industries, as well as consumer and private client services to individuals. The Bank offers a full range of lending activities, including commercial real estate and construction loans, commercial credit facilities, international trade finance, asset- based financing, cash management, loans guaranteed by the U.S. Small Business Administration, commercial, multifamily and residential mortgages, home equity lines of credit, and online banking services for businesses and consumers. As reported by the TCR on August 18, 2009, Fitch Ratings downgraded the long-term Issuer Default Ratings of UCBH Holdings, Inc., and its bank subsidiary, United Commercial Bank, to 'CC'. UNIGENE LABORATORIES: Needs Add'l Cash to Keep Operations --------------------------------------------------------- "We need additional cash from increases in Fortical(R) sales or royalties, milestones from existing agreements or upfront payments from new agreements or from financings in order to meet our near- term obligations. These factors, among others, raise substantial doubt about our ability to continue as a going concern," Unigene Laboratories, Inc., warned in a regulatory filing last month. The Company said net loss for the three months ended June 30, 2009, increased roughly $2,259,000, or 188%, to $3,460,000 from $1,201,000 for the corresponding period in 2008. This was due to a reduction in revenue of $681,000, as well as increases in operating expenses of $801,000 and in interest expense of $806,000. Net loss for the six months ended June 30, 2009 increased roughly $3,680,000, or 120%, to $6,735,000 from $3,055,000 for the corresponding period in 2008. This was primarily due to a reduction in sales to USL of $1,248,000, as well as an increase in interest expense of $1,547,000 and an increase in research, development and facility expense of $1,211,000. These were partially offset by a decrease in cost of goods sold of $1,635,000 due to reduced Fortical sales to USL, as well as our more efficient manufacturing process. The Company said it has incurred annual losses since inception. As a result, at June 30, 2009, it had an accumulated deficit of roughly $136,000,000. The Company's gross revenues for the six months ended June 30, 2009, and the years ended December 31, 2008, 2007 and 2006 were $7,488,000, $19,229,000, $20,423,000 and $6,059,000, respectively. At June 30, 2009, the Company had $27,691,179 in total assets and $52,563,482 in total liabilities, resulting in $24,872,303 in stockholders' deficit. At June 30, 2009, the Company had cash and cash equivalents of $4,599,000, a decrease of $3,985,000 from December 31, 2008 primarily due to expenditures related to its upcoming Phase III clinical trial for oral calcitonin. The Company had working capital of $10,468,000. On September 30, 2008, the Company entered into a financing agreement with Victory Park pursuant to which it borrowed $15,000,000 from Victory Park and, in connection therewith, it issued to Victory Park a three-year senior secured non-convertible term note and 1,125,000 shares of common stock. The Company received net proceeds of $14,372,000 after fees and closing expenses. In May 2009, the Company issued an additional $5,000,000 of term notes to affiliates of Victory Park, along with 375,000 shares of common stock, under the same terms as the previous notes. It received net proceeds of $4,803,000 after fees and closing expenses. Other cash received during the second quarter of 2009 was primarily from Fortical sales and royalties received under the Company's agreement with Upsher-Smith Laboratories, Inc. The Company's independent registered public accounting firm has added an explanatory paragraph to their audit opinion issued in connection with the financial statements for each of the years ended December 31, 2008, 2007 and 2006 concerning the substantial doubt about our ability to continue as a going concern. A full-text copy of the Company's quarterly report on Form 10-Q is available at no charge at http://ResearchArchives.com/t/s?420a The Company has filed registration statement on Form S-8 to register an additional 2,000,000 shares of Common Stock under the 2006 Stock-Based Incentive Compensation Plan. The original registration statement on Form S-8 for the Plan registered 3,000,000 shares of Common Stock. A copy of the Form S-8 is available at no charge at http://ResearchArchives.com/t/s?447a About Unigene Unigene Laboratories, Inc. -- http://www.unigene.com/-- is a biopharmaceutical company focusing on the oral and nasal delivery of large-market peptide drugs. Unigene has licensed the U.S. rights for Fortical to Upsher-Smith Laboratories, worldwide rights for its oral PTH technology to GlaxoSmithKline and worldwide rights for its calcitonin manufacturing technology to Novartis. VICTORIA FINANCE: To Liquidate $8.4 Billion of Holdings ------------------------------------------------------- Victoria Finance Ltd., plans to liquidate its $8.4 billion of holdings in an auction this month, Jody Shenn and Sarah Mulholland at Bloomberg report, according to people familiar with the matter. The notes to be sold Sept. 25 include $4.3 billion of collateralized debt obligations, $2.3 billion of residential mortgage-backed securities and almost $500 million of corporate bonds, according to a list obtained by Bloomberg News. The auction will help investors gauge demand for "non-agency" home-loan bonds and other structured debt after Wall Street banks "spent the summer" supporting higher values by boosting their holdings amid sales by hedge funds, Bloomberg said, citing David Castillo, a senior managing director at broker Further Lane Securities. Bloomberg recalls that as subprime-mortgage losses began mounting in August 2007, SIVs such as Victoria Finance and Whistlejacket Capital Ltd., which liquidated some assets this April, found investors unwilling to buy the short-term debt they used to finance holdings of higher-yielding notes on concern they owned assets linked to defaulting home loans. About Victoria Finance Victoria Finance was a structured investment vehicle established by Ceres Capital Partners. Victoria is a bankruptcy-remote company set up for the purposes of financing highly rated debt securities and other debt-like financial assets through the issuance of unrated capital notes and United States CP and MTNs. Management of Victoria Finance was transferred to the Collateral Agent, Deutsche Bank Trust Company Americas, when Victoria entered enforcement on January 8, 2008. Victoria Finance carries a "D" issuer credit ratings from Standard & Poor's. S&P issued those ratings after Victoria Finance defaulted on its commercial paper that matured in January 2010, that led to the SPV going into enforcement mode. As of January 2008, Victoria Finance's debt investors included the King County Investment Pool, one of the largest investment pools in Washington state, which invested cash reserves for all the municipality's agencies and about 100 special districts and other government entities such as school, fire, sewer and water districts, and other public authorities, according to a Standard & Poor's statement at the time. VICTORIA FINANCE: Deutsche Bank to Auction Off Collateral --------------------------------------------------------- Deutsche Bank Trust Company, as collateral agent, will conduct a public sale of all or portion of the securities pledged by Victoria Finance Ltd. and Victoria Finance LLC. A detailed list of the collateral is electronically posted at the Web site https://tss.sfs.db.com/investpublic The auction will be held September 25, 2009, beginning 9:00 a.m. (New York time) at the offices of Deutsche, 60 Wall Street, New York, NY 10005. Stone Tower Debt Advisors has been retained as the auction agent. The auction agent will accept binding bids until September 25. Questions and inquiries must be addressed to: Dan Castaline Telephone: 212-584-5606 E-mail: Dcastaline@stonetowercapital.com Charles Pettinato Telephone: 212-584-5609 E-mail: cpettinato@stonetowercapital.com About Victoria Finance Victoria Finance was a structured investment vehicle established by Ceres Capital Partners. Victoria is a bankruptcy-remote company set up for the purposes of financing highly rated debt securities and other debt-like financial assets through the issuance of unrated capital notes and United States CP and MTNs. Management of Victoria Finance was transferred to the Collateral Agent, Deutsche Bank Trust Company Americas, when Victoria entered enforcement on January 8, 2008. Victoria Finance carries a "D" issuer credit ratings from Standard & Poor's. S&P issued those ratings after Victoria Finance defaulted on its commercial paper that matured in January 2010, that led to the SPV going into enforcement mode. As of January 2008, Victoria Finance's debt investors included the King County Investment Pool, one of the largest investment pools in Washington state, which invested cash reserves for all the municipality's agencies and about 100 special districts and other government entities such as school, fire, sewer and water districts, and other public authorities, according to a Standard & Poor's statement at the time. WENTWORTH ENERGY: Remains in Default of Sr. Notes and Debentures ---------------------------------------------------------------- Wentworth Energy, Inc., remains in default of the terms of its senior secured convertible notes and its convertible debentures due to insufficient funds to make required payments on the debt. The senior secured convertible note holders and convertible debenture holders have denied further waiver of the default and deferral of the interest payments. Under the terms of the senior secured convertible notes, the interest rate escalated from 9.15% to 15% per annum effective on the date of the default. Interest on the convertible debentures continues to accrue at 10% per annum. The Company said as of June 30, 2009, Convertible debentures payable total $1,210,473; while Senior secured convertible notes payable total $53,776,572. "We have not paid the quarterly interest payments on our senior secured convertible notes of roughly $1.32 million for the quarter ended September 30, 2008, and roughly $1.85 million per quarter during each of the subsequent three quarters. Payments of interest were due to the holders of our senior secured convertible notes on October 1, 2008, January 1, 2009, April 1, 2009, and July 1, 2009. We do not have sufficient funds to make these payments. With respect to the senior secured convertible notes, we were granted a forbearance and deferral of interest payment until January 1, 2009. Since January 1, 2009 the note holders have declined to grant further waivers of default and deferrals of the quarterly interest payments and accordingly, we are in default of the terms of the notes," the Company said. The Company said there is substantial doubt about its ability to continue as a going concern as a result of the default as well as its significant, recurring losses from operations, and its working capital deficiency. The Company said its ability to continue as a going concern is dependent upon achieving profitable operations, receiving deferrals of the interest payments due and a waiver of its defaults of the amended debt agreements from its senior secured convertible note holders and convertible debenture holder, and injection of additional capital. The outcome of these matters cannot be predicted at this time. Management of the Company is actively seeking potential partners who possess the necessary resources to assist the Company in developing its remaining properties in order to secure additional funds through lease bonuses and overriding royalty interests. The Company experienced net losses of $1.5 million and $5.3 million for the three-month and six-month periods ended June 30, 2009, respectively, compared to net income of $6.0 million and $7.0 million for the three months and six months ended June 30, 2008. The decrease in net income was principally due to the decrease in the non-cash gain on the derivative liabilities as a result of the change in their fair values. Revenue from oil and gas sales was $134,820 for the three months ended June 30, 2009, compared to $142,139 for the three months ended June 30, 2008. Although production was higher during this quarter in 2009 due to remedial work done on the Shiloh #3 well completed in June 2008, it was offset by lower oil and gas prices in 2009. Total oil and gas revenue for the three months ending June 30, 2009, was derived primarily from royalties of roughly $28,000 and production from Shiloh #1 and #3 of roughly $107,000. Revenue from oil and gas sales was $325,228 for the six months ended June 30, 2009, compared to $220,252 for the six months ended June 30, 2008. The increase in production revenue was primarily due to the completion of remedial work done on the Shiloh #3 well and its perforation of the higher Rodessa zone in June 2008. The recompletion work on Shiloh #3 resulted in higher production in subsequent periods. Total oil and gas revenue for the six months ending June 30, 2009, was derived from royalties of roughly $43,000 and production from Shiloh #1 and #3 of roughly $282,000. The Company also disclosed these developments during the six months ended June 30, 2009: a) The Company paid management and consulting fees to its Directors, persons related to Directors or entities controlled by Directors. The total expense for these fees during the six months ended June 30, 2009, was $198,986. b) As of June 30, 2009, the Company had an account receivable of $7,974 due from an entity owned by a former President and current director of the Company. During the fourth quarter of 2008, the Company determined that it was overpaying overriding royalties to Roboco Energy, Inc., a corporation owned by Mike Studdard, the Company's former President and a current director. As a result, the Company recorded an account receivable for the overpayment. This overpayment will be deducted from future overriding royalties. c) The Company paid overriding royalties to a corporation controlled by a director or a director's family member. The total overriding royalties paid to these parties during the six months ended June 30, 2009, was $6,247. A full-text copy of the Company's quarterly report on Form 10-Q is available at no charge at http://ResearchArchives.com/t/s?4466 Wentworth Energy, Inc., is an exploration and production company engaged in oil and gas exploration and production in East Texas. The Company's strategy is to lease all of its property in exchange for royalty interests and working interest participation in shallow zones. WEST HAWK: Expects Losses to Continue Through 2010 -------------------------------------------------- West Hawk Development Corp. on Wednesday said it has released its audited annual financial results for the year ended April 30, 2009. Net loss for the year was $32.2 million, or $0.22 per share, resulting in an accumulated deficit of $65.2 million. These compare with a net loss of $4.7 million, or $0.07 per share for the prior year. The net loss includes a non-cash impairment of assets in the amount of $33.9 million. The impairment relates to a write-down of the Figure Four Natural Gas project. As of April 30, 2009, the Company has a working capital deficit of $17.5 million. The Company expects losses to continue through 2010. Mr. Gonzalo Torres Macchiavello, President and CEO, commented, "Oil and gas prices have fallen sharply during 2008 and 2009. The worldwide financial crisis, the low natural gas prices in the United States and the moderate reduction in the drilling, completion and operational expenses have decreased the Company's expectations regarding an accelerated development pace of the project. These facts together with the shut-down of production at the Figure Four property since December 2008 caused a reduction in the projected forecast performance as disclosed in the independent 2009 NI 51-101 report recently filed. The Company also took into consideration the restricted access to funding due to the current market condition." "The Company recently announced US$1.8 million DIP financing (Debtor in Possession Financing) as part of its natural gas project reorganization process. The funds will be used primarily to bring the existing 8 wells on line. We also recently announced a $2.5 million equity financing. These funds will be used for the development of the Groundhog project and general working capital. If these transactions complete, we are optimistic in our ability to continue moving the Company in the right direction," Mr. Macchiavello said. West Hawk Development Corp. -- http://www.westhawkdevelopment.com/ -- is focused on providing valuable, high-demand energy products from a variety of sources. Assets include the Figure Four natural gas property located in the Piceance Basin, Colorado, being developed under a drilling and development agreement and the Groundhog coal property located in northwest British Columbia. West Hawk Energy USA, LLC, in Englewood, Colorado, filed for Chapter 11 on December 18, 2008 (Bankr. D. Colo. 08-30241). Judge Michael E. Romero presides over the case. Cecilia Kupchik, Esq., at Kupchik Rossi LLC, in Denver, Colorado, represents the Debtor. When it filed for bankruptcy, the Debtor disclosed assets and debts ranging from $10 million to $50 million. WILLIAM TURNER: U.S. Trustee Sets Meeting of Creditor for Oct. 1 ---------------------------------------------------------------- The U.S. Trustee for Region 21 will convene a meeting of creditors in William Deane Turner, III's Chapter 11 case on Oct. 1, 2009, at 1:30 p.m. The meeting will be held at the U.S. Courthouse Federal Bldg., 2110 First Street 2-101, Fort Myers, Florida. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This Meeting of Creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. Fort Myers, Florida-based William Deane Turner, III filed for Chapter 11 on Aug. 24, 2009 (Bankr. M.D. Fla. Case No. 09-18615.) Richard Johnston Jr., Esq. at Fowler, White, Boggs, P.A. represents the Debtor in his restructuring effort. In its petition, the Debtor listed total assets of $10,926,183 and total debts of $2,929,976. WL HOMES: Binswanger and The Flynn Arrange Sale of 22 Properties ---------------------------------------------------------------- Binswanger and The Flynn Company, as marketing advisors on behalf of George L. Miller, Chapter 7 Trustee charged with the liquidation of the assets of residential home builder WL Homes/John Laing Homes, are pleased to announce that the Trustee has awarded twenty-two of an initial pool of thirty-three properties to winning bidders. Aggregate purchase price was approximately $52 million. Binswanger and The Flynn Company conducted an accelerated marketing timeline mandated by the scheduling requirements of the bankruptcy court. In less than two weeks, the marketing advisors gathered and distilled information on the 33 residential development properties offered for sale and were able to launch an aggressive web and media-based marketing campaign that resulted in almost 600 registered investors and 90 distinct offers in the first round of bidding. Bidders ranged from local and regional real estate investment firms to some of the largest publicly traded national builders and developers. Al Ciardi III, Esq., Managing Partner of Ciardi, Ciardi & Astin, the law firm that represented the Trustee as its counsel during this bid and sale process said, "We were delighted with the speed at which Binswanger and Flynn were able to get the process up and running. In these situations, exposure to a diverse group of investors across all of the geographies involved was critical and we were delighted with the amount of interest that we received." Seventeen properties were sold as part of a stalking horse bid to EJL Homes LLC, a wholly-owned subsidiary of EMAAR America Corporation. The remaining five properties were awarded to a diverse group of investors who participated in the bid process. The properties are located in California, Colorado, Maryland, Texas and Utah. The California properties include Sacramento, Palmdale, Newport Beach, Playa Vista, San Clemente, Santa Clarita, Santa Ana, Irvine, San Diego, Antelope, Sunnyvale and Folsom. The locations in Colorado are Commerce City, Denver, Aurora, Colorado Springs and Erie. The remaining properties are in Wheaton, Maryland; Spring, Texas; and Grantsville, Utah. Bids on the remaining eleven properties are still being reviewed and considered by the Trustee. The properties are located in Port Hueneme, Fullerton, Marina Del Ray, Sun City and Vallejo, CA; Denver and Erie, CO; and Humble, TX. None of the remaining eleven properties are subject to the EMAAR stalking horse bid, meaning that the Trustee is free to sell any of these properties at an acceptable price without any obligation to EMAAR. It is not expected that EMAAR wants any continuing interest in the remaining properties. Ciardi, Ciardi & Astin, headquarted in Philadelphia, PA specializes in commercial bankruptcy and reorganization, commercial litigation, debtor and creditor rights, corporate transactions, general litigation and real estate matters. George L. Miller, the Chap. 7 Trustee, is a founding principal in the CPA firm of Miller Coffey Tate, LLP, a full service independent accounting firm which has extensive experience working with companies in financial difficulty, especially reorganizations under Chapter 11 and Chapter 7 of the Bankruptcy Code. Litigation support and forensic accounting investigations also represent a significant portion of the firm's practice. Headquartered in Philadelphia, Pa., Binswanger is an international full-service real estate organization with offices worldwide throughout the U.S.A., Canada, Mexico and South America, the U.K. and Europe, the Middle East, and Asia. The Flynn Company is a full-service commercial real estate firm headquartered in Philadelphia, Pa. The Flynn Company offers comprehensive services including investment sales, leasing, property management, asset management, property maintenance, tenant representation, acquisition, disposition, and finance. About WL Homes Headquartered in Irvine, California, WL Homes LLC is a homebuilder doing business as John Laing Homes. John Laing traces its history to 1848, when its predecessor was a U.K. homebuilder. WL Homes was formed in 1998 when John Laing merged with Watt Homes. WL Homes and five of its affiliates filed for Chapter 11 protection on February 19, 2009 (Bankr. D. Del. Lead Case No. 09- 10571). Laura Davis Jones, Esq., and Timothy P. Cairns, Esq., at Pachulski Stang Ziehl & Jones LLP, represent the Debtors' in their restructuring efforts. Ashby & Geddes represents the Official Committee of Unsecured Creditors. In its bankruptcy petition, WL Homes listed assets of more than $1 billion, and debts between $500 million and $1 billion. As reported in the TCR on June 10, 2009, the Bankruptcy Court converted WL Homes LLC and its debtor affiliates' Chapter 11 cases to cases under Chapter 7 liquidation, at the request of the official committee of unsecured creditors. WR GRACE: Bankruptcy Court Begins Final Phase of Plan Hearings -------------------------------------------------------------- Judge Judith Fitzgerald of the U.S. Bankruptcy Court for the District of Delaware commenced on September 8, 2009, Phase II of the hearing to consider confirmation of the Joint Plan of Reorganization filed by W.R. Grace & Co. and its debtor affiliates, the Official Committee of Equity Security Holders, the Official Committee of Asbestos Personal Injury Claimants, and the Asbestos PI Future Claims Representative. The Phase II Plan Confirmation Hearing is expected to last until September 17, 2009. Judge Fitzgerald, who has presided over the Debtors' Chapter 11 cases since December 2001, conducted Phase I of the Plan Confirmation Hearing from June 22-23, 2009. Judge Fitzgerald, in the final round of confirmation hearings, will address the objections of: (i) parties classified under the Plan as Holders of Indirect Personal Injury or Property Damage Trust Claims, including insurers as Holders of Indirect PI or PD Trust Claims with respect to those Claims; (ii) the objections of the Libby Claimants; and (iii) any other confirmation objections not addressed and resolved in Phase I. Phase I addressed (i) whether the Plan improperly affects the rights of Debtors' insurers, (ii) the standing of the Debtors' insurers to litigate confirmation objections that involve the insurers' issues; and (iii) the confirmation objections raised on behalf of and specific to lenders under the Prepetition Credit Facilities and other Class 9 creditors with respect to impairment. The weeks prior to the Phase II hearing, parties-in-interest in the Debtors' bankruptcy cases exchanged requests for production of documents and deposition of experts and witnesses. Parties-in- interest have also filed pre- and post-trial briefs encapsulating their arguments for and against the proposed Plan. In early June 2009, BMC Group, Inc., the Debtors' voting and solicitation agent, reported that holders of more than one-half in number of holders of claims that are impaired under the Plan and at least two-thirds in amount of those impaired claims voted to accept the Plan. Impaired classes who voted to accept or reject the Plan include Class 6 Asbestos Personal Injury Claims, Class 7B US Zonolite Attic Insulation Property Damage Claims, Class 8 Canadian ZAI PD Claims, and Class 10 Equity Interest in the Parent. Holders of Class 7A Asbestos PD Claims are unimpaired but their votes were solicited for purposes of Section 524(g) of the Bankruptcy Code. Mr. Martin says the result constitutes at least 75% in number for classes voting for purposes pursuant to Section 524(g). More than one-half in number of claimants holding Class 9 General Unsecured Claims voted to accept the Plan but the provisional vote did not obtain the requisite two-thirds dollar amount for acceptance. Class 9 is unimpaired but their provisional vote was solicited pursuant to the Plan. Class 1 Priority Claims, Class 2 Secured Claims, Class 3 Employee Benefit Claims, Class 4 Workers' Compensation Claims, Class 5 Intercompany Claims, and Class 11 Equity Interest in Debtors other than the Parent are unimpaired under the Plan. Holders of the unimpaired classes of claims were deemed to have accepted the Plan and were not entitled to vote, and their votes were not solicited. About W.R. Grace Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA) -- http://www.grace.com/-- supplies catalysts and silica products, especially construction chemicals and building materials, and container products globally. The Company and its debtor-affiliates filed for Chapter 11 protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139). David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP, represent the Debtors in their restructuring efforts. The Debtors hired Blackstone Group, L.P., for financial advice. PricewaterhouseCoopers LLP is the Debtors' accountant. Stroock & Stroock & Lavan, LLP, and Duane Morris, LLP, represent the Official Committee of Unsecured Creditors. The Creditors Committee tapped Capstone Corporate Recovery LLC for financial advice. David T. Austern, the legal representative of future asbestos personal injury claimants, is represented by Orrick Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official Committee of Asbestos Personal Injury Claimants. The Asbestos Committee of Property Damage Claimants tapped Scott Baena, Esq., and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod, LLP, to represent it. Thomas Moers Mayer, Esq., at Kramer Levin Naftalis & Frankel, LLP, represents the Official Committee of Equity Security Holders. As reported by the Troubled Company Reporter on March 11, 2009, the Bankruptcy Court approved the disclosure statement explaining the First Amended Chapter 11 Joint Plan of Reorganization filed by W.R. Grace and its debtor affiliates, the Official Committee of Asbestos Personal Injury Claimants, the Asbestos PI Future Claimants' Representative and the Official Committee of Equity Security Holders, and authorized Grace to begin soliciting plan votes. The Chapter 11 plan is built around an April 2008 settlement for all present and future asbestos personal injury claims, and a subsequent settlement for asbestos property damage claims. Bankruptcy Creditors' Service, Inc., publishes W.R. Grace Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) WR GRACE: Libby Claimants Appeal Arrowood Settlement ---------------------------------------------------- In separate notices filed with the Court, BNSF Railway Company and the Libby Claimants said that they are taking an appeal from Judge Fitzgerald's order approving in all respects, the settlement and mutual release agreement with Arrowood Indemnity Company, as corporate successor-in-interest to Royal Indemnity Company, Arrowpoint Capital Corp., and Royal Indemnity Company. The settlement and mutual release agreement, which pertains to late-year excess policies allegedly issued by Royal to certain of the Debtors on account of asbestos-related claims, provides that Arrowood pay a settlement amount reflecting alleged liabilities for amounts one or more of the Debtors are or may become liable for certain asbestos claims. BNSF wants the District Court to determine if the Bankruptcy Court erred: * in refusing to defer consideration of the Settlement with mutual release between the Debtors and the Royal Parties to the Confirmation Hearing; * by approving the Settlement despite it constituting a sub rosa Plan of Reorganization; * by finding that BNSF Railway Company did not have rights in the insurance policies that are the subject of the Settlement that could not be compromised without BNSF's Consent; * by approving the Settlement that contained releases that operate as non-consensual third party non-debtor releases; * by finding that the Settlement was fair and equitable as to BNSF, in light of the separate policy limits, which have no annual aggregate limits; and * by finding that the Settlement was fair and equitable as to BNSF, where the Settlement extinguishes the duty to defend BNSF at the insurers' expense with no effect upon the Debtors. The Libby Claimants submitted to the Court documents to be included in the record on Appeal. About W.R. Grace Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA) -- http://www.grace.com/-- supplies catalysts and silica products, especially construction chemicals and building materials, and container products globally. The Company and its debtor-affiliates filed for Chapter 11 protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139). David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP, represent the Debtors in their restructuring efforts. The Debtors hired Blackstone Group, L.P., for financial advice. PricewaterhouseCoopers LLP is the Debtors' accountant. Stroock & Stroock & Lavan, LLP, and Duane Morris, LLP, represent the Official Committee of Unsecured Creditors. The Creditors Committee tapped Capstone Corporate Recovery LLC for financial advice. David T. Austern, the legal representative of future asbestos personal injury claimants, is represented by Orrick Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official Committee of Asbestos Personal Injury Claimants. The Asbestos Committee of Property Damage Claimants tapped Scott Baena, Esq., and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod, LLP, to represent it. Thomas Moers Mayer, Esq., at Kramer Levin Naftalis & Frankel, LLP, represents the Official Committee of Equity Security Holders. As reported by the Troubled Company Reporter on March 11, 2009, the Bankruptcy Court approved the disclosure statement explaining the First Amended Chapter 11 Joint Plan of Reorganization filed by W.R. Grace and its debtor affiliates, the Official Committee of Asbestos Personal Injury Claimants, the Asbestos PI Future Claimants' Representative and the Official Committee of Equity Security Holders, and authorized Grace to begin soliciting plan votes. The Chapter 11 plan is built around an April 2008 settlement for all present and future asbestos personal injury claims, and a subsequent settlement for asbestos property damage claims. Bankruptcy Creditors' Service, Inc., publishes W.R. Grace Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) WR GRACE: Settles Environmental Claims of Cambridge, et al. ----------------------------------------------------------- W.R. Grace & Co., Inc., and its units notify the Court that they have reached separate stipulations with (i) the City of Cambridge, Massachusetts, (ii) the Massachusetts Bay Transportation Authority, and (iii) Perini Corporation, as claimants, as well as the Joint Venture of J.F. White Contracting Company/Morrison Knudsen Company/Mergentime Corporation and Sverdrup & Parcel and Associates, Inc., and its parent Jacobs Engineering Group, Inc., to resolve the companies' environmental claims in the Debtors' cases. The stipulations provide that: (1) City of Cambridge's Claim No. 4720 will be allowed as an unsecured, prepetition, non-priority claim against the Debtors' estates for $400,000. Cambridge will not be entitled to pre- or postpetition interest on Claim No. 4720 with respect to any period prior to the Stipulation becoming effective. (2) MBTA's Claim No. 9693 will be disallowed and expunged. (3) Perini's Claim No. 4704 will be disallowed and expunged. The Claimants have also reached an agreement that resolves all claims amongst them, which are associated with Russell Field and with the allegations underlying Claims Nos. 4720, 9693 and 4704 in a manner satisfactory to each of all parties. Specifically, the Claimants, the Joint Venture, and Sverdrup are executing a Settlement and Release Agreement simultaneously with the execution of the Stipulation. The Debtors are not a party, and are therefore not obligated, to the Settlement and Release Agreement. In exchange for the settlement of Claim Nos. 4720, 9693 and 4704, The Debtors release and forever discharge the Claimants, the Joint Venture, and Sverdrup from all causes of action. Likewise, the Parties agree that the Debtors will be discharged from all demands. About W.R. Grace Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA) -- http://www.grace.com/-- supplies catalysts and silica products, especially construction chemicals and building materials, and container products globally. The Company and its debtor-affiliates filed for Chapter 11 protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139). David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP, represent the Debtors in their restructuring efforts. The Debtors hired Blackstone Group, L.P., for financial advice. PricewaterhouseCoopers LLP is the Debtors' accountant. Stroock & Stroock & Lavan, LLP, and Duane Morris, LLP, represent the Official Committee of Unsecured Creditors. The Creditors Committee tapped Capstone Corporate Recovery LLC for financial advice. David T. Austern, the legal representative of future asbestos personal injury claimants, is represented by Orrick Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official Committee of Asbestos Personal Injury Claimants. The Asbestos Committee of Property Damage Claimants tapped Scott Baena, Esq., and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod, LLP, to represent it. Thomas Moers Mayer, Esq., at Kramer Levin Naftalis & Frankel, LLP, represents the Official Committee of Equity Security Holders. As reported by the Troubled Company Reporter on March 11, 2009, the Bankruptcy Court approved the disclosure statement explaining the First Amended Chapter 11 Joint Plan of Reorganization filed by W.R. Grace and its debtor affiliates, the Official Committee of Asbestos Personal Injury Claimants, the Asbestos PI Future Claimants' Representative and the Official Committee of Equity Security Holders, and authorized Grace to begin soliciting plan votes. The Chapter 11 plan is built around an April 2008 settlement for all present and future asbestos personal injury claims, and a subsequent settlement for asbestos property damage claims. Bankruptcy Creditors' Service, Inc., publishes W.R. Grace Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) WR GRACE: Stipulation Settling Asbestos Property Damage Claims -------------------------------------------------------------- W.R. Grace & Co, Inc., submitted to the Court copies of separate agreements reached with 14 claimants to settle their claims asserting property damage allegedly caused by W.R. Grace & Co.'s manufacture, use or sale of asbestos-containing products. The Debtors and the Claimants averred that they have conducted discovery and investigation into the facts of the Claims, and concluded that entry into settlements on the amounts of claims to be allowed in the Debtors' cases is in the best interest of the parties, and of the Debtors' creditors. Accordingly, the Debtors and these parties agree that these Asbestos Property Damage Claims will be allowed in the Debtors' cases: Allowed Claim No. Claimant Claim Amount -------- -------- ------------ 1109 Main Plaza, LLC $6,137,362 9915 Hyatt Corporation 4,177,236 6637 Gulf Atlantic Properties, Inc. 1,656,080 9912 KARK-TV, Inc. 809,844 & 9913 11428 Presidential Towers Condo, 680,293 f/k/a Americana 9684 Olympus 555 Properties LLC 638,310 11026 John Muir Hospital 584,813 11036 & 11037 Allegheny Center Associates 508,799 11104 Chicago Historical Society 328,211 10749 Glen Oak Club 139,906 11027 Burgdorf Building 134,805 10995 North Arkansas Regional 107,415 Medical Center 6636 FF Thompson Continuing 55,386 Care Center Inc. 11243 St. Joseph's Hospital 41,540 About W.R. Grace Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA) -- http://www.grace.com/-- supplies catalysts and silica products, especially construction chemicals and building materials, and container products globally. The Company and its debtor-affiliates filed for Chapter 11 protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139). David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP, represent the Debtors in their restructuring efforts. The Debtors hired Blackstone Group, L.P., for financial advice. PricewaterhouseCoopers LLP is the Debtors' accountant. Stroock & Stroock & Lavan, LLP, and Duane Morris, LLP, represent the Official Committee of Unsecured Creditors. The Creditors Committee tapped Capstone Corporate Recovery LLC for financial advice. David T. Austern, the legal representative of future asbestos personal injury claimants, is represented by Orrick Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official Committee of Asbestos Personal Injury Claimants. The Asbestos Committee of Property Damage Claimants tapped Scott Baena, Esq., and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod, LLP, to represent it. Thomas Moers Mayer, Esq., at Kramer Levin Naftalis & Frankel, LLP, represents the Official Committee of Equity Security Holders. As reported by the Troubled Company Reporter on March 11, 2009, the Bankruptcy Court approved the disclosure statement explaining the First Amended Chapter 11 Joint Plan of Reorganization filed by W.R. Grace and its debtor affiliates, the Official Committee of Asbestos Personal Injury Claimants, the Asbestos PI Future Claimants' Representative and the Official Committee of Equity Security Holders, and authorized Grace to begin soliciting plan votes. The Chapter 11 plan is built around an April 2008 settlement for all present and future asbestos personal injury claims, and a subsequent settlement for asbestos property damage claims. Bankruptcy Creditors' Service, Inc., publishes W.R. Grace Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) * Aon Says D&O Insurance Climbed 4.1% as Bankruptcies Increased --------------------------------------------------------------- Carolyn Bandel at Bloomberg reports that Aon Corp., the world's largest insurance broker, said this year's wave of bankruptcy filings pushed up the price of policies protecting company executives from claims related to their jobs in the second quarter. According to Bloomberg, companies routinely buy D&O products from insurers like Ace Ltd., American International Group Inc., XL Capital Ltd. and Axa SA to protect executives from claims and legal costs related to management decisions. "If the bankruptcy rate continues at the current pace, it will continue to have an impact on the index in the latter part of this year," Aon said, adding that prices will go up further. The average price for $1 million in coverage increased 4.1% in the past year, Aon said in a report published September 8. There were 156 public and major company bankruptcy filings in the first six months of 2009, an increase of 61% over the 97 filings in the first half of last year, and almost four times the 41 filings in the first six months of 2007, according to bankruptcydata.com. * Fed Says Economy Stable or Improving in Most of U.S. ------------------------------------------------------ The Federal Reserve said 11 of its 12 regional banks reported signs of a stable or improving economy in July and August, adding anecdotal evidence that the worst U.S. recession in seven decades is over, Bloomberg News said. According to the Federal Reserve's Beige Book business survey, "Reports from the 12 Federal Reserve Districts indicate that economic activity continued to stabilize in July and August. Relative to the last report, Dallas indicated that economic activity had firmed, while Boston, Cleveland, Philadelphia, Richmond, and San Francisco mentioned signs of improvement. Atlanta, Chicago, Kansas City, Minneapolis, and New York generally described economic activity as stable or showing signs of stabilization; St. Louis remarked that the pace of decline appeared to be moderating. Most Districts noted that the outlook for economic activity among their business contacts remained cautiously positive." Scott Lanman at Bloomberg says the central bank survey indicates that while the worst of the downturn may be past, the economy has yet to show broader growth. "We are slowly on the road to recovery," former Fed Governor Robert Heller said in an interview with Bloomberg Television. A copy of the Beige Book business survey is available for free at: http://bankrupt.com/misc/fullreport20090909.pdf * Social Security Report Shows Cash Shortages Expected Next Year ---------------------------------------------------------------- Social Security will face a cash shortfall for the first time in decades next year, according to a little noticed report released late last month by the Congressional Budget Office. This was revealed in a news statement by The Senior Citizens League. As a result, seniors could face benefit cuts in as little as three years, the statement said. Congress could instead raise taxes or authorize new borrowing to close the shortfall, but has never before addressed a Social Security deficit through long-term borrowing, according to the statement. According to the group, the annual summer CBO report reflects a quickly deteriorating economic climate, and is dramatically more pessimistic than a report issued just months ago. The CBO now predicts a cash shortfall of $10 billion for next year, significantly worse than the March report which forecast a surplus of $3 billion for next year, and the January report which forecast a $25 billion surplus. The CBO report, entitled The Budget and Economic Outlook: An Update, forecasts shortfalls for six of the next ten years. "It's no surprise to seniors that the economy has taken an already crippled Social Security system and brought it even closer to bankruptcy," said Daniel O'Connell, chairman of The Senior Citizens League. "Seniors are our most vulnerable citizens and desperately need their benefits to keep up with inflation." Almost 70% of beneficiaries depend on Social Security for 50% or more of their income. Social Security is the sole source of income for 15 percent of beneficiaries. The 37 million Americans aged 65 and over who receive a Social Security check each month are forecast to receive no Cost of Living Adjustment in their Social Security checks until 2012. Seniors have never failed to receive an annual increase of less than 1.3 percent since the automatic COLA went into effect in 1975. The Senior Citizens League is calling on Congress and the Administration to enact major Social Security reforms this year. With 1.2 million supporters, The Senior Citizens League -- http://www.SeniorsLeague.org/-- is one of the nation's largest nonpartisan seniors groups. TSCL is an affiliate of The Retired Enlisted Association. * States Close Some Agencies to Save Cash ----------------------------------------- Leslie Eaton, Ryan Knutson, and Philip Shishkin at The Wall Street Journal report that cash-strapped state governments shut down some agencies for a day to save money. The Journal relates that state offices were closed on Friday in California, Maine, Maryland, and Michigan. According to the report, Rhode Island had planned to do the same until a judge on Thursday blocked its closure plan. The Journal states that most Colorado state offices would be closed on Tuesday, while other states like Arizona have been trying to keep their operations open while laying off thousands of workers. Citing managing attorney Tracy Green, The Journal says that furloughs in the Detroit Center for Family Advocacy, which helps low-income families avoid sending children to foster care, have slowed assistance efforts. According to the report, Ms. Green said that the center's work often involves crisis intervention, but some cases have sat unresolved for days because workers in the Department of Human Services were on furlough. that consumers have restrained in spending, eroding sales-tax receipts, while job losses have cut income-tax collections, says The Journal. The report states that Rockefeller Institute of Government in Albany, New York, said that states responded by increasing fees and using rainy-day funds, and are now forced to deal with wage costs, which make up 13% of their budgets. * Wealthy Individuals' Chapter 11 Filings Jumps 73% in Q2 --------------------------------------------------------- Wealthy individuals' Chapter 11 bankruptcy filings jumped 73% in the second quarter from a year earlier, Bloomberg reported, citing the National Bankruptcy Research Center, a research firm in Burlingame, California. Jeff Plungis at Bloomberg says that according to the report, more individuals or families with at least $1,010,650 in secured debt and $336,900 unsecured are using Chapter 11 of the U.S. bankruptcy code typically associated with business reorganizations. According to Bloomberg, Chapter 11 is more expensive and time- consuming for debtors and creditors than a Chapter 7 liquidation of assets. But Congress amended the bankruptcy law in 2005, making it harder to file for Chapter 7, which allows debts to be completely discharged. Chapter 11 gives individuals time to make a plan to reorganize their finances. Wealthier people filing for bankruptcy typically have large homes, two car payments and children in private schools, said Leslie Linfield, executive director of the Institute for Financial Literacy in Portland, Maine, a credit-counseling and research group. Former NFL star Michael Vick obtained confirmation of his Chapter 11 plan last month, almost 14 months after her filed for bankruptcy. Actor Stephen Baldwin filed a Chapter 11 petition in July this year, listing $1,000,001 to $10,000,000 in assets and debts. * Barney Frank to Revive Home Mortgage Cram-Down Bill ----------------------------------------------------- Bill Rochelle at Bloomberg News reported that Barney Frank, chairman of the House Financial Services Committee, said he intends to include a provision in a bill tightening bank regulations that would give bankruptcy judges power to cut down a home mortgage to the underlying property's market value. The House passed a so-called mortgage cram-down bill in March, only to see the legislation falter in the Senate from Republican opposition. Frank says the cram-down bill has a better chance of passage when attached to more popular legislation. * Joel Rosenthal Leaving Massachusetts Bankruptcy Bench ------------------------------------------------------- Joel B. Rosenthal, a U.S. Bankruptcy Judge in Worcester, Massachusetts, announced his retirement effective when his successor is appointed, Bloomberg's Bill Rochelle said. The announcement last week from the Court of Appeals in Boston said that Judge Rosenthal was leaving the bench "to have more time to spend with family and to pursue other interests." Judge Rosenthal was appointed to the bench in 2000 for a 14-year term. * KPS Capital Has Additional $800MM for Turnarounds, Bankruptcies ----------------------------------------------------------------- KPS Capital Partners, LP, a leading special situations private equity firm, on September 8 unveiled the final closing on $800 million of additional capital for KPS Special Situations Fund III, bringing total commitments to $2.0 billion. The additional capital will be deployed for future investments in turnarounds, restructurings, bankruptcies and other special situations and was raised to capitalize on the unprecedented number of opportunities in the market. KPS Fund III originally closed in May 2007 with $1.2 billion of committed capital and launched its investment campaign in November 2007. Since that time the fund has made three platform investments, all of which are exceeding KPS's expectations. The additional capital was committed primarily by current KPS Fund III limited partners and select new investors. After notifying investors in June 2009 of its desire to upsize KPS Fund III by $800 million, KPS quickly received subscription requests of more than $1.3 billion, more than 50% above the $800 million target. The upsizing is the fourth oversubscribed institutional fundraise by KPS over the past eleven years. Michael Psaros and David Shapiro, Co-Founders and Managing Partners of KPS, said, "We are humbled by the decisive response to KPS Fund III's upsizing, given the historic dislocation in the global capital markets and especially for alternative investment fundraising. The successful upsizing reflects our track record, the strength of our investment strategy, our differentiated deal flow and the long-term continuity and depth of our senior investment team. We are very grateful to our Limited Partners for their continued confidence and support of KPS and for providing the additional resources necessary to fully capitalize on the opportunities in the market." Investors in KPS Fund III include leading public and private sector pension funds, best-in-class fund of funds, major financial institutions, endowments and foundations, and family offices from North America, Europe, Japan and Australia. Paul, Weiss, Rifkind, Wharton & Garrison LLP served as legal counsel in the formation of KPS Fund III and the upsizing. About KPS Capital Partners KPS Capital Partners, LP is the manager of the KPS Special Situations Funds, a family of private equity funds with over $2.6 billion of committed capital focused on constructive investing in restructurings, turnarounds and other special situations. KPS has created new companies to purchase operating assets out of bankruptcy; established stand-alone entities to operate divested assets; and recapitalized highly leveraged public and private companies. The KPS investment strategy targets companies with strong franchises that are experiencing operating and financial problems. KPS invests its capital concurrently with a turnaround plan predicated on cost reduction, capital investment and capital availability. Typically, the KPS turnaround plan is accompanied by a financial restructuring of the company's liabilities. The KPS investment strategy and portfolio companies are described in detail at the firm's website: www.kpsfund.com. * Chapter 11 Cases With Assets and Liabilities Below $1,000,000 --------------------------------------------------------------- In Re Willow Creek Heath, Inc. Bankr. D. Utah Case No. 09-28671 Chapter 11 Petition filed August 17, 2009 Filed as Pro Se In Re Kirby O. Johnson Bankr. W.D. Ark. Case No. 09-74186 Chapter 11 Petition filed August 24, 2009 See http://bankrupt.com/misc/areb09-74186.pdf In Re Curt Lee Timm aw Stealth Action Enterprises, Inc. aw JC Retrofitting & Plumbing a dba of Stealth Action Enterprises, Inc. Bankr. C.D. Calif. Case No. 09-20987 Chapter 11 Petition filed August 24, 2009 See http://bankrupt.com/misc/cacb09-20987.pdf In Re Yoon Joo Cha Bankr. C.D. Calif. Case No. 09-18885 Chapter 11 Petition filed August 24, 2009 Filed as Pro Se In Re DG Restaurant Group dba Dulce Restaurant Bankr. D. Conn. Case No. 09-22381 Chapter 11 Petition filed August 24, 2009 Filed as Pro Se In Re East Bay Waterfront Builders, LLC Bankr. N.D. Calif. Case No. 09-47827 Chapter 11 Petition filed August 24, 2009 See http://bankrupt.com/misc/canb09-47827.pdf In Re Atlantic Sire Development Services, Inc. Bankr. M.D. Fla. Case No. 09-12347 Chapter 11 Petition filed August 24, 2009 See http://bankrupt.com/misc/flmb09-12347.pdf In Re C & F Classic Rock, Inc. Bankr. M.D. Fla. Case No. 09-18629 Chapter 11 Petition filed August 24, 2009 See http://bankrupt.com/misc/flmb09-18629.pdf In Re H & L Construction Corporation d/b/a H & L Auto Sales Bankr. M.D. Fla. Case No. 09-07048 Chapter 11 Petition filed August 24, 2009 See http://bankrupt.com/misc/flmb09-07048.pdf In Re Ernest Joseph Tiller Twanna Monique Tiller Bankr. N.D. Ga. Case No. 09-82087 Chapter 11 Petition filed August 24, 2009 See http://bankrupt.com/misc/ganb09-82087.pdf In Re Phoenix Masonry, Inc. Bankr. S.D. Miss. Case No. 09-02935 Chapter 11 Petition filed August 24, 2009 See http://bankrupt.com/misc/mssb09-02935.pdf In Re Premier Hardware and Rentals, LLC t/a Grand Rental Station Bankr. D. N.J. Case No. 09-32121 Chapter 11 Petition filed August 24, 2009 See http://bankrupt.com/misc/njb09-32121.pdf In Re Dar Real Estate LLC Bankr. E.D. Va. Case No. 09-16853 Chapter 11 Petition filed August 24, 2009 See http://bankrupt.com/misc/vaeb09-16853p.pdf See http://bankrupt.com/misc/vaeb09-16853c.pdf In Re Gerald M. Bowen dba Law Offices of Gerald M. Bowen Bankr. E.D. Va. Case No. 09-16834 Chapter 11 Petition filed August 24, 2009 Filed as Pro Se In Re Alta-Bluewater Holdings, Inc. Bankr. M.D. Ala. Case No. 09-32297 Chapter 11 Petition filed August 25, 2009 See http://bankrupt.com/misc/almb09-32297.pdf In Re Boniface Enterprises dba Sage Tool Bankr. D. Ariz. Case No. 09-20511 Chapter 11 Petition filed August 25, 2009 Filed as Pro Se In Re Mountain Village Corporation Bankr. W.D. Ark. Case No. 09-74212 Chapter 11 Petition filed August 25, 2009 See http://bankrupt.com/misc/arwb09-74212.pdf In Re Anil Varma Bankr. C.D. Calif. Case No. 09-21073 Chapter 11 Petition filed August 25, 2009 See http://bankrupt.com/misc/cacb09-21073.pdf In Re Coast to Coast Metal Finishing Corp. Bankr. C.D. Calif. Case No. 09-32699 Chapter 11 Petition filed August 25, 2009 See http://bankrupt.com/misc/cacb09-32699.pdf In Re Drayage Express, Corp. Bankr. C.D. Calif. Case No. 09-32783 Chapter 11 Petition filed August 25, 2009 See http://bankrupt.com/misc/cacb09-32783.pdf In Re Ha Noi Restaurant Inc. Bankr. C.D. Calif. Case No. 09-18908 Chapter 11 Petition filed August 25, 2009 See http://bankrupt.com/misc/cacb09-18908.pdf In Re Stephen P. Kerr Denine L. Kerr Bankr. E.D. Calif. Case No. 09-92690 Chapter 11 Petition filed August 25, 2009 See http://bankrupt.com/misc/caeb09-92690.pdf In Re Larold M. Davenport Erin M. Davenport Bankr. N.D. Calif. Case No. 09-47839 Chapter 11 Petition filed August 25, 2009 See http://bankrupt.com/misc/canb09-47839p.pdf See http://bankrupt.com/misc/canb09-47839c.pdf In Re Paul John Dangler Mary Lou NMN Dangler Bankr. M.D. Fla. Case No. 09-18684 Chapter 11 Petition filed August 25, 2009 See http://bankrupt.com/misc/flmb09-18684.pdf In Re CED Solutions, LLC Bankr. N.D. Ga. Case No. 09-82181 Chapter 11 Petition filed August 25, 2009 See http://bankrupt.com/misc/ganb09-82181.pdf In Re Pizza Service, Ltd. dba Domino's Pizza #2751 dba Domino's Pizza #2794 dba Domino's Pizza #2961 Bankr. N.D. Ill. Case No. 09-31208 Chapter 11 Petition filed August 25, 2009 See http://bankrupt.com/misc/ilnb09-31208.pdf In Re Robert Griffin Pierson Bankr. M.D. La. Case No. 09-11310 Chapter 11 Petition filed August 25, 2009 See http://bankrupt.com/misc/lamb09-11310p.pdf See http://bankrupt.com/misc/lamb09-11310c.pdf In Re Larry Clemmer Bankr. S.D. Miss. Case No. 09-02946 Chapter 11 Petition filed August 25, 2009 See http://bankrupt.com/misc/mssb09-02946.pdf In Re HomeWorks St. Louis LLC Bankr. E.D. Mo. Case No. 09-48325 Chapter 11 Petition filed August 25, 2009 See http://bankrupt.com/misc/moeb09-48325.pdf In Re Michael F. Surface Lisa B. Surface Bankr. W.D. Mo. Case No. 09-44072 Chapter 11 Petition filed August 25, 2009 See http://bankrupt.com/misc/mowb09-44072.pdf In Re William H. Hoefling Bankr. D. N.J. Case No. 09-32214 Chapter 11 Petition filed August 25, 2009 See http://bankrupt.com/misc/njb09-32214.pdf In Re Salanna Realty, LP Bankr. E.D. Pa. Case No. 09-16334 Chapter 11 Petition filed August 25, 2009 See http://bankrupt.com/misc/paeb09-16334.pdf In Re Richard E. Howard Marilynn A. Howard Bankr. W.D. Pa. Case No. 09-26210 Chapter 11 Petition filed August 25, 2009 See http://bankrupt.com/misc/pawb09-26210.pdf In Re Saw Machine Services, LTD Bankr. W.D. Pa. Case No. 09-26193 Chapter 11 Petition filed August 25, 2009 See http://bankrupt.com/misc/pawb09-26193.pdf In Re Professional Tile Construction Inc. Bankr. D. P.R. Case No. 09-07025 Chapter 11 Petition filed August 25, 2009 See http://bankrupt.com/misc/prb09-07025.pdf In Re FWR, Inc. aka Cultural Diversity Center Bankr. E.D. Va. Case No. 09-35439 Chapter 11 Petition filed August 25, 2009 See http://bankrupt.com/misc/vaeb09-35439.pdf In Re Sante Fe Plumbing & Rooter, LLC dba Doctor Cool Air, Inc. dba Air Service of the Valley Bankr. D. Ariz. Case No. 09-20733 Chapter 11 Petition filed August 26, 2009 See http://bankrupt.com/misc/azb09-20733.pdf In Re Anil Kumar Bankr. E.D. Calif. Case No. 09-38155 Chapter 11 Petition filed August 26, 2009 Filed as Pro Se In Re David W. Baird aka David Wallace Baird aka David W. Baird, IV aka David Wallace Baird, IV Bankr. D. Md. Case No. 09-25915 Chapter 11 Petition filed August 26, 2009 See http://bankrupt.com/misc/mdb09-25915.pdf In Re Gena Restaurant & Bar Bankr. S.D.N.Y. Case No. 09-15176 Chapter 11 Petition filed August 26, 2009 Filed as Pro Se In Re Grogland Company LLC dba Cull Womens Health Care LLC dba Laurel Center Med Spa of Powell aka Kim Cull aka Kimberly Cull Bankr. S.D. Ohio Case No. 09-59790 Chapter 11 Petition filed August 26, 2009 Filed as Pro Se In Re Rodney E. Gean, D.D.S., P.C. Bankr. M.D. Tenn. Case No. 09-09745 Chapter 11 Petition filed August 26, 2009 See http://bankrupt.com/misc/tnmb09-09745.pdf In Re Andie's Saloons, Restaurant and Rentals, Inc. dba The Silver Dollar Saloon Bankr. W.D. Wisc. Case No. 09-15752 Chapter 11 Petition filed August 26, 2009 See http://bankrupt.com/misc/wiwb09-15752.pdf In Re AG, LLC Bankr. N.D. Ala. Case No. 09-42535 Chapter 11 Petition filed August 27, 2009 See http://bankrupt.com/misc/alnb09-42535.pdf In Re Avram Vasile Bankr. D. Ariz. Case No. 09-20887 Chapter 11 Petition filed August 27, 2009 Filed as Pro Se In Re El Veasta Lampley Bankr. C.D. Calif. Case No. 09-19015 Chapter 11 Petition filed August 27, 2009 Filed as Pro Se In Re Colorado Car Care Centers, Inc. Bankr. D. Colo. Case No. 09-27711 Chapter 11 Petition filed August 27, 2009 See http://bankrupt.com/misc/cob09-27711p.pdf See http://bankrupt.com/misc/cob09-27711c.pdf In Re Lerocato Mfg., Inc. Bankr. D. Conn. Case No. 09-22420 Chapter 11 Petition filed August 27, 2009 See http://bankrupt.com/misc/ctb09-22420.pdf In Re Timothy A. Tadlock, Sr. fdba Executive Transportation Services fdba TC Enterprises aka Tim Tadlock Bankr. M.D. Fla. Case No. 09-07212 Chapter 11 Petition filed August 27, 2009 See http://bankrupt.com/misc/flmb09-07212.pdf In Re Robert N. Reichblum Diane S. Reichblum Bankr. N.D. Ill. Case No. 09-31596 Chapter 11 Petition filed August 27, 2009 See http://bankrupt.com/misc/ilnb09-31596.pdf In Re Ngassa Esther Mbiakoup Bankr. D. Md. Case No. 09-25903 Chapter 11 Petition filed August 26, 2009 Filed as Pro Se In Re WAYNE GAZZO aka INC. POLAZZO DEVELOPMENT aka INC. EXCLUSIVE PROPERTIES aka LLC. GAZZO INVESTMENTS aka LLC. GLENLOCK SALOON DIANE GAZZO dba POLAZZO DEVELOPMENT, INC. dba EXCLUSIVE PROPERTIES, INC. dba GAZZO INVESTMENTS, LLC. dba GLENLOCK SALOON, LLC. Bankr. D. Nev. Case No. 09-25879 Chapter 11 Petition filed August 27, 2009 See http://bankrupt.com/misc/nvb09-25879.pdf In Re Superior Tractor Trailer Training Inc. Bankr. D. N.J. Case No. 09-32501 Chapter 11 Petition filed August 27, 2009 See http://bankrupt.com/misc/njb09-32501.pdf In Re C.D. Autos, Inc. dba Mazda Automobiles of Great Neck Bankr. E.D.N.Y. Case No. 09-76424 Chapter 11 Petition filed August 27, 2009 See http://bankrupt.com/misc/nyeb09-76424.pdf In Re Hunts Point Fuel Corp. Bankr. S.D.N.Y. Case No. 09-15227 Chapter 11 Petition filed August 27, 2009 See http://bankrupt.com/misc/nysb09-15227.pdf In Re Indrani Pal-Chaudhuri Bankr. S.D.N.Y. Case No. 09-15217 Chapter 11 Petition filed August 27, 2009 See http://bankrupt.com/misc/nysb09-15217.pdf In Re Markus Klinko Bankr. S.D.N.Y. Case No. 09-15205 Chapter 11 Petition filed August 27, 2009 See http://bankrupt.com/misc/nysb09-15205.pdf In Re Peter S. Hollington aka Peter Hollington Bankr. N.D. Ohio Case No. 09-18090 Chapter 11 Petition filed August 27, 2009 See http://bankrupt.com/misc/ohnb09-18090.pdf In Re Kathleen Tyger Bailey aka Melody Springs aka 958497011 Bankr. D. Ore. Case No. 09-64614 Chapter 11 Petition filed August 27, 2009 Filed as Pro Se In Re Christopher A. Beck Bankr. W.D. Pa. Case No. 09-26294 Chapter 11 Petition filed August 27, 2009 See http://bankrupt.com/misc/pawb09-26294.pdf In Re Gail Hodgins Bankr. W.D. Pa. Case No. 09-26277 Chapter 11 Petition filed August 27, 2009 See http://bankrupt.com/misc/pawb09-26277.pdf In Re Carolina Lighting of York County, Inc. Bankr. D. S.C. Case No. 09-06321 Chapter 11 Petition filed August 27, 2009 See http://bankrupt.com/misc/scb09-06321.pdf In Re Inhouse Assist, LLC Bankr. N.D. Tex. Case No. 09-35590 Chapter 11 Petition filed August 27, 2009 See http://bankrupt.com/misc/txnb09-35590.pdf In Re Robert Orosco dba K3 Pump Jack Service Bankr. W.D. Tex. Case No. 09-70229 Chapter 11 Petition filed August 27, 2009 See http://bankrupt.com/misc/txwb09-70229.pdf In Re Stomper Automotive LLC dba Chrysler Jeep Dodge of Sealy Bankr. S.D. Tex. Case No. 09-36249 Chapter 11 Petition filed August 27, 2009 See http://bankrupt.com/misc/txsb09-36249.pdf In Re American Mortgage & Real Estate, Inc. Bankr. E.D. Va. Case No. 09-35532 Chapter 11 Petition filed August 27, 2009 See http://bankrupt.com/misc/vaeb09-35532.pdf In Re Supply Chain ASPX, Inc. Bankr. W.D. Wash. Case No. 09-46280 Chapter 11 Petition filed August 27, 2009 See http://bankrupt.com/misc/wawb09-46280.pdf In Re Financial ASPX, Inc. Bankr. W.D. Wash. Case No. 09-46282 Chapter 11 Petition filed August 27, 2009 See http://bankrupt.com/misc/wawb09-46282.pdf In Re Enucleus Management, Inc. Bankr. W.D. Wash. Case No. 09-46284 Chapter 11 Petition filed August 27, 2009 See http://bankrupt.com/misc/wawb09-46284.pdf In Re David L. Herbrandson Deborah M. Herbrandson Bankr. C.D. Calif. Case No. 09-30148 Chapter 11 Petition filed August 28, 2009 Filed as Pro Se In Re Elite Dyers and Finishing Inc. Bankr. C.D. Calif. Case No. 09-33170 Chapter 11 Petition filed August 28, 2009 Filed as Pro Se In Re Nilop Investment LLC aka Coastline Camino Real Inc Bankr. C.D. Calif. Case No. 09-19089 Chapter 11 Petition filed August 28, 2009 Filed as Pro Se In Re ADM Landscaping, Inc. Bankr. D. Colo. Case No. 09-27938 Chapter 11 Petition filed August 28, 2009 See http://bankrupt.com/misc/cob09-27938.pdf In Re Reservoir Corporate Group, LLC Bankr. D. Conn. Case No. 09-51706 Chapter 11 Petition filed August 28, 2009 Filed as Pro Se In Re Victor K. N'Guessan Bankr. D. Conn. Case No. 09-32373 Chapter 11 Petition filed August 28, 2009 See http://bankrupt.com/misc/ctb09-32373.pdf In Re H&W Food Mart, LLC Bankr. N.D. Ga. Case No. 09-13079 Chapter 11 Petition filed August 28, 2009 See http://bankrupt.com/misc/ganb09-13079.pdf In Re D & M Customs & Collision Repair, LLC Bankr. D. Kans. Case No. 09-12814 Chapter 11 Petition filed August 28, 2009 See http://bankrupt.com/misc/ksb09-12814.pdf In Re Michigan Granite & Quartz Fabricators, Inc. dba Michigan Granite & Cabinetry, Inc. Bankr. W.D. Mich. Case No. 09-10229 Chapter 11 Petition filed August 28, 2009 See http://bankrupt.com/misc/miwb09-10229p.pdf See http://bankrupt.com/misc/miwb09-10229c.pdf In Re Coastal Marble & Granite, LLC Bankr. D. N.H. Case No. 09-13290 Chapter 11 Petition filed August 28, 2009 See http://bankrupt.com/misc/nhb09-13290.pdf In Re Aldine Technologies Inc. Bankr. D. N.J. Case No. 09-32609 Chapter 11 Petition filed August 28, 2009 See http://bankrupt.com/misc/njb09-32609.pdf In Re Branford Press, Inc. Bankr. D. N.J. Case No. 09-32799 Chapter 11 Petition filed August 28, 2009 See http://bankrupt.com/misc/njb09-32799.pdf In Re Mrs. John L. Strong Co., Inc. Bankr. S.D.N.Y. Case No. 09-15283 Chapter 11 Petition filed August 28, 2009 See http://bankrupt.com/misc/nysb09-15283p.pdf See http://bankrupt.com/misc/nysb09-15283c.pdf In Re Bruno Herrerias Diaz Bankr. D. P.R. Case No. 09-07139 Chapter 11 Petition filed August 28, 2009 See http://bankrupt.com/misc/prb09-07139.pdf In Re BLS Enterprises, LLC fdba Volunteer Manufactured Homes Bankr. E.D. Tenn Case No. 09-15507 Chapter 11 Petition filed August 28, 2009 See http://bankrupt.com/misc/tneb09-15507.pdf In Re SWT Properties, Inc. Bankr. N.D. Tex. Case No. 09-35632 Chapter 11 Petition filed August 28, 2009 See http://bankrupt.com/misc/txnb09-35632.pdf In Re I Buy, Inc. Bankr. S.D. Tex. Case No. 09-36282 Chapter 11 Petition filed August 28, 2009 See http://bankrupt.com/misc/txsb09-36282.pdf In Re Aznar Texas Properties, LLC dba Jackson Square Apartments Bankr. W.D. Tex. Case No. 09-53308 Chapter 11 Petition filed August 28, 2009 See http://bankrupt.com/misc/txwb09-53308.pdf In Re Sage Contracting, Inc. Bankr. D. Utah Case No. 09-29174 Chapter 11 Petition filed August 28, 2009 See http://bankrupt.com/misc/utb09-29174.pdf In Re Tomoka Garden, LLC Bankr. M.D. Fla. Case No. 09-07266 Chapter 11 Petition filed August 29, 2009 See http://bankrupt.com/misc/flmb09-07266.pdf In Re Diamond Gutter, Inc. Bankr. D. Ariz. Case No. 09-21248 Chapter 11 Petition filed August 31, 2009 See http://bankrupt.com/misc/azb09-21248.pdf In Re Carrie Lynn Thomas Bankr. D. Idaho Case No. 09-02638 Chapter 11 Petition filed August 31, 2009 See http://bankrupt.com/misc/idb09-02638.pdf In Re Belaire Distribution Company Bankr. N.D. Ill. Case No. 09-32420 Chapter 11 Petition filed August 31, 2009 See http://bankrupt.com/misc/ilnb09-32420.pdf In Re Brenda S. Cheeks Bankr. N.D. Ga. Case No. 09-82848 Chapter 11 Petition filed August 31, 2009 See http://bankrupt.com/misc/ganb09-82848.pdf In Re Draiman Enterprises, Inc. Bankr. D. Md. Case No. 09-26318 Chapter 11 Petition filed August 31, 2009 See http://bankrupt.com/misc/mdb09-26318.pdf In Re BZ Inc. Bankr. D. Neb. Case No. 09-42534 Chapter 11 Petition filed August 31, 2009 See http://bankrupt.com/misc/neb09-42534.pdf In Re Cedar Ranches, LLC Bankr. D. Nev. Case No. 09-52994 Chapter 11 Petition filed August 31, 2009 See http://bankrupt.com/misc/nvb09-52994.pdf In Re 99 Third Ave Rest Corp. Bankr. S.D.N.Y. Case No. 09-15308 Chapter 11 Petition filed August 31, 2009 See http://bankrupt.com/misc/nysb09-15308.pdf In Re First Colony Holdings, LLC Bankr. W.D. N.C. Case No. 09-32337 Chapter 11 Petition filed August 31, 2009 See http://bankrupt.com/misc/ncwb09-32337.pdf In Re First Colony Holdings II, LLC Bankr. W.D. N.C. Case No. 09-32338 Chapter 11 Petition filed August 31, 2009 See http://bankrupt.com/misc/ncwb09-32338.pdf In Re First Colony Healthcare Holdings, LLC Bankr. W.D. N.C. Case No. 09-32339 Chapter 11 Petition filed August 31, 2009 See http://bankrupt.com/misc/ncwb09-32339.pdf In Re Ethan Allen Brown, Jr. Bankr. W.D. N.C. Case No. 09-32340 Chapter 11 Petition filed August 31, 2009 See http://bankrupt.com/misc/ncwb09-32340.pdf In Re Cynthia B McCrory Bankr. W.D. N.C. Case No. 09-32341 Chapter 11 Petition filed August 31, 2009 See http://bankrupt.com/misc/ncwb09-32341.pdf In Re Donald Everett Beatty dba Debco Trading Donna Johnson Beatty Bankr. M.D. Tenn. Case No. 09-09956 Chapter 11 Petition filed August 31, 2009 See http://bankrupt.com/misc/tnmb09-09956.pdf ********* 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. Danilo Munnoz, Joseph Medel C. Martirez, Denise Marie Varquez, Philline Reluya, 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. 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