/raid1/www/Hosts/bankrupt/TCR_Public/090917.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 17, 2009, Vol. 13, No. 258
Headlines
3 C RIVERSIDE: Case Summary & 17 Largest Unsecured Creditors
1102 47TH STREET: Case Summary & 20 Largest Unsecured Creditors
1031 TAX: Ch. 11 Trustee Wants Court to Approve $92MM Settlement
1470 DIXIE LLC: Case Summary & 7 Largest Unsecured Creditors
3660 BROADWAY: Can Hire Levine and Prince to Prepare Tax Returns
AABHUSHAN EXPORTS: Case Summary & 20 Largest Unsecured Creditors
ABUNDANT RENEWABLE: Helix Signs Definitive Pact to Acquire Assets
ACCURIDE CORP: Sun Capital Extends Forbearance Until Sept. 30
AEG 777 LLC: Case Summary & 3 Largest Unsecured Creditors
AGT CRUNCH: Wants to Reject Gym Memberships and Contracts
AKRON THERMAL: Case Summary & 20 Largest Unsecured Creditors
AMERICAN AXLE: Lenders' Waiver Expires 5:00 p.m. Today
AMERICAN INT'L: New CEO Rebuffed by Board on Corporate Jet Use
APACHE LAND 25: Voluntary Chapter 11 Case Summary
ASAT HOLDINGS: S&P Affirms and Withdraws 'D' Ratings
ASHBOURNE 4 PROPERTIES: Voluntary Chapter 11 Case Summary
AVAGO TECHNOLOGIES: S&P Raises Corporate Credit Rating to 'BB'
BARZEL INDUSTRIES INC: Case Summary & 20 Largest Unsec. Creditors
BARZEL FINCO: Moody's Withdraws 'D' Default Rating on Bankruptcy
BASELINE OIL: Gets Nod for Grant Thornton as Financial Advisors
BASELINE OIL: Gets Initial OK for Thompson & Knight as Counsel
BASELINE OIL: Wants to Reject Mineral Leases with 411 NSHP
BEAZER HOMES: 94.5% of Stock Options, SSARs Tendered
BERNARD MADOFF: Court Sets Feb. 2 Hearing on Victims' Claims
BLOCKBUSTER INC: Fitch Expects to Rate $340 Mil. Notes at 'B/RR2'
BLOCKBUSTER INC: Seeks Extension of Term Loan B, Covenant Changes
BLOCKBUSTER INC: To Issue $340MM Senior Notes in Private Offering
BRENNER FINANCIAL GROUP: Case Summary & 4 Largest Unsec. Creditors
BREVARD PARTNERS LLC: Voluntary Chapter 11 Case Summary
BURLINGTON COAT: Bain's Humphrey Elected to Board of Directors
CABI DOWNTOWN: Asks Court to Dump Chapter 11 Bankruptcy
CALL CENTER: Case Summary & 17 Largest Unsecured Creditors
CANWEST MEDIA: Forbearance Moved to Sept. 25; Lender Talks Go On
CAPITALSOURCE INC: S&P Cuts Counterparty Credit Rating to 'B+/C'
CARNEY ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors
CAROLINE RAIMAN: Case Summary & 20 Largest Unsecured Creditors
CASAS ARCHOS INVESTORS: Case Summary & 16 Largest Unsec. Creditors
CIB MARINE: Files Ch. 11 After Getting Enough Prepack Plan Votes
CIB MARINE: Voluntary Chapter 11 Case Summary
CLEM CARINALLI: Involuntary Bankr. Could Delay Loan Payments
CONCORD STEEL: Case Summary & 20 Largest Unsecured Creditors
CONSECO INC: Alvarez & Marsal Advising Steering Committee
CONTINENTAL RESOURCES: Moody's Assigns 'Ba3' Corp. Family Rating
CONTINENTAL RESOURCES: S&P Assigns 'BB' Corporate Credit Rating
COREL CORP: Tom Berquist Replaces Doug McCollam as CFO
CORUS BANKSHARES: Bank Closure Cues Nasdaq to Halt Trading
CYNERGY DATA: Committee Protests Sale of Assets to ComVest Group
CYNERGY DATA: Selects Stifel Nicolaus & PJSC as Sale Advisors
CYNERGY DATA: Proposes to Hire CM&D's Charles M. Moore as CRO
CYNERGY DATA: Proposes Unicorn Partners as Consultant
DAEWOO LOGISTICS: Voluntary Chapter 15 Case Summary
DANA HOLDING: Delays Effective Date of Registration Statement
DELTA AIR LINES: $800MM Bond Sale for New Atlanta Terminal
DELTA AIR LINES: Offers Q3 & Full Year 2009 Forecast
DELTA AIR LINES: Reports August 2009 Traffic Results
DELTA AIR LINES: Seeks April 19 Deadline to Object to Claims
DELTA AIR LINES: Plans Private Offering for $500MM Secured Debt
DETROIT BREAKFAST: Gov't Loan Fails to Stop Chapter 11 Filing
DELTA PETROLEUM: Shares Rose Last Week on Drilling Approvals
DIAMOND OAKS VINEYARDS: Case Summary & 20 Largest Unsec. Creditors
DIXIE PELLETS: Files for Chapter 11 Bankruptcy Protection
DOT VN: Posts $2.59MM Net Loss for July 31 Quarter
DOWNEY REGIONAL MEDICAL: Voluntary Chapter 11 Case Summary
DUKE INVESTMENTS LLC: Case Summary & 19 Largest Unsec. Creditors
E*TRADE FIN'L: Files Monthly Activity Report for August 2009
E*TRADE FIN'L: Terminates Stockholder Rights Plan
EASTMAN KODAK: To Raise $700MM to Repurchase Notes, Bolster Cash
EASTMAN KODAK: Reiterates Earnings Guidance for Remainder of 2009
EASY STREET HOLDING: Case Summary & 21 Largest Unsecured Creditors
EDG HOLDINGS: Voluntary Chapter 11 Case Summary
EDGECOMBE ELECTRIC: Case Summary & 20 Largest Unsecured Creditors
EDUCATE INC: Moody's Downgrades Corporate Family Rating to 'B3'
ENERGAS RESOURCES: Posts $160,175 Net Loss for July 31 Quarter
EQUIPMENT FINDERS OF TENN: Voluntary Chapter 11 Case Summary
ESCADA AG: U.S. Unit Gets Final Nod to Pay Carriers
ESCADA AG: U.S. Unit Gets Final OK for Compensation Programs
ESCADA AG: U.S. Unit Gets OK to Honor Customer Programs
ESCADA AG: U.S. Unit Hiring of O'Melveny Approved
EVEREST HOLDINGS: Taps Brownstein Hyatt as Counsel
EXPRESS ENERGY: Alvarez & Marsal Providing Restructuring Advice
EXTENDED STAY: Seeks April 13 Extension for Chapter 11 Plan
FIDELITY NATIONAL: Fitch Downgrades Issuer Default Rating to 'B+'
FLEETWOOD ENTERPRISES: Levi & Korsinsky Files Class Suit
FORUM HEALTH: Won't Have Agreement on Plan, Sr. Lenders Say
FRANKLIN INDUSTRIES: Files for Chapter 11 Bankruptcy Protection
GARY JOHNSON: Case Summary & 10 Largest Unsecured Creditors
GARY-WILLIAMS ENERGY: Sunoco Deal Won't Affect S&P's 'B' Rating
GENERAL MOTORS: Files Schedules of Assets & Liabilities
GENERAL MOTORS: German Aid to Opel Must Respect EU Rules, EU Says
GENERAL MOTORS: Saab Seeks Deal on Chinese Sales Networks
GENTA INC: Arcus Ventures Discloses 6% Equity Stake
GENTA INC: BAM Opportunity Discloses Equity Stake
GENTA INC: Cat Trail P/E Fund Discloses Almost 10% Stake
GENTA INC: Issues 695,658 Shares Each to Three Directors
GJS GROUP LLC: Case Summary 20 Largest Unsecured Creditors
GLIMCHER REALTY: To Sell Lloyd Center to Merlone Geier for $192MM
GOTTSCHALKS INC: Wells Fargo Blocks Proposed $1.3 Mil. Asset Sale
GREAT SMOKEY MOUNTAIN: Case Summary & 8 Largest Unsec. Creditors
GREEKTOWN HOLDINGS: City of Detroit Serves Document Request
GREEKTOWN HOLDINGS: DIP Facility Extended Through Dec. 31
GREEKTOWN HOLDINGS: Parties Object to Committee Suit vs. Insiders
GREEKTOWN HOLDINGS: Proposes to Assume Int'l Union CBA
GUARANTY FINANCIAL: Hires Lain Faulkner as Restructuring Officer
GUARANTY FINANCIAL: Selects Haynes and Boone as Attorney
HAND PROPERTIES: Voluntary Chapter 11 Case Summary
HARRAH'S ENTERTAINMENT: Takes In $140MM of Planet Hollywood Debt
HARRISON BROAD LLC: Case Summary & 3 Largest Unsecured Creditors
HEALTHSOUTH CORP: Discloses Initial Observations on Q3 2009
HHGREGG INC: S&P Affirms Corporate Credit Rating at 'B+'
HOWARD FELDMAN: Case Summary & 3 Largest Unsecured Creditors
ISOLAGEN INC: Bankruptcy Plan Became Effective September 3
JBS SA: Fitch Places 'B+' Rating on Watch Positive Due to Buyouts
JERGENS BALES: Case Summary & 20 Largest Unsecured Creditors
JESUS SANTIAGO MALAVET: Case Summary & 20 Largest Unsec. Creditors
JOHN WESLEY COX: Case Summary & 20 Largest Unsecured Creditors
JON COURRIER ZIMMER: Case Summary & 20 Largest Unsecured Creditors
KAINOS PARTNERS: Updated Voluntary Chapter 11 Case Summary
KAREN HAWKINS: Case Summary & 20 Largest Unsecured Creditors
KENNETH G TRUST: Section 341(a) Meeting Scheduled for September 29
KEVIN MURPHY: Case Summary & 12 Largest Unsecured Creditors
LANDAMERICA FINANCIAL: Fitch Withdraws 'D' Issuer Default Rating
LANDAMERICA FINANCIAL: Plan Exclusivity Extended Until Oct. 15
LANDAMERICA FINANCIAL: Seeks Jan. 31 Extension of Removal Period
LANDAMERICA FINANCIAL: Terms of Chapter 11 Liquidation Plan
LANDAMERICA FINANCIAL: To Sell Onestop Assets to T&F Acquisition
LCGI VICTORVILLE: Case Summary & 7 Largest Unsecured Creditors
LEHMAN BROTHERS: SIPA Trustee Wants Barclays Sale Order Modified
LEO LITTLE: Case Summary & 7 Largest Unsecured Creditors
LIFEMASTERS SUPPORTED: Case Summary & 20 Largest Unsec. Creditors
LIGHTHOUSE FINANCIAL GROUP: Voluntary Chapter 11 Case Summary
LITHIUM TECHNOLOGY: Amends Annual Report to Correct Errors
LOUISIANA HOSPITAL: Leases' Forum Selection Clause Not Controlling
LYONDELL CHEMICAL: Lenders Oppose New $7.1 Bil. Claim by Creditors
LYONDELL CHEMICAL: LyondellBasell Incurs $350MM Loss for Q2
LYONDELL CHEMICAL: Employs Zelle Hofmann as Counsel
LYONDELL CHEMICAL: Hires Scott-Macon as Financial Advisor
LYONDELL CHEMICAL: Proposes Miller & Chevalier as Counsel
MAGNA ENTERTAINMENT: Court OKs Remington Park, Ocala Land Sales
MAGNA ENTERTAINMENT: Court OKs Thistledown Racetrack to Harrah's
MAGNA ENTERTAINMENT: Wants Oct. 5 Deadline for Lone Star Park Bids
MAGNA ENTERTAINMENT: Updated Case Summary & 50 Unsecured Creditors
MANUEL LEON MYERS: Case Summary & 6 Largest Unsecured Creditors
MAINLINE CONTRACTING: Case Summary & 20 Largest Unsec. Creditors
MEDIMEDIA USA: Moody's Gives Negative Outlook; Affirms 'B2' Rating
MELANIE SQUARE LLC: Case Summary & 8 Largest Unsecured Creditors
MERCURY DATA SYSTEMS: Case Summary & 20 Largest Unsec. Creditors
MERRILL LYNCH: Ex-Brokerage Chief Wants None-Compete Deal Waived
MERRILL LYNCH: House Wants SEC Chief to Testify on Settlement
MERRILL LYNCH: Five Directors Get Subpoenaed by Attorney General
MMC ENERGY: Karl Miller Says Fraud Claims Dismissed
MOMENTUM BIOFUELS: Needs More Capital to Maintain Operations
NCI BUILDING: Says CD&R Deal Provides Best Recovery for Lenders
NEWPAGE CORP: Exchange Offer Extended; Maximum Payment Amount Cut
NICHOLAS RUVOLO: Case Summary & 20 Largest Unsecured Creditors
NMP ENTERPRISES LLC: Voluntary Chapter 11 Case Summary
NORTEL NETWORKS: Courts OK Sale of Enterprise Biz. to Avaya
NOVADEL PHARMA: Annual Stockholders' Meeting on October 15
NOVADEL PHARMA: Receives $117,490 From Sale of Shares to Seaside
NPOT PARTNERS: Meeting of Creditors Scheduled for October 15
ORESTE INFANTE: Case Summary & 20 Largest Unsecured Creditors
PASTOR CARRILLO: Case Summary & 20 Largest Unsecured Creditors
PENHALL INTERNATIONAL: S&P Junks Corporate Credit Rating From 'B-'
PERPETUA-BURR OAK: Case Summary & 20 Largest Unsecured Creditors
PERPETUA HOLDINGS: Files Chapter 11, Retakes Control of Cemetery
PHILADELPHIA NEWSPAPERS: PBGC Balks at $43 Million Asset Sale
PHILADELPHIA NEWSPAPERS: Reaches DIP Financing Pact With Creditors
PHILIP HARRIS: Case Summary & 12 Largest Unsecured Creditors
PILGRIM'S PRIDE: To Sell Business to JBS Under Chapter 11 Plan
PLANET HOLLYWOOD: Harrah's Buys Goldman's $140MM Claim
PUREDEPTH INC: Posts $1.5 Million Net Loss for July 31 Quarter
QWEST COMMUNICATIONS: Upsizing of Notes Won't Move S&P's B+ Rating
RANDY THOMAS: Case Summary & 20 Largest Unsecured Creditors
RANDY ROSEN: Case Summary & 18 Largest Unsecured Creditors
RAY FISHER PHARMACY: Case Summary & 20 Largest Unsecured Creditors
READER'S DIGEST: Jonathan Hills Named General Manager for Web Site
REXNORD LLC: Todd Adams Appointed as President and CEO
RH DONNELLEY: Court Grants Dec. 24 Extension of Removal Period
RH DONNELLEY: Court Sets Oct. 30, 2009 as Claims Bar Date
RH DONNELLEY: Gets Court Nod for Mercer as Consultant
RH DONNELLEY: Gets Court Nod to Fund $30 Mil. to Pension Plans
ROCKCLIFF RESOURCES: Settles Debt with 2 Creditors
SELDOM BLUES: Files for Chapter 11 Bankruptcy Protection
SEMGROUP LP: Reaches Agreement-in-Principle With Producers
SHELLS INC: Case Summary & 20 Largest Unsecured Creditors
SIX FLAGS: Noteholders Offer More Recovery for Unsec. Creditors
SIX FLAGS: Removal Period Extended Until December 10
SMILE WIZARDS: Case Summary & 20 Largest Unsecured Creditors
STAR TRIBUNE: Creditors Committee Wants Publisher Identified
STEPHEN FOSTER MEADE: Case Summary & 14 Largest Unsec. Creditors
STRATEGIC RESOURCE: Delays Financials Due to Chapter 11 Filing
SUN-TIMES MEDIA: Union Workers Reject Concessions in Test Vote
SMITHFIELD FOODS: Share Issuance Won't Affect Moody's 'B2' Rating
SONIC AUTOMOTIVE: Lenders Permit Refinancing of 2015 Notes
SONIC AUTOMOTIVE: Offers Class A Shares, Convertible Senior Notes
SOUTHERN RESORT: Case Summary & 9 Largest Unsecured Creditors
SUNWEST MANAGEMENT: Emeritus to Participate in Blackstone Offer
SWAMI KRUPA: Case Summary & 20 Largest Unsecured Creditors
TELKONET INC: Registers 11 Million Shares Under Incentive Plan
TEXANS CUSO: 1st-Day Motions OK'd; Oct. 8 Cash Collateral Hearing
TEXAS MATTRESS: Voluntary Chapter 11 Case Summary
TOLL BROTHERS: Moody's Assigns 'Ba1' Rating on $250 Mil. Notes
TRADIS DARRIEL WEST: Case Summary & 9 Largest Unsecured Creditors
TRIPLE CROWN MEDIA: Case Summary & 30 Largest Unsecured Creditors
UBS AG: Taps Bora Sila as Americas Retail Banking Chief
UNIFI INC: In the Red for 3 Straight Years; $48.9MM FY09 Net Loss
UNISYS CORP: Registers 52.4 Mil. Shares for Resale
VIRGIN MOBILE: Returns to Compliance With New York Stock Exchange
WEST FRASER: S&P Downgrades Corporate Credit Rating to 'BB'
WEST HAWK: WantBrownstein Hyatt as Counsel
WHITEHALL JEWELERS: Bidz.com Acquires IP and Customer Database
WILLIAM CARTER: Moody's Upgrades Corporate Family Rating to 'Ba2'
WORKSTREAM INC: Refinancing Talks; Going Concern Doubt Raised
X-RITE INC: No Date Yet for Special Shareholders' Meeting
YELLOWSTONE CLUB: Equity Sale Doesn't Moot Collateral Valuation
YEVGENIY ROZENBERG: Case Summary & 20 Largest Unsecured Creditors
ZOOM TECHNOLOGIES: Records $1.32-Mil. Net Loss for 1H 2009
* Canadian Banks See Takeover Opportunities in U.S.
* Fed Examining Mid-Sized Banks' Losses to Commercial Real Estate
* Study Sees High Bankruptcy Risk in Media, Transportation Sectors
* Focus Management Launches Regional Office in Philadelphia
* Greenberg Traurig South Florida Attorneys Receive Recognitions
* Canadian Experts Welcome Major Insolvency Reforms
* SEC & UK FSA Discuss Approaches to Global Regulatory
* Chapter 11 Cases With Assets and Liabilities Below $1,000,000
*********
3 C RIVERSIDE: Case Summary & 17 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: 3 C Riverside Properties, L.L.C.
46 Timber Creek Dr., Suite 200
Cordova, TN 38018
Case No.: 09-30025
Chapter 11 Petition Date: September 11, 2009
Court: United States Bankruptcy Court
Western District of Tennessee (Memphis)
Judge: David S. Kennedy
Debtor's Counsel: Henry C. Shelton III, Esq.
Adams and Reese
80 Monroe Avenue, Suite 700
Brinkley Plaza
Memphis, TN 38103-2467
Tel: (901) 524-5271
Fax: (901) 524.5371
Email: henry.shelton@arlaw.com
Estimated Assets: $10,000,001 to $50,000,000
Estimated Debts: $1,000,001 to $10,000,000
According to the schedules, the Company has assets of at least
$25,131,500, and total debts of $6,263,461.
The petition was signed by Harry R. Coleman Jr., company member.
Debtor's List of 17 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Louis G. Authement Legal fees $10,000
Caterpillar Access Account Equipment Rentals $10,816
CNH Capital America LLC Case STX530 Tractor $300,000
PO Box 0507 Rome Disk - ($190,000
Carol Stream, IL 60132-0507 TWACW20 Fair secured)
Oaks Scraper
Blade-SB
Compass Bank 2006 Toyota $23,000
Landcruiser ($20,000
secured)
Environmental Services, Inc. Professional fees $12,887
for 607 Gulf Shore
Drive, Destin, FL
H&E Equipment Services, Inc. Water Truck Rental $6,961
parts
Roger Hanes Commission of $7,148
dirt sale
Hertz Equipment Rental Pump Rental $1,362
Jackie Bee Investments Fuel $34,510
Komatsu Financial Komatsu D61 PX - $526,522
PO Box 99303 $40,000 ($440,000
Chicago, IL 60693 Komatsu PC300 secured)
(A90831)- $200,000
Komatsu PC300
(A90586 - $200,000)
Natural Resource Professional Fees $28,000
Professsionals, LLC
Scott Equipment Co., LLC Equipment Rental $9,374
St. Charles Parish School Parish Sales Tax $22,521
Board
State of Louisiana Income Tax $65,817
Department of Revenue
State Of Louisiana State Sales Tax $18,017
Department of Revenue
Trinity Vendor Finance 2009 CAT D6NLGP $200,000
Dozer ($170,000
secured)
Michael Waguespack Cane Damage $150,000
A.J.W. Farms, Inc. Reimbursement
1102 47TH STREET: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: 1102 47th Street, L.L.C.
aka Meadowbrook Square
3865 E. Palm Circle
Mesa, AZ 85215
Bankruptcy Case No.: 09-15091
Chapter 11 Petition Date: September 14, 2009
Court: United States Bankruptcy Court
Western District of Oklahoma (Oklahoma City)
Debtor's Counsel: Gary D. Hammond, Esq.
512 NW 12th Street
Oklahoma City, OK 73103
Tel: (405) 216-0007
Email: gary@okatty.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
$1,606,500, and total debts of $1,226,094.
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/okwb09-15091.pdf
The petition was signed by John Olson, member of the Company.
1031 TAX: Ch. 11 Trustee Wants Court to Approve $92MM Settlement
----------------------------------------------------------------
Gerard A. McHale, the Chapter 11 trustee overseeing 1031 Tax Group
LLC's cases, has asked for court approval of five groups of
settlements with insurers, former 1031 attorneys, former owners of
1031 intermediaries and Wachovia Bank NA, which will provide a
total of $92 million in funding for 1031 Tax's Chapter 11 plan.
As reported by the TCR on Sept. 4, 2009, the Bankruptcy Court is
scheduled to convene a hearing on October 7 to consider approval
of the liquidating plan proposed by the Chapter 11 trustee of 1031
Tax Group. Creditors entitled to vote on the Plan have until
September 25 to submit their ballots.
Funding for distributions to creditors under the Plan is primarily
derived from settlements of claims against various firms and
entities in connection with the alleged fraudulent activities and
misappropriation of funds by Edward Okun that led to the collapse
of 1031 Tax Group and its units in 2007.
Under the Plan, holders of general unsecured claims aggregating
$150 million will recover 35% of their claims. Holders of these
claims identified as "exchangers" will recover up to 44% after
giving effect to a class action agreement. Creditors that have
higher rank to unsecured creditors will receiver full recovery.
Holders of equity interests won't get anything.
On the effective date, a liquidating trust will be formed to
implement the settlement agreements, and to pursue causes of
action. The projected cash balance of the Liquidation Trust as of
the effective date is $78,970,000. This amount will be funded by
the $70,277,500 collectively payable under the settlement
agreements plus cash on hand of $5,897,000 and an anticipated tax
refund of $2,800,000.
The settlement agreements reached by the Chapter 11 trustee are:
* Kluger Peretz Kaplan & Berlin, PL, has been probed by
the Chapter 11 trustee for potential claims in connection
with legal services provided to the Debtors prepetition. The
Debtors' estates will net a total of $12,380,000 from the
settlement.
* Claims from "Errors and Omissions" policies will be settled
by selling the policies back to the carriers for $4.6 million.
* Insurers that provided for commercial crime policies have
agreed to pay a collective amount of $23,250,000 for the
benefit of the estates. The commercial crime policies
generally covered the 1031 Debtors for direct losses of
covered property resulting from "Employee Theft" or "Employee
Dishonesty," as those terms are defined in the policies.
* Certain entities have agreed to settle the Trustee's claims
against them for fraudulent transfers arising from receiving
excessive consideration of the sale of certain assets and
businesses to the Debtors and breach of fiduciary duties
in connection with the transactions. The Former owners
have agreed to pay a total of $2,112,500: (i) Hazel, Dowdall,
Subrt and Livesey will pay $107,500 in connection with the
sale of Atlantic Exchange Company's assets to the Debtors,
(ii) Bennett Davis will pay $400,000 in connection with the
sale of all of NIL's assets to 1031 Tax Group, (iii) McCabe
Group will pay $1.2 million for the sale of the IXG QI
business to 1031 Tax Group, (iv) Pajonas and Regal Entities
will pay $200,000, with $20,000 paid immediately and the
balance payable over three years, without interest, in
connection with the sale of the SOS business to the Debtors,
(v) Shefmans $10,000 for the sale of REES; and (vi) Allred and
Dashiell a total of $325,000 for the l031 Advance business.
* Michael J. Rosen, Esq., at Michael J. Rosen PA, was counsel
to one or more of the 1031 Debtors. To settle potential
claims, the sum of $925,000 will be paid to the estates from
an insurance policy.
* Wachovia Bank N.A. has agreed to pay $45 million to settle
claims by the Chapter 11 trustee and a class action commenced
by exchangers. Wachovia was sued for allegations that it
assisted Mr. Okun in misappropriating funds. Pursuant to
the class action agreement, 60% of the settlement amount is
allocated to the estates while 40% will be allocated to the
plaintiffs at the class suit.
The Chapter 11 trustee has pending lawsuits against, or
settlements with, JPS NH LLC, Boulder Capital LLC, WH Hialeah
Investors V, LLC, and Citibank, N.A. The Chapter 11 trustee has
also commenced an action against Mr. Okun seeking a judgment in
the amount of $150 million.
The cash the Liquidating Trust will hold on the effective date of
the Plan will be applied first to fund an aggregate of $25,848,600
for (i) allowed administrative claims totalling $670,000, (ii)
allowed priority tax claims of $32,600, (iii) allowed fee claims
totalling $19.8 million, (iv) allowed priority non-tax claims
totalling $346,000 and (v) a reserve of $5 million to permit the
Liquidation Trust fund ongoing litigation and other expenses. The
remaining $53,121,400 will be used to fund distributions for
general unsecured claims.
The Plan is being co-proposed by debtor IPofA Shreveport
Industrial Park, LLC. The Plan also provides for the
reorganization of IPofA Shreveport, which owns the Mineral
Servitude (the below-ground rights to exploit the shale gas
deposits in a property in Shreveport, LA). The Liquidating
Trustee will be the sole member of IpofA Shreveport. Reorganized
IPofA Shreveport's activities will relate solely to maximizing any
revenues that may be potentially generated or derived from the
Mineral Servitude.
A copy of the August 12 Plan and Disclosure Statement is available
for free at http://bankrupt.com/misc/1031_Tax_DS_Plan.pdf
About The 1031 Tax Group
Headquartered in Richmond, Virginia, The 1031 Tax Group LLC --
http://www.ixg1031.com/-- was a privately held consolidated group
of qualified intermediaries created to service real property
exchanges under Section 1031 of the Internal Revenue Code.
The Company and 15 of its affiliates filed for Chapter 11
protection on May 14, 2007 (Bankr. S.D.N.Y. Case No. 07-11447
through 07-11462). Gerard A. McHale, Jr., was appointed Chapter
11 trustee. Jonathan L. Flaxer, Esq., and David J. Eisenman,
Esq., at Golenbock Eiseman Assor Bell & Peskoe LLP, represent the
Chapter 11 trustee. Kurtzman Carson Consultants LLC acts as
claims and notice agent. Thomas J. Weber, Esq., Melanie L.
Cyganowski, Esq., and Allen G. Kadish, Esq., at Greenberg Traurig,
LLP, represent the Official Committee of Unsecured Creditors. As
of Sept. 30, 2007, the Debtors had total assets of $164,231,012
and total liabilities of $168,126,294, resulting in a total
stockholders' deficit of $3,895,282.
Former CEO Edward H. Okun is in federal prison at Northern Neck
Regional Jail in Warsaw, Virginia, after being convicted of mail
fraud, among other charges. Mr. Okun allegedly engaged in several
misappropriations of funds of 1031 Tax Group and other entities.
The funds were used for Mr. Okun's lavish lifestyle including
acquiring properties and luxury asset.
1470 DIXIE LLC: Case Summary & 7 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: 1470 Dixie LLC
aka Wisteria Court
29 Broadway
New York, NY 10006
Bankruptcy Case No.: 09-15534
Chapter 11 Petition Date: September 14, 2009
Court: United States Bankruptcy Court
Southern District of New York (Manhattan)
Judge: Burton R. Lifland
Debtor's Counsel: J. Ted Donovan, Esq.
Goldberg Weprin Finkel Goldstein LLP
1501 Broadway, 22nd Floor
New York, NY 10036
Tel: (212) 301-6943
Fax: (212) 422-6836
Email: TDonovan@Finkgold.com
Kevin J. Nash, Esq.
Goldberg Weprin Finkel Goldstein LLP
1501 Broadway, 22nd Floor
New York, NY 10036
Tel: (212) 221-5700
Fax: (212) 730-4518
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
$2,093,347, and total debts of $2,646,822.
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/nysb09-15534.pdf
The petition was signed by Gene Kronick, member/manager of the
Company.
3660 BROADWAY: Can Hire Levine and Prince to Prepare Tax Returns
----------------------------------------------------------------
The Hon. Allan L. Gropper of the U.S. Bankruptcy Court for the
Southern District of New York authorized 3660 Broadway Associates
LP to employ Levine and Prince LLP CPA its accountants.
Levine and Prince is expected to prepare tax returns and provide
accounting services in the bankruptcy proceeding.
Steven A. Prince, a member of Levine and Prince LLP CPA, told the
Court that the hourly rates of the firm's personnel are:
Supervisory Partners $200
Junior Accountants $150
Mr. Prince assures the Court that Levine and Prince is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
New York City-based 3660 Broadway Associates LP filed for
Chapter 11 on Aug. 28, 2009 (Bankr. S.D.N.Y. Case No. 09-15281).
David Cohen, Esq., represents the Debtor in its restructuring
effort. In its schedules, the Company said it has assets of at
least $14,504,378, and total debts of $13,108,832.
AABHUSHAN EXPORTS: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Aabhushan Exports Private Ltd.
aka Aabhushan Family Jewelers
155 Wood Avenue
Oakwood Plaza
Edison, NJ 08820
Bankruptcy Case No.: 09-34135
Chapter 11 Petition Date: September 14, 2009
Court: United States Bankruptcy Court
District of New Jersey (Trenton)
Debtor's Counsel: O. Gene Hurst, Esq.
1088 Raritan Road
Clark, NJ 07066-2557
Tel: (732) 382-6748
Email: oghurst@aol.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 $3,837,597,
and total debts of $10,935,124.
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/njb09-34135.pdf
The petition was signed by Rachna Bhalla, president of the
Company.
ABUNDANT RENEWABLE: Helix Signs Definitive Pact to Acquire Assets
-----------------------------------------------------------------
Helix Wind Corporation has executed a definitive purchase
agreement to acquire Abundant Renewable Energy, LLC and Renewable
Energy Engineering, LLC, of Newberg, Oregon. The acquisition of
ARE will bring two additional wind turbines, the 2.5 kilowatt
ARE110 and the 10 kilowatt ARE442 to Helix's portfolio.
According to the terms of the agreement, Helix Wind will purchase
all of the assets of ARE and REE in consideration for an aggregate
purchase price between $4 million to $6.5 million, depending on
the fulfillment of certain financial projections. Helix will also
assume certain liabilities associated with the purchased assets.
At the closing of the acquisition, Helix will pay ARE $2.2 million
in cash. Of this payment, up to a maximum of $345,000 may be used
to pay certain claims of ARE principals and their affiliates. At
the closing, Helix will also issue shares of common stock worth
$1.8 million to ARE that are to be valued at the average closing
bid price per share for the immediate prior 30-day period.
Additional shares may be issued if certain milestones are met.
The closing of the acquisitions is dependent on several
conditions, including a capital raise by Helix of $5 million and
approval of the U.S. Bankruptcy Court in Oregon, which is
supervising ARE's bankruptcy.
"We're looking forward to completing these acquisitions quickly
and efficiently," commented Helix Wind Chairman and President
Scott Weinbrandt. "Bringing ARE and REE aboard not only adds a
line of horizontal axis turbine products to our existing portfolio
but also adds exceptional staff, design, manufacturing, sales and
service, power electronics and software to the Helix brand. We're
extremely enthusiastic about Helix Winds's future and will
continue to provide comprehensive renewable energy solutions to a
variety of markets."
Helix Wind Corp. -- http://www.helixwind.com/-- a global
renewable energy company, is engaged in the design, manufacturing
and sale of small wind vertical axis turbine designed to generate
300W, 1kW, 2.0kW, 4.0kW, and 50kW of clean, renewable electricity.
Abundant Renewable Energy, LLC, based in Newberg, Oregon, filed
for bankruptcy on March 26, 2009 (Bankr. D. Ore. Case No.
09-32025). Judge Elizabeth L. Perris presides over the case.
Richard S. Ross, Esq., at Law Office of Richard S. Ross, in
Vancouver, Washington, serves as Debtor's counsel. The Debtor
listed assets below $50,000 and debts ranging from $1,000,001 to
$10,000,000.
ACCURIDE CORP: Sun Capital Extends Forbearance Until Sept. 30
-------------------------------------------------------------
Accuride Corporation said September 15 it has entered into an
agreement with the lenders of its Fourth Amended and Restated
Credit Agreement that effectively extends the temporary waiver
period granted by the lenders as of July 1, 2009, until
September 30, subject to certain early termination provisions.
The Third Temporary Waiver Agreement addresses any failure to
comply with certain obligations under the Credit Agreement and any
failure to pay interest to holders of Accuride's 8.5% Senior
Subordinated Notes due 2015.
"This extension demonstrates our lenders' on-going commitment to
assisting in the development of a capital structure that will
ensure the long-term health of the Company," said Bill Lasky,
Accuride's President, CEO, and Chairman of the Board.
As consideration for the Waiver, Accuride agreed to provide
detailed and regular financial information to a Steering Committee
that was formed to represent the lenders in their negotiations
with Accuride and to comply with other restrictions, including
restrictions on incurring additional debt, making investments and
selling assets, as well as specified minimum liquidity
requirements.
The Waivers
On September 15, 2009, Accuride Corp. entered into a Third
Temporary Waiver Agreement with respect to its Fourth Amended and
Restated Credit Agreement, dated as of January 31, 2005, as
amended, among the Company, Accuride Canada Inc., the lenders
party thereto, the administrative agent for the Lenders, and the
other agents party thereto.
The Lenders have agreed to continue to waive the Company's non-
compliance with the financial covenants under the Credit Agreement
for the fiscal quarter ended June 30, 2009 and other defaults.
The Waiver Period terminates on September 30, 2009, unless
terminated earlier as the result of, among other things: (i) an
event of default under the Credit Agreement that is not a
Scheduled Default or an Additional Default, (ii) payment by the
Company of the Senior Subordinated Notes Interest Payment, (iii)
the exercise of any rights or remedies under the Notes Indenture
as a result of any "Default" or "Event of Default" under, and as
defined in, the Notes Indenture, or (iv) the failure by the
Company or the subsidiary guarantors to comply with the terms and
provisions of the Third Temporary Waiver. The Waiver also
terminates if the Company has not entered into a plan support,
lock-up or similar restructuring agreement with one of its
principal stakeholder groups by September 25, 2009, although this
deadline may be extended with the approval of the bank steering
committee.
Under the Third Temporary Waiver: (i) interest on advances and all
outstanding obligations under the Credit Agreement will accrue at
an annual rate of 2.0% plus the otherwise applicable rate during
the Third Temporary Waiver Period, (ii) the Company and its
subsidiaries must comply with certain restrictions on incurring
additional debt, making investments and selling assets and (iii)
the Company must comply with specified minimum liquidity
requirements.
An affiliate of Sun Capital Securities Group, LLC is one of the
lenders that approved the Third Temporary Waiver. Sun Capital and
its affiliates hold roughly 32.2% of the Company's common stock on
a fully diluted basis and benefit from certain corporate
governance rights.
Senior Subordinated Notes
Forbearance Agreement
Pursuant to the Forbearance Agreement filed on September 3, 2009
by and among the Company and certain holders of the Company's 8.5%
Senior Subordinated Notes due 2015 issued pursuant to an Indenture
dated as of January 31, 2005 among the Company, certain guarantors
and The Bank of New York Mellon Trust Company (f.k.a. The Bank of
New York Trust Company, N.A.), as Trustee, the Company is required
to deliver to the Note holders on or before September 15, 2009 --
Milestone Date -- (a) a final term sheet in form and substance
satisfactory to Holders; and (b) a written acknowledgement of the
Steering Committee of the lenders under the Senior Credit
Facilities affirming that the Final Term Sheet is in form and
substance satisfactory to such lenders. On September 15, 2009,
the Company received a letter from Note holders representing a
majority of the principal amount of Notes outstanding informing
the Company that the Note holders have extended the Milestone Date
to September 25, 2009, which coincides with the September 25th
deadline under the Third Temporary Waiver.
The Company is proactively evaluating restructuring alternatives
to address ongoing liquidity and financing concerns and is
continuing discussions with its stakeholder groups. The Company
expects to use the term of the Third Temporary Waiver and the
Forbearance Agreement, as amended by the Extension Letter, to
continue working toward implementing one or more restructuring
alternatives, and views the Third Temporary Waiver and the
Extension Letter as additional steps in a broader transaction with
its creditors, although the nature and parameters of this
transaction are not yet defined.
About Accuride
Accuride Corporation -- http://www.accuridecorp.com/-- is one of
the largest and most diversified manufacturers and suppliers of
commercial vehicle components in North America. Accuride's
products include commercial vehicle wheels, wheel-end components
and assemblies, truck body and chassis parts, seating assemblies
and other commercial vehicle components. Accuride's products are
marketed under its brand names, which include Accuride, Gunite,
Imperial, Bostrom, Fabco, Brillion, and Highway Original.
As of June 30, 2009, the Company had $704.7 million in total
assets; $732.0 million in total current liabilities and $114.0
million in other liabilities; and $141.4 million in stockholders'
deficiency.
As reported by the TCR on September 7, 2009, Moody's Investors
Service lowered Accuride's Probability of Default Rating and
Corporate Family Rating to Ca\LD and Ca, respectively. Moody's
believes that the company's continued financial difficulties
increase the likelihood of a distressed exchange or a bankruptcy
filing as the company seeks to restructure its business
AEG 777 LLC: Case Summary & 3 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: AEG 777 LLC
7740 SW 104 Street, Ste. 209
Miami, FL 33156
Bankruptcy Case No.: 09-29355
Chapter 11 Petition Date: September 15, 2009
Court: United States Bankruptcy Court
Southern District of Florida (Miami)
Judge: A. Jay Cristol
Debtor's Counsel: Clare A. Casas, Esq.
9600 W Sample Rd #205
Coral Springs, FL 33065
Tel: (954) 255-2022
Email: clarecasas@bellsouth.net
Estimated Assets: $0 to $50,000
Estimated Debts: $1,000,001 to $10,000,000
A full-text copy of the Debtor's petition, including a list of its
3 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/flsb09-29355.pdf
The petition was signed by Abel Victores, manager of the Company.
AGT CRUNCH: Wants to Reject Gym Memberships and Contracts
---------------------------------------------------------
AGT Crunch Acquisition LLC has asked the U.S. Bankruptcy Court for
the Southern District of New York to be allowed to reject certain
types of gym memberships and other contracts as it prepares to
sell Crunch fitness clubs, according to Law360.
AGT Crunch said August 31 that its sale to an investor group led
by New Evolution Fitness Company and Angelo, Gordon & Co. has been
approved by the Bankruptcy Court for the Southern District of New
York, and that the transaction is expected to close by mid-
September.
IN early August, AGT Crunch obtained the Bankruptcy Court's
approval to sell its business to CH Fitness Investors LLC -- the
entity formed by New Evolution and Angelo Gordon -- for a credit
bid of as much as $40 million.
About AGT Crunch
AGT Crunch Acquisition Co. and its affiliates ran and operated the
Crunch Fitness chain of 19 high-end fitness clubs. The clubs,
with 73,000 members, are located in New York, Chicago, Los Angeles
and Rock Creek, Maryland. New York-based AGT Crunch Acquisition
LLC and its affiliates filed for Chapter 11 on May 6, 2009 (Bankr.
S.D.N.Y. Lead Case No. 09-12889). Davin J. Hall, Esq., at Dechert
LLP, represents the Debtors in their restructuring efforts. Diana
G. Adams, the U.S. Trustee for Region 2, appointed seven creditors
to serve on the official committee of unsecured creditors.
The petition listed assets of $104 million against $102 million in
total liabilities. Debt includes $56.7 million on a first-lien
loan now mostly owned by Angelo Gordon affiliates. There is a
second-lien debt for another $22.7 million.
AKRON THERMAL: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Akron Thermal, Limited Partnership
226 Opportunity Parkway
Akron, OH 44307
Bankruptcy Case No.: 09-54101
Debtor-affiliate filing separate Chapter 11 petition:
Entity Case No.
------ --------
Akron Thermal Cooling, LLC 09-54102
Chapter 11 Petition Date: September 11, 2009
Court: United States Bankruptcy Court
Northern District of Ohio (Akron)
Judge: Marilyn Shea-Stonum
Debtor's Counsel: Daniel R. Swetnam, Esq.
Schottenstein Zox & Dunn Co LPA
250 West Street, Suite 700
Columbus, OH 43215
Tel: (614) 462-2225
Fax: (614) 224-3568
Email: dswetnam@szd.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 Debtors' petition, including a list of
their 10 largest unsecured creditors, is available for free at:
A list of the Company's 20 largest unsecured creditors is
available for free at:
http://bankrupt.com/misc/ohnb09-54101.pdf
The petition was signed by Jeffrey P. Bees.
AMERICAN AXLE: Lenders' Waiver Expires 5:00 p.m. Today
------------------------------------------------------
American Axle & Manufacturing Holdings, Inc., and American Axle &
Manufacturing, Inc., on September 15, 2009, entered into a fourth
extension of the Waiver and Amendment, dated as of June 29, 2009,
as amended, to the Credit Agreement dated as of January 9, 2004,
as amended and restated, with JPMorgan Chase Bank, N.A., as
Administrative Agent for the lender parties and J.P. Morgan
Securities Inc. and Banc of America Securities LLC, as Joint Lead
Arrangers and Joint Bookrunners.
The Lenders extend the Waiver Period from September 15, 2009,
until the earliest to occur of:
(i) 5:00 p.m., New York City time, on September 17, 2009,
(ii) the failure of the Parent and the Borrower to maintain a
Liquidity Amount in excess of $75,000,000 for a period of
four consecutive Business Days and delivery to the
Borrower by the Administrative Agent of a notice stating
that the Waiver Period is being terminated,
(iii) any Event of Default (other than a Waived Default) and
delivery to the Borrower by the Administrative Agent of a
notice (which the Administrative Agent shall deliver at
the request of the Required Lenders), while such Event of
Default is continuing, stating that the Waiver Period is
being terminated,
(iv) the date of any amendment to the Credit Agreement and
(v) the date on which any Loan Party makes any payment of
interest, principal or fees with respect to the Existing
Convertible Notes or the Existing Senior Notes, and
delivery to the Borrower by the Administrative Agent of a
notice (which the Administrative Agent shall deliver at
the request of the Required Lenders) stating that the
Waiver Period is being terminated.
Otherwise, the Waiver and Amendment remains in full force and
effect.
About American Axle
Headquartered in Detroit, Michigan, American Axle & Manufacturing
Holdings Inc. (NYSE: AXL) -- http://www.aam.com/-- is a world
leader in the manufacture, engineering, design and validation of
driveline and drivetrain systems and related components and
modules, chassis systems and metal-formed products for trucks,
sport utility vehicles, passenger cars and crossover utility
vehicles. In addition to locations in the United States
(Michigan, New York, Ohio and Indiana), the Company also has
offices or facilities in Brazil, China, Germany, India, Japan,
Luxembourg, Mexico, Poland, South Korea, Thailand and the United
Kingdom.
* * *
American Axle carries a 'CCC' long term issuer default rating from
Fitch, a 'CCC+' issuer credit rating from Standard & Poor's, and a
'Ca' corporate family rating from Moody's.
Standard & Poor's Ratings Services said in August that its ratings
on American Axle (CCC+/Negative/--) are not immediately affected
by the company's announcement of its financial results for the
second quarter of 2009.
American Axle had assets of $1,920,600,000 against debts of
$2,656,600,000 as of June 30, 2009.
AMERICAN INT'L: New CEO Rebuffed by Board on Corporate Jet Use
--------------------------------------------------------------
Robert Benmosche, chief executive officer of American
International Group Inc., was rebuffed by the insurer's board
after saying he should be allowed personal use of the bailed-out
company's aircraft, Hugh Son and Christine Harper at Bloomberg
reported, citing two people familiar with the matter.
The board said flights will be limited to business purposes
because creating an exception would require approaching the
Treasury Department for approval, said one of the people, who
asked not to be identified because the talks were private. AIG
posted an expense guideline on its Web site this week saying that
personal use of corporate jets is "strictly prohibited."
Bloomberg relates that AIG, which was rescued a year ago with a
U.S. lifeline that swelled to $182.5 billion, has to sell assets
to repay its government loans under the direction of Mr.
Benmosche, who took the CEO post last month.
According to Bloomberg News, AIG has disclosed agreements to
divest assets for about $9.8 billion since it was bailed out by
the U.S. government in September 2008:
Price
Date Unit Buyer (in millions)
---- ---- ----- -------------
09/29/08 London Airport stake Credit Suisse n/a
11/26/08 Stake in Brazil venture Unibanco 820
12/01/08 Private Bank Aabar 308
12/19/08 German insurance unit Augur Capital n/a
12/22/08 Hartford Steam Munich Re 815
01/13/09 Canadian life units Bank of Montreal 263
01/19/09 Commodity index unit UBS AG 15
01/23/09 Philippines units East-West Banking 49
02/05/09 Thai units Bank of Ayudhya 45
03/26/09 Taiwan securities unit Bank of E. Asia n/a
04/16/09 21st Century Insurance Zurich Financial 2,000*
05/11/09 Japanese headquarters Nippon Life 1,200
06/02/09 Argentina finance unit Banco de Galicia n/a
06/04/09 Transatlantic Holdings public offering 1,136
06/09/09 New York headquarters Kumho n/a
06/19/09 ForEx Platform BNP Paribas n/a
06/24/09 Mexican finance Afirme, Consorcio n/a
06/29/09 Russian bank Banque PSA n/a
06/30/09 Taiwan credit card unit Far Eastern n/a
07/28/09 Life insurance finance Wintrust 680
07/29/09 Polish consumer finance Banco Santander n/a
08/11/09 Energy assets multiple buyers 1,900
08/12/09 Hong Kong finance China Construct. 70
08/12/09 India information tech. Mphasis n/a
09/05/09 AIG Investments Pacific Century 500
--------
TOTAL US$9,801
About American International
Based in New York, American International Group, Inc., is the
leading international insurance organization with operation in
more than 130 countries and jurisdictions. AIG companies serve
commercial, institutional and individual customers through the
most extensive worldwide property-casualty and life insurance
networks of any insurer. In addition, AIG companies are leading
providers of retirement services, financial services and asset
management around the world. AIG's common stock is listed on the
New York Stock Exchange, as well as the stock exchanges in Ireland
and Tokyo.
In September 2008, AIG experienced a liquidity crunch when its
credit ratings were downgraded below "AA" levels by Standard &
Poor's, Moody's Investors Service and Fitch Ratings. On
September 16, 2008, the Federal Reserve Bank created an
$85 billion credit facility to enable AIG to meet increased
collateral obligations consequent to the ratings downgrade, in
exchange for the issuance of a stock warrant to the Fed for 79.9%
of the equity of AIG. The credit facility was eventually
increased to as much as $182.5 billion. AIG has sold a number of
its subsidiaries and other assets to pay down loans received, and
continues to seek buyers of its assets.
The Troubled Company Reporter reported on March 4, 2009, that
Moody's Investors Service confirmed the A3 senior unsecured debt
and Prime-1 short-term debt ratings of American International
Group. AIG's subordinated debt rating has been downgraded to Ba2
from Baa1. The rating outlook for AIG is negative. This rating
action follows AIG's announcement of net losses of $62 billion for
the fourth quarter and $99 billion for the full year of 2008,
along with a revised restructuring plan supported by the U.S.
Treasury and the Federal Reserve. This concludes a review for
possible downgrade that was initiated on September 15, 2008.
APACHE LAND 25: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Apache Land 25, LLC
4122 E. Mclellan Rd. #18
Mesa, AZ 85205
Case No.: 09-22665
Chapter 11 Petition Date: September 14, 2009
Court: United States Bankruptcy Court
District of Arizona (Phoenix)
Judge: Charles G. Case II
Debtor's Counsel: Brian W. Hendrickson, Esq.
The Hendrickson Law Firm PLLC
2133 E. Warner Rd., #106
Tempe, AZ 85284
Tel: (480) 345-7500
Fax: (480) 345-6406
Email: bwh@hendricksonlaw.net
Estimated Assets: $10,000,001 to $50,000,000
Estimated Debts: $10,000,001 to $50,000,000
The Debtor did not file a list of its 20 largest unsecured
creditors when it filed its petition.
ASAT HOLDINGS: S&P Affirms and Withdraws 'D' Ratings
----------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'D' ratings on
ASAT Holdings Ltd. and then withdrew the ratings as S&P has only
limited information on the financial restructuring of ASAT's
obligations concerning its senior unsecured notes and purchase
money loan facility, or on the company's financial performance.
S&P lowered the rating on ASAT and the issue rating on its senior
unsecured notes to 'D' on Feb. 2, 2009, due to a missed interest
payment. ASAT is a small operator in the highly fragmented and
competitive semiconductor assembly and test sector.
ASHBOURNE 4 PROPERTIES: Voluntary Chapter 11 Case Summary
---------------------------------------------------------
Debtor: Ashbourne 4 Properties, LLC
7909 High School Road
Elkins Park, PA 19027
Bankruptcy Case No.: 09-16888
Chapter 11 Petition Date: September 14, 2009
Court: United States Bankruptcy Court
Eastern District of Pennsylvania (Philadelphia)
Debtor's Counsel: David B. Macdonald, Esq.
Kashkashian & Associates
Canal Works, 10 Canal Street, Suite 204
Bristol, PA 19007
Tel: (215) 781-9500
Email: kashbank1@aol.com
Eric S. Carroll, Esq.
Kashkashian & Associates
Canal Works, 10 Canal Street, Suite 204
Bristol, PA 19007
Tel: (215) 781-9500
Estimated Assets: $1,000,001 to $10,000,000
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 Arsen Kashkashlan Esq., president of
the Company.
AVAGO TECHNOLOGIES: S&P Raises Corporate Credit Rating to 'BB'
--------------------------------------------------------------
Standard & Poor's Ratings Services said it raised its corporate
credit rating on Avago Technologies Finance Pte. Ltd. to 'BB' from
'BB+' and removed the rating from CreditWatch, where it had been
placed on Aug. 3, 2009. The outlook is stable.
S&P also raised the issue-level rating on the company's first-lien
revolving credit facility to 'BBB-' (two notches above the
corporate credit rating) from 'BB+'. S&P raised the issue-level
rating on the company's senior unsecured and senior floating-rate
notes to 'BB' (the same as the corporate credit rating) from
'BB-', while raising the issue-level rating on the subordinated
debt to 'B+' from 'B'. The recovery rating on the company's
first-lien revolving credit facility remains at '1', the recovery
rating on the company's senior unsecured and senior floating-rate
notes remain at '3', and the recovery ratings on the company's
subordinated debt remain at '6'.
"The rating action reflects Avago's pending $250 million debt
reduction following the completion of parent company Avago
Technologies Ltd.'s Aug. 18, 2009 IPO," said Standard & Poor's
credit analyst Bruce Hyman, "and indications that business
conditions have begun to recover from a steep industry-wide
decline in late 2008."
BARZEL INDUSTRIES INC: Case Summary & 20 Largest Unsec. Creditors
-----------------------------------------------------------------
Debtor: Barzel Industries Inc.
aka Novamerican Steel Inc.
aka Symmetry Holdings Inc.
320 Norwood Park South, 2nd Floor
Norwood, MA 02062
Case No.: 09-13204
Debtor-affiliates filing separate Chapter 11 petitions:
Entity Case No.
------ --------
Barzel Holdings Inc. 09-13205
dba Novamerican Steel Holdings Inc.
dba Lone Star Holdings I Inc.
Barzel Finco Inc. 09-13206
dba Novamerican Steel Finco Inc.
dba Lone Star Finco Inc.
Barzel Industries U.S. Inc. 09-13207
dba Novamerican Steel US Inc.
dba Integrated Steel Industries, Inc.
American Steel and Aluminum Corporation 09-13208
dba Steel Sales Realty Company
dba United Steel and Aluminum Corporation
Nova Tube and Steel, Inc. 09-13209
dba Novatlantic Steel and Tube Corporation
Novamerican Tube Holdings, Inc. 09-13210
dba Placements Novamerican Tube, Inc.
Nova Tube Indiana, LLC 09-13211
dba Bethnova Tube, LLC
Chapter 11 Petition Date: September 15, 2009
Court: United States Bankruptcy Court
District of Delaware (Delaware)
Judge: Christopher S. Sontchi
Debtor's Counsel: J. Kate Stickles, Esq.
Cole, Schotz, Meisel, Forman & Leonard,
500 Delaware Avenue, Suite 1410
Wilmington, DE 19801
Tel: (302) 652-3131
Fax: (302) 652-3117
Email: kstickles@coleschotz.com
Karen M. McKinley, Esq.
Cole Scholtz Meisel Forman Leonard, P.A.
500 Delaware Avenue, Suite 1410
Wilmington, DE 19801
Tel: (302) 652-3131
Fax: (302) 652-3117
Email: kmckinley@coleschotz.com
Norman L. Pernick, Esq.
Cole, Schotz, Meisel, Forman & Leonard,
500 Delaware Avenue,Suite 1410
Wilmington, DE 19801
Tel: (302) 652-3131
Fax: (302) 652-3117
Email: bankruptcy@coleschotz.com
Estimated Assets: $100,000,001 to $500,000,000
Estimated Debts: $100,000,001 to $500,000,000
The petition was signed by Karen G. Narwold, the company's VP and
strategic counselor.
Barzel Industries Inc.'s List of 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
J.P. Morgan Securities Inc. 11.5% senior $315,000,000
secured notes (allocated
2/3 JPM
CIBC World Markets Inc. and 1/3
CIBC)
Severstal Sparrows Point LLC trade debt $514,627
1430 Sparrows Point Blvd
Sparrows Point, MD 21219
Clayton H. Landis Co, Inc. trade debt $215,515
Ansonia Copper & Brass Inc. trade debt $210,469
Freight Broker International trade debt $196,554
Dempsey Pipe & Supply trade debt $194,388
Falls Township Tax Collector tax claim $122,714
Ansam Metal Corp. trade debt $114,477
Northstar Bluescope Steel trade debt $108,055
Thermatool Corp trade debt $102,533
Yarde Metal, Inc. trade debt $99,902
Mid Atlantic Crane trade debt $90,000
KPMG LLP Professional services $88,720
Nucor Steel Auburn trade debt $85,733
TMC Transportation trade debt $81,551
Aerotek Comemrcial Staffing services $81,413
CRST International, Inc. trade debt $73,762
North American Stainless trade debt $68,539
Blue Cross/ services $65,453
Blue Shield of Massachusetts
Nucor Steel South Carolina trade debt $63,468
BARZEL FINCO: Moody's Withdraws 'D' Default Rating on Bankruptcy
----------------------------------------------------------------
Moody's Investors Service withdrew all ratings for Barzel Finco
Inc. This action follows the September 15, 2009 announcement that
Barzel Industries Inc. and its US subsidiaries, including Barzel
Finco Inc, had filed voluntary petitions for relief under Chapter
11 of the Bankruptcy Code, and that the Canadian subsidiary of the
Company has filed an application with the Canadian Court seeking
relief. Moody's has withdrawn the ratings because the issuer has
entered bankruptcy.
These ratings were withdrawn:
* Probability of Default Rating of D
* Corporate Family Rating of Ca
* Senior Secured Note Rating of Ca (LGD 4; 69%)
* Speculative Grade Liquidity rating of SGL-4
* Negative outlook
The last rating action was on June 15, 2009 when the probability
of default rating of Barzel Finco Inc. was lowered to D from Ca
following the expiration of a 30-day grace period on the company's
$315 million 11.5% senior secured notes.
Headquartered in Norwood, Massachusetts, Barzel Industries
(formerly known as Novamerican Steel Inc.) processes,
manufactures, and distributes carbon steel, stainless steel, and
aluminum products primarily in the United States and Canada. The
company operates five manufacturing facilities, five tubing mills,
five distribution facilities and 2 processing facilities. Barzel
Finco Inc. is an intermediate holding company where the asset
based bank revolving credit facility and notes reside.
BASELINE OIL: Gets Nod for Grant Thornton as Financial Advisors
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas
authorized, on an interim basis, Baseline Oil & Gas Corp. to
employ Grant Thornton LLP as financial advisors.
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 Aug. 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.
BASELINE OIL: Gets Initial OK for Thompson & Knight as Counsel
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas
authorized, on an interim basis, Baseline Oil & Gas Corp. to
employ Thompson & Knight LLP as counsel.
T&K is expected to, among other things:
-- advise the Debtor of its rights, powers, and duties as
debtor-in-possession;
-- advise the Debtor concerning, and assist in, the negotiation
and documentation of financing agreements, debt
restructurings, and asset securitization; and
-- review the nature and validity of liens or claims asserted
against the Debtor's property and advise the Debtor
concerning the enforceability of the liens and claims.
The Court also ordered that the interim order will become a final
order on the 20th day after the entry of the interim order unless
an objection was filed.
Rhett G. Campbell, a partner at T&K, told the Court that on
March 30, 2009, T&K received a $200,000 retainer in connection
with restructuring and reorganization advice. T&K also received
$1,263,165 for services rendered from March 30 to August 27. T&K
holds in its trust account a balance of $55,025 on the date of
filing.
The hourly rates of T&K personnel are:
Mr. Campbell $710
Partners $450 - $745
Counsel and Associates $265 - $625
Legal Assistants and Support Staff $100 - $215
Mr. Campbell assures the Court that T&K is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
Mr. Campbell can be reached at:
Thompson & Knight LLP
333 Clay St., Suite 3300
Houston, TX 77002
Tel: (713) 654-8111
Fax: (713) 654-1871
About Baseline Oil & Gas
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 Aug. 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.
BASELINE OIL: Wants to Reject Mineral Leases with 411 NSHP
----------------------------------------------------------
Baseline Oil & Gas Corp. asks the U.S. Bankruptcy Court for the
Southern District of Texas for authority to assume contracts with
411 NHSP Partners, L.P. The Debtor is a party to a number of
executory contracts and unexpired leases, various oil, gas, and
mineral leases in Texas and Indiana and certain lease agreement
dated Oct. 26, 2007, with 411 NSHP.
The Debtor also asks for authority to reject an office lease
because it is uneconomical.
A hearing on the Debtor's motion is set for Sept. 25, 2009, at
9:00 a.m. in Courtroom 600, 515 Rusk Avenue, Houston, Texas.
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 Aug. 28, 2009 (Bankr. S.D. Tex. Case No. 09-36291).
Attorneys at Thompson & Knight LLP represent Baseline Oil in its
restructuring effort. Grant Thornton LLP serves as financial
advisor.
Baseline Oil had total assets of $80,053,903 against total debts
of $138,913,478 as of June 30, 2009.
BEAZER HOMES: 94.5% of Stock Options, SSARs Tendered
----------------------------------------------------
Beazer Homes USA, Inc., filed Amendment No. 3 to amend and
supplement the Tender Offer Statement on Schedule TO filed with
the Securities and Exchange Commission on August 4, 2009, as
previously amended on August 31, and September 3, relating to the
Company's offer to certain employees to exchange some or all of
their outstanding stock options or stock-settled stock
appreciation rights, subject to the terms and conditions set forth
in the Offer to Exchange Certain Outstanding Options and Stock-
Settled Stock Appreciation Rights for New Restricted Stock Awards,
dated August 4, 2009.
The Exchange Offer expired at 5:00 p.m., Eastern Time, on
September 11, 2009. Pursuant to the Exchange Offer, 84 eligible
stock options and SSARs, relating to an aggregate of 292,969
shares of Beazer Homes common stock, were tendered, representing
roughly 94.5% of the total number of shares of common stock
subject to stock options and SSARs eligible for exchange in the
Exchange Offer. On September 14, Beazer Homes granted an
aggregate of 90,405 shares of restricted stock in exchange for the
eligible stock options and SSARs surrendered in the Exchange
Offer.
About Beazer Homes USA
Beazer Homes USA, Inc., headquartered in Atlanta, Georgia, is one
of the country's 10 largest single-family homebuilders with
continuing operations in Arizona, California, Delaware, Florida,
Georgia, Indiana, Maryland, Nevada, New Jersey, New Mexico, North
Carolina, Pennsylvania, South Carolina, Tennessee, Texas, and
Virginia. Beazer Homes is listed on the New York Stock Exchange
under the ticker symbol "BZH."
At June 30, 2009, Beazer had $2.10 billion in total assets and
$1.94 billion in total liabilities, resulting in $159.7 million in
stockholders' equity. Cash and cash equivalents as of June 30,
2009, was $464.9 million, compared to $559.5 million at March 31,
2009, and $314.2 million at June 30, 2008. During the quarter,
the Company repurchased $115.5 million of senior notes for an
aggregate purchase price of $58.2 million or an average price of
50.4%, resulting in a gain on the extinguishment of debt of
$55.2 million.
As reported by the Troubled Company Reporter on August 21, 2009,
Standard & Poor's Ratings Services raised its corporate credit
rating on Beazer Homes to 'CCC' from 'SD' (selective default).
The outlook is negative. The issue-level rating on the senior
unsecured notes remains unchanged at 'D' reflecting S&P's
expectation that additional discounted repurchases or a similar
restructuring are likely. S&P's '5' recovery rating is also
unchanged and indicates its expectation for a modest (10%-30%)
recovery in the event of default.
S&P has said the repurchases constituted a distressed
restructuring given the steep discount and the significant
relative size of transactions.
BERNARD MADOFF: Court Sets Feb. 2 Hearing on Victims' Claims
------------------------------------------------------------
According to Erik Larson at Bloomberg, Judge Burton Lifland set a
Feb. 2 hearing to consider either approving or rejecting Irving H.
Picard's method for calculating victims' claims. Judge Lifland
approved ordered Trustee Irving Picard to file by Oct. 16 a list
of Bernard Madoff's victims who are challenging his calculation
for "net equity."
Judge Lifland last week approved a request by Mr. Picard for a
procedure for first determining the methodology to be used later
in fixing the amount of creditors' claims.
In last week's ruling, Judge Lifland barred an individual customer
from filing a lawsuit to determine the proper amount of its claim.
He said that allowing a group of claimants to proceed with a
lawsuit to determine the "net equity issue" that will apply to all
customer claims will yield an incomplete record that might result
in piecemeal litigation on this issue. Instead, customers must
adhere to the claims-determination procedure set up by the
Bankruptcy Court early in the case, and modified by Mr. Picard.
"With more than 15,000 claims filed in the Madoff proceeding and
multi-billions of dollars at stake, the issue of how the Trustee
determines claimants' 'net equity' for distribution purposes is a
central question to be determined in this SIPA liquidation," Judge
Lifland said. A copy of the Decision is available for free at:
http://bankrupt.com/misc/Madoff_ClaimsSkedDecision
As reported by the TCR on Aug. 31, 2009, Mr. Picard asked the U.S.
Bankruptcy Court for the Southern District of New York to enter a
scheduling order to resolve the "net equity" issue in computing
for investors' allowed claims.
Under the Securities Investor Protection Act of 1970, 15 U.S.C.
Sec. 78aaa et seq., Mr. Picard is responsible for recovering and
distributing customer property to BLMIS's customers, assessing
claims, and liquidating any other assets of the firm for the
benefit of the estate and its creditors. The statutory framework
for the satisfaction of Customer Claims in a SIPA liquidation
proceeding provides that customers share pro rata in customer
property to the extent of their Net Equity (as defined in Section
78lll(11) of SIPA, 15 U.S.C. Sec. 78lll(11)), and to the extent
that a customer's Net Equity exceeds his or her ratable share of
customer property, the Securities Investor Protection Corporation
will advance funds to the SIPA trustee up to $500,000 for
securities for that customer.
Certain claimants disagree with Mr. Picard as to the construction
of the term Net Equity and how that term should be applied to
determine the amount of the valid Customer Claim of each claimant.
It is the Trustee's position that for purposes of determining
customer claims, each BLMIS customer's Net Equity will be
determined by crediting the amount of cash deposited by the
customer into his BLMIS account, less any amounts already
withdrawn by him from his BLMIS customer account -- cash in/cash
out approach.
Various claimants have asserted that Net Equity should be
determined on the basis of each claimant's balance as shown on
their November 30, 2008 account statement provided by BLMIS or,
alternatively, that the calculation should reflect the time value
of money deposited by each claimant and/or interest, unjust
enrichment or other factors.
Furthermore, two adversary proceedings were filed challenging the
Trustee's definition of "net equity": Less, et al. v. Picard, Adv.
Pro. No. 09 CV 1265 (Bankr. S.D.N.Y.) (BRL) (seeking class action
relief); and Peskin, et al. v. Picard, Adv. Pro. No. 09 CV 1272
(Bankr. S.D.N.Y.) (BRL).
The Trustee has obtained approval of this schedule:
A. On or before October 16, 2009, the Trustee will file
motion(s) to affirm certain customer claims determinations
as to which objections have been filed, specifically with
regard to the Trustee's Net Equity determinations.
B. In accordance with the Claims Procedures Order, the
Motion(s) will identify those claimants who have filed
objections to his determination of their customer claims for
which he intends to schedule a hearing on the Net Equity
issue.
C. In support of the Motion(s), the Trustee shall file a
memorandum of law and supporting papers setting forth the
factual and legal bases for the Trustee's construction of
the term Net Equity on the same date.
D. SIPC will file any brief with reference to the Motion(s) on
or before October 16, 2009.
E. The Objecting Claimants will file their responses to the
Motion(s) on or before November 13, 2009.
F. Any Interested Parties who wish to file a brief in
opposition to the Trustee's Motion(s) will file their briefs
on or before November 13, 2009.
G. Any Interested Parties who wish to file a brief in support
of the Trustee's Motion(s) will file their briefs on or
before December 11, 2009.
H. To the extent that Interested Parties who filed briefs in
raise issues, factual or legal, that have not been
previously raised, Interested Parties who filed a brief in
opposition to the Trustee's Motion(s) may file a reply brief
addressing the issues on or before December 21, 2009.
I. The Trustee and SIPC will file any reply papers on or
Before January 15, 2010.
J. The Court will hold a hearing on the Motion on February 2,
2010, at 10:00 a.m., or such other time as the Court
determines.
About Bernard L. 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.
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.
BLOCKBUSTER INC: Fitch Expects to Rate $340 Mil. Notes at 'B/RR2'
-----------------------------------------------------------------
Fitch Ratings expects to rate Blockbuster's offering of up to
$340 million of senior secured notes due 2014 at 'B/RR2'. Pending
the successful completion of the offering, Fitch will withdraw the
ratings on the $250 million bank credit facility.
In addition, Fitch has affirmed BBI's ratings:
-- Long-term Issuer Default Rating at 'CCC';
-- $301 million term B loan at 'B/RR2';
-- $300 million senior subordinated notes at 'C/RR6'.
Pro forma for the offering, the company will have approximately
$941.2 million of debt outstanding.
The successful completion of the notes offering will alleviate the
liquidity concerns including requirements under the $250 million
revolving credit facility, such as the amortization and
prepayments over the next 18 months totaling approximately
$311 million and the constraints on capital investments, which
could hinder the execution of the company's operating strategy.
BBI plans to use the proceeds of the notes to repay all
indebtedness outstanding under the company's revolving credit
facility and its revolving asset-based loan facility in Canada, as
well as fund fees and expenses of the transaction and for general
corporate purposes. In addition, BBI intends to pursue an
amendment under its credit agreement, whereby the lenders under
the term B loan facility will be given the option to purchase the
notes in exchange for repayment of their loans, or to amend and
extend the final maturity of their loans from August 20, 2011 to
May 31, 2012, with a revised loan amortization payment schedule
and an increased applicable interest rate margin. The amendment
will also include changes to the financial covenants and other
terms. As a result of these actions, BBI will not need to address
any debt maturity until 2012.
The ratings reflect BBI's leading market position in the home
video rental industry with $4.7 billion in revenues as of July 5,
2009, and an approximately 37% market share in the home video
rental market in 2008. While Fitch recognizes the improvement in
BBI's EBITDA to $289 million in the last twelve months ended
July 5, 2009, from $176 million in 2007, the company still needs
to establish a proven track record of growing the business. Fitch
remains concern about the company's operating model and pressures
on its business due to the changing industry dynamics. In
addition, BBI faces intense competition from various channels. In
its store-based business, BBI competes with other video-rental
chains, discounters and specialty retailers. In its online
business, the company competes with other online video rental
providers as well as competing technologies such as video-on-
demand, pay-per-view and digital video records. As a result,
Fitch expects BBI's same store sales to remain pressured in the
second half of 2009 and 2010, but cost reduction initiatives
should help offset some of the pressures. This will lead to 2009
adjusted debt/EBITDAR and EBITDAR coverage of interest and rent of
around 6.6 times (x) and 1.3x, respectively, which will be
slightly weaker than the credit metrics in 2008.
The Recovery Ratings reflect Fitch's recovery expectations in a
distressed scenario. Fitch's recovery analysis assumes an
enterprise value of $537 million in a distressed scenario. This
is based on an EBITDA discount of approximately 26% and a market
multiple of 2.5x. Applying this value across the pro forma
capital structure, which consists of $301.2 million of term B
loan, $340 million of new senior secured notes and $300 million of
senior subordinated notes, results in superior recovery prospects
(71%-90%) and a rating of 'B/RR2' for the term B loan. These
securities are secured by land, buildings, improvements,
equipment, furniture, permits, licenses, subleases, and real
estate tax refunds owned by BBI as well as collateralized by
pledges of stock of all of the company's domestic subsidiaries and
65% of the stock of certain international subsidiaries. The notes
are also rated 'B/RR2' reflecting superior recovery prospects
(71%-90%). The notes are guaranteed by BBI's domestic
subsidiaries that guarantee its indebtedness under the credit
agreement. The notes and the guarantees will be secured by a
first-priority lien, having equal priority to liens granted under
BBI's term B loan on substantially all of the company's and the
guarantors' assets which secure the loans under the credit
agreement. The senior subordinated notes are rated 'C/RR6',
reflecting poor recovery prospects (0%-10%) in a distressed case.
BLOCKBUSTER INC: Seeks Extension of Term Loan B, Covenant Changes
-----------------------------------------------------------------
Blockbuster Inc. on September 14, 2009, announced its intention to
implement a proposed amendment of its credit agreement and an
extension of its Term Loan B Facility.
The amendment to Blockbuster's credit agreement is expected to,
among other things: (i) extend the final maturity of a portion of
the Term Loan B from lenders electing to extend from August 20,
2011, to May 31, 2012; (ii) increase the applicable margin for the
interest rate with respect to the extended Term Loan B; (iii)
permit the divestiture of non-core international assets and
planned store closures; (iv) permit the issuance of senior secured
notes and the grant of security interests in the collateral for
the senior secured notes; (v) add prepayment requirements with
respect to the extended Term Loan B in connection with certain
asset sales; (vi) amend certain financial maintenance covenants;
and (vii) reduce the quarterly mandatory amortization payments
of the extended Term Loan B as compared to the non-extended Term
Loan B.
A lender under the Term Loan B that does not consent to the
amendment will continue to be a lender under the Term Loan B but
will not be subject to the extension of the maturity, lower
mandatory amortization payments and the increased interest rates
and the prepayment requirements in connection with certain asset
sales as provided in the amendment.
A full-text copy of the Domestic Store Portfolio Overview Slide is
available at no charge at http://ResearchArchives.com/t/s?44cb
A full-text copy of the Company's Continuing Transformation
into a Multi-Channel Brand Slide is available at no charge at:
http://ResearchArchives.com/t/s?44cc
About Blockbuster
Blockbuster, Inc., headquartered in Dallas, Texas, is a leading
global provider of in-home movie and game entertainment with
roughly 7,400 stores throughout the Americas, Europe, Asia,
and Australia. Revenues are about $5.3 billion.
As reported by the Troubled Company Reporter, in April 2009,
Moody's Investors Service downgraded Blockbuster's Probability of
Default Rating to 'Caa3' from 'Caa1' and its Corporate Family
Rating to 'Caa2' from 'Caa1'. In addition, Moody's affirmed
Blockbuster's speculative grade liquidity rating at SGL-4 and it
secured bank credit facilities rating at B1. Moody's also rated
the proposed $250 million revolving credit facility, which expires
in September 2010, a senior secured rating of B1. The rating
outlook is stable.
Standard & Poor's Ratings Services lowered its corporate credit
rating on Blockbuster to 'CCC' from 'B-'. S&P removed the ratings
from CreditWatch with negative implications, where they were
placed on March 4, 2009. At the same time, S&P lowered the issue-
level ratings on both its secured debt to 'CCC+' from 'B' and its
subordinated debt to 'CC' from 'CCC'. The outlook is negative.
Fitch Ratings affirmed Blockbuster's long-term Issuer Default
Rating at 'CCC' and said it expects to rate the amended
$250 million bank credit facility at 'B/RR2'. In addition, Fitch
took these rating actions ($450 million bank credit facility
upgraded to 'B/RR2' from 'CCC+/RR3'; $100 million term A loan
upgraded to 'B/RR2' from 'CCC+/RR3'; $550 million term B loan
upgraded to 'B/RR2' from 'CCC+/RR3'; and $300 million senior
subordinated notes downgraded to 'C/RR6' from 'CC/RR6'. The
Rating Outlook is Stable. The company had roughly
$818 million of debt outstanding as of Jan. 4, 2009.
The Troubled Company Reporter stated on Aug. 18, 2009,
Blockbuster, Inc., reported a net loss of $36.9 million for the 13
weeks ended July 5, 2009, compared to a net loss of $41.9 million
for the same period ended July 6, 2008. Blockbuster reported a
net loss of $9.2 million for the 26 weeks ended July 5, 2009, from
net income of $3.5 million for the same period ended July 6, 2008.
BLOCKBUSTER INC: To Issue $340MM Senior Notes in Private Offering
-----------------------------------------------------------------
Blockbuster Inc. intends to offer up to $340 million aggregate
principal amount of senior secured notes due 2014 in a private
offering that is exempt from the registration requirements of the
Securities Act of 1933, as amended.
The Notes will be senior secured obligations of the Company and
will be guaranteed by the Company's domestic subsidiaries that
guarantee the Company's indebtedness under the credit agreement.
The Notes and the guarantees will be secured by a first-priority
lien, having equal priority to liens granted under the Company's
credit agreement on substantially all of the Company's and the
guarantors' assets which secure the loans under the credit
agreement. The Notes will be offered in the United States only to
qualified institutional buyers pursuant to Rule 144A under the
Securities Act, and to persons outside the United States only
pursuant to Regulation S under the Securities Act.
The Company plans to use the proceeds of the Notes to repay all
indebtedness outstanding under the Company's revolving credit
facility and its revolving asset-based loan facility in Canada,
fund fees and expenses of the transaction and for general
corporate purposes. In addition, the Company intends to pursue an
amendment under its credit agreement, whereby the lenders under
the term loan facility that are qualified institutional buyers or
persons outside the United States will be given the option to
purchase Notes in exchange for repayment of their loans under the
term loan facility, or to amend and extend the final maturity of
their loans from August 20, 2011, to May 31, 2012, with a revised
loan amortization payment schedule and an increased applicable
interest rate margin. The amendment will also include changes to
the financial covenants and other terms.
The Notes will not be registered under the Securities Act and may
not be offered or sold in the United States absent registration or
an applicable exemption from registration requirements. This press
release is neither an offer to sell nor the solicitation of an
offer to buy the Notes or any other securities and shall not
constitute an offer, solicitation or sale in any jurisdiction in
which such offering, solicitation or sale would be unlawful.
About Blockbuster
Blockbuster, Inc., headquartered in Dallas, Texas, is a leading
global provider of in-home movie and game entertainment with
roughly 7,400 stores throughout the Americas, Europe, Asia,
and Australia. Revenues are about $5.3 billion.
As reported by the Troubled Company Reporter, in April 2009,
Moody's Investors Service downgraded Blockbuster's Probability of
Default Rating to 'Caa3' from 'Caa1' and its Corporate Family
Rating to 'Caa2' from 'Caa1'. In addition, Moody's affirmed
Blockbuster's speculative grade liquidity rating at SGL-4 and it
secured bank credit facilities rating at 'B1'. Moody's also rated
the proposed $250 million revolving credit facility, which expires
in September 2010, a senior secured rating of 'B1'. The rating
outlook is stable.
Standard & Poor's Ratings Services lowered its corporate credit
rating on Blockbuster to 'CCC' from 'B-'. S&P removed the ratings
from CreditWatch with negative implications, where they were
placed on March 4, 2009. At the same time, S&P lowered the issue-
level ratings on both its secured debt to 'CCC+' from 'B' and its
subordinated debt to 'CC' from 'CCC'. The outlook is negative.
Fitch Ratings affirmed Blockbuster's long-term Issuer Default
Rating at 'CCC' and said it expects to rate the amended
$250 million bank credit facility at 'B/RR2'. In addition, Fitch
took these rating actions ($450 million bank credit facility
upgraded to 'B/RR2' from 'CCC+/RR3'; $100 million term A loan
upgraded to 'B/RR2' from 'CCC+/RR3'; $550 million term B loan
upgraded to 'B/RR2' from 'CCC+/RR3'; and $300 million senior
subordinated notes downgraded to 'C/RR6' from 'CC/RR6'. The
Rating Outlook is Stable. The company had roughly
$818 million of debt outstanding as of Jan. 4, 2009.
The Troubled Company Reporter stated on Aug. 18, 2009,
Blockbuster, Inc., reported a net loss of $36.9 million for the 13
weeks ended July 5, 2009, compared to a net loss of $41.9 million
for the same period ended July 6, 2008. Blockbuster reported a
net loss of $9.2 million for the 26 weeks ended July 5, 2009, from
net income of $3.5 million for the same period ended July 6, 2008.
BRENNER FINANCIAL GROUP: Case Summary & 4 Largest Unsec. Creditors
------------------------------------------------------------------
Debtor: Brenner Financial Group, Inc.
dba Brenner Financial Services
dba HorstPower
2301 Technology Parkway #101
Hollister, CA 95023
Bankruptcy Case No.: 09-57798
Chapter 11 Petition Date: September 14, 2009
Court: United States Bankruptcy Court
Northern District of California (San Jose)
Judge: Roger L. Efremsky
Debtor's Counsel: Mitchell Miller, Esq.
Miller Law Group
260 Sheridan Ave, Suite 208
Palo Alto, CA 94306-2009
Tel: (650) 566-2290
Estimated Assets: $500,001 to $1,000,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's 4 largest unsecured creditors is available
for free at http://bankrupt.com/misc/canb09-57798.pdf
The petition was signed by Horst Brenner, president of the
Company.
BREVARD PARTNERS LLC: Voluntary Chapter 11 Case Summary
-------------------------------------------------------
Debtor: Brevard Partners, LLC
9407 Balfour Dr.
Bethesda, MD 20814
Bankruptcy Case No.: 09-11005
Chapter 11 Petition Date: September 11, 2009
Court: United States Bankruptcy Court
Western District of North Carolina (Asheville)
Judge: George R. Hodges
Debtor's Counsel: Edward C. Hay Jr., Esq.
Pitts, Hay & Hugenschmidt, P.A.
137 Biltmore Avenue
Asheville, NC 28801
Tel: (828) 255-8085
Fax: (828) 251.2760
Email: ehay@phhlawfirm.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
$8,750,000, and total debts of $8,450,000.
The Company says it does not have unsecured creditors who are non-
insiders when it filed its petition.
The petition was signed by Christopher W. Burch, manager of the
Company.
BURLINGTON COAT: Bain's Humphrey Elected to Board of Directors
--------------------------------------------------------------
Effective as of September 8, 2009, the board of directors of each
of Burlington Coat Factory Holdings, Inc., Burlington Coat Factory
Investments Holdings, Inc., and Burlington Coat Factory Warehouse
Corporation nominated David Humphrey, a Principal at Bain Capital,
to each respective board of directors to fill the vacancy created
by the resignation of John Tudor on August 31, 2009.
Mr. Humphrey was a nominee of Bain Capital and, pursuant to the
terms of that certain Stockholders Agreement dated as of April 13,
2006, by and among Holdings and its stockholders, including funds
associated with Bain Capital and certain management personnel, (i)
Holdings' stockholders agree to elect Bain Capital's nominees to
Holdings' board of directors, and (ii) Holdings will cause the
board of directors of each of Investments and BCFWC to consist at
all times of the same members as Holdings' board of directors.
By written consent, the stockholders of each Company elected Mr.
Humphrey to serve on such Company's board of directors effective
as of September 8, 2009, 2009. Mr. Humphrey was also appointed to
serve on the Audit Committee of each Company's board of directors
effective as of September 8.
About Burlington Coat Factory
Burlington Coat Factory Investments Holdings, Inc., and its
subsidiaries operate stores in 44 states and Puerto Rico, which
sell apparel, shoes and accessories for men, women and children.
A majority of the stores offer a home furnishing and linens
department and a juvenile furniture department.
As of September 4, 2009, the Company operates 433 stores under the
names "Burlington Coat Factory Warehouse" (415 stores), "MJM
Designer Shoes" (15 stores), "Cohoes Fashions" (two stores), and
"Super Baby Depot" (one store) in 44 states and Puerto Rico.
As of May 30, 2009, the Company had total assets of
$2.533 billion; and total current liabilities of $473.7 million,
long term debt of $1.438 billion, other liabilities of
$159.4 million, and deferred tax liabilities of $326.3 million.
As of May 30, 2009, the Company had accumulated deficit of
$328.4 million and stockholder's equity of $135.0 million.
As reported by the Troubled Company Reporter on June 29, 2009,
Fitch Ratings affirmed its Issuer Default Rating at 'B-';
US$800 million asset-based revolver rating at 'B+/RR1';
US$900 million term loan rating at 'B/RR3', on Burlington Coat
Factory Warehouse Corp. Fitch revised these ratings to reflect
the new issue rating definitions as of March 2009 --
US$305 million senior unsecured notes revised to 'CC/RR6' from
'CCC/RR6'; US$99 million senior discount notes revised to 'C/RR6'
from 'CCC-/RR6'.
CABI DOWNTOWN: Asks Court to Dump Chapter 11 Bankruptcy
-------------------------------------------------------
Paul Brinkmann at South Florida Business Journal reports that Bank
of America has asked the U.S. Bankruptcy Court for the Southern
District of Florida to dismiss Cabi Downtown LLC's Chapter 11
bankruptcy petition.
According to Business Journal, Cabi Downtown filed for bankruptcy
the same day BofA filed for foreclosure on the Company's
Everglades on the Bay project, which was swamped with issues like
contractor liens and reluctant buyers. The foreclosure lawsuit
identifies the lenders behind the project as:
-- Bank of America, owed about $50 million;
-- Wachovia Bank, owed about $40 million;
-- Bank of Nova Scotia, owed about $30 million;
-- LaSalle Bank, owed about $26 million;
-- Comerica Bank, owed about $10 million;
-- HSBC Realty Credit Corp., owed about $50 million; and
-- Norddeutsche Landesbank Luxembourg S.A., owed about
$50 million.
BofA said in court documents that Cabi hasn't identified funding
to properly maintain and market the building.
Business Journal relates that U.S. Bankruptcy Judge Laurel Isicoff
set a hearing on the dismissal motion for October 7.
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.
CALL CENTER: Case Summary & 17 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Call Center Technologies, Inc.
640 Federal Road
Brookfield, CT 06804
Bankruptcy Case No.: 09-15576
Chapter 11 Petition Date: September 15, 2009
Court: United States Bankruptcy Court
Southern District of New York (Manhattan)
Judge: Stuart M. Bernstein
Debtor's Counsel: Joel Martin Shafferman, Esq.
Shafferman & Feldman, LLP
350 Fifth Avenue, Suite 2723
New York, NY 10118
Tel: (212) 509-1802
Fax: (212) 509-1831
Email: joel@shafeldlaw.com
Estimated Assets: $500,001 to $1,000,000
Estimated Debts: $1,000,001 to $10,000,000
According to the schedules, the Company has assets of at least
$876,561, and total debts of $3,130,498.
A full-text copy of the Debtor's petition, including a list of its
17 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/nysb09-15576.pdf
The petition was signed by Dean Vlahos, president of the Company.
CANWEST MEDIA: Forbearance Moved to Sept. 25; Lender Talks Go On
----------------------------------------------------------------
Canwest Global Communications Corp. said its subsidiary, Canwest
Media Inc., is continuing discussions with the members of an ad
hoc committee of 8% noteholders of CMI regarding a
recapitalization transaction.
The holders of the 12% senior secured notes of CMI and Canwest
Television Limited Partnership as well as CIT Business Credit
Canada Inc., the provider of a senior secured revolving asset-
based loan facility to CMI, have agreed to extend to September 25,
2009, certain milestones that were to be have been achieved by
September 11, 2009. The date by which CMI must enter into an
agreement in respect of a recapitalization transaction has been
extended to September 25, 2009.
CMI and the members of the Ad Hoc Committee have also entered into
a further extension agreement and forbearance to September 25.
As reported by the Troubled Company Reporter on May 26, 2009,
Canwest Media and Canwest Television and certain parties entered
into an agreement, pursuant to which the parties will purchase the
U.S. dollar equivalent of C$105 million principal amount of 12%
senior secured notes of CMI and CTLP for an aggregate purchase
price of the U.S. dollar equivalent of C$100 million. CIT agreed
to provide a senior secured revolving ABL facility for
C$75 million to CMI. Both transactions were expected to close
May 21, 2009.
Canwest has kept the identity of the Purchasers confidential.
Moreover, the Note Purchase Agreement provides that in the event
Canwest Media or Canwest Television seeks creditor protection
under the Companies' Creditors Arrangement Act or comparable
legislation, the Notes will be converted into a debtor-in-
possession financing arrangement. The Purchasers also suggested
FTI Consulting to be appointed as monitor in the event of a CCAA
filing.
Canwest also said in May that the senior lenders under the CMI
existing credit facility extended their waiver agreement until
June 2, 2009, and also agreed to defer certain payments
aggregating roughly $10 million until June 2, which would
allow completion of the new facilities. Additionally, Canwest
also said CMI and the members of the Ad Hoc Committee entered into
a further agreement and forbearance until June 15, subject, among
other things, to closing of the issuance of the Senior Secured
Notes.
Under the terms of the new financing arrangements, CMI originally
agreed to satisfy certain milestones within certain time frames:
* On or before June 15, 2009, reaching an agreement in
principle with members of the Ad Hoc Committee in respect
of a recapitalization transaction.
* On or before July 15, 2009, entering into a definitive
agreement with members of the Ad Hoc Committee with respect
to the recapitalization transaction.
CMI used proceeds from the issue and sale of the Senior Secured
Notes and from CIT's ABL facility to, among other things, repay
the current lenders all amounts owing under CMI's existing senior
credit facility and settle related obligations.
About Canwest Global Communications Corp.
Canwest Global Communications Corp. -- http://www.canwest.com/--
(TSX: CGS and CGS.A,) an international media company, is Canada's
largest media company. In addition to owning the Global
Television Network, Canwest is Canada's largest publisher of
English language daily newspapers and owns, operates and/or holds
substantial interests in conventional television, out-of-home
advertising, specialty cable channels, web sites and radio
stations and networks in Canada, New Zealand, Australia,
Turkey,Indonesia, Singapore, the United Kingdom and the United
States.
CAPITALSOURCE INC: S&P Cuts Counterparty Credit Rating to 'B+/C'
----------------------------------------------------------------
Standard & Poor's Ratings Services said that it lowered its
ratings on CapitalSource Inc., including lowering the counterparty
credit rating to 'B+/C' from 'BB/B'. The outlook is negative.
"The rating action reflects S&P's expectation that CapitalSource's
concentration in higher-risk loan types will cause asset-quality
deterioration through at least year-end 2010. S&P also expect
elevated credit provisions to continue to depress profitability,
which may put downward pressure on capital levels," said Standard
& Poor's credit analyst Rian M. Pressman, CFA.
CapitalSource's loan portfolio is concentrated in higher-risk loan
types, including commercial real estate and cash-flow loans, which
comprised more than 60% of the total at June 30, 2009. In the
second quarter, loans on nonaccrual totaled almost $900 million or
almost 9% of commercial lending assets, up more than 300 basis
points (bps) from the sequential quarter. (In addition to loans,
commercial lending assets include an $887.6 million "A"
participation interest in CRE loans. S&P expects this to pay off
in full.) Net charge-offs increased by 145 bps to 5.4% (measured
on a trailing 12-month basis), reflecting particular weakness in
land, second-lien commercial mortgage, and media-related cash-flow
loans.
S&P expects asset quality to continue to weaken through at least
year-end 2010. S&P views CRE as particularly susceptible to late-
cycle credit deterioration because of the deep recession and
uncertain credit-market conditions, which have made it difficult
for even performing borrowers to refinance.
S&P believes that the elevated credit provisions associated with
weakening asset quality will continue to depress profitability.
CapitalSource's $247 million net loss in the second quarter was
largely driven by credit provisions of $204 million and a
$137 million nonrecurring accounting charge related to a valuation
allowance on deferred tax assets. At June 30, 2009,
CapitalSource's loan-loss allowance for commercial loans was
$448 million. Reserve coverage of nonaccruals is only around 50%;
however, CapitalSource's loans are generally senior secured and
S&P expects recoveries to offset much of the difference.
Management estimates that additional provisions could exceed
$600 million, much of which would likely be taken during the
latter half of 2009 and 2010.
Although S&P believes that prospective asset-quality weakness
reduces CapitalSource's creditworthiness, its balance sheet
benefits from an adequate level of capital. The capital cushion,
which reflects the higher-risk nature of CapitalSource's loan
portfolio, offers meaningful downside protection to investors.
CapitalSource has also made progress in stabilizing parent-company
liquidity by extending the maturity of its warehouse lines and
syndicated credit facility to better match the expected life of
the funded assets. Management has also amended financial
covenants associated with the facilities, significantly reducing
the likelihood of near-term breaches.
The negative outlook reflects S&P's expectation that asset quality
and earnings weakness will persist through 2010, which may lead us
to lower the rating if S&P's expectations are exceeded at the
current rating level. S&P may also lower the rating if
CapitalSource's nonbank liquidity tightens materially.
Conversely, signs of stabilization could result in a more
favorable outlook.
CARNEY ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Carney Enterprises, LLC
aka All Iowa Auto
aka All Iowa Transmission
605 Highway 1 West
Iowa City, IA 52246
Bankruptcy Case No.: 09-02661
Chapter 11 Petition Date: September 14, 2009
Court: United States Bankruptcy Court
Northern District of Iowa (Cedar Rapids)
Debtor's Counsel: Thomas G. McCuskey, Esq.
118 3rd Avenue SE, Suite 309
PO Box 817
Cedar Rapids, IA 52406-0817
Tel: (319) 364-8500
Fax: (319) 364-8501
Email: mccuskeytompc@qwestoffice.net
Estimated Assets: $0 to $50,000
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/ianb09-02661.pdf
The petition was signed by Amanda Lee Carney, managing member of
the Company.
CAROLINE RAIMAN: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Joint Debtors: Caroline Raiman
Gall Ron Raiman
32095 Hidden Highland Rd.
Agoura, CA 91301
Bankruptcy Case No.: 09-22064
Chapter 11 Petition Date: September 14, 2009
Court: United States Bankruptcy Court
Central District of California (San Fernando Valley)
Judge: Maureen Tighe
Debtors' Counsel: Louis J. Esbin, Esq.
27201 Tourney Rd, Ste. 122
Valencia, CA 91355-1804
Tel: (661) 254-5050
Fax: (661) 254-5252
Email: Esbinlaw@sbcglobal.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
$1,922,896, and total debts of $3,293,355.
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/cacb09-22064.pdf
The petition was signed by the Joint Debtors.
CASAS ARCHOS INVESTORS: Case Summary & 16 Largest Unsec. Creditors
------------------------------------------------------------------
Debtor: Casas Archos Investors, L.L.C.
PMB 309 6336 N Oracle Rd #326
Tucson, AZ 85704
Bankruptcy Case No.: 09-22448
Chapter 11 Petition Date: September 11, 2009
Court: United States Bankruptcy Court
District of Arizona (Tucson)
Judge: Chief Judge James M. Marlar
Debtor's Counsel: Eric Ollason, Esq.
182 N Court Ave.
Tucson, AZ 85701
Tel: (520) 791-2707
Fax: (520) 792-0573
Email: eollason@182court.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
16 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/azb09-22448.pdf
The petition was signed by Carolyn C. Vick.
CIB MARINE: Files Ch. 11 After Getting Enough Prepack Plan Votes
----------------------------------------------------------------
Bank holding company CIB Marine Bancshares, Inc., said
September 16 it has received the requisite approval from holders
of its trust preferred securities to exchange their debt
securities for preferred stock, paving the way for the holding
company to file a pre-packaged plan of reorganization under
Chapter 11 of the bankruptcy code. CIB Marine Bancshares filed
the plan of reorganization September 15 in federal court in
Milwaukee.
"We are pleased that our trust preferred security holders saw the
benefits of this reorganization effort," said John Hickey, Jr.,
chairman and CEO of the holding company. "We are now asking the
court to approve what is an orderly and efficient reorganization
effort, somewhat similar to the recent effort by GM and Chrysler.
The filing and confirmation of the plan of reorganization by the
court are important steps in the reorganization and strengthening
of the holding company."
In July 2009, the holding company proposed to exchange all of the
trust preferred securities for shares of its non-cumulative
perpetual preferred stock. Holders of the debt securities
initially had until August 17, 2009, to vote on the proposal. The
voting deadline was twice extended to September 9th and 15th,
respectively. Based upon information obtained from the trust
preferred securities holders and their trustees during the
extension periods, the holding company determined that, as of
September 15, 2009, it had obtained the requisite approval of the
plan and that it was able to proceed with seeking confirmation by
the court.
With the filing on September 15, the reorganization is targeted to
be complete in roughly 45 to 60 days, pending confirmation by the
court. Once the plan is confirmed and implemented, the holding
company will be in a stronger position to seek prospective
business partners going forward, according to Hickey. The plan of
reorganization filed with the court outlines how the holding
company will reduce interest expense, cut debt and enhance the
strength of the holding company.
"Upon completion of the reorganization, we will immediately renew
our search for a strategic partner to combine with CIB Marine
Bancshares," said Hickey. "The improved capital position of the
reorganized company should make it an attractive candidate for a
combination partner."
CIB Marine Bancshares is the holding company for the bank that
operates as Central Illinois Bank in mid-state Illinois and as
Marine Bank in the Milwaukee area, Indianapolis and Scottsdale.
The bank and its branches are not affected by the holding
company's reorganization efforts.
"The bank remains adequately capitalized, and the restructuring of
the holding company will have no direct impact on the operations
of the bank," said Hickey. He added that the bank is regulated
separately from the holding company by both federal and state
regulators and that its accounts are insured up to applicable
limits by the FDIC. "Our bank remains committed to meeting the
ongoing needs of our valued customers."
About CIB Marine
CIB Marine Bancshares, Inc. (PINKSHEETS: CIBH) --
http://www.cibmarine.com/-- is a one-bank holding company with 17
banking offices in central Illinois, Wisconsin, Indiana, and
Arizona.
CIB Marine Bancshares asked holders of its trust preferred
securities to give advance approval of a pre-packaged plan of
reorganization under Chapter 11 of the Bankruptcy Code that would
involve conversion of their debt securities to preferred stock.
Under the Plan of Reorganization, roughly $105.3 million of high-
interest cumulative indebtedness would be exchanged for 55,624
shares of Series A 7% fixed rate perpetual noncumulative preferred
stock with a stated value of $1,000 per share and 4,376 shares of
Series B 7% fixed rate convertible perpetual preferred stock with
a stated value of $1,000 per share. Each share of CIB Marine's
Series B Preferred would be convertible into 4,000 shares of the
Company's common stock only upon the consummation of a merger
transaction involving the company. The Company Preferred would
have no stated redemption date and holders could never force the
Company to redeem it.
As of Aug. 31, 2009, the Debtor has $104,800,110 in total assets
and $107,214,495 in total debts.
CIB MARINE: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: CIB Marine Bancshares, Inc.
fdba Central Illinois Bancorp, Inc.
N27 W24025 Paul Court
Pewaukee, WI 53072
Case No.: 09-33318
Type of Business: The Debtor operates a multi-bank holding
company.
Chapter 11 Petition Date: September 15, 2009
Court: United States Bankruptcy Court
Eastern District of Wisconsin (Milwaukee)
Debtor's Counsel: Timothy F. Nixon, Esq.
Godfrey & Kahn, S.C.
P.O. Box 13067
Green Bay, WI 54307-3067
Tel: (920) 432-9300
Fax: (920) 436-7988
Email: tnixon@gklaw.com
Total assets: $104,800,110 as of Aug. 31, 2009
Total debts: $107,214,495 as of Aug. 31, 2009
The Debtor did not file a list of its 20 largest unsecured
creditors when it filed its petition.
CLEM CARINALLI: Involuntary Bankr. Could Delay Loan Payments
------------------------------------------------------------
Derek J. Moore at The Press Democrat reports that a group of
investors claiming that they are owed almost $1 million by Clem
Carinalli has filed a petition to force him into Chapter 7
bankruptcy in the U.S. Bankruptcy Court in Santa Rosa. Mr.
Carinalli, The Press Democrat relates, owes creditors some
$150 million. According to The Press Democrat, Exchange Bank
President William Schrader said that the involuntary bankruptcy
could delay loan payments to the bank and other institutions. Mr.
Carinalli said that he was hoping to avert bankruptcy and instead
negotiate privately with investors, as that would increase the
odds of paying creditors back, the report says. Mr. Carinalli
hired debt restructuring consultant Steve Huntley to negotiate
with creditors, the report states.
CONCORD STEEL: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Concord Steel, Inc.
dba Sig Acquisition Corp.
Regional Chamber Building
197 West Market Street, Suite 202
Warren, OH 44481
Case No.: 09-43448
Chapter 11 Petition Date: September 14, 2009
Court: United States Bankruptcy Court
Northern District of Ohio (Youngstown)
Judge: Kay Woods
Debtor's Counsel: Gus Kallergis, Esq.
Calfee, Halter & Griswold LLP
1400 KeyBank Center
800 Superior Ave.
Cleveland, OH 44114
Tel: (216) 622-8400
Fax: (216) 241-0816
Email: gkallergis@calfee.com
James Michael Lawniczak, Esq.
Calfee Halter & Griswold LLC
1400 KeyBank Center
800 Superior Ave.
Cleveland, OH 44114
Tel: (216) 622-8200
Email: jlawniczak@calfee.com
Estimated Assets: $10,000,001 to $50,000,000
Estimated Debts: $10,000,001 to $50,000,000
The petition was signed by Albert W. Weggeman Jr., the Company's
director & CEO.
Debtor's List of 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
State of PA 2007 Tax Return $200,105
Bureau of Corporation Taxes for PA
Castleway Properties, LLC PA Lease $122,134
Raytrans Management Inc. Freight $106,717
PSC Metals, Inc. Steel $97,599
The Hartford Workers comp $84,177
Chapel Steel Co. Steel $78,936
Claymont Steel Steel $63,946
Pitts Little Corp. Steel $43,672
Sugar Steel Corporation IL Lease $40,418
OPS Sales Company Steel $39,905
Wisco Welding Ind. Supply Supplies $37,646
Corp.
Air Liquide Industrial Utilities $22,086
US LP
Business Resources Contract Services $21,000
International
BWC State Insurance Fund Ohio Workers Comp $15,500
Excel Machining Inc. Outside Fabricator $12,506
Ohio Edison Utilities $12,426
Sheboygan Palm Company Supplies $12,778
J&L Fasteners Supplies $6,589
Sherwin Williams Supplies $6,550
AirGas East Supplies $6,322
CONSECO INC: Alvarez & Marsal Advising Steering Committee
---------------------------------------------------------
Counsel to the members of a Steering Committee holding more than
50% of Conseco, Inc.'s senior debt has retained Alvarez & Marsal
North America, LLC, to provide advice.
A&M Managing Director John Suckow made the disclosure in a Fifth
Supplemental Declaration dated Sept. 16, 2009, filed in Lehman
Brother's chapter 11 cases.
Looming Liquidity Crisis in 2010
Conseco has warned in its quarterly report on Form 10-Q for the
period ended June 30, 2009, that there is a significant risk it
will be unable to pay holders of $293 million in Debentures who
exercise their right to require the Company to purchase their
Debentures for cash on September 30, 2010; or unable to refinance
the Debentures. Conseco said the amendment in March 2009 to its
Second Amended Credit Facility prohibits the Company from
redeeming or purchasing the Debentures with cash from certain
sources. Without a further amendment of the Second Amended Credit
Facility or a waiver from the lenders, the Company said it will
not be able to make any payments to the holders of the Debentures
on September 30, 2010 -- assuming the holders of the Debentures
elect to exercise their right to require the Company to repurchase
their Debentures for cash on that date.
The Company has had discussions with certain holders of the
Debentures regarding an exchange of the Debentures for a
combination of new senior, unsecured debt or convertible debt
maturing after October 2014 and shares of the Company's common
stock. The Company expects to have additional discussions with
holders of the Debentures regarding an exchange of the Debentures.
There can be no assurance that any such discussions will be
successful.
Conseco's principal repayments and other debt service and holding
company requirements in 2010 currently exceed the liquidity the
Company expects to have at the holding company. The debt
repayment obligations in 2010 are:
3.50% convertible debentures $293,000,000
Secured credit agreement 8,800,000
6% Senior Health Note 25,000,000
-------------
$326,800,000
"We are continuing to explore various alternatives to address our
2010 debt service requirements and remain in compliance with our
debt covenants, including, without limitation, exchanges and other
financing transactions, reinsurance transactions, asset sales,
transactions to improve statutory capital and debt modification.
Failure to generate sufficient cash to meet our debt obligations
in 2010 could have material adverse consequences on the Company,"
Conseco has said.
As of June 30, 2009, the Company had $29.4 billion in total assets
and $27.0 billion in total liabilities
The current financial strength ratings of Conseco's primary
insurance subsidiaries from A.M. Best Company, S&P and Moody's
Investor Services, Inc., are "B (Fair)", "BB-" and "Ba2",
respectively.
About Conseco Inc.
Headquartered in Carmel, Indiana, Conseco Inc. (NYSE: CNO) --
http://www.conseco.com/-- is the holding company for a group of
insurance companies operating throughout the United States that
develop, market and administer supplemental health insurance,
annuity, individual life insurance and other insurance products.
The company became the successor to Conseco Inc. (Old Conseco), in
connection with its bankruptcy reorganization. CNO focuses on
serving the senior and middle-income markets. The company sells
its products through three distribution channels: career agents,
professional independent producers and direct marketing. CNO
operates through its segments, which includes Bankers Life,
Conseco Insurance Group, Colonial Penn, other business in run-off
and corporate operations.
CONTINENTAL RESOURCES: Moody's Assigns 'Ba3' Corp. Family Rating
----------------------------------------------------------------
Moody's Investors Service assigned a new Ba3 Corporate Family
Rating and Probability of Default Rating to Continental Resources,
Inc. Moody's also assigned a B2, LGD5 (83%) rating to the
company's proposed $300 million senior notes due 2019 and a
Speculative Grade Liquidity Rating of SGL-3. The outlook is
stable.
"Within its niche strategy of exploiting unconventional oil shale
plays through the drillbit, Moody's consider Continental to be a
well-run firm that pursues a cogent regional exploitation
strategy," commented Francis J. Messina, Moody's Vice-
President/Senior Analyst. Continental's Ba3 rating is supported
by a high quality asset base, positive production trends, a long
productive history in most of its focus regions, geologic
diversification and operating risk diversification across multiple
producing regions, and a seasoned management. The rating is
tempered by Continental's reserve replacement costs which are high
and reflective of the company's strategy of focusing on
unconventional oil and natural gas resources by primarily
utilizing horizontal drilling and enhanced recovery techniques.
Because Continental's growth is primarily organic or through the
drillbit, three-year all sources reserve replacement costs closely
mirror the drillbit replacement costs, both of which, are on the
higher end of Moody's single B rated E&P peer group and all map
within the Caa range. The high three-year drillbit costs
(including revisions) of almost $24/boe (one-year drillbit of
$26/boe) underlines that while Continental has demonstrated a
solid organic reserve replacement trend, it has come at higher
costs and also reflects the project driven nature of investing in
unconventional resource plays. Moody's expect pressure on the
company's reserve replacement costs to remain high, given the
company's niche strategy of exploiting unconventional oil shale
plays through horizontal drilling and enhanced recovery
techniques, which generally have higher costs.
Nevertheless, Continental has been successful with horizontal
drilling and advanced stimulation and enhanced recovery techniques
demonstrated through its considerable success of over 600
productive horizontal wells since 1994. Additionally, Continental
operates a high proportion of its properties, which enables it to
have greater control over the level and timing of its capital
spending.
Based on the proposed offering of $300 million of senior unsecured
notes, the company's existing senior secured bank borrowing would
be reduced to approximately $301 million. Under Moody's Loss
Given Default methodology, the two notch difference between the
CFR and proposed senior unsecured rating is due to the
proportionately large size of the secured borrowings in relation
to the size of the note.
The SGL-3 rating reflects Continental's adequate liquidity over
the next twelve months following the bond offering. The company
expects to largely fund capital expenditures with operating cash
flows and will have approximately $450 million of availability on
its senior secured revolver to fund the modest amount of
forecasted negative free cash flow. This provides substantial
liquidity for working capital needs and the potential effects of
weakening commodity prices on the company's unhedged production,
while also leaving room for potential reductions in the borrowing
base in future redeterminations.
The stable outlook is based on an expectation that Continental
continues to restrain its capital expenditures to levels largely
in line with its operating cash flows while achieving its
production targets. The outlook could be changed to negative if
spending were to materially exceed operating cash flow. The
outlook could also be pressured or the ratings downgraded if the
company were to significantly increase debt through further
property acquisitions and/or outspending its operating cash flows
and raise leverage on PD reserves above $8/boe.
Continental Resources, Inc., is an independent exploration and
production company headquartered in Enid, Oklahoma.
CONTINENTAL RESOURCES: S&P Assigns 'BB' Corporate Credit Rating
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB' corporate
credit rating to oil and gas exploration and production company
Continental Resources, Inc. At the same time, S&P assigned a 'BB'
rating to Continental Resources' proposed $300 million senior
unsecured notes due 2019. Lastly, S&P assigned a '3' recovery
rating to the notes, indicating expectations of a meaningful (50%-
70%) recovery in the event of default. The outlook is stable.
The Enid, Oklahoma-based company will use proceeds from the
transaction to reduce outstanding debt under its bank credit
facility.
"The ratings on Continental Resources reflect the company's weak
business risk position as an operator in the competitive and
highly cyclical oil and gas industry," said Standard & Poor's
credit analyst Patrick Y. Lee. S&P considers the company to have
a midsize, geographically concentrated reserve base, and an
average cost structure. The ratings also reflect the low-risk
nature of the company's drilling operations, competitive finding
and development (F&D) costs compared to similarly rated oil-
weighted peers, good drilling prospects, and moderate financial
leverage.
Continental Resources has reserves of 159.3 million barrels of oil
equivalent (67% crude oil, 67% proved developed), and an 11.7 year
reserves/production ratio. The company's reserves are
concentrated in the Rocky Mountains region (Red River units, the
Bakken Field and the Big Horn Basin), which represents
approximately 70% of total reserves and 77% of production, and
Mid-Continent region (Arkoma Woodford and Anadarko Basin), which
represents approximately 29% of reserves and 21% of production,
with only a small contribution from the Gulf Coast.
The stable outlook reflects S&P's expectation that Continental
Resources will generally keep capital expenditures within cash
flow generation as it pursues organic production growth, although
S&P does not expect this to be the case in 2009. S&P would
consider a negative outlook if weak operating results or a
greater-than-expected cash flow deficit result in total adjusted
debt to EBITDAX of more than 3.25x- 3.5x or FFO to total adjusted
debt of less than 20% on a sustained basis. Positive rating
action is limited given the company's size, scope, and diversity
of operations.
COREL CORP: Tom Berquist Replaces Doug McCollam as CFO
------------------------------------------------------
Corel Corporation said Thomas Peter Berquist has been named the
Company's new Chief Financial Officer. Mr. Berquist will be
responsible for providing financial leadership for Corel's global
operations in the Americas, EMEA, Asia Pacific and Japan.
Mr. Berquist joined the Company effective September 14, 2009, and
will assume the Chief Financial Officer title as of October 1,
2009, after the Company files its quarterly report for the fiscal
third quarter. Doug McCollam, whose planned departure was
announced by the Company on July 29, will continue in his capacity
as Chief Financial Officer until that time.
Prior to joining Corel, Mr. Berquist, 45, served as Chief
Financial Officer at Ingres, an open source software company based
in Redwood City, California. Prior to that, Mr. Berquist spent 10
years as a Managing Director of Equity Research for Citigroup,
Goldman Sachs, and Piper Jaffray where he was responsible for
covering top software companies including Microsoft, Adobe,
Intuit, Symantec, and Autodesk.
There are no arrangements between Mr. Berquist and any other
person pursuant to which Mr. Berquist was selected as Chief
Financial Officer, nor are there any transactions to which the
Company was or is a participant and in which Mr. Berquist has a
material interest subject to disclosure under Item 404(a) of
Regulation S-K.
Mr. Berquist has no family relationship with any director or
executive officer.
On August 18, 2009, the Company entered into an employment
agreement pursuant to which Mr. Berquist will serve as the Chief
Financial Officer of the Company unless and until terminated by
either party upon written notice.
Mr. Berquist will receive an annual base salary of US$300,000 for
the term of the agreement, subject to review and adjustment from
time to time by the Company. Mr. Berquist is also eligible to
participate in the Company's Annual Incentive Plan with a target
incentive of US$200,000. The terms and conditions of the Annual
Incentive Plan may be amended from time to time by the Company.
Mr. Berquist's employment agreement contemplates a stock option
grant of 314,618 options, subject to board approval.
In the event that Mr. Berquist's employment by the Company is
terminated without cause, he is entitled to severance compensation
equal to one month of base salary for each full year of
employment, subject to a minimum of six months' base salary and a
maximum of 12 months' base salary. Additionally, in the event of
termination with cause, Mr. Berquist is entitled to receive
incentive payment in accordance with the terms of the Annual
Incentive Plan as well as a minimum of six and a maximum of 12
months' additional medical benefits coverage, based on the length
of his employment.
"Tom's deep industry knowledge and global perspective make him an
ideal fit for Corel," said Kris Hagerman, Corel CEO. "As we
emerge from this challenging economic cycle and prepare for the
coming fiscal year, Tom will play a key role in driving the
alignment of Corel's strategic and financial goals."
"Corel is one of those rare software companies that has
consistently defied the odds and found opportunities to succeed,
despite competition from some of the world's biggest and most
aggressive software companies," said Mr. Berquist. "I'm excited
to join the Corel team as we look to build on a rich history of
strong products and a significant installed base to usher in the
next period of growth and financial success for the company."
Mr. Berquist will join the Company effective today and assume the
CFO title as of October 1, 2009, after the Company files its
quarterly report for the fiscal third quarter. Doug McCollam will
continue in his capacity as CFO until that time.
Mr. Berquist's complete bio is available at no charge at:
http://www.corel.com/executivebios
About Corel Corp.
Corel Corp. (NASDAQ:CREL) (TSX:CRE) -- http://www.corel.com/-- is
one of the world's top software companies with more than
100 million active users in over 75 countries. The Company
provides high quality, affordable and easy-to-use Graphics and
Productivity and Digital Media software. The Company's products
are sold through a scalable distribution platform comprised of
Original Equipment Manufacturers (OEMs), the Company's global e-
Stores, and the Company's international network of resellers and
retail vendors.
The Company's product portfolio includes CorelDRAW(R) Graphics
Suite, Corel(R) Paint Shop Pro(R) Photo, Corel(R) Painter(TM),
VideoStudio(R), WinDVD(R), Corel(R) WordPerfect(R) Office and
WinZip(R). The Company's global headquarters are in Ottawa,
Canada, with major offices in the United States, United Kingdom,
Germany, China, Taiwan, and Japan.
Corel reported $217,990,000 in total assets and $230,109,000 in
total liabilities, resulting in $12,119,000 of stockholders'
deficit at May 31, 2009.
Corel's working capital deficiency at May 31, 2009, was
$13,200,000, an increase of $6,900,000 from the November 30, 2008,
working capital deficiency of $6,300,000.
* * *
The Troubled Company Reporter reported on November 6, 2008, that
Standard & Poor's Ratings Services affirmed its 'B' long-term
corporate credit and senior secured debt ratings, on Ottawa-based
packaged software provider Corel Corp. At the same time, S&P
removed the ratings from CreditWatch with negative implications,
where they were placed March 31, 2008. The outlook is stable. At
August 31, Corel had US$159 million of debt outstanding.
CORUS BANKSHARES: Bank Closure Cues Nasdaq to Halt Trading
----------------------------------------------------------
Corus Bank, N.A., the wholly owned subsidiary of Corus Bankshares,
Inc., was closed September 11, 2009, by the Office of the
Comptroller of the Currency and the Federal Deposit Insurance
Corporation was appointed as receiver of the Bank.
On September 15, 2009, Corus Bankshares received a letter from
Nasdaq confirming that Nasdaq had halted trading in the Company's
common stock on September 14, 2009. The Letter indicated that
Nasdaq was concerned about the Company's ability to sustain
compliance with all of the requirements for continued listing on
Nasdaq, as well as the residual equity interest of the Company's
common stockholders. As a result, pursuant to the broad
discretionary authority granted by Listing Rule 5100, the Nasdaq
staff has made a determination to delist the Company's common
stock from The Nasdaq Stock Market. The Company does not intend
to appeal the delisting decision. As a result, trading will
continue to be halted in the Company's common stock until trading
is suspended on September 24, 2009. A Form 25-NSE will then be
filed with the Securities and Exchange Commission, which will
remove the Company's common stock from listing and registration on
The Nasdaq Stock Market.
The Letter advised the Company that the Company's common stock
would not be immediately eligible to trade on the OTC Bulletin
Board or in the "Pink Sheets."
About Corus Bankshares
Based in Chicago, Illinois, Corus Bankshares, Inc. (NASDAQ: CORS)
is a bank holding company. Corus conducted its banking operations
through its wholly-owned banking subsidiary Corus Bank, N.A.
Effective September 14, 2009, the Company's principal place of
business has relocated to 10 S. Riverside Plaza, Suite 1800,
Chicago, IL 60606.
At March 31, 2009, the Company's balance sheet showed total assets
of $7,673,845,000 and total liabilities of $7,698,794,000,
resulting in a stockholders' deficit of $24,949,000.
Corus Bank was closed September 11 by regulators, which appointed
the Federal Deposit Insurance Corporation as receiver. To protect
the depositors, the FDIC entered into a purchase and assumption
agreement with MB Financial Bank, National Association, Chicago,
Illinois, to assume all of the deposits of Corus Bank, N.A.
As of June 30, 2009, Corus Bank had total assets of $7 billion and
total deposits of roughly $7 billion. MB Financial Bank will pay
the FDIC a premium of 0.2 percent to assume all of the deposits of
Corus Bank. In addition to assuming all of the deposits of the
failed bank, MB Financial Bank agreed to purchase roughly $3
billion of the assets, comprised mainly of cash and marketable
securities. The FDIC will retain the remaining assets for later
disposition. The FDIC plans to sell substantially all of the
remaining assets of Corus Bank in a private placement transaction.
CYNERGY DATA: Committee Protests Sale of Assets to ComVest Group
----------------------------------------------------------------
The Official Committee of Unsecured Creditors in the Cynergy Data
LLC case objected in the U.S. Bankruptcy Court for the District of
Delaware, criticizing elements of the sale proposal, according to
Law360.
Arguing that the structure of the sale discourages competitive
bidding, Cynergy's creditors have objected to the Debtor's plan to
sell its assets to investment firm ComVest Group -- raising the
ire of the debtor, which claims the proposal is fair and has been
crafted through "painful" negotiations, the report says.
As reported by the TCR on September 16, the Bankruptcy Court has
already approved the proposed sale process under which ComVest
will be the lead bidder, although the Court will hold another
hearing to consider the results of the auction.
Cynergy Data LLC will hold an auction on October 5 under which
ComVest will be the stalking horse bidder. Competing bids must be
submitted by October 2 and must exceed ComVest's initial offer by
$4.46 million. Secured lenders are allowed to submit credit bids.
The Court will consider approving the results of the auction at an
October 7 hearing.
According to the bid procedures submitted to the Court, ComVest
will receive a break-up fee of $1,620,000 and expense
reimbursement of up to $648,000 in the event the Debtor closes a
sale with another party.
About Cynergy Data
Launched in 1995, Cynergy Data LLC is a merchant credit card
processing service provider that gives business owners excellent
customer support and unparalleled merchant services. The company
emphasizes honest, service-oriented business practices and
customer-friendly products and services. During the past 14
years, Cynergy Data has rapidly expanded from a two-person
operation to one that employs over 130 service-oriented team
members. Headquartered in New York City, Cynergy Data manages a
portfolio of nearly 80,000 merchants processing in excess of
$10 billion annually. Marcelo Paladini owns 92% of Cynergy.
The Company and two affiliates -- Cynergy Data Holdings, LLC,
and Cynergy Prosperity Plus, LLC -- filed for Chapter 11 on
September 1, 2009 (Bankr. D. Del. Case No. 09-13038).
The Company's legal advisor is Nixon Peabody LLP; its financial
and restructuring advisor is CM&D Management Services LLC; its
industry expert is Unicorn Partners, LLC; and its investment
bankers are Stifel, Nicolaus & Company and Peter J. Solomon
Company. Aside from Nixon peabody, Pepper Hamilton LLP has been
hired as bankruptcy and restructuring counsel. Charles D. Moore
of Conway MacKenzie, Inc., serves as chief restructuring officer.
Kurtzman Carson & Consultants LLC serves as claims and notice
agent.
Cynergy Data said that it had assets of $109,546,132 against debts
of $186,183,032 as of June 30, 2009.
CYNERGY DATA: Selects Stifel Nicolaus & PJSC as Sale Advisors
-------------------------------------------------------------
Cynergy Data, LLC, and its affiliates ask the U.S. Bankruptcy
Court for the District of Delaware to approve their employment of
Stifel, Nicolaus & Company, Inc., and Peter J. Solomon Securities
Company, LLC, as financial advisors.
Stifel and PJSC will serve as sole and exclusive agents for the
purpose of, among other things, identifying opportunities for the
sale of Cynergy, and advising and participating in negotiations
for the sale.
The Financial Advisors will receive monthly retainer fee of
$50,000. If a sale occurs, Stifel Nicolaus will receive the
greater of $1,000,000 and 3.0% of the consideration involved in
the sale. The Financial Advisors will also receive reimbursement
of out-of-pocket expenses of up to $50,000.
As reported by the TCR on Sept. 16, 2009, the Bankruptcy Court has
authorized Cynergy Data to hold an auction on October 5 under
which ComVest will be the stalking horse bidder. Competing bids
must be submitted by October 2 and must exceed ComVest's initial
offer by $4.46 million. Secured lenders are allowed to submit
credit bids. The Court will consider approving the results of the
auction at an October 7 hearing.
About Cynergy Data
Launched in 1995, Cynergy Data LLC is a merchant credit card
processing service provider that gives business owners excellent
customer support and unparalleled merchant services. The company
emphasizes honest, service-oriented business practices and
customer-friendly products and services. During the past 14
years, Cynergy Data has rapidly expanded from a two-person
operation to one that employs over 130 service-oriented team
members. Headquartered in New York City, Cynergy Data manages a
portfolio of nearly 80,000 merchants processing in excess of $10
billion annually. Marcelo Paladini owns 92% of Cynergy.
The Company and two affiliates -- Cynergy Data Holdings, LLC,
and Cynergy Prosperity Plus, LLC -- filed for Chapter 11 on
September 1, 2009 (Bankr. D. Del. Case No. 09-13038).
The Company's legal advisor is Nixon Peabody LLP; its financial
and restructuring advisor is CM&D Management Services LLC; its
industry expert is Unicorn Partners, LLC; and its investment
bankers are Stifel, Nicolaus & Company and Peter J. Solomon
Company. Aside from Nixon peabody, Pepper Hamilton LLP has been
hired as bankruptcy and restructuring counsel. Charles D. Moore
of Conway MacKenzie, Inc., serves as chief restructuring officer.
Kurtzman Carson & Consultants LLC serves as claims and notice
agent.
Cynergy Data said that it had assets of $109,546,132 against debts
of $186,183,032 as of June 30, 2009.
Cynergy Data filed for Chapter 11 to complete the sale of all of
its assets to Cynergy Holdings, LLC, an affiliate of The
ComVest Group, which will serve as stalking horse bidder in an
auction.
CYNERGY DATA: Proposes to Hire CM&D's Charles M. Moore as CRO
-------------------------------------------------------------
Cynergy Data, LLC, and its affiliates ask the U.S. Bankruptcy
Court for the District of Delaware for permission to employ CM&D
Management Services, LLC, and appoint CM&D's Charles M. Moore as
Chief Restructuring Officer.
Aside from providing the services of Mr. Moore, CM&D will also
provide certain officers and other temporary staff to supply
interim management and direction and assist the Debtors in their
restructuring efforts.
The temporary staff includes Lorraine B. Ossolinski, Robert Kolb,
and Jesse L. York, to assist the Debtors with respect to
implementing and developing business and financial plans, their
efforts to restructure their assets, support and assist the asset
sale process, and general assistance and support related to the
Chapter 11 cases.
As reported by the TCR on Sept. 16, 2009, the Bankruptcy Court has
authorized Cynergy Data to hold an auction on October 5 under
which ComVest will be the stalking horse bidder. Competing bids
must be submitted by October 2 and must exceed ComVest's initial
offer by $4.46 million. Secured lenders are allowed to submit
credit bids. The Court will consider approving the results of the
auction at an October 7 hearing.
The firm will charge the Debtors $375 to $525 per hour for
managing and senior managing directors providing services, and
$285 to $395 for senior associates and directors.
The firm will be paid for the temporary staff already contracted
to provide services to the Debtors at these rates:
Name Description Hourly Rate
---- ----------- -----------
Charles M. Moore Chief Restructuring Officer $450
Lorraine B. Ossolinski Interim CFO $395
Robert F. Kolb Cash & Restructuring Support $325
Jesse L. York Cash & Restructuring Support $325
The firm and its professionals will be indemnified for claims
arising from services provided to the Debtors.
About Cynergy Data
Launched in 1995, Cynergy Data LLC is a merchant credit card
processing service provider that gives business owners excellent
customer support and unparalleled merchant services. The company
emphasizes honest, service-oriented business practices and
customer-friendly products and services. During the past 14
years, Cynergy Data has rapidly expanded from a two-person
operation to one that employs over 130 service-oriented team
members. Headquartered in New York City, Cynergy Data manages a
portfolio of nearly 80,000 merchants processing in excess of $10
billion annually. Marcelo Paladini owns 92% of Cynergy.
The Company and two affiliates -- Cynergy Data Holdings, LLC,
and Cynergy Prosperity Plus, LLC -- filed for Chapter 11 on
September 1, 2009 (Bankr. D. Del. Case No. 09-13038).
The Company's legal advisor is Nixon Peabody LLP; its financial
and restructuring advisor is CM&D Management Services LLC; its
industry expert is Unicorn Partners, LLC; and its investment
bankers are Stifel, Nicolaus & Company and Peter J. Solomon
Company. Aside from Nixon peabody, Pepper Hamilton LLP has been
hired as bankruptcy and restructuring counsel. Charles D. Moore
of Conway MacKenzie, Inc., serves as chief restructuring officer.
Kurtzman Carson & Consultants LLC serves as claims and notice
agent.
Cynergy Data said that it had assets of $109,546,132 against debts
of $186,183,032 as of June 30, 2009.
Cynergy Data filed for Chapter 11 to complete the sale of all of
its assets to Cynergy Holdings, LLC, an affiliate of The
ComVest Group, which will serve as stalking horse bidder in an
auction.
CYNERGY DATA: Proposes Unicorn Partners as Consultant
-----------------------------------------------------
Cynergy Data, LLC, and its affiliates ask the U.S. Bankruptcy
Court for the District of Delaware for permission to employ
Unicorn Partners, LLC, as consultants.
The Debtors have selected Unicorn Partners because of its
extensive experience in the electronic payments industry.
Unicorn Partners will work in conjunction with Cynergy Data's
chief restructuring officer to plan and effect Cynergy's
reorganization. Unicorn will provide industry expertise to the
team.
The Debtors propose Unicorn $10,000 per week, as bankruptcy
professional, plus reasonable out-of-pocket expenses. The Debtors
will also pay a success fee in connection with the consummation of
a sale, with the success fee in an amount equal to the greater of
$250,000 or the sum of (i) 0.5% of the aggregate value of the
transaction below $50,000,000 plus (ii) 1% of the aggregate value
of the transactions in excess of $50,000,000.
As reported by the TCR on Sept. 16, 2009, the Bankruptcy Court has
authorized Cynergy Data to hold an auction on October 5 under
which ComVest will be the stalking horse bidder. Competing bids
must be submitted by October 2 and must exceed ComVest's initial
offer by $4.46 million. Secured lenders are allowed to submit
credit bids. The Court will consider approving the results of the
auction at an October 7 hearing.
About Cynergy Data
Launched in 1995, Cynergy Data LLC is a merchant credit card
processing service provider that gives business owners excellent
customer support and unparalleled merchant services. The company
emphasizes honest, service-oriented business practices and
customer-friendly products and services. During the past 14
years, Cynergy Data has rapidly expanded from a two-person
operation to one that employs over 130 service-oriented team
members. Headquartered in New York City, Cynergy Data manages a
portfolio of nearly 80,000 merchants processing in excess of $10
billion annually. Marcelo Paladini owns 92% of Cynergy.
The Company and two affiliates -- Cynergy Data Holdings, LLC,
and Cynergy Prosperity Plus, LLC -- filed for Chapter 11 on
September 1, 2009 (Bankr. D. Del. Case No. 09-13038).
The Company's legal advisor is Nixon Peabody LLP; its financial
and restructuring advisor is CM&D Management Services LLC; its
industry expert is Unicorn Partners, LLC; and its investment
bankers are Stifel, Nicolaus & Company and Peter J. Solomon
Company. Aside from Nixon peabody, Pepper Hamilton LLP has been
hired as bankruptcy and restructuring counsel. Charles D. Moore
of Conway MacKenzie, Inc., serves as chief restructuring officer.
Kurtzman Carson & Consultants LLC serves as claims and notice
agent.
Cynergy Data said that it had assets of $109,546,132 against debts
of $186,183,032 as of June 30, 2009.
Cynergy Data filed for Chapter 11 to complete the sale of all of
its assets to Cynergy Holdings, LLC, an affiliate of The
ComVest Group, which will serve as stalking horse bidder in an
auction.
DAEWOO LOGISTICS: Voluntary Chapter 15 Case Summary
---------------------------------------------------
Chapter 15 Petitioner: Daewoo Logistics Corporation
Chapter 15 Debtor: Daewoo Logistics Corporation
526 Daewoo Foundation Building
Namdaemunno, Chung-Gu
Seoul, Korea 100-740
Chapter 15 Case No.: 09-15558
Type of Business: The Debtor provides customers with TSR Service
by establishing a Joint Venture (FETCOM) in
Vladivostok with a Russian local company and TCR
Service through strategic partnership with a
Chinese logistics company to established full-
fledged Multimodal Transport System. In
addition, the Debtor is further supporting Sea &
Rail Service utilizing Japan Rail (JR) in Japan
and Sea & Air Service in China.
See http://www.dwlogistics.co.kr/
Chapter 15 Petition Date: September 15, 2009
Court: Southern District of New York (Manhattan)
Judge: Burton R. Lifland
Chapter 15 Petitioner's Counsel: Jeremy O. Harwood, Esq.
Blank Rome, LLP
405 Lexington Avenue
New York, NY 10174
Tel: (212) 885-5000
Fax: (212) 885-5001
Email: jharwood@blankrome.com
Estimated Assets: $100 million and $500 million
Estimated Debts: $100 million and $500 million
DANA HOLDING: Delays Effective Date of Registration Statement
-------------------------------------------------------------
Dana Holding Corporation amended its registration statement
related to planned offering of up to $500,000,000 in securities to
delay the effective date of the registration statement until the
Company files a further amendment "which specifically states that
this registration statement shall thereafter become effective in
accordance with Section 8(a) of the Securities Act of 1933 or
until the registration statement shall become effective on such
date as the Commission, acting pursuant to said Section 8(a), may
determine."
As reported by the Troubled Company Reporter on September 7, 2009,
Dana Holding said it may offer and sell from time to time shares
of its common stock, shares of preferred stock, debt securities,
depositary shares, warrants, rights, purchase contracts or units,
or any combination thereof. It will use the net proceeds for
general corporate purposes, which may include, among other things,
debt repayment; working capital; or capital expenditures. It may
also use the proceeds to fund acquisitions of businesses,
technologies or product lines that complement the current
business.
A full-text copy of the Registration Statement is available at no
charge at http://ResearchArchives.com/t/s?441d
Based in Toledo, Ohio, Dana Holding Corporation --
http://www.dana.com/-- designs and manufactures products for
every major vehicle producer in the world, and supplies
drivetrain, chassis, structural, and engine technologies to those
companies. Dana employs 46,000 people in 28 countries. Dana is
focused on being an essential partner to automotive, commercial,
and off-highway vehicle customers, which collectively produce more
than 60 million vehicles annually. Dana has facilities in China
in the Asia-Pacific, Argentina in the Latin-American regions and
Italy in Europe.
Dana Corp., together with affiliates, affiliates filed for Chapter
11 protection on March 3, 2006 (Bankr. S.D.N.Y. Case No. 06-
10354). Attorneys at Jones Day represented the Debtors. It
emerged from bankruptcy Jan. 31, 2008, and the reorganized entity
was named Dana Holding Corporation.
As reported in the Troubled Company Reporter on June 9, 2009,
Moody's Investors Service lowered the Corporate Family Rating of
Dana Holding Corporation to 'Caa2', raised the Probability of
Default Rating to 'Caa1', and adjusted the ratings of certain debt
instruments. According to Moody's, the positioning of Dana's PDR
at 'Caa1' reflects ongoing pressures the company faces from the
continued erosion in the global automotive and commercial vehicle
markets.
DELTA AIR LINES: $800MM Bond Sale for New Atlanta Terminal
----------------------------------------------------------
Delta Air Lines Inc. and the Atlanta airport are nearing a lease
accord that would pave the way for an $800 million bond sale for
the construction of a new international terminal at Hartsfield-
Jackson Atlanta International Airport, according to reports.
As previously reported, Hartsfield-Jackson's 30-year contracts
that govern airline operations, including Delta's, are set to
expire in 2010. Delta, the airport's largest tenant, previously
disputed the terminal budget of $1.68 billion and threatened to
switch flights to other hubs including Memphis, Tennessee, or
Cincinnati unless the proposed terminal cost was cut.
Subsequently, the cost was trimmed by about 20 percent to
$1.35 billion in July 2009, people familiar with the matter told
Bloomberg News.
The airport plans to add a 12-gate international terminal to ease
congestion and allow Delta to handle more passengers. The
terminal is scheduled to be completed by 2012, according to USA
Today.
About Delta Air Lines
With its acquisition of Northwest Airlines, Atlanta, Georgia-based
Delta Air Lines (NYSE: DAL) -- http://www.delta.com/or
http://www.nwa.com/-- is now the world's largest airline. From
its hubs in Atlanta, Cincinnati, Detroit, Memphis, Minneapolis-St.
Paul, New York-JFK, Salt Lake City and Tokyo-Narita, Delta, its
Northwest subsidiary and Delta Connection carriers offer service
to more than 376 destinations worldwide in 66 countries and serves
more than 170 million passengers each year. Delta's marketing
alliances allow customers to earn and redeem either SkyMiles or
WorldPerks on more than 16,000 daily flights offered by SkyTeam
and other partners. The merger closed on October 29, 2008.
Northwest and 12 affiliates filed for Chapter 11 protection on
September 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17930).
Bruce R. Zirinsky, Esq., and Gregory M. Petrick, Esq., at
Cadwalader, Wickersham & Taft LLP in New York, and Mark C.
Ellenberg, Esq., at Cadwalader, Wickersham & Taft LLP in
Washington, represented the Northwest Debtors in their
restructuring efforts. On May 21, 2007, the Court confirmed the
Northwest Debtors' amended plan. That amended plan took effect
May 31, 2007.
Delta and 18 affiliates filed for Chapter 11 protection on
September 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17923).
Marshall S. Huebner, Esq., at Davis Polk & Wardwell, represented
the Delta Debtors in their restructuring efforts. On April 25,
2007, the Court confirmed the Delta Debtors' plan. That plan
became effective on April 30, 2007.
(Bankruptcy Creditors Service Inc. publishes Delta Air Lines
Bankruptcy News, http://bankrupt.com/newsstand/or 215/945-7000).
As reported by the TCR on June 29, 2009, Fitch Ratings has
downgraded the debt ratings of Delta Air Lines, Inc., and its
wholly owned subsidiary Northwest Airlines, Inc. -- (i) DAL's
Issuer Default Rating to 'B-' from 'B', First-lien senior secured
credit facilities to 'BB-/RR1' from 'BB/RR1', and Second-lien
secured credit facility to 'B-/RR4' from 'B/RR4', and (ii) NWA's
IDR to 'B-' from 'B'; and Secured bank credit facility to 'BB-
/RR1' from 'BB/RR1'. The downgrade of DAL's ratings reflects the
continued erosion of the airline's near-term cash flow generation
potential that has resulted from extremely weak business travel
demand and large year-over-year declines in passenger revenue per
available seat mile.
DELTA AIR LINES: Offers Q3 & Full Year 2009 Forecast
----------------------------------------------------
In an investor update filed with the Securities and Exchange
Commission on September 14, 2009, Delta Air Lines, Inc., provided
guidance for the September quarter and full year 2009.
Delta Senior Vice President and Chief Financial Officer Hank
Halter noted that system load factors for September and October
2009 are expected to be approximately 82%, which is in line to
slightly above 2008's levels.
Mr. Halter added that system yields for the period from September
to December 2009 are expected to be 11-14% lower than the same
period in 2008. Yield pressure is being driven by the prior year
period's fare or surcharge peak related to fuel, the effect of
which should lessen throughout the December 2009 quarter.
According to Mr. Halter, the company expects that its year-over-
year RASM decline for the September 2009 quarter will be a slight
improvement over the June 2009 quarter year-over-year change.
The December 2009 quarter RASM change is currently forecasted to
be approximately 10 points better than the September 2009 quarter
change.
Key Financial Metrics
Sept Qtr 2009 Full Year 2009
------------- --------------
Operating margin 3 - 4% Breakeven
Consolidated fuel price,
net of realized hedges $2.14 $2.13
EBITDAR Margin 9 - 10% 6 - 8%
CapEx $270 million $1.4 billion
Total unrestricted
Liquidity $5.0 billion $4.6 billion
Sept Qtr 2009 vs.
Sept Qtr 2008 2009 vs. 2008
---------------- -------------
Consolidated CASM ex-fuel Up 1 - 2% Up 2 - 3%
Mainline CASM ex-fuel Up 1 - 2% Up 2 - 3%
System capacity Down 4 - 5% Down 7 - 9%
Domestic Down 3 - 4% Down 8 - 10%
International Down 7 - 8% Down 7 - 9%
Mainline capacity Down 5 - 6% Down 7 - 9%
Domestic Down 4 - 5% Down 7 - 9%
International Down 6 - 7% Down 6 - 8%
Fuel hedge update
% of Projected Fuel Requirements Hedged
---------------------------------------
3Q09 4Q09 2010
---- ---- ----
Call options 30% 22% 9%
Swaps 22% 17% 1%
Total 52% 39% 10%
Projected fuel
price/gallon $2.14 $2.05
According to Mr. Halter, fuel price-related projections of the
Company include:
* Assumed $75 all-in price per barrel for crude oil plus
refining spread
* Hedge losses of $0.11/gallon in 3Q09 and no impact from
hedges in 4Q09
* Tax and transportation costs of approximately $0.17/gallon
* Call option premiums
For the September 2009 quarter, Delta's defined benefit pension
expense is expected to be $100 to 125 million and defined benefit
funding approximately $25 million. For the full year 2009,
Delta's defined benefit pension funding is estimated to be
$200 million, Mr. Halter told the SEC.
Delta's 2010 funding requirement for its defined benefit pension
plans, which have been frozen for future accruals, is estimated
to increase by $450 million as compared to 2009. The increase in
required funding is due primarily to the decline in the
investment markets in 2008, which negatively affected the value
of pension assets, according to Mr. Halter.
Other Financial Information
Sept Qtr 2009 2009
------------- ----
Non-operating expense
(excluding FAS 133 impact) $325 million $1.2 billion
Cargo and Other Revenue $1.1 billion $4.5 billion
Mr. Halter related that as of December 31, 2008, Delta had (i)
$505 million of federal alternative minimum tax credit
carryforwards, which do not expire, and (ii) $14.5 billion of
federal and state pretax NOL carryforwards, substantially all of
which will not begin to expire until 2022.
Delta expects approximately 828 million and 827 million weighted
average shares outstanding for the September 2009 quarter and
full year 2009, Mr. Halter added.
A full-text copy of Delta's Investor Update is available for free
at http://ResearchArchives.com/t/s?44b6
About Delta Air Lines
With its acquisition of Northwest Airlines, Atlanta, Georgia-based
Delta Air Lines (NYSE: DAL) -- http://www.delta.com/or
http://www.nwa.com/-- is now the world's largest airline. From
its hubs in Atlanta, Cincinnati, Detroit, Memphis, Minneapolis-St.
Paul, New York-JFK, Salt Lake City and Tokyo-Narita, Delta, its
Northwest subsidiary and Delta Connection carriers offer service
to more than 376 destinations worldwide in 66 countries and serves
more than 170 million passengers each year. Delta's marketing
alliances allow customers to earn and redeem either SkyMiles or
WorldPerks on more than 16,000 daily flights offered by SkyTeam
and other partners. The merger closed on October 29, 2008.
Northwest and 12 affiliates filed for Chapter 11 protection on
September 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17930).
Bruce R. Zirinsky, Esq., and Gregory M. Petrick, Esq., at
Cadwalader, Wickersham & Taft LLP in New York, and Mark C.
Ellenberg, Esq., at Cadwalader, Wickersham & Taft LLP in
Washington, represented the Northwest Debtors in their
restructuring efforts. On May 21, 2007, the Court confirmed the
Northwest Debtors' amended plan. That amended plan took effect
May 31, 2007.
Delta and 18 affiliates filed for Chapter 11 protection on
September 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17923).
Marshall S. Huebner, Esq., at Davis Polk & Wardwell, represented
the Delta Debtors in their restructuring efforts. On April 25,
2007, the Court confirmed the Delta Debtors' plan. That plan
became effective on April 30, 2007.
(Bankruptcy Creditors Service Inc. publishes Delta Air Lines
Bankruptcy News, http://bankrupt.com/newsstand/or 215/945-7000).
As reported by the TCR on June 29, 2009, Fitch Ratings has
downgraded the debt ratings of Delta Air Lines, Inc., and its
wholly owned subsidiary Northwest Airlines, Inc. -- (i) DAL's
Issuer Default Rating to 'B-' from 'B', First-lien senior secured
credit facilities to 'BB-/RR1' from 'BB/RR1', and Second-lien
secured credit facility to 'B-/RR4' from 'B/RR4', and (ii) NWA's
IDR to 'B-' from 'B'; and Secured bank credit facility to 'BB-
/RR1' from 'BB/RR1'. The downgrade of DAL's ratings reflects the
continued erosion of the airline's near-term cash flow generation
potential that has resulted from extremely weak business travel
demand and large year-over-year declines in passenger revenue per
available seat mile.
DELTA AIR LINES: Reports August 2009 Traffic Results
----------------------------------------------------
Delta Air Lines reported traffic results for August 2009. System
traffic in August 2009, including both Delta and Northwest
operations, decreased 2.2 percent compared to August 2008 on a 3.2
percent decrease in capacity, and load factor increased 0.9 points
to 86.6 percent.
Domestic traffic decreased 1.3 percent year over year on a 1.3
percent decrease in capacity. Domestic load factor was unchanged
at 86.9 percent. International traffic decreased 3.5 percent year
over year on a 5.7 percent decrease in capacity, and load factor
increased 2.0 points to 86.0 percent.
Delta Air Lines
Monthly Traffic Results
August 2009 August 2008 Change
----------- ----------- ------
RPMs (000):
Domestic 11,136,640 11,283,238 (1.3%)
Mainline 8,803,634 9,012,572 (2.3%)
Regional 2,333,006 2,270,666 2.7%
International 7,591,126 7,868,325 (3.5%)
Latin America 951,068 1,012,394 (6.1%)
Mainline 933,645 973,674 (4.1%)
Regional 17,423 38,720 (55.0%)
Atlantic 4,665,429 4,784,750 (2.5%)
Pacific 1,974,628 2,071,181 (4.7%)
System 18,727,766 19,151,563 (2.2%)
ASMs (000):
Domestic 12,811,549 12,978,771 (1.3%)
Mainline 9,932,580 10,160,235 (2.2%)
Regional 2,878,969 2,818,536 2.1%
International 8,824,253 9,362,457 (5.7%)
Latin America 1,146,981 1,243,883 (7.8%)
Mainline 1,124,346 1,193,944 (5.8%)
Regional 22,635 49,939 (54.7%)
Atlantic 5,333,166 5,710,668 (6.6%)
Pacific 2,344,107 2,407,907 (2.6%)
System 21,635,802 22,341,229 (3.2%)
Load Factor
Domestic 86.9% 86.9% 0.0 pts
Mainline 88.6% 88.7% (0.1) pts
Regional 81.0% 80.6% 0.4 pts
International 86.0% 84.0% 2.0 pts
Latin America 82.9% 81.4% 1.5 pts
Mainline 83.0% 81.6% 1.4 pts
Regional 77.0% 77.5% (0.5) pts
Atlantic 87.5% 83.8% 3.7 pts
Pacific 84.2% 86.0% (1.8) pts
System 86.6% 85.7% 0.9 pts
Passengers Boarded 15,137,715 15,484,547 (2.2%)
Mainline Completion
Factor 99.4% 99.0% 0.4 pts
Cargo Ton Miles (000):
Mail 7,690 8,974 (14.3%)
Freight 188,140 223,069 (15.7%)
System 195,831 232,043 (15.6%)
Delta Air Lines
Year to Date Traffic Results
August 2009 August 2008 Change
----------- ----------- ------
RPMs (000):
Domestic 80,004,582 85,365,517 (6.3%)
Mainline 62,883,303 68,361,702 (8.0%)
Regional 17,121,279 17,003,816 0.7%
International 50,262,046 54,564,964 (7.9%)
Latin America 8,074,815 8,953,269 (9.8%)
Mainline 7,933,660 8,528,432 (7.0%)
Regional 141,155 424,837 (66.8%)
Atlantic 29,132,674 30,585,888 (4.8%)
Pacific 13,054,558 15,025,808 (13.1%)
System 130,266,628 139,930,482 (6.9%)
ASMs (000):
Domestic 95,752,518 102,185,310 (6.3%)
Mainline 73,640,693 80,495,988 (8.5%)
Regional 22,111,826 21,689,323 1.9%
International 62,904,895 66,215,903 (5.0%)
Latin America 10,317,983 11,045,467 (6.6%)
Mainline 10,116,820 10,490,684 (3.6%)
Regional 201,163 554,784 (63.7%)
Atlantic 36,436,143 37,623,379 (3.2%)
Pacific 16,150,769 17,547,056 (8.0%)
System 158,657,414 168,401,213 (5.8%)
Load Factor
Domestic 83.6% 83.5% 0.1 pts
Mainline 85.4% 84.9% 0.5 pts
Regional 77.4% 78.4% (1.0) pts
International 79.9% 82.4% (2.5) pts
Latin America 78.3% 81.1% (2.8) pts
Mainline 78.4% 81.3% (2.9) pts
Regional 70.2% 76.6% (6.4) pts
Atlantic 80.0% 81.3% (1.3) pts
Pacific 80.8% 85.6% (4.8) pts
System 82.1% 83.1% (1.0) pts
Passengers Boarded 110,560,433 118,217,591 (6.5%)
Cargo Ton Miles (000):
Mail 54,529 75,024 (27.3%)
Freight 1,356,520 1,941,288 (30.1%)
System 1,411,049 2,016,311 (30.0%)
About Delta Air Lines
With its acquisition of Northwest Airlines, Atlanta, Georgia-based
Delta Air Lines (NYSE: DAL) -- http://www.delta.com/or
http://www.nwa.com/-- is now the world's largest airline. From
its hubs in Atlanta, Cincinnati, Detroit, Memphis, Minneapolis-St.
Paul, New York-JFK, Salt Lake City and Tokyo-Narita, Delta, its
Northwest subsidiary and Delta Connection carriers offer service
to more than 376 destinations worldwide in 66 countries and serves
more than 170 million passengers each year. Delta's marketing
alliances allow customers to earn and redeem either SkyMiles or
WorldPerks on more than 16,000 daily flights offered by SkyTeam
and other partners. The merger closed on October 29, 2008.
Northwest and 12 affiliates filed for Chapter 11 protection on
September 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17930).
Bruce R. Zirinsky, Esq., and Gregory M. Petrick, Esq., at
Cadwalader, Wickersham & Taft LLP in New York, and Mark C.
Ellenberg, Esq., at Cadwalader, Wickersham & Taft LLP in
Washington, represented the Northwest Debtors in their
restructuring efforts. On May 21, 2007, the Court confirmed the
Northwest Debtors' amended plan. That amended plan took effect
May 31, 2007.
Delta and 18 affiliates filed for Chapter 11 protection on
September 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17923).
Marshall S. Huebner, Esq., at Davis Polk & Wardwell, represented
the Delta Debtors in their restructuring efforts. On April 25,
2007, the Court confirmed the Delta Debtors' plan. That plan
became effective on April 30, 2007.
(Bankruptcy Creditors Service Inc. publishes Delta Air Lines
Bankruptcy News, http://bankrupt.com/newsstand/or 215/945-7000).
As reported by the TCR on June 29, 2009, Fitch Ratings has
downgraded the debt ratings of Delta Air Lines, Inc., and its
wholly owned subsidiary Northwest Airlines, Inc. -- (i) DAL's
Issuer Default Rating to 'B-' from 'B', First-lien senior secured
credit facilities to 'BB-/RR1' from 'BB/RR1', and Second-lien
secured credit facility to 'B-/RR4' from 'B/RR4', and (ii) NWA's
IDR to 'B-' from 'B'; and Secured bank credit facility to 'BB-
/RR1' from 'BB/RR1'. The downgrade of DAL's ratings reflects the
continued erosion of the airline's near-term cash flow generation
potential that has resulted from extremely weak business travel
demand and large year-over-year declines in passenger revenue per
available seat mile.
DELTA AIR LINES: Seeks April 19 Deadline to Object to Claims
------------------------------------------------------------
Delta Air Lines, Inc., and its debtor-affiliates informed Judge
Cecilia G. Morris of the United States Bankruptcy Court for the
Southern District of New York that they have made exceptional
progress in resolving disputed claims through settlements and
objections.
According to Timothy E. Graulich, Esq., at Davis Polk & Wardwell,
in New York, the Debtors have made distributions on account of
resolved claims and undertook the necessary tasks related to the
distributions. Specifically, the Debtors have:
* made eight distributions totaling 341.4 million shares of
New Delta Common Stock and $8.9 million in cash on account
of 36,700 allowed unsecured claims in a face amount of
$13.8 billion;
* filed 29 prior omnibus objections covering more than 6,800
proofs of claim;
* resolved more than 6,200 disputed proofs of claim through
objections, withdrawals and other resolutions, with an
initial face value of $77.2 billion;
* filed 10 additional omnibus objections with respect to at
least 240 proofs of claim arising from aircraft-related
transactions;
* analyzed and categorized variations in contract language
from the operative documents of more than 200 separate
aircraft leveraged lease transactions with respect to which
tax indemnity claims and stipulated loss value claims have
been filed; and
* filed five separate "test case" objections to TIA and SLV
claims to determine Delta's obligations, and an omnibus
objection with respect to remaining TIA claims and SLV
claims.
Mr. Graulich notes that despite the substantial progress made,
the Debtors still need to attend to these unresolved claims:
-- 127 aircraft-related claims that remain unresolved,
representing approximately $1.1 billion in value;
-- 135 non-aircraft claims, totaling $335 million;
-- a number of TIA and SLV claims that have the subject of
appeals and other underlying issues relating to claim
amount reductions; and
-- objections to TIA and SLV claims that the Debtors intend to
pursue.
The deadline for the Debtors to object to the claims is set to
expire on October 19, 2009.
In this regard, the Debtors ask the Court to extend the Claims
Objection Deadline to April 19, 2010, to allow them to properly
analyze the Remaining Claims. Absent the Extension, the Debtors
would be forced to interrupt ongoing negotiations and proceedings
in order to preserve their rights with respect to unresolved
claims, Mr. Graulich noted.
Mr. Graulich added that the Extension will not materially
prejudice claimants. In fact, many of the Remaining Claims
cannot be properly processed without careful consideration to the
factual context and putative legal basis for recovery, and
therefore necessitate more time for careful analysis.
The Court will convene a hearing to consider the Debtors' request
on September 22, 2009. Objections, if any, must be filed by
September 17.
About Delta Air Lines
With its acquisition of Northwest Airlines, Atlanta, Georgia-based
Delta Air Lines (NYSE: DAL) -- http://www.delta.com/or
http://www.nwa.com/-- is now the world's largest airline. From
its hubs in Atlanta, Cincinnati, Detroit, Memphis, Minneapolis-St.
Paul, New York-JFK, Salt Lake City and Tokyo-Narita, Delta, its
Northwest subsidiary and Delta Connection carriers offer service
to more than 376 destinations worldwide in 66 countries and serves
more than 170 million passengers each year. Delta's marketing
alliances allow customers to earn and redeem either SkyMiles or
WorldPerks on more than 16,000 daily flights offered by SkyTeam
and other partners. The merger closed on October 29, 2008.
Northwest and 12 affiliates filed for Chapter 11 protection on
September 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17930).
Bruce R. Zirinsky, Esq., and Gregory M. Petrick, Esq., at
Cadwalader, Wickersham & Taft LLP in New York, and Mark C.
Ellenberg, Esq., at Cadwalader, Wickersham & Taft LLP in
Washington, represented the Northwest Debtors in their
restructuring efforts. On May 21, 2007, the Court confirmed the
Northwest Debtors' amended plan. That amended plan took effect
May 31, 2007.
Delta and 18 affiliates filed for Chapter 11 protection on
September 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17923).
Marshall S. Huebner, Esq., at Davis Polk & Wardwell, represented
the Delta Debtors in their restructuring efforts. On April 25,
2007, the Court confirmed the Delta Debtors' plan. That plan
became effective on April 30, 2007.
(Bankruptcy Creditors Service Inc. publishes Delta Air Lines
Bankruptcy News, http://bankrupt.com/newsstand/or 215/945-7000).
As reported by the TCR on June 29, 2009, Fitch Ratings has
downgraded the debt ratings of Delta Air Lines, Inc., and its
wholly owned subsidiary Northwest Airlines, Inc. -- (i) DAL's
Issuer Default Rating to 'B-' from 'B', First-lien senior secured
credit facilities to 'BB-/RR1' from 'BB/RR1', and Second-lien
secured credit facility to 'B-/RR4' from 'B/RR4', and (ii) NWA's
IDR to 'B-' from 'B'; and Secured bank credit facility to 'BB-
/RR1' from 'BB/RR1'. The downgrade of DAL's ratings reflects the
continued erosion of the airline's near-term cash flow generation
potential that has resulted from extremely weak business travel
demand and large year-over-year declines in passenger revenue per
available seat mile.
DELTA AIR LINES: Plans Private Offering for $500MM Secured Debt
---------------------------------------------------------------
Delta Air Lines on September 16 announced that it is planning a
private offering of $500 million in aggregate principal amount of
senior secured notes due 2014. Delta intends to use the net
proceeds of this offering, together with initial borrowings under
its proposed new senior secured credit facilities, to repay all
outstanding borrowings under Northwest's senior corporate credit
facility and to use any remaining net proceeds for general
corporate purposes.
The notes will be secured by Delta's Pacific route authorities,
slots and gate leaseholds. These assets will also constitute the
collateral for the company's new senior secured credit facilities.
This press release is neither an offer to sell nor the
solicitation of an offer to buy the notes or any other securities.
The notes have not been registered under the Securities Act and
may not be offered or sold in the United States without
registration or an applicable exemption from the registration
requirements.
The notes will be offered in the United States only to qualified
institutional buyers in reliance on Rule 144A under the Securities
Act and outside the United States in reliance on Regulations S
under the Securities Act. The notes have not been registered
under the Securities Act and may not be offered or sold in the
United States without registration or an applicable exemption from
the registration requirements.
About Delta Air Lines
With its acquisition of Northwest Airlines, Atlanta, Georgia-based
Delta Air Lines (NYSE: DAL) -- http://www.delta.com/or
http://www.nwa.com/-- became the world's largest airline
following merger with Northwest Airlines in 2008. From its hubs
in Atlanta, Cincinnati, Detroit, Memphis, Minneapolis-St. Paul,
New York-JFK, Salt Lake City and Tokyo-Narita, Delta, its
Northwest subsidiary and Delta Connection carriers offer service
to more than 376 destinations worldwide in 66 countries and serves
more than 170 million passengers each year. Delta's marketing
alliances allow customers to earn and redeem either SkyMiles or
WorldPerks on more than 16,000 daily flights offered by SkyTeam
and other partners. The merger closed on October 29, 2008.
Northwest and 12 affiliates filed for Chapter 11 protection on
September 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17930).
Bruce R. Zirinsky, Esq., and Gregory M. Petrick, Esq., at
Cadwalader, Wickersham & Taft LLP in New York, and Mark C.
Ellenberg, Esq., at Cadwalader, Wickersham & Taft LLP in
Washington, represented the Northwest Debtors in their
restructuring efforts. On May 21, 2007, the Court confirmed the
Northwest Debtors' amended plan. That amended plan took effect
May 31, 2007.
Delta and 18 affiliates filed for Chapter 11 protection on
September 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17923).
Marshall S. Huebner, Esq., at Davis Polk & Wardwell, represented
the Delta Debtors in their restructuring efforts. On April 25,
2007, the Court confirmed the Delta Debtors' plan. That plan
became effective on April 30, 2007.
(Bankruptcy Creditors Service Inc. publishes Delta Air Lines
Bankruptcy News, http://bankrupt.com/newsstand/or 215/945-7000).
As reported by the TCR on June 29, 2009, Fitch Ratings has
downgraded the debt ratings of Delta Air Lines, Inc., and its
wholly owned subsidiary Northwest Airlines, Inc. -- (i) DAL's
Issuer Default Rating to 'B-' from 'B', First-lien senior secured
credit facilities to 'BB-/RR1' from 'BB/RR1', and Second-lien
secured credit facility to 'B-/RR4' from 'B/RR4', and (ii) NWA's
IDR to 'B-' from 'B'; and Secured bank credit facility to 'BB-
/RR1' from 'BB/RR1'. The downgrade of DAL's ratings reflects the
continued erosion of the airline's near-term cash flow generation
potential that has resulted from extremely weak business travel
demand and large year-over-year declines in passenger revenue per
available seat mile.
DETROIT BREAKFAST: Gov't Loan Fails to Stop Chapter 11 Filing
-------------------------------------------------------------
Jaclyn Trop at The Detroit News reports that Detroit Breakfast
House & Grill has filed for Chapter 11 bankruptcy protection,
despite receiving hundreds of thousands of dollars in taxpayer-
funded loans since 2004.
Detroit Breakfast founder Frank Taylor said in a statement that
the Company's collapse was due to acute economic downturn.
Court documents say that Detroit Breakfast listed $500,000 to
$1 million in liabilities owed to creditors including:
-- the quasi-governmental arm of the Detroit Economic Growth
Corp.;
-- Northern Lakes Seafood & Meats of Hamtramck, owed about
$274,098.60;
-- Sysco Food Services, owed about $55,946.54;
-- Hour Media, LLC, owed about $9,248.07;
-- D Business owed about $1,363.82; and
-- the city of Detroit, owed about $90,000.
According to The Detroit News, at least $200,000 in Downtown
Development Authority loans to Detroit Breakfast may not be fully
repaid. Detroit Economic spokesperson Robert Rossbch said that
the corporation is "reviewing its options for recovery of the
funds on behalf of the DDA," The Detroit News states.
Detroit Breakfast House & Grill is owned by the Southern
Hospitality Group. Frank Taylor, head of Southern Hospitality,
used Downtown Development Authority loans to create the
restaurant.
DELTA PETROLEUM: Shares Rose Last Week on Drilling Approvals
------------------------------------------------------------
Delta Petroleum Corporation on September 10, 2009, issued a press
release acknowledging the abnormally high trading volumes in its
common stock in recent days.
In a separate report on September 14, the Motley Fool said Delta
stock rose 32% when the company received drilling approval for
four more natural gas wells in Washington state.
Last week, Motley Fool cited Delta as among 10 stocks that made
some of the biggest upward moves over the past month. Motley Fool
said Delta stock made a 57.81% change the past 30 days.
On September 8, 2009, Delta received approval to drill four
exploratory natural gas wells in the Columbia River Basin. These
wells are contingent upon the success of the currently completing
Gray 31-23 well. Delta has said completion operations involving
the Gray 31-23 have commenced and are continuing, but no
determination has been made regarding the commerciality of the
well.
Going Concern Doubt
The Company had at June 30, 2009, a working capital deficiency of
$225.5 million, including $83.0 million outstanding under its
credit agreement and $83.3 million outstanding under the credit
agreement of DHS Drilling Company, the Company's 49.8% subsidiary.
The net loss and working capital deficiency, the Company said,
raises substantial doubt about the Company's ability to continue
as a going concern.
At June 30, 2009, the Company was in compliance with its quarterly
financial covenants under its credit agreement; however,
projections indicate that without an increase in Rocky Mountain
natural gas prices upon which the majority of the Company's
production is sold, the senior secured debt to EBITDAX ratio
covenant in its credit agreement could be violated within the next
12 months. The borrowing base under the Company's credit
agreement is to be redetermined effective September 1, 2009. A
decrease in the borrowing base determined by the lenders would
decrease the Company's remaining availability under the line of
credit.
DHS Default
At June 30, 2009, DHS was in not in compliance with its obligation
to provide to Lehman Commercial Paper, Inc., by March 31 of each
year audited financial statements reported on without a going
concern qualification or exception by the independent auditor and
DHS's previous forbearance agreement with LCPI expired on June 15,
2009. In addition, DHS was not in compliance with its various
financial covenants as of June 30, 2009. Although DHS is in
ongoing negotiations with LCPI to modify the terms of the existing
DHS credit facility, there can be no assurance that DHS will be
able to renegotiate the terms of its debt agreement. The DHS
facility is non-recourse to Delta.
About Delta Petroleum Corporation
Headquartered in Denver, Colorado, Delta Petroleum Corporation
(NASDAQ: DPTR) -- http://www.deltapetro.com/-- is an oil and gas
exploration and development company. The company's core areas of
operations are the Gulf Coast and Rocky Mountain Regions, which
comprise the majority of its proved reserves, production and long-
term growth prospects.
As of June 30, 2009, Delta had $1.66 billion in total assets; and
$366.5 million in total current liabilities and $463.8 million in
total long-term liabilities.
* * *
As reported by the Troubled Company Reporter on March 3, 2009,
KPMG LLP in Denver, Colorado, raised substantial doubt about Delta
Petroleum Corporation's ability to continue as a going concern
after auditing the Company's financial statements for the periods
ended December 31, 2008, and 2007. The auditors related that the
Company has suffered recurring losses from operations, has a
working capital deficiency, and was not in compliance with its
debt covenants at December 31, 2008.
According to the TCR on March 9, 2009, Moody's Investors Service
downgraded Delta Petroleum Corporation's (Delta) $150 million 7%
senior unsecured notes due 2015 to Ca (LGD 5, 78%) from Caa3 (LGD
5, 76%). Moody's also downgraded Delta's Corporate Family Rating
to Caa3 from Caa2 and its Probability of Default Rating to Caa3
from Caa2. Delta's Speculative Grade Liquidity rating remains at
SGL-4. Moody's said that the outlook is negative.
The TCR reported on March 6, 2009, Standard & Poor's Ratings
Services said that it lowered the corporate credit rating on
exploration and production company Delta Petroleum Corp. to 'CCC'
from 'B-'. S&P removed all ratings from CreditWatch with negative
implications where they were placed on January 16, 2009, because
of concerns about near-term liquidity and covenant compliance.
S&P said that the outlook is developing.
DIAMOND OAKS VINEYARDS: Case Summary & 20 Largest Unsec. Creditors
------------------------------------------------------------------
Debtor: Diamond Oaks Vineyards, Inc.
4500 St. Helena Hwy.
Calistoga, CA 94515-9641
Case No.: 09-12995
Debtor-affiliate filing separate Chapter 11 petition:
Entity Case No.
------ --------
Southland Thoroughbred Farms, Inc. 09-12996
Type of Business: The Debtor operates a winery.
Chapter 11 Petition Date: September 14, 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: $10,000,001 to $50,000,000
Estimated Debts: $10,000,001 to $50,000,000
The petition was signed by Dinesh Maniar, the Company's president.
Diamond Oaks Vineyards' List of 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Biagi Brothers $28,847
Central Valley Building Supply $19,179
Crop Care Associates $6,640
Del Starrett Architect $35,780
Demptos Napa Cooperage $16,950
Exxon Mobil Credit Card $4,736
Farm Plan $13,312
Franchise Tax Board 2007 estimated tax $37,000
Attn: Legal Dept./
Chief Counsel
Francoise Guberman $36,820
dba Tonnerllerie Sirugue USA
c/o Idell & Seitel
Gevas Heavy Transport, Inc. $10,170
Grey Creek Viticultural $4,425
Services, Inc.
M&M Services, Inc. $5,348
Martinez Orchards, Inc. $27,349
Pablo Covarriuvius $20,416
Pape Material Handling $10,448
Exchange
PMS Instrument Company $2,845
Rainbow Agricultural Services $7,844
Roberto Perez $41,986
Tracer Environmental Services $11,275
TriCal, Inc. $5,404
DIXIE PELLETS: Files for Chapter 11 Bankruptcy Protection
---------------------------------------------------------
Dixie Pellets, LLC, has filed for Chapter 11 bankruptcy protection
in the U.S. Bankruptcy Court for the Northern District of Alabama,
listing more than $100 million in liabilities.
Russell Hubbard posted on the Birmingham News that Dixie Pellets
has laid off 70 workers.
Court documents say that Dixie Pellets had a loss of $14 million
on sales of $11.4 million for the fiscal year ended July 20, 2009.
Dixie Pellets, LLC, turned wood shavings and chips into pellets
burned as a substitute for fossil fuels. The largest customers
were in Europe, where utilities get government subsidies to burn
the pellets. It is 86% owned by a unit of Harbert Power Fund III.
DOT VN: Posts $2.59MM Net Loss for July 31 Quarter
--------------------------------------------------
Dot VN, Inc., reported a net loss for the three months ended
July 31, 2009, of $2,597,942 compared with a net loss for the
three months ended July 31, 2008 of $2,332,028.
The Company posted $363,112 in revenues for the three months ended
July 31, 2009, from $376,680 for the same period a year ago.
At July 31, 2009, the Company had total assets of $2,269,335 and
total liabilities of $11,791,040. At July 31, 2009, the Company
had total shareholders' deficit of $9,521,705.
The Company acknowledges it has had limited revenues from the
marketing and registration of '.vn' domain names as it operates in
this single industry segment. Consequently, the Company has
incurred recurring losses from operations. In addition, the
Company has defaulted on $612,500 of convertible debentures that
were due January 31, 2009 and currently has not negotiated new
terms or an extension of the due date on the Defaulted Debentures.
These factors, as well as the risks associated with raising
capital through the issuance of equity or debt securities creates
uncertainty as to the Company's ability to continue as a going
concern.
The Company's plans to address its going concern issues include:
-- Increasing revenues of its services, specifically within
its domain name registration business segment through:
* the development and deployment of an Application
Programming Interface which the Company anticipates will
increase its reseller network and international
distribution channels and through direct marketing to
existing customers both online, via e-mail and direct
mailings, and
* the commercialize of pay-per-click parking page program
for '.vn' domain registrations;
-- Completion and operation of the IDCs and revenue derived
from the IDC services;
-- Commercialization and Deployment of certain new wireless
point-to-point layer one solutions; and
-- Raising capital through the sale of debt or equity
securities.
There can be no assurance that the Company will be successful in
its efforts to increase revenues, issue debt or equity securities
for cash or as payment for outstanding obligations. Capital
raising efforts may be influenced by factors outside of the
control of the Company, including, but not limited to, capital
market conditions.
The Company is in various stages of finalizing implementation
strategies on a number of services and is actively attempting to
market its services nationally in Vietnam. As a result of capital
constraints it is uncertain when it will be able to deploy the
Application Programming Interface or construction of the IDCs.
Chang G. Park, CPA, from San Diego, California, expressed on
July 24, 2009, substantial doubt about Dot VN's ability to
continue as a going concern after auditing the company's financial
results for the years ended April 30, 2009 and 2008. The auditing
firm reported that the company experienced losses from operations.
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?44d6
About Dot VN
Dot VN, Inc. (OTCBB: DTVI) -- http://www.DotVN.com-- provides
Internet and Telecommunication services for Vietnam. The Company
is currently developing initiatives to offer Internet Data Center
services and Wireless applications.
DOWNEY REGIONAL MEDICAL: Voluntary Chapter 11 Case Summary
----------------------------------------------------------
Debtor: Downey Regional Medical Center-Hospital Inc.
c/o Lisa Hill Fenning
Arnold & Porter LLP
777 S. Figueroa St., 44th Fl.
Los Angeles, CA 90017
Case No.: 09-34714
Type of Business: The Debtor operates a non-profit community
hospital.
Chapter 11 Petition Date: September 14, 2009
Court: United States Bankruptcy Court
Central District of California (Los Angeles)
Judge: Sheri Bluebond
Debtor's Counsel: Lisa Hill Fenning, Esq.
777 S Figueroa St, 44th FL
Los Angeles, CA 90071
Tel: (213) 243-4019
Fax: (213) 621-6133
Email: Lisa_Fenning@aporter.com
Estimated Assets: $100,000,001 to $500,000,000
Estimated Debts: $10,000,001 to $50,000,000
The Debtor did not file a list of its 20 largest unsecured
creditors when it filed its petition.
DUKE INVESTMENTS LLC: Case Summary & 19 Largest Unsec. Creditors
----------------------------------------------------------------
Debtor: Duke Investments LLC
dba Chili's Grill & Bar
6250 Tuttle Place Suite 8
Anchorage, AK 99507-2094
Bankruptcy Case No.: 09-00631
Chapter 11 Petition Date: September 15, 2009
Court: United States Bankruptcy Court
Alaska (Anchorage)
Debtor's Counsel: David H. Bundy, Esq.
3201 C Street, Suite 301
Anchorage, AK 99503
Tel: (907) 248-8431
Fax: (907) 248-8434
Email: dhb@alaska.net
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
19 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/akb09-00631.pdf
The petition was signed by David Jay Duke, managing member of the
Company.
E*TRADE FIN'L: Files Monthly Activity Report for August 2009
------------------------------------------------------------
E*TRADE FINANCIAL Corporation on September 15, 2009, released its
Monthly Activity Report for August and provided an intra-quarter
update on its loan portfolio delinquencies and certain key
financial and balance sheet metrics.
The Company ended August with record brokerage accounts of more
than 2.7 million, including gross new brokerage accounts of 31,324
and net new brokerage accounts of 11,321 during the month. Total
accounts ended the month at more than 4.5 million. Total Daily
Average Revenue Trades for August were 208,495 -- an increase of
18.3% from July and 37.4% from the year ago period. The Company
reported roughly 200,000 DARTs for September month to date (as of
September 11).
Customer security holdings increased 2.9% and brokerage related
cash increased by $982 million in August. This was offset by a
$380 million reduction in Bank related customer cash and deposits,
as the Company continued to execute on its balance sheet reduction
strategy. This led to a 2.6% increase in total customer assets in
the month and flat net new customer assets. Customers were net
sellers of roughly $600 million of securities in August.
The Company also provided an update concerning delinquencies in
its loan portfolio. Special mention delinquencies (30 to 89 days
delinquent) for its home equity portfolio, which represents the
Company's greatest exposure to loan losses, remained flat from
June 30 to August 31. Home equity "at risk" delinquencies (30 to
179 days delinquent) declined 7% from June 30 to August 31. Total
special mention delinquencies for the Company's loan portfolio,
which includes one- to four-family, home equity and consumer and
other loans, declined by 4% quarter to date, as of August 31,
2009.
Detailed information concerning loan delinquencies is available
at http://ResearchArchives.com/t/s?44cd
The Company also provided an update to certain key financial and
balance sheet metrics through the first two months of the third
quarter, as well as certain forecasts for the third quarter 2009
results. The Company cautions that the data is preliminary as of
September 14, 2009, and subject to change.
About E*TRADE FINANCIAL
The E*TRADE FINANCIAL (NASDAQ: ETFC) family of companies provides
financial services including trading, investing and related
banking products and services to retail investors. Securities
products and services are offered by E*TRADE Securities LLC
(Member FINRA/SIPC). Bank products and services are offered by
E*TRADE Bank, a Federal savings bank, Member FDIC, or its
subsidiaries.
* * *
The Company's current senior debt ratings are Caa3 by Moody's
Investor Service, CC/CCC-(3) by Standard & Poor's and B (high) by
Dominion Bond Rating Service. The Company's long-term deposit
ratings are Ba3 by Moody's Investor Service, CCC+ (developing) by
Standard & Poor's and BB by DBRS.
E*TRADE FIN'L: Terminates Stockholder Rights Plan
-------------------------------------------------
E*TRADE FINANCIAL Corporation said its Board of Directors has
terminated the Company's Stockholder Rights Plan in accordance
with the stockholder advisory vote at the Special Stockholder
Meeting in August. In addition, the Board of Directors has
authorized the commencement of an At The Market program to issue
common stock for which the Company has entered into an equity
distribution agreement with Sandler O'Neill + Partners, L.P.
Under the terms of the agreement, the Company may from time to
time offer and sell up to $150,000,000 of common stock through the
ATM program. The Company intends to use the proceeds from the
sale of common stock to enhance liquidity for the parent company
as well as for working capital and general corporate purposes.
Sales of the shares, if any, will be made by means of ordinary
brokers' transactions on the NASDAQ Global Select Market at market
prices or as otherwise agreed by Sandler O'Neill. These shares
will be offered at market prices prevailing at the time of sale.
Under the terms of the distribution agreement, the Company also
may sell shares of its common stock to Sandler O'Neill, as
principal for its own account, at a price agreed upon at the time
of sale. If the Company agrees to sell shares to Sandler O'Neill,
as principal, it will enter into a separate terms agreement with
Sandler O'Neill, and will describe such agreement in a separate
prospectus supplement or pricing supplement.
The Company will pay Sandler O'Neill a commission equal to 2.00%
of the sales price of all shares sold through it as distribution
agent. Subject to the terms of the distribution agreement,
Sandler O'Neill will use its commercially reasonable efforts to
sell on our behalf any shares to be offered under the distribution
agreement.
On September 11, 2009, in accordance with a stockholder advisory
vote at a special stockholder meeting held on August 19, E*TRADE
entered into a Fourth Amendment to the Rights Agreement, dated as
of July 9, 2001, as amended, between the Company and American
Stock Transfer and Trust Company, to accelerate the final
expiration date of the rights issued thereunder to the close of
business on September 11, effectively terminating the Company's
stockholder rights plan as of that date.
On September 9, 2009, the Company filed a Restated Charter with
the Secretary of State of Delaware. The filing merely restated
the Charter to include all prior amendments in a single document.
No new or additional amendment of the Charter was made. The
restatement of the Charter was approved by the Company's Board of
Directors on September 8, 2009. The restatement of the Charter
was effective immediately upon filing.
On September 11, 2009, the closing price of the Company's common
stock on NASDAQ was $1.66.
About E*TRADE FINANCIAL
The E*TRADE FINANCIAL (NASDAQ: ETFC) family of companies provides
financial services including trading, investing and related
banking products and services to retail investors. Securities
products and services are offered by E*TRADE Securities LLC
(Member FINRA/SIPC). Bank products and services are offered by
E*TRADE Bank, a Federal savings bank, Member FDIC, or its
subsidiaries.
* * *
The Company's current senior debt ratings are Caa3 by Moody's
Investor Service, CC/CCC-(3) by Standard & Poor's and B (high) by
Dominion Bond Rating Service. The Company's long-term deposit
ratings are Ba3 by Moody's Investor Service, CCC+ (developing) by
Standard & Poor's and BB by DBRS.
EASTMAN KODAK: To Raise $700MM to Repurchase Notes, Bolster Cash
----------------------------------------------------------------
Eastman Kodak Company expects to raise up to $700 million through
a series of financing transactions that reinforces the company's
strategic direction and strengthens its financial position:
-- Kodak has agreed to sell Kohlberg Kravis Roberts & Co.
L.P. managed investment vehicles (1) no more than
$400 million aggregate principal amount of Senior Secured
Notes due 2017 and (2) warrants to purchase no more than
53 million shares of Kodak common stock, which represents
roughly 19.8% of Kodak's outstanding shares as of June 30,
2009.
-- Kodak also intends to offer, subject to market and other
conditions, $300 million aggregate principal amount of
convertible senior notes due 2017 in a separate private
placement to qualified institutional buyers pursuant to
Rule 144A under the Securities Act, as amended. Kodak
expects to grant the initial purchasers an option to
purchase up to an additional $45 million aggregate
principal amount of the notes to cover over-allotments,
which option would be exercisable on or prior to
September 22, 2009.
Kodak, at its discretion, may issue to KKR as few as $300 million
of the Senior Secured Notes, in which case the number of shares
underlying the warrants will be adjusted to as few as 40 million,
with the actual number of warrants pro-rated depending on the
final amount of notes purchased. Under the terms of the
agreement, KKR is required to hold the warrants and shares
issuable upon exercise of the warrants for a minimum of two years.
The net proceeds of KKR transaction, along with the net proceeds
of the separate private placement transaction, will be used to
repurchase the company's existing 3.375% Convertible Senior Notes
due 2033, a move that will bolster the company's balance sheet and
free up capital for core investments. Any excess proceeds will be
used for general corporate purposes.
"We believe KKR's investment is a validation of our strategy and
our team," said Antonio M. Perez, Kodak's Chairman and Chief
Executive Officer. "KKR has a long, successful record of working
with, and investing in, companies with significant value-creation
potential. We look forward to working with the KKR team to
accelerate the growth of our portfolio of high-margin annuity
businesses."
Subject to the completion of the transaction, Kodak's board of
directors will appoint to the board, in accordance with customary
corporate governance policies and guidelines, two individuals
designated by KKR. Those individuals will be announced upon the
closing of the transaction, which is expected on or before
September 30, 2009, subject to certain conditions.
"Kodak is renowned for its global brand and its leadership as an
imaging innovator," said Henry R. Kravis and George R. Roberts,
Co-Founders of KKR. "This investment reflects our belief in
Kodak's strategy and our confidence in the Kodak management team
to deliver on that strategy. We have a long history of working
with companies to realize their full potential, and we look
forward to making our global resources, experience, and expertise
available to ensure success in the marketplace."
Details of KKR Transaction
The ultimate aggregate principal amount of the Senior Secured
Notes to be sold to KKR depends on the aggregate principal amount
of indebtedness incurred in the separately announced private
placement and may be reduced by a principal amount of up to
$100 million, at Kodak's discretion.
The Senior Secured Notes will bear interest at a rate ranging from
10% to 10.5% per year, based on the principal amount of the notes,
and the interest will be payable semiannually in arrears on
October 1 and April 1 of each year, beginning April 1, 2010.
The Senior Secured Notes also will bear interest payable-in-kind,
which will be paid by increasing the principal amount of the
Senior Secured Notes. The amount of PIK Interest will be fixed at
a rate between 0.50% and 1.50% per annum, which will be determined
based on the final size of the private financing transaction. In
addition, the Senior Secured Notes may be issued at a discount
based on the strike price of the warrants.
The warrants are exercisable any time prior to the eighth
anniversary of the date of issuance at an exercise price based on
a formula tied to Kodak stock price performance prior to pricing
the private placement of convertible notes, but in no event will
it be greater than $5.50 per share.
Under the terms of its agreement with Kodak and subject to certain
exceptions, KKR is required to hold the warrants and the shares
issuable upon the exercise of the warrants for a minimum of two
years. So long as KKR holds warrants to purchase a specified
number of shares of Kodak common stock (or shares issued upon
exercise thereof), KKR will have the right to nominate up to two
members of Kodak's board of directors.
Kodak intends to use the net proceeds from KKR and from the
private placement to repurchase up to $575 million aggregate
principal amount of its 3.375% Convertible Notes due 2033, either
through the tender offer for the 2033 Notes or when they are
required to repurchase the 2033 Notes at the option of the holders
on October 15, 2010, or after the 2033 Notes become redeemable on
or after October 15, 2010.
In furtherance of the transactions, the required lenders under
Kodak's credit facility have approved an amendment that permits
Kodak to incur additional senior debt in an aggregate principal
amount not to exceed $700 million and allows a second-priority
lien on assets securing obligations under the credit facility, for
which Citicorp USA, Inc., acts as administrative agent.
The company is required to deposit up to $575 million of net
proceeds from these transactions into a cash collateral account,
to be used to satisfy the repayment of the 3.375% Convertible
Senior Notes due 2033.
Convertible Senior Notes Due 2017
The convertible senior notes due 2017 will be convertible at any
time prior to the business day immediately preceding maturity.
Upon conversion, Kodak will deliver, at its option, solely shares
of its common stock or solely cash.
Kodak will have the right to redeem the notes in whole or in part
at a specified redemption price at any time on or after October 1,
2014, and before October 1, 2016, if certain conditions are met,
and on and after October 1, 2016, regardless of such conditions.
Final terms of the notes, including the interest rate, conversion
price and other terms, will be determined by negotiations between
Kodak and the initial purchasers of the notes.
About Eastman Kodak
Headquartered in Rochester, New York, Eastman Kodak Company --
http://www.kodak.com/-- provides imaging technology products and
services to the photographic and graphic communications markets.
Kodak'S balance sheet at June 30, 2009, showed total assets of
$7,106,000,000 and total liabilities of $7,215,000,000, resulting
in shareholders' deficit attributable to Kodak of $112,000,000.
On June 17, 2009, Standard & Poor's affirmed its CCC+ issue-level
rating on the Company's Senior Unsecured debt and removed the
rating from CreditWatch. In addition, the S&P B+ rating on the
Company's Secured debt was withdrawn at the Company's request
because the rating is not required for the Company's Amended and
Restated Credit Agreement. Previously, on March 5, 2009, S&P had
lowered its Corporate Rating, Secured Rating and Senior Unsecured
Ratings on the Company from B to B-, BB- to B+ and B- to CCC+,
respectively, and removed the Corporate Rating from CreditWatch.
The ratings outlook remains negative.
EASTMAN KODAK: Reiterates Earnings Guidance for Remainder of 2009
-----------------------------------------------------------------
Eastman Kodak Company has reiterated its guidance on its financial
results for the remainder of the year. This reiteration of
guidance is done solely in connection with this announcement. The
company does not provide quarterly guidance on a regular basis.
Specific to the third quarter, the company estimates total segment
losses from continuing operations before interest expense, other
income (charges), net, and income taxes will be between
$50 million to $60 million, which does not include any new non-
recurring intellectual property arrangements in the quarter.
The company reiterates its view of the second-half and full-year
2009 performance that it provided on July 30, 2009. In a July 30
statement, Kodak stated the following, which does not include the
impact of KKR financing transactions:
For the second half of 2009, Kodak is targeting digital revenue to
grow by 1% to 3% and total company revenue to decline 4% to 6%.
For the full-year 2009, Kodak is targeting to be within the ranges
that it presented in its February forecast, including a digital
revenue decline of 6% to 12% and a total revenue decline of 12% to
18%.
Kodak is targeting 2009 segment earnings from operations that will
be within the previously communicated range of $0 to $200 million.
Correspondingly, Kodak previously forecasted 2009 GAAP loss from
continuing operations of $200 million to $400 million, and
reaffirms that GAAP results will be at the low end of that range,
reflecting its latest assessment of restructuring charges,
interest expense, and interest income.
For full-year 2009, Kodak reiterates its goal of achieving
positive cash generation before restructuring. It targets to be at
the low end of its February forecast ranges, which included cash
generation before restructuring of between $75 million and
$325 million and cash generation of negative $200 million to
positive $100 million after taking into account restructuring
payments. As the company stated when it provided its updated
outlook in July, achievement of the above results is predicated
upon a modest improvement in the market for its consumer and
commercial products, the introduction of new, higher margin
digital cameras and devices, an improvement in demand for its
Prepress products and the successful completion of certain
intellectual property licensing arrangements.
No assurances can be given, however, that Kodak's results for the
quarter ended September 30, 2009, for the second half of 2009, and
for the full-year 2009 will not differ from those projected
amounts. Kodak said the projected amounts are forward-looking
statements within the meaning of the Private Securities Litigation
Reform Act of 1995. The projected amounts may or may not be
realized, and they may be based upon judgments or assumptions that
prove incorrect. Kodak said actual results for the quarter ended
September 30, 2009, for the second half of 2009, and for the full-
year 2009 may vary significantly from these amounts based on
unexpected issues in our business and operations.
Kodak swung to a net loss of $189,000,000 for the three months
ended June 30, 2009, from $495,000,000 net income for the same
period in 2008. It posted a net loss of $542,000,000 for the six
months ended June 30, 2009, from net income of $380,000,000 for
the same period a year ago.
Kodak'S balance sheet at June 30, 2009, showed total assets of
$7,106,000,000 and total liabilities of $7,215,000,000, resulting
in shareholders' deficit attributable to Kodak of $112,000,000.
About Eastman Kodak
Headquartered in Rochester, New York, Eastman Kodak Company --
http://www.kodak.com/-- provides imaging technology products and
services to the photographic and graphic communications markets.
On June 17, 2009, Standard & Poor's affirmed its CCC+ issue-level
rating on the Company's Senior Unsecured debt and removed the
rating from CreditWatch. In addition, the S&P B+ rating on the
Company's Secured debt was withdrawn at the Company's request
because the rating is not required for the Company's Amended and
Restated Credit Agreement. Previously, on March 5, 2009, S&P had
lowered its Corporate Rating, Secured Rating and Senior Unsecured
Ratings on the Company from B to B-, BB- to B+ and B- to CCC+,
respectively, and removed the Corporate Rating from CreditWatch.
The ratings outlook remains negative.
EASY STREET HOLDING: Case Summary & 21 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Easy Street Holding, LLC
201 Heber Avenue
Park City, UT 84060
Case No.: 09-29905
Debtor-affiliates filing separate Chapter 11 petitions:
Entity Case No.
------ --------
Easy Street Partners, LLC 09-29907
Easy Street Mezzanine, LLC 09-29908
Chapter 11 Petition Date: September 14, 2009
Court: United States Bankruptcy Court
District of Utah (Salt Lake City)
Judge: R. Kimball Mosier
Debtor's Counsel: Steven J. McCardell, Esq.
Durham Jones & Pinegar
111 East Broadway, Suite 900
PO Box 4050
Salt Lake City, UT 84110-4050
Tel: (801) 415-3000
Fax: (801) 415-3500
Email: smccardell@djplaw.com
Estimated Assets: $10,000,001 to $50,000,000
Estimated Debts: $1,000,001 to $10,000,000
The petition was signed by William Shoaf, the Company's manager.
Easy Street Holding, LLC's List of 21 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Jacobson Construction Trade Debt $1,382,127
PO Box 27608
Salt Lake City, UT 84127-06080
Millcreek Consulting Professional $100,044
Elliot Workshop Group Professional $105,700
Luxury Residence Group Professional $74,721
Klehr, Branzburg & Ellers LLP Legal Services $55,603
Goodrich & Thomas, CPAs Accounting $48,300
CBIZ Accounting Accounting $36,146
Cushman & Wakefield Professional $12,500
Union Square Home Owners Trade Debt $10,410
Association
Gateway Center LLC Rent $10,320
c/o Commerce CRG
Frank Rimerman & Co. LLP Accounting $4,143
Shaner Design, Inc. Professional $4,095
Merrit & Harris Professional $3,200
Les Olson Company Trade Debt $2,062
Park City Surveying Professional $1,915
Qwest $569
Staples Credit Plan Trade Debt $394
Five 9's Communication Trade Debt $359
Pitney Bowles Trade Debt $162
Federal Express Trade Debt $110
Summit Business Service Professional $25
EDG HOLDINGS: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: EDG Holdings, Inc.
1400 Warren Avenue
PO Box 589
Mount Vernon, IL 62864
Case No.: 09-41525
Type of Business: The Debtor operates a real estate business.
Chapter 11 Petition Date: September 15, 2009
Court: United States Bankruptcy Court
Southern District of Illinois (Benton)
Debtor's Counsel: Terry Sharp, Esq.
PO Box 906
Mt Vernon, IL 62864
Tel: (618) 242-0246
Email: sharpbk@lotsharp.com
Estimated Assets: $10,000,001 to $50,000,000
Estimated Debts: $10,000,001 to $50,000,000
The Debtor did not file a list of its 20 largest unsecured
creditors when it filed its petition.
EDGECOMBE ELECTRIC: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Edgecombe Electric Service, Inc.
aka Edgecombe Electric Service Co.
501 W. Wilson Street
Tarboro, NC 27886
Bankruptcy Case No.: 09-07879
Chapter 11 Petition Date: September 11, 2009
Court: United States Bankruptcy Court
Eastern District of North Carolina (Wilson)
Judge: J. Rich Leonard
Debtor's Counsel: David J. Haidt, Esq.
Ayers, Haidt & Trabucco, P.A.
PO Box 1544
New Bern, NC 28563
Tel: (252) 638-2955
Fax: (252) 638-3293
Email: davidhaidt@embarqmail.com
Estimated Assets: $0 to $50,000,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's 20 largest unsecured creditors is
available for free at:
http://bankrupt.com/misc/nceb09-07879.pdf
The petition was signed by Billie Lynn Webb, president of the
Company.
EDUCATE INC: Moody's Downgrades Corporate Family Rating to 'B3'
---------------------------------------------------------------
Moody's Investors Service lowered Educate, Inc.'s corporate family
and probability-of-default ratings to B3 from B2. Moody's also
downgraded the rating on the company's first lien senior secured
credit facilities to Ba3 from Ba2. The rating on the second lien
term loan was affirmed at B3. The ratings outlook remains
negative.
The downgrade of the corporate family rating reflects continued
pressure on the remaining franchise services segment (the
Schulerhilfe business was sold to Paragon Partners in August 2009)
that has experienced a significant contraction in sales over the
last several quarters due to a reduction in royalties. The
decline in royalties stems from lower revenue per enrollment and
to a lesser extent, fewer enrollments. The downgrade also
considers Moody's concern over the company's ability to comply
with the financial covenants governing the first and second lien
credit agreements given near-term step downs. Moody's notes that
the sale of Schulerhilfe and Catapult Learning in 2008 has
diminished the company's scale and product/geographic
diversification. However, the rating derives support from the
substantial reduction in debt associated with the Schulerhilfe
sale, pro forma credit metrics that are strong for the B3 rating
category, and recent improvements in franchise services' operating
income despite a contraction in sales.
These ratings were downgraded:
* Corporate Family Rating to B3 from B2;
* Probability-of-Default Rating to B3 from B2;
* $10 million senior secured revolving credit facility due 2012 to
Ba3 (LGD1, 5%) from Ba2 (LGD2, 21%);
* $12 million first lien term loan B due 2013 to Ba3 (LGD1, 5%)
from Ba2 (LGD2, 21%).
This rating was affirmed:
* $75 million second lien term loan due 2014 at B3 (LGD4, 55%).
Point estimate revised from (LGD5, 73%).
The negative outlook continues to reflect Moody's concern that a
weak consumer spending environment will continue to pressure the
results of the Sylvan franchise business given the discretionary
nature of its services and reduced credit availability.
As part of the Schulerhilfe sale, Educate amended the first and
second lien credit agreements, reducing the revolving credit
facility to $10 million from $15 million and tightening the
financial covenant under the second lien term loan.
The last rating action was on February 12, 2009, when Moody's
downgraded Educate's corporate family and probability-of-default
ratings to B2 from B1, but affirmed the Ba2 rating on the first
lien senior secured credit facilities and the B3 rating on the
second lien term loan. The ratings outlook remained negative.
Headquartered in Baltimore, Maryland, Educate, Inc., is a leading
education services company for students ranging from pre-
kindergarten through high school. The company's brands includes
Sylvan Learning Centers and Ivy West.
ENERGAS RESOURCES: Posts $160,175 Net Loss for July 31 Quarter
--------------------------------------------------------------
Energas Resources Inc. posted a net loss of $160,175 for the three
months ended July 31, 2009, from a net loss of $81,514 for the
three months ended July 31, 2008. Energas Resources posted a net
loss of $337,504 for the six months ended July 31, 2009, from a
net loss of $124,428 for the six months ended July 31, 2008.
Energas recorded total revenue of $36,583 for the three months
ended July 31, 2009, from $84,109 for the three months ended
July 31, 2008. Energas recorded of $80,021 for the six months
ended July 31, 2009, from $204,821 for the six months ended
July 31, 2008.
At July 31, 2009, Energas had $8,774,058 in total assets and
$710,821 in total liabilities.
The Company is in the process of acquiring and developing
petroleum and natural gas properties with adequate production and
reserves to operate profitably. The Company said there is
substantial doubt as to its ability to continue as a going concern
and this is dependent upon obtaining financing and achieving
profitable levels of operations. The Company is currently seeking
additional funds and additional mineral interests through private
placements of equity and debt instruments. There can be no
assurance that its efforts will be successful.
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?44e0
Based in Oklahoma City, Oklahoma, Energas Resources Inc. (OTC BB:
EGSR) -- http://www.energasresources.com/-- is primarily engaged
in the operation, development, production, exploration and
acquisition of petroleum and natural gas properties in the
United States through its wholly-owned subsidiary, A.T. Gas
Gathering Systems Inc. In addition, the company owns and operates
natural gas gathering systems located in Oklahoma, which serve
wells operated by the company for delivery to a mainline
transmission system. The majority of the company's operations are
maintained and occur through A.T. Gas.
Going Concern Doubt
Murrell, Hall, McIntosh & Co PLLP, in Oklahoma City, expressed
substantial doubt about Energas Resources' ability to continue as
a going concern after auditing the Company's consolidated
financial statements for the years ended January 31, 2008, and
2007. The auditing firm pointed to the Company's recurring losses
from operations.
EQUIPMENT FINDERS OF TENN: Voluntary Chapter 11 Case Summary
------------------------------------------------------------
Debtor: Equipment Finders of Tennessee, Inc.
501 Davidson St.
Nashville, TN 37213
Case No.: 09-10426
Chapter 11 Petition Date: September 11, 2009
Court: United States Bankruptcy Court
Middle District of Tennessee (Nashville)
Judge: Keith M. Lundin
Debtor's Counsel: William L. Norton III, Esq.
Bradley Arant Boult Cummings LLP
PO Box 340025
Nashville, TN 37203
Tel: (615) 252-2397
Fax: (615) 252-6397
Email: Bnorton@Babc.Com
Estimated Assets: $10,000,001 to $50,000,000
Estimated Debts: $10,000,001 to $50,000,000
The Debtor did not file a list of its 20 largest unsecured
creditors when it filed its petition.
ESCADA AG: U.S. Unit Gets Final Nod to Pay Carriers
---------------------------------------------------
On a final basis, the U.S. Bankruptcy Court for the Southern
District of New York authorized, but not directed, Escada USA to
pay in its sole discretion any or all of the valid prepetition
charges of (i) common carriers, which consist of carriers,
shippers, freight forwarders and truckers, holding goods belonging
to the Debtor in transit as of the Petition Date; and (ii) any
common carrier or the distribution manager that would be entitled
to a lien on the Debtor's goods as of the Petition Date.
Judge Bernstein clarified that the Debtor is not allowed to pay
prepetition charges of Common Carriers and the Distribution
Manager that exceed $190,000 without further authorization of the
Court.
The Carrier Claims Interim Order does not prejudice the Debtor's
right to dispute or contest the amount of, or basis for, any
claims against the Debtor by the Common Carriers and the
Distribution Manager. Similarly, the Interim Order will not be
deemed to constitute an assumption of an executory contract,
whether under Section 365 of the Bankruptcy Code or otherwise,
the Court ruled.
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.
ESCADA AG: U.S. Unit Gets Final OK for Compensation Programs
------------------------------------------------------------
Judge Stuart Bernstein has entered a final order allowing and
empowering Escada (USA) Inc. to maintain its prepetition insurance
programs and workers' compensation programs without interruption.
In the ordinary course of its business, Escada (USA) Inc.
maintains several insurance programs through different insurance
carriers. The Debtor specifically procured the Liability and
Property Insurance Programs, which provide it with insurance
coverage for liabilities relating to general liability, primary
property liability, automobile liability, ocean cargo liability,
fiduciary liability, crime liability, umbrella liability, excess
liability insurance and foreign liability insurance.
A list of Escada USA's Insurance Programs is available for free
at http://bankrupt.com/misc/Escada_InsurancePrograms.pdf
Escada USA is required to pay premiums under the Liability and
Property Insurance Programs based on fixed rates established by
the Insurance Carrier. The annual premiums for those policies,
and the Workers Compensation Programs, aggregate approximately
$730,500, Gerard C. Bender, Esq., at O'Melveny & Myers LLP, in
New York, told Judge Stuart M. Bernstein of the U.S. Bankruptcy
Court for the Southern District of New York.
Under the Debtor's Liability and Property Insurance Programs, if
a claim is filed against a policy that has a deductible, the
provider will pay the claim less the amount of the deductible,
rather than pay the full amount of the claim and charge the
Debtor for the amount of the deductible. As of the Petition
Date, there are no accrued and outstanding amounts with respect
to any deductibles under the Program. Subsequent to the Petition
Date, however, deductibles for claims relating to the period
prior to the Petition Date may arise, Mr. Bender avers.
The Debtor employs insurance broker Marsh USA, Inc., to assist
with the procurement and negotiation of Insurance Programs, the
processing of claims, and the remittance of payments to the
Insurance Carriers on its behalf. The Debtor pays Marsh USA a
commission for the performance of the firm's duties. As of the
Petition Date, there are no amounts accrued and outstanding with
respect to payments to Marsh USA, Mr. Bender notes.
Mr. Bender elaborates that Escada USA is obligated to remain
current with respect to its primary Insurance Policies.
Therefore, he maintains, the continuation of the Insurance
Programs, on an uninterrupted basis, and the satisfaction of all
undisputed payments are essential to preserve the Debtor's
business.
Almost all of the Insurance Programs are due for payment and
renewal on November 1, 2009. Hence, the renewal or negotiation
of the insurance policies under competitive terms, including
payments to Marsh USA does not necessitate the Court's prior
approval, Mr. Bender explains.
To the extent any Insurance Program or related agreement is
deemed an executory contract within the meaning of Section 365 of
the Bankruptcy Code, the Debtor says it does not seek to assume
any contract. Hence, Mr. Bender relates, the Court's
authorization to satisfy the insurance premium payments should
neither be deemed to constitute a postpetition assumption or
adoption of the programs, policies, or agreements as executory
contracts, nor affect the Debtor's right to contest the amount or
validity of those obligations.
Workers' Compensation Program
Escada USA also maintains insurance policies and programs with
respect to employee benefits, including health, dental,
disability, and life insurance. The Debtor is specifically
required by state laws to maintain workers' compensation policies
and programs to provide its employees with workers' compensation
benefits for claims arising from or related to their employment
with the Debtor. The Debtor maintains workers' compensation
coverage through insurance policies provided by the Travelers
Indemnity Co. of America and Travelers Casualty and Surety Co.
The Travelers Program obliges the Debtor to pay an estimated
annual premium of $170,000 for the period from November 1, 2008,
to November 1, 2009. The Estimated Premium is paid by the Debtor
in 10 equal installments of $17,000. As of the Petition Date,
the Debtor says it has no remaining payments of the Estimated
Premium due to Travelers.
In particular, Travelers performs an audit of the Debtor's actual
payroll at the conclusion of each policy year. Following the
annual audit and subsequent to the Petition Date, Travelers may
assert a liquidated prepetition claim.
To the extent the Debtor's employees hold valid workers'
compensation claims, the Debtor seeks the Court's authority to
permit the employees to proceed with their claims in the
appropriate judicial or administrative through modification of
the automatic stay imposed by under Section 362(d) of the
Bankruptcy Code.
To effectuate the modification of the automatic stay, the Debtor
asks Judge Bernstein to waive the stay of a judgment under Rule
7062 of the Federal Rules of Bankruptcy Procedure, as well as the
requirements under Bankruptcy Rule 9014 relating to contested
matters with respect to claims under the Workers' Compensation
Programs.
Prohibiting the Debtor's employees from proceeding with their
claims could have a detrimental effect on the financial well-
being and morale of the employees and lead to their departure,
which could cause a severe disruption in the Debtor's business to
the detriment of all parties-in-interest, Mr. Bender says.
Escada further asks Judge Bernstein to authorize JPMorgan Chase
to honor and process prepetition and postpetition checks and
transfers related to the payment of their Insurance Obligations
under Disbursement Account No. XXX-XXX-5904.
Mr. Bender assures the Court that the Checks or Transfers are or
will be drawn on accounts as authorized under the Cash Management
Order and therefore, can be readily identified as relating
directly to payments under the Insurance Programs. Accordingly,
prepetition Checks and Transfers other than those relating to the
Insurance Programs will not be honored inadvertently, he points
out.
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.
ESCADA AG: U.S. Unit Gets OK to Honor Customer Programs
-------------------------------------------------------
Escada (USA) Inc. avers that the filing of its Chapter 11 case may
negatively affect customers' attitudes and behavior toward its
businesses. The Debtor is concerned that its goodwill and
ongoing business relationships may erode if its customers
perceive that it is unable or unwilling to fulfill the
prepetition promises it made through its customer programs and
practices.
The Debtor's Customer Programs include:
-- Gift Certificates,
-- Refund and Exchange Program, where customers are allowed to
return or exchange merchandise of the Debtor that is in
saleable condition within 10 days of purchase,
-- Price Adjustment Policy, where the Debtor provides a price
adjustment to customers if an item goes on sale within 10
days of purchase, and
-- Wholesale Customer Programs.
As of the July 31, 2009, the Debtor had approximately $520,917 in
outstanding gift certificates and credits for customers. Over
the past twelve months, on average, approximately $2,785,165
worth of merchandise purchased by customers from the Debtor was
either returned or exchanged in the Debtor's stores. The Debtor
does not anticipate the monthly average amount of returns or
exchanges to deviate substantially as a result of its Chapter 11
case.
Gerald C. Bender, Esq., at O'Melveny & Myers LLP, in New York,
tells the Court that the Customer Programs generally cost little
to the Debtor, but generate significant benefits by rewarding
customer loyalty and otherwise promoting sales.
Accordingly, the Debtor sought and obtained the Court's
authority, on a final basis, to perform and honor its
prepetition obligations related to the Customer Programs.
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.
ESCADA AG: U.S. Unit Hiring of O'Melveny Approved
-------------------------------------------------
Escada (USA) Inc. obtained the U.S. Bankruptcy Court for the
Southern District of New York's permission to employ O'Melveny and
Myers LLP as its general counsel to file and prosecute its
Chapter 11 Case and all related matters, effective as of the
Petition Date.
Before the Petition Date, OMM was retained by Escada AG and other
Escada Entities around the world in their respective
restructuring efforts. OMM has thus become familiar with the
Debtor's business and affairs and many of the potential legal
issues that may arise in the context of the Chapter 11 Case,
according to Escada USA Executive Vice President, Chief Financial
Officer and Treasurer Christian D. Marques. In this light, he
believes OMM is both well-qualified and uniquely able to
represent the Debtor in the Chapter 11 Case in an efficient and
timely manner.
Generally, OMM will render legal services to the Debtor as needed
throughout the course of its Chapter 11 case, including
bankruptcy, corporate, employee benefits, finance, labor and
employment, litigation, asset disposition, real estate and tax
advice. Specifically, but not exclusively, OMM will render these
legal services:
(a) Advise the Debtor generally regarding matters of
bankruptcy law in connection with its chapter 11 case;
(b) Advise the Debtor of the requirements of the Bankruptcy
Code, the Bankruptcy Rules, the Local Bankruptcy Rules for
the Southern District of New York, and U.S. Trustee
Guidelines related to the reorganization of its businesses
and the administration of the estate;
(c) Prepare motions, applications, answers, proposed orders,
reports and papers in connection with the administration
of the estate;
(d) Negotiate with creditors, prepare and seek confirmation of
a chapter 11 plan and related documents, and assist the
Debtor with implementation of the plan;
(e) Assist the Debtor in the analysis, negotiation and
disposition, if necessary, of its assets for the benefit
of its estate and its creditors;
(f) Advise the Debtor regarding bankruptcy related litigation
matters; and
(g) Render other necessary advice and services as the Debtor
may require in connection with its case.
The Debtor proposes to pay for Mom's services according to the
firm's customary hourly rates:
Partners $695 to $950 per hour
Associates/Counsel $365 to $670 per hour
Paraprofessionals $200 to $335 per hour
The firm will also be reimbursed for its reasonable and necessary
out-of-pocket expenses.
As of the Petition Date, the Debtor does not owe OMM for legal
services rendered before the Petition Date.
Gerald C. Bender, Esq., a partner at OMM, assures the Court that
his firm does not have any connection with or any interest
adverse to the Debtor, its creditors or other parties-in-
interest. He maintains that OMM is a "disinterested person," as
that term is defined in Section 101(14) of the Bankruptcy Code,
as modified by section 1107(b) of the Bankruptcy Code.
He nevertheless relates that OMM has in the past represented,
currently represents or may in the future represent, in matters
wholly unrelated to the Debtor or its Chapter 11 case, Deutsche
Bank, Bank of New York, JPMorgan Chase, Bank of America,
Bank of Hawaii, HSBC Bank USA, Mellon (HVB) Bank, PNC Bank,
SunTrust Bank, Union Bank of California, Wachovia Bank,
PriceWaterhouseCoopers, Con Edison, General Growth Properties,
Inc. and United HealthCare. As to Deutsche Bank and Bank of New
York, they are secured lenders to the Parent and unsecured
creditors of the Debtor pursuant to guarantees issued
by the Debtor. The remaining parties disclosed are either
creditors with de minimis amounts owed, institutions with a
retail banking relationship with the Debtor, or professionals of
the Debtor. In addition, Howard A. Blaustein, a consultant at
Kurtzman Carson Consultants LLC, the proposed claims and noticing
agent, was an attorney at OMM from 2002-2004, but no longer has
any connection to the firm, Mr. Bender discloses.
The Debtor has been informed that OMM will conduct an ongoing
review of its files to ensure that no disqualifying circumstances
arise, and that if any new relevant facts or relationships are
discovered, OMM will supplement its disclosure to the Court.
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.
EVEREST HOLDINGS: Taps Brownstein Hyatt as Counsel
--------------------------------------------------
Everest Holdings LLC asks the U.S. Bankruptcy Court for the
District of Colorado for permission to employ Brownstein Hyatt
Farber Schreck LLP as its counsel.
The firm has agreed to, among other things:
a) assist in the production of the Debtor's schedules and
statement of financial affairs and other pleadings necessary
to file the Chapter 11 case;
b) assist in the preparation of motions and documents related
to the sale of assets under Sec. 363 of the Bankruptcy Code,
if necessary;
c) assist in the preparation of the Debtor's reorganization
plan and the disclosure statement;
d) prepare on behalf of the Debtor all necessary applications,
complaints, answers, motions, orders, reports, and other
legal papers; and
e) represent the Debtor in adversary proceedings and contested
matters related to the Debtor's bankruptcy case.
The firm's professionals and their hourly rates:
Professional Designation Rates
------------ ----------- -----
Michael J. Pankow Attorney $425
Lea Ann Fowler Attorney $410
Daniel J. Garfield Attorney $350
Zhonette Brown Attorney $325
Dean Stalnaker Paralegal $145
To the best of the knowledge of the Debtor, the firm is a
"disinterested person" as defined in Section 101(14) of the
Bankruptcy Code, and does not hold or represent an interest
adverse to the estate.
About Everest Holdings
The Landmark -- http://www.visitthelandmark.com/-- is Denver's
premier luxury, residential, retail and entertainment development
and is located in Greenwood Village. The project includes two
high-rise residential towers, The Landmark and The Meridian, with
135 and 141 luxury condominium homes, respectively. The project's
retail development, The Village Shops at The Landmark, features
185,000 square-feet of high-end retail space, including two major
entertainment venues. The Landmark was developed by Everest
Development Company and is owned by 7677 E. Berry Avenue
Associates, LP, a single purpose entity whose General Partner, EDC
Denver I, LLC, is owned and managed by Zack Davidson, the
President and CEO of Everest Development Company.
Everest Holdings, LLC, EDC Denver I, LLC and 7677 E. Berry Avenue
Associates, L.P. (7677), the entity that owns The Landmark and The
Meridian residential condominium towers, and The Village Shops
retail project, filed for Chapter 11 protection on August 30, 2009
(Bankr. D. Col. Lead Case No. 09-27906). Daniel J. Garfield,
Esq., and Michael J. Pankow, Esq., at Brownstein Hyatt Farber
Schreck LLP, represent the Debtors in their restructuring efforts.
Everest Holdings listed assets between $100 million and $500
million, and debt between $50 million and $100 million in its
petition.
EXPRESS ENERGY: Alvarez & Marsal Providing Restructuring Advice
---------------------------------------------------------------
Express Energy Service Holdings, Inc., has retained Alvarez &
Marsal North America, LLC, to provide restructuring and financial
advisory services to it and certain of its affiliates and
subsidiaries.
A&M Managing Director John Suckow made the disclosure in a Fifth
Supplemental Declaration dated Sept. 16, 2009, filed in Lehman
Brother's chapter 11 cases.
As reported in the Troubled Company Reporter on July 10, 2009,
Moody's Investors Service downgraded Express Energy Services
Operating, LP's Corporate Family Rating to Ca from Caa2, its
Probability of Default Rating to D from Caa3, and its first lien
senior secured term loan and first lien senior secured revolver to
Ca (LGD 4, 69%) from Caa2 (LGD 3, 35%). The outlook remains
negative.
The downgrade was driven by Express' failure to make its June 30th
principal and interest payment and a corresponding interest rate
swap payment. There is no grace period related to the company's
principal repayment and only a three-day grace period related to
the company's required interest payment. Express has not entered
into a forbearance agreement with its lenders. The company and
its lenders are trying to restructure its senior secured credit
facility outside of the protection of the bankruptcy code.
The Troubled Company Reporter has covered Express Energy's below-
investment-grade ratings since June 2008.
Express Energy Services Operating, LP, is headquartered in
Houston, Texas.
EXTENDED STAY: Seeks April 13 Extension for Chapter 11 Plan
-----------------------------------------------------------
Extended Stay Inc. and its debtor affiliates ask the U.S.
Bankruptcy Court for the Southern District of New York to extend
their exclusive period to file a Chapter 11 plan until April 13,
2010, and period to solicit votes for that plan until June 11,
2010.
Jacqueline Marcus, Esq., at Weil Gotshal & Manges LLP, in New
York, says the proposed extension is justified given the "sheer
magnitude of the Debtors' indebtedness" and the "complexity of
their capital structure."
The Debtors currently have total liabilities of more than $7.4
billion, consisting of $4.1 billion mortgage loans and $3.3
billion mezzanine loans. David Lichtenstein, chairman of
Lightstone Group LLC, availed of the loans from Wachovia Bank N.A.
and two other companies to fund the acquisition of the Debtors
from Blackstone Group LP in 2007. Some of the Debtors are also
obligated on about $8.5 million in principal amount of senior
subordinated notes and about $8.5 million to Bank of America.
"The complex debt structure of the Debtors and the different loan
facilities results in numerous parties potentially having
interests in the plan of reorganization and effectively having a
seat at the negotiating table," Ms. Marcus says in court papers.
According to Ms. Marcus, a transition to a new controlling holder
of the $4.1 billion will also take place within this week, and
that the identity of the controlling holder has to be known first
before the Debtors could proceed with the negotiations regarding
their plan of reorganization.
"It is in the best interest of the estate and the most efficient
use of time to have the identity of the controlling holder
resolved before proceeding with plan negotiations," Ms. Marcus
says, adding that the new controlling holder may have a view of
plan negotiations different from that of the current controlling
holder.
About Extended Stay
Extended Stay is the largest owner and operator of mid-price
extended stay hotels in the United States, holding one of the most
geographically diverse portfolios in the lodging sector with
properties located across 44 states (including 11 hotels located
in New York) and two provinces in Canada. As a result of
acquisitions and mergers, Extended Stay's portfolio has expanded
to encompass over 680 properties, consisting of hotels directly
owned or leased by Extended Stay or one of its affiliates.
Extended Stay currently operates five hotel brands: (i) Crossland
Economy Studios, (ii) Extended Stay America, (iii) Extended Stay
Deluxe, (iv) Homestead Studio Suites, and (v) StudioPLUS Deluxe
Studios.
For the year ending December 31, 2008, Extended Stay's audited
financial statements show consolidated assets (including nondebtor
affiliates) totaling approximately $7.1 billion and consolidated
liabilities totaling approximately $7.6 billion. Consolidated
revenues for the 12 months ending December 31, 2008 were
approximately $1 billion.
Extended Stay Inc. and its affiliates filed for Chapter 11 on
June 15, 2009 (Bankr. S.D.N.Y. Case No. 09-13764). Judge James M.
Peck handles the case. Marcia L. Goldstein, Esq., at Weil Gotshal
& Manges LLP, in New York, represents the Debtors. Lazard Freres
& Co. LLC is the Debtors' financial advisors. Kurtzman Carson
Consultants LLC is the claims agent.
Bankruptcy Creditors' Service, Inc., publishes Extended Stay
Bankruptcy News. The newsletter provides gavel-to-gavel coverage
of the Chapter 11 proceedings undertaken by Extended Stay Inc. and
its various affiliates. (http://bankrupt.com/newsstand/or
215/945-7000).
FIDELITY NATIONAL: Fitch Downgrades Issuer Default Rating to 'B+'
-----------------------------------------------------------------
Fitch Ratings has downgraded the Issuer Default Rating of Fidelity
National Financial, Inc., two notches to 'B+' from 'BB'. Fitch
also has downgraded the Insurer Financial Strength ratings of
FNF's title insurance subsidiaries one notch to 'BBB-' from 'BBB',
with the exception of the former LandAmerica title subsidiaries,
which Fitch has affirmed at 'BBB-'. The Rating Outlook for all
ratings is Negative.
The IFS rating downgrade reflects continuation of what Fitch
considers to be an aggressive capital management strategy where
the operating leverage of the underwriting subsidiaries has
increased to a level beyond peer companies. On a consolidated
basis, Fitch's Risk Adjusted Capital ratio for the title group was
73% at year end 2008 and deteriorated slightly to an estimated 71%
on June 30, 2009. FNF continues to reduce statutory surplus at
the underwriters through dividends to the parent to support
shareholder dividends and share buybacks at the holding company
level.
At a RAC ratio well under 100%, Fitch views statutory capital as
being at a level generally below expectations for an investment
grade IFS rating. However, despite this weak capitalization,
Fitch maintains an investment grade IFS rating on FNF's
subsidiaries in recognition that operating results both
historically and through the first half of 2009 were better than
peers. Favorably as well for the rating, FNF holds approximately
46% market share in the title insurance industry following the
acquisition of LandAmerica Financial Group's underwriters at year
end 2008.
The two-notch downgrade of FNF's IDR reflects both the downgrade
of the IFS rating, as well as greater weight given the substantial
amount of goodwill at the holding company under Fitch's operating
company-holding company notching methodology within the title
insurance industry. The resulting debt-to-tangible capital ratio
of 44% as of June 30, 2009, is outside of Fitch's expectations.
Fitch notes, however, that FNF favorably reduced financial
leverage by paying down debt following an equity offering in April
2009.
The Negative Outlook reflects the challenges faced by the title
insurance industry in general as mortgage originations and house
values remain pressured. The Negative Outlook also considers
Fitch's concerns regarding the modest statutory capital levels at
key underwriters as well as general integration risk of the former
LandAmerica underwriters during an extraordinarily difficult
operating environment.
Fitch has taken these rating actions:
Fidelity National Financial, Inc.
-- Issuer Default Rating downgraded to 'B+' from 'BB';
-- $250 million 7.3% senior note maturing Aug. 15, 2011
downgraded to 'B' from 'BB-';
-- $250 million 5.25% senior note maturing March 15, 2013
downgraded to 'B' from 'BB-';
-- Unsecured bank line of credit downgraded to 'B' from 'BB-'.
Fidelity National Title Ins. Co.
Ticor Title Ins. Co. of FL
Alamo Title Insurance Co. of TX
Nations Title Insurance of NY
Chicago Title Ins. Co.
Chicago Title Ins. Co. of OR
Security Union Title Ins. Co.
Ticor Title Ins. Co.
-- Insurer Financial Strength downgraded to 'BBB-' from 'BBB'.
Lawyers Title Insurance Corp.
Commonwealth Land Title Insurance Co.
LandAmerica NJ Title Insurance Co.
-- IFS affirmed at 'BBB-'.
National Title Ins. Co. of NY
-- IFS rating withdrawn.
The Rating Outlook for all ratings is Negative.
FLEETWOOD ENTERPRISES: Levi & Korsinsky Files Class Suit
--------------------------------------------------------
Levi & Korsinsky said a class action lawsuit has been filed in the
United States District Court for the Central District of
California on behalf of purchasers of the common stock of
Fleetwood Enterprises, Inc. between December 6, 2007 and March 10,
2009, inclusive.
The complaint alleges that Fleetwood and certain of its officers
and directors violated the Securities Exchange Act of 1934 by
failing to disclose during the Class Period that demand for
Fleetwood's manufactured houses and the big homes-on-wheels was
rapidly declining, which was adversely affecting the Company's
liquidity, and that the Company's financial condition was
declining precipitously such that the Company was nearing
insolvency and would have to file for bankruptcy protection. On
March 10, 2009, Fleetwood issued a press release announcing that
it had filed voluntary Chapter 11 petition in the U.S. Bankruptcy
Court for the Central District of California. As a result,
Fleetwood common stock fell to $0.0103 per share on March 10,
2009.
Levi & Korsinsky has expertise in prosecuting investor securities
litigation and extensive experience in actions involving financial
fraud and represents investors throughout the nation,
concentrating its practice in securities and shareholder
litigation.
About Fleetwood Enterprises
Founded in 1950, Fleetwood Enterprises, Inc. (NASDAQ: FLE) and its
various subsidiaries produce, distribute, and service recreational
vehicles and manufactured housing. Fleetwood employed 2,100
people in 14 plants located in 10 states.
Based in Riverside, California, Fleetwood Enterprises, Inc.,
together with 19 of affiliates, filed for Chapter 11 protection on
March 10, 2009 (Bankr. C.D. Calif. Lead Case No. 09-14254). Craig
Millet, Esq., and Solmaz Kraus, Esq., at Gibson, Dunn & Crutcher
LLP, represent the Debtors in their restructuring efforts. FTI
Consulting Inc. is the financial advisors to the Debtors. The
Debtors tapped Greenhill & Co.. LLC as its investment banker.
Fleetwood was authorized in June to sell its recreational vehicle
business for $53 million to private-equity investor American
Industrial Partners.
FORUM HEALTH: Won't Have Agreement on Plan, Sr. Lenders Say
-----------------------------------------------------------
George Nelson at The Business Journal reports that Forum Health
Inc.'s senior lenders, in their objection to the Company's plea to
extend its exclusivity period until October 31, said that they
don't believe that they will be able to reach an agreement with
the Company on a "rational outcome" for the bankruptcy.
As reported by the TCR on September 16, 2009, Forum Health's major
secured creditors -- MBIA Insurance Corp., U.S. Bank, N.A.,
JPMorgan Chase Bank, N.A., and Fifth Third Bank -- asked the U.S.
Bankruptcy Court for the Northern District of Ohio to deny the
Company's request to extend its exclusive right to draft a
reorganization plan.
Citing Forum Health CEO Walter Pishkur, The Business Journal
states that talks were continuing between Forum Health and the
consent parties to arrive at a consensual reorganization plan
prior to the hearing on its motions to extend exclusivity and
continue to access cash collateral for operations, but creditors
said in court documents that recent conversations have led them to
conclude that the Company has "no intention of ensuring that such
a plan be 'acceptable' to" them. The Forum Health management
"apparently does not appreciate that it must constructively engage
creditors (or engage creditors at all) to successfully emerge from
Chapter 11," the report quoted the lenders as saying.
The Business Journal reports that during the six months that Forum
Health has been in bankruptcy, it has "consistently and repeatedly
failed to adhere to various covenants that they negotiated in the
cash collateral order," and the lenders claim that the Company
defaulted on at least seven of its provisions.
The Business Journal relates that the creditor also filed an
objection to Forum Health's plea for continued access to cash
collateral.
Northside Medical Center remains unable to operate financially
independent from Forum Health's other operations, The Business
Journal relates, citing the lenders. Mr. Pishkur had said that
the lenders wanted to close Northside Medical.
Based in Warren, Ohio, Forum Health -- http://www.forumhealth.org/
-- offers health care services. The primary service area consists
of the northeast Ohio counties of Mahoning, Trumbull and
Columbiana; and northeast Ohio counties of Ashtabula, Geauga and
Portage and the Pennsylvania counties of Mercer and Lawrence.
Forum Health and its affiliates filed for Chapter 11 protection on
March 16, 2009 (Bankr. N.D. Ohio Lead Case No. 09-40795). Paul W.
Linehan, Esq., and Shawn M Riley, Esq., at McDonald Hopkins LLC,
serve as lead counsel to the Debtors. The Debtors have also
tapped Michael A. Gallo, Esq. at Nadler Nadler & Burdman Co., LPA
as co- counsel; Kurtzman Carson Consultants LLC as claims,
noticing and balloting agent; and Huron Consulting Services LLC as
financial advisors. Alston & Bird LLP represents the official
committee of unsecured creditors formed in the Chapter 11 cases.
At the time of its filing, Forum Health estimated that it had
assets and debts both ranging from $100 million to $500 million.
FRANKLIN INDUSTRIES: Files for Chapter 11 Bankruptcy Protection
---------------------------------------------------------------
Franklin Industries, LLC, has filed for Chapter 11 bankruptcy
protection in the U.S. Bankruptcy Court for the Eastern District
of New York.
According to Appliance Advisor, Franklin Chef customers are now
officially out of warranty. The report says that Franklin
Industries won't be able to provide warranty services for products
purchased before September 11, 2009. The report states that
consumers who bought products on or before September 10, can file
a claim for service costs with the Court.
Brooklyn, New York-based Franklin Industries, LLC, is a
distributor of Franklin Chef brand.
GARY JOHNSON: Case Summary & 10 Largest Unsecured Creditors
-----------------------------------------------------------
Joint Debtors: Gary R. Johnson
Terri A. Johnson
PO Box 1270
San Andreas, CA 95249
Bankruptcy Case No.: 09-92901
Chapter 11 Petition Date: September 11, 2009
Court: United States Bankruptcy Court
Eastern District of California (Modesto)
Judge: Robert S. Bardwil
Debtors' Counsel: Mitchell L. Abdallah, Esq.
980 9th St 16th Fl
Sacramento, CA 95814
Tel: (916) 446-1974
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
A full-text copy of the Debtors' petition, including a list of
their 10 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/caeb09-92901.pdf
The petition was signed by the Joint Debtors.
GARY-WILLIAMS ENERGY: Sunoco Deal Won't Affect S&P's 'B' Rating
---------------------------------------------------------------
Standard & Poor's Ratings Services said that its ratings on Gary-
Williams Energy Corp. (B/Stable/--) and 'BB-' rating (with a '1'
recovery rating) on wholly owned subsidiary Wynnewood Refining
Co.'s proposed $150 million term loan due 2014 remain unaffected
by the sale of the Excel pipeline to Sunoco Logistics Partners
L.P.
As a result of this transaction, S&P expects Wynnewood Refining
will reduce the size of its proposed $150 million term loan.
GENERAL MOTORS: Files Schedules of Assets & Liabilities
-------------------------------------------------------
General Motors Corp. had $2.3 billion in assets and about
$27.5 billion in debt as of Sept. 1, according to its schedules of
assets and liabilities filed with the Bankruptcy Court.
A. Real Property $473,060,817
See http://bankrupt.com/misc/MLCo_salA1.pdf
B. Personal Property
B.1 Cash on hand None
B.2 Bank Accounts
Cash Accounts 342,563,514
Restricted Cash Accounts
Court Bonds 23,838,500
Environmental 74,522,754
Permit Bond 3,000,000
Workers' Compensation 50,000
See http://bankrupt.com/misc/MLCo_salB2.pdf
B.3 Security Deposits
Citicorp North America, Inc. 858,913
The Bank of New York Mellon 200,212
B.9 Interests in Insurance Policies
See http://bankrupt.com/misc/MLCo_salB9.pdf
B.13 Business Interests and stocks
B.14 Interests in partnerships
See http://bankrupt.com/misc/MLCo_salB1314.pdf
B.15 Government and Corporate Bonds
U.S. Treasury 342,440,000
U.S. Treasury 228,290,000
U.S. Treasury 171,220,000
U.S. Treasury 57,070,000
B.16 Accounts Receivable
Jonner Steel Industries Inc. 338,311
Petro Canada 395,078
S Horowitz & Co. 132,900
Toyota Motor Corp. 147,511
Trinity Metals LLC 126,711
Others 1,501,074
See http://bankrupt.com/misc/MLCo_salB16.pdf
B.25 Vehicles
Passenger Cars 3,787
Hiway/Commercial/Truck - Light 527
B.27 Aircraft and accessories
Airplane Equipment 528,609
B.28 Office equipment, furnishings and supplies 12,592,751
See http://bankrupt.com/misc/MLCo_salB28.pdf
B.29 Machinery 377,510,928
See http://bankrupt.com/misc/MLCo_salB29.pdf
*** TOTAL SCHEDULED ASSETS $2,110,392,897
========================================================
C. Property Claimed as Exempt
D. Secured Claim Undetermined
See http://bankrupt.com/misc/MLCo_salD.pdf
E. Unsecured Priority Claims Undetermined
See http://bankrupt.com/misc/MLCo_salE1.pdf
See http://bankrupt.com/misc/MLCo_salE2.pdf
F. Unsecured Non-priority Claims
Trade Payables 40,197,860
See http://bankrupt.com/misc/MLCo_salF1.pdf
Unsecured Debt
Deutsche Bank 3,793,290,550
Law Debenture Trust Company of New York 180,168,870
Wilmington Trust 23,356,495,202
See http://bankrupt.com/misc/MLCo_salF2.pdf
Splinter Union Obligations Undetermined
See http://bankrupt.com/misc/MLCo_salF3.pdf
Asbestos Litigation Undetermined
See http://bankrupt.com/misc/MLCo_salF4.pdf
See http://bankrupt.com/misc/gmsalf4_2.pdf
Environmental Liabilities Undetermined
See http://bankrupt.com/misc/gmsalf5.pdf
Product Liability Litigation Undetermined
See http://bankrupt.com/misc/gmsalf6_1.pdf
See http://bankrupt.com/misc/gmsalf6_2.pdf
Other Litigation Undetermined
See http://bankrupt.com/misc/gmsalf7.pdf
Contract Rejection Damages Undetermined
See http://bankrupt.com/misc/gmsalf8.pdf
Guarantee Obligations Undetermined
See http://bankrupt.com/misc/gmsalf9.pdf
Nova Scotia Intercompany Obligations
General Motors Nova Scotia Finance Co. Undetermined
Workers Compensation
Alabama Workers' Compensation Division Undetermined
Georgia Board of Workers' Compensation Undetermined
New Jersey Self-Insurers Guaranty Assoc. Undetermined
Workers' Compensation Court of Oklahoma Undetermined
*** TOTAL SCHEDULED LIABILITIES $27,370,152,482
========================================================
*** Motors Liquidation Company listed assets totaling $2,327,341,315 and
liabilities totaling $27,471,563,735.
In the global notes accompanying the Schedules of Assets and Liabilities, David
F. Head, MLCo's vice president, stated that the financial information is
presented on an unaudited basis. While management has made reasonable
efforts to ensure that the Schedules are accurate and complete based on
information that was available to them at the time of preparation, subsequent
information or discovery may result in material changes to the Schedules and
inadvertent errors or omissions may exist, MLCo said. Moreover, MLCo added
that the Schedules contain unaudited information, which is subject to further
review and potential adjustment.
The Schedules and certain other information, according to
Mr. Head, are presented as of September 1, 2009. The Schedules only contain
assets that remain under the Debtors' ownership after the sale of substantially
all of its assets to an entity backed by the U.S. Department of the Treasury.
MLCo also submitted to the Court an 10-part schedule of the executory
contracts and unexpired leases that have been not yet been assumed and
assiged as of September 1, 2009, in accordance with the GM Asset Sale. Full-
text copies of the schedule are available for free at:
http://bankrupt.com/misc/gmsalg_1.pdf
http://bankrupt.com/misc/gmsalg_2.pdf
http://bankrupt.com/misc/gmsalg_3.pdf
http://bankrupt.com/misc/gmsalg_4.pdf
http://bankrupt.com/misc/gmsalg_5.pdf
http://bankrupt.com/misc/gmsalg_6.pdf
http://bankrupt.com/misc/gmsalg_7.pdf
http://bankrupt.com/misc/gmsalg_8.pdf
http://bankrupt.com/misc/gmsalg_9.pdf
http://bankrupt.com/misc/gmsalg_10.pdf
Administrative Costs to Be Paid in Full
Promptly after filing for bankruptcy, Old GM, now know as Motors
Liquidation Co., sold its profitable businesses to an entity owned
by the U.S. Treasury.
According to Bloomberg News, Old GM said the $1.18 billion "wind
down" loan provided by U.S. Treasury, along with cash from the
sale of remaining assets, should be enough to pay the
administrative costs of its Chapter 11 case. However, it said
that it doesn't expect to be able to fully repay the liquidation
loan and said the only assets that will be available to distribute
to creditors will be the equity it holds in General Motors Company
(New GM).
The bankruptcy estate received 50 million New GM shares, a 10%
stake in that company, and warrants to buy an additional
90.9 million shares.
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)
GENERAL MOTORS: German Aid to Opel Must Respect EU Rules, EU Says
-----------------------------------------------------------------
Matthew Newman at Bloomberg News reports that EU Competition
Commissioner Neelie Kroes told Flemish regional leader Kris
Peeters that German plans to provide loan guarantees to General
Motors Co.'s Opel unit must respect EU rules that outlaw making
aid conditional on protecting jobs.
Bloomberg relates the EU's competition commissioner met the
Flemish leader following concerns that a sale of Opel to Magna
International Inc. would shift jobs to Germany from plants in
Belgium, Spain and the U.K.
According to Bloomberg, Mr. Peeters said Ms. Kroes "underlined
that it's very important that the examination will be very severe
and that economic elements are the only elements that can be in
this dossier and when there are political elements that there will
be a very strong and very clear conclusion."
European heads of government and state may discuss the Opel
situation at a meeting in Brussels today, Sept. 17, Bloomberg
notes.
As reported in the Troubled Company Reporter-Europe on Sept. 15,
2009, the EU's competition commissioner warned Germany against any
"protectionist motives" in its support plan for GM's Opel unit as
the carmaker's new owner announced plans to cut about 10,500 jobs.
Ms. Kroes, as cited by Bloomberg, said no job or investment
conditions are allowed to be tied to the aid by the government of
German Chancellor Angela Merkel, who is seeking re-election in two
weeks. Bloomberg disclosed Germany must submit its restructuring
plan for GM's Opel unit to the European Commission. According to
Bloomberg, the commission said it hasn't been formally notified of
Germany's plan to provide Opel with EUR3 billion (US$4.38 billion)
in loan guarantees. "Such conditions would create unacceptable
distortions in the internal market and could trigger a subsidy
race which would significantly damage the European economy in the
present delicate moment," Bloomberg quoted Ms. Kroes as saying.
"We will be scrutinizing the process very carefully to make sure
it is based on commercial considerations."
Sale
John Reed at The Financial Times reports GM chief executive Fritz
Henderson defended his decision to sell 55% of Opel to Magna and
Sberbank and and secure EUR1.5 billion (US$2.2 billion) of German
bridge financing. Mr. Henderson, as cited by the FT, said that
while the sale had "hurt" Opel's image among its European
customers, Opel would otherwise have had to file for insolvency in
May as GM itself was preparing its US bankruptcy filing.
Mr. Henderson confirmed Magna's plans to cut 10,500 jobs or about
a fifth of Opel's workforce in Europe. GM's plant in Antwerp was
"at risk" of being shut down, Mr. Henderson confirmed, although no
final decision had been taken to close it, the FT notes.
The FT relates Mr. Henderson said the sale would see final
agreements signed by early next month, but could take until year
end to close -- up to a month longer than the end of November
deadline GM set last week.
Job Cuts
Suzzy Jagger at The Times reports Tony Woodley, the joint general
secretary of Unite, warned Tuesday that the fate of the Vauxhall
workforce was by no means certain. The trade union leader, as
cited by the Times, said: "As of right now, there are no long-term
commitments for either Ellesmere Port or Luton. If we listen to
what Magna has actually said, it has committed to nothing beyond
2013."
Nikki Tait and Stanley Pignal at The Financial Times reports
senior Spanish government officials met union representatives from
Opel and regional politicians in Madrid yesterday to work out the
next move against plans to cut output at the Figueruelas plant
near the northern city of Zaragoza. Unions called for a protest
rally on Saturday against a possible 1,700 job losses, the FT
relates.
Links
Daniel Schafer and Bernard Simon at The Financial Times report
Magna's plans to take a majority stake in Opel triggered a
backlash on Tuesday when German carmakers Volkswagen and BMW
voiced unease over the deal and warned that they would review
links with the Canadian car parts supplier. According to the FT,
Ferdinand Piech, VW chairman, said that Europe's largest carmaker
would consider shifting business to other car parts makers. "We
as a group do not like it when our suppliers become our rivals,"
the FT quoted the grandson of Ferdinand Porsche as saying.
Friedrich Eichiner, BMW chief financial officer, voiced similar
concerns. Mr. Eichiner, as cited by the FT, said "Magna has
always been a strong supplier for us. But Magna will now become a
competitor. This is a new situation, which we will have to
assess. We will not put into question any running contracts with
Magna. But where we see conflicts of interests we might in the
future decide against Magna."
The group's executives will meet customers in Europe and Asia
during the next few weeks to try to allay concerns about the parts
maker's proposed stake in Opel, the FT notes.
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)
GENERAL MOTORS: Saab Seeks Deal on Chinese Sales Networks
---------------------------------------------------------
Cornelius Rahn at Bloomberg News reports that Saab Automobile, the
carmaker being sold by General Motors Co., aims to reach an
agreement with Beijing Automotive Industry Holding Co. on sales
networks in China within weeks.
According to Bloomberg, Christian von Koenigsegg, founder of
Koenigsegg Automotive AB, which is leading a group of investors in
a takeover of Trollhaettan-based Saab, said he doesn't expect GM
to impose restrictions on Saab's sales in China similar to those
facing GM's Opel unit.
Bloomberg relates Mr. von Koenigsegg said Tuesday in an interview
at the Frankfurt Motor Show GM is "open to the idea to make it
work" for Saab. "We are in the process of finding an agreement
within the next few weeks," Bloomberg quoted Mr. von Koenigsegg as
saying.
Bloomberg recalls Koenigsegg Group said last week Saab plans to
use Beijing Automotive's sales network to sell its sedans and
station wagons, and will share technology with the Chinese
manufacturer.
Saab Chief Executive Officer Jan-Aake Jonsson, as cited by
Bloomberg, said at a news conference in Frankfurt Tuesday
"Beijing Automotive is an opportunity for us to establish
ourselves in the Chinese market with their experience."
On Sept. 10, 2009, the Troubled Company Reporter-Europe, citing
Bloomberg News, reported Beijing Automotive joined Koenigsegg
Group's offer to buy Saab from GM. Bloomberg disclosed Koenigsegg
Group said in a statement Beijing Automotive will take a minority
stake in the team bidding for Saab and help the unprofitable GM
division find opportunities to expand in China.
Citing Saab Chief Executive Officer Jan-Aake Jonsson, Bloomberg
notes the bidding team of Koenigsegg and investor Augie Fabela II
for the Swedish manufacturer, and GM are working through the
"final pieces" of a transaction, and the purchase should be
completed by Oct. 31.
Creditor Protection
The Troubled Company Reporter Europe, citing Bloomberg News,
reported on Feb. 23, 2009, Saab filed for protection from
creditors after parent GM said it will cut ties with the Swedish
carmaker following two decades of losses. The Trollhaettan,
Sweden-based company filed for reorganization with a Swedish
district court to separate itself from GM and bring resources back
to Sweden.
On June 25, 2009, Troubled Company Reporter, citing The Wall
Street Journal, reported creditors of Saab approved the
automakers' proposal for settling its debts by paying a quarter of
what it originally owed. Saab proposed to settle its debts by
paying 25% of about US$1.34 billion it owed to more than 600
creditors, including auto suppliers and the Swedish government.
The vast majority of the debt, almost SEK10 billion, was owed to
GM.
About Saab Automobile
Saab Automobile AB -- http://www.saab.com/-- is a wholly owned
subsidiary of General Motors. With an annual production of up to
126,000 cars, Saab's current models include the 9-3 (available as
a convertible or sport sedan), the luxury 9-5 sedan (also
available in a sport wagon), and the seven-passenger 9-7X SUV.
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)
GENTA INC: Arcus Ventures Discloses 6% Equity Stake
---------------------------------------------------
Arcus Ventures Fund, L.P.; Arcus Ventures Management, LLC, the
general partner of Arcus Ventures Fund; James B. Dougherty, member
of Arcus Ventures Management; and Steven Soignet, a member of
Arcus Ventures Management, disclosed holding 10,503,366 shares or
roughly 6.0% of the common stock of Genta Incorporated.
The shares consist of 5,920,156 shares of Common Stock and
4,583,210 shares of common stock issuable upon conversion of a
currently convertible promissory note -- September 2009 Note.
In addition, Arcus Venture Fund holds (i) warrants that will
become exercisable on October 2, 2009 -- October 2009 Warrants --
to purchase 562,500 shares of Common Stock, (ii) warrants that
will become exercisable on January 7, 2010 -- January 2010
Warrants -- to purchase 202,500 shares of Common Stock, (iii)
purchase rights that are currently exercisable -- December 2008
Purchase Rights -- to acquire 7,500,000 shares of Common Stock and
(iv) purchase rights that become exercisable on October 2, 2009 --
October 2009 Purchase Rights -- to acquire 2,225,000 shares of
Common Stock; however, each of the October 2009 Warrants, the
January 2010 Warrants, the December 2008 Purchase Rights and the
October 2009 Purchase Rights contains a limitation on exercise
which prevents Arcus, et al., from such exercise if, after giving
effect to the exercise, Arcus, et al., would in the aggregate
beneficially own more than 4.99% of the outstanding shares of
Common Stock. Therefore, Arcus, et al., cannot exercise any of
the October 2009 Warrants, the January 2010 Warrants, the December
2008 Purchase Rights and the October 2009 Purchase Rights and,
accordingly, do not beneficially own the underlying shares of
Common Stock.
About Genta Incorporated
Genta Incorporated -- http://www.genta.com/-- is a
biopharmaceutical company with a diversified product portfolio
that is focused on delivering innovative products for the
treatment of patients with cancer. Two major programs anchor the
Company's research platform: DNA/RNA-based Medicines and Small
Molecules. Genasense(R) (oblimersen sodium) Injection is the
Company's lead compound from its DNA/RNA Medicines program. The
leading drug in Genta's Small Molecule program is Ganite(R)
(gallium nitrate injection), which the Company is exclusively
marketing in the U.S. for treatment of symptomatic patients with
cancer related hypercalcemia that is resistant to hydration. The
Company has developed G4544, an oral formulation of the active
ingredient in Ganite, which has recently entered clinical trials
as a potential treatment for diseases associated with accelerated
bone loss. The Company is also developing tesetaxel, a novel,
orally absorbed, semi-synthetic taxane that is in the same class
of drugs as paclitaxel and docetaxel. Ganite and Genasense are
available on a "named-patient" basis in countries outside the
United States.
At June 30, 2009, Genta had $10.2 million in total assets; and
$12.1 million in total current liabilities and $2.46 million in
total long-term liabilities, resulting in $4.33 million in
stockholders' deficit.
In its second quarter 2009 report on Form 10-Q, the Company said
its recurring losses and negative cash flows from operation raise
substantial doubt about its ability to continue as a going
concern.
GENTA INC: BAM Opportunity Discloses Equity Stake
-------------------------------------------------
BAM Opportunity Fund, L.P.; BAM Capital, LLC, as general partner
of the Partnership; BAM Management, LLC, the investment manager to
the Partnership; Hal Mintz, managing member of both the General
Partner and the Investment Manager; and Ross Berman, managing
member of both the General Partner and the Investment Manager,
disclose that as of September 4, 2009, the Partnership
beneficially owned 13,476,214 shares or roughly 8.23% of Genta
Incorporated Common Stock:
-- 2,055,000 consist of shares that the Partnership acquired
from Genta in a private placement transaction that closed
on September 4, 2009;
-- 6,626,214 consist of Common Stock that the Partnership
held before the September 4, 2009 transaction; and
-- 4,795,000 underlie convertible notes with face value
$479,500 that the Partnership acquired from Genta in that
same private placement.
On September 4, 2009, the Partnership also acquired warrants to
purchase 1,198,750 shares of Common Stock, which are exerciseable
beginning on March 4, 2010. The Partnership also holds an
additional 2,717,500 Warrants to purchase Common Stock and an
additional convertible note with face value $547,635 which is
convertible into 5,476,350 shares of Common Stock -- April Note.
All the Warrants and the April Note contain a contractual
provision that disallows their exercise to the extent that the
Partnership and its affiliates would, as a result of such
exercise, beneficially own more than 4.99% of the Common Stock of
Genta. Accordingly, the Partnership does not have beneficial
ownership of the Common Stock for which any of the Warrants or the
April Note may be exercised.
About Genta Incorporated
Genta Incorporated -- http://www.genta.com/-- is a
biopharmaceutical company with a diversified product portfolio
that is focused on delivering innovative products for the
treatment of patients with cancer. Two major programs anchor the
Company's research platform: DNA/RNA-based Medicines and Small
Molecules. Genasense(R) (oblimersen sodium) Injection is the
Company's lead compound from its DNA/RNA Medicines program. The
leading drug in Genta's Small Molecule program is Ganite(R)
(gallium nitrate injection), which the Company is exclusively
marketing in the U.S. for treatment of symptomatic patients with
cancer related hypercalcemia that is resistant to hydration. The
Company has developed G4544, an oral formulation of the active
ingredient in Ganite, which has recently entered clinical trials
as a potential treatment for diseases associated with accelerated
bone loss. The Company is also developing tesetaxel, a novel,
orally absorbed, semi-synthetic taxane that is in the same class
of drugs as paclitaxel and docetaxel. Ganite and Genasense are
available on a "named-patient" basis in countries outside the
United States.
At June 30, 2009, Genta had $10.2 million in total assets; and
$12.1 million in total current liabilities and $2.46 million in
total long-term liabilities, resulting in $4.33 million in
stockholders' deficit.
In its second quarter 2009 report on Form 10-Q, the Company said
its recurring losses and negative cash flows from operation raise
substantial doubt about its ability to continue as a going
concern.
GENTA INC: Cat Trail P/E Fund Discloses Almost 10% Stake
--------------------------------------------------------
Cat Trail Private Equity Fund, LLC, is the beneficial owner of
17,754,451 shares or almost 10% of the common stock of Genta
Incorporated, comprised of:
(i) 9,876,662 shares of Common Stock; and
(ii) 7,877,789 shares of Common Stock issuable upon conversion
of $787,778.90 face amount of Genta's 8% Unsecured
Subordinated Convertible Promissory Note due July 2011.
David Dekker, as the managing member of Cat Trail Private Equity,
may be deemed to beneficially own the 17,754,451 shares held or
acquirable by Cat Trail Private Equity. Mr. Dekker shares voting
and dispositive power over such shares with Cat Trail Private
Equity. Mr. Dekker disclaims beneficial ownership of all shares
reported except to the extent of his pecuniary interest therein.
Cat Trail Private Equity holds $290,864.10 face amount of July
2011 Notes in addition to the $787,778.90 face amount referred.
The July 2011 Notes can only be converted to the extent that,
after such conversion, Cat Trail Private Equity and Mr. Dekker
would beneficially own no more than 9.999% of Genta's Common
Stock. Accordingly, Cat Trail Private Equity does not have
beneficial ownership of the Common Stock issuable upon conversion
of the additional $290,864.10 face amount of July 2011 Notes.
Cat Trail Private Equity holds $450,000 face amount of Genta's 8%
Senior Secured Convertible Promissory Notes due April 2012 --
April 2012 Notes. Cat Trail Private Equity also has the right,
pursuant to a Securities Purchase Agreement dated April 2, 2009,
to purchase an additional $450,000 face amount of the April 2012
Notes. In addition, Cat Trail Private Equity has the right,
pursuant to a Consent Agreement dated April 2, 2009, and amended
on May 22, 2009 and July 7, 2009, to purchase $1,556,250 face
amount of the April 2012 Notes. The April 2012 Notes can only be
converted to the extent that, after such conversion, Cat Trail
Private Equity and Mr. Dekker would beneficially own no more than
4.999% of Genta's Common Stock. Accordingly, Cat Trail Private
Equity does not have beneficial ownership of the Common Stock
issuable upon conversion of the April 2012 Notes.
Cat Trail Private Equity holds a warrant to purchase 1,125,000
shares of Genta's Common Stock at an exercise price of $0.01 per
share -- April 2009 Warrant -- a warrant to purchase 405,000
shares of Genta's Common Stock at an exercise price of $0.02 per
share -- July 2009 Warrant -- and a warrant to purchase 2,291,608
shares of Genta's Common Stock at an exercise price of $0.02 per
share -- September 2009 Warrant. The April 2009 Warrants are not
exercisable until October 2, 2009, and then are only exercisable
to the extent that, after such exercise, Cat Trail Private Equity
and Mr. Dekker would beneficially own no more than 4.999% of
Genta's Common Stock. The July 2009 Warrants are not exercisable
until January 7, 2010, and then are only exercisable to the extent
that, after such exercise, Cat Trail Private Equity and Mr. Dekker
would beneficially own no more than 4.999% of Genta's Common
Stock. The September 2009 Warrants are not exercisable until
March 4, 2010, and then are only exercisable to the extent that,
after such exercise, Cat Trail Private Equity and Mr. Dekker would
beneficially own no more than 4.999% of Genta's Common Stock.
Accordingly, Cat Trail Private Equity does not have beneficial
ownership of the Common Stock issuable upon exercise of the April
2009 Warrant, the July 2009 Warrant or the September 2009 Warrant.
About Genta Incorporated
Genta Incorporated -- http://www.genta.com/-- is a
biopharmaceutical company with a diversified product portfolio
that is focused on delivering innovative products for the
treatment of patients with cancer. Two major programs anchor the
Company's research platform: DNA/RNA-based Medicines and Small
Molecules. Genasense(R) (oblimersen sodium) Injection is the
Company's lead compound from its DNA/RNA Medicines program. The
leading drug in Genta's Small Molecule program is Ganite(R)
(gallium nitrate injection), which the Company is exclusively
marketing in the U.S. for treatment of symptomatic patients with
cancer related hypercalcemia that is resistant to hydration. The
Company has developed G4544, an oral formulation of the active
ingredient in Ganite, which has recently entered clinical trials
as a potential treatment for diseases associated with accelerated
bone loss. The Company is also developing tesetaxel, a novel,
orally absorbed, semi-synthetic taxane that is in the same class
of drugs as paclitaxel and docetaxel. Ganite and Genasense are
available on a "named-patient" basis in countries outside the
United States.
At June 30, 2009, Genta had $10.2 million in total assets; and
$12.1 million in total current liabilities and $2.46 million in
total long-term liabilities, resulting in $4.33 million in
stockholders' deficit.
In its second quarter 2009 report on Form 10-Q, the Company said
its recurring losses and negative cash flows from operation raise
substantial doubt about its ability to continue as a going
concern.
GENTA INC: Issues 695,658 Shares Each to Three Directors
--------------------------------------------------------
Genta Incorporated disclosed that on September 8, 2009, it issued
695,658 shares of stock to each of Christopher P. Parios, Daniel
Von Hoff and Douglas G. Watson, members of its board of directors.
On July 16, 2009, each individual who was being nominated for
re-election as a Director at the Annual Meeting to continue in
service as a non-employee Board member following such meeting and
tendered for cancellation his outstanding equity awards pursuant
to the Company's Equity Award Exchange Offer was automatically
granted an award of 695,658 restricted stock units. Each
individual nominated for re-election as a Director at the Annual
Meeting, Christopher P. Parios, Daniel Von Hoff and Douglas G.
Watson, tendered for cancellation all of their outstanding equity
awards. The 2009 Stock Incentive Plan and accompanying option
exchange program were approved by the Company's stockholders at
the Annual Meeting of Genta Stockholders on August 26, 2009.
On September 4, 2009, the Company filed Form S-8 for the Genta
2009 Stock Incentive Plan, registering 83,478,929 shares of Genta
Common Stock, par value $0.001.
Genta also disclosed on August 26, 2009, the Compensation
Committee of the Board of Directors awarded grants of restricted
stock units pursuant to the Company's 2009 Stock Incentive Plan,
and pursuant to the Company's option exchange program. The 2009
Stock Incentive Plan and accompanying option exchange program were
approved by the Company's stockholders at the Annual Meeting of
Genta Stockholders on August 26.
(A) Warrell
Raymond P. Warrell, Jr. M. D., Chairman and Chief Executive
Officer exchanged all of his outstanding options that had been
granted pursuant to the Company's 1998 Stock Incentive Plan, as
amended. In exchange for these options, on August 31, 2009, Dr.
Warrell was granted 26,474,679 shares of restricted stock units.
These restricted stock units will vest as follows:
-- 60% of the Initial Grant amount, or 15,884,807 shares
shall vest as follows: 25%, or 3,971,202 shares, on the
grant date, with the balance of the 60%, or 11,913,605
shares, vesting in 13 equal portions on quarterly
anniversaries from the grant date, so as to be fully
vested on December 31, 2012.
-- 20% of the Initial Grant or 5,294,936 shares, shall vest
on the date the Company has received notice from the U.S.
Food and Drug Administration or from the European
Medicines Agency that Genasense(R) has been approved for
marketing by U.S. Food and Drug Administration or European
Medicines Agency.
-- 20% of the Initial Grant, or 5,294,936 shares, shall vest
on the date when the market capitalization of the Company
first exceeds 10 times the market capitalization value as
of the Initial Grant date.
The market capitalization value shall be calculated for the grant
date and for the vesting date using a standard measure of the
Company's daily closing stock price multiplied by the number of
shares issued and outstanding on each of those dates. The market
capitalization of Genta on the Initial Grant date of August 31,
2009 was $50,869,855.58 determined by multiplying the closing
stock price of $0.38, as reported by Bloomberg.com, by the number
of Genta shares issued and outstanding of 133,868,041, as
determined by The Company.
(B) Itri
Loretta M. Itri, M.D., President, Pharmaceutical Development and
Chief Medical Officer exchanged all of her outstanding stock
options that had been granted pursuant to the Company's 1998 Stock
Incentive Plan, as amended. In exchange for these options, on
August 31, 2009, Dr. Itri was granted 9,071,990 shares of
restricted stock units. These restricted stock units will vest as
follows:
-- 20% of the Initial Grant amount, or 1,814,398 shares,
shall vest as follows: 25%, or 453,600 shares, on the
grant date, with the balance of the 20%, or 1,360,798
shares, vesting in 13 equal portions on quarterly
anniversaries from the grant date, so as to be fully
vested on December 31, 2012.
-- 40% of the Initial Grant, or 3,628,796 shares, shall vest
on the date the Company has received notice from the FDA
that Genasense has been approved for marketing by FDA in
the United States.
-- 40% of the Initial Grant, or 3,628,796 shares, shall vest
on the date the Company has received notice from the EMEA
that Genasense has been approved for marketing by EMEA in
Europe.
(C) Sanders
W. Lloyd Sanders, Senior Vice President and Chief Operating
Officer, exchanged all of his outstanding options that had been
granted pursuant to the Company's 1998 Stock Incentive Plan, as
amended. In exchange for these options, on August 31, 2009, Mr.
Sanders was granted 4,412,446 shares of restricted stock units.
These restricted stock units will vest as follows:
-- 25% of the shares shall vest as follows: (i) 367,704
shares on November 21, 2009; (ii) 367,704 shares on
March 22, 2010; and (iii) 367,704 shares on May 17, 2010.
-- 25% of the shares shall vest when the gross revenues of
all Products owned or in-licensed by Genta and then
marketed by either Genta or any partner licensed to
market or co-market such Products (without regard for
whether Genta or the partner primarily accounts for such
revenues, books such revenues) in any calendar year equals
or exceeds $100,000,000.
Such vesting will occur on the date on which the Compensation
Committee first certifies the gross revenues as having exceeded
$100,000,000 in any calendar year, but in any event no later than
30 days after release of Genta's quarterly SEC Form 10-Q as
evidence this milestone has been achieved. The remaining shares
shall vest in two equal installments on August 31, 2010, and
August 31, 2011, respectively.
(D) Siegel
Gary Siegel, Vice President, Finance, exchanged all of his
outstanding stock options that had been granted pursuant to the
Company's 1998 Stock Incentive Plan, as amended. In exchange for
these options, on August 31, 2009, Mr. Siegel was granted
2,941,631 shares of restricted stock units. These restricted
stock units will vest as follows: (i) 245,136 shares will vest on
November 21, 2009; (ii) 245,136 shares will vest on March 22,
2010; (iii) 245,136 shares will vest on May 17, 2010; (iv) twenty-
five percent (25%) will vest on August 31, 2010; (v) twenty-five
percent (25%) will vest on August 31, 2011; and (vi) twenty-five
percent (25%) will vest on August 31, 2012.
On September 4, 2009, the Company filed Form S-8 for the Genta
Incorporated 2009 Stock Incentive Plan, registering 83,478,929
shares of Genta Incorporated Common Stock, par value $0.001.
About Genta Incorporated
Genta Incorporated -- http://www.genta.com/-- is a
biopharmaceutical company with a diversified product portfolio
that is focused on delivering innovative products for the
treatment of patients with cancer. Two major programs anchor the
Company's research platform: DNA/RNA-based Medicines and Small
Molecules. Genasense(R) (oblimersen sodium) Injection is the
Company's lead compound from its DNA/RNA Medicines program. The
leading drug in Genta's Small Molecule program is Ganite(R)
(gallium nitrate injection), which the Company is exclusively
marketing in the U.S. for treatment of symptomatic patients with
cancer related hypercalcemia that is resistant to hydration. The
Company has developed G4544, an oral formulation of the active
ingredient in Ganite, which has recently entered clinical trials
as a potential treatment for diseases associated with accelerated
bone loss. The Company is also developing tesetaxel, a novel,
orally absorbed, semi-synthetic taxane that is in the same class
of drugs as paclitaxel and docetaxel. Ganite and Genasense are
available on a "named-patient" basis in countries outside the
United States.
At June 30, 2009, Genta had $10.2 million in total assets; and
$12.1 million in total current liabilities and $2.46 million in
total long-term liabilities, resulting in $4.33 million in
stockholders' deficit.
In its second quarter 2009 report on Form 10-Q, the Company said
its recurring losses and negative cash flows from operation raise
substantial doubt about its ability to continue as a going
concern.
GJS GROUP LLC: Case Summary 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: GJS Group LLC
12205 South Crater Road
Petersburg, VA 23805
Bankruptcy Case No.: 09-35976
Chapter 11 Petition Date: September 15, 2009
Court: United States Bankruptcy Court
Eastern District of Virginia (Richmond)
Debtor's Counsel: Charles E. Ayers Jr., Esq.
Ayers & Stolte, PC
710 N. Hamilton St.
Richmond, VA 23221
Tel: (804) 358-4731
Email: ericap@ayerslaw.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's 20 largest unsecured creditors is
available for free at:
http://bankrupt.com/misc/vaeb09-35976.pdf
The petition was signed by Gurdeep Singh, manager of the Company.
GLIMCHER REALTY: To Sell Lloyd Center to Merlone Geier for $192MM
-----------------------------------------------------------------
Laura Gunderson at The Oregonian reports that Glimcher Realty
Trust said that it will sell its Lloyd Center regional mall in
Northeast Portland to Merlone Geier partners for $192 million.
According to The Oregonian, Glimcher Realty said that the sale
would bring in $60 million that could be used to help pay down the
Company's credit facility, along with an $80 million common stock
offering disclosed on Monday. The report says that the sale
includes the mall's $127.5 million mortgage and is expected to be
completed by year-end.
Glimcher Realty, The Oregonian relates, said that it had reached
agreements with lenders to modify its $470 million credit facility
and extend its maturity for an additional year through December
2011.
Headquartered in Columbus, Ohio, Glimcher Realty Trust (NYSE: GRT)
is a real estate investment trust, which owns, manages, acquires
and develops regional and super-regional malls. The company is a
component of both the Russell 2000(R) Index, representing small
cap stocks, and the Russell 3000(R) Index, representing the
broader market.
* * *
As reported by the TCR on April 3, 2009, Standard & Poor's Ratings
Services lowered its corporate credit rating on Glimcher Realty
Trust to 'B+' from 'BB-'. At the same time, S&P lowered its
rating on the company's $210 million of preferred stock to 'CCC+'
from 'B-'. The outlook remains negative.
According to the TCR on January 20, 2009, Moody's Investors
Service affirmed the (P)Ba2 senior unsecured shelf; (P)Ba3 senior
subordinate shelf; B1 preferred equity; and (P)B1 preferred equity
shelf ratings on Glimcher Realty.
GOTTSCHALKS INC: Wells Fargo Blocks Proposed $1.3 Mil. Asset Sale
-----------------------------------------------------------------
Law360 reports that, Wells Fargo Bank NA, citing its interest in
the properties as part of a $19 million loan, has asked a
bankruptcy judge to block the proposed $1.3 million sale of two
California properties by Gottschalks Inc.
Headquartered in Fresno, California, Gottschalks Inc. (Pink
Sheets: GOTTQ.PK) -- http://www.gottschalks.com/-- is a regional
department store chain, operating 58 department stores and three
specialty apparel stores in six western states. Gottschalks
offers better to moderate brand-name fashion apparel, cosmetics,
shoes, accessories and home merchandise.
The Company filed for Chapter 11 protection on January 14, 2009
(Bankr. D. Del. Case No. 09-10157). O'Melveny & Myers LLP
represents the Debtor in its Chapter 11 case. Lee E. Kaufman,
Esq., and Mark D. Collins, Esq., at Richards, Layton & Finger,
P.A., serves as the Debtors' co-counsel. The Debtor selected
Kurtzman Carson Consultants LLC as its claims agent. The U.S.
Trustee for Region 3 appointed seven creditors to serve on an
official committee of unsecured creditors. When the Debtor filed
for protection from its creditors, it listed $288,438,000 in
total assets and $197,072,000 in total debts.
GREAT SMOKEY MOUNTAIN: Case Summary & 8 Largest Unsec. Creditors
----------------------------------------------------------------
Debtor: Great Smokey Mountain Enterprises, Inc.
P.O. Box 964
Sylva, NC 28779
Case No.: 09-20190
Chapter 11 Petition Date: September 11, 2009
Court: United States Bankruptcy Court
Western District of North Carolina (Bryson City)
Judge: George R. Hodges
Debtor's Counsel: Edward C. Hay Jr., Esq.
Pitts, Hay & Hugenschmidt, P.A.
137 Biltmore Avenue
Asheville, NC 28801
Tel: (828) 255-8085
Fax: (828) 251-2760
Email: ehay@phhlawfirm.com
Estimated Assets: $10,000,001 to $50,000,000
Estimated Debts: $1,000,001 to $10,000,000
According to the schedules, the Company has assets of at least
$11,176,000, and total debts of $6,202,515.
The petition was signed by Bipinchandra B. Patel, the Company's
secretary & treasurer.
Debtor's List of 8 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Asheville Elevator $6,300
Campbell DeLong, LLP $11,774
Choice Hotels International, Franchise Fees $34,172
Inc.
Freeman Gas Various-propane gas $4,257
Jackson County Travel Occupancy tax $32,340
& Tourism
Mediacom Cable Television $5,672
N.C. Department of Revenue Taxes $85,000
Tuckaseegee Water & Variuos-water $3,000
Sewer Authority
GREEKTOWN HOLDINGS: City of Detroit Serves Document Request
-----------------------------------------------------------
The City of Detroit filed with the Court on September 10, 2009, a
copy of its document production request on the Debtors. Pursuant
to Rule 34 of the Federal Rules of Civil Procedure, the City seeks
these documents to be produced by the Debtors on or before
October 2, 2009:
1. All documents relating to any defense by the Debtors,
whether legal, equitable, factual or other, to certain
alleged defaults enumerated in the City's Notice of Default
dated August 10, 2009;
2. All documents relating to any estimate or assessment made
by the Debtors of the cost of any proposed cure of any of
the alleged Defaults;
3. All documents relating to any proposed cure by the Debtors
of the alleged Defaults;
4. All documents relating to the Debtors' decisions to build
a certain theater space into a "white-box" finish and to
use the ballroom as a multi-purpose theater space,
including all documents that describe (i) when those
decisions were made; (ii) who made those decisions; and
(iii) why those decisions were made.
5. All documents relating to any defense, whether legal,
equitable, factual or other, by the Debtors to the City's
claim for liquidated damages contained in the Aug. 10
Notice of Defaults.
The City and the Debtors are currently in dispute with respect to
a Development Agreement related to the development, construction
and operation of Greektown Casino's newest hotel in Detroit. The
City contended that the Debtors breached their obligations under
the Development Agreement by, among others, failing to complete
construction of the Casino Project and failing to pay certain
development process costs and the gaming tax increase. The City
subsequently commenced an adversary complaint against the Debtors
with respect to the alleged contract breach.
Another point of contention of the parties is that the Debtors
sought and obtained the Court's permission to assume the
Development Agreement. The Court only allowed a modification of
the automatic stay to allow the City to file a notice of default,
as to which the City filed on August 10, 2009 and of which a copy
is available for free at http://bankrupt.com/misc/GrktnDefNot.pdf
The Development Agreement Assumption Order is currently under
Appeal by the City.
About Greektown Casino
Based in Detroit, Michigan, Greektown Holdings, LLC, and its
affiliates -- http://www.greektowncasino.com/-- operates
world-class casino gaming facilities located in Detroit's
historic Greektown district featuring more than 75,000 square
feet of casino gaming space with more than 2,400 slot machines,
over 70 tables games, a 12,500-square foot salon dedicated to
high limit gaming and the largest live poker room in the
metropolitan Detroit gaming market. Greektown Casino employs
approximately 1,971 employees, and estimates that it attracts
over 15,800 patrons each day, many of whom make regular visits to
its casino complex and related properties. In 2007, Greektown
Casino achieved a 25.6% market share of the metropolitan Detroit
gaming market. Greektown Casino has also been rated as the "Best
Casino in Michigan" and "Best Casino in Detroit" numerous times
in annual readers' polls in Detroit's two largest newspapers.
The Company and seven of its affiliates filed for Chapter 11
protection on May 29, 2008 (Bankr. E.D. Mich. Lead Case No.
08-53104). Daniel J. Weiner, Esq., Michael E. Baum, Esq., and
Ryan D. Heilman, Esq., at Schafer and Weiner PLLC, represent the
Debtors in their restructuring efforts. Judy B. Calton, Esq., at
Honigman Miller Schwartz and Cohn LLP, represents the Debtors as
their special counsel. The Debtors chose Conway MacKenzie &
Dunleavy as their financial advisor, and Kurtzman Carson
Consultants LLC as claims, noticing, and balloting agent. When
the Debtor filed for protection from its creditors, it listed
consolidated estimated assets and debts of $100 million to
$500 million.
Bankruptcy Creditors' Service, Inc., publishes Greektown Casino
Bankruptcy News. The newsletter tracks the Chapter 11
proceedings undertaken by Greektown Casino and its various
affiliates. (http://bankrupt.com/newsstand/or 215/945-7000)
GREEKTOWN HOLDINGS: DIP Facility Extended Through Dec. 31
---------------------------------------------------------
Greektown Holdings LLC, Merrill Lynch Capital Corporation, as
administrative agent, and debtor-in-possession lenders have agreed
to amend the Debtors' existing Postpetition Credit Agreement in
order to, among other things, extend the maturity date of the DIP
Facility through December 31, 2009.
The current Maturity Date for the DIP Facility was September 1,
2009.
The other salient terms of the DIP Amendment are:
Amendment Fee: 1/2 of 1% of the aggregate amount of the
Delayed Term Loan Commitment Amount and the
Revolving Loan Commitment Amount
Interest: To remain at the same interest rate levels
Exit Fee: To remain the same
Events of
Default: Certain milestones, the failure of which
to meet constitute an event of default, have
been revised, which include:
-- the Bankruptcy Court's approval of the
Debtors' Disclosure Statement; and
-- Confirmation of the Joint Plan of
Reorganization.
Other Changes: Tranche A-1 availability for Non-
Construction related costs after:
(1) all construction disbursements have been
made;
(2) Tranche B-1 is fully drawn; and
(3) the Joint Plan of Reorganization is
confirmed.
Covenants: Monthly and Cumulative Minimum EBITDAR
covenants have been amended. Minimum
EBITDAR must not be below these aggregate
amounts at these periods:
Consolidated Consolidated
EBITDAR EBITDAR
Month (monthly) cumulative)
----- ------------ ------------
Aug. 31, 2009 $5,068,432 $5,068,432
Sep. 30, 2009 $4,642,718 $9,711,150
Oct. 31, 2009 $4,806,171 $14,800,036
Nov. 30, 2009 $3,795,045 $18,818,319
Dec. 31, 2009 $3,641,311 $22,673,824
About Greektown Casino
Based in Detroit, Michigan, Greektown Holdings, LLC, and its
affiliates -- http://www.greektowncasino.com/-- operates
world-class casino gaming facilities located in Detroit's
historic Greektown district featuring more than 75,000 square
feet of casino gaming space with more than 2,400 slot machines,
over 70 tables games, a 12,500-square foot salon dedicated to
high limit gaming and the largest live poker room in the
metropolitan Detroit gaming market. Greektown Casino employs
approximately 1,971 employees, and estimates that it attracts
over 15,800 patrons each day, many of whom make regular visits to
its casino complex and related properties. In 2007, Greektown
Casino achieved a 25.6% market share of the metropolitan Detroit
gaming market. Greektown Casino has also been rated as the "Best
Casino in Michigan" and "Best Casino in Detroit" numerous times
in annual readers' polls in Detroit's two largest newspapers.
The Company and seven of its affiliates filed for Chapter 11
protection on May 29, 2008 (Bankr. E.D. Mich. Lead Case No.
08-53104). Daniel J. Weiner, Esq., Michael E. Baum, Esq., and
Ryan D. Heilman, Esq., at Schafer and Weiner PLLC, represent the
Debtors in their restructuring efforts. Judy B. Calton, Esq., at
Honigman Miller Schwartz and Cohn LLP, represents the Debtors as
their special counsel. The Debtors chose Conway MacKenzie &
Dunleavy as their financial advisor, and Kurtzman Carson
Consultants LLC as claims, noticing, and balloting agent. When
the Debtor filed for protection from its creditors, it listed
consolidated estimated assets and debts of $100 million to
$500 million.
Bankruptcy Creditors' Service, Inc., publishes Greektown Casino
Bankruptcy News. The newsletter tracks the Chapter 11
proceedings undertaken by Greektown Casino and its various
affiliates. (http://bankrupt.com/newsstand/or 215/945-7000)
GREEKTOWN HOLDINGS: Parties Object to Committee Suit vs. Insiders
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors in Greektown
Holdings LLC's cases and Deutsche Bank Trust Company Americas have
asked the Court for authority to initiate and prosecute litigation
in pursuit of bonds avoidance claims on behalf of the Debtors'
estates.
Prior to the Petition Date, Greektown Holdings LLC and Greektown
Holdings II LLC issued 10%% Senior Notes due 2013, in the
principal amount of $185 million.
According to Joel D. Applebaum, Esq., at Clark Hill PLC, in
Detroit, Michigan, the Amended Disclosure Statement identifies
uses of cash proceeds of the Senior Notes and reflects
potentially fraudulent transfers from Greektown Holdings to
various insiders or former insiders, including the Pappases, Ted
Gatzaros, and the Kewadin Casinos Gaming Authority in excess of
$165 million. Mr. Applebaum contends that the transfers of
proceeds from the issuance of the Bonds support colorable and
extremely valuable Avoidance Claims, and that pursuit is likely to
yield substantial recoveries. The potential defendants in Bonds
Avoidance Claims are insiders or former insiders of the Debtors
who received, in the aggregate in excess of $165 million from a
Debtor without having given any discernable equivalent value in
return, Mr. Applebaum notes. He adds that the Bond Avoidance
Claims would generate proceeds far greater than any costs incurred
in pursuing them.
Responses
These parties filed responses to the Official Committee of
Unsecured Creditors' request to for authority to initiate
and prosecute litigation in pursuit of bonds avoidance claims on
behalf of the Debtors' estates:
-- Jim and Viola Papas;
-- Ted and Maria Gatzaros; and
-- Merrill Lynch Capital Corporation, as administrative agent
for the Prepetition Lenders and the DIP Lenders.
The Gatzaroses and Merrill Lynch argue that the Committee's
request is an improper and disguised objection to the competing
Plans of Reorganization submitted by the Debtors and Luna
Greektown LLC and Plainfield Asset Management LLC set for
confirmation hearings in early November 2009.
Merrill Lynch points out that the remainder of the Committee's
request becomes a meaningless request to file causes of action
that may be transferred to an as-yet unknown entity in two short
months and may present a conflict of interest with respect to
one of the Committee members.
The Papases contend that the Committee did not provide any
factual support of its claim that the transfers of proceeds from
certain bonds allegedly issued by certain of the Debtors prior to
the Petition Date "support colorable and extremely valuable
Avoidance Claims," and that the potential defendants of the
claims are insiders or former insiders of the Debtors, including
the Papases.
The Papases say they "vehemently" dispute the merits of any
avoidance claims against them as there is no factual or legal
basis for the claims, nor has the Committee alleged anything
"more than mere conjecture, conclusory allegations and self-
serving rhetoric in their motion."
For these reasons, the Objecting Parties ask the Court to deny
the Committee's Request.
About Greektown Casino
Based in Detroit, Michigan, Greektown Holdings, LLC, and its
affiliates -- http://www.greektowncasino.com/-- operates
world-class casino gaming facilities located in Detroit's
historic Greektown district featuring more than 75,000 square
feet of casino gaming space with more than 2,400 slot machines,
over 70 tables games, a 12,500-square foot salon dedicated to
high limit gaming and the largest live poker room in the
metropolitan Detroit gaming market. Greektown Casino employs
approximately 1,971 employees, and estimates that it attracts
over 15,800 patrons each day, many of whom make regular visits to
its casino complex and related properties. In 2007, Greektown
Casino achieved a 25.6% market share of the metropolitan Detroit
gaming market. Greektown Casino has also been rated as the "Best
Casino in Michigan" and "Best Casino in Detroit" numerous times
in annual readers' polls in Detroit's two largest newspapers.
The Company and seven of its affiliates filed for Chapter 11
protection on May 29, 2008 (Bankr. E.D. Mich. Lead Case No.
08-53104). Daniel J. Weiner, Esq., Michael E. Baum, Esq., and
Ryan D. Heilman, Esq., at Schafer and Weiner PLLC, represent the
Debtors in their restructuring efforts. Judy B. Calton, Esq., at
Honigman Miller Schwartz and Cohn LLP, represents the Debtors as
their special counsel. The Debtors chose Conway MacKenzie &
Dunleavy as their financial advisor, and Kurtzman Carson
Consultants LLC as claims, noticing, and balloting agent. When
the Debtor filed for protection from its creditors, it listed
consolidated estimated assets and debts of $100 million to
$500 million.
Bankruptcy Creditors' Service, Inc., publishes Greektown Casino
Bankruptcy News. The newsletter tracks the Chapter 11
proceedings undertaken by Greektown Casino and its various
affiliates. (http://bankrupt.com/newsstand/or 215/945-7000)
GREEKTOWN HOLDINGS: Proposes to Assume Int'l Union CBA
------------------------------------------------------
Greektown Holdings LLC and its affiliates previously entered into
a collective bargaining agreement with the International Union,
Security, Police, Fire Professionals of America Union, which is
the exclusive bargaining representative for all of the Debtors'
non-supervisory security team members, which include all hourly
paid security officers, outside security guards, hotel security
officers, security EMT officers and night club security officers.
According to Daniel J. Weiner, Esq., at Schafer and Weiner PLLC,
in Bloomfield Hills, Michigan, the continued existence of the
International Union CBA is critical to the Debtors' ability to
secure the continued services of its workforce and to maintain
normal operations.
Recognizing the current economic challenges facing the Debtors,
parties to the International Union CBA entered into a memorandum
of understanding on June 11, 2009, which modified certain terms
and conditions of the CBA, including permission for the Debtors
to defer wage increases to certain Security Team Members due
under the CBA.
A full-text copy of the CBA Parties' MOU is available for free
at http://bankrupt.com/misc/GrktnSPFPACBA.pdf
By this motion, the Debtors seek the Court's authority to assume
their CBA with the International Union, as modified by the June
2009 Memorandum of Understanding.
About Greektown Casino
Based in Detroit, Michigan, Greektown Holdings, LLC, and its
affiliates -- http://www.greektowncasino.com/-- operates
world-class casino gaming facilities located in Detroit's
historic Greektown district featuring more than 75,000 square
feet of casino gaming space with more than 2,400 slot machines,
over 70 tables games, a 12,500-square foot salon dedicated to
high limit gaming and the largest live poker room in the
metropolitan Detroit gaming market. Greektown Casino employs
approximately 1,971 employees, and estimates that it attracts
over 15,800 patrons each day, many of whom make regular visits to
its casino complex and related properties. In 2007, Greektown
Casino achieved a 25.6% market share of the metropolitan Detroit
gaming market. Greektown Casino has also been rated as the "Best
Casino in Michigan" and "Best Casino in Detroit" numerous times
in annual readers' polls in Detroit's two largest newspapers.
The Company and seven of its affiliates filed for Chapter 11
protection on May 29, 2008 (Bankr. E.D. Mich. Lead Case No.
08-53104). Daniel J. Weiner, Esq., Michael E. Baum, Esq., and
Ryan D. Heilman, Esq., at Schafer and Weiner PLLC, represent the
Debtors in their restructuring efforts. Judy B. Calton, Esq., at
Honigman Miller Schwartz and Cohn LLP, represents the Debtors as
their special counsel. The Debtors chose Conway MacKenzie &
Dunleavy as their financial advisor, and Kurtzman Carson
Consultants LLC as claims, noticing, and balloting agent. When
the Debtor filed for protection from its creditors, it listed
consolidated estimated assets and debts of $100 million to
$500 million.
Bankruptcy Creditors' Service, Inc., publishes Greektown Casino
Bankruptcy News. The newsletter tracks the Chapter 11
proceedings undertaken by Greektown Casino and its various
affiliates. (http://bankrupt.com/newsstand/or 215/945-7000)
GUARANTY FINANCIAL: Hires Lain Faulkner as Restructuring Officer
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas
authorized Guaranty Financial Group Inc. and its debtor-affiliates
to employ Lain, Faulkner & Co., P.C., to provide the Debtors a
chief restructuring officer and additional personnel. The Court
authorized the Debtor to designate Dennis Faulkner as CRO.
The firm will provide assistance to the Debtors with respect to
(i) preparation of Bankruptcy Schedules, Statements of Financial
Affairs and the Creditor Matrix; (ii) preparation of Monthly
Operating Reports; (iii) claims analysis and objections; (iv)
analysis of financial data necessary to obtain confirmation of
a plan of reorganization or liquidation; and (v) securing and
maintaining financial records.
The firm's standard hourly rates are:
Mr. Faulkner $390
Shareholder $365-$390
Senior Manager $290-$325
Accountant $205-$235
Staff $75-$150
The Debtors assure the Court that the firm is a "disinterested
person" as defined in Section 101(14) of the Bankruptcy Code.
Guaranty Financial Group Inc. -- http://www.guarantygroup.com/--
is based in Dallas, Texas. Guaranty Financial is a unitary
savings and loan holding company. The Company's primary operating
entities are Guaranty Bank and Guaranty Insurance Services, Inc.
Guaranty Financial filed for bankruptcy after the Guaranty bank
was seized by regulators and sent to receivership under the
Federal Deposit Insurance Corporation. Before the bank was taken
over, the balance sheet of the holding company had $15.4 billion
in assets as of Sept. 30, 2008.
Guaranty Financial together with affiliates filed for Chapter 11
on Aug. 27, 2009 (Bankr. N.D. Tex. Case No. 09-35582). Attorneys
at Haynes & Boone, LLP, represent the Debtors. According to the
schedules attached to its petition, the Company has assets of at
least $24,295,000, and total debts of $323,413,428, including
$305 million in trust preferred security.
GUARANTY FINANCIAL: Selects Haynes and Boone as Attorney
--------------------------------------------------------
Guaranty Financial Group Inc. and its debtor-affiliates ask the
U.S. Bankruptcy Court for the Northern District of Texas for
permission to employ Haynes and Boone LLP as their attorney.
The firm has agreed to, among other things:
a) advise the Debtors of their rights, powers, and duties as
debtors-in-possession under the Bankruptcy Code;
b) perform all legal services for and on behalf of the
Debtors that may be necessary or appropriate in the
administration of these bankruptcy cases and the Debtors'
businesses;
c) advise the Debtors concerning, and assisting in, the
negotiation and documentation of financing agreements and
debt restructurings;
d) review the nature and validity of agreements relating to the
Debtors' interests in real and personal property and
advising the Debtors of their corresponding rights and
obligations; and
e) advising the Debtors concerning preference, avoidance,
recovery, or other actions that they may take to collect and
to recover property for the benefit of the estates and their
creditors, whether or not arising under Chapter 5 of
the Bankruptcy Code.
The primary attorneys and paralegal within the firm who will
represent the Debtors and their hourly rates:
Robert D. Albergotti Partner $650
Stephen M. Pezanosky Partner $575
Ian T. Peck Partner $465
Autumn Highsmith Associate $330
Kendra Mayer Associate $265
Kim Morzak Paralegal $230
The Debtors assure the Court that the firm is a "disinterested
person" as defined in Section 101(14) of the Bankruptcy Code.
Guaranty Financial Group Inc. -- http://www.guarantygroup.com/--
is based in Dallas, Texas. Guaranty Financial is a unitary
savings and loan holding company. The Company's primary operating
entities are Guaranty Bank and Guaranty Insurance Services, Inc.
Guaranty Financial filed for bankruptcy after the Guaranty bank
was seized by regulators and sent to receivership under the
Federal Deposit Insurance Corporation. Before the bank was taken
over, the balance sheet of the holding company had $15.4 billion
in assets as of Sept. 30, 2008.
Guaranty Financial together with affiliates filed for Chapter 11
on Aug. 27, 2009 (Bankr. N.D. Tex. Case No. 09-35582). Attorneys
at Haynes & Boone, LLP, represent the Debtors. According to the
schedules attached to its petition, the Company has assets of at
least $24,295,000, and total debts of $323,413,428, including
$305 million in trust preferred security.
HAND PROPERTIES: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Hand Properties, LLC
501 W Weber Ave #1-A
Stockton, CA 95203
Bankruptcy Case No.: 09-39647
Chapter 11 Petition Date: September 14, 2009
Court: United States Bankruptcy Court
Eastern District of California (Sacramento)
Judge: Michael S. McManus
Debtor's Counsel: Charles L. Hastings, Esq.
4568 Feather River Dr #A
Stockton, CA 95219
Tel: (209) 476-1010
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
$8,241,354, and total debts of $2,788,570.
The Company says it does not have unsecured creditors who are non
insiders when they filed their petition.
The petition was signed by Harold Hand M.D., member-manager of the
Company.
HARRAH'S ENTERTAINMENT: Takes In $140MM of Planet Hollywood Debt
----------------------------------------------------------------
Alexandra Berzon and Kris Hudson at The Wall Street Journal report
that Harrah's Entertainment Inc. bought from Goldman Sachs
Mortgage Co. $140 million of the debt tied to the Planet Hollywood
Resort & Casino.
Citing people familiar with the matter, The Journal relates that
Planet Hollywood defaulted on its $860 million mortgage by failing
to make its monthly interest payment, and the mortgage's servicer,
KeyCorp, sent the casino's owners a default notice on Thursday.
According to The Journal, the debt Harah's Entertainment bought is
subordinate to claims from other lenders in any bankruptcy, but
purchasing the debt gives the Company a voice in any talks to
restructure the mortgage.
Las Vegas, Nevada-based Harrah's Entertainment, Inc. --
http://www.harrahs.com/-- operates nearly 40 casinos across the
United States, primarily under the Harrah's(R), Caesars(R) and
Horseshoe(R) brand names; Harrah's also owns the London Clubs
International family of casinos and the World Series of Poker(R).
Private equity firms Apollo Global Management and TPG Capital LP
acquired Harrah's in January for $31 billion.
As of June 30, 2009, the Company had $30.7 billion in total assets
and total current liabilities of $1.71 billion, long-term debt of
$19.3 billion, deferred credits and other of $718.2 million,
deferred income taxes of $5.74 billion, and preferred stock of
$2.46 billion.
As of March 31, 2009, the Company's consolidated condensed balance
sheets showed total assets of $31.9 billion, total liabilities of
$31.1 billion and preferred stock of $2.3 million, resulting to
stockholders' deficit of $1.5 million.
* * *
The Troubled Company Reporter said June 15, 2009, that Standard &
Poor's Ratings Services raised its corporate credit ratings on
Harrah's Entertainment and Harrah's Operating to 'CCC+' from
'CCC', reflecting S&P's assessment that the recent capital raise,
combined with an amendment to certain terms of HOC's senior
secured credit facilities, has alleviated S&P's concerns that
given S&P's expectation for operating performance this year, HOC
would not be able to remain in compliance with its senior secured
leverage ratio covenant. In addition, S&P raised the issue-level
rating on HOC's senior secured credit facilities to 'B' (two
notches higher than the 'CCC+' corporate credit rating) from 'B-'.
The recovery rating on these loans remains at '1', indicating
S&P's expectation of very high (90% to 100%) recovery for lenders
in the event of a payment default.
HARRISON BROAD LLC: Case Summary & 3 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Harrison Broad, LLC
1109 West Marshall Street
Richmond, VA 23220
Bankruptcy Case No.: 09-35920
Chapter 11 Petition Date: September 11, 2009
Court: United States Bankruptcy Court
Eastern District of Virginia (Richmond)
Judge: Kevin R. Huennekens
Debtor's Counsel: Roy M. Terry Jr., Esq.
DurretteBradshaw, PLC
600 E. Main St., 20th Fl.
Richmond, VA 23219
Tel: (804) 775-6948
Email: rterry@durrettebradshaw.com
Estimated Assets: $0 to $50,000
Estimated Debts: $1,000,001 to $10,000,000
A full-text copy of the Debtor's petition, including a list of its
3 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/vaeb09-35920.pdf
The petition was signed by Marcus W. Brown, managing member of the
Company.
HEALTHSOUTH CORP: Discloses Initial Observations on Q3 2009
-----------------------------------------------------------
HealthSouth Corporation shared its initial observations on the
third quarter of 2009. These observations are:
-- Volume: Through August 2009, the Company has continued to
experience positive discharge growth and remains on track
to achieve 4+% discharge growth in the second half of
2009.
-- Pricing: Quarter-over-quarter comparables are similar.
-- Expenses: The Company has continued to focus on high-
quality, cost-effective patient care, and it continues to
monitor pending Medicare appeals.
The observations were disclosed in a handout the Company prepared
in connection with its participation in the Stifel Nicolaus/John
Hopkins Health Policy Symposium in Baltimore on September 15,
2009.
As part of this symposium, representatives of HealthSouth were to
meet with third parties and distribute copies of the handout,
which address, among other things, the Company's strategy,
objectives, and financial performance and discuss industry trends
and dynamics.
A full-text copy of the handout is available at no charge
at http://ResearchArchives.com/t/s?44ce
The handout includes data published through the Uniform Data
System for Medical Rehabilitation for the second quarter of 2009.
The data shows that the Company continued to grow its market share
during the second quarter of 2009. The industry information, as
reported through the UDS under the presumptive method on a quarter
lag, showed an average 1.3% increase in discharges for UDS
industry sites (including 90 HealthSouth sites) compared to same
store discharge growth of 4.7% for HealthSouth during the second
quarter of 2009.
The Company uses "same store" comparisons to explain the changes
in certain performance metrics and line items within its financial
statements. Same store comparisons are calculated based on
hospitals open throughout both the full current periods and
throughout the full prior periods presented. These comparisons
include the financial results of market consolidation transactions
in existing markets, as it is difficult to determine, with
precision, the incremental impact of these transactions on the
Company's results of operations.
The Company also reiterated its guidance for 2009.
Based in Birmingham, Alabama, HealthSouth Corporation --
http://www.healthsouth.com/-- is the nation's largest provider of
inpatient rehabilitative healthcare services. Operating in 26
states across the country and in Puerto Rico, HealthSouth serves
patients through its network of inpatient rehabilitation
hospitals, long-term acute care hospitals, outpatient
rehabilitation satellites, and home health agencies.
HealthSouth had $1.88 billion in total assets; and $2.55 billion
in total liabilities, and $387.4 million in convertible perpetual
preferred stock; resulting in $1.05 billion in stockholders'
deficit at June 30, 2009. The Company's balance sheet at June 30
also showed strained liquidity, with $628.2 million in total
current assets, including $49.8 million in cash and cash
equivalents, on $706.1 million in total current liabilities.
Healthsouth carries a 'B2' long term corporate family rating from
Moody's and a 'B' long term foreign issuer credit rating from
Standard & Poor's.
HHGREGG INC: S&P Affirms Corporate Credit Rating at 'B+'
--------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed all of its
ratings on Indianapolis-based hhgregg Inc. and subsidiary Gregg
Appliances Inc., including the 'B+' corporate credit and senior
secured term loan ratings, and removed the company's ratings from
CreditWatch, where they were placed with negative implications on
July 9, 2009. S&P also revised its recovery rating on the term
loan to '3' from '4', indicating expectations of meaningful (50%-
70%) recovery in the event of a payment default or bankruptcy.
Total debt outstanding at June 30, 2009, was approximately
$92.4 million. The outlook is stable.
Concurrently, S&P assigned its preliminary 'B' and 'B-' senior
unsecured and subordinated ratings, respectively, to Gregg's
$200 million universal shelf filing dated July 14, 2009.
"The ratings on Gregg and subsidiary Gregg Appliances reflect the
company's increased business and operational risk associated with
its significant expansion plan during a period of weak consumer
spending," said Standard & Poor's credit analyst Gerald Phelan.
Other factors include an extremely competitive environment, a
partial dependence on technology improvements to drive sales
growth, a narrow business focus, and geographic concentration.
Gregg's historically successful business model, premium product
offering, and recent secondary equity offering, partially offset
these risks.
HOWARD FELDMAN: Case Summary & 3 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Howard D. Feldman
7318 Heatherhill Court
Bethesda, MD 20817
Bankruptcy Case No.: 09-27386
Chapter 11 Petition Date: September 15, 2009
Court: United States Bankruptcy Court
District of Maryland (Greenbelt)
Debtor's Counsel: Richard H. Gins, Esq.
The Law Office of Richard H. Gins, LLC
3 Bethesda Metro Center, Suite 530
Bethesda, MD 20814
Tel: (301) 718-1078
Fax: (301) 718-8359
Email: richard@ginslaw.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's 3 largest unsecured creditors is available
for free at:
http://bankrupt.com/misc/mdb09-27386.pdf
The petition was signed by Mr. Feldman.
ISOLAGEN INC: Bankruptcy Plan Became Effective September 3
----------------------------------------------------------
Isolagen, Inc.'s plan of reorganization became effective on
September 3, 2009.
As reported by the Troubled Company Reporter, the United States
Bankruptcy Court for the District of Delaware in Wilmington on
August 27, 2009, entered an order confirming the Joint First
Amended Plan of Reorganization dated July 30, 2009, as
supplemented by the Plan Supplement dated August 21, 2009, of
Isolagen Inc. and its wholly owned subsidiary, Isolagen
Technologies, Inc.
In the Plan, each Holder of an Allowed 3.5% Noteholder Claim
received, in full and final satisfaction, settlement, release and
discharge of and in exchange for such Allowed 3.5% Noteholder
Claim the following: (a) its Pro Rata share of an unsecured note
in the principal amount of $6 million. The New Note has the
following features: (1) 12.5% interest payable quarterly in Cash
or, at the Company's option, 15% payable in kind by capitalizing
such unpaid amount and adding it to the principal as of the date
it was due; (2) maturing June 1, 2012; (3) at any time prior to
the maturity date, the Company may redeem any portion of the
outstanding principal of the New Notes in Cash at 125% of the
stated face value of the New Notes; provided that the Company will
be obligated to redeem all outstanding New Notes upon the
following events: (a) the Company or Isolagen Tech successfully
complete a capital campaign raising in excess of $10,000,000; or
(b) the Company or Isolagen Tech are acquired by, or sell a
majority stake to, an outside party; (4) the New Notes contain
customary representations, warranties and covenants, including a
covenant that the Company or Isolagen Tech shall be prohibited
from the incurrence of additional debt without obtaining the
consent of 66-2/3% of the New Note holders.
Effective September 3, 2009, Todd Greenspan, the Company's Chief
Financial Officer, was no longer employed by the Company. The
Company has agreed to pay Mr. Greenspan $50,000 after the
Effective Date. Declan Daly, the Company's Chief Operating
Officer is also serving as the Company's Chief Financial Officer.
On the Effective Date, the Company's current officers and
directors were deemed to have resigned and a new board of
directors was determined by the DIP Lenders and the Plan Funders.
The board consists of David Pernock, Paul Hopper and Kelvin Moore.
The board has not yet determined the composition of its board
committees.
On the Effective Date, in accordance with the Plan, the Company
filed an amended and restated certificate of incorporation with
the State of Delaware. The amendments included:
(i) the name of the Company was changed from Isolagen, Inc.
to Fibrocell Science, Inc.;
(ii) the number of shares of authorized common stock was
changed from 100,000,000 to 250,000,000; and
(iii) a new provision was added stating that to the extent
prohibited by Section 1123(a)(6) of Chapter 11 of Title
11 of the United States Code, the Company will not issue
nonvoting equity securities; provided, however the
foregoing restriction will (a) have no further force and
effect beyond that required under Section 1123 of the
Bankruptcy Code, (b) only have such force and effect for
so long as Section 1123 of the Bankruptcy Code is in
effect and applicable to the Company, and (c) in all
events may be amended or eliminated in accordance with
applicable law as from time to time may be in effect.
On the Effective Date, in accordance with the Plan, the Company
adopted an amended and restated bylaws, which provided for the
name change.
About Isolagen
Based in Exton, Pennsylvania, Isolagen(TM), Inc., is an aesthetic
and therapeutic company committed to developing and
commercializing scientific advances and innovative technologies.
The Company's technology platform includes the Isolagen
Process(TM), a cell processing system for skin and tissue
rejuvenation which is currently in development. Isolagen also
commercializes a scientifically-advanced line of skincare systems
through its majority-owned subsidiary, Agera(R) Laboratories, Inc.
Isolagen, Inc., and its wholly owned subsidiary, Isolagen
Technologies, Inc., filed voluntary petitions for reorganization
under Chapter 11 of the United States Bankruptcy Code on June 15,
2009 (Bankr. D. Del. Case Nos. 09-12072 and 09-12073). Mary E.
Augustine, Esq., at Ciardi Ciardi & Astin, P.C., in Wilmington,
Delaware, represents the Debtors. The Debtors disclosed
$1,000,001 to $10,000,000 in estimated assets and debts.
JBS SA: Fitch Places 'B+' Rating on Watch Positive Due to Buyouts
-----------------------------------------------------------------
Fitch Ratings has placed these ratings of JBS S.A.'s (JBS) on
Rating Watch Positive:
-- Foreign currency Issuer Default Rating (IDR) 'B+';
-- Local currency IDR 'B+';
-- USD275 million outstanding senior notes (due 2011) 'B+/RR4';
-- USD700 million outstanding senior notes (due 2014) 'B+/RR4';
-- USD300 million outstanding senior notes (due 2016) 'B+/RR4';
-- Long-term National Scale rating 'BBB+(bra)'.
The rating action follows the announcement by JBS that it had
reached an agreement to buy 64% of Pilgrim's Pride and also to
merge with Bertin. These transactions are expected to be entirely
funded with a USD2.5 billion equity issuance in JBS USA and
significantly enhance the competitive position of the company in
the Brazilian market as well as diversify its revenue mix to
different proteins as the acquisition of Pilgrim's Pride provides
JBS with an entry into the poultry business. These transactions
are expected to close at the end of 2009. Fitch anticipates net
leverage to improve marginally (excluding synergies expected to
exceed USD450 million per year) from its current 2.8 times (x)
(pro forma the Smithfield Beef acquisition) as of June 2009. In
addition, Fitch sees positively JBS planed USD2.0 billion IPO at
its US subsidiary, JBS USA, in the first half of 2010 and it
confirms JBS' strong track record integrating past acquisitions.
For the Pilgrim's Pride transaction JBS plans to pay USD800
million for a 64% stake in the new entity and assume USD1.5
billion of debt. JBS plans to use USD1.5 billion of its USD2.5
billion equity issuance to make the USD800 million payment and
reduce debt to about USD800 million at Pilgrim's Pride. This
acquisition to be made through JBS USA increases JBS revenue
generation from its operations in the US and Australia from 70% of
the total to about 75% and adds production capacity in Mexico.
Synergies from this acquisition are expected to be USD200 million.
Pilgrim's Pride is the second largest poultry company in the US
with about 20% market share. This company is expected to generate
more than USD300 million of EBITDA in the latest twelve months
(LTM) ended September 2009 on USD7 billion of revenues. At the end
of 2008, this company filed for Chapter 11 and the JBS acquisition
is part of the reorganization plan of the company that needs to be
approved by the bankruptcy court.
In the merger with Bertin, the Bertin shareholders would receive
JBS stock and debt will be reduced by USD1 billion at Bertin from
the USD2.5 billion JBS equity issuance. Bertin is Brazil's third
largest beef producer with roughly USD400 million of EBITDA on
USD3.5 billion revenues. Synergies of more than USD250 million per
year are expected to be generated primarily from logistics
consolidation and overhead cost reductions. Bertin derives 68% of
revenues from fresh beef production, 13% from leather, 12% from
dairy products and 7% from other businesses. This transaction not
only expands the beef production capacity to Uruguay, Paraguay and
several states in Brazil but also improves the distribution
capacity of the company across Latin America in particular in
Brazil. The merger scrutiny from Brazilian authorities will depend
on the market definition.
As of June 30, 2009, JBS had cash on hand of USD1.18 billion and
USD650 million in credit facilities available at JBS USA compared
with short-term maturities of USD1.24 billion. Total debt was
USD3.19 billion. During October 2008, the company paid USD565
million of cash to acquire Smithfield Beef. For the LTM ended June
2009, JBS' EBITDA was USD607 million. This figure would have been
USD725 million, if Smithfield Beef had been consolidated for all
of the LTM ended June 2009, resulting in a pro forma net leverage
(net debt/EBITDA) ratio of 2.8x compared to 2.0x in 2008 and 3.7x
in 2007.
JBS is one of the world's largest beef producers, with operations
in Brazil, the United States, Argentina, Australia and Italy. The
company is the largest producer and exporter of fresh meat and
meat by-products in Brazil, Argentina and Australia and the third
largest in the U.S. JBS USA concentrates JBS operations in the
U.S. and Australia, which represent roughly 70% of total revenues.
JERGENS BALES: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Jergens Bales Contractors, Inc.
2734 Armstrong Lane
Dayton, OH 45414
Bankruptcy Case No.: 09-35692
Chapter 11 Petition Date: September 14, 2009
Court: United States Bankruptcy Court
Southern District of Ohio (Dayton)
Debtor's Counsel: Ira H. Thomsen, Esq.
140 North Main St., Suite A
PO Box 639
Springboro, OH 45066
Tel: (937) 748-5001
Fax: (937) 748-5003
Email: cornell76@aol.com
Estimated Assets: $0 to $50,000
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/ohsb09-35692.pdf
The petition was signed by Raymond Jergens, sole owner of the
Company.
JESUS SANTIAGO MALAVET: Case Summary & 20 Largest Unsec. Creditors
------------------------------------------------------------------
Debtor: Jesus Santiago Malavet
dba San Maje Guest House
dba Miss Navas Guest House
470 Sagrado Corazon Street
San Juan, PR 00915
Bankruptcy Case No.: 09-07657
Chapter 11 Petition Date: September 12, 2009
Court: United States Bankruptcy Court
District of Puerto Rico (Old San Juan)
Judge: Brian K. Tester
Debtor's Counsel: Jesus Santiago Malavet, Esq.
Santiago Malavet And Santiago Law Office
470 Sagrado Corazon Street
San Juan, PR 00915
Tel: (787) 727-3058
Fax: (787) 726-5906
EmaiL: SMSLOPSC@PRTC.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
$2,987,956, and total debts of $3,392,731.
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/prb09-07657.pdf
The petition was signed by Mr. Malavet.
JOHN WESLEY COX: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Joint Debtors: John Wesley Cox, III
Judith Ann Cox
5725 Davis Circle
Rohnert Park, CA 94928
Bankruptcy Case No.: 09-13004
Chapter 11 Petition Date: September 15, 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
$1,629,924, and total debts of $2,548,742.
A list of the Company's 20 largest unsecured creditors is
available for free at:
http://bankrupt.com/misc/canb09-13004.pdf
The petition was signed by the Joint Debtors.
JON COURRIER ZIMMER: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Joint Debtors: Jon Courrier Zimmer
fdba Bath Junkie, Inc.
fdba Bath Junkie Distribution, Inc.
fdba Bath Junkie Corporate Store, Inc.
Judy Max Zimmer
P.O. Box 1111
Fayetteville, AR 72702
Bankruptcy Case No.: 09-74621
Chapter 11 Petition Date: September 15, 2009
Court: United States Bankruptcy Court
Western District of Arkansas (Fayetteville)
Debtors' Counsel: Theresa L. Pockrus, Esq.
The Nixon Law Firm
2340 Green Acres Road, Ste 12
Fayetteville, AR 72703
Tel: (479) 582-0020
Email: theresa@nixonlaw.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 Debtors' petition, including a list of
their 20 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/arwb09-74621.pdf
The petition was signed by the Joint Debtors.
KAINOS PARTNERS: Updated Voluntary Chapter 11 Case Summary
----------------------------------------------------------
Debtor: Kainos Partners Holding Company, LLC
26 Parkway Commons Drive
Greer, SC 29650
Bankruptcy Case No.: 09-12292
Chapter 11 Petition Date: July 6, 2009
Debtor-affiliates filing separate to Chapter 11 petitions on Sept.
15, 2009:
Entity Case No.
------ --------
Kainos Partners Las Vegas, LLC Operating Series 09-13213
Kainos Partners Las Vegas, LLC Operating Series 09-13214
Debtor-affiliates filing separate to Chapter 11 petitions on
July 6, 2009
Entity Case No.
------ --------
Kainos Partners Buffalo RE Holdings, LLC 09-12293
Kainos Partners Greenville SC-RE Holdings, LLC 09-12294
Kainos Partners Las Vegas RE Holdings, LLC 09-12295
Kainos Vineyard Drive RE, LLC 09-12296
Kainos Highway 29 RE, LLC 09-12297
Kainos 1996 East Main RE, LLC 09-12298
Kainos Wade Hampton RE, LLC 09-12299
Kainos Clinton CML RE, LLC 09-12300
Kainos Wilson Road RE, LLC 09-12301
Kainos Partners Columbia SC, LLC 09-12302
Kainos Partners Houston, LLC 09-12303
Kainos Partners Las Vegas, LLC 09-12304
Kainos Partners Las Vegas, LLC [OS] 09-12305
Kainos Partners Las Vegas, LLC [OS] 09-12306
Kainos Partners Las Vegas, LLC [OS] 09-12307
Kainos Partners Las Vegas, LLC [OS] 09-12308
Kainos Partners Las Vegas, LLC Operating Series - 09-12309
Kainos Partners Las Vegas, LLC Operating Series - 09-12310
Kainos Partners Las Vegas, LLC Operating Series - 09-12311
Kainos Partners Las Vegas, LLC Operating Series - 09-12312
Kainos Partners Las Vegas, LLC Operating Series - 09-12313
Kainos Partners Las Vegas, LLC Operating Series - 09-12314
Kainos Partners Las Vegas, LLC Operating Series - 09-12315
Kainos Partners Las Vegas, LLC Operating Series - 09-12316
Kainos Partners Las Vegas, LLC Operating Series - 09-12317
Kainos Partners Las Vegas, LLC Operating Series - 09-12318
Kainos Partners Las Vegas, LLC Operating Series - 09-12319
Kainos Partners Las Vegas, LLC Operating Series - 09-12320
Kainos Partners Las Vegas, LLC Operating Series - 09-12321
Kainos Partners, LLC 09-12322
Kainos Partners South Carolina, LLC 09-12323
Kainos Walden-Transit, LLC 09-12324
Kainos Camp-Southwestern, LLC 09-12325
Kainos Main Street Jamestown, LLC 09-12326
Kainos Fairmount, LLC 09-12327
Kainos Crosspoints LLC 09-12328
Kainos Main-Bailey. LLC 09-12329
Kainos Boulevard Mall, LLC 09-12330
Kainos Union Rd., LLC 09-12331
Kainos Flix-Transit, LLC 09-12332
Kainos Walden, LLC 09-12333
Kainos NF Maple Road, LLC 09-12334
Kainos Union Road, Cheektowaga, LLC 09-12335
Kainos Broadway Retail, LLC 09-12336
Kainos Main-Chippewa, LLC 09-12337
Kainos Transit-Genesee LLC 09-12338
Kainos Broadway CML, LLC 09-12339
Kainos Eggert Road, LLC 09-12340
Kainos Delaware-Hertel, LLC 09-12341
Kainos Vineyard Drive, LLC 09-12342
Kainos Boston State Road, LLC 09-12343
Kainos Walmart, LLC 09-12344
Kainos Tiger Boulevard, LLC 09-12345
Kainos East Main Street, LLC 09-12346
Kainos East Greer Street, LLC 09-12347
Kainos Fairview Road, LLC 09-12348
Kainos Main & Coffee, LLC 09-12349
Kainos Highway 29, LLC 09-12350
Kainos 1996 East Main, LLC 09-12351
Kainos East Greenville Street, LLC 09-12352
Kainos Boiling Springs, LLC 09-12353
Kainos West Butler, LLC 09-12354
Kainos Main Street Simpsonville, LLC 09-12355
Kainos North Main Street, LLC 09-12356
Kainos 1131 West Wade Hampton Blvd, LLC 09-12357
Kainos 2903 N. Pleasantburg Dr., LLC 09-12358
Kainos 520 N. US Highway 25, LLC 09-12359
Kainos 7252 Moorefield Memorial Hwy, LLC 09-12360
Kainos Woodruff Road, LLC 09-12361
Kainos 411 The Parkway, LLC 09-12362
Kainos 1551 Laurens Rd., LLC 09-12363
Kainos 6055 White Horse Rd., LLC 09-12364
Kainos Calhoun Memorial, LLC 09-12365
Kainos South Pine, LLC 09-12366
Kainos Wade Hampton, LLC 09-12367
Kainos WM Central, LLC 09-12368
Kainos Farrow Road, LLC 09-12369
Kainos Main Street Columbia, LLC 09-12370
Kainos 378 & Sunset LLC 09-12371
Kainos South Lake Drive, LLC 09-12372
Kainos Clemson Road, LLC 09-12373
Kainos Wilson Road, LLC 09-12374
Kainos Ann & Simmons, LLC 09-12375
Kainos Boulder & Racetrack, LLC 09-12376
Kainos Craig & Jones, LLC 09-12377
Kainos Silverado & Bermuda, LLC 09-12378
Kainos Clinton CML, LLC 09-12379
Kainos Lake Mead & Simmons, LLC 09-12380
Type of Business: The Debtors operate the donut-and-coffee
franchises.
See http://www.kainospartners.com/
Court: District of Delaware
Judge: Brendan Linehan Shannon
Debtor's Counsel: Joseph J. Bodnar, Esq.
Law Offices of Joseph J. Bodnar
2101 North Harrison Street, Suite 101
Wilmington, DE 19802
Tel: (302) 652-5506
Fax: (320) 213-2709
Email: jbodnar@BodnarLaw.net
Estimated Assets: $10 million and $50 million
Estimated Debts: $10 million and $50 million
The Debtor did not file a list of 20 largest unsecured creditors.
The petition was signed by Bart Thorne, President & CEO of the
company.
KAREN HAWKINS: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Karen Faye Hawkins
fka Karen Faye Thompson
aka Karen Fay Hawkins
215 Coosaw Point Blvd. West
Beaufort, SC 29907
Bankruptcy Case No.: 09-06731
Chapter 11 Petition Date: September 11, 2009
Court: United States Bankruptcy Court
District of South Carolina (Charleston)
Judge: David R. Duncan
Debtor's Counsel: Elizabeth M. Atkins, Esq.
778 St. Andrews Blvd
Charleston, SC 29407
Tel: (843) 763-0333
Email: ematkins2000@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
$1,494,984, and total debts of $3,860,624.
A full-text copy of Ms. Hawkins' petition, including a list of her
20 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/scb09-06731.pdf
The petition was signed by Ms. Hawkins.
KENNETH G TRUST: Section 341(a) Meeting Scheduled for September 29
------------------------------------------------------------------
The U.S. Trustee for Region 7 will convene a meeting of creditors
in The Kenneth G. and Karen Jo Martin Revocable Living Trust's
Chapter 11 case on Sept. 29, 2009, at 1:00 p.m. The meeting will
be held at Austin Room 118, Homer Thornberry Bldg., 903 San
Jacinto, Austin, Texas.
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.
Horseshoe Bay, Texas-based The Kenneth G. and Karen Jo Martin
Revocable Living Trust filed for Chapter 11 on Aug. 31, 2009
(Bankr. W.D. Tex. Case No. 09-12448). Eric J. Taube, Esq., at
Hohmann, Taube & Summers, L.L.P., represents the Debtor in its
restructuring effort. The Company says it does not have unsecured
creditors who are non-insiders when it filed its petition. In its
petition, the Debtor listed $10,000,001 to $50,000,000 and
$1,000,001 to $10,000,000.
KEVIN MURPHY: Case Summary & 12 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Kevin E. Murphy
5905 Griffith Road
Gaithersburg, MD 20882
Bankruptcy Case No.: 09-27348
Chapter 11 Petition Date: September 15, 2009
Court: United States Bankruptcy Court
District of Maryland (Greenbelt)
Debtor's Counsel: Richard H. Gins, Esq.
The Law Office of Richard H. Gins, LLC
3 Bethesda Metro Center, Suite 530
Bethesda, MD 20814
Tel: (301) 718-1078
Fax: (301) 718-8359
Email: richard@ginslaw.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's 12 largest unsecured creditors is
available for free at:
http://bankrupt.com/misc/mdb09-27348.pdf
The petition was signed by Mr. Murphy.
LANDAMERICA FINANCIAL: Fitch Withdraws 'D' Issuer Default Rating
----------------------------------------------------------------
Fitch Ratings has withdrawn the Issuer Default Rating of
LandAmerica Financial Group, Inc., as well as the senior debt
rating:
-- Issuer Default Rating withdrawn at 'D'.
-- Senior debt withdrawn at 'CC/RR5'.
LFG is in bankruptcy and Fitch will no longer provide analytical
coverage for this issuer.
LANDAMERICA FINANCIAL: Plan Exclusivity Extended Until Oct. 15
--------------------------------------------------------------
After extensive negotiations with the Official Committee of
Unsecured Creditors of LandAmerica 1031 Exchange Services, Inc.,
and LandAmerica Financial Group, Inc., and various other parties-
in-interest, the Debtors filed a consensual Chapter 11 plan and
accompanying Disclosure Statement. Although the LES Committee
appreciates that additional time may be necessary to solicit the
votes of the Debtors' creditors to accept the Plan, the LES
Committee believes that in light of the Plan recently filed by
the Debtors, any further extension of the Exclusive Filing Period
is wholly unnecessary and inappropriate. Accordingly, to the
extent the Motion seeks any further extension of the Exclusive
Filing Period, the Motion must be denied, the LES Committee
asserts.
Following a hearing, the Court extends the Debtors' exclusive
right to file a Chapter 11 plan through and including October 15,
2009, and the Debtors' exclusive right to solicit acceptances to
that plan through and including December 15, 2009, without
prejudice to the Debtors' right to petition the Court to terminate
exclusivity if the currently proposed Plan is withdrawn. The
Debtors are directed to file a form of the formal order of the
Exclusivity Motion, memorializing the Court's decision.
About LandAmerica Financial
LandAmerica Financial Group, Inc., provides real estate
transaction services with offices nationwide and a vast network of
active agents. LandAmerica and its affiliates operate through
approximately 700 offices and a network of more than 10,000 active
agents throughout the world, including Mexico, Canada, the
Caribbean, Latin America, Europe, and Asia.
LandAmerica Financial Group and its affiliate LandAmerica 1031
Exchange Services, Inc. filed for Chapter 11 protection Nov. 26,
2008 (Bankr. E.D. Va. Lead Case No. 08-35994). Dion W. Hayes,
Esq., and John H. Maddock III, Esq., at McGuireWoods LLP, are the
Debtors' bankruptcy counsel. In its bankruptcy petition, LFG
listed total assets of $3,325,100,000, and total debts of
$2,839,800,000 as of Sept. 30, 2008.
On March 6, 2009, affiliate LandAmerica Assessment Corporation,
aka National Assessment Corporation, filed its own petition for
Chapter 11 relief. Affiliate LandAmerica Title Company filed for
for Chapter 11 relief on March 27, 2009.
LandAmerica Credit Services, Inc., filed for Chapter 11 in July
2009.
Bankruptcy Creditors' Service, Inc., publishes LandAmerica
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by LandAmerica Financial and its affiliate LandAmerica
1031 Exchange Services, Inc. (http://bankrupt.com/newsstand/or
215/945-7000)
LANDAMERICA FINANCIAL: Seeks Jan. 31 Extension of Removal Period
----------------------------------------------------------------
Debtors LandAmerica Financial Group, Inc., LandAmerica 1031
Exchange Services, Inc., LandAmerica Title Company, and Southland
Title Corporation, Southland Title of Orange County, Southland
Title of San Diego, and LandAmerica Credit Services ask the Court
to extend the time within which they may remove actions, pursuant
to Section 1452 of the Judiciary and Judicial Procedure and Rules
9006 and 9027 of the Federal Rules of Bankruptcy Procedure,
through and including January 31, 2010.
The time within which the Debtors may seek to remove the Actions
is currently set to expire on October 2, 2009 for LAC,
October 15, 2009 for LandAm Credit, and October 27, 2009 for LFG,
LES, LandAm Title, and the Southland Entities.
John H. Maddock III, Esq., at McGuirewoods LLP, in Richmond,
Virginia, asserts that cause exists to extend the time within
which the Debtor may remove the pending Actions. The Debtors
formerly operated offices all over the United States.
Consequently, the Debtors are named in approximately 285 pending
Actions scattered across the country in different venues. The
Actions involve, among others, various breaches of contract and
negligence lawsuits, as well as employment and Real Estate
Settlement Procedures Act-related litigation.
Mr. Maddock relates that the Debtors' decisions on whether to
seek removal of any particular Action will depend on a number of
factors, including (i) the importance of the Action to the
expeditious resolution of that particular Debtor's Chapter 11
case, (ii) the time required to complete the Action in its
current venue, and (iii) the progress made to date in the Action.
To make the appropriate determination, the Debtors must analyze
each Action in light of the factors.
About LandAmerica Financial
LandAmerica Financial Group, Inc., provides real estate
transaction services with offices nationwide and a vast network of
active agents. LandAmerica and its affiliates operate through
approximately 700 offices and a network of more than 10,000 active
agents throughout the world, including Mexico, Canada, the
Caribbean, Latin America, Europe, and Asia.
LandAmerica Financial Group and its affiliate LandAmerica 1031
Exchange Services, Inc. filed for Chapter 11 protection Nov. 26,
2008 (Bankr. E.D. Va. Lead Case No. 08-35994). Dion W. Hayes,
Esq., and John H. Maddock III, Esq., at McGuireWoods LLP, are the
Debtors' bankruptcy counsel. In its bankruptcy petition, LFG
listed total assets of $3,325,100,000, and total debts of
$2,839,800,000 as of Sept. 30, 2008.
On March 6, 2009, affiliate LandAmerica Assessment Corporation,
aka National Assessment Corporation, filed its own petition for
Chapter 11 relief. Affiliate LandAmerica Title Company filed for
for Chapter 11 relief on March 27, 2009.
LandAmerica Credit Services, Inc., filed for Chapter 11 in July
2009.
Bankruptcy Creditors' Service, Inc., publishes LandAmerica
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by LandAmerica Financial and its affiliate LandAmerica
1031 Exchange Services, Inc. (http://bankrupt.com/newsstand/or
215/945-7000)
LANDAMERICA FINANCIAL: Terms of Chapter 11 Liquidation Plan
-----------------------------------------------------------
LandAmerica Financial Group, Inc., LandAmerica 1031 Exchange
Services, Inc., LandAmerica Assessment Corporation, LandAmerica
Title Company, Southland Title Corporation, Southland Title of
San Diego, Southland Title of Orange County, and LandAmerica
Credit Services, Inc., delivered to the U.S. Bankruptcy Court for
the Eastern District of Virginia their Joint Chapter 11 Plan and
an accompanying Disclosure Statement on September 9, 2009.
LFG Chief Financial Officer G. William Evans relates that the
Plan contemplates the sale of substantially all of the Debtors'
assets in an expeditious manner and the distribution of the sale
proceeds to creditors.
On the Effective Date, the stock of the Debtors will be
cancelled. A liquidating trust for each Debtor will be created
to prosecute the legal causes of action held by the Debtors, and
to administer the liquidation and distribution of the assets of
each Debtor, including the sale or dissolution of the non-Debtor
subsidiaries of LFG. Between $2.5 million and $5 million in cash
will be reserved from each of the estates of LFG and LES to fund
the activities of their respective Trusts.
The Trusts will terminate once all the assets they are
liquidating are monetized, distributed or abandoned.
The Plan is a joint plan that does not provide for substantive
consolidation of the Debtors' estates. On the Effective Date,
the Debtors' estates will not be deemed to be substantively
consolidated for purposes under the Plan.
Mr. Evans notes that the entry of a confirmation order on the
Plan will constitute authorization for the Debtors, their
affiliates, and the Trust Committees, as applicable, to take
these corporate actions necessary or appropriate to consummate
the Plan on and after the Effective Date:
(a) the adoption of new organizational documents for any
Debtor;
(b) the appointment of new officers or directors;
(c) the termination and cancellation of any outstanding
instrument, document or agreement evidencing Claims or
Interests in the Debtors;
(d) all transfers of Assets that are to occur pursuant to the
Plan;
(e) the incurrence of all obligations contemplated by the
Plan and the making of all Plan Distributions;
(f) the formation of the LES Trust, the qualification of the
LES Trustee and the LES Trust Committee and the transfers
to the LES Trust as contemplated by the Plan;
(g) the formation of the LFG Trust, the qualification of the
LFG Trustee and the LFG Trust Committee and the transfers
to the LFG Trust as contemplated by the Plan;
(h) the formation of an SD or Subsidiary Debtor Trust for
each Subsidiary Debtor, the qualification of the SD
Trustees and the transfers to the SD Trusts as
contemplated by the Plan;
(i) the qualification or appointment of the LFG Governor;
(j) the implementation of all settlements and compromises as
set forth in or contemplated by the Plan;
(k) entering into any transactions permitted by applicable
law; and
(l) the winding-up of any Debtor or the merger of any Debtor
into another Debtor.
On the Plan Effective Date, the positions of the current
directors of the Debtors, or in the case of a governing body
created by a partnership agreement, limited liability company
agreement or similar agreement, the members of the governing body
of each Debtor will be eliminated, and each Governor will be
terminated. The powers and duties of the Governors of (i) LFG
will vest in the LFG Governor, (ii) each LFG Subsidiary Debtor
that has a Governor will vest in the LFG Trustee, and (iii) LES
and each LES Subsidiary Debtor that has a Governor will vest in
the LES Trustee, and the applicable Trustee will be the presiding
officer and the sole Governor of each applicable Debtor.
After the Effective Date, Post-Effective Date LFG will commence
dissolution proceedings pursuant to the applicable laws of the
Commonwealth of Virginia.
Claims And Interests
The Plan separates the various claims into 15 separate classes
and classifies the Interests into 3 classes:
Class Designation Impairment, Voting Entitlement
----- ----------- ------------------------------
N/A Administrative Not impaired, Not entitled
Expense Claims to vote
N/A Fee Claims Not impaired, Not entitled
to vote
N/A U.S. Trustee Fees Not impaired, Not entitled
to vote
N/A Priority Tax Claims Not impaired, Not entitled
to vote
LES 1 LES Priority Non-Tax Not impaired, Not entitled
Claims to vote
LES 2 LES Secured Claims Not impaired, Not entitled
to vote
LES 3 LES Escrow Exchange Impaired, Entitled to vote
Claims
LES 4 Segregated Exchange Impaired, Entitled to vote
Principal Claims
LES 5 Note Exchange Impaired, Entitled to vote
Collectible Claims
LES 6 LES General Impaired, Entitled to vote
Unsecured Claims
LES 7 LES Damages Claims Impaired, Entitled to vote
LES 8 LES Equity Interests Impaired, Entitled to vote
LFG 1 LFG Priority Non-Tax Not impaired, Not entitled
Claims to vote
LFG 2 LFG Secured Claims Not impaired, Not entitled
to vote
LFG 3 LFG General Unsecured Impaired, Entitled to vote
Claims
LFG 4 LFG Exchange Guarantee Impaired, Entitled to vote
Claims
LFG 5 LFG Securities Law Impaired, Entitled to vote
Claims
LFG 6 LFG Equity Interests Impaired, Not entitled to vote
SD 1 Subsidiary Priority Not impaired, Not entitled
Non-Tax Claims to vote
SD 2 Subsidiary Secured Not impaired, Not entitled
Claims to vote
SD 3 Subsidiary General Impaired, Entitled to vote
Unsecured Claims
SD 4 Subsidiary Equity Impaired, Entitled to vote
Interests
The Plan also provides for the treatment of the designated Claims
and Interests against the Debtors:
Class/
Designation Treatment
----------- ---------
Administrative To be paid in full, cash.
Expense Claims
Fee Claims To be paid in full, cash,
in the amount allowed by the Court.
U.S. Trustee To be paid in full, cash.
Fees
Priority Tax To be paid in full, cash.
Claims
Classes LES 1, Claims to be paid in full, cash.
LGF 1 and SD 1
Classes LES 2, Holders of Allowed Claims to receive, at the
LFG 2 and SD 1 election of the Debtors: (i) Cash in an
amount equal to the Allowed Claim; or (ii)
other treatment that will render the Secured
Claim unimpaired pursuant to Section 1124.
To the extent the value of the Collateral
securing each Secured Claim is less than the
amount of the Secured Claim, the undersecured
portion of the Claim will be treated for all
purposes under the Plan as a General Unsecured
Claim against the applicable Debtor and will
be classified as a General Unsecured Claim.
Class LES 3 Each holder of an Allowed Class LES 3 Claim
will receive, in full and final satisfaction
of each Allowed LES Escrow Exchange Claim, the
holders' LES Escrow Exchange Distribution.
Class LES 4 In full and final satisfaction of each Allowed
Segregated Exchange Principal Claim, the
Holder of such Claim will receive:
-- payment in Cash of its Pro Rata Share of
the Segregated Cash Distribution; and
-- receipt of the holder's Pro Rata Share of
Series [A] LES Trust Interests, which will
entitle the holder to its Pro Rata Share of
(i) each Segregated Waterfall Distribution,
and (ii) each Segregated Remaining Assets
Distribution, until the holder's Allowed
Segregated Exchange Principal Claim is
satisfied in full.
Class LES 5 In full and final satisfaction of each Allowed
Note Exchange Collectible Claim, the holder of
such Claim will receive:
-- payment in Cash of its Pro Rata Share of
the Note Cash Distribution; and
-- receipt of the holder's Pro Rata Share of
Series [B] LES Trust Interests, which will
entitle the holder to its Pro Rata Share of
(i) each Note Waterfall Distribution, and
(ii) each Note Remaining Assets
Distribution, until the holder's Allowed
Note Exchange Collectible Claim is
satisfied in full.
Class LES 6 In full and final satisfaction of each Allowed
LES General Unsecured Claim, the holder of
such Claim will receive:
-- payment in Cash of its Pro Rata Share of
the LES Unsecured Cash Distribution; and
-- receipt of the holder's Pro Rata Share of
Series [C] LES Trust Interests, which will
entitle the holder to its Pro Rata Share of
(i) each LES Unsecured Waterfall
Distribution, (ii) each Subsequent
Waterfall Distribution, and (iii) each LES
Unsecured Remaining Assets Distribution,
until the holder's Allowed LES General
Unsecured Claim is satisfied in full.
Class LES 7 Each holder of an Allowed Class LES 7 Claim
will receive its Pro Rata Share of Series [D]
LES Trust Interests, which will entitle the
holder to its Pro Rata Share of (i) each
LES Waterfall Distribution, and (ii) each LES
Remaining Assets Distribution.
Class LES 8 LES Equity Interests will be cancelled and
each holder of an Allowed Class LES 8
Interest will receive the its Pro Rata Share
of Series [E] LES Trust Interests, which will
entitle the holder to its Pro Rata Share of
(i) each Subsequent Waterfall Distribution
and (ii) each LES Remaining Assets
Distribution once all Allowed Segregated
Exchange Principal Claims, all Allowed Note
Exchange Collectible Claims, all Allowed LES
General Unsecured Claims and all Allowed LES
Damages Claim are satisfied in full.
Class LFG 3 Each holder of an Allowed Class LFG 3 Claim
will receive its Pro Rata Share of Series A
LFG Trust Interests.
Class LFG 4 Holders of Allowed Class LFG 4 Claim may
elect to either:
-- receive an LFG Guarantee Cash Distribution;
provided that the holder (i) assigns to
the LFG Trust all rights, claims and Causes
of Action the holder may have against third
parties on account of its exchange, (ii)
votes in favor of the Plan and (iii) does
not object to confirmation of the Plan; or
-- be deemed to be a holder of an LFG General
Unsecured Claim, and receive a Pro Rata
Share of Series A LFG Trust Interests.
Class LFG 5 Each holder of an Allowed Class LFG 5 Claim
will receive its Pro Rata Share of Series B
LFG Trust Interests, which will entitle the
holder to its Pro Rata Share of the LFG Trust
Distributions.
Class LFG 6 The LFG Equity Interests will be cancelled and
holders of LFG Equity Interests will not be
entitled to any distribution under the Plan.
Class SD 3 Each holder of an Allowed Class SD 3 Claim
will receive its Pro Rata Share of the
applicable Series [A] SD Trust Interests,
which will entitle the holder to its Pro Rata
Share of the applicable SD Trust Proceeds.
Class SD 4 The Subsidiary Equity Interests will be
cancelled and the holder of Allowed Class SD
4 Interests will receive its Pro Rata Share of
the applicable Series [B] SD Trust Interests.
The Plan also provides that LandAmerica 1031 Exchange Services,
Inc., will contribute up to $500,000 towards Allowed Claims of the
IRS against the Consolidated Tax Group, and the lesser of
$5 million or 25% of any amount paid either to the Cash Balance
Plan to effectuate a termination, or to the Pension Benefit
Guaranty Corporation as a Plan Distribution. To the extent LES
pays amounts in excess of the amounts, LES will have an
Administrative Expense Claim against LFG for the excess pursuant
to the Plan.
Full-text copies of the Plan and its accompanying Disclosure
Statement are available for free at:
http://bankrupt.com/misc/LandAm_Chap11DS090909.pdf
http://bankrupt.com/misc/LandAm_Chap11Plan090909.pdf
Committee's Position
The Official Committees of Unsecured Creditors of LFG and LES
believe that the proposed Plan represents a fair, equitable and
efficient manner for liquidating and distributing the remaining
assets of LFG and LES. Hence, the Committees support the
confirmation of the Plan.
Disclosure Statement Hearing
The Court will convene a hearing on October 13, 2009, at 10:00
a.m. Eastern Time, to consider the adequacy of the information
contained in the Debtors' Disclosure Statement. Objections to
the Disclosure Statement are due no later than October 5, at 4:00
p.m. Eastern Time.
About LandAmerica Financial
LandAmerica Financial Group, Inc., provides real estate
transaction services with offices nationwide and a vast network of
active agents. LandAmerica and its affiliates operate through
approximately 700 offices and a network of more than 10,000 active
agents throughout the world, including Mexico, Canada, the
Caribbean, Latin America, Europe, and Asia.
LandAmerica Financial Group and its affiliate LandAmerica 1031
Exchange Services, Inc. filed for Chapter 11 protection Nov. 26,
2008 (Bankr. E.D. Va. Lead Case No. 08-35994). Dion W. Hayes,
Esq., and John H. Maddock III, Esq., at McGuireWoods LLP, are the
Debtors' bankruptcy counsel. In its bankruptcy petition, LFG
listed total assets of $3,325,100,000, and total debts of
$2,839,800,000 as of Sept. 30, 2008.
On March 6, 2009, affiliate LandAmerica Assessment Corporation,
aka National Assessment Corporation, filed its own petition for
Chapter 11 relief. Affiliate LandAmerica Title Company filed for
for Chapter 11 relief on March 27, 2009.
LandAmerica Credit Services, Inc., filed for Chapter 11 in July
2009.
Bankruptcy Creditors' Service, Inc., publishes LandAmerica
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by LandAmerica Financial and its affiliate LandAmerica
1031 Exchange Services, Inc. (http://bankrupt.com/newsstand/or
215/945-7000)
LANDAMERICA FINANCIAL: To Sell Onestop Assets to T&F Acquisition
----------------------------------------------------------------
Debtor LandAmerica Financial Group, Inc., sought and obtained from
the Court permission to:
(a) execute a shareholder consent with respect to the sale of
LandAmerica OneStop, Inc.'s Tax and Flood assets to T&F
Acquisition Group, LLC; and
(b) upon prior consent of the LFG Creditors Committee, execute
shareholder consents as necessary with respect to the
future sales of assets by other non-debtor subsidiaries.
OneStop is a wholly owned direct subsidiary of LFG comprised of
several divisions, including LandAmerica Tax & Flood, LandAmerica
Default Services, LandAmerica BackInTheBlack, and LandAmerica
Origination Services. OneStop offers the national and regional
mortgage lending community a full range of integrated residential
real estate services and the ability to manage the delivery of
those services through a centralized source.
LandAmerica Tax & Flood provides basic tax services, enhanced tax
services, in-source tax services, tax certification services, and
outsource tax services. In total, the tax services monitored
approximately 4.7 million loans and facilitated the payment of
$5.7 billion to tax entities on behalf of its customers in 2008.
LandAmerica Tax and Flood estimates that it will monitor
approximately 3.2 million loans and facilitate the payment of
about $3 billion to tax entities on behalf of its customers in
2009.
LFG completed its initial company overview of OneStop and its
respective divisions, including the T&F Assets, on January 19,
2009. One week later, it opened a data room as part of its
effort to market OneStop as a complete package deal involving all
of the unit's divisions. After approximately six months of
marketing, LFG determined that selling the OneStop Divisions as a
package was not feasible given current market conditions and
instead decided to sell the assets of certain of the OneStop
Divisions on a piecemeal basis.
Accordingly, LFG has ultimately decided to sell the T&F Assets to
T&F AG for $6,000,000 and pursuant to certain terms set forth in
LFG's asset purchase agreement with T&F AG. The T&F Assets
include OneStop's right, title and interest in and to:
* Accounts Receivable;
* The rights of OneStop under the certain contracts to be
assumed;
* (i) All the equipment, machinery, furniture, computers,
laptops, servers and related hardware, facsimile machines,
duplicating machines, fixtures and improvements, supplies,
tangible property and vehicles, in each case owned by
OneStop and used in the property tax and flood zone
information monitoring and reporting business as of the
closing date, (ii) any rights of OneStop to the warranties
and licenses received from manufacturers and OneStop of
the subject items, and (iii) any related claims, credits,
rights of recovery and set-off with respect to it;
* The Intellectual Property primarily relating to the
Business, including the name "LERETA Corp.";
* All cash held by OneStop on account of customers of the
Business;
* Cash in an amount no less than $4,000,000, which amount
excludes all cash held by OneStop on account of customers
of the Business;
* To the extent transferable, all licenses, permits,
franchises, authorizations and approvals issued or granted
to OneStop by any Governmental Entity and relating primarily
to the Business;
* Shares of OneStop; and
* All other assets, properties, and rights of every kind
primarily related to the Business on the closing date.
Under the APA, T&F AG will also be assuming certain liabilities,
which include:
(a) all accounts payables and accrued expenses of OneStop
as of the closing date related to the Business, which have
been incurred in the ordinary course of business and
OneStop's general overhead expenses which will be updated
as of the Closing Date;
(b) all liabilities arising from acts after the Closing with
respect to cash held on account of customers of the
Business; and
(c) all liabilities, obligations and duties to perform under
any of the Assumed Contracts first arising from and after
the Closing.
A full-text copy of the T&F APA is available for free at:
http://bankrupt.com/misc/LandAm_T&FPSA.pdf
The terms of a Court-approved May 2009 settlement agreement among
LFG, the LFG Creditors Committee and the Pension Benefit Guaranty
Corporation do not apply to OneStop's sale of its T&F Assets to
T&F AG. The sale, however, does not involve the Debtors selling
any direct or indirect subsidiary.
Dion W. Hayes, Esq., at McGuirewoods LLP, in Richmond, Virginia,
relates that with respect to the OneStop Shareholder Consent and
the Future Shareholder Consents, LFG, in its capacity as the 100%
shareholder of the applicable LFG Subsidiary, will act through
its board. Under the business judgment rule, Mr. Hayes points
out, a court will not interfere with the judgment of a board of
directors unless there is a showing of "gross and palpable
overreaching."
Mr. Hayes adds that the sale of the T&F Assets on an individual
basis will generate revenue for the benefit of the LFG estate,
which in turn will benefit LFG's creditors, much more so than
would be realized as a result of a liquidation of the T&F Assets.
About LandAmerica Financial
LandAmerica Financial Group, Inc., provides real estate
transaction services with offices nationwide and a vast network of
active agents. LandAmerica and its affiliates operate through
approximately 700 offices and a network of more than 10,000 active
agents throughout the world, including Mexico, Canada, the
Caribbean, Latin America, Europe, and Asia.
LandAmerica Financial Group and its affiliate LandAmerica 1031
Exchange Services, Inc. filed for Chapter 11 protection Nov. 26,
2008 (Bankr. E.D. Va. Lead Case No. 08-35994). Dion W. Hayes,
Esq., and John H. Maddock III, Esq., at McGuireWoods LLP, are the
Debtors' bankruptcy counsel. In its bankruptcy petition, LFG
listed total assets of $3,325,100,000, and total debts of
$2,839,800,000 as of Sept. 30, 2008.
On March 6, 2009, affiliate LandAmerica Assessment Corporation,
aka National Assessment Corporation, filed its own petition for
Chapter 11 relief. Affiliate LandAmerica Title Company filed for
for Chapter 11 relief on March 27, 2009.
LandAmerica Credit Services, Inc., filed for Chapter 11 in July
2009.
Bankruptcy Creditors' Service, Inc., publishes LandAmerica
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by LandAmerica Financial and its affiliate LandAmerica
1031 Exchange Services, Inc. (http://bankrupt.com/newsstand/or
215/945-7000)
LCGI VICTORVILLE: Case Summary & 7 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: LCGI Victorville, LLC
a California limited liability company
270 Lafayette Cir
Lafayette, CA 94549
Bankruptcy Case No.: 09-48617
Chapter 11 Petition Date: September 14, 2009
Court: United States Bankruptcy Court
Northern District of California (Oakland)
Judge: Randall J. Newsome
Debtor's Counsel: John H. MacConaghy, Esq.
MacConaghy and Barnier
645 1st St. W #D
Sonoma, CA 95476
Tel: (707) 935-3205
Email: macclaw@macbarlaw.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's 7 largest unsecured creditors is available
for free at:
http://bankrupt.com/misc/canb09-48617.pdf
The petition was signed by Lloyd J. Torchio, authorized agent of
the Company.
LEHMAN BROTHERS: SIPA Trustee Wants Barclays Sale Order Modified
----------------------------------------------------------------
James W. Giddens, Trustee for the Liquidation of Lehman Brothers
Inc. under the Securities Investor Protection Act, issued a
statement on the filing of a motion pursuant to Rule 60(b) of the
Federal Rules of Civil Procedure with the U.S. Bankruptcy Court
for the Southern District of New York.
"I, as the Trustee, continue to meet my principal duty under the
U.S. Securities Investor Protection Act to return property to
public customers and to maximize assets available for return while
being fair to the rights of other parties.
"I disagree with the claims of Barclays Capital Inc. to billions
of dollars in additional assets that are customer property and
not, in my view, authorized by the sale of Lehman Brothers Inc. to
Barclays, which was approved by the Bankruptcy Court on September
19, 2008. The transfer of these assets to Barclays would create an
unfair windfall for Barclays at the expense of public customers.
"I am seeking to protect customer property and asking the Court to
reject and grant relief from Barclays' claims based on the
documents and disclosures made to the Court when the order for the
sale of Lehman Brothers Inc. was approved."
The Debtors have filed a motion pursuant to Fed. R. Civ. P. 60 and
Fed. R. Bankr. P. 9024, to modify the September 20, 2008 order
approving the sale of their North American assets to Barclays.
The motion is filed under seal. Mr. Giddens also filed his own
Rule 60B Motion in the SIPA Proceedings.
According to Mr. Giddens, based on the Rule 2004 discovery
conducted to date, the Trustee joins in the LBHI Motion insofar as
it relates to certain undisclosed benefits that Barclays realized
in connection with the sale transaction, including (i) a multi-
billion dollar discount that Barclays obtained on certain
securities included in the sale transaction, (ii) Barclays'
failure to pay all of the bonus amount that it agreed to pay under
the Asset Purchase Agreement, and (iii) Barclays' failure to
assume $1.5 billion in contract cure liabilities. The Trustee
reserves his rights with respect to the undisclosed benefits
described in the LBHI Motion.
The Trustee said his Motion focuses on the billions of dollars in
additional assets that are in particular dispute between the
Trustee and Barclays and immediately affect the Trustee's ability
to make distributions to customers. In his Motion, the Trustee
seeks, among other things, an order finding that his
interpretation of the sale documents and the Sale Orders is
correct and that, therefore, Barclays is not entitled to these
assets, or in the alternative, for relief under Rule 60.
Pursuant to Rule 60(b), the court may relieve a party or its legal
representative from a final judgment, order, or proceeding for
these reasons:
(1) mistake, inadvertence, surprise, or excusable neglect;
(2) newly discovered evidence that, with reasonable
diligence, could not have been discovered in time to move
for a new trial under Rule 59(b);
(3) fraud (whether previously called intrinsic or extrinsic),
misrepresentation, or misconduct by an opposing party;
(4) the judgment is void;
(5) the judgment has been satisfied, released, or discharged;
it is based on an earlier judgment that has been reversed
or vacated; or applying it prospectively is no longer
equitable; or
(6) any other reason that justifies relief.
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)
LEO LITTLE: Case Summary & 7 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Leo G. Little
8003 Smokerise Road
Huntsville, AL 35802
Bankruptcy Case No.: 09-83707
Chapter 11 Petition Date: September 14, 2009
Court: United States Bankruptcy Court
Northern District Of Alabama (Decatur)
Judge: Jack Caddell
Debtor's Counsel: Michael E. Lee, Esq.
200 West Side Sq, Suite 803
Huntsville, AL 35801-4816
Tel: (256) 536-8213
Fax: (256) 536-8262
Email: mikeelee@bellsouth.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
$1,238,223, and total debts of $1,363,687.
A list of the Company's 29 largest unsecured creditors is
available for free at:
http://bankrupt.com/misc/alnb09-83707.pdf
The petition was signed by Mr. Little.
LIFEMASTERS SUPPORTED: Case Summary & 20 Largest Unsec. Creditors
-----------------------------------------------------------------
Debtor: LifeMasters Supported SelfCare, Inc.
15635 Alton Parkway, Suite 400
Irvine, CA 92618
Case No.: 09-19722
Type of Business: LifeMasters Supported SelfCare, Inc. --
http://www.lifemasters.com/-- is a disease
management and health improvement company with
more than 15 years of experience working with
employers, insurers, hospitals and physicians to
lower costs and improve patient satisfaction
with the healthcare system. LifeMasters is
accredited by the National Committee for Quality
Assurance (NCQA) and URAC.
Chapter 11 Petition Date: September 14, 2009
Court: United States Bankruptcy Court
Central District Of California (Santa Ana)
Judge: Erithe A. Smith
Debtor's Counsel: Ron Bender, Esq.
10250 Constellation Blvd, Suite 1700
Los Angeles, CA 90067
Tel: (310) 229-1234
Email: rb@lnbrb.com
Estimated Assets: $10,000,001 to $50,000,000
Estimated Debts: $100,000,001 to $500,000,000
The petition was signed by Joseph L. Donato SPHR, the Company's
senior vice president, finance & administration.
Debtor's List of 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Centers for Medicare $125,000,000
& Medicaid (CMS) (Estimated)
7500 Security Boulevard
Baltimore, MD 21244-1850
Aetna Health Management, LLC $1,961,955
980 Jolly Road, Mailstop U2IL (Estimated)
Blue Bell, PA 19422
New Mexico Taxation & $370,000
Revenue Dept (Estimated)
PO Box 25127
Santa Fe, NM 87504-5127
AmeriChoice Health Services $256,013
333 N. Alabama St, Suite 350
Indianapolis, IN 46204
INGENIX $244,630
State Teachers Retirement $239,733
System of Ohio
CIT Technology Financing $185,443
Services, Inc.
The Wackenhut Corporation $127,993
Chinese Community Health Plan $53,708
Heeter Direct $29,350
Nice Systems, Inc. $27,307
Duquesne Litho Inc. $19,503
Kieckhafer, Schiffer & $19,100
Company LLP
THE NETWORK GUYS $18,944
DOME Printing $14,393
Faria Printing & Graphics $14,136
R Systems $12,320
CHANNING L. BETE CO., INC. $11,512
American Diagnostic Corp. (ADC) $10,752
Cenveo San Francisco $7,352
LIGHTHOUSE FINANCIAL GROUP: Voluntary Chapter 11 Case Summary
-------------------------------------------------------------
Debtor: Lighthouse Financial Group, Inc.
2005 Pan Am Circle, Suite 800
Tampa, FL 33607
Case No.: 09-20530
Debtor-affiliates filing separate Chapter 11 petitions:
Entity Case No.
------ --------
Lighthouse Holdings International, Inc. 09-20534
Lighthouse Financial Services of Arizona, Inc. 09-20536
Lighthouse Financial Group of Georgia, Inc. 09-20555
Lighthouse Financial Group of Illinois, Inc. 09-20558
Lighthouse Financial Group of Missouri, Inc. 09-20561
Lighthouse Financial Group of Nevada, Inc. 09-20563
Lighthouse Financial Group of New Mexico, Inc. 09-20567
Lighthouse Financial Group of Oregon, Inc. 09-20576
Lighthouse Financial Group of Tennessee, Inc. 09-20582
Lighthouse Financial Group of Utah, Inc. 09-20589
Paragon Credit Corporation 09-20593
Castlemont Holdings, Inc. 09-20598
Castlemont Capital Corporation 09-20602
Admax Marketing, Inc. 09-20603
Chapter 11 Petition Date: September 14, 2009
Court: United States Bankruptcy Court
Middle District of Florida (Tampa)
Judge: Catherine Peek McEwen
Debtor's Counsel: Cheryl Thompson, Esq.
Gray Robinson, PA
201 North Franklin Street, Suite 2200
Tampa, FL 33602
Tel: (813) 273-5076
Fax: (813221-4113
Email: cthompson@gray-robinson.com
Stephenie Biernacki Anthony, Esq.
Anthony & Partners, LLC
201 N Franklin Street, Suite 1670
Tampa, FL 33602
Tel: (813) 273-5033
Fax: (813) 221-4113
Email: Stephenie.anthony@anthonyandpartners.com
Estimated Assets: $10,000,001 to $50,000,000
Estimated Debts: $10,000,001 to $50,000,000
The Debtor did not file a list of its 20 largest unsecured
creditors when it filed its petition.
LITHIUM TECHNOLOGY: Amends Annual Report to Correct Errors
----------------------------------------------------------
Lithium Technology Corporation filed with the Securities and
Exchange Commission Amendment No. 2 on Form 10-K/A to correct
certain typographical errors in its Annual Report on Form 10-K for
the year ended December 31, 2008.
The Company said "Less valuation allowance" is $24,358,000, no
$2,358,000 as reported. The Company said this typographical error
did not affect any of the other figures reported in the financial
statements.
The Company said "Discount related to beneficial conversion
feature of Preferred Stock" is ($2,147,000), not $0 as reported.
The Company said this typographical error caused the "Net Loss to
Common Shareholders," the "Comprehensive Income (Loss)" and "Basic
and diluted loss per share" reported in the Form 10-K to be
incorrectly stated as ($6,414,000), ($5,549,000) and ($0.00),
respectively. The correct amount of the "Net Loss to Common
Shareholders," the "Comprehensive Income (Loss)" and "Basic and
diluted loss per share" is $(8,561,000), $(7,696,000) and ($0.01),
respectively.
As reported by the Troubled Company Reporter on August 31, 2009,
Lithium Technology filed with the SEC Commission Amendment No. 1
to its December 2008 Annual Report.
Lithium Technology, from January to December 2008, raised
approximately $6.8 million in debt financing transactions and
approximately $500,000 through the exercise by a holder of
40 million outstanding warrants. Lithium Technology is
continuing to seek other financing initiatives, needing to raise
additional capital to meet working capital needs, for the
repayment of debt and for capital expenditures.
Lithium Technology believes if it raises approximately $7 million
in debt and equity financings, it would have sufficient funds to
meet its needs for working capital, repayment of debt and for
capital expenditures over the next 12 months and to meet expansion
plans. With the funds the Company will be able to expand the
production capacity to approximately 20MWh per annum and to expand
battery assembly activities in both the U.S. and in Europe. After
these investments, the existing production facility in Nordhausen
will not be able to expand even further. If after that the
Company would like to extend the production capacity substantially
it will need substantially more new capital to build this new
facility. The ultimate location will depend on the regional
market needs.
"No assurance can be given that we will be successful in
completing any financings at the minimum level necessary to fund
our capital equipment, debt repayment or working capital
requirements, or at all. If we are unsuccessful in completing
these financings, we will not be able to meet our working capital,
debt repayment or capital equipment needs or execute our business
plan. In such case we will assess all available alternatives
including a sale of our assets or merger, the suspension of
operations and possibly liquidation, auction, bankruptcy, or other
measures," Lithium Technology said.
Lithium Technology noted that since inception, it has incurred
substantial operating losses and expect to incur additional
operating losses over the next few years. As of December 31,
2008, Lithium Technology had an accumulated deficit of
approximately $137,000,000. It has financed operations since
inception primarily through equity financings, loans from
shareholders and other related parties, loans from silent partners
and bank borrowings secured by assets.
The June 11, 2009 audit report of Amper, Politziner & Mattia LLP,
in Edison, New Jersey, raised substantial doubt about the
Company's ability to continue as a going concern.
The Company posted a net loss of $6,414,000 for the year ended
December 31, 2008, from a net loss of $24,391,000 in 2007.
Revenues from product sales increased to $4,167,000 or 59% in the
year ended December 31, 2008 from $2,609,000 in the same period in
2007.
As of December 31, 2008, the Company had total assets of
$11,107,000, and total liabilities of $21,897,000, resulting in
stockholders deficit of $10,790,000.
A full-text copy of the Amended Annual Report is available at no
charge at http://ResearchArchives.com/t/s?4381
Based in Plymouth Meeting, Pennsylvania, Lithium Technology
Corporation is a global manufacturer and provider of rechargeable
energy storage solutions for diverse applications. The Company
designs and builds a limited amount of large format, cylindrical
lithium-ion (Li-ion) rechargeable cells and engineers and builds
lithium-ion (Li-ion) rechargeable batteries complete with battery
management systems for use in transportation, military/national
security and stationary power markets. LTC also manufactures its
own unique large format, cylindrical cells.
In its audit report dated June 11, 2009, Amper, Politziner &
Mattia LLP, in Edison, New Jersey, raised substantial doubt about
the Company's ability to continue as a going concern, noting that
the company has recurring losses from operations since inception
and has a working capital deficiency.
LOUISIANA HOSPITAL: Leases' Forum Selection Clause Not Controlling
------------------------------------------------------------------
Westlaw reports that a forum selection clause in equipment leases
and guaranty agreements precluded the guarantors of a debtor's
lease obligations from arguing that it would be for the
convenience of the parties to transfer venue, from the
contractually specified forum of Minnesota to the judicial
district where the debtor's bankruptcy case was pending, of a
proceeding brought by an equipment lessor to recover on their
guarantees. Nevertheless, while guarantors were barred from
asserting that any forum other than that contractually agreed on
was more convenient for the parties, the court could still
consider whether a transfer was warranted in the interests of
justice and for the convenience of witnesses. Creekridge Capital,
LLC v. Louisiana Hosp. Center, LLC, --- B.R. ----, 2009 WL 2600763
(D. Minn.).
An involuntary Chapter 11 petition (Bankr. E.D. La. Case No. 09-
11346) was filed against Louisiana Hospital Center, L.L.C., on
May 7, 2009.
LYONDELL CHEMICAL: Lenders Oppose New $7.1 Bil. Claim by Creditors
------------------------------------------------------------------
The Official Committee of Unsecured Creditors of Lyondell Chemical
Co. and its affiliates in July commenced a lawsuit against
Citibank N.A., Deutsche Bank, and other banks that funded the 2007
acquisition of Lyondell Chemical Company by Basell AF S.C.A.
Having accumulated heavy debt because of the merger,
LyondellBasell was in a full-blown liquidity crisis and was
running out of money to fund its operations only three months
following the merger. The Creditors Committee asserted claims of,
among other things, fraudulent transfer, breach of fiduciary duty,
avoidance of unperfected senior liens.
The Creditors Committee has asked the Bankruptcy Court handling
Lyondell's Chapter 11 cases that it be allowed to amend its
complaint to, among other things, that the Committee seeks
avoidance of all funded obligations incurred in connection with
the December 2007 merger and not solely the avoidance of those
liens and obligations to Lyondell shareholders or were paid out as
advisory, professional or transactional fees.
Lenders' Objection
LeverageSource III, S.a.r.l.; Citibank, N.A.; Citibank
International plc; Citigroup Global Markets Inc.; Goldman Sachs
Credit Partners, L.P.; Goldman Sachs International; Merrill
Lynch, Pierce, Fenner & Smith Inc.; Merrill Lynch Capital
Corporation; UBS Securities LLC; ABN AMRO Inc.; and ABN AMRO
Bank, N.V. -- the Financing Party Defendants -- and the Ad Hoc
Group of Secured Lenders composed of Ares Management, Bank of
Scotland Plc; DZ Bank AG, Deutsche Zentral-Genossenschaftbank,
and Kohlberg Kravis Roberts & Co. LLC complain that after three
months since entry of the Standing Order, the Official Committee
of Unsecured Creditors now seek to amend its original complaint
to assert $7.1 billion of newly-minted fraudulent transfer
claims, which were excluded from the original complaint.
David M. Zensky, Esq., at Akin Gump Strauss Hauer & Feld LLP, in
New York, insists that the dollar-for-dollar repayment of an
antecedent debt simply can not be avoided as a fraudulent
transfer. More importantly, he asserts that the Committee's
proposed new claims will only burden the Debtors' estates with
time-consuming and expensive litigation, and are time-barred
under the Final DIP Order. He reminds the Court that the
Committee expressly conceded the validity of those transfers and
carved-out those very same claims from the original Complaint.
Even if the Court determines that the proposed new claims fit
within the existing standing, they are still impermissible, he
says. The mere fact that the Committee came to believe that it
may not be able to realize any meaningful recovery unless it
actually succeeds in avoiding $7.1 billion in transfers is no
reason to grant it standing to pursue previously excluded claims
that have no basis in law or fact, Mr. Zensky maintains.
Accordingly, the Financing Defendants ask the Court to deny the
Committee's Motion to Amend Complaint.
About Lyondell Chemical
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)
LYONDELL CHEMICAL: LyondellBasell Incurs $350MM Loss for Q2
-----------------------------------------------------------
LyondellBasell Industries AF S.C.A. posted quarterly financial
results for the quarter ended June 30, 2009. The report was
prepared on August 27, 2009, but was made available on
LyondellBasell's Web site on September 12, 2009.
LyondellBasell had operating income of $89 million in the second
quarter 2009 compared to operating income of $428 million in the
second quarter 2008. The decrease reflected significantly lower
product margins and sales volumes due to weaker global market
conditions in the second quarter compared to the same period,
which was only partly offset by the benefit of LyondellBasell's
cost reduction program.
Moreover, LyondellBasell had a loss from continuing operations of
$353 million in the second quarter 2009 compared to a loss from
continuing operations of $1,012 million in the first quarter
2009. The second quarter 2009 included Chapter 11 reorganization
costs of $81 million, after tax, while first quarter 2009 results
included Chapter 11 reorganization costs of $616 million, after
tax, including $430 million related to the write off of the
carrying value of the ethylene glycol facility in Beaumont,
Texas, and the olefins plant at Chocolate Bayou, Texas.
Underlying operating results improved $150 million, after tax,
primarily due to higher polymers segment sales volumes and
product margins and higher profitability in the technology and
R&D segment. Lower refining profitability due to weaker margins
was substantially offset by higher profitability in gasoline
blending components, primarily due to seasonally higher product
margins.
A full-text copy of LyondellBasell's Second Quarter 2009 Results
is available for free at http://ResearchArchives.com/t/s?44b2
LyondellBasell Industries AF S.C.A
Consolidated Balance Sheet
As of June 30, 2009
Assets
Current assets:
Cash and cash equivalents $746,000,000
Short-term investments 18,000,000
Accounts receivable:
Trade, net 3,082,000,000
Related parties 191,000,000
Inventories 2,755,000,000
Prepaid expenses and other current assets 1,284,000,000
----------------
Total current assets 8,076,000,000
Property, plant and equipment, net 15,351,000,000
Investments and long-term receivables:
Investment in PO joint ventures 934,000,000
Equity investments 1,148,000,000
Other investments and long-term receivables 85,000,000
Intangible assets, net 2,257,000,000
Other assets 324,000,000
----------------
Total assets $28,175,000,000
================
Liabilities and Equity
Liabilities not subject to compromise:
Current liabilities:
Current maturities of long-term debt $9,207,000,000
Short-term debt 5,995,000,000
Accounts payable:
Trade 1,965,000,000
Related parties 299,000,000
Accrued liabilities 1,388,000,000
Deferred income taxes 269,000,000
----------------
Total current liabilities 19,123,000,000
Long-term debt 302,000,000
Other liabilities 1,406,000,000
Deferred income taxes 2,706,000,000
Commitments and contingencies -
Liabilities subject to compromise 12,019,000,000
Stockholders' equity:
Common stock 60,000,000
Additional paid-in capital 563,000,000
Retained deficit (7,811,000,000)
Accumulated other comprehensive loss (314,000,000)
----------------
Total stockholder's equity (7,502,000,000)
Non-controlling interests 121,000,000
----------------
Total equity (7,381,000,000)
----------------
Total liabilities and equity $28,175,000,000
================
LyondellBasell Industries AF S.C.A.
Consolidated Statement of Income
For the Quarter Ended June 30, 2009
Sales and other operating revenues:
Trade $7,396,000,000
Related parties 103,000,000
----------------
7,499,000,000
Operating costs and expenses:
Cost of sales 7,158,000,000
Selling, general and administrative expenses 227,000,000
Research and development expenses 25,000,000
----------------
7,410,000,000
----------------
Operating income 89,000,000
Interest expense (528,000,000)
Interest income 30,000,000
Other income, net 71,000,000
----------------
Loss from continuing operations before
equity investments, reorganization items
and income taxes (338,000,000)
Income from equity investments 22,000,000
Reorganization items (124,000,000)
----------------
Loss from continuing operations before
income taxes (440,000,000)
Provision for (benefit from) income taxes (87,000,000)
----------------
Loss from continuing operations (353,000,000)
Income (loss) from discontinued operations,
net of tax 2,000,000
----------------
NET LOSS ($351,000,000)
================
LyondellBasell Industries AF S.C.A.
Consolidated Statement of Cash Flows
For the Six Months Ended June 30, 2009
Cash flows from operating activities:
Net loss $(1,367,000,000)
Loss from discontinued operations, net 4,000,000
Adjustments to reconcile net loss to net
cash used in operating activities:
Depreciation and amortization 583,000,000
Reorganization items 946,000,000
Reorganization-related payments (89,000,000)
Income from equity investments 52,000,000
Deferred income taxes (476,000,000)
Amortization of debt-related costs 222,000,000
Foreign currency exchange loss (103,000,000)
Changes in assets and liabilities that
provided (used) cash:
Accounts receivable (476,000,000)
Inventories 185,000,000
Accounts payable 766,000,000
Repayment of accounts receivable
securitization facility (503,000,000)
Prepaid expenses and other current assets (525,000,000)
Other, net 113,000,000
----------------
Net cash used in operating activities -
continuing operations (668,000,000)
Net cash used in operating activities -
discontinued operations (4,000,000)
----------------
Net cash used in operating activities (672,000,000)
Cash flows from investing activities:
Expenditures for property, plant and equipment (113,000,000)
Net advances to non-Debtor affiliates (598,000,000)
Proceeds from disposal of assets 15,000,000
Other 20,000,000
----------------
Net cash used in investing activities (676,000,000)
Cash flows from financing activities:
Short-term borrowings 73,000,000
Proceeds from issuance of
DIP Term loan facility 2,021,000,000
Proceeds from note payable 100,000,000
Repayment of note payable (100,000,000)
Net borrowings under (repayments on)
DIP revolving credit facility 300,000,000
Net repayments under prepetition
revolving credit facilities (766,000,000)
Repayment of U.S. securitization facility (115,000,000)
Payment of debt issuance costs (93,000,000)
Net proceeds from non-Debtor affiliate loans 37,000,000
----------------
Net cash provided by financing activities 1,457,000,000
Effect of exchange rate changes on cash -
----------------
Increase in cash and cash equivalents 109,000,000
Cash and cash equivalents at beginning of period 386,000,000
----------------
Cash and cash equivalents at end of period $495,000,000
================
July 2009 Results
LyondellBasell Vice President for Investor Relations Douglas Pike
shared with the investors the company's results for the month of
July 2009.
Mr. Pike disclosed that July 2009 results are well ahead of plan.
He related that refining operated near break-even EBITDAR. He
also said that oxyfuels margins remained strong and on-track
with prior years. As for the chemicals segment, he said that
there are improved olefin margins as naphtha economics improved.
Intermediates continued good results and improved propylene
oxide volumes. With respect to polymers, he further disclosed
that outstanding results remain in-time with solid May/June
results.
As for the third quarter of 2009, Mr. Pike stated that
LyondellBasell expects recent month trends will continue.
He cited that LyondellBasell foresees weak refining and
seasonally consistent oxyfuels. LyondellBasell further
anticipates that chemicals consistent with past several
months and co-products will remain tight. However, he said
that LyondellBasell expects that polymers will continue
to benefit from U.S. polyethylene export opportunities.
A full-text copy of the Investor Update is available for free at:
http://ResearchArchives.com/t/s?44b3
About Lyondell Chemical
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)
LYONDELL CHEMICAL: Employs Zelle Hofmann as Counsel
---------------------------------------------------
Lyondell Chemical Co. and its affiliates sought and obtained the
Court's authority to employ Zelle Hofman Voelbel & Mason, LLP, as
their special counsel for limited purposes, nunc pro tunc to
January 6, 2009.
Zelle Hofmann has served as Equistar Chemicals, LP's counsel in
an action it commenced against Dresser-Rand Company pending in
the District Court for the 11th Judicial District, Harris County,
Texas. The Action involves Equistar's claims for property damage
and business interruption losses resulting from the catastrophic
failures of certain components of production equipment at
Equistar's chemical plant in Channelview, Texas, in April and May
1999. Moreover, Zelle Hofmann attorneys continue to provide
legal services in connection with the Dresser-Rand Litigation as
they prepare for the impending retrial of the case.
Thus, as the Debtors' special counsel, Zelle Hofman will provide
these services:
(a) conducting discovery in the Dresser-Land Litigation,
including written discovery, production of documents, and
depositions of fact and expert witnesses;
(b) retaining and working with expert witnesses in preparation
for the retrial of the Dresser-Rand Litigation;
(c) preparing pretrial motions and briefs in the Dresser-Rand
Litigation, including motions for summary judgment,
motions to exclude or limit the testimony of expert
witnesses, and motions in limine;
(d) prosecuting and retrying Equistar's claims in the Dresser-
Rand Litigation;
(e) participating in any appeal and cross-appeal of any
judgment or ruling rendered in the Dresser-Rand
Litigation; and
(f) pursuing the enforcement of any judgment rendered in
Equistar's favor in the Dresser-Rand Litigation.
Equistar agreed to pay Zelle Hofmann 30% of any gross recovery up
to $5,000,000 and 25% of any gross recovery in excess of
$5,000,000. Equistar also agreed to reimburse Zelle Hofmann for
75.57% of the expenses incurred in connection with the Dresser-
Rand Litigation.
Richard G. Urquhart, Esq., a partner at Zelle Hofmann, disclosed
that, upon review, his firm does not hold or represent any
interest adverse to the Debtors or their estates with respect to
matters on which his firm is to be engaged. At best, he
maintained that Zelle Hofmann is a "disinterested person" as the
term is defined under Section 101(14) of the Bankruptcy Code.
About Lyondell Chemical
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)
LYONDELL CHEMICAL: Hires Scott-Macon as Financial Advisor
---------------------------------------------------------
Lyondell Chemical Co. and its affiliates sought and obtained the
Court's permission to employ Scott-Macon, Ltd., as their financial
advisor for limited purposes, nunc pro tunc to the Petition Date.
Scott-Macon has been employed specifically to assist in
evaluating a potential sale of Debtor Millennium Specialty
Chemicals, Inc.'s fragrance and flavors business. Since November
2008, Scott-Macon has worked closely with Debtor Millennium
Specialty Chemicals, Inc.' fragrance and flavors business in
exploring various sales options to realize maximum value for the
F&F Business. Indeed, if Millennium Specialty will hire
financial advisors other than Scott-Macon, parties-in-interest
would be prejudiced by the time and expense necessary to
familiarize other financial advisors with the intricacies of the
F&F Business and its operations, the Debtors said.
As the Debtors' financial advisor, Scott-Macon will provide these
services:
(a) familiarize itself with Millennium Specialty, its
business, operations, properties, financial condition,
management and prospects;
(b) prepare a memorandum for distribution to prospective
transaction parties, describing the Debtors, their
businesses, operations, properties, financial condition
and prospects, including a memorandum to sell the F&F
Business;
(c) identify, with the assistance and review of Millennium
Specialty Prospective Transaction Parties who might be
interested in entering into a Transaction involving the
F&F Business;
(d) develop with Millennium Specialty, a marketing program
for the sale of Millennium Specialty and, with Millennium
Specialty's prior approval, contract Prospective
Transaction Parties;
(e) coordinate, in consultation with Millennium Specialty's
counsel, the execution of confidentiality agreements with
Prospective Transaction Parties, the distribution of
confidential information memoranda, the scheduling of
meetings and the response to due diligence requests of
those parties within the parameters established by
the marketing program developed;
(f) prepare, with the assistance, review and final approval of
Millennium Specialty, all presentations and speaker notes
for Millennium Specialty and its management for formal
presentations to Prospective Transaction Parties;
(g) coordinate the receipt of initial indications of interest
from Prospective Transaction Parties, as well as final
indications of interest and advise Millennium Specialty in
the evaluation of those indications as part of Millennium
Specialty's selection of a Transaction party finalist;
(h) assist Millennium Specialty with discussions, negotiations
and final due diligence with the selected Transaction
party though documentation and closing of a Transaction;
and
(i) establish an electronic data room with information for
Transaction parties and provide support to manage the data
room.
The Debtors will pay fees for services rendered by Scott-Macon.
In the event that a Transaction occurs, Millennium Specialty will
pay Scott-Macon by wire transfer on the day of the closing of the
Transaction a cash fee equal to:
Percentage Fee on Total
Total Transaction Value Transaction Value
----------------------- -----------------------
More than $160 million 0.50%
$160 to $190 million 0.70%
$190 to $210 million 0.90%
More than $210 million 1.20%
Scott-Macon also will also be reimbursed for reasonable out-of-
pocket expenses incurred.
Allan M. Benton, vice chairman at Scott-Macon, assures the Court
that his firm does not hold or represent any other entity having
an adverse interest in connection with the Debtors' Chapter 11
cases. He assures the Court that Scott-Macon is a "disinterested
person" as the term is defined under Section 101(14) of the
Bankruptcy Code.
About Lyondell Chemical
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)
LYONDELL CHEMICAL: Proposes Miller & Chevalier as Counsel
---------------------------------------------------------
Lyondell Chemical Co. and its affiliates seek the Court's
authority to employ Miller & Chevalier Chartered as their special
counsel, nunc pro tunc to January 6, 2009.
The Debtors relate that since their retention of Miller &
Chevalier as ordinary course professional, they have determined
that their need of Miller & Chevalier's specialized services is
more substantial than that provided for in the OCP Order.
As the Debtors' special counsel, Miller & Chevalier will provide:
a. advice to the Debtors on Federal income tax matters,
including both the implications of the Debtors' bankruptcy
and reorganization planning and more general federal income
tax planning and compliance;
b. advice to the Debtors with respect to tax accounting
methods, including the last-in-first-out accounting method
and the implications on that method of the Debtors'
bankruptcy and reorganization;
c. advice to the Debtors on employee benefits and pension
issues;
d. advice to and representation of the Debtors with respect
to Federal legislative and regulatory matters, including
advising and lobbying on tax, energy, customs, and
climate-change issues;
e. advice to the Debtors with respect to federal audit
matters;
f. advice to the Debtors with respect to federal customs
and duty matters; and
g. advice to the Debtors with respect to federal excise tax
matters.
The Debtors will pay Miller & Chevalier's professionals according
their customary hourly rates:
Title Rate per Hour
----- -------------
Members $575 to $825
Associate/Counsel $250 to $450
Legal Assistants $165 to $225
The Debtors will reimburse Miller & Chevalier for expenses
incurred.
The Debtors disclose that they owed Miller & Chevalier $155,691
for prepetition services and expenses.
Mary Lou Soller, Esq., a member at Miller & Chevalier, assures
the Court that her firm does not represent any parties-in-
interest in connection with the Debtors or their Chapter 11
cases. She adds that Miller & Chevalier is a "disinterested
person" as the term is defined under Section 101(14) of the
Bankruptcy Code.
About Lyondell Chemical
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: Court OKs Remington Park, Ocala Land Sales
---------------------------------------------------------------
Randall Chase at The Associated Press reports that the Hon. Mary
Walrath of the U.S. Bankruptcy Court for the District of Delaware
has approved the sale of Magna Entertainment Corp.'s Remington
Park to Global Gaming Solutions RP LLC for $80.25 million.
Judge Walrath also approved the $8 million sale of Magna
Entertainment's 490 acres of undeveloped property in Ocala, The AP
relates.
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: Court OKs Thistledown Racetrack to Harrah's
----------------------------------------------------------------
Randall Chase at The Associated Press reports that the Hon. Mary
Walrath of the U.S. Bankruptcy Court for the District of Delaware
has approved the sale of Magna Entertainment Corp.'s Thistledown
racetrack to Harrah's Entertainment Inc. for a combined total of
almost $170 million.
As reported by the TCR on September 16, 2009, Harrah's
Entertainment emerged as the winning bidder for Thistledown
racetrack. Harrah's Entertainment agreed to pay $42 million in
cash at closing, with the final price to be determined after
certain adjustments including changes in the track's working
capital.
The AP relates that Harrah's Entertainment offered to make
contingent payments of $47.5 million, hinged upon successful
resolution of various legal challenges to Ohio's plan to install
slot machines at the state's seven horse tracks.
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: Wants Oct. 5 Deadline for Lone Star Park Bids
------------------------------------------------------------------
Randall Chase at The Associated Press reports that the Magna
Entertainment Corp.'s proposed sale procedures set an October 5
deadline for qualified bids for Lone Star Park, with an auction
two days later.
As reported by the TCR on September 16, 2009, Magna
Entertainmentput MEC Lone Star LP, one of its previously non-
bankrupt subsidiaries, into Chapter 11 protection September 14 to
carry out the sale of Lone Star Park. Global Gaming LSP LLC made
the highest offer for Lone Star, though it requires selling the
assets through a bankruptcy sale.
According to The AP, the sale procedures also set an October 14
hearing on the auction.
The AP relates that the Hon. Mary Walrath of the U.S. Bankruptcy
Court for the District of Delaware agreed to schedule a hearing on
the bid procedures.
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: Updated Case Summary & 50 Unsecured Creditors
------------------------------------------------------------------
Debtor: Magna Entertainment Corp.
1209 Orange Street
Wilmington, DE 19801
Bankruptcy Case No.: 09-10720
Chapter 11 Petition Date: March 5, 2009
Debtor-affiliate filing separate to Chapter 11 petition on
Sept. 14, 2009:
Entity Case No.
------ --------
MEC Lone Star, LP 09-13192
Debtor-affiliate filing separate Chapter 11 petition on June 16,
2009:
Entity Case No.
------ --------
MEC Pennsylvania Racing Services, Inc. 09-12091
Debtor-affiliates filing separate Chapter 11 petitions on March 5,
2009:
Entity Case No.
------ --------
The Santa Anita Companies, Inc. 09-10724
Southern Maryland Agricultural Association 09-10725
Los Angeles Turf Club, Incorporated 09-10726
MEC Land Holdings (California) Inc. 09-10727
Pacific Racing Association 09-10728
MEC Maryland Investments, Inc. 09-10729
Gulfstream Park Racing Association Inc. 09-10730
MEC Dixon, Inc. 09-10731
30000 Maryland Investments LLC 09-10732
Laurel Racing Assoc., Inc. 09-10733
GRPA Commercial Enterprises Inc. 09-10734
GPRA Thoroughbred Training Center, Inc. 09-10735
Pimlico Racing Association, Inc. 09-10736
MEC Holdings (USA) Inc. 09-10737
Remington Park, Inc. 09-10738
Prince George's Racing, Inc. 09-10739
Sunshine Meadows Racing, Inc. 09-10740
Thistledown, Inc. 09-10741
Southern Maryland Racing, Inc. 09-10742
The Maryland Jockey Club of Baltimore City, Inc. 09-10743
Maryland Jockey Club, Inc. 09-10744
AmTote International, Inc. 09-10745
Laurel Racing Association Limited Partnership 09-10746
Lambertson Truex, LLC 09-10747
Type of Business: Magna Entertainment is North America's largest
owner and operator of horse racetracks, based on
revenue. The Debtors develop, own and
operate horse racetracks and related pari-
mutuel wagering operations, including off-track
betting facilities. The Debtors also develop,
own and operate casinos in conjunction with
their racetracks where permitted by law.
The Debtors own and operate 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 fifty percent
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.
See: http://www.magnaent.com/
Court: District of Delaware (Delaware)
Judge: Mary F. Walrath
Debtors' Counsel: Marcia L. Goldstein, Esq.
Brian S. Rosen, Esq.
Weil, Gotshal & Manges LLP
767 Fifth Avenue
New York, NY 10153
Fax: (212) 310-8007
http://www.weil.com
Debtors'
Local Counsel: L. Katherine Good, Esq.
good@rlf.com
Mark D. Collins, Esq.
collins@RLF.com
Richards, Layton & Finger, P.A.
920 North King Street
Wilmington, DE 19801
Fax: (302) 651-7701
Debtors'
Financial Advisor: Miller Buckfire & Co. LLC
153 East 53rd Street, 22nd Floor
New York, NY 10022
Fax: (212) 895-1853
http://www.millerbuckfire.com/
Debtors'
Claims Agent: Kurtzman Carson Consultants LLC
1230 Avenue of the Americas, 7th Floor
New York, NY 10020
http://www.kccllc.com/
The Debtors' financial condition as of December 31, 2008:
Total Assets: $1,049,387,000
Total Debts: $958,591,000
The Debtors' Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
The Bank of New York, as 8.55% Notes $127,345,313
Trustee
101 Barclay Street - 21st
Floor
Attn: Global Finance Unit
New York, NY 10286
The Bank of New York, as 7.25% Notes $76,193,229
Trustee
101 Barclay Street - 21st
Attn: Global Finance Unit
New York, NY 10286
Maryland Thoroughbred Trade $3,820,500
Horsemen's
Wayne Wright Association
Inc
6314 Windsor Mill Road
Baltimore, MD 21207
Tel: (41...
Aon Reed Stenhouse Inc. Insurance $3,682,756
20 Bay Street
Toronto, ON M5J 2N9
Tel: (416) 8685500
Florida Thoroughbred Breeders Horsemen $2,157,327
Owners Association
801 SW 60th Avenue
Ocala, FL 34474
Tel: (305) 6339779
Zurich North America Letter of $1,937,472
8734 Paysphere Circle credit
Chicago, IL 60674
RGS/St. Kitts Settlement $1,763,952
Rob Terry
c/o Red Rock Administrative
Services, Settlement Agent
9275 West Flamingo Road
Suite 120
Las Vegas, NV 89147
Tel: (70...
Northern California Off PRA Trade $1,662,231
Track Wagering Inc. payable
Patrice Van Dussen
7950 Dublin Blvd, Suite 214
Dublin, CA 94568
Tel: (92...
Treasurer. Stateof California Settlement $1,374,051
Horse Racing Board Statutory
1010 Hurley Way, Ste #300
Sacramento, CA 95825
Southern California Off-Track Settlement $1,194,623
Wagering Inc
Craig Crampton
4961 Katella Avenue
Los Alamitos, CA 90720-2799
Tel: (71...
Magna International Inc. Transactions $845,892
337 Magna Drive
Aurora, ON L4G 7Kl
New York Racing Association, Settlement $830,175
Inc.
Roberto Molina
108th & Rockaway Blvd.
PO Box 169
Ozone Park, NY 11417
Tel: (718) 659-2219
McCasey Group Transactions $756,217
455 Magna Drive
Aurora, ON L4G 7A9
Elite Turf Club 2 Settlement $695,411
James Mikowski
c/o Las Vegas Dissemination
Settlement Agent
3555 W. Reno Avenue, Suite 3555
Las Vegas, NV 89118
Tel: (702) 739-8781
Oklahoma Tax Commission Gamin Tax $669,114
PO Box 26930
Oklahoma City, OK 73126-0930
Tel: (405) 521-3160
The Leffler Agency Trade $637,487
2607 North Charles Street
Baltimore, MD 21218
Tel: (301) 235-5661
RedRock Administrative Trade $617,561
Services, LLC
9275 W. Flamingo Road
Suite #120
Las Vegas, NY 89147
Tel: (954) 920-6010
Royal River Racing Settlement $605,791
c/o Lewiston Raceway,
Settlement Agent
4 Mollison Way
Lewiston, ME 04240
Tel: (207) 783-4910 x616
Aristocrat Technologies, Inc. Slot Machine $551,153
Dept. 9540 Purchases
Los Angeles, CA 90084-9540
Tel: (702) 270-1299
Jerry Holledorfer or Horsemen $550,252
George Todaro
1432 Sandpiper Spit
Point Richmond, CA 94801
Tel: (510) 526-4104
L0s Angeles County Tax Settlement $442,281
Collector
Las Vegas Dissemination Settlement $430,036
Juddmonte Farms Horsemen $424,961
Southern Service Corporation Trade $377,728
Aladema County Tax Property Tax $367,691
Ranger Construction-South Trade $364,289
California Thoroughbred Settlement $336,275
Leonard Powel Horsemen $329,411
Jerry Hollendorfer Horsemen $307,846
Gulf Greyhound Settlement $290,675
New York Racing Assn, Inc. Settlement $288,285
Harrah's Louisiana Downs Settlement $274,900
Oklahoma County Treasurer Property Tax $273,574
Aware Digital, Inc. Trade $270,000
Maryland Horse Breeders Trade $269,800
Association, Inc.
Max International Trade $250,416
OK Breeding Development Horsemen $246,969
Fairgrounds Race Course Settlement $220,591
Bob Baffert Horsemen $204,617
Cecil N, Peacock Horsemen $200,547
CRCono, LLC Horsemen $197,723
Churchill Downs, Inc. Settlement $195,098
Maryland Racing Commission Taxes $193,914
Roberts Communications Phone utility $188,005
Las Vegas Dissemination Settlement $185,260
Tampa Bay Downs Inc. Settlement $185,081
B. Wayne Hughes Horsemen $184,882
Richard J. O'Neill Trust Horsemen $170,516
Florida Power & Light Co. Electric $168,000
Lathrop G. Hoffman Horsemen $166,788
The petition was signed by William G. Ford, general counsel and
secretary.
MANUEL LEON MYERS: Case Summary & 6 Largest Unsecured Creditors
---------------------------------------------------------------
Joint Debtors: Manuel Leon Myers
Priscilla Myers
400 W Ocean Ave Unit 1401
Long Beach, CA 90802
Bankruptcy Case No.: 09-34526
Chapter 11 Petition Date: September 11, 2009
Court: United States Bankruptcy Court
Central District of California (Los Angeles)
Judge: Ellen Carroll
Debtors' Counsel: David M. Reeder, Esq.
2029 Century Pk E, Ste. 2500
Los Angeles, CA 90067-3207
Tel: (310) 557-8911
Fax: (310) 557-0380
Email: david@reederlaw.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 Debtors' petition, including a list of
their 6 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/cacb09-34526.pdf
The petition was signed by the Joint Debtors.
MAINLINE CONTRACTING: Case Summary & 20 Largest Unsec. Creditors
----------------------------------------------------------------
Debtor: Mainline Contracting, Inc.
150 Golden Drive
Durham, NC 27705
Case No.: 09-07927
Type of Business: The Debtor operates a construction company.
Chapter 11 Petition Date: September 15, 2009
Court: United States Bankruptcy Court
Eastern District of North Carolina (Wilson)
Judge: Randy D. Doub
Debtor's Counsel: Jason L. Hendren, Esq.
Hendren & Malone, PLLC
4600 Marriott Drive, Suite 150
Raleigh, NC 27612
Tel: (919) 573-1422
Fax: (919) 420-0475
Email: bwood@hendrenmalone.com
Rebecca F. Redwine, Esq.
Everett, Gaskins, Hancock & Stevens, LLP
127 West Hargett Street, Suite 600
Raleigh, NC 27601
Tel: (919) 755-0025
Fax: (919) 755-0009
Email: rebecca@eghs.com
William P. Janvier, Esq.
Everett Gaskins Hancock & Stevens, LLP
PO Box 911
Raleigh, NC 27602
Tel: (919) 755-0025
Fax: (919) 755-0009
Email: bill@EGHS.com
Estimated Assets: $10,000,001 to $50,000,000
Estimated Debts: $10,000,001 to $50,000,000
The petition was signed by Randy T. Garrett, the company's
president.
Debtor's List of 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
American Cast Iron Pipe Co. Materials $223,975
Attn: Managing Agent
APAC Atlantic, Inc. Materials/ $237,600
Attn: Managing Agent Subcontractor
Barnes & Powell Subcontractor $250,118
Attn: Managing Agent
PO Box 849
Elm City, NC 27880-0849
Blythe Bros. Asphalt Co. LLC Subcontractor $213,417
Attn: Managing Agent
Boggs Paving, Inc. Subcontractor $459,249
Attn: Managing Agent
PO Box 1609
Monroe, NC 28111-1609
Carolina Sunrock Materials $275,887
Attn: Managing Agent
PO Box 890390
Charlotte, NC 28289-0390
CAT-A-HULA Haulers, LLC Subcontractor $421,613
Attn: Managing Agent
PO Box 482
Dobson, NC 27017
CC Mangum Company, LLC Subcontractor $474,527
Attn: Managing Agent
6105 Chapel Hill Rd
Raleigh, NC 27607
Couch Oil Fuel $206,164
Attn: Managing Agent
Eckhart Construction Services Subcontractor $181,910
Attn: Managing Agent
FCCI Insurance $220,293
Attn: Managing Agent
Ferguson Enterprises Inc. Materials $889,377
Attn: Managing Agent
PO Box 100286
Atlanta, GA 30384-0286
Gelder & Associates Inc. Subcontractor $158,205
Attn: Managing Agent
3901 Gelder Drive
Raleigh, NC 27603-5699
Granville County Taxes $156,142
Tax Collector
Attn: Managing Agent
HD Supply Waterworks Materials $510,627
Attn: Managing Agent
PO Box 100467
Atlanta, GA 30384-0467
Martin Marietta Aggregates Materials $410,444
Attn: Managing Agent
PO Box 75328
Charlotte, NC 28275
Moffat Pipe Inc. Materials $279,189
Attn: Managing Agent
2428 Poole Road
Raleigh, NC 27610
Ral Grading & Demolition Subcontractor $204,722
Attn: Managing Agent
S.T. Wooten Corporation Subcontractor/ $370,096
Attn: Managing Agent Materials
PO Box 2408
Wilson, NC 27894-2408
Thompson-Arthur Division Subcontractor $1,809,222
Attn: Managing Agent
PO Box 21088
Greensboro, NC 27420
MEDIMEDIA USA: Moody's Gives Negative Outlook; Affirms 'B2' Rating
------------------------------------------------------------------
Moody's Investors Service changed the ratings outlook for
MediMedia USA, Inc., to negative from stable and affirmed its B2
corporate family rating.
The outlook change reflects concerns over MediMedia's weakened
liquidity profile, which resulted primarily from the EBITDA
decline that occurred in 2009 despite significant investments in
capital expenditures and acquisitions over the past several years.
Furthermore, the potential for shifting spending patterns from
pharmaceutical companies creates some uncertainty regarding
MediMedia's long term growth potential, given its reliance on this
customer base for much of its revenue. The combination of
performance deterioration and increased capital expenditures
contributed to negative free cash flow, greater than projected
revolver borrowings, and a limited cushion of compliance under
financial covenants. Moody's would likely downgrade the ratings
based on expectations for continued cash consumption and an
inability to achieve a greater cushion of covenant compliance.
Moody's affirmed all other ratings, and a summary of the actions
follows.
MediMedia USA, Inc.
-- Outlook, Changed To Negative From Stable
-- Affirmed B2 Corporate Family Rating
-- Affirmed B2 Probability of Default Rating
-- Affirmed Ba3 senior secured bank rating, LGD 2, 29%
-- Affirmed Caa1 rating on senior subordinated notes, LGD 5, 83%
MediMedia's aggressive expansion strategy (including both
acquisitions and organic investments) contributed to high leverage
and negative free cash flow, and the B2 corporate family rating
incorporates this financial risk. Furthermore, recent revenue
declines, albeit due partially to economic conditions, raise
concerns that the investments will not yield desired returns. The
rating also reflects the company's lack of scale and reliance upon
healthcare and pharmaceutical spending for much of its revenue,
with some customer concentration. MediMedia's established client
relationships with high renewal rates, its strong credibility with
pharmaceutical marketers and a degree of revenue stability from
long term contracts support the ratings.
The most recent rating action for MediMedia was on October 13,
2006, when Moody's assigned first assigned ratings, including the
B2 corporate family rating, to MediMedia.
MediMedia'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 its 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. These
attributes were compared against other issuers both within and
outside of MediMedia's core industry and MediMedia's ratings are
believed to be comparable to those of other issuers of similar
credit risk.
Headquartered in Chatham, New Jersey, MediMedia USA, Inc.,
provides health information and services that inform consumers,
physicians, and other healthcare decision makers. Its annual
revenue is approximately $300 million.
MELANIE SQUARE LLC: Case Summary & 8 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Melanie Square, LLC
3338 East Vallejo Court
Gilbert, AZ 85298
Bankruptcy Case No.: 09-37458
Chapter 11 Petition Date: September 11, 2009
Court: United States Bankruptcy Court
District of Oregon
Judge: Elizabeth L. Perris
Debtor's Counsel: James Ray Streinz, Esq.
1100 SW 6th Ave #1600
Portland, OR 97204
Tel: (503) 226-7321
Email: rays@mcewengisvold.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
8 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/orb09-37458.pdf
The petition was signed by Neal Jones, member/manager of the
Company.
MERCURY DATA SYSTEMS: Case Summary & 20 Largest Unsec. Creditors
----------------------------------------------------------------
Debtor: Mercury Data Systems, Inc.
4214 Beechwood Drive, Suite 101
Greensboro, NC 27410
Bankruptcy Case No.: 09-11708
Chapter 11 Petition Date: September 11, 2009
Court: United States Bankruptcy Court
Middle District of North Carolina (Greensboro)
Judge: William L. Stocks
Debtor's Counsel: Sarah F. Sparrow, Esq.
PO Box 2888
Greensboro, NC 27402
Tel: (336) 378-1431
Email: SSparrow@tuggleduggins.com
Estimated Assets: $100,001 to $500,000
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/ncmb09-11708.pdf
The petition was signed by John E. Taylor, president of the
Company.
MERRILL LYNCH: Ex-Brokerage Chief Wants None-Compete Deal Waived
----------------------------------------------------------------
Patricia Hurtado and Joshua Fineman at Bloomberg News reports that
former Merrill Lynch & Co. brokerage chief Robert McCann will ask
New York State judge to lift BofA's non-compete clause to force
the bank to let him take another job.
Susanne Craig at The Wall Street Journal relates that Mr. McCann
is being hired by UBS AG as head chief of its U.S. brokerage
force, and people familiar with the matter said that he was slated
to start there in late August.
Mr. McCann said in court documents that BofA fired him without
cause after rejecting his offer to resign, which he thinks is part
of vengeful conduct intended to punish and humiliate him for
trying to quit. Mr. McCann, Merrill's former brokerage chief,
says in court documents that following the merger, his role at the
merged company was substantially diminished. Mr. McCann filed a
lawsuit against BofA in August, saying that he will suffer
irreparable harm.
According to court documents, Mr. McCann said, "BAC is now
threatening to enforce a non-competition clause and prevent me
from accepting the opportunity to go back to work in a 'once in a
lifetime' role."
Mr. McCann said in court documents that BofA was required to
purchase his Merrill Lynch shares for more than $18 million after
firing him, but hasn't done so.
BofA, citing a September 27, 2008 e-mail Mr. McCann sent to a
colleague, said that his claim that he left the firm for good
reason is "conceptually flawed", court documents state. BofA said
that Mr. McCann provided no evidence to support his claims that he
will lose a once in a lifetime opportunity and that he should wait
four months until January 31, 2010, when the non-compete clause
expires.
The Journal reports that in August BofA hired Sallie Krawcheck,
the former chief financial officer of Citigroup Inc., to run the
division, which at the time of the merger housed approximately
16,000 brokers. The Journal notes that it is likely that when Mr.
McCann joins a rival, he might look to hire some of Merrill's top
producers and lure away big clients, which could be costly to
Sallie Krawcheck, whom BofA hired in August for Merrill's
brokerage force, as she works to find her footing.
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.
MERRILL LYNCH: House Wants SEC Chief to Testify on Settlement
-------------------------------------------------------------
Kara Scannell at The Wall Street Journal reports that the House
Oversight Committee has asked U.S. Securities and Exchange
Commission Chairperson Mary Schapiro to testify about the
settlement with Bank of America Corp. at a hearing later this
month.
As reported by the TCR on September 15, 2009, U.S. District Judge
Jed Rakoff in Manhattan rejected BofA's $33 million settlement
with the SEC over Merrill Lynch & Co. bonuses. Judge Rakoff
ordered a February 1 trial on the SEC's lawsuit against BofA.
On the allegations that BofA shareholders were deceived by a proxy
statement into thinking no bonuses would be paid at Merrill Lynch
& Co., Judge Rakoff asked why the SEC didn't go after individuals,
The Journal relates. According to the report, the SEC said it
didn't have the evidence to pursue bank executives. Lawyers
drafted the proxy filing, the report says, citing bank executives.
According to The Journal, SEC said it sought to properly balance
the harm to shareholders, who would ultimately bear the cost of
the settlement, with the need to deter wrongdoers.
Citing Wayne State University Law School professor Peter Henning,
The Journal states that after interviewing about a dozen
executives, the SEC stopped its investigation, which suggests that
the agency "will bow to expedience. That doesn't restore your
reputation very well. They were hoping to slip a quick and dirty
settlement past the judge and got called on it" and the ruling
might cause other federal judges to ask tougher questions of
future SEC settlements.
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.
MERRILL LYNCH: Five Directors Get Subpoenaed by Attorney General
----------------------------------------------------------------
New York state attorney general Andrew Cuomo has issued subpoenas
to five directors on Bank of America Corp.'s audit committee at
the time of the bank's purchase of Merrill Lynch, Liz Rappaport,
Dan Fitzpatrick, and Joann S. Lublin at The Wall Street Journal
report.
Citing a person familiar with the matter, The Journal relates that
audit-committee members include Walter Massey and retired Army
General Tommy Franks. The Journal states that three of the five
audit-committee members at the time of the shareholder vote --
Gen. Franks; Spartanburg, S.C., Mayor William Barnet III; and John
Collins -- have since resigned from the board as part of a
boardroom turnover.
According to The Journal, Mr. Cuomo said that he wonders where the
boards were in this financial crisis, and whether BofA directors
"protected the rights of shareholders, were they misled, or were
they little more than rubber stamps for management's decision-
making".
The Journal says that Mr. Cuomo will subpoena all 15 of BofA's
directors as of early December, when shareholders approved the
deal. The report states that Mr. Cuomo is considering possible
civil fraud charges against BofA CEO Kenneth Lewis and will
The Journal quoted BofA spokesperson as saying, "We will continue
to cooperate with the attorney general's office as we maintain
that there is no basis for charges against either the company or
individual members of the management team."
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.
MMC ENERGY: Karl Miller Says Fraud Claims Dismissed
---------------------------------------------------
Karl W. Miller said September 15 that the pending federal suit
brought by MMC Energy, Inc., against him, its founder and former
Chairman and CEO, was dismissed almost in its entirety by the
Federal Court in its September 14, 2009 decision. The Court
granted Mr. Miller's motion to dismiss the Company's suit against
him on all claims except for breach of contract.
The Federal Court ordered that all of the Company's claims of
wrongdoing by Mr. Miller -- i.e. fraud and tortuous interference
with advantageous business relations -- be dismissed with
prejudice, indicating that the Company failed to substantiate
these false claims with any evidence whatsoever, and was only
"vaguely" able to allege injuries sustained.
The Court's decision held that the Company failed to demonstrate
that Mr. Miller made any misrepresentations or omissions with
respect to any duty he owed to the Company after leaving. The
Court also denied the Company's motion seeking a default judgment
against Mr. Miller.
As to the remaining allegation of breach of contract, Mr. Miller,
will vigorously defend himself against this claim and the evidence
will demonstrate that this claim too is without merit.
Mr. Miller has filed a Federal action against the Company and its
Directors in the United States District Court for the Southern
District of Florida for damages in excess of $5,000,000 in
addition to substantial punitive damages.
The Federal action filed by Mr. Miller alleges that George
Rountree III, the lead independent director of the Company and
Chairman of the compensation committee, Sylvia Rountree and
Richard Bryan, Chairman of the governance committee, and Chairman
and CEO Michael J. Hamilton for fraud, extortion, defamation and
their intentional infliction of severe emotional distress.
George Rountree III and his wife Sylvia Rountree reside in
Wilmington, North Carolina. George Rountree III is a partner at
the law firm Rountree, Losee and Baldwin. Sylvia Rountree is a
member of the Board of Trustees at the New Hanover Regional
Medical Center in Wilmington, North Carolina.
George Rountree, who is a practicing lawyer in Wilmington, North
Carolina and is also a member of the board of directors at
Southern Union Company, will receive total compensation of at
least $334,000.00 when MMC ceases to exist. The Rountrees'
holdings are subject to review by the Securities and Exchange
Commission.
About Karl Miller
Karl W. Miller claims to be a globally recognized energy executive
and institutional investor with a balance of both financial and
energy sector expertise. Mr. Miller began his career on Wall
Street during the 1980's and has an extensive background in
banking, commodities trading and risk management.
Mr. Miller has a long history in the global energy business and
has held a variety of executive management positions both within
the United States, Europe and Asia. Mr. Miller has bid on over $25
billion in energy related assets during his career. Mr. Miller
has built, restructured and managed energy businesses for major
public energy companies on several continents, including PG&E
Corporation, Electricity de France, El Paso Energy, Enron
Corporation and JPMorgan Chase.
Mr. Miller holds an MBA in Finance from the Kennan-Flagler
Business School at The University of North Carolina, Chapel Hill.
Mr. Miller also holds a B.A. in Accounting from Catholic
University located in Washington DC.
Mr. Miller is currently on medical leave until late 2009.
About MMC Energy
MMC Energy, Inc. (NasdaqGM: MMCE) is an energy management company
that acquires and actively manages electricity generating and
energy infrastructure related assets in the United States. The
Company had three electricity generation assets in California. Its
natural gas fueled electricity generating facilities are commonly
referred to as peaker plants. The Company generates revenue form
providing capacity and ancillary reliability services to
transmission grid that distributes electricity to industrial and
retail electricity providers.
As of March 31, 2009, MMC Energy had $44,580,375 in assets against
debts of $10,419,424.
The Company announced that shareholders voted on September 14,
2009 to approve the complete dissolution and liquidation of the
company and its assets. The Board of Directors and management of
the Company have claimed in SEC filings it is the only alternative
to bankruptcy under their stewardship.
MOMENTUM BIOFUELS: Needs More Capital to Maintain Operations
------------------------------------------------------------
Momentum Biofuels, Inc., incurred a net loss of $1,738,376 on
total revenue of $182,718 for six months ended June 30, 2009,
compared with a net loss of $2,218,345 on total revenue of
$348,357 for the same period in 2008.
The Company had assets of $2,569,057 against total debts of
$1,927,152 as of June 30, 2009.
Momentum acknowledges it has incurred significant losses from
operations since inception and has limited financial resources.
These factors raise substantial doubt about Momentum's ability to
continue as a going concern.
The Company currently has an accumulated deficit of $14,923,611
through June 30, 2009. "Momentum's ability to continue as a going
concern is dependent upon its ability to develop additional
sources of capital and, ultimately, achieve profitable
operations," the Company said in its Form 10-Q filed with the
Securities and Exchange Commission.
A copy of the Form 10-Q is available for free at:
http://researcharchives.com/t/s?44d5
Momentum Biofuels, Inc. was incorporated in Texas on May 8, 2006,
to engage in the business of the production of biodiesel fuel.
Its business purpose is to manufacture high quality biodiesel fuel
for sale to local distributors, jobbers, and state and local
government fleets.
NCI BUILDING: Says CD&R Deal Provides Best Recovery for Lenders
---------------------------------------------------------------
NCI Building Systems, Inc., on September 15, 2009, made available
presentation materials to be used by NCI in certain presentations
by management.
NCI Building is meeting with lenders to discuss the final steps in
its recapitalization process. The principal objectives for
discussion are:
-- Review the proposed $143 million pay down and Term Loan
amendment in connection with the proposed $250 million
equity investment transaction with a fund managed by
Clayton, Dubilier & Rice, Inc.; and
-- Provide an update on NCI's business and recent financial
Performance.
NCI said it is requesting an amendment to the existing Term Loan
credit agreement to permit CD&R's equity investment, which will
provide lenders with significant benefits and the Company with the
flexibility to manage through the current market conditions and
execute on the long-term business plan.
"The [CD&R] transaction provides lenders with an immediate and
substantial par pay down and the best opportunity to receive a
full recovery on their commitments," the Company said.
The Company is also requesting that lenders vote in favor of an
in-court restructuring plan through which the Company would seek
to effect the CD&R investment if the conditions to complete the
out-of-court restructuring are not met.
A full-text copy of the Presentation Materials is available at no
charge at http://ResearchArchives.com/t/s?44e2
Proposed Financial Restructuring
As reported by the Troubled Company Reporter on September 14,
2009, NCI is proposing a financial restructuring to address an
immediate need for liquidity in light of a potentially imminent
default under, and acceleration of, its existing credit facility,
which may occur as early as November 6, 2009 (which may, in turn,
also lead to a default under, and acceleration of, its other
indebtedness, including the $180.0 million in principal amount of
2.125% Convertible Senior Subordinated Notes due 2024, and the
high likelihood that it will be required to repurchase the
convertible notes on November 15, 2009, the first scheduled
mandatory repurchase date under the convertible notes indenture.
NCI is proposing to effect the financial restructuring through one
of these two approaches:
(1) an out-of-court financial restructuring -- the
recapitalization plan, consisting of:
-- an exchange offer to acquire any and all of the
convertible notes for cash and shares of the Company's
common stock, par value $0.01 per share;
-- a $250.0 million investment -- the CD&R investment --
by Clayton, Dubilier & Rice Fund VIII, L.P., a fund
managed by Clayton, Dubilier & Rice, Inc., a private
equity investment firm, involving a private placement
to the CD&R Fund of a newly created series of NCI
Building's preferred stock, par value $1.00 per share,
to be designated as the Series B Cumulative
Convertible Participating Preferred Stock;
-- the refinancing of the Company's existing credit
Facility -- the term loan refinancing -- under which
the Company and the lenders under the existing credit
agreement will enter into an amendment to the existing
credit agreement, providing for, among other things,
the repayment of approximately $143.3 million of the
$293.3 million in principal amount of term loans
outstanding under the existing credit facility and a
modification of the terms and maturity of the
$150.0 million balance; and
-- the ABL financing, pursuant to which the Company will
enter into an agreement for a $125.0 million asset-
based loan facility;
or, in the alternative, if conditions to completion of the
recapitalization plan are not satisfied or waived,
(2) an in-court financial restructuring, through which the
Company would seek to accomplish the results contemplated
by the recapitalization plan through the effectiveness of
a prepackaged plan of reorganization.
The Company expects to reduce its debt by $323 million and
position itself for future growth.
On September 10, 2009, NCI Building commenced the exchange offer
to retire all of its existing 2.125% Convertible Senior
Subordinated Notes due 2024. Upon the terms and subject to the
conditions of the Exchange Offer, the Company is offering to
exchange $500 in cash and 390 shares of NCI common stock for each
$1,000 principal amount of Convertible Notes validly tendered and
not withdrawn at the expiration of the Exchange Offer. The
Exchange Offer is subject to certain conditions, including the
tender of at least 95% of the aggregate principal amount of such
Convertible Notes.
On August 31, 2009, NCI Building entered into a lock-up and voting
agreement pursuant to which holders of more than 79% of the
aggregate principal amount of the Company's outstanding
Convertible Notes have agreed to tender their notes in the
Exchange Offer. The Exchange Offer will expire at 11:59 p.m., New
York City time on October 7, 2009, unless extended or earlier
terminated by the Company.
On August 31, 2009, (1) the Company and the CD&R Fund executed
amendment no. 2 to the investment agreement which, among other
things, amended the terms of the exchange offer contemplated by
the original investment agreement to provide that holders of
convertible notes would receive $500 cash and 390 shares of common
stock for each $1,000 principal amount of convertible notes
tendered in the exchange offer, and (2) concurrently with such
execution, the Company and a group of noteholders representing
more than 75% of the outstanding convertible notes executed the
lock-up and voting agreement. Certain of the members of the group
of noteholders also hold term loans and other obligations under
our existing credit agreement and agreed to support the term loan
refinancing as part of the lock-up and voting agreement.
Subsequent to the execution of the lock-up agreement, additional
holders of notes became party to the lock-up agreement,
increasing the aggregate amount of convertible notes subject
thereto to 79% of the outstanding convertible notes.
A full-text copy of the Company's preliminary prospectus and
disclosure statement is available at no charge at:
http://ResearchArchives.com/t/s?44a8
About NCI Building
NCI Building Systems, Inc., is one of North America's largest
integrated manufacturers of metal products for the nonresidential
building industry. NCI is comprised of a family of companies
operating manufacturing facilities across the United States and
Mexico, with additional sales and distribution offices throughout
the United States and Canada.
As of August 2, 2009, the Company had $627.63 million in total
assets; and $624.23 million in total current liabilities and
$21.62 million in total long-term liabilities.
NEWPAGE CORP: Exchange Offer Extended; Maximum Payment Amount Cut
-----------------------------------------------------------------
NP Investor LLC, an affiliate of Cerberus Capital Management,
L.P., the indirect controlling shareholder of NewPage Corporation,
on September 14, 2009, announced changes to its cash tender offer
to purchase certain of NewPage's outstanding Floating Rate Senior
Secured Notes due 2012 and 10% Senior Secured Notes due 2012. NPI
has reduced the Maximum Payment Amount for the Second Lien Notes
Offer from $50 million to $25 million. In addition, NPI has
extended the Withdrawal Deadline, Early Participation Time and
Expiration Time.
The Second Lien Notes Offer is described in detail in the Offer to
Purchase dated July 15, 2009 and the related Letter of
Transmittal, as amended by the Supplement to the Second Lien Notes
Offer dated August 10, 2009 and the previously distributed press
releases dated August 10, 2009, August 21, 2009 and September 8,
2009.
The Second Lien Notes Offer has been amended as follows:
* All references in the Offer Documents to the Maximum Payment
Amount are amended to be defined as an amount in cash equal
to $25 million, payable to Holders that validly tender their
Notes and which are accepted for purchase by NPI. Notes
tendered will be subject to proration upon the terms and
conditions described in the Offer Documents. Notes not
accepted because of proration will be returned to the
tendering Holders at NPI's expense promptly following the
earlier of the Expiration Time or the date on which the
Second Lien Notes Offer is terminated;
* NPI extended the Withdrawal Deadline, previously scheduled
for 12:00 Midnight, New York City time, on September 11,
2009, to 5:00 p.m., New York City time, on September 15,
2009, unless further extended;
* NPI extended the Early Participation Time, previously
scheduled for 12:00 Midnight, New York City time, on
September 11, 2009, to 12:00 Midnight, New York City time,
on September 25, 2009, unless further extended. All holders
tendering their Second Lien Notes on or prior to the new
Early Participation Time and whose Second Lien Notes are
accepted for purchase will be eligible to receive the Early
Participation Premium; and
* NPI extended the Expiration Time, previously scheduled for
12:00 Midnight, New York City time, on September 11, 2009,
to 12:00 Midnight, New York City time, on September 25,
2009, unless further extended.
As of 12:00 Midnight, New York City time, on Friday, September 11,
2009, holders had validly tendered and not withdrawn $78.2 million
of Floating Rate Notes and $71.2 million of 10% Notes.
NewPage and NPI have retained Citi to serve as the lead dealer
manager for the Second Lien Notes Offer and Banc of America
Securities LLC, Credit Suisse Securities (USA) LLC and Goldman,
Sachs & Co. are acting as additional dealer managers. Barclays
Capital Inc. is acting as co-manager for the Second Lien Notes
Offer. Questions regarding the Second Lien Notes Offer may be
directed to Citigroup Global Markets Inc. at (212) 723-6106
(collect) or (800) 558-3745 (toll-free). Requests for documents in
connection with the Second Lien Notes Offer may be directed to
Global Bondholder Services Corporation, the information agent for
the Second Lien Notes Offer at (212) 430-3774 or (866) 470-3700
(toll-free).
About NewPage
Headquartered in Miamisburg, Ohio, NewPage Corporation is the
largest coated paper manufacturer in North America, based on
production capacity, with $4.4 billion in net sales for the year
ended December 31, 2008. The Company's product portfolio is the
broadest in North America and includes coated freesheet, coated
groundwood, supercalendered, newsprint and specialty papers. The
papers are used for corporate collateral, commercial printing,
magazines, catalogs, books, coupons, inserts, newspapers,
packaging applications and direct mail advertising.
NewPage owns paper mills in Kentucky, Maine, Maryland, Michigan,
Minnesota, Wisconsin and Nova Scotia, Canada. The mills have a
total annual production capacity of roughly 4.4 million tons of
paper, including roughly 3.2 million tons of coated paper, roughly
1.0 million tons of uncoated paper and roughly 200,000 tons of
specialty paper.
As of June 30, 2009, NewPage Holding had $4.141 billion in total
assets; and total current liabilities of $475 million, long-term
debt of $3.145 billion, and other long-term obligations of
$618 million; resulting in $97 million total deficit.
As of June 30, 2009, NewPage Corp. had $4.140 billion in total
assets; and total current liabilities of $475 million, long-term
debt of $2.953 billion, and other long-term obligations of
$618 million; resulting in $94 million total deficit.
NICHOLAS RUVOLO: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Joint Debtors: Nicholas Ruvolo
aka Nicholas J. Ruvolo
aka Nicholas J. Ruvolo, Jr.
Evelina Ruvolo
aka Evelina Roccasalvo
207 Barlow Avenue
Staten Island, NY 10308
Bankruptcy Case No.: 09-47924
Chapter 11 Petition Date: September 14, 2009
Court: United States Bankruptcy Court
Eastern District of New York (Brooklyn)
Judge: Carla E. Craig
Debtors' Counsel: Narissa A. Joseph, Esq.
277 Broadway, Suite 501
New York, NY 10017
Tel: (212) 233-3060
Fax: (212) 608-0304
Email: njosephlaw@aol.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
$2,173,250, and total debts of $2,995,755.
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/nyeb09-47924.pdf
The petition was signed by the Joint Debtors.
NMP ENTERPRISES LLC: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: NMP Enterprises, LLC
3213 N. Main St.
Clebure, TX 76033
Bankruptcy Case No.: 09-36130
Chapter 11 Petition Date: September 15, 2009
Court: United States Bankruptcy Court
Northern District of Texas (Dallas)
Debtor's Counsel: Weldon L. Moore III, Esq.
Creel, Sussman & Moore, L.L.P.
8235 Douglas Ave., Suite 1100
Dallas, TX 75225
Tel: (214) 378-8270
Fax: (214) 378-8290
Email: wmoore@csmlaw.net
Estimated Assets: $1,000,001 to $10,000,000
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 Paul Nussbaum, manager of the Company.
NORTEL NETWORKS: Courts OK Sale of Enterprise Biz. to Avaya
-----------------------------------------------------------
Avaya Inc. said September 16 that its agreement with Nortel for
the acquisition of Nortel's Enterprise Solutions business in North
America, the Caribbean and Latin America and Asia has been
approved by courts in Canada and the United States.
Avaya noted the closing of the transaction remains subject to
additional court approvals in France and Israel, and information
and consultation processes with employee representatives in
certain EMEA jurisdictions. The transaction is also subject to
customary closing conditions, including receipt of necessary
regulatory approvals.
Nortel Networks said the joint hearing of the Canadian and U.S.
bankruptcy courts originally planned for September 15, 2009, was
moved to September 16, 2009.
As reported by the Troubled Company Reporter, Nortel Networks has
concluded an auction of substantially all of the assets of their
global Enterprise Solutions business as well as the shares of
Nortel Government Solutions Incorporated and DiamondWare, Ltd.
According to Nortel, Avaya Inc. has emerged as the winning bidder
agreeing to pay US$900 million in cash to Nortel, with an
additional pool of US$15 million reserved for an employee
retention program.
About Avaya
Avaya is a global leader in enterprise communications systems. The
company provides unified communications, contact centers, and
related services directly and through its channel partners to
leading businesses and organizations around the world. Enterprises
of all sizes depend on Avaya for state-of-the-art communications
that improve efficiency, collaboration, customer service and
competitiveness. For more information please visit www.avaya.com.
About Nortel Networks
Headquartered in Ontario, Canada, Nortel Networks Corporation
[OTC: NRTLQ] -- 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)
NOVADEL PHARMA: Annual Stockholders' Meeting on October 15
----------------------------------------------------------
The Annual Meeting of Stockholders of NovaDel Pharma Inc. will be
held at the offices of Morgan, Lewis & Bockius LLP, located at 502
Carnegie Center, Princeton, New Jersey, on Thursday, October 15,
2009, at 9:00 a.m., Eastern Daylight Time, for these purposes:
-- To elect four Directors to the Board of Directors to serve
until the next Annual Meeting of Stockholders or until
their successors have been duly elected or appointed and
qualified;
-- To ratify the selection of J.H. Cohn LLP as its
independent registered public accounting firm for the
fiscal year ending December 31, 2009; and
-- To consider and take action upon such other business as
may properly come before the Annual Meeting or any
adjournments or postponements thereof.
Holders of record of the Company's common stock, par value $0.001
per share, at the close of business on August 25, 2009, will be
entitled to notice of and to vote at the Annual Meeting or any
adjournments or postponements thereof.
A full-text copy of the proxy statement is available at no charge
at http://ResearchArchives.com/t/s?44e1
About Novadel Pharma
Flemington, New Jersey-based NovaDel Pharma Inc. (NYSE AMEX: NVD)
-- http://www.novadel.com/-- is a specialty pharmaceutical
company developing oral spray formulations for a broad range of
marketed drugs. The Company's proprietary technology offers, in
comparison to conventional oral dosage forms, the potential for
faster absorption of drugs into the bloodstream leading to quicker
onset of therapeutic effects and possibly reduced first pass liver
metabolism, which may result in lower doses. Oral sprays
eliminate the requirement for water or the need to swallow,
potentially improving patient convenience and adherence.
As of June 30, 2009, the Company had $2,358,000 in total assets
and $9,146,000 in total liabilities, resulting in $6,788,000 in
stockholders' deficit.
The Company filed with the Securities and Exchange Commission its
Annual Report for the year ended December 31, 2008, which included
an audit opinion with a "going concern" explanatory paragraph.
The going-concern explanatory paragraph from NovaDel's independent
registered public accounting firm -- J.H. Cohn LLP in Roseland,
New Jersey -- expressed substantial doubt, based upon current
financial resources, as to whether NovaDel can continue to meet
its obligations beyond 2009 without access to additional working
capital.
NOVADEL PHARMA: Receives $117,490 From Sale of Shares to Seaside
----------------------------------------------------------------
NovaDel Pharma Inc. on September 11, 2009, had its fifth closing
of an offering pursuant to which Seaside 88 LP purchased 500,000
shares of the Company's Common Stock at a price per share of $0.25
having an aggregate value of roughly $122,670, and, the Company
received net proceeds of roughly $117,490, after deducting
commissions and $1,500 in non-accountable expenses, pursuant to
the terms of a Common Stock Purchase Agreement.
In June 2009, NovaDel Pharma entered into the Agreement with
Seaside 88, whereby the Company agreed to issue and sell to
Seaside, and Seaside agreed to purchase from the Company, 500,000
shares of the Company's common stock, $0.001 par value per share,
once every two weeks for 26 closings over a 52-week period.
Pursuant to the terms of the Agreement, at the initial closing,
the offering price of the Common Stock equaled 87% of the volume
weighted average trading price of the Common Stock during the
trading day immediately prior to the initial closing date. At
each subsequent closing, on each 14th day thereafter, the offering
price of the Company's Common Stock will equal 87% of the volume
weighted average trading price of the Common Stock for the 10-day
trading period immediately preceding each subsequent closing date.
If, with respect to any subsequent closing, the volume weighted
average trading price of the Company's Common Stock for the three
trading days immediately prior to such closing is below $0.25 per
share, then the particular subsequent closing will not occur and
the aggregate number of Shares to be purchased shall be reduced by
500,000 shares of Common Stock.
About Novadel Pharma
Flemington, New Jersey-based NovaDel Pharma Inc. (NYSE AMEX: NVD)
-- http://www.novadel.com/-- is a specialty pharmaceutical
company developing oral spray formulations for a broad range of
marketed drugs. The Company's proprietary technology offers, in
comparison to conventional oral dosage forms, the potential for
faster absorption of drugs into the bloodstream leading to quicker
onset of therapeutic effects and possibly reduced first pass liver
metabolism, which may result in lower doses. Oral sprays
eliminate the requirement for water or the need to swallow,
potentially improving patient convenience and adherence.
As of June 30, 2009, the Company had $2,358,000 in total assets
and $9,146,000 in total liabilities, resulting in $6,788,000 in
stockholders' deficit.
The Company filed with the Securities and Exchange Commission its
Annual Report for the year ended December 31, 2008, which included
an audit opinion with a "going concern" explanatory paragraph.
The going-concern explanatory paragraph from NovaDel's independent
registered public accounting firm -- J.H. Cohn LLP in Roseland,
New Jersey -- expressed substantial doubt, based upon current
financial resources, as to whether NovaDel can continue to meet
its obligations beyond 2009 without access to additional working
capital.
NPOT PARTNERS: Meeting of Creditors Scheduled for October 15
------------------------------------------------------------
The U.S. Trustee for Region 6 will convene a meeting of creditors
in NPOT Partners I, LP's Chapter 11 case on Oct. 15, 2009, at
2:00 p.m. The meeting will be held at Fritz G. Lanham Federal
Building, 819 Taylor Street, Room 7A24, Ft. Worth, Texas.
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.
Colleyville, Texas-based NPOT Partners I, LP, filed for Chapter 11
on Aug. 31, 2009 (Bankr. N.D. Tex. Case No. 09-45412). Mark
Joseph Petrocchi, Esq., at Griffith, Jay & Michel, LLP, represents
the Debtor in its restructuring effort. The Debtor did not file a
list of its 20 largest unsecured creditors when it filed its
petition. In its petition, the Debtor listed $10,000,001 to
$50,000,000 in assets and $500,001 to $1,000,000 in debts.
ORESTE INFANTE: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Joint Debtors: Oreste Infante
Melissa Anne Infante
17913 Bahama Isle Circle
Tampa, FL 33647
Bankruptcy Case No.: 09-20678
Chapter 11 Petition Date: September 15, 2009
Court: United States Bankruptcy Court
Middle District of Florida (Tampa)
Judge: K. Rodney May
Debtors' Counsel: Miriam L. Sumpter Richard, Esq.
Fresh Start Law Firm, Inc.
505 East Jackson Street, Suite 303
Tampa, FL 33602
Tel: (813) 387-7724
Fax: (813) 387-7727
Email: miriam@freshstartlawfirm.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
$1,305,654, and total debts of $1,921,971.
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/flmb09-20678.pdf
The petition was signed by the Joint Debtors.
PASTOR CARRILLO: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Joint Debtors: Pastor Mercedes Carrillo
Arcenia S. Carrillo
aka Arcenia S Carrillo - Amaya
14523 Rimgate Drive
Whittier, CA 90604
Bankruptcy Case No.: 09-34708
Chapter 11 Petition Date: September 14, 2009
Court: United States Bankruptcy Court
Central District of California (Los Angeles)
Judge: Thomas B. Donovan
Debtors' Counsel: Todd J. Cleary, Esq.
10720 Mccune Ave
Los Angeles, CA 90034
Tel: (310) 559-8118
Fax: (310) 559-0345
Email: cleary1@pacbell.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
$4,551,680, and total debts of $6,668,215.
A list of the Company's largest unsecured creditors is available
for free at:
http://bankrupt.com/misc/cacb09-34708.pdf
The petition was signed by the Joint Debtors.
PENHALL INTERNATIONAL: S&P Junks Corporate Credit Rating From 'B-'
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on Penhall
International Corp., including the long-term corporate credit
rating, to 'CCC+' from 'B-'. The outlook is negative.
The ratings downgrade reflects Standard & Poor's concerns that
Penhall's difficult end markets in nonresidential commercial
construction, which are unlikely to improve in the near term,
could contribute to deteriorating operating performance, pressure
cash flow generation, and weaken the company's liquidity in the
next 12 to 18 months.
The ratings on Penhall reflect the company's modest positions in
the small and fragmented niche construction services market and
related equipment rental markets, and its highly leveraged
financial risk profile.
"Standard & Poor's could lower the ratings on the company, if the
availability under the company's revolving credit facility
approaches the $10 million threshold," said Standard & Poor's
credit analyst Sarah Wyeth. "We believe this would result in a
covenant breach," she continued. The challenging environment for
Penhall's end markets prohibits a positive rating action.
PERPETUA-BURR OAK: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Perpetua-Burr Oak Holdings of Illinois, L.L.C.
dba Burr Oak, LLC
4400 W. 127th St.
Alsip, IL 60803
Bankruptcy Case No.: 09-34022
Debtor-affiliates filing separate Chapter 11 petitions:
Entity Case No.
------ --------
Perpetua Holdings of Illinois, Inc. 09-34030
Perpetua, Inc. 09-34033
Chapter 11 Petition Date: September 14, 2009
Court: United States Bankruptcy Court
Northern District of Illinois (Chicago)
Judge: Pamela S. Hollis
Debtor's Counsel: Brian L. Shaw, Esq.
Shaw Gussis Fishman Glantz Wolfson & Tow
321 N Clark Street, Suite 800
Chicago, IL 60610
Tel: (312) 541-0151
Fax: (312) 980-3888
Email: bshaw100@shawgussis.com
Robert M. Fishman, Esq.
Shaw Gussis Fishman Glantz Wolfson
321 N Clark Street, Suite 800
Chicago, IL 60610
Tel: (312) 666-2842
Fax: (312) 275-0567
Email: rfishman@shawgussis.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 Debtors' petition, including a list of
their 20 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/ilnb09-34022.pdf
The petition was signed by Randy Sanderson, chief financial
officer of the Company.
PERPETUA HOLDINGS: Files Chapter 11, Retakes Control of Cemetery
----------------------------------------------------------------
Perpetua Holdings has filed for Chapter 11 bankruptcy protection,
listing $1 million to $10 million in liabilities owed to up to 200
creditors.
According to Kim Janssen at Chicago Breaking News Center, Burr Oak
has been closed to the public since July 13, 2009, after
allegations of a massive scheme to dig up as many as 300 bodies
and resell burial plots were made.
Chicago Breaking News reports that James Geoly, the attorney for
Catholic Cemeteries boss Roman Szabelski, said that Mr. Szabelski
had not choice but to return the Burr Oak Cemetery to Perpetua,
following the latter's bankruptcy filing.
Chicago Breaking News relates that when Perpetua failed to send
anyone to manage the cemetery after four of its workers were
charged in connection with the scandal, a Cook County judge
appointed Mr. Szabelski to take over the cemetery to clean it up
and reopen it. Chicago Breaking News states that Mr. Szabelski
was seeking to spend $500,000 from Perpetua's trust funds to bring
the cemetery up to standard before re-opening it.
Arizona-based Perpetua Holdings has owned Burr Oak since 2001.
Perpetua also owns Cedar Park Cemetery in Calumet Park.
PHILADELPHIA NEWSPAPERS: PBGC Balks at $43 Million Asset Sale
-------------------------------------------------------------
The Pension Benefit Guaranty Corp. objected to the bidding
procedures for Philadelphia Newspapers LLC's proposed $43 million
Chapter 11 asset sale, according to Law360. The PBGC is
complaining that the proposed bidding procedures fail to take into
account whether a bidder may wish to assume all or a portion of
the publisher's defined benefit pension plan, the report says.
As reported by the TCR on Sept. 16, 2009, Bankruptcy Judge Stephen
Raslavich has deferred until September 21 to consider approval of
a proposed sale process for the assets of Philadelphia Newspapers
LLC. Judge Raslavich postponed the hearing to give the Debtor
and senior lenders time to negotiate procedures for the sale.
The Company has proposed an auction where a group of local
investors, led by Bruce E. Toll, would be stalking horse bidder
and credit bidding would be prohibited. The Debtors have filed a
proposed Chapter 11 plan built around the sale of the business to
Mr. Toll or to the highest bidder. The Company has contemplated
an October 22 auction.
Philadelphia Newspapers filed a Chapter 11 plan of reorganization
on August 20. The Plan provides for the sale of substantially all
of the Debtors' assets to Mr. Toll-led Philly Papers, LLC, absent
higher and better bids at an auction. Under the deal, Philly
Papers is expected to pay over $41,000,000, after payment of
approximately $6,000,000 in administrative and priority claims.
According to the disclosure statement explaining the Plan, holders
of secured claims, including $66 million, senior secured claims,
will recover 100 cents on the dollar. Holders of $350 million
prepetition unsecured debt claims will recover less than 1% of
their claims. Holders of prepetition unsecured trade claims will
recover up to 6%.
A copy of the Disclosure Statement is available for free at:
http://bankrupt.com/misc/PhillyNews_DiscStatement.pdf
A copy of the Insider Plan is available for free at:
http://bankrupt.com/misc/PhillyNews_Ch11Plan.pdf
Senior lenders, including CIT Group Inc., have proposed their own
reorganization plan that would allow the Company to emerge from
bankruptcy with about $60 million in debt. Led by Citizens
Bank of Pennsylvania, as agent, senior lenders would own about
95% of the Company with the remainder going to unsecured mezzanine
debt holders. Other unsecured creditors will recover up to 10% of
their claims in cash.
About Philadelphia Newspapers
Philadelphia Newspapers -- http://www.philly.com/-- owns and
operates numerous print and online publications in the
Philadelphia market, including the Philadelphia Inquirer, the
Philadelphia Daily News, several community newspapers, the
region's number one local Web site, philly.com, and a number of
related online products. The Company's flagship publications are
the Inquirer, the third oldest newspaper in the country and the
winner of numerous Pulitzer Prizes and other journalistic
recognitions, and the Daily News.
Philadelphia Newspapers and its debtor-affiliates filed for
Chapter 11 bankruptcy protection on February 22, 2008 (Bankr. E.D.
Pa. Case No. 09-11204). Proskauer Rose LLP is the Debtors'
bankruptcy counsel, while Lawrence G. McMichael, Esq., at Dilworth
Paxson LLP is the local counsel. The Debtors' financial advisor
is Jefferies & Company Inc. The Garden City Group, Inc., serves
as claims and notice agent. Philadelphia Newspapers listed assets
and debts of $100 million to $500 million in its bankruptcy
petition.
PHILADELPHIA NEWSPAPERS: Reaches DIP Financing Pact With Creditors
------------------------------------------------------------------
Christopher K. Hepp at the Philadelphia Inquirer reports that
Philadelphia Newspapers LLC's lawyer, Anne Marie Aaronson, told
U.S. Bankruptcy Judge Stephen Raslavich that a final accord on a
$15 million short short-term financing was reached between the
Company and its creditors.
Philadelphia Inquirer relates that the loan will be provided by
Citizens Bank, one of Philadelphia Newspapers' senior lenders.
The report says that Philadelphia Newspapers' proposed
reorganization plan would pay senior lenders $66.6 million in cash
and property to settle about $300 million in secured debt, and
calls for the Company to be put up for auction to determine
whether there are potential buyers who would provide lenders a
better deal.
According to Philadelphia Inquirer, some key issues -- including
the procedures for putting Philadelphia Newspapers for auction and
whether the Company can continue its publicity campaign -- that
were to be argued on September 15 were put on hold until Monday
while the Company and its creditors try to resolve them through
mediation.
David Haas Eyeing Inquirer & Daily News
Bob Warner at Philadelphia Daily News reports that Rohm & Haas
chemical fortune heir and William Penn Foundation board
chairperson David Haas said that he is one of the investors hoping
to become owners of Philadelphia Newspapers LLC's Inquirer and
Daily News.
Mr. Haas said in a statement that he is the controlling partner of
Penn Matrix Investors, one of three entities that have agreed to
put up $52 million in cash and credit as potential future owners
of the newspapers and their Web site, philly.com.
According to Philadelphia Daily, Penn Matrix's bid is likely to
face competition from at least one other potential ownership group
-- senior lenders who hold more than $300 million in secured debt
of the newspapers.
Philadelphia Newspapers -- http://www.philly.com/-- owns and
operates numerous print and online publications in the
Philadelphia market, including the Philadelphia Inquirer, the
Philadelphia Daily News, several community newspapers, the
region's number one local Web site, philly.com, and a number of
related online products. The Company's flagship publications are
the Inquirer, the third oldest newspaper in the country and the
winner of numerous Pulitzer Prizes and other journalistic
recognitions, and the Daily News.
Philadelphia Newspapers and its debtor-affiliates filed for
Chapter 11 bankruptcy protection on February 22, 2008 (Bankr. E.D.
Pa. Case No. 09-11204). Proskauer Rose LLP is the Debtors'
bankruptcy counsel, while Lawrence G. McMichael, Esq., at Dilworth
Paxson LLP is the local counsel. The Debtors' financial advisor
is Jefferies & Company Inc. The Garden City Group, Inc. serves as
claims and notice agent. Philadelphia Newspapers listed assets
and debts of $100 million to $500 million in its bankruptcy
petition.
PHILIP HARRIS: Case Summary & 12 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Philip C. Harris
2499 Cairnwell
Belvidere, IL 61008
Bankruptcy Case No.: 09-73962
Chapter 11 Petition Date: September 15, 2009
Court: United States Bankruptcy Court
Northern District of Illinois (Rockford)
Debtor's Counsel: Thomas E. Laughlin, Esq.
Attorney Thomas E. Laughlin
6833 Stalter Dr.
Rockford, IL 61108
Tel: (815) 316-3038
Fax: (813) 316-3039
Email: tloff@aol.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
12 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/ilnb09-73962.pdf
The petition was signed by Mr. Harris.
PILGRIM'S PRIDE: To Sell Business to JBS Under Chapter 11 Plan
--------------------------------------------------------------
Pilgrim's Pride Corporation and six of its debtor-subsidiaries
will be filing with the Bankruptcy Court a joint plan of
reorganization built around a sale of its business to JBS SA, the
world's largest beef producer.
Pilgrim's Pride and JBS have agreed to a transaction representing
an enterprise value of roughly $2.8 billion. Under the terms of
the Plan, Pilgrim's Pride has entered into an agreement to sell
64% of the new common stock of the reorganized Pilgrim's Pride to
JBS S.A., through its JBS USA Holdings, Inc. subsidiary, for $800
million in cash.
According to reports, JBS SA has also reached a deal to buy
control of Bertin SA in Brazil, to surpass Tyson Foods Inc. as the
top meat processor. Shares surged. JBS will take over Bertin in a
share swap by creating a holding company that will control both
meatpackers.
According to a statement released by Pilgrim's Pride, proceeds
from the sale of the new common stock of the reorganized Pilgrim's
Pride to JBS will be used to fund cash distributions to allowed
claims under the plan. Under the terms of the plan, all creditors
of the Debtors holding allowed claims will be paid in full, either
in cash or by issuance of a new note. All existing Pilgrim's
Pride common stock will be cancelled and existing stockholders
will receive the same number of new common stock shares
representing 36% of the reorganized Pilgrim's Pride in aggregate.
The Plan also calls for an exit facility for senior secured
financing in an aggregate principal amount of $1.75 billion to be
provided by a group of lenders arranged by Joint Lead Arrangers
CoBank, ACB and Rabobank.
Pilgrim's Pride said that it anticipates the plan to be confirmed
by the Bankruptcy Court in time for the Debtors to emerge from
bankruptcy before the end of December.
The plan and the proposed disclosure statement have not yet been
approved by the Bankruptcy Court and are subject to further
negotiations with stakeholders. As a result, the plan and the
proposed disclosure statement may be materially modified before
approval.
In addition to customary Chapter 11 proceedings, the completion of
the transaction is subject to Hart-Scott-Rodino and other
antitrust reviews and customary closing conditions.
Lazard acted as sole investment banker to Pilgrim's Pride in
connection with its financial restructuring and transaction with
JBS. CRG Partners Group, LLC acted as chief restructuring officer.
Baker & McKenzie LLP and Weil Gotshal & Manges LLP served as legal
advisors. Rothschild and Rabo Securities USA, Inc. acted as
exclusive financial advisor to JBS U.S.A. and Shearman & Sterling
LLP as its legal advisors.
"Over the past 10 months, we have fundamentally restructured
Pilgrim's Pride as a market-driven company clearly focused on
delivering the best service, selection and value to our customers
as efficiently as possible," said Don Jackson, president and chief
executive officer. "Thanks to the shared commitment and hard work
of our employees, we believe that Pilgrim's Pride is positioned to
emerge from bankruptcy as a stronger, more efficient competitor.
We have returned to profitability, the quality of our asset base
has improved significantly and we are gaining additional business.
While we recognize that some of the changes made during our
restructuring have been painful for our employees and contract
growers, these decisions were absolutely necessary in helping
Pilgrim's Pride to operate more efficiently while protecting the
greatest number of jobs in the long-term. As a result of the
improvements achieved this year, we believe we have been able to
maximize the value of our company through our plan of
reorganization that achieves what precious few restructurings can:
full repayment of allowed creditor claims and substantial retained
value for existing stockholders."
"Looking ahead, we are truly excited about the strategic growth
opportunities available with JBS as our majority shareholder,"
Dr. Jackson added. "JBS has a well-earned global reputation for
operational and service excellence in beef and pork production. We
are confident that our plan will earn the support of all
stakeholders and provide the foundation for sustained, profitable
growth in the years ahead."
"We believe our reorganization plan will pave the way for
Pilgrim's Pride to emerge from bankruptcy before the end of the
year and mark a new beginning for this proud company, one that I
fully support and endorse," said Lonnie "Bo" Pilgrim, senior
chairman. "While the past year has been a difficult time for
everyone involved in our restructuring, I take pride in knowing
that we have a plan in place to pay back our creditors in full and
preserve a great deal of value for our existing stockholders."
"Two years ago, JBS acquired Swift & Company, a U.S. beef and pork
company, with a goal of managing its strong assets and turning it
into a well-managed, efficient and profitable company. We believe
the company's performance demonstrates our continued success in
meeting this goal," said Wesley M. Batista, president and chief
executive officer of JBS USA Holdings. "In 2008, we acquired
Smithfield Beef and Five Rivers Cattle Feeding to strengthen our
beef platform and provide synergies to our existing operations. As
a U.S. beef and pork company, we are proud to now enter into the
U.S. poultry industry with the acquisition of Pilgrim's Pride. We
look forward to working with Pilgrim's management to increase the
company's competitiveness both domestically and internationally.
As we have accomplished with our beef and pork platforms, we will
utilize our existing assets and strong management to grow
Pilgrim's poultry business. We are excited about the opportunity
to work with Pilgrim's employees, contract growers, customers,
vendors and shareholders to enhance value."
Union Supports Sale
The United Food and Commercial Workers International Union (UFCW),
which represents more than 250,000 workers in the meatpacking and
poultry industry, announced its strong support for the proposed
sale of a majority stake in Pilgrim's Pride to JBS S.A., as
announced in a press release issued today by Pilgrim's Pride.
The UFCW represents roughly 13,000 workers at Pilgrim's Pride and
nearly 14,000 workers at JBS S.A.
Joe Hansen, International President of the UFCW, said, "The sale
of a majority stake in Pilgrim's Pride to JBS is good news for
workers at Pilgrim's, for their communities and for the future of
the poultry industry.
"Since its 2007 acquisition of Swift & Company, the UFCW has
worked closely with management at every level of JBS. We have
found them to be accessible and willing to work closely with their
employees in a mutually beneficial way to improve and strengthen
plant operations.
"They have a proven track record of investment in the U.S. packing
industry that benefits workers, communities and all stakeholders.
We look forward to working with them to build on that track record
as they enter the poultry industry.
About JBS S.A.
JBS S.A. -- http://www.jbs.com.br/ir/-- is currently the world's
largest beef producer and exporter with a daily harvesting
capacity of 73,900 head of cattle and the largest global exporter
of processed beef. The company's operations include 25 plants
located in 9 Brazilian states and 6 plants located in 4 Argentine
provinces, in addition to 16 plants in the U.S., 10 in Australia
and 8 in Italy. Additionally, JBS S.A. is the third-largest pork
producer in the U.S., with a harvesting capacity of 48,500 head
per day. In 2008, JBS S.A. generated net revenue of R$30.3
billion. Its brands "Friboi," "Swift," "Swift and Company," "La
Herencia," "1855 Swift Premium," "Maturatta," "Cabana Las Lilas,"
"Organic Beef Friboi," "Anglo," "Mouran," "Plata," "King Island,"
"Beef City," "AMH," "Inalca," "Montana" and "Ibise" are widely
recognized as symbols of quality.
JBS U.S.A. Holdings is a wholly owned subsidiary of JBS S.A.
About Pilgrim's Pride
Headquartered in Pittsburgh, Texas, Pilgrim's Pride Corporation
(Pink Sheets: PGPDQ) -- http://www.pilgrimspride.com/-- employs
roughly 41,000 people and operates chicken processing plants and
prepared-foods facilities in 14 states, Puerto Rico and Mexico.
The Company's primary distribution is through retailers and
foodservice distributors.
Pilgrim's Pride Corp. and six other affiliates filed Chapter 11
petitions on December 1, 2008 (Bankr. N.D. Tex. Lead Case No.
08-45664). The Debtors' operations in Mexico and certain
operations in the United States were not included in the filing
and continue to operate as usual outside of the Chapter 11
process.
Pilgrim's Pride has engaged Stephen A. Youngman, Esq., Martin A.
Sosland, Esq., and Gary T. Holzer, Esq., at Weil, Gotshal & Manges
LLP, as bankruptcy counsel. The Debtors have also tapped Baker &
McKenzie LLP as special counsel. Lazard Freres & Co., LLC, is the
company's investment bankers and William K. Snyder of CRG Partners
Group LLC as chief restructuring officer. The Company's claims
and noticing agent is Kurtzman Carson Consulting LLC.
A nine-member committee of unsecured creditors has been appointed
in the case.
As of December 27, 2008, the Company had $3,215,103,000 in total
assets, $612,682,000 in total current liabilities, $225,991,000 in
total long-term debt and other liabilities, and $2,253,391,000 in
liabilities subject to compromise.
Bankruptcy Creditors' Service, Inc., publishes Pilgrim's Pride
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
of Pilgrim's Pride Corp. and its various affiliates.
PLANET HOLLYWOOD: Harrah's Buys Goldman's $140MM Claim
------------------------------------------------------
Alexandra Berzon and Kris Hudson at The Wall Street Journal report
that Harrah's Entertainment Inc. bought from Goldman Sachs
Mortgage Co. $140 million of the debt tied to the Planet Hollywood
Resort & Casino.
Citing people familiar with the matter, The Journal relates that
Planet Hollywood defaulted on its $860 million mortgage by failing
to make its monthly interest payment, and the mortgage's servicer,
KeyCorp, sent the casino's owners a default notice on Thursday.
According to The Journal, the debt Harah's Entertainment bought is
subordinate to claims from other lenders in any bankruptcy, but
purchasing the debt gives the Company a voice in any talks to
restructure the mortgage.
Planet Hollywood Resort & Casino --
http://www.planethollywoodresort.com/-- is based in Las Vegas,
Nevada. Fka The Aladdin, it is a casino resort on the Las Vegas
Strip. It has three acres of gaming, a variety of tables and
slots, a poker room, The Playing Field race and sports book, and
the Pleasure Pit.
PUREDEPTH INC: Posts $1.5 Million Net Loss for July 31 Quarter
--------------------------------------------------------------
PureDepth, Inc., reported a net loss of $1,549,224 for the three
months ended July 31, 2009, from a net loss of $1,456,935 for the
same quarter in 2008. The Company posted a net loss of $3,204,332
for the six months ended July 31, 2009, from a net loss of
$3,001,004 for the same six-month period in 2008.
The Company recorded total revenue of $629,711 for the three
months ended July 31, 2009, from $241,250 for the same quarter in
2008. The Company recorded total revenue $1,178,608 for the six
months ended July 31, 2009, from $538,802 for the same six-month
period in 2008.
At July 31, 2009, the Company had total assets of $8,512,811 and
$17,035,343 in total liabilities, resulting in $8,522,532 in
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?44dc
PureDepth, Inc., along with its wholly owned subsidiaries,
PureDepth Limited, PureDepth Incorporated Limited, PureDepth Japan
KK, and predecessor parent entity, Deep Video Imaging Limited,
develops, markets, licenses, and supports multi-layer display
technology. The Company also sells prototype MLD-enabled display
devices and related components that it manufactures. The
Company's technology has application in industries and markets
where LCD monitors and displays are utilized including location
based entertainment, computer monitors, telecommunications, mobile
phones and other hand held devices.
QWEST COMMUNICATIONS: Upsizing of Notes Won't Move S&P's B+ Rating
------------------------------------------------------------------
Standard & Poor's Ratings Services said that the upsizing of Qwest
Communications International Inc.'s senior notes due 2015, to
$550 million from $300 million, does not affect the 'B+' issue-
level and '6' recovery ratings on the issue. Nor does the
increased issue size affect other ratings on Qwest Communications
International Inc. and related entities, including the 'BB'
corporate credit rating.
Proceeds from the new notes, sold under Rule 144A with
registration rights, will be used for general corporate purposes
including for debt refinancing. The outlook is negative.
RANDY THOMAS: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Joint Debtors: Randy L. Thomas
Linda Thomas
2413 Brookridge Rd.
Plainfield, IL 60586
Bankruptcy Case No.: 09-33933
Chapter 11 Petition Date: September 14, 2009
Court: United States Bankruptcy Court
Northern District of Illinois (Chicago)
Judge: A. Benjamin Goldgar
Debtors' Counsel: David P. Lloyd, Esq.
Grochocinski, Grochocinski & Lloyd
1900 Ravinia Place
Orland Park, IL 60462
Tel: (708) 226-2700
Fax: (708) 226-9030
Email: dlloyd@ggl-law.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
According to the schedules, the Joint Debtors have assets of
$3,635,800, and total debts of $4,683,363.
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/ilnb09-33933.pdf
The petition was signed by the Joint Debtors.
RANDY ROSEN: Case Summary & 18 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Randy S. Rosen
24 Oakmont Dr
Los Angeles, CA 90049
Bankruptcy Case No.: 09-34595
Chapter 11 Petition Date: September 14, 2009
Court: United States Bankruptcy Court
Central District of California (Los Angeles)
Judge: Samuel L. Bufford
Debtor's Counsel: Elissa Miller, Esq.
333 S Hope St 35th Flr
Los Angeles, CA 90071
Tel: (213) 626-2311
Fax: (213) 629-4520
Email: emiller@sulmeyerlaw.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $10,000,001 to $50,000,000
A full-text copy of Mr. Rosen's petition, including a list of his
18 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/cacb09-34595.pdf
The petition was signed by Mr. Rosen.
RAY FISHER PHARMACY: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Ray Fisher Pharmacy, Inc.
dba Ray Fisher Pharmacy Equipment
dba Ray Fisher Medical Equipment and Supplies
fdba Diabetes Supply of California, Inc.
dba Ray Fisher Pharmacy
fdba Diabetic Supply of California, Inc.
dba Fisher Pharmacy, Inc.
dba Fisher Ray Pharmacy Equipment and Supplies
dba Ray Fisher Pharmacy and Medical Supplies, Inc.
dba Ray Fisher Pharmacy Inc.
dba Ray Fisher Pharmacy Equipment and Supplies
dba Ray Fisher
dba Ray Fisher Pharmacy United Drugs
dba Ray Fisher Pharmacy Inc.
dba Fisher Ray Pharmacy Equipment
dba Fisher Ray Pharmacy
6629 N Blackstone
Fresno, CA 93710
Bankruptcy Case No.: 09-18799
Chapter 11 Petition Date: September 11, 2009
Court: United States Bankruptcy Court
Eastern District of California (Fresno)
Judge: Whitney Rimel
Debtor's Counsel: Riley C. Walter, Esq.
8305 N Fresno St #410
Fresno, CA 93720
Tel: (559) 435-9800
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
20 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/caeb09-18799.pdf
The petition was signed by Randy H. Asai, president of the
Company.
READER'S DIGEST: Jonathan Hills Named General Manager for Web Site
------------------------------------------------------------------
Eva Dillon, President of Reader's Digest Community, announced that
Jonathan Hills, Director, Digital Programs of RDAi, has been named
General Manager of readersdigest.com, effective immediately.
Jonathan has made a significant contribution to the company
through his leadership of the global RDAi web platform, Dillon
said. We are confident that he will play a similarly vital role in
growing the company's flagship brand online.
Mr. Hills has also been serving as Acting GM for readersdigest.com
since January 2009 and during that time the site has posted
record-breaking traffic and revenue. Unique visitors were up 82
percent to 2.5 million and total page views climbed 102 percent to
12 million versus last year. Digital advertising revenues are up
by over 60 percent with more than 40 new advertisers, which
include brands such as Proctor & Gamble, Campbell s, Unilever and
Frito Lay.
Prior to joining Reader's Digest Association, Hills served as
Director of Digital Solutions for World Archipelago Inc. (WAI), a
London-based digital agency that specializes in location based
applications and online games. Previously, Hills served as
Manager, Interactive at A&E Television Networks where he led the
company's flagship History.com.
Mr. Hills succeeds Stephen Schwartz, who left the company to
become chief digital officer of rollingstone.com at Wenner Media.
Hills has a B.A. degree in Political Science from De Montfort
University in Leicester, UK.
About The Reader's Digest Association
RDA is a global multi-brand media and marketing company that
educates, entertains and connects audiences around the world. The
company builds multi-platform communities based on branded
content. With offices in 44 countries, it markets books,
magazines, and music, video and educational products reaching a
customer base of 130 million in 78 countries. It publishes 94
magazines, including 50 editions of Reader's Digest, the world's
largest-circulation magazine, operates 65 branded Web sites
generating 22 million unique visitors per month, and sells
40 million books, music and video products across the world each
year. Its global headquarters are in Pleasantville, N.Y.
Reader's Digest said that as of June 30, 2009, it had total assets
of $2.2 billion against total debts of $3.4 billion.
Reader's Digest, together with its 47 affiliates, filed for
Chapter 11 on August 24 (Bankr. S.D.N.Y. Case No. 09-23529).
Kirkland & Ellis LLP has been engaged as general restructuring
counsel. Mallet-Prevost, Colt & Mosle LLP has been tapped as
conflicts counsel. Ernst & Young LLP is auditor. Miller Buckfire
& Co, LLC, is financial advisor. AlixPartners, LLC, is
restructuring consultant. Kurtzman Carson Consultants is notice
and claims agent.
Bankruptcy Creditors' Service, Inc., publishes Reader's Digest
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by Reader's Digest and its affiliates
(http://bankrupt.com/newsstand/or 215/945-7000)
REXNORD LLC: Todd Adams Appointed as President and CEO
------------------------------------------------------
RBS Global, Inc., the parent company of Rexnord LLC, said Todd A.
Adams, 38 years old, has been appointed President and Chief
Executive Officer of RBS Global and Rexnord, and will be nominated
for election as a member of the Board of Directors of RBS Global
and Rexnord. Mr. Adams will succeed Robert A. Hitt who is leaving
the company to pursue other interests.
Mr. Adams joined Rexnord in 2004 as Vice President, Treasurer &
Director Financial Reporting. Since that time he has played an
increasingly vital role across the company while assuming greater
levels of responsibility leading to his appointment as Senior Vice
President & Chief Financial Officer in 2008. He assumed
additional responsibility earlier in 2009 as President of
Rexnord's Water Management platform. Prior to joining Rexnord,
Mr. Adams held various senior financial roles with The Boeing
Company, APW Limited, and Idex Corporation. He earned his
Bachelor of Science Degree in Finance in 1993 from Eastern
Illinois University, and is a certified public accountant.
George C. Moore, Executive Vice President, will assume the role of
Acting Chief Financial Officer while an external search for a new
CFO is completed. Mr. Moore, 54, served as Chief Financial
Officer of the Company from 2006 to 2008. Prior to joining the
Company, Mr. Moore, served as Executive Vice President and Chief
Financial Officer of Maytag Corporation, a position he had held
since 2003. Prior to that, Mr. Moore was Group Vice President of
Finance at Danaher Corporation.
George M. Sherman, Rexnord's Chairman stated "I have worked with
Todd for more than five years at Rexnord. His vision, business
acumen, high level of expectation, passion for the Rexnord
Business System and ability to execute have had a significant
impact on the positive results of our company. In addition to
Todd's outstanding contributions as CFO, his recent experience
running our Water Management Platform has demonstrated the
leadership capability necessary to enable Rexnord to continue to
outperform competition. He is surrounded by a very capable and
experienced group of accomplished senior executives, and they have
a talented team supporting them. I am highly confident in their
ability to continue to evolve the company and maintain a
sustainable competitive advantage in its served markets. I would
like to wish Bob Hitt success in the future and thank him for his
efforts and contributions in helping us achieve superior
performance over the past seven years, and for his mentorship of
Todd."
Mr. Adams stated, "I am appreciative of the Board's confidence in
me to assume the responsibility to lead Rexnord into the future.
Our company is financially strong, and strategically well-
positioned to deliver industry leading growth and performance. I
am delighted to be working with George and such a capable team of
associates at Rexnord. Together we will focus on superior
customer satisfaction through the on-going development of our
high-performance culture, based on the Rexnord Business System and
our core values, to deliver outstanding performance to our
customers and shareholders."
In connection with Mr. Adams' appointment as President and Chief
Executive Officer of RBS Global and Rexnord, the compensation
committee of RBS Global approved an increase of Mr. Adams' annual
base salary to $500,000 and a target bonus of 100% of his base
salary. In addition, the compensation committee of Rexnord
Holdings, Inc., the parent company of RBS Global and Rexnord,
approved the grant to Mr. Adams of options to purchase an
additional 120,000 shares of common stock of Rexnord Holdings,
Inc. (subject to the terms and conditions of Rexnord Holdings,
Inc.'s 2006 Stock Option Plan and its standard vesting
requirements).
RBS Global and subsidiaries posted a net loss of $24.0 million for
the fiscal first quarter ended June 27, 2009, from net income of
$9.1 million for the quarter ended June 28, 2008. Sales in the
first quarter of fiscal 2010 were $367.9 million, a decrease of
$128.2 million, or 25.8%, from the prior year first quarter.
At June 27, 2009, RBS Global had $3.180 billion in total assets
and $3.146 billion in total liabilities. 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?44df
About Rexnord LLC
Milwaukee, Wisconsin-based Rexnord LLC -- http://www.rexnord.com/
and http://www.zurn.com/-- is a diversified, multi-
platform industrial company comprised of two key platforms of
power transmission and water management products.
* * *
As reported in the Troubled Company Reporter on May 5, 2009,
Standard & Poor's Ratings Services raised its long-term corporate
credit rating on Rexnord LLC to 'B' from 'SD' (selective default).
At the same time, S&P affirmed the issue-level ratings on the
company's rated debt. The outlook is negative.
RH DONNELLEY: Court Grants Dec. 24 Extension of Removal Period
--------------------------------------------------------------
Pursuant to Rule 9006(b) of the Federal Rules of Bankruptcy
Procedures, the Court may extend the period within which the
Debtors may remove actions pending against them before the
Petition Date "for cause . . . at any time in its discretion . .
. if the [request is] made before the expiration of the period
originally prescribed or as extended by a previous [O]rder."
Section 1452 of the Bankruptcy Code provides that "a party may
remove a claim or cause of action in a civil action . . . to the
district court for the district where such civil action is
pending. . . "
The Debtors obtained from the Bankruptcy Court an extension of the
deadline within which they may file notices of removal of claims
and causes of action pursuant to Section 1452 of the Bankruptcy
Code and Rule 9027 of the Federal Rules of Bankruptcy Procedure by
120 days, through and including December 24, 2009.
The current deadline for the Debtors to file notices of removal
is August 26, 2009. The Debtors ask the Court that their request
be granted without prejudice to their right to seek further
extensions.
James F. Conlan, Esq., at Sidley Austin LLP, in Chicago,
Illinois, contends that since the Petition Date, the Debtors have
devoted substantially all of their resources to stabilizing their
business operations and addressing critical case management
issues. He adds that given the size of the Debtors' business
operations and the large number of Debtors involved in the
Chapter 11 Cases, the Debtors' management and advisors have
devoted an extraordinary amount of time and effort towards
ensuring a smooth transition of the Debtors' operations into
Chapter 11 and meeting the initial requirements of the Chapter 11
process, along with the substantial efforts that are required to
manage the Debtors' business operations.
Given the tasks and their attendant demands on the Debtors'
personnel and professional advisors, the Debtors have a
legitimate need for additional time to review their outstanding
litigation matters and evaluate whether those matters should
properly be removed pursuant to Section 1452 and Rule 9027, Mr.
Conlan explains. He argues that if the Debtors' request is
denied, they could lose a significant element of their overall
ability to manage pending litigation matters during their Chapter
11 cases before they even had the opportunity to evaluate the
merits of the litigation, to the detriment of the Debtors, their
estates, and their creditors.
Furthermore, Mr. Conlan assures the Court that the counterparties
to any claims or causes of action will not suffer any prejudice
because prepetition claims and causes of action against the
Debtors are stayed by operation of the automatic stay under
Section 362(a) of the Bankruptcy Code, and no bar date for the
filing of claims against the Debtors has yet been established.
Accordingly, preserving the Debtors' ability to remove related
claims and causes of action will not impose significant delay or
unnecessary burdens on any counterparties to related claims and
causes of action, Mr. Conlan further argues.
The Court will convene a hearing on September 11, 2009, at
10:00 a.m., to consider the Debtors' request. Pursuant to Rule
9006-2 of the Delaware Bankruptcy Local Rules, the Debtors'
Removal Period is automatically extended until the conclusion of
that hearing.
About R.H. Donnelley
Based in Cary, North Carolina, R.H. Donnelley Corp., fka The Dun
& Bradstreet Corp. (NYSE: RHD) -- http://www.rhdonnelley.com/--
publishes and distributes print and online directories in the
U.S. It offers print directory advertising products, such as
yellow pages and white pages directories. R.H. Donnelley Inc.,
Dex Media, Inc. and Local Launch, Inc. are the company's only
direct wholly owned subsidiaries.
Dex Media East, LLC, is a publisher of the official yellow pages
and white pages directories for Qwest Communications International
Inc. (Qwest) in the states, where Qwest is the primary incumbent
local exchange carrier, such as Colorado, Iowa, Minnesota,
Nebraska, New Mexico, North Dakota and South Dakota.
R.H. Donnelley Corp. and 19 of its affiliates, including Dex
Media East LLC, Dex Media West LLC and Dex Media Inc., filed for
Chapter 11 protection on May 28, 2009 (Bank. D. Del. Case No. 09-
11833 through 09-11852), after missing a $55 million interest
payment on its senior unsecured notes due April 15. James F.
Conlan, Esq., Larry J. Nyhan, Esq., Jeffrey C. Steen, Esq.,
Jeffrey E. Bjork, Esq., and Peter K. Booth, Esq., at Sidley Austin
LLP, in Chicago, Illinois represent the Debtors in their
restructuring efforts. Edmon L. Morton, Esq., and Robert S.
Brady, Esq., at Young, Conaway, Stargatt & Taylor LLP, in
Wilmington, Delaware, serve as the Debtors' local counsel. The
Debtors' financial advisor is Deloitte Financial Advisory Services
LLP while its investment banker is Lazard Freres & Co. LLC. The
Garden City Group, Inc., is claims and noticing agent.
As of March 31, 2009, the Company had $929,829,000 in total
assets and $1,023,526,000 in total liabilities, resulting in
$93,697,000 in total shareholders' deficit.
Bankruptcy Creditors' Service, Inc., publishes R.H. Donnelley
Bankruptcy News. The newsletter tracks the Chapter 11
proceedings of R.H. Donnelley Corp. and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
RH DONNELLEY: Court Sets Oct. 30, 2009 as Claims Bar Date
---------------------------------------------------------
R.H. Donnelley Corporation and its debtor affiliates' goal is to
complete their restructuring and emerge from Chapter 11 no later
than the end of January 2010. To that end, the Debtors
contemplate scheduling a hearing on approval of their disclosure
statement towards the end of October 2009, with the solicitation
process beginning shortly thereafter.
The Debtors will require complete and accurate information
regarding the nature, validity, amount, and status of all claims
against the Debtors that will be asserted as soon as practicable.
Rule 3003(c)(3) of the Federal Rules of Bankruptcy Procedure
governs the filing of Proofs of Claim in a Chapter 11 case and
provides, in relevant part, that the court will fix and for cause
shown may extend the time within which proofs of claim or
interest may be filed.
At the behest of the Debtors, Judge Kevin Gross of the U.S.
Bankruptcy Court for the District of Delaware established
October 30, 2009, at 4:00 p.m., as the deadline for all persons
and entities holding a claim against any of the Debtors to file a
proof of claim.
The General Bar Date would be the date by which all persons and
entities, excluding governmental units, holding prepetition
claims must file Proofs of Claim unless they fall within one of
the exceptions. Subject to those exceptions, the General Bar
Date would apply to all persons or entities holding claims
against the Debtors that arose or are deemed to have arisen prior
to the Petition Date, including secured claims, unsecured
priority claims, and unsecured non-priority claims.
The Debtors also ask the Court to establish November 24, 2009, at
4:00 p.m. as the deadline for each governmental unit holding a
claim against any of the Debtors to file a proof of claim.
Except where a claim has previously been included in the Debtors'
schedules of assets and liabilities as disputed, contingent, or
unliquidated, the Debtors propose to establish the later of (i)
the General Bar Date or (ii) 20 days after the holder of the
claim is served with notice of the applicable amendment or
supplement to the Schedules as the bar date for filing a Proof of
Claim with respect to that amended claim.
In addition, the Debtors propose to, except as otherwise set in
any order authorizing rejection of an executory contract or
unexpired lease, establish the later of (i) the General Bar Date
or (ii) 30 days after the entry of any order authorizing the
rejection of an executory contract or unexpired lease, as the bar
date by which a Proof of Claim for any damages resulting from the
Debtors' rejection of the executory contract or unexpired lease
must be filed.
The Debtors propose that during submission, each Proof of Claim
must substantially comply with Official Bankruptcy Form 10 and
must be actually received on or before the bar date associated
with the claim by The Garden City Group, Inc., the Court-approved
claims and noticing agent. GCG will not accept Proofs of Claim
by facsimile, telecopy, e-mail or other electronic submission.
The Debtors propose that these entities are not required to file
Proofs of Claim:
a. any person or entity that has already properly filed a
Proof of Claim against the applicable Debtors with either
GCG or the Clerk of the Court in a form substantially
similar to Official Bankruptcy Form 10;
b. any person or entity (i) whose claim is listed in the
Debtors' Schedules and (ii) whose claim is not described
therein as "disputed," "contingent," or "unliquidated," and
(iii) who does not dispute the amount or characterization
of its claim;
c. professionals retained by the Debtors or the Official
Committee of Unsecured Creditors who assert administrative
claims for fees and expenses subject to the Court's
approval pursuant to Sections 330, 331 and 503(b) of the
Bankruptcy Code;
d. any person or entity that asserts an administrative expense
claim against the Debtors pursuant to Section 503(b) of the
Bankruptcy Code, provided that any person or entity that
has a claim pursuant to Section 503(b)(9) of the Bankruptcy
Code on account of prepetition goods received by the
Debtors within 20 days of the Petition Date must file a
Proof of Claim on or before the General Bar Date;
e. current officers and directors of the Debtors who assert
claims for indemnification or contribution arising as a
result of prepetition or postpetition services to the
Debtors;
f. any Debtor asserting a claim against another Debtor;
g. any entity whose claim is limited exclusively to a claim
for repayment by the applicable Debtors of principal,
interest, and other applicable fees and charges on or under
(i) certain 8.875% Senior Notes due 2016 issued by R.H.
Donnelley Corporation; (ii) certain 8.875% Senior Notes due
2017 issued by RHD; (iii) certain 9.875% Senior
Subordinated Notes due 2013 issued by Dex Media West LLC;
(iv) certain 6.875% Senior Discount Notes due 2013 issued
by RHD; (v) certain 9% Senior Discount Notes due 2013
issued by Dex Media, Inc.; (vi) certain 8% Senior Notes due
2013 issued by DMI; (vii) certain 11.75% Senior Notes due
2015 issued by R.H. Donnelley Inc.; (viii) certain 8.5%
Senior Notes due 2010 issued by DMW; (ix) certain 6.875%
Senior Notes due 2013 issued by RHD; and (x) certain 5.875%
Senior Notes due 2011 issued by DMW provided, however, that
(i) the indenture trustee under each series of Notes will
be required to file Proofs of Claim on account of Note
Claims on or under the Notes or Notes Indentures on or
before the Bar Date; and (ii) any holder of a Note Claim
that wishes to assert a claim against a Debtor other than a
Note Claim will be required to file a Proof of Claim on or
before the Bar Date;
h. any person or entity whose claim against the Debtors has
been allowed by an order of the Court entered on or before
the General Bar Date; and
i. any person or entity whose claim against the Debtors has
been paid in full by any of the Debtors pursuant to an
order of the Court entered on or before the General Bar
Date.
The Debtors wish to clarify that any entity holding an interest
in any Debtor, which is based solely upon the ownership of common
or preferred stock in a corporation, a membership interest in a
limited liability company, or warrants or rights to purchase,
sell or subscribe to the security or interest will not be
required to file a proof of interest on or before the General Bar
Date; provided, however, that Interest Holders who wish to assert
claims against any of the Debtors that arise out of or relate to
the ownership or purchase of an Interest, including claims
arising out of or relating to the sale, issuance, or distribution
of an Interest, must file Proofs of Claim on or before the
General Bar Date.
The Debtors intend to provide notice of the Bar Dates by mailing
a copy of the Bar Date Notice, together with a Proof of Claim
form, by first-class U.S. mail, postage prepaid, to notice
parties.
James F. Conlan, Esq., at Sidley Austin LLP, in Chicago,
Illinois, says mailing of the Bar Date Notice no later than the
Service Date will ensure that creditors receive no less than 40
days' notice of the Bar Dates, which notice substantially exceeds
the minimum 20-day notice period provided by Rule 2002(a)(7) of
the Federal Rules of Bankruptcy Procedure.
Furthermore, the Debtors intend to provide notice of the Bar
Dates to unknown creditors by causing a copy of the notice to be
published at least once no later than 20 days prior to the
General Bar Date in the national editions of the Wall Street
Journal and USA Today.
Mr. Conlan submits that the publications are likely to reach the
widest possible audience of creditors who may not otherwise have
notice of the Debtors' Chapter 11 cases.
About R.H. Donnelley
Based in Cary, North Carolina, R.H. Donnelley Corp., fka The Dun
& Bradstreet Corp. (NYSE: RHD) -- http://www.rhdonnelley.com/--
publishes and distributes print and online directories in the
U.S. It offers print directory advertising products, such as
yellow pages and white pages directories. R.H. Donnelley Inc.,
Dex Media, Inc. and Local Launch, Inc. are the company's only
direct wholly owned subsidiaries.
Dex Media East, LLC, is a publisher of the official yellow pages
and white pages directories for Qwest Communications International
Inc. (Qwest) in the states, where Qwest is the primary incumbent
local exchange carrier, such as Colorado, Iowa, Minnesota,
Nebraska, New Mexico, North Dakota and South Dakota.
R.H. Donnelley Corp. and 19 of its affiliates, including Dex
Media East LLC, Dex Media West LLC and Dex Media Inc., filed for
Chapter 11 protection on May 28, 2009 (Bank. D. Del. Case No. 09-
11833 through 09-11852), after missing a $55 million interest
payment on its senior unsecured notes due April 15. James F.
Conlan, Esq., Larry J. Nyhan, Esq., Jeffrey C. Steen, Esq.,
Jeffrey E. Bjork, Esq., and Peter K. Booth, Esq., at Sidley Austin
LLP, in Chicago, Illinois represent the Debtors in their
restructuring efforts. Edmon L. Morton, Esq., and Robert S.
Brady, Esq., at Young, Conaway, Stargatt & Taylor LLP, in
Wilmington, Delaware, serve as the Debtors' local counsel. The
Debtors' financial advisor is Deloitte Financial Advisory Services
LLP while its investment banker is Lazard Freres & Co. LLC. The
Garden City Group, Inc., is claims and noticing agent.
As of March 31, 2009, the Company had $929,829,000 in total
assets and $1,023,526,000 in total liabilities, resulting in
$93,697,000 in total shareholders' deficit.
Bankruptcy Creditors' Service, Inc., publishes R.H. Donnelley
Bankruptcy News. The newsletter tracks the Chapter 11
proceedings of R.H. Donnelley Corp. and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
RH DONNELLEY: Gets Court Nod for Mercer as Consultant
-----------------------------------------------------
R.H. Donnelley Corp. and its affiliates obtained the Court's
authority to employ Mercer (US) Inc. as compensation consultant,
nunc pro tunc to June 1, 2009.
In light of the complexity of their Chapter 11 cases and the
nature of the Debtors' industry, the Debtors submit that they
require expert consultation regarding certain compensation
programs.
As a leading compensation and benefits consulting firm, Mercer is
particularly well suited to serve as their compensation
consultant in these chapter 11 cases, the Debtors assert. Mercer
routinely advises large corporate clients on compensation and
benefits and has considerable experience providing the services
to businesses in a Chapter 11 environment.
Mercer will be engaged by the Debtors to render consulting
services intended to provide the Debtors with market competitive,
motivational compensation programs in connection with the
Debtors' management equity incentive plan. In particular, Mercer
will analyze proposed management compensation arrangements and
assist and advise the Debtors, under the leadership of the
Debtors' compensation committee, in developing a management
compensation program that aligns the interests of the Debtors,
their key employees, and their creditors.
The Debtors will pay Mercer based on these hourly rates:
Analyst $225
Associate $250 to $300
Senior Associate $350 to $450
Principal $500 to $700
Principal (Specialist) $700 to $800
John Dempsey, a principal of Mercer, assures the Court that his
firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code.
About R.H. Donnelley
Based in Cary, North Carolina, R.H. Donnelley Corp., fka The Dun
& Bradstreet Corp. (NYSE: RHD) -- http://www.rhdonnelley.com/--
publishes and distributes print and online directories in the
U.S. It offers print directory advertising products, such as
yellow pages and white pages directories. R.H. Donnelley Inc.,
Dex Media, Inc. and Local Launch, Inc. are the company's only
direct wholly owned subsidiaries.
Dex Media East, LLC, is a publisher of the official yellow pages
and white pages directories for Qwest Communications International
Inc. (Qwest) in the states, where Qwest is the primary incumbent
local exchange carrier, such as Colorado, Iowa, Minnesota,
Nebraska, New Mexico, North Dakota and South Dakota.
R.H. Donnelley Corp. and 19 of its affiliates, including Dex
Media East LLC, Dex Media West LLC and Dex Media Inc., filed for
Chapter 11 protection on May 28, 2009 (Bank. D. Del. Case No. 09-
11833 through 09-11852), after missing a $55 million interest
payment on its senior unsecured notes due April 15. James F.
Conlan, Esq., Larry J. Nyhan, Esq., Jeffrey C. Steen, Esq.,
Jeffrey E. Bjork, Esq., and Peter K. Booth, Esq., at Sidley Austin
LLP, in Chicago, Illinois represent the Debtors in their
restructuring efforts. Edmon L. Morton, Esq., and Robert S.
Brady, Esq., at Young, Conaway, Stargatt & Taylor LLP, in
Wilmington, Delaware, serve as the Debtors' local counsel. The
Debtors' financial advisor is Deloitte Financial Advisory Services
LLP while its investment banker is Lazard Freres & Co. LLC. The
Garden City Group, Inc., is claims and noticing agent.
As of March 31, 2009, the Company had $929,829,000 in total
assets and $1,023,526,000 in total liabilities, resulting in
$93,697,000 in total shareholders' deficit.
Bankruptcy Creditors' Service, Inc., publishes R.H. Donnelley
Bankruptcy News. The newsletter tracks the Chapter 11
proceedings of R.H. Donnelley Corp. and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
RH DONNELLEY: Gets Court Nod to Fund $30 Mil. to Pension Plans
--------------------------------------------------------------
As of the Petition Date, R.H. Donnelley Corp. and its affiliates
employed approximately 3,650 employees and before the Petition
Date, and in the ordinary course of business, the Debtors
maintained certain tax-qualified pension plans for the benefit of
the Employees, including the R.H. Donnelley Corporation Retirement
Account and the Dex Media, Inc. Pension Plan.
James F. Conlan, Esq., at Sidley Austin LLP, in Chicago,
Illinois, relates that prior to the Petition Date, and in the
ordinary course of business, the Debtors have been diligent in
ensuring that the Pension Plans are compliant with applicable law
and in maintaining appropriate funding levels. To that end, the
Debtors are required to make certain periodic contributions to
the Pension Plans that are based, in part, on the funded status
of the Pension Plans as of the first day of the applicable plan
year.
In addition to the required contributions, from time to time, the
Debtors also make certain contributions to the Pension Plans in
to ensure that the Pension Plans maintain a funded level-the
value of plan assets over plan liabilities-of at least 80%, Mr.
Conlan tells the Court.
"While these Funding Compliance Contributions are not necessarily
required by applicable law, the failure of the Debtors to make
such payments could have adverse consequences to the Debtors and
the Employees, including the imposition of restrictions on the
right of Pension Plan participants to elect lump sum
distributions and subjecting the Debtors to an increase in future
funding requirements," Mr. Conlan contends.
The Debtors are particularly concerned about imposing a
restriction because lump sum distributions are contractually
required under the Debtors' collective bargaining agreement with
the International Brotherhood of Electrical Workers, Mr. Conlan
tells the Court. He adds that if the funded level of the Pension
Plans becomes less than 75%, the Pension Plans will be considered
"at risk" plans under the PPA and the Debtors will be required to
apply more conservative actuarial assumptions in calculating the
amount of minimum funding contributions in 2010 and thereafter,
thereby increasing the amount of future contributions to the
Pension Plans.
The Debtors obtained the Court's authority, but not direction, to
make a Funding Compliance Contribution of up to $30 million prior
to September 30, 2009, to ensure that the Pension Plans continue
to maintain a funding level of at least 80%.
About R.H. Donnelley
Based in Cary, North Carolina, R.H. Donnelley Corp., fka The Dun
& Bradstreet Corp. (NYSE: RHD) -- http://www.rhdonnelley.com/--
publishes and distributes print and online directories in the
U.S. It offers print directory advertising products, such as
yellow pages and white pages directories. R.H. Donnelley Inc.,
Dex Media, Inc. and Local Launch, Inc. are the company's only
direct wholly owned subsidiaries.
Dex Media East, LLC, is a publisher of the official yellow pages
and white pages directories for Qwest Communications International
Inc. (Qwest) in the states, where Qwest is the primary incumbent
local exchange carrier, such as Colorado, Iowa, Minnesota,
Nebraska, New Mexico, North Dakota and South Dakota.
R.H. Donnelley Corp. and 19 of its affiliates, including Dex
Media East LLC, Dex Media West LLC and Dex Media Inc., filed for
Chapter 11 protection on May 28, 2009 (Bank. D. Del. Case No. 09-
11833 through 09-11852), after missing a $55 million interest
payment on its senior unsecured notes due April 15. James F.
Conlan, Esq., Larry J. Nyhan, Esq., Jeffrey C. Steen, Esq.,
Jeffrey E. Bjork, Esq., and Peter K. Booth, Esq., at Sidley Austin
LLP, in Chicago, Illinois represent the Debtors in their
restructuring efforts. Edmon L. Morton, Esq., and Robert S.
Brady, Esq., at Young, Conaway, Stargatt & Taylor LLP, in
Wilmington, Delaware, serve as the Debtors' local counsel. The
Debtors' financial advisor is Deloitte Financial Advisory Services
LLP while its investment banker is Lazard Freres & Co. LLC. The
Garden City Group, Inc., is claims and noticing agent.
As of March 31, 2009, the Company had $929,829,000 in total
assets and $1,023,526,000 in total liabilities, resulting in
$93,697,000 in total shareholders' deficit.
Bankruptcy Creditors' Service, Inc., publishes R.H. Donnelley
Bankruptcy News. The newsletter tracks the Chapter 11
proceedings of R.H. Donnelley Corp. and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
ROCKCLIFF RESOURCES: Settles Debt with 2 Creditors
--------------------------------------------------
Rockcliff Resources Inc. said September 16 that it has settled
C$25,000 -- not C$30,000 as previously disclosed -- in debt owed
to two arm's length creditors in consideration for the issuance of
333,334 common shares priced at $0.075 per share. The securities
issued will be restricted from trading until January 17, 2010.
Rockcliff Resources Inc. (TSX VENTURE: RCR) is a Canadian resource
exploration company focused on the Snow Lake VMS Project located
in central Manitoba. The project totals in excess of 527 km2 and
is located within the prolific Flin Flon greenstone belt. The
project presently includes five historical VMS deposits (Lon,
Rail, Reed, Kof, Sylvia), the R1 VMS Zone, the Jackfish nickel
zone and numerous additional areas with potential for VMS and
nickel mineralization. Rockcliff also controls the Shihan VMS
Project located in Northern Ontario.
SELDOM BLUES: Files for Chapter 11 Bankruptcy Protection
--------------------------------------------------------
Seldom Blues L.L.C. has filed for Chapter 11 bankruptcy protection
in the Bankruptcy Court in Detroit to restructure some debt during
a market downturn, Chad Halcom at Crain's Detroit Business
reports, citing Michael Layne, partner at public relations firm
Marx Layne & Co., and Seldom Blues' spokesperson.
Jaclyn Trop at The Detroit News reports that Seldom Blues went
bankrupt despite receiving hundreds of thousands of dollars in
taxpayer-funded loans since 2004.
Crain's relates quoted Mr. Layne as saying, "This was foreseeable.
When Seldom Blues first signed a lease five and a half years ago,
GM had just completed a reorganization and RenCen was like a city
unto itself. That city was really able to support a robust
weekday lunch and dinner business. With the downsizing of GM,
which obviously continues to this day, that has severely impacted
business."
Seldom Blues listed $500,001 to $1 million in debts to more than
50 creditors. According to Crain's, more than $400,000 of those
debts are owed to food vendors and media companies.
Wallace Handler, Esq., at Sullivan, Ward, Asher & Patton P.C. is
the lead counsel for Seldom Blues.
Court documents say that Michael Layne, partner at public
relations firm Marx Layne & Co., and Seldom Blues' spokesperson,
is one of the Company's 20 largest unsecured creditors. Seldom
Blues owes Mr. Layne some $35,767.21.
According to Crain's Seldom Blues also owes:
-- seafood wholesaler Northern Lakes Seafood & Meats some
$274,098.60;
-- Sysco Food Services of Detroit L.L.C. about $30,946.54;
-- Pepsi-Cola about $2,247.61;
-- Sohn Linen Services some $10,782.54;
-- Riverfront Holdings about $28,355;
-- Royal Oak-based Hour Media L.L.C. some $9,248.07; and
-- Royal Oak-based D Business about $1,363.82.
Detroit-based Seldom Blues L.L.C. was founded by Frank Taylor, who
used Downtown Development Authority loans to create the jazz
restaurant and popular downtown meeting locale in Detroit's
Renaissance Center. The Company is owned by Southern Hospitality
Group.
SEMGROUP LP: Reaches Agreement-in-Principle With Producers
----------------------------------------------------------
SemGroup, L.P. said September 16 it has reached an agreement-in-
principle with the Official Producers Committee in its Chapter 11
proceedings on the terms of the company's Plan of Reorganization,
thereby keeping the company on schedule to emerge from Chapter 11
in November as planned.
The company will file a Fourth Amended Plan of Reorganization and
Disclosure Statement with the U.S. Bankruptcy Court, District of
Delaware to reflect the agreement, which will be addressed at a
court hearing on September 24. The agreement was reached during
court-ordered mediation before U.S. Bankruptcy Judge Kevin Gross
in Delaware on September 13 and 14.
"We deeply appreciate the tireless efforts of Judge Kevin Gross in
mediating the complex issues and helping the parties consensually
resolve their disputes," said Terry Ronan, the company's president
and CEO. "We look forward to pursuing a Plan of Reorganization
that now has the support of our banks, the Official Committee of
Unsecured Creditors and the Official Producers Committee; and
exiting Chapter 11 protection in November."
October 26 Hearing
SemCrude, L.P., its parent, SemGroup, L.P., and their debtor
affiliates will seek approval of the disclosure statement to the
Plan at a hearing on September 24, 2009. Objections are due
Sept. 17.
The Debtors propose to present the Plan for confirmation at
hearings beginning on October 26, 2009. Objections to
confirmation of the Plan will be due October 21, 2009.
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)
SHELLS INC: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Shells, Inc.
350 State St., #3
Wadsworth, OH 44281
Bankruptcy Case No.: 09-54144
Chapter 11 Petition Date: September 14, 2009
Court: United States Bankruptcy Court
Northern District of Ohio (Akron)
Judge: Marilyn Shea-Stonum
Debtor's Counsel: Terrence J. Steel, Esq.
4600 Euclid Avenue, Suite 400
Cleveland, OH 44103
Tel: (216) 241-2880
Email: terry@cowdenlaw.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's 20 largest unsecured creditors is
available for free at:
http://bankrupt.com/misc/ohnb09-54144.pdf
The petition was signed by Henry C. Bray Jr., president of the
Company.
SIX FLAGS: Noteholders Offer More Recovery for Unsec. Creditors
---------------------------------------------------------------
An informal committee of holders of 12.25% Senior Notes Due 2016
issued by Debtor Six Flags Operations, Inc., asks Judge
Christopher Sontchi of the U.S. District Court for the District
of Delaware to terminate the Debtors' exclusive periods to file a
plan of reorganization and solicit acceptances of the plan.
The Informal Committee also asks the Court to adjourn the hearing
to consider the adequacy of the Disclosure Statement explaining
the Debtors' First Amended Plan of Reorganization, filed
August 20, 2009.
Furthermore, the Informal Committee seeks the Court's permission
to file an alternative plan and disclosure statement on a date
that both the Debtors' Plan and Alternative Plan can be sent to
creditors simultaneously.
According to the Informal Committee's counsel, Ira S. Dizengoff,
Esq., at Akin Gump Strauss Hauer & Feld LLP, in New York, on
September 2, 2009, the Informal Committee presented the Debtors
and their advisors with an alternative plan proposal and a fully
executed commitment letter for a $450 million backstopped equity
rights offering, together with two detailed term sheets for the
Rights Offering and the Alternative Proposal. The Commitment
Letter stated that its terms would be withdrawn unless the
Debtors counter-signed the Commitment Letter on or before
September 8, 2009.
Under the Alternative Proposal, each class of creditors and
equity holders receives the same treatment provided under the
Debtors' Plan, except for three classes of creditors, which
receive better treatment than what is provided under the
Management Plan:
Treatment Under Treatment Under
Class Management Plan Alternative Proposal
----- --------------- --------------------
Classes 4 & 8 Each holder receives Each holder is paid
Lenders Claims its ratable proportion in cash in full.
under the of the New Term Loan
credit and 92% of New Common
facility Stock, subject to
dilution by a long-
term incentive plan.
Class 11 Each holder receives Each holder receives
SFO Unsecured pro rata distribution its pro-rata distri-
Claims of 7% of New Common bution of 27% to 28%
Stock, subject to of New Common Stock
dilution by a long- subject to dilution
term incentive plan. by a long-term
incentive plan.
Additionally, each
holder is entitled
to participate in
the Rights Offering
to purchase $450
million in the
aggregate of New
Common Stock, repre-
senting 61.7% to 69.4%
of New Common Stock,
subject to dilution
by a long-term incen-
tive plan.
Class 14 Each holder receives Each holder receives
SFI Unsecured distribution of 1% of its pro rata distri-
Claims New Common Stock, bution of 3.6% of New
subject to dilution Common Stock.
by a long-term
incentive plan.
Additionally, each
holder of an allowed
SFI Note Claim
receives on a pro rata
basis, (i) warrants to
purchase 2.5% of New
Common Stock with a
strike price equiva-
lent to 1 $1.8 billion
total enterprise
value.
Additionally, each
holder of an allowed
SFI Note Claim is
entitled to partici-
pate in the Rights
Offering to purchase
up to $50 million of
the Offering Amount,
representing 6.1% of
New Common Stock,
subject to dilution by
a long-term incentive
plan.
Mr. Dizengoff asserts that exclusivity should be terminated
because:
(i) the Debtors have turned a blind eye on a superior, fully
committed alternative proposal;
(ii) creditors should have the right to choose which plan is
superior; and
(iii) the Debtors' management team and board of directors are
racing ahead with a plan that enriches themselves at the
expense of virtually every other creditor constituency.
Mr. Dizengoff reiterates that the Alternative Plan proposed by
the Informal Committee, which includes a fully backstopped equity
rights offering for $450 million, provides each of the Debtors'
stakeholders with the same treatment provided under the Debtors'
Plan, except for three classes of creditors, which receive better
treatment than what is provided under the Debtors' Plan:
* Six Flags, Inc. Noteholders -- While the Debtors' Plan
provides SFI Noteholders with merely 1.0% of the New Common
Stock, the Alternative Plan provides SFI Noteholders with (i)
3.6% of the New Common Stock, (ii) warrants to purchase up to
an additional 5.0% of the New Common Stock, and (iii) rights
to participate in the equity offering to purchase up to an
additional 6.1% of the New Common Stock.
* SFO Noteholders -- While the Management Plan provides SFO
Noteholders with only 7% of the New Common Stock, the
Alternative Plan provides SFO Noteholders with (i)
approximately 28% of the New Common Stock, and (ii) rights to
participate in the equity offering to purchase up to an
additional 61.7% to 69.4% of the New Common Stock.
* Lenders -- While the Debtors' Plan provides Lenders with
92% of the New Common Stock, the Alternative Plan pays off
the Lenders in full in cash and gives them the opportunity to
participate in the New Term Loan.
Despite the fact that the Alternative Plan is a viable
alternative and provides the Debtors' creditors with more than
375% more value in enhanced recoveries, the Management Team has
failed to give the Alternative Plan any meaningful consideration,
Mr. Dizengoff tells the Court.
While those reasons demonstrate cause to terminate Exclusivity,
the case is made even more compelling by the fact that the
Debtors' Plan is an ill-conceived, poorly designed and non-
confirmable restructuring that benefits only two constituencies -
- the Management Team and the Lenders -- while eviscerating the
recoveries of the vast bulk of their creditors, including, in
particular, SFO Noteholders and SFI Noteholders who together are
owed over $1.3 billion, Mr. Dizengoff stresses.
Mr. Dizengoff further criticizes the Debtors' managing team's
prepetition renegotiation of the terms of their employment
contracts, which give the executive more than $30 million in cash
bonuses, stock options, and other compensation upon the
consummation of a Chapter 11 plan, which amounts are payable
irrespective of creditor recoveries.
Terminating Exclusivity to allow consideration of the Alternative
Plan would move the Debtors' Chapter 11 Cases forward materially
to a degree that otherwise will not occur, Mr. Dizengoff asserts.
Absent the termination of the Exclusive Periods, the Debtors will
continue to prosecute the Debtors' Plan, which will do nothing
but force the Debtors' estates to incur enormous expense and
delay their emergence from Chapter 11, he maintains.
Conversely, if the Exclusive Periods are terminated, then the
Informal Committee will be able to propose the Alternative Plan,
which delivers significantly more value to creditors than the
Management Plan and provides the Debtors and their creditors with
a confirmable means of quickly and successfully reorganizing
their businesses and expeditiously emerging from bankruptcy,
Mr. Dizengoff avers.
Contemporaneously, the Informal Committee asks the Court's
authority to file its Alternative Plan, Alternative Disclosure
Statement, and other related documents under seal to prevent a
mistaken impression of a perceived violation of Section 1121(c)
of the Bankruptcy Code, while allowing the Court and certain
other parties in interest to consider the Exhibits in connection
with the relief requested in the Exclusivity Motion.
Further, by another motion, the Informal Committee asks the Court
to convene a hearing to consider its Motion to Terminate on
October 8, 2009.
Pursuant to Rule 2019 of the Federal rules of Bankruptcy
Procedure, Akin Gump discloses that members of the Informal
Committee are:
-- Avenue Capital Management;
-- Bay Harbor Management;
-- Fidelity Management & Research Co., as Investment Manager
With Full Discretionary Authority Over the Accounts of 19
Individual Entities;
-- H Partners Management LLC;
-- Hayman Advisors, LP;
-- J.P. Morgan Investment Management Inc., as Investment
Manager With Full Discretionary Authority Over Accounts of
nine Individual Entities;
-- Third Point, LLC; and
-- Whitebox Advisors, LLC.
HSBC Bank U.S.A., National Association serves as the Indenture
Trustee.
Six Flags Plan
Judge Christopher S. Sontchi is scheduled to convene a hearing on
October 8, 2009, at 10:00 a.m., prevailing Eastern Time, to
consider the adequacy of the Disclosure Statement explaining the
First Amended Joint Plan of Reorganization filed by Six Flags,
Inc., and its debtor affiliates. Objections are due October 1,
2009, at 4:00 p.m. Prevailing Eastern Time.
As previously reported by the TCR, Six Flags, Inc., Premier
International Holdings, Inc., and their debtor affiliates
delivered to the U.S. Bankruptcy Court for the District of
Delaware a first amended joint plan of reorganization and an
accompanying disclosure statement, dated August 20, 2009.
Under the Plan, the holders of Prepetition Credit Agreement
Claims against Six Flags Theme Parks Inc. and certain of its
wholly-owned domestic subsidiaries will convert those Claims into
(i) approximately 92% of the New Common Stock to be issued by
Reorganized SFI, subject to dilution by the Long-Term Incentive
Plan, and (ii) a new term loan in the aggregate amount of
$600 million.
Based on the Debtors' estimate of Allowed Claims as of an assumed
December 31, 2009 Plan Effective Date in these Reorganization
Cases, the First Amended Plan provides for a recovery of:
-- approximately 92.2% to 112.8% to holders of Six Flags Theme
Parks, Inc. Prepetition Credit Agreement Claims;
-- a 100% recovery for the holders of all Other Secured
Claims;
-- a 100% recovery for the holders of Unsecured Claims against
all Debtors other than SFO and SFI;
-- 8.2% to 12.4% to holders of Unsecured SFO Claims;
-- 0.4% to 0.6% to holders of Unsecured SFI Claims; and
-- no recovery for holders of Funtime, Inc. Claims,
Subordination Securities Claims and Pre-confirmation Equity
Interests in SFI.
A blacklined version of the First Amended Disclosure Statement is
available for free at:
http://bankrupt.com/misc/sixf_1stplanblackline.pdf
A blacklined version of the First Amended Chapter 11 Plan is
available for free at:
http://bankrupt.com/misc/sixf_1stdsblackline.pdf
About Six Flags Inc.
Headquartered in New York City, Six Flags, Inc., is the world's
largest regional theme park company with 20 parks across the
United States, Mexico and Canada.
Six Flags filed for Chapter 11 protection on June 13, 2009 (Bankr.
D. Del. Lead Case No. 09-12019). Paul E. Harner, Esq., Steven T.
Catlett, Esq., and Christian M. Auty, Esq., at Paul, Hastings,
Janofsky & Walker LLP in Chicago, Illinois, act as the Debtors'
lead counsel. Daniel J. DeFranceschi, Esq., and L. Katherine
Good, Esq., at Richards, Layton & Finger, P.A., in Wilmington,
Delaware, act as local counsel. Cadwalader Wickersham & Taft LLP,
serves as special counsel. Houlihan Lokey Howard & Zukin Capital
Inc., serves as financial advisors, while KPMG LLC acts as
accountants. Kurtzman Carson Consultants LLC serves as claims and
notice agent. As of March 31, 2009, Six Flags had $2,907,335,000
in total assets and $3,431,647,000 in total liabilities.
Bankruptcy Creditors' Service, Inc., publishes Six Flags
Bankruptcy News. The newsletter provides gavel-to-gavel coverage
of the Chapter 11 proceedings undertaken by Six Flags Inc. and its
various affiliates. (http://bankrupt.com/newsstand/or 215/945-
7000).
SIX FLAGS: Removal Period Extended Until December 10
----------------------------------------------------
Judge Christopher S. Sontchi of the United States Bankruptcy
Court for the District of Delaware has extended the Debtors'
action removal period to December 10, 2009.
Daniel J. DeFranceschi, Esq., at Richards, Layton & Finger, P.A.,
in Wilmington, Delaware, certified that no objections to the
Debtors' motion to extend time to remove actions were filed.
About Six Flags Inc.
Headquartered in New York City, Six Flags, Inc., is the world's
largest regional theme park company with 20 parks across the
United States, Mexico and Canada.
Six Flags filed for Chapter 11 protection on June 13, 2009 (Bankr.
D. Del. Lead Case No. 09-12019). Paul E. Harner, Esq., Steven T.
Catlett, Esq., and Christian M. Auty, Esq., at Paul, Hastings,
Janofsky & Walker LLP in Chicago, Illinois, act as the Debtors'
lead counsel. Daniel J. DeFranceschi, Esq., and L. Katherine
Good, Esq., at Richards, Layton & Finger, P.A., in Wilmington,
Delaware, act as local counsel. Cadwalader Wickersham & Taft LLP,
serves as special counsel. Houlihan Lokey Howard & Zukin Capital
Inc., serves as financial advisors, while KPMG LLC acts as
accountants. Kurtzman Carson Consultants LLC serves as claims and
notice agent. As of March 31, 2009, Six Flags had $2,907,335,000
in total assets and $3,431,647,000 in total liabilities.
Bankruptcy Creditors' Service, Inc., publishes Six Flags
Bankruptcy News. The newsletter provides gavel-to-gavel coverage
of the Chapter 11 proceedings undertaken by Six Flags Inc. and its
various affiliates. (http://bankrupt.com/newsstand/or 215/945-
7000).
SMILE WIZARDS: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: The Smile Wizards
Laurie A. Soller, D.D.S., P.A. and
Michael C. Ramsey, D.D.S., P.A.
8170 Maple Lawn Boulevard, Suite 150
Fulton, MD 20759
Bankruptcy Case No.: 09-27356
Chapter 11 Petition Date: September 15, 2009
Court: United States Bankruptcy Court
District of Maryland (Baltimore)
Judge: Nancy V. Alquist
Debtor's Counsel: Karen H. Moore, Esq.
Davis, Agnor, Rapaport & Skalny, LLC
10211 Wincopin Circle, 6th Floor
Columbia, MD 21044
Tel: (410) 309-0505
Email: kmoore@darslaw.com
Estimated Assets: $100,001 to $500,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's 20 largest unsecured creditors is
available for free at:
http://bankrupt.com/misc/mdb09-27356.pdf
The petition was signed by Laurie A. Soller D.D.S., managing
partner of the Company.
STAR TRIBUNE: Creditors Committee Wants Publisher Identified
------------------------------------------------------------
The Official Committee of Unsecured Creditors of Star Tribune Co.
said the Bankruptcy Court should deny approval of the Company's
proposed Chapter 11 plan unless it discloses the identity of its
publisher. "While the Debtors have made great strides in the
reorganization of their businesses, the Debtors have not disclosed
the identity of the publisher that will helm the Debtors'
newspaper business upon emergence from bankruptcy. It would
appear difficult for the Court to make a finding of feasibility
regarding the Plan without disclosure of the Debtors' publisher-
to-be," the Committee said.
"A newspaper's publisher is even more critical than any one member
of an otherwise complete and functioning management team in
another industry," creditors said, acknowledging that Frontier
Airlines' bankruptcy was confirmed without having a chief
executive officer in place.
The Debtors will present their proposed Chapter 11 plan at
confirmation hearings scheduled to begin September 17.
Star Tribune and its affiliates have filed a plan, which provides
for the Debtors' continued operation as a going concern. The
Creditors Committee Creditors had asked unsecured creditors to
vote in favor of the Plan.
According to the disclosure statement, the Plan offers a 29.8% to
36.1% recovery to first-lien lenders in the form of new common
stock and secured notes. Unsecured creditors will recover between
0.5% and 1.3% of their claims with cash or stock and warrants.
Holders of convenience claims will be paid 0.9% of the allowed
amount of their claims. Holders of administrative and priority
tax claims and holders of other priority claims and other secured
claims will be paid in full. The first lien lenders and unsecured
creditors will be entitled to vote on the Plan. Holders of equity
interests will not receive any distributions under the Plan and
will be deemed to reject the Plan.
A copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/StarTribune_Amended_DS.pdf
Headquartered in Minneapolis, Minnesota, The Star Tribune Company
-- http://www.startribune.com/-- operates the largest newspaper
in the state of Minnesota and published seven days each week in an
edition for the Minneapolis-Saint Paul metropolitan area. The
Company and its affiliate, Star Tribune Holdings Corporation,
filed for Chapter 11 protection on January 15, 2009 (Bankr.
S.D.N.Y. Lead Case No. 09-10244). Marshall Scott Huebner, Esq.,
James I. McClammy, Esq., and Lynn Poss, Esq., at Davis Polk &
Wardwell, represent the Debtors in their restructuring efforts.
Blackstone Advisory Services L.P. is the Debtors' financial
advisor. The Garden City Group, Inc., serves as noticing and
claims agent. Scott Cargill, Esq., and Sharon L. Levine, Esq., at
Lowenstein Sandler PC, represent the official committee of
unsecured creditors. When the Debtors filed for protection from
their creditors, they listed assets and debts between $100 million
and $500 million each.
The Court has extended the Debtors' exclusive periods to file a
plan of reorganization until August 13, 2009.
STEPHEN FOSTER MEADE: Case Summary & 14 Largest Unsec. Creditors
----------------------------------------------------------------
Joint Debtors: Stephen Foster Meade
dba S & K Properties
Helen Katherine Meade
P.O. Box 111973
Nashville, TN 37222
Bankruptcy Case No.: 09-10543
Chapter 11 Petition Date: September 15, 2009
Court: United States Bankruptcy Court
Middle District of Tennessee (Nashville)
Debtors' Counsel: Steven L. Lefkovitz, Esq.
Law Offices Lefkovitz & Lefkovitz
618 Church St, Ste. 410
Nashville, TN 37219
Tel: (615) 256-8300
Fax: (615) 255-4516
Email: slefkovitz@lefkovitz.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
$4,768,665, and total debts of $2,643,346.
A full-text copy of the Debtors' petition, including a list of
their 14 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/tnmb09-10543.pdf
The petition was signed by the Joint Debtors.
STRATEGIC RESOURCE: Delays Financials Due to Chapter 11 Filing
--------------------------------------------------------------
Strategic Resource Acquisition Corporation said there will be a
short delay in filing its Annual Audited Financial Statements,
Management Discussion & Analysis and Annual Information Form for
the Company's financial year ended September 30, 2008, as required
by National Instrument 51-102 Continuous Disclosure Obligations.
The delay is a result of the following:
-- the Company filed for creditor protection under Chapter 11 of
of the U.S. Bankruptcy Code on January 15, 2009;
-- unprecedented market volatility which has required the
Company to review the carrying value of its producing assets
and mineral properties, select and implement appropriate
valuation methodologies during a period of uncertainty of the
restructuring process under creditor protection;
-- significant management time and effort dedicated to
discussions with the Company's existing secured and unsecured
creditors, in relation to restructuring of the payments due
under the loan facility which was finalized on July 17, 2009,
and
-- the finalization of the sale of the Company's primary asset,
the Middle Tennessee Mines property on May 1, 2009.
The Company will apply to the applicable securities commissions or
regulators for a management cease trade order related to the
Company's common shares to be imposed against some or all of the
persons who are directors, officers or insiders of the Company
instead of a cease trade order being imposed against all
securities of the Company. The MCTO would not generally affect the
ability of persons who have not been directors, officers or
insiders of the Company to trade the securities of the Company.
If the annual audited consolidated financial statements, related
MD&A and the AIF are not filed by September 30, 2009, the
applicable securities commissions or regulators may impose a cease
trade order. A cease trade order may be imposed sooner if the
Company fails to satisfy the provisions of the Alternative
Information Guidelines required pursuant to National Policy 12-203
Cease Trade Orders for Continuous Disclosure Defaults.
The Company is working with its auditors to complete the audit of
the Company's financial statements for the year ended September
30, 2008 as soon as possible and anticipates filing such financial
statements and related MD&A and AIF by September 30, 2009. Until
its annual consolidated financial statements and related MD&A and
AIF are filed, the Company intends to satisfy the Alternative
Information Guidelines, including the issuance of bi-weekly
default status reports, each of which will be issued in the form
of a press release.
About Strategic Resource
Strategic Resource Acquisition Corp. (NEX BOARD:SRZ.H) is a
Toronto-based mining company focused on zinc projects in
Tennessee.
Strategic Resources filed for Chapter 11 on Jan. 15, 2009 (Bankr.
M.D. Tenn. Case No. 09-00392). B. Gail Reese, Esq., at
Wyatt, Tarrant & Combs, LLP, represents the Debtor in its
restructuring effort. According to the petition, assets are
between $500,000 and $1,000,000 and debts are between $50,000,000
and $100,000,000.
SUN-TIMES MEDIA: Union Workers Reject Concessions in Test Vote
--------------------------------------------------------------
Phil Rosenthal Media at Chicago Tribune reports that Chicago Sun-
Times workers represented by the Chicago Newspaper Guild has
rejected major concessions that the management has said are a
prerequisite from 18 collective bargaining units for Sun-Times
Media Group's proposed sale.
As reported by the TCR on September 14, 2009, Sun-Times Media
sought wage-and-benefit reductions from 18 unions. The
concessions include cuts in severance pay and limiting it to four
weeks and elimination of seniority as a deciding factor in
layoffs. Chicago Newspaper Guild executive director Tom
Thibeaultsaid that union employees had been aware of Sun-Times
Media's plea to continue 15% compensation cuts negotiated after
the Company's bankruptcy. Sun-Times Media wants to extend those
cuts for three years, regardless of when union contracts expire.
Michael Oneal and Julie Johnsso at Chicago Tribune relate that the
unionized workers gathered on Tuesday to vote on the concessions.
The report says that the vote is a crucial test of the bid's
viability.
According to Chicago Tribune, a Sun-Times Medias spokesperson said
that the Company's "18 bargaining units have until September 29 to
approve the amendments requested by the buyer." The report quoted
Sun-Times Media Chairman Jeremy Halbreich as saying, "If you
approve the amendments, you will satisfy the most important
condition for the buyer to purchase our newspapers, Web sites and
other assets, thereby securing a bright future . . . . If you
reject amendments, the buyer will withdraw . . . and all 1,800
jobs across the company will disappear."
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.
SMITHFIELD FOODS: Share Issuance Won't Affect Moody's 'B2' Rating
-----------------------------------------------------------------
Moody's Investors Service commented that the planned issuance of
$250 million in common shares by Smithfield Foods, Inc., has not
at this time had an impact on the company's B2 corporate family
and probability of default ratings, its speculative grade
liquidity rating of SGL-3 or its stable outlook.
The planned share issuance, which could be upsized, is a credit
positive in that it will bolster liquidity and reduce leverage.
However, given the size of Smithfield's reported debt -- over
approximately $3.2 billion, pro-forma for the $225 million add-on
bond issued in August and the $320.7 million repayment of
outstandings upon cancellation of the Euro RC -- the proposed
equity issue will not lower leverage materially. Similarly, the
potential boost in cash balances following the share issuance is
not sufficient to significantly strengthen the company's liquidity
profile while it is still incurring losses in its hog production
segment. For the quarter ended August 2, 2009, reported operating
profit was a loss of $40.7 million, after adding back impairment
charges of $34.1 million in the quarter; the $101 million reported
segment profit from pork products did not fully offset the
$128 million loss in hog production, pro-forma for impairment
charges.
Moody's notes that Smithfield is not subject to maintenance
financial covenants following the establishment of $1 billion
'ABL' in July and the cancellation of the Euro 300 million RC.
Moody's most recent rating action for Smithfield on August 7,
2009, affirmed the company's long-term ratings, including its B2
corporate family rating; upgraded its speculative grade liquidity
rating to SGL-3 from SGL-4, and maintained a stable outlook.
Smithfield Foods, Inc., headquartered in Smithfield, Virginia, is
the world's largest pork producer and processor. Sales for the
twelve months ended August 2, 2009, excluding the revenues of the
divested beef business, were approximately $12 billion.
SONIC AUTOMOTIVE: Lenders Permit Refinancing of 2015 Notes
----------------------------------------------------------
Sonic Automotive, Inc., on September 11, 2009, entered into an
amendment to its Credit Agreement dated February 17, 2006, as
amended, among the Company, the subsidiaries of the Company named
therein, Bank of America, N.A., JPMorgan Chase Bank, N.A., Toyota
Motor Credit Corporation, BMW Financial Services NA, LLC, Carolina
First Bank, Comerica Bank, Fifth Third Bank, General Electric
Capital Corporation, KeyBank National Association, Nissan Motor
Acceptance Corporation, Sovereign Bank, SunTrust Bank, Wachovia
Bank, National Association and World Omni Financial Corp.
The amendment, among other things, authorized the refinancing of
4.25% Convertible Senior Subordinated Notes due 2015 and
redemption of the Company's 6.00% Senior Secured Convertible Notes
due 2012 with net proceeds from Sonic Automotive's proposed
concurrent public offerings of convertible debt securities and
shares of Class A common stock.
As of September 11, 2009, the Company had $35.0 million
outstanding and $95.7 million available under the revolving credit
sub-facility portion of this credit facility.
About Sonic Automotive
Sonic Automotive, Inc., headquartered in Charlotte, North
Carolina, is one of the largest automotive retailers in the United
States. As of June 30, 2009, it operated 154 dealership
franchises, representing 31 different brands of cars and light
trucks, at 131 locations and 30 collision repair centers in 15
states. Its dealerships provide comprehensive services including
sales of both new and used cars and light trucks, sales of
replacement parts, performance of vehicle maintenance,
manufacturer warranty repairs, paint and collision repair
services, and arrangement of extended service contracts,
financing, insurance and other aftermarket products for customers.
As of June 30, 2009, the Company had $2,099,945,000 in total
assets, including $5,163,000 in cash and cash equivalents;
$1,135,323,000 in total current liabilities, $644,260,000 in long-
term debt, and $99,823,000 in other long-term liabilities;
resulting in $220,539,000 in stockholders' equity.
* * *
According to the Troubled Company Reporter on May 25, 2009,
Moody's Investors Service downgraded to Caa1 from B2 the Corporate
Family rating of Sonic Automotive Holdings, Inc., and upgraded the
probability of default rating to Caa1 from Caa3. The outlook is
negative.
SONIC AUTOMOTIVE: Offers Class A Shares, Convertible Senior Notes
-----------------------------------------------------------------
Sonic Automotive, Inc. commenced a public offering of Class A
common stock and convertible senior notes.
Sonic Automotive intends to offer roughly 9,000,000 shares of its
Class A common stock in an underwritten registered public
offering. In connection with this offering, Sonic Automotive
intends to grant the underwriters a 30-day option to purchase an
additional 1,350,000 shares of common stock to cover over
allotments.
In conjunction with the common stock offering, Sonic Automotive
intends to offer roughly $125,000,000 aggregate principal amount
of convertible senior notes due 2029 in an underwritten registered
public offering. In connection with this offering, Sonic
Automotive intends to grant the underwriters a 30-day option to
purchase up to an additional $18,750,000 aggregate principal
amount of the convertible senior notes to cover over allotments.
The convertible senior notes will be convertible, under certain
circumstances, into cash, shares of Sonic Automotive Class A
common stock, or a combination of cash and shares, at the option
of Sonic Automotive. The offering price, interest rate, conversion
price and other terms of the convertible senior notes will be
determined by Sonic Automotive and the underwriters.
The closing of the underwritten convertible notes offering and
underwritten offering of common stock will not be contingent on
each other.
Sonic Automotive intends to use the net proceeds from these
offerings to repay all or a portion of the principal amount
outstanding on its 4.25% Convertible Senior Subordinated Notes due
2015 (which the holders can put to Sonic Automotive in November
2010) and its 6.00% Convertible Senior Subordinated Notes due
2012. If Sonic Automotive is unable to repay these notes, it will
use proceeds from the offerings to repay outstanding amounts under
its credit facility.
J.P. Morgan Securities Inc. and BofA Merrill Lynch are acting as
joint book-running managers for the offerings. Wells Fargo
Securities, Moelis & Company and Stephens, Inc. are acting as co-
managers for the offerings.
Sonic Automotive has filed a registration statement (including a
prospectus and related preliminary prospectus supplements for each
of the common stock and convertible senior notes offerings) with
the U.S. Securities and Exchange Commission for the offerings to
which this communication relates.
Copies of the applicable preliminary prospectus supplement and the
accompanying prospectus may be obtained from J.P. Morgan
Securities Inc., 4 Chase Metrotech Center, CS Level, Brooklyn, NY
11245, Attention: Prospectus Library or BofA Merrill Lynch, 4
World Financial Center, New York, New York 10080.
A copy of the Preliminary Prospectus Supplement dated September
14, 2009, relating to the Convertible Senior Notes Offering is
available at no charge at http://ResearchArchives.com/t/s?44cf
A copy of the Preliminary Prospectus Supplement dated September
14, 2009, relating to the Class A Common Stock Offering is
available at no charge at http://ResearchArchives.com/t/s?44d0
About Sonic Automotive
Headquartered in Charlotte, North Carolina, Sonic Automotive, Inc.
(NYSE: SAH) is one of the largest automotive retailers in the
United States. As of June 30, 2009, it operated 154 dealership
franchises, representing 31 different brands of cars and light
trucks, at 131 locations and 30 collision repair centers in 15
states. Its dealerships provide comprehensive services including
sales of both new and used cars and light trucks, sales of
replacement parts, performance of vehicle maintenance,
manufacturer warranty repairs, paint and collision repair
services, and arrangement of extended service contracts,
financing, insurance and other aftermarket products for customers.
As of June 30, 2009, the Company had $2,099,945,000 in total
assets, including $5,163,000 in cash and cash equivalents;
$1,135,323,000 in total current liabilities, $644,260,000 in long-
term debt, and $99,823,000 in other long-term liabilities;
resulting in $220,539,000 in stockholders' equity.
* * *
According to the Troubled Company Reporter on May 25, 2009,
Moody's Investors Service downgraded to Caa1 from B2 the Corporate
Family rating of Sonic Automotive Holdings, Inc., and upgraded the
probability of default rating to Caa1 from Caa3. The outlook is
negative.
SOUTHERN RESORT: Case Summary & 9 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Southern Resort Properties, LLC
106 California Avenue
Oak Ridge, TN 37830
Bankruptcy Case No.: 09-35001
Chapter 11 Petition Date: September 11, 2009
Court: United States Bankruptcy Court
Eastern District of Tennessee (Knoxville)
Judge: Richard Stair Jr.
Debtor's Counsel: Edward J. Shultz, Esq.
Ayres & Parkey
P.O. Box 23380
Knoxville, TN 37933
Tel: (865)637-1181
Email: eshultz@ayreslaw.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's 9 largest unsecured creditors is available
for free at:
http://bankrupt.com/misc/tneb09-35001.pdf
The petition was signed by Robert Darnell, managing member of the
Company.
SUNWEST MANAGEMENT: Emeritus to Participate in Blackstone Offer
---------------------------------------------------------------
Emeritus Corporation has been selected by Blackstone Real Estate
Advisors as manager in conjunction with BREA's preliminary
agreement to acquire roughly 148 communities currently operated by
Sunwest Management.
BREA has executed a preliminary agreement with Sunwest, a Salem,
Oregon-based operator of senior living communities, to acquire
communities emerging from bankruptcy for a cash investment and
assumption of secured debt by an entity comprised of affiliates of
BREA and Columbia Pacific Management, Inc., an entity controlled
by Dan Baty, Chairman and Co-CEO of Emeritus.
Under the terms of the proposal, Emeritus would be appointed as
manager of the portfolio. Emeritus will also have the option to
invest up to 10% of the equity in the joint venture entity along
with BREA and Columbia Pacific.
The preliminary agreement is subject to a number of contingencies,
including a due diligence process and bankruptcy court approvals.
The Company will provide additional information when definitive
agreements are finalized.
As reported by the Troubled Company Reporter on August 28, 2009,
the court-appointed receiver and chief restructuring officer
overseeing the reorganization of Sunwest Management on August 25
filed a distribution plan with the U.S. District Court in Eugene,
Oregon. A product of intensive financial, legal and business
analysis and summer-long mediations involving numerous
stakeholders -- including investors, creditors, Sunwest insiders
and secured lenders -- the proposed plan consists of two key
elements: (1) a process for enhancing the value of Sunwest assets,
and (2) a methodology for equitably distributing that value to
stakeholders owed as much as $2 billion.
Emeritus Corporation -- http://www.emeritus.com/-- is a national
provider of assisted living and Alzheimer's and related dementia
care services to seniors. Emeritus is one of the largest and most
experienced operators of freestanding assisted living communities
located throughout the United States. These communities provide a
residential housing alternative for senior citizens who need
assistance with the activities of daily living, with an emphasis
on personal care services, which provides support to the residents
in the aging process. Emeritus currently operates 309 communities
in 36 states representing capacity for roughly 27,200 units and
roughly 32,400 residents. The Company's common stock is traded on
the New York Stock Exchange under the symbol ESC.
About Sunwest Management
Founded in Oregon in 1991, Sunwest Management --
http://www.sunwestmanagement.com/-- is one of the largest private
senior living providers in the country and is a significant Oregon
employer.
In March 2009, U.S. District Judge Michael Hogan appointed Michael
Grassmueck as receiver after the Securities and Exchange
Commission filed suit against Sunwest and former CEO Jon Harder,
alleging securities fraud.
The Company engaged Clyde Hamstreet as chief restructuring officer
in late November 2008 to serve as CRO, an appointment continued in
March by the U.S. District Court after the SEC lawsuit was filed.
Sunwest Management has put 10 assisted living centers -- two in
Oregon -- into Chapter 11 bankruptcy. Briarwood Retirement and
Assisted Living Community LLC, which owns a retirement center in
Springfield, and Century Fields Retirement and Assisted Living
Community LLC, which owns a center in Lebanon, filed for Chapter
11 on Aug. 19, 2008. On Aug. 17, 2008, eight Sunwest-affiliated
LLCs filed for Chapter 11 bankruptcy protection from creditors in
Tennessee.
SWAMI KRUPA: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Swami Krupa, Inc.
dba Comfort Inn North
910 East Cheyenne Ave.
North Las Vegas, NV 89030
Bankruptcy Case No.: 09-27101
Chapter 11 Petition Date: September 14, 2009
Court: United States Bankruptcy Court
District of Nevada (Las Vegas)
Judge: Mike K. Nakagawa
Debtor's Counsel: James D. Greene, Esq.
Rice Silbey Reuther & Sullivan
3960 Howard Hughes Pkwy, Suite 700
Las Vegas, NV 89109
Tel: (702) 732-9099
Fax: (702) 732-7110
Email: jgreene@rsrslaw.com
Estimated Assets: $0 to $50,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's 20 largest unsecured creditors is
available for free at:
http://bankrupt.com/misc/nvb09-27101.pdf
The petition was signed by Jayeshkumar Joshi, director of the
Company.
TELKONET INC: Registers 11 Million Shares Under Incentive Plan
--------------------------------------------------------------
Telkonet, Inc., filed with the Securities and Exchange Commission
a Registration Statement to cover 11,000,000 additional shares of
the Company's common stock, $0.001 par value per share, being
registered for issuance pursuant to the Telkonet, Inc. Amended and
Restated Stock Incentive Plan by virtue of:
-- an amendment to the Plan on June 23, 2003, increasing the
number of shares issuable under the Plan from 7,000,000 to
a total of 15,000,000; and
-- an amendment to the Plan on October 24, 2006, increasing
the number of shares issuable under the Plan from
15,000,000 to a total of 18,000,000.
As of June 30, 2009, the Company had $18.5 million in total assets
and $5,632,036 in total current liabilities and $2,257,539 in
total long-term liabilities.
The Company has an accumulated deficit of $108.4 million and a
working capital deficit of $3.19 million as of June 30, 2009.
The Company believes that anticipated revenues from operations
will be insufficient to satisfy its ongoing capital requirements
for at least the next 12 months. If the Company's financial
resources from operations are insufficient, the Company will
require additional financing to execute its operating plan and
continue as a going concern. The Company cannot predict whether
this additional financing will be in the form of equity or debt,
or be in another form. The Company may not be able to obtain the
necessary additional capital on a timely basis, on acceptable
terms, or at all. In any of these events, the Company may be
unable to implement its current plans for expansion, repay its
debt obligations as they become due, or respond to competitive
pressures, any of which circumstances would have a material
adverse effect on its business, prospects, financial condition and
results of operations.
Management intends to raise capital through asset-based financing
or the sale of its stock in private placements. Management
believes that with this financing, the Company will be able to
generate additional revenues that will allow the Company to
continue as a going concern. There can be no assurance that the
Company will be successful in obtaining additional funding.
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?42fe
About Telkonet
Telkonet Inc. (NYSE Amex: TKO) -- http://www.telkonet.com/--
provides integrated, centrally-managed energy management and
SmartGrid networking solutions that improve energy efficiency and
reduce the demand for new energy generation. The Company's energy
management systems, aimed at the hospitality, commercial,
government, healthcare and education markets, are dynamically
lowering HVAC costs in over 140,000 rooms, and are an integral
part of various utilities' green energy efficiency and rebate
programs.
TEXANS CUSO: 1st-Day Motions OK'd; Oct. 8 Cash Collateral Hearing
-----------------------------------------------------------------
Michelle Samaad at Credit Union Times reports that Texans CUSO
Insurance Group LLC said that the U.S. Bankruptcy Court for the
Northern District of Texas has approved its first-day motions.
Citing Texans CUSO, Credit Union Times relates that among the
motions granted are:
-- approval to pay prepetition commissions owed to its
independent agents,
-- approval to remit all insurance premiums to insurance
carriers,
-- approval to honor prepetition wages and benefits of its
Employee, and
-- interim approval to utilize cash collateral.
Texans CUSO President Mike Haselden said in a statement, "The
Court's approval of our first day motions is a positive first step
toward a successful restructuring. Our agents, employees, and
customers will see no interruption in service and it truly is
'business as usual' as we work through the Chapter 11 process."
According to Credit Union Times, a final cash collateral hearing
is set for October 8.
Texans CUSO Insurance Group LLC, fka Curley Insurance Group, is a
nonprofit credit union and a subsidiary of Texans Credit Union.
The Company and its affiliates filed for Chapter 11 bankruptcy
protection on September 5, 2009 (Bankr. N.D. Texas Case No. 09-
35981). Scott Mark DeWolf, Esq., at Rochelle McCullough L.L.P.
assists the Debtors in their restructuring efforts. Texans CUSO
listed $10,000,001 to $50,000,000 in assets and $10,000,001 to
$50,000,000 in liabilities.
TEXAS MATTRESS: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Texas Mattress, Inc.
dba Osgo! Furniture
1458-B Lee Trevino
El Paso, TX 79936
Bankruptcy Case No.: 09-32046
Chapter 11 Petition Date: September 11, 2009
Court: United States Bankruptcy Court
Western District of Texas (El Paso)
Judge: Leif M. Clark
Debtor's Counsel: E. P. Bud Kirk, Esq.
6006 N. Mesa, #806
El Paso, TX 79912
Tel: (915) 584-3773
Email: budkirk@aol.com
Estimated Assets: $1,000,001 to $10,000,000
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 Oscar Gonzalez, president of the
Company.
TOLL BROTHERS: Moody's Assigns 'Ba1' Rating on $250 Mil. Notes
--------------------------------------------------------------
Moody's Investors Service assigned a Ba1 rating to the new
$250 million of senior unsecured notes of Toll Brothers Finance
Corp., which are guaranteed by Toll Brothers, Inc. At the same
time, Moody's affirmed all of the existing ratings of Toll
Brothers, Inc., including the corporate family rating at Ba1,
senior unsecured rating at Ba1, senior sub debt rating at Ba2, and
speculative grade liquidity rating at SGL-1. The ratings outlook
remains negative.
Proceeds from the issuance of $250 million senior unsecured notes
will be used to fund a tender offer for up to $150 million of the
company's senior notes due in 2012 and 2013 and for general
corporate purposes, including the retirement of additional debt.
The ratings are supported by Toll Brothers' leadership position in
its upper end homebuilding niche; its currently strong liquidity
profile, as captured in its SGL-1 rating; and an ability to
greatly restrict, or even shut off entirely, its land spend for
relatively long periods of time without incurring the need to race
to catch up when the market turns. This latter characteristic
permits the company generally to control how much cash flow it
wishes to generate or even whether it wishes the figure to be
positive or not. At the same time, the ratings incorporate
Moody's expectation that pre-impairment earnings will range from
moderately negative to slightly positive, that continued
impairment charges will lessen the substantial headroom that the
company currently enjoys in its bank covenants, that the overall
general economy and macro housing outlook will remain unsupportive
into 2010, and that there could be additional capital drain from
troubled joint ventures.
The negative ratings outlook reflects Moody's expectation that
Toll Brothers' high density mid- and high-rise tower business will
continue to be a drag on earnings and result in reduced cash flow,
as cancellations are expected to mount while new orders remain
weak. In addition, although the company has by far the longest
land supply in the industry, it has begun bidding selectively, and
so far unsuccessfully, on small parcels of additional land. If it
should escalate its bidding activity and successfully acquire
larger parcels, some of the company's currently strong liquidity
position may be impaired.
Going forward, the outlook could stabilize if Moody's were to
project that the company will generate strongly positive cash flow
in fiscal 2009 and 2010, remain profitable on a pre-impairment
basis, and continue building its cash balances.
The ratings could be lowered if Moody's were to expect cash flow
generation to be more than modestly negative in 2010; liquidity
were to be materially impaired; the company were to re-lever its
balance sheet above 50%; and/or modest pre-impairment losses were
to occur on a sustained quarterly basis or a significant pre-
impairment loss were to occur in any one quarter.
Moody's last rating action for Toll Brothers, Inc., occurred on
April 15, 2009, at which time Moody's assigned a Ba1 rating to the
company's $400 million of 8.91% senior unsecured notes due
October 15, 2017.
Based in Horsham, Pennsylvania, Toll Brothers, Inc., is the
nation's leading builder of luxury homes, serving move-up, empty-
nester, and "active adult" buyers in 21 states and four regions
around the country. Total revenues and consolidated net income
for the trailing 12 month period that ended July 31, 2009, were
$1.97 billion and $(723) million, respectively.
TRADIS DARRIEL WEST: Case Summary & 9 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Tradis Darriel West, Jr.
P.O. Box 689
Saraland, AL 36571
Bankruptcy Case No.: 09-14257
Chapter 11 Petition Date: September 14, 2009
Court: United States Bankruptcy Court
Southern District of Alabama (Mobile)
Debtor's Counsel: Robert M. Galloway, Esq.
Galloway Wettermark Everest Rutens
& Gaillard
P. O. Box 16629
Mobile, AL 36616-0629
Tel: (251) 476-4493
Email: bgalloway@gallowayllp.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $500,001 to $1,000,000
A full-text copy of the Debtor's petition, including a list of its
9 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/alsb09-14257.pdf
The petition was signed by Tradis Darriel West Jr.
TRIPLE CROWN MEDIA: Case Summary & 30 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Triple Crown Media, Inc.
aka The Albany Herald
725 Old Norcross Road
Lawrenceville, GA 30045
Bankruptcy Case No.: 09-13181
Debtor-affiliates filing separate Chapter 11 petitions:
Entity Case No.
------ --------
Triple Crown Media, LLC 09-13182
Acquisition Corp. 09-13184
Holding, Inc. 09-13185
DataSouth Computer Corporation 09-13186
Gray Publishing, LLC 09-13187
Capital Sports Properties, Inc. 09-13188
Chapter 11 Petition Date: September 14, 2009
Court: United States Bankruptcy Court
District of Delaware (Delaware)
Judge: Brendan Linehan Shannon
Debtor's Counsel: Gregory Thomas Donilon, Esq.
Morris, Nichols, Arsht & Tunnel
1201 N. Market St.
P.O. Box 1347
Wilmington, DE 19899
Tel: (302) 658-9200
Fax: (302) 658-3989
Email: gdonilon@mnat.com
Robert J. Dehney, Esq.
Morris, Nichols, Arsht & Tunnell
1201 N. Market Street
P.O. Box 1347
Wilmington, DE 19899-1347
Tel: (302) 658-9200
Fax: (302) 658-3989
Email: rdehney@mnat.com
Estimated Assets: $10 to $50,000
Estimated Debts: $50,000,001 to $100,000,000
A full-text copy of the Debtors' petition, including a list of
their 30 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/deb09-13181.pdf
The petition was signed by Mark G. Meikle, executive vice
president and chief financial officer of the Company.
UBS AG: Taps Bora Sila as Americas Retail Banking Chief
-------------------------------------------------------
Bora Sila will join UBS Investment Bank's Investment Banking
Department as managing director and chief of Americas Retail
Coverage within the firm's Global Consumer Products and Retail
Group. Mr. Sila will report to Guy Phillips, Global Head of
Consumer Products and Retail Group, and will be based in New York
City.
Mr. Sila will be responsible for banking coverage for all retail
clients in the Americas. He joins UBS after 19 years at Citigroup
where he held a number of senior positions in investment banking
focusing on retail clients, most recently as co-head of the retail
investment banking practice. Mr. Sila began his career at Goldman
Sachs in equity research.
"Even in today's volatile markets, we are seeing an increasing
level of deal activity among retail companies, whether in M&A,
capital raisings or restructurings," said Mr. Phillips. "Bora's
depth of relationships, ability to manage complex transactions and
significant industry knowledge gained from nearly two decades
covering retail companies will be of great benefit to our clients
as they look to UBS for superior advice and execution."
Mr. Sila holds a BA from the University of Pennsylvania and an MBA
from Columbia Business School.
Based in Zurich, Switzerland, UBS AG (VTX:UBSN) --
http://www.ubs.com/-- is a global provider of financial services
for wealthy clients. UBS's financial businesses are organized on
a worldwide basis into three Business Groups and the Corporate
Center. Global Wealth Management & Business Banking consists of
three segments: Wealth Management International & Switzerland,
Wealth Management US and Business Banking Switzerland. The
Business Groups Investment Bank and Global Asset Management
constitute one segment each. The Industrial Holdings segment
holds all industrial operations controlled by the Group. Global
Asset Management provides investment products and services to
institutional investors and wholesale intermediaries around the
globe. The Investment Bank operates globally as a client-driven
investment banking and securities firm. The Industrial Holdings
segment comprises the non-financial businesses of UBS, including
the private equity business, which primarily invests UBS and
third-party funds in unlisted companies.
As reported in the Troubled Company Reporter-Europe, UBS has
amassed more than US$53 billion in writedowns and losses since the
credit crisis began. The bank expects to post a loss in the
second quarter of 2009. The bank's net loss for full-year 2008
widened to CHF19.697 billion from of CHF5.247 million in the prior
year. Net losses from continuing operations totaled
CHF19.327 billion, compared with losses of CHF5.111 billion in the
prior year. UBS attributed the losses to negative revenues in its
fixed income, currencies and commodities (FICC) area. For the
2008 fourth quarter, UBS incurred a net loss of CHF8.100 billion,
down from a net profit of CHF296 million. Net loss from
continuing operations was CHF7.997 billion compared with a profit
of CHF433 million. The Investment Bank recorded a pre-tax loss of
CHF7.483 billion, compared with a pre-tax loss of CHF2.748 billion
in the prior quarter. This result was primarily due to trading
losses, losses on exposures to monolines and impairment charges
taken against leveraged finance commitments. An own credit charge
of CHF1.616 billion was recorded by the Investment Bank in fourth
quarter 2008, mainly due to redemptions and repurchases of UBS
debt during this period.
UBS said it will further reduce its headcount to 15,000 by the end
of the year. UBS's personnel numbers reduced to 77,783 on
December 31, 2008, down by 1,782 from September 30, 2008, with
most staff reductions at its investment banking unit.
UNIFI INC: In the Red for 3 Straight Years; $48.9MM FY09 Net Loss
-----------------------------------------------------------------
Unifi, Inc., posted a net loss of $48,996,000 for the fiscal year
ended June 28, 2009, compared to a net loss of $16,151,000 for
fiscal year 2008 and a net loss of $115,792,000 for fiscal year
2007.
The Company recorded lower net sales of $553,663,000 for FY2009
from $713,346,000 for FY2008 and $690,308,000 for FY2007.
At June 28, 2009, the Company had $476,932,000 in total assets;
total current liabilities of $48,840,000, long-term debt and other
liabilities of $182,707,000, deferred income taxes of $416,000;
and shareholders' equity of $244,969,000.
The Company warned in a Form 10-K filing it has substantial
indebtedness which could adversely affect its financial condition.
As of June 28, 2009, the Company had a total of $187.1 million of
debt outstanding, including $179.2 million outstanding in
aggregate principal amount of 2014 notes, $6.9 million outstanding
in loans relating to a Brazilian government tax program, and
$1.0 million outstanding on a sale leaseback obligation.
The Company's outstanding indebtedness could have important
consequences to investors, including:
-- its high level of indebtedness could make it more
difficult for the Company to satisfy its obligations with
respect to its outstanding notes, including its repurchase
obligations;
-- the restrictions imposed on the operation of its business
may hinder its ability to take advantage of strategic
opportunities to grow its business;
-- its ability to obtain additional financing for working
capital, capital expenditures, acquisitions or general
corporate purposes may be impaired;
-- the Company must use a substantial portion of its cash
flow from operations to pay interest on its indebtedness,
which will reduce the funds available to the Company for
operations and other purposes;
-- its high level of indebtedness could place the Company at
a competitive disadvantage compared to its competitors
that may have proportionately less debt;
-- its flexibility in planning for, or reacting to, changes
in its business and the industry in which it operates may
be limited; and
-- its high level of indebtedness makes the Company more
vulnerable to economic downturns and adverse developments
in its business.
A full-text copy of the Company's annual report on Form 10-K is
available at no charge at http://ResearchArchives.com/t/s?44e3
Unifi, Inc. (NYSE: UFI) -- http://www.unifi.com/and
http://www.repreve.com/-- is a diversified producer and processor
of multi-filament polyester and nylon textured yarns and related
raw materials. The Company adds value to the supply chain and
enhances consumer demand for its products through the development
and introduction of branded yarns that provide unique performance,
comfort and aesthetic advantages. Key Unifi brands include, but
are not limited to: AIO(R) - all-in-one performance yarns,
SORBTEK(R), A.M.Y.(R), MYNX(R) UV, REPREVE(R), REFLEXX(R),
MICROVISTA(R) and SATURA(R). Unifi's yarns and brands are readily
found in home furnishings, apparel, legwear, and sewing thread, as
well as industrial, automotive, military, and medical
applications.
Unifi Inc. continues to carry Moody's Investor Service's Caa2
senior secured debt rating which was placed in December 2007.
UNISYS CORP: Registers 52.4 Mil. Shares for Resale
--------------------------------------------------
Unisys Corporation filed with the Securities and Exchange
Commission a prospectus relating to the offer and sale from time
to time of up to 52,421,654 shares of Unisys common stock, $0.01
par value per share, by selling stockholders.
The shares were issued by Unisys to the selling stockholders on
July 31, 2009, in private exchange offers. The registration of
the shares of common stock to which the prospectus relates does
not require the selling stockholders to sell any of their shares
of common stock nor does it require Unisys to issue any shares of
common stock.
Unisys will not receive any proceeds from the sale of the shares
by the selling stockholders, but Unisys has agreed to pay certain
registration expenses, other than underwriting discounts and
commissions. The selling stockholders from time to time may offer
and sell the shares held by them directly or through agents or
broker-dealers on terms to be determined at the time of sale.
Unisys' common stock is listed on the New York Stock Exchange
under the symbol "UIS." On September 11, 2009, the closing sales
price of Unisys common stock as reported on the NYSE was $2.95 per
share.
Percentage of
Number of Outstanding Number of
Shares of Shares of Shares of
Common Stock Common Stock Common
Beneficially Beneficially Stock That
Owned Prior Owned Prior May be
to Offering to Offering Offered
------------ ------------- ----------
Harbinger Capital
Partners Master
Fund I, LTD. 8,196,450 1.94% 8,196,450
Brevan Howard Master Fund 2,918,542 Less than 1% 2,918,542
Transamerica Life Insurance 1,835,538 Less than 1% 1,835,538
Whitebox Hedged High
Yield Partners, LP 1,375,109 Less than 1% 1,375,109
Whitebox Combined Partners 1,321,264 Less than 1% 1,321,264
Brevan Howard Credit
Catalysts Master
Fund Ltd. 1,250,803 Less than 1% 1,250,803
Credit Suisse
Securities (USA) LLC 926,321 Less than 1% 926,321
Transamerica High
Yield Bond Fund 819,724 Less than 1% 819,724
Nicholas Applegate
Convertible and
Income Fund 663,816 Less than 1% 663,816
DRE Partners, LP 655,295 Less than 1% 655,295
Nicholas -Applegate
Convertible and
Income Fund II 573,807 Less than 1% 573,807
Monumental Life
Insurance Company 334,319 Less than 1% 334,319
Fore Multi Strategy
Master Fund, Ltd. 321,459 Less than 1% 321,459
F Cubed Partners, LP 276,937 Less than 1% 276,937
The Prudential Assurance
Company Limited 229,393 Less than 1% 229,393
Pandora Select Partners 225,022 Less than 1% 225,022
Stonehill Offshore
Partners Limited 221,004 Less than 1% 221,004
Investeringsselskabet
Luxor A/S 192,876 Less than 1% 192,876
Stonehill Institutional
Partners, L.P. 180,821 Less than 1% 180,821
AEGON Global
Institutional Markets plc 160,730 Less than 1% 160,730
Nicholas Applegate Equity
& Convertible Income Fund 147,871 Less than 1% 147,871
Cantor Fitzgerald & Co. 128,584 Less than 1% 128,584
NACM CLO I 128,584 Less than 1% 128,584
Transamerica Financial
Life Ins Company 112,511 Less than 1% 112,511
Contra Costa Employee
Retirement Association 96,116 Less than 1% 96,116
Barclays Capital Inc. 73,935 Less than 1% 73,935
Commissioners of the
Land Office of the
State of Oklahoma Trustees
of Oklahoma School
Land Trust 67,185 Less than 1% 67,185
JNL/PPM America High Yield
Bond Fund, a series of
JNL Series Trust 64,292 Less than 1% 64,292
DuPont Pension Trust 64,000 Less than 1% 64,000
AEGON Levensverzekering N.V. 62,922 Less than 1% 62,922
Northern Trust Company of
Connecticut Advisors Fund 58,184 Less than 1% 58,184
UFCW Atlanta Pension Fund 56,577 Less than 1% 56,577
High Yield Fund Insured 55,419 Less than 1% 55,419
Northwestern Mutual Series
Fund, Inc. - High Yield
Bond Portfolio 52,076 Less than 1% 52,076
Textron Inc. 52,076 Less than 1% 52,076
Brock Milstein TTE
UA DTD 9/8/03 Brock
Milstein Trust 40,182 Less than 1% 40,182
Nicholas-Applegate U.S. High
Yield Bond Fund 40,182 Less than 1% 40,182
AEGON Bank N.V. 29,238 Less than 1% 29,238
Northwestern Mutual
Series Fund, Inc. -
Balanced Portfolio 28,931 Less than 1% 28,931
The Northwestern Mutual
Life Insurance Company-
Group Annuity Separate
Account 27,645 Less than 1% 27,645
Mark L. Milstein Trust 24,109 Less than 1% 24,109
Milstein Properties Ltd. 16,073 Less than 1% 16,073
The Hawthorn Fund, LP 15,430 Less than 1% 15,430
High Yield Fund Institutional 15,430 Less than 1% 15,430
Allianz NACM Income
and Growth Fund 12,858 Less than 1% 12,858
Manzoor A. Tariq Inc.
Defined Benefit
Pension Plan 8,035 Less than 1% 8,035
Smith, Moore & Co.
Cust. FBO Jack C.
Ashlock IRA/SEP 8,035 Less than 1% 8,035
Northwestern Mutual
Series Fund, Inc. -
Asset Allocation Portfolio 3,857 Less than 1% 3,857
OFI Global High Yield 1,607 Less than 1% 1,607
------------ ----------
Total 24,171,174 24,171,174
A full-text copy of the prospectus is available at no charge
at http://ResearchArchives.com/t/s?44d1
About Unisys
Based in Blue Bell, Pennsylvania, Unisys Corporation (NYSE: UIS)
-- http://www.unisys.com/-- is a worldwide information technology
company. It provides a portfolio of IT services, software, and
technology that solves critical problems for clients. With more
than 27,000 employees, Unisys serves commercial organizations and
government agencies throughout the world.
As of June 30, 2009, Unisys had $2.72 billion in total assets;
$1.35 billion in total current assets, $965.2 million in total
long-term debt, $1.45 billion in long-term postretirement
liabilities, $302.2 million in other long-term liabilities;
$1.344 billion in stockholders' deficit.
As reported by the Troubled Company Reporter on August 7, 2009,
Standard & Poor's Ratings Services raised its corporate credit
rating on Unisys Corp. to 'B' from 'SD'. S&P also raised its
rating on Unisys' unsecured notes due 2016 to 'B' from 'D'. S&P
withdrew the rating on Unisys' unsecured notes due October 2015.
In addition, S&P revised its recovery rating on Unisys' unsecured
debt to '4' from '3', reflecting the addition of secured debt to
Unisys' capital structure. The '4' recovery rating indicates
expectations for average (30%-50%) recovery in the event of
payment default. The outlook is stable.
VIRGIN MOBILE: Returns to Compliance With New York Stock Exchange
-----------------------------------------------------------------
Virgin Mobile USA, Inc., received a letter from the New York Stock
Exchange dated September 11, 2009, notifying the Company that it
is back in compliance with the NYSE's quantitative continued
listing standards.
The letter went on to state that the decision came as a result of
Virgin Mobile USA's consistent positive performance with respect
to the original business plan submission, the previous cure of its
share price non-compliance on March 31, 2009, and the achievement
of compliance with the NYSE's minimum $100 million market
capitalization requirement over the past two quarterly review
periods, with the company exceeding the requirement beginning in
March 2009.
In August, the Company reported net income of $21.8 million for
the three months ended June 30, 2009, compared to net income of
$5.5 million in the second quarter of 2008, up 296%. It reported
net income of $40.9 million for the six months ended June 30,
2009, compared to net income of $10.3 million in the first half of
2008, up 299%.
The Company said net service revenue was $290.0 million for the
three months ended June 30, 2009, compared to $293.8 million in
the second quarter of 2008. Net service revenue was
$608.1 million for the six months ended June 30, 2009, compared to
$600.8 million in the first half of 2008.
At June 30, 2009, the Company had $320.68 million in total assets
and $577.35 million in total liabilities. At June 30, 2009, the
Company had $267.16 million in stockholders' deficit attributable
to Virgin Mobile USA Inc., $10.49 million in non-controlling
interest, and $256.66 million in total deficit.
A full-text copy of the Company's quarterly report is available at
no charge at http://ResearchArchives.com/t/s?44d2
About Virgin Mobile USA
Virgin Mobile USA, Inc. (NYSE:VM) is a mobile virtual network
operator, commonly referred to as an MVNO, offering prepaid, or
pay-as-you-go, and, following the acquisition of Helio LLC in
August 2008, postpaid wireless communications services, including
voice, data, and entertainment content, without owning a wireless
network. The Company uses the "Virgin Mobile" name and logo under
license from Virgin Enterprises Ltd. The Company offers its
services over the nationwide Sprint PCS network under the terms of
the PCS Services Agreement between the Company and Sprint Nextel
Corporation.
On July 28, 2009, Sprint Nextel and the Company announced that
their boards of directors have approved a definitive agreement for
Sprint Nextel to acquire the Company in an all equity deal. Each
of the Company's stockholders, except for the Virgin Group and SK
Telecom, will receive the equivalent of $5.50 in Sprint Nextel
common shares for each share of the Company's Class A common
stock, but in no event will the exchange ratio be less than 1.0630
or greater than 1.3668. The Virgin Group and SK Telecom will
receive 93.09% and 89.84%, respectively, of that received by the
Company's other stockholders. The transaction is subject to the
approval of the Company's stockholders as well as customary
conditions and regulatory approvals. Sprint Nextel and the
Company expect the transaction to close in the fourth quarter of
2009 or early 2010.
WEST FRASER: S&P Downgrades Corporate Credit Rating to 'BB'
-----------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its long-term
corporate credit rating on West Fraser Timber Co. Ltd. by one
notch to 'BB' from 'BB+. The outlook is negative.
S&P also lowered the issue-level rating on WFT's unsecured debt to
'BB' (the same as the corporate credit rating on the company) from
'BB+'. The recovery rating is unchanged at '4', indicating the
expectation for average (30%-50%) recovery in the event of a
payment default.
"The downgrade reflects S&P's expectation that the company will
have negative EBITDA generation for 2009, which is lower than
S&P's previous expectations," said Standard & Poor's credit
analyst Jatinder Mall. "In addition, S&P believes credit metrics
will remain weak in the near term," Mr. Mall added.
The ratings on WFT reflect Standard & Poor's view that the company
will continue to face challenging market conditions for the next
18 months due to the depressed housing construction market, weaker
credit metrics, and its participation in a cyclical market. WFT's
low-cost operations in lumber production, a high degree of fiber
integration, and some product diversity with its plywood and pulp
operations partially mitigate these weaknesses in S&P's opinion.
WFT is an integrated wood products company with operations in
western Canada and the southern U.S. Although its core business is
lumber production, the company also produces panels, pulp, paper,
and newsprint. WFT has an annual production capacity of 6 billion
board feet of lumber.
The negative outlook reflects Standard & Poor's expectations that
the company's financial performance will remain weak in the near
term due to what S&P believes will be poor market conditions for
the lumber segment for the next 18 months. S&P could lower the
ratings if bank support is no longer evident (WFT's line of credit
being its main source of liquidity), or market conditions for
lumber worsen leading to a greater-than-expected cash burn.
Alternatively, S&P would likely revise the outlook to stable only
if market conditions for the lumber business noticeably improved,
credit metrics began to improve materially, and if WFT achieved
leverage of about 3x and an FFO-to-debt ratio of approximately
25%.
WEST HAWK: WantBrownstein Hyatt as Counsel
------------------------------------------
The U.S. Bankruptcy Court for the District of Colorado authorized
West Hawk Energy (USA) LLC to employ Brownstein Hyatt Farber
Schreck LLP as its counsel.
The firm has agreed to, among other things:
a) assist in the amendment and restatement of the Debtor's
schedules and statement of financial affairs and other
pleadings necessary to file the Chapter 11 case;
b) assist in the preparation of motions and documents related
to the sale of assets under Section 363 of the Bankruptcy
Code, if necessary;
c) assist in the preparation of the Debtor's reorganization
plan and the disclosure statement;
d) prepare on behalf of the Debtor all necessary applications,
complaints, answers, motions, orders, reports, and other
legal papers; and
e) represent the Debtor in adversary proceedings and contested
matters related to the Debtor's bankruptcy case.
The firm's professionals and their hourly rates are:
Michael J. Pankow, Esq. Attorney $425
Daniel J. Garfield, Esq. Attorney $350
Matthew D. Maxwell, Esq. Attorney $20
Dean Stalnaker Paralegal $145
To the best of the knowledge of the Debtor, the firm is a
"disinterested person" as defined in Section 101(14) under
Bankruptcy Code, and does not hold or represent an interest
adverse to the estate.
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.
WHITEHALL JEWELERS: Bidz.com Acquires IP and Customer Database
--------------------------------------------------------------
Online jewelry retailer Bidz.com has acquired the intellectual
property and trademark registrations of Whitehall Jewelers,
Lundstrom Jewelers, Marks Bros. Jewelers and White Star Private
Label, in the bankruptcy auction of Whitehall Jewelers. The
Company also acquired the customer mailing list with over 800,000
names, addresses and transaction information.
Whitehall Jewelers was a national specialty retailer of fine
jewelry offering a selection of merchandise in the following
categories: diamonds, gold, precious and semi-precious jewelry and
watches. Originally named Marks Bros. Jewelers, by Hugo and Al
Marks, their first store opened in 1907. By 1946, the two
brothers owned the largest jewelry franchise in Chicago's downtown
market. By 1979, the company operated twelve stores under two
brand names: Mark Bros. Jewelers and Whitehall Co. Jewelers. They
soon added a third brand when the company opened its first
Lundstrom Jewelers store in Fort Myers, Florida. Over the next
two decades, the company was built into a premier national jewelry
retailer with stores from coast to coast. As of August 2008, it
operated 373 stores, with sales of over $270 million in regional
and super-regional malls under the names Whitehall and Lundstrom.
"We are extremely pleased to have acquired all of the intellectual
property for such a well-known brand as Whitehall Jewelers with a
100 year old family history and goodwill," said David Zinberg,
Chief Executive Officer of Bidz.com. "Whitehall Jewelers was
ranked the fifth largest specialty retailer of fine jewelry in
North America, with a national footprint of over 370 retail
locations consisting of Whitehall Jewelers and Lundstrom stores,
that each targeted different customers. I am confident that this
important acquisition consisting of its IP assets and over 800,000
customers will create additional growth opportunities for Bidz and
better position us for the future."
About Bidz.com
Bidz.com (Nasdaq:BIDZ) -- http://www.bidz.com/-- founded in 1998,
is an online retailer of jewelry. Bidz offers its products through
at live auction format as well as a fixed price online retail
store, Buyz.com. Bidz.com's auctions are also available in
Arabic, German and Spanish.
About Whitehall Jewelers
Headquartered in Chicago, Illinois, Whitehall Jewelers Holdings,
Inc. -- http://www.whitehalljewellers.com/-- owns and operates
375 stores jewelry stores in 39 states. Whitehall is owned by
hedge funds Prentice Capital Management and Millennium Partners
LP, both of New York, and Holtzman Opportunity Fund LP of Wilkes-
Barre, Pa. The company operates stores in regional and regional
shopping malls under the names Whitehall and Lundstrom. The
Debtors' retail stores operate under the names Whitehall (271
locations), Lundstrom (24 locations), Friedman's (56 locations,
and Crescent (22 locations). As of June 23, 2008, the Debtors
have about 2,852 workers.
The company and its affiliate, Whitehall Jewelers Inc., filed for
Chapter 11 protection on June 23, 2008 (Bankr. D. Del. Lead Case
No. 08-11261). James E. O'Neill, Esq., Kathleen P. Makowski,
Esq., and Laura Davis Jones, Esq., at Pachulski Stang Ziehl &
Jones, LLP, and Scott K. Rutsky, Esq., at Proskauer Rose LLP,
represent the Debtors in their restructuring efforts. The Debtors
selected Epiq Bankruptcy Solutions LLC as their claims, noticing
and balloting agent. The U.S. Trustee for Region 3 appointed
seven creditors to serve on an Official Committee of Unsecured
Creditors. Moses & Singer LLP and Bayard, P.A., represent the
Committee.
WILLIAM CARTER: Moody's Upgrades Corporate Family Rating to 'Ba2'
-----------------------------------------------------------------
Moody's Investors Service upgraded William Carter Company (a
wholly owned subsidiary of Carter's Inc.) Corporate Family Rating
to Ba2 and Probability of Default rating to Ba3. In addition,
Moody's upgraded Carter's senior secured credit facilities to Ba2.
The outlook is stable.
"The upgrade reflects Carter's consistent operating performance
and strong credit metrics notwithstanding the very difficult
economic environment" said Moody's Vice President & Senior Analyst
Scott Tuhy. He added "The company's heritage Carter's infant
apparel business is performing well, evidenced by strong positive
comparable store sales at its retail stores and expansion of
operating margins." At the same time the company has made
progress improving the performance of its OshKosh brand, whose
historically weaker performance had been a constraining factor on
Carter's ratings. Carter's has also maintained strong financial
metrics and has generated consistent cash flows. The Ba2
Corporate Family rating is supported by Carter's dominant market
position in the infant clothing market which has demonstrated
stability even in the current difficult economic environment, good
underlying demographic trends, the company's stable operating
performance, very strong credit metrics, and good liquidity.
These ratings were upgraded:
William Carter Company
* Corporate Family Rating to Ba2 from Ba3
* Probability of Default Rating to Ba3 from B1
* Sr. Secured Credit Facility to Ba2 (LGD 2, 28%) from Ba3 (LGD 3,
31%)
Moody's last rating action on Carter's Inc. was on September 18,
2006, when the company's Corporate Family was upgraded to Ba3 from
B1.
Headquartered in Atlanta, Georgia, the William Carter Company
(Carter's) is a leading marketer of branded apparel product for
infants and young children under the Carter's and OshKosh brands.
The company posted total revenues of $1.6 billion in the LTM
period ending July 4, 2009.
WORKSTREAM INC: Refinancing Talks; Going Concern Doubt Raised
-------------------------------------------------------------
Cross, Fernandez & Riley, LLP, in Orlando, Florida, raised
substantial doubt on the ability of Workstream Inc. to continue as
a going concern.
In its audit report dated September 14, 2009, on the Company's
Annual Report on Form 10-K for the fiscal year ended May 31, 2009,
said the Company is in default of its notes payable, has suffered
recurring losses from operations and, at May 31, 2009, has
deficiencies in working capital and equity that raise substantial
doubt as to its ability to continue as a going concern.
Workstream said its ability to continue as a going concern
depends, primarily, upon its ability to successfully refinance
approximately $20.2 million of its senior secured notes payable,
including accrued interest thereon that went into default on
May 22, 2009, due to the Company's suspension of trading on the
NASDAQ Stock Market as a result of its stockholders deficit.
Workstream's ability to continue as a going concern is also
dependent upon its ability to generate positive cash flows from
operations.
In August 2009, the Company and the noteholders signed a term
sheet, whereby the Holders have agreed to restructure the Notes.
The term sheet provides that the Holders would exchange the Notes
and the accrued interest thereon (approximately $20.2 million as
of May 31, 2009) into $9.5 million of new senior secured notes
with the balance as convertible notes. The proposed new notes
would accrue interest at a rate of 9.5% per annum and have a
maturity date of July 31, 2012. The Company and the Holders are
negotiating the final terms of the refinancing documents and
expect to close the transaction during the Company's second fiscal
quarter ending November 30, 2009.
"There can be no assurance that the Company will be successful in
its negotiations with the existing Note Holders and other parties
or that the terms of any such refinancing or conversions will not
result in the issuance, or potential issuance, of a significant
amount of equity securities that will cause substantial dilution
to the Company's stockholders. If the Company is not successful
in refinancing the Notes or in otherwise entering into a
financing, sale, or business transaction that infuses sufficient
cash resources into the Company in the near future, any collection
actions by the Note Holders could have a material adverse affect
on the liquidity and financial condition of the Company and its
ability to secure additional financing and continue as a going
concern," Workstream said.
Workstream experienced substantial losses in recent years and, as
a result, have a stockholders deficit of $5,799,422 as of May 31,
2009. Losses for the years ended May 31, 2009 and 2008 were
$4,856,356 and $52,616,875, respectively.
At May 31, 2009, the Company had $23,075,725 in total assets and
$28,875,147 in total liabilities.
Workstream also noted that as of September 4, 2009, Michael
Mullarkey, its Executive Chairman, beneficially owned
approximately 19.57% of the Company's outstanding common shares.
Workstream said Mr. Mullarkey's interests as a major shareholder
may conflict with his fiduciary duties as a director. "Mr.
Mullarkey's interests may influence how he votes on certain
matters that require shareholder approval. Mr. Mullarkey may
influence the outcome of various actions that require shareholder
approval including the election of our directors, delaying or
preventing a transaction in which shareholders might receive a
premium over the prevailing market price for their shares and
preventing changes in control or management," Workstream said.
A full-text copy of the Company's annual report on Form 10-K is
available at no charge at http://ResearchArchives.com/t/s?44de
The Company filed its Annual Report 13 days after saying it would
file the report late. In a Form NT 10-K filed September 1, the
Company said it was in the process of finalizing the accounting
treatment and negotiating final definitive agreements with the
Noteholders. The parties to the documents were unable to execute
them and the auditors were unable to complete their required
procedures thereon without unreasonable effort and expense prior
to the date the Form 10-K for the fiscal year ended May 31, 2009
was required to be filed, the Company explained.
About Workstream Inc.
Workstream Inc. is a provider of software and services for Human
Capital Management. Workstream has two distinct reporting units:
Enterprise Workforce Services and Career Networks. The Enterprise
Workforce Services segment offers a suite of HCM software
solutions, which includes performance management, compensation
management, development, recruitment, benefits administration and
enrollment, succession planning, and employee awards and discounts
programs. The Career Networks segment offers recruitment
research, resume management and career transition services. In
addition, Career Networks provides services through a Web site
where job-seeking senior executives can search job databases and
post their resumes, and companies and recruiters can post position
openings and search for qualified senior executive candidates.
Workstream conducts its business primarily in the United States of
America and Canada.
X-RITE INC: No Date Yet for Special Shareholders' Meeting
---------------------------------------------------------
X-Rite, Incorporated, will hold a special meeting of shareholders
at the offices of McDermott Will & Emery LLP, 227 West Monroe
Street, Chicago, Illinois. No specific date has been set yet.
X-Rite entered into an exchange agreement with certain of its
existing institutional investors, OEPX, LLC, a Delaware limited
liability company managed by One Equity Partners, Sagard Capital
Partners, L.P., and Tinicum Capital Partners II, L.P., Tinicum
Capital Partners II Parallel Fund, L.P. and Tinicum Capital
Partners II Executive Fund L.L.C., under which, on August 18,
2009, the Company issued to the Investors (i) an aggregate of
41,561.22312 shares of newly created Series A Preferred Stock, par
value $0.10 per share, and (ii) warrants exercisable for an
aggregate of 7,500,000 shares of the Company's common stock, par
value $0.10 per share, at an initial exercise price of $0.01 per
share, subject to receipt of shareholder approval, in exchange for
the cancellation of $41,561,223.12 principal amount of loans under
the Company's second lien credit agreement that were acquired by
the Investors from one of the Company's second lien lenders
immediately prior to the exchange.
At the special meeting, shareholders will have the opportunity to
vote on a proposal to authorize the issuance of the Warrant Shares
upon the exercise of the Warrants. The approval of the Proposal
by X-Rite shareholders is sought in accordance with NASDAQ listing
rules.
Prior to the vote at the special meeting, the Series A Preferred
Stock entitles holders to receive an aggregate participation
amount equal to the trading price of the common stock, as
calculated on the applicable determination date pursuant to the
Certificate of Designation for the Series A Preferred Stock,
multiplied by 7,500,000 (subject to certain anti-dilution
adjustments) upon the liquidation or winding up of the Company or
upon any redemption or repurchase by the Company of the Series A
Preferred Stock.
If the Proposal is approved, the Warrants will become immediately
exercisable and the Series A Preferred holders will no longer be
entitled to receive the Participation Amount. If the Proposal is
not approved, the Warrants will be cancelled and the Series A
Preferred holders will continue to be entitled to receive the
Participation Amount. In addition, if the Proposal is not
approved, then in the event dividends are paid on our common
stock, the Series A Preferred holders will be entitled to receive
an aggregate amount equal to the dividends payable on account of
7,500,000 shares of common stock.
The Board believes that the Proposal is in the best interests of
X-Rite and its shareholders and, therefore, recommends that X-
Rite's shareholders vote "FOR" the Proposal at the special
meeting.
A full-text copy of the preliminary suspect us is available at no
charge at http://ResearchArchives.com/t/s?44e4
As of July 4, 2009, the Company had $494.5 million in total assets
and $40.9 million in total current liabilities and $256.4 million
in total long-term liabilities.
On April 3, 2008, the Company said it was not in compliance with
certain covenants under its secured credit facilities. As a
result of the defaults, borrowings on the Company's revolving line
of credit were frozen and default interest was charged on the
first lien loan. On August 20, 2008 the Company entered into
forbearance and amendment agreements with the first and second
lien lender groups, that provided for forbearance on the defaults
through the closing of the Company's recapitalization at which
time the lenders agreed to amend the credit facilities to provide
new financial covenants and interest rates, with the amendments
effective on the date of closing of the Corporate Recapitalization
Plan. As of July 4, 2009, the Company was in compliance with the
financial covenants contained in its first and second lien credit
agreements, as amended.
About X-Rite
Based in Grand Rapids, Michigan, X-Rite Incorporated (NASDAQ:XRIT)
-- http://www.xrite.com/-- is the global leader in color science
and technology. The Company, which now includes color industry
leader Pantone, Inc., develops, manufactures, markets and supports
innovative color solutions through measurement systems, software,
color standards and services. X-Rite's expertise in inspiring,
selecting, measuring, formulating, communicating and matching
color helps users get color right the first time and every time,
which translates to better quality and reduced costs. X-Rite
serves a range of industries, including printing, packaging,
photography, graphic design, video, automotive, paints, plastics,
textiles, dental and medical.
YELLOWSTONE CLUB: Equity Sale Doesn't Moot Collateral Valuation
---------------------------------------------------------------
WestLaw reports that a bankruptcy court would not deny a
creditor's motion for a determination of the amount of its secured
claim, and dispense with a valuation of its collateral, on the
theory that an upcoming sale of equity interests in the Chapter 11
debtors would provide the best evidence of value and make any such
valuation unnecessary. The prospective sale was a sale, not of
the debtors' assets, but of their equity. In order to allocate
any equity sales proceeds between the moving creditor and other
secured claimants, the court would have to know the value, not
only of the moving creditor's collateral, but of all other
tangible and intangible assets to be included in the proposed
equity sale. In re Yellowstone Mountain Club, LLC, --- B.R. ----,
2009 WL 982240 (Bankr. D. Mont.).
Yellowstone Club -- http://www.theyellowstoneclub.com/-- is a
private golf and ski community with more than 350 members,
including Bill Gates and Dan Quayle. Founded in 1999, it is
located near Big Sky, Montana -- about 20 miles from Yellowstone
National Park.
Yellowstone Mountain Club, LLC, Yellowstone Development, LLC, Big
Sky Ridge, LLC, and Yellowstone Club Construction Company, LLC,
sought chapter 11 protection (Bankr. D. Mont. Case Nos. 08-61570
through 08-61573, inclusive) on Nov. 10, 2008. James A. Ptten,
Esq., at Patten, Peterman, Bekkedahl & Green PLLC, represents the
Debtors in their restructuring efforts. When the Debtors filed
for protection from their creditors, they each estimate assets and
debts between $100 million and $500 million.
YEVGENIY ROZENBERG: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Yevgeniy D. Rozenberg
aka Eugene D. Rozenberg
35 Parsons Drive
Swampscott, MA 01907
Bankruptcy Case No.: 09-18743
Chapter 11 Petition Date: September 14, 2009
Court: United States Bankruptcy Court
District of Massachusetts (Boston)
Judge: Joan N. Feeney
Debtor's Counsel: Michael S. Kalis, Esq.
632 High Street
Dedham, MA 02026
Tel: (781) 461-0030
Fax: (781) 461-4563
Email: mikalislaw@verizon.net
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
20 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/mab09-18743.pdf
The petition was signed by Randy H. Asai, president of the
Company.
ZOOM TECHNOLOGIES: Records $1.32-Mil. Net Loss for 1H 2009
----------------------------------------------------------
Zoom Technologies Inc. recorded a net loss of $1,328,969 on net
sales of $5,414,282 for six months ended June 30, 2009, compared
with a net loss of $1,755,403 on net sales of $7,642,028 during
the same period in 2008.
The Company had assets of $5,416,252 against debts of $1,559,343
as of June 30, 2009.
In the first six months of 2009, the Company incurred a net loss
of $1.3 million and used cash in operating activities of $500,000,
reducing the cash balance at June 30, 2009 to $700,000.
Management does not believe that the Company has sufficient
resources to fund its normal operations over the next 12 months
unless sales improve significantly or the Company receives
additional funds. Additional financing may not be available on
terms favorable to the Company, or at all. If these funds are not
available the Company may not be able to execute its business plan
or take advantage of business opportunities. The ability of the
Company to obtain such additional financing and to achieve its
operating goals is uncertain.
Zoom owns a 15% interest in Unity LLP. Zoom expects to receive
$800,000 in cash in August or September 2009 as a result of the
sale of Unity to Telesphere Networks Ltd. Telesphere announced
the purchase of Unity on July 28, 2009. The closing of the
transaction awaits regulatory approval which is anticipated but
not guaranteed. In the event that the Company does not obtain
additional capital or is not able to increase cash flow through
the increase of sales, there is substantial doubt as to its
ability to continue as a going concern.
A copy of the Company's Form 10-Q filed with the Securities and
Exchange Commission is available for free at:
http://researcharchives.com/t/s?44d7
About Zoom Technologies
Zoom Technologies derives its net sales primarily from sales of
Internet-related communication products, principally broadband and
dial-up modems and other communication products, to retailers,
distributors, internet service providers and original equipment
manufacturers.
The audit report issued by the Company's independent registered
public accounting firm on our audited financial statements for the
fiscal year ended December 31, 2008 contains a explanatory
paragraph regarding the Company's ability to continue as a going
concern. The auditor cites the risk that the Company may not have
sufficient cash and liquid assets at December 31, 2008 to cover
its operating and capital requirements for the next twelve-month
period.
* Canadian Banks See Takeover Opportunities in U.S.
---------------------------------------------------
Canadian banks may step up acquisitions and investments in the
U.S. as troubled lenders falter amid the economic slump, Doug
Alexander and Sean B. Pasternak at Bloomberg reported. According
to the report, Royal Bank of Canada President and Chief Executive
Officer Gordon Nixon said September 16 during a conference in
Toronto sponsored by Scotia Capital, "Significant opportunities"
exist outside Canada in the next two to five years as banks
restructure. Other Canadian bank executives agreed, and Bank of
Montreal President and CEO William Downe called this a "once in
decades growth opportunity".
The U.S. Federal Deposit Insurance Corporation on August 26,
adopted new guidelines for investors interested in acquiring or
investing in failed banks. The FDIC agreed to lower to 10% from
the proposed 15% the Tier 1 capital ratio private-equity investors
must maintain after buying a bank.
The FDIC is encouraging private-equity investors to bid on assets
of collapsed banks as the pace of failures reaches a 17-year high
with 92 so far this year. The surge has forced the FDIC to enter
loss-sharing arrangements and absorb other costs to unload the
assets of failed lenders.
The FDIC's deposit insurance fund decreased by $2.6 billion --
20.3% -- during the second quarter to $10.4 billion, based on
unaudited figures. According to the FDIC, the reduction in the
DIF was primarily due to an $11.6 billion increase in loss
provisions for bank failures. Twenty-four insured institutions
with combined assets of $26.4 billion failed during the second
quarter of 2009, the largest number of quarterly failures since
the fourth quarter of 1992, when 42 insured institutions failed.
For 2009 through the end of the second quarter, 45 insured
institutions with combined assets of $35.9 billion failed at an
estimated current cost to the DIF of $10.5 billion.
* Fed Examining Mid-Sized Banks' Losses to Commercial Real Estate
-----------------------------------------------------------------
Craig Torres at Bloomberg News reports that Federal Reserve
supervisors are examining the vulnerability of medium-sized
lenders to falling commercial real-estate values to gauge the size
of potential losses across the banking system. The Fed is
focusing on banks smaller than the 19 largest lenders examined in
detail in May, a central bank official said on condition of
anonymity, according to Bloomberg. The process involves gathering
data from individual banks and comparing it to their peers, an
approach known internally as a "horizontal review."
* Study Sees High Bankruptcy Risk in Media, Transportation Sectors
------------------------------------------------------------------
In response to amplified concern in the market for risk related to
corporate insolvency, Audit Integrity, an independent financial
research and risk modeling firm, on September 16 released the
results of its bankruptcy model research and has identified 20
corporations, with $1 billion or more in market capitalization,
that have the highest probability of declaring bankruptcy in the
next 12 months.
According to the U.S. Bankruptcy Courts, the number of business
bankruptcy filings during the first six months of the year rose 64
percent over the first half results in 2008. With the increased
incidence of company failures, corporate stakeholders such as
insurance companies, auditing professionals, procurement
executives and regulators, find corporate survival to be a
critical risk issue.
Current approaches to determining bankruptcy risk generally fail
to react quickly to changes to the economic environment, and do
not factor in the potential for corporate fraud. By incorporating
these risk factors into the Audit Integrity Business Risk Model,
this new approach has been found to greatly improve the
identification of companies at risk of bankruptcy. Against the
most widely used bankruptcy model, the Altman Z-Score, the Audit
Integrity bankruptcy Risk Model results have been more than 20
percentage points higher in predicting bankruptcy.
The results from Audit Integrity's bankruptcy research indicate
that the media and transportation industries are especially
vulnerable. Of the over 2,500 U.S. corporations receiving
bankruptcy risk scores from Audit Integrity, TV and Publishing
companies were found to be over four times as risky as other
companies, while automobile and airline industries were just
slightly less risky.
The findings suggest that fraudulent accounting and poor
governance impact bankruptcy risk in addition to more generally
accepted factors such as measures of liquidity, leverage and
profitability.
"Evidence shows that bankruptcy filings tend to lag after an
economic downturn so its extremely important that investors and
those concerned with the risks around corporate failure mitigate
their exposure to companies likely to collapse," said Jack
Zwingli, CEO of Audit Integrity. "Market volatility and sudden
downturns such as we have been experiencing must be factored into
bankruptcy risk. Fraud also plays a part, especially when
companies are faced with survival decisions. These are the
toughest companies to identify because, on paper, they appear
solvent. Our model uncovers the underlying fraud that can be
behind seemingly healthy financial statements."
Audit Integrity has identified 20 companies that have the highest
probability of declaring bankruptcy among publicly traded firms
with more than $1 billion market capitalizations:
* Advanced Micro Devices, Inc.
* Amkor Technology, Inc.
* AMR Corporation
* Apartment Investment and Management Co.
* CBS Corporation
* Continental Airlines, Inc.
* Federal-Mogul Corporation
* Hertz Global Holdings, Inc.
* Interpublic Group of Companies, Inc.
* Las Vegas Sands Corp.
* Liberty Media Corporation (Capital)
* Macy's, Inc.
* Mylan Inc.
* Oshkosh Corporation
* Redwood Trust, Inc.
* Rite Aid Corporation
* Sirius XM Radio Inc.
* Sprint Nextel Corporation
* Textron Inc.
* The Goodyear Tire & Rubber Company
To get the full list of companies Audit Integrity has identified,
including small-cap and mid-cap firms, please visit
http://www.auditintegrity.com/or call 877-880-8820.
About Audit Integrity
Founded in 2002, serving investors, insurers, auditors and
corporate finance professionals, Audit Integrity is a leading
independent research firm that rates more than 12,000 public
companies in North American and Europe based on their corporate
integrity. In addition to its flagship Accounting and Governance
Risk (AGR) ratings, Audit Integrity also forecasts bankruptcy
risk, class action litigation risk, material financial restatement
risk, and equity performance risk. The statistical correlation of
these ratings has been confirmed by internal and third-party
tests. Audit Integrity has offices in Los Angeles and New York
City. For more information, please visit www.auditintegrity.com.
* Focus Management Launches Regional Office in Philadelphia
-----------------------------------------------------------
Focus Management Group has launched a new regional office in
Philadelphia. The opening will provide the nationwide
restructuring firm with an additional base to support the growth
of its turnaround management operations in the East Coast.
"Our customer base is steadily increasing, and as a result, we saw
a need to expand our coverage in Philadelphia to be able to best
serve our clients," said President J. Tim Pruban, who announced
this development as part of Focus Management Group's nationwide
growth plans. "The new office provides an ideal platform for our
East Coast team of professionals to be able to respond in a timely
manner to the varied demands of our business partners in the
area."
The Philadelphia office will provide Focus Management Group's full
portfolio of services to distressed companies and their
stakeholders, including turnaround management, interim management,
operational analysis and process improvement, bankruptcy services,
bank and creditor negotiations, asset recovery, recapitalization
services and special situation investment banking.
Serving as Managing Director of the Philadelphia office is John
Bambach, Jr. Bambach is a highly accomplished executive with over
twenty years of experience serving as Chief Executive Officer,
Chief Restructuring Officer and Chief Financial Officer in
diversified industries, including telecommunications, finance,
construction and manufacturing. He can be reached at 267-207-2724
or via e-mail at j.bambach@focusmg.com
Focus Management Group's Philadelphia office is located at 1650
Market Street, Suite 3600, Philadelphia, PA 19103.
Focus Management Group -- http://www.focusmg.com/-- provides
nationwide professional services in turnaround management,
insolvency proceedings, business restructuring and operational
improvement with a senior-level team of 120 professionals.
Headquartered in Tampa, FL, with offices in Atlanta, Chicago,
Cleveland, Los Angeles and Philadelphia, the firm provides a full
portfolio of services to distressed companies and their
stakeholders, including secured lenders and equity sponsors.
* Greenberg Traurig South Florida Attorneys Receive Recognitions
----------------------------------------------------------------
Greenberg Traurig attorneys in Miami-Dade, Broward and Palm Beach
counties have recently been recognized in the 2010 issue of Best
Lawyers, Chambers & Partners' 2009 Chambers USA Guide, and 2009
issues of The Legal 500 U.S., Legal Elite, Florida Super Lawyers
and South Florida Legal Guide.
The Best Lawyers in America(R) is regarded as the definitive
referral guide to legal excellence in the United States.
Recognition is based on exhaustive peer-review surveys by more
than 25,000 leading attorneys. Chambers USA Guide is an annual
guide that identifies leading U.S. lawyers and law firms based on
thousands of interviews with practicing lawyers and clients around
the world. The Legal 500 selects attorneys from across the
country for inclusion based on interviews with thousands of
lawyers and with clients around the world. Florida Trend
magazine's Legal Elite is a listing of Florida's top attorneys as
selected by their peers. Florida Super Lawyers recognizes
outstanding lawyers who have attained a high degree of peer
recognition and professional achievement; no more than five
percent of lawyers in Florida receive this award. The South
Florida Legal Guide is an annual publication listing top lawyers
who have been in practice for at least 15 years.
A list of the recognized Greenberg attorneys is available at:
http://researcharchives.com/t/s?44e5
Greenberg Traurig, LLP is an international, full-service law firm
with roughly 1750 attorneys serving clients from more than 30
offices in the United States, Europe and Asia. In the U.S., the
firm has more offices than any other among the Top 20 on The
National Law Journal's 2008 NLJ 250. Additionally, Greenberg
Traurig has strategic alliances with the following independent law
firms: Studio Santa Maria in Milan and Rome; TA Lawyers GKJ in
Tokyo; and, where appropriate, the firm works closely with Olswang
in London, Brussels and Berlin. The firm was Chambers and
Partners' USA Law Firm of the Year in 2007.
* Canadian Experts Welcome Major Insolvency Reforms
---------------------------------------------------
The Insolvency Institute of Canada, a non-profit organization
whose 125 members are leaders in the insolvency field, welcomes
the proclamation of amendments that will give effect to a major
reform of Canada's insolvency legislation.
A balanced and modern insolvency regime is an important part of
Canada's efforts to build a strong, competitive economy. While
important new wage earner protection provisions had already come
into effect, Minister Clement's decision to move forward with the
amendments is an important move forward for the Canadian economy.
It will help small and medium sized business obtain financing by
providing greater certainty to stakeholders and streamlining the
administration of insolvencies.
"The IIC worked with the Government, the House of Commons Industry
Committee, and the Senate's Commerce Committee in developing the
amendments. The evolution of this legislation over the past few
years was a testament to co-operation and consultation," said Rick
Pettit, President, Insolvency Institute of Canada. "Also,
officials within Industry Canada played an important role in
ensuring that the legislation balances all of the competing
interests that emerge in insolvencies."
The amendments that become effective this week cover a wide range
of important issues. These reforms include: simplifying the
process of claims by suppliers, confirming the power of the Courts
to facilitate the financing and operation of insolvent companies
so that they can be restructured, extending the powers of trustees
outside of the province in which they were appointed, adopting
procedures to facilitate international insolvencies, providing
protections to both boards of directors and trustees so that the
business can be properly restructured, and changes that will
encourage individual debtors to attempt to work with creditors as
opposed to filing for bankruptcy.
"These amendments to insolvency legislation are the broadest
reform to the legislation in over ten years. They codify recent
court decisions, harmonize existing federal legislation, and bring
Canada in line with reforms that have been implemented by some of
our major trading partners. The new insolvency regime will provide
an important framework for the growth and financing of Canadian
companies and help individuals find better solutions to financial
problems," said Mr. Pettit.
About the Insolvency Institute of Canada
The Insolvency Institute of Canada is Canada's premiere private
sector insolvency organization. The Institute is a non-profit
organization dedicated to the recognition and promotion of
excellence in the field of insolvency. Its members are drawn from
the most senior and experienced members of the insolvency
community in Canada. Membership is limited to 125 insolvency
practitioners (trustees and lawyers) who are joined by
representatives of regulatory and compensation bodies, major
financial institutions and prominent members of the academic
community. Their goal is to promote an efficient insolvency regime
that promotes successful restructurings resulting in viable
businesses. IIC members understand the real world impact of
changes in the current legislation.
The IIC submission to the Senate Committee is available on the IIC
web site at http://www.insolvency.ca/and a summary version is
available on request to iicinfo@associationsfirst.com
* SEC & UK FSA Discuss Approaches to Global Regulatory
------------------------------------------------------
Securities and Exchange Commission Chairman Mary Schapiro and
Hector Sants, Chief Executive of the UK Financial Services
Authority, announced plans to explore common approaches to
reporting and other regulatory requirements for key market
participants such as hedge funds and their advisers. In
particular, they agreed to identify a common, coherent set of data
to collect from hedge fund advisers/managers to help the SEC and
FSA identify risks to their regulatory objectives and mandates.
This announcement came out of a meeting of the SEC-FSA Strategic
Dialogue, through which SEC and FSA leaders meet periodically to
discuss areas of mutual interest. Other issues discussed at the
meeting included over-the-counter derivatives markets and central
clearing; accounting issues; regulatory reform; credit rating
agency oversight; short selling; and corporate governance and
compensation practices.
Chairman Schapiro said, "As the regulators of two of the world's
major market centers, the SEC and the FSA have a strong interest
in collaborating with respect to OTC markets and hedge funds,
credit rating agencies and other market participants with cross-
border operations. Only through strong cooperation can we achieve
coherent oversight of global actors and limit opportunities for
playing the regulatory seams. I look forward to continuing this
successful dialogue between the SEC and FSA."
Chief Executive Sants said, "The global crisis has underlined how
intertwined financial markets and institutions are and regulators
around the world have to work together to ensure appropriate
oversight. We are all working alongside the Financial Stability
Board and other international regulatory committees to drive
forward global financial reforms. The strategic dialogue with the
SEC is a valuable component of the discussions around these
reforms, particularly in areas of joint interest and in
identifying potential regulatory gaps."
The SEC and FSA have worked together closely to address the recent
financial crisis, both on a bilateral basis as well as in
international organizations, such as the International
Organization of Securities Commissions. Recently, the SEC and FSA
have worked to promote the use of central counterparties for the
clearance of credit default swaps and are actively cooperating in
the oversight of CCPs.
This was the fourth meeting of the SEC-FSA Strategic Dialogue,
which began in June 2006. The purpose of the Dialogue is to
engage at senior levels on current matters impacting the U.S. and
UK capital markets and areas of future collaboration.
* Chapter 11 Cases With Assets and Liabilities Below $1,000,000
---------------------------------------------------------------
In Re Larry E. Smith
Johnette E. Smith
Bankr. D. Ariz. Case No. 09-21133
Chapter 11 Petition filed August 30, 2009
See http://bankrupt.com/misc/azb09-21133.pdf
In Re Waynes Wash World LLC
Bankr. N.D. Ga. Case No. 09-82714
Chapter 11 Petition filed August 30, 2009
See http://bankrupt.com/misc/ganb09-82714.pdf
In Re Robert Mark Mahon, Jr.
Elizabeth Ellen Mahon
aka Elizabeth Ellen Brown
Bankr. D. N.J. Case No. 09-32744
Chapter 11 Petition filed August 30, 2009
See http://bankrupt.com/misc/njb09-32744.pdf
In Re Pinehurst Group Investments, LLC
Bankr. D. Ariz. Case No. 09-21173
Chapter 11 Petition filed August 31, 2009
Filed as Pro Se
In Re Michael Freed
Denise Freed
Bankr. C.D. Calif. Case No. 09-33387
Chapter 11 Petition filed August 31, 2009
See http://bankrupt.com/misc/cacb09-33387.pdf
In Re Michigan Pacific LLC
Bankr. C.D. Calif. Case No. 09-33280
Chapter 11 Petition filed August 31, 2009
Filed as Pro Se
In Re Richard D. Gutierrez
Bankr. C.D. Calif. Case No. 09-30354
Chapter 11 Petition filed August 31, 2009
See http://bankrupt.com/misc/cacb09-30354.pdf
In Re Robert Henry Bisno
Bankr. C.D. Calif. Case No. 09-33386
Chapter 11 Petition filed August 31, 2009
Filed as Pro Se
In Re Spencer C. Young Investments Meadowmont Village
Condo of Chapel Hill LLC
Bankr. C.D. Calif. Case No. 09-18908
Chapter 11 Petition filed August 31, 2009
Filed as Pro Se
In Re Ward Systems, Inc.
Bankr. E.D. Calif. Case No. 09-38623
Chapter 11 Petition filed August 31, 2009
Filed as Pro Se
In Re Fortune Real, LLC
Bankr. D. Conn. Case No. 09-22497
Chapter 11 Petition filed August 31, 2009
See http://bankrupt.com/misc/ctb09-22497.pdf
In Re Gregory J. Glover
Bankr. M.D. Fla. Case No. 09-19480
Chapter 11 Petition filed August 31, 2009
See http://bankrupt.com/misc/flmb09-19480p.pdf
See http://bankrupt.com/misc/flmb09-19480c.pdf
In Re Hindu Temple and Community Center of Georgia, Inc.
Bankr. N.D. Ga. Case No. 09-82915
Chapter 11 Petition filed August 31, 2009
See http://bankrupt.com/misc/ganb09-82915.pdf
In Re James G. Messer
Bankr. N.D. Ga. Case No. 09-82771
Chapter 11 Petition filed August 31, 2009
See http://bankrupt.com/misc/ganb09-82771.pdf
In Re Red Sky Development, Inc.
Bankr. N.D. Ga. Case No. 09-23629
Chapter 11 Petition filed August 31, 2009
See http://bankrupt.com/misc/ganb09-23629.pdf
In Re James E. Archibong
Bankr. D. Md. Case No. 09-26253
Chapter 11 Petition filed August 31, 2009
See http://bankrupt.com/misc/mdb09-26253.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 Pramukh Krupa, Inc.
Bankr. D. Nev. Case No. 09-26252
Chapter 11 Petition filed August 31, 2009
See http://bankrupt.com/misc/nvb09-26252p.pdf
See http://bankrupt.com/misc/nvb09-26252c.pdf
In Re Walt A. Walters
Bankr. D. Nev. Case No. 09-26137
Chapter 11 Petition filed August 31, 2009
See http://bankrupt.com/misc/nvb09-26137.pdf
In Re KC'S Pub, LLC
Bankr. M.D. Pa. Case No. 09-06686
Chapter 11 Petition filed August 31, 2009
See http://bankrupt.com/misc/pamb09-06686.pdf
In Re Jose DeLaTorre
dba Acapulco Mexican Restaurant
Bankr. E.D. Tex. Case No. 09-42734
Chapter 11 Petition filed August 31, 2009
See http://bankrupt.com/misc/txeb09-42734.pdf
In Re Howard Construction Company, Inc.
Bankr. N.D. Tex. Case No. 09-45391
Chapter 11 Petition filed August 31, 2009
See http://bankrupt.com/misc/txnb09-45391.pdf
In Re Bear Creek Assistance Ministries, Inc.
dba Impact for Life Campus
Bankr. S.D. Tex. Case No. 09-36527
Chapter 11 Petition filed August 31, 2009
See http://bankrupt.com/misc/txsb09-36527.pdf
In Re Valmore J. Forgett, III
Bankr. N.D. WestVa. Case No. 09-01983
Chapter 11 Petition filed August 31, 2009
See http://bankrupt.com/misc/wvnb09-01983.pdf
In Re Hines Tire Center, Inc.
Bankr. N.D. Ala. Case No. 09-83547
Chapter 11 Petition filed September 1, 2009
See http://bankrupt.com/misc/alnb09-83547p.pdf
See http://bankrupt.com/misc/alnb09-83547c.pdf
In Re C&C FIRE PROTECTION, INC.
Bankr. D. Ariz. Case No. 09-21367
Chapter 11 Petition filed September 1, 2009
See http://bankrupt.com/misc/azb09-21367.pdf
In Re Steven Reid Frimtzis
Mirta Romero Frimtzis
Bankr. C.D. Calif. Case No. 09-30532
Chapter 11 Petition filed September 1, 2009
See http://bankrupt.com/misc/cacb09-30532.pdf
In Re Regency Cabinets, Inc.
Bankr. E.D. Calif. Case No. 09-92782
Chapter 11 Petition filed September 1, 2009
See http://bankrupt.com/misc/caeb09-92782.pdf
In Re NICKEL SF, LLC
Bankr. N.D. Calif. Case No. 09-32596
Chapter 11 Petition filed September 1, 2009
See http://bankrupt.com/misc/canb09-32596.pdf
In Re Michael D. Sanderson
Joann C. McDowell-Sanderson
Bankr. D. Colo. Case No. 09-28266
Chapter 11 Petition filed September 1, 2009
See http://bankrupt.com/misc/cob09-28266p.pdf
See http://bankrupt.com/misc/cob09-28266c.pdf
In Re Hudson Financial Inc.
Bankr. N.D. Ga. Case No. 09-83153
Chapter 11 Petition filed September 1, 2009
Filed as Pro Se
In Re Jagirdar, Inc
Bankr. N.D. Ga. Case No. 09-83121
Chapter 11 Petition filed September 1, 2009
Filed as Pro Se
In Re Kilmont Elite LLC
Bankr. N.D. Ga. Case No. 09-83123
Chapter 11 Petition filed September 1, 2009
See http://bankrupt.com/misc/ganb09-83123.pdf
In Re Premier Canine, Inc.
Bankr. N.D. Ga. Case No. 09-83037
Chapter 11 Petition filed September 1, 2009
See http://bankrupt.com/misc/ganb09-83037.pdf
In Re Eugene C. Charlotte
Bankr. S.D. Ga. Case No. 09-21173
Chapter 11 Petition filed September 1, 2009
Filed as Pro Se
In Re Edward Douglas
Jennifer Douglas
Bankr. D. Nev. Case No. 09-26396
Chapter 11 Petition filed September 1, 2009
See http://bankrupt.com/misc/nvb09-26396.pdf
In Re Caffey Enterprises, LLC
Bankr. N.D. Ala. Case No. 09-83573
Chapter 11 Petition filed September 2, 2009
See http://bankrupt.com/misc/alnb09-83573.pdf
In Re Corral Holdings, LLC
Bankr. N.D. Tex. Case No. 09-35896
Chapter 11 Petition filed September 1, 2009
See http://bankrupt.com/misc/txnb09-35896.pdf
In Re FAC Corral, LLC
Bankr. N.D. Tex. Case No. 09-35897
Chapter 11 Petition filed September 1, 2009
See http://bankrupt.com/misc/txnb09-35897.pdf
In Re GC Mac, LLC
Bankr. N.D. Tex. Case No. 09-35898
Chapter 11 Petition filed September 1, 2009
See http://bankrupt.com/misc/txnb09-35898.pdf
In Re Chiefco Motorsports, LLC
dba Pit Road A, a Corporation
Bankr. W.D. Tex. Case No. 09-12481
Chapter 11 Petition filed September 1, 2009
See http://bankrupt.com/misc/txwb09-12481.pdf
In Re John Alexander Hollingsworth
dba Jack Hollingsworth Photography
aka John A. Hollingsworth, III
aka Jack A. Hollingsworth
aka John Hollingsworth
aka Jack Hollingsworth
Shannon Everett Hollingsworth
aka Shannon Diane Everett
Bankr. W.D. Tex. Case No. 09-12480
Chapter 11 Petition filed September 1, 2009
See http://bankrupt.com/misc/txwb09-12480.pdf
In Re Karalee Holdings, LLC
Bankr. D. Utah Case No. 09-29330
Chapter 11 Petition filed September 1, 2009
Filed as Pro Se
In Re Jose Espinoza
Bankr. D. Ariz. Case No. 09-21475
Chapter 11 Petition filed September 2, 2009
Filed as Pro Se
In Re Danny Craig O'Neal II
Becky Ann O'Neal
Bankr. C.D. Calif. Case No. 09-19367
Chapter 11 Petition filed September 2, 2009
See http://bankrupt.com/misc/cacb09-19367.pdf
In Re Jam-N-Sounds, LLC
Bankr. D. Colo. Case No. 09-28325
Chapter 11 Petition filed September 2, 2009
Filed as Pro Se
In Re Ross Ranch & Retreat Center, LLC
Bankr. D. Colo. Case No. 09-28326
Chapter 11 Petition filed September 2, 2009
Filed as Pro Se
In Re Blazin Enterprises, LLC
dba Coyotes Bar and Grill
Bankr. M.D. Fla. Case No. 09-19791
Chapter 11 Petition filed September 2, 2009
See http://bankrupt.com/misc/flmb09-19791.pdf
In Re Stearns Peat Co, Inc.
Bankr. M.D. Fla. Case No. 09-19775
Chapter 11 Petition filed September 2, 2009
See http://bankrupt.com/misc/flmb09-19775.pdf
In Re Alameda Acapulco Restaurant, LLC
dba Acapulco Restaurant
fdba Modesto Quintero Family Trust
Bankr. N.D. Ga. Case No. 09-48205
Chapter 11 Petition filed September 2, 2009
See http://bankrupt.com/misc/canb09-48205.pdf
In Re Elisabeth M. Sanders
Bankr. D. Mass. Case No. 09-43650
Chapter 11 Petition filed September 2, 2009
See http://bankrupt.com/misc/mab09-43650.pdf
In Re Amy's ABC Daycare, Inc.
Bankr. W.D. Mich. Case No. 09-10454
Chapter 11 Petition filed September 2, 2009
See http://bankrupt.com/misc/miwb09-10454.pdf
In Re H Absolute Beauty Corp.
Bankr. E.D.N.Y. Case No. 09-47636
Chapter 11 Petition filed September 2, 2009
See http://bankrupt.com/misc/nyeb09-47636.pdf
In Re 303 FD 149 LLC
aka Tito's Pizzeria and Restaurant
Bankr. S.D.N.Y. Case No. 09-15356
Chapter 11 Petition filed September 2, 2009
See http://bankrupt.com/misc/nysb09-15356.pdf
In Re Elite Coach, Inc.
fdba Traveldept.net, Inc.
Bankr. E.D.N.C. Case No. 09-07608
Chapter 11 Petition filed September 2, 2009
See http://bankrupt.com/misc/nceb09-07608.pdf
In Re Matthew A. Smallwood
Jacki L. Smallwood
Bankr. E.D.N.C. Case No. 09-07613
Chapter 11 Petition filed September 2, 2009
See http://bankrupt.com/misc/nceb09-07613.pdf
In Re Village at Sewickley Hills, L.L.C.
Bankr. N.D. Ohio Case No. 09-18293
Chapter 11 Petition filed September 2, 2009
See http://bankrupt.com/misc/ohnb09-18293.pdf
In Re Arkansas Wholesale Auto Salvage, Inc.
Bankr. E.D. Ark. Case No. 09-16440
Chapter 11 Petition filed September 3, 2009
See http://bankrupt.com/misc/areb09-16440.pdf
In Re Grace Alba Chamrernlaksa
dba Lotus Thai Cuisine
dba Thailand Grocery
Kom Swangnete Chamrernlaksa
Bankr. N.D. Ga. Case No. 09-32630
Chapter 11 Petition filed September 3, 2009
See http://bankrupt.com/misc/canb09-32630.pdf
In Re Walter H. Reid
Bankr. N.D. Ga. Case No. 09-83323
Chapter 11 Petition filed September 3, 2009
See http://bankrupt.com/misc/ganb09-83323.pdf
In Re Michael Ira Kanter
Bankr. N.D. Ill. Case No. 09-32897
Chapter 11 Petition filed September 3, 2009
Filed as Pro Se
In Re Vinyl Tech Window Systems, Inc.
Bankr. E.D. Mich. Case No. 09-67517
Chapter 11 Petition filed September 3, 2009
See http://bankrupt.com/misc/mieb09-67517p.pdf
See http://bankrupt.com/misc/mieb09-67517c.pdf
In Re Lyntech Speciality Management, Inc.
Bankr. D. N.J. Case No. 09-33331
Chapter 11 Petition filed September 3, 2009
See http://bankrupt.com/misc/njb09-33331.pdf
In Re Daniel P. Rosado
Mary A. Rosado
Bankr. D. N.M. Case No. 09-14014
Chapter 11 Petition filed September 3, 2009
See http://bankrupt.com/misc/nmb09-14014.pdf
In Re M.A.P. Properties LLC
Bankr. W.D. N.Y. Case No. 09-14165
Chapter 11 Petition filed September 3, 2009
See http://bankrupt.com/misc/nywb09-14165.pdf
In Re Carolina Hospitality Enterprises, Inc.
aka Bayment Inn & Suites
aka Hampton Inn
Bankr. E.D.N.C. Case No. 09-07635
Chapter 11 Petition filed September 3, 2009
See http://bankrupt.com/misc/nceb09-07635.pdf
In Re Samuel Jenniches, Jr.
Bankr. W.D. Pa. Case No. 09-26528
Chapter 11 Petition filed September 3, 2009
See http://bankrupt.com/misc/pawb09-26528p.pdf
See http://bankrupt.com/misc/pawb09-26528c.pdf
In Re Hector R. Mercado Rodriguez
dba Transporte Mercado
Bankr. D. P.R. Case No. 09-07488
Chapter 11 Petition filed September 3, 2009
See http://bankrupt.com/misc/prb09-07488.pdf
In Re Leonel Diaz Hernandez
Rosemarie Espinal Castillo
Bankr. D. P.R. Case No. 09-07485
Chapter 11 Petition filed September 3, 2009
See http://bankrupt.com/misc/prb09-07485.pdf
In Re Press Luther Duncan, Jr.
Mary F. Duncan
Bankr. D. S.C. Case No. 09-06518
Chapter 11 Petition filed September 3, 2009
See http://bankrupt.com/misc/scb09-06518.pdf
In Re Robert S. Bennett
aka Bob Bennett
Bankr. S.D. Tex. Case No. 09-36637
Chapter 11 Petition filed September 3, 2009
See http://bankrupt.com/misc/txsb09-36637.pdf
In Re Maurice Kevin Smith
Bankr. E.D. Va. Case No. 09-17237
Chapter 11 Petition filed September 3, 2009
See http://bankrupt.com/misc/vaeb09-17237p.pdf
See http://bankrupt.com/misc/vaeb09-17237c.pdf
In Re Trapper Peak Timber, Inc.
Bankr. W.D. Wash. Case No. 09-19121
Chapter 11 Petition filed September 3, 2009
See http://bankrupt.com/misc/wawb09-19121.pdf
In Re 504 Broadway LLC
Bankr. N.D. Calif. Case No. 09-32638
Chapter 11 Petition filed September 4, 2009
See http://bankrupt.com/misc/canb09-32638.pdf
In Re Robert Walter Berenschot
dba San Diego Spring Water Company
dba Hidden Spring Water Company
Patricia Berenschot
dba San Diego Spring Water Company
dba Hidden Spring Water Company
Bankr. S.D. Calif. Case No. 09-13388
Chapter 11 Petition filed September 4, 2009
See http://bankrupt.com/misc/casb09-13388.pdf
In Re Flanagan's Limited Liability Company
Bankr. D. Conn. Case No. 09-32472
Chapter 11 Petition filed September 4, 2009
Filed as Pro Se
In Re Copa Tropical, Inc.
Bankr. S.D. Fla. Case No. 09-28845
Chapter 11 Petition filed September 4, 2009
Filed as Pro Se
In Re Joshua Damian Bazavilvazo
Bankr. S.D. Fla. Case No. 09-28850
Chapter 11 Petition filed September 4, 2009
See http://bankrupt.com/misc/flsb09-28850p.pdf
See http://bankrupt.com/misc/flsb09-28850c.pdf
In Re Phyllis N. Baldwin
Shawn D. Baldwin
Bankr. N.D. Ill. Case No. 09-33105
Chapter 11 Petition filed September 4, 2009
Filed as Pro Se
In Re Landmark Systems, Inc.
Bankr. E.D. Mich. Case No. 09-67684
Chapter 11 Petition filed September 4, 2009
See http://bankrupt.com/misc/mieb09-67684p.pdf
See http://bankrupt.com/misc/mieb09-67684c.pdf
In Re Terry Glenn Smith
aka Terry Glenn Smith, Co-Trustee of the Smith Family Trust
aka Scooter T's Carwash
aka Jill's Laundry
Jill Smith
aka Trustee of the Smith Family Trust
Bankr. E.D. Mo. Case No. 09-11167
Chapter 11 Petition filed September 4, 2009
See http://bankrupt.com/misc/moeb09-11167.pdf
In Re Fish Trap Ranch LLC
Bankr. D. Mont. Case No. 09-61775
Chapter 11 Petition filed September 4, 2009
See http://bankrupt.com/misc/mtb09-61775.pdf
In Re Huppert Brothers Construction Inc.
Bankr. D. Mont. Case No. 09-61776
Chapter 11 Petition filed September 4, 2009
See http://bankrupt.com/misc/mtb09-61776.pdf
In Re NEVER ENOUGH BALLROOM, LLC
Bankr. D. Nev. Case No. 09-53082
Chapter 11 Petition filed September 4, 2009
See http://bankrupt.com/misc/nvb09-53082.pdf
In Re James R. Broman
Karen S. Broman
Bankr. E.D.N.C. Case No. 09-07672
Chapter 11 Petition filed September 4, 2009
See http://bankrupt.com/misc/nceb09-07672.pdf
In Re Anthony A. Bianco
Christine L. Hindes
aka Christine L. Hindes-Bianco
Bankr. W.D. Pa. Case No. 09-26571
Chapter 11 Petition filed September 4, 2009
See http://bankrupt.com/misc/pawb09-26571.pdf
In Re Louis J. Martorella, Sr.
Bankr. W.D. Pa. Case No. 09-26540
Chapter 11 Petition filed September 4, 2009
See http://bankrupt.com/misc/pawb09-26540p.pdf
See http://bankrupt.com/misc/pawb09-26540c.pdf
In Re Victor E. Powers
aka Vic Powers
aka Victor Earl Powers
Bankr. D. S.C. Case No. 09-06578
Chapter 11 Petition filed September 4, 2009
See http://bankrupt.com/misc/scb09-06578.pdf
In Re Beach Wood Homes LLC
Bankr. W.D. Wash. Case No. 09-46578
Chapter 11 Petition filed September 4, 2009
See http://bankrupt.com/misc/wawb09-46578.pdf
In Re Mary Glass
Bankr. E.D. Va. Case No. 09-17304
Chapter 11 Petition filed September 5, 2009
See http://bankrupt.com/misc/vaeb09-17304.pdf
In Re Jerry Esteban
Kemmey Esteban
Bankr. D. Nev. Case No. 09-26690
Chapter 11 Petition filed September 6, 2009
See http://bankrupt.com/misc/nvb09-26690.pdf
In Re Dwight J. Mitchell
Bankr. M.D. Tenn. Case No. 09-10241
Chapter 11 Petition filed September 6, 2009
See http://bankrupt.com/misc/tnmb09-10241.pdf
In Re Eastmark, Inc.
dba Shores Laundromat
dba Dipitz International
Bankr. M.D. Fla. Case No. 09-07525
Chapter 11 Petition filed September 7, 2009
See http://bankrupt.com/misc/flmb09-07525.pdf
In Re Santuli, Corp.
aka Churros Manolo Pizza & Much More
aka Manolo Churros Pizza & Much More
aka Churros Manolo
aka Manolo
Bankr. S.D. Fla. Case No. 09-28889
Chapter 11 Petition filed September 7, 2009
See http://bankrupt.com/misc/flsb09-28889.pdf
In Re Raymond Sand & Gravel, LLC
Bankr. D. N.H. Case No. 09-13469
Chapter 11 Petition filed September 7, 2009
See http://bankrupt.com/misc/nhb09-13469.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
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re-mailing and photocopying) is strictly prohibited without prior
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herein is obtained from sources believed to be reliable, but is
not guaranteed.
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*** End of Transmission **