/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/091019.mbx T R O U B L E D C O M P A N Y R E P O R T E R Monday, October 19, 2009, Vol. 13, No. 289 Headlines ABITIBIBOWATER INC: Camire Wants to Represent Canadian Employees ABITIBIBOWATER INC: CCAA Case is Main Proceeding for ACI & ACC ABITIBIBOWATER INC: Riverside Buys $257,000 in Claims ACCURIDE CORP: Bank Debt Trades at 2% Off in Secondary Market ADVANCED MICRO: Posts $128MM Q3 Stockholders' Net Loss AIRTRAN HOLDINGS: Sells $115 Mil. of 5.25% Convertible Sr. Notes AMERICAN AXLE: Eyes Issuance of $500 Mil. in Securities AMERICAN HOME: Settles WARN Class Action for $6.5 Million AMERICAN INT'L: May Pay Future Settlement of Case Against Ex-CEO ASSET RESOLUTION: Voluntary Chapter 11 Case Summary AVAYA INC: Bank Debt Trades at 18% Off in Secondary Market AVIS BUDGET: Bank Debt Trades at 6% Off in Secondary Market AVIZA TECHNOLOGY: Gets Continued Access to Lenders Cash Collateral BAKERY CAFE: Expects to Emerge from Bankruptcy BANKUNITED FIN'L: All Proofs of Claim Due November 17 BERNARD MADOFF: Prosecutors Want DiPascali's Bail Reconsidered BEST OF NEW ORLEANS: Expects to Emerge from Bankruptcy BLOCKBUSTER INC: Trivium Reports 0% Equity Stake BUNDY 2.5 MILLION SPE: Voluntary Chapter 11 Case Summary BURLINGTON COAT: Records $23.4 Mil. Net Loss for August 29 Qtr CANWEST GLOBAL: CMI Has Until Oct. 22 to Transfer National Post CANWEST GLOBAL: TSX to Delist Subordinate Voting Shares on Nov. 13 CANWEST GLOBAL: OpenMedia.ca, Council Worry on Foreign Ownership CAPTAIN'S TABLE: Expects to Emerge from Bankruptcy CENTENNIAL COMMUNICATIONS: Has $19.5MM Net Income for Aug. 31 Qtr CEQUEL COMMUNICATIONS: Moody's Raises Corp. Family Rating to 'B1' CHEMTURA CORP: Assumes Mineral Rights, Land-Access Leases CHINA AOXING: Paritz & Company Raises Going Concern Doubt CHINA SXAN: Patrizio & Zhao Raises Going Concern Doubt CHAMPION ENTERPRISES: S&P Downgrades Corp. Credit Rating to 'D' CHRYSLER LLC: Treasury Balks at $33M Fees in Old Carco Ch. 11 CIB MARINE: Seeks to Retain Baker Tilly as Financial Advisor CIRCUIT CITY: Insurers Reach Deal on Hurricane Claims CIT GROUP: Amends Restructuring Plan to Win Bondholder Support CITIZENS FIRST: Receives NASDAQ Non-Compliance Notice CITY OF VALLEJO: Spending to Raise Deficit to $12MM in 5 Years CHEMTURA CORP: PBGC to File Consolidated Claim CHEMTURA CORP: Proposes to Reject Bio-Lab Lease With Ashley CHEMTURA CORP: U.S. Bank to File Consolidated Claim CLAIRE'S STORES: Bank Debt Trades at 22% Off in Secondary Market CLEARWIRE CORP: Bank Debt Trades at 2.45% Off in Secondary Market CONSECO INC: Commences Cash Tender Offer for 3.5% Debentures COLONIAL BANCGROUP: Gets Final Approval to Access Cash Collateral COMPAK COMPANIES: District Court Says Patent Sale Was Defective COYOTES HOCKEY: Possible Buyer Sees Potential in Franchise CURTIS MACHINE COMPANY: Voluntary Chapter 11 Case Summary DANA HOLDING: Bank Debt Trades at 10.4% Off in Secondary Market DAVID THIEL JOHNSON: Case Summary & 20 Largest Unsecured Creditors DECKER COLLEGE: Vendetta, Agency's Lies Allegedly Caused Collapse DEX MEDIA WEST: Bank Debt Trades at 14% Off in Secondary Market DIOCESE OF WILMINGTON: Files for Chapter 11 Reorganization DOLLAR THRIFTY: Expects Rental Revenues to Drop 12% in 3Q 2009 ELODA CORP: Completes Sale of Assets to Partnership EXTENDICARE REAL ESTATE: Moody's Affirms 'B1' Corp. Family Rating EXTERRA ENERGY: Malone & Bailey Raises Going Concern Doubt FAIRPOINT COMMS: Bank Debt Trades at 19.5% Off in Secondary Market FILENE'S BASEMENT: Fendi Cries Foul Over $70M Filene's, DSW Deal FINLAY ENTERPRISES: Joyce Magrini Resigns as Exec. Vice President FINLAY ENTERPRISES: Wants to Sale of De Minimis Assets Approved FIRST PRIORITY BANK: FDIC Orders Auction of FF&E FLINT TELECOM: L.L. Bradford Raises Going Concern Doubt FORD MOTOR: Bank Debt Trades at 11.35% Off in Secondary Market FOOTHILLS OF FERNLEY: Case Summary & 7 Largest Unsecured Creditors FOUNTAIN POWERBOAT: Liberty Investments to be Majority Shareholder FOX HILLS SPE: Voluntary Chapter 11 Case Summary FREEDOM BANK, BRADENTON: FDIC Orders Auction of FF&E GARRETT-BECK CORPORATION: Voluntary Chapter 11 Case Summary GATEHOUSE MEDIA: Bank Debt Trades at 65% Off in Secondary Market GATEWAY ETHANOL: Equipment Lease Not a Disguised Sale Transaction GENERAL GROWTH: Judge Grants Bankrupt Mall Group $57.5M in Bonuses GENERAL MOTORS: Asbestos Claimants Objection to Remy Plea Stays GENERAL MOTORS: Detroit Diesel Fails to Win Stay From Suits GENERAL MOTORS: Reynolds Want Lift Stay to Enforce Judgment GENERAL MOTORS: Should Reconsider Opel Bids, EU Says GEORGIA GULF: Bank Debt Trades at 0.57% Off in Secondary Market GREENSHIFT CORP: Restates Second Quarter 2009 Financial Statements GSC INVESTMENT: Adverse Credit Events in Portfolio to Continue HARVEST OIL: Can Access Lenders Cash Collateral until November 13 HARRAH'S ENTERTAINMENT: HOC Funds $1 Bil. Incremental Term Loans HAWKER BEECHCRAFT: Bank Debt Trades at 23.66% Off HFAH MONACO SPE: Voluntary Chapter 11 Case Summary HIDEAWAY MARINA: Case Summary & 10 Largest Unsecured Creditors HUNTSVILLE SPE: Voluntary Chapter 11 Case Summary INTERGRAPH CORP: S&P Gives Stable Outlook, Affirms 'B+' Rating INTEGRATED BIOPHARMA: Amper Politziner Raises Going Concern Doubt ISP CHEMCO: Bank Debt Trades at 5.25% Off in Secondary Market IVIVI TECHNOLOGIES: Posts $1.8MM Net Loss in Quarter Ended June 30 KELVIN CREWS: Case Summary & 20 Largest Unsecured Creditors KOOSHAREM CORPORATION: High Leverage Cues Moody's Junk Ratings LA BUENA VIDA: Case Summary & 20 Largest Unsecured Creditors LANDAMERICA FIN'L: Proposes Bar Date for D&O Claims LANDAMERICA FIN'L: Stipulation Releasing Kendall, et al., Property LEAR CORP: Bank Debt Trades at 4% Off in Secondary Market LEGEND MEDIA: Goldman Parks Raises Going Concern Doubt LNR PROPERTY: Bank Debt Trades at 24.17% Off in Secondary Market LONG RAP INC: Voluntary Chapter 11 Case Summary LYONDELL CHEMICAL: Creditors Join Bid to Nix $1B on Enviro Claims LYONDELL CHEMICAL: Proposes New Supply Pact With Evolution LYONDELL CHEMICAL: Says Committee Has No Standing on D&O Expenses MAMMOTH EQUITIES: Can't Repay Loans, Seeks Bankr. Protection LYONDELL CHEMICAL: Motion to Determine Property Tax Liability MAGUIRE PROPERTIES: Appaloosa Discloses 8.39% Equity Stake MAGUIRE PROPERTIES: Registers 500,000 Shares Under Director Plan MALBEC PROPERTIES: Voluntary Chapter 11 Case Summary MARANI BRANDS: Gruber & Company Raises Going Concern Doubt MARK WODLINGER: Voluntary Chapter 11 Case Summary MEDICURE INC: August 31 Balance Sheet Upside-Down by C$21 Million MERRILL LYNCH: Pay Czar Blocks Kenneth Lewis' Pay METALDYNE CORP: Completes Sale of All Assets to Carlyle Group METRO-GOLDWYN-MAYER: Bank Debt Trades at 42.55% Off MOHEGAN TRIBAL: S&P Assigns 'B-' Rating on $200 Mil. Senior Notes MOMENTIVE PERFORMANCE: Bank Debt Trades at 15.2% Off MORGANS HOTEL: Lender Forebears Default Until October 2013 MORRIS PUBLISHING: Refinances Sr. Loan; Wins Forbearance Extension MSGI SECURITY: Amper Politziner Raises Going Concern Doubt NAVISTAR INT'L: EVP & Chief Risk Officer William Caton Retires NORTEL NETWORKS: Wins Approval for Ciena-Led Auction OLD BAY STEAMER: Expects to Emerge from Bankruptcy OSI RESTAURANT: Bank Debt Trades at 16.2% Off in Secondary Market PACIFIC ENERGY: Finds Buyer for Alaska Assets PACIFIC PAWNBROKERS: Case Summary & 20 Largest Unsecured Creditors PACIFIC SANDS: Frank Sassetti Raises Going Concern Doubt PAUL KANTER: Case Summary & 7 Largest Unsecured Creditors PENN TREATY: Inks Separation Deal & Release with Ex-CEO Hunt PHI GROUP: Kabani & Company Raises Going Concern Doubt PHOENIX FOOTWEAR: Receives NYSE Amex Delisting Notice PIONEER INSURANCE: ASB Wants to Bankrupt Former Owners PLANT INSULATION: Committee Gets 2nd Okay to Hire Sheppard Millin PNG VENTURES: Gets Interim OK to Access Greenfield Cash Collateral PREMIER DEVELOPMENT: Case Summary & 20 Largest Unsecured Creditors PRICHARD ALA: May File for Bankruptcy for 2nd Time PROVIDENT ROYALTIES: Sells Mineral Assets to Consul for $12.5MM QIMONDA NA: Gets Court Nod to Sell Assets for $172.5 Million QUALITY DISTRIBUTION: S&P Cuts Corporate Credit Rating to 'SD' QUECHAN TRIBE: Fitch Assigns 'CCC' Issuer Default Ratings R.H. DONNELLEY: Committee Members Seek to Trade In Claims R.H. DONNELLEY: Ex-Employees Want to Examine Dex Media R.H. DONNELLEY: Gets Court Nod for Business.Com Incentive Plan RAINBOWS UNITED: Investment Group Offers $1MM for Building READER'S DIGEST: Court Sets November 16 Bar Date READER'S DIGEST: Proposes to Assume 29 Executory Contracts READER'S DIGEST: U.S. Trustee Adds Four to Creditors' Panel REALOGY CORP: Bank Debt Trades at 16% Off in Secondary Market REPUBLIC WINDOWS: New Jackson Health CRO Linked to Fraud REVLON INC: MacAndrews & Forbes Discloses Equity Stake RITE AID: Fidelity Discloses 8.66% Equity Stake RONALD LAYHER: Voluntary Chapter 11 Case Summary ROYAL HAWAIIAN: "Heartbeat Hawaii" Hurt by Poor Advertising SAGECREST FINANCIAL: Judge Shiff Deciphers LLC Agreements SALTON INC: Moody's Assigns Corporate Family Rating at 'B2' SAN JOAQUIN BANK: Closed; Citizens Business Assumes Deposits SANTA FE GOLD: Stark Winter Raises Going Concern Doubt SEMGROUP LP: Presents Executive Consulting Agreements SEMGROUP LP: Proposes Race Trac Settlement Agreement SEMGROUP LP: Sale of SemFuel Assets to Noble Closes SEMGROUP LP: Wins Nod to Sell SemMaterials Assets to Vance SERVICE CORP: $256 Mil. Deal Won't Affect S&P's 'BB' Rating SINCLAIR BROADCAST: S&P Retains Corporate Credit Rating at 'B-' SINOBIOPHARMA INC: Earns $237,167 in First Quarter Ended August 31 SIRVA INC: Court Disallows Competitors' RICO & Antitrust Claims SIRIUS XM: Inks New Employment Deal with Head of Operations, Sales SIX WIVES LLC: Case Summary & 20 Largest Unsecured Creditors SMART-TEK SOLUTIONS: Recurring Losses Prompt Going Concern Doubt SPANSION INC: Committee Proposes Landis Rath as Conflicts Counsel SPANSION INC: Liquidity Solutions, R3 Buy Claims SPANSION INC: Proposes to Assume SAS License Agreement SPEEDUS CORP: Posts $1.25-Mil. Net Loss in 2009 Second Quarter SPRINT NEXTEL: Hall Resigns as SVP, Controller & Accounting Head STANFORD INT'L: SFG Receiver Sues Firm's Ex-Employees for US$11MM STANFORD INT'L: SEC's Watchdog to Revisit Handling Firm's Probes STAR TRIBUNE: May Return to Chapter 11, Says Turnaround Expert STERLING FINANCIAL: Inks Deal to Strengthen Unit's Finances STUMP HILL FARM: Case Summary & 8 Largest Unsecured Creditors SUNGARD DATA: Bank Debt Trades at 4% Off in Secondary Market SWIFT TRANSPORTATION: Bank Debt Trades at 11.4% Off TARRAGON CORP: BofA to Take In 60% Of 6 Tarragon Property Sales TOUSA INC: Reports Home Sale Closings for September TOYS "R" US: Retires GBP54 Mil. Loan; Has New GBP112 Mil. Facility TOYS "R" US: FTC Probes on Possible Breach of Anticompetitive Rule UBS AG: Former Employee Wants to Get Paid for Tax Evasion Infos UNIVAR NV: Bank Debt Trades at 8.1% Off in Secondary Market UNITED AIRLINES: Bank Debt Trades at 26% Off in Secondary Market VEMICS INC: Demetrius & Company Raises Going Concern Doubt VIRGIN MOBILE: To Hold Special Shareholders Meeting on Sprint Deal WASHINGTON MUTUAL: Bank Workers Fight WaMu Over Retirement Assets WCI COMMUNITIES: Drywall Claimants Forgo Special Committee WEST CORP: Bank Debt Trades at 6.23% Off in Secondary Market WORKSTREAM INC: August 31 Balance Sheet Upside-Down by $7 Million YRC WORLDWIDE: Lenders Suspend Liquidity Covenant Until Oct. 30 * 2009's Bank Closings Rise to 99 on San Joaguin Bank Collapse * Auto Suppliers Want Senate to Boost Credit to Industry * Treasury Calling on Big Banks to Repay Bailout Now * Bankruptcy Filings Rise in Tennessee in Third Quarter 2009 * AlixPartners Posts European Companies Restructurings Survery * Fulbright & Jaworski Posts 2009 Litigation Trends Survey * Greenberg Traurig Expands Tampa Office & Bankruptcy Practice * K&L Gates Nabs Sonnenschein Bankruptcy Pro * Legal Helpers/Macey & Aleman Launches National Offices * Olshan Grundman Client Obtains $44 Million Jury Verdict * Sean Coffey to Retire From Bernstein Litowitz Berger & Grossmann * BOND PRICING -- For the Week From October 12 to 16, 2009 ********* ABITIBIBOWATER INC: Camire Wants to Represent Canadian Employees ---------------------------------------------------------------- Viateur Camire, former Vice-President for Human Resources at the Donohue Group and Abitibi-Consolidated, Inc., relates that evidently, certain issues hound non-unionized Canadian former employees of the Applicants in the CCAA Proceedings, including (i) employees who were terminated as a result of the amalgamation of ACI and Bowater, and (ii) retired non-unionized former employees whose payments in unfunded pension plans were suspended. Mr. Camire points out that while unionized employees and former employees of the CCAA Applicants are well-represented by various labor groups in the course of the CCAA Proceedings, the Canadian Non-unionized Former employees, as well as the Canadian non- unionized current employees, are not adequately represented. He emphasizes that the Non-Unionized Groups "represent a large number of the [Applicants'] creditors and should therefore be an integral part of the CCAA proceedings." In this regard, Mr. Camire asks the Canadian Court to name him, as of September 25, 2009, as the representative of the Canadian Non-Unionized Former Employees in the course of the CCAA Proceedings. Concurrently, BCF LLP seeks the Canadian Court's appointment as solicitors for the Non-Unionized Employees' Representative. In addition, the Representative and the Solicitors seek the formation of a consulting committee for recommendations and support of their actions, consisting of these proposed members, who are former employees of the Applicants: (1) Viateur Camire (Representative) (2) Jocelyn Pepin (3) Sylvie Nadeau (4) Jean Van Neste (5) Francine Dorion (6) Bruno Tremblay (7) William S. Brown (8) Nickolas Saltarelli (9) Paul Morasse (10) Dave Strathern (11) Andre Lamarche Mr. Camire also asks Mr. Justice Gascon to rule that the reasonable professional fees and costs of the Representative and the Solicitors be paid by the Applicants on a monthly basis. Funding should be provided by the Applicants "as [the Applicants] created this situation in which the Canadian Non-Unionized Former Employees now have to state their rights and claims towards their former employers," Mr. Camire maintains. He notes that unlike the unions, absent funding, the Representative and its Solicitors would not be expected to serve as representative. According to Mr. Camire, the proposed representation of the Canadian Non-Unionized Former Employees essentially aims to: -- duly inform all of the Canadian Non-Unionized Former Employees of their rights and of the progression of the CCAA Proceedings; -- provide the advice the Canadian Non-Unionized Former Employees need to protect their interest and duly participate in the restructuring process; -- aid and assist the Canadian Non-Unionized Former Employees in (i) preparing and establishing their proof of claim based on termination, severance pay, unpaid wages, unpaid vacation pay, medical benefits, life insurance benefits, pension plan benefits, other employee benefits, unpaid expense reimbursements, amounts and benefits payable under an employment contract, (ii) collect information concerning their legal status, and (iii) provide adequate counsel; -- represent the interests of the Canadian Non-Unionized Former Employees for the purpose of all decisions which might affect their rights in the course of the CCAA proceedings; -- ensure the protection and representation of the rights and interests of the Canadian Non-Unionized Former Employees in the course of the drafting and approval of the plan of arrangement that will be submitted by Applicants; -- ensure the protection and representation of the rights and interests of the Canadian Non-Unionized Former Employees in the course of the execution of an approved plan; -- advise the Canadian Non-Unionized Former Employees on how to negotiate and vote on upcoming restructuring plans; and -- speak and negotiate on behalf of the Canadian Non-Unionized Former Employees to the Applicants, the Monitor and to the other creditor and shareholders. Appointment of a Representative will allow the Applicants to deal efficiently with all issues relating to all the Canadian Non- Unionized Former Employees, and translate to a reduction of the costs for all parties, since only one Representative and his Solicitors would be implicated in the CCAA Proceedings, Mr. Camire reasons out. Moreover, he adds, since the representations on behalf of the Canadian Non-Unionized Former Employees will often be distinct from those of the unionized employees, the representations on their behalf will inform the Canadian Court about this specific group of Former Employees. About AbitibiBowater Inc. Headquartered in Montreal, Canada, AbitibiBowater Inc. -- http://www.abitibibowater.com/-- produces a wide range of newsprint, commercial printing papers, market pulp and wood products. It is the eighth largest publicly traded pulp and paper manufacturer in the world. AbitibiBowater owns or operates 23 pulp and paper facilities and 29 wood products facilities located in the United States, Canada, the United Kingdom and South Korea. Marketing its products in more than 90 countries, the Company is also among the world's largest recyclers of old newspapers and magazines, and has third-party certified 100% of its managed woodlands to sustainable forest management standards. AbitibiBowater's shares trade over-the-counter on the Pink Sheets and on the OTC Bulletin Board under the stock symbol ABWTQ. The Company and several of its affiliates filed for protection under Chapter 11 of the U.S. Bankruptcy Code on April 16, 2009 (Bankr. D. Del. Lead Case No. 09-11296). Judge Kevin J. Carey presides over the case. The Company and its Canadian affiliates commenced parallel restructuring proceedings under the Companies' Creditors Arrangement Act before the Quebec Superior Court Commercial Division the next day. Alex F. Morrison at Ernst & Young, Inc., was appointed CCAA monitor. Paul, Weiss, Rifkind, Wharton & Garrison LLP, serves as the Debtors' U.S. bankruptcy counsel. Stikeman Elliot LLP, acts as the Debtors' CCAA counsel. Young, Conaway, Stargatt & Taylor, in Wilmington, Delaware, serves as the Debtors' co-counsel, while Troutman Sanders LLP in New York, serves as the Debtors' conflicts counsel in the Chapter 11 proceedings. The Debtors' financial advisors are Advisory Services LP, and their noticing and claims agent is Epiq Bankruptcy Solutions LLC. The CCAA Monitor's counsel is Thornton, Grout & Finnigan LLP, in Toronto, Ontario. Abitibi-Consolidated Inc. and various Canadian subsidiaries filed for protection under Chapter 15 of the U.S. Bankruptcy Code on April 17, 2009 (Bankr. D. Del. 09-11348). Judge Carey also handles the Chapter 15 case. Pauline K. Morgan, Esq., and Sean T. Greecher, Esq., at Young, Conaway, Stargatt & Taylor, in Wilmington, represent the Chapter 15 Debtors. As of Sept. 30, 2008, the Company had $9,937,000,000 in total assets and $8,783,000,000 in total debts. Bankruptcy Creditors' Service, Inc., publishes AbitibiBowater Bankruptcy News. The newsletter provides gavel-to-gavel coverage of the Chapter 11 proceedings and parallel proceedings under the Companies' Creditors Arrangement Act in Canada undertaken by Abitibibowater Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). ABITIBIBOWATER INC: CCAA Case is Main Proceeding for ACI & ACC -------------------------------------------------------------- U.S. Bankruptcy Judge Kevin Carey recognized the Chapter 15 bankruptcy cases of Abitibi-Consolidated Inc. and Abitibi- Consolidated Company of Canada as a foreign main proceeding pursuant to Section 1517 of the Bankruptcy Code. All provisions of Section 1520 of the Bankruptcy Code apply in the Chapter 15 Cases, including Sections 361 and 362 of the Bankruptcy Code with respect to the Debtors and the property of the Debtors that is within the territorial jurisdiction of the United States, the Court ruled. Abitibi-Consolidated Inc., as foreign representative for ACI and Abitibi-Consolidated Company of Canada, in proceedings under the Companies' Creditors Arrangement Act pending in the Judicial District of Montreal in Canada, appeared before the U.S. Bankruptcy Court for the District of Delaware pursuant to Section 1515 of the Bankruptcy Code, seeking an order: (a) recognizing the Canadian Proceedings as "foreign main proceedings;" and (b) enforcing the Initial Order of the CCAA Court dated April 17, 2009, in the United States. Claudia R. Tobler, Esq., at Paul, Weiss, Rifkind, Wharton & Garrison, in Washington, D.C., affirmed that the April 17 Initial CCAA Court Order enjoins all proceedings against the CCAA Debtors and their assets, including assets located in the United States. Moreover, the Initial CCAA Order authorizes ACI to enter into an amendment that keeps in place its existing securitization program and permits ACI's continued sale and servicing of receivables. In a declaration filed with the Bankruptcy Court, William G. Harvey, senior vice president and chief financial officer of AbitibiBowater, Inc., affirms that the Canadian Proceeding is entitled to recognition as a foreign main proceeding because: -- each of the Debtors is headquartered in Quebec as the "center of main interest" under Chapter 1502(4) of the Bankruptcy Code; and -- the Canadian Proceeding is a collective judicial proceeding in Canada under Canadian law relating to insolvency or adjustment of debt, in which the assets and affairs of the Debtors are subject to the control and supervision of the Canadian Court for the purpose of reorganization or liquidation within the meaning of Section 101(23) of the Bankruptcy Code; and -- ACI is a foreign representative within the meaning of Section 101(24) of the Bankruptcy Code. Without the Bankruptcy Court's recognition of the foreign main proceedings, the CCAA Debtors' reorganization process will be disrupted and the legal cost of defending the Actions will be threatened, which ultimately may severely and adversely impact the Debtors' reorganization efforts, Ms. Tobler said. About AbitibiBowater Inc. Headquartered in Montreal, Canada, AbitibiBowater Inc. -- http://www.abitibibowater.com/-- produces a wide range of newsprint, commercial printing papers, market pulp and wood products. It is the eighth largest publicly traded pulp and paper manufacturer in the world. AbitibiBowater owns or operates 23 pulp and paper facilities and 29 wood products facilities located in the United States, Canada, the United Kingdom and South Korea. Marketing its products in more than 90 countries, the Company is also among the world's largest recyclers of old newspapers and magazines, and has third-party certified 100% of its managed woodlands to sustainable forest management standards. AbitibiBowater's shares trade over-the-counter on the Pink Sheets and on the OTC Bulletin Board under the stock symbol ABWTQ. The Company and several of its affiliates filed for protection under Chapter 11 of the U.S. Bankruptcy Code on April 16, 2009 (Bankr. D. Del. Lead Case No. 09-11296). Judge Kevin J. Carey presides over the case. The Company and its Canadian affiliates commenced parallel restructuring proceedings under the Companies' Creditors Arrangement Act before the Quebec Superior Court Commercial Division the next day. Alex F. Morrison at Ernst & Young, Inc., was appointed CCAA monitor. Paul, Weiss, Rifkind, Wharton & Garrison LLP, serves as the Debtors' U.S. bankruptcy counsel. Stikeman Elliot LLP, acts as the Debtors' CCAA counsel. Young, Conaway, Stargatt & Taylor, in Wilmington, Delaware, serves as the Debtors' co-counsel, while Troutman Sanders LLP in New York, serves as the Debtors' conflicts counsel in the Chapter 11 proceedings. The Debtors' financial advisors are Advisory Services LP, and their noticing and claims agent is Epiq Bankruptcy Solutions LLC. The CCAA Monitor's counsel is Thornton, Grout & Finnigan LLP, in Toronto, Ontario. Abitibi-Consolidated Inc. and various Canadian subsidiaries filed for protection under Chapter 15 of the U.S. Bankruptcy Code on April 17, 2009 (Bankr. D. Del. 09-11348). Judge Carey also handles the Chapter 15 case. Pauline K. Morgan, Esq., and Sean T. Greecher, Esq., at Young, Conaway, Stargatt & Taylor, in Wilmington, represent the Chapter 15 Debtors. As of Sept. 30, 2008, the Company had $9,937,000,000 in total assets and $8,783,000,000 in total debts. Bankruptcy Creditors' Service, Inc., publishes AbitibiBowater Bankruptcy News. The newsletter provides gavel-to-gavel coverage of the Chapter 11 proceedings and parallel proceedings under the Companies' Creditors Arrangement Act in Canada undertaken by Abitibibowater Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). ABITIBIBOWATER INC: Riverside Buys $257,000 in Claims ----------------------------------------------------- In separate notices, 12 parties informed the Bankruptcy Court and parties-in-interest that for the period from August 13 to October 1, 2009, they absolutely and unconditionally conveyed, sold and transferred all their right, title, benefit and interest in their claims, totaling $ 257,549, to Riverside Claims LLC: Transferor Claim No. Claim Amount ---------- --------- ------------ Camionnage N Sans-Cartier undisclosed 37,355 JD Barnes L.T.D. undisclosed 36,659 EKT 90 Inc. undisclosed 30,119 Ross & Anglin, Ltee/Ltd. undisclosed 28,152 Hilyer Services, Inc. undisclosed 24,500 Winnipeg Fluid System Tech undisclosed 21,328 Complete Packaging Systems undisclosed 18,914 (IDI) Service D'Outillage undisclosed 18,094 Air Streams Systems, Inc. undisclosed 15,451 Teckno Valve RS, Inc. undisclosed 12,369 Complete Packaging Systems undisclosed 10,329 Complete Packaging Systems undisclosed 4,279 In addition, Syn-Fab, Inc., notified the Court and parties-in- interest that on August 3, 2009, it absolutely and unconditionally sold, conveyed and transferred all its right, title, benefit and interest in its $675 claim to Sierra Liquidity Fund LLC. Syn-Fab's total claim amount is $1,578, of which $675 was partially transferred to Sierra Liquidity. About AbitibiBowater Inc. Headquartered in Montreal, Canada, AbitibiBowater Inc. -- http://www.abitibibowater.com/-- produces a wide range of newsprint, commercial printing papers, market pulp and wood products. It is the eighth largest publicly traded pulp and paper manufacturer in the world. AbitibiBowater owns or operates 23 pulp and paper facilities and 29 wood products facilities located in the United States, Canada, the United Kingdom and South Korea. Marketing its products in more than 90 countries, the Company is also among the world's largest recyclers of old newspapers and magazines, and has third-party certified 100% of its managed woodlands to sustainable forest management standards. AbitibiBowater's shares trade over-the-counter on the Pink Sheets and on the OTC Bulletin Board under the stock symbol ABWTQ. The Company and several of its affiliates filed for protection under Chapter 11 of the U.S. Bankruptcy Code on April 16, 2009 (Bankr. D. Del. Lead Case No. 09-11296). Judge Kevin J. Carey presides over the case. The Company and its Canadian affiliates commenced parallel restructuring proceedings under the Companies' Creditors Arrangement Act before the Quebec Superior Court Commercial Division the next day. Alex F. Morrison at Ernst & Young, Inc., was appointed CCAA monitor. Paul, Weiss, Rifkind, Wharton & Garrison LLP, serves as the Debtors' U.S. bankruptcy counsel. Stikeman Elliot LLP, acts as the Debtors' CCAA counsel. Young, Conaway, Stargatt & Taylor, in Wilmington, Delaware, serves as the Debtors' co-counsel, while Troutman Sanders LLP in New York, serves as the Debtors' conflicts counsel in the Chapter 11 proceedings. The Debtors' financial advisors are Advisory Services LP, and their noticing and claims agent is Epiq Bankruptcy Solutions LLC. The CCAA Monitor's counsel is Thornton, Grout & Finnigan LLP, in Toronto, Ontario. Abitibi-Consolidated Inc. and various Canadian subsidiaries filed for protection under Chapter 15 of the U.S. Bankruptcy Code on April 17, 2009 (Bankr. D. Del. 09-11348). Judge Carey also handles the Chapter 15 case. Pauline K. Morgan, Esq., and Sean T. Greecher, Esq., at Young, Conaway, Stargatt & Taylor, in Wilmington, represent the Chapter 15 Debtors. As of Sept. 30, 2008, the Company had $9,937,000,000 in total assets and $8,783,000,000 in total debts. Bankruptcy Creditors' Service, Inc., publishes AbitibiBowater Bankruptcy News. The newsletter provides gavel-to-gavel coverage of the Chapter 11 proceedings and parallel proceedings under the Companies' Creditors Arrangement Act in Canada undertaken by Abitibibowater Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). ACCURIDE CORP: Bank Debt Trades at 2% Off in Secondary Market ------------------------------------------------------------- Participations in a syndicated loan under which Accuride Corporation is a borrower traded in the secondary market at 98.03 cents-on-the-dollar during the week ended Oct. 16, 2009, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 0.83 percentage points from the previous week, The Journal relates. The loan matures on Jan. 6, 2012. The Company pays 225 basis points above LIBOR to borrow under the facility. Moody's has withdrawn its rating on the bank debt while Standard & Poor's has assigned a default rating on the bank debt. The debt is one of the biggest gainers and losers among widely quoted syndicated loans in secondary trading in the week ended Oct. 16, among the 158 loans with five or more bids. Accuride Corporation (OTCBB: AURD) -- 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. Accuride said it has agreed to a balance sheet restructuring with the ad hoc committee of holders of its 8-1/2 percent senior subordinated notes and the steering committee of senior lenders under its credit agreement. To complete the proposed restructuring, Accuride's U.S. entities on October 8 filed a voluntary petition for protection under Chapter 11 of the U.S. Bankruptcy Code to seek approval of the prepackaged plan of reorganization (Bankr. D. Del. Case No. 09-13449). Accuride's petition listed assets of $682 million against debt totaling $847 million. Liabilities include a $304 million term loan and a $100 million revolving credit, plus the $275 million in subordinated notes. ADVANCED MICRO: Posts $128MM Q3 Stockholders' Net Loss ------------------------------------------------------ Advanced Micro Devices reported revenue for the third quarter of 2009 of $1.396 billion. Third quarter 2009 revenue increased 18% compared to the second quarter of 2009 and decreased 22% compared to the third quarter of 2008. In the third quarter of 2009, AMD reported a net loss of $135 million for the quarter ended September 26, 2009, from a net loss of $335 million for the quarter ended June 27, 2009, and a net loss of $127 million for the quarter ended September 27, 2008. AMD posted a net loss of $884 million for the nine months ended September 26, 2009, from a net loss of $1.666 billion for the nine months ended September 27, 2008. In the third quarter of 2009, AMD reported a net loss attributable to AMD common stockholders of $128 million, or $0.18 per share, which includes a net favorable impact of $54 million, or $0.08 per share, primarily from a $66 million gain from the repurchase of debt. AMD's operating loss was $77 million. In the second quarter of 2009, AMD had revenue of $1.184 billion, a net loss attributable to AMD common stockholders of $330 million and an operating loss of $249 million. In the third quarter of 2008, AMD had revenue from continuing operations of $1.797 billion, a net loss attributable to AMD common stockholders of $134 million and an operating income of $122 million. In the third quarter of 2009, AMD Product Company reported non- GAAP net income of $2 million and non-GAAP operating income of $47 million. In the second quarter of 2009, AMD Product Company reported a non-GAAP net loss of $244 million and a non-GAAP operating loss of $205 million. "Strong demand for our product and platform offerings combined with disciplined execution resulted in AMD Product Company achieving profitability in the third quarter," said Dirk Meyer, AMD president and CEO. "Growth in microprocessor and graphics unit shipments drove an 18% sequential revenue increase, while improved factory utilization rates, higher microprocessor average selling price and an increase in 45nm product shipments resulted in a gross margin improvement from the prior quarter." Third quarter 2009 AMD gross margin was 42% compared to 37% in the prior quarter. Third quarter 2009 AMD Product Company non-GAAP gross margin was 38% compared to 27% in the prior quarter. As of September 26, 2009, AMD had $8.747 billion in total assets, including $2.511 billion in cash and cash equivalents; against total current liabilities of $2.076 billion, deferred income taxes of $243 million, long-term debt and capital lease obligations, less current portion of $5.275 billion, other long-term liabilities of $645 million, and noncontrolling interest of $1.077 billion; resulting in $569 million in stockholders' deficit. Current Outlook AMD expects its Product Company revenue to be up modestly for the fourth quarter of 2009. Additional Highlights AMD introduced the ATI Radeon HD 5000 family of graphics processors, the industry's only graphics chips that support the Direct X11 technology featured in Microsoft's upcoming Windows 7 operating system. The flagship ATI Radeon(TM) HD 5870 captured the graphics performance title and has won more than 50 industry awards to date. The new ATI Radeon HD 5000 family of graphics cards also includes ATI Eyefinity multi-display technology, allowing a single graphics card to drive up to six monitors. AMD delivered several new computing platforms in the quarter: -- For the notebook market, global computer manufacturers including HP, Acer, Toshiba, Asus and MSI announced plans to introduce more than 70 notebooks based on AMD's latest mainstream and ultrathin platforms. -- For the server market, AMD began shipping server platforms with the introduction of three new AMD server chipsets. -- For the commercial client market, HP began selling the Compaq 6005 Pro Business PC based on the new AMD Business Class Desktop Platform. -- For the embedded market, AMD announced dual- and quad-core platforms for client and high-end commercial embedded solutions. AMD launched VISION Technology from AMD, a differentiated approach to retail merchandising designed to reinforce the value proposition of AMD platforms and simplify the consumer buying experience by highlighting what can be done with a PC rather than what is inside the PC. AMD launched the AMD Fusion Partner Program, a business acceleration program designed to help AMD channel partners gain sales traction and speed the delivery of AMD platforms. AMD joined with GLOBALFOUNDRIES to break ground on Fab 2 in New York, GLOBALFOUNDRIES' state-of-the-art semiconductor manufacturing facility that AMD expects will provide additional leading-edge manufacturing capacity when the facility enters production, scheduled for 2012. About Advanced Micro Devices Headquartered in Sunnyvale, California, Advanced Micro Devices Inc. (NYSE: AMD) -- http://www.amd.com/-- provides innovative processing solutions in the computing, graphics and consumer electronics markets. As reported by the Troubled Company Reporter on October 7, 2009, Standard & Poor's Ratings Services revised its outlook on Advanced Micro Devices to positive from negative. S&P also affirmed the company's 'CCC+' corporate credit rating and all issue-level ratings. The rating reflects AMD's inconsistent and weak operating profitability, its challenged market position in microprocessers and uncertainties with respect to ongoing disputes with Intel Corp. (A+/Stable/A-1+). Sufficient liquidity and its recent joint venture with Advanced Technology Investment Corp.- that alleviates heavy capital spending requirements-partly offset those concerns. The TCR said May 26, 2009, Fitch revised the senior unsecured debt rating on Advanced Micro Devices to 'CC/RR6' from 'CCC/RR6'. Fitch affirmed AMD's Issuer Default Rating at 'B-'. The Rating Outlook is Negative. AIRTRAN HOLDINGS: Sells $115 Mil. of 5.25% Convertible Sr. Notes ---------------------------------------------------------------- AirTran Holdings, Inc., on October 7, 2009, entered into an Underwriting Agreement with Morgan Stanley & Co. Incorporated as representative of the underwriters relating to the sale by the Company of $115 million aggregate principal amount of its 5.25% Convertible Senior Notes due 2016. The offering included the initial offer of $100 million aggregate principal amount of the Notes and the exercise, by the Convertible Notes Underwriters, pursuant to the Convertible Notes Underwriting Agreement of an option to purchase an additional $15 million aggregate principal amount of the Notes to cover over-allotments. The sale of the $115 million aggregate principal amount of the Notes was completed on October 14, 2009. The sale of the Notes was registered under the Securities Act of 1933, as amended, pursuant to a Registration Statement on Form S-3 (File No. 333-160432), as supplemented by a prospectus supplement dated October 8, 2009. The Notes were issued under a Senior Indenture for the issuance of Senior Debt Securities and a First Supplemental Indenture, specifically with respect to the Notes which incorporates the terms of the Base Indenture unless otherwise excluded or superseded. The Indenture was entered into and dated as of October 14, 2009, between the Company and U.S. Bank National Association, as trustee. The Notes are senior unsecured debt obligations of the Company. There is no sinking fund for the Notes. The Notes mature on November 1, 2016, and bear interest at a rate of 5.25% per annum. Interest on the Notes is payable semi-annually in arrears on May 1 and November 1 of each year, commencing May 1, 2010. Subject to certain exceptions set forth in the Supplemental Indenture, the Notes are subject to repurchase for cash at the option of the holders of all or any portion of the Notes upon a fundamental change, at a purchase price equal to 100% of the principal amount of the Notes, plus accrued and unpaid interest, if any. A fundamental change generally will occur upon certain changes in the ownership of the Company, as further described in the Supplemental Indenture. Holders may convert their Notes, at their option, any time prior to the close of business on the business day immediately preceding November 1, 2016. The Notes are convertible into shares of common stock, par value $0.001 per share, of the Company, subject to the Company's right and obligation to deliver cash in lieu of fractional shares. The Notes are convertible at an initial conversion rate of 164.0420 shares of Common Stock per $1,000 principal amount of Notes, subject to adjustment in the manner set forth in the Supplemental Indenture. The Indenture contains customary reporting requirements and also contains obligations arising in the event of mergers and asset sales. The Supplemental Indenture also provides that upon certain events of default, including without limitation, failure to pay principal or interest, failure to deliver a notice of fundamental change and failure to issue Common Stock following presentation for conversion, either the trustee or the holders of 25% in aggregate principal amount of the Notes may declare the principal of the Notes and any accrued and unpaid interest through the date of such declaration immediately due and payable. In the case of certain events of bankruptcy or insolvency relating to the Company or its significant subsidiaries, the principal amount of the Notes and accrued interest automatically becomes due and payable. Common Stock Offering Concurrently with the offering of the Notes, on October 7, 2009, the Company entered into an underwriting agreement with Morgan Stanley as representative of the underwriters, relating to the sale by the Company of 11,318,898 shares of its common stock to the public in a fixed price offering at $5.08 per share. The Common Stock Offering included the initial offer of 9,842,520 shares and the exercise by the Equity Underwriters, pursuant to the Equity Underwriting Agreement of an option to purchase an additional 1,476,378 shares to cover over-allotments. The sale of the 11,318,898 shares was completed on October 14, 2009. The sale of the shares of Common Stock was registered under the Securities Act pursuant to a Registration Statement on Form S-3 (File 333-160432) as supplemented by a prospectus supplement dated October 8, 2009. Use of Proceeds The Company intends to use the net proceeds from the Notes offering and the Common Stock offering for general corporate purposes, which may include additions to working capital, capital expenditures, or the retirement of debt. Relationships The Convertible Notes Underwriters, the Equity Underwriters, and their respective affiliates have provided, and may in the future provide, various investment banking, commercial banking and other financial services for the Company and its affiliates for which services they have received, and may in the future receive, customary fees. About AirTran Holdings Headquartered in Orlando Florida, AirTran Holdings Inc. (NYSE: AAI) -- http://www.airtran.com/-- a Fortune 1000 company, is the parent company of AirTran Airways, which has been ranked the number one low-cost carrier in the Airline Quality Rating study for the past two years. AirTran is the only major airline with Wi-Fi on every flight and offers coast-to-coast service on North America's newest all-Boeing fleet. Its low-cost, high-quality product also includes assigned seating, Business Class and complimentary XM Satellite Radio on every flight. * * * As reported by the Troubled Company Reporter on October 7, 2009, Moody's Investors Service affirmed the Caa2 corporate family and probability of default ratings of AirTran Holdings Corp., Inc., the Ca rating on AirTran's $96 million senior unsecured convertible notes due in 2023 and also the SGL-4 Speculative Grade Liquidity Rating. Moody's also changed the ratings outlook to stable from negative. The TCR said on July 10, 2009, Standard & Poor's Ratings Services affirmed the airline's corporate credit rating at CCC+/Stable/--. AMERICAN AXLE: Eyes Issuance of $500 Mil. in Securities ------------------------------------------------------- American Axle & Manufacturing, Inc., and American Axle & Manufacturing Holdings, Inc., filed a shelf registration statement on Form S-3 in connection with the Company's possible offering of any of these securities: -- debt securities, which may be either senior or subordinated, unsecured or secured guaranteed by Holdings; -- warrants to purchase debt securities; -- warrants to purchase shares of the common stock of Holdings, issued to General Motors Company pursuant to the warrant agreement by and between Holdings and GM dated as of September 16, 2009, and the underlying shares of the common stock of Holdings; -- shares of the common stock of Holdings; or -- shares of AAM preferred stock. The Company may issue $500,000,000 of debt securities, warrants to purchase debt securities, guarantees, common stock, $0.01 par value per share, and preferred stock in a Primary Offering. The Company also registered 4,093,729 common stock warrants and the 4,093,729 underlying warrant shares on behalf of selling stockholders in a Secondary Offering. The common stock warrants may only be transferred by the selling stockholders to an affiliate of the selling stockholders or to an institutional "accredited investor" as defined under the Securities Act of 1933, as amended or pursuant to the prospectus. The Proposed Maximum Aggregate Offering Price in the Secondary Offering is $11,298,692. The terms of the securities will be determined at the time of offering. A full-text copy of the shelf registration statement is available at no charge at http://ResearchArchives.com/t/s?470c 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. Axle had assets of $1,920,600,000 against debts of $2,656,600,000 as of June 30, 2009. * * * As reported by the Troubled Company Reporter on September 24, 2009, Moody's Investors Service raised Axle's Corporate Family Rating to Caa3 from Ca, and raised the rating on Axle's secured guaranteed term loan to B3 from Caa2. Moody's affirmed the company's Probability of Default Rating at Caa3, and affirmed the ratings on the unsecured guaranteed notes and the unsecured convertible notes at Ca. The Speculative Grade Liquidity Rating is SGL-4. The outlook is changed to stable from negative. The TCR also said Standard & Poor's Ratings Services revised its outlook on Axle to developing from negative and affirmed its 'CCC+' corporate credit rating and other ratings. AMERICAN HOME: Settles WARN Class Action for $6.5 Million --------------------------------------------------------- Law360 reports that the Bankruptcy Court has granted preliminary approval of American Home Mortgage Holdings Inc.'s $6.5 million settlement with former employees suing over the Debtor's mass layoffs in 2007. Based in Melville, New York, American Home Mortgage Investment Corp. (NYSE: AHM) -- http://www.americanhm.com/-- is a mortgage real estate investment trust engaged in the business of investing in mortgage-backed securities and mortgage loans resulting from the securitization of residential mortgage loans originated and serviced by its subsidiaries. American Home Mortgage and seven affiliates filed for Chapter 11 protection on August 6, 2007 (Bankr. D. Del. Case Nos. 07-11047 through 07-11054). James L. Patton, Jr., Esq., Joel A. Waite, Esq., and Pauline K. Morgan, Esq. at Young, Conaway, Stargatt & Taylor LLP represent the Debtors. Epiq Bankruptcy Solutions LLC acts as the Debtors' claims and noticing agent. The Official Committee of Unsecured Creditors selected Hahn & Hessen LLP as its counsel. As of March 31, 2007, American Home Mortgage's balance sheet showed total assets of $20,553,935,000, total liabilities of $19,330,191,000. American Home filed a de-consolidated plan of liquidation on August 15, 2008. The former home mortgage lender's liquidating Chapter 11 plan was confirmed in February 2009 AMERICAN INT'L: May Pay Future Settlement of Case Against Ex-CEO ---------------------------------------------------------------- American International Group Inc. has advanced negotiations with former CEO Maurice R. Greenberg to resolve various legal fights, Liam Pleven and Joann S. Lublin at The Wall Street Journal report, citing people familiar with the matter. The Journal relates that AIG might pay for any future settlement of charges brought against Mr. Greenberg in 2005 by the New York Attorney General's Office, whose accounting probe cased the former CEO's departure. The Journal, citing sources, states that AIG's insurance policy for its own directors and officers might cover the "preponderance" of any deal. The Journal notes that a deal could also involve resolving a $1 billion claim AIG has pending in a civil suit against Mr. Greenberg and another former AIG executive. AIG could end up essentially reimbursing Mr. Greenberg for some of the millions of dollars he has agreed to pay in recent years to settle various other cases related to his AIG tenure, including with the Securities and Exchange Commission. According to the Journal, sources said that is possible that no agreement will be struck. AIG and Mr. Greenberg were talking on Friday but hadn't reached a deal, The Journal states. AIG directors got an update about the negotiations during a board call but weren't asked to approve a deal, the report says, citing a person familiar with the matter. 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. ASSET RESOLUTION: Voluntary Chapter 11 Case Summary --------------------------------------------------- Debtor: Asset Resolution LLC 333 Seventh Avenue, 3rd Floor New York, NY 10001 Case No.: 09-16142 Chapter 11 Petition Date: October 14, 2009 Court: United States Bankruptcy Court Southern District of New York Judge: Arthur J. Gonzalez Debtor's Counsel: Joseph Corneau, Esq. Klestadt & Winters, LLP 292 Madison Avenu, 17th Floor New York, NY 10017 Tel: (212) 972-3000 Fax: (212) 972-2245 Email: jcorneau@klestadt.com Tracy L. Klestadt, Esq. Klestadt & Winters, LLP 292 Madison Avenu, 17th Floor New York, NY 10017-6314 Tel: (212) 972-3000 Fax: (212) 972-2245 Email: tklestadt@klestadt.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. AVAYA INC: Bank Debt Trades at 18% Off in Secondary Market ---------------------------------------------------------- Participations in a syndicated loan under which Avaya, Inc., is a borrower traded in the secondary market at 82.10 cents-on-the- dollar during the week ended Oct. 16, 2009, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 1.20 percentage points from the previous week, The Journal relates. The loan matures on Oct. 26, 2014. The Company pays 275 basis points above LIBOR to borrow under the facility. The bank debt is not rated by Moody's and Standard & Poor's and is one of the biggest gainers and losers among widely quoted syndicated loans in secondary trading in the week ended Oct. 16, among the 158 loans with five or more bids. Avaya, Inc., based in Basking Ridge, New Jersey, is a supplier of communications systems and software for enterprise customers. The Troubled Company Reporter stated on Sept. 16, 2009, that Standard & Poor's Ratings Services said it placed its ratings, including the 'B' corporate credit rating, on Avaya, Inc., on CreditWatch with negative implications, following the Company's announcement that it has been accepted as the buyer of Nortel Networks Corp.'s (not rated) Enterprise Solutions businesses, for $900 million. AVIS BUDGET: Bank Debt Trades at 6% Off in Secondary Market ----------------------------------------------------------- Participations in a syndicated loan under which Avis Budget Car Rental LLC is a borrower traded in the secondary market at 94.27 cents-on-the-dollar during the week ended Friday, Oct. 16, 2009, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 0.52 percentage points from the previous week, The Journal relates. The loan matures on April 1, 2012. The Company pays 125 basis points above LIBOR to borrow under the facility. The bank debt carries Moody's Ba3 rating and Standard & Poor's B- rating. The debt is one of the biggest gainers and losers among widely quoted syndicated loans in secondary trading in the week ended Oct. 16, among the 158 loans with five or more bids. Based in Parsippany, New Jersey, Avis Budget Group, Inc., provides car and truck rentals and ancillary services to businesses and consumers in the United States and internationally. As reported by the Troubled Company Reporter on April 30, 2009, Standard & Poor's Ratings Services assigned a '6' recovery rating to Avis Budget Car Rental LLC's (CCC+/Developing/--) unsecured notes, indicating expectations of negligible (0%-10%) recovery of principal in the event of a payment default. Avis Budget Car Rental LLC is a subsidiary of Avis Budget Group, Inc. (CCC+/Developing/--). AVIZA TECHNOLOGY: Gets Continued Access to Lenders Cash Collateral ------------------------------------------------------------------ The Hon. Roger L. Efremsky of the U.S. Bankruptcy Court for the Northern District of California, authorized on a second interim basis, Aviza Technology Inc. and its debtor-affiliates to: -- use cash collateral of their prepetition secured lenders United Commercial Bank, East West Bank and ChinaTrust Bank (USA); and -- grant adequate protection to secured lenders. As reported in the Troubled Company Reporter on June 30, 2009, ATI and Aviza, Inc., entered into a loan and security agreement with the Banks for a credit facility pursuant to which the Banks provided credit of $55,000,000 under a revolving line of credit, an equipment term loan and a real estate term loan. As of ATI's petition date, ATI and Aviza owed the Banks $28,300,000. The Debtors also owed $7,500,000 in unsecured debt. The Banks assert a perfected security interest in substantially all of the Debtors' assets, including accounts receivable, inventory, equipment and real estate. The Debtors related that their assets are worth substantially more than the amount of secured debt and relates that the equity cushion provides the Banks with adequate protection for the use of cash collateral. The proposed sale to Sumitomo Precision Products, according to the Debtors, will, if consummated, result in proceeds sufficient to pay the Bank's secured claim in full and may possibly result in proceeds available to distribute to unsecured creditors. Sumitomo executed a non-binding letter of intent for the sale of certain assets of Aviza and certain of its direct and indirect subsidiaries. The Debtors will also grant to the Banks a replacement lien on all property of Aviza acquired after the commencement of the Chapter 11 case of the same types and description as the collateral securing the Banks' prepetition lien, if any, but excluding claims for and excluding property acquired by the Debtor post-petition. About Aviza Technology Inc. Headquartered in Scotts Valley, California, Aviza Technology Inc. (NASDAQ GM:AVZA) -- http://www.aviza.com/-- designs, manufactures, sells and supports semiconductor capital equipment and process technologies for the global semiconductor industry and related markets. The Company's systems are used in a variety of segments of the semiconductor market for advanced silicon for memory devices, 3-D packaging and power integrated circuits for communications. The Company's manufacturing, R&D, sales and customer support facilities are located in the United Kingdom, Germany, France, Taiwan, China, Japan, Korea, Singapore and Malaysia. The Company and two of its subsidiaries, Aviza Inc. and Trikon Technologies Inc., filed for Chapter 11 bankruptcy protection on June 9, 2009 (Bankr. N.D. Calif. Case No. 09-54511). Judge Roger L. Efremsky presides over the Chapter 11 case. Attorneys at the Law Offices of Murray and Murray represent the Debtors. At the time of the filing, Aviza Technology estimated assets and debts of $10 million to $50 million. BAKERY CAFE: Expects to Emerge from Bankruptcy ---------------------------------------------- The Bakery Cafe, Captain's Table, French Market Cafe, and Old Bay Steamer have each filed for Chapter 11 bankruptcy protection. Jeff Amy at Press-Register reports that the filers' owners said that they expect to emerge from bankruptcy, while a new owner is lined up to take over The Bakery Cafe, but not its debt. Old Bay Steamer filed for bankruptcy protection on August 7, 2009, listing $816,842 in assets against $904,670 in liabilities. Its largest creditor, BancorpSouth Bank, is owed $720,022 on a mortgage on the restaurant's building. The Bakery Cafe Wilwal, Inc., filed for bankruptcy on June 26, 2009, listing $114,794 in assets against $202,096 in liabilities. It owes its biggest creditor, Internal Revenue Service, about $143,731 in back taxes and penalties. Best of New Orleans, Inc., dba The French Market Cafe, Inc., filed for bankruptcy on September 9, 2009, listing $19,324.79 in assets against $475,317 in liabilities. Its biggest creditor, Regions Bank, is owed about $235,000 on a secured loan. Captain's Table filed for Chapter 11 bankruptcy protection on September 28, 2009, listing $1 million to $10 million in assets and $1 million to $10 million in debts. BANKUNITED FIN'L: All Proofs of Claim Due November 17 ----------------------------------------------------- Greenberg Traurig, P.A., counsel to BankUnited Financial Corporation announced that the Bankruptcy court has set: -- a November 17, 2009 deadline for all creditors (including governmental units) of BankUnited Financial Corporation, BankUnited Financial Services, Inc., and CRE America Corporation to File a Proof of Claim; and -- a November 10 deadline for all creditors (including governmental units) of BankUnited Financial Corporation, BankUnited Financial Services, Inc., and CRE America Corporation to File a Complaint to Determine Dischargeability of Certain Debts. Address for filing proofs of claim: U.S. Bankruptcy Court 51 SW 1st Avenue, Room 1517 Miami, FL 33130 About BankUnited Financial BankUnited Financial Corp. (Other OTC Ticker Symbol: BKUNQ) -- http://www.bankunited.com/-- was the holding company for BankUnited FSB, the largest banking institution headquartered in Coral Gables, Florida. On May 21, 2009, BankUnited FSB was closed by regulators and the Federal Deposit Insurance Corporation facilitated a sale of the bank to a management team headed by John Kanas, a veteran of the banking industry and former head of North Fork Bank, and a group of investors led by W.L. Ross & Co. BankUnited, FSB, had assets of $12.8 billion and deposits of $8.6 billion as of May 2, 2009. The Company and its affiliates filed for Chapter 11 on May 22, 2009 (Bankr. S.D. Fla. Lead Case No. 09-19940). Stephen P. Drobny, Esq., and Peter Levitt, Esq., at Shutts & Bowen LLP; Mark D. Bloom, Esq., and Scott M. Grossman, Esq., at Greenberg Traurig, LLP; and Michael C. Sontag, at Camner, Lipsitz, P.A., represent the Debtors as counsel. Corali Lopez-Castro, Esq., David Samole, Esq., at Kozyak Tropin & Throckmorton, P.A.; and Todd C. Meyers, Esq., at Kilpatrick Stockton LLP, serve as counsel to the official committee of unsecured creditors. In its bankruptcy petition, BankUnited Financial Corp. said it has assets of $37,729,520 against debts of $559,740,185. BERNARD MADOFF: Prosecutors Want DiPascali's Bail Reconsidered -------------------------------------------------------------- Jennifer S. Forsyth at The Wall Street Journal reports that prosecutors have asked U.S. District Judge Richard Sullivan to reconsider his decision to deny bail to Bernard Madoff's chief financial officer, Frank DiPascali Jr., while he awaits sentencing. Court document say that prosecutors proposed this "significantly strengthened bail package" for Mr. DiPascali be release from jail: -- a personal recognizance bond of $10 million to be co- signed by nine people, including family members; -- pledged security valued at about $2 million, including three family-owned properties and $500,000 of retirement savings belonging to his sister; -- electronic home monitoring with permission to leave only with the escort of a Federal Bureau of Investigation agent under limited circumstances; and -- the surrender of his wife's travel documents. Mr. DiPascali pleaded guilty on August 11 to 10 criminal charges for his involvement in Mr. Madoff's Ponzi scheme, including lying to investors, creating fake documents, and repeatedly lying under oath to Securities and Exchange Commission investigators. He faces as many as 125 years in prison, says The Journal. Mr. DiPascali would be a witness in future Madoff-related prosecutions, but U.S. District Judge Richard Sullivan denied bail in August to Mr. DiPascali, saying that the first proposed bail package wasn't sufficient to overcome his risk of flight. The Journal relates that the prosecutors and that Mr. DiPascali's lawyers said that the defendant would be better prepared to assist the government in its investigation if he were free on bail. The Journal relates that Mr. DiPascali's defense attorneys assured, in a motion in support of the request to release their client from jail, that he has no incentive to flee, which the prosecutors supported, saying that Mr. DiPascali's "extensive cooperation to date, and his strong incentive to continue to cooperate" means he isn't likely to flee. Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff orchestrated the largest Ponzi scheme in history, with losses topping US$50 billion. 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. The District Court's Protective Order (i) appointed Irving H. Picard, Esq., as trustee for the liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP as his counsel, and (iii) removed the SIPA Liquidation proceeding to the Bankruptcy Court (Bankr. S.D.N.Y. Case No. 08-01789) (Lifland, J.). 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 in United States v. Madoff, No. 09-CR-213 (S.D.N.Y.). BEST OF NEW ORLEANS: Expects to Emerge from Bankruptcy ------------------------------------------------------ The Bakery Cafe, Captain's Table, French Market Cafe, and Old Bay Steamer have each filed for Chapter 11 bankruptcy protection. Jeff Amy at Press-Register reports that the filers' owners said that they expect to emerge from bankruptcy, while a new owner is lined up to take over The Bakery Cafe, but not its debt. Old Bay Steamer filed for bankruptcy protection on August 7, 2009, listing $816,841.87 in assets against $904,659.96 in liabilities. Its largest creditor, BancorpSouth Bank, is owed $720,021.93 on a mortgage on the restaurant's building. The Bakery Cafe Wilwal, Inc., filed for bankruptcy on June 26, 2009, listing $114,794 in assets against $202,095.55 in liabilities. It owes its biggest creditor, Internal Revenue Service, about $143,730.55 in back taxes and penalties. Best of New Orleans, Inc., dba The French Market Cafe, Inc., filed for bankruptcy on September 9, 2009, listing $19,324.79 in assets against $475,316.83 in liabilities. Its biggest creditor, Regions Bank, is owed about $235,000 on a secured loan. Captain's Table filed for Chapter 11 bankruptcy protection on September 28, 2009, listing $1 million to $10 million in assets and $1 million to $10 million in debts. BLOCKBUSTER INC: Trivium Reports 0% Equity Stake ------------------------------------------------ Trivium Capital Management, LLC, and Trivium Offshore Fund, Ltd., disclosed that they no longer hold shares of Blockbuster Inc. Class A Common Stock. 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, Sept. 18, 2009, Standard & Poor's Ratings Services raised its corporate credit rating on Blockbuster to 'B-' from 'CCC'. The outlook is stable. The TCR on Oct. 6, 2009, said Moody's Investors Service upgraded Blockbuster's long term ratings, including its probability of default rating to 'Caa1' from 'Caa3' and its corporate family rating to 'Caa1' from 'Caa2'. The rating outlook is stable. BUNDY 2.5 MILLION SPE: Voluntary Chapter 11 Case Summary -------------------------------------------------------- Debtor: Bundy 2.5 Million SPE, LLC 333 Seventh Avenue, 3rd Floor New York, NY 10001 Bankruptcy Case No.: 09-16143 Chapter 11 Petition Date: October 14, 2009 Court: United States Bankruptcy Court Southern District of New York Judge: Arthur J. Gonzalez Debtor's Counsel: Joseph Corneau, Esq. Klestadt & Winters, LLP 292 Madison Avenu, 17th Floor New York, NY 10017 Tel: (212) 972-3000 Fax: (212) 972-2245 Email: jcorneau@klestadt.com Tracy L. Klestadt, Esq. Klestadt & Winters, LLP 292 Madison Avenu, 17th Floor New York, NY 10017-6314 Tel: (212) 972-3000 Fax: (212) 972-2245 Email: tklestadt@klestadt.com Estimated Assets: $100,001 to $500,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its 20 largest unsecured creditors when it filed its petition. The petition was signed by Sara Pfrommer, C.R.O. & general counsel of the Company. BURLINGTON COAT: Records $23.4 Mil. Net Loss for August 29 Qtr -------------------------------------------------------------- Burlington Coat Factory Investments Holdings, Inc., and its operating subsidiaries announced its results for the first quarter ended August 29, 2009. The Company posted a net loss of $23.4 million for the three months ended August 29, 2009, from a net loss of $32.4 million for the same period ended August 30, 2008. Net sales were $704.7 million for the three months ended August 29, 2009, compared with $707.0 million for the three months ended August 30, 2008, a 0.3% decrease. Comparative store sales decreased 6.9%. Adjusted EBITDA was $22.0 million for the three months ended August 29, 2009, compared with $16.5 million for the three months ended August 30, 2008. The increase in the Company's Adjusted EBITDA of $5.5 million is primarily the result of continued cost reductions from initiatives implemented during the third and fourth quarters of Fiscal 2009. At August 29, 2009, the Company had $2.59 billion in total assets against total current liabilities of $710.6 million, long-term debt of $1.30 billion, other liabilities of $149.0 million, deferred tax liability of $319.8 million; resulting in stockholders' equity of $111.6 million. Tom Kingsbury, President and Chief Executive Officer stated, "We are pleased to be able to report a 33% increase in Adjusted EBITDA. The ongoing success of our expense reduction and inventory management initiatives continue to provide us with the liquidity to take advantage of the many opportunistic buys available in the marketplace as well as the ability to invest in our very important store experience initiative." The Company will hold a conference call for investors on Friday, October 23, 2009 at 10:00 a.m. Eastern Time to discuss the Company's first quarter Fiscal 2010 operating results. To participate in the call, please dial 800-920-2983. This conference call will be recorded and available for replay beginning one hour after the end of the call and will be available through October 24, 2009 at 12:00 p.m. Eastern Time. To access the replay, please dial 1-800-633-8284, then the access number, 21440037. Additionally, a replay of the call will be available for 30 days on the Company's Web site: http://www.burlingtoncoatfactory.com/ 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?470d About Burlington Coat Factory Burlington Coat Factory -- http://www.burlingtoncoatfactory.com/ -- is a nationally recognized retailer of branded apparel, shoes and accessories for men, women and children. The Company currently serves its customers through its 442 stores in 44 states and Puerto Rico. As of October 16, 2009, the Company operates 442 stores under the names "Burlington Coat Factory Warehouse" (424 stores), "MJM Designer Shoes" (15 stores), "Cohoes Fashions" (two stores), and "Super Baby Depot" (one store) in 44 states and Puerto Rico. 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'. CANWEST GLOBAL: CMI Has Until Oct. 22 to Transfer National Post --------------------------------------------------------------- Canwest Global Communications Corp. said Friday its subsidiary, Canwest Media Inc., has agreed with the members of the ad hoc committee of 8% senior subordinated noteholders of CMI pursuant to the terms of their Support Agreement to extend to October 22, 2009, the date by which CMI must enter into a definitive agreement with Canwest Limited Partnership in respect of the transfer of the business operated by the National Post. Canwest on Thursday received notice of delisting from The Toronto Stock Exchange indicating that the Listings Committee of the TSX has determined to delist Canwest's subordinate voting shares (TSX: CGS) and non-voting shares (TSX: CGS.A) effective at the close of market on November 13, 2009. The delisting was imposed for failure by Canwest to meet the continued listing requirements of the TSX, as detailed in Part VII of The TSX Company Manual. Trading in Canwest's subordinate voting shares and non-voting shares will remain suspended. Any appeal of this delisting decision must be initiated by October 21, 2009. About Canwest Global Canwest Global Communications Corp. (TSX: CGS and CGS.A) -- http://www.canwest.com/-- 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 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. On October 6, 2009, Canwest Global, Canwest Media Inc., Canwest Television Limited Partnership (including Global Television, MovieTime, DejaView and Fox Sports World), The National Post Company and certain subsidiaries voluntarily entered into, and successfully obtained an Order from the Ontario Superior Court of Justice (Commercial Division) commencing proceedings under the Companies' Creditors Arrangement Act. The CMI Entities' commencement of these proceedings was undertaken in furtherance of a proposed recapitalization transaction that is supported by over 70% of holders of the 8% senior subordinated notes issued by CMI. On the same day, FTI Consulting Canada Inc., the Court-appointed Monitor in the CCAA proceedings, sought protection in the United States Bankruptcy Court under Chapter 15 of the United States Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 09-15994) for certain of the entities involved in Canwest's television business that filed for protection under the CCAA, including Canwest, Canwest Media Inc. and Canwest Global Broadcasting Inc./Radiodiffusion Canwest Global Inc. Judge Stuart M. Bernstein presides over the Chapter 15 cases. Evan D. Flaschen, Esq., at Bracewell & Giuliani LLP, in Hartford, Connecticut, serves as Chapter 15 Petitioner's counsel. The Chapter 15 Debtors disclosed estimated assets of $500 million to $1 billion and estimated debts of $50 million to $100 million. In a regulatory filing with the U.S. Securities and Exchange Commission, Canwest Media disclosed C$4,847,020,000 in total assets and C$5,826,522,000 in total liabilities at May 31, 2009. Bankruptcy Creditors' Service, Inc., publishes Canwest Bankruptcy News. The newsletter tracks the CCAA proceedings and Chapter 15 proceedings undertaken by Canwest Global Communications Corp. and its affiliates (http://bankrupt.com/newsstand/or 215/945-7000). CANWEST GLOBAL: TSX to Delist Subordinate Voting Shares on Nov. 13 ------------------------------------------------------------------ Canwest Global Communications Corp. on October 15 said that it has received a letter from The Toronto Stock Exchange indicating that the Listings Committee of the TSX has determined to delist Canwest's subordinate voting shares /quotes/comstock/11t!cgs (CA:CGS 0.24, 0.00, 0.00%) and non-voting shares /quotes/comstock/11t!cgs.a (CA:CGS.A 0.19, 0.00, 0.00%) effective at the close of market on November 13, 2009. The delisting was imposed for failure by Canwest to meet the continued listing requirements of the TSX, as detailed in Part VII of The TSX Company Manual. Trading in Canwest's subordinate voting shares and non-voting shares will remain suspended. Any appeal of this delisting decision must be initiated by October 21, 2009. About Canwest Global Canwest Global Communications Corp. (TSX: CGS and CGS.A) -- http://www.canwest.com/-- 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 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. On October 6, 2009, Canwest Global, Canwest Media Inc., Canwest Television Limited Partnership (including Global Television, MovieTime, DejaView and Fox Sports World), The National Post Company and certain subsidiaries voluntarily entered into, and successfully obtained an Order from the Ontario Superior Court of Justice (Commercial Division) commencing proceedings under the Companies' Creditors Arrangement Act. The CMI Entities' commencement of these proceedings was undertaken in furtherance of a proposed recapitalization transaction that is supported by over 70% of holders of the 8% senior subordinated notes issued by CMI. On the same day, FTI Consulting Canada Inc., the Court-appointed Monitor in the CCAA proceedings, sought protection in the United States Bankruptcy Court under Chapter 15 of the United States Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 09-15994) for certain of the entities involved in Canwest's television business that filed for protection under the CCAA, including Canwest, Canwest Media Inc. and Canwest Global Broadcasting Inc./Radiodiffusion Canwest Global Inc. Judge Stuart M. Bernstein presides over the Chapter 15 cases. Evan D. Flaschen, Esq., at Bracewell & Giuliani LLP, in Hartford, Connecticut, serves as Chapter 15 Petitioner's counsel. The Chapter 15 Debtors disclosed estimated assets of $500 million to $1 billion and estimated debts of $50 million to $100 million. In a regulatory filing with the U.S. Securities and Exchange Commission, Canwest Media disclosed C$4,847,020,000 in total assets and C$5,826,522,000 in total liabilities at May 31, 2009. Bankruptcy Creditors' Service, Inc., publishes Canwest Bankruptcy News. The newsletter tracks the CCAA proceedings and Chapter 15 proceedings undertaken by Canwest Global Communications Corp. and its affiliates (http://bankrupt.com/newsstand/or 215/945-7000). CANWEST GLOBAL: OpenMedia.ca, Council Worry on Foreign Ownership ---------------------------------------------------------------- OpenMedia.ca and the Council of Canadians are raising concerns about what the Canwest Global Communications Corp. filing for bankruptcy protection means for increased concentration and foreign ownership of Canadian media. The organizations are calling on the federal government to use the filing as an opportunity to expand media democracy in Canada rather than use it as a pretext for potentially reducing foreign ownership restrictions on Canadian Media. "Following the failed business model already employed by the Aspers and Goldman Sachs in television has been a profound mistake for CanWest," says Garry Neil, a Council of Canadians board member and cultural policy expert. "It is worrisome that the Aspers might be kept around in order to satisfy ownership rules, possibly just as window dressing to mask a major foreign takeover of Canadian media." "We believe that US creditors are already running CanWest, and Canadians should be very concerned that asset sales will undermine Canadian ownership regulations as they did with the Goldman Sachs deal to buy Alliance Atlantis," says Peter Murdoch, Vice President Media of the Communications, Energy and Paperworkers Union, which represents more than 1,000 media workers at CanWest television stations. "In looking at the CanWest job losses, the blame can be placed squarely in corporate mismanagement," says Steve Anderson, coordinator of OpenMedia.ca (formerly the Campaign for Democratic Media). "What is the debt from? Not unprofitable journalism, but rather acquisitions and mergers that were entirely unnecessary, and profoundly unpopular with the public." In a presentation to the CRTC two years ago, the Council of Canadians cautioned against allowing the purchase of Alliance Atlantis by broadcaster CanWest Global, which granted U.S. investment bank Goldman Sachs nearly two-thirds ownership of two of Canada's largest media companies. "Foreign ownership restrictions are critical to maintaining appropriate regulations in our broadcasting system," says Mr. Neil. "In turn, such regulations are essential to ensuring that the private sector players have appropriate responsibility for achieving the objectives of the Broadcasting Act, including editorial diversity and bringing Canadian stories and artists to our television screens. All of this is essential for our democracy, our culture." "This further indicates a need to support independent, community and public media so they can step into the void left by big media," says Mr. Anderson. "The CanWest crisis highlights how our newspapers are owned by an anonymous group of international investment funds," says Maude Barlow, national chairperson of the Council of Canadians. "These developments are a very troubling sign for media democracy in Canada." About Canwest Global Canwest Global Communications Corp. (TSX: CGS and CGS.A) -- http://www.canwest.com/-- 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 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. On October 6, 2009, Canwest Global, Canwest Media Inc., Canwest Television Limited Partnership (including Global Television, MovieTime, DejaView and Fox Sports World), The National Post Company and certain subsidiaries voluntarily entered into, and successfully obtained an Order from the Ontario Superior Court of Justice (Commercial Division) commencing proceedings under the Companies' Creditors Arrangement Act. The CMI Entities' commencement of these proceedings was undertaken in furtherance of a proposed recapitalization transaction that is supported by over 70% of holders of the 8% senior subordinated notes issued by CMI. On the same day, FTI Consulting Canada Inc., the Court-appointed Monitor in the CCAA proceedings, sought protection in the United States Bankruptcy Court under Chapter 15 of the United States Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 09-15994) for certain of the entities involved in Canwest's television business that filed for protection under the CCAA, including Canwest, Canwest Media Inc. and Canwest Global Broadcasting Inc./Radiodiffusion Canwest Global Inc. Judge Stuart M. Bernstein presides over the Chapter 15 cases. Evan D. Flaschen, Esq., at Bracewell & Giuliani LLP, in Hartford, Connecticut, serves as Chapter 15 Petitioner's counsel. The Chapter 15 Debtors disclosed estimated assets of $500 million to $1 billion and estimated debts of $50 million to $100 million. In a regulatory filing with the U.S. Securities and Exchange Commission, Canwest Media disclosed C$4,847,020,000 in total assets and C$5,826,522,000 in total liabilities at May 31, 2009. Bankruptcy Creditors' Service, Inc., publishes Canwest Bankruptcy News. The newsletter tracks the CCAA proceedings and Chapter 15 proceedings undertaken by Canwest Global Communications Corp. and its affiliates (http://bankrupt.com/newsstand/or 215/945-7000). CAPTAIN'S TABLE: Expects to Emerge from Bankruptcy -------------------------------------------------- The Bakery Cafe, Captain's Table, French Market Cafe, and Old Bay Steamer have each filed for Chapter 11 bankruptcy protection. Jeff Amy at Press-Register reports that the filers' owners said that they expect to emerge from bankruptcy, while a new owner is lined up to take over The Bakery Cafe, but not its debt. Old Bay Steamer filed for bankruptcy protection on August 7, 2009, listing $816,841.87 in assets against $904,659.96 in liabilities. Its largest creditor, BancorpSouth Bank, is owed $720,021.93 on a mortgage on the restaurant's building. The Bakery Cafe Wilwal, Inc., filed for bankruptcy on June 26, 2009, listing $114,794 in assets against $202,095.55 in liabilities. It owes its biggest creditor, Internal Revenue Service, about $143,730.55 in back taxes and penalties. Best of New Orleans, Inc., dba The French Market Cafe, Inc., filed for bankruptcy on September 9, 2009, listing $19,324.79 in assets against $475,316.83 in liabilities. Its biggest creditor, Regions Bank, is owed about $235,000 on a secured loan. Captain's Table filed for Chapter 11 bankruptcy protection on September 28, 2009, listing $1 million to $10 million in assets and $1 million to $10 million in debts. CENTENNIAL COMMUNICATIONS: Has $19.5MM Net Income for Aug. 31 Qtr ----------------------------------------------------------------- Centennial Communications Corp. reported net income of $19.5 million, or $0.17 per diluted share, for the fiscal first quarter of 2010 -- which ended August 31, 2009 -- as compared to net income of $7.5 million, or $0.07 per diluted share, in the fiscal first quarter of 2009. Consolidated adjusted operating income was $107.2 million for the fiscal first quarter, as compared to $101.3 million for the prior-year quarter. Centennial reported fiscal first-quarter consolidated revenue of $258.9 million, which included $145.9 million from U.S. wireless and $113.0 million from Puerto Rico operations. Consolidated revenue declined 2% versus the fiscal first quarter of 2009. The Company ended the quarter with 1,057,500 total wireless subscribers, which compares to 1,090,400 for the year-ago quarter and 1,078,200 for the previous quarter ended May 31, 2009. The Company reported 789,100 total access lines and equivalents at the end of the fiscal first quarter, which compares to 596,700 for the year-ago quarter. At August 31, 2009, the Company had $1.48 billion in total assets against total current liabilities of $460.54 million, long-term debt of $1.75 billion, deferred income taxes of $165.06 million, and other liabilities of $30.65 million, resulting in stockholders' deficit of $925.89 million. At August 31, 2009, the Company had total liquidity of $395.1 million, consisting of cash and cash equivalents totaling $247.6 million and roughly $147.5 million available under its revolving credit facility. On September 3, 2009, the Company made a $52.5 million mandatory excess cash flow payment under its senior secured credit facility, which reduced the principal balance of its term loan thereunder to $497.5 million. The Senior Secured Credit Facility consists of a seven-year term loan, maturing in February 2011, with an original aggregate principal amount of $600.0 million, of which $550.0 million remained outstanding at August 31, 2009. The Senior Secured Credit Facility requires amortization payments in an aggregate principal amount of $550.0 million in two equal installments of $275.0 million in August 2010 and February 2011. The Senior Secured Credit Facility also includes a six-year revolving credit facility, maturing in February 2010, with an aggregate principal amount of up to $150.0 million; however, $2.5 million of this commitment was from a subsidiary of Lehman Brothers Holdings Inc. Due to the Chapter 11 bankruptcy filing by Lehman Brothers in September 2008, the Company believes it is unlikely that the $2.5 million commitment will be honored by Lehman Brothers. The Company believes its useable commitments under the revolving credit facility may be $147.5 million. At August 31, 2009, the Company had not borrowed any amounts under the revolving credit facility. On November 7, 2008, Centennial entered into a merger agreement with AT&T providing for the acquisition of Centennial by AT&T. On October 13, 2009, AT&T and Centennial said they had entered into a consent decree with the Department of Justice, which allows the Merger to proceed, while requiring that AT&T divest Centennial's operations in eight service areas in Louisiana and Mississippi. The eight service areas are Alexandria, La., Lafayette, La., LA-3 (DeSoto), LA-5 (Beauregard), LA-6 (Iberville), LA-7 (West Feliciana), MS-8 (Claiborne) and MS-9 (Copiah). Under the terms of the merger agreement, Centennial stockholders would receive $8.50 per share in cash. The Merger was approved by Centennial's stockholders in February 2009, but remains subject to approval by the Federal Communications Commission and to other customary closing conditions. AT&T and Centennial expect that, assuming timely satisfaction or waiver of all remaining closing conditions, the Merger will be completed early in the fourth quarter of calendar year 2009. 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?46fb About Centennial Communications Based in Wall, New Jersey, Centennial Communications (NASDAQ: CYCL) -- http://www.centennialwireless.com/and http://www.centennialpr.com/-- is a regional wireless and broadband telecommunications service provider serving roughly 1.1 million wireless customers and roughly 789,100 access line equivalents in markets covering more than 13 million Net Pops in the United States and Puerto Rico. In the United States, the Company is a regional wireless service provider in small cities and rural areas in two geographic clusters covering parts of six states in the Midwest and Southeast. The Company owns and operates wireless networks in Puerto Rico and the U.S. Virgin Islands, and in Puerto Rico, it is also a facilities-based, fully integrated communications service provider offering broadband communications services to business and residential customers. Welsh, Carson, Anderson & Stowe is a significant shareholder of Centennial. Standard & Poor's Ratings Services said affected ratings, including the 'B' corporate credit rating on Centennial Communications remain on CreditWatch with positive implications, where they were placed on Nov. 10, 2008, pending the company's acquisition by AT&T Inc. (A/Negative/A-1). CEQUEL COMMUNICATIONS: Moody's Raises Corp. Family Rating to 'B1' ----------------------------------------------------------------- Moody's Investors Service upgraded its ratings for Cequel Communications, LLC, including the company's Corporate Family Rating and Probability of Default Rating (both to B1 from B2), and assigned a B3 rating to the proposed $400 million issuance of Senior Unsecured Notes due 2017. Associated ratings for the company's specific debt instruments were also upgraded, as detailed below, and LGD assessments were updated to reflect the proforma capitalization and change in debt mix. Net proceeds from the offering are expected to be used to repay $250 million of Cequel's first lien term loan due November 2013 and $150 million of its second lien term loan due May 2014. As part of the proposed transaction, the company also announced its desire to amend the first lien term loan to (i) allow for the refinancing of secured debt, (ii) seek future maturity extensions of the senior secured credit facility, and (iii) create a carve-out under its fixed charge coverage test to allow for certain bandwidth investments over the next three years. The proposed amendment notably does not contemplate any modification of existing financial maintenance covenants (other than the proposed capital expenditure carve-out) or pricing of the bank credit facility. The rating outlook has been revised to stable from positive. The upgrades principally reflect the company's strong historical operating performance and Moody's expectation of further improvements which will continue to mitigate still high albeit moderating financial risk over the forward rating horizon. Consistent with Moody's previously outlined upgrade rating trigger when the outlook was revised to positive in February 2009, Moody's expect Cequel to reduce and sustain Moody's-adjusted debt-to- EBITDA leverage of less than 5.5x in 2010 as increased penetration of high-speed data and telephony services and at least mid-single- digit revenue growth rates are realized along with further margin improvement. While the bandwidth expansion plan is expected to add approximately $250 million or more of incremental capital expenditures (more than $350 million including related success- based capital spending) and subsequently adversely impacts free cash flow through fiscal 2012, Moody's notably expect the company's large excess cash balance to augment operating cash flow as the primary (if not sole) funding source, with the undrawn revolving credit facility serving as a back-stop if needed. Moody's anticipates that the proposed system upgrades will benefit Cequel via enhanced infrastructure reliability, faster data throughput speeds and more high-definition and video-on-demand service offerings, which combined should yield further gains in customer satisfaction, increased service take-rates and a more defensible competitive position. Moody's has taken these rating actions: Cequel Communications, LLC * Corporate Family Rating -- Upgraded to B1 from B2 * Probability of Default Rating -- Upgraded to B1 from B2 * Senior Secured First Lien Credit Facilities -- Upgraded to Ba3 (LGD 3, 32%) from B1 (LGD 3, 37%) * Senior Secured Second Lien Credit Facilities -- Upgraded to B3 (LGD 5, 82%) from Caa1 (LGD 5, 89%) * Proposed New Senior Unsecured Notes -- Assigned B3 (LGD 6, 93%) The rating outlook has been revised to stable from positive. The B1 Corporate Family Rating broadly reflects the company's still high albeit moderating financial risk and growing business risk. In particular, Moody's note Moody's-adjusted debt-to-EBITDA leverage of 6.2x at June 30, 2009, modest and now declining free cash flow generation and ongoing tightness of prospective covenant compliance as expected over the interim period. If the company does not continue to perform at above-average levels and financial flexibility is not improved further over the next couple of years, it may be challenging to refinance the significant amount of bank debt (notwithstanding some modest smoothing of maturities via the introduction of a new junior-ranking debt class assuming successful completion of the pending transaction) beginning in the fourth quarter of 2013. Moody's also expects the competitive environment in Cequel's markets to intensify further over the extended period, as DBS operators turn increasingly aggressive with promotional offerings to combat slowing growth overall and RBOC build-outs and marketing campaigns continue to ramp-up. The relative stability of the cable TV business model and the still comparatively modest competitive threat of alternative service providers somewhat mitigate the aforementioned financial risk. The company also continues to benefit from ongoing revenue growth and margin improvement opportunities given its relatively under- penetrated ancillary service offerings, and has demonstrated good progress to date in terms of acquiring, integrating, updating and improving the operating performance of its cable systems over the past few years. These factors lend support to the revised B1 Corporate Family Rating. The last rating action for Cequel was on February 26, 2009 when Moody's revised the Company's rating outlook to positive from stable. Cequel Communications, LLC, headquartered in St. Louis, Missouri and doing business as Suddenlink Communications, is a cable operating company serving approximately 1.3 million video customers. The Company provides digital TV, high-speed Internet and telephone service for the home and office and generated revenues of approximately $1.5 billion for the twelve months ended June 30, 2009. CHEMTURA CORP: Assumes Mineral Rights, Land-Access Leases --------------------------------------------------------- Chemtura Corp. and its units obtained the Court's authority to assume several mineral rights leases, and land access and land use leases. (a) Mineral Rights Leases -- Debtor Great Lakes Chemical Corporation is party to several thousand mineral leases, surface agreements or easement agreements with various land owners or mineral rights owners in South Arkansas. In general, the Lease provide GLCC with the right to extract brine from the subsurface Smackover aquifer that underlies each owner's land. The Brine Leases generally require annual payments of less than $1,000 each and may be cancelled by GLCC at any time. (b) Land-Access Lease -- Debtor Bio-Lab, Inc., is party to a land lease with Norfolk Southern Railway Company, which provides for access between the Norfolk Southern Railway Company to one of Bio-Lab's manufacturing sites in Adrian, Michigan. The Adrian Lease generally requires monthly payments of $115 and extends through December 31, 2009. (c) Land Use Leases and Licenses -- Chemtura Corporation is party to 16 leases with the State of Connecticut, the Department of Transportation and the Metro-North Commuter Railroad Company, which authorize Chemtura to use certain land to install, use and maintain certain constructions related to Chemtura's operation in the Naugatuck, Connecticut area. The Naugatuck Leases generally require annual payments that range from $18 to $3,500. Richard M. Cieri, Esq., at Kirkland & Ellis LLP, in New York, relates that the Leases are critical to the operation of the Debtors' core business functions because many of the Debtors' business operations are located at leased facilities subject to the Leases. A copy of the list of Leases is available for free at: http://bankrupt.com/misc/ChemBrinEtAl.pdf About Chemtura Corp. Based in Middlebury, Connecticut, Chemtura Corporation (CEM) -- http://www.chemtura.com/-- with 2008 sales of $3.5 billion, is a global manufacturer and marketer of specialty chemicals, crop protection products, and pool, spa and home care products. Chemtura Corporation and 26 of its U.S. affiliates filed voluntary petitions for relief under Chapter 11 on March 18, 2009 (Bankr. S.D.N.Y. Case No. 09-11233). M. Natasha Labovitz, Esq., at Kirkland & Ellis LLP, in New York, serves as bankruptcy counsel. Wolfblock LLP serves as the Debtors' special counsel. The Debtors' auditors and accountant are KPMG LLP; their investment bankers are Lazard Freres & Co.; their strategic communications advisors are Joele Frank, Wilkinson Brimmer Katcher; their business advisors are Alvarez & Marsal LLC and Ray Dombrowski serves as their chief restructuring officer; and their claims and noticing agent is Kurtzman Carson Consultants LLC. As of December 31, 2008, the Debtors had total assets of $3.06 billion and total debts of $1.02 billion. Bankruptcy Creditors' Service, Inc., publishes Chemtura Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by Chemtura Corp. and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) CHINA AOXING: Paritz & Company Raises Going Concern Doubt --------------------------------------------------------- Paritz & Company, P.A., in Hackensack, New Jersey, expressed substantial doubt about China Aoxing Pharmaceutical Co., Inc.'s ability to continue as a going concern after auditing the Company's consolidated financial statements for the years ended June 30, 2009, and 2008. The auditing firm reported that at June 30, 2009, the Company's current liabilities substantially exceeded its tangible current assets, and that the Company sustained a loss from operations of $4,003,065 for the year ended June 30, 2009. In addition, the auditing firm said that the Company is in default of the repayment of note payable-bank of $6,094,428. China Aoxing reported a net loss of $2,695,050 for the year ended June 30, 2009, compared with net income of $3,646,859 for the fiscal year ended June 30, 2008. Sales during the year ended June 30, 2009, were $8,941,907, as compared to sales of $7,065,015 during the fiscal year ended June 30, 2008. Loss from operations was $4,003,065 in fiscal year 2009 as compared to the loss of $3,578,966 in fiscal year 2008, an increase in $424,098 or 12%, primarily due to the increase in bad debt reserve in the amount of $1,461,789 in fiscal year 2009. Loss before minority interest and income taxes was $5,976,109 for fiscal year 2009, compared to income before minority interest and income taxes of $3,130,933 in fiscal 2008. The 2008 income, however, included a gain of $8,547,374 attributable to the change in the value of the Company's outstanding warrants and derivative liabilities that occurred when the market price of the Company's common stock fell sharply. If the adjustments for "change in fair value of warrants and derivative liabilities" are removed from the Company's financial results, the losses before minority interest and income taxes are approximately equal in fiscal year 2008 and fiscal year 2009. The net loss in fiscal year 2009 was partially offset by a $3,281,059 income tax credit that the Company recorded during the year. This represented management's calculation of the tax benefit that the Company will realize in the future from its net operating loss. Realization of that benefit will depend, however, on the Company's ability to achieve taxable profits. At June 30, 2009, the Company's consolidated balance sheet showed $56,744,484 in total assets, $32,105,281 in total liabilities, and $24,639,203 total stockholders' equity. The Company's consolidated balance sheet at June 30, 2009, also showed strained liquidity with $6,944,098 in total current assets available to pay $20,117,333 in total current liabilities. Full-text copies of the Company's consolidated financial statements for the year ended June 30, 2009, are available for free at http://researcharchives.com/t/s?4707 Liquidity and Capital Resources The Company's working capital deficit at June 30, 2009, was $13,173,235. The Company's cash balance at June 30, 2009, was $1,271,922, compared to $1,565,513 at June 30, 2008. The Company's operations during the year ended June 30, 2009, consumed $642,598 in cash. This represented an improvement from the $980,947 in cash that operations used in the 2008 fiscal year. About China Aoxing Based in Jersey City, N.J., China Aoxing Pharmaceutical Co., Inc. (OTC BB: CAXG) is a specialty pharmaceutical company specializing in research, development, manufacturing and distribution of a variety of narcotics and pain-management products. As of June 30, 2009, the Company had one operating subsidiary: Hebei Aoxing Pharmaceutical Co., Inc. ("Hebei"), which is organized under the laws of the People's Republic of China ("PRC"). During the year ended June 30, 2009, Hebei integrated into itself the business operations of Shijazhuang Lerentang Pharmaceutical Company, Ltd. ("LRT"), which had been an operating subsidiary acquired by Hebei in May 2008. Since 2002, Hebei has been engaged in developing narcotics and pain management products, building its facilities and obtaining the requisite licenses from the Chinese Government. Hebei is headquartered in Shijiazhuang City, the pharmaceutical capital of China, outside of Beijing. CHINA SXAN: Patrizio & Zhao Raises Going Concern Doubt ------------------------------------------------------ Patrizio & Zhao, LLC, in Parsippany, New Jersey, expressed substantial doubt about China Sxan Biotech, Inc.'s ability to continue as a going concern after auditing the Company's consolidated financial statements for the years ended June 30, 2009, and 2008. The auditing firm reported that the Company has incurred extensive losses from operations and that management believes the Company will continue to incur losses. China Sxan Biotech, Inc. reported a net loss of $6,652,453 on sales of $60,575 for the year ended June 30, 2009, compared with net income of $2,809,436 on sales of $12,587,579 in fiscal 2008. Early in the 2009 fiscal year, the Company's management determined that the Company's business, as then structured, was not sustainable. As a result, management resolved to temporarily halt operations and formed an exploratory committee to evaluate the possibility of utilizing the current production lines and inventories toward the manufacture and distribution of other frog related products. The suspension of operations forced the Company to write-off the value of its inventory of forest frogs. The resulting "loss on damaged inventory" of $6,461,367 was the primary factor in the Company's realization of a net loss of $6,652,453 for the year ended June 30, 2009, as compared to net income of $2,809,436 for the previous year. At June 30, 2009, the Company's consolidated balance sheet showed $7,634,771 in total assets, $1,640,855 in total liabilities, and $5,993,916 in total stockholders' equity. Full-text copies of the Company's consolidated financial statements for the year ended June 30, 2009, are available for free at http://researcharchives.com/t/s?46fd Based in Tieli City, Heilongjiang Province, P.R. China, China Sxan Biotech, Inc., formerly American SXAN Biotech Biotech, Inc., acquired 100% of the registered capital stock of Tieli XiaoXingAnling Forest Frog Breeding Co., Ltd. in October 2006. Tieli XiaoXingAnling was organized in 2003 in the City of Tieli, which is in the Heilongjiang Province in northeast China. Tieli XiaoXingAnling is engaged in the business of breeding forest frogs, which are also known as snow frogs or winter frogs, since they are traditionally harvested just prior to their winter hibernation in order to maximize the frog's fat content. Tieli XiaoXingAnling has obtained patents from the government of China to produce therapeutic wines and tonics from its forest frogs. Tieli XiaoXingAnling has been marketing its forest frog products since 2004 under the brand "Xiao Xing'an Mountain." The desirable portion of the Chinese forest frog, known as "hasma," is a combination of the frog's ovaries and surrounding fatty tissues. Throughout Chinese history, hasma has been used to treat respiratory problems such as coughing, hemoptysis (expectoration of blood), and night sweats attributable to tuberculosis. Many Chinese residents also believe that forest frog hasma improves immune function, aids in the treatment of neurasthenia, and slows aging. In its first two years of operations, Tieli XiaoXingAnling concentrated on the breeding of forest frogs and sale of hasma. In 2006 Tieli XiaoXingAnling began to market products enriched with forest frog hasma. CHAMPION ENTERPRISES: S&P Downgrades Corp. Credit Rating to 'D' --------------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit ratings on Champion Enterprises Inc. and its wholly owned subsidiary, Champion Home Builders Co., to 'D' from 'CC'. S&P also lowered the rating on the subsidiary's secured credit facility to 'D' from 'C'. The rating on Champion Enterprises' convertible debt is unchanged at 'C'. S&P's recovery ratings on both companies' debt are unchanged. "The rating actions reflect Champion's failure to make recent interest and principal payments on its rated bank debt," said credit analyst George Skoufis. "Champion has entered into a waiver and forbearance agreement that waives certain financial covenants and forbears the lender group from accelerating the maturity of the outstanding borrowings under the credit agreement until Oct. 31, 2009, subject to certain triggering events." The company was not in compliance with the credit facility's covenant minimum EBITDA of $6.4 million (actual EBITDA was negative $0.7 million) and minimum liquidity of $35 million (actual liquidity was $27 million). The covenants tighten further in the remaining two quarters of fiscal 2009, and they revert back to the original and more onerous financial covenants on Jan. 2, 2010, when the amendment period expires. It is S&P's view that, given the current operating environment, the company is unlikely to regain compliance with its existing financial covenants. CHRYSLER LLC: Treasury Balks at $33M Fees in Old Carco Ch. 11 ------------------------------------------------------------- Law360 reports that The U.S. Treasury is haggling over $33 million in professional fees in the Old Carco LLC liquidation, claiming the firms are not entitled to payment for services outside the wind-down - especially as the cast-off Chrysler entity has not repaid the U.S. government's $3.8 billion loan. Various professionals retained in connection with Old CarCo LLC's bankruptcy cases have filed applications for payment of fees and reimbursement of expenses. The professionals include: Professional Applicable Period Fees Expenses ------------ ----------------- ---- -------- Jones Day April 30 to Aug. 31, $20,474,318 $990,916 2009 Greenhill & Co. April 30 to Aug. 31, 1,000,000 150,317 LLC 2009 Cahill Gordon & May 1 to Aug. 31, 398,753 11,113 Reindell LLP 2009 Kramer Levin Aug. 2009 447,026 15,961 Naftalis & Frankel LLP Capstone Advisory April 30 to Aug. 31, 4,586,604 392,801 Group LLC 2009 The Court will hear certain of the fee applications on October 22, 2009. About Chrysler LLC Chrysler Group LLC, formed in 2009 from a global strategic alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge, Mopar(R) and Global Electric Motors (GEM) brand vehicles and products. With the resources, technology and worldwide distribution network required to compete on a global scale, the alliance builds on Chrysler's culture of innovation -- first established by Walter P. Chrysler in 1925 -- and Fiat's complementary technology -- from a company whose heritage dates back to 1899. Headquartered in Auburn Hills, Michigan, Chrysler Group LLC's product lineup features some of the world's most recognizable vehicles, including the Chrysler 300, Jeep Wrangler and Dodge Ram. Fiat will contribute world-class technology, platforms and powertrains for small- and medium-sized cars, allowing Chrysler Group to offer an expanded product line including environmentally friendly vehicles. Chrysler LLC and 24 affiliates on April 30 sought Chapter 11 protection from creditors (Bankr. S.D.N.Y (Mega-case), Lead Case No. 09-50002). Chrysler hired Jones Day, as lead counsel; Togut Segal & Segal LLP, as conflicts counsel; Capstone Advisory Group LLC, and Greenhill & Co. LLC, for financial advisory services; and Epiq Bankruptcy Solutions LLC, as its claims agent. Chrysler has changed its corporate name to Old CarCo following its sale to a Fiat-owned company. As of December 31, 2008, Chrysler had $39,336,000,000 in assets and $55,233,000,000 in debts. Chrysler had $1.9 billion in cash at that time. In connection with the bankruptcy filing, Chrysler reached an agreement with Fiat SpA, the U.S. and Canadian governments and other key constituents regarding a transaction under Section 363 of the Bankruptcy Code that would effect an alliance between Chrysler and Italian automobile manufacturer Fiat. Under the terms approved by the Bankruptcy Court, the company formerly known as Chrysler LLC on June 10, 2009, formally sold substantially all of its assets, without certain debts and liabilities, to a new company that will operate as Chrysler Group LLC. Fiat has a 20 percent equity interest in Chrysler Group. Bankruptcy Creditors' Service, Inc., publishes Chrysler Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Chrysler LLC and its debtor-affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) CIB MARINE: Seeks to Retain Baker Tilly as Financial Advisor ------------------------------------------------------------ CIB Marine Bancshares, Inc., is seeking permission from the Bankruptcy Court to hire Baker Tilly Virchow Krause as financial advisor. According to BankruptcyData, the Debtor proposes to pay Baker Tilly at hourly rates ranging from $130 to 315. Baker Tilly also estimates a charge for the following services: analysis of alternative valuations at $15,000 to 25,000, explanation or defense of valuations at $10,000 to $20,000 and providing testimony to the Court as required in support of Debtor's motions as they may be filed at $7,500 to 15,000. 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 is asking 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. CIRCUIT CITY: Insurers Reach Deal on Hurricane Claims ----------------------------------------------------- ABI reports that Bankrupt electronics retailer Circuit City Stores Inc. has reached a settlement with insurers N including Lexington Insurance Co., Liberty Mutual Fire Insurance Co. and underwriters at LloydOs Insurance Co. N over claims for damage to stores and business interruption resulting from Hurricane Ike in 2008. Headquartered in Richmond, Virginia, Circuit City Stores Inc. (NYSE: CC) -- http://www.circuitcity.com/-- was a specialty retailer of consumer electronics, home office products, entertainment software and related services in the U.S. and Canada. Circuit City Stores together with 17 affiliates filed a voluntary petition for reorganization relief under Chapter 11 of the Bankruptcy Code on November 10 (Bankr. E.D. Va. Lead Case No. 08- 35653). InterTAN Canada, Ltd., which runs Circuit City's Canadian operations, also sought protection under the Companies' Creditors Arrangement Act in Canada. Gregg M. Galardi, Esq., and Ian S. Fredericks, Esq., at Skadden, Arps, Slate, Meagher & Flom, LLP, are the Debtors' general restructuring counsel. Dion W. Hayes, Esq., and Douglas M. Foley, Esq., at McGuireWoods LLP, are the Debtors' local counsel. The Debtors also tapped Kirkland & Ellis LLP as special financing counsel; Wilmer, Cutler, Pickering, Hale and Dorr, LLP, as special securities counsel; and FTI Consulting, Inc., and Rotschild Inc. as financial advisors. The Debtors' Canadian general restructuring counsel is Osler, Hoskin & Harcourt LLP. Kurtzman Carson Consultants LLC is the Debtors' claims and voting agent. The Debtors disclosed total assets of $3,400,080,000 and debts of $2,323,328,000 as of August 31, 2008. Circuit City has opted to liquidate its 721 stores. It has obtained the Bankruptcy Court's approval to pursue going-out-of- business sales, and sell its store leases. Bankruptcy Creditors' Service, Inc., publishes Circuit City Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Circuit City Stores Inc. and its debtor-affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). CIT GROUP: Amends Restructuring Plan to Win Bondholder Support -------------------------------------------------------------- CIT Group Inc. on Friday said it has amended its restructuring plan to further build bondholder support. The amendments have been approved by CIT's Board of Directors and the Steering Committee of CIT's bondholders. On October 1, 2009, CIT commenced a series of offers to exchange certain outstanding series of notes and concurrently began a solicitation for votes for a voluntary prepackaged plan of reorganization. Successful completion of either the exchange offers or plan of reorganization will generate significant capital and provide multi-year liquidity through the material reduction of CIT's outstanding debt. "Over the last two weeks, we have continued to work constructively with the Steering Committee and believe that these amendments will further build bondholder support for our restructuring plan," said Jeffrey M. Peek, Chairman and CEO. "Through the completion of the exchange offers or an expedited in-court restructuring process, we will reduce the uncertainty around our business and further maximize the value of our franchise. Either approach is intended to ensure that CIT becomes a well-capitalized bank holding company that will serve as a source of strength for CIT Bank as we implement our new bank-centric funding model." As reported by the Troubled Company Reporter on October 14, Dan Wilchins and Paritosh Bansal at Reuters, citing people familiar with the matter, have said CIT is seeing little interest from bondholders in its debt exchange offer, making bankruptcy increasingly likely. According to the report, the sources said that CIT is more likely to try a prepackaged bankruptcy. Investors in CIT securities said that the Company may not find enough debtholder approval for a prepackaged bankruptcy. Amended Terms of the Restructuring Plan The amended terms of the restructuring plan include, among others: * A comprehensive cash sweep mechanism to accelerate the repayment of the new notes; * The shortening of maturities by six months for all new notes and junior credit facilities; * An increased amount of equity offered to subordinated debt holders reflecting agreements with holders of the majority of its senior and subordinated debt; * The inclusion of the notes maturing after 2018 that had previously not been solicited as part of the exchange offer or plan of reorganization; * An increase in the coupon on Series B Notes, to 9% from 7%, being issued by CIT Delaware Funding; and * Provided preferred stock holders contingent value rights in the plan of reorganization, and modified the allocation of common stock in the recapitalization after the exchange offers, as part of an agreement with the United States Department of Treasury. The exchange offers expire at 11:59 p.m., New York City time, on Thursday, October 29, 2009, with the exception of the additional notes maturing after 2018 for which there is an early acceptance date of October 29, 2009, and expiration date of November 13, 2009. Tendered securities may be validly withdrawn at any time prior to the expiration or early acceptance date. NYSE Approval On October 14, 2009, the New York Stock Exchange accepted CIT's application of the financial viability exception to the NYSE's shareholder approval policy in connection with the issuance of the New Preferred Stock should the Offers be consummated. The Audit Committee of the Company's Board of Directors has approved the use of this exception. The Information Agent for the Offer is D.F. King & Co. Financial Balloting Group, LLC is serving as Exchange Agent for the Exchange Offers and Voting Agent for the Plan of Reorganization. Retail holders of notes with questions regarding the voting and exchange process should contact the information agent at (800) 758-5880 or +1 (212) 269-5550. Banks and brokers with questions regarding the voting and exchange process should contact the exchange and voting agent at +1 (646) 282-1888. BofA Merrill Lynch and Citigroup Global Markets are acting as financial advisors to the Company for purposes of this transaction. Evercore Partners, Morgan Stanley and FTI Consulting are the Company's financial advisors and Skadden, Arps, Slate, Meagher & Flom LLP and Sullivan & Cromwell LLP are legal counsel in connection with the restructuring plan. Restructuring Plan CIT Group, on July 29, 2009, entered into a credit agreement, with Barclays Bank PLC, as administrative agent and collateral agent, and the lenders party thereto, for loans of up to $3 billion. In connection with the credit agreement, CIT Group was required to adopt a restructuring plan acceptable by lenders starting October 1, 2009. CIT Group on October 1 announced that it has commenced a restructuring of its capital structure that has been approved by the Company's Board of Directors and by the Steering Committee of CIT's bondholders. The announcement is an important step in a comprehensive restructuring plan to enhance CIT's capital levels, improve its liquidity and return the Company to profitability. Under the plan, CIT Group Inc. and CIT Group Funding Company of Delaware LLC (Delaware Funding) are launching exchange offers for certain unsecured notes. Under CIT's restructuring plan, holders of $1,000 of old notes maturing in 2009 will receive $900 in New Notes and 0.40749 shares of new preferred stock; in 2010 will receive $850 in new notes and 1.22248 shares of new preferred stock; in 2011 and 2012 will receive $800 in new notes and 2.03746 shares of new preferred stock; in 2013 through 2017 and in 2036 will receive $700 in new notes and 3.25993 shares of new preferred stock; in 2018 will receive 4.07492 in shares of new preferred stock; and in 2067 will receive 2.03746 shares of new preferred stock. The Offers will expire at 11:59 p.m., (prevailing Eastern Time), on October 29, 2009. The Company said that if it does not achieve the objectives of the exchange offers, it may decide to initiate a voluntary filing under Chapter 11 of the U.S. Bankruptcy Code. Therefore, the Company is concurrently soliciting bondholders and other holders of CIT debt to approve a prepackaged plan of reorganization. The Company has been informed by advisors to the Steering Committee that, subject to review of the offering memorandum, approximately $10 billion of outstanding unsecured indebtedness have already indicated their intention to participate in the exchange offer or vote for the prepackaged plan of reorganization. About CIT Group Inc. CIT Group Inc. (NYSE: CIT) -- http://www.cit.com/-- is a bank holding company with more than $60 billion in finance and leasing assets that provides financial products and advisory services to small and middle market businesses. Operating in more than 50 countries across 30 industries, CIT provides an unparalleled combination of relationship, intellectual and financial capital to its customers worldwide. CIT maintains leadership positions in small business and middle market lending, retail finance, aerospace, equipment and rail leasing, and vendor finance. Founded in 1908 and headquartered in New York City, CIT is a member of the Fortune 500. As of June 30, 2009, CIT Group had total assets of $71,019,200,000 against total debts of $64,901,200,000. CITIZENS FIRST: Receives NASDAQ Non-Compliance Notice ----------------------------------------------------- Citizens First Bancorp, Inc., the holding company for CF Bancorp, a Michigan savings bank on October 15 said that on October 9, 2009 it received a letter from the Listing Qualifications Staff of The Nasdaq Stock Market notifying the Company that it failed to comply with Nasdaq's minimum bid price requirements for continued listing set forth in Nasdaq Marketplace Rule 5450(a)(1), which requires companies to maintain a minimum bid price of $1.00 per share. In accordance with Marketplace Rule 5810(c)(3)(A), the Company has 180 calendar days to regain compliance with the Minimum Bid Price Rule. The Staff will provide written notification to the Company that it has achieved compliance with the Minimum Bid Price Rule if, at any time before April 7, 2010, the minimum bid price of the Company's common stock closes at $1.00 per share or more for at least 10 consecutive trading days. If the Company does not regain compliance with the Minimum Bid Price Rule by the required deadline, the Company's common stock will be subject to delisting from the Nasdaq Global Select Market. The Company may, however, be eligible for an additional grace period if it satisfies the initial listing standards (with the exception of the Bid Price Rule) for listing on The Nasdaq Capital Market, and it submits a timely application to Nasdaq to transfer the listing of its common stock to the Nasdaq Capital Market. The Company will continue to evaluate its options with respect to maintaining the listing of its common stock on the Nasdaq stock market. About Citizens First Bancorp, Inc. CF Bancorp is a wholly owned subsidiary of Citizens First Bancorp, Inc., a thrift holding company headquartered in Port Huron, Michigan. CITY OF VALLEJO: Spending to Raise Deficit to $12MM in 5 Years -------------------------------------------------------------- A Vallejo city report says that if city spending continues at its current rate, its deficit could rise as high as $12 million in the next five years. Jessica A. York at Vallejo Times Herald reports that for the city to emerge from Chapter 9 bankruptcy, it must show a federal bankruptcy judge a five-year spending plan without a deficit. According to Vallejo Times, city executives wrote in a quarterly report to the Vallejo City Council, saying that the city's revenues have dropped almost 20% in the past two years, and future revenue looks even worse. Vallejo Times relates that the council and on November 3, voters will decide the fate of the proposed continuation of a communication-based utility tax, while the state will decide whether to exempt Vallejo from a plan to borrow property tax revenue. Vallejo Times states that the city's budget plan proposes using $100,000 of late tax revenue from developer Lennar Mare Island to reintroduce police cadet security on Mare Island. According to the report, city Finance Director Rob Stout said that another $737,000, which must be used on Mare Island, won't be considered until January. Vallejo -- http://www.ci.vallejo.ca.us/GovSite-- is a city in Solano County, in California. As of the 2000 census, the city had a total population of 116,760. It is located in the San Francisco Bay Area on the northern shore of San Pablo Bay. The City is a charter city organized and exercising governmental functions under its charter and the laws and constitution of the state. Its governing body is its City Council. The City filed for protection under Chapter 9 of the U.S. Bankruptcy Code on May 23, 2008 (Bankr. E.D. Calif. Case No. 08-26813). Marc A. Levinson, Esq., and Norman C. Hile, Esq., at Orrick, Herrington & Sutcliffe LLP in Sacramento, California, represent the City. CHEMTURA CORP: PBGC to File Consolidated Claim ---------------------------------------------- Chemtura Corp. and Pension Benefit Guaranty Corporation agreed that PBGC will be allowed to file consolidated proofs of claim in the Debtors' Chapter 11 cases. The Parties further agreed that any amendments that PBGC may make with respect to any timely-filed proof of claim or proofs of claim filed by PBGC, on its own behalf or on behalf of each of the pension plans it represents, in the Debtors' jointly- administered Chapter 11 Case will be deemed to constitute the filing of an amended proof of claim or proofs of claim in all of the debtor affiliate cases. The Parties' stipulation is intended solely for administrative convenience and will not affect the substantive rights of the Debtors, PBGC, the statutory committee of unsecured creditors appointed in the Chapter 11 cases or any other party-in-interest with respect to the number, allowance, amount or priority of the PBGC's claims or with respect to any objection, defense, offset, counterclaim, acceptance or rejection related to PBGC's claims. About Chemtura Corp. Based in Middlebury, Connecticut, Chemtura Corporation (CEM) -- http://www.chemtura.com/-- with 2008 sales of $3.5 billion, is a global manufacturer and marketer of specialty chemicals, crop protection products, and pool, spa and home care products. Chemtura Corporation and 26 of its U.S. affiliates filed voluntary petitions for relief under Chapter 11 on March 18, 2009 (Bankr. S.D.N.Y. Case No. 09-11233). M. Natasha Labovitz, Esq., at Kirkland & Ellis LLP, in New York, serves as bankruptcy counsel. Wolfblock LLP serves as the Debtors' special counsel. The Debtors' auditors and accountant are KPMG LLP; their investment bankers are Lazard Freres & Co.; their strategic communications advisors are Joele Frank, Wilkinson Brimmer Katcher; their business advisors are Alvarez & Marsal LLC and Ray Dombrowski serves as their chief restructuring officer; and their claims and noticing agent is Kurtzman Carson Consultants LLC. As of December 31, 2008, the Debtors had total assets of $3.06 billion and total debts of $1.02 billion. Bankruptcy Creditors' Service, Inc., publishes Chemtura Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by Chemtura Corp. and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) CHEMTURA CORP: Proposes to Reject Bio-Lab Lease With Ashley ----------------------------------------------------------- Chemtura Corp. and its units ask the Court for authority to reject two warehouse leases of Debtor Bio-Lab Inc. with Ashley Conyers LLC: * The first lease is for warehouse space located in a building at 1601 Rockdale Industrial Boulevard, in Conyers, Georgia, or otherwise known as the Conyers 25 Lease; and * The second lease is for warehouse space located in a building at 1350 Lester Road, in Conyers, Georgia, or otherwise known as the Conyers 14 Lease. Richard M. Cieri, Esq., at Kirkland & Ellis LLP, in New York, relates that Bio-Lab's monthly cost under the Conyers 25 Lease is approximately $128,713. The Conyers 25 Lease is scheduled to expire on December 31, 2010. Bio-Lab's monthly cost under the Conyers 14 Lease is approximately $68,797. The Conyers 14 Lease is scheduled to expire on October 31, 2009. Mr. Cieri tells the Court that Bio-Lab would like to continue to use the Conyers Facility as warehouse space and as a distribution center for its products, but has realized that the terms of the Leases are burdensome. Specifically, Bio-Lab asserts that the rent under the Leases is substantially above market as compared to leases for other similar types of space. Bio-Lab informs the Court that it has approached Kiser-Harriss Chemical Distribution Centers, Inc., a third party logistic provider with whom the Debtors have contracted for similar services previously, on the possibility of exiting the Leases under their current terms and conditions and analyze other less financial burdensome ways to continue using the premises. Subsequently, Bio-Lab negotiated a third-party provider and warehouse agreement with Kiser-Harriss, who in turn, negotiated its own lease for the Conyers Facility. Mr. Cieri asserts that the third-party arrangement will allow Bio-Lab to maintain the benefits of using the Conyers Facility at significant savings compared to the costs of leasing the facility from the Landlord under the current Leases. Although the Debtors' deadline to assume or reject the Leases was set to expire on October 14, 2009, pursuant to Section 365(d)(4) of the Bankruptcy Code, the Debtors and Ashley Conyers entered into a stipulation extending the Debtors' time to make that decision with respect to the Leases through January 10, 2010, in order to provide the Debtors, Ashley Conyers and Kiser-Harriss with ample time to negotiate and document a mutually beneficial third-party provider arrangement, according to Mr. Cieri. After negotiations between the parties, Kiser-Harriss and Ashley reached an agreement with respect to a new lease of the Conyers Facility whereby Kiser-Harriss will become the new lessee of the Conyers Facility effective as of October 31, 2009, once Bio-Lab's rejection of the Leases is approved by the Court. Additionally, Kiser-Harriss and Bio-Lab, in the ordinary course of business, have entered into a warehouse agreement pursuant to which Kiser-Harriss will agree to store and handle Bio-Lab's chemicals and products within the Conyers Facility and to perform other custody, control and storage services as may be necessary. Under the arrangement with Kiser-Harriss, Bio-Lab has arranged to exit the Leases while still using the Conyers Facility as warehouse space under Kiser-Harriss' management. As a result of the arrangements, Ashley Conyers has entered into a stipulation with Bio-Lab pursuant to which Ashley Conyers agrees to waive its right to assert any claim against Bio-Lab for damages with respect to future rent otherwise due under and arising from the rejection of the Leases. Specifically, the Stipulation provides that (1) Ashley will have no damage claim whatsoever for future rent arising from the rejection of the Leases, and (2) Ashley waives any right to raise any claim it may have had, may have or now has, through the date of the Stipulation, against Bio-Lab under the Leases. However, Ashley is permitted to file a proof of claim for unpaid rent and other amounts due under the Leases as of March 18, 2009. About Chemtura Corp. Based in Middlebury, Connecticut, Chemtura Corporation (CEM) -- http://www.chemtura.com/-- with 2008 sales of $3.5 billion, is a global manufacturer and marketer of specialty chemicals, crop protection products, and pool, spa and home care products. Chemtura Corporation and 26 of its U.S. affiliates filed voluntary petitions for relief under Chapter 11 on March 18, 2009 (Bankr. S.D.N.Y. Case No. 09-11233). M. Natasha Labovitz, Esq., at Kirkland & Ellis LLP, in New York, serves as bankruptcy counsel. Wolfblock LLP serves as the Debtors' special counsel. The Debtors' auditors and accountant are KPMG LLP; their investment bankers are Lazard Freres & Co.; their strategic communications advisors are Joele Frank, Wilkinson Brimmer Katcher; their business advisors are Alvarez & Marsal LLC and Ray Dombrowski serves as their chief restructuring officer; and their claims and noticing agent is Kurtzman Carson Consultants LLC. As of December 31, 2008, the Debtors had total assets of $3.06 billion and total debts of $1.02 billion. Bankruptcy Creditors' Service, Inc., publishes Chemtura Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by Chemtura Corp. and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) CHEMTURA CORP: U.S. Bank to File Consolidated Claim --------------------------------------------------- Chemtura Corp. and U.S. Bank National Association, in its capacity as successor indenture trustee to Wells Fargo Bank N.A., for the holders of $500,000,000 of 6.875% Notes Due 2016 issued by Chemtura Corp., in a stipulation, agreed that: -- U.S. Bank may file a single consolidated proof of claim in the Chemtura bankruptcy case asserting all claims arising on or before the Petition Date against each of the Debtors who guaranteed the Notes, provided, however, that the Proof of Claim will separately identify each claim U.S. Bank holds against each Debtor. Unless the Parties agree otherwise, their stipulation will also apply to amendments to any timely filed Proof of Claim; -- The consolidated Proof of Claim will be deemed to constitute the filing of the proof of claim or proofs of claim in all cases jointly administered under Case No. 09-11233 (REG) assigned to Chemtura Corp., et al. Consequently, each claim filed by U.S. Bank in the Lead Case will represent a separate claim asserted against Chemtura and each of the Debtor Guarantors, and U.S. Bank will not be required to file a proof of claim in any separate reorganization case other than the Lead Case; -- U.S. Bank will not be required to file with its Proof of Claim instruments, agreements and other documents evidencing the claims of U.S. Bank and the Holders, provided that upon request, U.S. Bank will make copies of the Documents available to requesting parties-in-interest; and -- The Stipulation is intended solely for the purpose of administrative convenience and will not affect the substantive rights of the Debtors, U.S. Bank, the statutory committee of unsecured creditors appointed in the Chapter 11 cases or any other party-in-interest with respect to the allowance, amount or priority of U.S. Bank's claims or any objection, defense, offset or counterclaim related to U.S. Bank's claims. Nothing in the Stipulation will constitute an admission of any fact or of liability with respect to any claim. About Chemtura Corp. Based in Middlebury, Connecticut, Chemtura Corporation (CEM) -- http://www.chemtura.com/-- with 2008 sales of $3.5 billion, is a global manufacturer and marketer of specialty chemicals, crop protection products, and pool, spa and home care products. Chemtura Corporation and 26 of its U.S. affiliates filed voluntary petitions for relief under Chapter 11 on March 18, 2009 (Bankr. S.D.N.Y. Case No. 09-11233). M. Natasha Labovitz, Esq., at Kirkland & Ellis LLP, in New York, serves as bankruptcy counsel. Wolfblock LLP serves as the Debtors' special counsel. The Debtors' auditors and accountant are KPMG LLP; their investment bankers are Lazard Freres & Co.; their strategic communications advisors are Joele Frank, Wilkinson Brimmer Katcher; their business advisors are Alvarez & Marsal LLC and Ray Dombrowski serves as their chief restructuring officer; and their claims and noticing agent is Kurtzman Carson Consultants LLC. As of December 31, 2008, the Debtors had total assets of $3.06 billion and total debts of $1.02 billion. Bankruptcy Creditors' Service, Inc., publishes Chemtura Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by Chemtura Corp. and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) CLAIRE'S STORES: Bank Debt Trades at 22% Off in Secondary Market ---------------------------------------------------------------- Participations in a syndicated loan under which Claire's Stores, Inc., is a borrower traded in the secondary market at 78.08 cents- on-the-dollar during the week ended Friday, Oct. 16, 2009, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 3.96 percentage points from the previous week, The Journal relates. The loan matures on May 29, 2014. The Company pays 275 basis points above LIBOR to borrow under the facility. The bank debt carries Moody's Caa2 rating while it carries Standard & Poor's B- rating. The debt is one of the biggest gainers and losers among widely quoted syndicated loans in secondary trading in the week ended Oct. 16, among the 158 loans with five or more bids. Claire's Stores, Inc. -- http://www.clairestores.com/-- operates as a specialty retailer of fashion accessories and jewelry for preteens and teenagers, as well as for young adults in North America and internationally. It offers jewelry products that comprise costume jewelry, earrings, and ear piercing services; and accessories, including fashion accessories, hair ornaments, handbags, and novelty items. Based in Pembroke Pines, Florida, Claire's Stores operates under two brands: Claire's(R), which operates worldwide and Icing(R), which operates only in North America. As of Jan. 31, 2009, Claire's Stores, Inc., operated 2,969 stores in North America and Europe. Claire's Stores, Inc., also operates through its subsidiary, Claire's Nippon, Co., Ltd., 213 stores in Japan as a 50:50 joint venture with AEON, Co., Ltd. The Company also franchises 198 stores in the Middle East, Turkey, Russia, South Africa, Poland and Guatemala. As stated by the Troubled Company Reporter on Sept. 14, 2009, Claire's Stores, Inc., reported a net loss of $3.733 million for the three months ended Aug. 1, 2009, from a net loss of $16.93 million for the three months ended Aug. 2, 2008. The Company reported a net loss of $32.75 million for the six months ended Aug. 1, 2009, from a net loss of $52.50 million for the six months ended Aug. 2, 2008. At Aug. 1, 2009, the Company had $2.85 billion in total assets; and $190.73 million in total current liabilities and $2.72 billion in total long-term and other liabilities, resulting in $60.10 million in stockholders' deficit. CLEARWIRE CORP: Bank Debt Trades at 2.45% Off in Secondary Market ----------------------------------------------------------------- Participations in a syndicated loan under which Clearwire Corporation is a borrower traded in the secondary market at 97.55 cents-on-the-dollar during the week ended Oct. 16, 2009, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 0.49 percentage points from the previous week, The Journal relates. The loan matures on July 2, 2014. The Company pays 500 basis points above LIBOR to borrow under the facility. The bank debt carries Moody's B3 rating but is not rated by Standard & Poor's. The debt is one of the biggest gainers and losers among widely quoted syndicated loans in secondary trading in the week ended Oct. 16, among the 158 loans with five or more bids. Headquartered in Kirkland, Washington, Clearwire Corporation (NASDAQ:CLWR) -- http://www.clearwire.com/-- offers a suite of advanced high-speed Internet services to consumers and businesses. The company is building the first, nationwide 4G mobile Internet wireless network, bringing together an unprecedented combination of speed and mobility. Clearwire's open all-IP network, combined with significant spectrum holdings, provides unmatched network capacity to deliver next-generation broadband access. Strategic investors include Intel Capital, Comcast, Sprint, Google, Time Warner Cable, and Bright House Networks. Clearwire currently provides mobile WiMAX-based service, to be branded Clear(TM), in two markets and provides pre-WiMAX communications services in 50 markets across the U.S. and Europe. As reported by the Troubled Company Reporter on Jan. 26, 2009, Standard & Poor's Rating Services said it assigned its 'B-' corporate credit rating to Kirkland, Washington-based wireless carrier Clearwire Corp. The outlook is stable. Its units have junk ratings in Moody's Investors Service. As reported by the Troubled Company Reporter on Jan. 26, 2009, Moody's assigned first-time ratings to Clearwire Communications LLC (corporate family rating of Caa1 and speculative grade liquidity rating of SGL-2) with a negative outlook. The ratings for Clearwire reflect the company's high financial and business risk given the start-up nature of its operations. In addition, while Clearwire will operate as an independent company, Moody's believe that there will be significant challenges to developing the business, in part due to the diverse objectives of its strategic investors. CONSECO INC: Commences Cash Tender Offer for 3.5% Debentures ------------------------------------------------------------ Conseco, Inc., on October 15 said that it is commencing a cash tender offer to repurchase any and all of its outstanding 3.50% Convertible Debentures due September 30, 2035 (CUSIP Nos. 208464BH9 and 208464BG1). As of the date hereof, there are $293.0 million aggregate principal amount of Debentures outstanding. The tender offer will expire at 12:00 midnight, New York City time, on November 12, 2009, unless extended or earlier terminated by Conseco. Tendered Debentures may be withdrawn at any time prior to the expiration date. Holders who validly tender and do not validly withdraw their Debentures on or prior to the expiration date will be eligible to receive an amount in cash equal to $1,000 for each $1,000 principal amount of Debentures tendered and accepted for payment. This consideration is equal to the repurchase price holders would be entitled to receive for their Debentures on September 30, 2010, if they exercise their put right on such date. In addition, holders whose Debentures are purchased in the tender offer will receive accrued and unpaid interest to, but not including, the settlement date of the tender offer. Conseco expects to pay the consideration for Debentures that have been tendered and accepted for purchase promptly following the expiration date. The tender offer is made upon the terms and conditions set forth in the Offer to Purchase dated October 15, 2009 and the related Letter of Transmittal. The tender offer is conditioned on the satisfaction or waiver of certain conditions, including, but not limited to, Conseco's receipt, on the settlement date of the tender offer, of net proceeds from Conseco's previously announced private sales of 7.0% Convertible Senior Debentures due 2016 and common stock and warrants to purchase common stock in an aggregate amount at least equal to the aggregate consideration payable for Debentures accepted for purchase pursuant to the tender offer. Conseco has retained Morgan Stanley & Co. Incorporated to act as the dealer manager for the tender offer. Persons with questions regarding the tender offer should contact Morgan Stanley at (800) 624-1808 (toll-free). Requests for documentation may be directed to D.F. King & Co., Inc., the information agent, which can be contacted at (212) 269-5550 (for banks and brokers only) or (888) 869-7406 (for all others toll free). 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. As of June 30, 2009, the Company had $29.4 billion in total assets and $27.0 billion in total liabilities * * * Moody's Investors Service has affirmed the ratings of Conseco, Inc. (senior bank facility at Caa1) and its insurance subsidiaries (insurance financial strength at Ba2) and changed the outlook to positive from negative. Standard & Poor's Ratings Services said that it affirmed its 'CCC' counterparty credit rating on Conseco Inc. and the 'BB-' financial strength ratings on Conseco's insurance subsidiaries. S&P revised the outlook to stable from negative. COLONIAL BANCGROUP: Gets Final Approval to Access Cash Collateral ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Alabama authorized, on a final basis, The Colonial Bancgroup, Inc., to: -- use cash collateral in the Operating Account attributable to the Hedge Deposit in the aggregate amount of $1,425,000; and -- grant replacement liens to the claimants. The Debtor is authorized to use a portion of funds which, as of Aug. 25, 2009, were on deposit in its depository accounts at Branch Banking & Trust Company. The funds were transferred to the Operating Account on Aug. 21, 2009, by wire transfer from SunTrust Bank in Atlanta, Georgia, in connection with the liquidation of an interest rate hedge agreement purchased by the Debtor from SunTrust Bank. The Debtor added that the three entities asserting any lien upon or right to the cash collateral includes: (i) the State of Alabama Department of Revenue, which asserts a tax lien; (ii) BB&T, which does or may assert a security interest in or right to the Operating Account; and (iii) the Federal Deposit Insurance Corporation, in its capacity as receiver for Colonial Bank, Montgomery, Alabama. FDIC-Receiver also waives the necessity for a preliminary hearing and the termination of the automatic stay under Section 362(e)(1) of the Bankruptcy Code pending a final hearing; and the final hearing on the Stay Motion scheduled for Nov. 17, 2009, will be rescheduled for Dec. 9, 2009 at 10:00 a.m. About The Colonial BancGroup Headquartered in Montgomery, Alabama, The Colonial BancGroup, Inc. (NYSE: CNB) provides diversified financial services, including retail and commercial banking, wealth management services, mortgage banking and insurance products. The BancGroup derives substantially all of its income from Colonial Bank, N.A (Colonial Bank) its banking subsidiary. Colonial bank -- http://www.colonialbank.com/-- operates 354 branches in Florida, Alabama, Georgia, Nevada and Texas with over $26 billion in assets. On August 14, 2009, Colonial BancGroup's banking unit Colonial Bank, Montgomery, AL, was closed by the Alabama State Banking Department and the Federal Deposit Insurance Corporation was named receiver. The FDIC sold most of the assets to Branch Banking and Trust, Winston-Salem, North Carolina. BB&T acquired $22 billion in assets and assumed $20 billion in deposits of the Bank. Colonial BancGroup filed for Chapter 11 bankruptcy protection on August 25, 2009 (Bankr. M.D. Ala. Case No. 09-32303). W. Clark Watson, Esq., at Balch & Bingham LLP and Rufus T. Dorsey IV, Esq., at Parker Hudson Rainer & Dobbs LLP assist the Company in its restructuring efforts. The Company listed $45,000,000 in assets and $380,000,000 in debts in its bankruptcy filing. COMPAK COMPANIES: District Court Says Patent Sale Was Defective --------------------------------------------------------------- WestLaw reports that a bankruptcy court's order approving the sale of all of a patent owner's business assets was void insofar as it purported to extinguish its sublicensees' patent license. The court never identified the license in the sale order. The sublicensees were not provided notice of the sale, thereby depriving them of an opportunity to seek adequate protection. Compak Companies, LLC v. Johnson, --- B.R. ----, 2009 WL 1543683 (N.D. Ill.) (Grady, J.). Jimmie L. Johnson received U.S. Patent No. 5,246,106 -- see http://is.gd/4nAex-- for a container designed to hold wine and communion wafers for religious services. Mr. Johnson assigned all of his right, title and interest in that Patent to Compak Companies, LLC. Later, Mr. Johnson received U.S. Patent Nos. 5,456,351, 5,584,388 and 5,746,312 related to the ideas and inventions which are the subject of the first patent. Notwithstanding his agreement with Compak, Mr. Johnson purported to assign the Subsequent Patents to PatPak Corporation. PatPak and Compak then executed an agreement in May 1997 granting Compak a license to use the Subsequent Patents. In 2001, Compak entered into a series of agreements with DuoTech Holdings, LLC, granting DuoTech a license to use all four patents. Compak filed for chapter 11 protection (Bankr. N.D. Ill. Case No. 02 B _____) on June 10, 2002, its Communion Packaging Company affiliate filed (Bankr. N.D. Ill. Case No. 02 B _____) approximately four months later, and the bankruptcy court consolidated the two cases. On February 28, 2003, Compak moved to sell substantially all of its assets to BMJ Partners. DuoTech didn't get notice of the sale. BMJ was the successful bidder at a public auction for Compak's assets and the bankruptcy court entered an order approving the "free and clear" sale on March 24, 2003. BMJ then assigned the purchased assets to non-debtor The Compak Companies, LLC, in April 2003. Compak's Chapter 11 reorganization was converted to a Chapter 7 liquidation on April 3, 2003. Approximately six months later DuoTech Packaging, LLC, filed an interpleader complaint in the bankruptcy court against the debtors' Chapter 7 trustee, BMJ, PatPak and Mr. Johnson alleging that it did not know which party was owed royalties under the August 2001 license. The bankruptcy court approved a settlement in the interpleader action between DuoTech and the trustees for the Compak and Johnson estates. COYOTES HOCKEY: Possible Buyer Sees Potential in Franchise ---------------------------------------------------------- Eric Duhatschek at The Globe and Mail reports that prospective Phoenix Coyotes buyer and Ice Edge Holdings chief Daryl Jones hopes that by taking a methodical and low-key approach to negotiations with the National Hockey League and Glendale, he may ultimately get the deal to come his way. The Globe and Mail quoted Mr. Jones as saying, "It's preliminary in terms of we've been talking to them for a long time and have a great relationship, but the next step is, the NHL gets the team and then we probably start the process more formally." The Globe and Mail relates that as part of the NHL's ongoing stewardship of Phoenix Coyotes, it purchased a private box to host, among others: -- Mr. Jones, a prospective buyer of the team; -- Heather Schroeder, president of the fan club; and -- a handful of bankruptcy lawyers who handled the court proceedings on the league's behalf. According to The Globe and Mail, Mr. Jones met with Phoenix Coyotes team president Doug Moss on Friday and renewed acquaintances with Glendale mayor Elaine Scruggs, all part of his strategy to buy the team once it emerges from bankruptcy and run it in Arizona. Dewey Ranch Hockey LLC, Arena Management Group, LLC, Coyotes Holdings, LLC, and Coyotes Hockey, LLC -- owners and affiliates of the Phoenix Coyotes National Hockey League team -- filed for Chapter 11 protection (Bankr. D. Ariz. Case No. 09-09488) on May 5, 2009. The Debtors are represented by Thomas J. Salerno, Esq., at Squire, Sanders & Dempsey, LLP, in Phoenix, and estimate their assets and liabilities are between $100 million and $500 million. CURTIS MACHINE COMPANY: Voluntary Chapter 11 Case Summary --------------------------------------------------------- Debtor: Curtis Machine Company, Inc. 2500 East Trail Street PO Box 700 Dodge City, KS 67801 Bankruptcy Case No.: 09-23246 Chapter 11 Petition Date: October 14, 2009 Court: United States Bankruptcy Court Middle District of Florida, Ft. Myers Division Judge: Alexander L. Paskay Debtor's Counsel: Stephen R. Leslie, Esq. Stichter, Riedel, Blain & Prosser 110 East Madison Street, Suite 200 Tampa, FL 33602-4700 Tel: (813) 229-0144 Email: sleslie.ecf@srbp.com Estimated Assets: $500,001 to $1,000,000 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 Betty Jane Curtis, chief executive officer of the Company. DANA HOLDING: Bank Debt Trades at 10.4% Off in Secondary Market --------------------------------------------------------------- Participations in a syndicated loan under which Dana Holding Corporation is a borrower traded in the secondary market at 89.58 cents-on-the-dollar during the week ended Oct. 16, 2009, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 0.55 percentage points from the previous week, The Journal relates. The loan matures on Jan. 31, 2015. The Company pays 375 basis points above LIBOR to borrow under the facility. The bank debt carries Moody's Caa1 rating and Standard & Poor's B rating. The debt is one of the biggest gainers and losers among widely quoted syndicated loans in secondary trading in the week ended Oct. 16, among the 158 loans with five or more bids. 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. DAVID THIEL JOHNSON: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: David Thiel Johnson PO Box 660 Liberty Lake, WA 99019 Case No.: 09-14666 Chapter 11 Petition Date: October 14, 2009 Court: United States Bankruptcy Court District of New Mexico Judge: Robert H. Jacobvitz Debtor's Counsel: Bonnie Bassan Gandarilla, Esq. Moore, Berkson & Gandarilla, P.C. PO Box 7459 Albuquerque, NM 87194 Tel: (505) 242-1218 Fax: (505) 242-2836 Email: mbglaw@swcp.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Mr. Johnson. Debtor's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Helaman Group, Inc. $2,262,881 PO Box 660 Liberty Lake, WA 99019 Sterling Savings Bank $1,992,843 PO Box 2128 Spokane, WA 99210 Bank of the Southwest $1,500,000 509 Broadway T or C, NM 87901 Shepards Group, Inc. $1,276,264 PO Box 751241 Petaluna, CA 94975 High Desert State Bank $1,069,456 8110 Venture NE Alburquerque, NE 87122 Pepper Highlands, LLC $983,500 PO Box 751241 Peataluma, CA 94975 Lone Star Bank $979,290 100 S Main Moulton, TX 77975 Weinritter Realty LP $976,790 PO Box 782129 San Antonio, TX 78278 Sallie Mae $163,774 PO Box 9500 Wilkes Barre, PA 18773 Trust $134,344 fbo Anthony Mitchel c/p PO Box 4458 Santa Fe, NM87502 Chase $45,265 Chase $43,218 Chase $30,954 Chase $28,658 Bank of America Alaska $21,977 Chase $20,139 American Express $7,219 Attn: Bankruptcy Dept American Express $6,468 Stephen A. Mitchell $5,920 Citibusiness $5,881 DECKER COLLEGE: Vendetta, Agency's Lies Allegedly Caused Collapse ----------------------------------------------------------------- R.G. Dunlop at Courier-Journal.com reports that lawyers of Robert Keats, the trustee representing creditors in Decker College's pending bankruptcy case, are seeking to convince the department that one of its employees, federal student-aid official Ralph LoBosco, improperly intervened in the Company's affairs by raising questions about the validity of the accreditation for three courses, resulting in the courses' accreditation being revoked, costing Decker millions of dollars in federal student aid and thrusting it into insolvency. Mr. LoBosco's motive was his animosity toward William Weld, the former Massachusetts governor who was Decker's CEO during the months preceding its collapse in October 2005, Courier-Journal.com says, citing the lawyers. The lawyers said in court filings that the Atlanta-based Council on Occupational Education also made false statements about its approval of the three Decker programs, for which the government had provided substantial federal student aid. According to Courier-Journal.com, the dispute is being heard before a U.S. Department of Education administrative law judge, with tens of millions of dollars hanging in the balance that Decker and the department claim each owes the other. Louisville, Kentucky-based Decker College was formerly a for- profit school that shut down in 2005 amid bankruptcy, federal and state investigations. The school was partially owned and ran by former Massachusetts Gov. William Weld. The TCR said on Oct. 2, 2007, that around $1.8 million of funds belonging to Decker College is missing. The amount was listed in the school's assets in schedules filed with the Bankruptcy Court. Della Justice, Esq., at the Kentucky Attorney General's consumer protection division, said that the money, as well as the account can't be found. Ms. Justice believes that the amount was there at the start of Decker's bankruptcy proceedings. DEX MEDIA WEST: Bank Debt Trades at 14% Off in Secondary Market --------------------------------------------------------------- Participations in a syndicated loan under which Dex Media West is a borrower traded in the secondary market at 86.00 cents-on-the- dollar during the week ended Oct. 16, 2009, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 0.46 percentage points from the previous week, The Journal relates. The loan matures on Oct. 22, 2014. The Company pays 400 basis points above LIBOR to borrow under the facility. Moody's has withdrawn its rating on the bank debt while Standard & Poor's has assigned a default rating on the bank debt. The debt is one of the biggest gainers and losers among widely quoted syndicated loans in secondary trading in the week ended Oct. 16, among the 158 loans with five or more bids. Dex Media West LLC is a subsidiary of Dex Media West, Inc., and an indirect wholly owned subsidiary of Dex Media, Inc. Dex Media is a direct wholly owned subsidiary of R.H. Donnelley Corporation. Dex Media West is the exclusive publisher of the official yellow pages and white pages directories for Qwest Corporation, the local exchange carrier of Qwest Communications International Inc., in Arizona, Idaho, Montana, Oregon, Utah, Washington, and Wyoming. R.H. Donnelley Corp. and 19 of its affiliates, including Dex Media East LLC and Dex Media West LLC, 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 215/945-700) DIOCESE OF WILMINGTON: Files for Chapter 11 Reorganization ---------------------------------------------------------- The Catholic Diocese of Wilmington Inc. has filed for Chapter 11 reorganization under the U.S. Bankruptcy Code. Most Rev. W. Francis Malooly, Bishop of Wilmington, said in a statement, "This is a painful decision, one that I had hoped and prayed I would never have to make. However, after careful consideration and after consultation with my close advisors and counselors, I believe we have no other choice, and that filing for Chapter 11 offers the best opportunity, given finite resources, to provide the fairest possible treatment of all victims of sexual abuse by priests of our Diocese. Our hope is that Chapter 11 proceedings will enable us to fairly compensate all victims through a single process established by the Bankruptcy Court." The bankruptcy filing automatically delays the case in Kent County Superior Court, the first of eight consecutive abuse trials scheduled in Delaware. There are 131 cases filed against the Diocese, with 30 scheduled for trial. Bishop Malooly said it has been the Diocese's desire to settle all claims against the Diocese of Wilmington through a mediation process. However, the Diocese failed to reach a settlement with the eight cases scheduled to begin trial October 19. "Our concern throughout the negotiations was that too large a settlement with these eight victims would leave us with inadequate resources to fairly compensate the other 133 claimants, and continue our ministry," Bishop Malooly said. According to The Associated Press, Monday's case would have been the first to come to trial under a Delaware law that created a two-year "lookback" window that allowed claims of abuse to be brought regardless of whether the statute of limitations had expired. More than 100 lawsuits were filed before the period ended this summer, with four being settled. The AP relates that Thomas Neuberger, an attorney representing 88 alleged victims, described the bankruptcy filing as a "desperate effort to hide the truth from the public and conceal the thousands of pages of scandalous documents" from being made public in court. "This filing is the latest, sad chapter in the diocese's decades long 'cover-up' of these despicable crimes, to maintain the secrecy surrounding its responsibility and complicity in the sexual abuse of hundreds of Catholic children," Mr. Neuberger said in a statement. The Diocese of Wilmington covers Delaware and the Eastern Shore of Maryland and serves about 230,000 Catholics. It is the seventh U.S. diocese to file for bankruptcy since allegations erupting seven years ago against Catholic clergy in Boston. DOLLAR THRIFTY: Expects Rental Revenues to Drop 12% in 3Q 2009 -------------------------------------------------------------- Dollar Thrifty Automotive Group, Inc., said October 15 that based on preliminary results, it expects vehicle rental revenues for the third quarter of 2009 to decrease approximately 12% compared to the third quarter of 2008, as an approximate 12% improvement in pricing on a year-over-year basis did not fully mitigate an approximate 21% decline in transaction days. Location closures represented approximately 4% of the decline in transaction days, while the remaining decline resulted from lower demand for our services at our current price point and a planned reduction in our fleet capacity as part of our focus on return on assets. "Optimizing the mix between pricing and volume is a primary focus area for the Company in 2009. I am pleased to report for the second consecutive quarter that the Company achieved a double- digit increase in rate per day compared to the prior year period, and also achieved its revenue targets for the quarter. One other highlight was that for the month of September, rental revenues were down only 3% compared to September 2008, indicating we may have seen the worst of the rental revenue declines for this business cycle," said Scott L. Thompson, Chief Executive Officer and President. The above data relating to the third quarter results are preliminary estimates based on information available at this time, and will be updated in conjunction with the Company's third quarter earnings release. About Dollar Thrifty Automotive Group Dollar Thrifty Automotive Group, Inc. -- http://www.dtag.com/, http://www.dollar.com/and http://www.thrifty.com/-- is a Fortune 1000 company headquartered in Tulsa, Oklahoma. The Company's brands, Dollar Rent A Car and Thrifty Car Rental, serve value- conscious travelers in more than 70 countries. Dollar and Thrifty have more than 700 corporate and franchised locations in the United States and Canada, operating in virtually all of the top U.S. and Canadian airport markets. The Company's roughly 6,800 employees are located mainly in North America, but global service capabilities exist through an expanding international franchise network. As of June 30, 2009, the Company had $2.58 billion in total assets and $2.35 billion in total liabilities. * * * The TCR said April 6, 2009, that Standard & Poor's Ratings Services lowered its ratings on DTAG, including the long-term corporate credit rating to 'CCC' from 'CCC+'. The outlook is negative. ELODA CORP: Completes Sale of Assets to Partnership --------------------------------------------------- Eloda Corporation (TSX-V: ELA) announced October 16 the sale of 100% of its assets to a limited partnership to be named "Societe en commandite Eloda" as provided in the Partnership's offer to purchase the Corporation's assets dated September 24, 2009 and accepted by the Corporation on October 1, 2009, and ratified by the Superior Court of Quebec on October 7, 2009. The asset purchase agreement entered into between the Corporation and the Partnership provides that all of the Corporation's assets are purchased for a total cash consideration of $1,000,000. The Corporation will use this amount to repay the promissory notes held by the Partnership (for a total of $730,000). The Superior Court of Quebec granted, when it approved the Offer, an exemption from the formal valuation and shareholder approval requirements of Regulation 61-101 respecting Protection of Minority Securityholders in Special Transactions, as permitted under section 65.13 of the Bankruptcy and Insolvency Act. The Corporation intends, with the $270,000 net proceeds of the sale of its assets, to make a proposal to its other creditors under the BIA in approximately three weeks. Concurrently with the sale of the Corporation's assets: -- The Corporation itself will cease all operations and therefore expects to be delisted from the TSX Venture Exchange shortly. -- The Corporation will change its name to become a numbered corporation as soon as possible. -- All employees of the Corporation are transferred to the purchaser. The business of the Corporation, being to provide innovative, effective and user-friendly measurement and validation tools for the advertising industry, will now be pursued by the Purchaser under the name "Societe en commandite Eloda". -- Mr. Fran‡ois Rainville resigned as president of the Corporation. The Corporation also announced that it has issued a new promissory note of $30,000, for a total of $730,000, in respect of the loan agreement of up to $800,000 announced on June 26, 2009. The promissory notes bear interest at the annual rate of 12% and shall become due and payable upon demand by the holder. The promissory notes are not convertible into securities of the Corporation. The holder of the notes is the Partnership. The loan agreement constitutes a related party transaction for the purposes of Regulation 61-101 respecting Protection of Minority Securityholders in Special Transactions, as disclosed in the Corporation's press release dated June 26, 2009. EXTENDICARE REAL ESTATE: Moody's Affirms 'B1' Corp. Family Rating ----------------------------------------------------------------- Moody's Investors Service has affirmed the B1 Corporate Family Rating of Extendicare Real Estate Investment Trust. The rating outlook remains stable. This rating affirmation reflects the skilled nursing facility operator's improved operating performance, geographic diversification in the United States and Canada, reasonable leverage, and solid fixed charge coverage, which provides cushion against changes to US government reimbursement policy -- a real and material risk to the SNF sector. Moody's notes that Extendicare's EBITDA and operating margins showed good improvement in 1H09 due to higher average revenue rates, cost savings, a stronger US dollar, and the absence of unusual items that affected 2008 operating performance. As a result, fixed charge coverage is solid at 2.6x for TTM2Q09. Extendicare is well-diversified geographically, with about one- third of its facilities located in Canada and two-thirds in the United States. The REIT realizes lower returns from its Canadian operations; however, this business provides a more stable cash flow stream, reflecting Canadian healthcare policy. The stability of Extendicare's Canadian operations is an important counterbalance to its US SNF business, which is heavily reliant on government reimbursement and thus subject to a much higher degree of earnings volatility. Moody's believes that the US Government reimbursement outlook for SNFs is mildly negative over the near term given the 1.1% net reduction in Medicare rates, which went into effect 10/01/2009. Longer term, the outlook is uncertain and could be quite negative given high federal and state budget deficits and potential changes to the overall US healthcare system. Another key credit challenge for Extendicare will be refinancing its 2011 debt maturities which total about C$663 million, including a US$500 million CMBS financing due in 4Q11. The REIT is in the process of exploring refinancing options, which include a possible long-term HUD financing that could be executed at a relatively attractive rate. Debt maturities prior to 2011 are very modest and the REIT is carrying a sizable cash position (C$95 million of cash as of 2Q09). Moody's notes that Extendicare's capital structure limits its financial flexibility as the majority of its assets are encumbered with secured financing. Moody's stable rating outlook for Extendicare is based upon Moody's expectation that the REIT will sustain recent operational improvements, which will help to offset potential negative changes to US government reimbursement. Moody's stated that upwards rating movement would result from greater property type diversification resulting in a decreased reliance on US government reimbursement, secured debt less than 30% of gross assets, and gross assets above C$2.5 billion, without a material increase in leverage. Downward rating pressure would result from fixed charge coverage below 2.2x or Net Debt/EBITDA above 6.0x on a sustained basis. This rating was affirmed with a stable outlook: * Extendicare Real Estate Investment Trust - B1 Corporate Family Rating Moody's last rating action with respect to Extendicare was on April 23, 2007, when Moody's assigned a first-time Corporate Family Rating of B1 with a stable outlook. Extendicare REIT is a provider of long-term and short-term senior care services in the United States and Canada. Through its subsidiaries, Extendicare operates 264 senior care centers that have capacity for about 29,500 residents. EXTERRA ENERGY: Malone & Bailey Raises Going Concern Doubt ---------------------------------------------------------- Malone & Bailey PC, in Houston, Texas, expressed substantial doubt about Exterra Energy, Inc.'s ability to continue as a going concern after auditing the Company's financial statements for the years ended May 31, 2009, and 2008. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs and has defaulted on certain outstanding notes payable. As of May 31, 2009, Exterra Energy had cash of $7,505 and negative working capital of $2,051,932. This compares to cash of $9,190 and negative working capital of $1,606,488 for the year ending May 31, 2008. Total debt was $1,059,625 at May 31, 2009, compared to $1,037,234 at May 31, 2008. The Company reported a net loss of $5,170,982 on oil and gas sales of $437,968 for the year ended May 31, 2009, compared with a net loss of $14,414,662 on oil and gas sales of $460,966 for the year ended May 31, 2008. The Company attributed the decrease in net loss primarily to a decrease of oil and gas property impairment of $1,705,181 and a decrease in stock issued for services and warrants issued for services of $5,961,666. At May 31, 2009, the Company's balance sheet showed $2,464,624 in total assets, $2,222,645 in total liabilities, and $241,979 in total stockholders' equity. The Company's balance sheet at May 31, 2009, also showed strained liquidity with $50,442 in total current assets available to pay $2,102,374 in total current liabilities. Full-text of the Company's financial statements for the year ended May 31, 2009, are available for free at: http://researcharchives.com/t/s?4708 Based in Amarillo, Texas, Exterra Energy Inc. was incorporated on February 3, 2006 in the State of Nevada as Green Gold Inc. The Company was engaged in the exploration for jade. Initial efforts focused on the Green Gold Jade Property in British Columbia, Canada. The Company's business direction was changed in 2006 in order to capitalize on the increasing availability of opportunistic acquisitions in the energy sector. In December 2006, the Company acquired interests in four oil and gas assets, the Burnett, Wuckowitsch and the University Lands leases, as well as a 9% Working Interest in the Henry Dome prospect, all located in Texas, USA. In December 2007, the Company sold the Burnett and Wuckowitsch leases. In July 2007, the Company changed its name to Exterra Energy, Inc. FAIRPOINT COMMS: Bank Debt Trades at 19.5% Off in Secondary Market ------------------------------------------------------------------ Participations in a syndicated loan under which FairPoint Communications, Inc., is a borrower traded in the secondary market at 80.47 cents-on-the-dollar during the week ended Oct. 16, 2009, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 2.83 percentage points from the previous week, The Journal relates. The loan matures on March 31, 2015. The Company pays 275 basis points above LIBOR to borrow under the facility. The bank debt carries Moody's Caa1 rating while Standard & Poor's has assigned a default rating on the bank debt. The debt is one of the biggest gainers and losers among widely quoted syndicated loans in secondary trading in the week ended Oct. 16, among the 158 loans with five or more bids. Headquartered in Charlotte, North Carolina, FairPoint Communications, Inc. -- http://www.fairpoint.com/-- owns and operates local exchange companies in 18 states offering advanced communications with a personal touch, including local and long distance voice, data, Internet, television, and broadband services. FairPoint is traded on the New York Stock Exchange under the symbol FRP. On Sept. 29, Moody's Investors Service repositioned FairPoint Communications, Inc.'s Probability of Default Rating to Ca/LD from Ca to reflect the limited default that has occurred following non- payment of the principal due on its credit facility on Sept. 30, 2009. The "/LD" suffix will be removed after three business days. FILENE'S BASEMENT: Fendi Cries Foul Over $70M Filene's, DSW Deal ---------------------------------------------------------------- Law360 reports that luxury fashion company Fendi SRL has objected to a deal among bankrupt Filene's Basement Inc., its former parent Retail Ventures Inc. and shoe retailer DSW Inc. to wipe out $70 million in claims related to loans, bills and other obligations, citing concerns about the deal's effect on a pending trademark case. As previously reported by the TCR, Retail Ventures, Inc. and DSW Inc. on September 25, 2009, entered into a settlement agreement with FB Liquidating Estate, Inc., formerly known as Filene's Basement, Inc., FB Services LLC and FB Leasing Services LLC and the Official Committee of Unsecured Creditors appointed in the Chapter 11 case for the Debtors. According to a regulatory filing by Retail Ventures, the salient terms of the Settlement Agreement are: * Retaile Ventures' claims against the Debtors in respect of $52.6 million in notes receivable will be released (during the quarter ended May 2, 2009, the Company recorded an allowance to fully reserve for these notes receivable as a result of the disposition of the Debtors to FB II Acquisition Corp., a subsidiary of Buxbaum Holdings, Inc.); * Retail Ventures will assume the rights and obligations related to (and agree to indemnify Liquidating Filene's Basement with regard to certain matters arising out of) the Liquidating Filene's Basement defined benefit pension plan; and * the Debtors and the Committee will allow certain general unsecured claims for amounts owed to the Company and DSW. The parties have also agreed to certain provisions affecting the proper allocation of proceeds paid to the Company or Liquidating Filene's Basement in connection with specified third party litigation and to certain provisions related to the Debtors' recovery from third parties that are the beneficiaries of letters of credit or hold collateral related to workers' compensation claims. The Settlement Agreement also provides for certain mutual releases among the Debtors, the Committee, the Company, DSW and other parties. The Settlement Agreement is scheduled for hearing before the Bankruptcy Court on October 15, 2009. About Filene's Basement Massachusetts-based Filene's Basement, also called The Basement, is the oldest off-price retailer in the United States. The Basement focuses on high-end goods and is known for its distinctive, low-technology automatic markdown system. Filene's Basement first filed for Chapter 11 bankruptcy protection in August 1999. Filene's Basement was bought by a predecessor of Retail Ventures, Inc., the following year. Retail Ventures in April 2009 transferred the unit to Buxbaum. Filene's Basement, Inc. and its affiliates filed for Chapter 22 on May 4, 2009, (Bankr. D. Del. Case No. 09-11525). James E. O'Neill, Esq., Laura Davis Jones, Esq., Mark M. Billion, Esq., Michael Seidl, Esq., and Timothy P. Cairns, Esq. at Pachulski Stang Ziehl & Jones LLP, represent the Debtors in their restructuring effort. The Debtors listed $50,000,001 to $100,000,000 in assets and $100,000,001 to $500,000,000 in debts. The Debtor is now formally named FB Liquidating Estate, following the sale of all of its assets to Syms Corp. in June 2009. FINLAY ENTERPRISES: Joyce Magrini Resigns as Exec. Vice President ----------------------------------------------------------------- Finlay Enterprises, Inc., disclosed in a filing with the Securities and Exchange Commission that Joyce Manning Magrini resigned from her position as executive vice president - administration. In addition, on Oct. 12, 2009, Ms. Magrini resigned from her position as executive vice president - administration of the Company's subsidiary, Finlay Fine Jewelry Corporation. Ms. Magrini's resignations are effective as of October 23, 2009. Finlay Enterprises, Inc. (OTC Bulletin Board: FNLY) through its wholly owned subsidiary, Finlay Fine Jewelry Corporation, is a retailer of fine jewelry operating luxury stand-alone specialty jewelry stores and licensed fine jewelry departments in department stores throughout the United States and achieved sales of $754.3 million in fiscal 2008. The number of locations at the end of the second quarter ended August 1, 2009, totaled 182, including 67 Bailey Banks & Biddle, 34 Carlyle and four Congress specialty jewelry stores and 77 licensed departments with The Bon Ton. The Company and seven affiliates filed for Chapter 11 on August 5, 2009 (Bankr. S.D.N.Y. Case No. 09-14873). Weil, Gotshal & Manges LLP, serves as bankruptcy counsel. Alvarez & Marsal North America, LLC, is engaged as restructuring advisor in the Chapter 11 case, and the firm's David Coles is appointed as chief restructuring officer. Epiq Bankruptcy Solutions, LLC, serves as claims and notice agent. Judge James Peck presides over the case. In its bankruptcy petition, Finlay Enterprises disclosed assets of $331,824,000 against debts of $385,476,000 as of July 4, 2009. As of the petition date, Finlay owes $38 million outstanding under a first lien credit agreement, $24.7 million under second lien notes, $176.6 million outstanding under third lien notes (in addition to $17.5 million to secured vendors), and $40.6 million under remaining unsecured obligations under the senior notes. On September 25, 2009, the Bankruptcy Court appointed Gordon Brothers Retail Partners, LLC, as agent for Finlay Enterprises and its affiliates and subsidiaries to conduct "store closing" or similar sales of merchandise located at all of the Company's retail store locations and the Company's two distribution centers. The transaction is expected to be completed by February 28, 2010. Gordon Brothers bid 85.75 cents on the dollar for inventory valued at an estimated $116 million for closings sales of 49 Finlay stores. Gordon had a prepetition contract to conduct store closings sales for 55 other stores. FINLAY ENTERPRISES: Wants to Sale of De Minimis Assets Approved --------------------------------------------------------------- Finlay Enterprises, Inc., and its debtor-affiliates ask the U.S. Bankruptcy Court for the Southern District of New York for authority to sell de minimis assets free and clear of liens, claims and encumbrances pursuant to Section 363 of the Bankruptcy Code. The Debtors determined that certain de minimis assets owned by the Debtors that were used in their operations are no longer necessary for their business as a result of its ongoing efforts to reduce expenses during the wind-down of their business operations. A hearing to consider the motion was set for Oct. 27, 2009, at 10:00 a.m. (Eastern Time) before the Hon. James M. Peck in One Bowling Green, Room 610, New York City. Objections, if any are due Oct. 20, 2009 at 4:00 p.m. (prevailing Eastern Time). Finlay Enterprises, Inc. (OTC Bulletin Board: FNLY) through its wholly owned subsidiary, Finlay Fine Jewelry Corporation, is a retailer of fine jewelry operating luxury stand-alone specialty jewelry stores and licensed fine jewelry departments in department stores throughout the United States and achieved sales of $754.3 million in fiscal 2008. The number of locations at the end of the second quarter ended August 1, 2009, totaled 182, including 67 Bailey Banks & Biddle, 34 Carlyle and four Congress specialty jewelry stores and 77 licensed departments with The Bon Ton. The Company and seven affiliates filed for Chapter 11 on August 5, 2009 (Bankr. S. D. N.Y. Case No. 09-14873). Weil, Gotshal & Manges LLP, serves as bankruptcy counsel. Alvarez & Marsal North America, LLC, is engaged as restructuring advisor in the Chapter 11 case, and the firm's David Coles is appointed as chief restructuring officer. Epiq Bankruptcy Solutions, LLC, serves as claims and notice agent. Judge James Peck presides over the case. In its bankruptcy petition, Finlay Enterprises disclosed assets of $331,824,000 against debts of $385,476,000 as of July 4, 2009. As of the petition date, Finlay owes $38 million outstanding under a first lien credit agreement, $24.7 million under second lien notes, $176.6 million outstanding under third lien notes (in addition to $17.5 million to secured vendors), and $40.6 million under remaining unsecured obligations under the senior notes. On September 25, 2009, the Bankruptcy Court appointed Gordon Brothers Retail Partners, LLC, as agent for Finlay Enterprises and its affiliates and subsidiaries to conduct "store closing" or similar sales of merchandise located at all of the Company's retail store locations and the Company's two distribution centers. The transaction is expected to be completed by February 28, 2010. Gordon Brothers bid 85.75 cents on the dollar for inventory valued at an estimated $116 million for closings sales of 49 Finlay stores. Gordon had a prepetition contract to conduct store closings sales for 55 other stores. FIRST PRIORITY BANK: FDIC Orders Auction of FF&E ------------------------------------------------ Penny Worley Auctioneers announces the online auction of furniture, fixtures and equipment from FDIC Receivership for First Priority Bank and Freedom Bank in Bradenton, Fla., according to Jerry Jenkins. Items in this online bank auction include: computers, executive office furniture, framed art, copier/printers, office equipment, storage and shelving, and much more. "This is a great opportunity to purchase computer and IT equipment along with office furniture," said Jenkins. "All of these items will sell to the highest bidders." Jenkins said the items were ordered sold by the Federal Deposit Insurance Corporation (FDIC) as receivership for First Priority Bank and Freedom Bank. In 2008, Penny Worley Auctioneers was named an official auctioneer for the FDIC. The online auction is open to the public. Bidding ends October 24. Bidders must register prior to bidding. For more information, visit http://www.WorleyAuctioneers.com/or call Jerry Jenkins at (513) 313-9178. Penny Worley Auctioneers conducts auctions throughout the United States, including over 100 auctions in 2008. The company is a member of the National Auctioneers Association, the Ohio Auctioneers Association and the Certified Appraisers Guild of America, National Association of Realtors & Ohio Association of Realtors and Members of the Cincinnati and Dayton Home Builders Association. About First Priority Bank First Priority Bank was closed July 31 by the Commissioner of the Florida Office of Financial Regulation, and the Federal Deposit Insurance Corporation was named receiver. To protect the depositors, the FDIC entered into a purchase and assumption agreement with SunTrust Bank Inc. to assume the insured deposits of First Priority. As of June 30 2008, First Priority had total assets of $259 million and total deposits of $227 million. At the time of closing, there were approximately $13 million in uninsured deposits held in approximately 840 accounts that potentially exceeded the insurance limits. FLINT TELECOM: L.L. Bradford Raises Going Concern Doubt ------------------------------------------------------- L.L. Bradford & Company, LLC, in Las Vegas, Nevada, expressed substantial doubt about Flint Telecom, Inc.'s ability to continue as a going concern after auditing the Company's consolidated financial statements for the years ended June 30, 2009, and 2008. The auditing firm reported that the Company has suffered losses from operations, negative cash flows from operations and current liabilities exceed current assets. Flint Telecom, Inc. reported a net loss of $14,562,263 for the year ended June 30, 2009, compared with a net loss of $3,860,654 for the year ended June 30, 2008. Revenues for the year ended June 30, 2009, increased 991% to $34,337,063 as compared $3,146,286 for the year ended June 30, 2008. The Company attributed this increase to the acquisition of the six subsidiaries of China Voice Holding, Corp. (CHVC) that closed in January 2009, and growth of the Company's wholesale call traffic business. The overall gross margin improved in the year ended June 30, 2009, versus 2008, from a gross loss of $876,096 to a gross loss of $658,629 on a higher revenue base. Operating expenses increased 263% to $10,126,607 in the year ended June 30, 2009 versus $2,661,818 for the last fiscal year. The increase in net loss was a result of costs associated with the reverse merger transaction with Semotus Solutions, Inc., the costs of being a public company, the discontinuation of the Company's operations at the New York location and the increase in costs associated with managing the Company's growing business. At June 30, 2009, the Company's consolidated balance sheet showed $23,286,441 in total assets, $21,929,105 in total liabilities, and $1,357,336 in total stockholders' equity. The Company's consolidated balance sheet at June 30, 2009, also showed strained liquidity with $8,026,018 in total current assets available to pay $18,247,529 in total current liabilities. Full-text copies of the Company's consolidated financial statements for the year ended June 30, 2009, are available for fre at http://researcharchives.com/t/s?4704 Liquidity As of June 30, 2009, the Company had cash and cash equivalents of $1,337,002, a decrease of $150,019 from the balance at June 30, 2008, which was $1,487,021. The Company's working capital deficit increased as of June 30, 2009, to $10,221,511 as compared to a working capital deficit of $2,814,281 at June 30, 2008. The Company has not yet generated sufficient revenues to cover the costs of continued product and service development and support, sales and marketing efforts and general and administrative expenses. Flint had negative cash flow from operating activities of $4,689,451 for the year ended June 30, 2009, compared with negative cash flow from operating activities of $2,696,681 for the year ended June 30, 2008. Based in Boca Raton, Florida, Flint Telecom Group, Inc. (OTC: FLTT) -- http://www.flinttel.com/-- is a telecommunications technology and services company providing an extensive portfolio of next generation fixed and wireless communication solutions to customers and other telecom providers throughout the United States. The Company operates its business through eight wholly- owned subsidiaries, CVC Int'l Inc., Cable and Voice Corporation, StarCom Alliance Inc, Dial-Tone Communication Inc, Phone House of Florida, Inc., Phone House, Inc., Wize Communications, Inc., and Digital Phone Solutions, Inc. FORD MOTOR: Bank Debt Trades at 11.35% Off in Secondary Market -------------------------------------------------------------- Participations in a syndicated loan under which Ford Motor Co. is a borrower traded in the secondary market at 88.65 cents-on-the- dollar during the week ended Oct. 16, 2009, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 0.49 percentage points from the previous week, The Journal relates. The loan matures on Dec. 15, 2013. The Company pays 300 basis points above LIBOR to borrow under the facility. The bank debt carries Moody's B1 rating and Standard & Poor's CCC+ rating. The debt is one of the biggest gainers and losers among widely quoted syndicated loans in secondary trading in the week ended Oct. 16, among the 158 loans with five or more bids. Headquartered in Dearborn, Michigan, Ford Motor Co. (NYSE: F) -- http://www.ford.com/-- manufactures or distributes automobiles in 200 markets across six continents. With about 260,000 employees and about 100 plants worldwide, the company's core and affiliated automotive brands include Ford, Jaguar, Land Rover, Lincoln, Mercury, Volvo, Aston Martin, and Mazda. The Company provides financial services through Ford Motor Credit Company. The Company has operations in Japan in the Asia Pacific region. In Europe, the Company maintains a presence in Sweden, and the United Kingdom. The Company also distributes its brands in various Latin-American regions, including Argentina and Brazil. As reported in the Troubled Company Reporter on Sept. 7, 2009, Moody's upgraded the Corporate Family Rating of Ford Motor Company to Caa1 from Caa3, and also raised the company's Speculative Grade Liquidity rating to SGL-3 from SGL-4. The rating outlook was changed to Stable from Negative. Ford's Probability of Default Rating remains at Caa3. In a related action, Moody's placed the Caa1 senior unsecured rating of Ford Motor Credit Company LLC on review for possible upgrade. FOOTHILLS OF FERNLEY: Case Summary & 7 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: Foothills of Fernley, LLC 2698 Wind Feather Trail Reno, NV 89511 Case No.: 09-53614 Chapter 11 Petition Date: October 14, 2009 Court: United States Bankruptcy Court District of Nevada Judge: Gregg W. Zive Debtor's Counsel: Stephen R. Harris, Esq. Belding, Harris & Petroni, Ltd 417 W Plumb Ln Reno, Nv 89509 Tel: (775) 786-7600 Fax: (775) 786-7764 Email: steve@renolaw.biz Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $1,000,001 to $10,000,000 The petition was signed by Hugh Hempel, the company's manager. Debtor's List of 7 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Tierra Development Group, LLC Money Loaned $650,000 2698 Wind Feather Trail Reno, NV 89511 Hempel, Hugh Money Loaned $151,000 Granite Crest, Inc. Goods/Services $151,000 Tierra Vista LLC Money Loaned $75,000 Jones-Vargas Goods/Services $40,000 Consulting Services Assoc. Goods/Services $21,000 Walsh, Baker & Rosevear, PC Goods/Servies $2,000 FOUNTAIN POWERBOAT: Liberty Investments to be Majority Shareholder ------------------------------------------------------------------ Greg Katski at Washington Daily News reports that the U.S. Bankruptcy Court for the Eastern District of North Carolina has allowed Fountain Powerboat Industries Inc. to reorganize, with Liberty Investments as majority shareholder. According to the Daily News, Liberty will help finance Fountain Powerboat's reorganization and help the Company pay off its creditors. Reggie Fountain will be retained as Fountain Powerboat's president and CEO. Fountain Powerboats, Inc., a subsidiary of Fountain Powerboat Industries, Inc., of Washington, North Carolina, has its executive offices and manufacturing facilities along the Pamlico River in Beaufort County, North Carolina. The Company designs, manufactures and sells offshore sport boats, sport fishing boats and express cruisers that target the segment of the recreational power boat market where speed, performance, safety and quality are the main criteria for purchase. These recreational boats are based upon an innovative, award-winning design enabling world class performance while using standard reliable power. There are currently 12 buildings located on 65 acres totaling over 237,000 square feet accommodating 40 to 45 boats in various stages of construction at any one time. The present plant site can also accommodate up to 300,000 square feet of additional manufacturing space. The land and buildings are wholly owned by Fountain Powerboat Industries, Inc., and its subsidiary, Fountain Powerboats. Fountain Powerboat Industries filed for Chapter 11 bankruptcy protection on August 24, 2009 (Bankr. E.D. N.C. Case No. 09- 07132). The Company's affiliates -- Fountain Powerboats, Inc., Fountain Dealers' Factory Superstore, Inc., and Baja by Fountain, Inc., also filed for bankruptcy. John A. Northen, Esq., and Stephanie Osborne-Rodgers, Esq., at Northen Blue, LLP, assist Fountain Powerboat in its restructuring efforts. Fountain Powerboat listed $3 in assets and $19,619,331 in liabilities. FOX HILLS SPE: Voluntary Chapter 11 Case Summary ------------------------------------------------ Debtor: Fox Hills SPE, LLC 333 Seventh Avenu, 3rd Floor New York, NY 10001 Bankruptcy Case No.: 09-16151 Chapter 11 Petition Date: October 14, 2009 Court: United States Bankruptcy Court Southern District of New York Judge: Arthur J. Gonzalez Debtor's Counsel: Joseph Corneau, Esq. Klestadt & Winters, LLP 292 Madison Avenu, 17th Floor New York, NY 10017 Tel: (212) 972-3000 Fax: (212) 972-2245 Email: jcorneau@klestadt.com Tracy L. Klestadt, Esq. Klestadt & Winters, LLP 292 Madison Avenu, 17th Floor New York, NY 10017-6314 Tel: (212) 972-3000 Fax: (212) 972-2245 Email: tklestadt@klestadt.com Estimated Assets: $1,000,001 to $10,000,000 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. The petition was signed by Sara Pfrommer, C.R.O. & general counsel of the Company. FREEDOM BANK, BRADENTON: FDIC Orders Auction of FF&E ---------------------------------------------------- Penny Worley Auctioneers announces the online auction of furniture, fixtures and equipment from FDIC Receivership for First Priority Bank and Freedom Bank in Bradenton, Fla., according to Jerry Jenkins. Items in this online bank auction include: computers, executive office furniture, framed art, copier/printers, office equipment, storage and shelving, and much more. "This is a great opportunity to purchase computer and IT equipment along with office furniture," said Jenkins. "All of these items will sell to the highest bidders." Jenkins said the items were ordered sold by the Federal Deposit Insurance Corporation (FDIC) as receivership for First Priority Bank and Freedom Bank. In 2008, Penny Worley Auctioneers was named an official auctioneer for the FDIC. The online auction is open to the public. Bidding ends October 24. Bidders must register prior to bidding. For more information, visit http://www.WorleyAuctioneers.com/or call Jerry Jenkins at (513) 313-9178. Penny Worley Auctioneers conducts auctions throughout the United States, including over 100 auctions in 2008. The company is a member of the National Auctioneers Association, the Ohio Auctioneers Association and the Certified Appraisers Guild of America, National Association of Realtors & Ohio Association of Realtors and Members of the Cincinnati and Dayton Home Builders Association. About Freedom Bank As reported by the TCR, the State of Florida, Office of Financial Regulation, on Oct. 31, 2008, closed Freedom Bank and named the FDIC as receiver. On November 10, 2008, the Federal Deposit Insurance Corporation notified the OIG that FB's total assets at closing were $276 million, and the estimated loss to the Deposit Insurance Fund was $92 million. As of Oct. 17, 2008, Freedom Bank had total assets of $287 million and total deposits of $254 million. Fifth Third agreed to assume all the deposits for a premium of 1.16%. In addition to assuming the failed bank's deposits, Fifth Third will purchase approximately $36 million of assets. The FDIC will retain the remaining assets for later disposition. GARRETT-BECK CORPORATION: Voluntary Chapter 11 Case Summary ----------------------------------------------------------- Debtor: Garrett-Beck Corporation dba Goose Creek Rehabilitation & Healthcare Center aka Garrett-Beck Corp. fdba Baytown Nursing Home 1106 Park Street Baytown, TX 77520 Bankruptcy Case No.: 09-37774 Chapter 11 Petition Date: October 14, 2009 Court: United States Bankruptcy Court Southern District of Texas, Houston Division Judge: Marvin Isgur Debtor's Counsel: James B. Jameson, Esq. Attorney at Law 3355 West Alabam, Suite 1160 Houston, TX 77098 Tel: (713) 807-1705 Fax: (713) 807-1710 Email: jbjameson@jamesonlaw.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 Barbara Garrett, president of the Company. GATEHOUSE MEDIA: Bank Debt Trades at 65% Off in Secondary Market ---------------------------------------------------------------- Participations in a syndicated loan under which GateHouse Media, Inc., is a borrower traded in the secondary market at 35.00 cents- on-the-dollar during the week ended Oct. 16, 2009, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 2.06 percentage points from the previous week, The Journal relates. The loan matures on Feb. 27, 2014. The Company pays 200 basis points above LIBOR to borrow under the facility. The bank debt carries Moody's Ca rating and Standard & Poor's CCC rating. The debt is one of the biggest gainers and losers among widely quoted syndicated loans in secondary trading in the week ended Oct. 16, among the 158 loans with five or more bids. GateHouse Media, Inc. -- http://www.gatehousemedia.com/-- headquartered in Fairport, New York, is one of the largest publishers of locally based print and online media in the United States as measured by its 97 daily publications. GateHouse Media currently serves local audiences of more than 10 million per week across 21 states through hundreds of community publications and local Web sites. GATEWAY ETHANOL: Equipment Lease Not a Disguised Sale Transaction ----------------------------------------------------------------- WestLaw reports that under Illinois law, the purchaser of a Chapter 11 debtor's assets failed to establish that a prepetition transaction whereby the debtor, the owner and operator of an ethanol plant, acquired a thermal oxidizer boiler system from a supplier was a disguised sale, and not a true lease, based upon the Uniform Commercial Code's bright-line test. Although the debtor did not have an explicit right to terminate the lease agreement during its five-year term, the asset purchaser failed to show that the debtor had an option to become the owner of the boiler for no or only nominal additional consideration upon completion of the agreement. At the end of the contract's term, the debtor had an option to either return the boiler to the supplier, with the debtor paying the cost of removal and shipment, or to retain the boiler upon payment of a fixed option price of $600,000. The uncontradicted evidence showed that, at the time of the agreement, the anticipated value of the boiler after five years was $600,000. The court also found that the transaction was a true lease under the "all the facts and circumstances" test. Finally, the court noted that the asset purchaser was not a party to the lease and that it was the only party that would benefit from a recharacterization of the transaction as a secured sale. In re Gateway Ethanol, L.L.C., --- B.R. ----, 2009 WL 1616662 (Bankr. D. Kan.) (Somers, J.). Pratt, Kansas-based Gateway Ethanol, LLC, unsuccessfully operated an ethanol plant constructed to produce 55 million gallons a year. The Company filed for bankruptcy protection on October 5, 2008 (Bankr. D. Kan. Case No. 08-22579). Laurence M. Frazen, Esq., Megan J. Redmond, Esq., and Tammee E. McVey, Esq., at Bryan Cave, LLP, represent the Debtor. In its schedules, the Debtor listed total assets of $94,545,022, and total debts of $93,353,654. Gateway sold substantially all of its assets to Dougherty Funding L.L.C. for $60 million in January 2009. GENERAL GROWTH: Judge Grants Bankrupt Mall Group $57.5M in Bonuses ------------------------------------------------------------------ According to Law360, executives and employees of General Growth Properties Inc. will divvy up potentially $57.5 million in bonuses as part of two incentive plans crafted to align employees' goals with the company's plan to emerge from Chapter 11 bankruptcy next year. Based in Chicago, Illinois, General Growth Properties, Inc. -- http://www.ggp.com/-- is the second-largest U.S. mall owner, having ownership interest in, or management responsibility for, more than 200 regional shopping malls in 44 states, as well as ownership in master planned community developments and commercial office buildings. The Company's portfolio totals roughly ] 200 million square feet of retail space and includes more than 24,000 retail stores nationwide. General Growth is a self- administered and self-managed real estate investment trust. The Company's common stock is trading in the pink sheets under the symbol GGWPQ. General Growth Properties Inc. and its affiliates filed for Chapter 11 on April 16, 2009 (Bankr. S.D.N.Y., Case No. 09-11977). Marcia L. Goldstein, Esq., Gary T. Holtzer, Esq., Adam P. Strochak, Esq., and Stephen A. Youngman, Esq., at Weil, Gotshal & Manges LLP, have been tapped as bankruptcy counsel. Kirkland & Ellis LLP is co-counsel. Kurtzman Carson Consultants LLC has been engaged as claims agent. The Company also hired AlixPartners LLP as financial advisor and Miller Buckfire Co. LLC, as investment bankers. The Debtors disclosed $29,557,330,000 in assets and $27,293,734,000 in debts as of December 31, 2008. Bankruptcy Creditors' Service, Inc., publishes General Growth Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by General Growth Properties Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) GENERAL MOTORS: Asbestos Claimants Objection to Remy Plea Stays --------------------------------------------------------------- Remy International, Inc., formerly known as DRA Inc., has asked the U.S. Bankruptcy Court for the Southern District of New York to extend the automatic stay to prevent the prosecution of claims in various courts around the United States that seek monetary damage from Remy for personal injuries or wrongful death based on exposure to General Motors Corporation's manufactured products or GM-owned plants or facilities. The Ad Hoc Committee of Asbestos Personal Injury Claimants ask the U.S. Bankruptcy Court for the Southern District of New York to deny Remy International's Motion to Extend the GM Stay. Further, the Ad Hoc Committee asked the Court for leave for the Asbestos Plaintiffs to prosecute their claims The Ad Hoc Committee's objection is joined in by the various individuals with mesothelioma or other cancer caused by exposure to asbestos. These individuals are represented by the law firm Simmons Browder Gianaris Angelides & Barnerd LLC. Remy International asked the Bankruptcy Court to strike the Ad Hoc Committee's Objection to the Motion to Extend for the reason that the Ad Hoc Committee's Objection was filed only after the October 1, 2009 Objection Deadline. After due consideration of Remy International's motion to extend the stay and its motion to strike the Objection of the Ad Hoc Committee of Asbestos Personal Injury Claimants to Remy's Motion, Judge Gerber determined that Remy's Stay Motion and its Motion to Strike are both inappropriate. Accordingly, Judge Gerber denied the Motions. Remy International's Request Remy International asks the Bankruptcy Court to extend the automatic stay to prevent the prosecution of claims in various courts around the United States that seek monetary damage from Remy for personal injuries or wrongful death based on exposure to General Motors Corporation's manufactured products or GM-owned plants or facilities. If the Bankruptcy Court is not inclined to extend GM's automatic stay to Remy, Remy seeks a preliminary injunction preventing further prosecution of the PI cases as against Remy in order to avoid prejudice to GM's estate, and seek that the injunction become permanent at the time of approval of a plan of reorganization in GM's bankruptcy cases. Remy has been named in several lawsuits for the sole reason that it purchased the assets, including the name, of the Delco Remy division of GM, N. Kathleen Strickland, Esq., at Ropers, Majeski, Kohn & Bentley, in San Francisco, California, tells the Bankruptcy Court. The plaintiffs in those lawsuits have sued both GM and Remy. Ms. Strickland says in each of those lawsuits, GM has agreed to defend and indemnify Remy since the lawsuits are based on GM manufactured products or GM owned premises. In other words, any liability of Remy could only be derivative of GM and GM products or premises, she explains. Hence, since those lawsuits are now stayed as to GM pursuant to the automatic stay of the bankruptcy court, Remy only seeks to have that same stay extend to Remy since GM has been defending Remy in these cases due to GM's contractual obligations to Remy under an Asset Purchase Agreement by and among DR International, Inc., DRA, Inc., and General Motors Corporation dated July 13, 1994, Ms. Strickland states. According to Ms. Strickland, pursuant to the Agreement, GM retained certain liabilities relating to the assets being sold under that agreement. Among the "Retained Liabilities" are: (i) any liability or obligation of GM existing as a result of any act, failure to act or other state of facts or occurrence which constitutes a breach or violation of any of GM's representations, warranties, covenants or agreements contained in this Agreement; (ii) any product liability claim of any nature in respect of products of the Businesses [GM] manufactured on or prior to the Closing Date; (iii) any obligation or liability arising under any Contract, instrument or agreement that (a) is not transferred to Purchaser as part of the Purchased Assets; and (iv) liabilities in connection with any matter as to which GM has responsibility or liability under Article VIII [entitled 'Environmental Matters']. In conjunction with GM's retention of the "Retained Liabilities," in the Agreement, GM agreed to indemnify and hold Remy harmless from any damages relating to the Retained Liabilities, Ms. Strickland points out. Ms. Strickland says on July 16, 2009, GM, by way of the e-mail from Maynard Timm, a staff of GM, informed Remy that it did not intend to continue to honor the Agreement. With respect to GM's intention to not continue to honor the Agreement, MS. Strickland asserts that when certain "unusual circumstances" exist, the automatic stay may apply to actions against non-debtors "whose interest are so intimately intertwined with those of the debtor that the latter may be said to be the real party in interest," for all practical purposes, GM is Remy in these cases because these were GM products or GM facilities. Ms. Strickland further asserts that it is only just that the stay be extended as to Remy because by accepting the tender GM has admitted that it is responsible for those cases, not Remy. Certainly, where it can be said that debtor and the non-bankrupt party can be considered one entity or as having a unitary interest, a Section 362(a)(1) of the Bankruptcy Code stay may suspend the action against a non-bankrupt party, Ms. Strickland argues. Furthermore, Ms. Strickland contends that Remy is entitled to a preliminary injunction enjoining the GM Cases as against Remy. A finding against Remy in the cases may serve as a finding against GM, even though GM is no longer a party to those cases, and the finding could trigger additional claims by third parties against GM's Estate, she points out. Moreover, a finding against Remy would trigger an indemnification claim by Remy against GM's Estate pursuant to the APA, and would also trigger a claim by Remy against any of GM's applicable insurance policies, thus both causing Remy to file an amended, or increased, claim against GM's Estate, also in order to enforce the Agreement. 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: Detroit Diesel Fails to Win Stay From Suits ----------------------------------------------------------- Detroit Diesel Corporation failed to obtain approval from the U.S. Bankruptcy Court for the Southern District of New York of its motion to extend and enforce the automatic stay to prevent the prosecution of claims in various courts around the United States, or elsewhere, wherein the plaintiffs seek monetary damages from DD for personal injuries and wrongful death for asbestos-related diseases based on exposure to asbestos-containing components incorporated into products manufactured, sold, and distributed by DD's predecessors. In the alternative, to the extent the Bankruptcy Court does not find an extension of the automatic stay appropriate in the present, DD seeks a commensurate preliminary injunction preventing further prosecution of the asbestos cases as against DD to avoid prejudice to the Debtors' estate. Bankruptcy Judge Roberg Gerber denied Detroit Diesel's Motion after holding that the motion is inappropriate. In the Motion to Enforce the Stay, Michael T. Conway, Esq., at LeClair Ryan, a Professional Corporation, in New York, relates that there are approximately 65 civil lawsuits pending in the state courts of 12 different states. At least eight of those lawsuits are scheduled for start of trial in the next six months. He says in each of the Asbestos Cases, DD is sued for the sole reason that it was once a division of the Debtors' and as a conduit for liability, which, if it exists at all, would exist with the Debtors, and not with DD, which has not manufactured, sold, or distributed products with asbestos- containing components. Detroit Diesel was founded in 1938 as the Detroit Diesel Division of General Motors Corporation. In 1988, GM sold certain assets of the Detroit Diesel Division to DD, a joint venture between GM and Penske Corporation. As part of a "sales agreement" between GM and DD, Mr. Conway says, GM agreed to assume all liabilities and to indemnify and hold harmless Detroit Diesel and its successors for any products manufactured, distributed or sold prior to January 1, 1988, by GM's Detroit Diesel Division. Parties, however, objected to Detroit Diesel's request. The surviving spouse of Leon Roland Pichon, Jeanette Garnett Pichon, and children Roland L. Pichon, Mark P. Pichon, Patrice Pichon Robinson, Tracy Pichon Baham, Veronica Pichon Joseph, and Cade Pichon Hagger asked the Bankruptcy Court to dismiss Detroit Diesel's proposal. Gerolyn P. Roussel, Esq., at Roussel & Clement, in LaPlace, Louisiana, relates that Leon Roland Pichon was an employee at Halter Marine, Inc., from 1995 through 1994 where he was exposed to asbestos from DDC's asbestos on a daily basis. His injury and death resulted from exposure to asbestos in the State of Louisiana. The Pichons have sued for redress of this injury in the Civil District Court for the Parish of Orleans, Louisiana. In addition, the Ad Hoc Committee of Asbestos Personal Injury objected, contending that Detroit Diesel fails to establish any basis for its request, in order to enjoin 65 state court asbestos personal injury suits pending against Detroit Diesel which is a non-debtor. The Asbestos Claimants Committee noted that in the rare instances where courts have used their equitable powers to extend the protections of the automatic stay to enjoin actions against non- debtors, they have done so only in "unusual circumstances" or where the actions to be stayed would have an immediate adverse effect on the debtor's reorganization efforts, the Ad Hoc Committee argues. Detroit Diesel provides no credible evidence showing unusual circumstances or how the continuation of the Asbestos Actions could have the requisite immediate adverse effect on the liquidating Debtors or the Debtors' estate that would warrant an extension of the stay, the Ad Hoc Committee complains. 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: Reynolds Want Lift Stay to Enforce Judgment ----------------------------------------------------------- Bonnie J. Reynolds and Garland Reynolds Jr., individually and as Administrator of the estate of Matthew John Reynolds, ask the U.S. Bankruptcy Court for the Southern District of New York to lift the stay to allow the Eleventh Circuit Court to: * enforce judgment on Motors Liquidation Co.'s appeal to the U.S. Court of Appeals for the Eleventh Circuit, on the $3.5 million verdict entered by the United States District Court for the Northern District of Georgia in a product Liability case involving the wrongful death and catastrophic injury of Matthew Reynolds; and * permit the Reynolds to enforce that Judgment against Travelers Casualty and Surety Company as surety on the $4.5 million supersedeas bond the Debtors filed in the District Court, if the Eleventh Circuit affirms the Judgment appealed from. On June 3, 2002, 14-year old Matthew Reynolds suffered fatal head injuries when he was ejected from a 1995 Chevrolet Blazer driven by his mother, as the vehicle rolled over after being struck by another vehicle. On June 2, 2004, Matthew's parents, Garland Reynolds, Jr. and Bonnie J. Reynolds, filed suit in the District Court against GM, the manufacturer of the Blazer. After trial, the District Court entered judgment on a jury verdict, in the amount of approximately $3.5 million. The Debtors appealed that Judgment and posted a $4.5 million supersedeas bond in the trial court. The parties fully briefed the appeal prepetition but the United States Court of Appeals for the Eleventh Circuit stayed issuing its decision on the appeal based on the automatic stay under Section 362 of the Bankruptcy Code. The Bankruptcy Court will convene a hearing to consider the lift stay motion on November 6, 2009, at 9:45 a.m. Objections will be due by November 3. 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: Should Reconsider Opel Bids, EU Says ---------------------------------------------------- General Motors Co. should be allowed to reconsider all bids for its Adam Opel GmbH unit after German aid policies pushed the U.S. carmaker to choose Magna International Inc. as the buyer, the European Union said, according to Bloomberg News. Guttenberg said today that Germany will work to assuage EU concerns and that the sale is likely to proceed. Germany Chancellor Angela Merkel's government chose Magna, Canada's biggest auto- parts maker, and Russian partner OAO Sberbank as Opel's preferred bidder in May, saying they wanted to preserve jobs. Germany's offer of EUR4.5 billion (US$6.9 billion) in state loans and guarantees for Opel's sale must be available to all suitors to meet antitrust rules, the EU said in a statement outlining a letter that European Competition Commissioner Neelie Kroes sent to Economy Minister Karl Theodor zu Guttenberg, according to Bloomberg. Authorities should inform GM and the trust that owns Opel that the aid is available to any buyer, the EU said, according to the report. Under the deal, which was reached on September 10, 2009, Magna and Savings Bank of the Russian Federation will purchase a 55% stake in New Opel; GM will hold a 35% stake; and employees will be provided a 10% stake. Spain's industry minister had criticized the Opel Sale, urging European Union commissioners to examine "whether the deal unfairly spares Opel's German operations from job cuts and possible plant closures that are planned." Opel's reorganization -- in light of the sale of GM's majority stake in the Company to Magna and OAO Sberbank -- is said to result to as many as 10,900 job cuts in Europe. Magna had revealed in its proposal in July 2009, that it would eliminate 1,672 jobs, or 23% of the workforce at Opel's Spanish plant, Bloomberg reported. GM has also said that Opel's plant in Antwerp, Belgium, could be wound down and that some production in Spain could be moved to Germany. Unite, a trade union at Opel's Vauxhall division in the U.K., also said it opposes Magna's plans for failing to outline investments for its two factories in the English towns of Luton and Ellesmere Port. In addition, Unite argues the Magna's proposal to shut Opel's pension plan, Bloomberg added. 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). GEORGIA GULF: Bank Debt Trades at 0.57% Off in Secondary Market --------------------------------------------------------------- Participations in a syndicated loan under which Georgia Gulf Corporation is a borrower traded in the secondary market at 99.43 cents-on-the-dollar during the week ended Oct. 16, 2009, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 0.45 percentage points from the previous week, The Journal relates. The loan matures on Oct. 3, 2013. The Company pays 650 basis points above LIBOR to borrow under the facility. The bank debt carries Moody's B2 rating and Standard & Poor's B+ rating. The debt is one of the biggest gainers and losers among widely quoted syndicated loans in secondary trading in the week ended Oct. 16, among the 158 loans with five or more bids. Georgia Gulf Corporation is a manufacturer and international marketer of two integrated chemical product lines, chlorovinyls and aromatics. The Company's primary chlorovinyls products are chlorine, caustic soda, vinyl chloride monomer (VCM), vinyl resins and vinyl compounds. Its aromatics products are cumene, phenol and acetone. The Company has four business segments: chlorovinyls; window and door profiles, and moldings products; outdoor building products, and aromatics. At March 31, 2009, the Company had $1.56 billion in total assets and $1.66 billion in total liabilities, resulting in $97.3 million stockholders' deficit. As reported in the Troubled Company Reporter on June 19, 2009, Standard & Poor's Ratings Services lowered its issue rating on Georgia Gulf Corp.'s $100 million 7.125% senior notes due 2013 to 'D' from 'C' and retained the '6' recovery rating, indicating S&P's expectation of negligible recovery (0%-10%) on the notes. At the same time, S&P kept its corporate credit rating on Georgia Gulf at 'D'. S&P had lowered its corporate credit rating and these issue ratings on Georgia Gulf to 'D' on May 21, 2009, following a missed interest payment of $34.5 million on these notes. As reported by the TCR on Aug. 3, Moody's Investors Service upgraded the Corporate Family Rating of Georgia Gulf Corporation to B2 from Caa2 as a result of the completion of the private debt- for-equity exchange offer and an amendment to its credit facility that substantially improves the company's liquidity. GREENSHIFT CORP: Restates Second Quarter 2009 Financial Statements ------------------------------------------------------------------ GreenShift Corporation has filed Amendment No. 1 on Form 10-Q/A, which amends and restates the Company's financial statements which were filed by the Company with the Securities and Exchange Commission on August 20, 2009. The Company restated its financial statements for the six months ended June 30, 2009, and 2008, to reflect the disposition of one of its subsidiaries ("Culbertson"), to a company under common control (Carbonics Capital Corporation). The financial results of Culbertson have been omitted from the Company's results of operations for the six months ended June 30, 2009, and the December 31, 2008 balance sheet and statement of stockholder's equity have been restated as well. The change due to the disposition of Culbertson resulted in an increase of additional paid in capital of $2,783,484 as well as a decrease of retained earnings of $3,539,639. GreenShift Corporation reported net income of $8,352,579 on revenue of $1,177,026 for the three months ended June 30, 2009, compared with a net loss of $2,297,984 on revenue of $5,961,775 in the corresponding period last year. Results for the three months ended June 30, 2009, include a gain on sale of discontinued operations of $14,452,069. The Company divested its 10 million gallon per year biodiesel facility in Adrian, Michigan and oilseed crush facility in Culbertson, Montana during the second quarter of 2009. Revenues in 2009 decreased due to the fact that the Company's biodiesel refinery and equipment manufacturing operations were shut down due to the unavailability of the working capital resources these operations require. For the six months ended June 30, 2009, the Company reported a net loss of $4,031,399 on revenue of $2,032,684, compared with a net loss of $5,808,198 on revenue of $8,857,574 in the same period of 2008. At June 30, 2009, the Company's amended and restated balance sheet showed $20,799,615 in total assets and $73,813,042 in total liabilities, resulting in a $53,013,427 stockholders' deficit. The Company's amended and restated balance sheet at June 30, 2009, also showed strained liquidity with $1,465,682 in total current assets available to pay $64,763,477 in total current liabilities. Full-text copies of the Company's amended and restated financial statements for the three months ended June 30, 2009, are available for free at http://researcharchives.com/t/s?46fe For the three months ended March 31, 2009, the Company reported a net loss of $12,383,978 on revenue of $855,658, compared with a net loss of $3,510,214 on revenue of $2,895,799 in the same period of 2008. Full-text copies of the Company's amended and restated financial statements for the three months ended March 31, 2009, are available for free at http://researcharchives.com/t/s?46ff For the fiscal year ended December 31, 2008, the Company reported a net loss of $47,975,579 on revenue of $23,616,662, compared with a net loss of 24,671,845 on revenue of $14,680,387 for the fiscal year ended December 31, 2007. Full-text copies of the Company's amended and restated financial statements for the fiscal year ended December 31, 2008, are available for free at http://researcharchives.com/t/s?4700 Going Concern Doubt Rosenberg Rich Baker Berman & Company, in Bridgewater, New Jersey, expressed substantial doubt about GreenShift Corporation's ability to continue as a going concern after auditing the Company and its subsidiaries' financial statements for the years ended December 31, 2008. and 2007. The auditing firm pointed to the Company's recurring losses from operations and working capital deficit. The Company had a working capital deficit of $63,297,795 at June 30, 2009. About GreenShift Corporation Based in New York, GreenShift Corporation develops and commercializes clean technologies designed to integrate into and leverage established production and distribution infrastructure to address the financial and environmental needs of its clients by decreasing raw material needs, facilitating co-product reuse, and reducing waste and emissions. The Company currently owns four corn oil extraction facilities that are located in Oshkosh, Wisconsin, Medina, New York, Marion, Indiana, and Riga, Michigan. During the six months ended June 30, 2009, the Company also owned a 10 million gallon per year biodiesel facility in Adrian, Michigan and an oilseed crush facility in Culbertson, Montana. These two facilities were idled during the first quarter 2009 due to a lack of working capital. The Company divested both of these facilities during the second quarter of 2009. The Company's specialty equipment manufacturing operations were also idled during the six months ended June 30, 2009. GSC INVESTMENT: Adverse Credit Events in Portfolio to Continue -------------------------------------------------------------- GSC Investment Corp. reported financial results for the fiscal second quarter ended August 31, 2009. Operating Results For the quarter ended August 31, 2009, GSC Investment Corp. reported net investment income of $1.1 million, or $0.13 per share, and net loss on investments of $17.2 million, or $2.07 per share, resulting in a net decrease in net assets from operations of $16.2 million, or $1.94 per share. $16.1 million of the net loss was due to unrealized depreciation. Net asset value was $6.91 per share as of August 31, 2009 as compared to $8.85 per share as of May 31, 2009. "The unrealized depreciation in our portfolio during the second quarter primarily reflects the combination of adverse credit events with several of our corporate debt investments and changes in our modeling assumptions regarding default, recovery and prepayment rates for our CLO investment," said Chief Executive Officer Seth M. Katzenstein. "While recent signs of stabilization in the credit markets are encouraging, corporate deficits accumulated during the recent recession continue to stress our investments. As a result, we expect that adverse credit events in our portfolio will continue." Portfolio and Investment Activity As of August 31, 2009, the value of the Company's investment portfolio was $100.0 million, principally invested in 33 portfolio companies and one collateralized loan obligation fund. The overall portfolio composition consisted of 17.4% first lien term loans, 34.3% second lien term loans, 27.1% senior secured notes, 7.7% unsecured notes, 13.3% subordinated notes of GSCIC CLO and 0.2% equity/limited partnership interests. During the second quarter, GSC Investment Corp. made no investments in new or existing portfolio companies. For the quarter, the Company had $4.6 million in aggregate amount of exits and repayments, resulting in net repayments of $4.6 million. As of August 31, 2009, the weighted average current yield on the Company's first lien term loans, second lien term loans, senior secured notes, unsecured notes and the GSCIC CLO subordinated notes were 7.4%, 9.5%, 11.6%, 12.3% and 0.1%, respectively, which resulted in an aggregate weighted average current yield of 8.2%. As of August 31, 2009, 42.7%, or $37.0 million, of the Company's interest-bearing portfolio was fixed rate debt with a weighted average current coupon of 11.7% and 57.3%, or $49.7 million, of its interest-bearing portfolio was floating rate debt with a weighted average current spread of LIBOR plus 6.8%. Liquidity and Capital Resources At August 31, 2009, the Company had $49.6 million in borrowings under its credit facility and an asset coverage ratio of 216%. On July 30, 2009, an ongoing borrowing base deficiency in the Company's credit facility became an event of default. Adverse credit conditions affecting the Company's portfolio investments have continued throughout the second quarter and have resulted in a $14.5 million deficiency in the Company's August 31, 2009 borrowing base, which exceeds the Company's unrestricted cash and cash equivalents of $6.6 million at August 31, 2009. During the continuance of an event of default, the lender has the ability to terminate the facility and sell the underlying collateral necessary to satisfy outstanding borrowings. The Company and its lender continue to discuss possible solutions to the event of default and the lender has elected not to accelerate the obligation to date, but has reserved the right to do so. "The adverse economic environment that persists in the marketplace continues to have a negative effect on several of our portfolio companies. Some portfolio companies have experienced worse than expected declines in operating performance, while others have been unable to refinance maturing debt," said Mr. Katzenstein. "We believe that the best way to maximize the value of underperforming and stressed investments is to actively manage them through the workout process leveraging the experience of our investment adviser GSC Group and the common ownership of other GSC Group- managed funds." The Company continues to work with the investment banking firm of Stifel Nicolaus & Company as it actively evaluates strategic alternatives to maximize long-term shareholder value. Dividend The Company's Board of Directors has decided not to declare a dividend for the second quarter of fiscal year 2010. About GSC Investment Corp. GSC Investment Corp. is a specialty finance company that invests primarily in leveraged loans and mezzanine debt issued by U.S. middle-market companies, high yield bonds and collateralized loan obligations. It has elected to be treated as a business development company under the Investment Company Act of 1940. The Company may also opportunistically invest in distressed debt, debt issued by non-middle market companies, and equity securities issued by middle and non-middle market companies. The Company draws upon the support and investment advice of its external manager, GSC Group, an alternative asset investment manager that focuses on complex, credit-driven strategies. GSC Investment Corp. is traded on the New York Stock Exchange under the symbol "GNV." HARVEST OIL: Can Access Lenders Cash Collateral until November 13 ----------------------------------------------------------------- The Hon. Robert Summerhays of the U.S. Bankruptcy Court for the Western District of Louisiana authorized, on an interim basis, Harvest Oil & Gas, LLC, and its debtor-affiliates' to access cash collateral of Wayzata Investments Partners, LLC, as agent for certain lenders, and Macquarie Bank Limited and its affiliates to meet payroll, ongoing operational expenses and other business costs and expenses in accordance with a budget. The Debtors are authorized to use the cash collateral from Oct. 3, 2009, through Nov. 13, 2009. This is the Court's eighth interim cash collateral order. As reported in the Troubled Company Reporter on July 29, 2009, the Debtors will not pay wages or salary to any party who is not working for the Debtors. The prepetition lenders will retain their security interests and liens on the cash collateral to the fullest extent and relative priority as set forth in their respective prepetition security agreements. As partial adequate protection for any use or diminution in the value of their collateral, the prepetition lenders are granted security interests and liens in all of the property and assets of the Debtors' estates, as may be acquired postpetition, including all cash collateral in the DIP Account. About Harvest Oil and Gas, LLC Headquartered in Covington, Louisiana, Harvest Oil and Gas, LLC -- http://www.harvest-oil.com/-- is engaged on acquisition, development and exploration of energy resources. The Debtor and its debtor-affiliates filed for Chapter 11 protection on March 31, 2009 (Bankr. W.D. La. Lead Case No. 09-50397). Robin B. Cheatham, Esq., at Adams & Reese LLP, represents the Debtors in their restructuring efforts. The Debtors listed between $100 million and $500 million each in assets and debts. HARRAH'S ENTERTAINMENT: HOC Funds $1 Bil. Incremental Term Loans ---------------------------------------------------------------- Harrah's Operating Company, Inc., a wholly owned subsidiary of Harrah's Entertainment, Inc., on October 15, 2009, funded incremental term loans under its senior secured credit facilities in the aggregate amount of $1 billion in the form of new Term B-4 Loans pursuant to the incremental facility amendment to the credit agreement dated as of September 26, 2009. Harrah's Operating entered into an amendment to its senior secured credit facilities to allow for $1 billion of incremental term loans. Harrah's Operating intends to use the proceeds of the incremental term loans to refinance or retire existing debt and to provide additional liquidity. A full-text copy of the Incremental Facility Amendment to Credit Agreement with Bank of America, N.A., as administrative agent and collateral agent, is available at no charge at: http://ResearchArchives.com/t/s?45df Banc of America Securities LLC and Citigroup Global Markets Inc. act as the joint lead arrangers; BAS, CGMI, Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc. and J.P. Morgan Securities Inc. act as the joint bookrunners, and Goldman Sachs Credit Partners L.P. and Morgan Stanley Senior Funding, Inc., act as co-managers. About Harrah's Entertainment 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 reported by the Troubled Company Reporter on September 25, 2009, Moody's Investors Service assigned a Caa1 rating to the $1.0 billion senior secured term loan to be issued by Harrah's Operating Company. Moody's also affirmed Harrah's Entertainment's Caa3 Corporate Family rating, Caa3 Probability of default rating and all of the long-term debt ratings of HET and HOC, Inc. The TCR 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'. HAWKER BEECHCRAFT: Bank Debt Trades at 23.66% Off ------------------------------------------------- Participations in a syndicated loan under which Hawker Beechcraft, Inc., is a borrower traded in the secondary market at 76.34 cents- on-the-dollar during the week ended Oct. 16, 2009, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 0.63 percentage points from the previous week, The Journal relates. The loan matures on March 26, 2014. The Company pays 200 basis points above LIBOR to borrow under the facility. The bank debt carries Moody's B3 rating and Standard & Poor's B- rating. The debt is one of the biggest gainers and losers among widely quoted syndicated loans in secondary trading in the week ended Oct. 16, among the 158 loans with five or more bids. Hawker Beechcraft Acquisition Company, LLC, headquartered in Wichita, Kansas, is a leading manufacturer of business jets, turboprops and piston aircraft for corporations, governments and individuals worldwide. Hawker Beechcraft carries a long-term corporate credit rating of 'CCC+' from Standard & Poor's Ratings Services, and a Caa2 corporate family rating from Moody's Investors Service. HFAH MONACO SPE: Voluntary Chapter 11 Case Summary -------------------------------------------------- Debtor: HFAH MONACO SPE LLC 333 Seventh Avenu, 3rd Floor New York, NY 10001 Bankruptcy Case No.: 09-16152 Chapter 11 Petition Date: October 14, 2009 Court: United States Bankruptcy Court Southern District of New York Judge: Arthur J. Gonzalez Debtor's Counsel: Joseph Corneau, Esq. Klestadt & Winters, LLP 292 Madison Avenu, 17th Floor New York, NY 10017 Tel: (212) 972-3000 Fax: (212) 972-2245 Email: jcorneau@klestadt.com Tracy L. Klestadt, Esq. Klestadt & Winters, LLP 292 Madison Avenu, 17th Floor New York, NY 10017-6314 Tel: (212) 972-3000 Fax: (212) 972-2245 Email: tklestadt@klestadt.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 Sara Pfrommer, C.R.O. & general counsel of the Company. HIDEAWAY MARINA: Case Summary & 10 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: The Hideaway Marina Limited Partnership 599 S Federal Hwy Pompano Beach, FL 33062 Bankruptcy Case No.: 09-32179 Chapter 11 Petition Date: October 14, 2009 Court: United States Bankruptcy Court Southern District of Florida Judge: Raymond B. Ray Debtor's Counsel: Charles I Cohen, Esq. 2255 Glades Rd #337W Boca Raton, FL 33431 Tel: (561) 395-0500 Email: pmouton@furrcohen.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $10,000,001 to $50,000,000 According to the schedules, the Company has assets of at least $6,888,500, and total debts of $11,450,740. A full-text copy of the Debtor's petition, including a list of its 10 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/flsb09-32179.pdf The petition was signed by Pierre Gaudreau, general partner of the Company. HUNTSVILLE SPE: Voluntary Chapter 11 Case Summary ------------------------------------------------- Debtor: Huntsville SPE LLC 333 Seventh Avenu, 3rd floor New York, NY 10001 Bankruptcy Case No.: 09-16153 Chapter 11 Petition Date: October 14, 2009 Court: United States Bankruptcy Court Southern District of New York Judge: Arthur J. Gonzalez Debtor's Counsel: Joseph Corneau, Esq. Klestadt & Winters, LLP 292 Madison Avenu, 17th Floor New York, NY 10017 Tel: (212) 972-3000 Fax: (212) 972-2245 Email: jcorneau@klestadt.com Tracy L. Klestadt, Esq. Klestadt & Winters, LLP 292 Madison Avenu, 17th Floor New York, NY 10017-6314 Tel: (212) 972-3000 Fax: (212) 972-2245 Email: tklestadt@klestadt.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 Sara Pfrommer, C.R.O. & general counsel of the Company. INTERGRAPH CORP: S&P Gives Stable Outlook, Affirms 'B+' Rating -------------------------------------------------------------- Standard & Poor's Ratings Services said it revised its outlook on Huntsville, Alabama-based Intergraph Corp. to stable from positive. While the company has demonstrated good profitability and free cash flow, in the third quarter of 2009, it opted to return some its excess cash flow to shareholders in the form of a dividend, in lieu of reducing debt from the high-3x area. At the same time, S&P affirmed the 'B+' corporate credit rating on the company. "The rating on Intergraph reflects the highly competitive and consolidating government IT services industry, a short track record at current profitability levels, and a leveraged financial profile," said Standard & Poor's credit analyst Jennifer Pepper. A recurring and predictable revenue stream stemming from long-term contracts and entrenched customer relationships partially offsets these factors. INTEGRATED BIOPHARMA: Amper Politziner Raises Going Concern Doubt ----------------------------------------------------------------- Amper, Politziner & Mattia, LLP, in Edison, New Jersey, expressed substantial doubt about Integrated BioPharma, Inc.'s ability to continue as a going concern after auditing the Company and subsidiaries' financial statements for the years ended June 30, 2009, and 2008. The auditing firm said that the Company has a working capital deficiency and recurring net losses, is in the process of seeking additional capital, and that the Company has not yet secured sufficient capital to fund its operations. Intergrated BioPharma reported a net loss of $18.2 million on net sales of $39.4 million for the fiscal year ended June 30, 2009, compared with a net loss of $18.2 million on net sales of $43.9 million in fiscal 2008. The decrease in sales is, in part, the result of a decrease in sales in the Company's contract manufacturing products sales which decreased by approximately $4.0 million, primarily due to lower volume and selling prices to one of the Company's major customers of approximately $4.5 million, offset in part by an increase in sales to other customers of approximately $500,000. At June 30, 2009, the Company's consolidated balance sheet showed $16.5 million in total assets and $18.9 million in total liabilities, resulting in a $2.4 million stockholders' deficit. The Company's consolidated balance sheet at June 30, 2009, also showed strained liquidity with $12.0 million in total current assets available to pay $14.9 million in total current liabilities. Full-text copies of the Company's consolidated financial statements for the fiscal year ended June 30, 2009, are available for free at http://researcharchives.com/t/s?46f9 Headquartered in Hillside, New Jersey, Integrated BioPharma, Inc., a Delaware corporation is engaged primarily in manufacturing, distributing, marketing and sales of vitamins, nutritional supplements and herbal products. The Company's customers are located primarily in the United States. The Company was previously known as Integrated Health Technologies, Inc., and, prior to that, as Chem International, Inc. The Company was reincorporated in its current form in Delaware in 1995. As of September 22, 2009, the Company's common stock trades on the OTC Bulletin Board under the symbol INBP.OB. The Company continues to do business as Chem International, Inc., with certain its customers and certain vendors. ISP CHEMCO: Bank Debt Trades at 5.25% Off in Secondary Market ------------------------------------------------------------- Participations in a syndicated loan under which ISP Chemco, LLC, is a borrower traded in the secondary market at 94.75 cents-on- the-dollar during the week ended Friday, Oct. 16, 2009, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 0.63 percentage points from the previous week, The Journal relates. The loan matures on May 23, 2014. The Company pays 175 basis points above LIBOR to borrow under the facility. The bank debt carries Moody's Ba3 rating and Standard & Poor's BB-rating. The debt is one of the biggest gainers and losers among widely quoted syndicated loans in secondary trading in the week ended Oct. 16, among the 158 loans with five or more bids. ISP Chemco, LLC, headquartered in Wayne, New Jersey, manufactures specialty chemicals and industrial chemicals and is part of a group of companies which is a beneficially owned by Samuel Heyman. Revenues for the twelve months ending April 5, 2009, were $1.3 billion. As reported by the Troubled Company Reporter on Aug. 6, 2009, Moody's Investors Service revised the ratings outlook to stable from negative and affirmed the Ba3 ratings on the guaranteed senior secured credit facilities of ISP Chemco LLC (Ba3 Corporate Family Rating), a wholly owned subsidiary of International Specialty Holdings LLC. The change in outlook to stable signals that even after significant dividends and the effects of the global downturn Chemco's credit metrics have remained relatively stable. The Ba3 ratings reflect the relatively heavy debt burden at Chemco that has resulted in weak credit metrics along with the historic dividends going up to the parent. Moody's concern over such event risk from Chemco's controlling member has served to keep Chemco's ratings at the lower end of the Ba category. A further concern is the lack of SEC financials, which has limited the level of disclosure provided. Chemco's financial statements, while audited, (with an unqualified opinion from Ernst & Young), provide less detail than Moody's receive from other issuers with public filings. IVIVI TECHNOLOGIES: Posts $1.8MM Net Loss in Quarter Ended June 30 ------------------------------------------------------------------ Ivivi Technologies, Inc.'s condensed financial statements have been reclassified as of June 30, 2009, and March 31, 2009, and for the three months ended June 30, 2009, and 2008, to reflect the Company's entering into an Asset Purchase Agreement as of September 24, 2009, pursuant to which, upon completion of the transactions subject to the Asset Purchase Agreement, the Company will effectively dispose of all its assets of a continuing business nature, with such assets being reflected as "Assets of Discontinued Operations, Held for Sale". As reported in the Troubled Company Reporter on September 25, 2009, Ivivi Technologies, Inc. disclosed on September 24, 2009, that it has entered into an asset purchase agreement to sell substantially all of its assets to an entity controlled by Steven Gluckstern, the Company's chairman, president, chief executive officer and chief financial officer. Results of Discontinued Operations Net loss decreased $355,731 to $1,846,584 for the quarter ended June 30, 2009, compared to $2,202,315 for the quarter ended June 30, 2008. The decrease in net loss primarily resulted from (i) decreases in loss from discontinued operations of $955,026, or 43%, partially offset by (ii) decreases in interest income of $41,449, or 92%, and (iii) increase in interest expense of $557,846, or 100%. Total revenue decreased by $248,838, or 65%, to $134,358 for the quarter ended June 30, 2009, as compared to $358,196 for the quarter ended June 30, 2008. At June 30, 2009, the Company's balance sheet showed total assets of $2,869,130, total liabilities of $1,813,310, and stockholders' equity of $1,055,820. Based in Montvale, New Jersey, Ivivi Technologies, Inc., formerly AA Northvale Medical Associates, Inc., sells and rents non- invasive electro-therapeutic medical devices. These products are sold or rented primarily through distributors and customers located in the United States with additional markets in Mexico. Going Concern Doubt The Company had a net loss of $1,846,584 and $2,202,315 for the quarters ended June 30, 2009, and 2008, and a working capital deficiency from discontinued operations of $267,591 at June 30, 2009, prior to the Company's decision to cease operations. The Company had a net loss of $7,333,604 and $7,503,091, respectively, for the fiscal years ended March 31, 2009, and 2008, and a corresponding working capital deficit of $256,136 at March 31, 2009, also prior to the Company's decision to cease operations. At June 30, 2009, the Company had cash balances of approximately $772,000 which is not sufficient to meet current cash requirements for the next twelve months. Ivivi Technologies, Inc. believes these factors, among others, raise substantial doubt about the Company's ability to continue as a going concern. KELVIN CREWS: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Joint Debtors: Kelvin R. Crews Louann D. Crews 7600 Nutty Buddy Circle Glen Saint Mary, FL 32040 Bankruptcy Case No.: 09-08641 Chapter 11 Petition Date: October 14, 2009 Court: United States Bankruptcy Court Middle District of Florida Judge: Jerry A. Funk Debtors' Counsel: Albert H. Mickler, Esq. 5452 Arlington Expressway Jacksonville, FL 32211 Tel: (904) 725-0822 Email: court@planlaw.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 $1,314,300, and total debts of $2,060,459. 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/flmb09-08641.pdf The petition was signed by the Joint Debtors. KOOSHAREM CORPORATION: High Leverage Cues Moody's Junk Ratings -------------------------------------------------------------- Moody's Investors Service downgraded Koosharem Corporation's (dba Select Staffing corporate family rating to Caa1 from B3 and the probability-of-default rating to Caa2 from B3. Moody's also downgraded the rating on its first lien senior secured credit facilities to B3 from B2 and the rating on the second lien term loan to Caa3 from Caa2. The ratings outlook remains negative. The downgrade of the corporate family rating reflects Koosharem's high financial leverage, the continued challenging operating environment, and weak cash flow generation that constrains liquidity and financial flexibility. However, the corporate family rating derives some support from Moody's view that leverage and interest based metrics are good for the ratings category as well as the potential for the owners to contribute additional capital into the business. Additionally, recent improvements in the company's staffing activity levels could indicate the potential for improvements in operating performance over the near- term. The downgrade of the probability-of-default rating reflects Moody's opinion that a default under the credit agreement is likely unless the company is able to secure an amendment to current financial covenant levels, execute a material deleveraging of the balance sheet through an equity infusion, or pursue some form of a financial restructuring. However, Moody's believes any potential amendment would likely increase the interest rate under the first lien credit facilities and further pressure already weak cash flows. These ratings were downgraded: -- Corporate Family Rating to Caa1 from B3; -- Probability-of-Default Rating to Caa2 from B3; -- $50 million senior secured first lien revolving credit facility due 2014 to B3 (LGD2, 24%) from B2 (LGD3, 37%); -- $390 million senior secured first lien term loan B due 2014 to B3 (LGD2, 24%) from B2 (LGD3, 37%); -- $100 million senior secured second lien term loan due 2014 to Caa3 (LGD5, 74%) from Caa2 (LGD5, 88%). The negative ratings outlook reflects Moody's concern that a weak economy will continue to pressure the company's sales, particularly as many of its corporate customers reduce the level of temporary staffing as well as concerns over continued covenant compliance. The last rating action was on September 1, 2009, when Moody's downgraded Koosharem's corporate family rating to B3 from B2, the rating on its first lien senior secured credit facilities to B2 from B1, and the rating on its second lien term loan to Caa2 from Caa1. The ratings outlook was negative. Koosharem Corporation, headquartered in Santa Barbara, California, is a privately-held staffing services business with a network of more than 420 offices in over 40 states including a network of approximately 160 franchises. The company offers temporary, temp- to-hire, and direct placement positions and derives most of its revenues from the placement of light industrial and clerical staff. LA BUENA VIDA: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: La Buena Vida, Inc. dba Juan Pablo's Margarita Bar 404 West Hand Avenu, Unit 200 Wildwood, NJ 08260 Bankruptcy Case No.: 09-37348 Chapter 11 Petition Date: October 14, 2009 Court: United States Bankruptcy Court District of New Jersey Debtor's Counsel: Andrew L. Unterlack, Esq. Scott H. Marcus & Assoc. 121 Johnson Road Turnersville, NJ 08012 Tel: (856) 227-0800 Fax: (856) 227-7939 Email: aunterlack@marcuslaw.net Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 According to the schedules, the Company has assets of at least $0, and total debts of $2,806,715. 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/njb09-37348.pdf The petition was signed by John Paul Paxton, president of the Company. LANDAMERICA FIN'L: Proposes Bar Date for D&O Claims --------------------------------------------------- Debtors LandAmerica Financial Group, Inc., and LandAmerica 1031 Exchange Services, Inc., ask Judge Heunnekens to issue an order establishing a deadline -- that is 10 business days from the date an order approving the Motion is entered by the Court -- by which any Officer or Director may file one or more proofs of claim or amended proofs of claim against an Initial Debtor on account of any claims that arose or arise from that person's service as an officer or director of an Initial Debtor. The Amended Joint Chapter 11 Plan proposed by the Debtors contemplates that claims will be asserted, and causes of action will be commenced, against current and former officers and directors of the Initial Debtors. Certain former Officers and Directors were current Officers or Directors as of the date of the General Bar Date Order, and were therefore exempt from the requirement of filing a proof of claim for certain types of claims against the Initial Debtors. John H. Maddock III, Esq., at McGuirewoods LLP, in Richmond, Virginia, relates that as Officers and Directors were only Excluded Parties under the General Bar Date Order with respect to claims relating to base salary, vacation, benefits, indemnification or reimbursement, substantially all Officers and Directors have already filed a claim against the Initial Debtors. Rule 3003(c)(3) of the Federal Rules of Bankruptcy Procedure provides that the Court, for cause shown, may extend the time within which proofs of claim or interest may be filed. Thus, even if an Officer or Director supplements a non-exempt claim in connection with the Motion, the Court has the discretion to extend the General Bar Date. According to Mr. Maddock, if the Court grants the D&O Bar Date Motion, any Officer or Director holding or wishing to assert a claim, including a claim for indemnity or reimbursement, against an Initial Debtor, will be required to file one or more proofs of claim on or before the D&O Bar Date. In addition, the Officers and Directors will be required to comply with all other requirements with respect to the filing of proofs of claim as set forth in the General Bar Date Order. The Debtors also seek that any Officer or Director who previously filed a proof of claim be allowed, but not required, to file one or more additional or amended proofs of claim. The Debtors seek that all previously filed proofs of claim be deemed timely filed pursuant to the terms of the General Bar Date Order. Mr. Maddock explains that the Debtors' request is in no way meant to alter or supplement the Plan Voting Procedures. In accordance with the Voting Procedures, only Officers or Directors who, prior to the Record Date, filed proofs of claim, or were scheduled as holding a liquidated non-contingent, undisputed claim on the Debtors' schedules of assets and liabilities in a class entitled to vote on the Plan will be entitled to vote to accept or reject the Plan. The Debtors note that their Motion is supported by the official creditors committees. 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). Attorneys at Willkie Farr & Gallagher LLP and McGuireWoods LLP serve as co- counsel. Zolfo Cooper is the restructuring advisor. Epiq Bankruptcy Solutions serves as claims and notice agent. Attorneys at Akin Gump Strauss Hauer & Feld LLP and Tavenner & Beran, PLC serve as counsel to the Creditors Committee of 1031 Exchange. Bingham McCutchen LLP and LeClair Ryan serve as counsel to the Creditors Committee of LFG. 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 FIN'L: Stipulation Releasing Kendall, et al., Property ------------------------------------------------------------------ Kendall Square, LLC, CLA Real Estate Investments, LLC, and PC Real Estate Investors, LLC, each entered into an Exchange Agreement dated September 30, 2008, with LandAmerica 1031 Exchange Services, Inc., to effectuate a Section 1031 tax deferred exchange relating to the sale of property located at 3750 North Cascade Avenue, in Colorado Springs, Colorado 80907. Kendall Square, CLA, and PC Real Estate, each owned a percentage interest in the Relinquished Property. In association with the tax deferred exchange involving the Relinquished Property, these amounts were deposited with LES: Depositor Amount --------- -------- Kendall Square $672,052 CLA $491,010 PC Real Estate $208,473 In association with the tax deferred exchange and the sale of the Relinquished Property, Town and Country Mobile Lodge, L.P., a California limited partnership, made an Installment Note -- Interest Only dated October 10, 2008 in the original principal amount of $100,000. The Note was made payable to LES. Payment of the Note was secured by a mortgage on the Relinquished Property. Town and Country desires to pay off the Note and in conjunction, have LES release of record the mortgage on the Relinquished Property. Kendall Square, CLA, and PC Real Estate consent to the payment of the Note and the release of the mortgage on the Relinquished Property. Accordingly, Kendall Square, CLA, and PC Real Estate, LES, the Official Committees of Unsecured Creditors of LandAmerica 1031 Exchange Services Inc. and LandAmerica Financial Group Inc. entered into a Court-approved stipulation agreeing that: (a) Town and Country will be permitted to pay the Note in full. Upon payment of the Note, LES will promptly mark the Note paid and return the Note to Town and Country. (b) Promptly upon payment of the Note, LES will execute the documents as provided by Town and Country to release the mortgage on the Relinquished Property securing payment of the Note. (c) LES will hold the proceeds from the payment of the Note in a separately designated account. (d) The payment of the Note, the release of the mortgage securing payment of the Note, and LES holding the proceeds of the Note in a separately designated will have no effect on and will not constitute a waiver of the rights or positions of the parties as to the ownership of the Note or its proceeds and for all purposes, the proceeds of the Note will be deemed to be a substitute for the Note. 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). Attorneys at Willkie Farr & Gallagher LLP and McGuireWoods LLP serve as co- counsel. Zolfo Cooper is the restructuring advisor. Epiq Bankruptcy Solutions serves as claims and notice agent. Attorneys at Akin Gump Strauss Hauer & Feld LLP and Tavenner & Beran, PLC serve as counsel to the Creditors Committee of 1031 Exchange. Bingham McCutchen LLP and LeClair Ryan serve as counsel to the Creditors Committee of LFG. 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) LEAR CORP: Bank Debt Trades at 4% Off in Secondary Market ---------------------------------------------------------- Participations in a syndicated loan under which Lear Corporation is a borrower traded in the secondary market at 96.35 cents-on- the-dollar during the week ended Oct. 16, 2009, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 3.93 percentage points from the previous week, The Journal relates. The loan matures on March 29, 2012. The Company pays 250 basis points above LIBOR to borrow under the facility. The bank debt is not rated by Moody's and Standard & Poor's. The debt is one of the biggest gainers and losers among widely quoted syndicated loans in secondary trading in the week ended Oct. 16, among the 158 loans with five or more bids. Lear Corporation -- http://www.lear.com/-- is one of the world's leading suppliers of automotive seating systems, electrical distribution systems and electronic products. The Company's products are designed, engineered and manufactured by a diverse team of 80,000 employees at 210 facilities in 36 countries. Lear's headquarters are in Southfield, Michigan, and Lear is traded on the New York Stock Exchange under the symbol [LEA]. Outside the United States, Lear has subsidiaries in Germany, Luxembourg, Sweden, Singapore, China, India and Mexico, among others. Lear Corporation and its affiliates filed for Chapter 11 on July 7, 2009 (Bankr. S.D.N.Y. Case No. 09-14326). Affiliates part of the Chapter 11 filing include Lear South Africa Limited, Lear Corporation (Germany) Ltd., Lear Corporation Canada Ltd., Lear Mexican Holdings Corporation, and Lear South American Holdings Corporation. Attorneys at Kirkland & Ellis LLP, serve as the Debtors' bankruptcy counsel. McCarthy Tetrault LLP has been engaged as CCAA counsel. Bodman LLP has been hired as special Michigan counsel. Winston & Strawn LLP and Brooks Kushman P.C. have also been tapped as special counsel. Alvarez & Marsal North America, LLC, is the Debtors' restructuring advisors. Ernst & Young LLP is the Debtors' auditors and tax advisors. Kurtzman Carson Consultants LLC is the Debtors' claims and notice agent. Simpson Thacher & Bartlett LLP represents JP Morgan, as admin. agent for senior secured lenders and DIP lenders. As of May 30, 2009, Lear has assets of $1,270,800,000 against debts of $4,536,000,000. Bankruptcy Creditors' Service, Inc., publishes Lear Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by Lear Corp. (http://bankrupt.com/newsstand/or 215/945-7000) LEGEND MEDIA: Goldman Parks Raises Going Concern Doubt ------------------------------------------------------ Goldman Parks Kurland Mohidin LLP, in Encino, Calif., expressed substantial doubt about Legend Media, Inc.'s ability to continue as a going concern after auditing the Company's consolidated financial statements as of and for the year ended June 30, 2009, and 2008. The auditing firm pointed to the Company's net loss of $6,432,061 for the fiscal year ended June 30, 2009, and working capital deficit of $2,989,916 at June 30, 2009. Legend Media reported a net loss of $6,432,061 for fiscal 2009, as compared with a net loss of $1,549,921 in fiscal 2008. During the fiscal year ended June 30, 2009, the Company had revenues of were $9,990,373 compared to revenues of $4,726,040 for the fiscal year ended June 30, 2008, an increase of $5,264,333. The increase is attributable to the increase in sales of both airline magazine advertising and radio advertising, with airline magazine advertising sales driving a majority of the growth. Gross profit was $4,874,375 for the fiscal year ended June 30, 2009, as compared to $1,936,550 for the fiscal year ended June 30, 2008, an increase of $$2,937,825 or 151.7%. Operating expenses increased to $10,315,141 for the year ended June 30, 2009, as compared to $2,727,413 for the year ended June 30, 2008. The increase is related to (a) increased selling, general and administrative expenses, (b) increased amortization expenses, (c) goodwill impairment and (d) losses related to the termination of contracts. Goodwill impairment of $1,061,562 and loss on termination of contracts of $692,811 were recorded for the year ended June 30, 2009. The majority of these expenses are related to the July 2009 decision to terminate the exclusive sales contract for the Beijing FM 90.5 channel which was acquired July 21, 2008. As a result of the above, loss from operations increased to $5,440,766 for the year ended June 30, 2009, as compared to loss from operations of $948,174 for the year ended June 30, 2008. Net cash used in operating activities was $2,873,355 in the year ended June 30, 2009, compared with net cash used in operating activities of $267,964 in the year ending June 30, 2008. The Company funded its losses through available cash in part from the issuance of Series A convertible preferred stock. Cash used in investing activities in the year ended June 30, 2009, was $1,769,082 compared with $465,831 for the comparable period for the previous year and consisted primarily of a $740,010 payment against amounts due for the acquisition of Legend Media Tianjin Investment Company and a $749,704 payment against amounts due for the acquisition of News Radio Limited. Cash provided by financing activities was $1,434,066 for the year ended June 30, 2009, as compared to $3,923,709 for the year ended June 30, 2008. The Company says that although the business is expected to develop and generate an increasing amount of cash, the Company may have to raise additional funds to finance any continued losses and the existing commitments. The Company has outstanding notes payables of $431,733 which are due; $375,733 of which amount is a loan from a related party, RMK Emerging Growth Fund LP, from which the Company expects to receive continued support and extension. As of June 30, 2009, no demand letters for payment have been received by the Company. Further, the Company will have to raise additional funds to finance further expansion in China. Balance Sheet At June 30, 2009, the Company's consolidated financial statements showed $11,083,168 in total assets, $6,665,171 in total liabilities, and $4,417,997 in total stockholders' equity. The Company's consolidated balance sheet at June 30, 2009, also showed strained liquidity with $3,675,255 in total current assets available to pay $6,665,171 in total current liabilities. Full-text copies of the Company's consolidated financial statements for the fiscal year ended June 30, 2009, are available for free at http://researcharchives.com/t/s?470e Based in Beijing, People's Republic of China, Legend Media, Inc. (OTC BB: LEGE) -- http://legendmedia.com/-- formerly known as Noble Quests, Inc., was organized as a Nevada corporation on March 16, 1998. Legend Media, Inc., is an advertising company focused on selling advertising in China through major radio channels and airline magazines. The Company owns an exclusive sales contract for Xinhua Airline Magazine, the air magazine for Hainan Airline Group, which reaches a potential audience approaching 20 million passengers per year. The Company also owns sales contracts for the radio channels FM 92.5 in Tianjin and FM 95.5 in Xi'an. LNR PROPERTY: Bank Debt Trades at 24.17% Off in Secondary Market ---------------------------------------------------------------- Participations in a syndicated loan under which LNR Property Corp. is a borrower traded in the secondary market at 75.83 cents-on- the-dollar during the week ended Oct. 16, 2009, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 0.42 percentage points from the previous week, The Journal relates. The loan matures on July 11, 2011. The Company pays 275 basis points above LIBOR to borrow under the facility. The bank debt carries Moody's B3 rating and Standard & Poor's B- rating. The debt is one of the biggest gainers and losers among widely quoted syndicated loans in secondary trading in the week ended Oct. 16, among the 158 loans with five or more bids. LNR Property Corp. -- http://www.lnrproperty.com/-- is a real estate investment and management company spun off from homebuilding giant Lennar in 1997. LNR owns and manages a portfolio of real estate properties and real estate finance investments (unrated and junk-grade commercial mortgage-backed securities and collateralized debt obligations, high-yield mortgage loans, and mezzanine financing). Its LandSource Communities Development joint venture with Lennar develops and sells homes as well as land for residential or commercial use; it owns Newhall Land and Farming. LandSource declared bankruptcy in 2008, a victim of the housing downturn. LNR is a subsidiary of Cerberus Capital Management, which owns a 75% stake in the company through LNR Property Holdings. As reported by the Troubled Company Reporter on Sept. 18, 2009, Moody's Investors Service downgraded the ratings of LNR Property Corporation's senior bank credit facility and corporate family rating to B3 from B2, and placed the ratings under review for possible downgrade. The downgrade reflects the accelerated deterioration in asset quality of the company's CMBS and real estate investments as a result of the pressures on commercial real estate fundamentals and the credit markets. LONG RAP INC: Voluntary Chapter 11 Case Summary ----------------------------------------------- Debtor: Long Rap, Inc. dba Up Against the Wall & Commander Salamander 1420 Wisconsin Ave NW Washington, DC 20007 Bankruptcy Case No.: 09-00913 Chapter 11 Petition Date: October 14, 2009 Court: United States Bankruptcy Court District of Columbia Judge: Bankruptcy Judge S. Martin Teel, Jr. Debtor's Counsel: Brent C. Strickland, Esq. Whiteford, Taylor, & Preston L.L.P. Seven Saint Paul Street Baltimore, MD 21202-3324 Tel: (410) 347-8700 Email: bstrickland@wtplaw.com Estimated Assets: $1,000,001 to $10,000,000 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. The petition was signed by Charles Rendelman, president of the Company. LYONDELL CHEMICAL: Creditors Join Bid to Nix $1B on Enviro Claims ----------------------------------------------------------------- Law360 reports that Lyondell Chemical Co.'s unsecured creditors have backed the petrochemical manufacturer's bid to jettison $1.1 billion in environmental claims, claiming the remediation costs are already being sought by federal and state environmental agencies. 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 New Supply Pact With Evolution ---------------------------------------------------------- Lyondell Chemical Co. and its units ask the Court to permit Debtor Basell USA Inc.'s entry into a contract for sale of polymers with Evolution Sorbent Products, LLP, nunc pro tunc to September 1, 2009. During June and July 2008, Evolution Sorbent accumulated a debt of $542,749 owed to Basell on unpaid invoices for the purchase of polypropylene. Pursuant to the Agreement, Basell has agreed to forgive $271,374 owed by Evolution Sorbent in exchange for (i) immediate payment of the remaining $271,374 and (ii) Evolution Sorbent's agreement to purchase all of its polypropylene requirements from Basell for the next two years. Basell can terminate the Agreement on 30 days' notice if it determines that the Agreement is not to its benefit. If the Agreement is terminated or ceases to be in effect prior to August 31, 2011, for any reason other than Basell's termination or material breach of the Agreement, Basell's forgiveness of $271,374 of Evolution Sorbent's prepetition debt will be nullified and that amount will immediately become due under the Agreement on September 2, 2009. While the Debtors believe that Basell's entry into the Agreement is in the ordinary course of Basell's business. The Debtors seek approval of the Agreement out of abundance of caution. Moreover, Basell's management projects that the exclusive supply provision of the Agreement will provide substantial value to Basell, in addition to the $271,374 that Basell will receive on account of the amounts currently owed by Evolution Sorbent. 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: Says Committee Has No Standing on D&O Expenses ----------------------------------------------------------------- In the ordinary course of business, Lyondell Chemical Co. an its units maintain several insurance policies from third-party insurance carriers providing coverage for claims relating to property, casualty, workers' compensation, and directors and officers' liability. Although many of the claims for which the coverage is available under the Insurance Policies are stayed during the pendency of the Debtors' Chapter 11 cases, certain claims are not. Pursuant to a court order dated July 27, 2009, the Official Committee of Unsecured Creditors was granted standing to assert claims belonging to the Debtors' estates against various parties, including claims for breach of fiduciary duty against certain current and former officers and directors of the Debtors and their predecessors-in-interest. Moreover, under the Debtors' charters and by-laws, the Debtors are obligated to indemnify the officer and director defendants for any costs incurred in connection with the defense of those claims. Accordingly, pursuant to Sections 362 and 363 of the Bankruptcy Code, the Debtors ask the Court: (i) to modify the automatic stay to permit the Debtors' insurers to pay or reimburse any covered prepetition or postpetition defense costs incurred in connection with the defense of actions that are not subject to the automatic stay, including any adversary proceedings -- known as Exempt Insured Cases; and (ii) to allow the Debtors to satisfy certain prepetition and postpetition claims of their counsel for fees and expenses incurred in the defense of Exempt Insured Cases to the extent that those fees and expenses are covered by insurance and the relevant insurer agrees to pay or reimburse the Debtors for those claims. On behalf of the Official Committee of Unsecured Creditors, Steven D. Pohl, Esq., at Brown Rudnick LLP, in Boston, Massachusetts, points out that the existence of indemnification or entity coverage may mean that the policies and their proceeds constitute property of the Debtors' estates and the Court may, in the balancing of the interests in property, need to monitor and control the extent to which the policies are drawn. He notes that the claims asserted by the Committee in its complaint against the Debtors' secured lenders and officers are substantial and may implicate the applicable Insurance Policy for defense costs, indemnification and liability. Against this backdrop, the Creditors' Committee asks the Court to condition approval of the Defense Costs Motion by (i) requiring the Debtors to periodically report to the Creditors' Committee the amount of payments made by the Debtors' insurers; and (ii) placing a reasonable cap on the initial amount that may be drawn on the applicable insurance policies without prejudice to the affected parties to make additional requests to the Court. In response to the Committee's objuection, the Debtors contend that the Creditors Committee does not have standing to limit the Debtors' directors and officers' recovery of defense expenses under the D&O policies in connection with their defense of the action commenced by the Committee against certain of the Debtors' lenders and officers. Andrew M. Troop, Esq., at Cadwalader, Wickersham & Taft LLP, in New York, relates that the Lyondell runoff D&O program insures certain former and current directors of Lyondell Chemical Company, including Carol Anderson, James Bayer, Kevin Cadenhead, Susan Carter, Stephen Chazen, C. Bart de Jong, Edward Dineen, Kevin DeNicola, Travis Engan, Rick Fontenot, Kerry Galvin, Morris Gelb, Gary Koehler, Paul Halata, Charles Hall, John Hollinshead, Daniel Huff, David Lesar, Francis McGrail, David Meachin, Daniel Murphy, Norman Phillips, Dan Smith and William Spivey, who are defendants in the Committee Action. The Lyondell runoff D&O program provides a total of $150 million in limits of liability, plus $50 million of Side A only insurance, which protects only the corporation's directors and officers and only applies when the corporation is unable or unwilling to indemnify them against a claim. The second D&O insurance program is the B.I. S.a.r.l. D&O program, which insures the members of the LyondellBasell Industries Supervisory Board, including Simon Baker, Lincoln Benet, Alan Bigman, Leonard Blavatnik, Phillip Kassin, Lynn Coleman, Bertrand Duc, Richard Floor, John Fisher Gray, Michael Mulrooney, R. Kent Potter, Dawn Shand, and Kevin Walsh, who are defendants in the Committee Action. The B.I. S.a.r.l. D&O program provides a total of $200 million in limits of liability, plus EUR50 million of Side A only insurance. Mr. Troop argues that the proceeds of the D&O Policies are not the property of the Debtors' estates because: (a) the D&O policies contain "priority of payments provisions requiring payment of claims by covered directors and officers prior to payment of any claims made by the Debtors; (b) the D&O policies pay money "on behalf of" the Debtors and do not reimburse the Debtors for sums that the Debtors pay, so that the Debtors would not be entitled to receive money from any of the D&O Insurers; (c) most of the D&O policies do not even insure claims against the Debtors; (d) the D&O Policies that do insure claims against the Debtors have no claims to pay, as they only insure "securities" claims and there are no claims of that kind against the Debtors; and (e) the coverage for corporate indemnification payments does not apply because the Debtors have no need to access the coverage to indemnify the individual defendants in the Committee Action. To the extent the Court should rule that proceeds of the D&O Policies are property of the Debtors' estates, the Debtors believe that the Officers and Directors are entitled to unfettered access to their insurance proceeds to pay for the defense of the Directors and Officers against the Committee Action under the Policies' Side A coverage. Accordingly, the Debtors ask the Court to grant the Defense Costs Motion and overrule the Committee's objection. In separate filings, Len Blavatnik, Lincoln Benet and Philip Kassin and the D&O Defendants join in the Debtors' response to the Committee's objection. * * * Judge Gerber grants the Debtors' Defense Costs Motion. Judge Gerber rules that to preserve the confidentiality of the Debtors' insurance coverage information, any objections to the payment of defense costs and expenses in connection with Exempt Insured Cases will be filed under seal. On a bimonthly basis, beginning November 9, 2009, and subject to Highly Confidential provisions of a Committee Professionals Confidentiality Agreement, the Debtor will provide to the Creditors' Committee the amount by which the available policy limits of the Debtors' AIG Europe and Zurich D&O insurance policies, and to the extent that the limits of liability of the D&O Policies have been exhausted, have been depleted since the last report and on an aggregate basis by payment of defense costs incurred in connection with the Committee Action, Judge Gerber said. 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) MAMMOTH EQUITIES: Can't Repay Loans, Seeks Bankr. Protection ------------------------------------------------------------ Mammoth Equities LLC is seeking bankruptcy protection because it can't repay $68 million in construction loans coming due this year, The Orange County Register reports. About $200 million of commercial mortgage-backed bonds are also coming due by the end of 2009, followed by $275 million going into 2010, The OC Register relates, citing Stan Ross of the USC Lusk Center for Real Estate. The report quoted Mr. Ross as saying, "Since there's no liquidity in the market, there is no known direct source of replacing those commercial mortgage-backed bonds." According to The OC Register, Mammoth Equities senior officer Joe Ryerson said, "We were unable to find an alternative source of lenders . . . . We were facing two things: foreclosure and bankruptcy. Bankruptcy is the answer we chose to take." Court documents say that five of Mammoth Equities' properties in San Juan Capistrano, Carlsbad, Temecula, and in Rocklin are currently in Chapter 11, with hearings scheduled into 2010. Mammoth Equities LLC is based in San Juan Capistrano, California. LYONDELL CHEMICAL: Motion to Determine Property Tax Liability ------------------------------------------------------------- Debtor Houston Refining, LP, owns and operates Houston Refinery located at Houston Ship Channel in Harris County, Texas. The tax assessment of the Refinery reflects an assessed value of almost $400 million above the value the Debtors believe is appropriate. Thus, on June 22, 2009, Houston Refining filed nine notices of protest contesting the property tax values assigned to the Refinery for the year 2009. In response to the Notices of Protest, an administrative hearing was held on July 27, 2009, before the Appraisal Review Board of the Harris County Appraisal District. In a letter dated August 18, 2009, the ARB determined the property value for the Refinery should be $1.343 billion. The Debtors dispute the ARB Valuation because it establishes an appraised value that is $395,431,500 higher than what the Debtors believe is the proper value. The Debtors estimate that this difference will result in an adverse property tax impact to Houston Refining's estate of $10.6 million in 2009, which could negatively affect their financial performance in 2009 and beyond. Three property tax claims filed by Harris County; the Pasadena Independent School District; and San Jacinto Community College were based on the disputed value for the Refinery. Thus, the Debtors ask the Court to (i) set a hearing for the determination of the property tax payable by the Debtors with respect to the Refinery; (ii) establish a briefing schedule with respect to the Determination; and (iii) stay the current tax proceeding while the Court undertakes the Determination. The Debtors propose this briefing schedule: * the Debtors' initial brief in support of their asserted Valuation of the Refinery for the year 2009 will be filed with the Court and served on applicable parties no later than 30 days after entry of an order granting its Motion to Determine; * all briefs in response to the Debtors' Initial Brief must be filed and served no later than 30 days after the deadline for filing of the Initial Brief; and * the Debtors may file a reply to the Response Briefs and serve it on all necessary parties no later than 15 days after the deadline to file the Response Briefs. A hearing would be held after completion of the Briefing Schedule and prior to January 31, 2010, the last day on which the Refinery's 2009 property taxes can be timely paid. Christopher R. Mirick, Esq., at Cadwalader, Wickersham & Taft LLP, in New York, asserts that absent the Determination, the Debtors would be subject to a property assessment and appeal process that could take several years to conclude, hindering the administration of the Debtors' estates and causing undue and prolonged uncertainty as to the value of the Refinery for property tax purposes. Harris County Entities React On behalf of the Harris County Appraisal District, Jay B. Spievack, Esq., at Cohen Tauber Spievack & Wagner, P.C., in New York, asserts that the Motion for Determination is the Debtors' second attempt to avoid the adjudicated valuation of the Refinery. Mr. Spievack notes that the Debtors have not exercised their statutory right to appeal the Appraisal Review Board's valuation to the District Court for Harris County, Texas. More importantly, he argues that the Debtors' proposed valuation methodology improperly asks the Bankruptcy Court to make a fundamental change for valuing refineries in Texas. Texas state courts are particularly suited to considering these types of tax disputes, he says, adding that the tax issues can be heard promptly thus avoiding any adverse effect on the Debtors' estate. Accordingly, the Appraisal District asks the Bankruptcy Court to deny the Motion for Determination. To the extent the Bankruptcy Court is to retain jurisdiction over the tax dispute, the Appraisal District asks the Court to decide the tax dispute in the context of an adversary proceeding. For its part, Harris County Tax Assessor, holder of an amended claim for $19 million against Houston Refining, asks the Court to abstain and allow the State law process to work to conclusion. Elizabeth Weller, Esq., at Linebarger Goggan Blair & Sampson, LLP, in Dallas, Texas, explains that under Section 1334(c)(2) of Title 28 of the U.S. Code, the Bankruptcy Court has no federal jurisdiction regarding the tax dispute between the parties. Texas law not only predominates but overwhelms all other issues presented in the Motion for Determination and is the law which would apply in deciding the issues presented, she asserts. While the $10 million in taxes may appear to be significant, and the $2 million owed to the Tax Assessor and other entities, it is a fairly insignificant amount, she points out. At best, the determination of these tax issues is not necessary for the Debtors' Chapter 11 cases to proceed to confirmation and implementation of a plan of reorganization, she maintains. Debtors Talk Back Christopher R. Mirick, Esq., at Cadwalader, Wickersham & Taft LLP, in New York, Debtors' counsel, argues that mandatory abstention is not applicable because the Motion for Determination is considered "core" under Section 157 of Title 28 of the U.S. Code. Since Section 505(a) of the Bankruptcy Code specifically provides bankruptcy courts with jurisdiction to hear tax liability matters, most courts have held that a Section 505(a) proceeding arises under the Bankruptcy Code and is a core proceeding, says Mr. Mirick citing In re Chance Rides, Inc. v. Dir., Div. of Taxation. The issues in the Motion for Determination would not be resolved by the Texas state court for at least 18 to 24 months, which is well beyond the deadline for the Debtors to confirm a plan of reorganization in their Chapter 11 cases, he asserts. To the extent the Harris County Entities feel that it is improper to have a Bankruptcy Court with jurisdiction over a debtor and its assets review and determine the debtor's tax liability, that issue has been foreclosed by Congress, which has explicitly empowered bankruptcy courts to do just that, he maintains. Mr. Mirick assures the Court that the valuation issues raised in the Motion for Determination are not particularly complex and are consistent with valuation determinations often made by the Court in other contexts in these and other Chapter 11 cases. He argues that the Determination by the Court is necessary because it brings certainty to the amount of property taxes payable with respect to the Refinery. In contrast, the Harris County Appraisal District is not required by Texas state law to use a particular methodology, and the Harris County Entities have not demonstrate how the Determination would set precedent for property valuation in the future, he contends. Thus, the Debtors ask the Court to overrule the Harris County Entities' objections. 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) MAGUIRE PROPERTIES: Appaloosa Discloses 8.39% Equity Stake ---------------------------------------------------------- Appaloosa Investment Limited Partnership I; Palomino Fund Ltd.; Thoroughbred Fund L.P.; Thoroughbred Master Ltd.; Appaloosa Management L.P.; Appaloosa Partners Inc.; and David A. Tepper disclosed holding shares of Maguire Properties, Inc. common stock: Amount Percent Beneficially Owned of Class ------------------ -------- Appaloosa Investment Limited Partnership I 1,308,456 2.73% Palomino Fund Ltd. 1,912,360 3.99% Thoroughbred Fund L.P. 393,905 0.82% Thoroughbred Master Ltd. 411,300 0.86% Appaloosa Management L.P. 4,026,021 8.39% Appaloosa Partners Inc. 4,026,021 8.39% David A. Tepper 4,026,021 8.39% Mr. Tepper is the sole stockholder and the President of API. API is the general partner of, and Mr. Tepper owns a majority of the limited partnership interest in, AMLP. AMLP is the general partner of AILP and TFLP, and acts as investment advisor to Palomino and TML. As reported by the Troubled Company Reporter on August 12, 2009, Maguire Properties may relinquish control of seven Southern California buildings with $1.06 billion of debt and said it's not planning on filing for bankruptcy. In its second quarter 2009 report on Form 10-Q, the Company warned, "We may not have the cash necessary to repay our debt as it matures. Therefore, failure to refinance or extend our debt as it comes due, or a failure to satisfy the conditions and requirements of such debt, could result in an event of default that could potentially allow lenders to accelerate such debt. If our debt is accelerated, our assets may not be sufficient to repay such debt in full, and our available cash flow may not be adequate to maintain our current operations. If we are unable to refinance or repay our debt as it comes due (particularly in the case of loans with recourse to our Operating Partnership) and maintain sufficient cash flow, our business, financial condition, results of operations and common stock price will be materially and adversely affected, and we may be required to file for bankruptcy protection." As of June 30, 2009, the Company's assets total $4,392,301,000 against debts of $4,866,253,000, for a stockholders' deficit of $473,952,000. Maguire Properties said in an August 10 statement that its Board of Directors has approved management's plan to seek to dispose of four former EOP/Blackstone assets and two other assets in cooperation with lenders as well as Park Place I and certain parking areas and development rights. During the quarter ended June 30, 2009, the Company recorded a non-cash impairment charge of approximately $345 million associated with these assets. About Maguire Properties Maguire Properties, Inc. -- http://www.maguireproperties.com/-- is the largest owner and operator of Class A office properties in the Los Angeles central business district and is primarily focused on owning and operating high-quality office properties in the Southern California market. Maguire Properties, Inc. is a full- service real estate company with substantial in-house expertise and resources in property management, marketing, leasing, acquisitions, development and financing. MAGUIRE PROPERTIES: Registers 500,000 Shares Under Director Plan ---------------------------------------------------------------- Maguire Properties, L.P., filed with the Securities and Exchange Commission a registration statement on Form S-8 to register 500,000 shares of the Company's common stock that may be issued pursuant to the Maguire Properties, Inc. Director Stock Plan. The Company said the proposed maximum aggregate offering price is $1,450,000. A full-text copy of the registration statement is available at no charge at http://ResearchArchives.com/t/s?4712 As reported by the Troubled Company Reporter on August 12, 2009, Maguire Properties may relinquish control of seven Southern California buildings with $1.06 billion of debt and said it's not planning on filing for bankruptcy. In its second quarter 2009 report on Form 10-Q, the Company warned, "We may not have the cash necessary to repay our debt as it matures. Therefore, failure to refinance or extend our debt as it comes due, or a failure to satisfy the conditions and requirements of such debt, could result in an event of default that could potentially allow lenders to accelerate such debt. If our debt is accelerated, our assets may not be sufficient to repay such debt in full, and our available cash flow may not be adequate to maintain our current operations. If we are unable to refinance or repay our debt as it comes due (particularly in the case of loans with recourse to our Operating Partnership) and maintain sufficient cash flow, our business, financial condition, results of operations and common stock price will be materially and adversely affected, and we may be required to file for bankruptcy protection." As of June 30, 2009, the Company's assets total $4,392,301,000 against debts of $4,866,253,000, for a stockholders' deficit of $473,952,000. Maguire Properties said in an August 10 statement that its Board of Directors has approved management's plan to seek to dispose of four former EOP/Blackstone assets and two other assets in cooperation with lenders as well as Park Place I and certain parking areas and development rights. During the quarter ended June 30, 2009, the Company recorded a non-cash impairment charge of approximately $345 million associated with these assets. About Maguire Properties Maguire Properties, Inc. -- http://www.maguireproperties.com/-- is the largest owner and operator of Class A office properties in the Los Angeles central business district and is primarily focused on owning and operating high-quality office properties in the Southern California market. Maguire Properties, Inc. is a full- service real estate company with substantial in-house expertise and resources in property management, marketing, leasing, acquisitions, development and financing. MALBEC PROPERTIES: Voluntary Chapter 11 Case Summary ---------------------------------------------------- Debtor: Malbec Properties LLC 661A Pleasant Street Norwood, MA 02062 Bankruptcy Case No.: 09-19787 Chapter 11 Petition Date: October 14, 2009 Court: United States Bankruptcy Court District of Massachusetts Judge: Henry J. Boroff Debtor's Counsel: Victor Bass, Esq. Burns & Levinson LLP 125 Summer Street Boston, MA 02110-1624 Tel: (617) 345-3290 Email: vbass@burnslev.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 Donald Gabor, manager & member of the Company. MARANI BRANDS: Gruber & Company Raises Going Concern Doubt ---------------------------------------------------------- Gruber & Company, LLC, in Saint Louis, Missouri, expressed substantial doubt about Marani Brands, Inc.'s ability to continue as a going concern after auditing the Company's consolidated financial statements for the years ended June 30, 2009, and 2008. The auditing firm said that the Company's viability is dependent upon its ability to obtain future financing and the success of its future operations. As of June 30, 2009, the Company has an accumulated deficit of $24,389,258. The Company said its current business plan requires additional funding beyond its anticipated cash flows from operations. Marani Brands, Inc. reported a net loss of $6,714,843 on sales of $402,373 for the year ended June 30, 2009, compared with a net loss of $15,366,813 on sales of $168,058 for the comparable period ended June 30, 2008. The Company said its reduced net loss in 2009 was primarily due to the $11,779,577 that the Company booked as direct offering expenses in 2008. This was offset by a significant increase in operating expenses. At June 30, 2009, the Company's consolidated balance sheet showed $1,465,904 in total assets and $2,787,867 in total liabilities, resulting in a $1,321,963 stockholders' deficit. The company's consolidated balance sheet at June 30, 2009, also showed strained liquidity with $1,455,649 in total current assets available to pay $2,663,187 in total current liabilities. Full-text copies of the Company's consolidated financial statements for the year ended June 30, 2009, are available for free at http://researcharchives.com/t/s?4701 Based in North Hollywood, Calif., Marani Brands, Inc.'s current business is the distribution of wine and spirit products manufactured in Armenia. The Company's signature product is Marani Vodka, a premium vodka which is manufactured exclusively for the Company in Armenia. MARK WODLINGER: Voluntary Chapter 11 Case Summary ------------------------------------------------- Debtor: Mark L. Wodlinger, II 175 Golfview Dr Tequesta, FL 33469 Bankruptcy Case No.: 09-32191 Chapter 11 Petition Date: October 14, 2009 Court: United States Bankruptcy Court Southern District of Florida Judge: Erik P. Kimball Debtor's Counsel: David Marshall Brown, Esq. 33 NE 2 St # 208 Ft. Lauderdale, FL 33301 Tel: (954) 765-3166 Email: dmbrownpa@bellsouth.net Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $100,001 to $500,000 The Debtor did not file a list of its 20 largest unsecured creditors when it filed its petition. The petition was signed by Mark L. Wodlinger, II. MEDICURE INC: August 31 Balance Sheet Upside-Down by C$21 Million ----------------------------------------------------------------- Medicure Inc.'s interim consolidated balance sheet at August 31, 2009, showed C$8,533,809 in total assets and C$29,948,209 in total liabilities, resulting in a C$21,414,400 stockholders' deficit. At August 31, 2009, the Company's interim consolidated balance sheet also showed strained liquidity with C$2,736,381 in total current assets available to pay C$4,777,082 in total current liabilities. The Company reported a net loss of C$1,909,559 for the first quarter of fiscal 2010 ended August 31, 2009, compared with a net loss of C$3,008,601 in the same period of fiscal 2009. The main factors contributing to the decrease in the loss as compared to 2009 fiscal year was the significant reduction in foreign exchange loss offset by higher research and development costs. Net Product Sales declined C$230,000 or 19.6% to $941,000 in the first quarter of 2010 compared with C$1,171,000 in the first quarter of 2009. The decline is attributable to a decline in wholesale sales offset by the price increase introduced during the 3rd quarter of 2009 and a higher US exchange rate during the quarter compared to the three months ended August 31, 2008. Full-text copies of the Company's interim consolidated financial statements are available for free at: http://researcharchives.com/t/s?470b Going Concern Doubt The Company reports that significant doubt exists about the appropriateness of the use of the going concern assumption because the Company has experienced operating losses and cash outflows from operations since incorporation and has significant debt servicing obligations. The Company recorded a loss of C$1,909,559 and negative cash flows from operations of C$1,042,718 for the three months ended August 31, 2009, and the Company reported an accumulated deficit of C$150,458,859 as at August 31, 2009. The Company is also in ongoing discussions with its senior lender to restructure its debt. The Company believes these conditions raise doubt about the validity of the going concern. At August 31, 2009, the Company had cash and cash equivalents totaling C$938,000 compared to C$1,979,000 of cash and cash equivalents as of May 31, 2009. As at August 31, 2009, the Company had a working capital deficiency of C$2,041,000 compared to working capital deficiency of C$535,000 at May 31, 2009. The reduction of working capital was mainly due to the use of funds to support operations. About Medicure Inc. Based in Manitoba, Canada, Medicure Inc. (TSX:MPH) -- http://www.medicure.com/-- is a biopharmaceutical company focused on the research, development and commercialization of novel small molecules to treat cardiovascular and neurological disorders. The Company's primary business activity is the marketing and distribution of AGGRASTAT(R) (tirofiban hydrochloride) in the United States for acute coronary syndromes. MERRILL LYNCH: Pay Czar Blocks Kenneth Lewis' Pay ------------------------------------------------- Kenneth Feinberg, the Treasury's "special master" for compensation, pushed Bank of America Corp. CEO Kenneth D. Lewis into giving back $1 million he received so far this year and forgoing the rest of his $1.5 million salary for 2009, Deborah Solomon and Dan Fitzpatrick at The Wall Street Journal report, citing people familiar with the matter. According to The Journal, Mr. Feinberg thought the at least $69.3 million package of retirement benefits and unvested stock Mr. Lewis takes with him when he steps down at year-end was large enough, and possibly too big. The Journal quoted a BofA spokesperson as saying, "Mr. Feinberg suggested that Ken Lewis should take no compensation for 2009. Mr. Lewis agreed. Mr. Lewis added that he felt it was not in the best interest of Bank of America for him to get involved in a dispute with the paymaster." According to The Journal, NAB Research banking analyst Nancy Bush found Mr. Feinberg's demand as an example of "absolute overreaching" and sets a "bad precedent". The Journal notes that government officials have acknowledged privately and publicly that the pay czar is likely to upset those who think his actions are too intrusive and those who think he hasn't done enough. 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. METALDYNE CORP: Completes Sale of All Assets to Carlyle Group ------------------------------------------------------------- Metaldyne Corporation announced October 16 it has completed the sale of substantially all of its assets to MD Investors Corporation, an entity formed by private-equity firms Carlyle Group and Solus Investment Funds. MD Investors purchased certain assets related to Metaldyne's Sintered Products, Vibration Controls Products, European Forging Products and Powertrain Products Groups, including its balance shaft module, driveline machining and assembly, and tubular products operations. In addition, certain chassis-related assets were acquired. The purchase was made under a court supervised 363 auction process. MD Investors paid approximately $40 million in cash subject to adjustments under the asset purchase agreement, plus the assumption of certain debt and liabilities, and credit bid more than $425 million of secured term debt. The new company will operate under the name Metaldyne, LLC. "These Metaldyne operations have solid product portfolios, advanced technologies, and an experienced workforce," said Shary Moalemzadeh of MD Investors. "We have created a powertrain- focused company that will be a stable supplier to the global automotive industry, which we believe will benefit Metaldyne's customers and other stakeholders." MD Investors was formed by a group of Metaldyne's existing term lenders led by The Carlyle Group, one of the largest global private equity firms with just over $85 billion of assets under management, and Solus Alternative Asset Management LP, a SEC- registered investment advisor. The sale process began in connection with Metaldyne and its U.S. subsidiaries filing for protection under Chapter 11 of the U.S. Bankruptcy Code on May 27, 2009. Under U.S. bankruptcy law, a 363 sale allows a sale of assets on a going concern basis prior to confirmation of a plan of reorganization where a good business reason exists. "The sale of our best performing businesses was the foundation of our restructuring goals for Metaldyne's operations through the Chapter 11 process, and I am very pleased with the leadership MD Investors exhibited to bring this transaction to closure," said Thomas A. Amato, chairman, president and CEO of Metaldyne, LLC. "The strong support of our customers globally is a testament to the technology of our products and processes, and the dedication of our employees. On behalf of all of the employees of the new Metaldyne we look forward to a fresh start and new beginning." The following operations are included in the sale: * Metaldyne's Sintered Products operations, including North Vernon Indiana; Ramos Arizpe, Mexico; Ridgway, Pennsylvania; St. Marys, Pennsylvania; Valencia, Spain; Indaiatuba, Brazil, and Warren, Michigan. * Metaldyne's European Forging operations, including Zell, Germany; Oslavany, Czech Republic, and Nurnberg, Germany * The Vibration Controls Products plants in Lyon, France, Litchfield, Michigan, Barcelona, Spain; Halifax, UK; Suzhou, China, and a joint venture in Jamshedpur, India; * The driveline machining and assembly operation in Bluffton, Indiana; * The balance shaft module operations, located in Pyeongtaek, Korea and Fremont, Indiana. * The tubular products operations housed in Hamburg, Michigan * The chassis operations in Edon, Ohio; Barcelona, Spain, and Iztapalapa, Mexico * Commercial and R&D locations in Plymouth, Michigan; Dieburg, Germany, and Tokyo, Japan The aluminum die casting and valve body plant in Twinsburg, Ohio, is still under consideration for the sale. Subject to a purchase agreement amendment, MD Investors has an option period to make a final decision on the inclusion of this plant while various site- specific details are addressed. Metaldyne's operations in New Castle, Indiana, Greensboro, N.C., Middleville, Michigan, Niles, Illinois, and Thamesville, Ontario, Canada, were not included in the sale. The Greensboro, Niles, Middleville and Thamesville plants will be closed by the end of this year, and New Castle closed on August 31. Metaldyne and its U.S. subsidiaries filed for bankruptcy primarily as a result of excess leverage and the resulting interest expenses, plus excessive pension and lease costs, all of which resulted in strained liquidity by the unusually low production volumes in the North American automotive industry. The filing did not include the company's non-U.S. entities or operations. To operate in Chapter 11, Metaldyne received a debtor-in-possession (DIP) facility, which was funded by certain of Metaldyne's OEM customers. About Metaldyne Corp Metaldyne was previously a wholly-owned subsidiary of Asahi Tec, a Shizuoka, Japan-based chassis and powertrain component supplier in the passenger car/light truck and medium/heavy truck segments. Asahi Tec is listed on the Tokyo Stock Exchange. Metaldyne Corporation and its affiliates filed for Chapter 11 protection on May 27, 2009 (Bankr. S.D.N.Y. Case No. 09-13412). The filing did not include the company's non-U.S. entities or operations. Richard H. Engman, Esq., at Jones Day represents the Debtors in their restructuring efforts. Judy A. O'Neill, Esq., at Foley & Lardner LLP serves as conflicts counsel; Lazard Freres & Co. LLC and AlixPartners LLP as financial advisors; and BMC Group Inc. as claims agent. A committee of Metaldyne creditors is represented by Mark D. Silverschotz, Esq., and Kurt F. Gwynne, Esq., at Reed Smith LLP, and the committee tapped Huron Consulting Services, LLC, as its financial advisor. For the fiscal year ended March 29, 2009, the company recorded annual revenues of approximately US$1.32 billion. As of March 29, 2009, utilizing book values, the company had assets of US$977 million and liabilities of US$927 million. Judge Glenn approved the sale of substantially all assets to Carlyle Group earlier this month for approximately $496.5 million. Metaldyne is a leading global designer and supplier of metal based components, assemblies and modules for transportation related powertrain applications including engine, transmission/transfer case, driveline, and noise and vibration control products to the motor vehicle industry. The new Metaldyne company has approximately $650 million in revenue with 26 facilities in 12 countries. For more information go to http://www.metaldyne.com/ METRO-GOLDWYN-MAYER: Bank Debt Trades at 42.55% Off --------------------------------------------------- Participations in a syndicated loan under which Metro-Goldwyn- Mayer, Inc., is a borrower traded in the secondary market at 57.45 cents-on-the-dollar during the week ended Oct. 16, 2009, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 0.65 percentage points from the previous week, The Journal relates. The loan matures April 8, 2012. The Company pays 275 basis points above LIBOR to borrow under the facility. The bank debt is not rated by Moody's and Standard & Poor's. The debt is one of the biggest gainers and losers among widely quoted syndicated loans in secondary trading in the week ended Oct. 16, among the 158 loans with five or more bids. Metro-Goldwyn-Mayer, Inc., is an independent, privately held motion picture, television, home video, and theatrical production and distribution company. The Company owns the world's largest library of modern films, comprising approximately 4,000 titles, and over 10,400 episodes of television programming. MGM is owned by an investor consortium, comprised of Providence Equity Partners, TPG Capital, Sony Corporation of America, Comcast Corporation, DLJ Merchant Banking Partners and Quadrangle Group. The Troubled Company Reporter said on May 22, that Metro-Goldwyn- Mayer hired Moelis & Co. to help refinance $3.7 billion debt and was in talks with a steering committee of 140 creditors led by JPMorgan Chase & Co. as part of the process. Sue Zeidler at Reuters said the studio "was exploring options for optimizing its capital structure and has begun talks with a steering committee of its lenders as part of the process." Ms. Zeidler said bankers estimate MGM is paying north of $250 million a year in interest on debt due in 2012. Sources told Reuters MGM was potentially seeking a way to make the loan due later, or reduce it in size. Comcast paid about $5 billion in debt and equity in September 2004 to buy MGM from majority owner Kirk Kerkorian. According to Reuters, merger specialists have said MGM could be worth $2 billion to $2.5 billion. MGM, however, has reiterated its commitment to staying independent. MOHEGAN TRIBAL: S&P Assigns 'B-' Rating on $200 Mil. Senior Notes ----------------------------------------------------------------- Standard & Poor's Ratings Services said it assigned its 'B-' issue-level rating to Mohegan Tribal Gaming Authority's proposed $200 million second lien senior secured notes due 2017. At the same time, S&P placed its issue-level rating on MTGA's $250 million 6.125% senior notes on CreditWatch with negative implications. Following close of this transaction, S&P will lower the issue- level rating on these notes to 'CCC+' from 'B-'. In addition, S&P affirmed all of its other outstanding ratings on MTGA, including the 'B' issuer credit rating. The rating outlook is negative. S&P does not assign recovery ratings to Native American debt issues as there are sufficient uncertainties surrounding the exercise of creditor rights against a sovereign nation. These include (1) whether the Bankruptcy Code would apply, (2) whether a U.S. court would ultimately be the appropriate venue to settle such a matter, and (3) to what extent a creditor would be able to enforce any judgment against the sovereign nation. Notching reflects the relative position of each security in the capital structure, incorporating the amount of higher ranking debt ahead of each issue. "The 'B' rating reflects MTGA's high debt leverage, limited cash flow diversity, and distributions to the Tribe that preclude meaningful cash flow retention," said Standard & Poor's credit analyst Melissa Long. The high quality of the resort in Connecticut and limited new expected competition within the next two to three years partially temper these concerns. MTGA recently reported preliminary results for the fiscal year ended Sept. 30, 2009. In fiscal 2009, MTGA's net revenues fell in the high-single-digit area. S&P believes the decline in net revenues of between 6% and 9% constitutes a low-double-digit decline in net revenues at Mohegan Sun and a double-digit percentage increase in net revenues at Pocono Downs (as a result of the opening of the permanent facility in July 2008). MTGA reported that its fiscal 2009 EBITDA would fall within a range representing a 2% decrease to a 2% increase for the fiscal year ended Sept. 30, 2009. The 'B' rating incorporates the expectation that EBITDA, which S&P measure after relinquishment payments to former developers, was flat to slightly up in fiscal 2009, within MTGA's reported range. In fiscal 2010, S&P expects that MTGA's net revenues and EBITDA will be relatively flat compared with fiscal 2009. Under S&P's performance assumptions, S&P estimate that leverage, as measured by total adjusted debt (including about $110 million in Tribal debt, which is serviced through a priority distribution from casino earnings) to EBITDA (after relinquishment payments to its former developers) will remain above 7x through fiscal 2010. S&P's measure of leverage differs from the bank's calculation for covenant purposes. MOMENTIVE PERFORMANCE: Bank Debt Trades at 15.2% Off ---------------------------------------------------- Participations in a syndicated loan under which Momentive Performance Materials, Inc., is a borrower traded in the secondary market at 84.79 cents-on-the-dollar during the week ended Oct. 16, 2009, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents a drop of 1.07 percentage points from the previous week, The Journal relates. The loan matures on Dec. 5, 2013. The Company pays 250 basis points above LIBOR to borrow under the facility. The bank debt carries Moody's B1 rating and Standard & Poor's CCC- rating. The debt is one of the biggest gainers and losers among widely quoted syndicated loans in secondary trading in the week ended Oct. 16, among the 158 loans with five or more bids. About Momentive Performance Momentive Performance Materials, Inc., is a producer of silicones and silicone derivatives, and is engaged in the development and manufacture of products derived from quartz and specialty ceramics. As of Dec. 31, 2008, the Company had 25 production sites located worldwide, which allows it to produce the majority of its products locally in the Americas, Europe and Asia. Momentive's customers include companies in industries, such as Procter & Gamble, 3M, Goodyear, Unilever, Saint Gobain, Motorola, L'Oreal, BASF, The Home Depot and Lowe's. As of June 28, 2009, Momentive had $3.41 billion in total assets on $3.96 billion in total liabilities, resulting in $551.8 billion in stockholders' deficit. The Troubled Company Reporter said September 28, 2009, that Standard & Poor's Ratings Services placed all its ratings on Momentive Performance Materials and its subsidiaries on CreditWatch with positive implications, including the 'CCC-' corporate credit rating on Momentive Performance Materials. S&P believes it is likely that the waiver, together with improving operating performance, significantly reduces the likelihood of a near-term covenant breach. Quarterly EBITDA has been climbing steadily since reaching a low of about $15 million (as calculated for bank covenant purposes) in the first quarter of 2009. It was $64 million in the second quarter, and management expects it to be between $84 million and $94 million in the third quarter. MORGANS HOTEL: Lender Forebears Default Until October 2013 ---------------------------------------------------------- Morgans Hotel Group Co. has entered into an agreement with one of its lenders which holds, among other loans, the mezzanine loan on the Company's Hudson Hotel property in New York City. The Hudson mezzanine loan was to mature on July 12, 2010 and provided for a 15-month extension at the Company's option, subject to satisfaction of certain conditions. Under the agreement announced October 15, the mezzanine lender has agreed to forbear until October 12, 2013 from exercising any remedies resulting from a maturity default, subject only to maintaining certain interest rate caps and making cash payments within the control of MHG. As part of the agreement, the outstanding balance of the Hudson mezzanine loan has been decreased from $32.5 million to $26.5 million. The mezzanine lender also has agreed to cooperate with MHG in its efforts to seek an extension of the $217 million Hudson mortgage loan, which is also set to mature on July 12, 2010, and to consent to certain refinancings and other modifications of the Hudson mortgage loan. Marc Gordon, President of Morgans Hotel Group, said, "This agreement demonstrates our continued progress in strengthening Morgans' balance sheet and our lender's confidence in the value of the Hudson property and the future potential of the Morgans portfolio. We also believe that this agreement and the reduction in the outstanding loan balance together with the cooperation of the mezzanine lender will enhance our ability to obtain an extension of the Hudson mortgage loan." About Morgans Hotel Group Morgans Hotel Group Co. -- http://www.morganshotelgroup.com/-- operates and owns, or has an ownership interest in, Morgans, Royalton and Hudson in New York, Delano and Shore Club in Miami, Mondrian in Los Angeles, Mondrian in Scottsdale and Mondrian in South Beach, Clift in San Francisco, and Sanderson and St Martins Lane in London. MHG and an equity partner also own the Hard Rock Hotel & Casino in Las Vegas and related assets. MHG has other property transactions in various stages of completion, including projects in SoHo, New York; Las Vegas, Nevada; Palm Springs, California; Boston, Massachusetts; and Dubai, UAE. MORRIS PUBLISHING: Refinances Sr. Loan; Wins Forbearance Extension ------------------------------------------------------------------ Morris Publishing Group, LLC, on Thursday said it has consummated a refinancing transaction involving the acquisition and amendment of its existing $136.5 million senior secured indebtedness, after which an affiliate of ACON Investments LLC owns $19.7 million of Tranche A senior debt, a Morris affiliate owns $6.8 million of Tranche B senior debt and Morris affiliates own $110 million of Tranche C senior debt. The Tranche A senior debt bears cash interest at the rate of 15% per annum. The 5% interest rate on the Tranche B senior debt and the 15% interest rate on the Tranche C senior debt will be paid- in-kind (PIK) as an addition to the principal amount rather than cash. All principal payments on the senior debt will be applied first to the Tranche A senior debt until paid in full. All three tranches of senior debt remain senior to the $278.5 million outstanding principal amount of Morris Publishing's existing 7% Senior Subordinated Notes Due 2013; however, Morris affiliates have deposited the $110 million of Tranche C senior debt into an escrow account for eventual cancellation upon successful consummation of a proposed restructuring transaction supported by holders of over 75% of the Existing Notes. On September 25, 2009, Morris Publishing announced that it had agreed to the terms of a restructuring agreement with an ad hoc committee of holders of over 75% percent of the Existing Notes, subject to the final negotiation and execution of definitive legal documentation and other closing conditions. If the restructuring is approved, the holders of the Existing Notes would exchange their notes, including accrued interest, for $100 million of new second lien secured notes immediately upon the effective date of either an out-of-court exchange offer or a confirmed plan of reorganization. The new notes will ultimately bear interest at 10% per annum, with a maturity four and one half years from the effective date of the exchange. Upon the exchange of the Existing Notes, approximately $25 million of Tranche C senior debt will be canceled in repayment of intercompany indebtedness to Morris Publishing and approximately $85 million of Tranche C senior debt will be contributed to capital of Morris Publishing. In addition, Morris Publishing has obtained further extensions on its forbearance agreement with holders of over 75% of the Existing Notes with respect to its failure to make two semi-annual interest payments of $9.7 million originally due February 1, 2009, and August 3, 2009. The forbearance period extends until December 11, 2009, but would terminate earlier on October 23, 2009, if Morris Publishing has not entered into a definitive restructuring support agreement with the ad hoc committee of holders of the Existing Notes, or on October 30, 2009, if Morris Publishing does not launch the exchange offer solicitation process. About Morris Publishing Morris Publishing Group, LLC -- http://www.morrisrestructures.com/ -- is a privately held media company based in Augusta, Georgia. Morris Publishing currently owns and operates 13 daily newspapers as well as nondaily newspapers, city magazines and free community publications in the Southeast, Midwest, Southwest and Alaska. MSGI SECURITY: Amper Politziner Raises Going Concern Doubt ---------------------------------------------------------- Amper, Politziner & Mattia, LLP, in Edison, New Jersey, expressed substantial doubt about MSGI Security Solutions, Inc.'s ability to continue as a going concern after auditing the Company's consolidated financial statements for the years ended June 30, 2009, and 2008. The auditing firm reported that the Company has suffered recurring losses from operations, and negative cash flows from operations, and has a substantial amount of notes payable due on demand or within the next twelve months and has very limited capital resources. MSGI Security Solutions, Inc. reported a net loss of $7,975,006 on total revenue of $282,000 for the year ended June 30, 2009, compared to a net loss of $20,178,354 on total revenue of $4,044,560 for the year ended June 30, 2008. At June 30, 2009, the Company's consolidated balance sheet showed $2,046,211 in total assets and $15,099,057 in total liabilities, resulting in a $13,052,846 stockholders' defiict. The Company's consolidated balance sheet at June 30, 2009, also showed strained liquidity with $689 in total current assets available to pay $15,099,057 in total current liabilities. Full-text copies of the Company's consolidated financial statements for the year ended June 30, 2009, are available for free at http://researcharchives.com/t/s?4703 MSGI Security Solutions, Inc. (Other OTC: MSGI) -- http://www.msgisecurity.com/-- is a provider of proprietary solutions to commercial and governmental organizations. The Company is developing a global combination of innovative emerging businesses that leverage information and technology. The Company is headquartered in New York City where it serves the needs of counter-terrorism, public safety, and law enforcement and is developing new technologies in nanotechnology and alternative energy as a result of its recently formed relationship with The National Aeronautics and Space Administration (NASA). NAVISTAR INT'L: EVP & Chief Risk Officer William Caton Retires -------------------------------------------------------------- William A. Caton, the Executive Vice President and Chief Risk Officer of Navistar International Corporation, on October 12, 2009, notified the Company that he intends to retire effective October 31. His decision to retire was not as a result of any disagreement with the Company or its management. In connection with Mr. Caton's retirement, the Company is considering extending additional healthcare coverage to Mr. Caton and his spouse (beyond the 36 months of coverage currently provided to him under his Executive Severance Agreement) at 100% of the cost of coverage rate in effect at the time, until such time as he and his spouse are eligible for Medicare benefits. About Navistar Navistar International Corporation (NYSE: NAV) -- http://www.Navistar.com/-- is a holding company whose subsidiaries and affiliates subsidiaries produce International(R) brand commercial and military trucks, MaxxForce(R) brand diesel engines, IC Bus(TM) brand school and commercial buses, Monaco RV brands of recreational vehicles, and Workhorse(R) brand chassis for motor homes and step vans. It also is a private-label designer and manufacturer of diesel engines for the pickup truck, van and SUV markets. The company also provides truck and diesel engine parts and service. Another affiliate offers financing services. At July 31, 2009, the Company had $9.38 billion in total assets and $10.66 billion in total liabilities, resulting in $1.35 billion in stockholders' deficit. Navistar reported $9.65 billion in total assets and $11.09 billion in total liabilities as of April 30, 2009, resulting in $1.44 billion in stockholders' deficit. * * * Navistar carries Standard & Poor's Ratings Services' 'BB-' corporate credit ratings and Fitch Ratings' 'BB-' Issuer Default Ratings. NORTEL NETWORKS: Wins Approval for Ciena-Led Auction ---------------------------------------------------- Joe Schneider at Bloomberg News reports that Nortel Networks Corp. won court approval for a plan to sell its optical-networking business at an auction with Ciena Corp. as lead bidder after making changes to the proposal. According to the report, Ciena agreed to put up a 5% deposit as other bidders are required to do. The Company also will let courts decide whether it can block the return of rival bidders' deposits and accepted restrictions on payment of a breakup fee, said the Company's lawyer, Doug Bacon. "This meets the requirements of the debtors' best interests," U.S. Bankruptcy Court Judge Kevin Gross said at the Oct. 15 hearing. "I am pleased to grant the motion." Earlier in the day, Nortel Networks failed to win court approval of the Ciena-led auction. U.S. Bankruptcy Judge Kevin Gross said the breakup fee to be paid to Ciena if its purchase of the Nortel unit were to fall through was "not consistent" with Delaware law. "Without a successful closing, there is no benefit to the estate," Judge Gross said, saying that result wasn't acceptable. The buyer shouldn't have a veto on bidders getting their deposits back, he said. Ciena(R) has entered into agreements with Nortel to purchase substantially all of the optical networking and carrier Ethernet assets of Nortel's Metro Ethernet Networks (MEN) business for $390 million in cash and 10 million shares of Ciena common stock. The $520-million deal is subject to higher and better offers at an auction. About Nortel Networks Nortel Networks (OTCBB:NRTLQ) -- http://www.nortel.com/-- delivers communications capabilities that make the promise of Business Made Simple a reality for our customers. The Company's next-generation technologies, for both service provider and enterprise networks, support multimedia and business-critical applications. Nortel's technologies are designed to help eliminate the barriers to efficiency, speed and performance by simplifying networks and connecting people to the information they need, when they need it. 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) OLD BAY STEAMER: Expects to Emerge from Bankruptcy -------------------------------------------------- The Bakery Cafe, Captain's Table, French Market Cafe, and Old Bay Steamer have each filed for Chapter 11 bankruptcy protection. Jeff Amy at Press-Register reports that the filers' owners said that they expect to emerge from bankruptcy, while a new owner is lined up to take over The Bakery Cafe, but not its debt. Old Bay Steamer filed for bankruptcy protection on August 7, 2009, listing $816,842 in assets against $904,660 in liabilities. Its largest creditor, BancorpSouth Bank, is owed $720,022 on a mortgage on the restaurant's building. The Bakery Cafe filed for bankruptcy on June 26, 2009, listing $114,794 in assets against $202,096 in liabilities. It owes its biggest creditor, Internal Revenue Service, about $143,731 in back taxes and penalties. The French Market Cafe filed for bankruptcy on September 9, 2009, listing $19,324.79 in assets against $475,316.83 in liabilities. Its biggest creditor, Regions Bank, is owed about $235,000 on a secured loan. Captain's Table filed for Chapter 11 bankruptcy protection on September 28, 2009, listing $1 million to $10 million in assets and $1 million to $10 million in debts. OSI RESTAURANT: Bank Debt Trades at 16.2% Off in Secondary Market ----------------------------------------------------------------- Participations in a syndicated loan under which OSI Restaurant Partners, Inc., is a borrower traded in the secondary market at 83.79 cents-on-the-dollar during the week ended Oct. 16, 2009, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents a drop of 0.81 percentage points from the previous week, The Journal relates. The loan matures May 9, 2014. The Company pays 225 basis points above LIBOR to borrow under the facility. The bank debt carries Moody's B3 rating and Standard & Poor's B+ rating. The debt is one of the biggest gainers and losers among widely quoted syndicated loans in secondary trading in the week ended Oct. 16, among the 158 loans with five or more bids. OSI Restaurant Partners, Inc., is the #3 operator of casual-dining spots (behind Darden Restaurants and Brinker International), with more than 1,400 locations in the U.S. and 20 other countries. Its flagship Outback Steakhouse chain boasts more than 950 locations that serve steak, chicken, and seafood in Australian-themed surroundings. OSI also operates the Carrabba's Italian Grill chain, with about 240 locations. Other concepts include Bonefish Grill, Fleming's Prime Steakhouse, and Cheeseburger In Paradise. Most of the restaurants are company owned. A group led by chairman Chris Sullivan took the company private in 2007. As reported by the Troubled Company Reporter on Feb. 24, 2009, Moody's Investors Service downgraded OSI Restaurant's Probability of Default rating to Ca from Caa1 and lowered the rating on its $550 million 10% senior unsecured notes to C from Caa3. Moody's also placed OSI's Corporate Family and senior secured ratings on review for possible downgrade. The review was prompted by the recent announcement that OSI continues to experience a substantial decline in earnings and store traffic to levels worse than Moody's previously expected. The company also announced that it will likely need to take an impairment charge of between $480 and $540 million for goodwill due to a reduction in its projected results for future periods as a result of poor overall economic conditions. PACIFIC ENERGY: Finds Buyer for Alaska Assets --------------------------------------------- Law360 reports that Pacific Energy Resources Ltd. has found a buyer for oil and gas production assets near Alaska's Cook Inlet, roughly a month after a bankruptcy court's order allowing the energy company to abandon the apparently unprofitable facilities. Headquartered in Long Beach, California, Pacific Energy Resources Ltd. -- http://www.pacenergy.com/-- engages in the acquisition and development of oil and gas properties, primarily in the United States. The Company and seven of its affiliates filed for Chapter 11 protection on March 8, 2009 (Bankr. D. Del. Lead Case No. 09-10785). Attorneys at Pachulski Stang Ziehl & Jones LLP, represent the Debtors as counsel. The Debtors proposed Rutan & Tucker LLP as special corporation and litigation counsel; Schully, Roberts, Slattery & Marino, PLC, as special oil and gas and transactional counsel; Devlin Jensen as special Canadian counsel; Scott W. Winn, at Zolfo Cooper Management, LLC, as chief restructuring officer; Lazard Freres & Co. LLC as investment banker; and Albrecht & Associates, Inc., as agent for the Debtors in the sale of their oil and gas properties. Omni Management Group, LLC, is the claims, balloting, notice and administrative agent for the Debtors. When the Debtors filed for protection from their creditors, they listed between $100 million and $500 million each in assets and debts. PACIFIC PAWNBROKERS: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: Pacific Pawnbrokers, Inc. 701 RYLAND AVE RENO, NV 89502 Bankruptcy Case No.: 09-53610 Chapter 11 Petition Date: October 14, 2009 Court: United States Bankruptcy Court District of Nevada Judge: Gregg W. Zive Debtor's Counsel: Kevin A. Darby, Esq. Darby Law Practice, Ltd. 4777 Caughlin Pkwy Reno, NV 89519 Tel: (775) 322-1237 Fax: (775) 996-7290 Email: kevin@darbylawpractice.com Estimated Assets: $100,001 to $500,000 Estimated Debts: $1,000,001 to $10,000,000 According to the schedules, the Company has assets of at least $263,167, and total debts of $3,462,655. 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/nvb09-53610.pdf The petition was signed by Ben Derian, president of the Company. PACIFIC SANDS: Frank Sassetti Raises Going Concern Doubt -------------------------------------------------------- Frank L. Sassetti & Co., in Oak Park, Illinois, expressed substantial doubt about Pacific Sands, Inc.'s ability to continue as a going concern after auditing the Company' financial statements for the years ended June 30, 2009, and 2008. The auditing firm pointed to the Company's significant accumulated deficit. Through June 30, 2009, the Company has incurred cumulative losses of $4,349,891. Pacific Sands, Inc., reported a net loss of $317,033 on net sales of $1,197,485 for the year ended June 30, 2009, compared to a net loss of $312,098 on net sales of $976,357 in fiscal 2008. Gross profit for the fiscal year ending June 30, 2009, was $640,189 or 53.4%, while gross profit for the year ending June 30, 2008, was $571,725 or 58.5%. For the fiscal years ending June 30, 2009, and 2008, selling and general administrative expenses were $931,108 and $852,277, respectively. Interest expense was $85,578 and $44,055 for the years ended June 30, 2009, and 2008, respectively. At June 30, 2009, the Company's balance sheet showed $1,192,133 in total assets and $1,490,297 in total liabilities, resulting in a $298,164 stockholders' deficit. Full-text copies of the Company's consolidated financial statements for the year ended June 30, 2009, are available for free at http://researcharchives.com/t/s?46fc Based in Racine, Wisconsin, Pacific Sands, Inc. with the right to do business as Natural Water Technologies was incorporated in Nevada on July 7, 1994. Pacific Sands develops, manufactures, markets and sells a range of nontoxic, environmentally friendly cleaning and water-treatment products based on proprietary blended botanical, nontoxic and natural chemical technologies. The Company's products have applications ranging from water maintenance (spas, swimming pools, fountains, decorative ponds) to cleaning (nontoxic household and industrial) and pet care. PAUL KANTER: Case Summary & 7 Largest Unsecured Creditors --------------------------------------------------------- Joint Debtors: Paul A. Kanter aka Dr. Paul A. Kanter, OD aka Paul Kanter Susan M Meyer aka Sue Meyer aka RoamSweetHomes LLC 21202 253rd Place SE Maple Valley, WA 98038 Bankruptcy Case No.: 09-26007 Chapter 11 Petition Date: October 14, 2009 Court: United States Bankruptcy Court Western District of Washington Debtors' Counsel: Nasser U. Abujbarah, Esq. The Law Offices Of Nasser U. Abujbarah 10654 N. 32nd St Phoenix, AZ 85028 Tel: (602) 493-2586 Fax: (602) 923-3458 Email: NUALegal@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 $2,951,381, and total debts of $4,434,985. A full-text copy of the Debtors' petition, including a list of their 7 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/wawb09-26007.pdf The petition was signed by the Joint Debtors. PENN TREATY: Inks Separation Deal & Release with Ex-CEO Hunt ------------------------------------------------------------ Penn Treaty American Corporation, Penn Treaty Network America Insurance Company and William Hunt, Jr., the former President and Chief Executive Officer of PTNA and the Company, on October 9, 2009, entered into a Separation Agreement and General Release. Mr. Hunt, a director of the Company, was party to an Employment Agreement with PTNA, pursuant to which he also served for the benefit of the Company. The Employment Agreement provided for the payment of 12 months of severance to Mr. Hunt upon the termination of his employment without cause. Mr. Hunt was also party to a Change of Control Agreement with the Company. The Agreement and Release was entered into in satisfaction of any obligations due to Mr. Hunt from PTNA and the Company related to the Employment Agreement and the Change of Control Agreement. Mr. Hunt's employment with PTNA was terminated on March 27, 2009, and he resigned from his positions with the Company as of the same date. The Agreement and Release provides that Mr. Hunt will receive severance pay in an amount equal to 12 months of salary at the rate in effect prior to the date his employment terminated. Pursuant to the terms of the Agreement, the Company will pay to Mr. Hunt an amount equal to one month of salary and PTNA shall pay to Mr. Hunt an amount equal to the remaining 11 months. On October 2, 2009, the Insurance Commissioner of the Commonwealth of Pennsylvania filed in the Commonwealth Court of Pennsylvania Petitions for Liquidation for PTNA and American Network Insurance Company. PTNA is a direct insurance company subsidiary of Penn Treaty American Corporation, and ANIC is a subsidiary of PTNA. About Penn Treaty American Corporation Penn Treaty American Corporation -- https://www.penntreaty.com/ -- through its wholly owned direct and indirect subsidiaries, Penn Treaty Network America Insurance Company, American Network Insurance Company, American Independent Network Insurance Company of New York, Network Insurance Senior Health Division and Senior Financial Consultants Company, is engaged in the underwriting, marketing and sale of individual and group accident and health insurance products, principally covering long term nursing home and home health care. PHI GROUP: Kabani & Company Raises Going Concern Doubt ------------------------------------------------------ Kabani & Company, Inc., in Los Angeles, expressed substantial doubt about PHI Group, Inc.'s ability to continue as a going concern after auditing the Company's consolidated financial statements for the years ended June 30, 2009, and 2008. The auditing firm pointed to the Company's accumulated deficit of $23,312,661 and negative cash flow from operations of $550,329 for the year ended June 30, 2009. The Company reported a net loss of $8,322,040 for the year ended June 30, 2009, compared with net income of $2,359,282 for the fiscal year ended June 30, 2009. Net revenue from consulting and advisory services for the fiscal year ended June 30, 2009, was $2,006,220, as compared to $3,609,318 for the prior year. Total operating expenses for the year ended June 30, 2009, were $1,595,009, compared to $1,658,534 for the prior year. Income from operations for the year was $411,211, as compared to $1,950,784 for the prior year. The increase in income from operations was mainly due to a 44% decrease in consulting and advisory revenue and a 3.8% decrease in operating expenses during the current fiscal year. The company recorded a loss on sale marketable securities of $4,018,965 compared with a gain of $701,832 for the prior year. The company also recorded a gain on debt settlement of $187,794 compared to $67,719 for the prior year. Interest expenses increased to $586,468 versus $362,536 for the prior year due to new notes payable added in the current period. The company recorded an impairment of marketable securities in the amount of $4,061,715 and that of loan receivables in the amount of $282,148 for the year compared to no impairment recorded for the year ended June 30, 2008. At June 30, 2009, the Company's consolidated balance sheet showed $2,998,793 in total assets, $6,727,662 in total liabilities, and $1,071,261 in minority interest, resulting in a $4,800,129 stockholders' deficit. The Company's consolidated balance sheet at June 30, 2009, also showed strained liquidity with $2,109,836 in total assets available to pay $6,727,662 in total current liabilities. Full-text copies of the Company's consolidated financial statements for the year ended June 30, 2009, are available for free at http://researcharchives.com/t/s?4709 Based in Huntington Beach, Calif., PHI Group, Inc. (OTC BB: PHIE) -- http://www.phiglobal.com/-- through its wholly-owned and majority-owned subsidiaries engages in a number of diverse business activities including consulting, merger and acquisition advisory services, real estate development, mining, and independent energy and maintains minority interests in various companies operating in the areas of infrastructure, construction, natural resources, finance, manufacturing, services and retail. The Company provides financial consultancy and M&A advisory services to U.S. and foreign companies and invests in selective businesses that may create long-term shareholder value. PHOENIX FOOTWEAR: Receives NYSE Amex Delisting Notice ----------------------------------------------------- Phoenix Footwear Group, Inc., reported its preliminary results of operations for the third quarter of fiscal 2009. -- Net profit of $310,000, or $0.04 per share, compared to a net loss of $2.1 million for the third quarter of fiscal 2008. -- A loss from continuing operations during the third quarter of $1.0 million, or $0.12 per share. Included in this loss is $303,000 in amortized financing exit fees, $180,000 of payroll related expenses for terminated employees, and $115,000 of financial consulting and other fees. This loss compares to a loss from continuing operations of $1.3 million for the third quarter of fiscal 2008. -- Net sales from continuing operations during the third quarter of $5.5 million, down 32% compared to net sales from continuing operations of $8.0 million during the third quarter of fiscal 2008. -- Funded bank debt balance of $2.6 million at the close of the third quarter, which is a reduction of $5.4 million from the close of the second fiscal quarter of 2009. Commenting on the quarter, Rusty Hall, CEO, said, "We are pleased to report a net profit for the quarter and to have begun rebuilding our capital base and balance sheet. During the quarter we closed the divestiture of our belt accessories business that was operated by our wholly-owned subsidiary, Chambers Belt Company, reduced bank debt by 68%, improved our gross margin by 22 percentage points from the second quarter of fiscal 2009, and further reduced SG&A to $2.3 million for the quarter after eliminating certain nonrecurring items. While our net sales for the quarter continued to be impacted by the difficult retail environment, we believe we have made considerable progress on the sales front. Our order backlog for future shipments is 65% above orders at the same time last year and our products are performing well at retail. Given the foundation our team has rebuilt, and based on this backlog, we expect to begin generating profitable organic growth beginning with the upcoming quarter." As previously reported on July 9, 2009, we closed the Chambers' asset sale transaction with Tandy Brands Accessories, Inc. The transaction was completed pursuant to an Amended and Restated Asset Purchase Agreement dated July 7, 2009. As part of the purchase price, at closing, Tandy paid $2.6 million for inventory and $500,000 for equipment. In addition to the closing payments, during the 12 months following closing, Tandy is obligated to pay Chambers an earn-out based on a percentage of Tandy's revenues generated from the sale of products formerly sold by the Chambers business. This earn-out is not capped and provides for $2,000,000 in minimum aggregate payments. These payments are to be paid on a monthly basis, except for an initial $430,000 advance payment that was made to Chambers at closing. Banking Update On October 15, 2009 the Company and Wells Fargo Bank, National Association entered into a Third Amendment to Forbearance Agreement and Fourth Amendment to Credit and Security Agreement. Under the terms of this Amendment, the existing credit agreement and forbearance agreements were changed by, among other things, decreasing the inventory sublimit in the borrowing base to $2.3 million and providing for daily 1% decreases in the 46% advance rate on eligible inventory after October 26, 2009 and extending the maturity date for the revolving line of credit and the expiration of the forbearance period to November 30, 2009. The time period extensions are subject to the Company's continuing adherence to various conditions. The Amendment requires the Company pay Wells Fargo a $25,000 accommodation fee on December 1, 2009 unless Phoenix Footwear repays the indebtedness in full on or before November 30, 2009. As of October 14, 2009, the Company had $2.8 million outstanding under the Credit Agreement with remaining availability of $221,000. The Company is engaged in discussions with several different financing sources concerning the refinancing of the revolving line of credit debt on or before November 30, 2009. The description of the agreements above is qualified in its entirety by reference to the full text of the applicable agreements, copies of which will be attached as an exhibit to the Company's Quarterly Report on Form 10-Q for the period ended October 3, 2009. NYSE Amex Delisting Notice On October 9, 2009, the Company received a notice from the NYSE Amex LLC (NYSE Amex), indicating that as of its quarter ended July 4, 2009, the Company failed to meet the continued listing standards of the NYSE Amex. Specifically, the letter stated that the Company is not in compliance with Section 1003(a)(ii) of the NYSE Amex Company Guide, with stockholders' equity of less than $4,000,000 and losses from continuing operations and/or net losses in three of its four most recent fiscal years. The letter also stated that the Company must submit a plan to the NYSE Amex by November 9, 2009 addressing how it intends to regain compliance with this continued listing standards by April 11, 2011. The plan must be approved by the NYSE Amex in order for the Company to maintain its listing. The Company intends to submit a plan shortly to the NYSE Amex that responds to this notification. The policy of the NYSE Amex is to make a determination within 45 days of a company's submission of a plan for compliance as to whether the company has made reasonable demonstration in the plan of an ability to regain compliance with the continued listing standards within the requisite time frame. The NYSE Amex may either accept the plan, at which time the Company will be subject to ongoing monitoring for compliance with the plan, or not accept the plan and initiate delisting proceedings. There can be no assurance that the NYSE Amex will accept any plan that the Company submits or that, if it does accept any such plan, the NYSE Amex will not subsequently initiate delisting proceedings as a result of the NYSE Amex's compliance monitoring with respect to that plan or otherwise. About Phoenix Footwear Group Phoenix Footwear Group, Inc. (NYSE Amex: PXG) headquartered in Carlsbad, California, designs, develops and markets men's and women's footwear and accessories. Phoenix Footwear's brands include Trotters(R), SoftWalk(R) and H.S. Trask(R). The brands are primarily sold through department stores, specialty retailers, mass merchants and catalogs. As of July 4, 2009, the Company had $20.4 million in total assets and $17.1 million in total liabilities. PIONEER INSURANCE: ASB Wants to Bankrupt Former Owners ------------------------------------------------------ Phil Kitchin at The Dominion Post reports that ASB has taken bankruptcy action against John Gifford and Rob Elvidge -- who lost their business, Pioneer Insurance, when former manager and jailed Blair Fitzsimons stole $3 million from a supposedly secure company bank account -- as well as their wives. Messrs. Gifford and Elvidge have had their homes sold out from under them, says The Dominion Post. According to The Dominion Post, Messrs. Gifford and Elvidge blame ASB for a mixup which they claim wrongly gave Mr. Fitzsimons access to secure bank accounts and the pair took legal action seeking damages from ASB but ran out of money and had to stop the fight. ASB, The Dominion Post relates, then obtained judgment for $746,000 from Mr. Gifford and his wife, Suellen, and wants $416,856 from Mr. Elvidge and $216,856 from his wife, Liz. The report says that ASB has already recovered most of the lost millions by mortgagee sales of the two men's homes, but is currently chasing interest charges of 22.5% and its legal fees of $90,000. PLANT INSULATION: Committee Gets 2nd Okay to Hire Sheppard Millin ----------------------------------------------------------------- WestLaw reports that there was no substantial relationship between a law firm's representation of an insurer in an action to resolve the insurer's liability for asbestos claims against an insured asbestos manufacturer and the firm's current representation of the committee of unsecured creditors in an asbestos installer's Chapter 11 case. Thus, the firm was not disqualified from representing the committee, even though both cases involved insurance coverage issues in context of asbestos-related bodily injury claims. In re Plant Insulation Co., --- B.R. ----, 2009 WL 2823723, 51 Bankr. Ct. Dec. 273 (Bankr. N.D. Cal.) (Carlson, J.). As reported in the Troubled Company Reporter on June 22, 2009, the Bankruptcy Court took a second look at The Official Committee of Unsecured Creditors' application to employ Sheppard, Mullin, Richter & Hampton LLP as its counsel when this potential conflict came to light after providing counsel to United States Fire Insurance Company in Kelly-Moore Paint Company, Inc.'s case. U.S. Fire pushed for the law firm's disqualification. San Francisco, California-based Plant Insulation Company provides insulation products and services. The Company filed for Chapter 11 on May 20, 2009 (Bankr. N.D. Calif. Case No. 09-31347). Michaeline H. Correa, Esq., Peter J. Benvenutti, Esq., and Tobias S. Keller, Esq., at Jones Day represents the Debtor in its restructuring effort. The Debtor has assets and debts ranging from $500 million to $1 billion. PNG VENTURES: Gets Interim OK to Access Greenfield Cash Collateral ------------------------------------------------------------------ The Hon. Christopher S. Sontchi of the U.S. Bankruptcy Court for the District of Delaware authorized, on an interim basis, PNG Ventures, Inc., and its debtor-affiliates to: -- obtain $2,000,000 postpetition financing from Greenfield Commercial Credit, LLC; -- use cash collateral; and -- grant adequate protection to secured lenders. A final hearing on the DIP financing and cash collateral motion is adjourned and rescheduled to Oct. 23, 2009, at 12:00 p.m. E.T. before the Court. Objections, if any, are due on Oct. 21, 2009, at 10:00 a.m. E.T. As reported in the Troubled Company Reporter on Sept. 30, 2009, the Debtors, as of Sept. 2, 2009, owed Greenfield $816,573 pursuant to the existing financing agreements. The loan is secured by valid, perfected, enforceable and non-avoidable first priority security interests and liens granted by ALT/Arizona Debtors. The Debtors are also indebted to Fourth Third, LLC in the amount $37,454,789, as of Aug. 21, 2009, pursuant to a senior secured credit facility. The loan is secured by a first priority lien on all of the Debtors' assets, except for the prepetition Greenfield collateral on which it holds a second priority lien. The Debtors owe $63,000 to BFI, an affiliate who was in direct and indirect control of PNG. The loan is secured by all of the Debtors' assets, subject to a subordination and intercreditor agreement with Medley as to the senior secured credit facility. The Debtors believed that BFI is an unsecured creditor. The Debtors do not have sufficient available sources of working capital to operate their businesses in the ordinary course of business without the financing. The Debtors were unable to procure financing in the form of unsecured credit. Greenfield agreed to extend loans, certain loans, advances and other financial accommodations. Salient Terms of DIP Financing Borrowers: Applied LNG Technologies USA, LLC and Arizona LNG, LLC DIP Lender: Greenfield Commercial Credit, LLC Commitment: The DIP Facility will consist of advances of under DIP funds on Debtors' accounts receivable Facility constituting postpetition financing up to an aggregate principal amount of $2 million, inclusive of outstanding prepetition Greenfield Obligations, as limited by the Budget, and subject to the terms and conditions of the Existing Financing Agreements as amended and restated in the Ratification Agreement and the Maximum Loan Amount of no greater than $1 million, inclusive of prepetition Greenfield Obligations, during the Interim Order period and $2 million after entry of a Permanent Financing Order. Terms and March 1, 2010, on the occurrence of an event of Final Maturity default or the automatic stay has been lifted or Date: modified. Interest Rate: Prime plus interest at an annual rate of LIBOR plus 7%, with LIBOR subject to a floor of 2%. Commitment The Lender shall be paid a DIP Facility Fee (as Fee: of $20,000. Carve-Out: The liens and superpriority claims granted to Greenfield pursuant to the Ratification Agreement and Interim Order will not be subject and subordinate to a carve out. Events of (i) Debtors' failure to perform, in any respect, Default: any of the terms, conditions or covenants or their obligations under the Interim Order; or (ii) An Event of Default under the Ratification Agreement which occurs after the date of the Interim Order. The Debtors are also authorized to use cash collateral of Medley and Greenfield, each of whom consented to the Debtors' use of cash collateral. About PNG Ventures Through its Applied LNG Technologies and other subsidiaries, the Company engages in the production, distribution, and sale of liquefied natural gas to customers consisting of public utilities, industrial end-users and other fleet customers within the transportation, manufacturing, distribution, and municipal markets, primarily in California, Arizona, and Nevada. The Company also offers turnkey fuel solutions, including delivery, equipment storage, fuel dispensing equipment, and fuel loading facilities. PNG Ventures and its affiliates filed for Chapter 11 on September 10, 2009 (Bankr. D. Del. Case No. 09-13162). Attorneys at Fox Rothschild LLP represent the Debtors in their restructuring effort. Logan & Co. serves as claims and notice agent. As of June 30, 2009, PNG had total assets of $41,416,000 against total debts of $47,519,000. PREMIER DEVELOPMENT: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: Premier Development L.L.C. 1001 West Broad Street Falls Church, VA 22046 Bankruptcy Case No.: 09-18448 Chapter 11 Petition Date: October 14, 2009 Court: United States Bankruptcy Court Eastern District of Virginia Judge: Stephen S. Mitchell Debtor's Counsel: Bennett A. Brown, Esq. The Law Office of Bennett A. Brown 3905 Railroad Avenue, Suite 200N Fairfax, VA 22030 Tel: (703) 591-3500 Fax: (703) 591-2185 Email: bennett@pcgalaxy.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/vaeb09-18448.pdf The petition was signed by Michael Dolgas, managing member of the Company. PRICHARD ALA: May File for Bankruptcy for 2nd Time -------------------------------------------------- Chad Petri at WKRG.com reports that the city of Prichard is considering filing for bankruptcy protection, as the city faces pension lawsuits by retirees. WKRG.com notes that if city officials go through with it, this would be the second time Prichard has filed for bankruptcy. Robert Hedge, the lawyer for the more than 50 retirees suing the city, said that bankruptcy filing would put their lawsuit on hold. In October 1999, Prichard, Ala., filed for Chapter 9 protection after searching for several weeks for an alternative solution, according to a newswire report. The City Council had tried to borrow to buy its way out of debt, but the Chapter 9 filing was considered the only viable option. (ABI 07-Oct-99) PROVIDENT ROYALTIES: Sells Mineral Assets to Consul for $12.5MM ---------------------------------------------------------------- Dennis L. Roossien, Jr., the duly-appointed Chapter 11 trustee for Provident Royalties, LLC and its affiliated debtors, asks the U.S. Bankruptcy Court for the Northern District of Texas for authority to sell certain assets, subject to higher and better offers, pursuant to section 363(f) of the Bankruptcy Code. Prior to Provident's petition date, Raymond James & Associates, Inc. was engaged to, among other things, conduct a strategic marketing of the Debtors' assets and restructuring efforts for the Debtors' business. As a part of the marketing efforts, the Debtors' assets were generally divided into: (i) the assets upon which Sinclair Oil and Gas Company asserts a lien; (ii) the Debtors' leasehold interests; and (iii) the Debtors' mineral interests. Also through the marketing efforts, the bid of Consul Properties, L.L.C. emerged as the highest and best bid for the Debtors' mineral assets that are not a part of the Sinclair Assets. The Trustee proposes to sell the assets to Consul free and clear of all liens, claims, encumbrances, and interests. The assets will be sold in their "As Is, Where Is" condition without representations or warranties of any kind whatsoever. The purchase price for the assets is $12,535,308, payable by wire transfer of immediately available funds and subject to certain adjustments. Consul has deposited 10% of the Purchase Price with U.S. Bank National Association. A hearing will be conducted on this matter on Oct. 26, 2009, at 10:00 am (CST), Earle Cabell Building, U.S. Court House, 1100 Commerce Street, Dallas Texas. About Provident Royalties Based in Dallas, Texas, Provident Royalties LLC owns working interests in oil and gas properties primarily in Oklahoma. Provident and its affiliates filed for Chapter 11 on June 22, 2009 (Bankr. N.D. Tex. Case No. 09-33886). Judge Harlin DeWayne Hale presides over the case. Epiq Bankruptcy Solutions, LLC is the claims and noticing agent. The United States Trustee for the Northern District of Texas appointed nine members to the Official Committee of Unsecured Creditors. On July 2, 2009, the Securities and Exchange Commission filed, under seal, a complaint in District Court for the Northern District of Texas against the Debtors and certain of their principals and managing partners on allegations that they sold stock and limited partnership interest to over 7,700 investors as part of a $485 million Ponzi scheme. On July 2, 2009, the District Court for the Northern District of Texas appointed Dennis L. Roossien, Jr., at Munsch Hardt Kopf & Harr P.C. in Dallas, Texas, as receiver for the Debtors. On July 20, 2009, the Bankruptcy Court appointed the receiver as the Debtors' Chapter 11 trustee. Mr. Roossien, Jr., has taken possession and control of the Debtors' property and business. Mr. Roossien, Jr., has selected Patton Boggs, LLP, as his special counsel. Patton Boggs, LLP, was Debtors' counsel before the appointment of Mr. Roossien, Jr., as Chapter 11 trustee. Mr. Roossien, Jr., has selected Munsch Hardt Koph & Harr, P.C., as counsel. Gardere, Wynne, Sewell, LLP, is the proposed counsel to the official committee of unsecured creditors. The Company, in its petition, listed between $100 million and $500 million each in assets and debts. QIMONDA NA: Gets Court Nod to Sell Assets for $172.5 Million ------------------------------------------------------------ The Hon. Mary F. Walrath of the U.S. Bankruptcy Court for the District of Delaware authorized Qimonda Richmond, LLC and Qimonda North America Corp. to sell key assets to Texas Instruments Incorporated for $172.5 million, free and clear of liens and encumbrances. The Debtors will convey to TI, the stalking horse bidder, its assets, which include (a) the 300mm tools; (b)various office equipment, furniture, information technology equipment, process tools, facility-related systems, support equipment and tool replacement parts; and (c) the 300mm tools that the Debtor is purchasing from the related purchase agreements. Genral Electric Capital Corp., the DIP lenders, Overland, RBS and Henrico County consented to the sale. Qimonda AG (NYSE: QI) -- http://www.qimonda.com/-- is a leading global memory supplier with a diversified DRAM product portfolio. The Company generated net sales of EUR1.79 billion in financial year 2008 and had -- prior to its announcement of a repositioning of its business -- approximately 12,200 employees worldwide, of which 1,400 were in Munich, 3,200 in Dresden and 2,800 in Richmond (Virginia, USA). The Company provides DRAM products with a focus on infrastructure and graphics applications, using its power saving technologies and designs. Qimonda is an active innovator and brings high performance, low power consumption and small chip sizes to the market based on its breakthrough Buried Wordline technology. Qimonda AG commenced insolvency proceedings with a local court in Munich, Germany, on January 23, 2009. On June 15, 2009, QAG filed a petition for relief under Chapter 15 of the Bankruptcy Code (Bankr. E.D. Virginia Case No. 09-14766). Qimonda North America Corp., an indirect and wholly owned subsidiary of QAG, is the North American sales and marketing subsidiary of QAG. QNA is also the parent company of Qimonda Richmond LLC. QNA and QR filed for Chapter 11 on February 20 (Bankr. D. Del. Lead Case No. 09-10589). Mark D. Collins, Esq., Michael J. Merchant, Esq., and Maris J. Finnegan, Esq., at Richards Layton & Finger PA, represents the Debtors as counsel. Roberta A. DeAngelis, the United States Trustee for Region 3, appointed seven creditors to serve on an official committee of unsecured creditors. Jones Day and Ashby & Geddes represent the Committee. In its bankruptcy petition, Qimonda Richmond, LLC, listed more than US$1 billion each in assets and debts. The information was based on Qimonda Richmond's financial records which are maintained on a consolidated basis with Qimonda North America Corp. QUALITY DISTRIBUTION: S&P Cuts Corporate Credit Rating to 'SD' -------------------------------------------------------------- Standard & Poor's Ratings Services lowered its long-term corporate credit rating on Quality Distribution Inc. to 'SD' (selective default) from 'CC'. At the same time, S&P lowered the ratings on subsidiary Quality Distribution LLC's senior unsecured and subordinated debt issues to 'D' from 'C'. "The rating actions follow the Tampa, Florida-based bulk tank trucking company's announcement that its exchange and tender offers have expired," said Standard & Poor's credit analyst Anita Ogbara. As of the expiration, 99.4% of the senior floating-rate notes due 2012 (Series A), 100% of the senior floating-rate notes due 2012 (Series B), and 83.6% of the subordinated notes were validly tendered. Quality Distribution has also successfully obtained the consent solicitation it was seeking from its noteholders relating to the subordinated notes. The amendments will eliminate or waive restrictive covenants and certain default events, and modify covenants regarding mergers and consolidations and other provisions in the indentures. The company also announced the sale of Quala Systems Inc. a tank wash subsidiary, raising total proceeds of $13 million. "On review of the new capital structure and liquidity position, S&P will assign a new corporate credit rating, representing the default risk, post-financial-restructuring," she continued. QUECHAN TRIBE: Fitch Assigns 'CCC' Issuer Default Ratings --------------------------------------------------------- The ratings assigned to the Quechan Tribe of the Fort Yuma Indian Reservation have been placed on Rating Watch Negative following Fitch's assessment of the credit implications of recent developments. Fitch rates Quechan: -- Issuer rating 'CCC'; -- $30 million governmental project bonds series 2007 (tax- exempt) 'CCC'; -- $110 million gaming enterprise revenue bonds series 2008 'B-'. The 'CCC' issuer rating incorporates Fitch's view that significant challenges remain in successfully ramping up operation of the recently opened Quechan Casino Resort against the back drop of strained regional economic conditions in the Yuma gaming market. The ratings were placed on Watch Negative as a result of these developments: -- Weak third quarter (3Q'09) operating results at QCR raise concern about the outlook for the property's performance during the upcoming winter 2010 season; -- Fitch believes that the credit could be in violation of the debt service coverage financial maintenance covenant in the gaming revenue bond indenture as of the Sept. 30, 2009 test date, depending upon the interpretation of the language in the indenture. Potential For Violation Of Bond Financial Maintenance Covenants: Fitch believes there is ambiguity in the gaming enterprise revenue bond indenture with respect to the definition of annual debt service that is used in the calculation of the debt service coverage ratio for the purposes of compliance with a financial maintenance covenant. Bondholder approval of a technical amendment would be required to cure the ambiguity in the indenture language. Specifically, it is unclear whether the calculation must include principal amortization of balloon debt. Based on the current level of cash flow, the inclusion of balloon debt principal could cause the credit to be in violation of the highest DSCR trigger, which occurs at 1.75 times (x), depending upon the interpretation of the language in the indenture. The tribe is required to certify to bondholders the DSCR for the Sept. 30, 2009 test date by Nov. 15, 2009. Whenever coverage falls below 1.75x based upon the calculation on a quarterly test date, the tribe must: -- Retain an independent management consultant; -- Adhere to a third party trustee controlled flow of funds with respect to the casino cash flow; -- Begin funding a debt service reserve from the casino cash flows, through the flow of funds, for the benefit of the gaming enterprise revenue bondholders. The requirement for the reserve is equal to 10% of the amount of recourse debt outstanding (currently the requirement is $12.85 million), to be funded in 12 monthly installments through the trustee controlled flow of funds waterfall. The last requirement is of the most significant concern. Based on current cash flow, if the tribe is required to fund the reserve, Fitch believes it will have difficulty meeting all of its fixed payment obligations, including debt service, while maintaining current levels of funding for government services and per capita distributions to members. Tribal Government Liquidity Position Eroded By QCR Project Funding Contribution: The tribal government was required to contribute a significant amount of equity in order to complete funding of construction of the QCR project, resulting in an erosion of the tribal government balance sheet. While a portion of this equity contribution has been reimbursed by external debt financing arranged after completion of the project, liquidity at the tribal government remains strained relative to the level of resources on hand at the beginning of construction. The terms of the debt agreements limit the tribe's ability to secure additional external financing to reimburse the tribal government balance sheet. Specifically, Fitch believes that the tribe has exhausted its capacity to issue debt under the completion financing bucket of the gaming enterprise revenue bond indenture, which permitted the incurrence of up to $25 million in debt without demonstrating compliance with the additional bond test. The tribe was permitted to incur completion financing debt for the purposes of funding the construction budget, and to reimburse the tribal government for $8.3 million in cash contributed to the QCR project fund to cure a deficiency during construction. The tribe was able to borrow $18.5 million in the form of loans from other tribal governments for these purposes. The loans rank on parity with the gaming enterprise bonds with respect to the lenders' security interest in the casino cash flow. Issuance of the remaining $6.5 million in completion financing capacity would require approval of the gaming enterprise bondholders and the lenders of the loans, which Fitch believes they are unlikely to grant. Therefore, issuance of additional recourse debt (defined as debt secured by the casino assets, including cash flow), will require compliance with the ABT (pro forma debt service coverage of at least 2.25x and pro forma leverage of no greater than 3.75x), which the tribe cannot demonstrate on the basis of current cash flows. Since Quechan's ability to issue additional debt to reimburse tribal government equity is limited by its debt agreements, casino free cash flow after meeting fixed expense at the gaming operation, including debt service charges, is the primary means of supporting governmental services and restoring liquidity to the tribal government balance sheet. Although reliance on casino cash flow for economic support of the government is not atypical for a tribe with a gaming operation, there is concern when the liquidity cushion at the tribal government is eroded. With limited alternative means to support governmental expenses, generation of sufficient positive free cash flow of the casino operation is critical to avoid potential cuts to government service levels and per capita distributions to members. Casino Cash Flow Outlook; Significant Operational Ramp Up Risk Of QCR Project Remains: The primary risk in Quechan's casino cash flow outlook is the ability to successfully ramp up operation of the QCR project in a very challenging economic environment. The project is located in the Yuma regional gaming market, and operating trends at Quechan's casinos began to show the impact of the economic recession in mid- 2007, during the construction of QCR. In 2008, Quechan's two casino properties posted full year revenue and EBITDA declines of 7.4% and 17.5%. QCR opened on Feb. 14, 2009; upon opening, Quechan's former California casino property was closed, while the Arizona casino property remains in operation. In a regional gaming market that exhibits a great degree of operational seasonality, initial results at QCR benefited from opening during the winter season, but based on LTM Sept. 30, 2009 results, the property is performing significantly below Fitch's base case EBITDA expectations and in-line with its stress case expectations. For the first nine months of 2009, representing seven and a half months of operation of QCR, EBITDA was flat versus the prior year period on the basis of a 17% increase in revenue offset by compression in the EBITDA operating margin to 41% from 48%. The Yuma regional economy has performed worse than the broader U.S. economy during this economic recession on the basis of employment and income trends. A great degree of seasonality in Quechan's casino operating trends is the result of a large influx of retirees during the winter months, when the local population swells. In past years EBITDA during the March quarter typically contributed over 40% of full year EBITDA. Soft operating results during the high season in 2008 and 2009 were reportedly the result of the snowbird population arriving in the region later than in past years. On the basis of its operating outlook for California's regional gaming markets, Fitch expects poor economic conditions to again impact results at Quechan's casinos during the upcoming winter 2010 season. Despite the initial performance of QCR tracking below expectations, Fitch believes that over the longer term and assuming recovery of regional economic conditions, the Yuma gaming market holds good depth and potential. However, there is significant execution risk, as Fitch believes that success of the QCR property depends upon management's ability to grow the market by attracting a new player population to the QCR property while maintaining the attractiveness of the Arizona facility to the local player population. This will require successful execution of a well designed marketing and branding plan, as well as strategic use of the hotel property at QCR. Since the opening of the property in February, there have been senior level management changes, including replacement of the general manager at the property. Several senior level management positions are currently unfilled, and the tribe is interviewing candidates. On the positive side, the credit's liquidity profile benefits from lack of near term debt refinancing risk and, since the completion of QCR, no project development financing risk. Coverage of all interest expense (including the government project bonds and tribal loan), from casino EBITDA equaled about 1.5x based on LTM Sept. 30, 2009 results. Quechan is required to make monthly sinking fund payments of principal and interest on the gaming enterprise bonds, governmental project bonds and the loans. Principal payment on the loans begins in 2010, but is nominal through final maturity in 2015, when both have a sizeable bullet maturity. Principal payments on both series of bonds begins in 2012 and is level through final maturity. The first significant debt maturity occurs in 2013, when the casino is required to re- pay the Quechan government $25 million of contributed equity that was structured as a loan to the casino operation. This piece of debt is subordinate in right of payment to the bonds and the loans. Fitch expects that the Quechan government will extend the maturity if the casino cannot refinance or cash fund the principal payment. Recent Changes To Capital Structure, Governmental Project Bond Indenture Covenant Amendment Are Credit Neutral Events: Prior to recent changes, Quechan's capital structure included these pieces of debt: -- Gaming enterprise revenue bonds ($110 million); -- A loan from another tribal government ($13.5 million); -- Governmental project bonds ($45 million); -- An interfund loan from the Quechan tribal government ($30 million). Recent Changes Include: -- An additional loan from another tribal government ($5 million), the proceeds will reduce the outstanding balance on the interfund loan to $25 million from $30 million; -- Repurchase of $15 million of the governmental project bonds at a discount of 15%, for $12.8 million in cash. Of the $45 million initially issued, $30 million in governmental project bonds remain outstanding. On a cash flow basis, the impact of these changes is mildly positive; Fitch estimates that annual interest expense is reduced by about $675,000, representing approximately a 2.8% reduction. Fitch has determined that the repurchase of a portion of the governmental project bonds at a discount to par does not constitute a coercive debt exchange, as the transaction was not coercive or de facto involuntary on the part of bondholders, since it was not precipitated by an impending liquidity crisis. Fitch does not believe there was explicit threat of bond payment default or covenant violation in the absence of the transaction. The tribe used unspent governmental project bond proceeds to repurchase the debt; the proceeds had been intended to be used to construct a traffic mitigation project at the QCR property as a condition of the tribe's gaming compact with the state of California. According to Quechan management, the state has determined that the tribe does not need to complete the project at this time in order to comply with the terms of the compact. However, the state will continue to conduct traffic studies and there is no guarantee that the tribe will not be required to construct the project at some point in the future should it be determined that traffic mitigation is necessary at the site. In conjunction with the repurchase of the governmental project bonds, the tribe and bondholders agreed to an amendment of the governmental project bond indenture's liquidity maintenance covenant. The covenant previously allowed the tribal government to include receivables from the casino as part of the unrestricted net asset balance, which was required to equal 125% of the outstanding par amount of the governmental project bonds, tested on a quarterly basis. Since the beginning of construction of the QCR project, the quality of the unrestricted assets used to demonstrate compliance with the test deteriorated as the amount of casino receivables increased due to the contribution of equity to the project. At its highest point 58% of the unrestricted asset balance was comprised of receivables from the casino, up from only 6.6% at the time of the bond issuance. The revised covenant requires the tribe to maintain a certain ratio of adjusted liquid net assets to tribal long-term debt. Liquid assets can include only unrestricted cash, cash equivalents and marketable securities of the tribal government and therefore cannot include any portion of the receivables balance. Tribal long-term debt excludes debt secured by the casino cash flow and includes only the governmental project bonds at this time. The ratio is tested quarterly; beginning with the quarter ended Sept. 30, 2009, the ratio cannot be less than 0.6 to 1.0. The required ratio to demonstrate compliance with the test steps up quarterly by 0.05 thereafter, through the quarter ended June 30, 2010, when it cannot be less than 0.75 to 1.0. Based on the June 30, 2009 tribal government balance sheet, the ratio was 0.73 to 1.0. Potential Rating And Outlook Drivers: Operating performance during the upcoming winter 2010 season will be critical in determining the direction of the rating due to the high degree of seasonality in the Yuma gaming market. Fitch expects top line revenue trends will continue to be negatively impacted by the poor condition of the regional economy, posing a significant challenge for the new senior management team. However, Fitch believes there is significant operational upside potential related to the improvements that are planned by new senior management. Resolution of the Negative Watch will depend upon the casino operation generating sufficiently positive free cash flow to continue funding all of its fixed obligations, while also avoiding significant cuts to government service levels and per capita distributions. Conversely, a downgrade to 'CC' could be precipitated by a liquidity crisis if cash flows deteriorate to a level where it is probable that tribe will not be able to continue to meet its fixed payment obligations. This may occur in the near term if the tribe is required to begin funding the gaming enterprise revenue bond debt service reserve if it is determined that based upon the interpretation of the indenture language the coverage ratio is below 1.75x as of the Sept. 30, 2009 or Dec. 31, 2009 test date, and the tribe is unable to obtain approval for a technical amendment of the indenture from bondholders. If that event does not occur, the next significant inflection point for the credit will be operating performance during 1Q'10. The gaming enterprise bonds are rated one notch above the issuer rating due to security provisions included in the bond indenture, in accordance with Fitch's published criteria for Native American gaming issuers. The governmental project bonds are rated on par with the issuer rating, because they are unsecured relative to the gaming bonds. The gaming enterprise bondholders have a security interest in the casino cash flows, while the governmental project bonds are non-recourse to the casino assets, including the cash flows. R.H. DONNELLEY: Committee Members Seek to Trade In Claims --------------------------------------------------------- The Official Committee of Unsecured Creditors of R.H. Donnelley Corp. and its units asks the Court for authority to trade in the Debtors' securities and bank debt upon the establishment and implementation of "ethical walls". Specifically, the Committee wants the Court to determine that Committee members will neither violate their duties nor otherwise subject their claims to possible disallowance by trading: (i) stock, notes, bonds, debentures, participations in, or derivatives based on or relating to, any of the Debtors or their non-debtor affiliates, debt obligations or equity interests; (ii) any other claims against or interests in anyone or more members of the Debtors or their non-debtor affiliates that constitute "securities" within the meaning of applicable state or federal securities laws or both; or (iii) loan obligations of the Debtors under any of their secured credit facilities as long as they establish and effectively implement an "ethical wall" to prevent the misuse of any material nonpublic information that may be obtained as a result of performance of Committee-related activities. The Committee proposes that these procedures be employed if any member of the Committee wishes to trade in Securities or Bank Debt: (1) Each Committee member wishing to trade will cause a personnel designated to receive nonpublic Committee information to execute a letter acknowledging that they may receive nonpublic information and that they are aware of, and agree to comply with, the Ethical Wall procedures which are in effect with respect to the Securities or Bank Debt. The Member will provide a copy of the letter to the Committee's legal counsel and the United States Trustee; (2) The Committee Personnel will not share material nonpublic Committee information with other employees, however, the Information may be shared with: a. senior management who, due to their duties and responsibilities, have a legitimate need to know the Information, provided that the individuals use the Information only in connection with their senior managerial responsibilities; and b. regulators, auditors, consultants, advisors and legal and compliance personnel, and to the extent that the Information may be accessible by internal computer systems, administrative personnel who service and maintain the systems, each of whom will agree not to share Information with other employees and will keep the Information in files inaccessible to other employees, representatives and agents who are involved with trading or investment advisory activities with respect to the Trading Committee Member; (3) Trading Committee Member will take the steps necessary to restrict access to hard copy files containing Information of non-Committee Personnel. Further, they will maintain separate phone numbers and facsimile lines for Committee Personnel; (4) Each Trading Committee Member will take the steps necessary to restrict the exchange of Information through electronic means between Committee Personnel and all non- Committee Personnel; (5) Committee Personnel will not receive any specific or detailed information regarding the Trading Committee Member's trades in the Securities or Bank Debt in advance of the trade execution. Committee Personnel, however, may receive: (i) reports and communications showing purchases, sales and ownership of Securities or Bank Debt, but no more frequently than is customary or otherwise appropriate and (ii) the usual internal reports showing purchases and sales to the extent that the personnel would otherwise receive reports and communications in the ordinary course and the reports are not specifically prepared with respect to the Debtors; (6) Each Trading Committee Member's compliance personnel will review trades to determine if there is any reason to believe that the trades were not made in compliance with the information blocking procedures; and (7) A Trading Committee Member, unless it resigns from the Committee, will provide written or electronic notice on a quarterly basis to the Committee's counsel and to the United States Trustee verifying review of, and continued compliance with, the terms of an order approving the "Equity Wall" and will disclose, as soon as is practicable, to the Committee's counsel and the United States Trustee any material breaches. Mark E. Felger, Esq., at Cozen O'Connor, in Wilmington, Delaware, notes that certain of the Committee Members are directly themselves or are affiliated with investment advisors or managers that provide investment-advisory services to institutional, pension, and mutual funds, high net-worth clients and affiliated funds and accounts and may also buy and sell Securities or Bank Debt for their own portfolios. Mr. Felger submits that although Committee Members owe fiduciary duties to the creditors of the Debtors' estates, they also have fiduciary duties to maximize returns to their clients through trading in the Securities or Bank Debt. "Thus, if a Committee Member is barred from trading in the Securities or Bank Debt during the pendency of these cases because of its duties to other creditors, it may risk the loss of a beneficial investment opportunity for itself or its clients and, moreover, may breach the aforesaid fiduciary duty to such clients," Mr. Felger says. Alternatively, if a Committee Member resigns from the Committee, the interests it represented may be compromised by virtue of taking a less active role in the reorganization process, Mr. Felger says. He adds that many institutions have faced the same dilemma with respect to committee memberships in other Chapter 11 cases and to resolve the issue, bankruptcy courts have allowed members of official committees to trade in the securities of a debtor and its non-debtor affiliates while still serving as committee members conditioned on the establishment of an "Ethical Wall." 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) R.H. DONNELLEY: Ex-Employees Want to Examine Dex Media ------------------------------------------------------ Betty Blackford, Valerie Calhoun, Richard Mitchell and Vern Veggeberg on April 11, 2007, commenced a proceeding against Debtor Dex Media, Inc., by filing a complaint in the United States District Court for the District of Colorado alleging violations of the Age Discrimination in Employment Act and Title VII of the Civil Rights Act of 1964 in multiple counts. The District Court Action remained active right up until a notice of automatic stay was entered on June 17, 2009, notifying the Litigants of the Debtors' pending bankruptcy case. Prior to the Notice of Automatic Stay, trial in the District Court Action was scheduled to occur on November 9, 2009. Margaret M. Manning, Esq., at Whiteford Taylor & Preston LLC, in Wilmington, Delaware, tells the Court that the Debtor holds an Employment Practices liability insurance policy with National Union Fire Insurance Company of Pittsburgh, Pennsylvania. The Policy is a "claims first made and reported" policy with a policy period from November 1, 2005 through November 1, 2006 and an aggregate liability level of $10,000,000, subject to a retention of $250,000. As previously reported, the Litigants filed a request to lift the automatic stay so that they can liquidate their claims against the Debtor in the District Court Action and to permit them to seek enforcement of any judgment against the Policy. Ms. Manning says the Litigants and the Debtor's counsels corresponded on several occasions in attempts to reach a consensual resolution of the Motion for Relief and during their conversations and e-mail exchanges, the Litigants' counsel asked from Debtors' counsel the identification of the person or persons who could best speak to certain facts about the Policy, including any other claims that were filed against the Policy and the Debtor's valuation of those claims. However, to date, the identifications are not made. The Litigants' counsel made another identification request but no individual was identified. Ms. Manning contends that the Litigants are entitled to the information and feel that they have exhausted all options. For these reasons, the Litigants ask the Court to compel the Debtors to provide the information pursuant to Rule 2004 of the Federal Rules of Bankruptcy Procedure. In a separate filing, the Litigants ask the Court to hear their request at the Court's earliest convenience. 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) R.H. DONNELLEY: Gets Court Nod for Business.Com Incentive Plan -------------------------------------------------------------- Judge Kevin Gross of the United States Bankruptcy Court for the District of Delaware has authorized the Debtors to institute a short-term incentive plan for debtor affiliate Business.Com, Inc., for 2009. In a separate order, the Judge authorized the Debtors to file the exhibits of the Incentive Plan under seal. In the Debtors' request for approval of the incentive plan, James F. Conlan, Esq., at Sidley Austin LLP, in Chicago, Illinois, noted that Business.Com depends its success on approximately 140 employees, whose specialized knowledge, creativity, and understanding of the business made the Debtor's successes possible. To motivate the Employees to reach the highest levels of performance, Business.Com historically has utilized two types of incentive plans, one individual based and one corporate based. The individual plan, with quarterly payouts and individual performance metrics, remains in effect, Mr. Conlan tells the Court. He adds that a certain corporate-based "Company Performance Plan," however, has lost all capacity to motivate the employees. The CPP utilizes for 2009 BDC and RHD Interactive corporate revenue and EBITDA targets that were set in the middle of 2007. However, he says that the severe economic downturn and changes in the strategic role and operations of Business.Com, have rendered the targets completely unattainable. Recognizing that without the possibility of earning any incentives associated with the CPP goals and targets established in 2007, compensation for the Debtor's employees in 2009 would fall far below the median for comparable-sized software and technology companies and the Debtors' stated compensation philosophy, Mr. Conlan says. In early 2009 RHD retained compensation consultant Semler Brossy Consulting Group, LLC, to provide an independent assessment of market norms and to assist RHD in designing and evaluating the reasonableness and competitiveness of a new incentive compensation program to update and improve Business.Com's current compensation system, Mr. Conlan tells the Court. Together, the Debtors and Semler Brossy developed and announced a series of 2009 business goals for the Debtor that involved a mix of revenue and operational targets and the achievement of specific development projects. Mr. Conlan says attainment of the goals was to have been tied into a new 2009 short-term incentive plan. However, before the new STIP could be finalized and implemented in early 2009, the pertinent Debtor executives were forced to turn their attention to the events that culminated in the Debtors seeking bankruptcy protection and their ensuing operation in bankruptcy. Consequently, BDC employees were left without a viable corporate performance incentive plan. 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) RAINBOWS UNITED: Investment Group Offers $1MM for Building ---------------------------------------------------------- Josh Heck at Wichita Business Journal reports that an investment group has offered to buy the Rainbows United Inc. building at 340 S. Broadway for $1 million. According to Business Journal, Rainbows United isn't disclosing who the group of investors are, saying only the group is "supportive of the contribution that the organization makes to the community." Business Journal relates that the investment group will lease the building to Rainbows United for $1 a month for five years, while the Company will be responsible for utilities and property taxes. Rainbows United will be able to rent out unused space in the building, as its administrative staff will stay on second floor of the building, says the report. The report states that Rainbows United will also be selling its Ritchie Family Center at 251 S. Whittier. Headquartered in Wichita, Kansas, Rainbows United, Inc. -- http://www.rainbowsunited.org/-- is a Wichita nonprofit agency that serves children with special needs and their families. Rainbows United serves more than 2,600 children aged birth through 5, including more than 2,300 with special needs. The organization, which has 435 full- and part- time employees, serves primarily Sedgwick and Butler counties. Rainbows United filed for Chapter 11 bankruptcy protection on July 30, 2009 (Bankr. D. Kan. Case No. 09-12457). Edward J. Nazar, Esq., at Redmond & Nazar, L.L.P., assists the Company in its restructuring efforts. In its petition, the Debtor listed $10,000,001 to $50,000,000 in assets and $1,000,001 to $10,000,000 in debts. READER'S DIGEST: Court Sets November 16 Bar Date ------------------------------------------------ Bankruptcy Judge Robert Drain has granted The Reader's Digest Inc.'s request and set: (a) November 16, 2009, as the deadline by which all persons and entities must file and serve proofs of claim asserting claims that arose on or prior to the Petition Date, including claims asserted under Section 503(b)(9) of the Bankruptcy Code against the Debtors in the Chapter 11 cases; and (b) set February 20, 2010, as the deadline by which all governmental units must file and serve proofs of claim asserting claims against the Debtors. The Court also approved the Debtors' procedures for filing proofs of claim and the form of notice of the Bar Dates and manner of service. Pursuant to Rule 3003(c)(2) of the Federal Rules of Bankruptcy Procedure, any holder of a claim that is not excepted from the requirements of the Bar Date Order that fails to comply with the Bar Date Order by timely filing a proof of claim in the appropriate form will be barred from (i) asserting the claim against the Debtors and their bankruptcy estates, (ii) voting on any Chapter 11 plan of reorganization filed in the bankruptcy cases on account of that claim, and (c) participating in any distribution in the cases on account of that claim. Nothing in the Bar Date Order will prejudice the right of the Debtors or any other party-in-interest to dispute or assert offsets or defenses to any claim reflected in the Debtors' schedules of assets and liabilities, and schedules of executory contracts and unexpired leases. Entry of the Bar Date Order is without prejudice to the right of the Debtors to seek further Court order fixing a date by which holders of claims or interests not subject to the Claims Bar Date must file proofs of claim or interest or be barred from doing so. 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. The Official Committee of Unsecured Creditors is tapping BDO Seidman, LLP, as financial advisor, Trenwith Securities, LLP, as investment banker and Otterbourg, Steindler, Houston & Rosen, P.C., as counsel. 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) READER'S DIGEST: Proposes to Assume 29 Executory Contracts ---------------------------------------------------------- The Reader's Digest Association, Inc., and certain of its debtor affiliates seek the Court's authority to assume certain executory contracts and cure any prepetition defaults arising under those contracts. A schedule of the Assumed Contracts is available for free at http://bankrupt.com/misc/RDA_Assume_Contracts_100609.pdf According to James H.M. Sprayregen P.C., Esq., at Kirkland & Ellis LLP, in New York, the goods and services the Debtors obtain pursuant to the Assumed Contracts relate generally to order fulfillment and processing, marketing and advertising, inbound and outbound customer care, warehousing and distribution, licensing and Web site design, hosting and maintenance. Mr. Sprayregen adds that the Debtors have productive business relationships pursuant to which the Debtors receive critical goods and services essential to the Debtors' business processes and ongoing operations. For many of the Contract Parties, the business relationships are long-standing and, therefore, would be exceptionally difficult to replace in the event of termination, rejection or non-renewal upon the natural expiration of the Contract by the Contract Party, he says. He adds that the Debtors have also obtained substantial concessions with the Contract Parties in exchange for the early assumption of the Contracts. Those concessions come in the form of reduced cure, and in some instances, improved contract terms. The Debtors anticipate paying $11,492,342 as cure to the Contract Parties. Mr. Sprayregen says the original aggregate cure amount that would be owed to the Contract Counterparties to assume the Contracts under a Chapter 11 plan is $12,765,170 but because of the Debtors' early assumption of the Contracts, the Contract Parties agreed to reduce the cure amounts to a total of $1,272,828. These Contract Parties will be paid: Counterparty Cure Amount ------------ ----------- Advantage Computing Systems $14,203 American Customer Care 276,942 Artgig 24,800 Bookworks, LLC 35,431 Bowzer, Inc. 22,874 Bowzer, Inc. -- CDS Global, Inc. 7,398,374 CDS Global, Inc. 7,398,374 CDS Global, Inc. 7,398,374 CDS Global, Inc. 7,398,374 Demand Software 18,974 Dial America 476,754 Digital Target Marketing -- Digital Target Marketing 318,568 Direct Link Marketing 60,105 I-Fox (Infocrossing, Inc.) 780,002 Ignite Media Solutions 255,961 Ignite Media Solutions 397,362 Ignite Media Solutions 62,042 Ignite Media Solutions 5,535 Ignite Media Solutions -- Joe Sasfy 134,321 Michael Cassavitis (Tony Orlando) 19,623 Michael Cassavitis (Tony Orlando) -- Moulton Logistics Management 567,851 Symphony Services 91,720 West Direct, Inc. 530,902 West Direct, Inc. 530,902 West Telemarketing, LP 530,902 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. The Official Committee of Unsecured Creditors is tapping BDO Seidman, LLP, as financial advisor, Trenwith Securities, LLP, as investment banker and Otterbourg, Steindler, Houston & Rosen, P.C., as counsel. 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) READER'S DIGEST: U.S. Trustee Adds Four to Creditors' Panel ----------------------------------------------------------- Diana G. Adams, United States Trustee for Region 2, notifies the Court and parties-in-interest that she amends her appointment of the members to the Official Committee of Unsecured Creditors in the Debtors' Chapter 11 cases to include four new members: (1) Michael John Bohane 1143 Casey Key Road Nokomis, Florida 34275 Tel: (941) 484-3510 (2) Peter Davenport 10 Tall Timber Road Mt. Kisco, New York 10549 Tel: (914) 666-8268 Fax: (914) 666-9450 (3) Ross Jones 5 Driftwood Landing Gulf Stream, Florida 33483 Tel: (561) 243-8634 Fax: (561) 272-5082 (4) HCL Technologies Ltd. A-11, Sector-16 Noida - 201301, UP, India Attn: Vineet Vij, Head-Corporate Legal Tel: +91-120-4383006 The other original seven members of the Creditors Committee are: (5) The Bank of New York Mellon 101 Barclay Street - 8 West New York, New York 10286 Attention: Stuart Rothenberg, Vice President Telephone: (212) 298-1977 Fax: (212) 815-5704 (6) Wilfrid Aubrey LLC 100 William Street, Suite 1850 New York, New York 10038 Attention: Nicholas W. Walsh, Principal Telephone: (212) 675-4906 Fax: (212) 675-3626 (7) Thomas M. Kenney 10 The Byway Bronxville, New York 10708 Telephone: (914) 395-0060 Fax: (914) 395-0060 (8) RR Donnelley & Sons Company 3075 Highland Parkway Downers Grove, Illinois 60515 Attention: Dan Pevonka, Director, Credit Services Telephone: (630) 322-6931 Fax: (630) 322-6052 (9) Madison Paper Company (ALSIP Location) Myllykoski North America 101 Merritt 7 - 5th Floor Norwalk, Connecticut 06851 Attention: Brendan Lesch, Vice President Telephone: (203) 229-7414 Fax: (203) 229-7458 (10) Williams Lea, Inc. 233 South Wacker, Suite 4850 Chicago, Illinois 60606 Attention: Ken Amann, Chief Financial Officer Telephone: (312) 681-6459 Fax: (312) 681-6350 (11) New Page Corporation Courthouse Plaza NE Dayton, Ohio 45463 Attention: Greg Hadley, Esq. Telephone: (937) 242-9569 Fax: (937) 608-7012 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. The Official Committee of Unsecured Creditors is tapping BDO Seidman, LLP, as financial advisor, Trenwith Securities, LLP, as investment banker and Otterbourg, Steindler, Houston & Rosen, P.C., as counsel. 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) REALOGY CORP: Bank Debt Trades at 16% Off in Secondary Market ------------------------------------------------------------- Participations in a syndicated loan under which Realogy Corporation is a borrower traded in the secondary market at 84.17 cents-on-the-dollar during the week ended Oct. 16, 2009, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 1.25 percentage points from the previous week, The Journal relates. The loan matures on Sept. 30, 2013. The Company pays 300 basis points above LIBOR to borrow under the facility. The bank debt carries Moody's Caa1 rating and Standard & Poor's CCC- rating. The debt is one of the biggest gainers and losers among widely quoted syndicated loans in secondary trading in the week ended Oct. 16, among the 158 loans with five or more bids. Realogy Corporation is one of the largest real estate service companies in the United States with reported revenues of about $4.7 billion for the year ended Dec. 31, 2008. Realogy was incorporated in January 2006 to facilitate a plan by Cendant Corporation to separate Cendant into four independent companies - one for each of Cendant's real estate services, travel distribution services, hospitality services (including timeshare resorts), and vehicle rental businesses. The separation became effective July 2006. Headquartered in Parsippany, N.J., Realogy is owned by affiliates of Apollo Management, L.P., a leading private equity and capital markets investor. Realogy fully supports the principles of the Fair Housing Act. At March 31, 2009, Realogy had $8.62 billion in total assets, $9.62 billion in total liabilities, and $997 million in stockholders' deficit. REPUBLIC WINDOWS: New Jackson Health CRO Linked to Fraud -------------------------------------------------------- John Dorschner at Miami Herald reports that Barry Dubin, who was selected as a chief restructuring officer for Jackson Health System, has been allegedly involved in the Republic Windows and Doors fraud. Mr. Dubin was Republic Windows' chief operating officer for four years, until the Company closed in December 2008. Republic Windows CEO Richard Gillman was charged last month with fraud for his alleged involvement in the scheme to bankrupt the Republic Windows left 200 workers without jobs or severance, although he was released from prison with ankle monitoring after his bond was reduced by $5 million from $10 million. According to Miami Herald, the Cook County State Attorney's office alleged that Mr. Gillman with "Individual A, the chief operating officer" and another unnamed manager "formulated and executed a scheme to defraud Republic's debtors and its employees, enriching themselves in the process." Miami Herald relates that Jackson CEO Eneida Roldan has denied any knowledge about the allegations against Mr. Gillman and later said that she had "formally requested that Mr. Barry Dubin be removed from the consulting team. This is no reflection on his expertise, but this has caused a distraction and we need to turn things around quickly. The hospital cannot afford this distraction." Chicago, Illinois-based Republic Window and Doors -- http://www.republicwindows.com/-- manufactures custom-crafted vinyl windows for new construction homebuilders, home improvement dealers, and direct commercial accounts throughout the United States. As reported by the Troubled Company Reporter on Dec. 17, 2008, Republic Windows and Doors said it filed for Chapter 7 liquidation on Dec. 15, 2008, as a requirement of Bank of America in the negotiated settlement with the United Electrical. REVLON INC: MacAndrews & Forbes Discloses Equity Stake ------------------------------------------------------ MacAndrews & Forbes Holdings Inc. disclosed in a regulatory filing with the Securities and Exchange Commission that it holds these Revlon Inc. securities: (i) 29,503,048 shares of Revlon Class A Common Stock are beneficially owned by MacAndrews & Forbes or its wholly owned subsidiaries; (ii) 4,561,610 shares of Class A Common Stock are beneficially owned by Raymond G. Perelman (MacAndrews & Forbes may be deemed to beneficially own 4,561,610 shares of Class A Common Stock beneficially owned by Mr. Perelman because it holds an irrevocable voting proxy with respect to those shares; (iii) 323,500 shares of Revlon Class A Common Stock are held directly by Mr. Perelman; (iv) 7,718,092 shares of Revlon Class A Common Stock are owned by RCH Holdings One Inc., a holding company in which each of Mr. Perelman and The Ronald O. Perelman 2008 Trust own 50% of the shares (Mr. Perelman may be deemed to beneficially own the 7,718,092 shares of Class A Common Stock beneficially owned by RCH Holdings One Inc. because Mr. Perelman has shared voting and dispositive power with respect to such shares; and (v) 62,500 shares of Revlon Class A Common Stock may be acquired by Mr. Perelman under vested stock options. Mr. Perelman is the Chairman and Chief Executive Officer of MacAndrews & Forbes Holdings. MacAndrews & Forbes also beneficially owns all of the outstanding 3,125,000 shares of Class B Common Stock, each of which is convertible into one share of Class A Common Stock. The rights of holders of shares of Class A Common Stock and Class B Common Stock are substantially identical, except that the holders of Class B Common Stock are entitled to 10 votes per share, while holders of Class A Common Stock are entitled to one vote per share, on all matters to be voted on by stockholders. The total Common Stock ownership of the MacAndrews & Forbes entities represents roughly 77.5% of the Class A Common Stock, 100% of the Class B Common Stock and roughly 77.3% of the combined voting power of all of Revlon's outstanding equity securities as of October 8, 2009 (assuming exercise of the 62,500 options held by Mr. Perelman). Revlon consummated an Exchange Offer on October 8, 2009, pursuant to which it exchanged 9,336,905 shares of Class A Common Stock for an equal number of shares of Series A Preferred Stock. In connection with the closing of the Exchange Offer, (i) MacAndrews & Forbes contributed to Revlon $48,645,275.05 -- or $5.21 per share of Class A Common Stock exchanged in the Exchange Offer -- of the aggregate outstanding principal amount of the Senior Subordinated Term Loan between MacAndrews & Forbes and RCPC, for each share of Class A Common Stock tendered for exchange in the Exchange Offer, and not withdrawn, (ii) the maturity date of the Contributed Loan was extended from August 1, 2010 to October 8, 2013 (the fourth anniversary of the consummation of the Exchange Offer), and the interest rate on the Contributed Loan was changed from 11% to 12.75% per annum and the maturity date of the Non- Contributed Loan was extended from August 1, 2010 to October 8, 2014 (the fifth anniversary of the consummation of the Exchange Offer) and the interest rate on the Non-Contributed Loan was changed from 11% to 12% per annum, and, in consideration, (iii) Revlon issued to MacAndrews & Forbes 9,336,905 shares of Class A Common Stock in the aggregate, or one share of Class A Common Stock for each share of Class A Common Stock tendered for exchange, and not withdrawn, in the Exchange Offer and (iv) Revlon and MacAndrews & Forbes entered into the Contribution and Stockholder Agreement, RCPC and MacAndrews & Forbes entered into the Senior Subordinated Term Loan Amendment and MacAndrews & Forbes assigned to Revlon, and Revlon assumed, the rights and obligations as lender under the Senior Subordinated Term Loan with respect to the Contributed Loan. About Revlon Headquartered in New York City, Revlon, Inc. (NYSE: REV) -- http://www.revloninc.com/-- is a worldwide cosmetics, hair color, beauty tools, fragrances, skincare, anti-perspirants/deodorants and personal care products company. The Company's brands, which are sold worldwide, include Revlon(R), Almay(R), Mitchum(R), Charlie(R), Gatineau(R), and Ultima II(R). At March 31, 2009, Revlon Inc. had $784,700,000 in total assets; $300,900,000 in total current liabilities, $1,183,600,000 in long- term liabilities, $107,000,000 in long-term debt of affiliates, $222,900,000 in long-term pension and other post-retirement plan liabilities, and $65,400,000 in other long-term liabilities; resulting in $1,095,100,000 in stockholders' deficit. RITE AID: Fidelity Discloses 8.66% Equity Stake ----------------------------------------------- Fidelity Management & Research Company in Boston, Massachusetts, a wholly owned subsidiary of FMR LLC and an investment adviser registered under Section 203 of the Investment Advisers Act of 1940, is the beneficial owner of 78,068,135 shares or 8.660% of the Common Stock outstanding of Rite Aid Corporation as a result of acting as investment adviser to various investment companies registered under Section 8 of the Investment Company Act of 1940. The number of Rite Aid shares owned by the investment companies at September 30, 2009, included 13,104,606 shares of Common Stock resulting from the assumed conversion of $33,918,000 principal amount of RITE AID CORP CONV 8.5 5/15/15 (386.3614 shares of Common Stock for each $1,000 principal amount of debenture). Edward C. Johnson 3d and FMR LLC, through its control of Fidelity, and the funds each has sole power to dispose of the 78,068,135 shares owned by the Funds. Members of the family of Edward C. Johnson 3d, Chairman of FMR LLC, are the predominant owners, directly or through trusts, of Series B voting common shares of FMR LLC, representing 49% of the voting power of FMR LLC. About Rite Aid Corporation Rite Aid Corporation (NYSE: RAD) -- http://www.riteaid.com/-- is one of the nation's leading drugstore chains. On September 26, 2009, the company operated 4,809 stores compared to 4,922 stores in the like period a year ago. At August 29, 2009, the Company had $8,052,678,000 in total assets against $9,453,207,000 in total liabilities, resulting in $1,400,529,000 in stockholders' deficit. * * * Rite Aid carries a 'Caa2' probability of default and corporate family ratings from from Mody's, 'B-' issuer default rating from Fitch, and 'B-' issuer credit ratings from Standard & Poor's. RONALD LAYHER: Voluntary Chapter 11 Case Summary ------------------------------------------------ Debtor: Ronald E. Layher 424 Country Path Sevierville, TN 37864 Bankruptcy Case No.: 09-52822 Chapter 11 Petition Date: October 14, 2009 Court: United States Bankruptcy Court Eastern District of Tennessee 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 The Debtor did not file a list of its 20 largest unsecured creditors when it filed its petition. The petition was signed by Mr. Layher. ROYAL HAWAIIAN: "Heartbeat Hawaii" Hurt by Poor Advertising ----------------------------------------------------------- Ashley Nagaoka at KGMB9 News Hawaii reports that Royal Hawaiian Showroom LLC director Dennis Law said that the Company's "Heartbeat Hawaii" is struggling due to poor advertising. According to KGMB9, Mr. Law envisioned "Heartbeat Hawaii" becoming an international hit, but he said that the showroom is only 10% full during performances. There isn't enough signs around the Royal Hawaiian Shopping center marketing the show to visitors, the report says, citing Mr. Law. The report states that Mr. Law requested to put more signage up, but the center told him it would look too tacky. "How do you run an entertainment complex, when the landlord doesn't want any advertising? Nothing is visible and seeable. It's just all money, flushed down the toilet," the report quoted Mr. Law as saying. Ticket sales have been terrible, and Royal Hawaiian's recent filing for Chapter 11 bankruptcy isn't helping the situation, KGMB9 relates, citing Mr. Law. Honolulu, Hawaii-based Royal Hawaiian Showroom LLC is owned by producer Roy Tokujo. It is located in the Royal Hawaiian Center, a Waikiki shopping complex owned by Kamehameha Schools, aka Bishop Estate. The Company filed for Chapter 11 bankruptcy protection on October 6, 2009 (Bankr. D. Hawaii Case No. 09-02334). Jerrold K. Guben, Esq., at Reinwald O'Connor & Playdon assists the Company in its restructuring efforts. The Company listed $10,000,001 to $50,000,000 in assets and $10,000,001 to $50,000,000 in liabilities. SAGECREST FINANCIAL: Judge Shiff Deciphers LLC Agreements --------------------------------------------------------- WestLaw reports that the optional redemption provision of the operating agreement of a Chapter 11 debtor-limited liability company was ambiguous as to whether LLC members were redeemed as of the effective date of redemption or as of the date on which they were paid their redemption prices. Therefore, parol evidence could be considered by the bankruptcy court, under Delaware law, to arrive at a proper interpretation of the terms "redeem" and "redemption" as used in the agreement in an adversary proceeding addressing the redeemed investor status of certain LLC members. In re SageCrest II, LLC, --- B.R. ----, 2009 WL 2602619 (Bankr. D. Conn.) (Shiff, J.). SageCrest II, LLC, and its official committee of equity security holders brought an adversary proceeding (Bankr. D. Conn. Adv. Pro. No. 08-5097) addressing whether Topwater Exclusive Fund III, LLC, Freestone Low Volatility Partners, L.P., Freestone Low Volatility Qualified Partners, L.P., and Wood Creek Multi-Asset Fund, L.P., were redeemed investors of the debtor and thus creditors in the debtor's case. Plaintiffs objected to defendants' introduction of proposed evidence on parol evidence, hearsay, and relevance grounds. SageCrest II, LLC, is part of a group of funds that was formed to address the financial needs of companies which, due to the consolidation of the banking and specialty finance sectors, had been shut off from traditional sources of capital. SC II and its debtor-affiliates conduct business chiefly through two lines of business: structured finance and real estate investment and development. In their structured finance business, the debtors have made loans to borrowers primarily in five areas: specialty finance; life insurance-related products; corporate; mortgage and real estate products; and specialty auto finance. For real estate investment and development, the debtors have made loans or investments in the areas of hospitality, mixed use, multi-family, and commercial. The debtors have typically provided senior secured, asset-based loans and related products to small-sized and medium-sized businesses that have a significant asset base and are overlooked by many lenders in the mainstream capital markets. The debtors have also provided junior or subordinated secured financing. On August 17, 2008, SC II filed for bankruptcy protection under Chapter 11 of the Bankruptcy Code. By orders dated August 27, 2008, and October 30, 2008, the court approved the joint administration of SC II's case with that of debtors SageCrest Finance, LLC ("Finance"), SageCrest Holdings Limited ("Holdings"), and SageCrest Dixon, Inc. ("Dixon") for administrative purposes. On October 7, 2008, the United States Trustee ("UST") appointed a committee of equity security holders (the "Equity Committee"), including in its membership defendants Topwater Exclusive Fund III, LLC ("Topwater"), and Wood Creek Multi-Asset Fund, LP ("Wood Creek"). ( See "Appointment of Committee of Equity Security Holders" (doc. # 149).) The UST contends that the Equity Committee is comprised of former investors in SC II with all committee members claiming they redeemed their investments in that debtor. ( See UST's Objection at 2 (doc. # 155).) Asserting they are creditors-and not equity holders-of SC II, both Topwater and Wood Creek resigned from the Equity Committee. ( See "Amended Notice of Appointment of Committee of Equity Security Holders" (doc. # 273) (deleting Topwater and Wood Creek from Equity Committee).) Greenwich, Connecticut-based SageCrest Financial, LLC is managed by Windmill Management LLC. SageCrest Financial and SageCrest II, LLC filed chapter 11 petitions on Aug. 17, 2008 (Bankr. Conn. Case Nos. 08-50755 and 08-50754), and filings by SageCrest Holdings Limited (Bankr. D. Conn. Case No. 08-50763) and SageCrest Dixon, Inc. (Bankr. D. Conn. Case No. 08-50844), followed. James Berman, Esq., at Zeisler and Zeisler P.C., represents the Debtors in their restructuring efforts. The Debtors estimate their assets at $100 million to $500 million. SALTON INC: Moody's Assigns Corporate Family Rating at 'B2' ----------------------------------------------------------- Moody's Investors Service assigned an initial B2 corporate family rating and a B2 probability of default rating to Salton Inc. Moody's also assigned a B3 rating to Salton's new senior secured term loan. Proceeds from the $180 million term loan will refinance the existing unrated $160 million term loan. The rating outlook is stable. Headquartered in Miramar, Florida, Salton markets and distributes a wide range of small kitchen and home appliances through mass merchandisers, specialty retailers and appliance distributors. The B2 corporate family rating reflects Salton's relatively small scale with revenue of around $800 million, history of operating struggles and modest credit metrics highlighted by historically high leverage (with 75% of $200 million preferred equity treated as debt), low margins and modest cash flow. The rating is also constrained by the competition from bigger and better capitalized companies as well as by the potential for its owner, Harbinger Capital, to be shareholder friendly with its financial policies. Harbinger owns the company's common stock, preferred stock and the existing $160 million term loan. The rating benefits from the ongoing brand rationalization, cost cutting efforts and lower raw material costs, all of which are expected to significantly improve profitability and credit metrics in the near term. The rating also reflects the company's portfolio of highly recognizable brands, its good geographic and product diversification and leading market positions in core categories. Most of Salton's products are moderately priced and are replacement in nature which helps in the current weak economic environment. The stable outlook reflects Moody's view that the company's operations will continue to improve in the near term and that it will maintain an adequate liquidity profile. "The stable outlook also reflects Moody's belief that Salton will continue with its strategy of focusing on a select group of brands and that its product innovation will remain targeted and focused" said Kevin Cassidy, Senior Credit Officer at Moody's Investors Service. The stable outlook further reflects Moody's expectation that adjusted leverage will be around 6x (under 4x excluding analytical treatment of preferred equity as debt) and that operating margins should start approaching high single digits in the near term. The stable outlook also reflects Moody's expectation that Salton will not materially increase debt in the near term either for acquisitions or to fund shareholder returns. The B3 rating of the senior secured term loan reflects both the overall probability of default of the company, to which Moody's assigns a PDR of B2, and a loss given default of LGD 4. Moody's used a 50% family LGD rate as the company's capital structure consists of first and second lien bank facilities. The term loan rating also reflects its senior position in Salton's capital structure and full guarantees of existing and future subsidiaries. The unrated ABL's have a first lien on inventory and accounts receivable. The term loan has a second lien on the ABL assets and a first lien on fixed assets, stock and intellectual property. The combination of the ABL's and term loan collateral pledge effectively constitutes an all asset pledge, except for certain foreign assets. These ratings were assigned: -- Corporate Family Rating at B2; -- Probability of Default Rating at B2; -- $180 million senior secured term loan rating at B3 (LGD4, 66%) Salton Inc. located in Miramar, Florida, markets and distributes a wide range of small kitchen and home appliances through mass merchandisers, specialty retailers and appliance distributors. Salton's brand portfolio includes Black & Decker(R), George Foreman(R), Russell Hobbs(R), Toastmaster(R), LitterMaid(R), Juiceman(R), Breadman(R) and Farberware(R). The company distributes internationally with approximately fifty percent of its sales outside the U.S. Net sales for the year ended June 30, 2009 were approximately $800 million. SAN JOAQUIN BANK: Closed; Citizens Business Assumes Deposits ------------------------------------------------------------ San Joaquin Bank, Bakersfield, California, was closed October 16 by the California Department of Financial Institutions, which appointed the Federal Deposit Insurance Corporation as receiver. To protect the depositors, the FDIC entered into a purchase and assumption agreement with Citizens Business Bank, Ontario, California, to assume all of the deposits of San Joaquin Bank. The five branches of San Joaquin Bank will reopen on Monday as branches of Citizens Business Bank. Depositors of San Joaquin Bank will automatically become depositors of Citizens Business Bank. Deposits will continue to be insured by the FDIC, so there is no need for customers to change their banking relationship to retain their deposit insurance coverage. Customers should continue to use their existing branch until they receive notice from Citizens Business Bank that it has completed systems changes to allow other Citizens Business Bank branches to process their accounts as well. As of September 29, 2009, San Joaquin Bank had total assets of $775 million and total deposits of approximately $631 million. Citizens Business Bank did not pay the FDIC a premium for the deposits of San Joaquin Bank. In addition to assuming all of the deposits of the failed bank, Citizens Business Bank agreed to purchase essentially all of the assets. The FDIC and Citizens Business Bank entered into a loss-share transaction on approximately $683 million of San Joaquin Bank's assets. Citizens Business Bank will share in the losses on the asset pools covered under the loss-share agreement. The loss- share arrangement is projected to maximize returns on the assets covered by keeping them in the private sector. The agreement also is expected to minimize disruptions for loan customers. For more information on loss share, please visit: http://www.fdic.gov/bank/individual/failed/lossshare/index.html Customers who have questions about the transaction can call the FDIC toll-free at 1-800-423-6395. Interested parties also can visit the FDIC's Web site at http://www.fdic.gov/bank/individual/failed/sanjoaquin.html The FDIC estimates that the cost to the Deposit Insurance Fund (DIF) will be $103 million. Citizens Business Bank's acquisition of all the deposits was the "least costly" resolution for the FDIC's DIF compared to alternatives. San Joaquin Bank is the 99th FDIC-insured institution to fail in the nation this year, and the tenth in California. The last FDIC-insured institution closed in the state was Affinity Bank, Ventura, on August 28, 2009. SANTA FE GOLD: Stark Winter Raises Going Concern Doubt ------------------------------------------------------ Stark Winter Schenkein & Co., LLP, in Denver, Colorado, expressed substantial doubt about Santa Fe Gold Corporation's ability to continue as a going concern after auditing the Company's consolidated financial statements for the year ended June 30, 2009, and 2008. The auditing firm reported that the Company has suffered recurring losses from operations, has no current source of operating revenues, has a working capital deficit and needs to secure financing to remain a going concern. The Company posted a net loss of $5,535,596 on sales of $72,624 for the year ended June 30, 2009, as compared with a net loss of $4,423,592 on zero sales for the year ended June 30, 2008. The Company has received no substantial revenue from the production of gold or other metals since its inception, and historically has relied on equity and debt financings to finance its ongoing operations. General and administrative expenses increased to $2,856,204 for the fiscal year 2009, from $1,720,793 for the fiscal year 2008, an increase of $1,135,411. At June 30, 2009, the company's consolidated balance sheet showed $16,771,303 in total assets and $19,657,200 in total liabilities, resulting in a $2,885,897 stockholders' deficit. The Company's consolidated balance sheet at June 30, 2009, also showed strained liquidity with $660,097 in total current assets available to pay $4,512,400 in total current liabilities. A full-text copy of the Company's consolidated financial statements for the year ended June 30, 2009, is available for free at http://researcharchives.com/t/s?4705 About Santa Fe Gold Based in Albuquerque, New Mexico, Santa Fe Gold Corporation (OTCBB: SFEG) -- http://www.santafegoldcorp.com/-- is a U.S. mining company incorporated in Delaware in August 1991. Its general business strategy is to acquire, explore and develop mineral properties. The Company's principal assets are the 100% owned Summit silver-gold property located in New Mexico, the leased Ortiz gold project in New Mexico and the 100% owned Black Canyon mica project in Arizona. SEMGROUP LP: Presents Executive Consulting Agreements ----------------------------------------------------- In connection with SemGroup LP and its units' preparation of their plan of reorganization, a SemGroup Executive Search Committee, consisting of three members of the steering committee for the Debtors' prepetition secured lenders and two members of the Official Committee of Unsecured Creditors, was formed to engage an executive search firm to assist in the process of identifying individuals to serve as Chief Executive Officer, Chief Financial Officer and six members of the board of directors of the ultimate parent of the SemGroup Companies, SemGroup, L.P., after the Debtors' emergence from Chapter 11. After several months of researching and interviewing potential candidates for the positions of CEO and CFO, Russell Reynolds Associates, Inc., recommended that the Reorganized Debtors enter into employment agreements with Norman J. Szydlowski as CEO and Phillip J. Reedy as CFO of the newly emerged reorganized Debtors as of the effective date of the Fourth Amended Joint Plan of Reorganization. To prepare for the transition of senior management on the Effective Date, the Debtors entered into separate consulting agreements with Messrs. Reedy and Szydlowski to allow them to become more familiar with the Debtors' business operations. The material terms of the Szydlowski Consulting Agreement are: * Mr. Szydlowski will act as an independent contractor of Debtor SemManagement, L.L.C.; * Subject to certain termination provisions, the Szydlowski Consulting Agreement will become effective as of the Court approval of the Szydlowski Consulting Agreement and will continue until the Effective Date; * Mr. Szydlowski will advise the Debtors with respect to executive management matters, assist the Debtors with their emergence from Chapter 11, and other services; and * SemManagement will pay Mr. Szydlowski $390 per hour and will reimburse him for expenses incurred in connection with the Szydlowski Consulting Agreement. The material terms of the Reedy Consulting Agreement are: * Mr. Reedy will act as an independent contractor of SemManagement; * Subject to certain termination provisions, the Reedy Consulting Agreement will become effective as of Court approval of this agreement and will continue until the Effective Date; * Mr. Reedy will advise the Debtors with respect to executive financial and accounting matters, assist the Debtors with their emergence from Chapter 11 and other services set forth in the Reedy Consulting Agreement. * SemManagement will pay Mr. Reedy $260 per hour and will reimburse him for expenses incurred in connection with the Reedy Consulting Agreement. The Debtors sought and obtained the Court's authority to enter into the Szydlowski Consulting Agreement, nunc pro tunc to September 10, 2009. As to the Reedy Consulting Agreement, SemGroup L.P. disclosed in a public statement dated October 5, 2009, that Mr. Reedy is no longer a candidate for the position of CFO. The Reedy Consulting Agreement has not been approved by the Court. Mr. Reedy and SemManagement, L.L.C., executed an agreement terminating the Reedy Consulting Agreement on October 5, 2009, whereby Mr. Reedy's consulting relationship with the Debtors will cease effective as of October 5, 2009. Judge Shannon approved the Reedy Termination Agreement. According to the public statement, SemGroup continues to work with Russell Reynolds to resume its search for CFO. Mr. Szydlowski will serve as SemGroup's CEO upon emergence from Chapter 11 and Terry Ronan will continue as president and chief executive for the remainder of the Chapter 11 reorganization. Mark D. Collins, Esq., at Richards, Layton & Finger, P.A. in Wilmington, Delaware, asserted that the Szydlowski Consulting Agreement will effectuate a seamless transition between senior management on the Effective Date. Failure to provide a transition period would leave the Debtors vulnerable post- emergence while senior management is learning the businesses of the Debtors, trying to lead the Debtors out of a complicated Chapter 11 process, and at the same, working to position the Debtors for success in a challenging economy, he insists. 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) SEMGROUP LP: Proposes Race Trac Settlement Agreement ---------------------------------------------------- Debtor SemFuel, L.P., and Race Trac Petroleum, Inc., were parties to a prepetition purchase agreement whereby Race Trac was required to purchase 55,000 barrels per month of unleaded gasoline blended with ethanol and 5,000 barrels per month of premium unleaded gasoline blended with ethanol. As a condition of entry into the Purchase Agreement, SemFuel also entered into a Thruput/Sales Contract with Metroplex Energy, Inc., a subsidiary of Race Trac. Under the Thruput Contract, SemFuel agreed to purchase denatured Ethanol from Metroplex that would in turn be used to manufacture the gasoline sold to Race Trac under Purchase Agreement. By mid-August 2008 and September 2008, Race Trac was more than 10 days past due on its payment for deliveries made by SemFuel for July and August totaling $9,896,961. As of the Petition Date, SemFuel owed Race Trac/Metroplex for purchases made by SemFuel under the Thruput Contract. Race Trac filed Claim No. 5917 for the Ethanol Obligation for $2,467,517. SemFuel sent letters demanding payment of the $9,896,961 to which Race Trac responded that the Outstanding Race Trac Obligation should be set off against the Ethanol Obligation. To resolve the dispute, SemFuel and Race Trac entered into a stipulation wherein (i) Race Trac agrees to pay SemFuel $9,896,961 in full; and (ii) SemFuel agrees that Claim No. 5917 for $2,467,517 will be deemed an allowed general unsecured claim. Accordingly, the Debtors ask the Court to approve the Stipulation between SemFuel and Race Trac. The Debtors insist that the $9,896,961 Race Trac has agreed to return to SemFuel is the maximum amount that SemFuel will likely recover from Race Trac if it sought to recover these funds through litigation. 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) SEMGROUP LP: Sale of SemFuel Assets to Noble Closes --------------------------------------------------- SemGroup LP and its affiliates inform the Court that the closing of the transactions contemplated by the asset purchase agreement with Noble Americas Corp. occurred on September 30, 2009. The Debtors add that they entered into an agreement with respect to tank lease on September 30, 2009, a full-text copy of which is available for free at: http://bankrupt.com/misc/semgroup_TankLeaseAgreement.pdf The Debtors earlier informed the Court that they entered into an amendment to the asset purchase agreement with Noble Americas Corp. The Debtors note that the Amendment does not contain material changes and may be executed without further order of the Court. A full-text copy of the amendment to the Noble APA is available for free at: http://bankrupt.com/misc/semgroup_NobleAPAAmendment.pdf U.S. Bankruptcy Judge Brendan Linehan Shannon authorized the Debtors to sell SemFuel L.P.'s assets to Noble Americas Corp. for $65,350,000 free and clear of all liens, on August 13, 2009. An auction was held by the Debtors on August 3, 2009, whereby Noble Americas was selected as the successful bidder for SemFuel's Asset Groups 1 to 5 for a total bid of $65,350,000. QuikTrip Corporation, U.S. Oil Co., Inc., and Magellan Pipeline Company, L.P., were the approved stalking horse bidders of the Asset Groups 1 to 3. The assets sold to Noble Americas are: Group 1 -- assets located in Fort Worth, Texas Group 2 -- assets located in Green Bay, Wisconsin; Bettendorf, Iowa; and Rogers City, Michigan Group 3 -- assets located in El Dorado, Kansas; Des Moines, Iowa; and Glenpool and West Tulsa, Oklahoma Group 4 -- assets located in Bryan, Texas Group 5 -- assets located in Houston, Texas 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) SEMGROUP LP: Wins Nod to Sell SemMaterials Assets to Vance ---------------------------------------------------------- SemMaterials, L.P., its parent SemGroup, L.P., and certain direct and indirect subsidiaries of SemGroup, obtained the Court's approval of sale of SemMaterials' assets, pursuant to a non- binding offer submitted by Vance Brothers, Inc., subject to higher bids. Specifically, SemMaterials will sell certain equipment and miscellaneous assets found in its facilities in Fort Lauderdale Florida; Garden City, Georgia; and Halstead Kansas to Vance Brothers for $520,000. In light of the nature and size of the Assets, the Debtors believe that conducting a public auction is costly and would unduly diminish the proceeds from the proposed sale transaction. Parties wishing to submit a higher offer for the Assets must do so before September 17, 2009. The Court will consider the Debtors' Motion to Sell on September 24, with an objection deadline on September 17. 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) SERVICE CORP: $256 Mil. Deal Won't Affect S&P's 'BB' Rating ----------------------------------------------------------- Standard & Poor's Ratings Services said that its rating on Service Corp. International (BB/Stable/--) is currently unaffected by the company's agreement to acquire Tampa, Florida-based Keystone North America Inc. (unrated) for about $256 million. Keystone is the fifth largest operator of funeral homes and cemeteries in the country, and should bolster SCI's position as by far the largest provider of such services, in a still-fragmented field of small, local competitors. S&P believes that funding for this transaction will be provided by additional borrowing and some of the company's cash, which totaled $170 million at June 30, 2009. At the same time, however, pro forma leverage (including expected synergies and divestitures) should remain consistent with the company's financial risk profile. SINCLAIR BROADCAST: S&P Retains Corporate Credit Rating at 'B-' --------------------------------------------------------------- Standard & Poor's Ratings Services said that the CreditWatch status on Hunt Valley, Maryland-based TV broadcaster Sinclair Broadcast Group Inc. (corporate credit rating at 'B-') and its operating subsidiary, Sinclair Television Group Inc., remains unchanged, at developing implications. At the same time, S&P raised the issue-level rating on STG's proposed private placement of senior secured second-lien notes to 'B-', from 'CCC+'. The recovery rating remains at '5', indicating S&P's expectation that note holders would receive modest (10% to 30%) recovery in the event of a payment default. The rating on the second-lien notes is not on CreditWatch. However, this rating assumes the notes' successful placement, is subject to Standard & Poor's receipt and satisfactory review of the final documentation, and will be withdrawn if the issuance is not completed. "The upgrade of the rating on the proposed second-lien notes reflects greater clarity on the deal structure and S&P's view that completion of the transactions as proposed, and assuming no other significant developments, will result in an upgrade of Sinclair's corporate credit rating to 'B'," said Standard & Poor's credit analyst Deborah Kinzer. The 'B-' rating on STG's senior subordinated notes remains on CreditWatch with negative implications because these notes will rank junior to the second-lien notes if the refinancing is successful. Sinclair is taking several steps to refinance its debt in advance of potential put exercises on two convertible note issues and bank debt maturities. First, the company announced that it has entered into a nonbinding memorandum of understanding with Cunningham, its LMA partner in six markets. In the MOU, Sinclair agrees to, among other things, pay Cunningham a total of $29.1 million over a period of 11 quarters, which Cunningham will use to repay its bank term loan. Second, Sinclair announced that it has commenced tender offers for its $294 million 3.0% and $144 million 4.875% convertibles notes, which are putable to the company in May 2010 and January 2011, respectively. Tendering note holders will receive $980 per $1,000 in principal amount plus accrued and unpaid interest from the last interest payment date to the settlement date. Finally, concurrent with the second-lien notes offering, Sinclair has entered into negotiations with its banks to amend and restate STG's senior secured credit facility. In S&P's opinion, this series of transactions would, if completed, eliminate S&P's concern about large potential put exercises on the convertible notes, extend the maturities on Sinclair's bank debt, resolve the most crucial issues between Sinclair and Cunningham, and significantly reduce the threat that Cunningham's performance pressures are posing to Sinclair's financial health. However, these transactions will not reduce Sinclair's leverage, which S&P believes is likely to increase in the near term. Sinclair's lease-adjusted debt to EBITDA was 6.8x as of June 30, 2009. SINOBIOPHARMA INC: Earns $237,167 in First Quarter Ended August 31 ------------------------------------------------------------------ Sinobiopharma, Inc., reported net income of $237,167 on sales of $1,293,764 for the first quarter of ended August 31, 2009, compared to net income of $147,863 on sales of $931,203 in the same period last year. At August 31, 2009, the Company's consolidated balance sheet showed total assets of $6,734,756, total liabilities of $5,336,234, and total stockholders' equity of $1,398,522. The Company's consolidated balance sheeet at August 31, 2009, also showed strained liquidity with $2,714,852 in total current assets available to pay $5,336,234 in total current liabilities. On Sept. 14, 2009, Schumacher & Associates, Inc., in Denver, Colorado, expressed substantial doubt about Sinobiopharma, Inc.'s ability to continue as a going concern after auditing the Company's consolidated financial statements as of and for the fiscal years ended May 31, 2009, and 2008. The auditing firm pointed to the Company's losses since its inception and negative working capital. For the first quarter ended August 31, 2009, the Company had net income of $237,167, but cumulative losses since commencement of operations have amounted to $7,474,111. The Company also has negative working capital as of August 31, 2009. These conditions raise substantial doubt about the Company's ability to continue as a going concern. Full-text copies of the Company's consolidated financial statements for the three months ended August 31, 2009, are available for free at http://researcharchives.com/t/s?470f Based in Nantong City, Jiangsu Province, China, Sinobiopharma, Inc., through its operating subsidiary Dong Ying China, is engaged in the research, development, manufacture and marketing of biopharmaceutical products in China. The company has developed new methods for synthesis of active pharmaceutical ingredient ("API") and innovative drug delivery (new formulation) that dramatically reduces the time and cost of drug development. The Company's current therapeutic focus is on anesthesia-assisted agents and cardiovascular drugs. The Company's R&D focus is new, innovative methods of synthesizing compounds more rapidly at lower cost, and/or improved drug formulation with enhanced usability. SIRVA INC: Court Disallows Competitors' RICO & Antitrust Claims --------------------------------------------------------------- WestLaw reports that a proof of claim filed by providers of marketing and consulting services to carriers that transported exhibition booths in moving companies' Chapter 11 cases failed to state with sufficient particularity causes of action against the companies for violations of RICO and federal antitrust laws as the result of their volume incentive program with exhibit builders. The claim alleged bribery, but it failed to explain why the volume incentive program was illegal and how it caused compensable damages. In re DJK Residential LLC, --- B.R. ----, 2009 WL 2902938, 52 Bankr. Ct. Dec. 15 (Bankr. S.D.N.Y.) (Peck, J.). As reported in the Troubled Company Reporter on Sept. 8, 2009, the claimants sought $38 million from SIRVA. SIRVA Inc. and 61 of its affiliates filed separate petitions for Chapter 11 protection on February 5, 2008 (Bankr. S.D.N.Y. Case No. 08-10433). Marc Kieselstein, Esq., at Kirkland & Ellis, L.L.P., represents the Debtor. When the Debtors filed for bankruptcy, it reported total assets of US$924,457,299 and total debts of US$1,232,566,813 for the quarter ended Sept. 30, 2007. The Court confirmed the Debtor's First Amended Prepackaged Plan on May 7, 2008. The Debtors' First Amended Prepackaged Joint Plan of Reorganization became effective on May 12, 2008. SIRIUS XM: Inks New Employment Deal with Head of Operations, Sales ------------------------------------------------------------------ Sirius XM Radio Inc. on October 14, 2009, entered into a new employment agreement with James E. Meyer to continue to serve as the Company's President, Operations and Sales, through May 1, 2013. The Employment Agreement supersedes Mr. Meyer's existing employment agreement and provides for an initial base salary of $950,000, with specified increases. The Employment Agreement also provides for a lump sum severance payment in an amount equal to (1) Mr. Meyer's annual base salary plus, (2) the greater of (x) a bonus equal to 60% of his then annual base salary or (y) the prior year's bonus actually paid to him in the case of certain qualifying terminations. In the event Mr. Meyer elects to retire in April 2011, he will receive two times the Designated Amount generally in lieu of any other payments under the Employment Agreement. The Company's obligation to pay the amounts is subject to Mr. Meyer's execution of a valid release of claims against the Company and his compliance with certain restrictive covenants. The Company has also agreed to indemnify for any excise taxes that may be imposed on him under Section 280G of the Internal Revenue Code. Upon the expiration of the Employment Agreement in May 2013 or following his retirement in April 2011, the Company has agreed to offer Mr. Meyer a one-year consulting agreement for no additional consideration, other than reimbursement of reasonable out-of- pocket expenses associated with the performance of his obligations under the consulting agreement. In connection with the execution of the Employment Agreement, the Company granted Mr. Meyer an option to purchase 25,184,984 shares of our common stock at an exercise price of $0.5752 per share (the closing sale price of the common stock on the Nasdaq Global Select Market on the date of the Employment Agreement). The Option will generally vest in four equal installments on each of October 14, 2010, October 14, 2011, October 14, 2012, and October 14, 2013, subject to earlier acceleration or termination under certain circumstances. As reported by the Troubled Company Reporter on September 30, 2009, Radio Business Report said independent research firm Audit Integrity has included Sirius XM Radio Inc. in its list of 20 public companies with a high risk of filing for bankruptcy in the coming 12 months. According to RBR, Audit Integrity said that Sirius XM has a 9.04% possibility of going bankrupt. RBR said the list was based on a mathematical model which analyzed thousands of publicly traded companies for risk factors, including liquidity, leverage, profitability, how the market values the company and whether there appears to be any risk of fraud in the financial data disclosed by the company. Based in New York, SIRIUS XM Radio Inc. broadcasts in the United States music, sports, news, talk, entertainment, traffic and weather channels for a subscription fee through proprietary satellite radio systems. Subscribers can also receive certain music and other channels over the Internet. The Company's satellite radios are primarily distributed through automakers, retailers and the Company's Web sites. The Company has agreements with every major automaker to offer SIRIUS or XM satellite radios as factory or dealer-installed equipment in their vehicles. SIRIUS and XM radios are also offered to customers of rental car companies. Sirius XM continues to carry Moody's Ca Corporate Family Rating and Caa3 Probability of Default Rating. In August 2009, Standard & Poor's raised its corporate credit rating on Sirius XM and XM Satellite Radio Holdings to 'B-' from 'CCC+'. SIX WIVES LLC: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Six Wives, LLC 10421 Fern Hill Drive Riverview, FL 33578 Case No.: 09-23344 Chapter 11 Petition Date: October 14, 2009 Court: United States Bankruptcy Court Middle District of California Debtor's Counsel: Richard J. McIntyre, Esq. McIntyre, Panzarella, Thanasides & Eleff 6943 East Fowler Avenue Temple Terrace, FL 33617 Tel: (813) 899-6059 Fax: (813) 899-6069 Email: rich@mcintyrefirm.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 $12,032,062, and total debts of $7,206,220. Debtor's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 20th Century Fox Film Corp. Contract Unknown Attn: Legal Dept PO Box 900 Beverly Hills, CA 90213 Andie MacDowell Contract Unknown Greenburg, Glusker, et al 1900 Ave of the Stars Ste 2100 Los Angeles, CA 90067 Barbara Barrie Contract Unknown Brian Davidson Innovative Artists 235 Park Ave South New York, NY 10003 Brillstein Entertainment Contract Unknown 9150 Wilshire Blvd, Suite 350 Beverly Hills, CA 90212 Chris Klein Contract Unknown A.J. Brandenstein, Esq. Sloane, Offer, Weber & Dern 9601 Wilshire Blvd., Suite 500 Beverly Hills, CA 90210 Clifford Chance Firm $45,000 c/o Steve Cottueau 2001 K Street NW Washington, DC 20006 Elisha Cuthbert Contract Unknown Lawrence Kelly Productions The Gersh Agency 232 N Canon Dr Beverly Hills, CA 90212 Eric Christian Olsen Contract Unknown Michael Schenkman, Esq. Bloom Hergott, et al 150 S Rodeo Dr, 3rd Floor Beverly Hills, CA 90212 Film Finances, Inc. Unknown 9000 Sunset Blvd, Suite 1400 (Unknown West Hollywood, CA 90069 secured) Fintage Collection Acct Mgmt Unknown Sandra Valentijn, Acct Mgr Stationsweg 32 2312 AV Leiden The Netherlands Harrison Kordestani Contract Unknown c/o Outsource Media Group 100 Wilshire Blvd, Suite 950 Santa Monica, CA 90401 Holly Wlersma Contract Unknown 8228 W Sunset Blvd Los Angeles, CA 90046-2414 Howard Michael Gould Contract Unknown c/o Outsource Media Group 100 S Wilshire Blvd, Suite 950 Santa Monica, CA 90401 Jenna Dewan Contract Unknown David Feldman, Esq. Bloom Hergott, et al 150 S Rodeo Dr, 3rd Floor Beverly Hills, CA 90121 Jenna Elfman Contract Unknown Jonathan West, Esq. O'Melveny & Myers 1999 Avenue of the Stars Los Angeles, CA 90067 John Flynn Unknown 2727 Cardwell Place Los Angeles, CA 90046 Lance Ringhaver Loan $2,300,000 10421 Fern Hill Dr Riverview, FL 33578 Larry Miller Contract Unknown Attn: Karen Olan c/o Bernstein, Fox and Co. 2029 Century Park East #500 Los Angeles, CA 90067 Lindsay Sloane Unknown Daisy Wu Endeavor Agency 9601 Wilshire Blvd, 3rd Flr Beverly Hills, CA 90210 Tim Allen Contract $400,000 Boxing Cat Entertainment, Inc. c/o The William Orris Agency 1 William Morris Pl Beverly Hills, CA 90212 SMART-TEK SOLUTIONS: Recurring Losses Prompt Going Concern Doubt ---------------------------------------------------------------- John Kinross-Kennedy, Certified Public Accountant, in Irvine, California, expressed substantial doubt about Smart-tek Solutions, Inc.'s ability to continue as a going concern after auditing the Company's consolidated financial statements for the year ended June 30, 2009, and 2008. The auditor reported that the Company has suffered recurring losses until the latest fiscal year. The Company generated net income of $20,891 and a negative cash flow from operations of $3,092 during the year ended June 30, 2009, and had a working capital deficiency of $1,151,444 and a stockholders' deficiency of $685,011 at June 30, 2009. Smart-tek Solutions, Inc. reported net income of $20,891 on total revenue of $3,274,139 for the year ended June 30, 2009, compared with a net loss of $3,059,628 on total revenue of $3,765,247 for the year ended June 30, 2008. The Company reported an operating loss of $91,817 for the year ended June 30, 2009, compared to an operating loss of $2,997,356 for the year ended June 30, 2008. General and administrative expenses for the years ended June 30, 2009, and June 30, 2008, were $807,250 and $3,833,493, respectively. At June 30, 2009, the Company's consolidated balance sheet showed $1,452,658 in total assets and $2,137,669 in total liabilities, resulting in a $685,011 stockholders' deficit. The Company's consolidated balance sheet at June 30, 2009, also showed strained liquidity with $986,225 in total current assets available to pay $2,137,669 in total current liabilities. Full-text copies of the Company's consolidated financial statements for the year ended June 30, 2009, are available for free at http://researcharchives.com/t/s?4706 About Smart-tek Solutions Based in Reno, Nevada, Smart-tek Solutions, Inc. (OTC BB: STTN) specializes in the design and development of radio frequency identification (RFID) integration, monitoring and tracking solutions. Through its wholly owned subsidiary, Smart-Tek Communications Inc., the Company operates in the business of design, sale, installation and service of security technology with electronic hardware and software products. Currently, 100% of the Company's operations are in Canada. SPANSION INC: Committee Proposes Landis Rath as Conflicts Counsel ----------------------------------------------------------------- The Official Committee of Unsecured Creditors of Spansion Inc. seeks the Court's authority to retain Landis Rath & Cobb LLP as its conflicts counsel, nunc pro tunc to September 30, 2009. As previously reported, Committee selected Paul, Hastings, Janofsky & Walker LLP as its bankruptcy counsel and Young Conaway Stargatt & Taylor, LLP, as its co-counsel. The Committee tells the Court that Paul Hastings and Young Conaway have identified certain potential conflicts of interest that prevent them from, among other things, being adverse to Samsung Co., Ltd. Prior to the Petition Date, the Debtors initiated two lawsuits against Samsung for patent infringement. One lawsuit demands damages and injunctive relief, and is pending before the U.S. District Court for the District of Delaware. The other lawsuit requests invocation of tariff protections, preventing Samsung's importation of patent infringing product into the United States, and is pending before the International Trade Commission. Thus, the Committee seeks to retain Landis Rath as counsel for conflict matters. The Committee says it has selected Landis Rath because of its expertise in the field of debtor and creditor law and business reorganizations under Chapter 11 of the Bankruptcy Code and experience handling matters in the District of Delaware. Landis Rath will render legal services to the Committee only in connection with the Conflict Matters. The Debtors will pay Landis Rath based on the firm's current hourly rates: Attorney Rate/Hour -------- -------- Daniel B. Rath $525 William E. Chipman, Jr. $500 Kerri M. Mumford $370 Mark D. Olivere $340 The Debtors will also reimburse Landis Rath for its out-of-pocket and reasonable expenses. William E. Chipman, Jr., Esq., at Landis Rath & Cobb LLP, in Wilmington, Delaware, assures the Court that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Spansion Inc. Spansion Inc. (NASDAQ: SPSN) -- http://www.spansion.com/-- is a Flash memory solutions provider, dedicated to enabling, storing and protecting digital content in wireless, automotive, networking and consumer electronics applications. Spansion, previously a joint venture of AMD and Fujitsu, is the largest company in the world dedicated exclusively to designing, developing, manufacturing, marketing, selling and licensing Flash memory solutions. Spansion Inc., Spansion LLC, Spansion Technology LLC, Spansion International, Inc., and Cerium Laboratories LLC filed voluntary petitions for Chapter 11 on March 1, 2009 (Bankr. D. Del. Lead Case No. 09-10690). On February 9, 2009, Spansion's Japanese subsidiary, Spansion Japan Ltd., voluntarily entered into a proceeding under the Corporate Reorganization Law (Kaisha Kosei Ho) of Japan to obtain protection from its creditors as part of the company's restructuring efforts. None of Spansion's subsidiaries in countries other than the United States and Japan are included in the U.S. or Japan filings. Michael S. Lurey, Esq., Gregory O. Lunt, Esq., and Kimberly A. Posin, Esq., at Latham & Watkins LLP, have been tapped as bankruptcy counsel. Michael R. Lastowski, Esq., at Duane Morris LLP, is the Delaware counsel. Epiq Bankruptcy Solutions LLC, is the claims agent. The United States Trustee has appointed an official committee of unsecured creditors in the case. As of September 30, 2008, Spansion disclosed total assets of US$3,840,000,000, and total debts of US$2,398,000,000. Spansion Japan Ltd. filed a Chapter 15 petition on April 30, 2009 (Bankr. D. Del. Case No. 09-11480). The Chapter 15 Petitioner's counsel is Gregory Alan Taylor, Esq., at Ashby & Geddes. It said that Spansion Japan had US$10 million to US$50 million in assets and US$50 million to US$100 million in debts. Bankruptcy Creditors' Service, Inc., publishes Spansion Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Spansion Inc. and its affiliates (http://bankrupt.com/newsstand/or 215/945-7000) SPANSION INC: Liquidity Solutions, R3 Buy Claims ------------------------------------------------ In separate Court filings for the period September 18 to October 9, 2009, eight of the Debtors' creditors disclosed that they intend to transfer each of their claims against the Debtors: Transferor Transferee Amount ---------- ---------- ------ Porter Novelli Inc Liquidity Solutions, Inc. $63,844 Sonnenschein Nath & Rosenthal LLP Argo Partners 1,584,395 Spinnaker Management Group LLC Liquidity Solutions, Inc. 130,616 Locke Lord Bissell & Li Ddell Liquidity Solutions, Inc. 95,995 Guckenheimer Enterprises Inc. Liquidity Solutions, Inc. 54,973 Longacre Opportunity R3 Capital Partners Master, 199,271 Fund, L.P. L.P. JPY43,178,760 Longacre Opportunity R3 Capital Partners Master, Fund, L.P. L.P. 575,337 Hitachi Chemical Co America Ltd. Argo Partners 269,682 About Spansion Inc. Spansion Inc. (NASDAQ: SPSN) -- http://www.spansion.com/-- is a Flash memory solutions provider, dedicated to enabling, storing and protecting digital content in wireless, automotive, networking and consumer electronics applications. Spansion, previously a joint venture of AMD and Fujitsu, is the largest company in the world dedicated exclusively to designing, developing, manufacturing, marketing, selling and licensing Flash memory solutions. Spansion Inc., Spansion LLC, Spansion Technology LLC, Spansion International, Inc., and Cerium Laboratories LLC filed voluntary petitions for Chapter 11 on March 1, 2009 (Bankr. D. Del. Lead Case No. 09-10690). On February 9, 2009, Spansion's Japanese subsidiary, Spansion Japan Ltd., voluntarily entered into a proceeding under the Corporate Reorganization Law (Kaisha Kosei Ho) of Japan to obtain protection from its creditors as part of the company's restructuring efforts. None of Spansion's subsidiaries in countries other than the United States and Japan are included in the U.S. or Japan filings. Michael S. Lurey, Esq., Gregory O. Lunt, Esq., and Kimberly A. Posin, Esq., at Latham & Watkins LLP, have been tapped as bankruptcy counsel. Michael R. Lastowski, Esq., at Duane Morris LLP, is the Delaware counsel. Epiq Bankruptcy Solutions LLC, is the claims agent. The United States Trustee has appointed an official committee of unsecured creditors in the case. As of September 30, 2008, Spansion disclosed total assets of US$3,840,000,000, and total debts of US$2,398,000,000. Spansion Japan Ltd. filed a Chapter 15 petition on April 30, 2009 (Bankr. D. Del. Case No. 09-11480). The Chapter 15 Petitioner's counsel is Gregory Alan Taylor, Esq., at Ashby & Geddes. It said that Spansion Japan had US$10 million to US$50 million in assets and US$50 million to US$100 million in debts. Bankruptcy Creditors' Service, Inc., publishes Spansion Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Spansion Inc. and its affiliates (http://bankrupt.com/newsstand/or 215/945-7000) SPANSION INC: Proposes to Assume SAS License Agreement ------------------------------------------------------ SAS Institute Inc. and Spansion entered into a Master Lease Agreement on July 6, 2006, for the use of SAS's software applications routinely employed in the operation of Spansion's business. The Licensing Agreement is comprised of: (a) an initial Master License Agreement No. 53243 signed by Spansion on July 6, 2006, and signed by SAS on July 20, 2006; (b) Supplement Number 1 signed by Spansion on July 30, 2006, and signed by SAS on July 20, 2006; (c) Amendment No. 1 to Supplement Number 1 signed by Spansion on September 12, 2006, and signed by SAS on September 28, 2006; (d) Supplement Number 2 signed by Spansion on July 17, 2006, and signed by SAS on August 16, 2006; and (e) Supplement Number 3 signed by Spansion on January 22, 2007, and signed by SAS on January 24, 2007. The SAS Software is used in the Debtors' manufacturing facility in Austin, Texas or the "FAB." The SAS Software is a programming language that allows the Debtors to create software tools to assist in the manufacturing process. The Software Tools enable the Debtors to gather data from all across FAB as the product is created. With a new software provider, the Debtors would have to incorporate the new software language throughout the FAB, and perhaps more importantly, rewrite over 15 years of Software Tools specific to the Debtors' manufacturing process. The Debtors estimate that this would take at least two man years of labor as well as large financial investment significantly more than the cure amount of $10,426 and the annual licensing fee associated with this software. According to the Debtors, while all postpetition obligations due to SAS are current, by assuming the Licensing Agreements, they will be required to pay a cure amount of $10,426. Pursuant to Section 365 of the Bankruptcy Code, the Debtors seek the Court's authority to assume the Licensing Agreements. About Spansion Inc. Spansion Inc. (NASDAQ: SPSN) -- http://www.spansion.com/-- is a Flash memory solutions provider, dedicated to enabling, storing and protecting digital content in wireless, automotive, networking and consumer electronics applications. Spansion, previously a joint venture of AMD and Fujitsu, is the largest company in the world dedicated exclusively to designing, developing, manufacturing, marketing, selling and licensing Flash memory solutions. Spansion Inc., Spansion LLC, Spansion Technology LLC, Spansion International, Inc., and Cerium Laboratories LLC filed voluntary petitions for Chapter 11 on March 1, 2009 (Bankr. D. Del. Lead Case No. 09-10690). On February 9, 2009, Spansion's Japanese subsidiary, Spansion Japan Ltd., voluntarily entered into a proceeding under the Corporate Reorganization Law (Kaisha Kosei Ho) of Japan to obtain protection from its creditors as part of the company's restructuring efforts. None of Spansion's subsidiaries in countries other than the United States and Japan are included in the U.S. or Japan filings. Michael S. Lurey, Esq., Gregory O. Lunt, Esq., and Kimberly A. Posin, Esq., at Latham & Watkins LLP, have been tapped as bankruptcy counsel. Michael R. Lastowski, Esq., at Duane Morris LLP, is the Delaware counsel. Epiq Bankruptcy Solutions LLC, is the claims agent. The United States Trustee has appointed an official committee of unsecured creditors in the case. As of September 30, 2008, Spansion disclosed total assets of US$3,840,000,000, and total debts of US$2,398,000,000. Spansion Japan Ltd. filed a Chapter 15 petition on April 30, 2009 (Bankr. D. Del. Case No. 09-11480). The Chapter 15 Petitioner's counsel is Gregory Alan Taylor, Esq., at Ashby & Geddes. It said that Spansion Japan had US$10 million to US$50 million in assets and US$50 million to US$100 million in debts. Bankruptcy Creditors' Service, Inc., publishes Spansion Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Spansion Inc. and its affiliates (http://bankrupt.com/newsstand/or 215/945-7000) SPEEDUS CORP: Posts $1.25-Mil. Net Loss in 2009 Second Quarter -------------------------------------------------------------- Speedus Corp. reported a net loss of $1,250,148 on revenues of $24,900 for the second quarter ended June 30, 2009, compared with a net loss of $1,923,206 on revenues of $124,345 in the same period of 2008. Decreases in revenue were primarily the result of lower contracted service revenue earned by Zargis Medical Corp.. Selling, general and administrative expenses decreased 42% from approximately $1,413,000 for the three months ended June 30, 2008, to approximately $814,000 for the three months ended June 30, 2009. This decrease was the result of approximately $400,000 in patent litigation expenses, approximately $70,000 in internet initiative expenses, and approximately $130,000 in Density Dynamics staff related expenses that were incurred during the three months ended June 30, 2008, that were not incurred in the three months ended June 30, 2009. These reductions in spending were offset by approximately $30,000 in additional spending at Zargis on general and administrative expenses. At June 30, 2009, the Company's consolidated balance sheet showed $3,822,078 in total assets, $3,344,920 in total liabilities, and $477,158 in stockholders' equity. Full-text copies of the Company's consolidated financial statements for the three months ended June 30, 2009, are available for free at http://researcharchives.com/t/s?46f8 Going Concern Doubt The Company has recorded operating losses and negative operating cash flows since its inception and has limited revenues. At June 30, 2009, the Company had an accumulated deficit of approximately $85,705,000. The Company says that it may not have funds sufficient to finance operations and enable it to meet its financial obligations for the next twelve months. There can be no assurances that the Company will be able to consummate any capital raising transactions, particularly in view of current economic conditions. The inability to generate future cash flow or raise funds to finance strategic investments could have a material adverse effect on the Company's ability to achieve its business objectives. The report of the Company's registered public accounting firm for the fiscal year ended December 31, 2008, contains an explanatory paragraph which states that there is substantial doubt about the Company's ability to continue as a going concern. The Company reported a net loss of $1,338,474 on revenues of $49,800 in the three months ended March 31, 2009. For the year ended December 31, 2008, the Company reported a net loss of $9,201,876 on revenues of $155,870. Full-text copies of the Company's consolidated financial statements for the three months ended March 31, 2009, are available for free at http://researcharchives.com/t/s?46f7 Full-text copies of the Company's consolidated financial statements for the year ended December 31, 2008, are available for free at http://researcharchives.com/t/s?46f6 About Speedus Corp. Freehold, New Jersey-based Speedus Corp. (Nasdaq: SPDE) -- http://www.speedus.com/-- operates through its two majority subsidiaries Zargis Medical Corp. and Density Dynamics, Inc. Zargis is a medical device company focused on improving health outcomes and cost effectiveness through the development of computer-aided medical devices and telemedicine based delivery systems. Density Dynamics is a newly formed company that was created to acquire the technology, assets and some of the operations of a developer and marketer of ultra-high speed storage systems for server networks and other applications. SPRINT NEXTEL: Hall Resigns as SVP, Controller & Accounting Head ---------------------------------------------------------------- Charles L. Hall on October 13, 2009, tendered his resignation to Sprint Nextel Corporation from his position as Senior Vice President, Controller and Principal Accounting Officer effective November 4, 2009. Mr. Hall is resigning for personal reasons. Sprint Nextel Corporation is a communications company offering a comprehensive range of wireless and wireline communications products and services that are designed to meet the needs of individual consumers, businesses and government subscribers. Sprint Nextel is the third largest wireless communications company in the United States based on the number of wireless subscribers. Sprint Nextel is also one of the largest providers of wireline long distance services and one of the largest carriers of Internet traffic in the nation. * * * All three rating agencies rate Sprint's senior unsecured debt below investment grade. On May 1, 2008, Standard & Poor's lowered Sprint's rating to BB. On April 3, 2009, they changed Sprint's outlook to negative from stable. On December 10, 2008, Moody's Investors Service lowered Sprint's rating to Ba2. At the same time, they raised Sprint's amended bank credit facility rating to Baa2. They rate Sprint's outlook as negative. On February 19, 2009, Fitch Ratings lowered Sprint's rating to BB. They rate Sprint's outlook as negative. STANFORD INT'L: SFG Receiver Sues Firm's Ex-Employees for US$11MM ----------------------------------------------------------------- Stanford Financial Group court-appointed receiver, Ralph Janvey, has sued two ex-employees of Robert Allen Stanford's international bank for US$11 million, United Press International reports. According to the report, citing a complaint filed in U.S. District Court in Dallas, Mr. Janvey said that the money, allegedly funneled to Christopher Aitken and Stephen Thacker to hide it from creditors, should be returned to investors who bought certificates of deposit from the Stanford International Bank Limited. The report relates that the complaint alleges Mr. Aitken received nearly US$8.7 million, and Mr. Thacker received nearly US$2.6 million -- both when they joined the firm last November. The lawsuit, the report notes, said that Mr. Aitken and Mr. Thacker, employed there for only three months, left "no indication that they provided any meaningful services." About Stanford International Bank Domiciled in Antigua, Stanford International Bank Limited -- http://www.stanfordinternationalbank.com/-- is a member of Stanford Private Wealth Management, a global financial services network with US$51 billion in deposits and assets under management or advisement. Stanford Private Wealth Management serves more than 70,000 clients in 140 countries. On February 16, 2009, the United States District Court for the Northern District of Texas, Dallas Division, signed an order appointing Ralph Janvey as receiver for all the assets and records of Stanford International Bank, Ltd., Stanford Group Company, Stanford Capital Management, LLC, Robert Allen Stanford, James M. Davis and Laura Pendergest-Holt and of all entities they own or control. The February 16 order, as amended March 12, 2009, directs the Receiver to, among other things, take control and possession of and to operate the Receivership Estate, and to perform all acts necessary to conserve, hold, manage and preserve the value of the Receivership Estate. The U.S. Securities and Exchange Commission, on Feb. 17, charged before the U.S. District Court in Dallas, Texas, Mr. Stanford and three of his companies for orchestrating a fraudulent, multi- billion dollar investment scheme centering on an US$8 billion Certificate of Deposit program. A criminal case was pursued against him in June before the U.S. District Court in Houston, Texas. Mr. Stanford pleaded not guilty to 21 charges of multi-billion dollar fraud, money-laundering and obstruction of justice. Assistant Attorney General Lanny Breuer, as cited by Agence France-Presse News, said in a 57-page indictment that Mr. Stanford could face up to 250 years in prison if convicted on all charges. Mr. Stanford surrendered to U.S. authorities after a warrant was issued for his arrest on the criminal charges. The criminal case is U.S. v. Stanford, H-09-342, U.S. District Court, Southern District of Texas (Houston). The civil case is SEC v. Stanford International Bank, 3:09-cv-00298-N, U.S. District Court, Northern District of Texas (Dallas). STANFORD INT'L: SEC's Watchdog to Revisit Handling Firm's Probes ---------------------------------------------------------------- Jesse Westbrook at Bloomberg News reports that the U.S. Securities and Exchange Commission's internal watchdog is taking a fresh look at agency investigations of the multi-billion Ponzi scheme allegedly carried out by Robert Allen Stanford. According to the report, SEC Inspector General H David Kotz said he is conducting the review in response to a request from US Senators Richard Shelby and David Vitter that he do a more "comprehensive and complete investigation." "A failure to thoroughly investigate this matter would be detrimental to the interests of the thousands of Stanford victims," Alabama's Senator Shelby and Louisiana's Senator Vitter wrote in a letter, the report recalls. In an interview with the news agency, Mr. Kotz said his office has already begun the review. The report relates that Mr. Kotz said his examination triggers new scrutiny of the SEC's investigative prowess as it tries to restore confidence among investors and lawmakers. According to the report Senators Shelby and Vitter asked that Mr. Kotz interview current and former SEC employees who investigated Mr. Stanford, review e-mails that mentioned his business and examine agency communications with brokerage regulators and other government agencies. The report relates that the lawmakers also asked Mr. Kotz to assess whether anyone exerted pressure on the SEC and whether the agency "made decisions regarding Mr. Stanford that were not based on legitimate policy considerations." Bloomberg, citing Senator Shelby and Vitter's letter, notes that Mr. Kotz's findings will assist Congress as it considers legislative reforms that will ensure regulators "more quickly detect and shut down" Ponzi schemes. "We fully cooperate with the Inspector General in any of his investigations," the report quoted SEC spokesman Kevin Callahan as saying. "He has independence with respect to his choice of what to investigate," Mr. Callahan added. About Stanford International Bank Domiciled in Antigua, Stanford International Bank Limited -- http://www.stanfordinternationalbank.com/-- is a member of Stanford Private Wealth Management, a global financial services network with US$51 billion in deposits and assets under management or advisement. Stanford Private Wealth Management serves more than 70,000 clients in 140 countries. On February 16, 2009, the United States District Court for the Northern District of Texas, Dallas Division, signed an order appointing Ralph Janvey as receiver for all the assets and records of Stanford International Bank, Ltd., Stanford Group Company, Stanford Capital Management, LLC, Robert Allen Stanford, James M. Davis and Laura Pendergest-Holt and of all entities they own or control. The February 16 order, as amended March 12, 2009, directs the Receiver to, among other things, take control and possession of and to operate the Receivership Estate, and to perform all acts necessary to conserve, hold, manage and preserve the value of the Receivership Estate. The U.S. Securities and Exchange Commission, on Feb. 17, charged before the U.S. District Court in Dallas, Texas, Mr. Stanford and three of his companies for orchestrating a fraudulent, multi- billion dollar investment scheme centering on an US$8 billion Certificate of Deposit program. A criminal case was pursued against him in June before the U.S. District Court in Houston, Texas. Mr. Stanford pleaded not guilty to 21 charges of multi-billion dollar fraud, money-laundering and obstruction of justice. Assistant Attorney General Lanny Breuer, as cited by Agence France-Presse News, said in a 57-page indictment that Mr. Stanford could face up to 250 years in prison if convicted on all charges. Mr. Stanford surrendered to U.S. authorities after a warrant was issued for his arrest on the criminal charges. The criminal case is U.S. v. Stanford, H-09-342, U.S. District Court, Southern District of Texas (Houston). The civil case is SEC v. Stanford International Bank, 3:09-cv-00298-N, U.S. District Court, Northern District of Texas (Dallas). STAR TRIBUNE: May Return to Chapter 11, Says Turnaround Expert -------------------------------------------------------------- The Wall Street Journal reports that turnaround expert Joseph A. Bondi is speculating that the Star Tribune might file for another Chapter 11 bankruptcy protection. As reported by the TCR on September 30, 2009, The Star Tribune said it has emerged from bankruptcy September 28 with new ownership and reduced debt. The Star Tribune is now primarily owned by its senior secured lenders, who hold approximately 95% of the stock. The Company's debt is $100 million, down from $480 million on January 15, 2009, the date it commenced its Chapter 11 restructuring. 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). Attorneys at at Davis Polk & Wardwell, represented the Debtors in their restructuring effort. Blackstone Advisory Services L.P. served as financial advisor. The Garden City Group, Inc., served as noticing and claims agent. Attorneys at Lowenstein Sandler PC, represented the official committee of unsecured creditors. In its bankruptcy petition, Star Tribune listed assets and debts between $100 million and $500 million each. STERLING FINANCIAL: Inks Deal to Strengthen Unit's Finances ----------------------------------------------------------- Sterling Financial Corporation on October 15 said that its subsidiary, Sterling Savings Bank, has entered into an agreement with its regulators to continue taking actions to strengthen its financial condition and operations. William L. Eisenhart, chairman of Sterling's board of directors, stated, "Sterling has been working closely with its regulators since the start of this economic cycle to ensure that we are maintaining safe and sound banking practices. Our agreement formalizes steps that already are underway and that we and our regulators feel are necessary to maintain Sterling's financial health, and its ability to provide high levels of service to our customers and the communities we serve throughout the Pacific Northwest." The agreement commits Sterling's principal banking subsidiary, Sterling Savings Bank, to continue taking actions relating to its capital position, asset quality, liquidity and management oversight. It is known as a Stipulation and Consent to the Issuance of an Order to Cease and Desist, and was entered into with the Federal Deposit Insurance Corporation and Washington Department of Financial Institutions. Under the agreement, Sterling Savings Bank is required, among other things, to achieve and maintain a Tier I leverage capital ratio of not less than 10% by December 15, 2009. Sterling continues to work with its financial advisor, Sandler O'Neill + Partners, L.P., to evaluate options for raising additional capital. In July, Sterling filed a shelf registration statement with the Securities and Exchange Commission to provide the ability to raise up to $500 million over the next three years and, in September, it received shareholder approval to increase the number of authorized shares of Sterling common stock to facilitate the raising of capital. The agreement also commits Sterling to reducing its level of classified and non-performing loans and other assets. Sterling's board and management have launched initiatives to reduce the proportion of its loans and other assets that are classified non- performing, and to improve its credit practices going forward. To lead the efforts to improve credit quality and strengthen oversight of the bank, the board named a new generation of executive leadership. J . Gregory "Greg" Seibly was named acting president and acting chief executive officer of Sterling Financial Corporation and acting chief executive officer of Sterling Savings Bank. Ezra A. Eckhardt was named acting chief operating officer of Sterling Financial Corporation and acting president of Sterling Savings Bank, and continues as its chief operating officer. Customer deposit accounts and non-classified loans are unaffected by the agreement with regulators. Deposits remain fully covered by FDIC insurance to at least $250,000 per depositor. In addition, non-interest bearing transaction accounts and qualified NOW Checking accounts are fully guaranteed by the FDIC for an unlimited amount of coverage under the FDIC's Transaction Account Guarantee (TAG) program, in which Sterling is a participant. The coverage under the TAG program is in addition to, and separate from, the coverage available under the FDIC's general deposit insurance protection. "Our core deposits have been growing in response to our relationship-driven deposit strategy. This is helping us to maintain a strong liquidity position," said Mr. Seibly. "As the Pacific Northwest's largest community bank, Sterling is committed to ensuring that it has the financial strength and resources to serve our customers over the long term." Sterling Financial Corporation of Spokane, Washington -- http://www.sterlingfinancialcorporation-spokane.com/-- is the bank holding company for Sterling Savings Bank, a commercial bank, and Golf Savings Bank, a savings bank focused on single-family mortgage originations. Both banks are state chartered and federally insured. Sterling offers banking products and services, mortgage lending, construction financing and investment products to individuals, small businesses, commercial organizations and corporations. As of June 30, 2009, Sterling Financial Corporation had assets of $12.40 billion and operated more than 175 depository branches throughout Washington, Oregon, Idaho, Montana and California. STUMP HILL FARM: Case Summary & 8 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Stump Hill Farm Inc. 6633 Klick St. Massillon, OH 44646 Bankruptcy Case No.: 09-64272 Chapter 11 Petition Date: October 14, 2009 Court: United States Bankruptcy Court Northern District of Ohio Judge: Russ Kendig Debtor's Counsel: John L Juergensen, Esq. John L. Juergensen Co., LPA Washington Square Office Park 6545 Market Ave. North North Canton, OH 44721 Tel: (330) 494-4200 Fax: (330) 494-4201 Email: jlj@juergensenlaw.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 8 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/ohnb09-64272.pdf The petition was signed by Cynthia Huntsman, president of the Company. SUNGARD DATA: Bank Debt Trades at 4% Off in Secondary Market ------------------------------------------------------------ Participations in a syndicated loan under which SunGard Data Systems, Inc., is a borrower traded in the secondary market at 96.29 cents-on-the-dollar during the week ended Oct. 16, 2009, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents a drop of 0.46 percentage points from the previous week, The Journal relates. The loan matures on Feb. 28, 2016. The Company pays 362.5 basis points above LIBOR to borrow under the facility. The bank debt carries Moody's Ba3 rating while it carries Standard & Poor's BB rating. The debt is one of the biggest gainers and losers among widely quoted syndicated loans in secondary trading in the week ended Oct. 16, among the 158 loans with five or more bids. SunGard Data Systems, Inc., headquartered in Wayne, Pennsylvania, is a provider of software and IT services to the financial services industry well as higher education institutions and the public sector. SunGard also provides disaster recovery/business continuity services through its Availability Services division. As stated by the Troubled Company Reporter on Sept. 1, 2009, Moody's Investors Service assigned a Ba3 rating to SunGard Data System's $2.7 billion senior secured term loan B. Concurrently, Moody's affirmed SunGard's B2 corporate family and probability of default ratings, along with its SGL-2 speculative grade liquidity rating. These actions follow the company's amendment of its credit agreement with its lenders. The rating outlook remains stable. The amendment dated June 9, 2009, extended the maturity date of the company's $2.7 billion term loan B to February 28, 2016. The $2.7 billion term loan B was carved out of the company's original $4.2 billion term loan facility maturing February 28, 2014. The credit agreement amendment also reduced the existing revolving credit facility to $829 million from $1 billion and extended the maturity date to May 11, 2013. Finally, the amendment also amended certain other provisions of the Credit Agreement, including provisions relating to negative covenants and financial covenants. Standard & Poor's Ratings Services rates (i) SunGard's corporate rating at 'B+', and its (ii) $2.7 billion tranche B secured term loan maturing Feb. 28, 2016, and the $580 million secured revolving credit facility maturing May 11, 2013, at 'BB'. SWIFT TRANSPORTATION: Bank Debt Trades at 11.4% Off --------------------------------------------------- Participations in a syndicated loan under which Swift Transportation Co., Inc., is a borrower traded in the secondary market at 88.60 cents-on-the-dollar during the week ended Oct. 16, 2009, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents a drop of 0.73 percentage points from the previous week, The Journal relates. The loan matures on March 15, 2014. The Company pays 325 basis points above LIBOR to borrow under the facility. The bank debt carries Moody's B3 rating and Standard & Poor's B- rating. The debt is one of the biggest gainers and losers among widely quoted syndicated loans in secondary trading in the week ended Oct. 16, among the 158 loans with five or more bids. Swift Transportation Co., Inc. -- http://www.swifttrans.com/-- hauls freight such as building materials, paper products, and retail merchandise throughout the US and in Mexico. The Company operates a fleet of about 18,000 tractors and 48,000 trailers from a network of about 40 terminals. Its services include dedicated contract carriage, in which drivers and equipment are assigned to a customer long-term. Besides standard dry ans, Swift's fleet includes refrigerated, flatbed, and other specialized trailers, as well as about 5,800 intermodal containers. Chairman and CEO Jerry Moyes owns the company, which he founded in 1966, took public, and took private again in 2007. TARRAGON CORP: BofA to Take In 60% Of 6 Tarragon Property Sales --------------------------------------------------------------- Law360 reports that Bank of America Corp. will receive 60% of the sale price for six properties owned by bankrupt real estate developer Tarragon Corp., a federal judge ruled Wednesday. Based in New York City, Tarragon Corporation (NasdaqGS:TARR) -- http://www.tarragoncorp.com/-- is a leading developer of multifamily housing for rent and for sale. Tarragon's operations are concentrated in the Northeast, Florida, Texas, and Tennessee. Tarragon and its affiliates filed for Chapter 11 protection on January 12, 2009 (Bankr. D. N.J. Case No. 09-10555). The Hon. Donald H. Steckroth presides over the case. Michael D. Sirota, Esq., Warren A. Usatine, Esq., and Felice R. Yudkin, Esq., at Cole Schotz Meisel Forman & Leonard, P.A., represent the Debtor as bankruptcy counsel. Kurztman Carson Consultants LLC serves as notice and claims agent. Daniel A. Lowenthal, Esq., at Patterson Belknap Webb & Tyler, LLP, in New York, represents the official committee of unsecured creditors appointed in the case. Tarragon has said equity holders are out of the money with regard to its bankruptcy case. As of September 30, 2008, the Debtors had $840,688,000 in total assets and $1,035,582,000 in total debts. TOUSA INC: Reports Home Sale Closings for September --------------------------------------------------- Tousa Inc. and its units delivered to the Court a list of their home sale closings and related payments to Operational Lien Claimants for the period from September 1 through 30, 2009. A two-page list covering more than 70 sales is available for free at http://bankrupt.com/misc/TousaHomesSaleListSept2009.pdf The sale closings were for homes located at Arizona, Texas, Florida, Colorado, and Nevada. About Tousa Inc. Headquartered in Hollywood, Florida, TOUSA Inc. (Pink Sheets: TOUS) -- http://www.tousa.com/-- fka Technical Olympic U.S.A. Inc., dba Technical U.S.A., Inc., Engle Homes, Newmark Homes L.P., TOUSA Homes Inc. and Newmark Homes Corp. is a leading homebuilder in the United States, operating in various metropolitan markets in 10 states located in four major geographic regions: Florida, the Mid-Atlantic, Texas, and the West. The Debtor and its debtor-affiliates filed for separate Chapter 11 protection on January 29, 2008 (Bankr. S.D. Fla. Case No. 08- 10928). The Debtors have selected M. Natasha Labovitz, Esq., Brian S. Lennon, Esq., Richard M. Cieri, Esq., and Paul M. Basta, Esq., at Kirkland & Ellis LLP; and Paul Steven Singerman, Esq., at Berger Singerman, to represent them in their restructuring efforts. Lazard Freres & Co. LLC is the Debtors' investment banker. Ernst & Young LLP is the Debtors' independent auditor and tax services provider. Kurtzman Carson Consultants LLC acts as the Debtors' Notice, Claims & Balloting Agent. TOUSA's direct subsidiary, Beacon Hill at Mountain's Edge LLC dba Eagle Homes, filed for Chapter 11 Protection on July 30, 2008 (Bankr. S.D. Fla. Case No. 08-20746). It listed assets between $1 million and $10 million, and debts between $1 million and $10 million. The Official Committee of Unsecured Creditors hired Patricia A. Redmond, Esq., and the law firm Stearns Weaver Weissler Alhadeff & Sitterson, P.A., as its local counsel. TOUSA Inc.'s balance sheet at June 30, 2008, showed total assets of $1,734,422,756 and total liabilities of $2,300,053,979. Bankruptcy Creditors' Service, Inc., publishes TOUSA Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by TOUSA Inc. and its affiliates. (http://bankrupt.com/newsstand/ or 215/945-7000) TOYS "R" US: Retires GBP54 Mil. Loan; Has New GBP112 Mil. Facility ------------------------------------------------------------------ Toys "R" Us, Inc. has replaced its European Revolving Credit Facility, which was scheduled to expire in July 2010, with a new International Asset Backed Loan Facility that will continue until October 15, 2012. Specifically, on October 15, 2009, Toys "R" Us' subsidiaries Toys "R" Us Europe, LLC, and TRU Australia Holdings, LLC, and certain of their subsidiaries -- including Toys "R" Us (UK) Limited and other European and Australian affiliates -- entered into a Syndicated Facility Agreement with Deutsche Bank AG New York Branch, as Administrative Agent and Security Agent, Deutsche Bank AG, London Branch, as Facility Agent, Deutsche Bank AG New York Branch and Bank of America, N.A., as Co-Collateral Agents, and the other lenders party thereto, including Goldman Sachs Bank (Europe) PLC and Citibank, N.A. In connection with entering into the Credit Facility, Toys Europe repaid the entire outstanding balance of approximately GBP54 million under its existing GBP95 million/EUR145 million multi-currency revolving credit facilities, which were terminated. The new Credit Facility provides for a three-year GBP112 million senior secured asset-based revolving credit facility. Borrowings under the Credit Facility are subject, among other things, to the terms of a borrowing base derived from the value of eligible inventory and eligible accounts receivable of certain of Toys Europe's and Toys Australia's subsidiaries. The terms of the Credit Facility include a customary cash dominion trigger requiring the cash of certain of Toys Europe's and Toys Australia's subsidiaries to be applied to pay down outstanding loans if availability falls below certain thresholds. The Credit Facility also contains a springing fixed charge coverage ratio of 1.10 to 1.00 based on the EBITDA and fixed charges of Toys Europe, Toys Australia and their subsidiaries. Loans under the Credit Facility shall bear interest at a rate based on LIBOR/EURIBOR plus a margin of 4.00% for the first year and thereafter 3.75%, 4.00% or 4.25% depending on availability. A commitment fee accrues on any unused portion of the commitments at a rate per annum also based on usage. Borrowings under the Credit Facility are guaranteed to the extent legally possible and practicable by Toys Europe, Toys Australia and certain of their material subsidiaries. Borrowings are secured by substantially all assets of Toys Europe, Toys Australia and the UK and Australian Obligors, as well as by share pledges over the shares of (and certain assets of) other material subsidiaries. The Credit Facility contains covenants that, among other things, restrict the ability of Toys Europe and Toys Australia and their subsidiaries to incur certain additional indebtedness, create or permit liens on assets, repurchase or pay dividends or make certain other restricted payments on capital stock, make acquisitions and investments or engage in mergers or consolidations. If an event of default shall occur and be continuing, the commitments under the Credit Facility may be terminated and the principal amount outstanding thereunder, together with all accrued unpaid interest and other amounts owed, may be declared immediately due and payable. "We are very pleased to have refinanced this borrowing facility, providing the company with additional liquidity to fund its international seasonal working capital needs," said Clay Creasey, Chief Financial Officer, Toys "R" Us, Inc. "This is our third major refinancing this year, and it is yet another vote of confidence from our bank group. These funds, combined with the existing strong liquidity position of the parent company, will help ensure the continued growth of our international operations." Deutsche Bank and Banc of America Securities LLC were joint lead arrangers and joint bookrunning managers for the transaction. Other major lending institutions participating in the agreement were Citibank and Goldman Sachs. Toys "R" Us (UK), LTD., Toys "R" Us Europe, LLC., and Toys "R" Us (Australia) PTY LTD., are wholly-owned subsidiaries of Toys "R" Us, Inc. They operate the Toys "R" Us and Babies "R" Us stores in the United Kingdom, Europe and Australia. A full-text copy of the Credit Facility is available at no charge at http://ResearchArchives.com/t/s?4714 About Toys "R" Us Toys "R" Us, headquartered in Wayne, New Jersey, is the largest specialty retailer of toys, with annual revenues of around $14 billion. It operates stores both in the U.S. and internationally, as well as the Babies "R" Us format. As of August 1, 2009, the company had $8.172 billion in total assets; total current liabilities of $2.085 billion, long-term debt of $5.496 billion, deferred tax liabilities of $55 million, deferred rent liabilities of $269 million, and other non-current liabilities of $372 million. As of August 1, 2009, the company had Toys "R" Us, Inc. stockholders' deficit of $214 million and noncontrolling interest of $109 million, and total stockholders' deficit of $105 million. The Company carries a 'B2' probability of default rating from Moody's, "B" issuer credit ratings from Standard & Poor's, and "B-" long term issuer default rating from Fitch. TOYS "R" US: FTC Probes on Possible Breach of Anticompetitive Rule ------------------------------------------------------------------ The Federal Trade Commission has launched a probe on whether Toys "R" Us, Inc., has breach an FTC order to abstain from anticompetitive tactics by using its market influence to stifle discounting by retail competitors and force consumers to pay higher prices for baby products, Joseph Pereira at The Wall Street Journal reports, citing people familiar with the matter. Toys "R" Us consented to the decree in 1998, after an administrative law judge ruled that the Company illegally using its market power to influence strong-arm toy makers into boycotting Costco Wholesale Corp. and other discount warehouse clubs by threatening to stop selling any toys. The Journal, citing a source, relates that Toys "R" Us could face a new FTC complaint for allegedly trying to fix the prices of baby products, which include strollers, high chairs, car seats, and breast pumps sold at Toys "R" Us unit Babies "R" Us. A person familiar with the matter said that the FTC has requested documents from law firms Faruqi & Faruqi LLP and Hagens Berman Sobol Shapiro LLP, which are litigating cases alleging price-fixing against Babies "R" Us in U.S. District Court in Philadelphia, The Journal reports. According to The Journal, FTC investigators are expected to review numerous e-mails exchanged among Babies "R" Us and various manufacturers. E-mail exchanges filed in a class-action case appears to show that Babies "R" Us was urging the Britax Childcare unit of Carlyle Group LLC to get Target Corp. to raise prices, and another court document suggests that Babies "R" Us canceled orders for some products from Medela Inc. of Switzerland because the company wasn't being tough enough on Internet retailers that didn't abide by minimum-pricing agreements. According to The Journal, an internal Medela memo filed in the case showed that the company then cut off supplies to 17 Internet retailers. The Journal quoted a Toys "R" Us spokesperson as saying, "The FTC began looking into the issue a year ago and we have cooperated fully since that time." Toys "R" Us, headquartered in Wayne, New Jersey, is the largest specialty retailer of toys, with annual revenues of around $14 billion. It operates stores both in the U.S. and internationally, as well as the Babies "R" Us format. As of August 1, 2009, the company had $8.172 billion in total assets; total current liabilities of $2.085 billion, long-term debt of $5.496 billion, deferred tax liabilities of $55 million, deferred rent liabilities of $269 million, and other non-current liabilities of $372 million. As of August 1, 2009, the company had Toys "R" Us, Inc. stockholders' deficit of $214 million and noncontrolling interest of $109 million, and total stockholders' deficit of $105 million. The Company carries a 'B2' probability of default rating from Moody's, "B" issuer credit ratings from Standard & Poor's, and "B-" long term issuer default rating from Fitch. UBS AG: Former Employee Wants to Get Paid for Tax Evasion Infos --------------------------------------------------------------- Brent Kendall at The Wall Street Journal reports that Bradley Birkenfeld, a former UBS employee who was the key informant that helped U.S. tax authorities build their case against UBS AG, is looking to the Internal Revenue Service for a potential multimillion-dollar award when he gets out. The Journal relates that Mr. Birkenfeld, who went to prison for helping UBS's clients evade taxes, said that the IRS had no case against the Company, or against thousands of American tax cheats without his help. According to The Journal, Mr. Birkenfeld's lawyer Dean Zerbe at Zerbe, Fingeret, Frank & Jadav said that his client is entitled to a piece of the U.S. government's $780 million settlement with UBS, and that he also has a claim to a portion of the money that the IRS recovers from wealthy Americans who hid assets in offshore accounts at UBS and at other banks. Under the 2006 tax-informant law, people who report big-dollar cases of tax evasion will get an award of between 15% and 30% of the tax proceeds that the IRS recovers. The Journal notes that this could mean a payout of millions of dollars for Mr. Birkenfeld if the IRS determines that he qualifies. The Journal states that Mr. Birkenfeld first filed for an IRS award in 2007, but his lawyers in recent weeks have been working to refine and boost his claim, until they presented in the IRS Whistleblower Office a detailed factual record of how Mr. Birkenfeld helped the government and how much lost tax revenue the IRS has been able to recapture through to his assistance. The Journal quoted Mr. Zerbe as saying, "A criminal action in one area does not preclude you from seeking a reward in another area." The report says that Mr. Birkenfeld's claim could take years to resolve, as the IRS Whistleblower Office hasn't yet issued any payouts based on the 2006 law. 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. UNIVAR NV: Bank Debt Trades at 8.1% Off in Secondary Market ----------------------------------------------------------- Participations in a syndicated loan under which Univar N.V. is a borrower traded in the secondary market at 91.90 cents-on-the- dollar during the week ended Oct. 16, 2009, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents a drop of 1.00 percentage points from the previous week, The Journal relates. The loan matures on Oct. 11, 2014. The Company pays 300 basis points above LIBOR to borrow under the facility. The bank debt is not rated by Moody's and Standard & Poor's. The debt is one of the biggest gainers and losers among widely quoted syndicated loans in secondary trading in the week ended Oct. 16, among the 158 loans with five or more bids. Univar N.V. -- http://www.univarcorp.com/-- is one of the largest distributors of industrial chemicals and providers of related services to a diverse set of end markets in the US, Canada and Europe. In April 2007, the company purchased ChemCentral Corporation, the fourth largest chemicals distributor in the US, for a purchase price of about $650 million, which resulted in the combined entities becoming the largest chemicals distributor in North America. The company had pro forma revenues (including ChemCentral Corporation) of $8.3 billion for the LTM ended June 30, 2007. UNITED AIRLINES: Bank Debt Trades at 26% Off in Secondary Market ---------------------------------------------------------------- Participations in a syndicated loan under which United Airlines, Inc., is a borrower traded in the secondary market at 74.36 cents- on-the-dollar during the week ended Oct. 16, 2009, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 0.51 percentage points from the previous week, The Journal relates. The loan matures on Feb. 13, 2013. United Air pays 200 basis points above LIBOR to borrow under the facility. The bank debt carries Moody's B3 rating and Standard & Poor's B+ rating. The debt is one of the biggest gainers and losers among widely quoted syndicated loans in secondary trading in the week ended Oct. 16, among the 158 loans with five or more bids. Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA) -- http://www.united.com/-- is the holding company for United Airlines, Inc. United Airlines is the world's second largest air carrier. The airline flies to Brazil, Korea and Germany. The company filed for Chapter 11 protection on Dec. 9, 2002 (Bankr. N.D. Ill. Case No. 02-48191). James H.M. Sprayregen, Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and Steven R. Kotarba, Esq., at Kirkland & Ellis, represented the Debtors in their restructuring efforts. Fruman Jacobson, Esq., at Sonnenschein Nath & Rosenthal LLP represented the Official Committee of Unsecured Creditors. Judge Eugene R. Wedoff confirmed a reorganization plan for United on Jan. 20, 2006. The Company emerged from bankruptcy on Feb. 1, 2006. (United Airlines Bankruptcy News; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000) UAL Corp. carries a 'Caa1' probability of default rating from Moody's, 'B-' long term foreign issuer credit rating from Standard & Poor's, and 'CCC' long term issuer default rating from Fitch. VEMICS INC: Demetrius & Company Raises Going Concern Doubt ---------------------------------------------------------- Demetrius & Company, L.L.C., in Wayne, New Jersey, expressed substantial doubt about Vemics, Inc.'s ability to continue as a going concern after auditing the Company's consolidated financial statements for the years ended June 30, 2009, and 2008. The auditing firm said that the Company has incurred operating losses since its inception and has a net working capital deficit. The Company has an accumulated deficit of $29,627,071 at June 30, 2009. Vemics, Inc. reported a net loss of $8,106,414 on revenues of $347,096 for the year ended June 30, 2009, compared with a net loss of $6,412,091 on revenues of $588,691 for the year ended June 30, 2008. Revenues for the year ended June 30, 2009 decreased by 41% to $347,096 from $588,691 in 2008, due largely to a complete suspension in sales of the NuScribe Voice Recognition Appliance and Application. The Company said the suspension in NuScribe sales was planned. The Company is redesigning this component for bundling as an online application within the iMedicor portal. Loss from operations, before extraordinary items, for the year ended June 30, 2009, totaled $7,899,582 compared to $7,062,091 for 2008. The increase in loss from operations for the year ended June 30, 2009, was primarily due to the Company's focus on the continued development of iMedicor and on the increase of the iMedicor portal's user base. The increase in losses from operations is additionally attributed to two other factors: the amortization of the iMedicor technology asset, which increased depreciation, and amortization by approximately 56% from the previous year, and; the increase in stock issued for fees and services by 60% from the previous year. At June 30, 2009, the Company's consolidated balance sheet showed $7,629,408 in total assets, $6,688,070 in total liabilities, and $941,339 in total stockholders' equity. The Company's consolidated balance sheet at June 30, 2009, also showed strained liquidity with $55,828 in total current assets available to pay $5,419,074 in total current liabilities. Full-text copies of the Company's consolidated financial statements for the year ended June 30, 2009, are available for free at http://researcharchives.com/t/s?4702 Based in Nanuet, New York, Vemics, Inc. builds portal-based, virtual work and learning environments in healthcare and related industries. The Company's focus is twofold: iMedicor, the Company's web-based portal which allows physicians and other healthcare providers to exchange patient specific healthcare information via the internet while maintaining compliance with all Health Insurance Portability and Accountability Act of 1996 ("HIPAA") regulations, and; recently acquired CleatLobby technology, the Company's web-based portal adjunct which provides for direct communications between pharmaceutical companies and physicians for the dissemination of information on new drugs without the costs related to direct sales forces. VIRGIN MOBILE: To Hold Special Shareholders Meeting on Sprint Deal ------------------------------------------------------------------ A Special Meeting of Stockholders of Virgin Mobile USA, Inc., will be held in the coming weeks for these purposes: -- To consider and vote on a proposal to adopt the Agreement and Plan of Merger, dated as of July 27, 2009, among Sprint Nextel Corporation, Sprint Mozart, Inc., a wholly owned subsidiary of Sprint Nextel, and Virgin Mobile USA; and -- To approve the adjournment of the meeting, if necessary or appropriate, to solicit additional proxies if there is an insufficient number of votes at the meeting to approve the proposal. The Virgin Mobile USA board of directors has determined that the merger agreement and the transactions contemplated by the merger agreement, including the merger, are advisable and are fair to, and in the best interests of, Virgin Mobile USA and its stockholders and recommends that Virgin Mobile USA stockholders vote "FOR" the proposal to adopt the merger agreement. The Virgin Mobile USA board of directors has chosen the close of business on [_______], 2009 as the "record date" that will determine the stockholders who are entitled to receive notice of, and to vote at, the meeting or at any adjournment or postponement of the meeting. Virgin Mobile USA's principal executive offices are located at 10 Independence Boulevard, in Warren, New Jersey. All holders of record of outstanding shares of capital stock of Virgin Mobile USA at the close of business on the record date are entitled to receive notice of, and to vote at, the special meeting and any adjournment or postponement thereof. Adoption of the merger agreement by Virgin Mobile USA's stockholders is a condition to the merger and requires the affirmative vote of holders of a majority of the combined voting power of all outstanding shares entitled to vote on the proposal, voting together as a single class. A full-text copy of the preliminary proxy statement is available at no charge at http://ResearchArchives.com/t/s?4713 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. 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. WASHINGTON MUTUAL: Bank Workers Fight WaMu Over Retirement Assets ----------------------------------------------------------------- ABI reports that Former banking employees have asked a judge to not include money from their deferred compensation plans in the estate of Washington Mutual Inc.'s bankruptcy, claiming that doing so would be a violation of the Employee Retirement Income Security Act. Based in Seattle, Washington, Washington Mutual Inc. -- http://www.wamu.com/-- is a holding company for Washington Mutual Bank as well as numerous non-bank subsidiaries. The Company operates in four segments: the Retail Banking Group, which operates a retail bank network of 2,257 stores in California, Florida, Texas, New York, Washington, Illinois, Oregon, New Jersey, Georgia, Arizona, Colorado, Nevada, Utah, Idaho and Connecticut; the Card Services Group, which operates a nationwide credit card lending business; the Commercial Group, which conducts a multi-family and commercial real estate lending business in selected markets, and the Home Loans Group, which engages in nationwide single-family residential real estate lending, servicing and capital markets activities. Washington Mutual Bank was taken over September 25 by U.S. government regulators. The next day, WaMu and its affiliate, WMI Investment Corp., filed separate petitions for Chapter 11 relief (Bankr. D. Del. 08-12229 and 08-12228, respectively). Wamu owns 100% of the equity in WMI Investment. Weil Gotshal & Manges represents the Debtors as counsel. When WaMu filed for protection from its creditors, it listed assets of $32,896,605,516 and debts of $8,167,022,695. WMI Investment listed assets of $500,000,000 to $1,000,000,000 with zero debts. Bankruptcy Creditors' Service Inc. publishes Washington Mutual Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Washington Mutual Inc. (http://bankrupt.com/newsstand/or 215/945-7000). WCI COMMUNITIES: Drywall Claimants Forgo Special Committee ---------------------------------------------------------- The Florida Chinese Drywall Claimants, through Monzack Mersky McLaughlin ans Browder, P.A., have withdrawn their request to form a special committee of Florida Defective Drywall Claimants in the Chapter 11 cases of WCI Communities, Inc. and its debtor- affiliates. The Drywall Claimants previously requested that a special committee will allow the Drywall Claimants to be adequately represent as a distinct group of creditors and it will protect rights and interests which will not be adequately safeguarded by the UCC. Headquartered in Bonita Springs, Florida, WCI Communities, Inc. (Pink Sheets: WCIMQ) -- http://www.wcicommunities.com/-- is a fully integrated homebuilding and real estate services company with more than 50 years' experience in the design, construction and operation of leisure-oriented, amenity rich master-planned communities. It has operations in Florida, New York, New Jersey, Connecticut, Virginia and Maryland. The Company directly employs approximately 1,170 people, as well as approximately 1,800 sales representatives as independent contractors. The Company and 126 of its affiliates filed for Chapter 11 protection on August 4, 2008 (Bankr. D. Del. Lead Case No. 08-11643 through 08-11770). On July 1, 2009, debtor-affiliates WCI 2009 Corporation, WCI 2009 Management, LLC and WCI 2009 Asset Holding, LLC filed separate Chapter 11 petitions (Case Nos. from 09-12269 to 09-12271). Thomas E. Lauria, Esq., Frank L. Eaton, Esq., and Linda M. Leali, Esq., at White & Case LLP, in Miami, Florida, represent the Debtors as counsel. Eric Michael Sutty, Esq., and Jeffrey M. Schlerf, Esq., at Fox Rothschild LLP, represent the Debtors as Delaware counsel. Lazard Freres & Co. LLC is the Debtors' financial advisor. Epiq Bankruptcy Solutions LLC is the claims and notice agent for the Debtors. The U.S. Trustee for Region 3 appointed five creditors to serve on an official committee of unsecured creditors. Daniel H. Golden, Esq., Lisa Beckerman, Esq., and Philip C. Dublin, Esq., at Akin Gump Strauss Hauer & Feld LLP; and Laura Davis Jones, Esq., Michael R. Seidl, Esq., and Timothy P. Cairns, Esq., at Pachulski Stang Ziehl & Jones LLP, represent the committee in these cases. When the Debtors filed for protection from their creditors, they listed total assets of $2,178,179,000 and total debts of $1,915,034,000. With WCI's emergence from bankruptcy, the Troubled Company Reporter concludes coverage of WCI Communities until facts and circumstances, if any, emerge that demonstrate financial or operational strain or difficulty at a level sufficient to warrant renewed coverage. WEST CORP: Bank Debt Trades at 6.23% Off in Secondary Market ------------------------------------------------------------ Participations in a syndicated loan under which West Corporation is a borrower traded in the secondary market at 93.77 cents-on- the-dollar during the week ended Oct. 16, 2009, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents a drop of 0.55 percentage points from the previous week, The Journal relates. The loan matures on May 11, 2013. The Company pays 237.5 basis points above LIBOR to borrow under the facility. The bank debt carries Moody's B1 rating and Standard & Poor's BB- rating. The debt is one of the biggest gainers and losers among widely quoted syndicated loans in secondary trading in the week ended Oct. 16, among the 158 loans with five or more bids. The Troubled Company Reporter on Oct. 9, 2009, said that Moody's does not expect to take any immediate rating action following West Corporation's announcement that it has filed for an initial public offering of its common stock. West indicated in its Form S-1 filing that it intends to use part of the net proceeds from the offering to repay or repurchase indebtedness. The last rating action on West Corporation was on May 8, 2007, at which time Moody's lowered the senior secured credit facility rating to B1 from Ba3 while affirming all other credit and liquidity ratings. Based in Omaha, Nebraska, West is a leading provider of business process outsourcing services. West has a B2 Corporate Family Rating and a stable rating outlook. WORKSTREAM INC: August 31 Balance Sheet Upside-Down by $7 Million ----------------------------------------------------------------- Workstream Inc.'s consolidated balance sheet at August 31, 2009, showed $22,152,261 in total assets and $29,175,526 in total liabilities, resulting in a $7,023,265 stockholders' deficit. The Company's consolidated balance sheet at August 31, 2009, also showed strained liquidity with $3,638,818 in total current assets available to pay $28,506,488 in total current liabilities. The Company reported a net loss of $359,882 on net revenues of $4,211,745 for the first quarter of fiscal 2010, compared with a net loss of $2,051,582 on net revenues of $5,552,887 in the corresponding period of fiscal 2009. Earnings before interest, taxes, depreciation and amortization (EBITDA) was $49,549 for the three months ended August 31, 2009, , compared to an EBITDA loss of $1,470,074 during the same period last year. Workstream defines EBITDA as earnings or loss from continuing operations before interest, taxes, depreciation and amortization, other income and expense, including effects of foreign currency gains or losses, non-cash stock related compensation, gain or loss on asset disposals or impairment, merger and acquisition costs, and non-recurring goodwill impairment, if applicable. The Company believes that EBITDA provides useful information to investors as it excludes transactions not related to the core cash operating business activities including non-cash transactions. Full-text copies of the Company's consolidated financial statements for the first quarter of fiscal 2010 ended August 31, 2009, are available for free at: http://researcharchives.com/t/s?470a Going Concern Doubt As reported in the Troubled Company Reporter on September 17, 2009, Cross, Fernandez & Riley, LLP, in Orlando, Florida, expressed substantial doubt about the Company's ability to continue as a going concern in its opinion on the audited financial statements of the Company as of and for the year ended May 31, 2009. The Company has incurred substantial losses in recent years and months and, as a result, has a stockholders deficit of $7,023,265 as of August 31, 2009. Losses for the three months ended August 31, 2009, were $359,882 and losses for the years ended May 31, 2009, and 2008, were $4,856,356 and $52,616,875, respectively. The Company's ability to continue as a going concern depends, primarily, upon its ability to successfully refinance approximately $20.7 million of its senior secured notes payable (the "Notes"), 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. Liquidity and Capital Resources As of August 31, 2009, the Company has approximately $1,068,000 in cash and cash equivalents. Working capital deficit was $24,867,670. In August 2009, the Company signed a term sheet with the holders of the Notes, whereby the holders agreed to restructure the Notes. The term sheet provides that the holders would exchange the Notes and the accrued interest thereon (approximately $20.7 million as of August 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 of the Notes 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. Due to significant reductions in operating expenses in the fourth quarter of fiscal 2008 and throughout fiscal 2009, management believes the current liquidity will be sufficient to meet its anticipated working capital and capital expenditure requirements upon the refinancing of the Notes. Based on an analysis of the Company's current contracts, forecasted new business, the Company's current backlog and current expense level, management believes the Company will meet its cash flow needs for fiscal 2010 assuming the successful refinancing of the Notes. Headquartered in Maitland, Florida, Workstream Inc. (WSTM.OB) -- http://www.workstreaminc.com/-- provides on-demand compensation, performance and talent management solutions and services that help companies manage the entire employee lifecycle-from recruitment to retirement. Workstream's TalentCenter provides a unified view of all Workstream products and services including Recruitment, Performance, Compensation, Development and Transition. Access to TalentCenter is offered on a monthly subscription basis under an on-demand software delivery model to help companies build high- performing workforces, while controlling costs. YRC WORLDWIDE: Lenders Suspend Liquidity Covenant Until Oct. 30 --------------------------------------------------------------- YRC Worldwide Inc. has finalized amendments of its credit facilities that extend to October 30, 2009, certain provisions under the previous amendments. Specifically, the amendments extend the expiration of the revolver reserve amount, the suspension of the minimum liquidity covenant, and the due date for the asset-backed securitization commitment fee of $10 million. Credit Agreement Amendment On October 9, 2009, the Company and certain of its subsidiaries entered into Amendment No. 11 to the Credit Agreement, which amends the Credit Agreement, dated as of August 17, 2007 (as amended prior to the date hereof, the "Credit Agreement"), among the Company, certain of its subsidiaries, JPMorgan Chase Bank, National Association, as agent, and the other lenders that are parties thereto. The Credit Agreement continues to provide the Company with a $950 million senior revolving credit facility, including sublimits available for borrowings under certain foreign currencies and for letters of credit, and a senior term loan in an aggregate outstanding principal amount of approximately $111.5 million. Financial Covenants The Credit Agreement Amendment suspends the requirement that the Company maintain liquidity equal to or greater than $100 million at all times until October 30, 2009. Revolver Reserve The Credit Agreement Amendment extends the date upon which the revolving commitments would be permanently reduced by an amount equal to the then current revolver reserve amount to 12:00 a.m., October 30, 2009. The Credit Agreement Amendment also extends to October 29, 2009 the date through which the net cash proceeds received by the Company from certain real estate asset sales will be applied to prepay the outstanding revolving loans, and 50% of such prepayment amount will increase the revolver reserve amount. The Credit Agreement Amendment provides the Company access to up to $50 million of the revolver reserve amount through October 29, 2009 for specified operating needs without the approval of lenders. Prepayments and Borrowings If the Company and its domestic subsidiaries (other than Yellow Roadway Receivables Funding Corporation), collectively, have more than $125 million ($100 million if the Company has outstanding Permitted Interim Loans) in unrestricted Permitted Investments (as defined in the Credit Agreement) as of any business day and the two previous business days -- Allowable Unrestricted Cash -- then the Company must prepay the outstanding revolving loans under the Credit Agreement in an amount equal to such excess (without a corresponding permanent reduction of the revolving commitments) the next business day. In addition, the Company may only borrow funds or request the issuance of letters of credit under the Credit Agreement to the extent that the Allowable Unrestricted Cash is less than $100 million. Events of Default The Credit Agreement Amendment modifies the events of default in the Credit Agreement related to certain operating leases to reduce the event of default threshold from $20 million to $5 million. An event of default under the Credit Agreement will occur if (i) fees or other amounts in excess of $5 million are paid to satisfy obligations, or to pay creditors who have exercised (or threatened to exercise) remedies, in each case, under the operating leases due to a default, event of default or acceleration thereunder or (ii) if an acceleration of obligations in excess of $5 million (including any Fees) under the operating leases occurs and remains uncured. ABS Facility Amendment On October 9, 2009, the Company, as Performance Guarantor, and the parties to the Third Amended and Restated Receivables Purchase Agreement, dated as of April 18, 2008, among Yellow Roadway Receivables Funding Corporation, as Seller; Falcon Asset Securitization Company LLC, Three Pillars Funding LLC and Amsterdam Funding Corporation, as Conduits; the financial institutions party thereto, as Committed Purchasers; Wachovia Bank, National Association, as Wachovia Agent and LC Issuer, SunTrust Robinson Humphrey, Inc., as Three Pillars Agent; The Royal Bank of Scotland plc (successor to ABN AMRO Bank N.V.), as Amsterdam Agent; and JPMorgan Chase Bank, N.A., as Falcon Agent and Administrative Agent entered into an amendment to the ABS Facility. The ABS Amendment suspends the requirement that the Company maintain liquidity equal to or greater than $100 million at all times until October 30, 2009. The Co-Agents also suspended the due date until October 30, 2009 of the $10.0 million fee that was due on October 13, 2009. This fee will be payable to the Co-Agents under the ABS Facility if the ABS Facility has not been terminated by October 30, 2009 and the Company does not have a corporate credit rating of B/B2 or better from Standard & Poor's and Moody's Investors Service, Inc., respectively, by such date. "We believe we will have a long-term solution with our lenders in the very near term," stated Bill Zollars, Chairman, President and CEO of YRC Worldwide. "By extending the revolver reserve, we retain the flexibility needed to reach an agreement with the lenders that will fully support our comprehensive plan. We are also continuing active dialogue with our bondholders who remain an important part of our plan," continued Mr. Zollars. About YRC Worldwide Headquartered in Overland Park, Kansas, YRC Worldwide Inc. -- http://www.yrcw.com/-- a Fortune 500 company and one of the largest transportation service providers in the world, is the holding company for a portfolio of successful brands including YRC, YRC Reimer, YRC Glen Moore, YRC Logistics, New Penn, Holland and Reddaway. YRC Worldwide has the largest, most comprehensive network in North America with local, regional, national and international capabilities. Through its team of experienced service professionals, YRC Worldwide offers industry-leading expertise in heavyweight shipments and flexible supply chain solutions, ensuring customers can ship industrial, commercial and retail goods with confidence. As of June 30, 2009, the Company had $3.41 billion in total assets, including $164.5 million in cash and cash equivalents; $1.72 billion in total current liabilities, $832.9 million in long-term debt, $126.5 million in deferred income tax liabilities, $380.7 million in pension and post-retirement liabilities, and $423.1 million in claims and other liabilities; resulting in $72.9 million in shareholders' deficit. As reported by the Troubled Company Reporter on August 18, 2009, Standard & Poor's Ratings Services affirmed its 'CCC' long-term corporate credit rating on YRC Worldwide. S&P removed the ratings from CreditWatch, where S&P had placed them with negative implications on April 24, 2009. * 2009's Bank Closings Rise to 99 on San Joaguin Bank Collapse -------------------------------------------------------------- San Joaquin Bank, Bakersfield, California, was closed October 16 by the California Department of Financial Institutions and the Federal Deposit Insurance Corporation as receiver. The closing raised this year's total closings to 99. To protect the depositors, the FDIC entered into a purchase and assumption agreement with Citizens Business Bank, Ontario, California, to assume all of the deposits of San Joaquin Bank. In accordance with Federal law, allowed claims against failed financial institutions will be paid, after administrative expenses, in this order of priority: 1. Depositors 2. General Unsecured Creditors 3. Subordinated Debt 4. Stockholders 416 Banks on Problem List The Federal Deposit Insurance Corporation said August 27 that the number of banks and savings institutions in its "Problem List" increased to 416 at the end of the second quarter compared with 305 at March 31. The 416 banks have combined assets of $299.8 billion. The FDIC said this is the largest number of "problem" institutions since June 30, 1994, and the largest amount of assets on the list since December 31, 1993. At the end of the 2008, there were 252 banks on the Problem List. "Problem" institutions are those institutions with financial, operational, or managerial weaknesses that threaten their continued financial viability. They are rated by the FDIC or Office of the Thrift Supervision as either a "4" or "5", based on a scale of 1 to 5 in ascending order of supervisory concern. The Problem List is not divulged to the public. No advance notice is given to the public when a financial institution is closed. The Deposit Insurance Fund (DIF) 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. Problem Institutions Failed Institutions -------------------- ------------------- Year Number Assets (Mil) Number Assets (Mil) ---- ------ ------------ ------ ------------ Q2'09 416 $299,800 24 $26,400 Q1'09 305 $220,047 21 $9,498 2008 252 $159,405 25 $371,945 2007 76 $22,189 3 $2,615 2006 50 $8,265 0 $0 2005 52 $6,607 0 $0 2004 80 $28,250 4 $170 A copy of the FDIC's Quarterly Banking Profile for the second quarter of 2009 is available for free at: http://bankrupt.com/misc/FDIC_QBP_2Q_09.pdf 2009 Failed Banks List The FDIC was appointed as receiver for the closed banks. To protect the depositors, the FDIC entered into a purchase and assumption agreement with various banks that agreed to assume the deposits of most of the closed banks. The FDIC also entered into loss-share transactions on assets bought by the banks. Loss-Share Transaction Party FDIC Cost Assets of Bank That Assumed to Insurance Closed Bank Deposits & Bought Fund Closed Bank (millions) Certain Assets (millions) ----------- ---------- -------------- ----------- San Joaquin Bank $775.0 Citizens Business $103.0 Warren Bank, Warren $538.0 Huntington Nat'l $275.0 Southern Colorado $31.9 Legacy Bank, Wiley $6.6 Jennings State Bank $56.3 Central Bank, Stillwater $11.7 Georgian Bank $2,000.0 First Citizens B&T $892.0 Irwin Union FSB $493.0 First Financial Bank } $850.0 Irwin Union B&T $2,700.0 First Financial Bank } Brickwell Community $72.0 CorTrust Bank $22.0 Corus Bank, NA $7,000.0 MB Fin'l $1,700.0 Venture Bank $970.0 First-Citizens $298.0 First State Bank $105.0 Sunwest Bank $47.0 Vantus Bank $458.0 Great Southern $168.0 First Bank, Kansas $16.0 Great American $6.0 Platinum Community $345.6 -- None -- $114.3 InBank $212.0 MB Financial $66.0 Mainstreet Bank $459.0 Central Bank $95.0 Affinity Bank $1,000.0 Pacific Western $254.0 Bradford Bank $452.0 M&T Buffalo $97.0 First Coweta Bank $167.0 United Bank $48.0 Guaranty Bank $13,000.0 BBVA Compass $3,000.0 CapitalSouth Bank $617.0 IBERIABANK $151.0 ebank, Atlanta, GA $143.0 Stearns Bank $163.0 Colonial Bank $25,000.0 BB&T $2,800.0 Union Bank, N.A. $124.0 MidFirst $61.0 Community Bank Nev $1,520.0 FDIC-Created $781.5 Community Bank Ariz $158.5 MidFirst Bank $25.5 Dwelling House $13.4 PNC Bank, N.A. $6.8 First State Bank $463.0 Stearns Bank, N.A. $116.0 Community National $97.0 Stearns Bank, N.A. $24.0 Community First $209.0 Home Federal $45.0 Integrity Bank $119.0 Stonegate Bank, $46.0 Mutual Bank $1,600.0 United Central $696.0 First BankAmericano $166.0 Crown Bank $15.0 First State, Altus $103.4 Herring Bank, Amarillo $25.2 Peoples Community $705.8 First Financial Bank $129.5 Waterford Village $61.4 Evans Bank, N.A. $5.6 SB - Gwinnett } State Bank & Trust } SB - North Fulton } State Bank & Trust } SB - Jones County } $2,800.0 State Bank & Trust } $807.0 SB - Houston County } State Bank & Trust } SB - North Metro } State Bank & Trust } SB - Bibb County } State Bank & Trust } Temecula Valley $1,500.0 First-Citizen $391.0 Vineyard Bank $1,900.0 Calif. Bank $579.0 BankFIrst, Sioux $275.0 Alerus Financial $91.0 First Piedmont $115.0 First American $29.0 Bank of Wyoming $70.0 Central Bank $27.0 John Warner Bank $70.0 State Bank $10.0 1st State Winchest. $36.0 First Nat'l $6.0 Rock River Bank $77.0 Harvard State $27.6 Elizabeth State $55.5 Galena State $11.2 1st Nat'l Danville $166.0 First Financial $24.0 Founders Bank $962.5 PrivateBank $188.5 Millennium State $118.0 State Bank of Tex $47.0 Mirae Bank $456.0 Wilshire State Bank $50.0 Metro Pacific Bank $80.0 Sunwest Bank, Tustin $29.0 Horizon Bank $87.6 Stearns Bank, N.A. $33.5 Neighborhood Comm $221.6 CharterBank, West Point $66.7 Community Bank $199.4 -- None -- $85.0 First National Bank $156.9 Bank of Kansas $32.2 Cooperative Bank $970.0 First Bank, Troy, N.C. $217.0 Southern Community $377.0 United Community $114.0 Bank of Lincolnwood $214.0 Republic Bank, Chicago $83.0 Citizens National $437.0 Morton Community $106.0 Strategic Capital $537.0 Midland States Bank $173.0 BankUnited FSB $12,800.0 WL Ross-Led Investors $4,900.0 Westsound Bank $334.6 Kitsap Bank $108.0 America West $299.4 Cache Valley Bank $119.4 Citizens Community $45.1 N.J. Community Bank $18.1 Silverton Bank $4,100.0 -- None -- $1,300.0 First Bank of Id $488.9 US Bank, Minneapolis $191.2 First Bank of BH $1,500.0 -- None -- $394.0 Heritage Bank $184.6 Level One Bank $71.3 American Southern $112.3 Bank of North Georgia $41.9 Great Basin Bank $270.9 Nevada State Bank $42.0 American Sterling $181.0 Metcalf Bank, Lee $42.0 New Frontier Bank $2,000.0 -- None -- $670.0 Cape Fear Bank $492.0 First Federal, $131.0 Omni National $956.0 -- None -- $290.0 TeamBank, N.A. $669.8 Great Southern Bank $98.0 Colorado National $123.5 Herring Bank, Amarillo $9.0 FirstCity Bank $297.0 -- None -- $100.0 Freedom Bank $173.0 Nat'l Georgia Bank $36.2 Security Savings $238.3 Bank of Nevada, L.V. $59.1 Heritage Community $232.9 MB Financial Bank, N.A. $41.6 Silver Falls $131.4 Citizens Bank $50.0 Pinnacle Bank $73.0 Washington Trust Bank $12.1 Corn Belt Bank $271.8 Carlinville Nat'l Bank $100.0 Riverside Bank $539.0 TIB Bank $201.5 Sherman County $129.8 Heritage Bank $28.0 County Bank $1,700.0 Westamerica Bank $135.0 Alliance Bank $1,140.0 California Bank & Trust $206.0 FirstBank Fin'l $337.0 Regions Bank $111.0 Ocala National $223.5 CenterState Bank $99.6 Suburban Federal $360.0 Bank of Essex $126.0 MagnetBank $292.2 -- None -- $119.4 1st Centennial $803.3 First California Bank $227.0 Bank of Clark $446.5 Umpqua Bank $120.0-145.0 Nat'l Commerce $430.9 Republic Bank of Chi. $97.1 In 2008, 25 banks with total assets of $372 billion failed. IndyMac Bank, FSB, was closed by the Office of Thrift Supervision on July 11, and the FDIC was named conservator. At the time it was closed, IndyMac's assets of $32 billion made it the second largest bank failure in FDIC history. A complete list of banks that failed since 2000 is available at: http://www.fdic.gov/bank/individual/failed/banklist.html * Auto Suppliers Want Senate to Boost Credit to Industry -------------------------------------------------------- David Shepardson at Detroit News Washington Bureau reports that U.S. auto suppliers have urged the Senate to boost credit to the industry. The administration created a $5 billion supplier support program for General Motors Co. and Chrysler Group LLC Tier 1 suppliers in March 2009, which since whittled down to $3.5 billion that many find insufficient and doesn't cover enough suppliers, Detroit News notes. Citing Original Equipment Suppliers Association industry analysis & economics vice president Dave Andrea, Detroit News states that the Senate should assure sufficient capital for restructuring, consolidating, and diversifying the industry; address specific needs of small suppliers for sufficient capital for ongoing operations; and create technology funding programs that support long-term innovation. * Treasury Calling on Big Banks to Repay Bailout Now ---------------------------------------------------- ABI reports that Concluding that some of the nation's biggest banks are in good enough shape to raise capital from private investors, senior Treasury officials would like more of them to repay billions of dollars in taxpayer money that bailed them out over the last year. * Bankruptcy Filings Rise in Tennessee in Third Quarter 2009 ------------------------------------------------------------ Andy Meek at The Memphis Daily News reports that more debtors filed for bankruptcy in the U.S. Bankruptcy Court for the Western District of Tennessee in the third quarter 2009, compared to the same period last year. Memphis Daily relates that bankruptcy filings in the third quarter 2009, compared to third quarter 2008, is a little less than 1%, compared to increases of 15% and 6% in the first quarter and second quarter of this year, respectively, when comparing to the same periods in 2008. Memphis Daily states that about 3,353 bankruptcy petitions were filed in the third quarter 2009, compared to 3,327 in the same quarter in 2008 and 3,097 in the third quarter 2007. Memphis Daily quoted Corky Neale, director of research and innovation for the RISE (Responsibility, Initiative, Solutions, Empowerment) Foundation, as saying, "It's no surprise, since we've got much higher levels of unemployment. If we look at what's driving bankruptcies -- the whole thing that's always been driving them is job loss, loss of hours, divorces and health issues. And, fundamentally, I've been hearing more and more and more people who have gotten into deep, hot water financially because of medical care costs." * AlixPartners Posts European Companies Restructurings Survery -------------------------------------------------------------- A fresh wave of restructurings of private equity-owned European companies is expected over the coming year, according to a new survey by AlixPartners, the global business-advisory firm. Two- thirds of more than 100 global restructuring experts surveyed expect up to twice the volume of such restructurings over this coming year compared to the last, while a further 16% believe the volume will be even higher than that. Sectors expected to undergo the most restructuring activity over the course of the next year are the European commercial real estate and automotive industries, with one in four experts naming these sectors as the most likely for company and financial work- outs. The expectations for the European automotive industry are twice as severe as expectations recorded in a similar AlixPartners survey last year. The AlixPartners survey a year ago found that 54% t of respondents believed the retail industry was in the most danger of being hardest hit by restructurings, closely followed by 37% of respondents who named the financial sector as most at risk. AlixPartners' current survey shows that the focus of concern has shifted, with only 10% of experts now concerned about the retail and consumer sectors and 7% worried about the financial services industries. Meantime, 8% of experts expect that the European building and construction industries will be hardest hit by restructurings over the coming year. And E uropean manufacturing generally is seen by 18% as a sector that may undergo severe financial and operational changes. The grim outlook for manufacturing is reflected in a prediction by 31% of respondents who said that the shape of European recovery will be U-shaped -- long and slow -- while a further 41% predict a bathtub-shaped recovery -- a very long and very slow recovery. Peter Fitzsimmons, co-president of AlixPartners, said: "As we enter what the vast majority of restructuring experts believe will be at best a long slow recovery in Europe, time may be running out for certain private equity-owned businesses -- including for those outside Europe with portfolio companies in Europe. Short- and mid-term flexibility by bank lenders may have kept many businesses afloat over the past year while others, including many private equity-owned firms, may have been hanging on to the hope that credit conditions would suddenly improve." "The hour is approaching for many companies all over the world where it will simply be a case of either operational restructuring or face the risk of failing," said Lisa Donahue, a managing director of AlixPartners and co-lead of the firm's turnaround and restructuring practice. Mr. Donahue added, "Addressing the cost and operating fundamentals as early as possible gives companies more options and flexibility, whereas waiting only compounds the damage and causes tough decisions to be forced upon management. In the short- to medium-term, credit conditions don't look set to suddenly change for the better and tough decisions will need to be made for many of those highly geared businesses if their operating models are not designed for the long haul." The AlixPartners survey found that 60% of restructuring experts polled believe access to credit and loans is the key incentive to improve the European economy, followed by cuts in direct taxation, an approach mentioned by 48% of experts. The findings are based on a survey of more than 100 turnaround and restructuring professionals including specialist bankers, lawyers and corporate financiers from Europe and North America. About AlixPartners AlixPartners -- http://www.alixpartners.com/-- is a leading global business-advisory firm offering services across four main disciplines -- operational performance improvement and strategic consulting, financial restructuring and bankruptcy reorganization, litigation consulting and financial advisory services. The firm's expertise is in helping clients anticipate, evaluate and successfully resolve urgent, high-impact business challenges in an increasingly complex legal, regulatory and economic landscape. Drawing on the experience of more than 900 employees from 14 offices across North America, Europe and Asia, the firm commits small teams of seasoned professionals to deliver results when it really matters. * Fulbright & Jaworski Posts 2009 Litigation Trends Survey ---------------------------------------------------------- Companies are seeing a litigation wave that corporate counsel expect to swell in the coming year, according to respondents of the 2009 Fulbright & Jaworski L.L.P. Litigation Trends Survey. Corporate counsel say they are steeling themselves for a big year of litigation with 42% of U.S. respondents anticipating an increase in legal disputes their companies will face in the next 12 months. That is up from 34% of last year's respondents. The expectation comes during a year when 83% of U.S. respondents reported that new litigation has been commenced against their companies in the past year, up from 79% last year. In the year to come, respondents from large-cap companies reported the highest expectation of litigation, with 52% forecasting an increase in legal disputes, while 47% of public company respondents foresee a jump in disputes. The economy was cited as the primary reason for these expectations by 38% of U.S. respondents and 34% of U.K. respondents. More than one-third of companies say the economic downturn has resulted not only in an increase in their litigation caseloads, but also their use of alternative fees. Tighter cost control, more than anything else, is the most important way in which the economic crisis has affected litigation management, respondents say. "Generally, litigation rises in an economic downturn as regulators tend to step up enforcement, laid-off workers head to court and companies need to file more suits in order to collect on money owed," said Stephen C. Dillard, head of Fulbright's global litigation practice. "Perhaps most telling about this year's results is that companies across the spectrum expect no substantial decreases in any area of litigation." This is the sixth year that Fulbright has polled corporate law departments in the U.S. and U.K. on the state of global litigation. The survey, initially launched by Fulbright in 2004, is the largest canvas of corporate counsel on litigation issues and trends. Litigation: Where Has it Gone? Where is it Going? Companies agree on what is bothering them most. From small-cap to large-cap, from private to public, from the U.S. to the U.K., the main problems are the same: In light of the downturn, companies face big increases in bankruptcy, contracts and labor/employment litigation. More modest increases have been cited in intellectual property, insurance and regulatory actions. Yet, while contracts and labor/employment actions affect companies across industries, the bankruptcy ground swell has left one industry -- healthcare -- relatively untouched, with only 6% of healthcare respondents reporting a rise in bankruptcy and reorganization litigation. What may lie ahead? Regulatory investigations and whistleblower allegations are expected to eat up litigation resources in the year ahead. Looking to 2010, 16% of all respondents (and 23% of large-caps) say they expect the number of internal investigations involving their company to increase. Industry-wise, approximately 20% each of financial services, insurance and technology companies expect internal investigations to rise in the coming year. This tracks expected increases in whistleblower cases: 24% of all respondents and 31% of large-cap companies expect the number of claims brought by whistleblowers in their industries to go up. A Brief Look Back In both Fulbright's 2006 and 2007 surveys respondents reported declines in actual litigation filings. Then, in last year's survey, corporate counsel anticipated an uptick in new actions and government probes. Last year's predictions were right. Large-cap companies took the brunt of big cases during the past 12 months, with 39% reporting having faced one or more $20 million-plus suit last year, and a striking 54% of large-caps reporting having a case go to trial in the past 12 months. (In fact, large portions of companies across industries faced trial last year, with the exception being real estate companies, of which 13% went to trial.) With bigger size sometimes comes bigger payouts: Of the 97 large- cap companies that had a case go to trial last year, 15% report higher damage awards than prior periods versus 2% of large-caps reporting lower awards. On the regulatory front, one-third of respondents report increases in external regulatory inquiries in the past three years. However, nearly half of U.S. companies (47%), report having retained outside counsel for assistance in government and regulatory investigations. When broken down by size and industry, 50% of large-cap companies and a notable 62% of healthcare companies report retaining outside counsel for assistance in government and regulatory investigations. The rate of regulatory actions and investigations was far lower on the other side of the Atlantic. "Given the overall climate, and the down market's uncovering of fraud cases, it is no wonder in-house counsel report seeing more active regulators and an expectation that the number of investigations will increase," Mr. Dillard said. The Department of Justice, the Environmental Protection Agency and states attorneys general have been particularly active. Over the past year, 19% of respondents retained counsel for investigations by the Securities and Exchange Commission. Gearing Up for Litigation What have in-house counsel done to gird their companies for legal battle? Hire and budget. This year, 48% of large-cap respondents indicate they now employ six or more in-house lawyers to manage or conduct litigation, up from 26% last year. It appears, however, that in-house hiring will cool. Only 11% of respondents forecast an increase in the number of in-house litigators over the next 12 months. With litigation on the rise and resources on the wane, Fulbright asked in-house counsel about their planned budgets for the coming year. Budget increases largely track anticipated areas of concern: 18% of respondents say they plan to increase their budget for labor/employment litigation; 15% will spend more on bankruptcy; and 14% will up the amount spent on contract disputes. Meanwhile, 11% say they will spend more on regulatory and investigations work, while 16% are planning to spend more on e- discovery. Where will all this money come from? Not necessarily from other areas of litigation. Only 6% of large-cap companies plan to decrease their budgets in other areas, such as antitrust and trade, personal injury and environmental litigation. Slightly more public companies than private companies expect to decrease their litigation budgets. However, when taken by industry, planned decreases are most prominent in healthcare, with 12% of respondents planning to lower their spend on personal injury cases and 15% planning decreases in the area of professional malpractice. "While companies aren't necessarily spending less on litigation, in-house counsel are finding other ways to cut costs," Mr. Dillard said. Cost-cutting measures include in-sourcing e-discovery, using law firms with specialized e-discovery practices and outsourcing certain e-discovery functions through preferred provider relationships. Stricter document retention policies, such as systematic destruction, also help keep discovery costs down. The 2009 survey asked companies to consider, among other things, what types of cases they fear most, where they are spending their budgets and how they are adjusting their approaches to litigation management in light of the downturn. Fulbright & Jaworski L.L.P. Founded in 1919, Fulbright & Jaworski L.L.P. is a leading full- service international law firm, with nearly 1,000 lawyers in 16 locations in Austin, Beijing, Dallas, Denver, Dubai, Hong Kong, Houston, London, Los Angeles, Minneapolis, Munich, New York, Riyadh, San Antonio, St. Louis and Washington, D.C. Fulbright provides a full range of legal services to clients worldwide. The 2009 BTI survey of FORTUNE 1000 general counsel chose Fulbright as "The BTI Client Service 30" and Corporate Board Member magazine named Fulbright among the top 20 corporate law firms in the U.S. in their survey of board members of public companies. For more information, please visit http://www.fulbright.com/ * Greenberg Traurig Expands Tampa Office & Bankruptcy Practice -------------------------------------------------------------- Greenberg Traurig, LLP, has continued expansion of its Tampa office and its Business Reorganization and Bankruptcy Practice. Danielle Kemp, who joins Greenberg Traurig as an associate, brings extensive bankruptcy experience, representing both debtors and creditors in Chapter 11 bankruptcy matters, as well as litigating numerous bankruptcy claims and preference actions. At Greenberg Traurig, she will focus on working with clients in Florida on business reorganizations, creditors' rights, and commercial litigation. Ms. Kemp previously practiced at Latham & Watkins LLP in Chicago, where she gained experience in a wide variety of bankruptcy issues, including bankruptcy litigation matters. She received her J.D., with honors, from the University of Chicago Law School; her M.Ed. from the University of Florida; and her B.A.E., with honors, from the University of Florida. She is a member of the Florida and Illinois Bars and the Tampa Bay Bankruptcy Bar Association. "Danielle's experience will provide additional breadth and depth to our Bankruptcy and Litigation Practices in Florida," said David Weinstein, Managing Shareholder of Greenberg Traurig's Tampa office. "We are very pleased to have added her to our capabilities in Central Florida." The office has grown from four to more than 20 lawyers since opening in August 2006. About Greenberg Traurig Greenberg Traurig, LLP -- http://www.gtlaw.com-- is an international, full-service law firm with approximately 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. In the U.K., the firm operates as Greenberg Traurig Maher LLP. 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 Weber Law Office in Zurich. The firm was Chambers and Partners' USA Law Firm of the Year in 2007 and among the Top 3 in the International Law Firm of the Year at the 2009 The Lawyer Awards. * K&L Gates Nabs Sonnenschein Bankruptcy Pro -------------------------------------------- Law360 reports that K&L Gates LLP has scooped up bankruptcy, insolvency and creditors' rights expert Michael B. Lubic, who joins the firm as a partner in its bankruptcy and insolvency practice. * Legal Helpers/Macey & Aleman Launches National Offices -------------------------------------------------------- Legal Helpers/Macey & Aleman has opened two new law offices to better serve their clients across the United States. The two newest locations of the Legal Helpers network of bankruptcy and debt restructure attorneys are located in Overland Park, Kansas (Kansas City, Missouri) and Brooklyn Park, Minnesota. This brings the firm's total offices to 79, in 20 states across the country. In addition to the new offices in Kansas and Minnesota, the current Legal Helpers offices in Las Vegas, Nevada, and St. Petersburg, Florida, have relocated their offices. New Legal Helpers offices: * 7300 West 110th Street Overland Park, Kansas 66210 (Hours: Thursdays 9:00 a.m. - 5:00 p.m.) * 7040 Lakeland Avenue; Suite 205B Brooklyn Park, Minnesota 55428 (Hours: Tuesdays 9:00 a.m. - 6:00 p.m. & Saturdays 9:00 a.m. - 2:00 p.m.) Relocated Legal Helpers offices: * 538 First Avenue North St. Petersburg, Florida 33701 * 1701 W. Charleston Boulevard; Suite 320 Las Vegas, Nevada 89102 Macey & Aleman/Legal Helpers -- http://www.legalhelpers.com-- is a bankruptcy law firm. * Olshan Grundman Client Obtains $44 Million Jury Verdict --------------------------------------------------------- Olshan Grundman Frome Rosenzweig & Wolosky LLP announced that Kyle C. Bisceglie, as trial counsel, Renee M. Zaytsev and other Olshan attorneys including Herbert C. Ross and Joshua S. Androphy won a $44 million jury award in the U.S. District Court for the District of New Mexico in Albuquerque for client Guidance Endodontics, LLC. The verdict against Dentsply International, Inc. and Dentsply's endodontics subsidiary, Tulsa Dental Products, LLC, is reputed to be the largest current standing verdict in New Mexico state or federal court history. Olshan's co-counsel in New Mexico was Modrall, Sperling, Roehl, Harris and Sisk, PA led by its distinguished shareholder John J. Kelly, Esq. The three-week trial from September 18, 2009 to October 9, 2009 before U.S. District Court Judge James O. Browning to a nine member jury was the culmination of multi-year, multi-jurisdiction litigations between Guidance, Dentsply and Tulsa Dental. In this case, Guidance sued Dentsply and Tulsa Dental on November 21, 2008 seeking damages and injunctive relief arising from multiple breaches of an exclusive manufacturing and supply agreement, anti- competitive and unfair business practices under the New Mexico Unfair Practices Act and violation of the Lanham Act. The Court granted Guidance both a temporary restraining order and preliminary injunction in eight days of hearings in December 2008 and January 2009. Dentsply and Tulsa Dental filed multiple claims of their own against Guidance and its founder, Dr. Charles J. Goodis. At trial, Guidance alleged that the defendants intentionally thwarted Guidance's business by refusing to supply endodontic instruments as stipulated in the agreement between the companies. Additionally, Guidance claimed that Dentsply and Tulsa Dental disparaged Guidance, used their position as Guidance's supplier to their own competitive advantage and targeted Guidance and its customers. Guidance argued that defendants' motive was to retain defendants' dominant market share and high prices in the face of Guidance's low cost provider model of business. The case was tried approximately ten months after Guidance sued. Guidance sought $6.7 million in compensatory and $52 million in punitive damages, and ultimately won $4 million in compensatory damages and $40 million in punitive damages. As part of its verdict, the jury found for Guidance on two claims for breach of contract, breach of the covenant of good faith and fair dealing and willful breach of the New Mexico Unfair Trade Practices Act. "We are pleased with the jury's decision," said Mr. Bisceglie. "Clearly the jury sent a message to Dentsply about its business practices, and our hope is that Dentsply will heed and respect the jury's decision." The jury verdict could have far-reaching consequences for the endodontic and dental industry. About Olshan Grundman Olshan Grundman Frome Rosenzweig & Wolosky LLP is a dynamic, mid- size law firm with offices in Park Avenue Tower in Manhattan. The firm has been consistently recognized by its peers and clients as a leading U.S. law firm for complex litigation, corporate and securities law, real estate, bankruptcy and creditors' rights, intellectual property and licensing, employment and taxation. * Sean Coffey to Retire From Bernstein Litowitz Berger & Grossmann ------------------------------------------------------------------ Bernstein Litowitz Berger & Grossmann LLP disclosed that Senior Partner John P. Coffey will retire from the Firm, effective tomorrow, to explore on a full-time basis a potential bid to become the next Attorney General of the State of New York. Born in the Bronx and raised on Long Island, Mr. Coffey is a former federal prosecutor and retired Navy Captain. Mr. Coffey joined BLB&G in 1998 and has played a leading role in a number of the Firm's most significant litigations during his tenure. In 2002, just days after his opening statement in the trial arising out of the collapse of the Baptist Foundation of Arizona, the largest non-profit bankruptcy in U.S. history, Mr. Coffey and his BLB&G team obtained a $217 million settlement from former BFA auditor Arthur Andersen LLP, one of the largest amounts ever paid by an accounting firm. Mr. Coffey was also lead trial counsel in the landmark WorldCom Securities Litigation, in which the Firm recovered over $6 billion for investors in the now defunct telecom concern. The WorldCom litigation, which culminated in five weeks of trial in Manhattan federal court in 2005, was groundbreaking on numerous levels, not least in that, for the first time in history, investors successfully recovered over $50 million personally from the pockets of former WorldCom officers and outside directors. "I have deep affection for my colleagues and clients at Bernstein Litowitz and am exceptionally proud of the results we have achieved on behalf of defrauded investors and victims of discrimination," Mr. Coffey said, "but the pull to return to full- time public service is too strong to resist, particularly when so many critical State-wide issues must be addressed." Mr. Coffey added, "It has become increasingly clear that New Yorkers are looking to Andrew Cuomo as the person best able to tackle the enormous challenges facing our State, and if Andrew answers the call to run for Governor, our State will need another strong and capable advocate to serve as our next Attorney General. I believe I can be that advocate. I intend to spend the coming weeks and months traveling across our State listening to the concerns of New Yorkers and earning their trust and consideration as the best person to succeed Andrew Cuomo as Attorney General." The Democratic primary for State-wide offices will be held in September 2010. Max Berger, the Senior Founding Partner of BLB&G, said that Mr. Coffey's departure was bittersweet: "Sean is as fine a litigator as you'll ever find and a dear friend to me and all his partners. He embodies the core values of integrity and professionalism our Firm represents. Sean's presence at the Firm will be sorely missed but we are very supportive of his continued commitment to public service and I am very proud of all that we have accomplished in over a decade of working together. We know he would make a tremendous AG." For his work with the Firm, Mr. Coffey has been profiled by The Wall Street Journal, The American Lawyer, BusinessWeek, and Bloomberg Markets, among numerous other media outlets, and he and Mr. Berger were named two of the 2005 "Winning Attorneys of the Year" by the National Law Journal for their work on the WorldCom litigation. About BLB&G Founded in 1983, BLB&G is widely recognized as one of the nation's top litigation boutiques. The Firm has obtained over $20 billion in recoveries for investors and achieved precedent setting corporate governance reforms on behalf of its institutional investor clients. In addition to obtaining unprecedented monetary recoveries, the Firm has litigated numerous seminal cases establishing precedents that have increased market transparency, held wrongdoers accountable, and changed corporate business practices in groundbreaking ways. BLB&G has also represented victims of discrimination in some of the most notable anti- discrimination litigation in U.S. history, including the landmark Texaco race discrimination settlement in the late 1990s. * BOND PRICING -- For the Week From October 12 to 16, 2009 ---------------------------------------------------------- Company Coupon Maturity Bid Price ------- ------ -------- --------- 155 E TROPICANA 8.75 4/1/2012 1.25 ABITIBI-CONS FIN 7.88 8/1/2009 13.00 ADVANTA CAP TR 8.99 12/17/2026 5.00 ALERIS INTL INC 10.00 12/15/2016 0.85 AMBAC INC 9.38 8/1/2011 56.00 AMBASSADORS INTL 3.75 4/15/2027 46.25 AMBASSADORS INTL 3.75 4/15/2027 43.75 AMER GENL FIN 3.88 11/15/2009 97.60 AMER GENL FIN 4.25 11/15/2009 96.10 AMER GENL FIN 5.25 7/15/2010 80.00 AMER GENL FIN 5.65 7/15/2010 79.00 AMER GENL FIN 8.75 9/15/2012 38.00 AMR CORP 10.40 3/10/2011 46.00 AMR CORP 10.45 11/15/2011 49.00 ANTHRACITE CAP 11.75 9/1/2027 40.75 ANTIGENICS 5.25 2/1/2025 39.04 APRIA HEALTHCARE 3.38 9/1/2033 58.00 ARCO CHEMICAL CO 10.25 11/1/2010 66.00 BANK NEW ENGLAND 8.75 4/1/1999 10.00 BANK NEW ENGLAND 9.88 9/15/1999 10.03 BANKUNITED FINL 3.13 3/1/2034 7.30 BELL MICROPRODUC 3.75 3/5/2024 40.00 BOISE CASCADE CO 9.45 11/1/2009 97.00 BOWATER INC 6.50 6/15/2013 25.50 BOWATER INC 9.38 12/15/2021 23.00 BOWATER INC 9.50 10/15/2012 23.75 BROOKSTONE CO 12.00 10/15/2012 47.25 CALLON PETROLEUM 9.75 12/8/2010 41.00 CAPMARK FINL GRP 7.88 5/10/2012 20.50 CAPMARK FINL GRP 8.30 5/10/2017 20.50 CCH I LLC 9.92 4/1/2014 1.19 CCH I LLC 10.00 5/15/2014 1.19 CCH I LLC 11.75 5/15/2014 1.19 CCH I LLC 12.13 1/15/2015 1.19 CCH I/CCH I CP 11.00 10/1/2015 18.00 CCH I/CCH I CP 11.00 10/1/2015 15.00 CHAMPION ENTERPR 2.75 11/1/2037 17.00 CHARTER COMM HLD 9.92 4/1/2011 1.00 CHARTER COMM HLD 10.75 10/1/2009 2.00 CHARTER COMM INC 6.50 10/1/2027 31.75 CIT GROUP INC 3.85 11/15/2009 65.00 CIT GROUP INC 3.95 12/15/2009 58.00 CIT GROUP INC 4.05 2/15/2010 59.00 CIT GROUP INC 4.25 2/1/2010 62.97 CIT GROUP INC 4.25 9/15/2010 58.20 CIT GROUP INC 4.30 3/15/2010 59.50 CIT GROUP INC 4.30 6/15/2010 54.75 CIT GROUP INC 4.35 6/15/2010 58.00 CIT GROUP INC 4.45 5/15/2010 57.38 CIT GROUP INC 4.60 8/15/2010 58.00 CIT GROUP INC 4.75 12/15/2010 62.50 CIT GROUP INC 4.80 12/15/2009 59.99 CIT GROUP INC 4.85 12/15/2009 64.25 CIT GROUP INC 4.85 3/15/2010 61.00 CIT GROUP INC 4.90 12/15/2010 57.38 CIT GROUP INC 5.00 11/15/2009 59.50 CIT GROUP INC 5.00 11/15/2009 62.00 CIT GROUP INC 5.00 12/15/2010 57.38 CIT GROUP INC 5.00 3/15/2011 56.00 CIT GROUP INC 5.00 3/15/2011 55.00 CIT GROUP INC 5.05 11/15/2009 70.10 CIT GROUP INC 5.05 2/15/2010 55.20 CIT GROUP INC 5.05 3/15/2010 59.50 CIT GROUP INC 5.05 11/15/2010 57.00 CIT GROUP INC 5.05 12/15/2010 56.65 CIT GROUP INC 5.05 3/15/2011 55.50 CIT GROUP INC 5.15 2/15/2010 69.00 CIT GROUP INC 5.15 3/15/2010 59.50 CIT GROUP INC 5.15 2/15/2011 55.50 CIT GROUP INC 5.15 2/15/2011 58.50 CIT GROUP INC 5.15 4/15/2011 55.75 CIT GROUP INC 5.20 11/3/2010 62.88 CIT GROUP INC 5.20 9/15/2011 55.00 CIT GROUP INC 5.25 5/15/2010 57.10 CIT GROUP INC 5.25 9/15/2010 57.25 CIT GROUP INC 5.25 11/15/2010 57.88 CIT GROUP INC 5.25 11/15/2010 59.00 CIT GROUP INC 5.25 11/15/2010 57.63 CIT GROUP INC 5.25 12/15/2010 54.00 CIT GROUP INC 5.30 6/15/2010 57.63 CIT GROUP INC 5.35 6/15/2011 58.25 CIT GROUP INC 5.35 8/15/2011 55.50 CIT GROUP INC 5.40 5/15/2011 58.00 CIT GROUP INC 5.45 8/15/2010 59.00 CIT GROUP INC 5.50 8/15/2010 57.25 CIT GROUP INC 5.60 4/27/2011 62.00 CIT GROUP INC 6.25 12/15/2009 58.00 CIT GROUP INC 6.25 2/15/2010 57.13 CIT GROUP INC 6.50 12/15/2009 58.00 CIT GROUP INC 6.50 2/15/2010 59.50 CIT GROUP INC 6.50 3/15/2010 58.25 CIT GROUP INC 6.50 12/15/2010 58.50 CIT GROUP INC 6.50 1/15/2011 59.00 CIT GROUP INC 6.50 3/15/2011 59.50 CIT GROUP INC 6.60 2/15/2011 59.00 CIT GROUP INC 6.75 3/15/2011 58.75 CIT GROUP INC 12.00 12/18/2018 18.50 CITADEL BROADCAS 4.00 2/15/2011 17.50 COOPER-STANDARD 8.38 12/15/2014 11.00 CREDENCE SYSTEM 3.50 5/15/2010 51.50 DAYTON SUPERIOR 13.00 6/15/2009 20.00 DECODE GENETICS 3.50 4/15/2011 14.00 DELPHI CORP 6.50 8/15/2013 2.00 DEX MEDIA INC 8.00 11/15/2013 19.00 DEX MEDIA INC 9.00 11/15/2013 19.00 DEX MEDIA INC 9.00 11/15/2013 17.25 DEX MEDIA WEST 9.88 8/15/2013 18.00 DOLEFC-CALL10/09 7.25 6/15/2010 100.04 DOWNEY FINANCIAL 6.50 7/1/2014 16.00 EDDIE BAUER HLDG 5.25 4/1/2014 0.35 FAIRPOINT COMMUN 13.13 4/1/2018 20.00 FINLAY FINE JWLY 8.38 6/1/2012 5.00 FLEETWOOD ENTERP 14.00 12/15/2011 40.75 FORD MOTOR CRED 5.00 10/20/2009 99.50 FRANKLIN BANK 4.00 5/1/2027 1.25 GASCO ENERGY INC 5.50 10/5/2011 45.50 GENERAL MOTORS 7.13 7/15/2013 14.51 GENERAL MOTORS 7.40 9/1/2025 14.13 GENERAL MOTORS 7.70 4/15/2016 14.75 GENERAL MOTORS 8.10 6/15/2024 14.11 GENERAL MOTORS 8.25 7/15/2023 13.00 GENERAL MOTORS 8.38 7/15/2033 15.25 GENERAL MOTORS 8.80 3/1/2021 13.50 GENERAL MOTORS 9.40 7/15/2021 13.75 GENERAL MOTORS 9.45 11/1/2011 8.50 GMAC LLC 6.75 11/15/2009 96.50 HAIGHTS CROSS OP 11.75 8/15/2011 43.00 HAWAIIAN TELCOM 9.75 5/1/2013 2.25 HERBST GAMING 7.00 11/15/2014 5.44 HERBST GAMING 8.13 6/1/2012 4.00 IDEARC INC 8.00 11/15/2016 3.25 INDALEX HOLD 11.50 2/1/2014 1.00 INN OF THE MOUNT 12.00 11/15/2010 40.50 INTCOMEX INC 11.75 1/15/2011 72.17 INTL LEASE FIN 4.50 11/15/2009 97.14 KAISER ALUM&CHEM 12.75 2/1/2003 8.75 KEYSTONE AUTO OP 9.75 11/1/2013 27.25 LANDAMERICA 3.13 11/15/2033 29.25 LAZYDAYS RV 11.75 5/15/2012 3.00 LEHMAN BROS HLDG 4.38 11/30/2010 14.50 LEHMAN BROS HLDG 4.50 7/26/2010 12.63 LEHMAN BROS HLDG 4.50 8/3/2011 11.58 LEHMAN BROS HLDG 4.70 3/6/2013 13.60 LEHMAN BROS HLDG 4.80 3/13/2014 13.00 LEHMAN BROS HLDG 4.80 6/24/2023 11.65 LEHMAN BROS HLDG 5.00 1/14/2011 12.60 LEHMAN BROS HLDG 5.00 1/22/2013 12.50 LEHMAN BROS HLDG 5.00 2/11/2013 13.00 LEHMAN BROS HLDG 5.00 3/27/2013 13.50 LEHMAN BROS HLDG 5.00 8/3/2014 13.50 LEHMAN BROS HLDG 5.00 8/5/2015 11.50 LEHMAN BROS HLDG 5.00 5/28/2023 11.65 LEHMAN BROS HLDG 5.00 5/30/2023 13.25 LEHMAN BROS HLDG 5.00 6/10/2023 12.51 LEHMAN BROS HLDG 5.00 6/17/2023 12.00 LEHMAN BROS HLDG 5.10 1/28/2013 12.00 LEHMAN BROS HLDG 5.10 2/15/2020 13.50 LEHMAN BROS HLDG 5.15 2/4/2015 11.75 LEHMAN BROS HLDG 5.20 5/13/2020 12.85 LEHMAN BROS HLDG 5.25 2/6/2012 13.89 LEHMAN BROS HLDG 5.25 2/11/2015 13.50 LEHMAN BROS HLDG 5.25 3/5/2018 10.90 LEHMAN BROS HLDG 5.25 3/8/2020 13.00 LEHMAN BROS HLDG 5.25 5/20/2023 12.85 LEHMAN BROS HLDG 5.35 2/25/2018 10.50 LEHMAN BROS HLDG 5.35 3/13/2020 12.99 LEHMAN BROS HLDG 5.35 6/14/2030 11.55 LEHMAN BROS HLDG 5.38 5/6/2023 12.15 LEHMAN BROS HLDG 5.40 3/6/2020 12.65 LEHMAN BROS HLDG 5.40 3/20/2020 13.50 LEHMAN BROS HLDG 5.40 3/30/2029 11.65 LEHMAN BROS HLDG 5.40 6/21/2030 11.65 LEHMAN BROS HLDG 5.45 3/15/2025 12.85 LEHMAN BROS HLDG 5.45 4/6/2029 11.50 LEHMAN BROS HLDG 5.45 2/22/2030 11.65 LEHMAN BROS HLDG 5.45 7/19/2030 12.85 LEHMAN BROS HLDG 5.45 9/20/2030 12.85 LEHMAN BROS HLDG 5.50 4/4/2016 15.75 LEHMAN BROS HLDG 5.50 2/4/2018 11.00 LEHMAN BROS HLDG 5.50 2/19/2018 13.50 LEHMAN BROS HLDG 5.50 11/4/2018 11.00 LEHMAN BROS HLDG 5.50 2/27/2020 12.85 LEHMAN BROS HLDG 5.50 8/19/2020 12.20 LEHMAN BROS HLDG 5.50 3/14/2023 12.85 LEHMAN BROS HLDG 5.50 4/8/2023 13.50 LEHMAN BROS HLDG 5.50 4/15/2023 12.85 LEHMAN BROS HLDG 5.50 4/23/2023 10.50 LEHMAN BROS HLDG 5.50 8/5/2023 11.88 LEHMAN BROS HLDG 5.50 10/7/2023 12.15 LEHMAN BROS HLDG 5.50 1/27/2029 10.99 LEHMAN BROS HLDG 5.50 2/3/2029 11.65 LEHMAN BROS HLDG 5.50 8/2/2030 11.65 LEHMAN BROS HLDG 5.55 2/11/2018 11.00 LEHMAN BROS HLDG 5.55 3/9/2029 11.65 LEHMAN BROS HLDG 5.55 1/25/2030 11.65 LEHMAN BROS HLDG 5.55 9/27/2030 11.65 LEHMAN BROS HLDG 5.55 12/31/2034 11.65 LEHMAN BROS HLDG 5.60 1/22/2018 13.00 LEHMAN BROS HLDG 5.60 9/23/2023 11.00 LEHMAN BROS HLDG 5.60 2/17/2029 11.00 LEHMAN BROS HLDG 5.60 2/24/2029 13.50 LEHMAN BROS HLDG 5.60 3/2/2029 11.65 LEHMAN BROS HLDG 5.60 2/25/2030 12.85 LEHMAN BROS HLDG 5.60 5/3/2030 12.73 LEHMAN BROS HLDG 5.63 1/24/2013 16.25 LEHMAN BROS HLDG 5.63 3/15/2030 11.55 LEHMAN BROS HLDG 5.65 9/14/2020 14.00 LEHMAN BROS HLDG 5.65 11/23/2029 12.85 LEHMAN BROS HLDG 5.65 8/16/2030 12.51 LEHMAN BROS HLDG 5.65 12/31/2034 11.55 LEHMAN BROS HLDG 5.70 1/28/2018 13.50 LEHMAN BROS HLDG 5.70 2/10/2029 11.65 LEHMAN BROS HLDG 5.70 4/13/2029 14.00 LEHMAN BROS HLDG 5.70 9/7/2029 11.65 LEHMAN BROS HLDG 5.70 12/14/2029 14.20 LEHMAN BROS HLDG 5.75 4/25/2011 14.67 LEHMAN BROS HLDG 5.75 7/18/2011 15.10 LEHMAN BROS HLDG 5.75 5/17/2013 15.00 LEHMAN BROS HLDG 5.75 1/3/2017 0.06 LEHMAN BROS HLDG 5.75 3/27/2023 13.50 LEHMAN BROS HLDG 5.75 10/15/2023 11.90 LEHMAN BROS HLDG 5.75 10/21/2023 11.00 LEHMAN BROS HLDG 5.75 11/12/2023 13.50 LEHMAN BROS HLDG 5.75 11/25/2023 13.25 LEHMAN BROS HLDG 5.75 12/16/2028 12.51 LEHMAN BROS HLDG 5.75 12/23/2028 12.85 LEHMAN BROS HLDG 5.75 8/24/2029 11.25 LEHMAN BROS HLDG 5.75 9/14/2029 13.50 LEHMAN BROS HLDG 5.75 10/12/2029 12.85 LEHMAN BROS HLDG 5.75 3/29/2030 13.50 LEHMAN BROS HLDG 5.80 9/3/2020 13.50 LEHMAN BROS HLDG 5.80 10/25/2030 11.65 LEHMAN BROS HLDG 5.85 11/8/2030 13.00 LEHMAN BROS HLDG 5.88 11/15/2017 15.50 LEHMAN BROS HLDG 5.90 5/4/2029 12.00 LEHMAN BROS HLDG 5.90 2/7/2031 11.65 LEHMAN BROS HLDG 5.95 12/20/2030 12.51 LEHMAN BROS HLDG 6.00 4/1/2011 13.05 LEHMAN BROS HLDG 6.00 7/19/2012 15.20 LEHMAN BROS HLDG 6.00 12/18/2015 13.25 LEHMAN BROS HLDG 6.00 2/12/2018 13.50 LEHMAN BROS HLDG 6.00 1/22/2020 11.60 LEHMAN BROS HLDG 6.00 2/12/2020 9.95 LEHMAN BROS HLDG 6.00 1/29/2021 12.25 LEHMAN BROS HLDG 6.00 10/23/2028 11.65 LEHMAN BROS HLDG 6.00 11/18/2028 10.40 LEHMAN BROS HLDG 6.00 5/11/2029 11.65 LEHMAN BROS HLDG 6.00 7/20/2029 12.85 LEHMAN BROS HLDG 6.00 4/30/2034 11.65 LEHMAN BROS HLDG 6.00 7/30/2034 12.85 LEHMAN BROS HLDG 6.00 2/21/2036 13.50 LEHMAN BROS HLDG 6.00 2/24/2036 11.65 LEHMAN BROS HLDG 6.00 2/12/2037 12.85 LEHMAN BROS HLDG 6.05 6/29/2029 13.50 LEHMAN BROS HLDG 6.10 8/12/2023 12.51 LEHMAN BROS HLDG 6.15 4/11/2031 11.65 LEHMAN BROS HLDG 6.20 9/26/2014 16.00 LEHMAN BROS HLDG 6.20 6/15/2027 13.25 LEHMAN BROS HLDG 6.20 5/25/2029 11.55 LEHMAN BROS HLDG 6.25 2/5/2021 11.65 LEHMAN BROS HLDG 6.25 2/22/2023 14.00 LEHMAN BROS HLDG 6.40 10/11/2022 14.00 LEHMAN BROS HLDG 6.50 7/19/2017 0.51 LEHMAN BROS HLDG 6.50 2/28/2023 12.50 LEHMAN BROS HLDG 6.50 3/6/2023 7.75 LEHMAN BROS HLDG 6.50 9/20/2027 12.13 LEHMAN BROS HLDG 6.50 10/18/2027 12.40 LEHMAN BROS HLDG 6.50 10/25/2027 11.90 LEHMAN BROS HLDG 6.50 11/15/2032 13.25 LEHMAN BROS HLDG 6.50 1/17/2033 13.50 LEHMAN BROS HLDG 6.50 2/13/2037 11.65 LEHMAN BROS HLDG 6.50 6/21/2037 12.85 LEHMAN BROS HLDG 6.50 7/13/2037 12.60 LEHMAN BROS HLDG 6.60 10/3/2022 12.94 LEHMAN BROS HLDG 6.63 1/18/2012 15.20 LEHMAN BROS HLDG 6.63 7/27/2027 11.55 LEHMAN BROS HLDG 6.75 12/28/2017 0.01 LEHMAN BROS HLDG 6.75 7/1/2022 13.50 LEHMAN BROS HLDG 6.75 11/22/2027 11.50 LEHMAN BROS HLDG 6.75 3/11/2033 14.00 LEHMAN BROS HLDG 6.75 10/26/2037 11.89 LEHMAN BROS HLDG 6.80 9/7/2032 13.50 LEHMAN BROS HLDG 6.85 8/16/2032 13.50 LEHMAN BROS HLDG 6.85 8/23/2032 13.43 LEHMAN BROS HLDG 6.88 5/2/2018 16.38 LEHMAN BROS HLDG 6.90 9/1/2032 14.00 LEHMAN BROS HLDG 7.00 4/16/2019 13.25 LEHMAN BROS HLDG 7.00 5/12/2023 9.50 LEHMAN BROS HLDG 7.00 9/27/2027 15.35 LEHMAN BROS HLDG 7.00 10/4/2032 12.60 LEHMAN BROS HLDG 7.00 7/27/2037 14.00 LEHMAN BROS HLDG 7.00 9/28/2037 11.65 LEHMAN BROS HLDG 7.00 11/16/2037 12.25 LEHMAN BROS HLDG 7.00 12/28/2037 10.50 LEHMAN BROS HLDG 7.00 1/31/2038 11.65 LEHMAN BROS HLDG 7.00 2/1/2038 14.00 LEHMAN BROS HLDG 7.00 2/7/2038 11.05 LEHMAN BROS HLDG 7.00 2/8/2038 14.00 LEHMAN BROS HLDG 7.00 4/22/2038 12.50 LEHMAN BROS HLDG 7.05 2/27/2038 12.50 LEHMAN BROS HLDG 7.10 3/25/2038 13.75 LEHMAN BROS HLDG 7.20 8/15/2009 13.00 LEHMAN BROS HLDG 7.25 2/27/2038 13.75 LEHMAN BROS HLDG 7.25 4/29/2038 12.13 LEHMAN BROS HLDG 7.35 5/6/2038 13.50 LEHMAN BROS HLDG 7.73 10/15/2023 12.88 LEHMAN BROS HLDG 7.88 8/15/2010 14.20 LEHMAN BROS HLDG 8.00 3/5/2022 8.25 LEHMAN BROS HLDG 8.00 3/17/2023 13.88 LEHMAN BROS HLDG 8.05 1/15/2019 11.50 LEHMAN BROS HLDG 8.40 2/22/2023 14.00 LEHMAN BROS HLDG 8.50 8/1/2015 14.50 LEHMAN BROS HLDG 8.75 12/21/2021 12.50 LEHMAN BROS HLDG 8.75 2/6/2023 12.00 LEHMAN BROS HLDG 8.80 3/1/2015 16.25 LEHMAN BROS HLDG 8.92 2/16/2017 14.00 LEHMAN BROS HLDG 9.50 12/28/2022 12.98 LEHMAN BROS HLDG 9.50 1/30/2023 13.50 LEHMAN BROS HLDG 9.50 2/27/2023 12.75 LEHMAN BROS HLDG 10.00 3/13/2023 13.50 LEHMAN BROS HLDG 10.38 5/24/2024 11.00 LEHMAN BROS HLDG 11.00 10/25/2017 10.00 LEHMAN BROS HLDG 11.00 6/22/2022 11.02 LEHMAN BROS HLDG 11.50 9/26/2022 13.38 LEHMAN BROS HLDG 18.00 7/14/2023 10.56 LTX-CREDENCE 3.50 5/15/2011 52.00 MAJESTIC STAR 9.50 10/15/2010 53.00 MAJESTIC STAR 9.75 1/15/2011 6.84 MERISANT CO 9.50 7/15/2013 22.04 MERRILL LYNCH 0.00 3/9/2011 95.10 MFCCN-CALL11/09 5.20 11/15/2029 89.63 MFCCN-CALL11/09 5.30 11/15/2029 96.37 MILLENNIUM AMER 7.63 11/15/2026 14.00 MORRIS PUBLISH 7.00 8/1/2013 27.75 NEWARK GROUP INC 9.75 3/15/2014 20.06 NEWPAGE CORP 12.00 5/1/2013 45.00 NORTH ATL TRADNG 9.25 3/1/2012 38.55 NTK HOLDINGS INC 10.75 3/1/2014 2.68 OSCIENT PHARM 12.50 1/15/2011 3.00 PALM HARBOR 3.25 5/15/2024 48.00 PANOLAM INDUSTRI 10.75 10/1/2013 31.50 PLY GEM INDS 9.00 2/15/2012 66.00 QUALITY DISTRIBU 9.00 11/15/2010 65.50 RADIO ONE INC 6.38 2/15/2013 35.00 RADIO ONE INC 8.88 7/1/2011 46.75 RAFAELLA APPAREL 11.25 6/15/2011 26.75 RAIT FINANCIAL 6.88 4/15/2027 39.34 READER'S DIGEST 9.00 2/15/2017 1.00 RESIDENTIAL CAP 8.00 2/22/2011 72.00 RESIDENTIAL CAP 8.38 6/30/2010 81.80 RH DONNELLEY 6.88 1/15/2013 4.25 RH DONNELLEY 6.88 1/15/2013 5.95 RH DONNELLEY 6.88 1/15/2013 6.00 RH DONNELLEY 8.88 1/15/2016 5.00 RH DONNELLEY 8.88 10/15/2017 5.50 ROTECH HEALTHCA 9.50 4/1/2012 30.50 SIX FLAGS INC 9.63 6/1/2014 24.00 SIX FLAGS INC 9.75 4/15/2013 25.00 SPACEHAB INC 5.50 10/15/2010 45.25 SPHERIS INC 11.00 12/15/2012 52.00 STATION CASINOS 6.00 4/1/2012 24.50 STATION CASINOS 6.50 2/1/2014 3.60 STATION CASINOS 6.63 3/15/2018 2.94 STATION CASINOS 6.88 3/1/2016 2.00 STATION CASINOS 7.75 8/15/2016 24.50 TEKNI-PLEX INC 12.75 6/15/2010 80.00 THORNBURG MTG 8.00 5/15/2013 5.38 TIMES MIRROR CO 6.61 9/15/2027 2.00 TIMES MIRROR CO 7.25 3/1/2013 6.00 TIMES MIRROR CO 7.25 11/15/2096 8.25 TIMES MIRROR CO 7.50 7/1/2023 4.00 TOUSA INC 7.50 3/15/2011 8.00 TOUSA INC 7.50 1/15/2015 7.00 TOUSA INC 9.00 7/1/2010 53.00 TOUSA INC 9.00 7/1/2010 54.00 TOUSA INC 10.38 7/1/2012 6.00 TRANSMERIDIAN EX 12.00 12/15/2010 20.50 TRIBUNE CO 4.88 8/15/2010 10.50 TRIBUNE CO 5.25 8/15/2015 9.00 TRIBUNE CO 5.67 12/8/2008 7.25 TRUMP ENTERTNMNT 8.50 6/1/2015 7.00 TXU CORP 4.80 11/15/2009 90.00 USFREIGHTWAYS 8.50 4/15/2010 60.50 VERASUN ENERGY 9.38 6/1/2017 14.38 VERENIUM CORP 5.50 4/1/2027 40.75 VESTA INSUR GRP 8.75 7/15/2025 0.73 VION PHARM INC 7.75 2/15/2012 25.51 VISTEON CORP 7.00 3/10/2014 32.75 WASH MUT BANK FA 5.13 1/15/2015 0.26 WASH MUT BANK FA 5.65 8/15/2014 0.25 WASH MUT BANK NV 5.55 6/16/2010 32.50 WASH MUTUAL INC 8.25 4/1/2010 71.00 WCI COMMUNITIES 4.00 8/5/2023 1.56 WCI COMMUNITIES 6.63 3/15/2015 4.00 WCI COMMUNITIES 7.88 10/1/2013 1.00 WCI COMMUNITIES 9.13 5/1/2012 1.00 WII COMPONENTS 10.00 2/15/2012 45.25 YELLOW CORP 5.00 8/8/2023 29.00 YELLOW CORP 5.00 8/8/2023 53.00 ********* 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. Howard C. Tolentino, Joseph Medel C. Martirez, Denise Marie Varquez, Philline Reluya, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2009. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $775 for 6 months delivered via e- mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Christopher Beard at 240/629-3300. *** End of Transmission ***