/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/100201.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, February 1, 2010, Vol. 14, No. 31 Headlines ACCESS PHARMACEUTICALS: Sells Common Shares to Raise $6.3MM ACCREDITED HOME: Has Until February 18 to File Chapter 11 Plan ACCURIDE CORP: Ad Hoc Group Wants 2019 Disclosure Order Stayed ACCURIDE CORP: Gov't Blasts Interest Scheme in Chapter 11 Plan ALERIS INT'L: Canada Trustee Ordered to Testify in Valeo Suit ALLIANT HOLDINGS: Moody's Affirms 'B3' Corporate Family Rating ALLIED CAPITAL: Moody's Reviews 'B1' Rating for Likely Upgrade AMERICAN INT'L: AIGFP Employees Willing to Accept Bonus Cuts AMERICAN INT'L: Reuters Reveals Contents of Controversial Document AMERICAN INT'L: S&P Cuts ILFC Unsecured Debt Ratings to 'BB+' AMERICAN MARINE: Closed; Columbia State Bank Assumes All Deposits APHTON CORP: Aventis Wins Dismissal of Fraudulent Transfer Suit ARES CAPITAL: Moody's Continues Review on 'Ba1' Issuer Rating ARIES MARITIME: Changes Name to Newlead; Has $111.3MM Q3 Net Loss ARLIE & CO: U.S. Trustee Appoints 4 Members to Creditors Panel ARLIE & CO: Wants Feb. 18 Deadline for Filing of Schedules ARLIE & CO: Wants to Hire Tonkon Torp as Chapter 11 Counsel ASAT HOLDING: Asks Noteholders to Approve Sale of Subsidiary ATRIUM CORP: Taps Kirkland & Ellis as Bankruptcy Counsel ATRIUM CORP: U.S. Trustee Sets Meeting of Creditors for Feb. 23 ATRIUM CORP: Can Hire Garden City Group as Claims Agent ATRIUM CORP: S&P Retains 'D' Rating on Senior Secured Facilities AXION INT'L: CEO Receives $218,200 in 2009 Pay, No Bonuses BARK GROUP: Files Amendment No. 1 to Q3 2009 Report BLOCKBUSTER INC: May Report $247MM Cash as of Fiscal Year End BUILDING MATERIALS: Moody's Affirms 'B1' Corporate Family Rating BUILDING MATERIALS: S&P Gives BBB- Issue Rating on $250MM Notes CALVIN WHITE: Case Summary & 22 Largest Unsecured Creditors CARMIKE CINEMAS: Bank Debt Trades at Less Than 1% Off CENTRAL KANSAS PODIATRY: Files for Chapter 11 Bankruptcy CHANTICLEER HOLDINGS: Files Amendment to Q3 2009 Report CHARTER COMMS: Bank Debt Trades at 7% Off in Secondary Market CHRYSLER LLC: Arbitration Statement Issued CITADEL BROADCASTING: Bank Debt Trades at 20% Discount CITIZENS REPUBLIC: Defers Payments on Trust Preferred Shares CITY CENTER NORTH: Files for Chapter 11 Bankruptcy in Kansas CLAIRE'S STORES: Bank Debt Trades at 18% Off in Secondary Market COMMUNITY BANK AND TRUST: Closed; SCBT Assumes All Deposits COMMUNITY HEALTH: Bank Debt Trades at 6% Off in Secondary Market CORBIN PARK: Court OKs Lentz Clark to Handle Reorganization Case CORBIN PARK: Has Until February 3 to File Schedules & Statement CULLIGAN INTERNATIONAL: Bank Debt Trades at 21% Discount DECODE GENETICS: Stefansson Steps Down as Chairman, CEO & Director DENHAM HOMES: Case Summary & 8 Largest Unsecured Creditors DISH NETWORK: Fitch Affirms Issuer Default Rating at 'BB-' EDDIE BAUER: Court Approves Disclosure Statement EDWARD MARANDOLA: Voluntary Chapter 11 Case Summary EURO GROUP: Restates 2008 Financials; Reports $1,482,646 Net Loss FAIRPOINT COMMUNICATIONS: Bank Debt Trades at 24% Discount FIRST NATIONAL BANK, CARROLLTON: Closed; FDIC Named as Receiver FIRST REGIONAL BANK: Closed; First-Citizens Assumes All Deposits FLINTKOTE CO: Insurer Can Still Probe Ch. 11 Plan, Court Says FLORIDA COMMUNITY BANK: Closed; Premier American Assumes Deposits FLYING J: Bankruptcy Judge Approves Merger With Pilot Travel FONIX CORP: Issues Breach of Contract Notice Under G-Soft Deal FORD MOTOR: Stops Vehicle Production in China FREESTONE RESOURCES: Files Amended September 30 Quarterly Report GEMCRAFT HOMES: Wants to Use DIP Financing on Residential Homes GLAZIERS PENSION PLAN: Insolvent; PBGC Provides Funding GLOBAL MOTORSPORT: Court Approves Chapter 11 Plan of Liquidation HARBOWALK LP: Files for Chapter 11 Bankruptcy in Texas HARRAH'S ENTERTAINMENT: HOC Bank Debt Trades at 101.75% HAWKER BEECHCRAFT: Bank Debt Trades at 25% Off in Secondary Market HCA INC: Bank Debt Trades at 5% Off in Secondary Market HERBST GAMING: Bankruptcy Court Issues Amended Confirmation Order HERCULES OFFSHORE: Bank Debt Trades at 5% Off in Secondary Market HOLLEY PERFORMANCE: Can Sell Holley Diesel OEM to Navistar Inc. HOLLEY PERFORMANCE: Wants Plan Filing Deadline Moved to April 26 HOVNANIAN ENTERPRISES: Names Thomas Pellerito as New COO IMS HEALTH: Moody's Assigns 'B1' Corporate Family Rating IMS HEALTH: S&P Assigns Corporate Credit Rating at 'BB-' INNOVATIVE DESIGNS: Louis Plung Raises Going Concern Doubt INT'L LEASE FINANCE: S&P Downgrades Unsec. Debt Ratings to 'BB+' JACUZZI BRANDS: S&P Raises Corporate Credit Rating to 'B-' JAPAN AIRLINES: U.S. Court Grants Preliminary Injunction JONES STEPHENS: Files Schedules of Assets and Liabilities JOSEPH MICHAEL KASER: Case Summary & 16 Largest Unsec. Creditors KRISHAN CORPORATION: Voluntary Chapter 11 Case Summary L & G ROSEMEAD: Case Summary & 3 Largest Unsec. Creditors LAS VEGAS SANDS: Bank Debt Trades at 12% Off in Secondary Market LAUREATE EDUCATION: Bank Debt Trades at 8% Off in Secondary Market LEAP WIRELESS: To Release Q4 and Full-Year 2009 Report on Feb. 25 LEVEL 3: Bank Debt Trades at 9% Off in Secondary Market LG MOTORS: Chapter 11 to 7 Conversion Entirely Appropriate LIBBEY INC: S&P Affirms Corporate Credit Rating at 'B' LINK DEVELOPMENT: Case Summary & 24 Largest Unsecured Creditors LOVESAC CORP: Ski Resort Property Dispute Headed for Trial LYONDELL CHEMICAL: Committee, et al. Balk at Disclosure Statement LYONDELL CHEMICAL: Court Declines to Expand Examiner Role LYONDELL CHEMICAL: Court Sets Confirmation Hearing for April 15 LYONDELL CHEMICAL: Court Extends Exclusive Periods to April 15 MANUEL BETTENCOURT: US Trustee Unable to Form Creditors Committee MARHABA PARTNERS: Files Schedules of Assets & Liabilities MARSHALL BANK, HALLOCK: United Valley Bank Assumes All Deposits MEDIA GENERAL: Moody's Assigns Corporate Family Rating at 'B2' MERCER INTERNATIONAL: Issues $22 Million of 8.5% Conv. Sr. Notes METRO-GOLDWYN-MAYER: Bank Debt Trades at 40% Discount MGM MIRAGE: Seeks to Unload 50% Stake in Borgata Casino Resort MICHAEL DONOHUE: Case Summary & 14 Largest Unsecured Creditors MICHAELS STORES: Bank Debt Trades at 10% Off in Secondary Market MIDWEST BANC: Completes Exchange Offer for Depositary Shares MILACRON INC: Seeks Court Approval of PBGC Settlement MMFX INTERNATIONAL: Files Schedules of Assets and Liabilities MODERN METAL: Committee Unable to Block Chapter 7 Conversion MOODY NATIONAL: Voluntary Chapter 11 Case Summary M & Z VALLEY: Voluntary Chapter 11 Case Summary NATIONAL HOME: Files Schedules of Assets & Liabilities NEIMAN MARCUS: Bank Debt Trades at 9% Off in Secondary Market NEWLEAD HOLDINGS: Sept. 30 Balance Sheet Upside-Down by $57.9 Mln NEXAIRA WIRELESS: BDO Seidman Raises Going Concern Doubt PACIFIC PANORAMA: Voluntary Chapter 11 Case Summary PARLUX FRAGRANCES: Disagreement Prompts CEO Katz to Step Down PATRICK HACKETTS: U.S. Trustee Wants Case Converted to Chapter 7 PCAA PARENT: Case Summary & 20 Largest Unsecured Creditors PENN TRAFFIC: Expects to Confirm Liquidation Plan Later This Year PERRY COUNTY: Files for Chapter 11 Bankruptcy in Alabama PH GLATFELTER: S&P Assigns 'BB+' Rating on $100 Mil. Senior Notes PRIME GROUP REALTY: Reports Tax Treatment of 2009 Dividends PVF CAPITAL: Posts $1.28 Million Net Loss in Fiscal 2010 Q2 QUANTUM FUEL: Posts $28 Million Net Loss in Fiscal 2009 RAPID LINK: Inks Amended Share Exchange Deal With Blackbird REALOGY CORP: Bank Debt Trades at 11% Off in Secondary Market REALVEST CORP: Tight Credit, Bad Economy Cue Bankruptcy Filing REFRIGERANT EXCHANGE: Case Summary & 20 Largest Unsec. Creditors RENAISSANT LAFAYETTE: Investment Group Wants to Acquire Towers RITE AID: Standley Assumes President & CEO Post Effective June 24 RUBICON US: Taps Squire Sanders as Bankruptcy Counsel RUBICON US: Taps Young Conaway as Special Litigation Counsel RUBICON US: Wants Phillips Goldman as Delaware Counsel RUBICON US: U.S. Trustee Sets Meeting of Creditors for Feb.22 SARATOGA RESOURCES: Extension Sought SARGENT RANCH: Files Schedules of Assets & Liabilities SECOND CHANCE: Gov't Reports Admissible Under Hearsay Exception SEITEL INC: CEO and COO Agree to 10% Reduction in Salary in 2010 STERLING MINING: Elects Two New Members to Board of Directors SERVICE MASTER: Bank Debt Trades at 8% Off in Secondary Market SHAVER LAKE: Case Summary & 20 Largest Unsecured Creditors SKYPE TECHNOLOGIES: Bank Debt Sells at 101.20% in Secondary Market SPANSION INC: Stay of Patent Spat with Samsung Approved SUN MICROSYSTEMS: S&P Raises Corporate Credit Rating From 'BB+' SUNDOWN HILLS: Files Schedules of Assets and Liabilities SUPERIOR PLUS: DBRS Confirms Sr. Unsec. Debentures Rating at 'BB' SUPERMEDIA INC: S&P Assigns Corporate Credit Rating at 'B-' SWIFT TRANSPORTATION: Bank Debt Trades at 4% Discount THORNBURG MORTGAGE: Officers Dismissed From Subprime Suit TIERRA VERDE: Case Summary & 4 Largest Unsecured Creditors TETON ENERGY: Fiscal Year End Changed to January 22 TXCO RESOURCES: Expects Feb. 11 Effective Date for Confirmed Plan TXCO RESOURCES: Gets Court Approval to Sell Maverick Basin Asset UFCW LOCAL 1049 PENSION: Insolvent; PBGC Provides Funding UNO RESTAURANT: U.S. Trustee Names 5-Member Creditors Panel US FOODSERVICE: Bank Debt Trades at 12% Off in Secondary Market VENETIAN MACAU: Bank Debt Trades at 5% Off in Secondary Market VISTEON CORP: Bank Debt Trades at 109.31% in Secondary Market WEBDIGS INC: Moquist Thorvilson Raises Going Concern Doubt WEST FELICIANA: Wants Amzak DIP Financing, Cash Collateral Use WESTERN REFINING: Bank Debt Trades at 6% Off in Secondary Market WILLIAM HAINES: Section 341(a) Meeting Scheduled for Today WILLIAM IYASERE: Case Summary & 20 Largest Unsecured Creditors * Bill Aims to Add Bankruptcy Judges * FDIC Issued 27 Cease and Desist Consent Orders in December * Investors Alarmed As Rule 2019 Uncertainty Persists * BOND PRICING: For Week From January 25 to 29, 2010 ********* ACCESS PHARMACEUTICALS: Sells Common Shares to Raise $6.3MM ----------------------------------------------------------- Access Pharmaceutical Inc. has entered into definitive agreements with accredited investors to sell in a registered direct offering an aggregate of 2.10 million shares of its common stock at a price of $3.00 per share for aggregate gross proceeds of $6.3 million. Additionally, at the closing, Access will issue to the investors warrants to purchase, in the aggregate, approximately 1.05 million shares of common stock at a price of $3.00 per share, which warrant are exercisable immediately for a term of 5 years from the closing date. The closing of the offering is expected to take place subject to the satisfaction of customary closing conditions. Rodman & Renshaw, LLC, a wholly owned subsidiary of Rodman & Renshaw Capital Group, Inc. (Nasdaq: RODM), acted as the Company's sole lead placement agent in connection with the offering. EarlyBirdCapital, Inc. acted as a sub agent in connection of the offering. "With our strategy of partnering and managing our cash burn, this additional capital from current and new investors will provide runway for meaningful progress with our MuGard, Prolindac, Thiarabine and Cobalmin programs," stated Jeffrey B. Davis, President & CEO. Access Pharmaceuticals, Inc., is an emerging biopharmaceutical company focused on developing a range of pharmaceutical products primarily based upon the Company's nanopolymer chemistry technologies and other drug delivery technologies. The Company currently has one approved product, one product candidate at Phase 3 of clinical development, three product candidates in Phase 2 of clinical development and other product candidates in pre-clinical development. At September 30, 2009, the Company had $2,705,000 in total assets against $18,304,000 in total liabilities, resulting in $15,599,000 in stockholders' deficit. As of September 30, 2009, the Company had working capital deficit of $6,252,000. As of September 30, 2009, the Company did not have enough capital to achieve its long-term goals. "If we raise additional funds by selling equity securities, the relative equity ownership of our existing investors would be diluted and the new investors could obtain terms more favorable than previous investors. A failure to obtain necessary additional capital in the future could jeopardize our operations and our ability to continue as a going concern," the Company said in its quarterly report on Form 10-Q filed with the Securities and Exchange Commission in November 2009. "We expect that our capital resources will be adequate to fund our current level of operations into the first quarter of 2010. However, our ability to fund operations over this time could change significantly depending upon changes to future operational funding obligations or capital expenditures. As a result, we are required to seek additional financing sources within the next twelve months. We cannot assure you that we will ever be able to generate significant product revenue or achieve or sustain profitability," the Company said. The Company said to conserve cash, management, employees and consultants have reduced their monthly stipends. Some consultants also agreed to take common stock and warrants for their services. ACCREDITED HOME: Has Until February 18 to File Chapter 11 Plan -------------------------------------------------------------- The Hon. Mary F. Walrath of the U.S. Bankruptcy Court for the District of Delaware extended until February 18, 2010, Accredited Home Lenders Holding Co., et al.'s exclusive period to propose a Chapter 11 Plan. The Debtors requested for an extension of their exclusive periods to file a Plan until March 1, 2010, and to solicit acceptances of that Plan until April 30, 2010. Upon the agreement with the Official Committee of Unsecured Creditors, the hearing on the Debtors' exclusive periods extension is adjourned until February 18, 2010, at 10:30 a.m. Objections, if any, are due on February 11, 2010, at 4:00 p.m. Accredited Home Lenders Holding Co. -- http://www.accredhome.com/ -- is a mortgage banker servicing U.S. markets for conforming and non-prime residential mortgage loans operating throughout the U.S. and in Canada. Founded in 1990, the company is headquartered in San Diego. The Company was acquired by Lone Star Funds for $300 million in October 2007. Lone Star also owns Bruno's Supermarkets LLC and Bi-Lo LLC, two grocery retailers in Chapter 11. Accredited Home and its affiliates filed for Chapter 11 on May 1, 2009 (Bankr. D. Del. Lead Case No. 09-11516). Gregory G. Hesse, Esq., Lynnette R. Warman, Esq., and Jesse T. Moore, Esq., at Hunton & William LLP, represent the Debtors as counsel. Laura Davis Jones, Esq., James E. O'Neill, Esq., and Timothy P. Cairns, Esq., at Pachulski Stang Ziehl & Jones LLP, serve as Delaware counsel. Kurtzman Carson Consultants is the Debtors' claims agent. Andrew I Silfen, Esq., Schuyler G. Carroll, Esq., Robert M. Hirsch, Esq., at Arent Fox LLP in New York, and Jeffrey N. Rothleder, Esq., at Arent Fox LLP in Washington, DC, represent the official committee of unsecured creditors as co-counsel. Neil R. Lapinski, Esq., and Shelley A. Kinsella, Esq., at Elliott Greenleaf, represent the Committee as Delaware and conflicts counsel. According to its bankruptcy petition, Accredited Home's assets range from $10 million to $50 million and its debts from $100 million to $500 million. ACCURIDE CORP: Ad Hoc Group Wants 2019 Disclosure Order Stayed -------------------------------------------------------------- An Ad Hoc Noteholder Group in the bankruptcy cases of Accuride Corporation and its debtor-affiliates is seeking a stay pending appeal of the Bankruptcy Court's Order, entered on January 22, 2010, compelling the Group to make disclosures under Bankruptcy Rule 2019. In light of the Confirmation hearing scheduled for February 10, 2010, the Group requests that the Court hear the motion on an expedited basis. The Group filed a Notice of Appeal pursuant to 28 U.S.C. Section 158(a)(1) on January 29, 2010. The current members of the Group are BlackRock Financial Management, Inc., Brigade Capital Management, Canyon Capital Advisors, Sankaty Advisors and Tinicum Incorporated. The Group explains it is seeking a stay to preserve its ability to meaningfully appeal the Order. "As the Court is aware, the Group's appeal raises substantial legal issues going to the merits of whether Rule 2019 applies to this particular set of pre- petition noteholders, backstop parties, and DIP lenders. Courts in [the District of Delaware] have fundamentally disagreed on the underlying legal issue to be raised by the Group's appeal, and have reached directly opposite conclusions," Timothy Cairns, Esq., at Pachulski, Stang, Ziehl & Jones LLP, in Wilmington, Delaware, argues on the Group's behalf. If a stay is not granted, Mr. Cairns says the Group will suffer irreparable harm that cannot be fully remedied following an appeal. Absent a stay, the Group will be forced to make disclosures of highly sensitive and confidential information regarding its members' individual purchases and sales of the Debtors' debt securities, the prices at which they have executed such trades, and the dates of such trades. Once the Group discloses this information, Mr. Cairns says the "cat is out of the bag" and a subsequent appellate ruling in the Group's favor would not provide a meaningful remedy. Even if the disclosures are made pursuant to a confidentiality agreement or under seal, the information disclosed would be in the possession of the very parties to this bankruptcy case whom the Group submits have no right to this information. Conversely, the disclosures the Group has already made, and all of the information available to the parties from the public domain, a stay would impose no cognizable harm on any other party to this bankruptcy case, Mr. Cairns contends. In a Supplemental Rule 2019 Statement filed by counsel January 29, 2010, the Group disclosed that due to post-petition sales of notes, the Group's aggregate holdings of Senior Subordinated Notes is now $45.69 million or 16.6% of the total outstanding. The Group has also disclosed the individual percentages of each of its members in the Backstop participation and in the Last Out DIP Loan. Since the Petition Date the Debtors have known the individual interests of the Backstop Investors and the Last Out DIP Lenders in the DIP Credit Facility. The Debtors have also received notices of sales of Senior Subordinated Notes subject to the Noteholder Plan Support Agreement. A full-text copy of the Group's Supplemental Disclosure is available at no charge at: http://bankrupt.com/misc/Accuride667_13449.pdf Mr. Cairns notes courts in the District of Delaware have reached directly contradictory conclusions on the fundamental legal issue of whether Rule 2019 applies to informal or ad hoc groups. Compare, e.g., In re Premier Int'l Holdings, Inc., No. 09-12019 (Bankr. D. Del. Jan. 11, 2010) (Sontchi, J.) (holding that informal group is not "committee" under Rule 2019) with In re Wash. Mut., Inc., 419 B.R. 271, 275 (Bankr. D. Del. 2009) (Walrath, J.) (holding that "although the WMI Noteholders Group call themselves a Group, they are in fact acting as an ad hoc committee . . . [and] therefore, must comply with Rule 2019"). Mr. Cairns also points out other courts outside the Third Circuit have similarly reached different conclusions regarding the scope and purpose of Rule 2019. Compare In re Scotia Dev., LLC, No. 07-20027 (Bankr. S.D. Tex. April 18, 2007) (holding that informal group of noteholders was "not a 'committee' within the meaning of Bankruptcy Rule 2019) with In re Northwest Airlines Corp., 363 B.R. 701 (Bankr. S.D.N.Y. 2007) (requiring ad hoc committee to file Rule 2019 statement). Accuride Corp. and its affiliates are among the largest and most diversified manufacturers and suppliers of commercial vehicle components in North America. The Company's products include wheels, wheel-end components and assemblies, truck body and chassis parts, seating assemblies and other commercial vehicle components marketed under several well-recognized brands in the industry, including Accuride, Gunite, Imperial, Bostrom, Fabco, Brillion and Highway Original. According to filings by Accuride, the Company is seeking to restructure in excess of $675 million in debt through its bankruptcy proceeding. The bankruptcy cases are pending in the United States Bankruptcy Court for the District of Delaware. Jeffrey M. Reisner and Tavi C. Flanagan, Esq., at Irell & Manella LLP's Newport Beach-based bankruptcy practice, will serve as lead counsel to the Official Committee of Unsecured Creditors in the affiliated debtors' bankruptcy cases. Mr. Reisner chairs the firm's bankruptcy practice. Kurt Gwynne, Esq., at Reed Smith LLP, serves as Delaware counsel and Joel Dryer of Morris Anderson & Associates will serve as financial advisors to the Official Committee of Unsecured Creditors. The Chapter 11 filing includes Accuride Corp. and a number of subsidiaries and affiliates, including Accuride Cuyahoga Falls, Inc., Accuride Distributing, LLC, Accuride EMI, LLC, Accuride Erie L.P., Accuride Henderson Limited Liability Company, AKW General Partner L.L.C., AOT Inc., Bostrom Holdings, Inc., Bostrom Seating, Inc., Bostrom Specialty Seating, Inc., Brillion Iron Works, Inc., Erie Land Holding, Inc., Fabco Automotive Corporation, Gunite Corporation, Imperial Group Holding Corp. -1, Imperial Group Holding Corp. -2, Imperial Group, L.P., JAII Management Company, Transportation Technologies Industries, Inc., and Truck Components Inc. ACCURIDE CORP: Gov't Blasts Interest Scheme in Chapter 11 Plan -------------------------------------------------------------- The U.S. government objects to confirmation of the Third Amended Joint Plan of Reorganization for Accuride Corporation, et al., dated December 18, 2009. The United States objects to confirmation for three reasons: -- the United States objects that the plan does not provide the correct method of calculating interest on the United States' priority tax claims. -- the United States objects that the plan treats installment payments on account of the United States' priority tax claims in a manner that is less favorable than the treatment of unsecured non-priority claims. -- the United States objects that the plan appears to cut off the United States' right under 26 U.S.C. Section 6402(a) to offset tax overpayments against a debtor's tax liability. The government contends the plan fails to provide for lawful interest on the United States' priority tax claims. The government asserts that Section 511 of Title 11, United States Code, requires interest on tax claims to be determined under applicable nonbankruptcy law. Applicable nonbankruptcy law sets the interest rate on tax underpayments, 26 U.S.C. Section 6621, and provides that interest compounds daily, 26 U.S.C. Section 6622. Contrariwise, the plan at Article II, section C, provides for simple interest. The United States objects to confirmation of the plan because it does not provide for compound interest. The government states the interest rate for the first quarter of 2010 is 4% -- or 6% for large, corporate underpayments. Rev. Rul. 2009-37, 2009-52 I.R.B. 957. As reported by the Troubled Company Reporter on December 28, 2009, the Bankruptcy Court approved Accuride Corp.'s third amended disclosure statement allowing the Company to put its Chapter 11 plan to creditors for a vote. Ballots were due January 29. The Disclosure Statement was approved after Accuride agreed to include mention of the Official Committee of Equity Holders' opposition to the Plan. The Equity Committee does not support confirmation of the Plan because it believes, among other things, that the Debtors have undervalued the Debtors and are depriving current equity holders of value. The Plan offers to return 100 cents on the dollar to unsecured creditors and gives 98% of the new stock to holders of subordinate notes. Only impaired creditors -- general unsecured claimants are not impaired -- are voting on the Plan. Additional terms of the Plan are: -- Accuride will amend its existing secured credit agreement to modify certain financial covenants and extend its maturity through June 30, 2013. Recovery would be 100%. -- Accuride's $291.22 million of subordinated notes will be converted into 98,000,000 shares of new stock (98% of the stock) of reorganized Accuride. Recovery would be 42.9% -- Unsecured trade creditors will be unimpaired and will be paid in full. Recovery would be 100%. -- Holders of preferred equity interests will be paid with a $100 liquidation preference in cash. Recovery would be 100%. -- Accuride's common stock will be cancelled and, if the equity holders of equity interests vote to accept the Plan, they will receive 2,000,0900 shares (2% of the stock) and warrants to purchase an additional 22,058,824 shares. -- The Reorganized Debtors and Accuride Canada Inc., will enter into a restructured credit facility in an amount equal to $308.2 million. -- The reorganized Accuride will complete a $140 million rights offering of new senior unsecured convertible notes to current noteholders. Accuride will present the Plan for confirmation on February 10, 2010 at 10 a.m. prevailing Eastern Time. Objections are due January 29. A copy of the Third Amended Plan is available at no charge at: http://bankrupt.com/misc/Accuride_3rd_Plan.pdf A copy of the Third Amended Disclosure Statement is available at no charge at: http://bankrupt.com/misc/Accuride_3rd_DS.pdf Accuride Corp. and its affiliates are among the largest and most diversified manufacturers and suppliers of commercial vehicle components in North America. The Company's products include wheels, wheel-end components and assemblies, truck body and chassis parts, seating assemblies and other commercial vehicle components marketed under several well-recognized brands in the industry, including Accuride, Gunite, Imperial, Bostrom, Fabco, Brillion and Highway Original. According to filings by Accuride, the Company is seeking to restructure in excess of $675 million in debt through its bankruptcy proceeding. The bankruptcy cases are pending in the United States Bankruptcy Court for the District of Delaware. Jeffrey M. Reisner and Tavi C. Flanagan, Esq., at Irell & Manella LLP's Newport Beach-based bankruptcy practice, will serve as lead counsel to the Official Committee of Unsecured Creditors in the affiliated debtors' bankruptcy cases. Mr. Reisner chairs the firm's bankruptcy practice. Kurt Gwynne, Esq., at Reed Smith LLP, serves as Delaware counsel and Joel Dryer of Morris Anderson & Associates will serve as financial advisors to the Official Committee of Unsecured Creditors. The Chapter 11 filing includes Accuride Corp. and a number of subsidiaries and affiliates, including Accuride Cuyahoga Falls, Inc., Accuride Distributing, LLC, Accuride EMI, LLC, Accuride Erie L.P., Accuride Henderson Limited Liability Company, AKW General Partner L.L.C., AOT Inc., Bostrom Holdings, Inc., Bostrom Seating, Inc., Bostrom Specialty Seating, Inc., Brillion Iron Works, Inc., Erie Land Holding, Inc., Fabco Automotive Corporation, Gunite Corporation, Imperial Group Holding Corp. -1, Imperial Group Holding Corp. -2, Imperial Group, L.P., JAII Management Company, Transportation Technologies Industries, Inc., and Truck Components Inc. ALERIS INT'L: Canada Trustee Ordered to Testify in Valeo Suit ------------------------------------------------------------- A federal judge has ruled that a trustee for Aleris Aluminum LP must provide testimony in the company's suit accusing Valeo Inc., the U.S. arm of French auto parts maker Valeo SA, of failing to pay for more than $1.4 million of aluminum supplied under a purchase agreement, Law360 reports. Law360 says Magistrate Judge Steven Whalen on Thursday partially granted Valeo's motion to compel the deposition of Benoit Gingues, ruling that the Canada- based trustee would not be required to travel to Michigan to give his deposition. In February 2009, two units of Aleris International Inc., sued Valeo before the U.S. District Court for the Eastern District of Michigan. Aleris said the money is owed by Valeo to Aleris Aluminum Canada LP and Aleris Aluminum Koblenz GmbH. About Aleris International Aleris International, Inc., produces and sells aluminum rolled and extruded products. Aleris operates primarily through two reportable business segments: (i) global rolled and extruded products and (ii) global recycling. Headquartered in Beachwood, Ohio, a suburb of Cleveland, the Company operates over 40 production facilities in North America, Europe, South America and Asia, and employs approximately 8,400 employees. Aleris operates 27 production facilities in the United States with eight production facilities that provided rolled and extruded aluminum products and 19 recycling production plants. Aleris International, Inc., aka IMCO Recycling Inc., and various affiliates filed for bankruptcy on February 12, 2009 (Bankr. D. Del. Case No. 09-10478). The Hon. Brendan Linehan Shannon presides over the cases. Stephen Karotkin, Esq., and Debra A. Dandeneau, Esq., at Weil, Gotshal & Manges LLP in New York, serve as lead counsel for the Debtors. L. Katherine Good, Esq., and Paul Noble Heath, Esq., at Richards, Layton & Finger, P.A. In Wilmington, Delaware, serves as local counsel. Moelis & Company LLC, acts as financial advisors; Alvarez & Marsal LLC as restructuring advisors, and Kurtzman Carson Consultants LLC as claims and noticing agent for the Debtors. As of December 31, 2008, the Debtors had total assets of $4,168,700,000; and total debts of $3,978,699,000. Bankruptcy Creditors' Service, Inc., publishes Aleris International Bankruptcy News. The newsletter tracks the chapter 11 proceeding undertaken by Aleris International, Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945- 7000) ALLIANT HOLDINGS: Moody's Affirms 'B3' Corporate Family Rating -------------------------------------------------------------- Moody's Investors Service has affirmed the ratings of Alliant Holdings I, Inc. (corporate family rating of B3) reflecting the company's consistent organic growth and strong operating margins, offset by its high financial leverage and limited fixed charge coverage. The rating outlook is stable, based on Moody's expectation that Alliant will gradually improve its financial flexibility over the next couple of years through moderate EBITDA growth and debt amortization. "Alliant's credit strengths include its leading position in several niche markets and its diversification across products and client types," said Bruce Ballentine, Moody's lead analyst for Alliant. The company generates significant business through specialty programs, whereby the broker aggregates insurance premiums from many clients in a given market segment and then obtains coverage on favorable terms from one or more insurance carriers. These strengths are tempered by Alliant's aggressive financial leverage and by difficult market conditions. "The prolonged soft market for commercial property & casualty insurance and the weak US economy pose a challenge for all brokers," said Mr. Ballentine. Alliant's financial leverage stems mainly from its leveraged buyout in 2007, although the company increased its borrowings slightly through a $60 million incremental drawdown under its senior secured term loan in June 2009. A majority of these proceeds were used to repay borrowings under a revolving credit facility. For the trailing 12 months through September 2009, the firm's adjusted debt-to-EBITDA ratio was 7.6x and its adjusted (EBITDA -- capex) interest coverage was 1.3x (based on Moody's calculations, which often differ from company or covenant calculations). The leverage ratio is somewhat weak for Alliant's rating category but mitigated by the firm's healthy operating cash flow and cash on hand. Alliant's financing arrangement as of September 30, 2009, included a $60 million senior secured revolving credit facility maturing in 2013 (undrawn, rated B2), a $434 million senior secured term loan due in 2014 (rated B2) and $265 million of senior unsecured notes due in 2015 (rated Caa1). Moody's cited these factors that could lead to an upgrade of Alliant's ratings: (i) adjusted (EBITDA -- capex) interest coverage exceeding 2x, (ii) adjusted free-cash-flow-to-debt ratio exceeding 5%, and (iii) adjusted debt-to-EBITDA ratio below 5.5x. These factors could lead to a downgrade of Alliant's ratings: (i) adjusted (EBITDA -- capex) interest coverage below 1.2x, (ii) adjusted free-cash-flow-to-debt ratio below 2%, or (iii) adjusted debt-to-EBITDA ratio exceeding 8x. Moody's last rating action on Alliant took place on October 25, 2007, when the Caa1 rating was assigned to the senior unsecured notes and the other ratings were affirmed. Alliant, based in Newport Beach, California, is a specialty- oriented insurance broker providing property & casualty and employee benefits products and services to middle-market clients across the US. The company was acquired through a leveraged buyout by The Blackstone Group in partnership with company managers and employees in August 2007. For the trailing 12 months through September 2009, Alliant generated revenues of $351 million. ALLIED CAPITAL: Moody's Reviews 'B1' Rating for Likely Upgrade -------------------------------------------------------------- Moody's Investors Service said that it is continuing its review of Ares Capital Corporation's Ba1 issuer rating for possible downgrade and Allied Capital Corporation's B1 issuer and senior unsecured ratings for possible upgrade. These ratings were placed on review on October 26, 2009. The October 26, 2009 rating actions followed Ares' announcement that it had agreed to acquire 100% of Allied in an all stock transaction. The transaction is expected to close in the first quarter of 2010. The reviews will continue to focus on 1) completion of the proposed transaction, 2) the companies' ability to mitigate, through investment portfolio liquidations and/or new equity and debt issuance, the refinancing risk that the combined firm would face, 3) achievement of the companies' targeted debt to equity ratio of 0.65 times to 0.75 times and 4) asset quality trends during the review period. Moody's considers Ares recent common equity raise and upsizing and extension of its liquidity facilities to be positive developments. Moody's notes that there has recently been a competing bid made for Allied by Prospect Capital Corporation (Prospect), a company which Moody's does not rate. Should Prospect ultimately succeed in acquiring Allied the impact on the credit quality of Allied is uncertain. The last rating action on Ares and Allied was on October 26, 2009, when Moody's placed Ares Ba1 issuer rating on review for possible downgrade and Allied's B1 issuer and senior unsecured ratings on review for possible upgrade. Ares Capital Corporation is based in New York and reported total assets of $2.1 billion at September 30, 2009. Allied Capital Corporation is based in Washington DC and reported total assets of $2.8 billion at September 30, 2009. AMERICAN INT'L: AIGFP Employees Willing to Accept Bonus Cuts ------------------------------------------------------------ The Wall Street Journal's Serena Ng and Joann S. Lublin report that people familiar with the matter said most employees currently at American International Group Inc.'s financial-products unit have indicated they will accept cuts in a batch of March retention awards if the bonuses are paid out as early as this week. According to the Journal, AIG had asked current employees of AIGFP if they would accept a 10% reduction in retention bonuses that are to be paid out by March 15; it indicated that those who agreed would get the discounted payouts by February 5. Employees were given until this past Tuesday to make a decision. People familiar with the matter told the Journal more than 95% of employees agreed to accept the company's offer. A few volunteered to take a reduction bigger than 10%, the people said. The Journal relates AIG sought the arrangements to help meet requests from U.S. pay czar Kenneth Feinberg that AIG reduce its proposed $195 million in March 2010 bonuses to AIG Financial Products employees and recoup $26 million of what it paid out in 2009. The Journal says over the past 16 months, the number of staffers at AIGFP has gone down to 237 from 428, as the company has unwound large amounts of derivatives trades and closed offices in Tokyo and Hong Kong. AIG still has outstanding derivatives with a notional value of $940 billion, and needs to unwind most of the trades in an orderly manner over at least the next year. The Journal also notes the March 2010 awards represent the last batch of retention bonuses that the company committed to pay under contracts written two years ago. Mr. Feinberg is reviewing new 2010 pay packages for a group of AIG's most highly paid executives, including some at AIGFP. About AIG 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 from the U.S. government, and continues to seek buyers of its assets. AMERICAN INT'L: Reuters Reveals Contents of Controversial Document ------------------------------------------------------------------ Reuters has obtained an unredacted version of an exhibit that American International Group and the New York Federal Reserve had asked the Securities and Exchange Commission to keep secret. Reuters' DealZone says the unredacted version of AIG's "Schedule A - List of Derivative Transactions": -- fills out some of the missing pieces in the AIG bailout, in which an entity set-up by the New York Fed effectively funneled tens of millions of dollars to 16 big U.S. and Europeans banks that had bought credit default swaps from the insurer. -- enables some to identify all of the 178 mortgage-related securities, or collateralized debt obligations, that AIG wrote insurance-like protection on. -- reveals that of the 178 tranches of CDOs that AIG insured, some 14% were on deals issued after 2005. DealZone says this is critical because in December 2007, former AIG Financial Products head Joseph Cassano had said AIG largely got out of the CDS business by the end of 2005. -- reveals that Goldman Sachs not only bought a lot of CDS from AIG to protect itself; the Wall Street firm also originated a good number of the CDOs that were in Societe Generale's portfolio. Some of the Goldman deals in SocGen's portfolio that AIG had insured includes CDOs with names like Adirondack 2005, Putnam Structured Product CDO 2002 and Davis Square Funding IV. An unredacted copy of the document obtained by Reuters is available at no charge at http://bankrupt.com/misc/AIGExhibit.pdf Reuters' DealZone notes the effort by the New York Fed to keep the document classified has sparked a furor on Capitol Hill and was the subject of a hearing last week by House Committee on Oversight and Government Reform. "It's been known for months that Goldman Sachs and Societe Generale were the two banks who recieved the most money in the deal because they had insured the most CDOs with AIG. But the new information enables traders, investors and the general public to see just which deals the banks had purchased insurance on," according to Reuters' DealZone. According to DealZone, Goldman Sachs, Societe Generale, Deutsche Bank, Merrill Lynch and other banks sold their ailing collateralized debt obligations to the New York Fed-sponsored entity, Maiden Lane III. AIG then canceled out the CDS contracts it had sold as default insurance on those 178 CDOs. DealZone relates Janet Tavakoli, a derivatives consultant who has called the AIG bailout a gift to the Wall Street banks, said the issue isn't just what deals AIG insured, but the underlying assets in those deals. She noted that a goodly number of the CDOs held by the banks also held pieces of other CDOs. "If all of this had come out in the public domain in late 2008, Goldman Sachs and Merrill would have been deeply embarassed and the Federal Reserve woudl have been questioned," said Ms. Tavakoli, according to DealZone. In the process, the banks were made whole and AIG no longer had to pay out billions of dollars in cash collateral to the banks everytime the CDOs dropped in value, according to DealZone. About AIG 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 from the U.S. government, and continues to seek buyers of its assets. AMERICAN INT'L: S&P Cuts ILFC Unsecured Debt Ratings to 'BB+' ------------------------------------------------------------- Standard & Poor's Ratings Services reports that in the media release published Jan. 25, 2010, related to International Lease Finance Corp., the estimated secured debt as a percentage of total assets was misstated. A corrected version follows. S&P lowered its ratings on International Lease Finance Corp., including lowering the corporate credit rating to 'BBB-' from 'BBB+', and lowered the ratings on its unsecured debt to 'BB+' from 'BBB+'. The ratings remain on CreditWatch with negative implications. S&P base the downgrade of its corporate credit rating on Los Angeles-based aircraft lessor ILFC on: * S&P's credit assessment of ILFC as a business AIG will most likely continue to own and partially fund for the next several years, while holding for eventual sale; * S&P's assessment of the likelihood of continued funding advances from AIG to ILFC; and * ILFC's shift toward secured borrowing, which reduces financial flexibility and in S&P's view will likely require amendment of the company's bank credit facilities, thus placing them on a secured basis and raising borrowing costs. "S&P bases its downgrade of ILFC's senior unsecured debt to 'BB+', one notch lower than the corporate credit rating, on an increasing proportion of secured debt," said Standard & Poor's credit analyst Christopher DeNicolo. "This places unsecured creditors in an essentially subordinated position," he continued. Following ILFC's October 2009 granting of collateral to secure advances from AIG, secured debt as a percentage of total assets, as S&P calculates it, rose to an estimated 15%, and S&P believes it is likely to rise above 20% this year. The ratings remain on CreditWatch with negative implications. Although S&P believes AIG is likely to remain committed to supporting ILFC based on current conditions, S&P also believes there is material execution risk in planned asset sales, refinancings, and the potential amendment of credit facilities. S&P could lower its ratings if S&P conclude there is less certainty of AIG continuing to provide funding to ILFC to supplement internal cash sources, or if adverse developments raise concerns regarding its long-term business prospects or ILFC's ability to execute on material liquidity initiatives. S&P could affirm the ratings if improved aviation market and credit market conditions allow ILFC to secure substantial external funding and eliminate its reliance on further advances from AIG, conditions that would also be conducive to a sale of the company. AMERICAN MARINE: Closed; Columbia State Bank Assumes All Deposits ----------------------------------------------------------------- American Marine Bank, Bainbridge Island, Washington, was closed Friday by the Washington 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 Columbia State Bank, Tacoma, Washington, to assume all of the deposits of American Marine Bank. The 11 branches of American Marine Bank reopened on Saturday as branches of Columbia State Bank. Depositors of American Marine Bank will automatically become depositors of Columbia State 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 Columbia State Bank that it has completed systems changes to allow other Columbia State Bank branches to process their accounts as well. Friday evening and over the weekend, depositors of American Marine Bank were able to access their money by writing checks or using ATM or debit cards. Checks drawn on the bank will continue to be processed. Loan customers should continue to make their payments as usual. As of September 30, 2009, American Marine Bank had approximately $373.2 million in total assets and $308.5 million in total deposits. Columbia State Bank will pay the FDIC a premium of 1.0 percent to assume all of the deposits of American Marine Bank. In addition to assuming all of the deposits of the failed bank, Columbia State Bank agreed to purchase essentially all of the assets. The FDIC and Columbia State Bank entered into a loss-share transaction on $255.1 million of American Marine Bank's assets. Columbia State Bank will share in the losses on the asset pools covered under the loss-share agreement. The loss-share transaction is projected to maximize returns on the assets covered by keeping them in the private sector. The transaction 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 1-800-517-8236. The phone number will be operational this evening until 9:00 p.m., Pacific Standard Time (PST); on Saturday from 9:00 a.m. to 6:00 p.m., PST; on Sunday from noon to 6:00 p.m., PST; and thereafter from 8:00 a.m. to 8:00 p.m., PST. Interested parties also can visit the FDIC's Web site at: http://www.fdic.gov/bank/individual/failed/americanmarine.html The FDIC estimates that the cost to the Deposit Insurance Fund (DIF) will be $58.9 million. Columbia State Bank's acquisition of all the deposits was the "least costly" resolution for the FDIC's DIF compared to all alternatives. American Marine Bank is the 15th FDIC-insured institution to fail in the nation this year, and the third in Washington. The last FDIC-insured institution closed in the state was Evergreen Bank, Seattle, on January 22, 2010. Congress created the Federal Deposit Insurance Corporation in 1933 to restore public confidence in the nation's banking system. The FDIC insures deposits at the nation's 8,099 banks and savings associations and it promotes the safety and soundness of these institutions by identifying, monitoring and addressing risks to which they are exposed. The FDIC receives no federal tax dollars - insured financial institutions fund its operations. APHTON CORP: Aventis Wins Dismissal of Fraudulent Transfer Suit -------------------------------------------------------------- Law360 reports that Aventis Pharmaceuticals Inc. has won the dismissal of an adversary proceeding aimed at forcing the drug company to return a $3 million payment it received from Aphton Corp. in connection with the failure of the planned immunotherapy drug Insegia. Headquartered in Philadelphia, Pennsylvania, Aphton Corporation -- http://www.aphton.com/-- is a clinical stage biopharmaceutical company focused on developing targeted immunotherapies for cancer. Aphton filed for chapter 11 protection on May 23, 2006. (Bankr. D. Del. Case No. 06-10510). Michael G. Busenkell, Esq., at Eckert Seamans Cherin & Mellot LLC serves as counsel to the Debtor. William J. Burnett, Esq., at Flaster Greenberg represents the Official Committee of Unsecured Creditors. At Dec. 31, 2005, Aphton's balance sheet showed assets totaling $6,775,858 and debts totaling $11,641,182. ARES CAPITAL: Moody's Continues Review on 'Ba1' Issuer Rating ------------------------------------------------------------- Moody's Investors Service said that it is continuing its review of Ares Capital Corporation's Ba1 issuer rating for possible downgrade and Allied Capital Corporation's B1 issuer and senior unsecured ratings for possible upgrade. These ratings were placed on review on October 26, 2009. The October 26, 2009 rating actions followed Ares' announcement that it had agreed to acquire 100% of Allied in an all stock transaction. The transaction is expected to close in the first quarter of 2010. The reviews will continue to focus on 1) completion of the proposed transaction, 2) the companies' ability to mitigate, through investment portfolio liquidations and/or new equity and debt issuance, the refinancing risk that the combined firm would face, 3) achievement of the companies' targeted debt to equity ratio of 0.65 times to 0.75 times and 4) asset quality trends during the review period. Moody's considers Ares recent common equity raise and upsizing and extension of its liquidity facilities to be positive developments. Moody's notes that there has recently been a competing bid made for Allied by Prospect Capital Corporation (Prospect), a company which Moody's does not rate. Should Prospect ultimately succeed in acquiring Allied the impact on the credit quality of Allied is uncertain. The last rating action on Ares and Allied was on October 26, 2009, when Moody's placed Ares Ba1 issuer rating on review for possible downgrade and Allied's B1 issuer and senior unsecured ratings on review for possible upgrade. Ares Capital Corporation is based in New York and reported total assets of $2.1 billion at September 30, 2009. Allied Capital Corporation is based in Washington DC and reported total assets of $2.8 billion at September 30, 2009. ARIES MARITIME: Changes Name to Newlead; Has $111.3MM Q3 Net Loss ----------------------------------------------------------------- Aries Maritime Transport Limited, now known as Newlead Holdings Ltd., reported a net loss of $111,300,000 for the three months ended September 30, 2009, from a net loss of $4,275,000 for the same period in 2008. The Company posted a net loss of $123,762,000 for the nine months ended September 30, 2009, from net income of $2,014,000 for the same period in 2008. Effective December 21, 2009, the Company changed its name from "Aries Maritime Transport Limited" to "NewLead Holdings Ltd." Operating revenues were $12,167,000 for the three months ended September 30, 2009, from $21,509,000 for the same period in 2008. Operating revenues were $42,898,000 for the nine months ended September 30, 2009, from $58,085,000 for the same period in 2008. As of September 30, 2009, the Company had $197,992,000 in total assets against $255,867,000 in total liabilities, all current, resulting in $57,875,000 in stockholders' deficit. In January 2010, the Company sold the MSC Seine and the Saronikos Bridge for an aggregate purchase price resulting in gross proceeds to the Company of $13.0 million, payable in cash. The Saronikos Bridge was delivered to her new owners on January 7, 2010 and the MSC Seine was delivered on January 20, 2010. Each of the MSC Seine and the Saronikos Bridge is a 2,917 TEU container vessel built in 1990. As a result of the sale and delivery of these vessels, the Company has exited the container market. As of September 30, 2009, the Company had a working capital deficit of $244.4 million, which include its total outstanding borrowing of $221.4 million. In connection with the Company's recapitalization, it was provided a waiver of all financial covenants (excluding working capital and minimum liquidity covenants) for a period ranging from 30 to 36 months to allow a sufficient period of time for new management to implement its business strategy. During the nine months ended September 30, 2009, the Company was in breach of certain financial covenants of its credit facility. As part of the waiver received with a Fifth Supplemental Agreement, the Company was required, among other covenants, to reduce the outstanding borrowings under the original facility agreement from $223.7 million to $200.0 million. In June 2009, the Company sold one vessel, the Ocean Hope, for net proceeds of $2.3 million and reduced outstanding borrowings to $221.4 million. From the months following the sale of the Ocean Hope until the recapitalization, the Company was in negotiations with its lenders to enter into a new $221.4 million facility agreement to refinance the Company's existing revolving credit facility. The execution of this agreement also coincided with the Company's assumption of a $37.4 million credit facility in relation to the three vessels transferred to the Company as part of the $400.0 million recapitalization. On October 13, 2009, these actions occurred in connection with the Company's $400.0 million recapitalization: -- The Company's existing syndicate of lenders entered into a new $221.4 million Facility Agreement to refinance the Company's existing revolving credit facility. Upon its refinancing, the financial covenants in the Facility Agreement were waived (excluding working capital and minimum liquidity covenants) for a period ranging from 30 to 36 months. The amount outstanding under the Facility Agreement is currently $191.4 million. -- The issuance of $145.0 million of the 7% Notes, that are convertible into common shares at a conversion price of $0.75 per common share. There are currently $125.0 million of 7% Notes outstanding. -- The Company assumed a $37.4 million credit facility in relation to the three vessels transferred to the Company as part of the recapitalization. Pursuant to a Share Purchase Agreement entered into on September 16, 2009, Grandunion, a company controlled by Michail S. Zolotas and Nicholas G. Fistes, acquired 18,977,778 newly issued common shares of the Company in exchange for three drybulk carriers. Of such shares, 2,666,667 were transferred to Rocket Marine, a company controlled by two former directors and principal shareholders in the Company, in exchange for Rocket Marine and its affiliates entering into a voting agreement with Grandunion. Subsequent to its assumption, this facility has been, and continues to be, periodically paid down and drawn upon to minimize the Company's cost of capital. As of January 26, 2010, there was no outstanding balance under this facility. A full-text copy of the Company's financial report is available at no charge at http://ResearchArchives.com/t/s?4f27 Based in Athens, Greece, NewLead Holdings Ltd. (NASDAQ: NEWL) is an international shipping company that owns and operates product tanker and dry bulk vessels. The Company's products tanker fleet consists of five MR tankers and four Panamax tankers, all of which are double-hulled. The Company also owns three dry bulk vessels secured on period charters. ARLIE & CO: U.S. Trustee Appoints 4 Members to Creditors Panel -------------------------------------------------------------- Robert D. Miller Jr., the Acting U.S. Trustee for Region 18, appointed four members to the Official Committee of Unsecured Creditors in Arlie & Company's Chapter 11 cases. The Committee members include: 1) James R. Hanks JRH Transportation Engineering 4765 Village Plaza Loop, Suite 201 Eugene, OR 97401 Tel: (541)687-1081 Fax: (541)345-6599 2) Gregory Brokaw Rowell Brokaw Architects, PC 1 East Broadway, Suite 300 Eugene, OR 97401 Tel: (541)485-1003 Fax: 541-485-7344 3) David E. Bomar Balzhiser & Hubbard Engineers, Inc. 100 W. 13th Avenue Eugene, OR 97401 Tel: (541)686-8478 Fax: 541-345-5303 4) Mike Broadsword Eugene Sand & Gravel/ Eugene Sand Construction P.O. Box 1067 Eugene, OR 97440 Tel: (541)683-6400 Fax: 541-683-5798 Eugene, Oregon-based Arlie & Company -- http://www.arlie.com/-- is a property developer. It is doing business as DHF Corp., and formerly dba Arlie Land and Cattle Company and Crescent Village Community Gardens, LLC. The Company filed for Chapter 11 bankruptcy protection on January 20, 2010 (Bankr. D. Ore. Case No. 10-60244). Albert N. Kennedy, Esq., at Tonkon Torp LLP in Portland, Oregon, assists the Company in its restructuring effort. The Company listed $100,000,001 to $500,000,000 in assets and $50,000,001 to $100,000,000 in liabilities. ARLIE & CO: Wants Feb. 18 Deadline for Filing of Schedules ---------------------------------------------------------- Arlie & Company has asked the U.S. Bankruptcy Court for the District of Oregon to extend by two weeks, until February 18, 2010, the filing of its schedules of assets and liabilities and statement of financial affairs. The Debtor's Schedules and Statement are currently due February 4, 2010. The Debtor says that it is working diligently on accurately completing its schedules and statement, but needs a two-week extension to complete the documents. Eugene, Oregon-based Arlie & Company -- http://www.arlie.com/-- is a property developer. It is doing business as DHF Corp., and formerly dba Arlie Land and Cattle Company and Crescent Village Community Gardens, LLC. The Company filed for Chapter 11 bankruptcy protection on January 20, 2010 (Bankr. D. Ore. Case No. 10-60244). Albert N. Kennedy, Esq., at Tonkon Torp LLP in Portland, Oregon, assists the Company in its restructuring effort. The Company listed $100,000,001 to $500,000,000 in assets and $50,000,001 to $100,000,000 in liabilities. ARLIE & CO: Wants to Hire Tonkon Torp as Chapter 11 Counsel ----------------------------------------------------------- Arlie & Company has sought permission from the U.S. Bankruptcy Court for the District of Oregon to employ Tonkon Torp LLP as its Chapter 11 counsel. Tonkon Torp will, among other things: a. take actions necessary to protect and preserve the Debtor's bankruptcy estate, including the prosecution of actions on the Debtor's behalf, the defense of any action commenced against the Debtor, negotiations concerning all litigation in which the Debtor is involved, objections to claims filed against the Debtor in this bankruptcy case, and the compromise or settlement of claims; b. advise the Debtor concerning, and prepare on behalf of the Debtor, the necessary applications, motions, memoranda, responses, complaints, answers, orders, notices, reports and other papers, and review all financial and other reports required from the Debtor as debtor-in-possession in connection with administration of the Chapter 11 case; c. advise the Debtor with respect to, and assist in the negotiation and documentation of, financing agreements, debt and cash collateral orders, and related transactions; and d. review the nature and validity of any liens asserted against the Debtor's property and advise the Debtor concerning the enforceability of the liens. The Tonkon Torp professionals who will primarily be involved in the case and their hourly rates are: Albert N. Kennedy, Partner $450 Michael W. Fletcher, Partner $300 Leslie Hurd Legal Assistant/Paralegal $90 Spencer Fisher, Paralegal $110 Albert N. Kennedy, Esq., at Tonkon Torp assures the Court that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. Eugene, Oregon-based Arlie & Company -- http://www.arlie.com/-- is a property developer. It is doing business as DHF Corp., and formerly dba Arlie Land and Cattle Company and Crescent Village Community Gardens, LLC. The Company filed for Chapter 11 bankruptcy protection on January 20, 2010 (Bankr. D. Ore. Case No. 10-60244). The Company listed $100,000,001 to $500,000,000 in assets and $50,000,001 to $100,000,000 in liabilities. ASAT HOLDING: Asks Noteholders to Approve Sale of Subsidiary ------------------------------------------------------------ ASAT Holdings Limited is soliciting consent from holders of its US$150 million 9.25% Senior Notes due 2011 to amend the indenture governing the Notes in order to permit the sale of ASAT Limited, a wholly owned subsidiary of the Company, to United Test and Assembly Center Ltd, and certain related transactions. A full-text copy of the consent solicitation is available for free at http://ResearchArchives.com/t/s?4f1d The Company is a wholly-owned subsidiary of ASAT Limited, a limited liability company incorporated under the laws of Hong Kong and a member of the group of companies controlled by ASAT Holdings. The business of the Group is to provide semiconductor package design, assembly and test services to businesses around the globe. The Group has for some time been in severe financial difficulty, brought about largely by the Group's high leverage, fluctuating demand and continuous downward pressure on product prices in the semiconductor industry. Due to the significant debt obligations of the Group as a whole and the global economic crisis, members of the Group have failed to meet their respective financial obligations, including the obligations of the Company under the Notes and the obligations of ASAT Holdings under the Purchase Money Loan Agreement, dated as of July 31, 2005, as amended, between ASAT Holdings, as borrower, the persons party thereto as lenders at the relevant time -- PMLA Lenders -- and Asia Opportunity Fund, L.P. as administrative agent -- PMLA. ASAT Holdings owes $2.4 million in due but unpaid principal and $3.4 million in accrued and unpaid interest and fees under the PMLA. A further $12.4 million in principal is outstanding under the PMLA. The board of directors of ASAT Holdings believes that it is reasonably likely that the Group will be unable to discharge its financial liabilities, including its liabilities with respect to the Notes and the PMLA, in full. The ability of the Company and the Group to continue to operate as a going concern is uncertain. With the passage of time, there is a significant possibility that it will be necessary for insolvency proceedings with respect to the Company and the Group as a whole to be commenced, perhaps in several jurisdictions simultaneously, and for the assets of the Group to be liquidated through such insolvency proceedings. In February 2009, the Board formed a special committee of its independent members to explore feasible strategies to address the financial difficulties of the Group. Shortly thereafter, ASAT entered into discussions with certain of the Holders and the PMLA Lenders, as well as holders of its common shares and preferred shares with a view toward implementing a financial restructuring that would have discharged its obligations under the Indenture and the PMLA in exchange for an issuance of equity in ASAT Holdings and new debt of the Company to the Holders and PMLA Lenders. As these discussions continued into the third quarter of 2009 and the cash position of the Group worsened, it became apparent that there was a significant risk that the Group would not be able to continue as a going concern prior to the expected time of completion of the financial restructuring. Furthermore, while the financial restructuring would have improved ASAT's capital structure, it would not have addressed ASAT's liquidity issues and ASAT would have continued to have had substantial capital requirements. In addition, the financial restructuring was subject to several third party approvals and conditions (including the approval of the Court of Grand Cayman and the U.S. Bankruptcy court), giving rise to further uncertainty as to whether it had a reasonable chance of being completed. Due to the uncertainty as to whether ASAT would have sufficient liquidity to continue operations through the completion of the proposed financial restructuring and as to whether ASAT would be able to achieve a favorable outcome for the Company and its creditors and other stakeholders through the proposed financial restructuring, in September 2009, ASAT retained Macquarie Capital to provide strategic advisory services and to assist the Special Committee in exploring possible alternatives to maximize value for the Company's stakeholders. In November 2009, the Group implemented an auction process to sell ASAT Limited, the indirect intermediate holding company for the Group's operating subsidiary, ASAT Semiconductor Dongguan Limited -- ASAT China -- and certain intragroup receivables owed by ASAT Limited to the Company and ASAT Holdings. At the end of the auction process, ASAT continued negotiations with three bidders. ASAT also provided for an informal re-bid process, giving each remaining bidder the opportunity to improve its terms. The Special Committee considered the competing offers at each stage of the process, and discussed the pros and cons of each bid with Macquarie, management, and legal counsel. The Special Committee also consulted with certain large Holders and PMLA Lenders on a confidential basis, and took account of their views on the relative attractiveness of each bid. Following such discussions and deliberations, the Special Committee advised the Board, and the Board concluded that one of the bids gave rise to significant uncertainty about whether a sale could be completed, primarily because of significant conditions precedent, longer lead time to completion and delayed payment of part of the consideration. According to ASAT, the bid from United Test and Assembly Center Ltd., provided a relatively straightforward structure for a sale of the Group's operations at an acceptable price from an acceptable counterparty. The Special Committee determined to proceed to finalization of a sale and purchase agreement with the Purchaser. The terms of such bid were finally reflected in a Sale and Purchase Agreement. Under the Sale and Purchase Agreement: (i) ASAT Holdings agreed to sell the entire issued share capital of ASAT Limited and all of ASAT Holdings' right, title and interest to the inter-company receivables -- ASAT Holdings Loan Receivable -- owing to ASAT Holdings, as lender, by ASAT Limited, as borrower, as of the date of completion of the Proposed Sale; and (ii) the Company agreed to sell and the Purchaser agreed to purchase all of the Company's right, title and interest to the inter-company receivables owing to the Company, as lender, by ASAT Limited, as borrower, as of the Completion Date, for an aggregate amount of $44,643,887, of which $1 is in consideration for the Sale Shares and $44,643,886 is in consideration for the ASAT Holdings Loan Receivable and the Company Loan Receivable, subject to satisfaction or waiver of each of the conditions precedent to the Sale and Purchase Agreement on or before March 31, 2010, which date may be extended by the agreement of the parties to the Sale and Purchase Agreement -- Long Stop Date. The Consideration payable by the Purchaser may be subject to a downward adjustment -- Price Adjustment -- of not more than $5,000,000, which is to be determined on the basis of working capital, debt and certain additional factors, calculated as of the Completion Date. Upon completion of the Proposed Sale, $5,000,000 of the Consideration -- Retained Escrow Amount -- will be deposited into an escrow account maintained with JPMorgan Chase Bank, N.A. The Purchaser will have no recourse against ASAT Holdings or the Company for any amounts that may become payable to the Purchaser with respect to any Price Adjustment or any warranty claims under the Sale and Purchase Agreement other than to extent there are available funds standing to the credit of the Escrow Account. The Special Committee on behalf of ASAT Holdings also engaged KPMG Corporate Finance Limited to deliver a fairness opinion to the Board with respect to the fairness to the creditors of ASAT Holdings and the Company of the Proposed Sale. The Fairness Opinion includes estimated recoveries to Holders, PMLA Lenders, holders of Series A Preferred Shares and holders of ordinary shares of ASAT Holdings in the event that the Group were to become subject to liquidation prior to completion of the Proposed Sale. Based on the Fairness Opinion, in the event of a liquidation of the Group, (i) Holders would be entitled to recover approximately 2.12% of the amount outstanding under the Notes, (including principal and accrued and unpaid interest on the Notes), (ii) PMLA Lenders would be entitled to recover approximately 1.48% of the amount outstanding under the PMLA Loan (including principal and accrued and unpaid interest on the PMLA Loan), and (iii) no liquidation proceeds would be available for distribution to holders of ASAT Holdings' Series A Preferred Shares or ordinary shares. About ASAT Holdings Limited ASAT Holdings Limited (OTC Bulletin Board: ASTTY) -- http://www.asat.com/-- is a global provider of semiconductor package design, assembly and test services. With 20 years of experience, the Company offers a definitive selection of semiconductor packages and world-class manufacturing lines. ASAT's advanced package portfolio includes standard and high thermal performance ball grid arrays, leadless plastic chip carriers, thin array plastic packages, system-in-package and flip chip. ASAT was the first company to develop moisture sensitive level one capability on standard leaded products. The Company has operations in the United States, Asia and Europe. ATRIUM CORP: Taps Kirkland & Ellis as Bankruptcy Counsel -------------------------------------------------------- Atrium Corp. and its debtor-affiliates seek permission from the U.S. Bankruptcy Court for the District of Delaware to employ Kirkland & Ellis LLP as bankruptcy counsel, nunc pro tunc to the Petition Date. K&E, among other things, will: a. advise and consult on the conduct of the Chapter 11 cases, including all of the legal and administrative requirements of operating in Chapter 11; b. attend meetings and negotiate with representatives of the Debtors' creditors and other parties-in-interest; c. take necessary actions to protect and preserve the Debtors' estates, including prosecute actions on the Debtors' behalf, defend any action commenced against the Debtors and represent the Debtors' interest in negotiations concerning litigation in which the Debtors are involved, including objections to claims filed against the Debtors' estates; and d. prepare pleadings, including motions, applications, answers, orders, reports and papers necessary or otherwise beneficial to the administration of the Debtors' estates. The hourly rates of K&E's personnel are: Partners $580-$995 Of Counsel $435-$995 Associates $340-$670 Paraprofessionals $135-$285 Richard M. Cieri, Esq., a partner at K&E, assures the Court that the firm is "disinterested" as that term is defined in Section 101(14) of the Bankruptcy Code. Headquartered in Dallas, Texas, Atrium Corporation -- http://www.atrium.com/-- is a manufacturer and supplier of residential windows and doors in North America. The company has 5,100 employees and 63 manufacturing facilities and distribution centers in 21 U.S. states, Canada and Mexico. Atrium Corporation and various affiliates filed for Chapter 11 bankruptcy protection on January 20, 2010 (Bankr. D. Del. Case No. 10-10150). Richard M. Cieri, Esq.; Joshua A. Sussberg, Esq.; and Brian E. Schartz, Esq., at Kirkland & Ellis LLP, and Dominic E. Pacitti, Esq.; and Michael W. Yurkewicz, Esq., at Klehr Harrison Harvey Branzburg LLP, assist the Debtors in their restructuring efforts. Deloitte Financial Advisory Services LLP is the Debtors' financial advisor. Moelis & Company is the Debtors' investment banker. Goodmans LLP is the Debtors' Canadian counsel. Garden City Group Inc. is the Debtors' claims agent. As of December 31, 2009, the Debtors listed $655.9 million in consolidated debts, but didn't state their consolidated assets. Atrium Corp.'s petition says assets are up to $500,000 while debts range from $100 million to $500 million. ATRIUM CORP: U.S. Trustee Sets Meeting of Creditors for Feb. 23 --------------------------------------------------------------- Roberta DeAngelis, the acting U.S. Trustee for Region 3, will convene a meeting of creditors in Atrium Corporation and its debtor-affiliates' Chapter 11 cases on February 23, 2010, at 10:00 a.m. The meeting will be held at J. Caleb Boggs Federal Building, 5th Floor, Room 5209. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This Meeting of Creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. Headquartered in Dallas, Texas, Atrium Corporation -- http://www.atrium.com/-- is a manufacturer and supplier of residential windows and doors in North America. The company has 5,100 employees and 63 manufacturing facilities and distribution centers in 21 U.S. states, Canada and Mexico. Atrium Corporation and various affiliates filed for Chapter 11 bankruptcy protection on January 20, 2010 (Bankr. D. Del. Case No. 10-10150). Richard M. Cieri, Esq.; Joshua A. Sussberg, Esq.; and Brian E. Schartz, Esq., at Kirkland & Ellis LLP, and Dominic E. Pacitti, Esq.; and Michael W. Yurkewicz, Esq., at Klehr Harrison Harvey Branzburg LLP, assist the Debtors in their restructuring efforts. Deloitte Financial Advisory Services LLP is the Debtors' financial advisor. Moelis & Company is the Debtors' investment banker. Goodmans LLP is the Debtors' Canadian counsel. Garden City Group Inc. is the Debtors' claims agent. As of December 31, 2009, the Debtors listed $655.9 million in consolidated debts, but didn't state their consolidated assets. Atrium Corp.'s petition says assets are up to $500,000 while debts range from $100 million to $500 million. ATRIUM CORP: Can Hire Garden City Group as Claims Agent ------------------------------------------------------- Atrium Corp. and its debtor-affiliates sought and obtained permission from the U.S. Bankruptcy Court for the District of Delaware to employ The Garden City Group, Inc., as notice, claims and balloting agent. GCG will, among other things: a. maintain and update the master mailing lists of creditors; b. gather data in conjunction with the preparation of the Debtors' schedules of assets and liabilities and statements of financial affairs; c. track and administer claims; and d. act as balloting agent. GCG will be paid based on its agreement with the Debtors. A copy of the agreement is available for free at: http://bankrupt.com/misc/ATRIUM_gcgpact.pdf Craig E. Johnson a senior director of GCG, has assured the Court that the firm is "disinterested" as that term is defined in Section 101(14) of the Bankruptcy Code. Headquartered in Dallas, Texas, Atrium Corporation -- http://www.atrium.com/-- is a manufacturer and supplier of residential windows and doors in North America. The company has 5,100 employees and 63 manufacturing facilities and distribution centers in 21 U.S. states, Canada and Mexico. Atrium Corporation and various affiliates filed for Chapter 11 bankruptcy protection on January 20, 2010 (Bankr. D. Del. Case No. 10-10150). Richard M. Cieri, Esq.; Joshua A. Sussberg, Esq.; and Brian E. Schartz, Esq., at Kirkland & Ellis LLP, and Dominic E. Pacitti, Esq.; and Michael W. Yurkewicz, Esq., at Klehr Harrison Harvey Branzburg LLP, assist the Debtors in their restructuring efforts. Deloitte Financial Advisory Services LLP is the Debtors' financial advisor. Moelis & Company is the Debtors' investment banker. Goodmans LLP is the Debtors' Canadian counsel. Garden City Group Inc. is the Debtors' claims agent. As of December 31, 2009, the Debtors listed $655.9 million in consolidated debts, but didn't state their consolidated assets. Atrium Corp.'s petition says assets are up to $500,000 while debts range from $100 million to $500 million. ATRIUM CORP: S&P Retains 'D' Rating on Senior Secured Facilities ---------------------------------------------------------------- Standard & Poor's Ratings Services revised the recovery ratings on Atrium Cos. Inc.'s senior secured revolving credit and term loan facilities following the company's Chapter 11 filing on Jan. 20, 2010. The issue-level rating on Atrium's senior secured credit facilities remains 'D', the same as the corporate credit rating on the company. S&P has revised the recovery rating on this debt to '5' from '4', indicating its expectation of modest (10% to 30%) recovery upon the conclusion of the bankruptcy process. The lower recovery rating on the senior secured credit facilities primarily reflects the impact of a $40 million in debtor-in- possession financing for which the company has sought approval from the bankruptcy court. The issue-level rating on the company's senior subordinated notes remains 'D', the same as the corporate credit rating on the company. The recovery ratings on these notes remain unchanged at '6', indicating S&P's expectation for negligible (0% to 10%) recovery upon the conclusion of the bankruptcy process. Ratings List Atrium Co. Inc. Corporate Credit Rating D Senior Secured D Rating Revised Atrium Co. Inc. To From -- ---- Recovery Rating 5 4 AXION INT'L: CEO Receives $218,200 in 2009 Pay, No Bonuses ---------------------------------------------------------- Axion International Holdings, Inc., paid $218,200 in total 2009 compensation to James Kerstein, its Chief Executive Officer. Mr. Kerstein received the same amount in 2008. He did not receive a bonus in years 2009 and 2008. The amount includes an automobile allowance of $850 per month. Marc Green, the Company's President and Treasurer, received $120,000 in total compensation in 2009 and the same amount the year before. Mr. Green also did not receive any bonus in both years. Michael Johnson, the Company's former Chief Financial Officer and Secretary, received $71,250 in total compensation in 2009, sans bonuses. He received $22,500 in 2008. Mr. Johnson joined the Company in April 2008 as Chief Financial Officer on a part-time basis and resigned in October 2009. Gary Anthony, who was appointed CFO and Secretary on a part-time basis in October 2009, received $2,885 in 2009 pay. Axion filed on January 28, 2010, an amended annual report on Form 10-K/A to amend Part III, Items 10 through 14 of its report for the fiscal year ended September 30, 2009, which was filed with the Securities and Exchange Commission on January 13, 2010, to include the information previously omitted. As reported in the Troubled Company Reporter on January 19, 2010, Jewett, Schwartz, Wolfe and Associates, in Hollywood, Florida, expressed substantial doubt about Axion International Holdings, Inc.'s ability to continue as a going concern after auditing the Company's consolidated financial statements as of and for the year ended September 30, 2009. The independent public accounting firm reported that the Company has incurred significant losses since inception and that the Company needs to seek new sources or methods of financing or revenue to pursue its business strategy. The Company reported a net loss of $5,759,415 on revenue of $1,374,961 for the year ended September 30, 2009, compared to a net loss of $3,544,161 on revenue of $6,472 from inception through September 30, 2008. Balance Sheet At September 30, 2009, the Company's consolidated balance sheet showed total assets of $2,035,334, total liabilities of $1,329,233, and total stockholders' equity of $706,101. A full-text copy of the Company's amended annual report on Form 10-K/A is available at no charge at: http://researcharchives.com/t/s?4f2f About Axion International Based in New Providence, N.J., Axion International Holdings, Inc. is the exclusive licensee of patented and patent-pending technologies developed for the production of structural plastic products such as railroad crossties, bridge infrastructure, marine pilings and bulk heading in several territories including North and South America, the Caribbean, South Korea, Saudi Arabia, The United Arab Emirates, and Russia; additionally, China is a shared country with the Company's strategic partner, Micron. Loan Pricing Jan. 31, 2010. BARK GROUP: Files Amendment No. 1 to Q3 2009 Report --------------------------------------------------- As reported in the Troubled Company Reporter on December 15, 2009, Bark Group Inc. and subsidiaries reported a net loss of $699,000 for the three months ended September 30, 2009, compared with a net loss of $532,000 for the same period of 2008. For the nine months ended September 30, 2009, the Company reported a net loss of $2,073,000, compared with a net loss of $2,340,000 for the same period last year. On January 29, 2010, the Company filed Amendment No. 1 to its quarterly report for the period ended September 30, 2009, in order to provide clarification regarding statements that the Company has made regarding growth in the Company's customer base experienced by the Company in the first nine months of 2009 and anticipated to be experienced in future years. The disclosure also includes risk factors associated with the experienced and prospective growth in the Company's customer base. Revenues declined to $2,841,000 during the nine months ended September 30, 2009, as compared to $7,150,000 during the nine months ended September 30, 2008, representing a decrease of $4,309,000 or 60%. This decrease was caused by the loss of the Company's biggest customer S. Trading (Totempo) in the fourth quarter of 2008 and the general decline in business activities due to the global economic downturn. S. Trading represented 37% of the Company's revenues in the nine months ended September 30, 2008. The Company is continuously working with the objectives of expanding its business with existing customers and securing new customers. For the nine months ended September 30, 2009, the Company gained five additional new customers. The Company gained a further two customers in the fourth quarter of 2009. These additional customers represent an increase in the number of the Company's customers from the beginning of fiscal 2009 and accordingly represent growth in the Company's business from the beginning of fiscal 2009. The new customers had resulted in revenues of approximately $670,000 during the nine months ended September 30, 2009. Additional revenue is anticipated from these customers based on marketing budgets discussed with these clients, which revenues will be realized in future fiscal periods, including during the fourth quarter of 2009 and in fiscal 2010. The revenues from these new customers for the nine months ended September 30, 2009, were not sufficient to offset the loss of revenues for the nine months ended September 30, 2008, from the Company's former largest customer S. Trading (Totempo) in the fourth quarter of 2008. The Company anticipates further revenues from these new customers from recurring projects based on discussions with these new clients and proposed marketing budgets, however the Company does not have long term contracts with these new customers and there is no assurance that client indications of future projects will materialize into revenues. Accordingly, there is no assurance that this growth in the Company's customer base will continue or, if it continues, that it will offset the loss of revenues attributable to the loss of S. Trading (Totempo) in the fourth quarter of 2008. The Company also anticipates that this growth in its client base will continue in the next few years based on the increase in its client base since January 1, 2009. A full-text copy of Amendment No. 1 to the September 30, 2009 quarterly report on Form 10-Q/A is available at no charge at: http://researcharchives.com/t/s?4f30 Balance Sheet At September 30, 2009, the Company's consolidated balance sheets showed $9,741,000 in total assets, $11,671,000 in total liabilities, and $1,505,000 in non-controlling interests, resulting in a $3,435,000 shareholders' deficit. The Company's consolidated balance sheets at September 30, 2009, also showed strained liquidity with $1,187,000 in total current assets available to pay $7,259,000 in total current liabilities. Liquidity/Going Concern As of September 30, 2009, the Company had cash of $11,000, a decrease of $75,000 from cash of $86,000 as of December 31, 2008. The Company's working capital deficit increased from $4,135,000 at December 31, 2008, to $6,072,000 at September 30, 2009, an increase of $1,937,000. The increase in working capital deficit is mainly due to loss in the nine months ended September 30, 2009, and delayed payments to suppliers. The Company currently has limited financial resources available to pay ongoing financial obligations as they became due. Further, at September 30, 2009, the Company had a shareholder's deficit of $3,435,000 which resulted primarily from operating losses incurred in 2007, 2008 and 2009. These conditions raise substantial doubt about the Company's ability to continue as a going concern. The Company expects to use cash of approximately $319,000 per quarter in operations and accordingly, the Company estimates that it will use approximately $7,347,000 over the next twelve months in order to sustain its current obligations and to continue to pay outstanding obligations as they become due. This amount does not include any funds necessary for the Company to expand its business or to pay costs that have been incurred in relation to the listing of its common shares in the United States. The Company will require further additional financing in order to pursue the expansion of its business, either through growth or acquisitions. The Company's current source of funding, in addition to cash from operations and its operating line of credits, is the loan commitment of DKK4,000,000 ($786,798) from Bark Holding, a related party. About Bark Group Based in Copenhagen K, Denmark, Bark Group Inc. (OTC BB: BKPG) -- http://bark-group.com/-- formerly Exwal Inc. is a commercial communication services Company that provides integrated traditional and new media advertising and marketing consulting services to its clients. Clients are comprised primarily of European businesses that range in size from small local businesses to larger trans-national and multi-national corporations. These clients include a range of businesses including financial institutions and banks, consumer products companies and luxury goods companies. BLOCKBUSTER INC: May Report $247MM Cash as of Fiscal Year End ------------------------------------------------------------- Blockbuster Inc. reports that as of its fiscal year ended January 3, 2010, the Company expects to have $247.2 million in cash and cash equivalents, which includes approximately $59 million in restricted cash for its letters of credit. Blockbuster is in the process of finalizing its financial results for the fourth quarter and fiscal year ended January 3, 2010. Under the terms of the indenture related to the Company's $675 million 11.75% senior secured notes offering, which was completed on October 1, 2009, the first principal and interest payment was due on January 1, 2010. However, where a principal or interest payment date is not a business day, the terms of the indenture provide for payment on the next succeeding business day, which, for the January 1, 2010 payment, was January 4, 2010. On January 4, 2010, the Company timely paid the $22.5 million amortization payment and the $19.8 million interest payment required under the indenture. About Blockbuster Inc. Dallas-based Blockbuster Inc. (NYSE: BBI, BBI.B) is a global provider of rental and retail movie and game entertainment. The Company provides its customers with convenient access to media entertainment anywhere and any way they want it -- whether in- store, by-mail, through vending and kiosks or digital download. With a highly recognized brand name and a library of over 125,000 movie and game titles, Blockbuster leverages its multi-channel presence to further build upon its leadership position in the media entertainment industry and to best serve the two million daily global customers and over 50 million annual global customers. The Company may be accessed worldwide at http://www.blockbuster.com/ 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. BUILDING MATERIALS: Moody's Affirms 'B1' Corporate Family Rating ---------------------------------------------------------------- Moody's Investors Service affirmed Building Materials Corporation of America's ratings -- Corporate Family Rating and Probability of Default Rating at B1, senior secured term loan and senior secured notes at Ba3, and second lien term loan at B2. In a related rating action Moody's assigned a Ba3 rating to the proposed senior secured notes due 2020. The outlook is positive. BMCA's B1 Corporate Family Rating incorporates the company's strong market position and its national footprint in the roofing repair and remodeling sector. The rating also reflects BMCA's strong operating performance resulting from sound demand for roofing repair, the main driver of BMCA's revenues, and a good liquidity profile. The company now benefits from the full integration of ElkCorp, which it acquired in March 2007, and its ongoing cost reduction program. For the last twelve months through October 4, 2009 BMCA generated a 19.5% EBITA margin (adjusted per Moody's methodology). EBITA-to-interest expense on a pro forma basis for the same period will likely remain around 3.2 times since the interest expense associated with the proposed senior secured notes due 2020 will likely be similar to the rate for the existing senior secured notes due 2014. Cash on hand totaled about $380 million at FYE09. The rating on the proposed senior secured notes due 2020 reflects the claim it has on the company's assets and will be pari passu to BMCA's senior secured term loan due 2014. Proceeds from the proposed senior secured notes will be used to refinance the company's existing $250.0 million senior secured notes due 2014. Once the refinancing is completed the rating on the $250.0 million 7.75% senior secured notes due 2014 will be withdrawn. These ratings/assessments were affected by this action: * Corporate Family Rating affirmed at B1; * Probability of Default Rating affirmed at B1; * $948.5 million (originally $975.0 million) Sr. Sec. Term Loan due 2014 affirmed at Ba3 (LGD3, 38%); * $250.0 million Sr. Sec. Notes due 2014 affirmed at Ba3 (LGD3, 38%); * Proposed Sr. Sec. Notes due 2020 rated Ba3 (LGD3, 38%); * $325.0 million Junior Lien Term Loan due 2014 affirmed at B2 (LGD5, 74%). The last rating action was on December 17, 2009, at which time Moody's upgraded the Corporate Family Rating to B1 and changed the outlook to positive. Building Materials Corporation of America, headquartered in Wayne, NJ, is a national manufacturer and marketer of a broad line of asphalt roofing products and accessories for the residential and commercial roofing markets. The company also manufactures specialty building products and accessories for the professional and do-it-yourself remodeling and residential construction industries. BMCA operates under the trade name GAF Materials Corp. Revenues for FY09 totaled about $2.6 billion. BUILDING MATERIALS: S&P Gives BBB- Issue Rating on $250MM Notes --------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'BBB-' issue rating (one notch above the corporate credit rating) to Building Materials Corp. of America's (BB+/Stable/--) proposed $250 million senior secured notes due 2020, based on preliminary terms and conditions. S&P also assigned a recovery rating of '2' to the notes, indicating that investors could expect substantial recovery (70%-90%) in the event of a default. BMCA plans to use the proceeds from the new notes, together with cash on hand, to redeem all of the company's outstanding $250 million senior notes due 2014 at the applicable redemption premium of 103.875%. BMCA had about $1.58 billion of debt and $380 million of cash and cash equivalents on Dec. 31, 2009. The ratings on BMCA reflect its well-established No. 1 market position in U.S. asphalt roofing shingles, attractive operating margins, good geographic sales diversity within the U.S., and relatively stable demand that supports a fair business risk profile. The company benefits from relatively consistent sales volumes despite weak construction markets because approximately 80% of roofing demand comes from less discretionary repair and replacement activity. Ratings List Building Materials Corp. of America Corporate credit rating BB+/Stable/-- New Rating $250 million senior secured notes due 2020 BBB- Recovery rating 2 CALVIN WHITE: Case Summary & 22 Largest Unsecured Creditors ----------------------------------------------------------- Joint Debtors: Calvin G. White Janae B. White PO Box 2659 Wenatchee, WA 98807-2659 Case No.: 10-00453 Type of Business: Chapter 11 Petition Date: January 29, 2010 Court: United States Bankruptcy Court Eastern District Of Washington (Spokane/Yakima) Debtors' Counsel: Allan L. Galbraith, Esq. Davis Arneil Law Firm LLP 617 Washington Street Wenatchee, WA 98801 Tel: (509) 662-3551 Fax: (509) 662-9074 Email: allan@dadkp.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by the Joint Debtors. Debtors' List of 22 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Pottery Barn $900 Cardmember Services Mercedes-Benz Security Agreement $15,000 Secured Value: $45,000 Cashmere Valley Bank Security Agreement $6,000 Secured Value: $20,000 Cashmere Valley Bank Security Agreement $6,000 Secured Value: $20,000 Bank of America $2,100 Card Services Bank of America $73,000 Card Services Chase Bank $2,500 Card Services Chase Bank $16,500 Card Services Cashmere Valley Bank $267,000 PO Box G Cashmere WA 98815 Key Bank $93,900 Key Bank $8,300 HSBC Retail Services $272 Key Bank $7,700 VISA Card Services Macy's $478 Card Services Jim Coley $200,000 c/o Joe Delay Diane Pooley $150,000 c/o Joe Delay Internal Revenue Service $750,000 Ogden, UT 84201 Internal Revenue Service $500,000 Ogden, UT 84201 Montana Dept of Revenue $26,000 Montana Dept of Revenue $50,000 Pier One Imports $993 Cardmember Services Numerica Credit Union $5,000 Secured Value: $40,000 CARMIKE CINEMAS: Bank Debt Trades at Less Than 1% Off ----------------------------------------------------- Participations in a syndicated loan under which Carmike Cinemas, Inc., is a borrower traded in the secondary market at 99.40 cents- on-the-dollar during the week ended Friday, Jan. 29, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 1.45 percentage points from the previous week, The Journal relates. The Company pays 250 basis points above LIBOR to borrow under the facility. The bank loan matures on May 19, 2012, and carries Moody's B1 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 Friday among the 172 loans with five or more bids. As stated by the Troubled Company Reporter, on Jan. 14, 2010, Standard & Poor's assigned Carmike Cinemas, Inc.'s proposed senior secured credit facilities of up to $305 million its issue-level rating of 'B-' (at the same level as the 'B-' corporate credit rating on the company). S&P also assigned the facilities a recovery rating of '4', indicating S&P's expectation of average (30%-50%) recovery for lenders in the event of payment default. The credit facilities consist of a term loan up to $275 million due 2016 and a $30 million revolving credit facility due 2013. In addition, S&P affirmed its outstanding ratings on the company, including the 'B-' corporate credit rating. The outlook on the rating is stable. Moody's rated Carmike Cinemas, Inc.'s proposed new credit facilities B1, one notch above the company's B2 corporate family rating, which remains unchanged. While Carmike's B3 probability of default rating remains unchanged, the company's ratings outlook was prospectively changed to stable from negative reflecting the improved MATURITY, profile, pro forma for the closing of the facilities as proposed. Headquartered in Columbus, Georgia, and operating 246 cinema theatres with 2,282 screens located in 35 states, Carmike is the fourth largest motion picture exhibitor in the United States. CENTRAL KANSAS PODIATRY: Files for Chapter 11 Bankruptcy -------------------------------------------------------- Karen Shideler at The Wichita Eagle reports that Central Kansas Podiatry Associates filed for Chapter 11 bankruptcy, listing liabilities of $1,145,968 and assets of $263,814. According to the report, the company said it owes the Internal Revenue Services $161,959, $141,019 and $218,000. The Kansas Department of Revenue also is listed as a creditor, with a claim of $29,940, Ms. Shideler reports. Central Kansas Podiatry Associates -- http://www.ksfootdoc.com/-- offers podiatric care. CHANTICLEER HOLDINGS: Files Amendment to Q3 2009 Report ------------------------------------------------------- Chanticleer Holdings, Inc., filed its quarterly report on Form 10-Q for the quarter ended September 30, 2009, on November 13, 2009. On January 28, 2010, the Company Amendment No. 1 on Form 10-Q/A to make these changes: -- To value the 500,000 shares of Remodel Auction Incorporated at $150,000 instead of the original valuation of $70,000 due to revised pricing information, -- Revise and expand disclosure of investments in Note 3, -- Update disclosure in MD&A. The Company reported a net loss of $36,972 on management and consulting revenue of $260,875 for the three months ended September 30, 2009, compared to a net loss of $265,253 on management and consulting revenue of $25,000 for the same period of 2008. The Company recorded an unrealized loss from its investment in marketable equity securities during the September 2009 quarter, of $98,000, which decreased a portion of the $357,000 unrealized gain recorded in the June 2009 quarter. Nine Months Results For the nine months ended September 30, 2009, the Company reported a net loss of $111,205 on management and consulting revenue of $499,603, compared to a net loss of $918,184 on management and consulting revenue of $203,555 for the same period in the previous year. Balance Sheet At September 30, 2009, the Company's consolidated balance sheets showed total assets of $2,224,569, total current liabilities of $726,488, and total stockholders' equity of $1,498,081. A full-text copy of the Company's amended quarterly report is available at no charge at http://researcharchives.com/t/s?4f2e Going Concern Doubt At September 30, 2009, and December 31, 2008, the Company had current assets of $527,348 and $23,556; current liabilities of $726,488 and $686,125; and a working capital deficit of $199,140 and $662,569, respectively. The Company incurred a loss of $111,205 during the nine month period ended September 30, 2009. In addition, the Company sold 1/2 of its interest in Chanticleer Investors, LLC for its carrying value of $575,000 during the second quarter. At September 30, 2009, the Company had $41,007 in cash and has an advance to Chanticleer Investors in the amount of $67,500 available to be returned, giving the Company $108,507 in cash. Cash administrative expenses were approximately $195,000 in the third quarter and are expected to be approximately $175,000 in the fourth quarter of 2009 and the first three quarters of 2010, assuming no other changes. This total estimated future cash requirement of $700,000 is expected to be met with a combination of existing cash, sales of common stock and management fees and distributions from investments. The Company formed Chanticleer Holdings, Ltd., a Jersey corporation, during the first quarter of 2009. The Company planned to transfer the franchise rights for South Africa to this company and raise funds in Germany to fund initial development of four planned Hooters restaurant locations. The Company is in a 50/50 joint venture with another company which will fund one-half of the costs. CHL was not active at September 30, 2009, and the Company was pursuing another source of funds. "If the above events do not occur or if the Company does not raise sufficient capital, substantial doubt about the Company's ability to continue as a going concern exists." About Chanticleer Holdings Based in Charlotte, N.C., Chanticleer Holdings, Inc. (OTC BB: CCLR) -- http://www.chanticleerholdings.com/-- operates two wholly-owned operating subsidiaries: Chanticleer Advisors, an investment manager; and Avenel Ventures, a consulting firm. Additionally, the company owns several minority investments in private companies, including an interest in a convertible note into Hooters of America, Inc. Chanticleer Holdings, Inc., was formed in 2005 as a business development company. In 2008 the Company's shareholders elected to convert to an operating holding company. CHARTER COMMS: Bank Debt Trades at 7% Off in Secondary Market ------------------------------------------------------------- Participations in a syndicated loan under which Charter Communications, Inc., is a borrower traded in the secondary market at 92.85 cents-on-the-dollar during the week ended Friday, Jan. 29, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents a drop of 0.63 percentage points from the previous week, The Journal relates. The Company pays 262.5 basis points above LIBOR to borrow under the loan facility, which matures on March 6, 2014. Moody's has withdrawn its rating, while Standard & Poor's has assigned a BB+ 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 Friday among the 172 loans with five or more bids. About Charter Communications Based in St. Louis, Missouri, Charter Communications, Inc. (Pink OTC: CHTRQ) -- http://www.charter.com/-- is a broadband communications company and the fourth-largest cable operator in the United States. Charter provides a full range of advanced broadband services, including advanced Charter Digital Cable(R) video entertainment programming, Charter High-Speed(R) Internet access, and Charter Telephone(R). Charter Business(TM) similarly provides scalable, tailored, and cost-effective broadband communications solutions to business organizations, such as business-to-business Internet access, data networking, video and music entertainment services, and business telephone. Charter's advertising sales and production services are sold under the Charter Media(R) brand. Charter Communications and more than a hundred affiliates filed voluntary Chapter 11 petitions on March 27, 2009 (Bankr. S.D.N.Y. Case No. 09-11435). As of March 31, 2009, the Debtors had total assets of $13,650,000,000, and total liabilities of $24,501,000,000. Pacific Microwave filed for bankruptcy April 20, 2009, disclosing assets of not more than $50,000 and debts of more than $1 billion. The Hon. James M. Peck presides over the cases. Richard M. Cieri, Esq., Paul M. Basta, Esq., and Stephen E. Hessler, Esq., at Kirkland & Ellis LLP, in New York, serve as counsel to the Debtors, excluding Charter Investment Inc. Albert Togut, Esq., at Togut, Segal & Segal LLP in New York, serves as Charter Investment, Inc.'s bankruptcy counsel. Curtis, Mallet-Prevost, Colt & Mosel LLP, in New York, is the Debtors' conflicts counsel. Ernst & Young LLP is the Debtors' tax advisors. KPMG LLP is the Debtors' independent auditor. The Debtors' valuation consultants are Duff & Phelps LLC; the Debtors' financial advisors are Lazard Freres & Co. LLC; and the Debtors' restructuring consultants are AlixPartners LLC. The Debtors' regulatory counsel is Davis Wright Tremaine LLP, and Friend Hudak & Harris LLP. The Debtors' claims agent is Kurtzman Carson Consultants LLC. Judge James M. Peck of the U.S. Bankruptcy Court for the Southern District of New York approved the Debtors' pre-arranged joint plan of reorganization in a bench ruling on Oct. 15, 2009. On Nov. 30, 2009, Charter Communications, Inc., announced that it has successfully completed its financial restructuring, which significantly improves the Company's capital structure by reducing debt by approximately 40 percent, or approximately $8 billion. Charter Communications, Inc., has emerged from Chapter 11 under its pre-arranged Joint Plan of Reorganization, which was confirmed by the United States Bankruptcy Court for the Southern District of New York on Nov. 17, 2009. Bankruptcy Creditors' Service, Inc., publishes Charter Communications Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by Charter Communications and more than 100 of its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) CHRYSLER LLC: Arbitration Statement Issued ------------------------------------------ BankruptcyData reports that Chrysler LLC announced that it is "going forward with the arbitration process mandated by House of Representatives Bill 3288, Section 747." 409 dealers whose contracts were rejected have filed for arbitration as of January 27, 2010. Chrysler states, "The company looks forward to the expeditious completion of the process. A robust dealer network is a critical component of the Group's strategy of rebuilding a strong and resilient American automaker." 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) CITADEL BROADCASTING: Bank Debt Trades at 20% Discount ------------------------------------------------------ Participations in a syndicated loan under which Citadel Broadcasting Corporation is a borrower traded in the secondary market at 80.07 cents-on-the-dollar during the week ended Friday, Jan. 29, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 0.82 percentage points from the previous week, The Journal relates. Citadel pays 175 basis points above LIBOR to borrow under the loan facility, which matures on June 1, 2014. Moody's has withdrawn its 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 Friday among the 172 loans with five or more bids. Citadel Broadcasting Corporation (OTC BB: CTDB) -- http://www.citadelbroadcasting.com/-- is the third largest radio group in the United States, with a national footprint reaching more than 50 markets. Citadel is comprised of 166 FM stations and 58 AM stations in the nation's leading markets, in addition to Citadel Media, which is one of the three largest radio networks in the United States. Citadel Broadcasting filed for Chapter 11 with 50 affiliates on Dec. 20, 2009, in Manhattan (Bankr. S.D.N.Y. Case No. 09-17422). The Company listed assets of $1.4 billion and debt of $2.5 billion in its Chapter 11 filing. Kirkland & Ellis LLP is serving as legal counsel and Lazard Freres & Co. LLC. As financial advisor for the restructuring. Kurtzman Carson Consultants is serving as claims and notice agent. Bankruptcy Creditors' Service, Inc., publishes Citadel Broadcasting Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Citadel Broadcasting Corp. and other affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) CITIZENS REPUBLIC: Defers Payments on Trust Preferred Shares ------------------------------------------------------------ Citizens Republic Bancorp, Inc. (Nasdaq: CRBC) will suspend the dividend payments on all outstanding 7.50% Enhanced Trust Preferred Securities of Citizens Funding Trust I and on its Fixed Rate Cumulative Perpetual Preferred Stock, Series A, issued to the U.S. Department of the Treasury. This action will preserve $4.9 million in cash on a quarterly basis and reduces the need for Citizens to raise additional capital. Citizens says that the decision was made in light of the company's net losses over the last several quarters and in consultation with the Federal Reserve Bank of Chicago as required by regulatory policy. Citizens says it has demonstrated it has sufficient cash and liquidity to pay the scheduled dividends on its TARP Preferred Stock and interest payments on the debentures underlying the trust preferred securities, but is taking these actions to support and preserve its capital position in light of economic conditions and to lessen the need for raising any additional capital. Citizens intends to reevaluate the deferral of these payments periodically and, in consultation with its regulators, will consider reinstating these payments when appropriate. Under the terms of the junior subordinated debentures and trust documents, Citizens is allowed to defer payments of interest for up to 10 years without default, but such amounts will continue to accrue. Also during the deferral period, Citizens generally may not pay cash dividends on or purchase its common stock or preferred stock, including the TARP Preferred Stock. Dividend payments on the TARP Preferred Stock may be deferred without default, but the dividend is cumulative and may eventually give the holder board representation rights. With $11.9 billion in total assets at December 31, 2009, Citizens Republic Bancorp, Inc. -- http://www.citizensbanking.com/-- is a diversified financial services company providing a wide range of commercial, consumer, mortgage banking, trust and financial planning services to a broad client base. Citizens serves communities in Michigan, Ohio, Wisconsin, and Indiana as Citizens Bank and in Iowa as F&M Bank, with 229 offices and 267 ATMs. Citizens Republic Bancorp is the largest bank holding company headquartered in Michigan with roots dating back to 1871 and is the 47th largest bank holding company headquartered in the United States. CITY CENTER NORTH: Files for Chapter 11 Bankruptcy in Kansas ------------------------------------------------------------ City Center North and its two equity partners -- Lenexa Retail Partners LLC of Topeka and Country Hill Center Associates -- filed for Chapter 11 bankruptcy on January 27, 2010, before the U.S. Bankruptcy Court for the District of Kansas. Rob Roberts at Kansas City Business Journal relates City Center North has been developing the mixed-use City Center North Village in Lenexa. The partnership is led by Johnson County developer Ralph Varnum. Lenexa Retail Partners is led by development partner Greg Bair, while Country Hill Center Associates is led by Mr. Varnum. All three petitioners listed assets of less than $50,000 and liabilities of between $10 million and $50 million. Business Journal notes the petitioners submitted the same list of largest creditors, which include OKL LLC, a partnership affiliated with KC Venture Group LLC, $9.6 million; and the city of Lenexa, $3.5 million. According to the filings, the city's claim relates to the extension of 87th Street Parkway. Business Journal says City Center North Village, part of the larger Lenexa City Center development, is northwest of 87th Street Parkway and Renner Boulevard. Business Journal notes residential development is underway in portions of the City Center North project that have been sold off to residential development partners. However, the 260,000 square feet of office space and 331,000 square feet of retail space Mr. Varnum planned to develop have been delayed by the economy, according to Business Journal. CLAIRE'S STORES: Bank Debt Trades at 18% Off in Secondary Market ---------------------------------------------------------------- Participations in a syndicated loan under which Claire's Stores, Inc., is a borrower traded in the secondary market at 81.79 cents- on-the-dollar during the week ended Friday, Jan. 29, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents a drop of 2.54 percentage points from the previous week, The Journal relates. The Company pays 275 basis points above LIBOR to borrow under the facility. The bank loan matures on May 29, 2014, and carries Moody's Caa2 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 Friday among the 172 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. COMMUNITY BANK AND TRUST: Closed; SCBT Assumes All Deposits ----------------------------------------------------------- Community Bank and Trust, Cornelia, Georgia, was closed Friday by the Georgia Department of Banking and Finance, which appointed the Federal Deposit Insurance Corporation as receiver. To protect the depositors, the FDIC entered into a purchase and assumption agreement with SCBT, N.A., Orangeburg, South Carolina, to assume all of the deposits of Community Bank and Trust. The 36 branches of Community Bank and Trust will reopen during normal business hours as branches of SCBT, N.A., but will continue to conduct business under the name Community Bank and Trust. Depositors of Community Bank and Trust will automatically become depositors of SCBT, N.A. 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 the former Community Bank and Trust branch until they receive notice from SCBT, N.A., that it has completed systems changes to allow other SCBT, N.A. branches to process their accounts as well. Friday evening and over the weekend, depositors of Community Bank and Trust were able to access their money by writing checks or using ATM or debit cards. Checks drawn on the bank will continue to be processed. Loan customers should continue to make their payments as usual. As of September 30, 2009, Community Bank and Trust had approximately $1.21 billion in total assets and $1.11 billion in total deposits. SCBT, N.A., did not pay the FDIC a premium to assume all of the deposits of Community Bank and Trust. In addition to assuming all of the deposits, SCBT, N.A. agreed to purchase essentially all of the failed bank's assets. The FDIC and SCBT, N.A., entered into a loss-share transaction on $827.7 million of Community Bank and Trust's assets. SCBT, N.A., will share in the losses on the asset pools covered under the loss-share agreement. The loss-share transaction is projected to maximize returns on the assets covered by keeping them in the private sector. The transaction 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 1-800-430-7974. The phone number will be operational this evening until 9:00 p.m., Eastern Standard Time (EST); on Saturday from 9:00 a.m. to 6:00 p.m., EST; on Sunday from noon to 6:00 p.m., EST; and thereafter from 8:00 a.m. to 8:00 p.m., EST. Interested parties also can visit the FDIC's Web site at: http://www.fdic.gov/bank/individual/failed/cbt-cornelia.html The FDIC estimates that the cost to the Deposit Insurance Fund will be $354.5 million. SCBT, N.A's acquisition of all the deposits was the "least costly" resolution for the FDIC's DIF compared to all alternatives. Community Bank and Trust is the 13th FDIC-insured institution to fail in the nation this year, and the second in Georgia. The last FDIC-insured institution closed in the state was First National Bank of Georgia, Carrollton, earlier Friday. Congress created the Federal Deposit Insurance Corporation in 1933 to restore public confidence in the nation's banking system. The FDIC insures deposits at the nation's 8,099 banks and savings associations and it promotes the safety and soundness of these institutions by identifying, monitoring and addressing risks to which they are exposed. The FDIC receives no federal tax dollars - insured financial institutions fund its operations. COMMUNITY HEALTH: Bank Debt Trades at 6% Off in Secondary Market ---------------------------------------------------------------- Participations in a syndicated loan under which Community Health Systems, Inc., is a borrower traded in the secondary market at 94.28 cents-on-the-dollar during the week ended Friday, Jan. 29, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents a drop of 0.71 percentage points from the previous week, The Journal relates. The Company pays 225 basis points above LIBOR to borrow under the facility. The bank loan matures on May 1, 2014, and 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 Friday among the 172 loans with five or more bids. Based in Franklin, Tennessee, Community Health Systems, Inc. -- http://www.chs.net/-- is the largest publicly traded operator of hospitals in the United States in terms of number of facilities and net operating revenues. The company provides healthcare services through these hospitals that it owns and operates in non- urban and selected urban markets throughout the United States. The company also owns and operates home health agencies, including four home health agencies located in markets where it does not operate a hospital. Through its wholly owned subsidiary, Quorum Health Resources, LLC, the company provides management and consulting services to non-affiliated general acute care hospitals located throughout the United States. CORBIN PARK: Court OKs Lentz Clark to Handle Reorganization Case ---------------------------------------------------------------- The Hon. Robert D. Berger of the U.S. Bankruptcy Court for the District of Kansas authorized Corbin Park, L.P. to employ Lentz Clark Deines PA to represent the Debtor in its Chapter 11 case. The firm can be reached at: Lentz Clark Deines PA 9260 Glenwood Overland Park, KS 66212 Tel: (913) 648-0600 Fax: (913) 648-0664 Omaha, Nebraska-based Corbin Park, L.P., filed for Chapter 11 bankruptcy protection on January 5, 2010 (Bankr. D. Kan. Case No. 10-20014). Carl R. Clark, Esq., and Jeffrey A. Deines, Esq., at Lentz Clark Deines PA, assist the Company in its restructuring effort. The Company listed $50,000,001 to $100,000,000 in assets and $10,000,001 to $50,000,000 in liabilities. CORBIN PARK: Has Until February 3 to File Schedules & Statement -------------------------------------------------------------- The Hon. Robert D. Berger of the U.S. Bankruptcy Court for the District of Kansas extended until February 3, 2010, Corbin Park, L.P.'s time to file its schedules of assets and liabilities, statement of financial affairs and related documents. Omaha, Nebraska-based Corbin Park, L.P., filed for Chapter 11 bankruptcy protection on January 5, 2010 (Bankr. D. Kan. Case No. 10-20014). Carl R. Clark, Esq., and Jeffrey A. Deines, Esq., at Lentz Clark Deines PA, assist the Company in its restructuring effort. The Company listed $50,000,001 to $100,000,000 in assets and $10,000,001 to $50,000,000 in liabilities. CULLIGAN INTERNATIONAL: Bank Debt Trades at 21% Discount -------------------------------------------------------- Participations in a syndicated loan under which Culligan International Co. is a borrower traded in the secondary market at 79.40 cents-on-the-dollar during the week ended Friday, Jan. 29, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increrase of 0.60 percentage points from the previous week, The Journal relates. The Company pays 225 basis points above LIBOR to borrow under the facility. The bank loan matures on Oct. 16, 2012, and 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 Friday among the 172 loans with five or more bids. Culligan International Co. is a water services provider based in Rosemont, Illinois. The company distributes its products primarily through an extensive dealer network. DECODE GENETICS: Stefansson Steps Down as Chairman, CEO & Director ------------------------------------------------------------------ DGI Resolution, Inc., formerly known as deCODE genetics, Inc., reports that on January 22, 2010, in connection with the closing of the company's Section 363 sale, Kari Stefansson resigned as Chairman, Chief Executive Officer and as a director of DGI effective immediately. Mr. Stefansson will continue to serve as President of DGI. In addition, Mark Gurney resigned as Senior Vice President, Drug Discovery and Development effective January 25, 2010, and Jakob Sigurdsson resigned as Senior Vice President, Corporate Development effective January 27, 2010. James Beery was elected to serve as Chairman of the Board of DGI on January 22, 2010. On January 21, 2010, as reported by the Troubled Company Reporter, pursuant to the Asset Purchase Agreement dated November 16, 2009, the Company completed the sale of its Iceland-based subsidiary, deCODE genetics ehf (also known as Islensk erfdagreining), and its drug discovery and development programs to Saga Investments LLC, a private company, in a sale conducted under the provisions of Section 363 of the U.S. Bankruptcy Code and approved by the United States Bankruptcy Court for the District of Delaware on January 14, 2010. The aggregate consideration received by DGI in connection with the Section 363 Sale was comprised of these components: (i) a credit bid of $10.9 million representing the full amount owed to Saga under the debtor-in-possession loan agreement, (ii) $3,000,000 in cash, (iii) additional cash consideration equal to 25% of the net cash proceeds from the sale, license, or other monetization of DG041, DG051, and DG071 received within 24 months after the date of the closing minus $3 million, and (iv) a non-voting junior convertible preferred membership interest in Saga, representing a fully diluted ownership interest of approximately 15% of Saga. DGI expects that it will be liquidated pursuant to a plan of liquidation which will be subject to the approval of the Court. In the event of liquidation, any recovery for stockholders of DGI would be highly unlikely. On January 27, 2010, DGI filed with the Delaware Secretary of State a Certificate of Amendment of Amended and Restated Certificate of Incorporation of deCODE genetics, Inc., amending its Restated Certificate of Incorporation and changing its name from "deCODE genetics, Inc." to "DGI Resolution, Inc." The Amendment was made pursuant to Section 303 of the General Corporation Law of the State of Delaware and under an order of the Court in the Chapter 11 Proceeding. Stockholder approval of the Amendment was not required. DGI expects to file with the Securities and Exchange Commission copies of the financial reports that files with the Court and the United States Trustee under the cover of a current report on Form 8-K. DGI also expects to file under cover of a current report on Form 8-K such reports as may be required to disclose material events relating to the Chapter 11 Proceeding. Following the closing of the Section 363 Sale, DGI established a new Web site, http://www.DGIResolution.us/for informational purposes (including with respect to certain SEC filings) and has terminated its association with the Web site http://www.decode.com/ About decode Genetics deCODE Genetics Inc. is a global leader in analyzing and understanding the human genome. deCODE has identified key variations in the sequence of the genome conferring increased risk of major public health challenges from cardiovascular disease to cancer, and employs its gene discovery engine to develop DNA-based tests to assess individual risk of common diseases; to license its tests and intellectual property to partners; and to provide comprehensive, leading- edge contract services to companies and research institutions around the globe. The Company was founded in 1996 and is headquartered in Reykjavik, Iceland. deCODE's balance sheet at June 30, 2009, showed total assets of $69.85 million and total liabilities of $313.92 million, resulting in a stockholders' deficit of $244.07 million. The Company filed for Chapter 11 on November 16, 2009 (Bankr. D. Del. Case No. 09-14063). The petition listed assets of $69.9 million against debt of $314 million. Liabilities include $230 million on 3.5% senior convertible notes. DENHAM HOMES: Case Summary & 8 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Denham Homes, LLC fka Spatz Homes, LLC 14 N. Peoria St., Unit 3F Chicago, IL 60607 Bankruptcy Case No.: 10-03164 Type of Business: Chapter 11 Petition Date: January 28, 2010 Court: United States Bankruptcy Court Northern District of Illinois (Chicago) Judge: Jack B. Schmetterer Debtor's Counsel: Daniel A. Zazove, Esq. Perkins Coie LLP 131 S. Dearborn, Suite 1700 Chicago, IL 60603-5559 Tel: (312) 324-8605 Fax: (312) 324-9400 Email: dzazove@perkinscoie.com Kathleen A. Stetsko, Esq. Perkins Coie 131 S. Dearborn, Suite 1700 Chicago, IL 60603 Tel: (312) 324-8400 Email: kstetsko@perkinscoie.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by William Spatz, the company's manager. Debtor's List of 8 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ R.J. Daigle & Sons Trade debt $513,525 Contractors, Inc. PO Box 1960 Gonzales, LA 70707 Barriere Construction Trade debt $158,575 Co., LLC Alvin Fairburn & Trade debt $41,757 Associates, LLC Hartley Construction, Inc. Trade debt $25,437 Kenny Lindsey Construction Trade debt $14,922 LLC Griggs Construction Trade debt $9,700 Company, Inc. Baton Rouge Turf and Trade debt $5,000 Landscape, Inc. Hunter's Landscape & Trade debt $2,800 Maintenance DISH NETWORK: Fitch Affirms Issuer Default Rating at 'BB-' ---------------------------------------------------------- Fitch Ratings affirms the 'BB-' Issuer Default Rating assigned to DISH Network Corporation and its wholly owned subsidiary DISH DBS Corporation. Fitch has also affirmed the 'BB-' rating assigned to the senior unsecured notes issued by DDBS Corporation. As of Sept. 30, 2009, DISH had approximately $6.1 billion of debt outstanding. The Rating Outlook remains Negative. Overall, Fitch's ratings reflect the operating leverage derived from DISH's size and scale as the third largest multi-channel video programming distributor in the U.S., and Fitch's expectation for continued, albeit pressured free cash flow generation. The ratings incorporate DISH's stable liquidity position relative to intermediate-term scheduled maturities. DISH's operating profile is centered on its mature video service offering and lacks the revenue diversity and revenue growth opportunities relative to its cable MSO and growing telephone company competition. In addition DISH has positioned its brand as a low-cost provider, resulting in a subscriber base that is less valuable (from a lifetime revenue and EBITDA perspective) and more vulnerable to economic conditions. In addition, the company's brand strategy is less distinctive, as the competition, often with better cost structures, utilizes increasingly aggressive pricing strategy. The Negative Rating Outlook reflects DISH's ongoing operational challenges and deteriorating operating profile, the company's eroding competitive position in an increasingly competitive operating environment, and Fitch's expectation that DISH's credit protection metrics will weaken over the ratings horizon. DISH's operating issues, which have been intensified by the weak economic climate and competitive influences, primarily center on DISH's ability to consistently satisfy its customer base, and control signal theft and fraud. The operating inefficiencies manifest themselves through subscriber losses and higher subscriber churn. In an effort to stem subscriber losses experienced during 2008 and the first half of 2009, DISH has used increasingly aggressive pricing promotions and service discounts to increase market share. During the third quarter of 2009, DISH's pricing strategy along with lower subscriber churn resulted in the company adding approximately 241,000 new subscribers, marking a turnaround in DISH's subscriber addition trends. However in Fitch's opinion, DISH's pricing strategy has led to anemic subscriber ARPU growth, which during the third quarter of 2009 declined 0.4% on a year- over-year basis to $69.51 while subscriber related revenues fell by 0.8% relative to the same period in 2008. From Fitch's perspective it is difficult to determine whether DISH's underlying operational issues have been sufficiently addressed or masked by an aggressive pricing strategy. Looking ahead, Fitch believes that DISH will continue to use an aggressive pricing strategy while operational inefficiencies persist. Focused on operational issues, DISH has invested in additional staffing, training, and operating systems to improve its call center operations and in-home services business. Additionally, DISH has increased investment in subscriber retention primarily through equipment upgrades. Finally, DISH completed the replacement of its network security access devices to reduce signal theft and fraud during the second quarter of 2009. However, these investments coupled with its aggressive pricing strategy have compressed operating margins, thus limiting the company's ability to grow EBITDA and free cash flow. During the third quarter of 2009 DISH's EBITDA declined by 16.5% relative to the same period in 2008. Third-quarter EBITDA margin was 19.2%; in comparison DIRECTV's EBITDA margin during the same period was 25.3%. Free cash flow generation (defined as cash flow from operations less capital expenditures and dividends) during the first nine months of 2009 totaled approximately $1.2 billion reflecting a 19% increase relative to the same period in 2008. However, Fitch notes that the free cash flow growth was driven in part by lower capital expenditures and cash generated from working capital sources and is not indicative of sustainable growth from core operations. Going forward Fitch expects DISH's operating margins will continue to be below historical norms as the company addresses operational concerns, resulting in lower free cash flow generation during 2010. After consistently generating in excess of $1 billion in free cash flow during the past three years, Fitch expects that DISH's free cash flow generation will range between $500 million and $750 million. On a consolidated basis, total debt as of Sept. 30, 2009, increased over 22% relative to year-end 2008 levels to approximately $6.13 billion. On Oct. 5, 2009 DDBS issued an additional $400 million of its 7.875% notes due 2019 that were originally issued in August of 2009. The increased debt improved DISH's overall liquidity position as the company used a significant amount of existing cash and equivalents during 2008 to retire maturing debt, purchase FCC wireless spectrum and effect the spin-off of EchoStar. DISH's credit protection metrics have weakened during the first nine months of 2009 reflecting increased debt levels as well as a weakened operational profile. DISH's leverage for the latest 12-month period ended Sept. 30, 2009, was 2.31 times pro forma for the Oct. 5, 2009 debt issuance. As of year-end 2009 Fitch expects DISH's leverage to approximate 2.4x. Total debt outstanding during 2010 is expected to remain relatively consistent with the expected year-end 2009 debt level of approximately $6.5 billion. However, mirroring the expected decline in EBITDA during 2010, Fitch expects that DISH's leverage will increase modestly to 2.7x by the end of 2010. Fitch assumes that DISH will retire $1 billion of scheduled maturities during 2011 with available cash, leading to an improvement of credit protection metrics. Fitch expects DISH's leverage to strengthen to 2.2x by year-end 2011. Given the business risks attributable to DISH's operations and Fitch's expectation that DISH's credit and operating profile will weaken somewhat during 2010, Fitch believes that the company has sufficient financial flexibility to accommodate DISH's struggling operations. However, there is diminishing capacity within the current ratings to accommodate potential additional investments related to wireless and shareholder-friendly actions. Fitch believes that DISH's leverage can increase to a range between 3.5x and 3.75x and maintain its current ratings. Fitch believes that DISH's liquidity position is adequate given the current ratings and nominal scheduled maturities over the intermediate term. The company's liquidity position is supported by cash and marketable securities on hand and expected free cash flow generation. As of Sept. 30, 2009, DISH had a total of approximately $2.6 billion of cash and marketable securities (current portion), marking a significant increase relative to year-end 2008 as debt issuances completed during 2009 along with free cash flow generation have combined to bolster DISH's overall liquidity position. DISH used approximately $894 million of existing cash to fund the special dividend paid to DISH shareholders on Dec. 2, 2009. Fitch does note, however, that the company does not maintain a revolver, which increases DISH's reliance on capital market access to refinance current maturities, elevating the refinancing risk within the company's credit profile. Current cash and marketable securities balance is more than sufficient to cover intermediate-term scheduled maturities. DISH does not have any material debt maturities during 2010 and $1 billion of senior notes is scheduled to mature during 2011. The uncertain cash requirements related to DISH's ongoing litigation with TIVO, Inc., also adds risk to DISH's liquidity position. Uncertainty related to DISH's overall capital deployment strategy including capital requirements related to the company's potential wireless investment add a degree of event risk to DISH's credit profile. DISH's board of directors recently extended the company's share repurchase authorization to Dec. 31, 2010 and increased the share repurchase limit to $1 billion. Stabilization of the Rating Outlook at the 'BB-' IDR would likely occur provided that DISH can generate sustainable positive trends in operating results. Particularly DISH needs to demonstrate that the company can compete effectively for new subscribers while balancing subscriber churn, ARPU growth and free cash flow generation. In addition, from an operating perspective DISH will need to show that the investments the company is making to improve operating inefficiencies will ultimately result in expanding operating margins. Key considerations that could lead to a downgrade of DISH's ratings include, but are not limited to, DISH's inability to reverse the negative operating trends and improve its competitive positioning, or a sustained erosion of DISH's free cash flow generation. Downside ratings pressure would exist if capital requirements associated with a wireless network deployment or shareholder-friendly initiatives compel the company to increase leverage beyond 3.5x. Fitch has affirmed the IDRs and the individual issue ratings of DISH and its subsidiaries as outlined below: DISH Network Corporation -- IDR affirmed at 'BB-'. DISH DBS Corporation -- IDRaffirmed at 'BB-'; -- Senior unsecured notes affirmed at 'BB-'. EDDIE BAUER: Court Approves Disclosure Statement ------------------------------------------------ Law360 reports that EBHI Holdings Inc., formerly Eddie Bauer Holdings Inc., has scored court approval of a disclosure statement explaining its joint plan of liquidation. The confirmation hearing on the Plan is tentatively scheduled for March 18. The Debtor expects to emerge from Chapter 11 protection as early as mid-March. BankruptcyData reports that Eddie Bauer filed a First Amended Joint Chapter 11 Plan of Liquidation and Disclosure Statement with the U.S. Bankruptcy Court. "The Plan contemplates and is predicated upon the substantive consolidation of all the Debtors with respect to the voting and treatment of all Claims and Interest other than General Secured Claims. This means that the Debtors propose to satisfy the claims of all their respective creditors from a common pool comprised of their collective assets. The Plan divides the Claims against and Interests in the Debtors into Classes. Certain Claims -- in particular, Administrative Expense Claims, Statutory Fees, Professional Claims and Priority Tax Claims -- remain unclassified in accordance with section 1123(a)(1) of the Bankruptcy Code," according to the Disclosure Statement obtained by BankruptcyData. Eddie Bauer in 2009 closed the sale of its $286 million asset sale to Golden Gate Capital. Under the Chapter 11 Plan filed Dec. 22, 2009, holders of term lender secured claims aggregating $203 million will receive periodic distributions from the liquidating trust from the proceeds of the sale of their collateral, for an estimated 85% to 96% recovery. Holders of other secured claims will receive payment in cash, for a 100% recovery. Holders of general unsecured claims of up to $132.6 million will recover 1% to 20% of their claims from distributions from available cash after administrative claims and secured claims are paid. Holders of noteholder securities claims won't receive any distributions. Holders of equity interests also would have a 0% recovery. Only holders of term lender secured claims and general unsecured claims are voting on the Plan. Under the proposed schedules, ballots would be due March 4. A copy of the Plan is available for free at: http://bankrupt.com/misc/EddieBauer_DS.pdf A copy of the Disclosure Statement is available for free at: http://bankrupt.com/misc/EddieBauer_Plan.pdf Eddie Bauer -- http://www.eddiebauer.com/-- is a specialty retailer that sells outerwear, apparel and accessories for the active outdoor lifestyle. Eddie Bauer participates in a joint venture in Japan and has licensing agreements across a variety of product categories. Eddie Bauer, founded in Bellevue, Wash., in 1920, was acquired by General Mills Inc. in 1971 and then sold to catalog retailer Spiegel Inc. in 1988. Eddie Bauer Inc. emerged from Spiegel's 2003 Chapter 11 case as a separate, reorganized entity under the control and ownership of Eddie Bauer Holdings, Inc. Eddie Bauer Holdings, Inc., and eight affiliates filed for bankruptcy on June 17, 2009 (Bankr. D. Del. Lead Case No. 09-12099). Judge Mary F. Walrath presides over the case. David S. Heller, Esq., Josef S. Athanas, Esq., and Heather L. Fowler, Esq., at Latham & Watkins LLP, serve as the Debtors' general counsel. Kara Hammond Coyle, Esq., and Michael R. Nestor, Esq., at Young Conaway Stargatt & Taylor LLP, serve as local counsel. The Debtors' restructuring advisors are Alvarez and Marsal North America LLC. Their financial advisors are Peter J. Solomon Company. Kurtzman Carson Consultants LLC acts as claims and notice agent. As of April 4, 2009, Eddie Bauer had $525,224,000 in total assets and $448,907,000 in total liabilities. Eddie Bauer Canada, Inc., and Eddie Bauer Customer Services filed for protection from their creditors in Canada on June 17, 2009, the same day the U.S. Debtors filed for protection from their creditors. The Canadian Debtors have obtained an initial order of the Canadian Court staying the proceedings against the Canadian Debtors and their property in Canada. RSM Richter Inc. was appointed as monitor in the Canadian proceedings. On August 4, 2009, Golden Gate Capital closed a deal to acquire Eddie Bauer Holdings for $286 million. Golden Gate will maintain the substantial majority of Eddie Bauer's stores and employees in a newly formed going concern company. Golden Gate beat an affiliate of CCMP Capital Advisors, LLC, at the auction. The CCMP unit's $202 million cash offer served as stalking horse bid. Golden Gate Capital -- http://www.goldengatecap.com/-- is a San Francisco-based private equity investment firm with roughly $9 billion of assets under management. EDWARD MARANDOLA: Voluntary Chapter 11 Case Summary --------------------------------------------------- Debtor: Edward Marandola 36 Beacon Hill Rd Newport, RI 02840 Bankruptcy Case No.: 10-10343 Type of Business: Chapter 11 Petition Date: January 29, 2010 Court: United States Bankruptcy Court District of Rhode Island (Providence) Judge: Arthur N. Votolato Debtor's Counsel: Russell D. Raskin, Esq. Raskin & Berman 116 East Manning Street Providence, RI 02906 Tel: (401) 421-1363 Email: mail@raskinberman.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The Debtor did not file a list of its 20 largest unsecured creditors when it filed its petition. EURO GROUP: Restates 2008 Financials; Reports $1,482,646 Net Loss ----------------------------------------------------------------- Euro Group of Companies, Inc., has restated its consolidated financial statements at December 31, 2008, and for the year then ended to correct an error relating to the recording of sales of common stock subject to a put feature. The Company included the $124,000 proceeds from stock sales in stockholders' equity. As restated the Company has included the proceeds in current liabilities and has recognized $41,333 in interest expense. The effect of the restatement adjustment on the consolidated balance sheet at December 31, 2008, follows: As Previously As Reported Adjustment Restated ---------- ---------- ---------- Total Assets $1,118,122 $0 $1,118,122 Total Current Liab. $1,610,139 $165,333 $1,775,472 Total Liabilities $3,675,453 ($165,333) $3,840,786 Total stockholders equity (deficiency) ($2,557,331) ($165,333) ($2,722,664) The effect of the restatement on the consolidated statement of operations for the year ended December 31, 2008, follows: As Previously As Reported Adjustment Restated ---------- ---------- ---------- Sales $2,657,933 $0 $2,657,933 Cost of Sales $1,749,887 $0 $1,749,887 ------------ ---------- ------------ Gross Profit $908,046 $0 $908,046 SG&A $2,481,677 $0 $2,481,631 ------------ ---------- ------------ (Loss) from operations ($1,573,631) $0 ($1,573,631 Other Income $231,660 $0 $231,660 Interest expense ($99,342) ($41,333) ($140,675) ------------ ---------- ------------ Net Income (loss) ($1,441,313) ($41,333) ($1,482,646) A full-text copy of the Company's restated annual report for 2008 on Form 10-K/A is available at http://researcharchives.com/t/s?4f2c Going Concern Doubt Michael T. Studer CPA P.C., in Freeport, New York, expressed substantial doubt about Euro Group of Companies, Inc. and subsidiaries' ability to continue as a going concern after auditing the Company's consolidated financial statements as of and for the years ended December 31, 2008, and 2007. The accounting firm pointed to the Company's net losses since inception of $8,649,513 and working capital deficiency of $794,203 and stockholders deficiency of $2,722,664 at December 31, 2008. About Euro Group Based in Port Chester, New York, Euro Group of Companies, Inc., formerly ICT Technologies, Inc. -- http://www.eugro.com/-- is a holding company whose subsidiary companies market and sell the "Euro", "Eurospeed" and "Eugro" families of products. The Company operates in three separate and distinct business areas -- telecommunications products and services, transportation products, and consumer electronics. FAIRPOINT COMMUNICATIONS: Bank Debt Trades at 24% Discount ---------------------------------------------------------- Participations in a syndicated loan under which FairPoint Communications, Inc., is a borrower traded in the secondary market at 76.25 cents-on-the-dollar during the week ended Friday, Jan. 29, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents a drop of 1.04 percentage points from the previous week, The Journal relates. The debt matures on March 31, 2015. The Company pays 275 basis points above LIBOR to borrow under the loan facility. Moody's has withdrawn its 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 Friday among the 172 loans with five or more bids. FairPoint Communications, Inc. (NYSE: FRP) -- http://www.fairpoint.com/-- is an industry leading provider of communications services to communities across the country. FairPoint 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 symbols FRP and FRP.BC. Fairpoint and its affiliates filed for Chapter 11 on Oct. 26, 2009 (Bankr. D. Del. Case No. 09-16335). Rothschild Inc. is acting as financial advisor for the Company; AlixPartners, LLP, as the restructuring advisor; and Paul, Hastings, Janofsky & Walker LLP is the Company's counsel. BMC Group is claims and notice agent. As of June 30, 2009, Fairpoint reported $3.24 billion in total assets, $321.41 million in total current liabilities, $2.91 billion in total long-term liabilities, and $1.23 million in total stockholders' equity. Bankruptcy Creditors' Service, Inc., publishes Fairpoint Communications Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Fairpoint Communications Inc. and its debtor- affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) FIRST NATIONAL BANK, CARROLLTON: Closed; FDIC Named as Receiver --------------------------------------------------------------- First National Bank of Georgia, Carrollton, Georgia, was closed Friday by the Office of the Comptroller of the Currency, which appointed the Federal Deposit Insurance Corporation as receiver. To protect the depositors, the FDIC entered into a purchase and assumption agreement with Community & Southern Bank, Carrollton, Georgia, a newly chartered institution, to assume all of the deposits of First National Bank of Georgia. The 11 branches of First National Bank of Georgia will reopen on Saturday as branches of Community & Southern Bank. Depositors of First National Bank of Georgia will automatically become depositors of Community & Southern 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. Friday evening and over the weekend, depositors of First National Bank of Georgia were able to access their money by writing checks or using ATM or debit cards. Checks drawn on the bank will continue to be processed. Loan customers should continue to make their payments as usual. As of September 30, 2009, First National Bank of Georgia had approximately $832.6 million in total assets and $757.9 million in total deposits. Community & Southern Bank will pay the FDIC a premium of 1.25 percent to assume all of the deposits of First National Bank of Georgia. In addition to assuming all of the deposits of the failed bank, Community & Southern Bank agreed to purchase essentially all of the assets. The FDIC and Community & Southern Bank entered into a loss-share transaction on $607.4 million of First National Bank of Georgia's assets. Community & Southern Bank will share in the losses on the asset pools covered under the loss-share agreement. The loss- share transaction is projected to maximize returns on the assets covered by keeping them in the private sector. The transaction 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 1-800-886-2504. The phone number will be operational this evening until 9:00 p.m., Eastern Standard Time (EST); on Saturday from 9:00 a.m. to 6:00 p.m., EST; on Sunday from noon to 6:00 p.m., EST; and thereafter from 8:00 a.m. to 8:00 p.m., EST. Interested parties also can visit the FDIC's Web site at http://ResearchArchives.com/t/s?4f58 The FDIC estimates that the cost to the Deposit Insurance Fund (DIF) will be $260.4 million. Community & Southern Bank's acquisition of all the deposits was the "least costly" resolution for the FDIC's DIF compared to all alternatives. First National Bank of Georgia is the tenth FDIC-insured institution to fail in the nation this year, and the first in Georgia. The last FDIC- insured institution closed in the state was Rockbridge Commercial Bank, Atlanta, on December 18, 2009. Congress created the Federal Deposit Insurance Corporation in 1933 to restore public confidence in the nation's banking system. The FDIC insures deposits at the nation's 8,099 banks and savings associations and it promotes the safety and soundness of these institutions by identifying, monitoring and addressing risks to which they are exposed. The FDIC receives no federal tax dollars -- insured financial institutions fund its operations. FIRST REGIONAL BANK: Closed; First-Citizens Assumes All Deposits ---------------------------------------------------------------- First Regional Bank, Los Angeles, California, was closed Friday 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 First-Citizens Bank & Trust Company, Raleigh, North Carolina, to assume all of the deposits of First Regional Bank. The eight branches of First Regional Bank will reopen on Monday as branches of First-Citizens Bank & Trust Company. Depositors of First Regional Bank will automatically become depositors of First- Citizens Bank & Trust Company. 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 the former First Regional Bank branch until they receive notice from First-Citizens Bank & Trust Company that it has completed systems changes to allow other First-Citizens Bank & Trust Company branches to process their accounts as well. Friday evening and over the weekend, depositors of First Regional Bank were able to access their money by writing checks or using ATM or debit cards. Checks drawn on the bank will continue to be processed. Loan customers should continue to make their payments as usual. As of September 30, 2009, First Regional Bank had approximately $2.18 billion in total assets and $1.87 billion in total deposits. First-Citizens Bank & Trust Company did not pay the FDIC a premium to assume all of the deposits of First Regional Bank. In addition to assuming all of the deposits, First-Citizens Bank & Trust Company agreed to purchase approximately $2.17 billion of the First Regional Bank's assets. The FDIC retained the remaining assets for later disposition. The FDIC and First-Citizens Bank & Trust Company entered into a loss-share transaction on $2 billion of First Regional Bank's assets. First-Citizens Bank & Trust Company will share in the losses on the asset pools covered under the loss-share agreement. The loss-share transaction is projected to maximize returns on the assets covered by keeping them in the private sector. The transaction 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 1-800-591-2817. The phone number will be operational this evening until 9:00 p.m., Pacific Standard Time (PST); on Saturday from 9:00 a.m. to 6:00 p.m., PST; on Sunday from noon to 6:00 p.m., PST; and thereafter from 8:00 a.m. to 8:00 p.m., PST. Interested parties also can visit the FDIC's Web site at: http://www.fdic.gov/bank/individual/failed/firstregional.html The FDIC estimates that the cost to the Deposit Insurance Fund (DIF) will be $825.5 million. First-Citizens Bank & Trust Company's acquisition of all the deposits was the "least costly" resolution for the FDIC's DIF compared to all alternatives. First Regional Bank is the 14th FDIC-insured institution to fail in the nation this year, and the first in California. The last FDIC- insured institution closed in the state was Imperial Capital Bank, La Jolla, on December 18, 2009. Congress created the Federal Deposit Insurance Corporation in 1933 to restore public confidence in the nation's banking system. The FDIC insures deposits at the nation's 8,099 banks and savings associations and it promotes the safety and soundness of these institutions by identifying, monitoring and addressing risks to which they are exposed. The FDIC receives no federal tax dollars - insured financial institutions fund its operations. FLINTKOTE CO: Insurer Can Still Probe Ch. 11 Plan, Court Says ------------------------------------------------------------- Law360 reports that a bankruptcy judge has rejected a bid by The Flintkote Co. to bar Aviva Insurance Co. of Canada -- which Flintkote accused of seeking to hinder its efforts to win plan confirmation -- from pursuing discovery related to Flintkote's Chapter 11 plan. Headquartered in San Francisco, California, The Flintkote Company is engaged in the business of manufacturing, processing and distributing building materials. Flintkote Mines Limited is a subsidiary of Flintkote Company and is engaged in the mining of base-precious metals. The Flintkote Company filed for Chapter 11 protection on April 30, 2004 (Bankr. D. Del. Case No. 04-11300). Flintkote Mines Limited filed for Chapter 11 relief of August 25, 2004 (Bankr. D. Del. Case No. 04-12440). James E. O'Neill, Esq., Kathleen P. Makowswki, Esq., Laura Davis Jones, Esq., Sandra G.M, Selzer, Esq., and Scotta Edelen McFarland, Esq., at Pachulski Stang Ziehl & Jones LLP, represent the Debtors in their restructuring efforts. Kathleen Campbell Davis, Esq., and Mark T. Hurford, Esq., at Campbell & Levine, LLC, represent the official committee of unsecured creditors as counsel. When Flintkote Company filed for protection from its creditors, it listed more than $100 million each in assets and debts. When Flintkote Mines Limited filed for protection from its creditors, it listed assets of $1 million to $50 million, and debts of more than $100 million. FLORIDA COMMUNITY BANK: Closed; Premier American Assumes Deposits ----------------------------------------------------------------- Florida Community Bank, Immokalee, Florida, was closed Friday by the Florida Office of Financial Regulation, which appointed the Federal Deposit Insurance Corporation as receiver. To protect the depositors, the FDIC entered into a purchase and assumption agreement with Premier American Bank, National Association, Miami, Florida, to assume all of the deposits of Florida Community Bank. The 11 branches of Florida Community Bank will reopen during normal business hours as branches of Premier American Bank, N.A., but will continue to conduct business under the name Florida Community Bank. Depositors of Florida Community Bank will automatically become depositors of Premier American Bank, N.A. 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 Premier American Bank, N.A., that it has completed systems changes to allow other Premier American Bank, N.A. branches to process their accounts as well. Friday evening and over the weekend, depositors of Florida Community Bank were able to access their money by writing checks or using ATM or debit cards. Checks drawn on the bank will continue to be processed. Loan customers should continue to make their payments as usual. As of September 30, 2009, Florida Community Bank had approximately $875.5 million in total assets and $795.5 million in total deposits. Premier American Bank, N.A., will pay the FDIC a premium of 0.4 percent to assume all of the deposits of Florida Community Bank. In addition to assuming all of the deposits of the failed bank, Premier American Bank, N.A., agreed to purchase approximately $499.1 million of the failed bank's assets. The FDIC will retain the remaining assets for later disposition. The FDIC and Premier American Bank, N.A. entered into a loss-share transaction on $305.4 million of Florida Community Bank's assets. Premier American Bank, N.A., will share in the losses on the asset pools covered under the loss-share agreement. The loss-share transaction is projected to maximize returns on the assets covered by keeping them in the private sector. The transaction 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 1-800-523-8275. The phone number will be operational this evening until 9:00 p.m., Eastern Standard Time (EST); on Saturday from 9:00 a.m. to 6:00 p.m., EST; on Sunday from noon to 6:00 p.m., EST; and thereafter from 8:00 a.m. to 8:00 p.m., EST. Interested parties also can visit the FDIC's Web site at: http://www.fdic.gov/bank/individual/failed/floridacommunity.html As part of this transaction, the FDIC will acquire an equity appreciation instrument. This instrument serves as additional consideration for the transaction. The FDIC estimates that the cost to the Deposit Insurance Fund will be $352.6 million. Premier American Bank, N.A.'s acquisition of all the deposits was the "least costly" resolution for the FDIC's DIF compared to all alternatives. Florida Community Bank is the 11th FDIC-insured institution to fail in the nation this year, and the second in Florida. The last FDIC-insured institution closed in the state was Premier American Bank, Miami, on January 22, 2010. Congress created the Federal Deposit Insurance Corporation in 1933 to restore public confidence in the nation's banking system. The FDIC insures deposits at the nation's 8,099 banks and savings associations and it promotes the safety and soundness of these institutions by identifying, monitoring and addressing risks to which they are exposed. The FDIC receives no federal tax dollars -- insured financial institutions fund its operations. FLYING J: Bankruptcy Judge Approves Merger With Pilot Travel ------------------------------------------------------------ American Bankruptcy Institute reports that Judge Mary Walrath at the U.S. Bankruptcy Court for the District of Delaware signed an order approving the merger of Flying J Inc. with private equity- backed Pilot Travel Centers LLC. Law360 reports Flying J said the deal would provide about $1.2 billion in value to its estate, enable it to pay off all its creditors in full and provide a return for equity holders. Flying J and Pilot announced their preliminary merger agreement on July 14, 2009. In their joint statement, Flying J and Pilot said the preliminary merger agreement will provide a framework for Flying J's core travel plaza business to emerge from Chapter 11 bankruptcy protection. Under the terms of the Letter of Intent filed in July with the Bankruptcy Court, the value indicated would allow all Flying J creditor obligations to be paid in full. Pilot has also agreed to provide $100 million in Debtor-in-Possession financing for Flying J's operations, subject to court approval and various conditions. The preliminary merger agreement with Pilot pertains specifically to Flying J's core travel plaza business, and it excludes Longhorn Pipeline, Big West Oil, Flying J Oil & Gas, Haycock Petroleum, and Transportation Alliance Bank. Flying J is in the process of pursuing or evaluating alternatives for each of these other businesses. Pilot's legal advisor is White & Case LLP. About Pilot Pilot Travel Centers LLC is the nation's largest retail operator of Travel Centers, catering to the professional driver and traveling motorist in 41 states with over 300 retail interstate properties. The company is headquartered in Knoxville, Tennessee, employs 13,000 nation-wide and is held in a partnership between Pilot Corporation, wholly owned by the Haslam family, and Propeller Corporation, wholly owned by the funds advised by CVC Capital Partners, a leading global private equity firm. About Flying J Based in Ogden, Utah, Flying J Inc. -- http://www.flyingj.com/-- is among the 20 largest private companies in America, with 2007 sales exceeding $16 billion. The fully integrated oil company employs approximately 14,700 people in the U.S. and Canada through its interstate operations, transportation, refining and supply, exploration and production, as well as its financial services and communications, divisions. Flying J and six of its affiliates filed for bankruptcy on December 22, 2008 (Bankr. D. Del. Lead Case No. 08-13384). Flying J sought Chapter 11 protections after a precipitous drop in oil prices and disruption in the credit markets brought to bear significant short-term pressure on the company's liquidity position. Attorneys at Kirkland & Ellis LLP represent the Debtors as counsel. Young, Conaway, Stargatt & Taylor LLP is the Debtors' Delaware Counsel. Blackstone Advisory Services L.P. is the Debtors' investment banker and financial advisor. Epiq Bankruptcy Solutions LLC is the Debtors' notice, claims and balloting agent. In its formal schedules submitted to the Bankruptcy Court, Flying J listed assets of $1,433,724,226 and debts of $640,958,656. An official committee of unsecured creditors has been appointed in the case. Pachulski Stang Ziehl & Jones LLP has been tapped as counsel for the creditors' panel. Magellan Midstream Partners LP was authorized by the Bankruptcy Court in July to buy Flying J's Longhorn pipeline that runs 700 miles from Houston to El Paso, Texas. FONIX CORP: Issues Breach of Contract Notice Under G-Soft Deal -------------------------------------------------------------- Fonix Corporation issued a formal notice of breach of the Exchange Agreement among the Company, Fonix GS Acquisition Corporation, Inc., Southridge LLC, a Connecticut limited liability company, G-Soft Limited, a Hong Kong corporation and the shareholders of G-Soft. The Notice gave the Sellers until January 22, 2010, to cure certain defaults under the Exchange Agreement, and until January 29, 2010, to cure certain other defaults. The Sellers failed to meet the January 22, 2010, deadline. Exchange Agreement On June 27, 2008, the Company and Fonix GS entered into the Exchange Agreement with Southridge; G-Soft, which is the ultimate parent of Shanghai Gaozhi Software Systems Limited; and the Sellers. G-Soft, through its wholly owned subsidiary, owned 100% of the outstanding equity of GaozhiSoft. Pursuant to the Exchange Agreement, Fonix GS agreed to purchase 80% of the issued and outstanding shares of G-Soft from the Sellers, and Southridge agreed to purchase the remaining 20% of the issued and outstanding G-Soft shares, thereby making Fonix GS and Southridge the ultimate shareholders of GaozhiSoft. The Exchange Agreement was amended by the First Amendment to the Exchange Agreement, dated as of December 12, 2008, modifying the consideration for the purchase of the G-Soft shares and certain other closing conditions, as set forth therein. Additionally, subject to the terms of the First Amendment, the Sellers were entitled to annual earn-out payments equal to 50% of the prior year's net income of GaozhiSoft, to be paid in the form of Series P Preferred Stock. Additionally, Fonix GS and the Sellers entered into a side letter agreement, dated February 18, 2009, modifying certain closing conditions of the Exchange Agreement, as amended by the First Amendment. The Side Letter established certain conditions regarding: * management and directorships of GaozhiSoft; * filing of certain administrative government documents in China; and * operations of GaozhiSoft. The final closing conditions were met, and the share exchange transaction closed as of March 27, 2009. Fonix Corporation's operations are managed through two wholly owned subsidiaries, Fonix Speech, Inc., and Fonix GS Acquisition Co., Inc. Fonix Speech provides value-added speech-enabling technologies, speech interface development tools, and speech solutions and applications, including automated speech recognition and text-to- speech, that empower users to interact conversationally with information systems and devices. Fonix GS was formed on June 27, 2008, to facilitate the acquisition of Shanghai Gaozhi Software Systems Limited. The acquisition was completed in early 2009. GaozhiSoft is a Chinese software developer and solutions provider in 2G (second- generation) and 3G (third-generation) telecommunication operation support systems in China and throughout the Asian-Pacific region. GaozhiSoft's products are designed to increase data transferring speed, reduce telecommunications data loss, and provide network management, billing accuracy and improved implementation techniques to telecom carriers. At September 30, 2009, the Company had $4,133,000 in total assets against $50,132,000 in total liabilities, all current, resulting in $45,999,000 in stockholders' deficit. The Company has said there is substantial doubt about its ability to continue as a going concern. Management plans to fund further operations of the Company from cash flows from future license and royalty arrangements and with proceeds from additional issuance of debt and equity securities. There can be no assurance that management's plans will be successful. FORD MOTOR: Stops Vehicle Production in China --------------------------------------------- The Wall Street Journal's Matthew Dolan reports Ford Motor Co. has stopped production of a full-size commercial vehicle in China after discovering that the gas pedal used came from the supplier involved in the recall at Toyota Motor Co. The Journal reports Ford spokesman Said Deep indicated the production halt affects the diesel version of Ford's full-size Transit Classic commercial vehicle that Ford makes in China with one of its joint-venture partners, Jiangling Motors Corp. "Jiangling Motors Company (JMC) has suspended production of one of the Transit models, a light bus vehicle JMC manufactures in Nanchang for distribution only in China," the Chinese auto maker said in a statement Thursday, according to the Journal. "While there has been no report of any issue with the Transit, JMC has initiated a review of a pedal assembly part recently sourced from CTS Automotive." The Journal notes Ford said that so far there have been no reports in China of Ford drivers experiencing the same type of uncontrolled acceleration problems that prompted Toyota to issue a massive recall and halt sales of most of its popular models in the U.S. The Journal relates Mr. Deep said CTS Corp., an auto-parts supplier based in Indiana, began to provide gas-pedal assemblies for the Transit Classic in China in December. About 1,600 vehicles were made, he said. It was unclear whether Ford would need to recall the vehicles sold to replace the pedal. The Journal notes in 2009, Ford's Chinese passenger-car joint venture at Changan Ford Mazda Automobile Co., saw yearly sales rise 55% from a year earlier to 315,791 vehicles. The company's commercial vehicle venture with Jiangling sold 114,688 vehicles. About Ford Motor Headquartered in Dearborn, Michigan, Ford Motor Co. (NYSE: F) -- http://www.ford.com/-- manufactures or distributes automobiles across six continents. With about 200,000 employees and about 90 plants worldwide, the company's automotive brands include Ford, Lincoln, Mercury and Volvo. The company provides financial services through Ford Motor Credit Company. At Sept. 30, 2009, the Company had US$203.106 billion in total assets against US$210.376 billion in total liabilities. On March 4, 2009, Ford deferred future interest payments on its 6.50% Junior Subordinated Convertible Debentures due January 15, 2032, beginning with the April 15, 2009 quarterly interest payment. As reported by the Troubled Company Reporter on Nov. 4, 2009, Moody's Investors Service upgraded the senior unsecured rating of Ford Motor Credit Company LLC to B3 from Caa1. This follows Moody's upgrade of Ford Motor Company's corporate family rating to B3 from Caa1, with a stable outlook. Ford Credit's long-term ratings remain on review for further possible upgrade. On Nov. 3, 2009, S&P raised the corporate credit ratings on Ford Motor Co. and Ford Motor Credit Co. LLC to 'B-' from 'CCC+'. Ford Motor Co. carries a long-term issuer default rating of 'CCC', with a positive outlook, from Fitch Ratings. FREESTONE RESOURCES: Files Amended September 30 Quarterly Report ---------------------------------------------------------------- Freestone Resources, Inc., filed with the Securities and Exchange Commission on January 28, 2010, amendment no. 2 to the quarterly report on Form 10-Q for the quarter ended September 30, 2009. The Company filed the amendment because it has had its subsidiary, Environmental Services and Support, Inc. -- which it acquired on September 24, 2009 -- audited, and has amended its financial statements, footnotes and related disclosures accordingly to reflect the updated financial information. Except with respect to the changes, the amendment does not modify or update any other disclosures set forth in the original or first amended filing. Freestone Resources, Inc., reported a net loss of $15,172 on revenue of $21,492 for the three months ended September 30, 2009, compared with a net loss of $259,512 on revenue of $36,232 for the same period of 2008. At September 30, 2009, the Company's consolidated balance sheets showed total assets of $1,714,537, total liabilities of $533,617, and total stockholders' equity of $1,180,920. The Company's consolidated balance sheets at September 30, 2009, also showed strained liquidity with $6,378 in total current assets available to pay $492,494 in total current liabilities. A full-text copy of the Company's Form 10-Q is available for free at http://researcharchives.com/t/s?4f2d Going Concern Doubt Freestone incurred operating losses, and has a negative working capital position as of September 30, 2009. These factors raise substantial doubt about Freestone's ability to continue as a going concern. About Freestone Resources Based in Dallas, Freestone Resources, Inc. (FNSR.OB) -- http://www.freestoneresourcesinc.com/-- is an oil and gas technology development company that focuses on innovative solutions for unconventional and conventional oil recovery in economic and environmentally responsible ways. The Company acquired 100% of the issued and outstanding stock of Earth Oil Services, Inc., a Nevada corporation, in a non-cash transaction on September 24, 2009. EOS owns certain exclusive, territorial, license agreements to a proprietary technology that is a chemical solvent that can separate, extract and recycle hydrocarbon contaminants from ground soils, tar sands, vessels and other materials. This technology is marketed under the name EncapSol. GEMCRAFT HOMES: Wants to Use DIP Financing on Residential Homes --------------------------------------------------------------- Gemcraft Homes, Inc., and its debtor-affiliates ask the U.S. Bankruptcy Court for the District of Maryland (i) for permission to amend a postpetition financing agreement with M&T Bank; and (ii) issue a final order authorizing Debtors to obtain postpetition financing from M&T Bank. The Debtors relate that they are restarting the construction and sale of residential homes in many of the communities they were building in prior to the petition date. Certain lots owned by the Debtors have liens from prepetition lenders, other than M&T Bank, who have not agreed to extend postpetition financing to the Debtors. The Debtors seek to use a portion of the M&T DIP Facility proceeds to refinance certain lots, subject to the liens of other lenders, to pay off the portion of the prepetition liens necessary to obtain the prepetition lender's agreement to release the lots of the liens. M&T agreed to an amendment to the DIP Facility, provided that: -- the Debtors will earn a fee of 15 % of the gross sale price for the completion and sale of each home built on the refinanced lot and sold to customers, with the net proceeds otherwise to be paid to M&T to reduce the balance of the M&T DIP Facility and other obligations; and -- the fees earned by the Debtors will generate funds for the bankruptcy estates and will enable the Debtors to fulfill obligations to customers who have pending contracts for homes to be built on the lots the Debtors seek to include in the lot refinancing program. As adequate protection for any diminution in value of M&T Bank's collateral, the Debtors propose to grant M&T Bank a first priority lien on the lots. About Gemcraft Homes Gemcraft Homes, Inc., is a corporation formed under the laws of the State of Maryland with its principal place of business located in Harford County, Maryland. Gemcraft was founded in 1993 with a single sales trailer in Abingdon, Maryland, from which six residential homes were sold. Since that time, Gemcraft has grown to become one of the largest independent homebuilders in the Mid- Atlantic region, and one of the fastest growing builders in the entire country. Gemcraft is a production builder which targets first-time homebuyers and first-time "move up" buyers. It also targets retired, and soon to retire, buyers for its retirement communities. The Company filed for Chapter 11 bankruptcy protection on November 9, 2009 (Bankr. D. Md. Case No. 09-31696). The Company's affiliates -- DLM, LLC, et al. -- filed separate Chapter 11 bankruptcy petitions. G. David Dean II, Esq., Gary H. Leibowitz, Esq., and Irving Edward Walker, Esq., at Cole Schotz Meisel Forman & Leonard, PA, assist Gemcraft Homes in its restructuring effort. The Company listed $100,000,001 to $500,000,000 in assets and $50,000,001 to $100,000,000 in liabilities. GLAZIERS PENSION PLAN: Insolvent; PBGC Provides Funding ------------------------------------------------------- The Pension Benefit Guaranty Corporation has begun to give financial assistance to two insolvent pension plans covered by its multiemployer insurance program. The PBGC now provides funding for these pension plans: * The Southern California, Arizona, Colorado, and Southern Nevada Glaziers Pension Plan, which covers 5,200 workers and retirees in the construction industry. The plan became insolvent in January 2010, and the agency has sent an initial payment of $639,113 to ensure that the plan's 1,500 retirees receive their guaranteed benefit. The plan will receive a cash distribution each month to fund benefit obligations. The agency estimates its total financial commitment to the plan will be $117 million. * The United Food and Commercial Workers Local 1049 Pension Plan, which covers 400 food service industry workers in Cedar Knolls, N.J. The plan became insolvent in January 2010, and the agency has sent an initial $132,000 to ensure the plan's 240 retirees get their guaranteed benefit. The plan will receive a cash distribution each quarter to fund benefit obligations. The agency estimates its total financial commitment to the plan will be $5.2 million. Multiemployer plans are pension plans sponsored by unrelated employers that usually share a common industry, and are funded according to the terms of collective bargaining agreements. Unlike PBGC's protection of plans sponsored by a single employer, the agency does not take over insured multiemployer plans, but instead sends financial assistance to insolvent plans. After a multiemployer plan notifies the agency that it has become insolvent, the PBGC begins to fund the plan to ensure guaranteed benefits are paid. The frequency of the payment schedule is based on the size of the plan. Generally smaller plans are paid on a quarterly basis, while larger plans receive monthly assistance. Federal pension law, however, sets forth limits on retiree benefits in insolvent multiemployer plans. Individuals who retire after 30 years of service may be eligible for a guaranteed benefit of up to $12,870. Under the law, the guaranteed benefit limits are imposed by the plan administrator, not the PBGC, and are triggered when a plan becomes insolvent. Currently the PBGC gives assistance to 40 insolvent multiemployer plans. The PBGC multiemployer insurance program protects the benefits of about 10 million workers and retirees in almost 1,500 multiemployer defined benefit pension plans. At the end of fiscal year 2009, the program had assets of $1.5 billion to cover about $2.3 billion of financial assistance expected to be paid in the future. For more information on the multiemployer insurance program, see PBGC's fact sheet. http://www.pbgc.gov/media/key- resources-for-the-press/content/page13544.html The PBGC is a federal corporation created under the Employee Retirement Income Security Act of 1974. Through its separate insurance programs for single-employer and multiemployer pension plans, the PBGC guarantees basic pension benefits earned by 44 million American workers and retirees participating in over 29,000 private-sector defined benefit pension plans. The agency receives no funds from general tax revenues. Operations are financed largely by insurance premiums paid by companies that sponsor pension plans and by investment returns. GLOBAL MOTORSPORT: Court Approves Chapter 11 Plan of Liquidation ---------------------------------------------------------------- The Hon. Kevin J. Carey of the U.S. Bankruptcy Court for the District of Delaware confirmed the Plan of Liquidation proposed by Global Motorsport Group Inc. and its debtor-affiliates. The Plan provides for the distribution of the proceeds from the sale of substantially all of the Debtors' operating assets to Dae-II USA, Inc. and the disposition of the Debtors' assets remaining after the Dae-II USA transaction. On the effective date, the Debtors and the estates will be deemed to be substantially consolidated for distribution purposes only. Under the Plan, holders of allowed general unsecured claims will receive pro rata share of the GUC Distributable assets. Holders of roughly $13.5 million in general unsecured claims are expected to receive between 2.0% and 3.3% of their claims. The Court also approved the appointment of Edward T. Gavin as GUC Trustee of the GMG Liquidating Trust. A full-text copy of the Debtors' Chapter 11 plan of liquidation is available for free at: http://bankrupt.com/misc/global.chapter11plan.pdf A full-text copy of the disclosure statement explaining the Debtors' Chapter 11 Plan is available for free at: http://bankrupt.com/misc/GlobalMotorsport.DS.Part1.pdf http://bankrupt.com/misc/GlobalMotorsport.DS.Part2.pdf Headquartered in Morgan Hill, California, Global Motorsport Group Inc. -- http://www.gmgracing.com/-- is a dealer of European model sports cars. The Company is also known as Global Motorsport Parts Inc. The Company and three of its affiliates filed for protection on January 31, 2008 (Bankr. D. Del. Lead Case No. 08-10192). Laura Davis Jones, Esq., James O'Neill, Esq., and Joshua Fried, Esq., at Pachulski Stang Ziehl & Jones LLP, serve as counsel to the Debtors. T. Scott Avil, Esq., at CRG Partners Group LLC, is the Debtors' restructuring services provider. Federico G.M. Mennella, Esq., at Lincoln International Advisors, LLC, is the Debtors' investment banker. The Debtors selected Epiq Bankruptcy Solution LLC as their claims agent. The U.S. Trustee for Region 3 has appointed five creditors to serve on an Official Committee of Unsecured Creditors. Fox Rothschild LLP and Andrews Kurth LLP serve as the Committee's counsel. Edward T. Gavin, CTP, at NachmanHaysBrownstein, Inc., is the Committee's financial advisor. Adam Harris, Esq., and David Hillman, Esq., at Schulte Roth & Zabel LLP, serve as counsel to the prepetition and postpetition secured lenders. When the Debtors filed for protection from their creditors, they listed assets of between $50 million and $100 million and debts of between $100 million and $500 million. HARBOWALK LP: Files for Chapter 11 Bankruptcy in Texas ------------------------------------------------------ Laura Elder at The Daily News reports that Harbowalk LP filed for Chapter 11 reorganization in U.S. Bankruptcy Court for the Southern District of Texas, and asked for authority to obtain $2.5 million in financing to keep its marina and yacht club open. Before it filed for bankruptcy, the company sued its lender Compass Bank from foreclosing on some property used as collateral, Ms. Elder says. The company said it is in talks with Klein Equities LLC for the $2.5 million financing. The company listed assets of about $60.4 million, Ms. Elder notes. HARRAH'S ENTERTAINMENT: HOC Bank Debt Trades at 101.75% ------------------------------------------------------- Participations in a syndicated loan under which Harrah's Operating Company, Inc., is a borrower traded in the secondary market at 101.75 cents-on-the-dollar during the week ended Friday, Jan. 29, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents a drop of 0.84 percentage points from the previous week, The Journal relates. The Company pays 750 basis points above LIBOR to borrow under the facility. The bank loan matures on Oct. 23, 2016, and 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 Friday among the 172 loans with five or more bids. Las Vegas, Nevada-based Harrah's Entertainment, Inc. -- http://www.harrahs.com/-- through its wholly owned subsidiary, Harrah's Operating Company, Inc., 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. Harrah's Entertainment carries a 'Caa3' Corporate Family rating, and a 'Caa3' Probability of default rating from Moody's. The ratings "reflect very high leverage and a negative outlook for gaming demand over the next year," Moody's said in September 2009. HAWKER BEECHCRAFT: Bank Debt Trades at 25% Off in Secondary Market ------------------------------------------------------------------ Participations in a syndicated loan under which Hawker Beechcraft is a borrower traded in the secondary market at 75.21 cents-on- the-dollar during the week ended Friday, Jan. 29, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents a drop of 0.93 percentage points from the previous week, The Journal relates. The Company pays 200 basis points above LIBOR to borrow under the facility. The bank loan matures on March 26, 2014, and 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 Friday among the 172 loans with five or more bids. As reported by the Troubled Company Reporter on Nov. 20, 2009, Moody's affirmed Hawker Beechcraft Acquisition Company LLC's Caa2 Corporate Family and Probability of Default ratings but lowered the rating on the company's senior secured bank obligations to Caa1 from B3 following announcement of plans to expand the size of its secured term loan. At the same time, ratings on Hawker Beechcraft's senior unsecured cash-pay and PIK election notes (Caa3) and subordinated notes (Ca) were affirmed. The company's Speculative Grade Liquidity rating was changed to SGL-4, designating weak liquidity, but is expected to improve once final amounts sourced from an incremental term loan are known. The outlook was revised to negative. The actions follow several developments: an amendment to the company's revolving credit facility reducing the size of the commitment and revising financial covenants, a proposed increase of $200 million to an existing $1,271 million term loan, disclosure of some $0.7 billion of non-cash impairment and other charges during the company's third quarter. On Nov. 19, 2009, the TCR stated that Standard & Poor's assigned its 'CCC+' issue-level rating to Hawker Beechcraft Acquisition Co. LLC's proposed $200 million incremental term loan, the same as the corporate credit rating on parent Hawker Beechcraft Inc., and a '4' recovery rating, which indicates S&P's expectation of average (30%-50%) recovery in a payment default scenario. In addition, S&P affirmed its 'CCC+' corporate credit rating on Wichita, Kansas-based Hawker Beechcraft. The company has about $2.15 billion of debt. S&P also lowered its issue-level rating on HBAC's existing senior secured credit facilities to 'CCC+' from 'B-', the same as the corporate credit rating on Hawker Beechcraft. S&P lowered the recovery rating on this debt to '4' from '2', indicating its expectation of average (30%-50%) recovery in a payment default scenario. At the same time, S&P affirmed its 'CCC-' issue-level rating on HBAC's senior unsecured and subordinated notes, two notches below the corporate credit rating on Hawker Beechcraft. The recovery rating on the senior unsecured and subordinated debt remains at '6', indicating S&P's expectation of negligible (0%- 10%) recovery in a payment default scenario. The outlook is negative. S&P could lower the ratings if the market for business jets deteriorates further, leading to reduced earnings, cash generation, and liquidity, resulting in cash on hand and revolver availability falling below $200 million. 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. HCA INC: Bank Debt Trades at 5% Off in Secondary Market ------------------------------------------------------- Participations in a syndicated loan under which HCA, Inc., is a borrower traded in the secondary market at 94.85 cents-on-the- dollar during the week ended Friday, Jan. 29, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents a drop of 0.66 percentage points from the previous week, The Journal relates. The Company pays 225 basis points above LIBOR to borrow under the facility. The bank loan matures on Nov. 6, 2013, and 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 Friday among the 172 loans with five or more bids. Headquartered in Nashville, Tennessee, HCA, Inc. -- http://www.hcahealthcare.com/-- is the nation's leading provider of healthcare services. As of June 30, 2008, HCA operated 169 hospitals and 107 freestanding surgery centers, including eight hospitals and eight freestanding surgery centers operated through equity method joint ventures. HCA, Inc. carries a 'B2' long term corporate family rating from Moody's, a 'B' long term issuer default rating from Fitch, and 'B+' issuer credit ratings from Standard & Poor's. HERBST GAMING: Bankruptcy Court Issues Amended Confirmation Order ----------------------------------------------------------------- In a regulatory filing Thursday, Herbst Gaming, Inc., disclosed that on January 22, 2010, the U.S. Bankruptcy Court for the District of Nevada issued an amended order confirming the Debtors' First Amended Joint Plan of Reorganization which was filed on July 22, 2009, as modified by the Findings of Fact entered contemporaneously with the amended order. The Final Plan provides for the following restructuring of the Debtors, to be consummated on the Substantial Confirmation Date: -- Conversion of all allowed claims under the Company's $860.0 million senior credit facility into debt and equity of the Debtors, through ownership of a new holding company. -- Termination of all outstanding obligations under the Company's 8-1/8% senior subordinated notes due 2012 and the Company's 7% senior subordinated notes due 2014. -- Cancellation of 100% of the existing equity in the Company. The Final Plan will become effective on February 5, 2010, provided the conditions to effectiveness set forth in the Final Plan are satisfied or waived. A copy of the amended confirmation order is available at no charge at http://researcharchives.com/t/s?4f36 A copy of the Findings of Fact and Conclusions of Law in Support of Order Confirming Debtors' First Amended Plan is available at no charge at http://researcharchives.com/t/s?4f37 About Herbst Gaming Headquartered in Reno, Nevada, Herbst Gaming, Inc. -- http://www.herbstgaming.com/-- is a diversified gaming company. The Company and its subsidiaries focus on two business lines, slot route operations and casino operations. The Company's route operations involves the exclusive installation and, as of Sept. 30, 2009, operation of approximately 6,300 slot machines in non-casino locations, such as grocery stores, drug stores, convenience stores, bars and restaurants. The casino operations consist of 16 casinos located in Nevada, Iowa and Missouri. The Company and 17 of its affiliates filed for Chapter 11 protection on March 22, 2009 (Bankr. D. Nev. Lead Case No. 09-50752). Thomas H. Fell, Esq., and Gerald M. Gordon, Esq., at Gordon Silver, represent the Debtors in their restructuring efforts. Herbst Gaming had $919.1 million in total assets; and $33.5 million in total liabilities not subject to compromise and $1.24 billion in liabilities subject to compromise, resulting in $361.0 million in stockholders' deficiency as of March 31, 2009. HERCULES OFFSHORE: Bank Debt Trades at 5% Off in Secondary Market ----------------------------------------------------------------- Participations in a syndicated loan under which Hercules Offshore, Inc., is a borrower traded in the secondary market at 94.75 cents- on-the-dollar during the week ended Friday, Jan. 29, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents a drop of 1.65 percentage points from the previous week, The Journal relates. The Company pays 650 basis points above LIBOR to borrow under the facility. The bank loan matures on July 11, 2013, and 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 Friday among the 172 loans with five or more bids. Hercules Offshore, Inc. (NASDAQ: HERO) -- http://www.herculesoffshore.com/-- provides shallow-water drilling and marine services to the oil and natural gas exploration and production industry in the United States, Gulf of Mexico and internationally. The Company provides these services to integrated energy companies, independent oil and natural gas operators and national oil companies. The Company operates in six business segments: Domestic Offshore, International Offshore, Inland, Domestic Liftboats, International Liftboats and Delta Towing. HOLLEY PERFORMANCE: Can Sell Holley Diesel OEM to Navistar Inc. --------------------------------------------------------------- The Hon. Peter J. Walsh of the U.S. Bankruptcy Court for the District of Delaware authorized Holley Performance Products Inc., and its debtor-affiliates to sell the Holley Diesel OEM original equipment manufacturer business, the products, and related assets to Navistar, Inc., the stalking horse bidder, subject to bigger and better offers. The Debtors relate that Cummins Inc. submitted the second highest and best offer for the purchased assets. Wells Fargo has consented to the sale and release of its security interests in the purchased assets. Upon closing the Debtors will pay $1.25 million in cash to Wells Fargo Foothill, Inc., the administrative agent for the credit facility, which amount will be applied to the principal balance of the term loan. If the sale to the buyer fails to close, for any reason, the Debtors are authorized to sell the purchased assets to the backup buyer for $5.10 million in cash, with the purchased assets to exclude 2 Mazak machines. Pursuant to Section 363 of the Bankruptcy Code, the purchased assets will be transferred to the buyer, free and clear of all claims, interest, and encumbrances. Holley Performance and its affiliates are leading suppliers of performance automotive products. The Company designs, manufactures, and markets a diversified line of performance automotive products, including carburetors, fuel pumps, fuel injection systems, nitrous oxide injection systems, superchargers, exhaust headers, mufflers, and automotive performance plumbing products. Holley Performance and its affiliates filed for Chapter 11 on September 28, 2009 (Bankr. D. Del. Case No. 09-13333). Pepper Hamilton LLP represents the Debtors in their restructuring effort. Ropes & Gray LLP is corporate counsel. Epiq Bankruptcy Solutions LLC serves as claims and notice agent. The Debtors' cases have been assigned to Judge Peter J. Walsh. The petition says assets and debts are between $100 million and $500 million. Holley Performance returned to bankruptcy 19 months after winning court approval of its last reorganization plan. HOLLEY PERFORMANCE: Wants Plan Filing Deadline Moved to April 26 ---------------------------------------------------------------- Holley Performance Products Inc. and its debtor-affiliates ask the U.S. Bankruptcy Court for the District of Delaware to extend their exclusive periods to propose a Chapter 11 Plan until April 26, 2010, and to solicit acceptances of that Plan until June 28, 2010. The Debtor explain that they need additional time to: -- finalize discussions with their major stakeholders regarding their use of cash collateral; -- continue discussions regarding new financing upon their emergence from Chapter 11 and the terms of their reorganization in chapter 11; and -- permit their financial advisors to evaluate the Debtors' business and analyze the best options available to maximize value; and -- complete a review of the claims filed. Holley Performance and its affiliates are leading suppliers of performance automotive products. The Company designs, manufactures, and markets a diversified line of performance automotive products, including carburetors, fuel pumps, fuel injection systems, nitrous oxide injection systems, superchargers, exhaust headers, mufflers, and automotive performance plumbing products. Holley Performance and its affiliates filed for Chapter 11 on September 28, 2009 (Bankr. D. Del. Case No. 09-13333). Pepper Hamilton LLP represents the Debtors in their restructuring effort. Ropes & Gray LLP is corporate counsel. Epiq Bankruptcy Solutions LLC serves as claims and notice agent. The Debtors' cases have been assigned to Judge Peter J. Walsh. The petition says assets and debts are between $100 million and $500 million. Holley Performance returned to the bankruptcy court 19 months after winning court approval of its last reorganization plan. HOVNANIAN ENTERPRISES: Names Thomas Pellerito as New COO -------------------------------------------------------- Hovnanian Enterprises Inc. appointed Thomas Pellerito as new Chief Operating Officer of the Company. Mr. Pellerito has served as a group President overseeing homebuilding operations in certain of the Company's Mid-Atlantic and Southeast segments. Before joining the Company, Mr. Pellerito was the President of homebuilding operations and Chief Operating Officer of Washington Homes, Inc. The financial terms of Mr. Pellerito's employment as Chief Operating Officer include: * an annual base salary of $500,000; * an annual bonus set by the Chief Executive Officer of the Company, after consultation with the compensation committee of the Board of Directors of the Company; * stock grants and other awards to be determined in the discretion of the Compensation Committee; and * a $24,000 annual automobile travel allowance. In addition to the foregoing, Mr. Pellerito will be entitled to participate in employee benefit programs in which other senior executive officers of the Company generally participate. About Hovnanian Enterprises Hovnanian Enterprises, Inc. (NYSE: HOV), founded in 1959 by Kevork S. Hovnanian, is headquartered in Red Bank, New Jersey. The Company is one of the nation's largest homebuilders with operations in Arizona, California, Delaware, Florida, Georgia, Illinois, Kentucky, Maryland, Minnesota, New Jersey, New York, North Carolina, Ohio, Pennsylvania, South Carolina, Texas, Virginia and West Virginia. The Company's homes are marketed and sold under the trade names K. Hovnanian(R) Homes(R), Matzel & Mumford, Brighton Homes, Parkwood Builders, Town & Country Homes, Oster Homes, First Home Builders of Florida and CraftBuilt Homes. As the developer of K. Hovnanian's(R) Four Seasons communities, the Company is also one of the nation's largest builders of active adult homes. At October 31, 2009, the Company had $2.024 billion in total assets against $2.340 billion in total liabilities. At October 31, 2009, the Company had accumulated deficit of $826.007 million and stockholder's deficit of $349.598 million. * * * Hovnanian carries S&P's "CCC" corporate credit rating; Moody's "Caa1" corporate family rating; and Fitch's "CCC" Issuer Default Rating. IMS HEALTH: Moody's Assigns 'B1' Corporate Family Rating -------------------------------------------------------- Moody's Investors Service assigned first time ratings to IMS Health Incorporated in connection with its pending leveraged buyout. Moody's assigned a B1 Corporate Family Rating, B1 Probability of Default Rating, Ba3 to the proposed $2.275 billion senior secured credit facility and B3 to the $1 billion of proposed senior unsecured notes. The rating outlook is stable. On November 5, 2009, IMS announced that it entered into a definitive agreement to be acquired by investment funds managed by TPG Capital, L.P., and the CPP Investment Board. The total transaction size, including fees and expenses, is estimated at about $6 billion. Completion of the transaction is subject to approval of IMS shareholders, regulatory approvals and customary closing conditions and is expected to occur by the end of the first quarter of 2010. The transaction is expected to be funded with a $2 billion term loan, $1 billion of senior unsecured notes, $2.8 billion of common equity and cash on hand. The B1 CFR is constrained by moderately high leverage for the rating category, revenue concentration with large pharmaceutical customers, dependence on large data suppliers, and the potential for future regulatory changes to limit product and service offerings. The ratings are supported by a leading market position, broad product offerings to the healthcare sector, substantial geographic diversity and a track record of steady financial performance and solid cash flow generation. "The stable outlook anticipates that Adjusted EBITDA will remain relatively steady in 2010, with cost restructuring benefits largely offset by modest revenue declines," stated Moody's Senior Vice President Lenny Ajzenman. Moody's assigned these ratings (assessments) to IMS Health Incorporated: * $2 billion 6 year senior secured term loan facility, Ba3 (LGD 3, 31%) * $275 million 5 year senior secured revolver, Ba3 (LGD 3, 31%) * $1 billion 8 year senior unsecured notes, B3 (LGD 5, 85%) * Corporate Family Rating, B1 * Probability of Default Rating, B1 The final documentation may provide for an allocation of a portion of the revolver to certain non-US subsidiaries. IMS, headquartered in Norwalk Connecticut, is a leading global provider of market intelligence to the pharmaceutical and healthcare industries. The company reported revenues of approximately $2.2 billion for the twelve month period ended September 30, 2009. IMS HEALTH: S&P Assigns Corporate Credit Rating at 'BB-' -------------------------------------------------------- Standard & Poor's Ratings Services assigned a 'BB-' corporate credit rating to IMS Health Inc., a pharmaceutical market intelligence company. S&P also assigned a 'BB' senior secured debt rating to IMS' proposed $2.275 billion in senior secured bank loans, consisting of a $275 million senior secured revolver due 2015 and a $2 billion senior secured term loan B due 2016. S&P assigned a '2' recovery rating to this debt, indicating S&P's expectation for substantial (70% to 90%) recovery in the event of a payment default. At the same time, S&P assigned a 'B' senior unsecured debt rating to IMS' proposed $1 billion senior unsecured notes due 2018. S&P assigned a '6' recovery rating on the debt, indicating S&P's expectation for negligible (0% to 10%) recovery in the event of a payment default. The rating outlook is stable. The ratings on IMS reflect the company's aggressive post-leveraged buyout debt leverage; uncertain financial policy given the sponsor ownership; and the difficult industry conditions for outsourced pharmaceutical services, especially on the consulting side of the business. The company's well-established leadership position in the pharmaceutical industry information market and solid free cash flows that should enable the company to quickly reduce debt partially offset these concerns. A group of private equity sponsors, including TPG Capital L.P., CPP Investment Board, and Leonard Green & Partners, is purchasing IMS for approximately $5.2 billion. Following the close of the transaction, which S&P expects to occur in the first quarter of 2010, IMS will be aggressively leveraged at 5.1x (adjusted); however, given the relatively high visibility of IMS' revenues and significant free cash flows, S&P believes the company can quickly reduce debt. IMS is the leading provider of pharmaceutical market intelligence. The company's offerings are divided into two businesses: the core information and analytics business (roughly 75% of revenues) and the newer consulting business (25%). The information and analytics business primarily measures prescription drug data and reports on a company's effectiveness in its commercialization efforts and its market size and share. The consulting business offers services including maximizing commercial performance of drugs, optimizing pricing strategies, and conducting analytics along the entire pharmaceutical chain. The company has a diverse client base (no one customer accounts for greater than 7% of revenues) and counts nearly every pharmaceutical company as a customer. There are local and country-level competitors, though IMS holds a significant leading global market position because its data collection network, with over 175,000 collection points in over 100 countries, is a key competitive advantage and major barrier to entry. IMS' pharmaceutical clients consider many of the company's market data and intelligence services as mission critical, which lends to the relatively high visibility of IMS' annual revenue stream. INNOVATIVE DESIGNS: Louis Plung Raises Going Concern Doubt ---------------------------------------------------------- Louis Plung & Company, LLP, in Pittsburgh, Pa., expressed substantial doubt about Innovative Designs, Inc.'s ability to continue as a going concern after auditing the Company's balance sheet as of October 31, 2009, and the related statements of operations, stockholders' deficit, and cash flows for the years ended October 31, 2009, and 2008. The Company has experienced significant losses from operations. In addition, the Company has an accumulated deficit of $5,600,832 at October 31, 2009. The Company's ability to continue as a going concern is contingent upon its ability to expand its operations and secure additional financing. The Company is currently pursuing financing for its operations and seeking to expand its operations. Failure to secure such financing or expand its operations may result in the Company not being able to continue as a going concern. Fiscal 2009 Results The Company reported net income of $22,000 on revenue of $837,224 for the year ended October 31, 2009, compared to net income of $3,557,219 on revenue of $543,137 in fiscal 2008. The Company reported income from operations of $40,280 in fiscal 2009, compared to a loss of $552,248 in fiscal 2008. The Company attributed the increase in revenues to increased demand for its Artic Amour line of products. The Company also brought on new sales and distributors organizations in 2009. Selling, general and administrative expenses were $418,834 for the fiscal year ended October 31, 2009, compared to $617,740 for the comparable period in 2008. Balance Sheet At October 31, 2009, the Company's balance sheet showed $1,085,679 in total assets, $1,046,620 in total liabilities, and stockholders' equity of $39,059. About Innovative Designs Headquartered in Pittsburgh, Pa., Innovative Designs, Inc. -- http://www.idigear.com/-- markets cold weather recreational and industrial clothing products that are made from INSULTEX, a low density foamed polyethylene, a material with buoyancy, scent block, and thermal resistant properties. The Company has a license agreement directly with the owner of the INSULTEX Technology. During 2006, an involuntary Chapter 7 petition was filed against the Company based upon a judgment award from an Italian Arbitration Panel. On October 31, 2007, the Company was dismissed from the bankruptcy case. INT'L LEASE FINANCE: S&P Downgrades Unsec. Debt Ratings to 'BB+' ---------------------------------------------------------------- Standard & Poor's Ratings Services reports that in the media release published Jan. 25, 2010, related to International Lease Finance Corp., the estimated secured debt as a percentage of total assets was misstated. A corrected version follows. S&P lowered its ratings on International Lease Finance Corp., including lowering the corporate credit rating to 'BBB-' from 'BBB+', and lowered the ratings on its unsecured debt to 'BB+' from 'BBB+'. The ratings remain on CreditWatch with negative implications. S&P base the downgrade of its corporate credit rating on Los Angeles-based aircraft lessor ILFC on: * S&P's credit assessment of ILFC as a business AIG will most likely continue to own and partially fund for the next several years, while holding for eventual sale; * S&P's assessment of the likelihood of continued funding advances from AIG to ILFC; and * ILFC's shift toward secured borrowing, which reduces financial flexibility and in S&P's view will likely require amendment of the company's bank credit facilities, thus placing them on a secured basis and raising borrowing costs. "S&P bases its downgrade of ILFC's senior unsecured debt to 'BB+', one notch lower than the corporate credit rating, on an increasing proportion of secured debt," said Standard & Poor's credit analyst Christopher DeNicolo. "This places unsecured creditors in an essentially subordinated position," he continued. Following ILFC's October 2009 granting of collateral to secure advances from AIG, secured debt as a percentage of total assets, as S&P calculates it, rose to an estimated 15%, and S&P believes it is likely to rise above 20% this year. The ratings remain on CreditWatch with negative implications. Although S&P believes AIG is likely to remain committed to supporting ILFC based on current conditions, S&P also believes there is material execution risk in planned asset sales, refinancings, and the potential amendment of credit facilities. S&P could lower its ratings if S&P conclude there is less certainty of AIG continuing to provide funding to ILFC to supplement internal cash sources, or if adverse developments raise concerns regarding its long-term business prospects or ILFC's ability to execute on material liquidity initiatives. S&P could affirm the ratings if improved aviation market and credit market conditions allow ILFC to secure substantial external funding and eliminate its reliance on further advances from AIG, conditions that would also be conducive to a sale of the company. JACUZZI BRANDS: S&P Raises Corporate Credit Rating to 'B-' ---------------------------------------------------------- Standard & Poor's Ratings Services raised its corporate credit rating on Chino, California-based spa and bath manufacturer Jacuzzi Brands Corp. to 'B-' from 'SD' (selective default). The outlook is stable. At the same time, S&P raised the issue-level ratings on the company's $170 million first-lien bank term loan and $15 million synthetic letter-of-credit facility to 'CCC' (two notches below the corporate credit rating) from 'CC'. The recovery rating on these loans remains at '6', indicating S&P's expectation for negligible (0% to 10%) recovery in the event of a payment default. S&P also withdrew the 'D' issue-level rating and the recovery rating of '6' on the $150 million of second-lien debt, which was exchanged for equity. "The upgrade reflects Jacuzzi's improved capital structure following the recapitalization that included a $140 million reduction in outstanding debt," said Standard & Poor's credit analyst Tom Nadramia. In addition, S&P believes that, for the ratings, the company has adequate liquidity from cash and availability under bank credit lines to meet modest near-term obligations. While operating conditions remain challenging, Standard & Poor's Ratings Services expects these trends to moderate in 2010 which should stabilize Jacuzzi's operating results. Moreover, Jacuzzi has concluded significant cost reduction and rationalization measures, effectively reducing the operating break-even point for the firm. As a result, S&P expects Jacuzzi's credit measures to improve from current levels. S&P thinks interest coverage should strengthen over the next year to more than 2x, while debt to EBITDA will likely remain weak for the rating at just over 10x. In S&P's view, the revised capital structure and improved liquidity position, combined with a competitive cost structure and expected break-even cash generation provide Jacuzzi with stability in the current rating, even in light of continued weak end markets in 2010. Currently, S&P expects EBITDA to interest coverage to be in the 2.00x to 2.25x range with debt to EBITDA levels remaining above 10x for fiscal 2010. S&P expects Jacuzzi should have sufficient liquidity to meet all obligations until markets return to more normal levels. S&P considers a negative rating action possible if EBITDA to interest coverage falls below 1.25x or if liquidity becomes constrained, thereby creating further reliance on the ABL facilities and reducing interest coverage. Although S&P does not expect to take a positive rating action in the near term, S&P could do so if operating results exceeded expectations, leading to EBITDA levels that would reduce leverage below 6x. JAPAN AIRLINES: U.S. Court Grants Preliminary Injunction -------------------------------------------------------- Judge James M. Peck of the U.S. Bankruptcy Court for the Southern District of New York granted Japan Airlines Corporation, Japan Airlines International Co., Ltd., and JAL Capital Co., Ltd., preliminary injunction to protect them from creditor actions or lawsuits in the U.S. as they reorganize in their main bankruptcy proceedings in Tokyo, Japan. Prior to the U.S. Court's entry of the preliminary injunction order, the Debtors amended their proposed preliminary injunction order to incorporate the provisions agreed to by the Debtors to resolve informal responses to the Application that the Debtors received. Beginning January 27, 2010 and continuing until the date of the entry of the U.S. Court of a recognition motion: (a) the protections of Sections 361 and 362 of the Bankruptcy Code apply with respect to the Debtors and their property in the territorial jurisdiction of the United States; (b) the Foreign Representative is established as the Debtors' representative with full authority to administer their assets and affairs in the United States, including, without limitation, making payments on account of their prepetition and postpetition obligations; (c) the Foreign Representative is entrusted with the administration or realization of all or part of the Debtors' assets in the United States, including, without limitation, all of the Debtors' assets that may have been transferred to parties in the United States; (d) all persons and entities are enjoined from seizing, attaching or enforcing or executing liens or judgments against the Debtors' property in the United States or from transferring, encumbering or otherwise disposing of or interfering with the Debtors' assets or agreements in the United States without the express consent of the Foreign Representative; (e) all persons and entities are enjoined from commencing or continuing, including the issuance or employment of process of, any judicial, administrative or any other action or proceeding involving or against the Debtors or their assets or proceeds thereof that are located in the United States, or to recover a claim or enforce any judicial, quasi-judicial, regulatory, administrative or other judgment, assessment, order, lien or arbitration award against the Debtors or their assets or proceeds thereof that are located in the United States; and (f) the Foreign Representative has the right and power to examine witnesses, take evidence or deliver information concerning the Debtors' assets, affairs, rights, obligations or liabilities. The Foreign Representative, in connection with his appointment as the Debtors' trustee in the Japan Proceeding or as the "foreign representative" in the Chapter 15 Cases; and the Debtors, are granted the full protections and rights available pursuant to Section 1519(a)(1)-(3) of the Bankruptcy Code. Pursuant to Rule 65(b) of the Federal Rules of Civil Procedure, made applicable to the Chapter 15 Cases pursuant to Rule 7065 of the Federal Rules of Bankruptcy Procedure, no notice to any person is required prior to entry and issuance of the Order. The Court authorized the banks and financial institutions with which the Debtors maintain bank accounts or on which checks are drawn or electronic payment requests made in payment of prepetition or postpetition obligations to continue to service and administer the Debtors' bank accounts without interruption and in the ordinary course and to receive, process, honor and pay any and all checks, drafts, wires and automatic clearing house transfers issued, whether before or after the Petition Date and drawn on the Debtors' bank accounts by respective holders and makers thereof and at the direction of the Foreign Representative or the Debtors, as the case may be. The Foreign Representative having confirmed that it has elected in accordance with applicable Japanese insolvency law to assume, accept, validate and perform the Debtors' obligations under the Debtors' interline agreements and clearinghouse agreements and billing and settlement agreements administered by the International Air Transport Association (IATA), the IATA Clearing House, Airlines Clearing House, Inc. and Universal Air Travel Plan, Inc., the Debtors and the Foreign Representative, as the case may be, are authorized to perform in accordance with the Industry Agreements, including without limitation (a) to honor and pay outstanding prepetition and postpetition claims arising in the ordinary course of business under the Industry Agreements, and (b) to process customary payments and transfers and to honor customary transfer requests made by Debtors and other participants pursuant to the Industry Agreements. Notwithstanding anything to the contrary contained in the Preliminary Injunction Order or in the Court's January 19, 2010 Order to Show Cause with Temporary Restraining Order, the provisions of Sections 362 and 1520 of the Bankruptcy Code are modified, nunc pro tunc to January 19, 2010, solely to the extent necessary to permit performance of, and under, the Industry Agreements by the Debtors and other parties to the agreements and by financial institutions involved in implementing the agreements. The Debtors are asking the U.S. Court to recognize their Japan Proceeding as a "foreign main proceeding" as defined in Section 1502(4) of the Bankruptcy Code and Eiji Katayama, Esq., at Abe, Ikubo & Katayama, as "foreign representative" as defined in Section 101(24) of the Bankruptcy Code, unless otherwise extended pursuant to Section 1519(b). A full-text copy of the Preliminary Injunction Order is available for free at http://bankrupt.com/misc/JAL_PreInjunctionOrd.pdf Japan Airlines Corporation -- http://www.jal.co.jp/-- is a Japan-based company mainly engaged in the provision of air transport services. The Company is active in five business segments through its 203 subsidiaries and 83 associated companies. JAL International Co. Ltd. is a wholly owned operating subsidiary of Japan Airlines Corporation. * * * Japan Airlines Corporation, Japan Airlines International Co., Ltd. and JAL Capital Co., Ltd., on January 19, 2010, filed petitions to commenced corporate reorganization proceedings with the Tokyo District Court. The Court appointed the Enterprise Turnaround Initiative Corporation of Japan and Eiji Katayama, Esq., as reorganization trustees. Japan Airlines Corp. filed a Chapter 15 petition in New York (Bankr. S.D.N.Y. Case No. 10-10198). The Company said debt is $28 billion. Bankruptcy Creditors' Service, Inc., publishes Japan Airlines Bankruptcy News. The newsletter tracks the Chapter 15 proceedings and the bankruptcy proceedings in Tokyo undertaken by Japan Airlines Corp. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) JONES STEPHENS: Files Schedules of Assets and Liabilities --------------------------------------------------------- Jones Stephens Corp. filed with the U.S. Bankruptcy Court for the District of Delaware its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $43,116,875 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $61,658,446 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $29,990,078 ----------- ----------- TOTAL $43,116,875 $91,648,524 Headquartered in Moody, Alabama, Jones Stephens Corp. -- http://www.plumbest.com/-- is a designer, manufacturer, and distributor of specialty plumbing products, primarily serving plumbing wholesalers, do-it-yourself retailers and hardware stores. Jones Stephens offers its products under the Jones Stephens(TM) and PlumBest(R) brand names. Products are used in repair, remodel and new construction applications within both the residential and commercial markets. Jones Stephens Corp., together with affiliate Plumbing Holdings Corp., filed for Chapter 11 on Dec. 15, 2009 (Bankr. D. Del. Case No. 09-14414). Howard A. Cohen, Esq., at Drinker Biddle & Reath LLP, represents the Debtor in its restructuring effort. The petition says it has assets of $84 million and debt of $101 million. The company hired AlixPartners LLP as its financial adviser and Drinker Biddle & Reath LLP as its bankruptcy counsel. JOSEPH MICHAEL KASER: Case Summary & 16 Largest Unsec. Creditors ---------------------------------------------------------------- Debtor: Joseph Michael Kaser 130 Valley View Dr Sedona, AZ 86336 Bankruptcy Case No.: 10-02447 Chapter 11 Petition Date: January 29, 2010 Court: United States Bankruptcy Court District of Arizona (Phoenix) Debtor's Counsel: Michael Reddig, Esq. Reddig Law Office Po Box 22143 Flagstaff, AZ 86002 Tel: (928) 774-9544 Fax: (928) 774-2043 Email: reddiglaw@gmail.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 $1,232,650, and total debts of $1,919,821. A full-text copy of the Debtor's petition, including a list of its 16 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/azb10-02447.pdf The petition was signed by Mr. Kaser. KRISHAN CORPORATION: Voluntary Chapter 11 Case Summary ------------------------------------------------------ Debtor: Krishan Corporation dba Day's Inn San Jose 2460 Fontaine Road San Jose, CA 95121 Bankruptcy Case No.: 10-50824 Chapter 11 Petition Date: January 28, 2010 Court: United States Bankruptcy Court Northern District of California (San Jose) Judge: Henry J. Boroff Debtor's Counsel: Steven J. Sibley, Esq. Law Offices of DiNapoli and Sibley 10 Almaden Blvd. #1250 San Jose, CA 95113-2233 Tel: (408) 999-0900 Email: sjs@dslaw.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 Pankaj K. (Pete) Patel, president of the general partner of the Company. L & G ROSEMEAD: Case Summary & 3 Largest Unsec. Creditors --------------------------------------------------------- Debtor: L & G Rosemead Garden, LLC 9906 Lower Asuza Road El Monte, CA 91731 Bankruptcy Case No.: 10-13084 Debtor-affiliates filing separate Chapter 11 petition June 15, 2009: Entity Case No. ------ -------- 330 Naomi LLC 09-24911 Debtor-affiliates filing separate Chapter 11 petition June 19, 2009: Entity Case No. ------ -------- Prelude Investment LLC 09-25621 Debtor-affiliates filing separate Chapter 11 petition September 10, 2009: Entity Case No. ------ -------- L&G Garvey Investment LLC 09-34380 Chapter 11 Petition Date: January 28, 2010 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judge: Vincent P. Zurzolo Debtor's Counsel: Robert G. Berke, Esq. Berke Law Offices 7236 Owensmouth Ave, Ste D Canoga Park, CA 91303 Tel: (818) 804-5729 Fax: (818) 881-9008 Email: info@berkelawoffices.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $10,000,001 to $50,000,000 A full-text copy of the Debtor's petition, including a list of its 3 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/cacb10-13084.pdf The petition was signed by Jing Gong, managing member of the Company. LAS VEGAS SANDS: Bank Debt Trades at 12% Off in Secondary Market ---------------------------------------------------------------- Participations in a syndicated loan under which Las Vegas Sands Corp. is a borrower traded in the secondary market at 87.98 cents- on-the-dollar during the week ended Friday, Jan. 29, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents a drop of 1.57 percentage points from the previous week, The Journal relates. The Company pays 175 basis points above LIBOR to borrow under the facility. The bank loan matures on May 1, 2014, and carries Moody's B3 rating and Standard & Poor's B- rating. Meanwhile, participations in a syndicated loan under which Venetian Macau US Finance Co., LLC, is a borrower traded in the secondary market at 95.38 cents-on-the-dollar during the week ended Friday, Jan. 29, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents a drop of 1.35 percentage points from the previous week, The Journal relates. The Company pays 550 basis points above LIBOR to borrow under the facility. The bank loan matures on May 25, 2011, and carries Moody's B3 rating and Standard & Poor's B- rating. The loans are two of the biggest gainers and losers among widely quoted syndicated loans in secondary trading in the week ended Friday among the 172 loans with five or more bids. Venetian Macau US Finance Co., LLC (also known as VML US Finance LLC), and Venetian Macau Limited are wholly owned subsidiaries of Las Vegas Sands. Venetian Macau Limited owns the Sands Macau in the People's Republic of China Special Administrative Region of Macau and is also developing additional casino hotel resort properties in Macau. Based in Las Vegas, Nevada, Las Vegas Sands Corp. (NYSE: LVS) -- http://www.lasvegassands.com/-- owns and operates The Venetian Resort Hotel Casino, The Palazzo Resort Hotel Casino, and an expo and convention center. The company also owns and operates the Sands Macao, the first Las Vegas-style casino in Macao, China. As reported by the TCR on Aug. 4, 2009, Moody's placed Las Vegas Sands Corp.'s ratings, including its 'B3' Corporate Family Rating, on review for possible downgrade. Moody's cited weak operating results and heightened concern regarding the Company's ability to maintain compliance with financial covenants, among other things. The Company also carries 'B-' issuer credit ratings from Standard & Poor's. LAUREATE EDUCATION: Bank Debt Trades at 8% Off in Secondary Market ------------------------------------------------------------------ Participations in a syndicated loan under which Laureate Education, Inc., is a borrower traded in the secondary market at 92.19 cents-on-the-dollar during the week ended Friday, Jan. 29, 2010, 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 Aug. 17, 2014. The Company pays 325 basis points above LIBOR to borrow under the facility. The bank debt carries Moody's B1 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 Friday among the 172 loans with five or more bids. Laureate Education, Inc., is based in Baltimore, Maryland, and operates a leading international network of accredited campus- based and online universities with 26 institutions in 15 countries, offering academic programs to about 311,000 students through 74 campuses and online delivery. Laureate offers a broad range of career-oriented undergraduate and graduate programs through campus-based universities located in Latin America, Europe, and Asia. Through online universities, Laureate offers the growing population of non-traditional, working-adult students the convenience and flexibility of distance learning to pursue undergraduate, master's and doctorate degree programs in major career fields including engineering, education, business, and healthcare. Laureate had revenues of approximately $1.4 billion in fiscal 2007. LEAP WIRELESS: To Release Q4 and Full-Year 2009 Report on Feb. 25 ----------------------------------------------------------------- Leap Wireless International, Inc., plans to release financial and subscriber results for the fourth quarter and fiscal year ended December 31, 2009, after market close on Thursday, February 25, 2009. Following the release, Leap management will host a conference call with live webcast to discuss these results. Other forward-looking and material information may also be discussed during the call. Conference call details: * Date: Thursday, February 25, 2010 * Time: 5:00 p.m. EST/2:00 p.m. PST * Domestic dial in number: 1-800-920-2905 * International dial in number: 1-212-231-2900 * There is no participant passcode required for this event. If listening via telephone, the accompanying presentation slides may be accessed by visiting http://investor.leapwireless.com Listeners should navigate to the webcast and choose the 'Live Phone' option to view the slides in conjunction with the live conference call. Individuals dialing into the live call are encouraged to call in 10 minutes prior to the start time to register and be placed into the call. To listen live via webcast and view accompanying presentation slides, visit http://investor.leapwireless.com Please choose the 'webcast' option to view the slides in conjunction with the webcast. An online replay and downloadable MP3 of the event will be available on the Company's Web site shortly after the live call and will be accessible for a limited period of time. A telephonic replay will be available approximately two hours after the call's completion and can be accessed by dialing 1-800-633-8284 (domestic) or 1-402-977-9140 (international) and entering reservation number 21456876. About Leap Headquartered in San Diego, California, Leap Wireless International, Inc. (NASDAQ: LEAP) -- http://www.leapwireless.com/ -- and its joint ventures provide wireless services in 34 states and the District of Columbia and hold licenses in 35 of the top 50 U.S. markets. Through its affordable, flat-rate service plans, Cricket offers customers a choice of unlimited voice, text, high- speed data and mobile Web services. As of September 30, 2009, Leap had $5.36 billion in total assets, including $222.9 million in cash and cash equivalents, against total liabilities of $3.55 billion and redeemable noncontrolling interests of $75.7 million, resulting in $1.74 billion in stockholders' equity. * * * According to the Troubled Company Reporter on April 29, 2009, Standard & Poor's Ratings Services revised its outlook on Leap Wireless International Inc. to positive from stable. At the same time, S&P affirmed its ratings on the San Diego-based wireless carrier, including the 'B-' long-term corporate credit rating and 'B+' secured bank loan rating on subsidiary Cricket Communications Inc. LEVEL 3: Bank Debt Trades at 9% Off in Secondary Market ------------------------------------------------------- Participations in a syndicated loan under which Level 3 Communications, Inc., is a borrower traded in the secondary market at 90.59 cents-on-the-dollar during the week ended Friday, Jan. 29, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents a drop of 1.27 percentage points from the previous week, The Journal relates. The loan matures March 1, 2014. The Company pays 225 basis points above LIBOR to borrow under the facility. The bank debt carries Moody's B1 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 Friday among the 172 loans with five or more bids. Headquartered in Broomfield, Colorado, Level 3 Communications, Inc., is a publicly traded international communications company with one of the world's largest communications and Internet backbones. Level 3 Communications carries a 'Caa1' corporate family rating, and 'Caa2' probability of default rating, with negative outlook from Moody's, a 'B-' issuer default rating from Fitch, and 'B-' long term issuer credit ratings from Standard & Poor's. LG MOTORS: Chapter 11 to 7 Conversion Entirely Appropriate ---------------------------------------------------------- WestLaw reports that the mere fact that a creditor's allegedly inappropriate action in taking possession of certificates of title of vehicles later sold by the debtor's principal may have prevented the principal from delivering title to buyers in a timely fashion and contributed to the loss of his license to sell motor vehicles was not an "unusual circumstance," such as might weigh against dismissal or conversion of a Chapter 11 case filed by the debtor, a company whose only business was providing financing for those whose purchased motor vehicles from its now- licenseless principal. The mere fact that circumstances beyond the debtor's or its principal's control may have contributed to a loss of the license in no way affected whether it was in the best interests of creditors and the estate to dismiss or convert the case based on a substantial or continuing loss or diminution of estate assets and the absence of any reasonable likelihood of rehabilitation. In re LG Motors, Inc., --- B.R. ----, 2009 WL 4110125 (Bankr. N.D. Ill.) (Barbosa, J.). The Honorable Manuel Barbosa granted motions by Manheim Automotive Financial Services, Inc., one of LG Motors' creditors, and the United States Trustee to convert the debtor's Chapter 11 case to a Chapter 7 liquidation, based, inter alia, on continuing loss or diminution of estate assets and the absence of any reasonable likelihood of rehabilitation. LG Motors, Inc., filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 09-70041) on January 8, 2009, and a copy of that petition is available at http://bankrupt.com/misc/ilnb09-70041.pdfat no charge. LG Motors' principal, Lawrence Goldstein, also filed a chapter 11 petition (Bankr. N.D. Ill. Case No. 09-70040) on January 8, 2009. A copy of Mr. Goldstein's petition is available at http://bankrupt.com/misc/ilnb09-70040.pdfat no charge. Mr. Goldstein's Chapter 11 case was converted to a Chapter 7 liquidation proceeding on Sept. 30, 2009. LIBBEY INC: S&P Affirms Corporate Credit Rating at 'B' ------------------------------------------------------ Standard & Poor's Ratings Services said that it affirmed its 'B' corporate credit rating on Toledo, Ohio-based Libbey Inc. The outlook is stable. Standard & Poor's also assigned its 'B' issue rating to the proposed $400 million senior secured notes due 2015 for Libbey Glass Inc., a wholly owned subsidiary of Libbey Inc. S&P assigned a recovery rating of '3', indicating its expectation of meaningful (50% to 70%) recovery in the event of a payment default. The ratings are based on preliminary terms and are subject to review upon final documentation. Libbey had about $447 million of debt outstanding as of Sept. 30, 2009, pro forma for the company's Oct. 2009 debt exchange. "The rating affirmation reflects S&P's expectation for continued improvement in operating performance and adequate liquidity, while debt increases modestly following the proposed transaction," said Standard & Poor's credit analyst Rick Joy. S&P estimate pro forma lease- and pension-adjusted total debt to EBITDA of approximately 5.8x, compared with about 5.6x before the transaction, for the 12 months ended Dec. 31, 2009. Proceeds from the proposed $400 million senior secured notes will be used to repay the company's existing $306 million senior secured floating rate notes, $80.4 million of 16% PIK notes, and transaction-related fees and expenses. The ratings on Libbey Inc. reflect the company's narrow business focus, capital-intensive operations, vulnerability to volatility in natural gas prices, sizable unfunded pension and postretirement medical benefit obligations, and leveraged financial profile. (Libbey Glass Inc., the company's wholly owned subsidiary, issued the company's senior secured notes. For analytical purposes, S&P view Libbey and Libbey Glass Inc. as one economic entity.) S&P believes Libbey benefits from a leading market share as a glassware provider in the U.S. foodservice industry and from holding the leading market position in glass tableware in Mexico through its subsidiary Crisa Libbey Commercial S. de R.L. de C.V. (not rated). Libbey primarily manufactures glass tableware products. Although the company also distributes and sources ceramic dinnerware, metalware, and plasticware, S&P view Libbey as narrowly focused. S&P estimate more than 70% of the company's sales and EBITDA are from glassware products. S&P assign a high degree of business risk to the glassware industry, because it is highly competitive, capital-intensive, and vulnerable to economic cycles and volatility in the price of natural gas, which is used in the manufacturing process. Despite a more recent decline in demand arising from a weak economy, S&P believes long-term growth prospects remain favorable for the U.S. foodservice industry, where Libbey maintains the lead position for glassware sales, and the company's significant installed base is a competitive advantage. S&P believes this provides some protection against the threat of imports, because replacement purchases drive a significant portion of glassware sales to the foodservice channel and switching costs are high. S&P estimate that historically, close to half of the company's sales and EBITDA are from the U.S. foodservice channel. Historically, this has provided some stability to sales and cash flow. However, the foodservice channel had a significant slowdown at the end of 2008 and the early part of 2009 due to the economic downturn. Although this has resulted in a weaker operating performance at Libbey over the past year, the company has seen improving trends in recent months. The stable outlook indicates that S&P expects Libbey will maintain its strong market positions, continue to improve its operating performance, and generate positive free cash flow. As a result, S&P believes that the company's credit measures will continue to strengthen and that Libbey will achieve significant deleveraging as its EBITDA base recovers. S&P expects Libbey will be able to reduce leverage materially below 5.5x by fiscal year end 2010, which S&P believes the company could achieve even if its sales decline by low single digits in 2010. S&P could consider raising the rating if the company continues to strengthen operating performance, improves its EBITDA margins, and is able to materially reduce and sustain leverage below 5.5x. If the company experiences operating difficulties and credit measures deteriorate, such that leverage increases beyond 7x, and/or if the company's liquidity is materially pressured, S&P could lower the ratings. S&P estimates that EBITDA would need to fall by nearly 20% for leverage to rise to 7x over the next year. LINK DEVELOPMENT: Case Summary & 24 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Link Development, LLC 2 Prince Street Second Floor Unit Boston, MA 02113 Bankruptcy Case No.: 10-10786 Type of Business: Chapter 11 Petition Date: January 28, 2010 Court: United States Bankruptcy Court District of Massachusetts (Boston) Judge: Henry J. Boroff Debtor's Counsel: Scott R. Stevenson, Esq. Stevenson & Lynch, P.C. 62 Derby St., Suites 4-5 Hingham, MA 02043 Tel: (781) 741-5000 Email: SStevenson@StevensonLynch.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $1,000,001 to $10,000,000 The petition was signed by Jeffrey B. Karll, the company's manager. Debtor's List of 24 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Jeffrey B. Karll Manager of Debtor $440,000 2A Prince Street Second Floor Unit Boston Massachusetts, 02113 Quick Funding, LLC Breach of Contract $400,000 2 Prince Street to Pay Assign. Second Floor Unit Boston Massachusetts, 02113 Dargie, Inc. Expenses of Debtor $42,000 Paid Daria B. Karll Office Rent $30,600 SouthPointe Conduminiums George O. Gregson, Esq. Legal Services Render $26,502 and Costs George Rotham Guaranty of Loan to $25,000 Others Catuogaro Court Reporting Court Reporting $25,000 Gralia Group Breach of Contract to $20,000 c/o Elm Development Sell Land Services Hayes Engineering Engineering Services $6,693 and Costs Francis Fraine Money Lent $2,799 The Mediation Group Mediation Services $2,200 and Expenses Caroline Ligotti Advertising $1,500 United States Trustee's Quarterly Fees from $651 Office Prior Case Essam Al Tamimi Manager of Debtor $0 BD Lending Trust Mortgage Lien Value: $0 Net Unsecured: $7,500,000 Prior Liens Exist: $0 Pitt Pipeline Mechanics Lien Value: $10,706 Net Unsecured: $7,500,000 Prior Liens Exist: $0 Saugus Realty Rescue & Payment of Debtor's $0 Development, LLC Debt to RFF Russell & Associates, Attorney's Lien Value: $0 LLP Net Unsecured: $7,500,000 Prior Liens Exist: $0 Desert Pine LLC Mortgage Lien Value: $0 [Desert Palm] Net Unsecured: $7,500,000 Prior Liens Exist: $0 RFF Family Partnership, Mortgage Lien Value: $0 LP Net Unsecured: c/o Robert Freedman $7,500,000 Prior Liens Exist: $0 William J. Cintolo, Esq. Legal Services Render $0 c/o Cosgrove Eisenberg & and Costs Kiley Frank D. Kirby, Esq. Legal Services $0 Frank D. Kirby & Render and Costs Associates Town of Saugus Real Estate Taxes $0 Collector of Taxes Russell & Assoc.-Assignee Asgn. of Desert Value: $0 c/o Russell & Associates, Pine-Palm Mort Net Unsecured: LLC $7,500,000 Prior Liens Exist: $0 LOVESAC CORP: Ski Resort Property Dispute Headed for Trial ---------------------------------------------------------- WestLaw reports that genuine issues of material fact existed, of a kind precluding the entry of summary judgment for the estate representative in its cause of action to avoid, as a constructively fraudulent transfer, the debtor's reconveyance of certain real property to the entity from which it had previously received "legal title" for purpose of obtaining a loan. Questions existed as to whether the prior deed, under which the entity transferred only "legal title" to the debtor while expressly reserving "beneficial title" in itself, created an express trust relationship between the parties, as to value of the very limited interest which the debtor possessed under this prior deed, especially given its obligation, pursuant to the deed's terms, to reconvey the property to the entity less than one year later, and as to whether the debtor's reconveyance should be viewed in isolation or as part of a larger transaction that enabled it to obtain business financing. In re The Lovesac Corp., --- B.R. ---- , 2010 WL 165871 (Bankr. D. Del.) (Sontchi, J.). As reported in the Troubled Company Reporter on Aug. 16, 2006, LoveSac Corporation and its debtor-affiliates emerged from chapter 11 under the terms of a Joint Plan of Liquidation providing for a sale of the company's assets to a third-party and establishment of a liquidating trust for the benefit of the Debtors' creditors. The Liquidating Trust of the Lovesac Corporation sued (Bankr. D. Del. Adv. Pro. No. 08-50250) Craig Cox, Powder Mountain Group Holdings, LLC, and Nielson Livestock, LLC, to avoid, on a constructive fraudulent transfer theory, the Debtors' reconveyance of approximately 100 acres of the Powder Mountain Ski Resort, Cache County, Utah, to an entity from which it had previously received "legal title" for the purpose of obtaining a prepetition loan. Judge Sontchi said he couldn't resolve the dispute on a motion for summary judgment. Headquartered in Salt Lake City, Utah, The LoveSac Corporation -- http://www.lovesac.com/-- operated and franchised retail stores selling beanbags furniture. The LoveSac Corp. and three affiliates sought chapter 11 protection (Bankr. D. Del. Case No. 06-10080) on Jan. 30, 2006. Anthony M. Saccullo, Esq., and Charlene D. Davis, Esq., at The Bayard Firm and P. Casey Coston, Esq., at Squire, Sanders & Dempsey LLP represented the Debtors in their restructuring efforts. Michael W. Yurkewicz, Esq., at Klehr Harrison Harvey Branzburg & Ellers represented the Official Committee of Unsecured Creditors. When the Debtors filed for protection from their creditors, they estimated assets and debts between $10 million to $50 million. Richard M. Beck, Esq., at Klehr Harrison, Harvey Branzburg LLP in Wilmington, Del., represents The Liquidating Trust of the Lovesac Corporation. LYONDELL CHEMICAL: Committee, et al. Balk at Disclosure Statement ----------------------------------------------------------------- In separate filings, more than parties complain that the Disclosure Statement explaining Lyondell Chemical's Second Amended Joint Plan of Reorganization contains inadequate information concerning crucial aspects of the Amended Plan pursuant to Section 1125 of the Bankruptcy Code: -- the Official Committee of Unsecured Creditors, -- Ad Hoc Committee of Bridge Loan Claimants, -- ConocoPhillips Company, -- Wilmington Trust Company, -- Law Debenture Trust Company of New York, -- insurance companies, -- United Steel, Paper and Forestry, Rubber, Manufacturing, Energy, Allied Industrial and Service Workers International Union, -- H&S Constructors, Inc., -- GIM Channelview Cogeneration, LLC and GIM Retail Energy, LLC, and -- Personal Injury Claimants. Absent the changes, the Objecting Parties ask the Court to deny approval of the Disclosure Statement. (a) Creditors' Committee The Creditors' Committee asserts that the Debtors' request for approval of the Disclosure Statement is premature because the Amended Plan and the Disclosure Statement are predicated on the Court's approval of a Lender Litigation Settlement entered between the Debtors and the Ad Hoc Group of Senior Secured Lenders. The Committee's counsel, Steven D. Pohl, Esq., at Brown Rudnick LLP, in Boston, Massachusetts, argues that the Disclosure Statement fails to explain how unsecured creditors will be involved in oversight of the litigation trust or the method of selecting the litigation trustee under the Amended Plan. These provisions, he says, deprive the Committee and general unsecured creditors of their right to influence the action the Committee commenced against the Debtors' prepetition secured lenders and officers from and after the confirmation date of the Amended Plan. More importantly, Mr. Pohl asserts that the Debtors should disclose the status of interest that Reliance Industries, Ltd., and the terms of Reliance's latest offer so that creditors can understand the basis for the Debtors' current position not to proceed with a Reliance plan. Reliance is willing to support a plan that has a reserve for the Committee Action, which would address the Debtors' major stumbling block in confirming a plan that is not supported by their lenders, he points out. Among others, the Committee seeks explanation of the treatment of holders of Allowed General Unsecured Claims against the Debtors that are obligors under the a Bridge Loan Agreement and an August 10, 2005 indenture for 8.375% senior notes due 2015 in the principal amounts of $615 million and EUR500 million, which treatment seems to suggest substantive consolidation. The Committee also wants the Debtors to state in the Disclosure Statement the amount of payments made to creditors within the applicable preference period under Section 547 of the Bankruptcy Code. Based on the Debtors' Statement of Financial Affairs, about $7.5 billion of payments were made by the Debtors during the 90- day period ending on the Petition Date, Mr. Pohl notes. Should the Court approve the Disclosure Statement, the Committee seeks the Court's permission to provide a letter enclosure to the Disclosure Statement reflecting the Committee's views, including the right to make a recommendation to vote against acceptance of the Plan. (b) Ad Hoc Committee An ad hoc committee of claimants under a December 20, 2007 Bridge Loan Agreement composed of FCCD Ltd., FCCO Ltd., and Cerberus Series Four Holdings LLC complains that it is unable to derive from the Disclosure Statement information adequate to determine the value of the Debtors, and the precipitous collapse in the Debtors' value over the course of 2009. Had the Debtors maintained the valued found by the Court in February 2009, the Senior Secured Lenders would be compensated in full, and the lenders under the Bridge Loan Agreement would receive significant distributions, Ross S. Barr, Esq., at Jones Day, in San Francisco, California, counsel to the Ad Hoc Committee, contends. As fiduciaries to their various clients, the Bridge Loan Claimants seek to understand the valuation described in the Disclosure Statement and its implications for their recovery, he insists. The Bridge Loan Claimants hold claims against certain non-Debtors and Debtors, amounting to $8.3 billion. (c) ConocoPhillips ConocoPhillips cites these critical failures to the Disclosure Statement that leave creditors without sufficient information to evaluate the Amended Plan: (a) lack of sufficient information regarding the Committee Action and the Litigation Trust, including details as a complete list and description of the claims asserted in the litigation, the likelihood of recovery, and the management of the Litigation Trust; (b) lack of information or explanation regarding potential dilution of unsecured creditor claims against the Obligor Debtors by inclusion -- within the unsecured creditor class -- of claims based on the 2015 Notes and claims against certain Debtors that are not Obligor Debtors; (c) no disclosure of details of the offer received from Reliance Industries for a controlling interest in the Debtors, including price, terms, or potential impact on creditor recoveries; (d) no information regarding the disposition of the Debtors' estates' Chapter 5 causes of action, and the preferential or fraudulent transfer actions in connection with Debtor LyondellBasell Industries AF S.C.A. and Access Industries- related entities; (e) no disclosure of whether the Debtors' estates will have the cash on hand to pay what is likely to be large number of Section 503(b)(9) of the Bankruptcy Code claims; and (f) no disclosure or discussion of the basis for the Amended Plan's de facto substantive consolidation. (d) Wilmington Trust Wilmington Trust, as indenture trustee for holders of the 2015 Noteholders, insists that the Disclosure Statement failed to fully and accurately describe these matters: (a) the dispute between Wilmington Trust and the 2015 Noteholders, and the Debtors and the holders of debt imposed on the Debtors in connection with a December 20, 2007 leveraged acquisition of Lyondell Chemical Company, concerning: -- the validity and enforceability against Wilmington Trust and the 2015 Noteholders under a Intercreditor Agreement dated December 20, 2007, that purports to subordinate the 2015 Notes to the LBO Debt; and -- that the LBO Debt was imposed in violation of the 2015 Indenture and the related intercreditor agreement dated August 1, 2005; (b) the December 2007 Intercreditor Agreement and its effect on the treatment of the claims of the 2015 Noteholders; (c) the issues regarding the validity under applicable domestic and foreign law of the methodology to be employed to obtain the proposed release of European Non-Debtor guarantees of the 2015 Notes and the permanent injunction that seeks to enjoin all 2015 Noteholders, wherever they are located, from enforcing their claims against the non- Debtors; and (d) the effect of applicable European laws on the enforceability of the LBO Debt incurred by the European non-Debtor affiliates of the Debtors, including the avoidability of the LBO Debt under these laws, and the resulting recoveries that would accrue to the 2015 Noteholders under the guarantees provided by Non- Debtors in favor of the 2015 Noteholders. Wilmington Trust's counsel, John Ashmead, Esq., at Seward & Kissel LLP, in New York, argues that $615 million in principal amount and EUR500 million are outstanding under the 2015 Notes. As the 2015 Notes represent about 50% of the Debtors' unsecured debt, the Debtors must provide full and accurate disclosure to the 2015 Noteholders, he asserts. (e) Law Debenture Law Debenture disagrees with the allowance of the 2015 Note Claims and sharing in any distributions made from the Litigation Trust. Even if allowed in full, the 2015 Notes Claims should not be entitled to any recovery from the Litigation Trust, Law Debenture's counsel, Lewis S. Rosenbloom, Esq., at Dewey & Leboeuf LLP, in Chicago, Illinois, argues. Mr. Rosenbloom contends that treatment of the 2015 Notes Claims under the Amended Plan may violate the good faith and best interests of creditors' tests under Section 1129 of the Bankruptcy Code. Pursuant to subordination/turnover and enforcement provisions in the Intercreditor Agreement, the 2015 Notes Claims should be precluded from any recovery under the Amended Plan. Per the Debtors' "mapping analysis," holders of the 2015 Notes Claims should be precluded from recovery until payment of claims at the subsidiary Debtors, he argues. The Disclosure Statement omits debt limitation provisions incorporated in a November 27, 1996 Millennium Indenture, the Bridge Loan Agreement and the Senior Secured Credit Agreement, which may impact recoveries to holders of Claims against Debtors Millennium Specialty Chemicals, Inc.; Millennium Petrochemicals, Inc.; Millennium America, Inc. and Millennium Chemicals, Inc., he stresses. Law Debenture is indenture trustee to holders of certain notes aggregating more than $241 million, issued by Millennium America and guaranteed by Millennium Chemicals. (f) Insurance Companies In separate filings, Fireman's Fund Insurance Company and about 24 insurance companies, Westchester Fire Insurance Company and Mt. McKinley Insurance Company formerly known as Gibraltar Casualty Company and Everest Reinsurance Company formerly known as Prudential Reinsurance Company complain that the Disclosure Statement fails to provide basic and meaningful information about the mechanics -- and the associated risks to the extent that payment of claims under the Amended Plan depends on the availability of insurance proceeds. The Disclosure Statement purports that the Debtors and Reorganized Debtors will have the exclusive authority to object to, and ultimately resolve, Claims under the Amended Plan in violation of the Insurers' contractual rights under the relevant insurance policies issued to the Debtors, Michael Smith, Esq., at Frantz Ward, LLP, in Cleveland, Ohio, counsel to Fireman's Fund, points out. He further contends that the Disclosure Statement fails to state how the Debtors and the Reorganized Debtors intend to provide the Insurers with adequate assurance of future performance with respect to any Insurance Agreements that are being assumed under Section 365 of the Bankruptcy Code. A list of the 24 Insurers who object to the Disclosure Statement is available for free at: http://bankrupt.com/misc/Lyondell_ObjectingInsurers.pdf Westchester Fire insists that the $250 million bonds issued and the Debtors' related obligations under the Resource Conservation and Recovery Act, Comprehensive Environmental Response Compensation and Liability Act and other applicable state law must be addressed in the Disclosure Statement. In another filing, Mt. McKinley Insurance and Everest Reinsurance Company formerly known as Prudential Reinsurance Company clarify that all insurance policies that might have provided coverage for lead poisoning liabilities incurred in the Debtors' numerous sites in the United States have been rescinded by a settlement agreement entered among the Debtors, Mt. McKinley and Everest Reinsurance in November 1998. Mutual Marine Office, Inc. joins in the objection of Mt. McKinley and Everest Reinsurance to the Disclosure Statement. (g) USW USW alleges that the Debtors inaccurately describe the status of the collective bargaining agreement it entered with Houston Refining and mischaracterize a decision by the National Labor Relations Board with respect to that relationship. The USW thus asks that a language stating that its disagreement with Houston Refining's representations with respect to the status of the collective bargaining agreement and the meaning of the NLRB's determinations be inserted in the Disclosure Statement. The USW further asks that the Debtors list the adversary proceeding it commenced against Houston Refining in the Disclosure Statement. (h) H&S Constructors H&S Constructors argues that it falls under Class 6 of the Amended Plan. In this light, the Disclosure Statement should make it explicit who the Debtors believe is in Class 6 by listing these creditors in an exhibit to the Disclosure Statement by name, and summarizing what property they have a lien on, H&S Constructors asserts. H&S Constructors further complains that the Disclosure Statement does not tell creditors in Class 6 how and when they will paid and what interest rate, if any, is proposed to be paid on their claims. (i) GIM Entities The GIM Entities insist that the Disclosure Statement should provide information on the (i) the terms of any financing the Debtors will need to confirm the Amended Plan and exit bankruptcy, and (ii) the executory contracts and leases that the Debtors will assume under the Amended Plan. The information requested is important to the GIM Entities because certain of Debtor Equistar Chemicals, L.P.'s integrated contracts and leases with the GIM Entities restrict Equistar's ability to grant liens on a parcel of land leased by Equistar from the GIM Entities' predecessor, Robert J. Dehney, Esq., at Morris, Nichols, Arsht & Tunnell LLP, in Wilmington, Delaware, argues. He explains that these covenants are designed to protect the GIM Entities' half a billion dollar investment in a cogeneration facility in Channelview, Texas, he points out. (j) PI Claimants In separate filings, individual tort victims from a crane collapse in July 2008, in Debtor's Houston Refining, LP's property, and Aaron and Tisha Palms contend that the Disclosure Statement fails to provide adequate information regarding the Debtors' insurance policies that provide coverage for their injuries. The Crane Accident Victims initiated an action against Houston Refining and other parties in the 60th Judicial District Court of Jefferson County, Texas. The Palms commenced an action against Houston Refining in the 164th Judicial District Court of Harris County, Texas. The PI Claimants assert that no information is given regarding the Amended Plan's effect on their Actions. The PI Claimants disclose that they each attempted to obtain clarification from the Debtors as to the proposed status and disposition of the relevant insurance policies, but have not received any response. A list of the Crane Accident Victims is available for free at http://bankrupt.com/misc/Lyondell_CraneAccidentVictims.pdf 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: Court Declines to Expand Examiner Role --------------------------------------------------------- Judge Robert Gerber at the U.S. Bankruptcy Court for the Southern District of New York entered a formal order on January 27, 2010, denying the request of the Official Committee of Unsecured Creditors in the bankruptcy cases of Lyondell Chemical Co. to expand the scope of duties or investigation of Jack F. Williams, the appointed Examiner in the Debtors' Chapter 11 cases. Judge Gerber opined that the Examiner has completed the investigation previously approved by the Court and has given no cause for concern as to the Debtors' conduct. Judge Gerber further held that there has been no showing of a further need in the Debtors' Chapter 11 cases for the Examiner to fill. Thus, for reasons set forth on the record at a January 19, 2010 hearing, Judge Gerber ruled that no cause exists to expand the scope of the Examiner's investigation or duties. 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: Court Sets Confirmation Hearing for April 15 --------------------------------------------------------------- Judge Robert Gerber of the United States Bankruptcy Court for the Southern District of New York will consider confirmation of Lyondell Chemical Company and its debtor affiliates' Second Amended Joint Plan of Reorganization on April 15, 2010. Objections to the Amended Plan are due April 6, 2010. A hearing to determine adequacy of the Disclosure Statement accompanying the Amended Plan is currently set on February 8, 2010. Objections to the Disclosure Statement were due January 27, 2010. The Court sets February 22 as the record date to determine creditors that are entitled to vote on the Amended Plan. To support their cause for the approval of their Disclosure Statement, the Debtors, on January 26, amended exhibits to their Motion to Approve Disclosure Statement. The amended exhibits include: * a proposed order approving the Disclosure Statement, * a form of ballot for accepting or reject the Amended Plan, * a notice of confirmation hearing and objection deadline to confirmation of the Amended Plan, * a notice of commencement of rights offering in connection with the Amended Plan, and * a subscription form for the rights offering in the Amended Plan. A full-text copy of the Amended Exhibits dated January 26, 2010 is available for free at: http://bankrupt.com/misc/Lyondell_Jan26AmExhibits.pdf A blacklined version of the Amended Exhibits comparing the previously filed Plan Exhibits is available for free at: http://bankrupt.com/misc/Lyondell_AmExhibits_blacklined.pdf According to Christopher R. Mirick, Esq., at Cadwalader, Wickersham & Taft LLP, in New York, the Amended Plan contains an injunction that prevents, among others, any holder of any claim or equity interest in the Debtors' Chapter 11 cases accepting distributions under the Plan, including all claims arising from the DIP Term Loan Agreement; a December 20, 2007 Senior Secured Credit Agreement; a Bridge Loan Agreement; and an August 10, 2005 indenture for 8.375% senior notes due 2015 in the principal amounts of $615 million and EUR500 million, from directly or indirectly commencing or continuing any action against the Debtors, enforcing judgments related to these claims or interests, asserting rights of setoff, recoupment or subrogation on and after the effective date of the Amended Plan. The Debtors will not have any liability for any administrative expense, claim against or equity interest in the Debtors that arose prior to the effective date under the Plan, he said. Mr. Mirick added that the Amended Plan contains releases and injunctions in favor of: -- the Debtors; -- the Reorganized Debtors; -- the Ad Hoc Group of Senior Secured Lenders; -- current and former agents under the Senior Secured Credit Agreement and the Bridge Loan Agreement; -- the Senior Secured Lenders; -- UBS AG, Stamford Branch and Citibank N.A. as DIP Agents; -- the DIP Lenders; -- LeverageSource (Delaware) LLC, an affiliate of Apollo Management VII, L.P., AI LBI Investment LLC, and affiliate of Access Industries, and Ares Corporate Opportunities Fund III, L.P., as the Rights Offering Sponsors; -- the lenders under the Bridge Loan Agreement; -- the arrangers with respect to the Senior Secured Credit Agreement and the Bridge Loan Agreement; -- the Official Committee of Unsecured Creditors; -- the security agent under a December 20, 2007 Intercreditor Agreement; -- the Disbursing Agent under the Amended Plan; and -- these parties' officers. The releases and injunctions exclude any claim asserted in the action commenced by the Creditors' Committee against the Debtors' prepetition lenders and officers and not settled by the Lender Litigation Settlement entered between the Debtors and Financing Party Defendants, Mr. Mirick related. 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: Court Extends Exclusive Periods to April 15 -------------------------------------------------------------- Judge Robert Gerber of the U.S. Bankruptcy Court for the Southern District of New York issued a formal order on January 28, 2010, extending the period during which Lyondell Chemical and its debtor-affiliates may solicit acceptances of their Second Amended Joint Plan of Reorganization, and during which time no one else may file a plan of reorganization, to April 15, 2010. The extension of the Exclusive Solicitation Period is without prejudice to any future requests as may be made pursuant to Section 1121(d) of the Bankruptcy Code by the Debtors or any party-in-interest, Judge Gerber ruled. 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) MANUEL BETTENCOURT: US Trustee Unable to Form Creditors Committee ----------------------------------------------------------------- The Office of the U.S. Trustee for Region 14 advised the U.S. Bankruptcy Court for the District of Arizona that it was unable to appoint an official committee of unsecured creditors in the Chapter 11 case of Manuel Gene Bettencourt and Thelma Jean Bettencourt. The U.S. Trustee related that there were insufficient number of unsecured creditors who have expressed interest in serving the committee. The U.S. Trustee reserves the right to appoint the committee if interest develop among the creditors. Fountain Hills, Arizona-based Manuel Gene Bettencourt filed for Chapter 11 bankruptcy protection on December 16, 2009 (Bankr. D. Ariz. Case No. 09-32420). J. Kent Mackinlay, Esq., at Warnock, Mackinlay & Carman, PLLC, assists the Company in its restructuring effort. The Company listed more than $100,000,000 in assets and more than $100,000,000 in liabilities. MARHABA PARTNERS: Files Schedules of Assets & Liabilities --------------------------------------------------------- Marhaba Partners Limited Partnership filed with the U.S. Bankruptcy Court for the Southern District of Texas its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $190,000,743 B. Personal Property $12,281,724 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $68,395,989 E. Creditors Holding Unsecured Priority Claims $81,759 F. Creditors Holding Unsecured Non-priority Claims $925,099 ----------- ----------- TOTAL $202,282,467 $69,402,847 Houston, Texas-based Marhaba Partners Limited Partnership filed for Chapter 11 bankruptcy protection on January 5, 2010 (Bankr. S.D. Texas Case No. 10-30227). Elizabeth Carol Freeman, Esq., at Porter & Hedges, L.L.P., assists the Company in its restructuring effort. The Company listed $50,000,001 to $100,000,000 in assets and $50,000,001 to $100,000,000 in liabilities. MARSHALL BANK, HALLOCK: United Valley Bank Assumes All Deposits --------------------------------------------------------------- Marshall Bank, National Association, Hallock, Minnesota, was closed Friday by the Office of the Comptroller of the Currency, which appointed the Federal Deposit Insurance Corporation as receiver. To protect the depositors, the FDIC entered into a purchase and assumption agreement with United Valley Bank, Cavalier, North Dakota, to assume all of the deposits of Marshall Bank, N.A. The three branches of Marshall Bank, N.A., will reopen on Monday as branches of United Valley Bank. Depositors of Marshall Bank, N.A., will automatically become depositors of United Valley 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 the former Marshall Bank, N.A. branch until they receive notice from United Valley Bank that it has completed systems changes to allow other United Valley Bank branches to process their accounts as well. Friday evening and over the weekend, depositors of Marshall Bank, N.A., were able to access their money by writing checks or using ATM or debit cards. Checks drawn on the bank will continue to be processed. Loan customers should continue to make their payments as usual. As of September 30, 2009, Marshall Bank, N.A., had approximately $59.9 million in total assets and $54.7 million in total deposits. United Valley Bank will pay the FDIC a premium of 7.35 percent to assume all of the deposits of Marshall Bank, N.A. In addition to assuming all of the deposits, United Valley Bank agreed to purchase essentially all of the failed bank's assets. The FDIC and United Valley Bank entered into a loss-share transaction on $23.9 million of Marshall Bank, N.A.'s assets. United Valley Bank will share in the losses on the asset pools covered under the loss-share agreement. The loss-share transaction is projected to maximize returns on the assets covered by keeping them in the private sector. The transaction 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 1-800-405-7869. The phone number will be operational this evening until 9:00 p.m., Central Standard Time (CST); on Saturday from 9:00 a.m. to 6:00 p.m., CST; on Sunday from noon to 6:00 p.m., CST; and thereafter from 8:00 a.m. to 8:00 p.m., CST. Interested parties also can visit the FDIC's Web site at: http://www.fdic.gov/bank/individual/failed/marshall-mn.html The FDIC estimates that the cost to the Deposit Insurance Fund (DIF) will be $4.1 million. United Valley Bank's acquisition of all the deposits was the "least costly" resolution for the FDIC's DIF compared to all alternatives. Marshall Bank, National Association is the 12th FDIC-insured institution to fail in the nation this year, and the second in Minnesota. The last FDIC- insured institution closed in the state was St. Stephen State Bank, St. Stephen, on January 15, 2010. Congress created the Federal Deposit Insurance Corporation in 1933 to restore public confidence in the nation's banking system. The FDIC insures deposits at the nation's 8,099 banks and savings associations and it promotes the safety and soundness of these institutions by identifying, monitoring and addressing risks to which they are exposed. The FDIC receives no federal tax dollars -- insured financial institutions fund its operations. MEDIA GENERAL: Moody's Assigns Corporate Family Rating at 'B2' -------------------------------------------------------------- Moody's Investors Service assigned Media General, Inc., a B2 Corporate Family Rating, B2 Probability of Default Rating and SGL-3 speculative grade liquidity rating, and also assigned a B2 rating to the company's proposed $350 million senior secured notes due 2017. Moody's is assigning the ratings in connection with Media General's refinancing of its existing credit facility. Net proceeds from the note offering will be used to reduce borrowings under the credit facility, which is also being amended to extend the maturity of the remaining balance by two years to 2013. The rating outlook is stable. Assignments: Issuer: Media General, Inc. -- Corporate Family Rating, Assigned B2 -- Probability of Default Rating, Assigned B2 -- Senior Secured Regular Bond/Debenture, Assigned B2 (LGD3-45%) -- Speculative Grade Liquidity Rating, Assigned SGL-3 Outlook Actions: Issuer: Media General, Inc. -- Outlook, Changed To Stable From Rating Withdrawn Media General's B2 CFR reflects the company's good local market media position, revenue concentration in the Southeast, high leverage, modest free cash flow generation and intermediate-term refinancing risk. The company's revenue growth generally exceeds industry averages due to its good local news and information infrastructure, strong local advertiser relationships, and the favorable long-term growth prospects of its markets. Revenue is nevertheless vulnerable to cyclical client spending and Media General is experiencing significant near term revenue pressure in regions such as Tampa that are retrenching in the aftermath of the housing market pullback. Media General's mature newspaper and broadcast properties are also facing increasing competition as media consumption habits shift to online and mobile platforms. Moody's believes this is pressuring advertising volumes and weakening pricing power. The refinancing alleviates the strain from the maturity in 2011 of the prior credit facility, but the maturity profile remains lumpy with about half of the debt due in each of 2013 and 2017. The increase in cash interest costs resulting from the refinancing will limit Media General's free cash flow and ability to materially reduce debt prior to the maturity of the credit facility in 2013. Media General thus faces significant intermediate term refinancing risk. Moody's anticipates the company's debt-to-EBITDA leverage (approximately 7.1x FY 2009 incorporating Moody's standard adjustments and the cost of the refinancing) will fall to a low to mid 6x range over the next two years as the economy begins to recover, but the continued high leverage, modest free cash flow generation and pledge of all its assets to the credit facility and proposed notes could create refinancing challenges. The leverage and refinancing risk weakly position the company within the B2 CFR and ratings would be pressured if Media General's leverage does not decline as the 2013 maturity approaches. The SGL-3 speculative grade liquidity rating reflects Media General's modest projected free cash flow of $30-40 million in 2010 incorporating an expected tax refund and after voluntary pension contributions. Liquidity is supported by the absence of meaningful debt maturities until 2013, unused capacity on the $70 million revolver (approximately $13 million drawn at close), and Moody's expectation that the company will maintain a 15-20% cushion within the revised financial maintenance covenants over the next 12-18 months. The stable rating outlook is driven by Moody's view that the refinancing provides more flexibility to manage in the advertising downturn, and that an improvement in economic conditions will reduce debt-to-EBITDA to a low to mid 6x range over the next 12-18 months. The B2 rating on the proposed senior secured notes reflects the benefits of the operating subsidiary guarantees and first priority claim on Media General's assets relative to the company's unsecured obligations. The notes will have the same guarantee and collateral package as the credit facility and the instruments are ranked the same in the priority of claims waterfall. However, the proposed notes indenture does not contain financial maintenance covenants that are present in the credit facility. Maintenance covenants provide bank lenders the ability to modify terms should an amendment become necessary. Accordingly, the credit facility lenders have an ability to improve recovery prospects relative to the notes. The last rating action was on May 7, 2007, when Moody's withdrew Media General's ratings. Media General, Inc., headquartered in Richmond, VA, is a local news, information and entertainment provider. The company operates 18 television stations, 21 daily newspapers, more than 200 other publications and online enterprises primarily in the Southeastern United States. Segment revenue break down is publishing (54.4% of 2009 revenue), broadcast (39.4%) and digital media/other (6.2%), although local broadcast television stations generate a modest majority of earnings. Revenue was approximately $660 million in 2009. MERCER INTERNATIONAL: Issues $22 Million of 8.5% Conv. Sr. Notes ---------------------------------------------------------------- Mercer International Inc. issued an aggregate of $22,012,490 principal amount of its 8.5% Convertible Senior Subordinated Notes due 2012. The Notes were issued pursuant to terms of the Company's exchange offer for up to a maximum of $23,625,000 aggregate principal amount of its outstanding 8.5% Convertible Senior Subordinated Notes due 2010, which expired at 5:00 p.m., New York City time, on January 21, 2010. The Notes were issued pursuant to an indenture, dated as of December 10, 2009, between the Company and Wells Fargo Bank, National Association, as trustee. The Indenture has been qualified under the Trust Indenture Act of 1939, as amended and the terms of the Notes include those set forth in the Indenture and those made part of the Indenture by reference to the TIA. The Notes are an additional issuance of the 2012 Notes and will be treated under the Indenture as a single series with the outstanding $43,811,653 aggregate principal amount of 2012 Notes issued by the Company pursuant to the terms of a private exchange completed in December 2009. The Company is permitted to issue up to $72,500,000 aggregate principal amount of 2012 Notes under the Indenture. About Mercer International Vancouver-based Mercer International Inc. (Nasdaq: MERC, TSX: MRI.U) -- http://www.mercerint.com/-- is a global pulp manufacturing company. At September 30, 2009, Mercer had EUR1,085,649,000 in total assets against EUR1,005,232,000 in total liabilities. As of September 30, 2009, the Mercer consolidated group had EUR1,085,649,000 in total assets against EUR1,005,232,000 in total liabilities, resulting in EUR80,417,000 in shareholders' equity. Mercer's unrestricted subsidiaries as of September 30, 2009, had EUR603,065,000 in total assets against EUR721,858,000 in total liabilities, resulting in EUR118,793,000 in shareholders' deficit. * * * As reported by the Troubled Company Reporter on September 29, 2009, Standard & Poor's Ratings Services affirmed its 'CC' corporate credit and senior unsecured ratings on Mercer International. The outlook is negative. METRO-GOLDWYN-MAYER: Bank Debt Trades at 40% Discount ----------------------------------------------------- Participations in a syndicated loan under which Metro-Goldwyn- Mayer, Inc., is a borrower traded in the secondary market at 59.69 cents-on-the-dollar during the week ended Friday, Jan. 29, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents a drop of 1.28 percentage points from the previous week, The Journal relates. The Company pays 275 basis points above LIBOR to borrow under the facility. The loan matures April 8, 2012, and 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 Friday among the 172 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. As reported by the Troubled Company Reporter on Sept. 30, 2009, The New York Post, citing multiple sources, said discussions between debtholders and equity owners on a restructuring of Metro- Goldwyn-Mayer's massive debt load have begun on a contentious note, with both sides threatening to force MGM into bankruptcy in order to gain leverage and extract better terms from the other. Bloomberg also said that MGM is in talks to skip interest payments and restructure $3.7 billion in bank loans. MGM asked creditors to waive $12 million monthly interest payments until Feb. 15, 2010. MGM MIRAGE: Seeks to Unload 50% Stake in Borgata Casino Resort -------------------------------------------------------------- According to The Wall Street Journal's Alexandra Berzon, Jonathan Cheng and Jeffrey McCracken, a person with knowledge of negotiations said this week that MGM Mirage plans to divest its 50% stake in the Borgata casino resort in Atlantic City, New Jersey. Two people with knowledge of the talks told the Journal MGM Mirage has been scouting for buyers but hasn't come to a deal. Sources told the Journal potential buyers -- which included several investors and casino companies -- so far have shown little interest in meeting MGM Mirage's asking price for its half. Sources told the Journal MGM Mirage has been asking for between $700 million and $850 million for its stake, representing a multiple of 7-8 times earnings before interest, taxes and amortization. The Journal's sources said interested buyers feel the business is worth about $500 million to $550 million. According to the Journal, the property had an original price tag of $1.1 billion when it opened in 2003. The Journal notes Boyd Gaming Corp. owns the other half of the Borgata hotel and manages the property. Boyd has the right to match any offer. Boyd and MGM Mirage have since invested an additional $600 million. The Journal notes the Borgata's gambling revenue declined 5.9% last year compared to a decline of 13.2% for Atlantic City as a whole. The Journal said a Boyd spokesman declined to comment. Mr. Feldman said he could not comment. The Journal relates MGM Mirage hopes that its plan to sell its Atlantic City interests will convince New Jersey regulators to agree to curtail their regulatory oversight of the company. Any additional scrutiny has the potential to cause problems with MGM Mirage's business elsewhere, the Journal notes. The Journal recalls MGM Mirage disclosed last year that New Jersey's Division of Gaming Enforcement had issued a confidential report saying the company should disassociate from Pansy Ho, MGM Mirage's joint venture partner in Macau. It labeled her an "unsuitable" business partner. The Journal notes the filing didn't elaborate on why Ms. Ho was deemed unsuitable. But in 2005, the Journal recalls, New Jersey's Division of Gaming Enforcement reviewed MGM Mirage's Macau joint venture with Ms. Ho and submitted a report to the state gaming commission noting that "over the years there have been numerous public allegations suggesting that Stanley Ho, the father of MGM's joint venture partner Pansy Ho, has ties to Asian organized crime." Mr. Ho has never faced charges and has disputed the accusations, according to the Journal. According to the Journal, MGM Mirage spokesman Alan Feldman said the company disagrees with the report deeming Ms. Ho an unsuitable partner. He declined to elaborate. Peter Aseltine, a spokesman for New Jersey's Division of Gaming Enforcement, declined to comment. About MGM MIRAGE Headquartered in Las Vegas, Nevada, MGM MIRAGE (NYSE: MGM) -- http://www.mgmmirage.com/-- owns and operates 16 properties located in Nevada, Mississippi and Michigan, and has 50% investments in four other properties in Nevada, New Jersey, Illinois and Macau. CityCenter, an urban metropolis on the Las Vegas Strip scheduled to open in late 2009, is a joint venture between MGM MIRAGE and Infinity World Development Corp, a subsidiary of Dubai World. MGM MIRAGE Hospitality has entered into management agreements for future casino and non-casino resorts throughout the world. At September 30, 2009, MGM MIRAGE had $21.7 billion in total assets against total current liabilities of $1.15 billion, deferred income taxes of $3.14 billion, long-term debt of $12.9 billion, other long-term obligations of $221.70 million; resulting in stockholders' equity of $4.29 billion. * * * As reported by the Troubled Company Reporter on September 22, 2009, Moody's Investors Service affirmed MGM MIRAGE's Caa2 Corporate Family Rating and Caa3 Probability of Default Rating. Moody's also assigned a Caa2 rating to the company's new $475 million 11.375% senior unsecured notes due 2018. Moody's also affirmed MGM's SGL-4 Speculative Grade Liquidity rating. The rating outlook is negative. As reported by the TCR on September 24, 2009, Fitch Ratings has assigned a 'CCC/RR4' rating to MGM MIRAGE's $475 million 11.375% unsecured notes due 2018. The notes were priced at a 97.396% discount to yield 11.875%. The net proceeds will be used to reduce credit facility borrowings, and also for general corporate purposes. The offering attempts to chip away at the company's most significant credit hurdle: the maturity of its $5.8 billion credit facility in 2011, which had $4.1 billion outstanding as of June 30, 2009. MICHAEL DONOHUE: Case Summary & 14 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Michael S. Donohue Po Box 17036 Phoenix, AZ 85050 Bankruptcy Case No.: 10-02446 Chapter 11 Petition Date: January 29, 2010 Court: United States Bankruptcy Court District of Arizona (Phoenix) Judge: Stuart M. Bernstein Debtor's Counsel: Nasser U. Abujbarah, Esq. The Law Offices Of Nasser U. Abujbarah 7025 E. McDowell Rd., Suite 9 Scottsdale, AZ 85257 Tel: (480) 776-6846 Fax: (480) 776-6847 Email: nasser@nualegal.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 $1,164,919, and total debts of $1,631,301. A full-text copy of the Debtor's petition, including a list of its 14 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/azb10-02446.pdf The petition was signed by Mr. Donohue. MICHAELS STORES: Bank Debt Trades at 10% Off in Secondary Market ---------------------------------------------------------------- Participations in a syndicated loan under which Michaels Stores, Inc., is a borrower traded in the secondary market at 89.83 cents- on-the-dollar during the week ended Friday, Jan. 29, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents a drop of 1.51 percentage points from the previous week, The Journal relates. The loan matures on Oct. 31, 2013. 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 Friday among the 172 loans with five or more bids. Headquartered in Irving, Texas, Michaels Stores, Inc., is the largest arts and crafts specialty retailer in North America. As of March 9, 2009, the Company operated 1,105 "Michaels" retail stores in the United States and Canada and 161 Aaron Brothers Stores. MIDWEST BANC: Completes Exchange Offer for Depositary Shares ------------------------------------------------------------ Midwest Banc Holdings, Inc., on January 22, 2010, completed its offer to exchange shares of its Common Stock for outstanding Depositary Shares, $25.00 liquidation amount per share, each representing a 1/100th fractional interest in a share of the Company's Series A Noncumulative Redeemable Convertible Perpetual Preferred Stock, that commenced on December 3, 2009. "We appreciate the support and confidence of our depositary shareholders. Thanks to their votes and tenders, we have finished a very important part of our overall capital restructuring," Midwest CEO Roberto R. Herencia said. "Since my arrival in May 2009, our vision for Midwest has been to build a new foundation to support its long term growth and profitability. With the Exchange Offer completed we are closer to realizing that vision. This successful Exchange Offer builds upon prior positive developments in our efforts to strengthen our financial position, such as the previously disclosed forbearance agreement with our primary lender, our advanced discussions with the U.S. Treasury regarding converting its preferred shares in the Company into common equity, and our ongoing discussions with prospective investors in an effort to raise additional equity capital. While we know that much challenging work remains ahead, I and the rest of our team will devote all of our efforts to successfully complete the remainder of our capital plan." The Company has accepted for exchange all of the 1,414,441 Depositary Shares, representing approximately 82.0% of the 1,725,000 Depositary Shares outstanding prior to the Exchange Offer, that were validly tendered and not withdrawn as of 5:00 p.m., New York City time, on January 21, 2010, the expiration date for the Exchange Offer. Approximately 10.0 million shares of the Company's Common Stock will be issued upon settlement of the Exchange Offer. The settlement of the Exchange Offer was expected to occur on January 25, 2010, with the shares of Common Stock issued in the Exchange Offer to be held in the voting trust and released on January 26, 2010. In the aggregate, the Exchange Offer will result in the retirement of Depositary Shares with an aggregate liquidation preference of approximately $35.4 million. Following settlement of the Exchange Offer, 310,559 Depositary Shares with an aggregate liquidation preference of approximately $7.8 million will remain outstanding. The Exchange Offer is expected to generate approximately $35.4 million of additional common equity. Holders of the Depositary Shares have approved by the requisite number of votes all proposals submitted for approval at the special meeting of the holders of Series A Preferred Stock held on January 21, 2010. The approved proposals include proposals to amend the Company's charter to eliminate certain rights with respect to dividends on the Series A Preferred Stock and the election of directors and the proposal to authorize the issuance of senior preferred stock to the U.S. Treasury, should such transaction be consummated, as further described in the prospectus for the Exchange Offer and related Depositary Shares proxy statement. The proposals to eliminate the Series A Preferred Stock rights regarding dividends and the election of directors remain subject to approval by the Company's common stockholders. On December 18, 2009, Midwest Banc and its wholly owned subsidiary, Midwest Bank and Trust Company, formally acknowledged several actions needed to strengthen the Bank and the Company by entering into a written agreement with the Federal Reserve Bank of Chicago and the Illinois Department of Financial and Professional Regulation, Division of Banking. Midwest Banc must prepare and file with the regulators within specified timeframes various specific plans designed to improve (i) board oversight over the management and operations of the Bank, (ii) credit risk management practices, (iii) management of problem loans, (iv) the allowance for loan losses, (v) the Bank's earnings and budget, (vi) liquidity and funds management and (vii) interest rate risk management. Among other things, byy February 16, 2010, the board of directors of the Bank must submit to the Reserve Bank and the Department a written plan to strengthen board oversight of the management and operations of the Bank; and a written plan to strengthen credit risk management practices. The Bank must furnish periodic progress reports to the Department and the Reserve Bank regarding its compliance with the Agreement. As reported by the Troubled Company Reporter on December 3, 2009, the Company is negotiating with its primary lender to restructure $55.0 million of senior debt and $15.0 million of subordinated debt. At September 30, 2009, the Company had $3,544,130,000 in total assets against $3,363,891,000 in total liabilities. On October 22, 2009, the Company entered into a Forbearance Agreement with its lender through March 31, 2010, during which period the Company is not obligated to make interest and principal payments in excess of funds held in a deposit security account (which was initially funded with $325,000), and while retaining all rights and remedies within the Credit Agreements, the Lender has agreed not to demand payment of amounts due, and has agreed to forbear from exercising the rights and remedies available to it in respect of existing defaults and future compliance with certain covenants through March 31, 2010, other than the continued imposition of default interest rates. Management believes that the Forbearance Agreement provides the Company sufficient time to complete all major elements of the Capital Plan. About Midwest Banc Holdings Based in Melrose Park, Illinois, Midwest Banc Holdings, Inc. (NASDAQ:MBHI) is a half century old community bank with $3.5 billion in assets at September 30, 2009. The Company has two principal operating subsidiaries: Midwest Bank and Trust Company and Midwest Financial and Investment Services, Inc. Midwest Bank has 26 locations serving the diverse needs of both urban and suburban Chicagoland businesses and consumers through its Commercial Banking, Wealth Management, Corporate Trust and Retail Banking areas. MILACRON INC: Seeks Court Approval of PBGC Settlement ----------------------------------------------------- Milacron Inc. filed with the U.S. Bankruptcy Court a motion seeking entry of an order approving the terms of a settlement between the Pension Benefit Guaranty Corporation and the Debtors, BankruptcyData reports. In June 2009, the PBGC filed three proofs of claim seeking contingent administrative and priority claims in the amount of $330,689,036 plus additional unliquidated amounts. To resolve the PBGC claims, the parties seek to enter a trusteeship agreement under which two of the claims will be dropped and the remaining claim will become a general unsecured claim in the total amount of $327,932,000. In addition, the PBGC will be appointed the statutory trustee of Milacron's pension plan. According to the motion, "The Debtors have determined in their business judgment that, in order to complete the liquidation of the Debtors' remaining assets and protect the interests of the Pension Plan participants and beneficiaries, that Milacron should enter into the Trusteeship Agreement." As of January 1, 2009, 8,124 individuals were entitled to benefits under the pension plan, which was deemed underfunded on an actuarial basis as of the same date. About Milacron Inc. Headquartered in Batavia, Ohio, Milacron Inc. (Pink Sheets: MZIAQ) supplies plastics-processing technologies and industrial fluids, with major manufacturing facilities in North America, Europe and Asia. First incorporated in 1884, Milacron also manufactures synthetic water-based industrial fluids used in metalworking applications. The Company and six of its affiliates filed for protection on March 10, 2009 (Bankr. S.D. Ohio Lead Case No. 09-11235). On the same day, the Company filed an ancillary proceeding for reorganization of its Canadian subsidiary under the Companies' Creditors Arrangement Act in the Ontario Superior Court of Justice in Canada. The petitions include the Company and its U.S. and Canadian subsidiaries and its non-operating Dutch holding company subsidiary only, and do not include any of the Company's operating subsidiaries outside the U.S. and Canada. Kim Martin Lewis, Esq., Tim J. Robinson, Esq., and Patrick D. Burns, Esq., at Dinsmore & Shohl LLP, represent the Debtors in their restructuring efforts. Conway, Del Genio, Gries Co., LLC, is the Debtors' financial advisor. Rothschild Inc. is the Debtors' investment banker and financial advisor. Kurtzman Carson Consultants LLC is the noticing, balloting and disbursing agent for the Debtors. Paul, Hastings, Janofsky & Walker LLP, represents DIP Lender General Electric Capital Corp. Taft Stettinius & Hollister LLP is counsel for the Official Committee of Unsecured Creditors. Milacron Inc. asked the Bankruptcy Court to change its name to MI 2009 Inc. following the Court-sanctioned sale of its assets to an investor group. MMFX INTERNATIONAL: Files Schedules of Assets and Liabilities ------------------------------------------------------------- MMFX International Holdings, Inc., filed with the U.S. Bankruptcy Court for the Central District of California its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $0 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $55,000,000 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $0 ----------- ----------- TOTAL $0 $55,000,000 Irvine, California-based MMFX International Holdings, Inc., and MMFX Canadian Holdings, Inc., filed for Chapter 11 on January 5, 2010 (Bankr. C.D. Calif. Case Nos. 10-10085 and 10-10083). Margaret M. Mann, Esq., at Sheppard Mullin Richter & Hampton LLP assists the Debtors in their restructuring efforts. In their petition, the Debtors listed assets and debts both ranging from $50,000,001 to $100,000,000. MODERN METAL: Committee Unable to Block Chapter 7 Conversion ------------------------------------------------------------ WestLaw reports that a Chapter 11 debtor-in-possession whose bankruptcy case did not begin as an involuntary case and was not previously converted from another chapter would be allowed to voluntarily convert the case to one under Chapter 7, even though a creditors' committee, following the expiration of the debtor's exclusivity period, had spent time negotiating a liquidating Chapter 11 plan that allegedly had widespread creditor support. The committee's plan had not yet been confirmed, nor was there any guarantee that it would be. Furthermore, the United States Trustee did not object to conversion, and there was no showing of any abuse of the bankruptcy system or any clear detriment to parties in interest. Under the circumstances, the court was loathe to disturb the debtor's choice on whether to liquidate under Chapter 7 or Chapter 11. In re Modern Metal Products Co., ---- B.R. ----, 2009 WL 5178412 (Bankr. N.D. Ill.) (Barbosa, J.). Judge Barbosa notes in his decision that "[a]lthough certain cases, usually relying on language in the legislative history, have stated that a 'debtor has the absolute right to convert his or her Chapter 11 case to a Chapter 7 case' under section 1112(a), e.g., Tex. Extrusion Corp. v. Lockheed Corp. (In re Tex. Extrusion Corp.), 844 F.2d 1142, 1161 (5th Cir.1988), it is clear that there are limits on the right," and discusses some of those limits. Modern Metal Products Co., an Illinois-based auto-parts maker, sought chapter 11 protection (Bankr. N.D. Ill. Case No. 08-73908) on Dec. 1, 2008, disclosing $34.6 million in assets and debt of $43.6 million as of its bankruptcy filing. Patrick F. Ross, Esq., and R. Scott Alsterda, Esq., at Ungaretti & Harris LLP in Chicago, represent the Debtor. MOODY NATIONAL: Voluntary Chapter 11 Case Summary ------------------------------------------------- Debtor: Moody National RI Atlanta H, LLC 6363 Woodway, Suite 110 Houston, TX 77057 Bankruptcy Case No.: 10-30752 Type of Business: Chapter 11 Petition Date: January 29, 2010 Court: United States Bankruptcy Court Southern District of Texas (Houston) Judge: Marvin Isgur Debtor's Counsel: Henry J. Kaim, Esq. King & Spalding LLP 1100 Louisiana, Suite 4000 Houston, TX 77002 Tel: (713) 751-3225 Fax: (713) 751-3290 Email: hkaim@kslaw.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The Debtor did not file a list of its 20 largest unsecured creditors when it filed its petition. M & Z VALLEY: Voluntary Chapter 11 Case Summary ----------------------------------------------- Debtor: M & Z Valley Associates, LLC a California limited liability company 24532 Del Prado Capistrano Beach, CA 92624 Bankruptcy Case No.: 10-11079 Type of Business: Chapter 11 Petition Date: January 28, 2010 Court: United States Bankruptcy Court Central District of California (Santa Ana) Judge: Theodor Albert Debtor's Counsel: Richard A. Marshack, Esq. Marshack Hays LLP. 5410 Trabuco Rd., Ste 130 Irvine, CA 92620-5749 Tel: (949) 333-7777 Fax: (949) 333-7778 Email: rmarshack@marshackhays.com Estimated Assets: $10,000,001 to $50,000,000 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. NATIONAL HOME: Files Schedules of Assets & Liabilities ------------------------------------------------------ National Home Centers, Inc., filed with the U.S. Bankruptcy Court for the Western District of Arkansas its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $3,016,003 B. Personal Property $39,411,295 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $15,437,566 E. Creditors Holding Unsecured Priority Claims $1,049,456 F. Creditors Holding Unsecured Non-priority Claims $10,499,337 ----------- ----------- TOTAL $42,427,298 $26,986,359 National Home Centers, Inc. -- One Source Home & Building Center and Cleburne County Building Center -- operates storage units in Springdale, Arizona. The Company filed for Chapter 11 bankruptcy protection on December 8, 2009 (Bankr. W.D. Ark. Case No. 09- 76195). Charles T. Coleman, Esq.; Judy Simmons Henry, Esq.; and Kimberly Wood Tucker, Esq., at Wright, Lindsey & Jennings assist the Company in its restructuring effort. The Company listed $10,000,001 to $50,000,000 in assets and $1,000,001 to $10,000,000 in liabilities. NEIMAN MARCUS: Bank Debt Trades at 9% Off in Secondary Market ------------------------------------------------------------- Participations in a syndicated loan under which Neiman Marcus Group, Inc., is a borrower traded in the secondary market at 90.97 cents-on-the-dollar during the week ended Friday, Jan. 29, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents a drop of 1.33 percentage points from the previous week, The Journal relates. The Company pays 200 basis points above LIBOR to borrow under the facility. The bank loan matures on April 6, 2013, and carries Moody's B3 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 Friday among the 172 loans with five or more bids. Neiman Marcus Group, Inc., headquartered in Dallas, Texas, operates 40 Neiman Marcus stores, 2 Bergdorf Goodman stores, 27 clearance centers, and a direct business. Total revenues are about $3.9 billion. The Company carries a 'Caa1' Corporate Family Rating and 'Caa1' Probability of Default Rating from Moody's Investors Service. NEWLEAD HOLDINGS: Sept. 30 Balance Sheet Upside-Down by $57.9 Mln ----------------------------------------------------------------- NewLead Holdings Ltd.'s consolidated balance sheets at September 30, 2009, showed $198.0 million in total assets and $255.9 million in total liabilities, resulting in a $57.9 shareholders' deficit. As of September 30, 2009, and December 31, 2008, the Company had a working capital deficit of $244.4 million and $231.7 million, respectively, which include the Company's total outstanding borrowing of $221.4 million and $223.7 million, respectively, reflected as current portion of long-term debt. The Company reported a net loss of $111.3 million on operating revenues of $12.2 million for the three months ended September 30, 2009, compared to a net loss of $4.3 million on operating revenues of $21.5 million for the same period of 2008. Net loss from continuing operations amounted to $110.9 million during the three months ended September 30, 2009, compared to a net loss of $4.9 million during the equivalent period in 2008. This increase in net loss from continuing operations was primarily attributable to the impairment loss of $91.6 million that was recognized during the three months ended September 30, 2009, as well as lower charter rates applicable for the Company's MR tankers, and the out-of-service days related to the MSC Seine and the Nordanvind. Net loss from discontinued operations was $410,000 during the three months ended September 30, 2009, compared to a net gain of $579,000 during the equivalent period in 2008. Nine Months Results For the nine months ended September 30, 2009, the Company reported a net loss of $123.8 million on operating revenues of $42.9 million, as compared to net income of $2.0 million on operating revenues of $58.1 million for the comparable period in 2008. A full-text copy of the Company's quarterly report for the three months ended September 30, 2009, is available at no charge at: http://researcharchives.com/t/s?4f27 Cash Flows For the nine months ended September 30, 2009, net cash used in operating activities decreased 360% to $3.9 million, compared to net cash provided by operating activities of $1.5 million during the nine months ended September 30, 2008. This decrease was due primarily to $3.6 million in claims provided in the three months ended September 30, 2009 and the change in working capital. For the nine months ended September 30, 2009, net cash provided by investing activities decreased 96.4% to $2.2 million, compared to $61.1 million during the nine months ended September 30, 2008. This decrease was due primarily to vessel disposals amounting to $59.6 million during the nine months ended September 30, 2008, and one vessel disposal for the nine months ended September 30, 2009. For the nine months ended September 30, 2009, net cash used in financing activities decreased 96.8% to $2.3 million, compared to $71.5 million during the nine months ended September 30, 2008. This decrease was due primarily to repayments under the Company's credit facility amounting to $61.1 million for the nine months ended September 30, 2008, and $2.3 million for the nine months ended September 30, 2009. Indebtedness As of January 26, 2010, the Company had total outstanding indebtedness of approximately $316.4 million, compared to $221.4 million, and $223.7 million as of September 30, 2009 and 2008, respectively. Going Concern Doubt During the three months ended September 30, 2009, and 2008, the Company incurred a net loss of $111.3 million and a net loss of $4.3 million, respectively, and for the nine months ended September 30, 2009 and 2008, the Company incurred a net loss of $123.8 million and a gain of $2.0 million, respectively. As of September 30, 2009, the Company reported working capital deficit of $244.4 million, which includes $221.4 million of debt reflected as current. During the nine months ended September 30, 2009, and for the year ended December 31, 2008, the Company was not in compliance with certain covenants of its loan facility and absent any further relaxation from the lenders, the lenders had the ability to demand repayment of outstanding borrowings. The new $221.4 million facility agreement, dated October 13, 2009, entered into by the the Company to refinance the Company's existing revolving credit facility provided for the waiver of all financial covenants (excluding working capital and minimum liquidity covenants) for a period ranging from 30 to 36 months. The above described conditions and events raise substantial doubt about the Company's ability to continue as a going concern. About NewLead Holdings Headquartered in Piraeus, Greece, NewLead Holdings Ltd. (Nasdaq: NEWL) -- http://www.newleadholdings.com/-- was incorporated on January 12, 2005, under the name of "Aires Maritime Holdings Limited. The Company is an international shipping company that owns and operates product tanker and dry bulk vessels. The Company's products tanker fleet consists of five MR tankers and four Panamax tankers, all of which are double-hulled. The Company also owns three dry bulk vessels secured on period charters. The Company is an indirect subsidiary of Aries Energy Corporation. Aries Energy, an affiliate through its wholly-owned subsidiary Rocket Marine Inc., currently owns approximately 23% of the Company's outstanding common shares. On October 13, 2009, the Company announced an approximately $400.0 million recapitalization which resulted in Grandunion Inc. acquiring control of the Company. Pursuant to the Stock Purchase Agreement entered into on September 16, 2009, a company controlled by Michail S. Zolotas and Nicholas G. Fistes, acquired 18,977,778 newly issued common shares of the Company in exchange for three drybulk carriers. NEXAIRA WIRELESS: BDO Seidman Raises Going Concern Doubt -------------------------------------------------------- BDO Seidman, LLP, in San Diego, expressed substantial doubt about NexAira Wireless Inc. and subsidiaries' ability to continue as a going concern after auditing the Company's consolidated financial statements as of and for the years ended October 31, 2009, and 2008. The independent auditors reported that the Company has incurred losses from operations and has negative cash flow from operations, a working capital and a net capital deficit that raise substantial doubt about its ability to continue as a going concern. The Company reported a net loss of $3,373,635 for the fiscal year ended October 31, 2009, compared to a net loss of $1,030,994 for the fiscal year ended October 31, 2008. Total revenues for the year ended October 31, 2009, amounted to $5,643,840 compared to $12,128,852 for the same period in 2008. The Company relates that the decrease in revenues was primarily attributable to one of the worst economic downturns in recent history, the tightening of supplier credit, price decreases, increased competition from other distributors added by manufacturers, a decrease in product demand and the disruption in the supply of data cards from one of our suppliers. The loss from operations amounted to $3,043,486 for the year ended October 31, 2009, compared to a loss of $1,109,845 for same period in 2008. The increase is due to lower sales and increased costs. Balance Sheet At October 31, 2009, the Company's consolidated balance sheets showed $2,687,598 in total assets and $5,046,387 in total liabilities, resulting in a $2,358,789 shareholders' deficit. The Company reported current assets of $1,332,777 and current liabilities of $5,046,387 at October 31, 2009, resulting in a working capital deficit of $3,713,610. A full-text copy of the Company's annual report on Form 10-K is available for free at http://researcharchives.com/t/s?4f32 About NextAira Wireless Headquartered in Vancouver, B.C., NextAira Wireless Inc. (OTC BB: NXWI) -- http://www.nexaira.com/-- does business through its San Diego based operating subsidiary Nexaira, Inc. Nexaira, Inc., develops and delivers third and fourth generation (3G/4G) Wireless Routing Solutions that offer speed, reliability and security to carriers, mobile operators, service providers, value added resellers (VARS) and enterprise customers. PACIFIC PANORAMA: Voluntary Chapter 11 Case Summary --------------------------------------------------- Debtor: Pacific Panorama, LLC 2620 Maryland Parkway, Suite 287 Las Vegas, NV 89109 Bankruptcy Case No.: 10-11464 Type of Business: Chapter 11 Petition Date: January 29, 2010 Court: United States Bankruptcy Court District of Nevada (Las Vegas) Judge: Mike K. Nakagawa Debtor's Counsel: Armand Fried, Esq. 6725 Via Austi Pkwy, Ste 200 Las Vegas, NV 89119 Tel: (702) 386-8637 Email: afried@lawrosen.com Estimated Assets: $10,000,001 to $50,000,000 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. PARLUX FRAGRANCES: Disagreement Prompts CEO Katz to Step Down ------------------------------------------------------------- Parlux Fragrances, Inc., said Neil J. Katz has resigned from his position as Chairman and Chief Executive Officer of the Company due to philosophical differences regarding the future direction of the Company. Mr. Katz had held this position since July 2007, and has been instrumental in acquiring a number of new licenses during this period. Mr. Katz, who is expected to remain with the Company as a Director and consultant, stated, "A number of opportunities have arisen which require my attention. Parlux is a fine company, and I anticipate being able to assist the Company during this transition and in the future." The Board announced that Frederick E. Purches, founder of the Company, and previous Chairman, has assumed the position of Chairman and Chief Executive Officer. Mr. Purches, who was previously President and CEO of Helena Rubinstein/Giorgio Armani Fragrances before founding Parlux, and has served as a consultant to Parlux for several years, said, "The Company has a knowledgeable, experienced staff of devoted employees, and I am pleased to take a more active role in Parlux's future growth and its return to profitability." The Company also anticipates reporting its earnings for the three and nine months ended December 31, 2009 on February 3rd, 2010. The Company notes larger than expected product returns from U.S. department store customers have reduced the Company's net sales for the third quarter ended December 31, 2009 to approximately $50 million from the previously announced estimate of $52 million, and it expects to report a net loss for that quarter of approximately $5 million, subject to any additional adjustments that might be required as part of the Company's quarterly review process. About Parlux Fragrances Parlux Fragrances, Inc. (NASDAQ:PARL) -- http://www.parlux.com/-- is a manufacturer and international distributor of prestige products. It holds licenses for Paris Hilton, Jessica Simpson, GUESS?, Nicole Miller, Josie Natori, Queen Latifah, Marc Ecko, Rihanna, Kanye West, XOXO, Ocean Pacific (OP), Andy Roddick, babyGund, and Fred Hayman Beverly Hills designer fragrances, as well as Paris Hilton watches, cosmetics, sunglasses, handbags and other small leather accessories. As of September 30, 2009, the Company's consolidated balance sheets showed $148.4 million in total assets, $36.0 million in total liabilities, and $112.4 million in total shareholders' equity. Extension of Forbearance Period As reported in the Troubled Company Reporter on November 3, 2009, the Company signed a Second Amendment to Loan Agreement and Amendment to Forbearance Agreement with Regions Bank extending the forbearance period through February 15, 2010, and calling for the Company to repay the remaining loan balance over the course of the extension period. PATRICK HACKETTS: U.S. Trustee Wants Case Converted to Chapter 7 ---------------------------------------------------------------- Brian Kelly at Watertown Daily Time says the U.S. Trustee Diane G. Adams wants the U.S. Bankruptcy Court to convert the Chapter 11 case of Patrick Hackett Hardware Co. to a Chapter 7 liquidation proceeding for failure to file certain financial statements. According to Mr. Kelly, a company official said the Debtor has filed the missing documents and expects the U.S. Trustee's plea to be withdrawn. Based in New York, Patrick Hackett Hardware Company -- http://www.hackettsonline.com/-- began in 1830 as a hardware store in upstate New York. Hacketts now operates full-service department stores and a specialty store, selling a full line of clothes, consumer electronics, cell phones, shoes, housewares, hardware and others. Patrick Hackett filed for Chapter 11 on November 10, 2009 (Bankr. N.D. N.Y Case No. 09-63135). The Debtor disclosed less than $10,000,000 in total assets. PCAA PARENT: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: PCAA Parent, LLC 621 North Governor Printz Boulevard Essington, PA 19029 Bankruptcy Case No.: 10-10250 Debtor-affiliates filing separate Chapter 11 petitions: Entity Case No. ------ -------- PCAA Chicago, LLC 10-10251 Parking Company of America Airports, LLC 10-10252 PCA Airports, Ltd. 10-10253 PCAA GP, LLC 10-10254 Parking Company of America Airports Phoenix, LLC 10-10255 RCL Properties, LLC 10-10256 PCAA LP, LLC 10-10257 PCAA Properties, LLC 10-10258 Airport Parking Management, Inc. 10-10259 PCAA SP-OK, LLC 10-10260 PCAA SP, LLC 10-10261 PCAA Oakland, LLC 10-10262 PCAA Missouri, LLC 10-10263 Chapter 11 Petition Date: January 28, 2010 Court: United States Bankruptcy Court District of Delaware (Delaware) Judge: Mary F. Walrath About the Business: Debtors' Counsel: John Henry Knight, Esq. Richards, Layton & Finger, P.A. One Rodney Square P.O. BOX 551 Wilmington, DE 19899 Tel: (302) 651-7700 Fax: (302) 651-7701 Email: knight@rlf.com Lee E. Kaufman, Esq. Richards, Layton & Finger, P.A. 920 North King Street One Rodney Square Wilmington, DE 19801 Tel: (302) 651-7582 Fax: (302) 651-7701 Email: kaufman@rlf.com Mark D. Collins, Esq. Richards Layton & Finger One Rodney Square PO Box 551 Wilmington, DE 19899 Tel: (302) 651-7700 Fax: (302) 651-7701 Email: collins@RLF.com Zachary I. Shapiro, Esq. Richards, Layton & Finger, P.A. 920 North King Street, P.O. Box 551 Wilmington, DE 19801 Tel: (302) 651-7700 Fax: (302) 651-7701 Email: shapiro@rlf.com Estimated Assets: $50,000,001 to $100,000,000 Estimated Debts: $100,000,001 to $500,000,000 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/deb10-10250.pdf Debtor's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ AIU Holdings Insurance $395,703 Fleet One Trade $163,216 City of Newark-Parking Parking Tax $98,058 Tax City of Oakland Parking Tax $66,885 Google, Inc. Trade $58,550 City of Philadelphia Parking Tax $45,814 Solomon Edwards Group Professional Fees $35,000 LLC Bus Service, Inc. Trade $33,943 Sovereign Bank Equipment Lease $32,939 Apollo Solutions Ltd Professional Fees $32,000 American Express Credit Card $30,970 Port of Oakland Access Fee $27,461 City of So. San Francisco Parking Tax $26,595 PSE&G Co. Utility $25,221 Offen Inc. Trade $22,373 V.P. Security Services Trade $22,181 Inc. Columbus Regional Airport Parking Tax $21,438 Authority Secure Net Professional Fees $19,500 Sprint Utility $19,309 John Duffy Trade $19,043 The petition was signed by Charles Huntzinger, chief executive officer of the Company. PENN TRAFFIC: Expects to Confirm Liquidation Plan Later This Year ----------------------------------------------------------------- In a regulatory filing Tuesday, Penn Traffic Company disclosed that it intends to propose and have its Chapter 11 plan of liquidation confirmed by the Bankruptcy Court later in 2010. On January 25, 2009, the U.S. Bankruptcy Court for the District of Delaware approved Penn Traffic's Asset Purchase Agreement with Tops Markets, LLC pursuant to which the Company agreed to sell to Tops substantially all the assets of the Company. The closing of the sale of the Company's Business under the Asset Purchase Agreement was expected to take place no later than January 29, 2010. The Company currently believes that after the closing and the Company's repayment of its creditors to the extent it has available funds, none of its assets will remain available for distribution to its stockholders. Syracuse, New York-based The Penn Traffic Company -- dba P&C Foods, Bi-Lo Foods, and Quality Markets -- operates supermarkets in Pennsylvania, upstate New York, Vermont, and New Hampshire under the Bilo, P&C and Quality trade names. The Company filed for Chapter 11 bankruptcy protection on November 18, 2009 (Bankr. D. Delaware Case No. 09-14078). Ann C. Cordo, Esq., and Gregory W. Werkheiser, Esq., at Morris, Nichols, Arsht & Tunnell assist the Company in its restructuring effort. Donlin Recano is the Company's claims agent. The Company listed $150,347,730 in assets and $136,874,394 in liabilities as of May 4, 2009. These affiliates also filed separate Chapter 11 petition: Sunrise Properties, Inc.; Pennway Express, Inc.; Penny Curtiss Baking Company, Inc.; Big M Supermarkets, Inc.; Commander Foods Inc.; P and C Food Markets, Inc. of Vermont; and P.T. Development, LLC. PERRY COUNTY: Files for Chapter 11 Bankruptcy in Alabama -------------------------------------------------------- Perry County Associates LLC made a voluntary filing under Chapter 11 in the U.S. Bankruptcy Court in Mobile, Alabama (Bankr. S.D. Ala. Case No. 10-00277), saying it should have enough money available for distribution to its unsecured creditors, according to Knoxnews.com. Knoxnews.com relates that the firm is in a contractual dispute with Phillips & Jordan Inc. and has a $95 million deal to dispose of 3 million cubic yards of fly ash from its Kingston spill. The company has assets and liabilities between $50 million and $100 million, Knoxnews.com says. The company owes $3.9 million to Phillips & Jordan; $779,937, Perry County, Ala., Commission; and $11,000, Alabama Department of Revenue. Perry County Associates is owned by Perry Uniontown Ventures I LLC which operates a landfill in Alabama. Jeffery J. Hartley, Esq., at Helmsing, Leach, Herlon, Newman & Rouse, serves as the Debtors' counsel. PH GLATFELTER: S&P Assigns 'BB+' Rating on $100 Mil. Senior Notes ----------------------------------------------------------------- Standard & Poor's Ratings Services assigned issue-level and recovery ratings to P.H. Glatfelter Co.'s (BB+/Stable/--) proposed $100 million senior unsecured notes due 2016. S&P assigned an issue-level rating of 'BB+' (the same as the corporate credit rating on the company), and a recovery rating of '4' to the new notes based on preliminary terms and conditions. The '4' recovery rating indicates S&P's expectation for average (30% to 50%) recovery in the event of a payment default. The company will issue the new notes in a private placement transaction under Rule 144A, with registration rights. Glatfelter plans to use the proceeds from the new notes, together with about $125 million cash on hand and $10 million of borrowings under its revolver credit facility, to fund the acquisition of Concert Industries Corp., a manufacturer of absorbent cellulose- based airlaid non-wovens products, for approximately C$246.5 million. At Nov. 30, 2009, Glatfelter had about $135 million cash. Pro forma for the acquisition, S&P estimates outstanding debt of about $370 million and leverage in the low-3x area. Glatfelter's acquisition of Concert does not affect S&P's 'BB+' corporate credit rating and stable outlook. While the financing of the acquisition will increase Glatfelter's outstanding debt balances, S&P thinks that improving economic trends will lead to somewhat higher EBITDA for Glatfelter in 2010, allowing it to maintain credit measures in line with the ratings. S&P expects the company to maintain adequate liquidity for the ratings after using a substantial portion of its cash to fund the Concert acquisition, with approximately $185 million available under its revolving credit facility due April 2011. Rating List Glatfelter (P.H.) Co. Corporate Credit Rating BB+/Stable/-- New Rating Glatfelter (P.H.) Co. $100 Mil. Sr Unsec Notes due 2016 BB+ Recovery Rating 4 PRIME GROUP REALTY: Reports Tax Treatment of 2009 Dividends ----------------------------------------------------------- Prime Group Realty Trust on Thursday reported the tax treatment (Form 1099) for its 2009 Series B Cumulative Redeemable Preferred Share dividend. Shareholders are encouraged to consult with their personal tax advisors as to their specific tax treatment of Prime Group Realty Trust dividends. Total 2009 Security Ticker Record Payable 2009 Return Description CUSIP Symbol Date Date Dividend of Capital ----------- ----- ------ ------ ------- -------- ---------- Series B Preferred 74158J202 PGEPRB 01/19/09 01/30/09 $0.5625 $0.5625 Total Preferred $0.5625 $0.5625 As reported by the Troubled Company Reporter on December 15, 2009, Prime Group Realty Trust said the Company's Board of Trustees has determined not to declare a quarterly distribution on its Series B Preferred Shares for the fourth quarter of 2009, and that the Board is unable to determine when the Company might recommence distributions on the Series B Preferred Shares. About Prime Group Realty Trust Headquartered in Chicago, Illinois, Prime Group Realty Trust (NYSE: PGEPRB) -- Http://www.pgrt.com/ -- is a fully-integrated, self-administered, and self-managed real estate investment trust (REIT) which owns, manages, leases, develops, and redevelops office and industrial real estate, primarily in metropolitan Chicago. The Company currently owns 8 office properties containing an aggregate of 3.3 million net rentable square feet and a joint venture interest in one office property comprised of approximately 101,000 net rentable square feet. The Company leases and manages approximately 3.3 million square feet comprising all of its wholly-owned properties. In addition, the Company is the asset and development manager for an approximately 1.1 million square foot office building located at 1407 Broadway Avenue in New York, New York. PVF CAPITAL: Posts $1.28 Million Net Loss in Fiscal 2010 Q2 ----------------------------------------------------------- PVF Capital Corp. on January 20, 2010, announced its unaudited financial results for the quarter and six months ended December 31, 2009. The Company reported a net loss of $1.28 million or $0.16 basic and diluted loss per share for the quarter ended December 31, 2009, as compared to a loss of $2.72 million or $0.35 basic and diluted loss per share for the prior year comparable period. The net loss for the quarter was primarily due to the provision for loan losses which totaled $2.25 million. Robert J. King, Jr., President and Chief Executive Officer commented, "This quarter's results reflect another step forward in our progress to reposition the Company by restoring its core profitability, asset quality and capital position." Net interest income was $5.14 million for the quarter ended December 31, 2009, an increase of $689,000 or 15.5% compared to $4.45 million for the same period of 2008, and was also $665,000 or 14.9% higher than the quarter ended September 30, 2009. The net interest margin improved 45 basis points for the quarter to 2.58% compared with 2.13% for the prior year comparable period and improved 35 basis points compared with the prior quarter. The improvement of the margin compared with the prior year period was the result of the cost of interest-bearing liabilities declining 129 basis points while the yield on interest-bearing assets declined only 70 basis points. Mr. King noted, "We are pleased with the substantial margin improvement and are optimistic as we move into the second half of the fiscal year and more fully realize the benefit of the rate reductions on liabilities as well as wider loan spreads. As we proceed with our efforts to improve our capital position we are strategically shrinking our balance sheet into a more profitable one." The provision for loan losses of $2.25 million reflected a decrease of $1.39 million from the prior year comparable period and an increase of $490,000 from the quarter ended September 30, 2009, and was driven largely by economic conditions in the markets in which the Company conducts its business and the ongoing review and evaluation of its loan portfolio. The Company is continuing to thoroughly review its loan portfolio. This review involves analyzing all large borrowing relationships, delinquency trends, and loan collateral valuation in light of the weak economic conditions. The Company performs an ongoing assessment of the overall credit risk within the portfolio. This assessment resulted in Park View Federal Savings Bank establishing a total allowance for loan losses of $29.9 million or 4.55% of loans at December 31, 2009, compared with $11.0 million or 1.50% of loans and $31.8 million or 4.65% of loans at December 31, 2008. and September 30, 2009, respectively. Nonperforming loans totaled $73.3 million at December 31, 2009, down slightly from $75.2 million at September 30, 2009, and significantly higher than nonperforming loans of $35.8 million reported at December 31, 2008. The Company also had real estate owned of $12.1 million at December 31, 2009, compared with $11.6 million and $9.5 million for September 30, 2009, and December 31, 2008, respectively. Noninterest income increased by $149,000 to $1.3 million for the quarter ended December 31, 2009, as compared to the prior year comparable period. The increase was attributable to an increase of $1.0 million in net mortgage banking activities as a result of the low interest rate environment and higher refinancing activity and an increase of $134,000 in earnings on bank-owned life insurance. These increases were partially offset by the loss on sale and write-downs of real estate owned which were $498,000 higher during the current quarter. Additionally, the prior year quarter included a realized a gain of $666,000 on the sale of mortgage-backed securities. There was no corresponding gain in the current quarter. For the linked quarter ended September 30, 2009, noninterest income totaled $9.9 million and resulted primarily from PVF Capital Corp. entering into an exchange agreement whereby the Company paid $500,000 in cash, and issued $500,000 in common stock and warrants valued at $800,000 in exchange for the cancellation of $10.0 million of subordinated debt. Noninterest expense for the current quarter was $6.0 million, essentially flat with the same period a year ago. Balance Sheet Total assets at December 31, 2009, were $869.3 million compared with $912.2 million at June 30, 2009, representing a decrease of 4.71%. The decline in assets was primarily attributable to lower net loans receivable which totaled $626.4 million and was $42.0 million or 6.3% lower than the prior year end, along with fewer loans held for sale which declined $19.9 million or 73.5% due to timing differences between the funding and settlement of the warehouse mortgage portfolio. Very little new portfolio lending has occurred as the Company addresses its asset quality issues and works to reposition its balance sheet and strengthen its capital ratios. Total deposits at December 31, 2009, were $682.9 million which was $42.0 million or 5.8% and $14.0 million or 2.0% lower compared with June 30, 2009, and September 30, 2009, respectively, as the Company is not replacing its maturing brokered deposits. Total stockholders' equity of PVF Capital Corp. was $53.6 million at the end of the quarter and was $4.0 million higher than the prior year end primarily as a result of earnings associated with the cancellation of debt. Six Months Results For the six month period ended December 31, 2009, net income totaled $2.9 million or $0.37 basic and diluted earnings per share compared with a loss of $3.6 million for the same period of the prior year. The increase in earnings was primarily attributable to the previously discussed gain on the cancellation of debt. Net interest income was slightly lower by $138,000 in the current year period due to a substantially smaller balance sheet in the current period combined with a lower level of nonperforming assets during the prior year period. The net interest margin was 2.40% for the six month period ended December 31, 2009, four basis points higher than the prior year comparable period. The provision for loan losses totaled $4.0 million in the 2009 period, $322,000 less than the provision of $4.3 million recorded for the six month period ended December 31, 2008. A full-text copy of the Company's quarterly report is available at no charge at http://researcharchives.com/t/s?4f33 Going Concern Doubt As reported in the Troubled Company Reporter on October 7, 2009, Crowe Horwath LLP in Cleveland, Ohio, expressed substantial doubt about PVF Capital Corp.'s ability to continue as a going concern after auditing the Company's financial statements for the fiscal years ended June 30, 2009, and 2008. The auditor noted that the primary federal regulator of the Company's bank subsidiary has required the Company's bank subsidiary to increase its capital levels by Dec. 31, 2009, to amounts that are in excess of its current actual capital levels. About PVF Capital Based in Solon, Ohio, PVF Capital Corp. is the parent company of Park View Federal Savings Bank. PVF Capital Corp.'s common stock trades on the NASDAQ Capital Market under the symbol PVFC. Park View Federal -- http://www.myparkview.com/-- operates 17 full-service offices located throughout the Greater Cleveland area. QUANTUM FUEL: Posts $28 Million Net Loss in Fiscal 2009 ------------------------------------------------------- Quantum Fuel Systems Technologies Worldwide, Inc., reported Monday results for the fiscal year ended April 30, 2009, and restated results for the fiscal year ended April 30, 2008. The Company reported a net loss of $28.0 million in fiscal 2009, compared to a net loss of $86.8 million in fiscal 2008. The Company's net loss from continuing operations increased from $19.9 million in fiscal 2008 to $28.0 million in fiscal 2009. For fiscal 2009, the Company reported revenues of $23.3 million compared to revenues of $26.5 million for fiscal 2008. Contract revenues increased $7.7 million, or 53%, from $14.6 million in fiscal 2008 to $22.3 million in fiscal 2009. The Company relates that the increase was due primarily to an increased level of system development and application engineering of its Q-Drive hybrid propulsion and control system for the Fisker Karma vehicle program and other funded contract work with the United States military and other government agencies. The Company's consolidated operating loss increased from $18.8 million in fiscal 2008 to $25.1 million in fiscal 2009. This increase is primarily due to a non-cash charge of $5.8 million recorded in the third quarter of fiscal 2009 for the full impairment of the remaining balance of the intangible asset associated with the Company's Strategic Alliance Agreement with General Motors. Cash used from operations during fiscal 2009 was $16.9 million, which included $3.8 million in prepayments to affiliates under an agreement with asola Advanced and Automotive Solar Systems, GmbH on a solar cell contract. Fair value adjustments of derivative instruments amounted to a gain of $27.7 million in fiscal 2009 as compared to a loss of $611,000 in fiscal 2008. In fiscal 2009, the $27.7 million gain was primarily attributable to the significant decline in the Company's share price over the course of the fiscal year that reduced the fair value of the derivative instrument liabilities. The fair value adjustments in fiscal 2009 were offset by a $23.8 million loss recorded in the first quarter of fiscal year 2009 as a result of the modification of Term Note B that occurred on May 30, 2008, and a $4.3 million loss on settlement of derivative instruments resulting from debt conversions and warrant exercises that occurred during fiscal 2009. There were no debt conversions or warrant exercises in fiscal 2008. Alan P. Niedzwiecki, President and CEO, stated, "This year was marked by a changing automotive industry and strong economic headwinds our customers faced as a result of the global economic recession. During the year, we did write-down our intangible asset related to our strategic alliance with General Motors and had a couple programs with GM cancelled or moved out into the future. However, we continue to work with GM and other automotive OEMs on several exciting clean vehicle programs. These programs include customers such as Fisker Automotive, Volvo-Eicher, Ford, Department of Energy, other government agencies, and the military. Overall, we experienced a 52 percent growth rate in our fiscal 2009 development program revenues and took measures to reduce our overhead structure." Mr. Niedzwiecki continued, "Fisker Automotive plans on producing 15,000 Karma vehicles in calendar 2011 and Quantum is targeted to be the exclusive supplier of certain systems and sub-systems for the Q-DriveTM powertrain system. The Q-Drive is a culmination of technologies that Quantum has been developing over the last decade. Additionally, we are progressing with the Department of Energy on our $175 million loan application in connection with the Department of Energy's $25 billion Advanced Technology Vehicles Manufacturing Loan program and other government programs available to the Company. We remain excited about the transformation taking place in the automotive industry with clean vehicle hybrid technology taking center stage. Quantum has been working on advanced propulsion and hybrid vehicle technologies for the past ten years and we now see opportunities to apply this proprietary technology into widely adopted commercial and military vehicle markets." Balance Sheet At April 30, 2009, the Company's consolidated balance sheets showed $59.9 million in total assets, $54.8 million in total liabilities, and $5.1 million in total stockholders' equity. The Company's consolidated balance sheets at April 30, 2009, also showed strained liquidity with $11.8 million in total current assets available to pay $36.2 million in total current liabilities. A full-text copy of the Company's fiscal 2009 annual report is available at no charge at http://researcharchives.com/t/s?4f17 Going Concern Uncertainty The Company relates that it has incurred recurring operating losses and negative cash flows from continuing operating activities. The Company adds that it has used $13.2 million and $16.9 million in cash for continuing operating activities during fiscal 2008 and fiscal 2009, respectively. From its inception through April 30, 2009, the Company has funded its operations and strategic investments primarily with proceeds from public and private offerings of its Common Stock and borrowings with financial institutions and its lender. The Company discloses that although its current operating plan anticipates increased revenues and improved profit margins over the next two years, it has experienced a decline in revenues during the first three quarters of fiscal 2010 that has required it to continue to use a significant amount of cash in its operations and may require it to use, over the course of the entire 2010 fiscal year, a level of cash that approaches the actual amount used for operations during fiscal 2009. Based on current projections and estimates, the Company believes that its working capital and principal sources of liquidity are sufficient to fund the operating activities and obligations through at least April 30, 2010. To meet these funding requirements, the Company may have to draw down on some or all of the unconditional commitment from its lender or alternatively raise capital through public or private offerings of equity or debt securities. The Company also believes additional financing, if required, can be adequately sourced; however, it cannot provide any assurances that it will be able to secure additional funding on terms acceptable to it, if at all. "Our inability to achieve our current operating plan or raise capital to cover any shortfall would have a material adverse affect on our ability to meet our obligations as they become due without substantial disposition of assets or other similar actions outside the ordinary course of business. "If we are not able to secure the additional funding we need, we may need to curtail our operations or take other action in order to continue to operate as a going concern." About Quantum Fuel Headquartered in Irvine, Calif., Quantum Fuel Systems Technologies Worldwide, Inc. (Nasdaq: QTWW) -- http://www.qtww.com/-- is a fully integrated alternative energy company and a leader in the development and production of advanced propulsion systems, energy storage technologies, and alternative fuel vehicles. RAPID LINK: Inks Amended Share Exchange Deal With Blackbird ----------------------------------------------------------- Rapid Link Incorporated entered into an Amendment to the Share Exchange Agreement with Blackbird Corporation, certain Rapid Link shareholders, certain principal shareholders of Blackbird, and a wholly-owned subsidiary of Blackbird, Mr. Prepaid, Inc. The Amendment revised the Share Exchange Agreement by and among Blackbird and Rapid Link and their principal shareholders dated as of October 13, 2009. Under the Share Exchange Agreement, it was contemplated that Rapid Link would acquire all or substantially all of the outstanding shares of capital stock of Blackbird which would result in Blackbird becoming an operating subsidiary of Rapid Link. In consideration for the Blackbird shares, Rapid Link was required to issue an aggregate of 520,000,000 shares of its common stock to the shareholders of Blackbird, which would constitute approximately 80% of Rapid Link's then-issued and outstanding shares of common stock. Under the Amendment, the transaction contemplated by the Share Exchange Agreement has been modified to provide for an initial closing at which Rapid Link shall acquire all of the issued and outstanding shares of capital stock of Mr. Prepaid in exchange for 10,000,000 shares of the Registrant's newly-formed preferred stock, and Mr. Prepaid will become a wholly-owned subsidiary of Rapid Link. Rapid Link's preferred stock shall have certain rights and preferences including that the shares of preferred stock will be initially convertible into 520,000,000 shares of Registrant common stock. On an as-converted basis, these 520,000,000 shares of common stock would constitute approximately 80% of Rapid Link's then-issued and outstanding shares of common stock. Prior to the initial closing, the outstanding capital stock of Telenational Communications, Inc. and One Ring Networks, Inc. will be transferred from Rapid Link to a third party, without recourse or liability to Rapid Link. In addition, on the terms and subject to the conditions set forth in the Amendment, at a subsequent closing, subject to the satisfaction of certain additional conditions including obtaining consents to transfer certain telecommunications licenses from the Federal Communication Commission and state regulatory authorities, Blackbird will also deliver to Rapid Link all of the issued and outstanding shares of capital stock of Yak America, Inc. and the capital stock of any other Blackbird subsidiary. At such subsequent closing, certain assets necessary to conduct the core business of Telenational will be transferred to a wholly-owned subsidiary of Rapid Link in exchange for the assumption by such transferee of $1.85 million of indebtedness owed to certain creditors. Such indebtedness will be secured by the Telenational assets. Under the Amendment, Blackbird made additional customary representations and warrants with respect to Mr. Prepaid and Yak America. Rapid Link, Incorporated, and its subsidiaries have served as facilities-based, communication companies providing various forms of voice and data services to customers around the world. Rapid Link provides a multitude of communication services targeted to small and medium sized businesses, as well as individual consumers. These services include the transmission of voice and data traffic over public and private networks. The Company also sells foreign and domestic termination of voice traffic into the wholesale market. Going Concern Doubt On Jan. 27, 2009, KBA GROUP LLP in Dallas, Texas, expressed substantial doubt about Rapid Link, Incorporated's ability to continue as a going concern after auditing the Company's financial statements for the fiscal years ended Oct. 31, 2008, and 2007. The auditor noted that the Company suffered recurring losses from continuing operations during each of the last two fiscal years. Additionally, at Oct. 31, 2008, the Company's current liabilities exceeded its current assets by $2,100,000 and the Company has a shareholders' deficit totaling $2,900,000. REALOGY CORP: Bank Debt Trades at 11% Off in Secondary Market ------------------------------------------------------------- Participations in a syndicated loan under which Realogy Corporation is a borrower traded in the secondary market at 88.58 cents-on-the-dollar during the week ended Friday, Jan. 29, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents a drop of 1.29 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 Friday among the 172 loans with five or more bids. As reported by the Troubled Company Reporter on Nov. 16, 2009, Realogy Corporation reported net income of $59 million for the three months ended Sept. 30, 2009, from a net loss of $49 million for the same period a year ago. The Company posted a net loss of $215 million for the nine months ended Sept. 30, 2009, from a net loss of $209 million for the same period a year ago. Net revenues were $1.169 billion for the three months ended Sept. 30, 2009, from $1.341 million for the same period a year ago. Net revenues were $2.884 billion for the nine months ended Sept. 30, 2009, from $3.780 billion for the same period a year ago. At Sept. 30, 2009, the Company had total assets of $8.067 billion against total liabilities of $9.011 billion, resulting in $944 million in stockholders' deficit. The Sept. 30 balance sheet showed strained liquidity: The Company had $863 million in total current assets against $1.562 billion in total current liabilities. As of Sept. 30, 2009, Realogy had access to $736 million of its $750 million revolving credit facility. The Company also had $161 million of readily available cash, which is included in cash and cash equivalents of $192 million. 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. REALVEST CORP: Tight Credit, Bad Economy Cue Bankruptcy Filing -------------------------------------------------------------- Julia Anderson at The Columbian says Realvest Corp. sought protection from creditors under Chapter 11 before the U.S. Bankruptcy Court in Tacoma, Washington, citing economic downturn and tight credit from banks. The company said it owes $10 million to six banks. Realvest Corp. is a real estate development and management company. REFRIGERANT EXCHANGE: Case Summary & 20 Largest Unsec. Creditors ---------------------------------------------------------------- Debtor: Refrigerant Exchange Corp. 15709 E. Arrow Hwy Unit 4 Irwindale, CA 91706 Bankruptcy Case No.: 10-13375 Chapter 11 Petition Date: January 29, 2010 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judge: Richard M. Neiter Debtor's Counsel: David B. Golubchik, Esq. Levene Neale Bender Rankin & Brill LLP 10250 Constellation Blvd, Ste 1700 Los Angeles, CA 90067 Tel: (310) 229-1234 Email: dbg@lnbrb.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A full-text copy of the Debtor's petition, including a list of its 20 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/cacb10-13375.pdf The petition was signed by Dennis O'Meara, president of the Company. RENAISSANT LAFAYETTE: Investment Group Wants to Acquire Towers -------------------------------------------------------------- Tom Daykin at the Journal Sentinel says a local investment group led by Frank and Dominic Giuffre is in discussion to acquire Park Lafayette condominium towers on Milwaukee's east side. The talks came after a federal judge rejected the request of developer Renaissant Lafayette LLC to access fund from Mallory Properties, which is ran by the Giuffres. Renaissant Lafayette wanted to use the money to pay operating expenses at the 281-unit Park Layfayette, report notes. About Renaissant Lafayette Oak Brook, Illinois-based Renaissant Lafayette LLC is the owner of a 280-unit luxury condominium development in Milwaukee named Park Lafayette. The project is at the intersection of North Prospect Avenue and Lafayette Place in Milwaukee. So far, 39 units were sold. The Company filed for Chapter 11 bankruptcy protection on December 23, 2009 (Bankr. E.D. Wis. Case No. 09-38166). Forrest B. Lammiman, Esq., at Meltzer, Purtill & Stelle LLC, assists the Company in its restructuring effort. The Company listed $50,000,001 to $100,000,000 in assets and $100,000,001 to $500,000,000 in liabilities. RITE AID: Standley Assumes President & CEO Post Effective June 24 ----------------------------------------------------------------- Rite Aid Corporation said its current president and chief operating officer John T. Standley will become President and Chief Executive Officer effective June 24, 2010, at the company's annual stockholder meeting. The company's chairman and chief executive officer Mary Sammons will continue as Chairman. About Rite Aid Camp Hill, Pennsylvania-based Rite Aid Corporation (NYSE: RAD) -- http://www.riteaid.com/-- is a drugstore chain with more than 4,800 stores in 31 states in the U.S. and the District of Columbia and fiscal 2009 annual revenues of more than $26.3 billion. * * * As reported by the Troubled Company Reporter on December 21, 2009, Rite Aid reported a net loss of $83.862 million for the 13 weeks ended November 28, 2009, from a net loss of $243.125 million for the 13 week period ended November 29, 2008. Rite Aid reported a net loss of $83.862 million for the 13 weeks ended November 28, 2009, from a net loss of $243.125 million for the 13 week period ended November 29, 2008. At November 28, 2009, the Company had $8.597 billion in total assets against $10.076 billion in total liabilities, resulting in stockholders' deficit of $1.478 billion. RUBICON US: Taps Squire Sanders as Bankruptcy Counsel ----------------------------------------------------- Rubicon US REIT, Inc., and its debtor-affiliates have asked for authorization from the U.S. Bankruptcy Court for the District of Delaware to employ Squire Sanders & Dempsey as general counsel and reorganization and bankruptcy counsel. Squire Sanders will, among other things: a. attend meetings and negotiate with representatives of creditors and other parties-in-interest and advising and consulting on the conduct of the Debtors' bankruptcy cases, including all of the legal and administrative requirements of operating in Chapter 11; b. assist the Debtors with the preparation of their schedules of assets and liabilities and statements of financial affairs; c. advise the Debtors in connection with any contemplated sales of assets or business combinations, including the negotiation of asset, stock, real property, purchase, merger or joint venture agreements; formulate and implement appropriate procedures with respect to the closing of any such transactions; and counseling Debtors in connection with the transactions; and d. advise the Debtors in connection with any post-petition financing, refinancing, and cash collateral arrangements and negotiating and drafting documents relating thereto; providing advice and counsel with respect to pre-petition financing arrangements and the restructuring thereof; and negotiating and drafting documents relating thereto. Sandra E. Mayerson, Esq., a partner at Squire Sanders, says that the firm will be paid based on the hourly rates of its personnel: New Associates $155 Most Senior Partners $955 New Project Assistants $100 Senior Paralegals $325 Ms. Mayerson assures the Court that Squire Sanders is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. Chicago, Illinois-based Rubicon US REIT, Inc., filed for Chapter 11 bankruptcy protection on January 20, 2010 (Bankr. D. Del. Case No. 10-10160). The Company listed $100,000,001 to $500,000,000 in assets and $100,000,001 to $500,000,000 in liabilities. Grant Thornton LLP is the Company's financial advisor. The Company's affiliates -- Rubicon GSA II, LLC, et al. -- filed separate Chapter 11 petitions. RUBICON US: Taps Young Conaway as Special Litigation Counsel ------------------------------------------------------------ Rubicon US REIT, Inc., and its debtor-affiliates have asked for permission from the U.S. Bankruptcy Court for the District of Delaware to employ Young Conaway Stargatt & Taylor, LLP, as special litigation counsel, nunc pro tunc to January 20, 2010. Young Conaway will, among other things: a. assist and advise the Debtors, and consult with the Debtors' bankruptcy counsel, as necessary, in connection with litigation-related matters in the reorganization cases (the Special Litigation Matters), including, but not limited to, matters related to the Chancery Action; b. commence and conduct any and all litigation necessary or appropriate to assert rights held by the Debtors with respect to Special Litigation Matters; c. with respect to Special Litigation Matters, attend meetings and negotiate with any party who may be adverse to the Debtors; and d. take all necessary action to protect and to preserve the interests of the Debtors with respect to Special Litigation Matters, including (i) the prosecution of actions on their behalf and (ii) negotiations concerning all litigation in which the Debtors are involved. Prior to the Petition Date, Young Conaway represented one of the Debtors, Rubicon US REIT, Inc., with respect to certain litigation in the Delaware Court of Chancery for New Castle County (the Chancery Action), the resolution of which paved the way for the filing of the Reorganization Cases. James L. Patton, Jr., Esq., a partner at Young Conaway, says that the hourly rates of the firm's personnel are: James L. Patton, Jr. $850 Patrick A. Jackson $320 Justin H. Rucki $275 Debbie E. Laskin, Paralegal $220 Mr. Patton assures the Court that Young Conaway is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. Chicago, Illinois-based Rubicon US REIT, Inc., filed for Chapter 11 bankruptcy protection on January 20, 2010 (Bankr. D. Delaware Case No. 10-10160). Stephen W. Spence, Esq., at Phillips, Goldman & Spence, assists the Company in its restructuring effort. The Company listed $100,000,001 to $500,000,000 in assets and $100,000,001 to $500,000,000 in liabilities. Grant Thornton LLP is the Company's financial advisor. The Company's affiliates -- Rubicon GSA II, LLC, et al. -- filed separate Chapter 11 petitions. RUBICON US: Wants Phillips Goldman as Delaware Counsel ------------------------------------------------------ Rubicon US REIT, Inc., and its debtor-affiliates have asked for authorization from the U.S. Bankruptcy Court for the District of Delaware to employ Phillips, Goldman & Spence, P.A., as Delaware bankruptcy counsel, nunc pro tunc to the Petition Date. Phillips Goldman will, among other things: a. attend meetings and negotiate with representatives of creditors and other parties-in-interest and advising and consulting on the conduct of the Debtors' bankruptcy cases, including all of the legal and administrative requirements of operating in Chapter 11; b. assist the Debtors with the preparation of the schedules of assets and liabilities and statements of financial affairs; c. advise the Debtors in connection with any contemplated sales of assets or business combinations, including the negotiation of asset, stock, purchase, merger or joint venture agreements, formulate and implement appropriate procedures with respect to the closing of any of the transactions, and counseling the Debtors in connection with the transactions; and d. advise the Debtors on matters relating to the evaluation of the assumption, rejection or assignment of unexpired leases and executory contracts. Stephen W. Spence, Esq., a director and shareholder of Phillips Goldman, says that the firm will be paid based on the hourly rates of its personnel: Senior Directors $425 Directors $360 Associates $300 Senior Paralegal $150 Paralegals $140 Mr. Spence assures the Court that Phillips Goldman is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. Chicago, Illinois-based Rubicon US REIT, Inc., filed for Chapter 11 bankruptcy protection on January 20, 2010 (Bankr. D. Delaware Case No. 10-10160). The Company listed $100,000,001 to $500,000,000 in assets and $100,000,001 to $500,000,000 in liabilities. Grant Thornton LLP is the Company's financial advisor. The Company's affiliates -- Rubicon GSA II, LLC, et al. -- filed separate Chapter 11 petitions. RUBICON US: U.S. Trustee Sets Meeting of Creditors for Feb.22 ------------------------------------------------------------- Roberta A. DeAngelis, the U.S. Trustee for Region 3, will convene a meeting of creditors in Rubicon US REIT, Inc., and its debtor- affiliates' Chapter 11 cases on February 22, 2010, at 1:00 p.m. The meeting will be held at J. Caleb Boggs Federal Building, 2nd Floor, Room 2112. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This Meeting of Creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. Chicago, Illinois-based Rubicon US REIT, Inc., filed for Chapter 11 bankruptcy protection on January 20, 2010 (Bankr. D. Delaware Case No. 10-10160). Stephen W. Spence, Esq., at Phillips, Goldman & Spence, assists the Company in its restructuring effort. The Company listed $100,000,001 to $500,000,000 in assets and $100,000,001 to $500,000,000 in liabilities. Grant Thornton LLP is the Company's financial advisor. The Company's affiliates -- Rubicon GSA II, LLC, et al. -- filed separate Chapter 11 petitions. SARATOGA RESOURCES: Extension Sought ------------------------------------ BankruptcyData reports that Saratoga Resources filed with the U.S. Bankruptcy Court a motion seeking an extension of the exclusive period during which the Company can solicit acceptances for its plan of reorganization. On January 21, 2010, the Court issued an order vacating its December 2, 2009 order confirming the Company's Plan. The motion explains, ". . . two issues remain unresolved. First, the definition of 'Total Proved PV10 Value' is unresolved. Wayzata's definition -- the lesser of PV10 Proved and 2 X PV10 PDP -- results in a breach from the outset. This covenant is not present in the Macquarie Credit Agreement. Second, the pricing for the reserve reports remains unresolved. Wayzata continues to insist on using SEC pricing for reserve reports rather than SPE pricing (Macquarie's Credit Agreement does not specify, Debtors believe that these remaining issues demonstrate the unreasonable position taken by Wayzata and highlights Wayzata's clear intent to create subsequent defaults." About Saratoga Resources Saratoga Resources Inc. (OTCBB: SROEQ) is an independent exploration and production company with offices in Houston and Covington. Saratoga engages in the acquisition and development of oil and gas producing properties that allow the Company to grow through low-risk development and risk-managed exploration. Saratoga operates 14 fields in Louisiana and Texas with 106 active producing wells. Current net production is roughly 3,000 barrels of oil equivalent per day -- BOEPD -- with 70% oil versus gas. Principal holdings cover 37,756 gross (34,246 net) acres, mostly held-by-production, located in the state waters offshore Louisiana. Saratoga Resources, Inc., and certain operating subsidiaries filed on March 31, 2009, voluntary Chapter 11 petitions in the U.S. Bankruptcy Court for the Western District of Louisiana in Lafayette, Louisiana. Saratoga is being advised by its legal counsel, Adams & Reese LLP; its investment banker, Pritchard Capital Partners LLC; and its financial advisor, Ambrose Consulting LLC. The case is In Re Harvest Oil and Gas, LLC (Bankr. W.D. La. Lead Case No. 09-50397). Robin B. Cheatham, Esq., at Adams & Reese LLP, represents the Debtors in their restructuring effort. The Debtors listed between $100 million and $500 million each in assets and debts. SARGENT RANCH: Files Schedules of Assets & Liabilities ------------------------------------------------------ Sargent Ranch, LLC, filed with the U.S. Bankruptcy Court for the Southern District of California its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $716,100,000 B. Personal Property $2,502,520 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $71,056,421 E. Creditors Holding Unsecured Priority Claims $2,161,044 F. Creditors Holding Unsecured Non-priority Claims $9,297,844 ----------- ----------- TOTAL $718,602,520 $82,515,309 La Jolla, California-based Sargent Ranch, LLC, a California Limited Liability Company, filed for Chapter 11 bankruptcy protection on January 4, 2010 (Bankr. S.D. Calif. Case No. 10- 00046). John L. Smaha, Esq., at Smaha Law Group, APC, assists the Company in its restructuring effort. The Company listed $500,000,001 to $1,000,000,000 in assets and $50,000,001 to $100,000,000 in liabilities. SECOND CHANCE: Gov't Reports Admissible Under Hearsay Exception --------------------------------------------------------------- WestLaw reports that body armor reports that were produced by the research arm of the United States Department of Justice were sufficiently trustworthy to be admitted under the hearsay exception for public records and reports in a Chapter 7 trustee's adversary proceeding for breach of contract, breach of warranty, and fraud against the manufacturers of polymer fiber used in the debtor's bullet-resistant vests. The Attorney General instructed the agency to commence an investigation into the reliability of the body armor worn by law enforcement personnel soon after two officers were shot and wounded while wearing vests containing the manufacturers' fiber, and the investigators for the agency, which was the entity that set ballistics safety standards for body armor manufacturers, had a sufficiently high level of skill and experience to make their reports trustworthy. The reports, moreover, were not prepared in anticipation of litigation to be initiated by the government. In re Second Chance Body Armor, Inc., --- B.R. ----, 2010 WL 103686 (Bankr. W.D. Mich.) (Gregg, J.). James W. Boyd, the Chapter 7 Trustee for Second Chance Body Armor, Inc., nka SCBA Liquidation, Inc., is suing (Bankr. E.D. Mich. Adv. Pro. No. 05-80019) Toyobo America, Inc., Toyobo Co., Ltd., and others involved in manufacturing the debtor's bullet-resistent vests, for breach of express warranties, breach of implied warranties, fraud, and breach of contract. Based in Central Lake, Michigan, Second Chance Body Armor, Inc. -- http://www.secondchance.com/-- manufactures wearable and soft concealable body armor. The Company filed for Chapter 11 protection on Oct. 17, 2004 (Bankr. W.D. Mich. Case No. 04-12515) after recalling more than 130,000 vests made wholly of Zylon, but it did not recall vests made of Zylon blended with other protective fibers. Stephen B. Grow, Esq., at Warner Norcross & Judd, LLP, represented the Debtor. Daniel F. Gosch, Esq., at Dickinson Wright PLLC, represented the Official Committee of Unsecured Creditors. The Debtor's case converted to a Chapter 7 proceeding on Nov. 22, 2005. James W. Boyd, Esq., serves as the chapter 7 trustee and is represented by Ronald A. Schuknecht, Esq., at Lewis Schuknecht & Keilitz PC. When the Debtor filed for protection from its creditors, it estimated assets and liabilities of $10 million to $50 million. SEITEL INC: CEO and COO Agree to 10% Reduction in Salary in 2010 ---------------------------------------------------------------- In a regulatory filing Wednesday, Seitel, Inc., disclosed that the Company and each of Robert D. Monson, the Company's president and chief executive officer, and Kevin P. Callaghan, the Company's chief operating officer, have agreed to amend their respective employment agreements to continue the reduction of their base salary by 10% during the period from January 1, 2010, through December 31, 2010. The other terms and conditions of their employment agreements remain in full force and effect. Robert J. Simon, the company's senior vice president of business development, agreed to continue the reduction in his base salary by 10% during the period from January 1, 2010, through December 31, 2010. As reported in the Troubled Company Report on November 23, 2009, the Company reported a net loss of $28.0 million for the three months ended September 30, 2009, compared with a net loss of $17.2 million in the same period in 2008. Total revenue for the third quarter of 2009 was $19.5 million, a decrease of $26.6 million, or 58%, from total revenue of $46.1 million for the third quarter of 2008. The revenue decrease was primarily driven by a $21.0 million or 64% decline in total resales from the Company's seismic data library. Balance Sheet At September 30, 2009, the Company's unaudited consolidated balance sheets showed $534.1 million in total assets, $474.0 million in total liabilities, and $60.1 million in total shareholders' equity. A full-text copy of the Company's Form 10-Q is available for free at http://researcharchives.com/t/s About Seitel, Inc. Based in Houston, Seitel, Inc. -- http://www.seitel-inc.com/-- is a leading provider of seismic data to the oil and gas industry in North America. Seitel's data products and services are critical for the exploration for, and development and management of, oil and gas reserves by oil and gas companies. Seitel has ownership in an extensive library of proprietary onshore and offshore seismic data that it has accumulated since 1982 and that it licenses to a wide range of oil and gas companies. Seitel believes that its library of onshore seismic data is one of the largest available for licensing in the United States and Canada. Seitel's seismic data library includes both onshore and offshore 3D and 2D data. Seitel has ownership in over 42,000 square miles of 3D and approximately 1.1 million linear miles of 2D seismic data concentrated in the major active North American oil and gas producing regions. Seitel serves a market which includes over 1,600 companies in the oil and gas industry. * * * In July 2009, Moody's Investors Service downgraded Seitel's Corporate Family Rating to Caa3 from B3, its Probability of Default Rating to Caa3 from B3, its senior unsecured notes rating to Caa3 (LGD 4, 54%) from B3 (LGD 4, 56%), and its Speculative Liquidity Rating to SGL-4 from SGL-3. The rating outlook is negative. The downgrade reflects the increased pressure on Seitel's liquidity and earnings. STERLING MINING: Elects Two New Members to Board of Directors ------------------------------------------------------------- In a regulatory filing Thursday, Sterling Mining Company disclosed that effective November 12, 2009, the Company's Board of Directors elected two new Board members in accordance with the Supplemental Post Petition Secured Financing Agreement with Minco Silver. The Board members appointed are Dwayne L. Melrose and Shawn Rodeck. Mr. Melrose is currently the Vice President of Exploration for Minco Silver and Mr. Rodeck is currently a consultant, acting as Director of Legal Affairs for Minco Silver. About Sterling Mining Based in Coeur d'Alene, Idaho, Sterling Mining Company (OTCBB:SRLM and FSE:SMX) -- http://www.SterlingMining.com/-- is a mineral resource development and exploration company. Sterling is engaged in the business of acquiring, exploring, developing and mining mineral properties primarily those containing silver and associated base and precious metals. Sterling operates the Sunshine Silver Mine in Idaho and has exploration projects in Idaho, U.S.A. Sterling was incorporated under the laws of the State of Idaho on February 3, 1903 and its common shares are currently listed on the OTCBB: SRLMQ and Frankfurt Stock Exchange: SMX. Sterling is currently a debtor-in-possession in Chapter 11 Bankruptcy in the District of Idaho, U.S.A. Sterling Mining filed for bankruptcy protection on March 3, 2009 (Bankr. D. Idaho Case No. 09-20178). Bruce A. Anderson, Esq., at Elsaesser Jarzabek Anderson Marks Elliott & McHugh, Chartered represents the Debtor as counsel. As of September 30, 2008, Sterling Mining had $31.9 million in total assets, and $13.2 million in total current liabilities and $1.6 million in total long-term liabilities. In its schedules, the Debtor listed total assets of $11,706,761 and total debts of $14,159,010. SERVICE MASTER: Bank Debt Trades at 8% Off in Secondary Market -------------------------------------------------------------- Participations in a syndicated loan under which The ServiceMaster Co. is a borrower traded in the secondary market at 92.03 cents- on-the-dollar during the week ended Friday, Jan. 29, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents a drop of 1.28 percentage points from the previous week, The Journal relates. The Company pays 300 basis points above LIBOR to borrow under the facility. The bank loan matures on July 24, 2014, and carries Moody's B1 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 Friday among the 172 loans with five or more bids. The ServiceMaster Co. -- http://www.servicemaster.com/-- serves residential and commercial customers through a network of over 5,500 company-owned locations and franchised licenses. The Company's brands include TruGreen, TruGreen LandCare, Terminix, American Home Shield, ServiceMaster Clean, Merry Maids, Furniture Medic, and AmeriSpec. The core services of the Company include lawn care and landscape maintenance, termite and pest control, home warranties, disaster response and reconstruction, cleaning and disaster restoration, house cleaning, furniture repair, and home inspection. SHAVER LAKE: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Shaver Lake Point, LLC 215 W Fallbrook #123 Fresno, CA 93725 Bankruptcy Case No.: 10-10889 Chapter 11 Petition Date: January 29, 2010 Court: United States Bankruptcy Court Eastern District of California (Fresno) Judge: Whitney Rimel Debtor's Counsel: Riley C. Walter, Esq. 8305 N Fresno St #410 Fresno, CA 93720 Tel: (559) 435-9800 Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A full-text copy of the Debtor's petition, including a list of its 20 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/caeb10-10889.pdf The petition was signed by Bradley P. Morris. SKYPE TECHNOLOGIES: Bank Debt Sells at 101.20% in Secondary Market ------------------------------------------------------------------ Participations in a syndicated loan under which Skype Technologies S.A. is a borrower traded in the secondary market at 101.20 cents- on-the-dollar during the week ended Friday, Jan. 29, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents a drop of 1.01 percentage points from the previous week, The Journal relates. The Company pays 700 basis points above LIBOR to borrow under the facility. The bank loan matures on Oct. 13, 2014. It carries Moody's B1 rating and 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 Friday among the 172 loans with five or more bids. Skype Technologies S.A. -- http://www.skype.com/-- owns the popular Web-based software that allows users to make phone calls using the Internet. Calls are free when made PC-to-PC, and users can make calls to landlines or cell phones at typically much lower rates than traditional phone services. Co-founders Niklas Zennstr�m and Janus Friis launched Skype in 2003; two years later they sold the company to eBay for $2.6 billion. Unable to leverage Skype with its other offerings, in November 2009 eBay sold a 70% stake in Skype to a private investor group lead by Silver Lake Partners for $1.9 billion in cash. SPANSION INC: Stay of Patent Spat with Samsung Approved ------------------------------------------------------- Law360 reports that a bankruptcy judge on Thursday signed off on a deal between Spansion Inc. and Samsung Electronics Co. Ltd. to stay a multimillion-dollar flash memory patent litigation before the U.S. International Trade Commission and elsewhere until the Debtor can complete its reorganization. Spansion Inc. (Pink Sheets: SPSNQ) -- http://www.spansion.com/-- is a Flash memory solutions provider. Spansion is a former joint venture of AMD and Fujitsu. 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) SUN MICROSYSTEMS: S&P Raises Corporate Credit Rating From 'BB+' --------------------------------------------------------------- Standard & Poor's Ratings Services said it raised its corporate credit rating on Santa Clara, California-based Sun Microsystems Inc. to 'A' from 'BB+'. S&P also withdrew the ratings from CreditWatch, where they had been placed with positive implications on April 20, 2009. The rating action and CreditWatch removal reflect the equalization of Sun's ratings with those of Oracle Corp. (A/Stable/A-1) following the completion of Sun's acquisition by Oracle. Following the redemption of Sun's outstanding debt issues, S&P will withdraw Sun's ratings. SUNDOWN HILLS: Files Schedules of Assets and Liabilities -------------------------------------------------------- Sundown Hills LLC filed with the U.S. Bankruptcy Court for the Northern District of Georgia its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $729,336 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $12,261,063 E. Creditors Holding Unsecured Priority Claims $33,713 F. Creditors Holding Unsecured Non-priority Claims $6,192,465 ----------- ----------- TOTAL $729,336 $18,487,241 Tucker, Georgia-based Sundown Hills LLC filed for Chapter 11 bankruptcy protection on January 5, 2010 (Bankr. N.D. Ga. Case No. 10-60431). Dorna Jenkins Taylor, Esq., who has an office in Atlanta, Georgia, assists the Company in its restructuring effort. The Company listed $10,000,001 to $50,000,000 in assets and $10,000,001 to $50,000,000 in liabilities. SUPERIOR PLUS: DBRS Confirms Sr. Unsec. Debentures Rating at 'BB' ----------------------------------------------------------------- Dominion Bond Rating Service has confirmed the Senior Secured Notes and Senior Unsecured Debentures ratings of Superior Plus LP (Superior or the Partnership) at BBB (low) and BB (high), respectively, both with Stable trends, following the announcement and closing of the acquisition of Griffith Energy, Inc. (Griffith Rochester) for the total aggregate price of US$125 million ($130 million) before working capital adjustments. The rating confirmations are based on DBRS's expectation that the acquisition will be accretive to cash flow (the Partnership forecasts five cents per share in 2010) and will have a minimal impact on Superior's key credit metrics. The transaction was initially funded with the Partnership's $570 million credit facility ($124 million available post-acquisition), and will be refinanced with a combination of debt and equity. The Partnership has entered into a bought deal to raise gross proceeds of approximately $60 million in equity (with an over-allotment option to $69 million) which is expected to close on or about February 10, 2010. The transaction price equates to approximately 5.7 times annualized EBITDA, which is reasonable. DBRS expects the transaction to have a modestly positive impact on Superior's business risk profile as it expands its share in the refined fuel distribution and energy services business in the growing markets in the northeastern United States. This acquisition marks the Partnership's fourth since September 2009 (including Specialty Productions & Insulation, Sunoco Retail Heat (SRH) and Griffith Energy Services (GES)) for an aggregate cost of approximately $450 million, which together are expected to lead to a material increase in EBITDA going forward. With the increased EBITDA from the recent acquisitions and from its specialty chemicals business following the completion of the Port Edwards expansion, DBRS expects the Partnership's credit metrics to improve over time and to move towards its long-term targeted debt-to-EBITDA levels: senior debt: 1.5 times (x) to 2.0x and total debt: 2.5x to 3.0x. Griffith Rochester is a retail and wholesale distributor of retail propane, heating oil and motor fuels in upstate New York with 27 branch locations, 26 bulk storage facilities and three storage terminals, providing 20 million gallons of storage capacity. The acquisition is complementary to SRH and GES, purchased in September and December 2009, respectively, and in line with the Partnership's strategy to target and grow its heating oil and propane distribution business in the northeastern United States and eastern Canada. SUPERMEDIA INC: S&P Assigns Corporate Credit Rating at 'B-' ----------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B-' corporate credit rating to Dallas, Texas-based SuperMedia Inc. (formerly Idearc Inc.), subsequent to its emergence from Chapter 11 bankruptcy proceedings. The rating outlook is negative. At the same time, Standard & Poor's assigned its issue-level and recovery rating to SuperMedia's $2.75 billion senior secured term loan facility due December 2015, which was issued in tandem with the Dec. 31, 2009 effective date of the company's reorganization plan. The term loan is rated 'B-' (at the same level as the corporate credit rating on the company) with a recovery rating of '3', indicating S&P's expectation that lenders can expect meaningful (50% to 70%) recovery in the event of payment default. "The 'B-' corporate credit rating reflects S&P's expectation for SuperMedia's profitability to deteriorate meaningfully, causing debt leverage to increase and EBITDA coverage of interest expense to weaken materially to the low-1x area over the next two years," said Standard & Poor's credit analyst Michael Listner. S&P is concerned about the secular declines S&P believes to be prevailing in the print directories sector, as well as increased competitive dynamics as small business advertising expands across a greater number of channels. These factors could lead to a sustained decline in the company's EBITDA and a weakening of its financial profile over time, despite the significant reduction in its total indebtedness as a result of its reorganization plan. SuperMedia is the second-largest directory publisher in the U.S., with leading incumbent positions in many markets. The company (spun off from Verizon Communications Inc. in November 2006) publishes more than 1,200 directory titles in approximately 350 markets across 34 states. SuperMedia derives its revenue primarily through the sale of print directory advertising. S&P estimate that approximately 85% of its revenue in 2009 came from the sale of advertising in print directories and the remaining 15% from its Internet and direct mail segments. The 'B-' rating reflects S&P's expectation that print revenue will fall about 25% in 2010, and that the decline will moderate to the mid- to high-teens percentage area in 2011. S&P expects that SuperMedia's Internet and direct mail businesses, which are significantly smaller than print revenue, will only slightly offset continued meaningful declines in print revenue. S&P expects print ad sales to decline in excess of 20% in 2010, with a similar percentage decline in the company's total revenue. EBITDA margins, in S&P's view, will continue to deteriorate, and S&P expects EBITDA to decline between 40% and 45% in 2010. SWIFT TRANSPORTATION: Bank Debt Trades at 4% Discount ----------------------------------------------------- Participations in a syndicated loan under which Swift Transportation Co., Inc., is a borrower traded in the secondary market at 95.61 cents-on-the-dollar during the week ended Friday, Jan. 29, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 0.82 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 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 Friday among the 172 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 U.S. 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. THORNBURG MORTGAGE: Officers Dismissed From Subprime Suit --------------------------------------------------------- Law360 reports that several officers and directors of Thornburg Mortgage Inc. have been dismissed from a proposed class action accusing them of misleading investors in the run-up to the company's collapse. Based in Santa Fe, New Mexico, Thornburg Mortgage Inc. (NYSE: TMA) -- http://www.thornburgmortgage.com/-- was a single-family residential mortgage lender focused principally on prime and super-prime borrowers seeking jumbo and super-jumbo adjustable rate mortgages. It originated, acquired, and retained investments in adjustable and variable rate mortgage assets. Its ARM assets comprised of purchased ARM assets and ARM loans, including traditional ARM assets and hybrid ARM assets. Thornburg Mortgage, Inc., and its four affiliates filed for Chapter 11 on May 1 (Bankr. D. Md. Lead Case No. 09-17787). Thornburg has changed its name to TMST, Inc. Judge Duncan W. Keir is handling the case. David E. Rice, Esq., at Venable LLP, in Baltimore, Maryland, has been tapped as counsel. Orrick, Herrington & Sutcliffe LLP is employed as special counsel. Jim Murray, and David Hilty, at Houlihan Lokey Howard & Zukin Capital, Inc., have been tapped as investment banker and financial advisor. Protiviti Inc. has also been engaged for financial advisory services. KPMG LLP is the tax consultant. Epiq Systems, Inc., is claims and noticing agent. In its bankruptcy petition, Thornburg listed total assets of $24,400,000,000 and total debts of $24,700,000,000, as of January 31, 2009. On October 28, 2009, the Court approved the appointment of Joel I. Sher as the Chapter 11 Trustee for the Company, TMST Acquisition Subsidiary, Inc., TMST Home Loans, Inc. and TMST Hedging Strategies, Inc. TIERRA VERDE: Case Summary & 4 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Tierra Verde Marina Holdings, LLC 100 Pinellas Bayway S Saint Petersburg, FL 33715 Bankruptcy Case No.: 10-01993 Type of Business: Chapter 11 Petition Date: January 29, 2010 Court: United States Bankruptcy Court Middle District of Florida (Tampa) Judge: K. Rodney May Debtor's Counsel: Thomas C. Little, Esq. 2123 N.E. Coachman Road, Suite A Clearwater, FL 33765 Tel: (727) 443-5773 Email: janet@thomasclittle.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Melisa Jones, the company's manager. Debtor's List of 4 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Diane Nelson, CFC $291,590 Pinellas County Tax ($0 secured) Collecto PO Box 1729 Clearwater, FL 33757 Diane Nelson, CFC $218,998 Pinellas County Tax ($0 secured) Collecto Evenflow Enterprises, Inc. Unknown c/o Eric C. Thiel, Esq. Banker Lopez Gassler PA 501 E Kennedy Boulevard Tampa, FL 33602 Idearc Media $26,239 TETON ENERGY: Fiscal Year End Changed to January 22 --------------------------------------------------- In a regulatory filing Thursday, Teton Energy Corporation disclosed that the fiscal year end of the company was changed to January 22, 2010. As reported in the Troubled Company Reporter on January 25, 2010, the Hon. Peter J. Walsh of the U.S. Bankruptcy Court for the District of Delaware confirmed the Company's Plan of Reorganization. A copy of the Amended Plan is available for free at http://bankrupt.com/misc/TETON_ENERGY_amended_plan.pdf A copy of the Amended Disclosure Statement is available for free at http://ResearchArchives.com/t/s?4c30 Denver, Colorado-based Teton Energy Corp. is an independent oil and gas exploration and production company focused on the acquisition, exploration and development of North American properties, primarily concentrated in the Midcontinent and Rocky Mountain regions of the U.S. The Company filed for Chapter 11 bankruptcy protection on November 8, 2009 (Bankr. D. Delaware Case No. 09-13946). As of June 30, 2009, the Company listed $24,219,447.57 in assets and $44,316,387.28 in liabilities. TXCO RESOURCES: Expects Feb. 11 Effective Date for Confirmed Plan ----------------------------------------------------------------- In a regulatory filing Friday, TXCO Resosurces Inc. disclosed that on January 27, 2010, the U.S. Bankruptcy Court for the Western District of Texas entered an order confirming the Debtors' Second Amended Plan of Reorganization, as modified pursuant to the rulings of the Bankruptcy Court and the agreements of various parties. The Company currently anticipates that the effective date of the Plan will be on or about February 11, 2010. On January 11, 2010, the company entered into a definitive Purchase and Sale Agreement to sell a substantial portion of TXCO's assets to Newfield Exploration Company and Anadarko E&P Company LP. The Second Amended Plan of Reorganization dated January 27, 2010, is based on the sale of the Debtors' assets. A copy of the Plan as confirmed by the Bankruptcy Court is available for free at http://researcharchives.com/t/s?4f34 A copy of the Confirmation Order is available for free at http://researcharchives.com/t/s?4f35 The Plan provides, among other things, that (i) substantially all of the Debtors' assets will be sold to the purchasers pursuant to the Agreement, (ii) most of the remaining assets will be transferred to a liquidating trust for the benefit of holders of the Company's equity interests, (iii) one holder of an equity interest in the Company will receive a beneficial interest in the Liquidating Trust that will entitle such holder to receive distributions from the Liquidating Trust; (iv) the other holders of the Company's equity interests will be entitled to a distribution prior to any distribution of cash or other assets to the holder of the Beneficial Interest; and (v) all existing equity interests in the Company will be terminated. The claims and interests in TXCO are divided into 12 classes under the Plan. The Plan provides for payment in full of the Allowed DIP Loan Secured Claim (Class 1), Allowed Secured Claims of holders of Senior Mineral Liens (Class 2), Allowed Secured Claims of Revolver Lenders (Class 3), Allowed Secured Claims of the Term Loan Lenders (Class 4), Allowed Secured Claims of holders of Junior Mineral Liens (Class 5), Allowed Secured Tax Claims (Class 6), Allowed Priority Non-Tax Claims (Class 7), Allowed General Unsecured Claims (Class 8), and Allowed Other Secured Claims (Class 13). Allowed Intercompany Claims (Class 10) will be discharged at the Effective Time. The Plan provides for the distribution of a Beneficial Interest to holders of Redeemed Preferred Stock (Class 11A). Holders of Preferred Stock (Class 11B) will be paid $7,575,000, and holders of Common Stock (Class 12) will be paid their pro rata share of $10,000,000 as funds become available. Newfield is the sole holder of Redeemed Preferred Stock (Class 11A). The Plan provides that Newfield, as the sole holder of Redeemed Preferred Stock (Class 11A) will receive no distribution on its Beneficial Interest until such time as the holders of Preferred Stock (Class 11B) have been paid in full and the aggregate sum of $10 million has been distributed pro rata to the holders of Common Stock (Class 12). Depending on the proceeds, if any, ultimately received by the Liquidating Trust in respect of the assets it will retain after the closing of the transactions contemplated by the Agreement, the Company anticipates that holders of Preferred Stock (Class 11B) and Common Stock (Class 12) may receive some cash or other property in respect of the equity interests they held on the Effective Date. However, the amount of cash or other property that may ultimately be received by the holders of Common Stock (Class 12) will be limited to $10,000,000 in the aggregate and cannot be paid until the holders of interests in the Preferred Stock (Class 11B) have received $7,575,000. The Company can make no assurances as to whether the holders of Redeemed Preferred Stock (Class 11A), Preferred Stock (Class 11B), or Common Stock (Class 12) will ultimately receive any cash or other property or as to the amount, if any, that they may receive in respect thereof. Accordingly, the Company urges that extreme caution be exercised with respect to existing and future investments in any Company equity securities. The Record Date for the holders of Common Stock eligible to receive a distribution, if any, from the Liquidating Trust, will be the Effective Date, which is currently anticipated to be on or after February 11, 2010. Immediately prior to the confirmation of the Plan, the authorized capital stock of the Company consisted of 100,000,000 shares of common stock and 10,000,000 shares of preferred stock, par value $0.01 per share. Immediately prior to the confirmation of the Plan, there were 38,315,955 shares of common stock, 51,909 shares of Series D preferred stock, and 15,000 shares of Series E preferred stock issued and outstanding. All equity interests of the Company (including all outstanding shares of common stock, preferred stock, options, warrants or contractual or other rights to acquire any equity interests) will be cancelled and extinguished on the Effective Date. About TXCO Resources TXCO Resources Inc. is an independent oil and natural gas enterprise with interests in the Maverick Basin of Southwest Texas, the Fort Trinidad area of East Texas, the onshore Gulf Coast region and the Marfa Basin of Texas, the Midcontinent region of Western Oklahoma and willow Gulf of Mexico waters. The Company's business strategy is to acquire undeveloped mineral interests and internally develop a multi-year drilling inventory through the use of advanced technologies, such as 3-D seismic and horizontal drilling. The Company accounts for its oil and natural gas operations under the successful efforts method of accounting and trade its common stock under the symbol "TXCOQ.pk." The Company and its subsidiaries filed for Chapter 11 protection on May 17, 2009 (Bankr. W.D. Tex. Case No. 09-51807). The Debtors hired Deborah D. Williamson, Esq., and Lindsey D. Graham, Esq., at Cox Smith Matthews Incorporated, as general restructuring counsel; Fulbright and Jaworski, L.L.P., as corporate counsel & conflicts counsel; Albert S. Conly as chief restructuring officer and FTI Consulting Inc. as financial advisor; Goldman, Sachs & Co. as financial advisor for assets sale; Global Hunter Securities, LLC, as financial advisors and investment bankers; and Administar Services Group LLC as claims agent. Gardere Wynne Sewell LLP represents the Committee. TXCO RESOURCES: Gets Court Approval to Sell Maverick Basin Asset ---------------------------------------------------------------- My San Antonio Business says a federal bankruptcy judge approved a sale of TXCO Resources Inc.'s assets in the Maverick Basin of Southwest Texas to Newfield Exploration Co. and Anadarko Petroleum Corp. for $310 million. In addition, Anadarko will acquire more than 80,000 net acres from the company for $93 million, reports notes. TXCO Resources Inc. is an independent oil and natural gas enterprise with interests in the Maverick Basin of Southwest Texas, the Fort Trinidad area of East Texas, the onshore Gulf Coast region and the Marfa Basin of Texas, the Midcontinent region of Western Oklahoma and willow Gulf of Mexico waters. The Company's business strategy is to acquire undeveloped mineral interests and internally develop a multi-year drilling inventory through the use of advanced technologies, such as 3-D seismic and horizontal drilling. The Company accounts for its oil and natural gas operations under the successful efforts method of accounting and trade its common stock under the symbol "TXCOQ.pk." The Company and its subsidiaries filed for Chapter 11 protection on May 17, 2009 (Bankr. W.D. Tex. Case No. 09-51807). The Debtors hired Deborah D. Williamson, Esq., and Lindsey D. Graham, Esq., at Cox Smith Matthews Incorporated, as general restructuring counsel; Fulbright and Jaworski, L.L.P., as corporate counsel & conflicts counsel; Albert S. Conly as chief restructuring officer and FTI Consulting Inc. as financial advisor; Goldman, Sachs & Co. as financial advisor for assets sale; Global Hunter Securities, LLC, as financial advisors and investment bankers; and Administar Services Group LLC as claims agent. Gardere Wynne Sewell LLP represents the Committee. UFCW LOCAL 1049 PENSION: Insolvent; PBGC Provides Funding --------------------------------------------------------- The Pension Benefit Guaranty Corporation has begun to give financial assistance to two insolvent pension plans covered by its multiemployer insurance program. The PBGC now provides funding for these pension plans: * The Southern California, Arizona, Colorado, and Southern Nevada Glaziers Pension Plan, which covers 5,200 workers and retirees in the construction industry. The plan became insolvent in January 2010, and the agency has sent an initial payment of $639,113 to ensure that the plan's 1,500 retirees receive their guaranteed benefit. The plan will receive a cash distribution each month to fund benefit obligations. The agency estimates its total financial commitment to the plan will be $117 million. * The United Food and Commercial Workers Local 1049 Pension Plan, which covers 400 food service industry workers in Cedar Knolls, N.J. The plan became insolvent in January 2010, and the agency has sent an initial $132,000 to ensure the plan's 240 retirees get their guaranteed benefit. The plan will receive a cash distribution each quarter to fund benefit obligations. The agency estimates its total financial commitment to the plan will be $5.2 million. Multiemployer plans are pension plans sponsored by unrelated employers that usually share a common industry, and are funded according to the terms of collective bargaining agreements. Unlike PBGC's protection of plans sponsored by a single employer, the agency does not take over insured multiemployer plans, but instead sends financial assistance to insolvent plans. After a multiemployer plan notifies the agency that it has become insolvent, the PBGC begins to fund the plan to ensure guaranteed benefits are paid. The frequency of the payment schedule is based on the size of the plan. Generally smaller plans are paid on a quarterly basis, while larger plans receive monthly assistance. Federal pension law, however, sets forth limits on retiree benefits in insolvent multiemployer plans. Individuals who retire after 30 years of service may be eligible for a guaranteed benefit of up to $12,870. Under the law, the guaranteed benefit limits are imposed by the plan administrator, not the PBGC, and are triggered when a plan becomes insolvent. Currently the PBGC gives assistance to 40 insolvent multiemployer plans. The PBGC multiemployer insurance program protects the benefits of about 10 million workers and retirees in almost 1,500 multiemployer defined benefit pension plans. At the end of fiscal year 2009, the program had assets of $1.5 billion to cover about $2.3 billion of financial assistance expected to be paid in the future. For more information on the multiemployer insurance program, see PBGC's fact sheet. http://www.pbgc.gov/media/key- resources-for-the-press/content/page13544.html The PBGC is a federal corporation created under the Employee Retirement Income Security Act of 1974. Through its separate insurance programs for single-employer and multiemployer pension plans, the PBGC guarantees basic pension benefits earned by 44 million American workers and retirees participating in over 29,000 private-sector defined benefit pension plans. The agency receives no funds from general tax revenues. Operations are financed largely by insurance premiums paid by companies that sponsor pension plans and by investment returns. UNO RESTAURANT: U.S. Trustee Names 5-Member Creditors Panel ----------------------------------------------------------- The United States Trustee for Region 2 appointed five members to the Official Committee of Unsecured Creditors for Uno Restaurant Holdings Corporation and its 152 affiliates. The Committee members are: -- Circle Associates; -- Angelo Luppino, Jr. and Nancy Luppino; -- Amelia Island Plantation; -- NSTAR Electric Company and NSTAR Gas Company; and -- Stone Ridge Construction Services Boston, Massachusetts-based Uno Restaurant Holdings Corporation -- http://www.unos.com/-- includes 179 company-owned and franchised full-service Uno Chicago Grill units located in 28 states, the District of Columbia, Puerto Rico, South Korea, the United Arab Emirates, Honduras, Kuwait, and Saudi Arabia. The company also operates a fast casual concept called Uno Due Go(R), a quick serve concept called Uno Express, and a consumer foods division which supplies airlines, movie theaters, hotels, airports, travel plazas, schools and supermarkets with both frozen and refrigerated private-label foods and branded Uno products. The Company and 152 affiliates filed for Chapter 11 bankruptcy protection on January 20, 2010 (Bankr. S.D.N.Y. Lead Case No. 10-10209). The Company listed $100,000,001 to $500,000,000 in assets and $100,000,001 to $500,000,000 in liabilities. US FOODSERVICE: Bank Debt Trades at 12% Off in Secondary Market --------------------------------------------------------------- Participations in a syndicated loan under which U.S. Foodservice, Inc., is a borrower traded in the secondary market at 87.85 cents- on-the-dollar during the week ended Friday, Jan. 29, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents a drop of 1.34 percentage points from the previous week, The Journal relates. The Company pays 275 basis points above LIBOR to borrow under the facility. The bank loan matures on July 3, 2014. It carries Moody's B2 rating and 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 Friday among the 172 loans with five or more bids. U.S. Foodservice, Inc. -- http://www.usfoodservice.com/-- is a foodservice supplier serving some 250,000 customers from more than 70 distribution facilities. The Company supplies restaurants, hotels, school, and other foodservice operators with a wide variety of food products, including canned and dry foods, meats, frozen foods, and seafood. It also distributes kitchen equipment and cleaning supplies among other non-food supplies. U.S. Foodservice distributes both national brand products and its own private labels. Tracing its roots to 1853, the company is owned by private equity firms KKR & Co. and Clayton, Dubilier & Rice. VENETIAN MACAU: Bank Debt Trades at 5% Off in Secondary Market -------------------------------------------------------------- Participations in a syndicated loan under which Venetian Macau US Finance Co., LLC, is a borrower traded in the secondary market at 95.38 cents-on-the-dollar during the week ended Friday, Jan. 29, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents a drop of 1.35 percentage points from the previous week, The Journal relates. The Company pays 550 basis points above LIBOR to borrow under the facility. The bank loan matures on May 25, 2011, and carries Moody's B3 rating and Standard & Poor's B- rating. Meanwhile, participations in a syndicated loan under which Las Vegas Sands Corp. is a borrower traded in the secondary market at 87.98 cents-on-the-dollar during the week ended Friday, Jan. 29, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents a drop of 1.57 percentage points from the previous week, The Journal relates. The Company pays 175 basis points above LIBOR to borrow under the facility. The bank loan matures on May 1, 2014, and carries Moody's B3 rating and Standard & Poor's B- rating. The syndicated loans are two of the biggest gainers and losers among widely quoted syndicated loans in secondary trading in the week ended Friday among the 172 loans with five or more bids. Venetian Macau US Finance Co., LLC (also known as VML US Finance LLC), and Venetian Macau Limited are wholly owned subsidiaries of Las Vegas Sands. Venetian Macau Limited owns the Sands Macau in the People's Republic of China Special Administrative Region of Macau and is also developing additional casino hotel resort properties in Macau. Based in Las Vegas, Nevada, Las Vegas Sands Corp. (NYSE: LVS) -- http://www.lasvegassands.com/-- owns and operates The Venetian Resort Hotel Casino, The Palazzo Resort Hotel Casino, and an expo and convention center. The company also owns and operates the Sands Macao, the first Las Vegas-style casino in Macao, China. As reported by the TCR on Aug. 4, 2009, Moody's placed Las Vegas Sands Corp.'s ratings, including its 'B3' Corporate Family Rating, on review for possible downgrade. Moody's cited weak operating results and heightened concern regarding the Company's ability to maintain compliance with financial covenants, among other things. The Company also carries 'B-' issuer credit ratings from Standard & Poor's. VISTEON CORP: Bank Debt Trades at 109.31% in Secondary Market ------------------------------------------------------------- Participations in a syndicated loan under which Visteon Corporation is a borrower traded in the secondary market at 109.31 cents-on-the-dollar during the week ended Friday, Jan. 29, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents a drop of 1.88 percentage points from the previous week, The Journal relates. . The loan matures on May 30, 2013. Visteon pays 300 basis points above LIBOR to borrow under the facility. Moody's has withdrawn its rating on the bank debt and it 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 Friday among the 172 loans with five or more bids. Headquartered in Van Buren Township, Michigan, Visteon Corporation (NYSE: VC) -- http://www.visteon.com/-- is a global automotive supplier that designs, engineers and manufactures innovative climate, interior, electronic and lighting products for vehicle manufacturers, and also provides a range of products and services to aftermarket customers. The company has corporate offices in Van Buren Township, Michigan (U.S.); Shanghai, China; and Kerpen, Germany. It has facilities in 27 countries and employs roughly 35,500 people. The Company has assets of $4,561,000,000 and debts of $5,311,000,000 as of March 31, 2009. Visteon Corporation and 30 of its affiliates filed for Chapter 11 protection on May 28, 2009, (Bank. D. Del. Case No. 09-11786 through 09-11818). Judge Christopher S. Sontchi oversees the Chapter 11 cases. James H.M. Sprayregen, Esq., Marc Kieselstein, Esq., and James J. Mazza, Jr., Esq., at Kirkland & Ellis LLP, in Chicago, Illinois, represent the Debtors in their restructuring efforts. Laura Davis Jones, Esq., James E. O'Neill, Esq., Timothy P. Cairns, Esq., and Mark M. Billion, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware, serve as the Debtors' local counsel. The Debtors' investment banker and financial advisor is Rothschild Inc. The Debtors' notice, claims, and solicitation agent is Kurtzman Carson Consultants LLC. The Debtors' restructuring advisor is Alvarez & Marsal North America, LLC. Bankruptcy Creditors' Service, Inc., publishes Visteon Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Visteon Corp. and its debtor-affiliates. (http://bankrupt.com/newsstand/ or 215/945-7000) WEBDIGS INC: Moquist Thorvilson Raises Going Concern Doubt ---------------------------------------------------------- Moquist Thorvilson Kaufmann Kennedy & Pieper LLC expressed substantial doubt about Webdigs, Inc.'s ability to continue as a going concern after auditing the Company's consolidated financial statements as of and for the years ended October 31, 2009, and 2008. The independent public accounting firm reported that the Company has suffered losses from operations since its inception on May 1, 2007. The Company reported a net loss of $1,084,815 on net revenues of $503,777 for the year ended October 31, 2009, compared to a $2,090,232 on net revenues of $401,778 for fiscal 2008. The Company incurred total operating expenses for fiscal 2009 of $1,491,233 compared to $2,294,733 for fiscal 2008, a 35% year to year decrease. Selling expenses aggregated to $666,025 for fiscal 2009 compared to $1,453,551 for fiscal 2008. In the year ended October 31, 2009, the Company significantly reduced its advertising and promotion expense from $523,342 to $88,312 as it eliminated TV, billboard and magazine advertising from its marketing expenditures. The Company also reduced its information technology expenses by 83% from $403,975 in the fiscal year ended October 31, 2008, to $70,141 in the fiscal year ended October 31, 2009. For the year ended October 31, 2009, the Company recorded interest expense of $332,139. For the fiscal year ended October 31, 2008, the Company incurred only $285 of interest expense. The Company also recorded a loss on the change in fair value of derivatives and warrants related to the convertible debt of $63,708 for the year ended October 31, 2009. The Company also recorded income of $13,279 from its discontinued joint venture Marketplace Home Mortgage - Webdigs, LLC for the year ended October 31, 2009, compared to a loss of $9,064 for the year ended October 31, 2008. With the sale of its Marquest Financial, Inc. subsidiary, the Company recorded a gain of $297,412 in the year ended October 31, 2009, which was partially offset by operating expenses of $13,003. In total, the Company had income from discontinued operations of $284,409 for its most recent fiscal year. In the prior year ended October 31, 2008, Marquest recorded a net loss of $187,928 from their operations. Balance Sheet At October 31, 2009, the Company's consolidated balance sheets showed total assets of $2,200,524, total liabilities of $1,176,339, and total stockholders' equity of $1,024,185. The Company's consolidated balance sheets at October 31, 2009, also showed strained liquidity with $66,603 in total current assets available to pay $1,170,106 in total current liabilities. A full-text copy of the Company's annual report on Form 10-K is available for free at http://researcharchives.com/t/s?4f31 About Webdigs, Inc. Based in Minneapolis, Minnesota, Webdigs, Inc. (OTC BB: WBDG) is a web-assisted, full service real estate company that offers innovative services to home buyers and sellers via two primary brands: Webdigs.com and IggysHouse.com. With Webdigs.com the Company shares with each buyer up to one-half (50%) of the commission it receives from the seller or listing broker, with a minimum fee of $3,000 per transaction to the Company. The Company also offers discounted listing services to customers wishing to sell their homes. In January 2010, the Company launched IggysHouse.com, an online website that offers consumers an opportunity to have their home listed on the real estate multiple listing service (MLS) in their area and on the IggysHouse.com Web site completely free for 30 days. The Company has been operating since July 2007 in the Twin-Cities (Minneapolis-St. Paul and western Wisconsin) metropolitan area and since November 2007 in south Florida. WEST FELICIANA: Wants Amzak DIP Financing, Cash Collateral Use -------------------------------------------------------------- West Feliciana Acquisition, L.L.C., seeks authority from the U.S. Bankruptcy Court for the Middle District of Louisiana to obtain postpetition secured financing from Amzak Capital Management, LLC., and use its cash collateral. The DIP lender has committed to provide up to $6 million -- $2 million initial advance; $2 million at sole discretion of Amzak; and up to an additional $2 million after the final DIP order, at the sole discretion of Amzak. Louis M. Phillips, Esq., at Gordon, Arata, McCollam, Duplantis & Eagan, L.L.P., the attorney for the Debtor, explains that the Debtor needs the money to fund its Chapter 11 case, pay suppliers and other parties. The Debtor will use the money pursuant to the budget, a copy of which is available for free at: http://bankrupt.com/misc/WESTFELICIANA_dipfinancingpact.pdf The DIP facility will mature 90 days from the petition date. The DIP facility will incur interest at 15% per annum. In the event of default, the Debtor will pay an additional 4% default interest per annum. The Debtor's obligations under the DIP facility are secured by first position superpriority administrative expense claims and first priority priming liens on all property of the Debtor's estate. The DIP lien is subject to a carve-out for U.S. Trustee and Clerk of Court fees; fees payable to professional employed in the Debtor's case; and fees of the unsecured creditors committee in pursuing actions challenging the DIP Lenders' lien. The Debtor will pay a DIP Loan Fee of $50,000 on the date of the first advance. Amzak has also consented to the Debtor's use of cash collateral. As of the date of Petition Date, Amzak was the only secured creditor with a perfected security interest in the Debtor's cash collateral. Mr. Phillips says that the Debtor will also use the cash collateral to provide additional liquidity. In exchange for using the cash collateral, the Debtor proposes to grant Amzak a valid, perfected replacement security interest in and lien on all of the Debtor's assets, subject and subordinate to (i) liens granted to Amzak under the interim order or any final order, (iii) any existing liens or interests, and (iv) the Carve- Out, to protect the lenders form the diminution in value of the collateral. The Debtor will provide the Lender no later than 3:00 p.m. on Tuesday of every week financial statements and other reports. The Debtor has also agreed to provide by: (i) January 31, 2010, copies of the unaudited consolidated financial statement and schedules of the Debtor for the fiscal year ended 2008; and (ii) February 26, 2010, copies of the unaudited consolidated financial statement and schedules of the borrower for the fiscal year ended 2009. About West Feliciana Saint Francisville, Louisiana-based West Feliciana Acquisition, LLC, filed for Chapter 11 bankruptcy protection on January 17, 2010 (Bankr. M.D. La. Case No. 10-10053). Louis M. Phillips, Esq., at Gordon, Arata, McCollam, Duplantis & Eagan, L.L.P., assists the Company in its restructuring effort. The Company listed $50,000,001 to $100,000,000 in assets and $10,000,001 to $50,000,000 in liabilities. WESTERN REFINING: Bank Debt Trades at 6% Off in Secondary Market ---------------------------------------------------------------- Participations in a syndicated loan under which Western Refining, Inc., is a borrower traded in the secondary market at 93.89 cents- on-the-dollar during the week ended Friday, Jan. 29, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents a drop of 2.04 percentage points from the previous week, The Journal relates. The Company pays 600 basis points above LIBOR to borrow under the facility. The bank loan matures on May 30, 2013, and carries Moody's B3 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 Friday among the 172 loans with five or more bids. Western Refining, Inc., headquartered in El Paso, Texas, is an independent refining and marketing company. Western owns and operates a 128,000 barrel per day low complexity light sweet refinery at El Paso, Texas, a medium sized relatively complex coking refinery at Yorktown, Virginia, and two very small light sweet crude oil refineries in the Four Corners region of New Mexico. WILLIAM HAINES: Section 341(a) Meeting Scheduled for Today ---------------------------------------------------------- The U.S. Trustee for Region 9 will convene a meeting of creditors in William K. Haines Jr.'s Chapter 11 case on February 1, 2010, at 10:00 a.m. The meeting will be held at Frank T. Bow Fed Bldg., 201 Cleveland Ave. SW, Basement B-13, Canton, Ohio. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This Meeting of Creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. Massillon, Ohio-based William K. Haines, Jr. aka Bill Haines and Nancy J. Haines filed for Chapter 11 on December 16, 2009 (Bankr. N.D. OH Case No. 09-65171). Anthony J. DeGirolamo, Esq., assist the Debtors in their restructuring efforts. In their petition, the Debtors listed assets and debts both ranging from $10,000,001 to $50,000,000. WILLIAM IYASERE: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Joint Debtors: William O. Iyasere aka William Osarenkho Iyasere Blessing A. Iyasere aka Blessing Adesuwa Iyasere 9504 Nordman Way Elk Grove, CA 95624 Bankruptcy Case No.: 10-22089 Chapter 11 Petition Date: January 29, 2010 Court: United States Bankruptcy Court Eastern District of California (Sacramento) Judge: Michael S. McManus Debtors' Counsel: Mark A. Wolff, Esq. 8861 Williamson Dr #30 Elk Grove, CA 95624-7920 Tel: (916) 714-5050 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 $1,797,066 and total debts of $4,271,278. 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/caeb10-22089.pdf The petition was signed by the Joint Debtors. * Bill Aims to Add Bankruptcy Judges ------------------------------------ With bankruptcy courts facing a mounting stack of increasingly complex cases, the U.S. House of Representatives is considering a bill that would add 25 permanent judges to the bankruptcy bench, according to American Bankruptcy Institute. * FDIC Issued 27 Cease and Desist Consent Orders in December ------------------------------------------------------------ The Federal Deposit Insurance Corporation on Friday released a list of orders of administrative enforcement actions taken against banks and individuals in December. No administrative hearings are scheduled. The FDIC processed a total of 57 matters in December. These included 27 cease and desist consent orders; one temporary cease and desist consent order; seven removal and prohibition orders; seven civil money penalties; three prompt corrective action directives; one voluntary termination of insurance; two Section 19 orders; one modification of order to cease and desist; six orders terminating an order to cease and desist; and two notices of charges and of hearing. Copies of the orders can be obtained from or inspected at the FDIC's Public Information Center, 3501 Fairfax Drive, Room E-1002, Arlington, VA (telephone 703-562-2200 or 1-877-275-3342). To view individual orders below, click the link for the PDF next to the order. To view all orders online, visit the FDIC's Web page at: http://www.fdic.gov/bank/individual/enforcement/index.html FINAL ORDERS ISSUED PURSUANT TO SECTION 8(b) 12 U.S.C. Section 1818(b) Cease-and-Desist -- First Bank, Wadley, AL; FDIC-09-577b; Issued 12/18/09; -- Uniti Bank, Buena Park, CA; FDIC-09-745b; Issued 12/22/09; -- Gateway Business Bank, Cerritos, CA; FDIC-09-572b; Issued 12/10/09; -- Saehan Bank, Los Angeles, CA; FDIC-09-557b; Issued 12/07/09; -- Fireside Bank, Pleasanton, CA; FDIC-09-727b; Issued 12/21/09; -- Decatur First Bank, Decatur, GA; FDIC-09-377b; Issued 12/21/09; -- Central Bank of Georgia, Ellaville, GA; FDIC-09-128b; Issued 12/3/09; -- Enterprise Banking Company, McDonough, GA; FDIC-09-462b; Issued 12/21/09; -- Darby Bank & Trust Co., Vidalia, GA; FDIC-09-594b; Issued 12/18/09; -- The People Bank, Winder, GA; FDIC-09-590b; Issued 12/16/09; -- Central Pacific Bank, Honolulu, HI; FDIC-09-715b; Issued 12/8/09; -- Wheatland Bank, Naperville, IL; FDIC-09-308b; Issued 12/21/09; -- Griffith Savings Bank, Griffith, IN; FDIC-09-550b; Issued 12/14/09; -- The Merchants & Farmers Bank, Melville, LA; FDIC-09-367b; Issued 12/22/09; -- The State Bank, Fenton, MI; FDIC-09-472b; Issued 12/29/09; -- Peoples Bank of the South, Bude, MS; FDIC-09-566b; Issued 12/10/09; -- Bank of Franklin, Meadville, MS; FDIC-09-562b; Issued 12/8/09; -- Meramec Valley Bank, Valley Park, MO; FDIC-09-474b; Issued 12/3/09; -- Freedom Bank, Columbia Falls, MT; FDIC-09-625b; Issued 12/17/09; -- Treasure State Bank, Missoula, MT; FDIC-09-714b; Issued 12/28/09; -- Sun West Bank, Las Vegas, NV; FDIC-09-665b; Issued 12/17/09; -- LibertyBank, Eugene, OR; FDIC-09-376b; Issued 12/23/09; -- 1st Financial Bank USA, Dakota Dunes, SD; FDIC-09-307b; FDIC-09-309k; Issued 12/30/09; -- Home Savings Bank, Salt Lake City, UT; FDIC-09-418b; Issued 12/3/09; -- Shoreline Bank, Shoreline, WA; FDIC-09-736b; Issued 12/29/09; -- Banks of Wisconsin, Kenosha, WI; FDIC-09-615b; Issued 12/31/09; -- WaterStone Bank, SSB, Wauwatosa, WI; FDIC-09-509b; Issued 12/18/09 FINAL ORDERS ISSUED PURSUANT TO SECTION 8(c) 12 U.S.C. Section 1818(c) Temporary Cease-and-Desist Orders -- Advanta Bank, Wilmington, DE; FDIC-09-724c&b; Issued 12/16/09; FINAL ORDERS ISSUED PURSUANT TO SECTION 8(e) 12 U.S.C. Section 1818(e) Removal and Prohibition Orders -- Columbus Bank and Trust Company, Columbus, GA; FDIC-09-224e; against Gail Baker-Page; Issued 12/7/09; -- Ohnward Bank & Trust, Cascade, IA; FDIC-09-161e; against Holly D. Boehm; Issued 12/18/09; -- The Mission Bank, Mission, KS; FDIC-09-372e; against Terri E. Kline; Issued 12/18/09; -- The Union Bank, Marksville, LA; FDIC-08-122e; against Nancy B. Lemoine; Issued 12/18/09; -- Citizens Bank of Pennsylvania, Philadelphia, PA; FDIC-09-260e; against Jon J. Steffon; Issued 12/18/09; -- Wilson Bank and Trust, Lebanon, TN; FDIC-08-333e; against Joe Neal Vance; Issued 12/18/09; -- West Union Bank, West Union, WV; FDIC-09-237e; against Joe E. Cross; Issued 12/18/09; FINAL ORDERS ISSUED PURSUANT TO SECTION 8(i) 12 U.S.C. Section 1818(i) Civil Money Penalties -- Citizens Bank and Trust Company of Chicago, Chicago, IL; FDIC-09-510k; in the amount of $5,500.00; Issued 12/16/09; -- The State Bank of Kansas, Fredonia, KS; FDIC-09-319k; in the amount of $25,000.00; Issued 12/18/09; -- State Bank of Cold Spring, Cold Spring, MN; FDIC-09-449k; in the amount of $2,500.00; Issued 12/17/09; -- First Enterprise Bank, Oklahoma City, OK; FDIC-09-677k; in the amount of $3,150.00; Issued 12/21/09; -- Community FirstBank of Charleston, Charleston, SC; FDIC-09-598k; in the amount of $26,840.00; Issued 12/03/09; -- 1st Financial Bank USA, Dakota Dunes, SD; FDIC-09-307b; FDIC-09-309k; Consent Order and Order to Pay in the amount of $140,000.00; Issued 12/30/09; -- Wilson Bank and Trust, Lebanon, TN; FDIC-08-334k; against Joe Neal Vance in the amount of $4,000.00; Issued 12/18/09; FINAL ORDERS ISSUED PURSUANT TO SECTION 38 12 U.S.C. Section 1831o Prompt Corrective Actions -- USA Bank, Port Chester, NY; FDIC-09-708PCAS; Supervisory Prompt Corrective Action Directive; Issued 12/8/09; -- Columbia River Bank, The Dalles, OR; FDIC-09-751PCAS; Supervisory Prompt Corrective Action Directive; Issued 12/23/09; -- Horizon Bank, Bellingham, WA; FDIC-09-678PCAS; Supervisory Prompt Corrective Action Directive; Issued 12/3/09; FINAL ORDERS ISSUED PURSUANT TO SECTION 8(p) 12 U.S.C. Section 1818(p) Voluntary Termination of Insurance -- Trust Industrial Bank, Denver, CO; FDIC-09-662p; Issued 12/1/09; FINAL ORDERS ISSUED PURSUANT TO SECTION 19 12 U.S.C. Section 1829 Section 19 -- Susan L. Yedlicka; FDIC-09-494L; Order Granting Permission to File Application and Approving Application for Consent to Participate in the Affairs of any Insured Depository Institution; Issued 12/8/09; -- James A. Smedley. Jr.; FDIC-09-502L; Order Granting Permission to File Application and Approving Application for Consent to Participate in the Affairs of any Insured Depository Institution; Issued 12/18/09; MODIFICATION -- Premier American Bank, Miami, FL; FDIC-09-061b; Modification of Order to Cease and Desist; Issued 12/9/09; TERMINATIONS -- Order Terminating an Order to Cease and Desist -- Uniti Bank, Buena Park, CA; FDIC-08-395b; Issued 12/23/09; -- Pacific Valley Bank, Salinas, CA; FDIC-0-235b; Issued 12/7/09; -- Georgian Bank, Atlanta, GA; FDIC-09-231b; Issued 12/7/09; -- The Merchants & Farmers Bank, Melville, LA; FDIC-06-118b; Issued 12/22/09; -- Riverview Community Bank, Otsego, MN; FDIC-09-064b; Issued 12/16/09; -- Wallis State Bank, Wallis, TX; FDIC-07-201b; Issued 12/1/09; NOTICES ISSUED (A Notice is a proposal enforcement action and is not a final decision or order by the FDIC) Notices of Charges and of Hearing -- Balboa Thrift and Loan Association, Chula Vista, CA; FDIC-09-531b; Issued 12/15/09; -- Advanta Bank, Wilmington, DE, FDIC-09-724c&b; Issued 12/16/09; * Investors Alarmed As Rule 2019 Uncertainty Persists ----------------------------------------------------- Law360 reports that the controversy over whether distressed debt investors should be forced to disclose how much they paid for their bankruptcy claims is growing, with contradictory court opinions and contentious amendment proposals only adding more fuel to the Rule 2019 debate. * BOND PRICING: For Week From January 25 to 29, 2010 ---------------------------------------------------- Company Coupon Maturity Bid Price ------- ------ -------- --------- 155 E TROPICANA 8.75% 4/1/2012 26.1 ABITIBI-CONS FIN 7.875% 8/1/2009 12 ACARS-GM 8.1% 6/15/2024 17.5 ADVANTA CAP TR 8.99% 12/17/2026 10 ALERIS INTL INC 9% 12/15/2014 5.5 ALERIS INTL INC 10% 12/15/2016 8.1 AMBAC INC 9.375% 8/1/2011 51.99 AMR CORP 10.45% 3/10/2011 76.125 APRIA HEALTHCARE 3.375% 9/1/2033 60 ARCO CHEMICAL CO 10.25% 11/1/2010 78 AT HOME CORP 0.5246% 12/28/2018 0.005 ATHEROGENICS INC 1.5% 2/1/2012 0.375 BALLY TOTAL FITN 13% 7/15/2011 2.313 BALLY TOTAL FITN 14% 10/1/2013 1 BANK NEW ENGLAND 8.75% 4/1/1999 11.125 BANK NEW ENGLAND 9.875% 9/15/1999 11 BANKUNITED FINL 3.125% 3/1/2034 4.875 BANKUNITED FINL 6.37% 5/17/2012 5 BGF-CALL02/10 8% 10/1/2011 100.499 BLOCKBUSTER INC 9% 9/1/2012 24.6 BOWATER INC 6.5% 6/15/2013 33 BOWATER INC 9.5% 10/15/2012 30.75 CAPMARK FINL GRP 5.875% 5/10/2012 30 CHAMPION ENTERPR 2.75% 11/1/2037 5.625 CITADEL BROADCAS 4% 2/15/2011 5 CMP SUSQUEHANNA 9.875% 5/15/2014 37 COLLINS & AIKMAN 10.75% 12/31/2011 1 COMPUCREDIT 3.625% 5/30/2025 46 CONGOLEUM CORP 8.625% 8/1/2008 21.003 COOPER-STANDARD 8.375% 12/15/2014 29.775 CREDENCE SYSTEM 3.5% 5/15/2010 60 DECODE GENETICS 3.5% 4/15/2011 6.25 DECODE GENETICS 3.5% 4/15/2011 5.875 F-CALL02/10 5% 2/22/2011 97.5 F-CALL02/10 5.35% 2/22/2011 97.5 F-CALL02/10 5.55% 8/22/2011 97.5 F-CALL02/10 5.75% 8/22/2011 97.5 F-CALL02/10 5.8% 8/22/2011 97.5 FAIRPOINT COMMUN 13.125% 4/1/2018 12.75 FAIRPOINT COMMUN 13.125% 4/2/2018 14.5 FINLAY FINE JWLY 8.375% 6/1/2012 0.999 FINOVA GROUP 7.5% 11/15/2009 4 FRANKLIN BANK 4% 5/1/2027 2 GENERAL MOTORS 7.125% 7/15/2013 26.671 GENERAL MOTORS 7.7% 4/15/2016 27.25 GENERAL MOTORS 9.45% 11/1/2011 26.5 HAIGHTS CROSS OP 11.75% 8/15/2011 40.5 HAWAIIAN TELCOM 9.75% 5/1/2013 2.875 INDALEX HOLD 11.5% 2/1/2014 1.05 INN OF THE MOUNT 12% 11/15/2010 43.125 INTL LEASE FIN 4.2% 2/15/2010 96.066 INTL LEASE FIN 7.7% 3/15/2010 96.25 LANDRY'S RESTAUR 9.5% 12/15/2014 85.14 LEHMAN BROS HLDG 4.375% 11/30/2010 20.5 LEHMAN BROS HLDG 4.5% 7/26/2010 19.5 LEHMAN BROS HLDG 4.5% 8/3/2011 16.77 LEHMAN BROS HLDG 4.7% 3/6/2013 14 LEHMAN BROS HLDG 4.8% 3/13/2014 21.25 LEHMAN BROS HLDG 5% 1/14/2011 19.011 LEHMAN BROS HLDG 5% 1/22/2013 18.5 LEHMAN BROS HLDG 5% 2/11/2013 17.01 LEHMAN BROS HLDG 5% 3/27/2013 16.508 LEHMAN BROS HLDG 5% 8/3/2014 17.78 LEHMAN BROS HLDG 5% 8/5/2015 16.59 LEHMAN BROS HLDG 5.1% 1/28/2013 16.59 LEHMAN BROS HLDG 5.15% 2/4/2015 16.25 LEHMAN BROS HLDG 5.25% 2/6/2012 20 LEHMAN BROS HLDG 5.25% 2/11/2015 16 LEHMAN BROS HLDG 5.25% 3/5/2018 18 LEHMAN BROS HLDG 5.45% 4/6/2029 14 LEHMAN BROS HLDG 5.5% 4/4/2016 20 LEHMAN BROS HLDG 5.5% 2/4/2018 17.95 LEHMAN BROS HLDG 5.5% 2/19/2018 16.034 LEHMAN BROS HLDG 5.5% 11/4/2018 17.5 LEHMAN BROS HLDG 5.55% 2/11/2018 18.15 LEHMAN BROS HLDG 5.6% 1/22/2018 18.5 LEHMAN BROS HLDG 5.625% 1/24/2013 21.446 LEHMAN BROS HLDG 5.7% 1/28/2018 16.375 LEHMAN BROS HLDG 5.75% 4/25/2011 18.75 LEHMAN BROS HLDG 5.75% 7/18/2011 19.5 LEHMAN BROS HLDG 5.75% 5/17/2013 19.5 LEHMAN BROS HLDG 5.75% 1/3/2017 1 LEHMAN BROS HLDG 5.8% 9/3/2020 15.84 LEHMAN BROS HLDG 5.875% 11/15/2017 19 LEHMAN BROS HLDG 6% 4/1/2011 17.7 LEHMAN BROS HLDG 6% 7/19/2012 20 LEHMAN BROS HLDG 6% 6/26/2015 12.875 LEHMAN BROS HLDG 6% 12/18/2015 16.5 LEHMAN BROS HLDG 6% 2/12/2018 17.01 LEHMAN BROS HLDG 6% 1/22/2020 16 LEHMAN BROS HLDG 6% 2/12/2020 16.77 LEHMAN BROS HLDG 6.2% 9/26/2014 19.82 LEHMAN BROS HLDG 6.25% 2/5/2021 16.5 LEHMAN BROS HLDG 6.25% 2/22/2023 16.5 LEHMAN BROS HLDG 6.5% 2/28/2023 16 LEHMAN BROS HLDG 6.5% 2/13/2037 16.335 LEHMAN BROS HLDG 6.6% 10/3/2022 15.25 LEHMAN BROS HLDG 6.625% 1/18/2012 18.5 LEHMAN BROS HLDG 6.75% 12/28/2017 0.25 LEHMAN BROS HLDG 6.75% 3/11/2033 16.66 LEHMAN BROS HLDG 6.85% 8/16/2032 17.7 LEHMAN BROS HLDG 6.85% 8/23/2032 17 LEHMAN BROS HLDG 6.875% 7/17/2037 0.4 LEHMAN BROS HLDG 7% 4/16/2019 16.64 LEHMAN BROS HLDG 7% 5/12/2023 16.13 LEHMAN BROS HLDG 7% 10/4/2032 16.75 LEHMAN BROS HLDG 7% 2/7/2038 15 LEHMAN BROS HLDG 7% 2/8/2038 16.125 LEHMAN BROS HLDG 7% 4/22/2038 16.415 LEHMAN BROS HLDG 7.25% 2/27/2038 16.55 LEHMAN BROS HLDG 7.35% 5/6/2038 16.476 LEHMAN BROS HLDG 7.73% 10/15/2023 15.5 LEHMAN BROS HLDG 7.875% 11/1/2009 19.625 LEHMAN BROS HLDG 7.875% 8/15/2010 19.949 LEHMAN BROS HLDG 8% 3/5/2022 14 LEHMAN BROS HLDG 8% 3/17/2023 16.625 LEHMAN BROS HLDG 8.05% 1/15/2019 15.5 LEHMAN BROS HLDG 8.5% 8/1/2015 19 LEHMAN BROS HLDG 8.5% 6/15/2022 15.5 LEHMAN BROS HLDG 8.75% 12/21/2021 17 LEHMAN BROS HLDG 8.75% 2/6/2023 17.625 LEHMAN BROS HLDG 8.8% 3/1/2015 20 LEHMAN BROS HLDG 8.92% 2/16/2017 20 LEHMAN BROS HLDG 9.5% 12/28/2022 20 LEHMAN BROS HLDG 9.5% 1/30/2023 17.25 LEHMAN BROS HLDG 9.5% 2/27/2023 17 LEHMAN BROS HLDG 10% 3/13/2023 18.75 LEHMAN BROS HLDG 10.375% 5/24/2024 16 LEHMAN BROS HLDG 11% 10/25/2017 17.5 LEHMAN BROS HLDG 11% 6/22/2022 18.375 LEHMAN BROS HLDG 11% 8/29/2022 17.25 LEHMAN BROS HLDG 11% 3/17/2028 16 LEHMAN BROS HLDG 11.5% 9/26/2022 18.125 LEHMAN BROS HLDG 18% 7/14/2023 18.25 LEINER HEALTH 11% 6/1/2012 8.375 MAGNA ENTERTAINM 8.55% 6/15/2010 40.5 MAJESTIC STAR 9.5% 10/15/2010 76 MAJESTIC STAR 9.75% 1/15/2011 10.56 MERRILL LYNCH 0% 3/9/2011 99 METALDYNE CORP 10% 11/1/2013 10 METALDYNE CORP 11% 6/15/2012 5.025 MILLENNIUM AMER 7.625% 11/15/2026 16.75 MORRIS PUBLISH 7% 8/1/2013 33.75 NEFF CORP 10% 6/1/2015 12.5 NETWORK COMMUNIC 10.75% 12/1/2013 40.25 NEWPAGE CORP 12% 5/1/2013 48 NORTH ATL TRADNG 9.25% 3/1/2012 35 OSCIENT PHARM 12.5% 1/15/2011 4.05 PMI CAPITAL I 8.309% 2/1/2027 21 POPE & TALBOT 8.375% 6/1/2013 0.75 QUANTUM CORP 4.375% 8/1/2010 85.5 RAFAELLA APPAREL 11.25% 6/15/2011 49.75 RAIT FINANCIAL 6.875% 4/15/2027 39.85 RH DONNELLEY 6.875% 1/15/2013 9.938 RH DONNELLEY 6.875% 1/15/2013 11.75 RH DONNELLEY 6.875% 1/15/2013 8.885 RH DONNELLEY 8.875% 1/15/2016 10.75 RH DONNELLEY 8.875% 10/15/2017 11.625 RJ TOWER CORP 12% 6/1/2013 1 ROTECH HEALTHCA 9.5% 4/1/2012 60 SIX FLAGS INC 9.625% 6/1/2014 31 SIX FLAGS INC 9.75% 4/15/2013 28.782 SPHERIS INC 11% 12/15/2012 38 STATION CASINOS 6% 4/1/2012 20 STATION CASINOS 6.5% 2/1/2014 3 STATION CASINOS 6.625% 3/15/2018 1.25 STATION CASINOS 7.75% 8/15/2016 18 THORNBURG MTG 8% 5/15/2013 9.617 TIMES MIRROR CO 7.25% 3/1/2013 29.5 TOUSA INC 7.5% 3/15/2011 4 TOUSA INC 7.5% 1/15/2015 2.5 TOUSA INC 9% 7/1/2010 57 TOUSA INC 9% 7/1/2010 57 TOUSA INC 10.375% 7/1/2012 4.25 TRIBUNE CO 4.875% 8/15/2010 28.5 TRUMP ENTERTNMNT 8.5% 6/1/2015 1.3 VERASUN ENERGY 9.375% 6/1/2017 6.625 VERENIUM CORP 5.5% 4/1/2027 46.5 VION PHARM INC 7.75% 2/15/2012 15.82 WASH MUT BANK FA 5.125% 1/15/2015 0.75 WASH MUT BANK FA 5.65% 8/15/2014 0.875 WASH MUT BANK NV 5.5% 1/15/2013 0.625 WASH MUT BANK NV 5.55% 6/16/2010 42 WASH MUT BANK NV 5.95% 5/20/2013 0.875 WASH MUT BANK NV 6.75% 5/20/2036 0.75 WCI COMMUNITIES 7.875% 10/1/2013 1.55 WCI COMMUNITIES 9.125% 5/1/2012 1.33 WII COMPONENTS 10% 2/15/2012 60 ********* 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. Marites Claro, Joy Agravante, Rousel Elaine Tumanda, 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 2010. 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 ***