/raid1/www/Hosts/bankrupt/TCR_Public/100215.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 15, 2010, Vol. 14, No. 45
Headlines
1280 M & F MANAGEMENT: Case Summary & 6 Largest Unsec. Creditors
ABDUL SHEIKH: Has Interim Access to Oaktree Cash Until June 30
ADRIAN JOHNSON: Case Summary & 20 Largest Unsecured Creditors
AGY HOLDING: Names PricewaterhouseCoopers as New Accountant
ALL AMERICA TOURS: Case Summary & 20 Largest Unsecured Creditors
ALLEGHENY ENERGY: Moody's Keeps 'Ba1' Unsec. Bank Facility
ALLIANT TECHSYSTEMS: Moody's Retains 'Ba3' Corporate Family Rating
AMERICAN BUSINESS: Case Summary & Unsecured Creditor
AMIDEE CAPITAL: Section 341(a) Meeting Schedules for February 18
ARMSTRONG WORLD: CEO Steps Down From Post Effective February 28
ARVINMERITOR INC: Reduces, Extends JPM Revolver Facility
ATHILON CAPITAL: S&P Downgrades Rating on Senior Notes to 'B'
AVAYA INC: Bank Debt Trades at 12% Off in Secondary Market
BALDOR ELECTRIC: S&P Affirms 'BB-' Corporate Credit Rating
BANNERMAN HOLDINGS: Case Summary & 20 Largest Unsecured Creditors
BI-LO LLC: Creditors Fight Bid to Retain Consultant
BILL KOLOVANI: Property Auction Delayed to This Week
BION ENVIRONMENTAL: Posts $641,600 Net Loss in Q2 Ended Dec. 31
BLACKWATER MIDSTREAM: Posts $567,000 Net Loss in Q3 Ended Dec. 31
BRUNDAGE-BONE CONCRETE: U.S. Trustee Appoints Creditors Committee
BRUNDAGE-BONE CONCRETE: Court Approves Appointment of Examiner
CALIFORNIA COASTAL: Marti Murray Files Form 5; Owns 17,858 Shares
CANWEST GLOBAL: Shaw to Buy Stake, May Gain Control
CANWEST GLOBAL: CCAA Monitor Submits Report on CMI Entities
CANWEST GLOBAL: CCAA Monitor Submits Report on LP Entities
CANWEST GLOBAL: CSER Wants to Be Appointed as Representative
CARDTRONICS INC: Swings to $1.5-Mil. Net Income in Q4 2009
CERUS CORPORATION: Compensation Panel Approves Amend Bonus Plan
CERVANTES ORCHARDS: Case Summary & 20 Largest Unsecured Creditors
CHAMPION ENTERPRISES: Entry into Sales Pact with Investors Okayed
CHEMITEK 2006: Section 341(a) Meeting Scheduled for March 10
CHRISTOPHER KEVIN LEARY: Case Summary & 9 Largest Unsec. Creditors
CHRYSLER LLC: Cummins Diesel Extends Contract
CHRYSLER LLC: In Talks to Keep Sterling Heights Plant Open
CHRYSLER LLC: New Chrysler January Non-US Sales Increase 9%
CITADEL BROADCASTING: Gets Nod for A&M as Restructuring Advisor
CITADEL BROADCASTING: Gets Nod to Employ Kirkland as Lead Counsel
CITADEL BROADCASTING: Intercompany Claims Given Admin. Priority
CITADEL BROADCASTING: Bank Debt Trades at 19% Off
CITIZEN FIRST: To Voluntarily Delist From NASDAQ
CLAIRE'S STORES: Bank Debt Trades at 21% Off in Secondary Market
CLAIRE'S STORES: Plans to File Annual Report by April 30
CLEAR CHANNEL: Bank Debt Trades at 21% Off in Secondary Market
CONGOLEUM CORP: Files Third Joint Amended Plan of Reorganization
CORBIN PARK: Files Schedules of Assets & Liabilities
CRESCENT RESOURCES: Bank Debt Trades at 21% Off
CRS MANAGEMENT: Section 341(a) Meeting Scheduled for March 15
CRS MANAGEMENT: Taps Kline Kline Elliott as Gen. Bankr. Counsel
CTI GLOBAL: EEOC Litigation Not Stayed by Bankruptcy Filing
DANNY'S HAPPY: Files List of 20 Largest Unsecured Creditors
DANNY'S HAPPY: Section 341(a) Meeting Scheduled for March 9
DANNY'S RAINTREE: Files List of 20 Largest Unsecured Creditors
DANNY'S RAINTREE: Section 341(a) Meeting Scheduled for March 9
DANNY'S SCOTTSDALE: Files List of 20 Largest Unsecured Creditors
DANNY'S SCOTTSDALE: Section 341(a) Meeting Scheduled for March 9
DAVID CUMMINGS: Voluntary Chapter 11 Case Summary
DEED AND NOTE TRADERS: Voluntary Chapter 11 Case Summary
DELPHI CORP: Court Dismisses Appaloosa Lawsuit
DELPHI CORP: District Court Orders PBGC to Escrow Amounts
DELPHI CORP: DPH Records $6MM Operating Loss for 4th Quarter
DELPHI CORP: GM Wants Plan's Release Provisions Enforced
DEUCE INVESTMENTS: Case Summary & 17 Largest Unsecured Creditors
DIAMOND DECISIONS: Case Summary & Unsecured Creditor
E & H CAR CRUSHING: Case Summary & 20 Largest Unsecured Creditors
EASTMAN KODAK: S&P Changes Outlook to Stable, Affirms 'B-' Rating
EMPIRE CENTER: U.S. Trustee Unable to Appoint Creditors Committee
FAIRPOINT COMMS: Bank Debt Trades at 23% Off in Secondary Market
FAIRPOINT COMMS: Gets Nod to Set March 18 as Claims Bar Date
FAIRPOINT COMMS: Removal Period Extended Until April 26
FAIRPOINT COMMS: Wants More Time to Decide on Leases
FLYING J: Deal with Pilot Travel Centers Under FTC Review
FREESCALE SEMICONDUCTOR: Prices Private Offering of Senior Notes
FREMONT GENERAL: Reaches $7MM Settlement With Wells Fargo
FRONTIER COMMS: Ohio OKs Purchase of Verizon's Local Wireline
GATEHOUSE MEDIA: Bank Debt Trades at 53% Off in Secondary Market
GENERAL GROWTH: 22 More Affiliates Exit Chapter 11
GENERAL GROWTH: Settles Securities Suits Against Directors
GENERAL GROWTH: U.S. Trustee Adds Member to Creditors Committee
GENERAL WHOLESALE: Case Summary & 20 Largest Unsecured Creditors
GENOA HEALTHCARE: Moody's Affirms 'B2' Corporate Family Rating
GENTA INC: Gets $2.8 Million Non-Dilutive Cash from Tax Sale
GMAC INC: Fitch Assigns 'B/RR4' Rating on $2 Bil. Unsec. Debt
H & H VALVE SERVICES: Case Summary & 20 Largest Unsec. Creditors
HARRAH'S ENTERTAINMENT: HOC Bank Debt Trades at 0.16% Off
HARRISBURG, PA: Scraps Asset-Sale Plan to Meet Debt
HAWKER BEECHCRAFT: Bank Debt Trades at 26% Off in Secondary Market
HAWKER BEECHCRAFT: Bank Debt Trades at 9% Off in Secondary Market
HEARTHSTONE RANCH: Proposed Plan Wipes Out Unsecured Creditors
HENRY ANDERSON: Files Schedules of Assets & Liabilities
HENRY ANDERSON: Wants Sec. 341(a) Meeting Continued Until March 31
HHI HOLDINGS: Moody's Assigns 'B2' Corporate Family Rating
HINDU TEMPLE: Court Warns Founder for Concealment of Property
HOWARD SCOTT: Section 341(a) Meeting Scheduled for March 9
HSH DELAWARE: Files Schedules of Assets & Liabilities
HSH DELAWARE: Section 341(a) Meeting Scheduled for Feb. 24
INDEPENDENCE TAX: Swings to Net Income in Quarter Ended Dec. 31
HUNTSMAN ICI: Bank Debt Trades at 5% Off in Secondary Market
INFINITO GOD: Gets Waivers of Default on Exploram Notes
INT'L ROYALTY: To Delist From NYSE Amex; Deregister From SEC
INTELSAT JACKSON: Bank Debt Trades at 100% in Secondary Market
J2 INVESTMENTS: Court OKs Dismissal of Chapter 11 Cases
JAMES SNOWDEN: Voluntary Chapter 11 Case Summary
JAPAN AIRLINES: Applies to Revise Cargo Fuel Surcharge
JOHN BOUWENS: Case Summary & 20 Largest Unsecured Creditors
JOSEPH GILCHRIST: U.S. Trustee Unable to Form Creditors Panel
KENNETH RINHOLEN: Case Summary & 15 Largest Unsecured Creditors
KOBRA PROPERTIES: Puts Historic Haman House for Sale
LANDAMERICA FIN'L: LFG Trustee Proposes N.A. Title Pact
LANDAMERICA FIN'L: OneStop Files Suit vs. UnitedTech
LANDAMERICA FIN'L: Willkie Farr Charges $12.7MM for 12 Months Work
LAS VEGAS MONORAIL: Fails to Prove Eligibility Under Chapter 11
LAS VEGAS SANDS: Bank Debt Trades at 14% Off in Secondary Market
LEE COWLEY: Voluntary Chapter 11 Case Summary
LEHMAN BROTHERS: Marsal Tells Banks to Cut Claims
LEHMAN BROTHERS: LBS, Et Al., Want More Time to File Schedules
LEHMAN BROTHERS: US Bank Wants to Dispose of LB ABS Fund Assets
LEHMAN BROTHERS: LBI Trustee Proposes Protocol for Avoidance Suits
LEHMAN BROTHERS: LBI Trustee Seeks OK for GM LLC Pacts Assumption
LEHMAN BROTHERS: LBI Trustee Wants Bank Leumi & IDB in Contempt
LEHMAN BROTHERS: LBI Trustee Wants Determination on Fund Claim
LEVEL 3 COMMS: Bank Debt Trades at 11% Off in Secondary Market
LEVEL 3 COMMS: Incurs $182 Million Net Loss in 4th Qtr. 2009
LEOPOLDO ROCHA: Case Summary & 8 Largest Unsecured Creditors
LCG KENNEWICK KING: Case Summary & 2 Largest Unsecured Creditors
LINENS 'N THINGS: Seeks Conditional Chapter 7 Conversion
LOUIS DOMIANO: Creditor Didn't Breach Any Duty of Good Faith
MARSHALL GROUP: To Pay Unsecured Claims from Excess Cash
MCCABE GROUP: Trustee Can Pursue Equitable Subrogation Claim
MCCLATCHY CO: Moody's Lifts Corporate Family Rating to 'Caa1'
MCCLATCHY CO: S&P Raises Corporate Credit Rating to 'B-'
MCGRATH'S PUBLICK: Section 341(a) Meeting Scheduled for March 15
LEOPOLDO ROCHA: Case Summary & 8 Largest Unsecured Creditors
LCG KENNEWICK KING: Case Summary & 2 Largest Unsecured Creditors
MESA AIR: Five Parties Admit Status as Substantial Claimholders
MOORE & MOORE: Voluntary Chapter 11 Case Summary
MOOSE RUN PROPERTIES: Case Summary & 10 Largest Unsec. Creditors
MORRIS PUBLISHING: U.S. Trustee Unable to Form Creditors Committee
MST HOSPITALITY: Case Summary & 20 Largest Unsecured Creditors
MSJ INVESTMENT: Voluntary Chapter 11 Case Summary
NEENAH ENTERPRISES: Wants 30-Day Extension for Schedules Filing
NEVIOT REALTY: Updated Case Summary & 6 Largest Unsec. Creditors
NEENAH ENTERPRISES: Section 341(a) Meeting Scheduled for March 9
NEVADA RESOURCE: Section 341(a) Meeting Scheduled for March 8
NEW VISION TELECOM: Could Not Pay Employees After Losing Lender
NEWPAGE CORPORATION: Names Tom Curley as President and CEO
NORMAN REGIONAL: Moody's Cuts Ratings on $68.9 Mil. Debt to 'Ba1'
NORTEL NETWORKS: Expects to Raise $1B In Biz Unit Sales
NORTH BAY VILLAGE: Voluntary Chapter 11 Case Summary
O'CHARLEY'S INC: S&P Raises Rating on Subordinated Notes to 'B'
ORTEGA'S NIGHTMARE: Case Summary & Unsecured Creditor
OSI RESTAURANT: Bank Debt Trades at 11% Off in Secondary Market
PACIFIC RIM: NYSE Amex Accepts Firm's Compliance Plan
PALISADES PARK: Section 341(a) Meeting Scheduled for March 10
PINNACLE FOODS: Bank Debt Trades at 6% Off in Secondary Market
PLASTIPAK HOLDINGS: Moody's Affirms 'B3' Rating on $175 Mil. Notes
PLASTIPAK HOLDINGS: S&P Affirms 'B' Senior Unsecured Debt Rating
PRM REALTY: Wants Until Today to File Schedules & Statement
PROFESSIONAL LAND: Section 341(a) Meeting Scheduled for March 15
RANCHER ENERGY: Court Establishes March 5 as Claims Bar Date
RAM HOLDINGS: Waives Certain Conditions on Tender Offer
RANCHER ENERGY: Wants to Have Until May 26 to File Chapter 11 Plan
REALOGY CORP: Bank Debt Trades at 12% Off in Secondary Market
RFS ECUSTA: Dist. Ct. Affirms Trustee's Counsel's Contingency Fee
RITE AID: Bank Debt Trades at 12% Off in Secondary Market
SENSATA TECH: Amends Transition Agreement With EMS Engineered
SHAHRIAR BOZORGZADEH: Case Summary & 16 Largest Unsec. Creditors
SHERWOOD FARMS: Files Schedules of Assets and Liabilities
SIX FLAGS: Shareholder Wants Management Replaced
SONRISA REALTY: Reorganization Case Transferred to Galveston Div.
SPANSION INC: Noteholders Oppose Silver Lake Equity Financing Deal
SPANSION INC: Contrarian Wants Subscription Recognized
SPANSION INC: Gets Court Nod for Samsung Deal
SPANSION INC: Spansion Japan Wants Claim Class Determined
SPECTRUM BRANDS: Posts $60 Million Net Loss in Q1 Ended January 3
SPECTRUM PAINTING: Case Summary & 20 Largest Unsecured Creditors
SPHERIS INC: Court Extends Schedules Filing Deadline Until April 5
SPHERIS INC: Section 341(a) Meeting Scheduled for March 15
STEWART HATLER: Case Summary & 20 Largest Unsecured Creditors
SWIFT TRANSPORTATION: Bank Debt Trades at 5% Off
SYNERGX SYSTEMS: Posts $402,000 Net Loss in Q1 Ended December 31
TC GLOBAL: Balance Sheet Upside-Down by $2.47-Mil. at Dec. 27
TELESAT CANADA: Bank Debt Trades at 3% Off in Secondary Market
TERREL REID: Files Schedules of Assets and Liabilities
TETON ENERGY: Whitebox Advisors Owns 6.0% of Common Shares
TISHMAN SPEYER: CWCapital Retains Rose Associates for Transition
TISHMAN SPEYER: Bank Debt Trades at 22% Off in Secondary Market
TRANSTEXAS GAS: Made Fraudulent Transfer to Ex-CEO
TRIBUNE CO: Bank Debt Trades at 40% Off in Secondary Market
TXCO RESOURCES: Represented by Cox Smith in Bankruptcy Sale
TXCO RESOURCES: Newfield Represented by Haynes & Boone in Purchase
TXCO RESOURCES: MFC Global Management Owns 1.67% of Stock
UNISYS CORP: Richard Marcello Steps Down as Sr. Vice President
US FOODSERVICE: Bank Debt Trades at 13% Off in Secondary Market
VISTEON CORP: Bank Debt Trades at 109% in Secondary Market
VULCAN ADVANCED MOBILE: Case Summary & 21 Largest Unsec. Creditors
WARRELMANN INC: Case Summary & 20 Largest Unsecured Creditors
WES 96D LYNNWOOD: Case Summary & 13 Largest Unsecured Creditors
WESTERN DAIRY: Section 341(a) Meeting Scheduled for March 15
WESTERN REFINING: Bank Debt Trades at 8% Off in Secondary Market
WHISTLE STOP FUELING: Case Summary & 5 Largest Unsecured Creditors
YRC WORLDWIDE: Fitch Upgrades Issuer Default Rating to 'CC'
YRC WORLDWIDE: Note Issuance Won't Affect Moody's 'Caa2' Rating
ZAYAT STABLES: Section 341(a) Meeting Scheduled for March 3
* Ex-BofA, Wachovia Bankers Seek $1-Bil. to Invest in Failed Banks
* Rule 2014 Change May Hurt Claims Trading, CreditSights Says
* AmStar 'Nuts and Bolts' Provides Bankruptcy Fundamentals
* Neal, Gerber & Eisenberg LLP Adds Steven F. Pflaum as a Partner
* Simpson Thacher & Bartlett LLP Elects Six New Partners
* BOND PRICING -- For the Week From February 8 to 12, 2010
*********
1280 M & F MANAGEMENT: Case Summary & 6 Largest Unsec. Creditors
----------------------------------------------------------------
Debtor: 1280 M & F Management LLC
134 Illington Rd
Ossining, NY 10562
Bankruptcy Case No.: 10-22259
Chapter 11 Petition Date: February 12, 2010
Court: United States Bankruptcy Court
Southern District of New York (White Plains)
Debtor's Counsel: Mark A. Frankel, Esq.
Backenroth Frankel & Krinsky, LLP
489 Fifth Avenue
New York, NY 10017
Tel: (212) 593-1100
Fax: (212) 644-0544
Email: mfrankel@bfklaw.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 $1,527,557,
and total debts of $3,082,876.
A full-text copy of the Debtor's petition, including a list of its
6 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/nysb10-22259.pdf
The petition was signed by Yuda Firth, managing member of the
Company.
ABDUL SHEIKH: Has Interim Access to Oaktree Cash Until June 30
--------------------------------------------------------------
The Hon. Alan Ahart of the U.S. Bankruptcy Court for the Central
District of California authorized, on an interim basis, Abdul
Halim Sheikh to:
-- use cash securing obligation to Oaktree Investments Fund,
LLC, as successor in interest to East West Bank, until
June 30, 2010; and
-- grant adequate protection to Oaktree.
As reported in the Troubled Company Reporter in January 21, 2010,
the Debtor related that it owes Oaktree $10.5 million. Oaktree
holds a senior lien against the multiple unit commercial business
and shopping center located at 4253-4263 Oceanside Boulevard,
Oceanside, California or the Oceanside Project, a junior lien
against the Debtor's house, and a lien interest in the Debtor's
family stock portfolio. The value of the Oceanside Project is
believed to be between $13.0 million to $16.0 million based on the
appraisal obtained by East West Bank last year. The value of the
Debtor's house is believed to be between $3.0 million to
$3.1 million and the current value of the stock portfolio of
$101,000.
The Debtor would use the cash collateral to fund its business
operations postpetition.
As adequate protection for any diminution in value of the
Oaktree's collateral, the Debtor will grant the Oaktree a
replacement lien in and against all postpetition property related
only to Oceanside Project. The Debtor added that the interest of
Oaktree are protected by an equity cushion of at least
$8.0 million.
The Debtor is also ordered tomake monthly payments of $33,700 per
month from November 1, 2009.
The Debtor will maintain adequate insurance in place in accordance
with the insurance requirements of the Office of the U.S. Trustee.
Palos Verdes Estates, California-based Abdul Halim Sheikh aka A.H.
Sheikh filed for Chapter 11 on Oct. 27, 2009 (Bankr. Case C.D.
Calif. No. 09-39652). Paul R. Shankman, Esq., represents the
Debtor in its restructuring effort. In its petition, the Debtor
listed assets and debts both ranging from $10,000,001 to
$50,000,000.
ADRIAN JOHNSON: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Joint Debtors: Adrian Theodore Johnson, Jr.
Kathryn Marie Johnson
2846 Gale Road
Wayzata, MN 55391
Bankruptcy Case No.: 10-40957
Chapter 11 Petition Date: February 11, 2010
Court: United States Bankruptcy Court
District of Minnesota (Minneapolis)
Debtors' Counsel: Steven H. Silton, Esq.
Hinshaw & Culbertson LLP
333 South Seventh Street, Suite 2000
Minneapolis, MN 55402
Tel: (612) 333-3434
Email: ssilton@hinshawlaw.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 Debtors' petition, including a list of
their 20 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/mnb10-40957.pdf
The petition was signed by the Joint Debtors.
AGY HOLDING: Names PricewaterhouseCoopers as New Accountant
-----------------------------------------------------------
AGY Holding Corp., with the approval of the Company's Board of
Directors, selected PricewaterhouseCoopers LLP to serve as the its
new independent registered public accounting firm.
According to the Troubled Company Reporter, the Company dismissed
Deloitte & Touche LLP as its registered public accounting firm.
Both the Board of Directors of the Company and the Board's Audit
Committee approved the decision to dismiss Deloitte.
Deloitte's reports on the Company's financial statements for each
of the fiscal years ended December 31, 2007, and December 31,
2008, did not contain any adverse opinion or disclaimer of opinion
and were not qualified or modified as to uncertainty, audit scope
or accounting principles. Furthermore, during the Company's two
most recent fiscal years and the subsequent interim period
preceding the dismissal of Deloitte, there were no disagreements
with Deloitte on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedure,
which disagreements, if not resolved to the satisfaction of
Deloitte, would have caused Deloitte to make reference thereto in
connection with its reports on the consolidated financial
statements of the Company for the fiscal year ended December 31,
2007, or the fiscal year ended December 31, 2008.
About AGY Holding
Aiken, South Carolina-based AGY Holding Corp. manufactures
advanced glass fibers that are used as reinforcing materials in
numerous diverse, high-value applications, including aircraft
laminates, ballistic armor, pressure vessels, roofing membranes,
insect screening, architectural fabrics, and specialty
electronics. AGY is focused on serving end-markets that require
glass fibers for applications with demanding performance criteria,
such as the aerospace, defense, construction, electronics,
automotive, and industrial end-markets.
* * *
As reported by the Troubled Company Reporter on December 28, 2009,
Standard & Poor's Ratings Services lowered its ratings on AGY
Holding Corp., including its corporate credit rating, to 'CCC+'
from 'B'. "The downgrade follows S&P's ongoing concern on
operating performance, including S&P's expectation for very weak
credit metrics for 2009, weak liquidity relative to interest
payments and operating requirements in 2010, and integration
concerns related to the large $72 million acquisition -- with a
$20 million cash component -- of AGY Hong Kong Ltd.," said
Standard & Poor's credit analyst Paul Kurias.
As of September 30, 2009, the Company had $383,352,000 in total
assets against $295,113,000 in total liabilities, resulting in
stockholders' equity of $76,227,000.
As of September 30, 2009, the company had unrestricted cash
balances of $500,000 and about $20 million available under its
$40 million revolving credit facility maturing in October 2011.
ALL AMERICA TOURS: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: All America Tours, Inc.
922 University City Blvd.
Blacksburg, VA 24060
Bankruptcy Case No.: 10-70330
Chapter 11 Petition Date: February 12, 2010
Court: United States Bankruptcy Court
Western District of Virginia (Roanoke)
Judge: Chief Judge Ross W. Krumm
Debtor's Counsel: Garren Robert Laymon, Esq.
Magee Goldstein Lasky & Sayers, PC
P.O. Box 404
Roanoke, VA 24003
Tel: (540) 343-9800
Fax: (540) 343-9898
Email: glaymon@mglspc.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/vawb10-70330.pdf
The petition was signed by Sara Brown Anderson, president of the
Company.
ALLEGHENY ENERGY: Moody's Keeps 'Ba1' Unsec. Bank Facility
----------------------------------------------------------
Moody's Investors Service affirmed the ratings and stable outlooks
of FirstEnergy Corporation (Baa3 senior unsecured) and its
subsidiaries as well as the ratings and stable outlooks of
Allegheny Energy, Inc. (Ba1 unsecured bank facility) and its
subsidiaries following the announcement that the boards of FE and
AYE had agreed to combine in a stock-for-stock transaction that
values AYE's equity at $4.7 billion. FE will be the surviving
parent company upon consummation of the transaction.
"The affirmation of both companies' ratings considers the use of
stock as the currency for the proposed merger thereby allowing the
companies to combine operations without negatively impacting the
combined entities balance sheet" said Moody's Vice President Scott
Solomon. "The rating affirmation also considers the complementary
nature of FE and AYE's operations and the synergistic benefits
that the combination should provide, particularly for the large
unregulated wholesale generation business", added A.J. Sabatelle,
Senior Vice President of Moody's.
Pro-forma consolidated credit metrics for the combined FE-AYE are
expected to result in cash flow (CFO-pre WC) to debt of around 16%
and cash flow coverage of interest expense of 3.6x. Moody's also
calculates that the companies' generation subsidiaries, a
significant driver of credit quality, are expected to generate
pro-forma cash flow to debt that exceeds 24% and cash flow
coverage of interest expense in excess of 6.0x. These pro-forma
credit metrics position the merged FE and the combined generation
subsidiaries reasonably well in their current respective rating
category.
In addition to shareholder approval, the merger will require the
approval of four state regulatory commissions and the Federal
Energy Regulatory Commission. While it is premature to predict
the outcome of any of these proceedings, it remains possible that
additional merger conditions will be imposed by one or more of the
state regulators in order for merger approval to occur. It is
also possible that the merger announcement could have implications
for other regulatory proceedings currently underway by both
companies in various states, particularly given the current
economic challenges that exist in their respective service
territories.
Notwithstanding the clear fit that exists by merging the two
companies, these regulatory issues make the consummation of the
merger under the current terms less certain at this juncture. As
greater clarity concerning the regulatory and shareholder
approvals are known, including the impact, if any, on existing
regulatory filings, Moody's will comment accordingly. Also, as
the companies provide more transparency around legal structures,
integration plans and synergy benefits, particularly as it relates
to the unregulated power businesses, rating refinements, if
needed, may follow.
All ratings at these listed entities and their subsidiaries are
affirmed:
FirstEnergy Corp
-- FirstEnergy Solutions Corp. (Baa2 senior unsecured)
-- Cleveland Electric Illuminating Company (Baa3 senior
unsecured)
-- Jersey Central Power & Light Company (Baa2 senior unsecured)
-- Metropolitan Edison Company (Baa2 senior unsecured)
-- Ohio Edison Company (Baa2 senior unsecured)
-- Pennsylvania Electric Company (Baa2 senior unsecured)
-- Pennsylvania Power Company (Baa2 senior unsecured)
-- Toledo Edison Company (Baa3 senior unsecured)
-- American Transmissions Systems, Inc. (Baa1 senior unsecured)
Allegheny Energy, Inc.
-- Allegheny Energy Supply, LLC. (Baa3 senior unsecured)
-- Allegheny Generating Company (Baa3 senior unsecured)
-- Monongahela Power Company (Baa3 senior unsecured)
-- Potomac Edison Company (Baa3 senior unsecured)
-- West Penn Power Company (Baa3 senior unsecured)
-- Trans-Allegheny Interstate Line Company (TrAILCo: Baa2 senior
unsecured)
The last rating action taken on FE occurred on November 2, 2007,
when the rating outlook was changed to stable from positive. The
last rating action taken on AYE occurred on December 2, 2008, when
Moody's affirmed the ratings.
Headquartered in Akron, Ohio, FE is a utility holding company with
total assets of $37.2 billion at 9/30/3009.
Headquartered in Greensburg, PA, AYE is a utility holding company
with total assets of $11.3 billion at 9/30/2009.
ALLIANT TECHSYSTEMS: Moody's Retains 'Ba3' Corporate Family Rating
------------------------------------------------------------------
Moody's Investors Service said Alliant Techsystems Inc.'s Ba3
Corporate Family and Probability of Default ratings and stable
outlook will not be affected by the proposed cancellation of the
Constellation program in NASA's 2011 budget.
The last rating action on ATK was on March 9, 2009, at which time
the Ba3 Corporate Family and Probability of Default ratings were
affirmed and the outlook was revised to stable from negative.
Alliant Techsystems Inc., headquartered in Edina, MN, is a leading
supplier of propulsion, composite structures, munitions, precision
capabilities and civil and sporting ammunition. The company
operates three segments: Mission Systems, Launch Systems, and
Ammunition Systems. Revenues in fiscal 2010 are expected to be
approximately $4.8 billion.
AMERICAN BUSINESS: Case Summary & Unsecured Creditor
----------------------------------------------------
Debtor: American Business Finance LLC
203 E. Main
Edmond, OK 73034
Bankruptcy Case No.: 10-10613
Chapter 11 Petition Date: February 11, 2010
Court: United States Bankruptcy Court
Western District of Oklahoma (Oklahoma City)
Judge: Richard L. Bohanon
Debtor's Counsel: Irena Damnjanoska, Esq.
Fellers Snider Blankenship Bailey
100 N Broadway, Suite 1700
Oklahoma City, OK 73102
Tel: (405) 239-7205
Fax: (405) 232-9659
Email: idamnjanoska@fellerssnider.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
The Debtor identified All Around Temps, Inc. with a debt claim for
an unknown amount as its largest unsecured creditor. A full-text
copy of the Debtor's petition, including a list of its largest
unsecured creditor, is available for free at:
http://bankrupt.com/misc/okwb10-10613.pdf
The petition was signed by David Pendley, chairman/CEO of the
Company.
AMIDEE CAPITAL: Section 341(a) Meeting Schedules for February 18
----------------------------------------------------------------
The U.S. Trustee for Region 7 will convene a meeting of creditors
in Amidee Capital Group, Inc., and its debtor-affiliates' Chapter
11 cases on February 18, 2010, at 11:15 a.m. The meeting will be
held at Room 1107, 606 North Carancahua, Corpus Christi, Texas.
This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in all bankruptcy cases.
All creditors are invited, but not required, to attend. This
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.
Houston, Texas-based Amidee Capital Group, Inc., is a Texas
corporation formed in 2003 to acquire, renovate, operate and
resell real property. The Company filed for Chapter 11 bankruptcy
protection on January 17, 2010 (Bankr. S.D. Tex. Case No. 10-
20041). The Company's affiliates -- Amidee 2006 Preferred Real
Estate Income Program, Ltd., et al. -- filed separate Chapter 11
petitions. Matthew Scott Okin, Esq., at Okin Adams & Kilmer LLP
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.
ARMSTRONG WORLD: CEO Steps Down From Post Effective February 28
---------------------------------------------------------------
Armstrong World Industries, Inc. disclosed that Michael D.
Lockhart will be stepping down as the company's chief executive
and president, and as chairman of the board and a director,
effective February 28, 2010. The Board has elected James J.
O'Connor, currently the Company's lead independent director, as
chairman. Mr. O'Connor will head a search committee to identify
and evaluate candidates for the CEO position. The Board expects
to name an interim president in the near future.
The Board of Directors said in a statement:
"Armstrong has accomplished a great deal since Mike became CEO in
2000. Under his leadership, the Company resolved its asbestos
liability and emerged successfully from bankruptcy reorganization.
The Company's North American floor business regained its position
as an industry leader through enhanced product quality and design,
and increased investment in the brand. Thanks to Mike's prudent
management during the sharp economic downturn of the last two
years, Armstrong has remained profitable and has grown free cash
flow. The Company will reap the benefits of his stewardship. We
thank Mike for his important contributions and wish him all the
best for the future."
Mr. Lockhart added, "I have been proud to serve as Armstrong's CEO
for nearly 10 years. I want to thank the thousands of people who
have worked together to successfully implement the changes
necessary to make this a better company. Armstrong is about to
enter a period that has the potential to be the best in its long
history. The prospects for the Company are genuinely exciting and
I wish my colleagues continued success."
Mr. O'Connor, incoming chairman of the board, said "The Board and
Mike agreed that this was the right time to look for new
leadership to take the Company into its next phase of growth.
Operationally, the Company is performing well with a strong team
of senior leaders, well-known, trusted brands, a solid balance
sheet, and dedicated employees. While we continue to expect 2010
to be challenging, we have complete confidence in the Company's
senior management team and their ability to continue to deliver
great products and quality service to our customers and
distributors around the world."
Mr. O'Connor has served as a director of the Company since
February 2007 and as the lead director since February 2009. He
also serves as the lead independent director of the boards of
directors of Corning, Inc., Smurfit - Stone Container Corporation,
UAL Corporation and United Airlines. He retired as chairman and
chief executive officer of Unicom Corporation and its subsidiary,
Commonwealth Edison Company, in 1998.
Mr. O'Connor is a past chairman of the board of the Edison
Electric Institute and of the Institute of Nuclear Power
Operations, and he previously served as a director of Bell and
Howell, Borg-Warner, Esmark, Everen Securities, First Chicago
Corporation, Tribune Company and Trizec Properties, Inc. He is
also active in philanthropic and social justice activities
throughout the Chicago area. Mr. O'Connor is a graduate of Holy
Cross College, and he has an MBA from Harvard University and a
J.D. from Georgetown Law School.
About Armstrong World
Headquartered in Lancaster, Pennsylvania, Armstrong World
Industries, Inc. (NYSE:AWI) -- http://www.armstrong.com/--
designs, manufactures and sells flooring products and ceiling
systems around the world. It also designs, manufactures and sells
kitchen and bathroom cabinets. Its business segments include
resilient flooring, wood flooring, building products and cabinets.
On Dec. 6, 2000, it filed a voluntary petition for relief under
Chapter 11 of the United States Bankruptcy Code in the United
States Bankruptcy Court. Armstrong's reorganization plan was
confirmed by the District Court on August 14, 2006, and Armstrong
emerged from Chapter 11 on October 2, 2006.
ARVINMERITOR INC: Reduces, Extends JPM Revolver Facility
--------------------------------------------------------
ArvinMeritor Inc. entered into an amendment to the credit
agreement dated as of June 23, 2006, with JPMorgan Chase Bank
National Association. The amendment will become effective upon
completion of the pricing of a capital markets debt issuance, a
capital markets equity issuance or a combination thereof, the
aggregate proceeds of which will equal or exceed $275 million, and
will:
* extend the maturity of the Credit Agreement from June 2011 to
January 2014; provided, however, that if ArvinMeritor has not
voluntarily repurchased, retired, redeemed or defeased at
least $150,000,000 in the aggregate principal amount of its
8-3/4% senior notes due 2012 prior to December 1, 2011, then
the credit facility will instead mature on December 1, 2011;
* reduce the revolving credit facility provided for under the
Credit Agreement from $666 million to $539 million through
June 2011 and then to $396 million from June 2011 until its
maturity in January 2014;
* modify the debt-to-EBITDA financial covenant and other
covenants with respect to permitted indebtedness, permitted
capital expenditures and restricted payments;
* reset certain investment and acquisition baskets;
* add an accordion feature, which allows ArvinMeritor to
increase the size of the credit facility to up to
$100 million with additional term loans and revolving loans
with new or existing creditors who agree thereto;
* require prepayments of loans in an amount by which the
outstanding obligations under the Credit Agreement exceed
the value of the collateral thereunder; and
* amend the pricing schedule to increase the applicable
interest rate margins.
A full-text copy of the fifth amended credit agreement is
available for free at http://ResearchArchives.com/t/s?5251
About ArvinMeritor Inc.
Based in Troy, Michigan, ArvinMeritor, Inc. (NYSE: ARM) --
http://www.arvinmeritor.com/-- is a premier global supplier of a
broad range of integrated systems, modules and components to the
motor vehicle industry. The company marks its centennial
anniversary in 2009, celebrating a long history of 'forward
thinking.' The company serves commercial truck, trailer and
specialty original equipment manufacturers and certain
aftermarkets, and light vehicle manufacturers.
As of September 30, 2009, ArvinMeritor had $2.508 billion in total
assets and shareowners' deficit of $1.277 billion. As of
September 30, 2009, short-term debt was $97 million; Accounts
payable was $674 million; Other current liabilities were
$411 million; Liabilities of discontinued operations were
$107 million; Long-term debt was $1.080 billion; Retirement
benefits were $1.077 billion; Other liabilities were $310 million,
and Minority interests were $29 million.
* * *
According to the Troubled Company Reporter on Jan. 25, 2010,
Moody's Investors Service affirmed the Corporate Family and
Probability of Default ratings of ArvinMeritor, Inc., at Caa1. In
a related action, the rating of the senior secured revolving
credit facility was affirmed at B1, and the ratings of the senior
unsecured notes were affirmed at Caa2. ArvinMeritor's Speculative
Grade Liquidity Rating was raised to SGL-3 from SGL-4. The rating
outlook is changed to stable.
Loan Pricing Feb. 12, 2009
ATHILON CAPITAL: S&P Downgrades Rating on Senior Notes to 'B'
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its issuer credit
rating on Athilon Capital Corp./Athilon Asset Acceptance Corp. to
'BBB-' from 'A-' and its rating on Athilon's senior subordinated
notes to 'B' from 'BB-'. S&P's outlook on Athilon is negative.
Athilon is a credit derivative product company whose limited
purpose is to sell credit protection primarily on corporate and
collateralized debt obligation of asset-backed securities tranches
in the form of credit default swaps.
The rating actions reflect S&P's view of:
* The updated lifetime loss projection on Athilon's exposure to
senior tranches of a CDO of ABS transaction (transaction B),
including S&P's view on the underlying residential mortgage-
backed securities and other structured finance assets; and
* The updated projected losses associated with the possibility
that credit event cash settlement payment on the CDS on
transaction B's two senior tranches could occur after Oct. 4,
2014.
The rating actions follow changes to S&P's expected losses
regarding transaction B. S&P is focusing on transaction B because
it has had a significant impact on Athilon's credit quality.
Using a similar methodology described in S&P's July 23, 2009,
press release on Athilon and its updated RMBS lifetime loss
estimate assumptions, both the projected lifetime loss for
transaction B's collateral and the projected credit event cash
settlement payment on transaction B have increased. Therefore,
S&P believes that the current credit support levels for Athilon's
issuer credit and senior subordinated note ratings are
inconsistent with its previously assigned ratings.
S&P will continue to monitor Athilon's exposure to transaction B
and the corporate tranches and take further rating actions as
appropriate.
Ratings Lowered
Athilon Capital Corp./Athilon Asset Acceptance Corp.
Rating
------
Issue To From
----- -- ----
Issuer credit rating BBB-/Negative A-/Negative
Senior subordinated notes B BB-
AVAYA INC: Bank Debt Trades at 12% Off in Secondary Market
----------------------------------------------------------
Participations in a syndicated loan under which Avaya, Inc., is a
borrower traded in the secondary market at 87.83 cents-on-the-
dollar during the week ended Friday, Feb. 12, 2010, according to
data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal. This represents a drop of 1.89 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 Oct. 26, 2014. The bank debt is not rated by
Moody's and Standard & Poor's. The debt is one of the biggest
gainers and losers among 190 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday.
Avaya, Inc., based in Basking Ridge, New Jersey, is a supplier of
communications systems and software for enterprise customers.
The Troubled Company Reporter stated on Dec. 23, 2009, that
Moody's downgraded Avaya's corporate family rating to B3 from B2.
The downgrade was driven by challenges presented by the
acquisition of Nortel's enterprise assets as well as the large
amount of additional debt incurred to finance the acquisition
(approximately $1 billion).
The TCR reported on Sept. 16, 2009, that Standard & Poor's placed
its ratings, including the 'B' corporate credit rating, on Avaya,
Inc., on CreditWatch with negative implications, following the
company's announcement that it has been accepted as the buyer of
Nortel Networks Corp.'s (not rated) Enterprise Solutions
businesses, for $900 million.
BALDOR ELECTRIC: S&P Affirms 'BB-' Corporate Credit Rating
----------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on Fort
Smith, Arkansas-based Baldor Electric Co., including the 'BB-'
long-term corporate credit rating. At the same time, S&P revised
the outlook to stable from negative.
The outlook revision reflects improved prospects for credit
measures as operating conditions gradually improve and the company
continues to pay down debt. In 2009, management repaid more than
$120 million of debt and Baldor has stated it plans to repay
another $75 million in 2010. The company has managed to maintain
a solid adjusted operating margin (before depreciation and
amortization) of around 17%. In addition, the risk of a near-term
covenant violation is unlikely, barring a reversal in market
conditions.
"While key credit measures are currently somewhat weaker than S&P
expects at the current rating level, the company appears likely to
maintain adequate headroom under financial covenants," said
Standard & Poor's credit analyst Dan Picciotto. "Also, Baldor
appears likely to generate better EBITDA, which should result in
gradually improving credit measures," he continued. However, if
credit measures remain beyond a range S&P consider acceptable, S&P
could lower the ratings. For instance, S&P could lower the
ratings if funds from operations to total adjusted debt declines
to less than 10% and S&P expects it to remain there in the
intermediate term. Alternatively, S&P could raise the ratings if
the company appears likely to maintain sufficient headroom under
covenants and if S&P expects FFO to total debt to exceed and
remain above 20%.
BANNERMAN HOLDINGS: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Bannerman Holdings, LLC
PO Box 2153
Wilmington, NC 28402
Bankruptcy Case No.: 10-01053
Chapter 11 Petition Date: February 12, 2010
Court: United States Bankruptcy Court
Eastern District of North Carolina (Wilson)
Judge: Stephani W. Humrickhouse
Debtor's Counsel: George M. Oliver, Esq.
Oliver & Friesen, PLLC
PO Box 1548
New Bern, NC 28563
Tel: (252) 633-1930
Fax: (252) 633-1950
Email: efile@oliverandfriesen.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 $8,394,190,
and total debts of $5,387,116.
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/nceb10-01053.pdf
The petition was signed by Todd J. Toconis, member manager of the
Company.
BI-LO LLC: Creditors Fight Bid to Retain Consultant
---------------------------------------------------
Law360 reports that creditors of Bi-Lo LLC have objected to its
request to retain Valuation Research Corp. as an "ordinary course
of business" professional.
Headquartered in Mauldin, South Carolina, BI-LO LLC operates 214
supermarkets in South Carolina, North Carolina, Georgia and
Tennessee, and employs approximately 15,500 people.
Dallas-based Lone Star Funds bought the business in 2005 from
Koninklijke Ahold NV, the Dutch supermarket operator. Lone Star
also owns Bruno's Supermarkets LLC, a chain of 66 stores
that filed under Chapter 11 in February in Birmingham, Alabama.
BI-LO and its affiliates filed for Chapter 11 bankruptcy
protection on March 23, 2009 (Bankr. D. S.C. Case No. 09-02140).
George B. Cauthen, Esq., Frank B. Knowlton, Esq., at Nelson
Mullins Riley & Scarborough, L.L.P; Josiah M. Daniel, III, Esq.,
Katherine D. Grissel, Esq., at Vinson & Elkins L.L.P. in Dallas;
and Dov Kleiner, Esq., Alexandra S. Kelly, Esq., at Vinson &
Elkins L.L.P., in New York, serve as counsel. Kurtzman Carson
Consultants LLC serves as notice and claims agent. BI-LO listed
between $100 million and $500 million each in assets and debts.
BILL KOLOVANI: Property Auction Delayed to This Week
----------------------------------------------------
Barbara Miller at The Patriot-News says the auction for William
Kolovani's property has been postponed to find out whether a buyer
will surface. The sale will take place either on February 17 or
18. Mr. Kolovani received a bid for his property but it was not
sufficiently high.
Bill Kolovani is a developer in Lebanon.
The Hon. Mary D. France of the U.S. Bankruptcy Court in the Middle
District of Pennsylvania set a March 15, 2010, hearing to decide
whether to convert Bill Kolovani's Chapter 11 case to Chapter 7
liquidation proceeding.
BION ENVIRONMENTAL: Posts $641,600 Net Loss in Q2 Ended Dec. 31
---------------------------------------------------------------
Bion Environmental Technologies, Inc., and subsidiaries reported a
net loss of $641,599 for the three months ended December 31, 2009,
compared to net income of $789,995 for the corresponding period
ended December 31, 2008.
For the six months ended December 31, 2009, and 2008, net loss was
$1,613,329 and $126,504, respectively.
Balance Sheet
At December 31, 2009, the Company's consolidated balance sheets
showed $2,015,521 in total assets, $1,074,876 in total
liabilities, and $2,521,215 in Series B Redeemable Convertible
Preferred stock, resulting in a $1,580,570 shareholders' deficit.
A full-text copy of the Company's quarterly report on Form 10-Q is
available at no charge at http://researcharchives.com/t/s?524b
Going Concern Doubt
The Company has not generated revenues and has incurred net losses
of approximately $1,312,000 and $1,779,000 during the years ended
June 30, 2009, and 2008, respectively, and a net loss of
approximately $1,613,000 for the six months ended December 31,
2009. "These factors raise substantial doubt about the Company's
ability to continue as a going concern."
At December 31, 2009, the Company has a working capital surplus
and stockholders' deficit attributable to Bion of approximately
$224,000 and $1,690,000, respectively.
The Company continues to explore sources of additional financing
to satisfy its current operating requirements. While the Company
currently does not face a severe working capital shortage, it is
not currently generating any revenues. The Company will need to
obtain additional capital to fund its operations and technology
development, to satisfy existing creditors, to develop the entire
integrated complex and to construct the Kreider Farm facilities.
The Company anticipates that it will seek to raise from $5,000,000
to $50,000,000 (debt and equity) during the next twelve months.
About Bion Environmental
Headquartered in Crestone, Colo., Bion Environmental Technologies
(OTC BB: BNET) has provided environmental treatment solutions to
the agriculture and livestock industry since 1990. Bion's
patented next-generation technology provides a unique
comprehensive treatment of livestock waste that achieves
substantial reductions in nitrogen and phosphorus, ammonia,
greenhouse and other gases, and pathogens. Bion recovers
cellulosic biomass from the waste stream to produce renewable
energy.
BLACKWATER MIDSTREAM: Posts $567,000 Net Loss in Q3 Ended Dec. 31
-----------------------------------------------------------------
Blackwater Midstream Corp. reported a net loss of $567,401 on
total revenue of $973,758 for the three months ended December 31,
2009, compared to net income of $238,174 on total revenue of
$553,721 for the same period of 2008.
The Company's storage tank revenues for the three-month period
ended December 31, 2009, totaled approximately $974,000; averaging
approximately $325,000 per month. This is an approximate 7.5%
increase from the previous three-month period average of
approximately $302,000. This rise is attributable to an increase
in the number of tanks and barrels leased to one of the Westwego
Terminal's customers during the last quarter. During the three-
month period ended December 31, 2008, the predecessor's storage
tank revenues totaled approximately $477,000, averaging
approximately $159,000 per month.
The Company's ancillary revenues for the three-month period ended
December 31, 2009, totaled approximately $11,500 or approximately
85% less than the predecessor's ancillary revenues for period
ended December 31, 2008. The predecessor's ancillary revenues
during the three-month period ended December 31, 2008, totaled
approximately $77,000.
The Company reported a net loss of $1,914,860 on total revenue of
$2,754,815 for the nine months ended December 31, 2009, compared
to net income of $378,707 on total revenue of $1,717,297 for the
same period in 2008.
The Company's storage tank revenues for the nine-month period
ended December 31, 2009, totaled approximately $2,582,000;
averaging approximately $287,000 per month. During the nine-month
period ended December 31, 2008, the predecessor's storage tank
revenues totaled approximately $1,527,000, averaging approximately
$170,000 per month.
The Company's ancillary revenues for the nine-month period ended
December 31, 2009, totaled approximately $173,000 or approximately
9% less than the predecessor's ancillary revenues. The
predecessor's ancillary revenues during the nine-month period
ended December 31, 2008, totaled approximately $190,000.
Balance Sheet
At December 31, 2009, the Company's consolidated balance sheets
showed total assets of $9,464,528, total liabilities of
$7,942,012, and total stockholders' equity of $1,522,516.
The Company's consolidated balance sheets December 31, 2009, also
showed strained liquidity with $2,215,458 in total current assets
available to pay $3,315,979 in total current liabilities.
A full-text copy of the Company's quarterly report on Form 10-Q is
available for free at http://researcharchives.com/t/s?525b
Liquidity and Capital Resources
The Company has incurred a net loss of approximately $567,000 and
approximately $1,915,000, respectively; and has an accumulated
deficit of approximately $7,461,598 as of December 31, 2009.
As of December 31, 2009, the Company has negative working capital
of approximately $1,101,000, resulting in a current asset to
current liability ratio of 67%. Management relates it is
diligently working to increase the utilization at the Westwego
Terminal and to reduce expenses to positively affect working
capital.
The Company generated positive cash flow of approximately $502,000
from its operations for the nine-month period ended December 31,
2009. This included an increase of approximately $554,000 from
prepaid storage lease fees invoiced and collected as of
December 31, 2009. The predecessor, for the nine-month period
ended December 31, 2008, generated positive cash flows from
operations of approximately $458,000, which was returned to its
parent corporation.
Cash used in investing activities totaled approximately $1,041,000
for the nine-month period ended December 31, 2009. The Company
invested approximately $1,740,000 in modifications, improvements
and expansion to its Westwego Terminal storage tanks and
apparatus.
Net cash flow from financing activities totaled approximately
$2,083,000. This included proceeds of approximately $3,001,000
from the Company's September 2009 Offering, use of cash to pre-pay
related party loans in the amount of $300,000 and use of cash to
make payments on its bank loan in the amount of $375,000.
At December 31, 2009, the Company had cash totaling approximately
$1,683,000, of which $125,884 was classified as restricted cash as
per the Company's agreement with JPMorgan Chase. As of March 31,
2009, the Company's cash totaled approximately $516,000; of which
$500,260 was restricted as per agreement with JPMorgan Chase.
On September 15, 2009, the Company made a private offering of
$2,250,000 of convertible debt of the Company. Upon termination
of the offering period, the Company received Subscription
Agreements and collected funds in the amount $3,001,033. As a
result of the oversubscription to the September 2009 Offering, the
Company elected to increase the amount of the Offering to
$3,001,033, and accept all subscriptions received by the Company.
On January 17, 2010, the Company commenced a private offering of
$1,650,000 of convertible debt (the "January 2010 Offering"). As
of February 9, 2010, the Company had received subscription
agreements and collected funds in the amount of $585,000 related
to the January 2010 Offering.
The Company intends to use the proceeds of the January 2010
Offering to partially fund the acquisition of a storage terminal
in the southeastern area of the United States for $1,800,000.
About Blackwater Midstream
Based in Westwego, Louisiana, Blackwater Midstream Corp. (OTC BB:
BWMS) is an independent operator of bulk liquid storage terminals
including a storage terminal facility in the Port of New Orleans
in Westwego, Louisiana. The Westwego facility consists of
902,000 barrels of storage capacity capable of storing a variety
of chemical and petroleum products. The site offers modal access
for product distribution via marine, rail, and truck. Blackwater
New Orleans is a member of the International Liquid Terminal
Association.
* * *
On June 29, 2009, Houston,Tex.-based Malone & Bailey, PC expressed
substantial doubt about Blackwater Midstream Corporation's ability
to continue as a going concern after auditing the Company's
consolidated balance sheet as of March 31, 2009, and the related
consolidated statements of operations, stockholders' equity, and
cash flows for the period December 23, 2008, through March 31,
2009.
The Company's independent auditors reported that the Company has
suffered recurring losses from operations, which raises
substantial doubt about its ability to continue as a going
concern.
BRUNDAGE-BONE CONCRETE: U.S. Trustee Appoints Creditors Committee
-----------------------------------------------------------------
Charles F. McVay, the U.S. Trustee for Region 19, appointed five
members to the official committee of unsecured creditors in the
Chapter 11 cases of Brundage-Bone Concrete Pumping, Inc., and JLS
Concrete Pumping, Inc.
The Creditors Committee members are:
1. AIG Commercial Equipment Finance
Attn: Dan Rouse (committee chair)
5700 Granite Parkway, Suite 850
Plano, TX 75024
Tel: (972) 987-3717
Fax: (972) 987-3799
2. Construction Forms, Inc
Attn: Terry R. Skebba, CFO
P.O. Box 308
777 Maritime Drive
Port Washington, WI 53074
Tel: (262) 284-7800
Fax: (262) 284-7805
3. Putzmeister American, Inc.
Attn: David Adams, president & CEO
1733 90th Street
Sturtevant, WI 53177
Tel: (262) 886-3200
Fax: 262 884-6221
4. Rod Pugliese
1761 Primrose Place
Erie, CO 80516
Tel: (303) 431-5235
5. David Tinkle
18235 Hanna Street
Melvindale, MI 48122
Tel: (313) 388-1945
Fax: (313) 386-7918
Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at the Debtor's
expense. They may investigate the Debtor's business and financial
affairs. Importantly, official committees serve as fiduciaries to
the general population of creditors they represent. Those
committees will also attempt to negotiate the terms of a
consensual Chapter 11 plan -- almost always subject to the terms
of strict confidentiality agreements with the Debtors and other
core parties-in-interest. If negotiations break down, the
Committee may ask the Bankruptcy Court to replace management with
an independent trustee. If the Committee concludes reorganization
of the Debtor is impossible, the Committee will urge the
Bankruptcy Court to convert the Chapter 11 cases to a liquidation
proceeding.
Brundage-Bone Concrete Pumping Inc. and JLS Concrete Pumping Inc.,
claim to be the largest providers of concrete pumping services in
the U.S. JLS Concrete Pumping services California and Nevada from
its corporate headquarters in Ventura and from satellite yards in
Bakersfield, Fresno, Gardena, Lancaster, Las Vegas, Moorpark, Palm
Springs, Riverside, San Diego, San Luis Obispo, Santa Clarita,
Temecula, Thousand Oaks, and Ventura.
Brundage-Bone and JLS filed for Chapter 11 on Jan. 18, 2010
(Bankr. D. Col. Case No. 10-10758). According to the schedules,
the Company has assets of $325,708,061, and total debts of
$230,277,103.
BRUNDAGE-BONE CONCRETE: Court Approves Appointment of Examiner
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Colorado approved
the appointment of an examiner in Brundage-Bone Concrete Pumping,
Inc.'s bankruptcy cases.
As reported in the Troubled Company Reporter on January 29, 2010,
Wells Fargo Bank, N.A., Wells Fargo Equipment Finance, Inc. and
Wachovia Financial Services, Inc. aka First Union Commercial
Corporation -- holders of secured claims in excess of $139 million
-- asked the Court to appoint a Chapter 11 trustee and an examiner
in the Debtors' cases.
Wells Fargo wanted an examiner to:
1) investigate and report on what DIP Facility terms are in
the best interests of the Debtors estate;
2) oversee and negotiate the terms of the use of cash
collateral and adequate protection for such use;
3) oversee the preparation of both cash collateral and DIP
Financing budgets;
4) oversee the return of the underutilized or unused
equipment and to negotiate with the Lenders concerning the
same;
5) negotiate the terms of an interim DIP Loan agreement with
Wells Fargo or other lender to cover any cash shortfalls
pending a final DIP hearing; and
6) investigate and report to the Court concerning the
appropriateness of either the appointment of a trustee or
the termination of the Debtors' exclusivity.
Brundage-Bone Concrete Pumping Inc. and JLS Concrete Pumping Inc.,
claim to be the largest providers of concrete pumping services in
the U.S. JLS Concrete Pumping services California and Nevada from
its corporate headquarters in Ventura and from satellite yards in
Bakersfield, Fresno, Gardena, Lancaster, Las Vegas, Moorpark, Palm
Springs, Riverside, San Diego, San Luis Obispo, Santa Clarita,
Temecula, Thousand Oaks, and Ventura.
Brundage-Bone and JLS filed for Chapter 11 on Jan. 18, 2010
(Bankr. D. Col. Case No. 10-10758). According to the schedules,
the Company has assets of $325,708,061, and total debts of
$230,277,103.
CALIFORNIA COASTAL: Marti Murray Files Form 5; Owns 17,858 Shares
-----------------------------------------------------------------
Marti P. Murray, a member of the board of directors of California
Coastal Communities, Inc., filed on February 10, 2010, a Form 5
"Annual Statement of Changes in Beneficial Ownership" with respect
to the Company's common stock, $0.05 par value.
Ms. Murray disclosed that as of December 31, 2009, the end of the
Coastal Communities' fiscal year, she beneficially owned a total
of 17,857 common shares in the Company. This consists of 17,857
shares that were issued on January 2, 2009, under the Company's
Director Fee Program.
Ms. Murray relates that she is no longer affiliated with Babson
Capital Management LLC, a registered investment adviser that
beneficially owns 473,287 shares of the Company's common stock
held in accounts, therefore, no longer reports ownership of these
shares.
A full-text copy of Ms. Murray's SEC Form 5 filing is available at
no charge at http://researcharchives.com/t/s?5257
About California Coastal
California Coastal Communities, Inc., (Nasdaq: CALC) --
http://www.californiacoastalcommunities.com/-- is a residential
land development and homebuilding company operating in Southern
California. The Company's principal subsidiaries are Hearthside
Homes which is a homebuilding company, and Signal Landmark which
owns 105 acres on the Bolsa Chica mesa where sales commenced in
August 2007 at the 356-home Brightwater community. Hearthside
Homes has delivered 2,200 homes to families throughout Southern
California since its formation in 1994.
Irvine, California-based California Coastal Communities, Inc.,
filed for Chapter 11 bankruptcy protection on October 27, 2009
(Bankr. C.D. Calif. Case No. 09-21712). Joshua M. Mester, Esq.,
who has an office in Los Angeles, California, assists the Company
in its restructuring efforts. The Company listed $100,000,001 to
$500,000,000 in assets and $100,000,001 to $500,000,000 in
liabilities.
CANWEST GLOBAL: Shaw to Buy Stake, May Gain Control
---------------------------------------------------
Shaw Communications Inc. (TSX:SJR.B)(NYSE:SJR) said February 12
that it has entered into agreements with Canwest Global
Communications Corp. and certain 8.0% senior subordinated
noteholders, represented by the Ad Hoc Committee, regarding the
acquisition of a minimum 20% equity interest and 80% voting
interest, which includes effective control, of a restructured
Canwest. Shaw's initial equity interest will exceed 20% depending
on the number of Canwest creditors that elect cash rather than
shares in Restructured Canwest.
On October 5, 2009, Canwest and a number of its subsidiaries
entered into a support agreement with the Noteholders in which the
Noteholders agreed to support the restructuring transaction as set
out in the support agreement and related agreements, including the
recapitalization of a Restructured Canwest. In addition, the
Noteholders agreed to convert their outstanding debt obligations
into equity of the Company. As part of the restructuring, Canwest
and certain of its subsidiaries filed for creditor protection
under the Companies' Creditors Arrangement Act via a pre-packaged
arrangement on October 6, 2009 and Canwest, through its financial
advisor, solicited Canadian interest regarding a possible equity
investment in a Restructured Canwest.
"We are excited about the Investment and gaining effective control
of one of the premier broadcasters and owners of content in the
Canadian broadcasting industry at a reasonable valuation. We
believe that Shaw's Investment results in a number of benefits to
the broadcasting system, including an ability to strengthen local
programming, ensure the ongoing viability of the second largest
private conventional television network in Canada, and sustain a
dynamic and competitive television market" said Jim Shaw, Chief
Executive Officer and Vice Chair, Shaw Communications Inc.
The recent restructuring initiatives undertaken by Canwest have
positioned the Company as a pure play Canadian broadcaster. The
Company will operate as a separate private company with a
dedicated management team and Board of Directors. The Investment
was structured whereby Shaw has the flexibility to increase its
ownership in a Restructured Canwest in the future.
The Agreements will become effective upon approval of the Court in
Ontario overseeing Canwest's CCAA restructuring process. The
financial terms of the Agreements will be filed with the Court on
a confidential basis and will remain confidential until Court
approval is obtained. Following receipt of such approval, Shaw
will provide further information concerning the financial terms of
the Investment.
The Investment also remains subject to various conditions,
including Canwest creditor approval, further approval from the
Court and regulatory approval from the Canadian Radio-television
and Telecommunications Commission, as well as certain other
matters satisfactory to Shaw.
About Shaw Communications
Shaw Communications Inc. is a diversified communications company
whose core business is providing broadband cable television, High-
Speed Internet, Digital Phone, telecommunications services
(through Shaw Business Solutions) and satellite direct-to-home
services (through Shaw Direct). Shaw serves 3.4 million
customers, including over 1.7 million Internet and 900,000 Digital
Phone customers, through a reliable and extensive network, which
comprises 625,000 kilometres of fibre. Shaw is traded on the
Toronto and New York stock exchanges and is included in the
S&P/TSX 60 Index (TSX:SJR.B)(NYSE:SJR).
About Canwest Global
Canwest Global Communications Corp. (TSX: CGS and CGS.A) --
http://www.canwest.com/-- an international media company, is
Canada's largest media company. In addition to owning the Global
Television Network, Canwest is Canada's largest publisher of
English language daily newspapers and owns, operates and holds
substantial interests in conventional television, out-of-home
advertising, specialty cable channels, web sites and radio
stations and networks in Canada, New Zealand, Australia, Turkey,
Indonesia, Singapore, the United Kingdom and the United States.
On October 6, 2009, Canwest Global, Canwest Media Inc., Canwest
Television Limited Partnership (including Global Television,
MovieTime, DejaView and Fox Sports World), The National Post
Company and certain subsidiaries voluntarily entered into, and
successfully obtained an Order from the Ontario Superior Court of
Justice (Commercial Division) commencing proceedings under the
Companies' Creditors Arrangement Act. The CMI Entities'
commencement of these proceedings was undertaken in furtherance of
a proposed recapitalization transaction that is supported by over
70% of holders of the 8% senior subordinated notes issued by CMI.
On the same day, FTI Consulting Canada Inc., the Court-appointed
Monitor in the CCAA proceedings, sought protection in the United
States Bankruptcy Court under Chapter 15 of the United States
Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 09-15994) for
certain of the entities involved in Canwest's television business
that filed for protection under the CCAA, including Canwest,
Canwest Media Inc. and Canwest Global Broadcasting
Inc./Radiodiffusion Canwest Global Inc.
Judge Stuart M. Bernstein presides over the Chapter 15 cases.
Evan D. Flaschen, Esq., at Bracewell & Giuliani LLP, in Hartford,
Connecticut, serves as Chapter 15 Petitioner's counsel. The
Chapter 15 Debtors disclosed estimated assets of $500 million to
$1 billion and estimated debts of $50 million to $100 million.
In a regulatory filing with the U.S. Securities and Exchange
Commission, Canwest Media disclosed C$4,847,020,000 in total
assets and C$5,826,522,000 in total liabilities at May 31, 2009.
Bankruptcy Creditors' Service, Inc., publishes Canwest Bankruptcy
News. The newsletter tracks the CCAA proceedings and Chapter 15
proceedings undertaken by Canwest Global Communications Corp. and
its affiliates (http://bankrupt.com/newsstand/or 215/945-7000).
CANWEST GLOBAL: CCAA Monitor Submits Report on CMI Entities
-----------------------------------------------------------
FTI Consulting Canada Inc., the Canadian Court-appointed monitor
under the proceeding under Companies' Creditors Arrangement Act
filed by Canwest Global Communications Corp. and the other
applicants and partnerships -- the CMI Entities -- updated the
Ontario Superior Court of Justice with the Applicants' activities
and other events occurring since October 28, 2009.
Claims Procedure
According to the Report, as of January 18, 2010, the Claims
Procedure is unfolding as contemplated under the Claims Procedure
Order and Canwest Global Communications Corp. and certain of its
subsidiaries and partnerships -- the CMI Entities -- with the
assistance of the Monitor, are diligently pursuing timely
resolution of the various claims asserted in the Claims Procedure.
Between October 23, 2009, and November 19, 2009, the Monitor sent
CMI Claims Packages to 313 additional CMI Known Creditors.
The Monitor received approximately 230 CMI Notices of Dispute of
Claim from CMI Known Creditors by the CMI Claims Bar Date.
The Monitor also received approximately 475 CMI Proofs of Claim
from CMI Unknown Creditors, of which approximately 390 were
submitted by Cavalluzzo Hayes Shilton McIntyre & Cornish LLP as
representative counsel of certain former employees of the CMI
Entities with potential claims in respect of various pension and
non-pension benefits.
In accordance with the Claims Procedure Order, on December 11,
2009, the Monitor sent CMI Notices of Revision or Disallowance in
connection with 475 CMI Proofs of Claims. 474 of the CMI Notices
of Revision or Disallowance rejected the asserted claims in their
entirety. Some of the CMI Notices of Revision of Disallowance
advised the claimants that they were not required to deliver a CMI
Notice of Dispute of Revision or Disallowance.
By December 23, 2009, the Monitor received CMI Notices of Dispute
of Revision or Disallowance in connection with approximately 425
CMI Notices of Revision of Disallowance, including approximately
390 related to the claims asserted by Cavalluzzo.
Under the terms of the Claims Procedure Order, the CMI Entities
are not obligated to deliver any further notices to the CMI Known
Creditors CMI, Unknown Creditors, and the claims are to be
referred to a Claims Officer or the Court for resolution. The CMI
Entities, with the assistance of the Monitor, are currently
reviewing the claims of the CMI Known Creditors and CMI Unknown
Creditors and have commenced the process of attempting to resolve
these claims.
Contract Disclaimers
Since the commencement of the CCAA Proceedings, the CMI Entities
have obtained the Monitor's consent for disclaimer of and
delivered notices of disclaimer in connection with (i) an
agreement between Canwest Television Limited Partnership and E!
Entertainment Television Inc. dated April 20, 2007, and (ii) four
agreements related to the Red Deer Property disclaimed as a result
of its sale.
The CMI Entities have commenced discussions with counsel for E!
with a view to resolving its Restructuring Period Claim, which
discussions are ongoing. As of January 18, 2010, no CMI Notices
of Dispute of Claim have been submitted in connection with the
four disclaimed agreements related to the Red Deer Property sale.
The CMI Entities have not submitted any other proposed disclaimers
for the Monitor's consideration and consent.
Bankruptcies of Certain CMI Subsidiaries
As part of the restructuring initiatives of the CMI Entities, on
November 26, 2009, four wholly-owned subsidiaries of Canwest
Media, Inc., which did not file for CCAA protection on October 6,
2009, made assignments in bankruptcy under the Bankruptcy and
Insolvency Act (Canada) (BIA) and FTI was appointed trustee in
bankruptcy of those entities. The four CMI subsidiaries,
Fireworks Entertainment Inc., Canwest Entertainment Inc., CEIDI
(Canada) I Inc. and CEIDI (Canada) II Inc, are holding companies
that have been inactive since late 2005.
The administration of the estates of these subsidiaries is
ongoing.
Pre-filing Payments to Certain Suppliers
Pursuant to the Initial Order, the Monitor is directed to report
to the Court with respect to any payments made in connection with
pre-filing amounts owing for goods and services actually supplied
to the CMI Entities "by other suppliers, with the prior consent of
the Monitor, if, in the opinion of the CMI Entities, the supplier
is critical to the CMI Business and ongoing operations of any of
the CMI Entities".
From October 19, 2009, until January 11, 2010, the CMI Entities
paid an aggregate of C$295,150 to eight "other suppliers". All of
these suppliers are considered critical in the CMI Entities'
opinion and all payments were made with the prior consent of and
following discussions with the Monitor.
Receipts and Disbursements
The Monitor reported on the CMI Entities' actual consolidated net
cash flow for the period from October 6, 2009, to October 18, 2009
in its Fifth Report. The CMI Entities' actual consolidated net
cash inflow for the period from October 19, 2009, to January 10,
2010, was approximately C$6.8 million. A summary of the actual
receipts and disbursements shows:
For the Period from Oct. 19, 2009 to Jan. 10, 2010
Forecast Actual Variance
Operating Cashflow -------- ------- --------
Receipts
Receipts C$106,635,000 C$119,976,000 C$13,341,000
Intercompany Receipts 20,015,000 21,179,000 1,164,000
------------- ------------- -------------
Total Receipts C$126,650,000 C$141,155,000 $14,505,000
------------- ------------- -------------
Disbursements
Operating
Disbursements (139,028,000) (111,253,000) 27,775,000
Capital Expenditures (5,330,000) (940,000) 4,390,000
Intercompany
Disbursements (6,816,000) (10,936,000) (4,121,000)
------------- ------------- -------------
Total Disbursements (151,174,0000) (123,129,000) 28,045,000
------------- ------------- -------------
Net Operating
Cashflows (C$24,524,000)(C$123,129,000)C$42,550,000
------------- -------------- ------------
Restructuring Costs
Restructuring Costs (6,675,000) (10,613,000) (3,938,000)
DIP Interest/Fees (384,000) (619,000) (235,000)
------------- -------------- ------------
Total Restructuring
Costs (7,060,000) (11,232,000) (4,172,000)
------------- -------------- ------------
Total Net Cashflow (31,584,000) (6,794,000) 38,377,000
Opening Cash 68,046,000 68,046,000 0
DIP Advances 0 0 0
Other Advances 0 0 0
------------- -------------- ------------
Ending Cash C$36,462,000 C$74,835,000 C$38,377,000
============= ============== ============
Greg Watson, senior managing director of FTI, relates that the
actual net cash flow was approximately C$38.4 million favorable to
the forecast. The significant items contributing to the positive
variance were:
(a) a net positive variance of approximately $42.6 million in
operating receipts and disbursements primarily as a result
of:
(i) a positive variance of $21.1 million in payments for
broadcast rights. Approximately $5.8 million of this
variance is believed to be permanent while the
remaining $15.3 million is the result of the timing of
invoices received and the payment thereof and
variances or delays in the forecast timing of
broadcasting of certain programs;
(ii) a positive timing variance of $9.9 million relating to
higher operating receipts received resulting from
faster than forecasted collections of sales. This
timing variance composes a significant portion of the
approximately $13.3 million of total variance in
operating receipts with the remainder as a result of
the delayed sale of the National Post and intercompany
transfers;
(iii) a permanent positive variance of $5.2 million
resulting from lower general operating costs;
(iv) a permanent positive variance of $4.4 million relating
to lower spending on capital expenditures;
(v) a permanent positive variance of $3.9 million
resulting from lower ongoing payroll and benefits
costs including lower than forecasted bonus payments;
(vi) a negative difference of $1.4 million in intercompany
transactions, mainly due to a timing difference
resulting from certain intercompany payments that have
not yet been processed but are expected to be made in
the next couple of weeks; and
(vii) a permanent negative variance of $0.5 million in net
receipts and disbursements relating to the timing of
transfer of the National Post Company; and
(b) a negative variance of $4.2 million related to restructuring
costs.
Ending cash on hand at January 10, 2010, was approximately
C$74.8 million representing a positive variance of approximately
C$38.4 million compared to the October Forecast. The CMI Entities
expect that a portion of the variance will reverse in the future.
Cash Flow Forecast
The CMI Entities, with the assistance of the Monitor, have updated
the consolidated forecast of their receipts, disbursements and
financing requirements. A full-text copy of the Cash Flow
Forecast for the period from January 11, 2010, through April 19,
2010, is available for free at
http://bankrupt.com/misc/CanWest_WCFFJan11toApr25.pdf
It is estimated that for the period of January 11, 2010, to
April 25, 2010, the CMI Entities will have total receipts of
$168.2 million, total operating disbursements of $187.2 million,
and total disbursements relating to the restructuring of
$14.4 million for net cash flow outflow of $33.4 million.
It is anticipated that the CMI Entities' forecast liquidity
requirements during the Cashflow Forecast Period will continue to
be met by the funds advanced by Irish Holdco pursuant to the Irish
Holdco Secured Note and no drawdown on the CIT Credit Facility is
forecasted during the Cashflow Forecast Period. The CMI Entities'
cash balance as of January 10, 2010, was approximately
$74.8 million.
About Canwest Global
Canwest Global Communications Corp. (TSX: CGS and CGS.A) --
http://www.canwest.com/-- an international media company, is
Canada's largest media company. In addition to owning the Global
Television Network, Canwest is Canada's largest publisher of
English language daily newspapers and owns, operates and holds
substantial interests in conventional television, out-of-home
advertising, specialty cable channels, web sites and radio
stations and networks in Canada, New Zealand, Australia, Turkey,
Indonesia, Singapore, the United Kingdom and the United States.
On October 6, 2009, Canwest Global, Canwest Media Inc., Canwest
Television Limited Partnership (including Global Television,
MovieTime, DejaView and Fox Sports World), The National Post
Company and certain subsidiaries voluntarily entered into, and
successfully obtained an Order from the Ontario Superior Court of
Justice (Commercial Division) commencing proceedings under the
Companies' Creditors Arrangement Act. The CMI Entities'
commencement of these proceedings was undertaken in furtherance of
a proposed recapitalization transaction that is supported by over
70% of holders of the 8% senior subordinated notes issued by CMI.
On the same day, FTI Consulting Canada Inc., the Court-appointed
Monitor in the CCAA proceedings, sought protection in the United
States Bankruptcy Court under Chapter 15 of the United States
Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 09-15994) for
certain of the entities involved in Canwest's television business
that filed for protection under the CCAA, including Canwest,
Canwest Media Inc. and Canwest Global Broadcasting
Inc./Radiodiffusion Canwest Global Inc.
Judge Stuart M. Bernstein presides over the Chapter 15 cases.
Evan D. Flaschen, Esq., at Bracewell & Giuliani LLP, in Hartford,
Connecticut, serves as Chapter 15 Petitioner's counsel. The
Chapter 15 Debtors disclosed estimated assets of $500 million to
$1 billion and estimated debts of $50 million to $100 million.
In a regulatory filing with the U.S. Securities and Exchange
Commission, Canwest Media disclosed C$4,847,020,000 in total
assets and C$5,826,522,000 in total liabilities at May 31, 2009.
Bankruptcy Creditors' Service, Inc., publishes Canwest Bankruptcy
News. The newsletter tracks the CCAA proceedings and Chapter 15
proceedings undertaken by Canwest Global Communications Corp. and
its affiliates (http://bankrupt.com/newsstand/or 215/945-7000).
CANWEST GLOBAL: CCAA Monitor Submits Report on LP Entities
----------------------------------------------------------
FTI Consulting Canada Inc., the Court-appointed monitor under the
proceeding under Companies' Creditors Arrangement Act filed by
Canwest Global Communications Corp. disclosed that Canwest Limited
Partnership/Canwest Societe en Commandite and certain of its
subsidiaries -- the LP Entities -- updated the Ontario Superior
Court of Justice with the Applicants' activities and other events
occurring since January 8, 2010.
Status of the CCAA Proceedings
On January 8, 2010, the LP Entities obtained protection from their
creditors under the CCAA.
Since the date of the Initial Order, the LP Entities have carried
on their businesses in the ordinary course.
On January 13, 2010, the Monitor also completed its mailing of a
notice of the CCAA Proceedings. The mailing was sent to all known
potential creditors except those to which the LP Entities owed
less than C$5,000 as of the date of the Initial Order.
The Monitor has also established a toll free hotline number (1-
888-310-7627) to allow creditors and other interested parties to
contact the Monitor to obtain additional information concerning
the CCAA Proceedings. As of January 20, 2010, the Monitor has
received over 120 calls and e-mails. The Monitor continues to
respond to these enquiries in a timely manner.
As of January 20, the Monitor has not performed a review of any
potential preferences, fraudulent conveyances or other
transactions at undervalue.
The Monitor is not aware of any non-compliance by the LP Entities
with requirements under the CCAA or pursuant to any Order issued
by the Court in the CCAA Proceedings. In the Monitor's view, the
LP Entities have acted and continue to act in good faith and with
due diligence.
Customers & Suppliers
Immediately following the commencement of the CCAA Proceedings,
the LP Entities' senior management contacted key customers and
suppliers to discuss the implications of the CCAA Proceedings on
the LP Entities' business, ongoing requirements, and to seek sales
opportunities and ensure the continued supply of goods and
services.
Senior management continues to communicate with customers to
provide information and respond to questions about the
implications of the CCAA Proceeding. Senior management also
continues to deal with suppliers on an ongoing basis as required
with respect to payment terms for goods and services being
delivered or provided after the date of the Initial Order.
Employees
There have been no significant changes in full-time equivalent
(FTE) employees since the date of the Initial Order. The LP
Entities continue to employ approximately 5,300 FTE unionized and
non-unionized employees in Canada.
Approximately 45% of the LP Entities' employees are unionized
under 43 collective bargaining agreements. Since the commencement
of the CCAA Proceedings and as of January 29, 2010, there have
been no changes in the status of these collective agreements.
Four collective agreements are set to expire in FY2010 and the LP
Entities have already started negotiations with two of the unions
in advance of expirations.
Repudiation of Contracts
Since the date of the Initial Order, the LP Entities have not
issued any repudiation notices. The LP Entities are continuing to
evaluate contracts in order to determine which, if any, are to be
repudiated pursuant to the provisions of the Initial Order.
Claims Process
In accordance with the terms of the Initial Order, on January 12,
2010, the LP Administrative Agent delivered to the LP Entities a
notice setting out the aggregate amount owing by each of the LP
Entities under the LP Credit Agreement as of the filing date and
each LP Secured Lender's pro rata share of same based on the
records of the LP Administrative Agent.
On January 12, 2010, the LP Entities delivered to each Hedging
Secured Creditor a notice setting out the termination amounts
owing by each of the LP Entities to each of the Hedging Secured
Creditors and the rate of interest payable on the amounts.
Under the Claims Process, within five business days of receipt or
posting on the Web site of the Secured Lender Claim Notice or the
Hedging Creditor Claim Notice, the LP Entities, the LP Secured
Lenders and the Hedging Secured Creditors must advise whether the
amounts set out in the Secured Lender Claim Notices or the
Hedging Creditor Claim Notices are incorrect by delivering a
notice of dispute to the Monitor. As of January 20, the Monitor
has not received any notices of dispute.
The draft Initial Order also provides that any LP Senior Lender
which asserts that it's LP Senior Secured Claim includes claims in
addition to the claim for principal or termination amounts, must
notify the Monitor of any additional claims and the amounts
thereof by January 22, 2010. As of January 20, the Monitor has
not received any notices of any additional claims. Accordingly,
those claims are forever extinguished and barred.
Senior Lenders' Plan
Subject to a successful bid as a result of and in accordance with
the terms of the Sale and Investor Solicitation Process (SISP) and
subject to the approval of the LP Secured Lenders and the Hedging
Secured Creditors and obtaining approval of the Court of the
Senior Lenders' Plan, the LP Senior Secured Lenders will, in
accordance with the terms of the Senior Lenders' Plan, exchange
their outstanding secured claims against the LP Entities under the
LP Credit Agreement and the Swap Obligations for their pro rata
shares of the debt and equity to be issued by AcquireCo.
The Senior Lenders' Plan provides that the Senior Lenders' Plan
will only compromise the LP Secured Claims and will not affect or
compromise any other claims against any of the LP Entities.
No holders of the Unaffected Claims will be entitled to vote on or
receive any distributions in respect of their claims. Certain
Unaffected Claims will be paid by the LP Entities, assumed by
AcquireCo or paid in full by the Monitor from the Cash Reserve.
The Monitor has not identified any claims involving Related
Persons, trust claims or any claims that cannot be compromised in
the Senior Lenders' Plan in accordance with the CCAA.
It is intended that following implementation of the Senior
Lenders' Plan, AcquireCo will continue to operate the LP Entities'
businesses in the ordinary course.
The Senior Lenders' Plan does not provide that Sections 38, 95 to
101 of the Bankruptcy and Insolvency Act (Canada) (BIA) do not
apply to it.
Senior Lenders' Meeting
The Initial Order provides that a formal vote of the LP Senior
Secured Lenders under Section 5 of the CCAA on the Senior Lenders'
Plan was to be held last January 27, 2010, and provides procedures
for the conduct of the Senior Lenders' Meeting and voting on the
Secured Lenders' Plan.
Paul Bishop, an officer of FTI, acted as the chair of the Senior
Lenders' Meeting, held 156 proxies from LP Senior Secured Lenders
holding Accepted Senior Voting Claims, thereby, satisfying the
requirement that a quorum of the LP Senior Secured Lenders was
present either in person or by proxy and, accordingly, the Chair
declared that the Senior Lenders' Meeting was properly
constituted.
Results of the Voting
A motion to consider a resolution to approve the Senior Lenders'
Plan was proposed at the Senior Lenders' Meeting and a vote was
called for by the Chair. The LP Senior Secured Lenders at the
Senior Lenders' Meeting voted as a single class as provided in the
Senior Lenders' Plan and the Initial Order.
Jodi Porepa of FTI acted as scrutineer, and tabulated the votes
cast in respect of the Senior Lenders' Plan and the Chair reported
the results at the Senior Lenders' Meeting. The LP Senior Secured
Lenders or their proxy holders voted on the Resolution as:
Votes In Favor of the Plan Against the Plan Total Accepted
Senior Voting
Claims Present
and Voting
-------------------- ---------------- --------------
Number C$000's Number C$000's Number C$000's
-------------------- ---------------- --------------
Accepted
Senior
Voting
Claims 153 C$726,220 4 C$92,718 157 $818,938
Percentage
of the
total
Accepted
Senior
Voting
Claims 97.5% 88.7% 2.5% 11.3% 100% 100%
-----------------------------------------------------------------
The Monitor received 137 proxies by 5 p.m., on January 25, 2010.
The Monitor received and accepted 19 additional proxies submitted
after 5 p.m., the deadline set for submission of proxies in the
Initial Order. The impact of these 19 proxies voted in favor of
the Senior Lenders' Plan do not alter the outcome of the vote.
One LP Senior Secured Lender voted in person at the Senior
Lenders' Meeting.
In summary, 97.5% in number and 88.7% in value of the LP Senior
Secured Lenders holding Accepted Senior Voting Claims present and
voting at the Senior Lenders' Meeting representing in excess of
the majority in number and two-thirds in value voted in favor to
approve the Senior Lenders' Plan. Accordingly, the requisite
majority required by the Initial Order and section 6 of the CCAA
has been obtained.
There were no Unresolved Senior Claims at the time of the Senior
Lenders' Meeting and therefore the voting results were unaffected
by same.
Pursuant to the terms of the Senior Lenders' Plan, the LP Entities
will apply for Court sanction of the Senior Lenders' Plan after
the SISP is completed or terminated pursuant to its terms or Court
Order.
Report on Alternate BIA Proceeding & Whether CCAA
Proceeding Was the Best Course of Action
According to the Monitor, the LP Entities believe that the
stability provided by the CCAA stay of proceedings and the Support
Transaction will enable them to organize their affairs in the
near-to-medium term, maintain employment for as many as possible
of their approximately 5,250 FTE employees in Canada and engage
with their stakeholders in the hopes of achieving a long-term
solution to their current financial issues, including
restructuring debt and balance sheets in order to preserve
enterprise value.
The Monitor also notes that approval of the Senior Lenders' Plan
offers these advantages at this time:
(a) it provides stability for the LP Entities' businesses
for the duration of the SISP while the market is being
tested for potential alternative purchasers of the LP
Entities' businesses;
(b) it provides for a going concern sale to AcquireCo or
another bidder identified during and in accordance with
the SISP; and
(c) the going concern sale to AcquireCo or another bidder is
anticipated to preserve jobs for approximately 5,250 FTE
employees in an already highly distressed newspaper
publishing industry and presents various economic and
social benefits to the Canadian community at large.
In the Monitor's view, a bankruptcy under the BIA in the
alternative to the proceedings under the CCAA would not be more
beneficial to the LP Entities' creditors. The Monitor is also of
the view that the CCAA Proceedings were the best course of action
and that it would not be more beneficial to the LP Entities'
creditors if proceedings in respect of the LP Entities were taken
under the BIA.
Pre-Filing Payments to Certain Suppliers
Pursuant to paragraph 31 (b) of the Initial Order, the Monitor is
directed to report to the Court with respect to any payments made
in connection with "amounts owing for goods and services actually
supplied to the LP Entities, or to obtain the release of goods
contracted for prior to the date of the Order with the prior
consent of the Monitor if, in the opinion of the LP Chief
Restructuring Advisor, in consultation with the LP Entities, the
supplier is critical to the LP Business and ongoing operations of
any of the LP Entities".
As of January 25, 2010, the LP Entities had paid an aggregate of
$7.3 million to newsprint, ink, press equipment, outside printers,
distributors, carriers, freelancers, contractors and other such
critical suppliers. After consultation with the LP Entities, the
LP CRA determined that these suppliers were critical to the LP
Entities' business and all payments were made with the prior
consent of, and following discussions with, the
Monitor.
Receipts and Disbursements
The Monitor also presented to the Court the LP Entities' actual
consolidated net cash outflow for the period from January 4, 2010,
to January 24, 2010. Actual net cash flows for the Current Period
were approximately $17.4 million higher than the Cash Flow
Projection, summarized as:
For the Period from Jan. 4 to Jan. 24, 2010
Forecast Actual Variance
-------- ------- --------
Total Operating Receipts C$70,465,000 C$65,717,000 (C$4,748)
------------ ------------ --------
Disbursements
Payroll & Benefits
Disbursements (27,160,000) (26,375,000) 785,000
Operating Disbursements (24,148,000) (6,284,000) (17,864,000)
Capital Expenditure
Disbursements (1,646,000) (3,000) (1,650,000)
Interest (3,063,000) (3,004,000) (59,000)
------------ ----------- -----------
Total Disbursements (56,018,000) (35,660,000) 20,358,000
------------ ----------- -----------
Net Operating Cashflows 14,447,000 30,057,000 15,610,000
------------ ----------- -----------
National Post (Advances)/
Repayments (1,352,000) (410,000) (942,000)
Restructuring Costs
Professional Fees and
Other Restructuring Fees (3,828,000) (2,623,000) 1,205,000
Critical Supplies Payment (6,000,000) (7,107,000) (1,107,000)
DIP Interest/Fees (1,025,000) (313,000) (712,000)
------------ ----------- -----------
Total Restructuring Costs (10,853,000) (10,042,000) (811,000)
------------ ----------- -----------
Total Net Cashflow 2,242,000 19,605,000 17,362,000
------------ ----------- -----------
Opening Unrestricted Cash 34,655,000 34,655,000 -
Total Cash C$36,897,000 C$54,260,000 C$17,362,000
============ =========== ===========
Cashflow Forecast
The LP Entities have prepared a revised cash flow forecast for the
period January 25, 2010 to April 18, 2010, a copy of which is
available for free at
http://bankrupt.com/misc/LPEntities_WCFJan25toApr18.pdf
It is estimated that for the period of January 25, 2010 to
April 18, 2010, the LP Entities will have total receipts of
$253.2 million, total disbursements relating to operations of
$234.8 million, total net advances to National Post of
$3.3 million, and total disbursements relating to the
restructuring of $18.0 million for net cash flow outflow of
$3.0 million.
It is anticipated that the LP Entities' forecast liquidity
requirements during the Cashflow Forecast Period will continue to
be met by the cash generated from operations and no drawdown on
the DIP Facility is forecast during the Cashflow Forecast Period.
The LP Entities' cash balance as at January 24, 2010 was
approximately $54.3 million.
About Canwest Global
Canwest Global Communications Corp. (TSX: CGS and CGS.A) --
http://www.canwest.com/-- an international media company, is
Canada's largest media company. In addition to owning the Global
Television Network, Canwest is Canada's largest publisher of
English language daily newspapers and owns, operates and holds
substantial interests in conventional television, out-of-home
advertising, specialty cable channels, web sites and radio
stations and networks in Canada, New Zealand, Australia, Turkey,
Indonesia, Singapore, the United Kingdom and the United States.
On October 6, 2009, Canwest Global, Canwest Media Inc., Canwest
Television Limited Partnership (including Global Television,
MovieTime, DejaView and Fox Sports World), The National Post
Company and certain subsidiaries voluntarily entered into, and
successfully obtained an Order from the Ontario Superior Court of
Justice (Commercial Division) commencing proceedings under the
Companies' Creditors Arrangement Act. The CMI Entities'
commencement of these proceedings was undertaken in furtherance of
a proposed recapitalization transaction that is supported by over
70% of holders of the 8% senior subordinated notes issued by CMI.
On the same day, FTI Consulting Canada Inc., the Court-appointed
Monitor in the CCAA proceedings, sought protection in the United
States Bankruptcy Court under Chapter 15 of the United States
Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 09-15994) for
certain of the entities involved in Canwest's television business
that filed for protection under the CCAA, including Canwest,
Canwest Media Inc. and Canwest Global Broadcasting
Inc./Radiodiffusion Canwest Global Inc.
Judge Stuart M. Bernstein presides over the Chapter 15 cases.
Evan D. Flaschen, Esq., at Bracewell & Giuliani LLP, in Hartford,
Connecticut, serves as Chapter 15 Petitioner's counsel. The
Chapter 15 Debtors disclosed estimated assets of $500 million to
$1 billion and estimated debts of $50 million to $100 million.
In a regulatory filing with the U.S. Securities and Exchange
Commission, Canwest Media disclosed C$4,847,020,000 in total
assets and C$5,826,522,000 in total liabilities at May 31, 2009.
Bankruptcy Creditors' Service, Inc., publishes Canwest Bankruptcy
News. The newsletter tracks the CCAA proceedings and Chapter 15
proceedings undertaken by Canwest Global Communications Corp. and
its affiliates (http://bankrupt.com/newsstand/or 215/945-7000).
CANWEST GLOBAL: CSER Wants to Be Appointed as Representative
------------------------------------------------------------
Russell Mils, Blair MacKenzie, Rejean Saumure and Les Bale on
behalf of the Former Salaried Employees and Retirees of Canwest
Publishing Inc./Publications Canwest Inc., Canwest Books Inc.,
Canwest (Canada) and Canwest Limited Partnership and the Canwest
Global Canadian newspaper entities, ask Madam Justice Pepall to
issue an order appointing Russell Mils, Blair MacKenzie, Rejean
Saumure and Les Bales as Representatives of the former Salaried
Employees and Retirees of Canwest Publishing Inc., Canwest Books
Inc., Canwest (Canada) Inc. and Canwest Limited Partnership in the
CCAA Proceedings.
The Parties also ask the Court to rule that Representatives may
determine, advance and compromise any Salaried Employees and
Retirees' claims which now have arisen or may arise at law or
equity or under federal or provincial legislation, including but
not limited to actual or deemed trust claims, secured or unsecured
claims under the BIA, contractual claims, and any claims arising
under pension legislation which may be made against Canwest or its
estate, as the case may be, relating to or arising out of the
Salaried Employees and Retirees' entitlements including to the
Pension Plan or other retirement related benefits.
Moreover, the Representatives also ask the Court to appoint
Nelligan O'Brien Payne LLP and Shibley Righton LLP to represent
the Canwest Salaried Employees and Retirees for all matters
relating to the Claims and any issues affecting the Salaried
Employees and Retirees in the proceedings.
The Representatives are the Steering Committee of the Canwest
Salaried Employees and Retirees Group (CSER), a volunteer group
created in response to the CCAA filling and the Stay Order with a
mandate to defend and protect the severance entitlements,
pensions, retirement payments and other benefits and interests of
Salaried Employees and Retirees.
The Parties relate that the LP Entities' cashflow projections do
not contemplate the continued payment of certain post employment
and post retirement benefits to former employees who are not
represented by a union.
The LP Entities has ceased making payments under all of these
programs which has seriously affected salaried Employees and
Retirees:
(a) All pensions which were paid from sources other than a
registered Pension Plan, including payments in respect of
the Canwest Southam Executive Retirement Arrangements
(SERA), which is a supplemental pension plan and
Retirement Compensation Arrangement (RCA);
(b) Employees who were terminated by the LP Entities prior to
the CCAA filing have had their severance packages
terminated; and
(c) other unsecured claims against the LP Entities which any
Salaried Employees and Retiree may have.
According to Janice B. Payne, Esq., at Nelligan O'Brien Payne LLP,
in Ottawa, Ontario, in addition, the loss of SERA payments for
some Salaried Retirees has meant a substantial reduction of their
monthly income, drastically impacting their quality of life.
These retirees planned their retirement based on the knowledge
that they would be receiving a certain fixed income. They are,
therefore, particularly vulnerable in these proceedings, Ms. Payne
relates.
Moreover, former employees have had their severance entitlements
abruptly terminated, therefore, they have no income and are
vulnerable creditors who on their own will not be able to pursue
claims against the LP Entities.
There are approximately seven Salaried Retirees from across Canada
and approximately over 45 former non-unionized employees, all of
whom are particularly vulnerable to any changes to their fixed
income, that have so far been negatively impacted by the LP
Entities seeking CCAA protection.
Nelligan O'Brien Payne LLP and Shibley Righton LLP currently
represent more than 10 former employees and seven retirees.
CSER currently has members 18 members all of whom have retained
Nelligan O'Brien Payne LLP and Shibley Righton LLP.
Ms. Payne avers that the Salaried Employees and Retirees should be
represented as a group as they are all affected by Canwest
insolvency proceedings. This vulnerable group's interests are not
being protected and their input in these proceedings is crucial,
she said. To the extent that the Unionized Employees and Retirees
are being represented by their unions, their interests are already
being protected. However, should their union elect not to speak
on their behalf, the group could include Unionized Employees and
Retirees, she adds.
About Canwest Global
Canwest Global Communications Corp. (TSX: CGS and CGS.A) --
http://www.canwest.com/-- an international media company, is
Canada's largest media company. In addition to owning the Global
Television Network, Canwest is Canada's largest publisher of
English language daily newspapers and owns, operates and holds
substantial interests in conventional television, out-of-home
advertising, specialty cable channels, web sites and radio
stations and networks in Canada, New Zealand, Australia, Turkey,
Indonesia, Singapore, the United Kingdom and the United States.
On October 6, 2009, Canwest Global, Canwest Media Inc., Canwest
Television Limited Partnership (including Global Television,
MovieTime, DejaView and Fox Sports World), The National Post
Company and certain subsidiaries voluntarily entered into, and
successfully obtained an Order from the Ontario Superior Court of
Justice (Commercial Division) commencing proceedings under the
Companies' Creditors Arrangement Act. The CMI Entities'
commencement of these proceedings was undertaken in furtherance of
a proposed recapitalization transaction that is supported by over
70% of holders of the 8% senior subordinated notes issued by CMI.
On the same day, FTI Consulting Canada Inc., the Court-appointed
Monitor in the CCAA proceedings, sought protection in the United
States Bankruptcy Court under Chapter 15 of the United States
Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 09-15994) for
certain of the entities involved in Canwest's television business
that filed for protection under the CCAA, including Canwest,
Canwest Media Inc. and Canwest Global Broadcasting
Inc./Radiodiffusion Canwest Global Inc.
Judge Stuart M. Bernstein presides over the Chapter 15 cases.
Evan D. Flaschen, Esq., at Bracewell & Giuliani LLP, in Hartford,
Connecticut, serves as Chapter 15 Petitioner's counsel. The
Chapter 15 Debtors disclosed estimated assets of $500 million to
$1 billion and estimated debts of $50 million to $100 million.
In a regulatory filing with the U.S. Securities and Exchange
Commission, Canwest Media disclosed C$4,847,020,000 in total
assets and C$5,826,522,000 in total liabilities at May 31, 2009.
Bankruptcy Creditors' Service, Inc., publishes Canwest Bankruptcy
News. The newsletter tracks the CCAA proceedings and Chapter 15
proceedings undertaken by Canwest Global Communications Corp. and
its affiliates (http://bankrupt.com/newsstand/or 215/945-7000).
CARDTRONICS INC: Swings to $1.5-Mil. Net Income in Q4 2009
----------------------------------------------------------
Cardtronics Inc. disclosed Thursday its financial results for the
quarter and year ended December 31, 2009.
GAAP net income for the quarter totaled $1.5 million, compared to
a $58.4 million GAAP net loss during the same quarter in 2008.
The 2008 net loss figure includes a non-cash charge totaling
$50 million related to the impairment of the Company's goodwill
associated with its United Kingdom operation as of December 31,
2008.
For the fourth quarter of 2009, revenues totaled $124.8 million,
representing a 6% increase from the $118.2 million in revenues
generated during the fourth quarter of 2008. This increase
reflects 8% growth in the Company's core business operations,
which include the Company's higher-margin domestic large-account
ATM placement, branding and international businesses, offset
somewhat by a decline in the Company's lower-margin merchant-owned
account base and lower equipment sales, as merchants and financial
institutions continued to spend less capital in the current
economic environment. Although these declines negatively impacted
the year-over-year revenue comparison, the gross profit impact of
such declines was negligible as the Company's gross margins
increased to 31% for the fourth quarter of 2009 compared to 24%
for the same period in 2008. The significant increase in the
Company's core revenues was driven by continued strong cash
withdrawal transaction trends in all of the Company's operating
segments, coupled with increased bank branding and surcharge-free
network revenues in the United States. Furthermore, unlike the
previous quarters during 2009, the impact of foreign currency
exchange rate movements on the Company's comparative results for
the fourth quarter of 2009 was negligible.
Adjusted EBITDA totaled $27.6 million for the fourth quarter of
2009, compared to $19.1 million for the fourth quarter of 2008,
and Adjusted Net Income totaled $6.8 million ($0.17 per diluted
share), compared to Adjusted Net Income of $718,000 ($0.02 per
diluted share) for the fourth quarter of 2008. These increases
were primarily attributable to significantly higher gross margins
in 2009 when compared to 2008, driven by the increase in revenues,
the continued shifting of revenues from lower-margin surcharge
revenues to higher-margin interchange and surcharge-free network
and bank branding revenues, and the Company's ability to leverage
its fixed cost infrastructure to generate strong margins from
those higher revenues. In particular, the Company experienced
noticeable declines in its maintenance and armored car expenses
during the most recent quarter, despite the significant increase
in revenues discussed above. Additionally, the Company's vault
cash rental costs were significantly lower in 2009 when compared
to 2008 due to lower overall market interest rates.
Full-Year Results
Revenues totaled $493.4 million for the year ended December 31,
2009, which is comparable to the $493.0 million in revenues
recorded during the year ended December 31, 2008. Although total
revenues remained fairly constant between the two years,
approximately $18.1 million in revenues shifted from surcharge
revenue and equipment sales in 2008, to interchange and surcharge-
free network and bank branding revenues in 2009. This shift was
primarily due to the mix shift from the Company's merchant-owned
account base to its core business operations.
Adjusted EBITDA totaled $110.4 million for the year ended
December 31, 2009, representing a 35% increase over the
$81.9 million in Adjusted EBITDA for the same period in 2008.
Adjusted Net Income totaled $26.5 million ($0.67 per diluted
share) for 2009, which was significantly higher than the
$7.6 million ($0.19 per diluted share) generated during 2008.
Increases in both Adjusted EBITDA and Adjusted Net Income were
primarily due to the same factors noted above for the Company's
quarterly results.
The Company recorded GAAP net income for the year ended
December 31, 2009, of $5.3 million, compared to a GAAP net loss of
$71.4 million during 2008. As previously mentioned, the 2008 net
loss figure includes a $50 million goodwill impairment charge
related to the Company's United Kingdom segment. Excluding this
goodwill impairment charge, the Company's year-over-year
improvement was primarily attributable to the factors identified
above in the discussion of Adjusted EBITDA and Adjusted Net
Income.
Liquidity
The Company's $175.0 million revolving credit facility does not
expire until May 2012 and is led by a syndicate of leading banks.
As of December 31, 2009, the Company had no amounts outstanding
under the facility and $4.7 million in letters of credit posted
under the facility, leaving $170.3 million in available, committed
funding. The Company relates that it is currently in compliance
with the covenants contained within this facility and would
continue to be in compliance even in the event of substantially
higher borrowings or substantially lower Adjusted EBITDA amounts.
The Company's remaining indebtedness includes $235,000 of capital
leases in the United States, $9.8 million of equipment loans in
Mexico, and $297.2 million in senior subordinated notes, net of
discounts. The fixed rate senior subordinated notes require no
amortization prior to their August 2013 maturity date and contain
no maintenance covenants and only limited incurrence covenants
under which the Company has considerable flexibility.
The continued generation of pre-tax operating profits could
subject the Company to increased federal, state and local income
tax cash obligations in many of its jurisdictions. However, the
Company currently has in excess of $38 million of domestic federal
net operating loss carryforwards that can be utilized to help
offset such future cash tax obligations, subject to certain
restrictions and limitations.
A full-text copy of the Company's press release dated February 11,
2010, available for free at http://researcharchives.com/t/s?525a
About Cardtronics Inc.
Headquartered in Houston, Texas, Cardtronics, Inc. --
http://www.cardtronics.com/-- is the world's largest non-bank
owner of ATMs. Cardtronics operates over 33,400 ATMs across its
portfolio, with ATMs in every major market in the United States
and Puerto Rico, over 2,600 ATMs throughout the United Kingdom,
and over 2,600 ATMs throughout Mexico. Major merchant clients
include 7-Eleven(R), Chevron(R), Costco(R), CVS(R)/pharmacy,
ExxonMobil(R), Rite Aid(R), Safeway(R), Sunoco(R), Target(R), and
Walgreens(R).
* * *
At December 31, 2009, the Company's consolidated balance sheets
showed $460.4 million in total assets and $461.7 million in total
liabilities, resulting in a $1.3 million shareholders' deficit.
The Company's consolidated balance sheets at December 31, 2009,
also showed strained liquidity with $53.1 million in total current
assets available to pay $100.4 million in total current
liabilities.
As reported in the Troubled Company Reporter on November 17, 2009,
Moody's Investors Service upgraded the ratings of Cardtronics,
Inc., to 'B2' from 'B3'. The outlook was changed to positive.
This concludes the ratings review that was initiated in August
2009.
CERUS CORPORATION: Compensation Panel Approves Amend Bonus Plan
---------------------------------------------------------------
The Compensation Committee of the Board of Directors of Cerus
Corporation approved an amendment to the bonus plan for senior
management.
Under the terms of the Plan, as amended, at the beginning of
each Plan Year, the Compensation Committee will establish the
commercial goals and strategic goals applicable to the effective
Plan Year, the achievement of which may trigger bonus payments to
eligible members of Senior Management of the Company.
At the beginning of each Plan Year, in addition to establishing
the commercial and strategic goals for that Plan Year, the
Compensation Committee will determine:
a) the relative weight to be assigned to the commercial goals
and the strategic goals, relative to each other, in
determining the bonus pool; and
b) with respect to the commercial goals
-- the relative weight to be assigned to each commercial
goal, relative to the other commercial goals, in
determining the commercial goal component, and
-- a threshold, target and stretch metric for each of the
commercial goals.
At the end of each Plan Year, the Compensation Committee will
determine the extent to which the Company has achieved the
threshold, target or stretch metric of each commercial goal and
the Chief Executive Officer, subject to final approval by the
Compensation Committee, will determine the extent to which the
Company has achieved the strategic goals.
Based on the extent to which the commercial goals and the
strategic goals have been achieved, the Compensation Committee
will establish a multiple that will then be applied to the
Employee Base Pay Component to determine the size of the bonus
pool.
The bonus pool will then be allocated to the eligible employees by
the Chief Executive Officer and submitted to the Compensation
Committee for approval. However, any allocation to the Chief
Executive Officer will be determined by the Compensation
Committee.
A full-text copy of the Bonus Plan for Senior Management is
available for free at http://ResearchArchives.com/t/s?524e
Going Concern Doubt
At September 30, 2009, the Company's consolidated balance sheets
showed $43.0 million in total assets, $17.2 million in total
liabilities, and $25.8 million in total shareholders' equity.
Ernst & Young LLP, in Palo Alto, Calif., expressed substantial
doubt about Cerus Corporation's ability to continue as a going
concern after auditing the Company's consolidated financial
statements for the years ended December 31, 2008, and 2007. The
auditors pointed to the Company's recurring operating losses and
negative cash flows from operating activities from inception
through December 31, 2008.
About Cerus Corporation
Cerus Corporation (NASDAQ: CERS) -- http://www.cerus.com/-- is a
biomedical products company focused on commercializing the
INTERCEPT Blood System to enhance blood safety. The INTERCEPT
Blood System is designed to inactivate blood-borne pathogens in
donated blood components intended for transfusion. Cerus
currently markets the INTERCEPT Blood System for both platelets
and plasma in Europe, Russia, the Middle East and selected
countries in other regions around the world. The INTERCEPT red
blood cell system is currently in clinical development.
CERVANTES ORCHARDS: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Cervantes Orchards and Vineyards LLC
5881 Bethany Rd
Sunnyside, WA 98944
Bankruptcy Case No.: 10-00787
Type of Business:
Chapter 11 Petition Date: February 12, 2010
Court: United States Bankruptcy Court
Eastern District Of Washington (Spokane/Yakima)
Judge: John A. Rossmeissl
Debtor's Counsel: Steven H. Sackmann, Esq.
Sackmann Law Office
PO Box 409
Othello, WA 99344
Tel: (509) 488-5636
Fax: (509) 488-6126
Email: steve@sackmannlaw.com
Estimated Assets: $10,000,001 to $50,000,000
Estimated Debts: $1,000,001 to $10,000,000
The petition was signed by Jose G. Cervantes, the company's
member.
Debtor's List of 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
D&K Properties Warehouse Services $249,156
Ochoa Foods
Roza Irrigation District Water Services $129,633
Snokist Growers Supplies $89,829
HR Spinner Corp Supplies $76,507
Rain & Hail Insurance Crop Insurance $40,000
Benton REA Electric Services $37,724
Sunnyside Valley Water Services $27,224
Irrigation
Pacific Power Electric Services $21,252
Andrus & Roberts Warehouse Services $20,355
ADB Bank Insurance $17,649
Breshears Bees Supplies $17,400
Famous Software Inc. Supplies $16,713
Central WA Refrigeration Supplies $13,000
Repairs
Department of Agriculture Licensing $12,157
Inspection Services
Amerigas Gas Services $10,621
Grandview Lumber Supplies $9,329
Lower Valley Machine Shop Repairs $7,490
Don Wilton Surveying Surveying Services $7,209
Apple Valley Fuel Fuel Services $6,788
Packing House Services Packing Services $5,525
Inc.
CHAMPION ENTERPRISES: Entry into Sales Pact with Investors Okayed
-----------------------------------------------------------------
In a regulatory filing Wednesday, Champion Enterprises, Inc.
disclosed that on February 8, 2010, the U.S. Bankruptcy Court in
the District of Delaware issued an order approving its entry into
an Asset Purchase Agreement with Champion Enterprises Holdings,
LLC and New Champion Homes, Inc. The Asset Purchase Agreement
provides, among other things, for the sale of substantially all
assets of Champion Enterprises.
New Champion Homes was formed by new equity investors. Absent
higher and better bids at the auction, New Champion Homes will
purchase the assets:
The order also provides, among other things, for an auction
process on March 1, 2010, and a final sales hearing on March 2,
2010.
A full-text copy of the asset purchase agreement is available at
no charge at http://researcharchives.com/t/s?5255
A full-text copy of the Court's order is available at no charge
at http://researcharchives.com/t/s?5256
About Champion Enterprises
Troy, Michigan-based Champion Enterprises, Inc., and its
subsidiaries are international manufacturers of factory-built
homes and steel-framed modular buildings, with operations in the
United States, Canada and the United Kingdom. Buildings
constructed by Champion and its subsidiaries consist of both
single and multi-module units designed for either commercial or
residential purposes. Champion products range from single-module
HUD-Code homes to sophisticated commercial structures such as
hotels.
The Company filed for Chapter 11 on November 15, 2009 (Bankr. D.
Del. Case No. 09-14019). The Company's affiliates also filed
separate bankruptcy petitions. James E. O'Neill, Esq., Laura
Davis Jones, Esq., Mark M. Billion, Esq., Timothy P. Cairns, Esq.,
at Pachulski Stang Ziehl & Jones LLP, assist Champion in its
restructuring effort. The Company listed $576,527,000 in assets
and $521,337,000 in liabilities as of October 3, 2009.
CHEMITEK 2006: Section 341(a) Meeting Scheduled for March 10
------------------------------------------------------------
The U.S. Trustee for Region 3 will convene a meeting of creditors
in Chemitek 2006, LLC's Chapter 11 case on March 10, 2010, at
10:00 a.m. The meeting will be held at Office of the US Trustee,
Raymond Boulevard, One Newark Center, Suite 1401, Newark, NJ
07102-5504.
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.
River Vale, New Jersey-based Chemitek 2006, LLC, dba River Vale
Country Club, filed for Chapter 11 bankruptcy protection on
February 5, 2010 (Bankr. D. N.J. Case No. 10-13393). Vincent F.
Papalia, Esq., at Saiber, LLC, 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.
CHRISTOPHER KEVIN LEARY: Case Summary & 9 Largest Unsec. Creditors
------------------------------------------------------------------
Debtor: Christopher Kevin Leary
fka 2008 Acquisition, LLC.
6827 Island Cr.
Midland, TX 79707
Bankruptcy Case No.: 10-70054
Chapter 11 Petition Date: February 12, 2010
Court: United States Bankruptcy Court
Western District of Texas (Midland)
Judge: Craig A. Gargotta
Debtor's Counsel: Vivian Lea Borland, Esq.
213 North Main, Ste. 101
Midland, TX 79701
Tel: (432) 684-5290
Email: dora@borlandlaw.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
A full-text copy of Mr. Leary's petition, including a list of his
9 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/txwb10-70054.pdf
The petition was signed by Mr. Leary.
CHRYSLER LLC: Cummins Diesel Extends Contract
---------------------------------------------
Cummins Diesel Inc. has renewed its agreement with Chrysler to
supply turbo-diesel engines for heavy-duty models, Automobile
Magazine reported.
"The Chrysler business continues to be a key part of our midrange
engine business, and we're proud to continue working with Chrysler
to develop best-in-class products that customers can depend on,"
Automobile Magazine quoted Dave Crompton, vice president and
general manager of midrange engines at Cummins, as saying.
Neither party disclosed how long the new agreement will last
although Cummins describes it as a "multiyear extension."
Cummins and Chrysler first partnered to offer a turbo-diesel in
the 1989 Ram, with projected sales of fewer than 5000 engines.
Actual sales, however, exceeded 20,000 units in that year.
Since 1989, Cummins has produced over 1.7 million engines for
heavy-duty Ram models. Today, close to 80%of Ram heavy-duty
buyers prefer the current Cummins option, which is a 6.7-liter
turbo-diesel I-6, according to the report.
About Chrysler Group LLC
Chrysler Group LLC, formed in 2009 from a global strategic
alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge, Ram
Truck, Mopar(R) and Global Electric Motorcars (GEM) brand vehicles
and products. Headquartered in Auburn Hills, Michigan, Chrysler
Group LLC's product lineup features some of the world's most
recognizable vehicles, including the Chrysler 300, Jeep Wrangler
and Ram Truck. Fiat will contribute world-class technology,
platforms and powertrains for small- and medium-sized cars,
allowing Chrysler Group to offer an expanded product line
including environmentally friendly vehicles.
About Chrysler LLC
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)
CHRYSLER LLC: In Talks to Keep Sterling Heights Plant Open
----------------------------------------------------------
Chrysler Group LLC is in talks to take back its assembly plant in
Sterling Heights, Michigan, according to a report by The Oakland
Press.
Chrysler Group spokeswoman Jodi Tinson confirmed that the auto
maker is negotiating with Chrysler LLC, the holding company it
left behind in bankruptcy court to purchase the plant but they do
not have a deal yet, the report said.
Ms. Tinson did not outline Chrysler's future plans for the
Sterling Heights plant.
The plant was left behind with other discarded assets in Chrysler
LLC, which remains under bankruptcy protection. The U.S.
Bankruptcy Court for the Southern District of New York, which
oversees the bankruptcy case, supervises the disposition of old
assets, with the cash generated from sales to be turned over to
creditors.
The plant manufactures the Chrysler Sebring and Dodge Avenger.
Chrysler Group previously planned to shut down the plant at the
end of 2010 but reversed its decision after it decided to produce
upgraded versions of the Avenger and Sebring models through 2012.
Ms. Tinson said Chrysler Group was offered a tax break by the
Sterling Heights City Council if it agrees to keep the plant open,
and was given until February 16 to reach a deal to take it back,
according to another report by Reuters.
The City Council on January 19 gave Chrysler Group until February
2 to complete the agreement but it proved to be time consuming.
Consequently, Chrysler Group sought and received an extension of
the deadline, The Detroit News reported.
The extension means Chrysler Group needs to transfer the plant's
ownership from Chrysler LLC to the operating auto maker so the tax
abatements can be transferred accordingly. Chrysler Group would
be eligible for $7.4 million in continued tax abatements if the
transfer is completed, according to The Detroit News.
Sergio Marchionne, chief executive officer of Chrysler Group, said
it is premature to discuss whether the automaker would make the
Sterling Heights plant part of its ongoing operations, according
to the Reuters report.
About Chrysler Group LLC
Chrysler Group LLC, formed in 2009 from a global strategic
alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge, Ram
Truck, Mopar(R) and Global Electric Motorcars (GEM) brand vehicles
and products. Headquartered in Auburn Hills, Michigan, Chrysler
Group LLC's product lineup features some of the world's most
recognizable vehicles, including the Chrysler 300, Jeep Wrangler
and Ram Truck. Fiat will contribute world-class technology,
platforms and powertrains for small- and medium-sized cars,
allowing Chrysler Group to offer an expanded product line
including environmentally friendly vehicles.
About Chrysler LLC
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)
CHRYSLER LLC: New Chrysler January Non-US Sales Increase 9%
-----------------------------------------------------------
Chrysler Group LLC announced in a February 3 statement that it
sold 11,465 vehicles outside North America in January, an increase
of 9 percent in units sold compared to January 2009.
This improvement is the first year-over-year sales increase in 20
months since the company reported a 5 percent increase in May
2008.
Vehicle sales in China increased 132 percent year-over-year and
Colombia and Chile reported their best January ever.
Compared to January 2009, the Jeep(R) brand increased sales 16
percent, the Chrysler brand improved 7 percent and the Dodge brand
posted a 4 percent increase.
"We are glad to see this gradual recovery and return of stability
to our key markets outside the U.S. After a very tough year, this
bodes well for the future and is in line with our expectations.
We confidently expect to solidify our international business this
year, as we benefit even further from our alliance with the Fiat
Group," said Mike Manley, President and Chief Executive Officer -
Jeep(R) Brand, Chrysler Group LLC and Lead Executive for the
International Organization, in a statement.
Regional Sales
In the Asia Pacific region, Chrysler Group sold 2,967 vehicles, a
55 percent increase compared to January 2009. China was the
market leader for the region and the company with 1,871 vehicles
sold.
Combined sales in Africa, Middle East, Eastern Europe and Russia
also improved 55 percent compared to the prior year. The company
sold 2,631 vehicles in the region.
In Latin America, Chrysler Group sold 2,357 vehicles in January.
Sales volumes decreased 9 percent due to economic turmoil in some
key markets. Puerto Rico was the market leader with 585 vehicles
sold, an increase of 31 percent compared to the prior year.
In Western and Central Europe, Chrysler Group sold 3,400 vehicles,
a 21 percent decrease compared to January 2009. Italy was the
market leader with 877 vehicles sold.
Brand Sales
The Jeep brand sold 5,265 vehicles outside North America in
January. The Jeep Wrangler led the brand and the company with
1,793 vehicles sold, a 72 percent increase compared to the prior
year.
The Dodge brand sold 3,687 vehicles outside North America. The
Dodge Journey led the brand with 1,745 vehicles, an improvement of
47 percent compared to January 2009.
The Chrysler brand sold 2,236 vehicles outside North America. The
Chrysler 300C Sedan led the brand with 925 vehicles sold, an
increase of 109 percent compared to the previous year.
The Ram brand sold 277 vehicles in January. The Ram brand is sold
in select markets outside North America.
Chrysler Group sells and services vehicles in more than 120
countries around the world.
Chrysler Group Says January U.S. Sales Improved
In another statement dated February 2, Chrysler Group announced
that January U.S. sales vehicle data continues to show
improvement, following two quarters of increasing share. The
popular Dodge Journey, which in 2010 delivers more excitement,
functionality and value, posted year-over-year gains for the third
consecutive month. In addition, the Jeep(R) brand saw half of its
line-up improve sales year-over-year, reinforcing the Jeep brand's
heritage as the authentic SUV with class-leading capability,
craftsmanship and versatility for people who seek extraordinary
journeys.
"The Company continues to make positive strides each month and
that trend continued in January," said Fred Diaz, President and
Chief Executive Officer-Ram Brand and Lead Executive for the Sales
Organization, Chrysler Group LLC. "With refreshed products and
all-new models hitting the marketplace this year, Chrysler Group
employees and dealers are excited to share with consumers all the
good things happening in 2010."
Chrysler Group reported total U.S. sales for January of 57,143
units. U.S. sales decreased 8 percent compared with the same
period last year (62,157 units). Inventory (172,803 units) is
down 52 percent compared with January 2009 (359,980 units),
representing a 73-day supply. Overall industry figures for
January are projected to come in at an estimated 10.9 million
SAAR.
January Brand U.S. Sales Highlights
* Dodge Brand sales up 1 percent compared with the same time
period last year
* Dodge Journey sales increase year-over-year for the
third month in a row
* Dodge Nitro sales climb 13 percent compared with the
previous month
* Ten Chrysler Group vehicles saw year-over-year sales
increases in January:
* Chrysler Brand vehicles included the Sebring Sedan,
Sebring Convertible and the world's first luxury
minivan, the Town & Country
* Jeep Brand vehicles were the Jeep Compass, Grand
Cherokee and Commander
* Dodge Car vehicles included the Caliber, Avenger,
Journey and Grand Caravan, with more minivans sold to
date than any other minivan in the United States
Incentives
Chrysler Group is offering current Tundra, Tacoma and Sienna
owners an additional $1,000 trade-in bonus cash with the purchase
or lease of any new Chrysler, Jeep(R), Dodge car or Ram truck. In
addition, $1,000 bonus cash is available to all Toyota returning
lessees who purchase or lease a new Chrysler, Jeep, Dodge car or
Ram truck vehicle.
The company will continue its "Zero Percent Financing" for most
2010 model year vehicles as well as its expanded "Invest in
America" partnership with more than 90 million credit union
members in the United States. The credit union member-preferred
pricing program has been expanded to include all 2010 model year
vehicles.
Chrysler Brand
Consumers purchasing Chrysler brand vehicles can choose 0 percent
financing for up to 60 months or 1.9 percent financing for 72
months through GMAC Financial Services, or consumer cash of up to
$3,000. In addition, consumers who purchase a Chrysler 300 can
receive "no charge" all-wheel drive. Also, consumers who purchase
a Chrysler 300 can choose a "no charge" HEMI(R) engine in lieu of
consumer cash or 0 percent financing.
Jeep Brand
Consumers who purchase a Jeep brand vehicle can choose 0 percent
financing for up to 60 months or 1.9 percent financing for 72
months through GMAC Financial Services or consumer cash of up
$4,000. Consumers who purchase or lease a new 2010 model year Jeep
Liberty, Grand Cherokee or Commander and finance the purchase
through GMAC Financial Services are eligible for $1,000 GMAC Bonus
Cash.
Dodge Car Brand
Consumers purchasing most Dodge Car brand vehicles can choose 0
percent financing for up to 60 months or 1.9 percent financing for
72 months through GMAC Financial Services or consumer cash of up
$3,000. In addition, consumers who purchase a Dodge Charger can
receive "no charge" all-wheel drive. Also, consumers who purchase
a Charger can choose a "no charge" HEMI engine in lieu of consumer
cash or 0 percent financing. Qualified customers purchasing a
2010 Dodge Challenger are eligible for 1.9 percent financing for
up to 60 months, or 3.9 percent financing for 72 months.
Ram Truck Brand
Consumers who purchase a Ram truck can choose 0 percent financing
for up to 60 months or financing as low as 1.9 percent for 72
months through GMAC Financial Services or consumer cash of up
$3,500.
Leasing
Chrysler Group is offering attractive lease rates on several 2010
model year vehicles including:
* Jeep Wrangler Sport two-door 4x4 for $229 per month with
approximately $2,800 due at signing
* Dodge Journey SE for $249 per month with approximately
$2,800 due at signing
* Chrysler Town & Country LX for $289 per month with
approximately $2,900 due at signing
* Ram 1500 Quad Cab ST 4x4 for $299 per month with
approximately $2,900 due at signing
The incentives are valid through March 1, 2010.
About Chrysler Group LLC
Chrysler Group LLC, formed in 2009 from a global strategic
alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge, Ram
Truck, Mopar(R) and Global Electric Motorcars (GEM) brand vehicles
and products. Headquartered in Auburn Hills, Michigan, Chrysler
Group LLC's product lineup features some of the world's most
recognizable vehicles, including the Chrysler 300, Jeep Wrangler
and Ram Truck. Fiat will contribute world-class technology,
platforms and powertrains for small- and medium-sized cars,
allowing Chrysler Group to offer an expanded product line
including environmentally friendly vehicles.
About Chrysler LLC
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: Gets Nod for A&M as Restructuring Advisor
---------------------------------------------------------------
Citadel Broadcasting Corp. and its units obtained authority from
the Bankruptcy Court to employ Alvarez & Marsal North America LLC
as their restructuring advisor, nunc pro tunc to the Petition
Date.
To effectively restructure their business and implement a
successful plan of reorganization, the Debtors submit that they
require the services of a capable and experienced restructuring-
advisory firm to assist with various operational issues that will
arise during the course of the Chapter 11 cases. They tell the
Court that A&M's resources and capabilities, together with its
prepetition experience advising the Debtors, complements the
services offered by the Debtors' other restructuring
professionals and render its retention integral to the Debtors'
success in the Chapter 11 cases.
Before the Petition Date, the Debtors engaged A&M to provide
restructuring advisory services in preparation for the Chapter 11
cases on June 18, 2009. Since the beginning of its engagement,
A&M has, among other things, familiarized itself with the
Debtors' businesses, advised the Debtors on short-term cash
management and coordinated the Debtors' preparation for their
Chapter 11 cases.
As the Debtors' restructuring advisor, A&M will provide these
services:
(a) assistance in planning and preparation for a potential
Chapter 11 bankruptcy filing, including assistance with
the preparation of the Debtors' schedules and statements
of financial affairs;
(b) assistance, upon request, with the evaluation of financial
restructuring-related issues and with the preparation of
related documentation, including, without limitation 13-
week cash flow projections, cash collateral projections
and debtor-in-possession financing projections as related
to a potential Chapter 11 filing;
(c) assistance with preparation of the plan and disclosure
statement including, without limitation assistance with
preparation of a liquidation analysis;
(d) assistance with Chapter 11 administrative and reporting
requirements, including assistance with preparation of
monthly operating reports and other Chapter 11 reporting
requirements;
(e) assistance with claims management services; and
(f) other activities as are approved by the Debtors' Board of
Directors and agreed to by A&M.
The Debtors, in addition to reimbursement of A&M's necessary out-
of-pocket expenses, will pay A&M based on its standard hourly
rates:
Managing Director $650 to $850
Directors $450 to $650
Associates $350 to $450
Analysts $250 to $350
Claims Management Services $250 to $625
The Debtors will indemnify and hold harmless A&M and its
affiliates, directors, officers, partners, members, agents,
employees or controlling persons of A&M or any of its affiliates
under certain circumstances. However, A&M will not be
indemnified in the case of its own bad-faith, self-dealing,
breach of fiduciary duty, gross negligence or willful misconduct.
Furthermore, in no event will A&M be indemnified if the Debtors
or their representative asserts a claim for, and a court
determines by final order that the claim arose out of, A&M's own
bad-faith, self-dealing, breach of fiduciary duty, gross
negligence or willful misconduct.
Michael D. Kang, a managing director at A&M, assures the Court
that his firm is a "disinterested person" as that term is defined
in Section 101(14) of the Bankruptcy Code.
About Citadel Broadcasting
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)
CITADEL BROADCASTING: Gets Nod to Employ Kirkland as Lead Counsel
-----------------------------------------------------------------
Citadel Broadcasting Corp. and its units obtained authority from
the Bankruptcy Court for authority to employ Kirkland & Ellis LLP
as their lead bankruptcy counsel, nunc pro tunc to the Petition
Date.
Randy L. Taylor, the Debtors' senior vice president and chief
financial officer, tells the Court that K&E is well-qualified and
uniquely able to represent the Debtors in an efficient and timely
manner because it has extensive expertise in the field of
debtors' protections and creditors' rights and business
reorganizations under Chapter 11 of the Bankruptcy Code and other
insolvency laws. Moreover, K&E is extremely familiar with the
Debtors' business and management team because it has represented
the Debtors in various matters since June 2003, he says.
As the Debtors' bankruptcy counsel, K&E will perform these
services:
a. advising the Debtors with respect to their powers and
duties as debtors-in-possession in the continued management
and operation of their businesses and properties;
b. advising and consulting on the conduct of the Chapter 11
cases, including all of the legal and administrative
requirements of operating in Chapter 11;
c. attending meetings and negotiating with representatives of
the creditors and other parties-in-interest;
d. taking all necessary action to protect and preserve the
Debtors' estates, including prosecuting actions on the
Debtors' behalf, defending any action commenced against the
Debtors and representing the Debtors' interests in
negotiations concerning all litigation in which the Debtors
are involved in, including objections to claims filed
against the Debtors' estates;
e. preparing all pleadings, including motions, applications,
answers, orders, reports and papers necessary or otherwise
beneficial to the administration of their estates;
f. representing the Debtors in connection with obtaining
postpetition financing;
g. advising the Debtors in connection with any potential sale
of assets;
h. appearing before the Court and any appellate courts to
represent the interests of the Debtors' estates before
those courts;
i. consulting with the Debtors regarding tax matters;
j. taking any necessary action on behalf of the Debtors to
negotiate, prepare on behalf of the Debtors and obtain
approval of a Chapter 11 plan and all related documents;
and
k. performing all other necessary or otherwise beneficial
legal services for the Debtors in connection with the
prosecution of the Chapter 11 cases, including (i)
analyzing the Debtors' leases and contracts and their
assumptions, rejections or assignments; (ii) analyzing the
validity of liens against the Debtors; (iii) advising the
Debtors on corporate and litigation matters; and (iv)
advising the Debtors with respect to certain bankruptcy-
related securities and corporate formation and governance
matters.
The Debtors will pay K&E on an hourly basis. K&E's current
hourly rates are:
Partners $580 to $995
Of Counsel $435 to $995
Associates $340 to $370
Paraprofessionals $135 to $285
These professionals are presently expected to have primary
responsibility for providing services to the Debtors:
Professional Hourly Rate
------------ -----------
Jonathan S. Henes $895
Joshua A. Sussberg $660
Sarah Hiltz Seewer $640
In addition, the Debtors will reimburse K&E's necessary out-of-
pocket expenses.
Jonathan S. Henes, Esq., a partner at K&E, assures the Court that
his firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code.
About Citadel Broadcasting
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)
CITADEL BROADCASTING: Intercompany Claims Given Admin. Priority
---------------------------------------------------------------
Citadel Broadcasting Corp. and its units obtained approval from
the Bankruptcy Court to grant administrative expense priority to
all inter-company claims.
"All Intercompany Claims against a Debtor by another Debtor
affiliate arising after the Petition Date shall be accorded
administrative expense priority in accordance with sections
503(b) and 507(a)(2) of the Bankruptcy Code," Judge Burton R.
Lifland ruled in his final order dated February 3, 2010, deemed
effective December 21, 2009.
In the ordinary course of business, Citadel and its units maintain
business relationships with each other, resulting in intercompany
receivables and payables in the ordinary course of business.
For example, says Jonathan S. Henes, Esq., at Kirkland & Ellis
LLP, in New York, funds are transferred from Citadel Broadcasting
Company to Citadel Broadcasting Corporation for investment
purposes, and cash transfers are made between the two entities
for payment of interest on intercompany loans. In addition,
Citadel Broadcasting Company and Alphabet Acquisition Corp., both
Debtors, also pay certain overhead costs and operating expenses
and collect vendor payables and accounts receivables on behalf of
Debtors subsidiaries. The costs and revenues, as well as income
taxes and management fees, are then allocated among the legal
entities resulting in Intercompany Claims.
Mr. Henes discloses that the Debtors track all fund transfers
electronically in their accounting system and can ascertain,
trace and account for Intercompany Transactions. He notes,
however, that at the same time, if the Intercompany Transactions
were to be discontinued, the Cash Management System and related
administrative controls would be disrupted to the Debtors'
detriment.
To ensure each individual Debtor will not permanently fund the
operations of an affiliated entity, the Debtors ask that all
Intercompany Claims against a Debtor by another Debtor, arising
after the Petition Date as a result of ordinary course
Intercompany Transactions, be accorded administrative expense
priority. If Intercompany Claims are accorded administrative
expense priority, each entity utilizing funds flowing through the
Cash Management System should continue to bear ultimate repayment
responsibility for the ordinary course transactions, Mr. Henes
submits.
About Citadel Broadcasting
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)
CITADEL BROADCASTING: Bank Debt Trades at 19% Off
-------------------------------------------------
Participations in a syndicated loan under which Citadel
Broadcasting Corporation is a borrower traded in the secondary
market at 80.50 cents-on-the-dollar during the week ended Friday,
Feb. 12, 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. 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 190 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday.
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)
CITIZEN FIRST: To Voluntarily Delist From NASDAQ
------------------------------------------------
Citizens First Bancorp, Inc., the holding company for CF Bancorp,
announced today that it has given formal written notice to the
NASDAQ Stock Market of its intention to voluntarily delist its
common stock from the NASDAQ Capital Market.
The Company previously reported that its Board of Directors
instructed management to prepare an analysis of the alternatives
to the continued listing of its common stock on the NASDAQ Global
Select Market, including the transfer to The NASDAQ Capital Market
or trading of the Company's securities on the OTC Bulletin Board.
Based on management's recommendation, the Company thereafter
applied for and transferred from the NASDAQ Global Select Market
to the NASDAQ Capital Market on December 16, 2009. The decision
to delist from the NASDAQ Capital Market has now been reached as
part of the Company's overall strategy to conserve resources and
improve cost-effectiveness as the benefits of maintaining a NASDAQ
listing have declined over time. The limited trading volume and
low trading prices on NASDAQ of the Company's common stock, and
additional complexities and administrative burdens associated with
being a listed security, outweigh the benefits to the Company and
its shareholders of continued NASDAQ listing.
The Company intends to file a Form 25 with the Securities and
Exchange Commission ("SEC") and NASDAQ on February 22, 2010 to
effect the voluntary delisting of its common stock from the NASDAQ
Capital Market. The Company's common stock will be suspended from
trading as of the date of the Form 25 filing with the SEC. The
official delisting of the Company's common stock will be effective
ten days thereafter, or March 4, 2010.
Following the effectiveness of the Form 25 filing, the Company's
common stock will not be eligible for trading on any national
exchange or the OTC Bulletin Board, although such securities may
still be eligible for quotation on the Pink Sheets by broker-
dealers. The Company does not currently intend to arrange for the
listing or quotation of its securities on any securities exchange
or quotation system.
On October 9, 2009, the Company received notice from the NASDAQ
Staff indicating that the Company was not in compliance with
NASDAQ's continued listing requirement under Marketplace Rule
5450(a)(1), which required a minimum bid price for common stock of
$1.00 per share. On November 20, 2009, the Company received
notice from the Listing Qualifications Staff of the NASDAQ Stock
Market (the "Staff") that it was not in compliance with
Marketplace Rule 5450(b)(1)(C), which requires a minimum market
value of publicly held shares of $5,000,000; Marketplace Rule
5450(b)(1)(A), which requires a minimum stockholders' equity of
$10,000,000; and Marketplace Rule 5250(c)(1), which requires
NASDAQ listed companies to be current with respect to the filing
of their periodic reports with the SEC. The Company cured each of
these deficiencies, other then the minimum bid price for its
common stock and its failure to be current in its periodic reports
with the SEC, by transferring from the NASDAQ Global Select Market
to the NASDAQ Capital Market on December 16, 2009.
About Citizens First
Citizens First Bancorp, Inc. is the holding company for CF
Bancorp, a thrift holding company headquartered in Port Huron,
Michigan. Founded in 1938, CF Bancorp is one of the largest
community banks in southeast Michigan with 24 Banking Centers and
34 ATMs. CF Bancorp is a full-service bank offering a complete
range of consumer and business banking products designed to
achieve its customers' financial goals.
CLAIRE'S STORES: Bank Debt Trades at 21% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which Claire's Stores,
Inc., is a borrower traded in the secondary market at 79.40 cents-
on-the-dollar during the week ended Friday, Feb. 12, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal. This represents a drop of 1.60
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 190 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.
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.
CLAIRE'S STORES: Plans to File Annual Report by April 30
--------------------------------------------------------
Claire's Stores Inc. said plans to file its 2009 Annual Report on
Form 10-K by April 30, 2010.
The Company it selected preliminary, unaudited financial results
for the 2009 fourth quarter and the fiscal year, which ended
January 30, 2010. The Company does not currently expect to update
this information prior to the release of its fourth quarter and
fiscal 2009 financial results. The Company expects to hold its
regular quarterly conference call in April after those results are
released.
Fourth Quarter Results
The Company expects to report net sales of $411 million for the
2009 fourth quarter, an increase of $18 million, or 4.5%, compared
to the 2008 fourth quarter. The increase was primarily
attributable to foreign currency translation effect of the
Company's foreign locations' sales and an increase in same store
sales and new store revenue, which was partially offset by the
effect of stores closed in North America at the end of fiscal 2008
and the first half of fiscal 2009. Sales would have increased
0.5% excluding the impact from foreign currency rate changes.
Consolidated same store sales increased 2.1% in the 2009 fourth
quarter. In North America, same store sales increased 1.2% with
sales at our Icing stores increasing more than at our Claire's
stores. European same store sales increased 3.7%. The Company
computes same store sales on a local currency basis, which
eliminates any impact from changes in foreign exchange rates.
Consolidated same store sales during the first nine days of fiscal
2010 were in the positive mid-single digits.
Adjusted EBITDA in the 2009 fourth quarter is expected to be
between $91 million and $95 million, compared to $76 million in
the 2008 fourth quarter. The Company defines Adjusted EBITDA as
earnings before interest, income taxes, gain from early debt
extinguishment, depreciation and amortization, excluding the
impact of transaction related costs incurred in connection with
its May 2007 acquisition and other non-recurring or non-cash
expenses, and normalizing occupancy costs for certain rent-related
adjustments.
At January 30, 2010, cash and cash equivalents were $199 million,
and $194 million continued to be drawn on the Company's Revolving
Credit Facility. In addition, during the 2009 fourth quarter, the
Company paid $10 million to retire $3 million of Senior Toggle
Notes and $10 million of Senior Subordinated Notes.
Fiscal 2009 Results
The Company expects to report net sales of $1,342 million for
fiscal 2009, a decrease of $71 million, or 5.0%, compared to
fiscal 2008. Consolidated same store sales declined 1.7% in
fiscal 2009. Adjusted EBITDA in fiscal 2009 is expected to be
between $231 million and $235 million, compared to $213 million in
fiscal 2008. In addition, during fiscal 2009, the Company paid
$46 million to retire $31 million of Senior Toggle Notes and
$53 million of Senior Subordinated Notes.
In connection with finalizing our financial results, the Company
is currently performing its annual valuation of goodwill and other
intangible assets and fixed assets to determine if an impairment
is necessary. This valuation will be finalized prior to the
filing of the 2009 Form 10-K Annual Report. Any such impairment
charge would be non-cash, would not affect any of the terms of the
Company's Credit Facility or Indenture agreements, and would not
have any effect on our liquidity or cash flow.
Adjusted EBITDA
EBITDA and Adjusted EBITDA are not measures of financial
performance under GAAP, are not intended to represent cash flow
from operations under GAAP and should not be used as an
alternative to net income (loss) as an indicator of operating
performance or to cash flow from operating, investing or financing
activities as a measure of liquidity. Management compensates for
the limitations of using EBITDA and Adjusted EBITDA by using it
only to supplement the Company's GAAP results to provide a more
complete understanding of the factors and trends affecting our
business. Each of EBITDA and Adjusted EBITDA has its limitations
as an analytical tool, and you should not consider them in
isolation or as a substitute for analysis of our results as
reported under GAAP.
Management uses Adjusted EBITDA as an important tool to assess our
operating performance. Management considers Adjusted EBITDA to be
a useful measure in highlighting trends in our business and in
analyzing the profitability of similar enterprises. Management
believes that Adjusted EBITDA is effective, when used in
conjunction with net income (loss), in evaluating asset
performance, and differentiating efficient operators in the
industry. Furthermore, management believes that Adjusted EBITDA
provides useful information to potential investors and analysts
because it provides insight into management's evaluation of our
results of operations. The Company's calculation of Adjusted
EBITDA may not be consistent with "EBITDA" for the purpose of the
covenants in the agreements governing our indebtedness.
While EBITDA and Adjusted EBITDA are frequently used as a measure
of operations and the ability to meet indebtedness service
requirements, they are not necessarily comparable to other
similarly titled captions of other companies due to potential
inconsistencies in the method of calculation. Management believes
that these measures provide useful information to investors.
A full-text copy of the company's preliminary results is available
for free at http://ResearchArchives.com/t/s?5252
About The Company
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.
* * *
According to the Troubled Company Reporter on Dec. 22, 2009,
Moody's Investors Service changed Claire's Stores, Inc.'s rating
outlook to stable from negative and upgraded its speculative grade
liquidity rating to SGL-3 from SGL-4. All existing ratings --
including the company's Caa3 Probability of Default Rating, its
Caa2 senior secured credit rating, and its Ca senior unsecured and
senior subordinated ratings -- are affirmed.
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.
CLEAR CHANNEL: Bank Debt Trades at 21% Off in Secondary Market
--------------------------------------------------------------
Participations in a syndicated loan under which Clear Channel
Communications, Inc., is a borrower traded in the secondary market
at 79.00 cents-on-the-dollar during the week ended Friday,
Feb. 12, 2010, according to data compiled by Loan Pricing Corp.
and reported in The Wall Street Journal. This represents a drop
of 1.15 percentage points from the previous week, The Journal
relates. Clear Channel pays 365 basis points above LIBOR to
borrow under the facility. The bank loan matures on Jan. 30,
2016, and carries Moody's Caa2 rating and Standard & Poor's CCC
rating. The debt is one of the biggest gainers and losers among
190 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.
Clear Channel Communications, Inc. -- http://www.clearchannel.com/
-- is a diversified media company with three primary business
segments: radio broadcasting, outdoor advertising and live
entertainment. Clear Channel Communications is the operating
subsidiary of San Antonio, Texas-based CC Media Holdings, Inc.
As reported by the Troubled Company Reporter, Nov. 17, 2009, Clear
Channel Communications, Inc., reported a consolidated net loss of
$92.7 million for the three months ended Sept. 30, 2009, compared
with a consolidated net loss of $80.2 million for the same period
in 2008. For the nine months ended Sept. 30, 2009, consolidated
net loss was $4.2 billion compared with consolidated net income of
$1.0 billion in the same period of 2008. Consolidated revenue
decreased $290.6 million to $1.4 billion during the third quarter
of 2009 compared with the same period of 2008. Consolidated
revenue decreased $1.0 billion during the first nine months of
2009 compared with the same period of 2008.
At Sept. 30, 2009, the Company's consolidated balance sheets
showed $17.7 billion in total assets and $24.7 billion in total
liabilities, resulting in a $7.0 billion total members' deficit.
CONGOLEUM CORP: Files Third Joint Amended Plan of Reorganization
----------------------------------------------------------------
Congoleum Corporation has filed a modified plan and disclosure
statement with the US District Court. The plan was filed jointly
with the official asbestos claimants' committee, the official
committee of bondholders and the futures representative. A
hearing on the disclosure statement and plan voting procedures has
been scheduled for March 12, 2010. Terms of the plan are
substantially similar to those of the previous reorganization plan
filed on October 22, 2009.
As recently announced, Congoleum has reached a $100 million
settlement with nine insurance groups and the New Jersey insurance
guaranty associations, and a hearing to approve that settlement is
scheduled for February 19, 2010. A settlement with another
insurer for $2.1 million has been reached and will also be heard
on that date. Congoleum will additionally be seeking approval of
the $25 million settlement it reached in 2006 with Travelers. A
further twelve insurance settlements totaling $82 million are in
force and have already received court approval. Net proceeds from
these settlements are payable to the plan trust that will be
formed for asbestos claimants after a plan becomes effective. In
the event the Court approves the settlements being heard February
19, 2010, only one insurer, Chartis (formerly known as AIG),
remains unsettled because a prior settlement agreement has been
declared expired.
Roger S. Marcus, Chairman of the Board, commented, "We are pleased
that the futures representative has added his official support to
the plan and that a hearing date has been set for our disclosure
statement. It also marks tremendous progress to have only one
unsettled insurer. Negotiations to modify their agreement are
underway."
Mr. Marcus continued, "The District Court entered an order this
week scheduling our confirmation hearing for May 25, 2010 and we
are fully committed to emerging from bankruptcy in the second
quarter of this year."
About Congoleum Corp.
Based in Mercerville, New Jersey, Congoleum Corporation
(PINKSHEETS: CGMCQ) -- http://www.congoleum.com/-- manufactures
and sells resilient sheet and tile floor covering products with a
wide variety of product features, designs and colors.
The Company filed for Chapter 11 protection on December 31, 2003
(Bankr. D. N.J. Case No. 03-51524) as a means to resolve claims
asserted against it related to the use of asbestos in its products
decades ago. Richard L. Epling, Esq., Robin L. Spear, Esq., and
Kerry A. Brennan, Esq., at Pillsbury Winthrop Shaw Pittman LLP,
and Paul S. Hollander, Esq., and James L. DeLuca, Esq., at Okin,
Hollander & DeLuca, LLP, represent the Debtors.
The Asbestos Claimants' Committee is represented by Peter Van N.
Lockwood, Esq., and Ronald Reinsel, Esq., at Caplin & Drysdale,
Chtd. The Bondholders' Committee is represented by Michael S.
Stamer, Esq., and James R. Savin, Esq., at Akin Gump Strauss Hauer
& Feld LLP. Nancy Isaacson, Esq., at Goldstein Isaacson, PC,
represents the Official Committee of Unsecured Creditors.
R. Scott Williams, Esq., at Haskell Slaughter Young & Rediker,
LLC, the Court-appointed Futures Claimants Representative, is
represented by Roger Frankel, Esq., Richard Wyron, Esq., and
Jonathan P. Guy, Esq., at Orrick Herrington & Sutcliffe LLP, and
Stephen B. Ravin, Esq., at Forman Holt Eliades & Ravin LLC.
American Biltrite, Inc. (AMEX: ABL), which owns 55% of Congoleum,
is represented by Matthew Ward, Esq., Mark S. Chehi, Esq.,
Christopher S. Chow, Esq., and Matthew P. Ward, Esq., at Skadden
Arps Slate Meagher & Flom.
Various entities have filed bankruptcy plans for the Debtors. In
February 2008, the legal representative for future asbestos-
related claimants; the asbestos claimants' committee; the official
Committee of holders of the Company's 8-5/8 % Senior Notes due
August 1, 2008; and Congoleum jointly filed a joint plan of
reorganization. Various objections to the Joint Plan were filed.
In June 2008, the Bankruptcy Court issued a ruling that the Joint
Plan was not legally confirmable.
In August 2008, the Bondholders' Committee, the ACC, the FCR,
representatives of holders of prepetition settlements and
Congoleum entered into a term sheet describing the proposed
material terms of a new plan of reorganization and a settlement of
avoidance litigation with respect to prepetition claim settlement.
Certain insurers and a large bondholder filed objections to the
Litigation Settlement or reserved their rights to object to
confirmation of the Amended Joint Plan. The Bankruptcy Court
approved the Litigation Settlement in October 2008. The Amended
Joint Plan was filed in November 2008.
In January 2009, certain insurers filed a motion for summary
judgment seeking denial of confirmation of the Amended Joint Plan.
On February 26, 2009, the Bankruptcy Court rendered an opinion
denying confirmation of the Amended Joint Plan. Moreover, the
Bankruptcy Court dismissed Congoleum's bankruptcy case.
On February 27, 2009, Congoleum and the Bondholders' Committee
appealed the Order of Dismissal and the ruling denying plan
confirmation to the U.S. District Court for the District of New
Jersey. The District Court overturned the dismissal order, and
assumed jurisdiction of the bankruptcy proceedings.
CORBIN PARK: Files Schedules of Assets & Liabilities
----------------------------------------------------
Corbin Park, L.P., filed with the U.S. Bankruptcy Court for the
District of Kansas its schedules of assets and liabilities,
disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $90,000,000
B. Personal Property $321,963
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $19,192,681
E. Creditors Holding
Unsecured Priority
Claims $322,000
F. Creditors Holding
Unsecured Non-priority
Claims $388,169
----------- -----------
TOTAL $90,321,963 $19,902,850
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.
CRESCENT RESOURCES: Bank Debt Trades at 21% Off
-----------------------------------------------
Participations in a syndicated loan under which Crescent
Resources, LLC, is a borrower traded in the secondary market at
79.00 cents-on-the-dollar during the week ended Friday, Feb. 12,
2010, according to data compiled by Loan Pricing Corp. and
reported in The Wall Street Journal. This represents a drop of
1.15 percentage points from the previous week, The Journal
relates. The Company pays 300 basis points above LIBOR to borrow
under the facility. The debt matures on Nov. 8, 2012, and carries
Moody's B1 rating and Standard & Poor's B+ rating. The debt is
one of the biggest gainers and losers among 190 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.
Crescent Resources, LLC -- http://www.crescent-resources.com/--
is a land management and real estate development company with
interests in 10 states in the southeastern and southwestern United
States. Crescent Resources is a joint venture between Duke Energy
and Morgan Stanley Real Estate Fund. Established in 1969,
Crescent creates mixed-use developments, country club communities,
single-family neighborhoods, apartment and condominium
communities, Class A office space, business and industrial parks
and shopping centers.
Crescent Resources, LLC, and its debtor-affiliates filed for
Chapter 11 protection on June 10, 2009, with the U.S. Bankruptcy
Court for the Western District of Texas (Austin), lead case number
09-11507, before Judge Craig A. Gargotta. Eric J. Taube, Esq., at
Hohmann, Taube & Summers, L.L.P., is serves as the Debtors'
bankruptcy counsel.
CRS MANAGEMENT: Section 341(a) Meeting Scheduled for March 15
-------------------------------------------------------------
The U.S. Trustee for Region 20 will convene a meeting of creditors
in CRS Management Company LLC's Chapter 11 case on March 15, 2010,
at 2:00 p.m. The meeting will be held at 215 Dean A. McGee
Avenue, Room 119, Oklahoma City, OK 73102.
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.
Oklahoma City, Oklahoma-based CRS Management Company LLC filed for
Chapter 11 bankruptcy protection on February 5, 2010 (Bankr. W.D.
Okla. Case No. 10-10531). Timothy Kline, Esq., at Kline, Kline,
Elliott & Bryant, assists the Company in its restructuring effort.
The Company has assets of $16,115,184, and total debts of
$18,765,000.
CRS MANAGEMENT: Taps Kline Kline Elliott as Gen. Bankr. Counsel
---------------------------------------------------------------
CRS Management Company, LLC, has sought the permission of the U.S.
Bankruptcy Court for the District of Oklahoma to employ Kline,
Kline, Elliott & Bryant, P.C., as general bankruptcy counsel.
The Firm will perform all legal services necessary on the DIP's
behalf in connection with the bankruptcy case.
The Firm will be paid $70-$290 per hour for its services.
Timothy D. Kline, an employee of the Firm, assures the Court that
the Firm is "disinterested" as that term is defined in Section
101(14) of the Bankruptcy Code.
Oklahoma City, Oklahoma-based CRS Management Company LLC filed for
Chapter 11 bankruptcy protection on February 5, 2010 (Bankr. W.D.
Okla. Case No. 10-10531). The Company has assets of $16,115,184,
and total debts of $18,765,000.
CTI GLOBAL: EEOC Litigation Not Stayed by Bankruptcy Filing
-----------------------------------------------------------
WestLaw reports that the mere fact that the Equal Employment
Opportunity Commission, in bringing suit against a debtor-employer
under Title VII, was seeking compensatory and punitive damages, as
well as backpay and injunctive relief, did not take its cause of
action outside of the "police or regulatory power" exception to
the automatic stay. The EEOC's primary purpose in bringing its
Title VII action was to protect the public welfare. The fact that
a secondary, pecuniary interest might also be involved did not
make its action subject to the stay. U.S. EEOC v. CTI Global
Solutions, Inc., --- B.R. ----, 2010 WL 334245, 108 Fair
Empl.Prac.Cas. (BNA) 595 (D. Md.) (Chasanow, J.).
Jeanne M. Phelan, Esq., at Whiteford Taylor and Preston LLP, in
Baltimore, Md., represented CTI Global Soultions Inc. in its
dispute with the EEOC.
As reported in the Troubled Company Reporter on Dec. 9, 2009, CTI
Global Solutions is a business support company located in Upper
Marlboro, Md.
CTI Global Solutions, Inc., sought Chapter 11 protection (Bankr.
D. Md. Case No. 09-33421) on Dec. 1, 2009, and is represented by:
Lawrence P. Block, Esq.
Stinson Morrison Hecker
1150 18th St., N.W., Suite 800
Washington, DC 20036
Telephone: 202-785-9100
Chevy Chase Bank is the Debtor's largest creditor, and is
represented by:
David I. Swan, Esq.
Kenneth M. Misken, Esq.
James E. Van Horn, Esq.
McGuireWoods LLP
1750 Tysons Blvd., Suite 1800
McLean, VA 22102
Telephone (703) 712-5365
DANNY'S HAPPY: Files List of 20 Largest Unsecured Creditors
-----------------------------------------------------------
Danny's Happy Valley, L.L.C., has filed with the U.S. Bankruptcy
Court for the District of Arizona a list of its 20 largest
unsecured creditors.
A full-text copy of the unsecured creditors is available for free
at http://bankrupt.com/misc/azb10-02794.pdf
Scottsdale, Arizona-based Danny's Happy Valley, L.L.C., filed for
Chapter 11 bankruptcy protection on February 3, 2010 (Bankr. D.
Ariz. Case No. 10-02794). Bert L. Roos, Esq., who has an office
in Phoenix, Arizona, assists the Company in its restructuring
effort. The Company listed $1,000,001 to $100,000,000 in assets
and $1,000,001 to $100,000,000 in liabilities.
DANNY'S HAPPY: Section 341(a) Meeting Scheduled for March 9
-----------------------------------------------------------
The U.S. Trustee for Region 14 will convene a meeting of creditors
in Danny's Happy Valley, L.L.C.'s Chapter 11 case on March 9,
2010, at 12:00 p.m. The meeting will be held at the U.S. Trustee
Meeting Room, 230 North First Avenue, Suite 102, Phoenix, AZ (341-
PHX).
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.
Scottsdale, Arizona-based Danny's Happy Valley, L.L.C., filed for
Chapter 11 bankruptcy protection on February 3, 2010 (Bankr. D.
Ariz. Case No. 10-02794). Bert L. Roos, Esq., who has an office
in Phoenix, Arizona, assists the Company in its restructuring
effort. The Company listed $1,000,001 to $100,000,000 in assets
and $1,000,001 to $100,000,000 in liabilities.
DANNY'S RAINTREE: Files List of 20 Largest Unsecured Creditors
--------------------------------------------------------------
Danny's Raintree & Northsight, L.L.C., has filed with the U.S.
Bankruptcy Court for the District of Arizona a list of its 20
largest unsecured creditors.
A full-text copy of the unsecured creditors is available for free
at http://bankrupt.com/misc/azb10-02796.pdf
Scottsdale, Arizona-based Danny's Raintree & Northsight, L.L.C.,
filed for Chapter 11 bankruptcy protection on February 3, 2010
(Bankr. D. Ariz. Case No. 10-02796). Bert L. Roos, Esq., who has
an office in Phoenix, Arizona, assists the Company in its
restructuring effort. The Company listed $1,000,001 to
$100,000,000 in assets and $1,000,001 to $100,000,000 in
liabilities.
DANNY'S RAINTREE: Section 341(a) Meeting Scheduled for March 9
--------------------------------------------------------------
The U.S. Trustee for Region 14 will convene a meeting of creditors
in Danny's Raintree & Northsight, L.L.C.'s Chapter 11 case on
March 9, 2010, at 12:30 p.m. The meeting will be held at U.S.
Trustee Meeting Room, 230 N. First Avenue, Suite 102, Phoenix, AZ
(341-PHX).
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.
Scottsdale, Arizona-based Danny's Raintree & Northsight, L.L.C.,
filed for Chapter 11 bankruptcy protection on February 3, 2010
(Bankr. D. Ariz. Case No. 10-02796). Bert L. Roos, Esq., who has
an office in Phoenix, Arizona, assists the Company in its
restructuring effort. The Company listed $1,000,001 to
$100,000,000 in assets and $1,000,001 to $100,000,000 in
liabilities.
DANNY'S SCOTTSDALE: Files List of 20 Largest Unsecured Creditors
----------------------------------------------------------------
Danny's Scottsdale & Shea, L.L.C., has filed with the U.S.
Bankruptcy Court for the District of Arizona a list of its 20
largest unsecured creditors.
A full-text copy of the unsecured creditors is available for free
at http://bankrupt.com/misc/azb10-02799.pdf
Scottsdale, Arizona-based Danny's Scottsdale & Shea, L.L.C., fka
Barcelona Restaurants Iv, L.L.C., filed for Chapter 11 bankruptcy
protection on February 3, 2010 (Bankr. D. Ariz. Case No. 10-
02799). Bert L. Roos, Esq., who has an office in Phoenix,
Arizona-based assists the Company in its restructuring effort.
The Company listed $1,000,001 to $100,000,000 in assets and
$1,000,001 to $100,000,000 in liabilities.
DANNY'S SCOTTSDALE: Section 341(a) Meeting Scheduled for March 9
----------------------------------------------------------------
The U.S. Trustee for Region 14 will convene a meeting of creditors
in Danny's Scottsdale & Shea, L.L.C.'s Chapter 11 case on March 9,
2010, at 1:00 p.m. The meeting will be held at U.S. Trustee
Meeting Room, 230 N. First Avenue, Suite 102, Phoenix, AZ (341-
PHX).
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.
Scottsdale, Arizona-based Danny's Scottsdale & Shea, L.L.C., fka
Barcelona Restaurants Iv, L.L.C., filed for Chapter 11 bankruptcy
protection on February 3, 2010 (Bankr. D. Ariz. Case No. 10-
02799). Bert L. Roos, Esq., who has an office in Phoenix,
Arizona-based assists the Company in its restructuring effort.
The Company listed $1,000,001 to $100,000,000 in assets and
$1,000,001 to $100,000,000 in liabilities.
DAVID CUMMINGS: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Joint Debtors: David E. Cummings
dba Air & Electric, Inc.
dba Triple C Farms
dba Triple C. Properties
Wanda L. Cummings
dba Air & Electric, Inc.
dba Triple C Farms
dba Triple C Properties
750 Highway 431
Roanoke, AL 36274
Bankruptcy Case No.: 10-80200
Chapter 11 Petition Date: February 11, 2010
Court: United States Bankruptcy Court
Middle District of Alabama (Opelika)
Judge: William R. Sawyer
Debtors' Counsel: John M. Caraway, Jr., Esq.
Campbell & Campbell, P.C.
P.O. Drawer 756
Talladega, AL 35161-0756
Tel: (256) 761-1858
Fax: (256) 362-5966
Email: John@campbellandcampbellpc.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
The Debtors did not file a list of their 20 largest unsecured
creditors when they filed their petition.
The petition was signed by the Joint Debtors.
DEED AND NOTE TRADERS: Voluntary Chapter 11 Case Summary
--------------------------------------------------------
Debtor: Deed and Note Traders, L.L.C.
1302 N. Alvernon Way
Tucson, AZ 85712
Bankruptcy Case No.: 10-03640
Chapter 11 Petition Date: February 12, 2010
Court: United States Bankruptcy Court
District of Arizona (Tucson)
Judge: Chief Judge James M. Marlar
Debtor's Counsel: Scott D. Gibson, Esq.
Gibson, Nakamura & Green, PLLC
2329 N. Tucson Blvd
Tucson, AZ 85716
Tel: (520) 722-2600
Fax: (520) 722-0400
Email: SGibson@gnglaw.com
Estimated Assets: $1,000,001 to $100,000,000
Estimated Debts: $1,000,001 to $100,000,000
The Debtor did not file a list of its 20 largest unsecured
creditors when it filed its petition.
The petition was signed by David A. Kinas, manager of the Company.
DELPHI CORP: Court Dismisses Appaloosa Lawsuit
----------------------------------------------
The United States Bankruptcy Court for the Southern District of
New York authorized DPH Holdings Corp.'s entry into a stipulation
with Appaloosa Management L.P.; A-D Acquisition Holdings, LLC;
Harbinger Del-Auto Investment Company, Ltd.; Pardus DPH Holding
LLC; Merrill Lynch, Pierce, Fenner & Smith Incorporated; Goldman
Sachs & Co.; Harbinger Capital Partners Master Fund I, Ltd., and
Pardus Special Opportunities Master Fund L.P., dismissing the
action initiated by Delphi Corporation against Appaloosa and the
other plan investors, including all claims and counterclaims.
Access to the Stipulation Order, which was signed on January 8,
2010 and modified on January 11, 2010, is restricted by the
Court.
The Appaloosa Action arose when the Plan Investors led by
Appaloosa backed out of a $2.5 billion equity financing
commitment, which was incorporated in Delphi's Plan of
Reorganization confirmed in January 2008. The Plan Investors'
backing out of the equity financing deal blocked Delphi's
emergence from bankruptcy at that time.
About Delphi Corp
Based in Troy, Michigan, Delphi Corporation (PINKSHEETS: DPHIQ)
-- http://www.delphi.com/-- was a global supplier of mobile
electronics and transportation systems, including powertrain,
safety, steering, thermal, and controls & security systems,
electrical/electronic architecture, and in-car entertainment
technologies. Delphi had approximately 146,600 employees and
operates 150 wholly owned manufacturing sites in 34 countries with
sales of $18.1 billion in 2008.
The Company filed for Chapter 11 protection on October 8, 2005
(Bankr. S.D.N.Y. Lead Case No. 05-44481). John Wm. Butler Jr.,
Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden,
Arps, Slate, Meagher & Flom LLP, represent the Debtors in their
restructuring efforts. Robert J. Rosenberg, Esq., Mitchell A.
Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP,
represent the Official Committee of Unsecured Creditors. As of
June 30, 2008, the Debtors' balance sheet showed US$9,162,000,000
in total assets and US$23,742,000,000 in total debts.
The Court confirmed Delphi's plan on January 25, 2008. The Plan
was not consummated after a group led by Appaloosa Management,
L.P., backed out from their proposal to provide US$2,550,000,000
in equity financing to Delphi. At the end of July 2009, Delphi
obtained confirmation of a revised plan, build upon a sale of the
assets to a entity formed by some of the lenders who provided
$4 billion of debtor-in-possession financing, and General Motors
Company.
On October 6, 2009, Delphi Corp.'s Chapter 11 plan of
reorganization became effective. A Master Disposition Agreement
executed among Delphi Corporation, Motors Liquidation Company,
General Motors Company, GM Components Holdings LLC, and DIP Holdco
3, LLC, divides Delphi's business among three separate parties --
DPH Holdings LLC, GM Components, and DIP Holdco 3.
Delphi emerged from Chapter 11 as DPH Holdings. DPH Holdings will
remain responsible for the post-Effective Date administration and
eventual closing of the Chapter 11 cases as well as the
disposition of certain retained assets and payment of certain
retained liabilities as provided under the Modified Plan.
Bankruptcy Creditors' Service, Inc., publishes Delphi Bankruptcy
News. The newsletter tracks the Chapter 11 proceedings of Delphi
Corp. and its debtor-affiliates. (http://bankrupt.com/newsstand/
or 215/945-7000)
DELPHI CORP: District Court Orders PBGC to Escrow Amounts
---------------------------------------------------------
Judge Arthur J. Tarnow of the U.S. District Court for the Eastern
District of Michigan, Southern Division, on January 26, 2010, the
Pension Benefit Guaranty Corporation to hold the difference
between the salaried retirees' pension payments and the reduced
amounts the PBGC will pay the salaried retirees in an interest-
bearing account, according to a public statement posted in the
Web Site of the Delphi Salaried Retirees Association. The
Michigan District Court required the PBGC to maintain an escrow
account so that in the event the DSRA win the Michigan Civil
Action, the DSRA will get full relief.
The Michigan District Court further ruled that the PBGC could
avoid the escrow account requirement only if it is to stipulate
on the record that it automatically will make the salaried
retirees whole if the District Court ultimately rules in the
DSRA's favor on the merits. If the PBGC fails either to
establish the escrow account or make the stipulation, the
Michigan District Court said it will issue an injunction entirely
halting any PBGC reductions.
However, the PBGC told Judge Tarnow that it does not have the
legal authority to either put money into escrow or stipulate as
required by the Michigan District Court, Vindy.com reported. In
court papers filed, the PBGC instead asked the Michigan District
Court to amend the January 26, 2010 order.
Judge Tarnow has not made any decision with respect to the PBGC's
declarations as of press time.
In furtherance to the Michigan Civil Action, Congressman Michael
R. Turner of the Third District of Ohio served the United States
Department of the Treasury with additional 30 questions, further
examining the Treasury Department's involvement in the decision
to cut Delphi's salaried retirees' pension plan, according to a
public statement dated January 27, 2010, from the office of Mr.
Turner. A full-text copy of the questions is accessible for free
at http://bankrupt.com/misc/Delphi_TurnerQuestionnaires.pdf
UAW President Ron Gettelfinger also expressed the UAW's support
for fair and equitable treatment for Delphi salaried retirees in
the DSRA's fight to preserve their pensions.
Moreover, the PBGC notified about 200 to 300 salaried retirees,
aged 62 years and older, in January 2010 of the status of their
pensions effective February 1, 2010, Business First of Buffalo
reported.
The PBGC also rolled out on February 1, 2010, phase II of its
estimates of pension cuts to about 3,000 salaried retirees,
effective March 1, 2010, according to the DSRA. Affected
retirees of Phase II will be retirees under 62 years of age with
supplements, the DSRA said in its Web site. The DSRA expects the
reduced estimates in Phase II to be "staggering." Estimates
range from 32% for retirees aged 61 years old to 50% for salaried
retirees aged 50 years old.
Depending on their age and when they retired, salaried retirees'
pension can be reduced up to 70%. According to the PBGC, at
least 3,481 retirees will see their benefits reduced while 4,100
will have no cuts at all, Kokomo Tribune explained. The PBGC
further expects the average retirees' pensions to be cut by $850
per month, but cuts can be between $6.72 and $3,700, Kokomo
Tribune disclosed.
In light of the pension cuts they are experiencing, the salaried
retirees met in Cortland, Ohio, last February 4, 2010, to ask
Democratic party leaders to help them in trying to restore the
salaried retirees' pensions, wfmj.com related. A hearing on the
salaried retirees' request is scheduled for February 18, 2010,
wfmj.com said.
About Delphi Corp
Based in Troy, Michigan, Delphi Corporation (PINKSHEETS: DPHIQ)
-- http://www.delphi.com/-- was a global supplier of mobile
electronics and transportation systems, including powertrain,
safety, steering, thermal, and controls & security systems,
electrical/electronic architecture, and in-car entertainment
technologies. Delphi had approximately 146,600 employees and
operates 150 wholly owned manufacturing sites in 34 countries with
sales of $18.1 billion in 2008.
The Company filed for Chapter 11 protection on October 8, 2005
(Bankr. S.D.N.Y. Lead Case No. 05-44481). John Wm. Butler Jr.,
Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden,
Arps, Slate, Meagher & Flom LLP, represent the Debtors in their
restructuring efforts. Robert J. Rosenberg, Esq., Mitchell A.
Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP,
represent the Official Committee of Unsecured Creditors. As of
June 30, 2008, the Debtors' balance sheet showed US$9,162,000,000
in total assets and US$23,742,000,000 in total debts.
The Court confirmed Delphi's plan on January 25, 2008. The Plan
was not consummated after a group led by Appaloosa Management,
L.P., backed out from their proposal to provide US$2,550,000,000
in equity financing to Delphi. At the end of July 2009, Delphi
obtained confirmation of a revised plan, build upon a sale of the
assets to a entity formed by some of the lenders who provided
$4 billion of debtor-in-possession financing, and General Motors
Company.
On October 6, 2009, Delphi Corp.'s Chapter 11 plan of
reorganization became effective. A Master Disposition Agreement
executed among Delphi Corporation, Motors Liquidation Company,
General Motors Company, GM Components Holdings LLC, and DIP Holdco
3, LLC, divides Delphi's business among three separate parties --
DPH Holdings LLC, GM Components, and DIP Holdco 3.
Delphi emerged from Chapter 11 as DPH Holdings. DPH Holdings will
remain responsible for the post-Effective Date administration and
eventual closing of the Chapter 11 cases as well as the
disposition of certain retained assets and payment of certain
retained liabilities as provided under the Modified Plan.
Bankruptcy Creditors' Service, Inc., publishes Delphi Bankruptcy
News. The newsletter tracks the Chapter 11 proceedings of Delphi
Corp. and its debtor-affiliates. (http://bankrupt.com/newsstand/
or 215/945-7000)
DELPHI CORP: DPH Records $6MM Operating Loss for 4th Quarter
------------------------------------------------------------
DPH Holdings Corp. and its affiliates submitted to the U.S.
Bankruptcy Court for the Southern District of New York on
February 2, 2010, a consolidated operating report for the quarter
ended December 31, 2009.
DPH Holdings President John C. Brooks related that the
Reorganized Debtors incurred an operating loss of $6 million for
the fourth quarter 2009.
DPH Holdings Corp., et al.
Schedules of Disbursements
Three Months Ended December 31, 2009
DPH NY Holding LLC $0
DPH Holdings Corp. 39,600,000
ASEC Manufacturing General Partnership 0
ASEC Sales General Partnership 0
Environmental Catalysts, LLC 0
DPH Medical Systems Colorado LLC 56,000
DPH Medical Systems Texas LLC 0
DPH Medical Systems LLC 0
Specialty Electronics, LLC 0
DPH Liquidation Holding LLC 0
DPH Electronics (Holding) LLC 0
DPH-DAS Tennessee, LLC 0
DPH Mechatronic Systems, LLC 1,259,000
DPH-DAS Risk Management LLC 0
Exhaust Systems LLC 0
DPH-DAS Korea, LLC 0
DPH International Services, LLC 0
DPH-DAS Thailand, LLC 0
DPH-DAS International, LLC 0
DPH International Holdings LLC 0
DPH-DAS Overseas LLC 0
DPH-DAS (Holding), LLC 0
Delco Electronics Overseas LLC 61,000
DPH Diesel Systems LLC 0
DPH LLC 0
Aspire, LLC 0
DPH Integrated Service Solutions, LLC 0
DPH Connection Systems LLC 0
Packard Hughes Interconnect Company LLC 0
DREAL, LLC 0
DPH-DAS Services LLC 45,716,000
DPH Services Holding LLC 0
DPH-DAS Global (Holding), LLC 0
DPH-DAS Human Resources LLC 0
DPH-DAS LLC 0
DPH Furukawa Wiring Systems LLC 0
DPH Receivables LLC 0
MobileAria, LLC 0
---------------
Total Disbursements $86,692,000
===============
Mr. Brooks said that disbursements were allocated to legal
entities, but all disbursements are being made by DPH Holdings
Corp. Additional disbursements, including the Tranche A, B and C
and success fee payments under the DIP Credit Agreement and
payments with respect to the DIP Letters of Credit Cash
Collateral, were made during the fourth quarter of 2009, but are
not included in the Disbursements reported because those payments
were not paid through DPH Holdings Corp. or any other Reorganized
Debtor, he explained.
Moreover, on October 6, 2009, in connection with the consummation
of Delphi Corp.'s Confirmed Modified First Amended Joint Plan of
Reorganization, DIP Holdco LLP, now known as Delphi Automotive
LLP, as assignee of DIP Holdco 3 LLC, through various
subsidiaries and affiliates, acquired substantially all of the
global core business of Delphi Corp., now known as DPH Holdings
Corp. and its debtor affiliates, including the stock of Delphi
Technologies, Inc., and the membership interests in Delphi China
LLC. Thus, neither Delphi Technologies, Inc., nor Delphi China
LLC is included in the current quarterly operating report, Mr.
Brooks noted.
Debtors Delphi Technologies, Inc., and Delphi China LLC thus filed
with the Court a separate operating report on February 2, 2010,
for the quarter ended December 31, 2009.
Delphi Technologies, et al.
Schedule of Disbursements
Three Months Ended December 31, 2009
Delphi Technologies, Inc. $8,790,275
Delphi China LLC 31,760
---------------
Total Disbursements $8,822,035
===============
Delphi Corporation Treasurer Keith D. Stipp said that operating
expenses plus applicable cure payments for the three months ended
September 30, 2009, was used as a proxy for disbursements for
Delphi Technologies, Inc., and Delphi China LLC.
"Delphi is Stronger, but not yet done
with Restructuring," says CEO O'Neal
In an address made at the Automotive News World Congress on
January 14, 2010, Delphi Holdings LLC Chief Executive Officer and
President Rodney O'Neal stated, "Delphi Automotive LLP built its
new portfolio entirely around delivering innovation for safe,
green and connected technologies and I can assure you -- the
pipeline is full and we're working hard to keep it that way."
Mr. O'Neal also outlined Delphi Automotive's achievements, which
include generating a diversified customer base; building a global
company with balanced revenues in the four regional geographies;
and significantly lowering Delphi's costs in manufacturing,
supply, engineering and transactional processes.
With respect to the focus and execution of Delphi Automotive's
restructuring, Mr. O'Neal noted, "we are stronger, but we are not
done." He said, "We must finish our rotation and align with what
we believe are the volumes and product mix for the foreseeable
future. We are capitalized to fund the right-sizing and keep a
strong product pipeline and we know the exact steps to take to
execute that plan."
In this light, Mr. O'Neal said Delphi Automotive "is poised for
growth and poised for prosperity," The Detroit Free Press
reported. According to the report, revenues of the Company are
about half of what they were under Delphi Corporation -- or under
$15 billion, Mr. O'Neal noted. Delphi Automotive radically cut
its costs and debt; eliminated two of its seven divisions; cut
its business units from 27 to 10; and reduced its product lines
from 119 to 38, The Detroit Free Press quoted Mr. O'Neal as
saying. Mr. O'Neal added that Delphi Automotive needs to make
additional reductions in Europe.
Thus, Mr. O'Neal stated that Delphi Automotive is not yet ready
to go public, citing that its owners, which used to be Delphi
Corporation's DIP Lenders, will decide when an initial public
stock offering will be, The Detroit Free Press disclosed.
In other news, Mr. O'Neal received the 2010 Distinguished Service
Citation from the Automotive Hall of Fame in ceremonies on
January 15, 2010, in Detroit, Michigan, according to a public
statement posted in Delphi Automotive's web site. "I am so
pleased that Delphi Automotive has been recognized by the Hall of
Fame, and believe this award is a testament to our entire team,"
said Mr. O'Neal.
About Delphi Corp
Based in Troy, Michigan, Delphi Corporation (PINKSHEETS: DPHIQ)
-- http://www.delphi.com/-- was a global supplier of mobile
electronics and transportation systems, including powertrain,
safety, steering, thermal, and controls & security systems,
electrical/electronic architecture, and in-car entertainment
technologies. Delphi had approximately 146,600 employees and
operates 150 wholly owned manufacturing sites in 34 countries with
sales of $18.1 billion in 2008.
The Company filed for Chapter 11 protection on October 8, 2005
(Bankr. S.D.N.Y. Lead Case No. 05-44481). John Wm. Butler Jr.,
Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden,
Arps, Slate, Meagher & Flom LLP, represent the Debtors in their
restructuring efforts. Robert J. Rosenberg, Esq., Mitchell A.
Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP,
represent the Official Committee of Unsecured Creditors. As of
June 30, 2008, the Debtors' balance sheet showed US$9,162,000,000
in total assets and US$23,742,000,000 in total debts.
The Court confirmed Delphi's plan on January 25, 2008. The Plan
was not consummated after a group led by Appaloosa Management,
L.P., backed out from their proposal to provide US$2,550,000,000
in equity financing to Delphi. At the end of July 2009, Delphi
obtained confirmation of a revised plan, build upon a sale of the
assets to a entity formed by some of the lenders who provided
$4 billion of debtor-in-possession financing, and General Motors
Company.
On October 6, 2009, Delphi Corp.'s Chapter 11 plan of
reorganization became effective. A Master Disposition Agreement
executed among Delphi Corporation, Motors Liquidation Company,
General Motors Company, GM Components Holdings LLC, and DIP Holdco
3, LLC, divides Delphi's business among three separate parties --
DPH Holdings LLC, GM Components, and DIP Holdco 3.
Delphi emerged from Chapter 11 as DPH Holdings. DPH Holdings will
remain responsible for the post-Effective Date administration and
eventual closing of the Chapter 11 cases as well as the
disposition of certain retained assets and payment of certain
retained liabilities as provided under the Modified Plan.
Bankruptcy Creditors' Service, Inc., publishes Delphi Bankruptcy
News. The newsletter tracks the Chapter 11 proceedings of Delphi
Corp. and its debtor-affiliates. (http://bankrupt.com/newsstand/
or 215/945-7000)
DELPHI CORP: GM Wants Plan's Release Provisions Enforced
--------------------------------------------------------
General Motors LLC, formerly known as General Motors Company,
asks the United States Bankruptcy Court for the Southern District
of New York to enforce the release provisions under Delphi
Corporation's Modified First Amended Joint Plan of Reorganization
and the order confirming the Modified Plan entered on July 30,
2009.
One of the key issues that the Debtors had to address in order to
emerge from Chapter 11 was their employee legacy costs and
related pension obligations, Lisa G. Laukitis, Esq., at Jones
Day, in New York, relates. Several of the Debtors' pension
plans, including the Delphi Retirement Program for Salaried
Employees, were severely underfunded. The Pension Benefit
Guaranty Corporation had asserted that the Debtors and certain of
their non-U.S. affiliates were liable for contributions due to
the Salaried Plan for underfunded obligations. Thus, to bring
about a global resolution of the pension issues and the PBGC
claims, the Debtors entered into a settlement with the PBGC on
July 21, 2009. Pursuant to the Delphi-PBGC Settlement Agreement,
the Debtors agreed to the termination of the Salaried Plan, which
termination was initiated by the PBGC.
Moreover, in connection with the spin-off of the Debtors'
business from General Motors Corporation, now known as Motors
Liquidation Company, in 1999, Old GM agreed to guarantee certain
benefits to unionized employees of the Debtors through a UAW
Benefit Guarantee dated September 30, 1999, Ms. Laukitis
discloses. The treatment of benefits for the Debtors' unionized
employees, and the Debtors' and Old GM's obligations regarding
those benefits, were also major issues in the Debtors' Chapter 11
cases that resulted to several settlements and labor agreements
among the Debtors, Old GM and the Unions. Under those Labor
MOUs, Old GM agreed to pay and perform certain obligations
related to the Delphi union pension plans. In none of those
settlements or labor agreements, however, did Old GM or New GM
agree to pay or perform any obligations related to the Salaried
Plan, Ms. Laukitis tells the Court.
Subsequently, the Delphi Salaried Retirees Association filed a
complaint in September 2009 against the PBGC in the United States
District Court for the Eastern District of Michigan, Southern
Division, due to alleged losses the salaried retirees will suffer
as a result of the termination of the Salaried Plan. The DSRA is
comprised of retired salaried employees of the Debtors and
dependents of those salaried employees. The Salaried Plaintiffs
amended their complaint in November 2009 to add New GM as a
defendant, alleging that New GM, acting at the direction of the
United States government, decided to "top-up" the pension
benefits for the hourly workers represented by the United Auto
Workers, but did not top-up the benefits for the Delphi Salaried
Plaintiffs.
Ms. Laukitis reminds the Bankruptcy Court that the Modified Plan
provides that New GM will be entitled to the releases set forth
under the Delphi-GM Global Settlement Agreement dated Sept. 6,
2007. She insists that the Delphi-GM Global Settlement Agreement
releases, among others, any claims by any interested party
against New GM relating to obligations to Delphi employees or
former employees. The Modified Plan, she adds, also enjoins any
party from bringing an action with respect to any claim or cause
of action that is released under the Modified Plan. Moreover,
she notes, the July 30 Confirmation Order and the Modified Plan
are binding on all creditors and interested parties in the
Debtors' Chapter 11 cases, which include the Salaried Plaintiffs.
Ms. Laukitis further contends that the Bankruptcy Court found
that the failure to effect the discharge, release, and
exculpation provisions set forth in the Modified Plan and Master
Disposition Agreement entered among GM Components Holdings, LLC,
DIP Holdco 3, LLC, and Delphi would seriously impair the Debtors'
ability to confirm and implement the Modified Plan and consummate
the Master Disposition Agreement. The July 30 Confirmation Order
also approved the termination of the Salaried Plan and the
assumption and assignment of the Labor MOUs to GM Components or
DIP Holdco, she adds.
Thus, New GM seeks the enforcement of the releases under the
Modified Plan and the July 30 Confirmation Order in order to
enjoin the Salaried Plaintiffs from prosecuting the Michigan
Civil Action against them.
Ms. Laukitis insists that Old GM made significant concessions and
provided substantial value to the Debtors during their Chapter 11
cases, which actions proved integral to the negotiation,
confirmation and consummation of the Modified Plan. In turn, Old
GM negotiated and received releases for itself and its related
entities, including New GM, she says. The releases, she asserts,
absolve New GM from (a) any liability under the Salaried Plan as
of the Effective Date of the Modified Plan, and (b) any liability
related to any differing treatment by New GM of the pension plans
for Delphi's hourly retirees and the Salaried Plan. "Thus, New
GM cannot be held liable to the Salaried Plaintiffs by its
decision to 'top-up' certain union pension benefits before the
October 6, 2009 Effective Date of the Modified Plan," Ms.
Laukitis contends.
The Salaried Plaintiffs are well aware of the releases given
their active participation in the Debtors' Chapter 11 cases, Ms.
Laukitis points out. The Bankruptcy Court should thus not permit
the Salaried Plaintiffs to willfully violate the Modified Plan
and the July 30 Confirmation Order and the releases granted in
these documents, she argues.
More importantly, New GM has been harmed by having to defend
itself from what is clearly a released claim, Ms. Laukitis
emphasizes. She points out that New GM has been forced to incur
fees and costs in defending the Michigan Civil Action and in
bringing its Motion to Enforce before the Bankruptcy Court. New
GM would be further harmed if the Michigan District Court will
enter a judgment against it, she stresses.
The Bankruptcy Court will consider New GM's request on Feb. 18,
2010. Objections are due February 11.
About Delphi Corp
Based in Troy, Michigan, Delphi Corporation (PINKSHEETS: DPHIQ)
-- http://www.delphi.com/-- was a global supplier of mobile
electronics and transportation systems, including powertrain,
safety, steering, thermal, and controls & security systems,
electrical/electronic architecture, and in-car entertainment
technologies. Delphi had approximately 146,600 employees and
operates 150 wholly owned manufacturing sites in 34 countries with
sales of $18.1 billion in 2008.
The Company filed for Chapter 11 protection on October 8, 2005
(Bankr. S.D.N.Y. Lead Case No. 05-44481). John Wm. Butler Jr.,
Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden,
Arps, Slate, Meagher & Flom LLP, represent the Debtors in their
restructuring efforts. Robert J. Rosenberg, Esq., Mitchell A.
Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP,
represent the Official Committee of Unsecured Creditors. As of
June 30, 2008, the Debtors' balance sheet showed US$9,162,000,000
in total assets and US$23,742,000,000 in total debts.
The Court confirmed Delphi's plan on January 25, 2008. The Plan
was not consummated after a group led by Appaloosa Management,
L.P., backed out from their proposal to provide US$2,550,000,000
in equity financing to Delphi. At the end of July 2009, Delphi
obtained confirmation of a revised plan, build upon a sale of the
assets to a entity formed by some of the lenders who provided
$4 billion of debtor-in-possession financing, and General Motors
Company.
On October 6, 2009, Delphi Corp.'s Chapter 11 plan of
reorganization became effective. A Master Disposition Agreement
executed among Delphi Corporation, Motors Liquidation Company,
General Motors Company, GM Components Holdings LLC, and DIP Holdco
3, LLC, divides Delphi's business among three separate parties --
DPH Holdings LLC, GM Components, and DIP Holdco 3.
Delphi emerged from Chapter 11 as DPH Holdings. DPH Holdings will
remain responsible for the post-Effective Date administration and
eventual closing of the Chapter 11 cases as well as the
disposition of certain retained assets and payment of certain
retained liabilities as provided under the Modified Plan.
Bankruptcy Creditors' Service, Inc., publishes Delphi Bankruptcy
News. The newsletter tracks the Chapter 11 proceedings of Delphi
Corp. and its debtor-affiliates. (http://bankrupt.com/newsstand/
or 215/945-7000)
DEUCE INVESTMENTS: Case Summary & 17 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Deuce Investments, Inc.
449 Grill Road
Clayton, NC 27520
Bankruptcy Case No.: 10-01083
Chapter 11 Petition Date: February 12, 2010
Court: United States Bankruptcy Court
Eastern District of North Carolina (Wilson)
Judge: Randy D. Doub
Debtor's Counsel: Trawick H. Stubbs, Jr., Esq.
Stubbs & Perdue, P.A.
P.O. Drawer 1654
New Bern, NC 28563
Tel: (252) 633-2700
Fax: (252) 633-9600
Email: efile@stubbsperdue.com
Estimated Assets: $10,000,001 to $50,000,000
Estimated Debts: $10,000,001 to $50,000,000
According to the schedules, the Company has assets of $17,334,282,
and total debts of $21,297,698.
The petition was signed by Linwood J. Jones, the company's vice
president.
Debtor's List of 17 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
JDG, Inc. $1,726,965
Attn: Manager or Agent
PO Box 595
Selma, NC 27576
Eric Sellers $1,475,000
407 Bennett Drive
Selma, NC 27576
Gregory A. Johnson $1,000,608
612 Powell Street
Smithfield, NC 27577
Donald R. Mason $900,589
612 Lake Winds Trail ($0 secured)
Rougemont, NC 27572
Scott J. Gerow $841, 381
110 Portwatch Way, Ste 101
Wilmington, NC 28412-7008
Millard & Millard $252,634
Attn: Manager or Agent
PO Box 595
Selma, NC 27576
Benny Rowland Backhoe Serv. $186,636
Attn: Manager or Agent
R.D. Braswell Construction Co. $141,097
Attn: Manager or Agent
Joseph S. Hill, Jr. & Assoc. $26,925
Attn: Manager or Agent
Pender County Utility Dept. $16,158
Attn: Manager or Agent
Environmental Chemists, Inc. $12,000
Attn: Manager or Agent
Enviro-Matters $6,095
Attn: Manager or Agent
Landis, Inc. $3,400
Attn: Manager or Agent
Progress Energy Carolinas $2,674
Attn: Manager or Agent
Woodruff, Reece & Fortner $1,500
Attn: Manager or Agent
NC Dept Env & Natural Res $1,310
Attn: Manager or Agent
ECLP Co. $359
Attn: Manager or Agent
DIAMOND DECISIONS: Case Summary & Unsecured Creditor
----------------------------------------------------
Debtor: Diamond Decisions Inc.
2211 E Olympic Bl
Los Angeles, CA 90021
Bankruptcy Case No.: 10-15109
Type of Business:
Chapter 11 Petition Date: February 12, 2010
Court: United States Bankruptcy Court
Central District of California (Los Angeles)
Judge: Richard M. Neiter
Debtor's Counsel: Brent H. Blakely, Esq.
915 N Citrus Ave
Hollywood, CA 90038
Tel: (323) 464-7400
Estimated Assets: $10,000,001 to $50,000,000
Estimated Debts: $10,000,001 to $50,000,000
The petition was signed by Yvette Campbell, the company's vice
president.
Debtor's List of 1 Largest Unsecured Creditor:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Union Bank Bank $15 million
445 South Figueroa Street
Los Angeles,
California 90021
E & H CAR CRUSHING: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: E & H Car Crushing Co., Inc.
106 Gloucester Street
Orlando, FL 32833
Bankruptcy Case No.: 10-02140
Chapter 11 Petition Date: February 13, 2010
Court: United States Bankruptcy Court
Middle District of Florida (Orlando)
Debtor's Counsel: James H. Monroe, Esq.
Post Office Box 540163
Orlando, FL 32854
Tel: (407) 872-7447
Fax: (407) 246-0008
Email: jhm@jamesmonroepa.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 $2,678,854,
and total debts of $2,263,577.
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/flmb10-02140.pdf
The petition was signed by Harold Erb, president of the Company.
EASTMAN KODAK: S&P Changes Outlook to Stable, Affirms 'B-' Rating
-----------------------------------------------------------------
Standard & Poor's Ratings Services revised its rating outlook on
Rochester, New York-based Eastman Kodak Co. to stable from
negative. All ratings on the company, including the 'B-'
corporate credit rating, were affirmed.
"The 'B-' rating reflects S&P's concern about Kodak's long-term
earnings and cash flow prospects," noted Standard & Poor's credit
analyst Tulip Lim.
This concern is based on:
* The continued secular volume decline of the traditional
photographic products and services business,
* The unproven long-term profit potential of its consumer digital
imaging businesses, Intermediate-term potential for a decline in
its entertainment imaging businesses, unpredictability of
intellectual property earnings, significant discretionary cash
flow deficits, vulnerability to economic pressures, and
* The Company's leveraged financial profile.
In the fourth quarter ended Dec. 31, 2009, Kodak's revenue
increased 6%, benefiting from a 4% favorable impact from foreign
exchange. Revenue in the Film, Photofinishing, and Entertainment
Group declined 10%, with revenue from Entertainment Imaging
declining 4% in the quarter. Revenue from the Graphic
Communications Group declined 5% because of continued recessionary
pressures. Revenue in the Consumer Digital Imaging Group
increased 27% because of high intellectual property royalties
earned primarily from a nonrecurring arrangement. EBITDA grew by
more than 350%. The high-margin nonrecurring intellectual
property transaction boosted fourth-quarter results. Cost-
containment efforts, lower raw material costs, a more favorable
sales mix, and comparisons against a weak fourth quarter last year
also contributed to the increase in EBITDA. S&P estimates that,
excluding the impact of nonrecurring intellectual property
royalties, the company's EBITDA doubled in the 2009 fourth
quarter. A key rating issue is S&P's lack of confidence that
intermediate-term trends will produce a return to consolidated
revenue growth (when excluding one-time intellectual property
transactions) accompanied by gross margin expansion.
Accounting principles treat a portion of the principal of the
company's 7% convertible notes due 2017 and 10.5% senior secured
notes due 2017 as equity. After S&P's adjustments reversing the
equity treatment of these bonds, debt balances stood at
$1.4 billion. Debt to EBITDA was approximately 3.6x at Dec. 31,
2009. The Company has not released its SEC Form 10-K for the
period, but S&P estimates that when adjusted for pensions, post-
retirement health care obligations, outstanding guarantees of
third-party obligations, and asset retirement obligations,
leverage was much higher. S&P estimate that adjusted leverage was
in the double digits. Unadjusted EBITDA coverage of interest was
roughly 3.3x for the period.
For the year ended Dec. 31, 2009, negative discretionary cash flow
was less than the amount to which management had guided and better
than S&P's expectations, but still very high. S&P expects that
earnings and cash flow in 2010 will benefit from another
significant nonrecurring intellectual property arrangement.
Still, S&P believes the Company will have substantial negative
discretionary cash flow deficits in 2010 and S&P is concerned that
these deficits may widen in 2011 and beyond after the earnings
from nonrecurring intellectual property transactions run off.
EMPIRE CENTER: U.S. Trustee Unable to Appoint 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
form an official committee of unsecured creditors in the
Chapter 11 case of Empire Center at Coldwater Springs, LLC.
The U.S. Trustee related that there were insufficient number of
unsecured creditors have expressed interest in serving on a
committee.
The U.S. Trustee reserves the right to appoint a committee if
interest develop among the creditors.
Scottsdale, Arizona-based Empire Center at Coldwater Springs, LLC,
filed for Chapter 11 bankruptcy protection on December 18, 2009
(Bankr. D. Ariz. Case No. 09-32728). John J. Hebert, Esq., at
Polsinelli Shughart, P.C., 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 in its bankruptcy petition.
FAIRPOINT COMMS: Bank Debt Trades at 23% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which FairPoint
Communications, Inc., is a borrower traded in the secondary market
at 77.46 cents-on-the-dollar during the week ended Friday,
Feb. 12, 2010, according to data compiled by Loan Pricing Corp.
and reported in The Wall Street Journal. This represents an
increase of 1.75 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 190 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.
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)
FAIRPOINT COMMS: Gets Nod to Set March 18 as Claims Bar Date
------------------------------------------------------------
Rule 3003(c)(2) of the Federal Rules of Bankruptcy Procedure
provides that any creditor who asserts a claim against the
Debtors that (i) arose prior to the Petition Date, and whose
claim is not scheduled in Fairpoint Communications Inc. and its
units' schedules of assets and liabilities or (ii) is listed on
the Schedules as disputed, contingent or unliquidated, must file a
Proof of Claim.
Fixing a Claims Bar Date will enable the Debtors to receive,
process and begin to analyze creditors' claims in a timely and
efficient manner, James T. Grogan, Esq., at Paul Hastings
Janofsky & Walker LLP, in New York, asserts. A Bar Date will
also give creditors ample opportunity to prepare and file Proofs
of Claim.
Accordingly, the Debtors sought and obtained approval from the
Bankruptcy Court to establish:
(a) March 18, 2010, at 5:00 p.m. Eastern Time, as the
deadline for each person or entity to file proofs of claim
based on prepetition claims;
(b) April 19, 2010, at 5:00 p.m. Eastern Time, as the last
date and time by which guarantors, sureties, endorsers,
and other co-debtors may file claims against the Debtors
under Section 501(b) of the Bankruptcy Code;
(c) April 24, 2010, at 5:00 p.m. Eastern Time, as the last
date and time by which governmental units may file Proofs
of Claim in the Debtors' bankruptcy cases.
The Debtors also propose these uniform procedures for filing
claims:
* All timely claims or reclamation demands arising under
Sections 503(b)(9) or 546(c) of the Bankruptcy Code, as
applicable, will be deemed to satisfy the requirements for
filing a timely proof of claim in the Debtors' Chapter 11
cases, but only with respect to the claims asserted pursuant
to the 503(b)(9) and Reclamation Claims Procedures Order;
provided, however, that any person or entity who failed to
deliver a claim or reclamation demand in accordance with the
503(b)(9) and Reclamation Claims Procedures Order will not
be entitled to file a claim or reclamation demand under
Sections 503(b)(9) or 546(c), as applicable.
Any person or entity who intends to assert a claim in
addition to a claim or reclamation demand previously
asserted in accordance with the 503(b)(9) and Reclamation
Claims Procedures Order will be required to file a proof of
claim by the Bar Date for that additional claim.
* Any person or entity that holds a claim that arises
from the rejection of an executory contract or unexpired
lease must file a Proof of Claim based on that rejection by
the later of either (i) the Bar Date; or (ii) the first
business day that is at least 30 days after the effective
date of the contract or lease rejection, unless the order
authorizing that rejection provides otherwise.
* A claimant who asserts a claim against more than one Debtor
entity must file a separate Proof of Claim against each
debtor, and all holders of claims must identify on their
Proof of Claim the particular debtor against which their
claim is asserted and the case number of the particular
Debtor's Chapter 11 case.
* Any holder of a claim who is required, but fails, to file a
proof of claim on or before the Bar Date will be forever
barred, estopped and enjoined from asserting a claim against
the Debtors, and the Debtors and their property will be
forever discharged from all indebtedness or liability with
respect to the claim. Moreover, the holder will not be
permitted to vote to accept or reject any plan of
reorganization, or participate in any distribution in the
Debtors' chapter 11 cases on account of that claim, or
receive further notices regarding that claim.
The Debtors further proposed that these parties need not be
required to file proofs of claim on or before the Bar Date:
* Any holder of a claim who has already properly filed a Proof
of Claim against the Debtors with the Clerk of the Court or
BMC Group, the Debtors' claims agent, utilizing a claim form
which substantially conforms to the Proof of Claim Form or
Official Form.
* Any person or entity whose claim is listed on the Debtors'
Schedules and (i) whose claim is not described as disputed,
contingent, or unliquidated; (ii) who does not dispute the
amount or nature of the claim as set forth in the Schedules;
and (iii) who does not dispute that the claim is an
obligation of the specific debtor against which the claim is
listed on the Schedules.
* Any person or entity that holds a claim that has been
allowed by an order of the Court entered on or before the
Bar Date.
* Any holder of a claim that has already been paid in full by
the Debtors.
* Any holder of a claim for which a separate deadline has
previously been fixed by the Court.
* Any debtor in these cases having a claim against another
debtor.
* Any person or entity having a claim under Sections 503(b),
507(a)(2), 330(a), 331 or 364 of the Bankruptcy Code as an
administrative expense of the Debtors' Chapter 11 cases.
* Any director of FairPoint who held that position on or after
June 1, 2009, or any current officer or employee of the
Debtors, to the extent that the person's claim is for
indemnification, contribution, subrogation or reimbursement.
At least 28 days prior to the Bar Date, the Debtors intend to
publish a Bar Date Notice, with any modification necessary for
ease of publication, in The Wall Street Journal.
About FairPoint Communications
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)
FAIRPOINT COMMS: Removal Period Extended Until April 26
-------------------------------------------------------
Bankruptcy Judge Burton Lifland has extended the time by which
Fairpoint Communications Inc. and its units may file notices of
removal of civil proceedings or state court action
pending against them through April 26, 2010.
About FairPoint Communications
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)
FAIRPOINT COMMS: Wants More Time to Decide on Leases
----------------------------------------------------
Section 365(d)(4)(A) of the Bankruptcy Code provides for an
initial period of 120 days after the commencement of a Chapter 11
case during which a debtor may assume or reject unexpired leases
of non-residential real property under which the debtor is a
lessee. Section 365(d)(4)(B) further provides that a bankruptcy
court may extend the applicable period, prior to the expiration
of the 120-day period, for 90 days on the motion of the trustee
or lessor for cause. After the first extension order of the
applicable period, the Court may grant a subsequent extension
only upon prior written consent of the lessor in each instance.
Pursuant to Section 365(d)(4)(a), the Debtors currently have
until February 23, 2010, to assume or reject the unexpired leases
they are a party to.
Accordingly, by this motion, the Debtors ask the Court to extend
the period by which they must decided to assume or reject their
Unexpired Leases, through and including May 24, 2010.
James T. Grogan, Esq., at Paul Hastings Janofsky & Walker LLP, in
New York, asserts that the Debtors' extension request is
warranted for these reasons:
(1) The Debtors are timely paying for the use of the property
pursuant to the Leases at the applicable rent, and are
continuing to perform any other obligations under the
Leases in a timely fashion, to the extent required by
Section 365(d)(3).
(2) The Debtors' cases are large and complex. The size and
complexity of the Debtors' cases has not permitted it to
complete a thorough analysis of the Leases to evaluate the
economics in the context of the Debtors' future business
operations or to determine whether assumption or rejection
of the any of the Leases would inure a benefit to their
estates.
(3) Absent an extension of the Lease Decision Period, the
Leases are subject to premature forfeiture pursuant to
Section 365(d)(4)(A), which would cause significant
disruption to the Debtors' operations and harm all of the
Debtors' stakeholders.
"FairPoint should not be forced at this early stage of its
chapter 11 cases to incur administrative claims or reject what
may prove to be valuable and/or necessary assets before FairPoint
has had a full opportunity to explore its options with respect to
the Leases in the context of the overall plan process," Mr.
Grogan says.
The Debtors insist that they need additional time to evaluate and
assess the value of the Leases so that they may assume or reject
the Leases in a manner that maximizes value for their estates.
The Court is set to convene a hearing on February 24, 2010, to
consider the Debtors' request.
About FairPoint Communications
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)
FLYING J: Deal with Pilot Travel Centers Under FTC Review
---------------------------------------------------------
Rachel Feintzeig at Dow Jones Daily Bankruptcy Review reports that
Flying J Inc. attorney David L. Eaton, Esq., at Kirkland & Ellis
LLP, said in an interview Thursday the Company's merger deal with
private equity-backed Pilot Travel Centers LLC caught the
attention of federal regulators concerned that the transaction
might stifle competition in certain markets.
"We don't believe that's the case," said Mr. Eaton. "We're quite
hopeful we can successfully address their concerns."
Flying J unveiled its bankruptcy-exit plan last week. According
to Ms. Feintzeig, Flying J plans to reorganize around its Big West
Oil LLC business, and distribute proceeds from the sale of other
subsidiaries, including its chain of travel plazas, to creditors.
According to the DBR report, Mr. Eaton said all creditors will
eventually be paid in full, but indicated Flying J might not have
enough cash on hand to make full repayment right when it emerges
from bankruptcy protection, necessitating the distribution of
notes in the interim.
DBR says the amount of cash available for creditors will depend on
how quickly Flying J can wrap up some not-yet-finalized
transactions, such as the refinancing of its North Salt Lake
Refinery in Utah and the sale of 250 travel plazas under the Pilot
deal.
As reported by the Troubled Company Reporter on February 1, 2010,
Judge Mary F. Walrath of the U.S. Bankruptcy Court for the
District of Delaware has approved the $1.2 billion deal with
Pilot. Pilot's legal advisor is White & Case LLP.
According to DBR, Mr. Eaton acknowledged that the percentage of
cash versus notes that creditors will see is a "fluid" number. He
believes, however, that a "substantial portion" of the $1.15
billion in total claims will be paid in cash.
DBR notes Flying J has tallied about $300 million in
administrative and priority claims and $400 million in unsecured
claims. Holders of secured claims are owed about $450 million and
are set to be repaid with refinancing proceeds and the proceeds of
various asset sales. Shareholders, too, are set to see a
"significant return," according to court papers.
Flying J has sold various assets since filing for bankruptcy:
Asset Buyer Price
----- ----- -----
700-mile Texas pipeline Magellan Midstream $326MM
Partners LP
200-well oil production El Paso Corp. $103.5MM
business
Bakersfield, Calif., Alon USA Energy $50MM,
refinery subject to
higher
offers at
auction
Flying J is seeking a four-month extension of its exclusive right
to file a plan. Mr. Eaton said the request is a protective move
in case the Federal Trade Commission doesn't approve the Pilot
sale. Flying J's exclusive plan filing deadline currently expires
February 28. A hearing on the Exclusivity Extension Motion
expires February 23.
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.
FREESCALE SEMICONDUCTOR: Prices Private Offering of Senior Notes
----------------------------------------------------------------
Freescale Semiconductor Inc. priced private offering of its senior
secured notes consists of $750 million principal amount of its 10-
1/8% senior secured notes due 2018.
The sale of the notes is expected to close on February 19, 2010,
subject to certain closing conditions, including receipt of
consents from a majority of the lenders to amend the company's
senior secured credit facilities and receipt of consents from
lenders with respect to at least $1 billion in principal amount of
the term loans under the senior secured credit facilities to
extend the maturity of their term loans.
All of the proceeds from the offering will be used to repay
indebtedness outstanding under the senior secured credit
facilities at par.
About Freescale Semiconductor
Freescale Semiconductor -- http://www.freescale.com/-- is a
global leader in the design and manufacture of embedded
semiconductors for the automotive, consumer, industrial,
networking and wireless markets. The privately held company is
based in Austin, Texas, and has design, research and development,
manufacturing or sales operations around the world.
Freescale's corporate credit ratings from Standard & Poor's,
Moody's and Fitch are 'B-', 'Caa1' and 'CCC', respectively.
FREMONT GENERAL: Reaches $7MM Settlement With Wells Fargo
---------------------------------------------------------
Fremont General Corp. and Wells Fargo & Co. have reached a nearly
US$7 million settlement in repurchase disputes stemming from the
bank's role as trustee to several of Fremont's mortgage
securitization transactions, Law360 reports.
Based in Santa Monica, California, Fremont General Corp. (OTC:
FMNTQ) -- http://www.fremontgeneral.com/-- was a financial
services holding company with $8.8 billion in total assets at
September 30, 2007. Fremont General ceased being a financial
services holding company on July 25, 2008, when its wholly owned
bank subsidiary, Fremont Reorganizing Corporation (f/k/a Fremont
Investment & Loan) completed the sale of its assets, including all
of its 22 branches, and 100% of its $5.2 billion of deposits to
CapitalSource Bank.
Fremont General filed for Chapter 11 protection on June 18, 2008,
(Bankr. C.D. Calif. Case No. 08-13421). Robert W. Jones, Esq.,
and J. Maxwell Tucker, Esq., at Patton Boggs LLP, Theodore
Stolman, Esq., Scott H. Yun, Esq., and Whitman L. Holt, Esq., at
Stutman Treister & Glatt, represent the Debtor as counsel.
Kurtzman Carson Consultants LLC is the Debtor's noticing
agent and claims processor. Lee R. Bogdanoff, Esq., Jonathan S.
Shenson, Esq., and Brian M. Metcalf, at Klee, Tuchin, Bogdanoff &
Stern LLP, represent the Official Committee of Unsecured
Creditors as counsel. Fremont's formal schedules showed
$330,036,435 in total assets and $326,560,878 in total debts.
FRONTIER COMMS: Ohio OKs Purchase of Verizon's Local Wireline
-------------------------------------------------------------
Frontier Communications Corporation disclosed its pending
acquisition of Verizon Communications' local wireline operations
in Ohio serving residential and small business customers has been
unanimously approved by the Public Utilities Commission of Ohio
(PUCO).
The commission approved two agreements reached among various
parties in December: one among Verizon, Frontier, the PUCO staff,
the Office of the Ohio Consumers' Counsel and Cincinnati Bell
Extended Territories, LLC; and another among Verizon, Frontier and
Comcast Phone Ohio, LLC.
Ohio is the fourth state to approve the transaction. The Public
Utilities Commission of Nevada and the Public Service Commission
of South Carolina unanimously approved the transaction on Oct. 28,
2009 and unanimous approval by the California Public Utilities
Commission was granted on Oct. 29, 2009.
"This is an important step towards providing residential and
business customers in Ohio with expanded broadband availability
and Frontier's enhanced products and services," said Dan McCarthy,
Executive Vice President and Chief Operating Officer of Frontier.
"Upon completion of the transaction, Ohio will be Frontier's fifth
largest state and we will be ready to deliver great products and
services to our new customers. Extending broadband reach and
penetration is critical to revitalizing communities, improving
business productivity and giving consumers faster access to the
resources of the Internet. Frontier has committed to do that for
its new customers in Ohio."
Mr. McCarthy added, "The new Frontier will have a strong balance
sheet, lower leverage, operating flexibility and greater cash flow
generation, all of which should enable Frontier to achieve an
investment grade credit rating over time."
On May 13, 2009, Frontier announced plans to acquire Verizon's
local wireline operations serving residential and small-business
customers in predominantly rural areas and small- to medium-sized
towns and cities in 14 states.
Regulators in five other states and the Federal Communications
Commission also must approve the transaction or related transfers.
At the federal level, in the fall of 2009 the Federal Trade
Commission and the U.S. Department of Justice granted the parties'
request for early termination of the waiting period required under
the Hart-Scott-Rodino Antitrust Improvements Act of 1976.
Frontier has received all 41 local franchise approvals from
authorities in Washington state and Oregon that are required to
transfer control of local cable TV franchises from Verizon
Communications to Frontier, subject to meeting certain conditions
of such approvals.
On October 27, 2009, Frontier's shareholders approved the
transaction with Verizon.
The transaction is expected to close during the second quarter of
2010.
About Frontier Communications
Frontier Communications Corporation, headquartered in Stamford,
Connecticut, is the fifth largest wireline telecommunications
company in the U.S., serving more than 7 million access lines in
primarily rural areas and small- and medium-sized cities.
* * *
Fitch Ratings has maintained Frontier's Issuer Default Rating at
'BB', on Positive Watch. Standard & Poor's Ratings Services also
retained Frontier's corporate credit rating at 'BB/Stable/--'
despite the upsizing of the Company's 8.125% senior notes due 2018
from $450 million to $600 million at the end of September 2009.
GATEHOUSE MEDIA: Bank Debt Trades at 53% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which GateHouse Media,
Inc., is a borrower traded in the secondary market at 46.70 cents-
on-the-dollar during the week ended Friday, Feb. 12, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal. This represents a drop of 0.92
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 Feb. 27, 2014, and carries
Moody's Ca rating and Standard & Poor's CCC rating. The debt is
one of the biggest gainers and losers among 190 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.
GateHouse Media, Inc. -- http://www.gatehousemedia.com/--
headquartered in Fairport, New York, is one of the largest
publishers of locally based print and online media in the United
States as measured by its 97 daily publications. GateHouse Media
currently serves local audiences of more than 10 million per week
across 21 states through hundreds of community publications and
local Web sites.
At September 30, 2009, the Company had $601,666,000 in total
assets against $1,350,478,000 in total liabilities.
As reported by the Troubled Company Reporter on September 21,
2009, Moody's Investors Service downgraded GateHouse Media
Operating, Inc.'s Corporate Family rating to "Ca" from "Caa1" and
its Probability of Default rating to "Ca" from "Caa2", reflecting
Moody's view of very high default risk and weakened recovery
prospects for debtholders in an event of default scenario which is
exacerbated by lingering adverse current market conditions.
GENERAL GROWTH: 22 More Affiliates Exit Chapter 11
--------------------------------------------------
Twenty-two affiliates of General Growth Properties, Inc., emerge
from Chapter 11 on January 26, 27 and 29, February 1 and 2, 2010.
Four Plan Debtors that emerged from bankruptcy as of January 26,
2010, are:
* Champaign Market Place L.L.C.
* Columbia Mall L.L.C.
* GGP-Brass Mill, Inc.
* Southlake Mall L.L.C.
Four Plan Debtors that emerged from bankruptcy as of January 27,
2010, are:
* Tracy Mall Partners I, L.L.C.
* Tracy Mall Partners II L.P.
* Tracy Mall Partners, L.P.
* Tracy Mall, Inc.
Five Plan Debtors that emerged from bankruptcy as of January 29,
2010, are:
* Coronado Center Holdings L.L.C.
* Coronado Center L.L.C.
* GGP-North Point Land L.L.C.
* GGP-North Point, Inc.
* Piedmont Mall, LLC
Bellis Fair Partners emerged from bankruptcy as of February 1,
2010.
Eight Plan Debtors that emerged from bankruptcy as of February 2,
2010, are:
* Collin Creek Mall, LLC
* Lancaster Trust
* PARCIT-IIP Lancaster Venture
* Parcity L.L.C.
* Parcity Trust
* Park City Holding, Inc.
* PC Lancaster L.L.C.
* PC Lancaster Trust
The Plan Debtors' Joint Plan of Reorganization is deemed effective
as of January 26, 27, and 29, February 1 and 2, 2010. General
Growth's counsel, James H.M. Sprayregen, P.C., at Weil, Gotshal &
Manges LLP, in New York, told the United States Bankruptcy Court
for the Southern District of New York that each of the conditions
precedent to consummation of the Plan have been satisfied or
waived in accordance with the Plan.
After the Effective Date, and without the need for further Court
approval, the Plan Debtors may (a) cause any or all of the Plan
Debtors to be merged into or contributed to one or more of the
Plan Debtors or non-Debtor Affiliates, dissolved or otherwise
consolidated or converted, (b) cause the transfer of assets
between or among the Plan Debtors or non-Debtor Affiliates
or (c) engage in any other transaction in furtherance of the Plan.
The Plan provides for 100% recovery to all holders of Claims
against, and Interests in, the Plan Debtors.
The order confirming the Plan on December 15, 2009, the second
order confirming the Plan on December 23, 2009, and the third
order confirming the Plan on January 20, 2010, and the Plan
establish certain deadlines by which holders of Claims must take
certain actions.
Full-text copies of the Confirmation Orders dated December 15, and
23, 2009 and January 20, 2010, are available for free at:
* http://bankrupt.com/misc/ggp_Dec15ConfirmationOrder.pdf
* http://bankrupt.com/misc/ggp_Dec23ConfOrd.pdf
* http://bankrupt.com/misc/ggp_Jan20ConfOrder.pdf
About General Growth Properties
Based in Chicago, Illinois, General Growth Properties, Inc. --
http://www.ggp.com/-- is the second-largest U.S. mall owner,
having ownership interest in, or management responsibility for,
more than 200 regional shopping malls in 44 states, as well as
ownership in master planned community developments and commercial
office buildings. The Company's portfolio totals roughly
200 million square feet of retail space and includes more than
24,000 retail stores nationwide. General Growth is a self-
administered and self-managed real estate investment trust. The
Company's common stock is trading in the pink sheets under the
symbol GGWPQ.
General Growth Properties Inc. and its affiliates filed for
Chapter 11 on April 16, 2009 (Bankr. S.D.N.Y., Case No.
09-11977). Marcia L. Goldstein, Esq., Gary T. Holtzer, Esq.,
Adam P. Strochak, Esq., and Stephen A. Youngman, Esq., at Weil,
Gotshal & Manges LLP, have been tapped as bankruptcy counsel.
Kirkland & Ellis LLP is co-counsel. Kurtzman Carson Consultants
LLC has been engaged as claims agent. The Company also hired
AlixPartners LLP as financial advisor and Miller Buckfire Co. LLC,
as investment bankers. The Debtors disclosed
$29,557,330,000 in assets and $27,293,734,000 in debts as of
December 31, 2008.
Bankruptcy Creditors' Service, Inc., publishes General Growth
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by General Growth Properties Inc. and its various
affiliates. (http://bankrupt.com/newsstand/or 215/945-7000)
GENERAL GROWTH: Settles Securities Suits Against Directors
----------------------------------------------------------
General Growth Properties Inc. and its units ask Judge Allan
Gropper of the United States Bankruptcy Court for the Southern
District of New York to approve a settlement agreement resolving
securities lawsuits filed against the Debtors' directors.
Certain individuals who acquired securities of General Growth
Properties, Inc. between April 30 and October 24, 2008, commenced
four securities lawsuits in the United States District Court for
the Northern District of Illinois against GGP and certain of the
company's current and former directors and officers. The
securities lawsuits alleged various violations of the Securities
Exchange Act and are consolidated in one proceeding captioned
Sharankishor Desai v. Bucksbaum et al., Civil Action No. 09-cv-
487. The District Court appointed Sharankishor Desai as lead
plaintiff for the Securities Lawsuits. GGP is no longer a
defendant in the Securities Class Action. The GGP directors who
are defendants in the Securities Class Action are:
* John Bucksbaum,
* Bernard Freibaum,
* Robert A. Michaels,
* Joel Bayer,
* Edmund J. Hoyt,
* Jean Schlemmer,
* Sharon Polonia,
* Ronald L. Gern,
* Anthony Downs,
* Beth Stewart, and
* Alexander Berman
Before the Petition Date, the Debtors purchased primary and excess
directors and officers liability insurance from Twin City Fire
Insurance Co., which provides coverage for the Debtors' current
and former officers in connection with civil, criminal regulatory
and other actions alleging violations of the Securities Exchange
Act. For Claims made against the Director Defendants during the
period from March 1, 2008 to March 1, 2009, the Debtors purchased
a primary-level Directors, Officers and Company Liability
Insurance Policy from Twin City to provide coverage for "any Claim
first made" against the Debtors' directors and officers and, for a
securities claim against the Debtors, during the policy period.
The D&O Policy affords a $15,000,000 limit of liability. The
Debtors also purchased excess coverage from Illinois National
Insurance Company with a $10,000,000 limit of liability excess of
the $15 million primary D&O Policy.
To eliminate the uncertainties, burden and expense of further
litigation without any admission of wrongdoing, Mr. Desai on
behalf of class members of the Securities Class Action and the
Director Defendants entered into arm's-length negotiations and
agreed to settle the disputes between them, including the
Securities Class Action.
Adam P. Strochak, Esq., at Weil, Gotshal & Manges LLP, in New
York, says that on January 12, 2010, the parties participated in a
full-day mediation session before retired Judge Daniel Weinstein
in Rutherford, California. At the end of the mediation session
with Judge Weinstein, the Parties agreed in principle upon the
terms of a settlement, and Judge Weinstein recommended that the
Parties agree to the settlement.
The salient terms of the Settlement are:
(a) The Settlement Agreement is subject to approval of the
District Court and the entry of a final judgment of
dismissal;
(b) Within 30 days after the District Court's entry of an
order preliminarily approving the Settlement Agreement,
the Director Defendants will pay or cause to be paid
$15,500,0000 to an escrow agent to be used as the
settlement fund to be paid out to Class Members under the
Settlement Agreement who submit valid and timely proofs of
claim and releases;
(c) Upon the effective date of the Settlement Agreement, Mr.
Desai and each Settlement Class member, will be deemed to
have fully released all claims, known or unknown, against
the Director Defendants and related parties, including GGP
and its affiliates:
(1) related to the purchase or acquisition of GGP common
stock by any Settlement Class Member during the
relevant period;
(2) which were or could have been brought in the
Securities Lawsuits; or
(3) related the defense or resolution of the Securities
Lawsuits;
(d) Upon the Effective Date, each of the Director Defendants
will be deemed to have fully released Mr. Desai, the
Settlement Class Members and the counsel to Class
Plaintiffs' counsel, from all claims relating to the
Securities Lawsuits or the claims at issue in the
Securities Lawsuits.
In this light, the Debtors ask the Bankruptcy Court for a limited
modification of the automatic stay under Section 362(d) of the
Bankruptcy Code to allow the Insurers to make a settlement
payment of $15,500,000 under the Settlement Agreement. The
Debtors also ask the Bankruptcy Court to waive the requirements
of Rule 4001(a)(3) of the Federal Rules of Bankruptcy Procedure
and direct that the order approving the Settlement Agreement be
effective immediately.
Mr. Strochak says that the Securities Class Action is highly
complex and its outcome uncertain. Thus, if the Securities Class
Action is not settled, it is likely that a potential finding of
wrongdoing or liability against the Director Defendants may be
used, or attempted to be used, to judicially prejudice or
prosecute claims against the Debtors, he points out. Given that
neither GGP nor any of the other Debtors is a party to the
Securities Class Action, the Settlement Agreement allows GGP to
obtain the benefit of a release of all claims at issue in the
Securities Class Action without having to make any payment from
GGP's estate, he assures the Court.
Moreover, Mr. Strochak relates that modifying the automatic stay
will not harm the Debtors' estates. He notes that the Debtors'
rights to the proceeds are contractually subordinated to the
rights of the Director Defendants pursuant to the priority of
payments endorsements. However, if the Bankruptcy Court finds
that the Debtors have some interest in the proceeds of the D&O
Policies, the Debtors believe that that interest is nominal and
in any event cannot be determined until the Directors Defendants'
losses have been quantified and paid, he points out. Advancing
the Settlement Amount pursuant to the D&O Policies is thus
necessary to minimize these losses, he maintains. He also
clarifies that neither the Debtors, the Director Defendants nor
the Insurers are waiving any of their rights under the D&O
Policies or any other insurance policy.
The Bankruptcy Court will consider the Debtors' request on
February 16, 2010. Objections are due February 11.
About General Growth Properties
Based in Chicago, Illinois, General Growth Properties, Inc. --
http://www.ggp.com/-- is the second-largest U.S. mall owner,
having ownership interest in, or management responsibility for,
more than 200 regional shopping malls in 44 states, as well as
ownership in master planned community developments and commercial
office buildings. The Company's portfolio totals roughly
200 million square feet of retail space and includes more than
24,000 retail stores nationwide. General Growth is a self-
administered and self-managed real estate investment trust. The
Company's common stock is trading in the pink sheets under the
symbol GGWPQ.
General Growth Properties Inc. and its affiliates filed for
Chapter 11 on April 16, 2009 (Bankr. S.D.N.Y., Case No.
09-11977). Marcia L. Goldstein, Esq., Gary T. Holtzer, Esq.,
Adam P. Strochak, Esq., and Stephen A. Youngman, Esq., at Weil,
Gotshal & Manges LLP, have been tapped as bankruptcy counsel.
Kirkland & Ellis LLP is co-counsel. Kurtzman Carson Consultants
LLC has been engaged as claims agent. The Company also hired
AlixPartners LLP as financial advisor and Miller Buckfire Co. LLC,
as investment bankers. The Debtors disclosed
$29,557,330,000 in assets and $27,293,734,000 in debts as of
December 31, 2008.
Bankruptcy Creditors' Service, Inc., publishes General Growth
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by General Growth Properties Inc. and its various
affiliates. (http://bankrupt.com/newsstand/or 215/945-7000)
GENERAL GROWTH: U.S. Trustee Adds Member to Creditors Committee
---------------------------------------------------------------
Pursuant to Section 1102 of the Bankruptcy Code, Diana G. Adams,
United States Trustee for Region 2, appointed, on February 2,
2010, Luxor Capital Group, LP, to serve as member of the Official
Committee of Unsecured Creditors in General Growth Properties,
Inc., and its debtor-affiliates' Chapter 11 cases.
Luxor Capital can be reached at:
Luxor Capital Group, LP
Attn: Nathaniel Redleaf
767 5th Avenue, 19th Floor
New York 10153
(212) 763-8018
The existing members of the Committee are:
-- Eurohypo AG, New York Branch;
Attn: Daniel Vinson
1114 Avenue of the Americas
New York, New York 10036
Tel. No. (212) 479-2518
-- The Bank of New York Mellon Trust Co.;
Attn: Robert Major
6525 West Campus Oval
New Albany, Ohio 43054
Tel. No. (614) 775-5278
-- American High-Income Trust;
Attn: Ellen Carr
333 S. Hope Street, 55th Floor
Los Angeles, California 90071
Tel. No. (310) 996-6342
-- Fidelity Fixed Income Trust, Fidelity Strategic Real Return
Fund and Fidelity Investments.
Attn: Andrew Boyd
82 Devonshire Street, V13H
Boston, Massachusetts 02109
-- Wilmington Trust;
Attn: Patrick Healy
Rodney Square North
1100 North Market Street
Wilmington, Delaware 19890-1600
Tel. No. (302) 636-6391
-- Taberna Capital Management, LLC;
Attn: Rafael Licht
450 Park Avenue
New York, New York 10022
Tel. No. (212) 300-6901
-- Macy's Inc.;
Attn: Carl L. Goetemoeller
7 West Seventh Street
Cincinnati, Ohio 45202
Tel. No. (513) 579-7666
-- General Electric Capital Corp.; and
Attn: Carl L. Goetemoeller
201 Merritt
Norwalk, CT 06856
Tel. No. (513) 956-4405
-- Millard Mall Services, Inc.
Attn: Lawrence B. Kugler
7301 North Cicero Avenue
Lincolnwood, IL 60712
Tel. No. (847) 763-2040
About General Growth Properties
Based in Chicago, Illinois, General Growth Properties, Inc. --
http://www.ggp.com/-- is the second-largest U.S. mall owner,
having ownership interest in, or management responsibility for,
more than 200 regional shopping malls in 44 states, as well as
ownership in master planned community developments and commercial
office buildings. The Company's portfolio totals roughly
200 million square feet of retail space and includes more than
24,000 retail stores nationwide. General Growth is a self-
administered and self-managed real estate investment trust. The
Company's common stock is trading in the pink sheets under the
symbol GGWPQ.
General Growth Properties Inc. and its affiliates filed for
Chapter 11 on April 16, 2009 (Bankr. S.D.N.Y., Case No.
09-11977). Marcia L. Goldstein, Esq., Gary T. Holtzer, Esq.,
Adam P. Strochak, Esq., and Stephen A. Youngman, Esq., at Weil,
Gotshal & Manges LLP, have been tapped as bankruptcy counsel.
Kirkland & Ellis LLP is co-counsel. Kurtzman Carson Consultants
LLC has been engaged as claims agent. The Company also hired
AlixPartners LLP as financial advisor and Miller Buckfire Co. LLC,
as investment bankers. The Debtors disclosed
$29,557,330,000 in assets and $27,293,734,000 in debts as of
December 31, 2008.
Bankruptcy Creditors' Service, Inc., publishes General Growth
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by General Growth Properties Inc. and its various
affiliates. (http://bankrupt.com/newsstand/or 215/945-7000)
GENERAL WHOLESALE: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: General Wholesale Building Supply Company
dba New Bern Building Supply
dba Eastern Building Components
dba Askews of Jacksonville
PO Box 12305
New Bern, NC 28561
Bankruptcy Case No.: 10-01082
Chapter 11 Petition Date: February 12, 2010
Court: United States Bankruptcy Court
Eastern District of North Carolina (Wilson)
Judge: Randy D. Doub
Debtor's Counsel: John A. Northen, Esq.
Northen Blue, LLP
PO Box 2208
Chapel Hill, NC 27515-2208
Tel: (919) 968-4441
Fax: (919) 942-6603
Email: jan@nbfirm.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 $9,519,916,
and total debts of $7,356,239.
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/nceb10-01082.pdf
The petition was signed by JV Williams Jr., CEO of the Company.
GENOA HEALTHCARE: Moody's Affirms 'B2' Corporate Family Rating
--------------------------------------------------------------
Moody's Investors Service affirmed the ratings of Genoa Healthcare
Group, LLC, including the B2 Corporate Family and Probability of
Default Ratings and Ba3 rating on the company's first lien credit
facility. At the same time, Moody's revised the rating on the
second lien term loan to B3 from Caa1 in accordance with Moody's
Loss-Given-Default Methodology. The ratings outlook remains
negative.
The B2 Corporate Family Rating considers Genoa's state revenue
concentration, as all of the company's facilities are located in
Florida. This is of particular concern due to the company's
reliance on Medicaid reimbursement, which is set each year as part
of states' budgets. Balancing this risk is the company's
leverage, which is moderate, and solid interest coverage metrics.
At the same time, the B2 rating is supported by Genoa's leading
market position in Florida and the attractive demographics of that
state.
The Company's operating performance and liquidity have improved
considerably over the past year. Further, Genoa was able to
attract a qualified new CEO and CFO in a timely manner following
the departure of the former CEO and CFO in 2009. However, the
negative outlook reflects Moody's view of heightened risk of a
Medicaid rate cut in mid-2010 given the budgetary pressures in
that state. Further, the negative outlook reflects refinancing
risk associated with the upcoming expiration in August 2010 of the
company's revolving credit facility, which Genoa uses for intra-
quarter working capital needs. Moody's would likely stabilize the
rating outlook if Medicaid rate changes for the next fiscal year
appear to be manageable and the company demonstrates progress in
amending or extending its revolver.
Moody's took these actions:
-- Corporate Family Rating affirmed at B2;
-- Probability of Default Rating affirmed at B2;
-- $20 million revolving credit facility, due 2010, affirmed at
Ba3, LGD rate changed to LGD2, 23% from LGD2, 27%;
-- $100 million ($86 million outstanding) first lien term loan,
due 2012, affirmed at Ba3, LGD rate changed to LGD2, 23% from
LGD2, 27%;
-- $50 million second lien term loan, due 2013, upgraded to B3
(LGD4, 64%) from Caa1 (LGD5, 78%);
The outlook is negative.
Moody's last rating action for Genoa occurred on December 18,
2007, at which time Moody's affirmed Genoa's B2 corporate family
rating and changed the ratings outlook to negative from stable.
Moody's last commented on Genoa on July 31, 2009.
Genoa's ratings were assigned by evaluating factors Moody's
believe are relevant to the credit profile of the issuer, such as
i) the business risk and competitive position of the company
versus others within its industry, ii) the capital structure and
financial risk of the company, iii) the projected performance of
the company over the near to intermediate term, and iv)
management's track record of tolerance for risk. These attributes
were compared against other issuers both within and outside of
Genoa's core industry and Genoa's ratings are believed to be
comparable to those other issuers of similar credit risk.
Headquartered in Tampa, FL, Genoa, through its subsidiaries,
provides skilled nursing and specialty healthcare services in 59
skilled nursing facilities throughout the state of Florida. The
company also provides consulting and administrative services to
facilities in 16 states and the District of Columbia through
contractual arrangements. The company operates the Florida
facilities through leases with independent third parties and does
not own any of the real property associated with the facilities.
Revenues for the trailing twelve months ended September 30, 2009,
were approximately $658 million.
GENTA INC: Gets $2.8 Million Non-Dilutive Cash from Tax Sale
------------------------------------------------------------
Genta Incorporated has received $2.8 million in non-dilutive cash
proceeds from the sale of net operating tax losses and research
tax credits generated in prior tax years as part of the Technology
Business Tax Certificate Program sponsored by the New Jersey
Economic Development Authority.
The company said the program is designed to attract and retain
knowledge-intensive businesses that will enhance the State's
strategic and competitive interests in these areas.
The company said that its request for designation as a Small-to-
Medium Sized Enterprise had been granted by the European Medicines
Agency. SME status provides certain financial and administrative
assistance to small businesses as they advance their regulatory
filings and submissions through the EMEA.
Looming Cash Crunch
As reported by the Troubled Company Reporter on December 7, 2009,
Genta has said its recurring losses and negative cash flows from
operations raise substantial doubt about its ability to continue
as a going concern. Presently, with no further financing,
management projects that the Company will run out of funds in the
second quarter of 2010. The Company said the terms of its April
2009 Notes enable the noteholders, at their option, to purchase up
to approximately $6 million of additional notes with similar
terms. The Company does not have any additional financing in
place. There can be no assurance that the Company can obtain
financing, if at all, on terms acceptable to it.
At September 30, 2009, the Company had total assets of $18,853,000
against total current liabilities of $12,013,000 and total long-
term liabilities of $3,346,000, resulting in stockholders' equity
of $3,494,000.
The Company has said it will require additional cash to maximize
its commercial opportunities and continue its clinical development
opportunities. If the Company is unable to raise additional
funds, it could be required to reduce its spending plans, reduce
its workforce, license one or more of its products or technologies
that it would otherwise seek to commercialize itself, sell certain
assets, cease operations, or declare bankruptcy.
About Genta Incorporated
Berkeley Heights, New Jersey-based Genta Incorporated is a
biopharmaceutical company engaged in pharmaceutical (drug)
research and development, its sole reportable segment. The
Company is dedicated to the identification, development and
commercialization of novel drugs for the treatment of cancer and
related diseases.
GMAC INC: Fitch Assigns 'B/RR4' Rating on $2 Bil. Unsec. Debt
-------------------------------------------------------------
Fitch Ratings has assigned a 'B/RR4' rating to GMAC Inc.'s five-
year $2 billion issuance of 8.3% unsecured debt. Proceeds from
the issuance will be used to make loans, purchase receivables and
for general corporate purposes.
Fitch's current ratings on GMAC Inc. are:
-- Long-term IDR 'B';
-- Senior Unsecured 'B/RR4';
-- Short-term IDR 'B';
-- Short-term debt 'B';
-- Individual 'D';
-- Support '4';
-- Support Floor 'B';
-- Long-term FDIC guaranteed debt 'AAA';
-- Short-term FDIC guaranteed debt'F1+'.
The Rating Outlook is Positive.
H & H VALVE SERVICES: Case Summary & 20 Largest Unsec. Creditors
----------------------------------------------------------------
Debtor: H & H Valve Services, LLC.
3849 Slator Dr.
Odessa, TX 79764
Bankruptcy Case No.: 10-70055
Chapter 11 Petition Date: February 12, 2010
Court: United States Bankruptcy Court
Western District of Texas (Midland)
Judge: Craig A. Gargotta
Debtor's Counsel: Vivian Lea Borland, Esq.
213 North Main, Ste. 101
Midland, TX 79701
Tel: (432) 684-5290
Email: dora@borlandlaw.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/txwb10-70055.pdf
The petition was signed by Christopher Kevin Leary, president of
the Company.
HARRAH'S ENTERTAINMENT: HOC Bank Debt Trades at 0.16% Off
---------------------------------------------------------
Participations in a syndicated loan under which Harrah's Operating
Company, Inc., is a borrower traded in the secondary market at
99.84 cents-on-the-dollar during the week ended Friday, Feb. 12,
2010, according to data compiled by Loan Pricing Corp. and
reported in The Wall Street Journal. This represents a drop of
2.00 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 CCC+ rating.
The debt is one of the biggest gainers and losers among 190 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.
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.
HARRISBURG, PA: Scraps Asset-Sale Plan to Meet Debt
---------------------------------------------------
Dunstan McNichol at Bloomberg News reports that the City Council
in Harrisburg, Pennsylvania, which is facing possible bankruptcy,
adopted a budget that leaves out a plan to sell its historic
downtown market and other assets to meet $68 million in debt
service.
According to the report, council members, by a 4-3 vote, adopted a
pared-down $121 million budget that acting city business
administrator Michael Casey said raises the prospect of bankruptcy
for the city of 47,000.
"For all practical purposes, you're headed for bankruptcy" without
a plan to include the asset sale, Mr. Casey told council members
before their vote. "Maybe that's your agenda."
According to Bloomberg, the principal and interest due this year
on guarantees the city has made to cover payments on $282 million
in debt for the Harrisburg Authority's waste-to-energy incinerator
are four times the annual property tax receipts for the capital of
the sixth-most-populous U.S. state.
On February 11, Moody's Investors Service downgraded the city's
general obligation bond rating three levels from Ba2 to B2. The
downgrade, according to Moody's, reflects Harrisburg's weak plan
to address the significant guaranteed debt service obligations
that may result in the city's non-payment on its guarantee of the
bonds. Moody's said the rating also incorporates the city's
highly leveraged and stagnant tax base with a notable tax-exempt
component, low income and wealth levels, high poverty, and above-
average unemployment.
About Harrisburg, Pa.
Harrisburg is the capital of the Commonwealth of Pennsylvania.
Harrisburg, as of the 2000 census, had a population of 48,950,
making it the ninth largest city in Pennsylvania.
Dow Jones says Harrisburg has $600 million in total debts. In
2009, according to Dow Jones, Harrisburg skipped some bond
payments, leaving Dauphin County to make good on the debt by
drawing down reserves.
HAWKER BEECHCRAFT: Bank Debt Trades at 26% Off in Secondary Market
------------------------------------------------------------------
Participations in a syndicated loan under which Hawker Beechcraft
is a borrower traded in the secondary market at 73.75 cents-on-
the-dollar during the week ended Friday, Feb. 12, 2010, according
to data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal. This represents a drop of 1.50 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 190 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday.
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.
HAWKER BEECHCRAFT: Bank Debt Trades at 9% Off in Secondary Market
-----------------------------------------------------------------
Participations in a syndicated loan under which Hawker Beechcraft
is a borrower traded in the secondary market at 90.65 cents-on-
the-dollar during the week ended Friday, Feb. 12, 2010, according
to data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal. This represents a drop of 3.35 percentage points
from the previous week, The Journal relates. The Company pays 850
basis points above LIBOR to borrow under the facility. The bank
loan matures on March 26, 2014, and is not rated by Moody's or
Standard & Poor's. The debt is one of the biggest gainers and
losers among 190 widely quoted syndicated loans with five or more
bids in secondary trading for the week ended Friday.
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.
HEARTHSTONE RANCH: Proposed Plan Wipes Out Unsecured Creditors
--------------------------------------------------------------
Hearthstone Ranch II LLC filed with the U.S. Bankruptcy Court for
the Eastern District of California a Disclosure Statement in
relation to its Plan of Reorganization.
The Debtor will begin soliciting votes on the Plan following
approval of the adequacy of the information in the Disclosure
Statement.
According to the Disclosure Statement, the Plan contemplates
paying Brookfield Homes, Standard Pacific, and Stanislaus County
Tax Collector in full on or before September 30, 2010, either
through take out financing or through Debtor entering into joint
venture agreement.
Under the Plan, the unsecured class will receive nothing until the
time as the property is developed and sold. Any income of the
Debtor from the rental of the five residences and the actual
farming acreage will be used by the Debtor to fund ongoing costs
with associated with simply maintaining the real property.
The obligation to Brookfield and Standard will be paid or in full
on or before September 30, 2010. Failure to do so will constitue
a breach of the confirmed Plan and Brookfield and Standard will be
allowed to continue with the existing foreclosure proceeding
including continuation of the existing trustee's sale. The
Stanislaus County Tax Collector will maintain its lien and
statutory enforcements rights.
The unsecured class will receive nothing until the time as the
property is sold and after all secured creditors are paid in full.
the unsecured class will accrue interest at the rate of 5% per
annum from date of confirmation.
A full-text copy of the Disclosure Statement is available for free
at http://bankrupt.com/misc/HearthStoneRanch_DS.pdf
Hearthstone Ranch II LLC, owner of a development in Stanislaus
County, California, filed a Chapter 11 petition. The property is
claimed to be worth $10.5 million.
The Company filed for Chapter 11 on November 4, 2009 (Bankr. E.D.
Calif. Case No. 09-93573). Hilton A. Ryder, Esq., in Fresno,
Calif., represents the Debtor in its restructuring effort.
According to the schedules, the Company has assets of $10,500,064,
and total debts of $11,640,801.
HENRY ANDERSON: Files Schedules of Assets & Liabilities
-------------------------------------------------------
Henry L. Anderson, Jr., has filed with the U.S. Bankruptcy Court
for the Eastern District of North Carolina its schedules of assets
and liabilities, disclosing:
Name of Schedule Assets Liabilities
---------------- ------ -----------
A. Real Property $17,739,130.25
B. Personal Property $173,976.38
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $10,158,050.42
E. Creditors Holding
Unsecured Priority
Claims $347,782.34
F. Creditors Holding
Unsecured Non-priority
Claims $224,715.81
----------- -----------
TOTAL $17,913,106.63 $10,730,548.57
Wrightsville Beach, North Carolina-based Henry L. Anderson, Jr.,
filed for Chapter 11 bankruptcy protection on February 3, 2010
(Bankr. E.D. N.C. Case No. 10-00809). Trawick H. Stubbs, Jr.,
Esq., at Stubbs & Perdue, P.A., assists the Company in its
restructuring effort. The Company has assets of $17,913,107, and
total debts of $10,730,549.
HENRY ANDERSON: Wants Sec. 341(a) Meeting Continued Until March 31
------------------------------------------------------------------
Henry L. Anderson has asked the U.S. Bankruptcy Court for the
Eastern District of North Carolina to continue the Section 341
meeting until after March 31, 2010.
The meeting was currently set for March 22, 2010, at 10:00 a.m.,
at USBA Creditors Meeting Room, 1760 B Parkwood Boulevard, Wilson,
NC 27893.
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.
Wrightsville Beach, North Carolina-based Henry L. Anderson, Jr.,
filed for Chapter 11 bankruptcy protection on February 3, 2010
(Bankr. E.D. N.C. Case No. 10-00809). Trawick H. Stubbs, Jr.,
Esq., at Stubbs & Perdue, P.A., assists the Company in its
restructuring effort. The Company has assets of $17,913,107, and
total debts of $10,730,549.
HHI HOLDINGS: Moody's Assigns 'B2' Corporate Family Rating
----------------------------------------------------------
Moody's Investors Service assigned first time ratings to HHI
Holdings, LLC -- Corporate Family and Probability of Default
Ratings, B2, and the $240 million senior secured term loan
facility, B3. The rating outlook is stable. Proceeds from the
$240 million term loan, along with cash on hand, will be used to
fund a special dividend to the company's shareholders (including
the company's sponsor, KPS Capital Partners), refinance existing
debt, and pay related fees and expenses.
The B2 Corporate Family Rating reflects HHI's acquisitive history,
high customer concentrations, and small revenue base balanced by
the company's modest leverage and relatively strong interest
coverage. HHI has made several strategic acquisitions over the
last several years consolidating the automotive forging industry.
This trend has continued with the recent acquisition of certain
assets of Formtech Industries, LLC in October of 2009. Moody's
recognizes management's ability to integrate the acquired
businesses during difficult conditions in the automotive industry.
Through the acquisition of forging assets, HHI has developed a
material share of the outsourced forging market within the
automotive industry. However, the company has a short history,
inclusive of the recent acquisition, and integration risks are
expected to continue over the near-term. The vast majority of
HHI's revenues are from sales to North American automotive OEM's
and tier-one automotive suppliers with approximately 63% of
revenues from the Detroit-3. As such, the company is very
susceptible to the cyclical automotive industry and fluctuations
in the operations and end-markets of its major customers. The
rating benefits from the barriers to entry, including high capital
investment requirements for the forging industry, and the
company's relatively strong credit metrics. Pro forma for the
recent acquisition of Formtech Industries, EBIT/interest coverage
(including Moody's standard adjustments) for the FYE 2009
approximated 2.4x, and Debt/EBITDA is expected to approximate
3.6x.
The stable outlook incorporates Moody's view that HHI's relatively
strong credit metrics for the assigned rating should help to
mitigate the risks of the company's relative small revenue base
and high customer concentrations with the Detroit-3. As revenues
are concentrated in North America, the company will benefit from
expected increases in production levels to approximately
10.5 million units in 2010, off of the industry's recent trough in
2009 of about 8.5 million units. The company's liquidity profile
is expected to provide sufficient operating flexibility should
this recovery be less robust or should the Detroit-3 experience
market share loses.
HHI is expected to have good liquidity over the near-term. Cash
balances are expected to be nominal upon completion of the
transaction. However, the new four-year $140 million asset based
revolving credit facility (unrated by Moody's) will be undrawn at
closing. Further, Moody's believes the facility will remain
largely unused, given the expected strong operating margins
leading to the likely generation of positive free cash flow over
the next twelve months, inclusive of the required amortization
under the term loan. Moody's notes that the company's current
assets and borrowing base will not immediately permit access to
the full revolving credit facility. However, the borrowing base
and covenant limitations should provide sufficient access to the
revolver's availability over the near-term. Alternate liquidity
is limited as essentially all of the company's assets secure the
credit facilities.
The rating and/or outlook could improve if HHI were to demonstrate
a continuation of its record of successful integration of recent
acquisitions, maintenance of its strong niche market position, and
revenue participation in the industry's recovery. Further
customer and industry diversification could also result in
positive ratings momentum.
The outlook or rating could be lowered if North American
automotive production levels do not recover as anticipated,
resulting in substantially weaker profitability or a deterioration
in liquidity. If operations were to weaken such that debt to
EBITDA were to increase over 4.5 times or free cash flow
generation was not realized, the company's rating and/or outlook
could be lowered.
These ratings were assigned:
-- Corporate Family Rating, B2;
-- Probability of Default, B2;
-- B3 (LGD4, 61%), for the $240 million senior secured term loan
HHI Holdings, LLC., headquartered in Royal Oak, Michigan, is a
full service supplier of highly engineered metal forgings and
machined components, wheel bearings, and powdered metal engine and
transmission components for automotive and industrial customers.
Operations are conducted through three subsidiaries: HHI Forging
Holdings, LLC; Bearing Holdings, LLC, and Cloyes Gear and
Products, Inc.
HINDU TEMPLE: Court Warns Founder for Concealment of Property
-------------------------------------------------------------
Andria Simmons at The Atlanta Journal-Constitution says a federal
court judge said that federal investigators should be notified
that Annamalai Annamalai, founder of Hindu Temple of Georgia, may
be concealing property from the trustee.
The judge warned Mr. Annamalai that he could end up in prison if
he continues to make outlandish claims and concealment in court,
Ms. Simmon says.
According to report, Mr. Annamalai is still filing lawsuits,
intercepting mails and negotiating with creditors on behalf of the
company, Ms. Simmons says.
Hindu Temple and Community Center of Georgia, Inc., filed for
Chapter 11 bankruptcy protection on August 31, 2009 (Bankr. N.D.
Ga. Case No. 09-82915).
HOWARD SCOTT: Section 341(a) Meeting Scheduled for March 9
----------------------------------------------------------
The U.S. Trustee for Region 21 will convene a meeting of creditors
in Howard Scott Ross' Chapter 11 case on March 9, 2010, at 1:30
p.m. The meeting will be held at Federal Building, Cain St
Entrance, Room 200, Decatur, AL 35601.
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.
Huntsville, Alabama-based Howard Scott Ross filed for Chapter 11
bankruptcy protection on February 5, 2010 (Bankr. N.D. Ala. Case
No. 10-80416). Patrick A. Jones, Esq., who has an office in
Huntsville, Alabama, assists the Company in its restructuring
effort. The Company has assets of $2,115,298, and total debts of
$586,000.
HSH DELAWARE: Files Schedules of Assets & Liabilities
-----------------------------------------------------
HSH Delaware GP LLC has 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 $100
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $0
E. Creditors Holding
Unsecured Priority
Claims $0
F. Creditors Holding
Unsecured Non-priority
Claims $0
----------- -----------
TOTAL $100 $0
HSH Delaware GP LLC is based in Wilmington, Delaware.
Nine HSH partnerships were created in 2006 to buy a 26% stake in
HSH Nordbank AG, the world's largest shipping financier, from
WestLB AG for about EUR1.25 billion ($1.76 billion). The
partnerships received unsecured term and revolving loans of
EUR375 million from ABN AMRO bank to fund the purchase of HSH
Nordbank shares.
As reported by the Troubled Company Reporter on September 9, 2009,
creditors with claims aggregating $27.8 million filed a petition
to send affiliate HSH Delaware LP to Chapter 7 liquidation (Bankr.
D. Del. Case No. 09-13145). Commerzbank AG, Lloyds TSB Bank Plc,
ABN Amro Bank NV, Calyon, Royal Bank of Scotland Plc and
Landsbanki Islands HF filed the involuntary Chapter 7 petition.
HSH Delaware filed for Chapter 11 bankruptcy protection on
January 21, 2010 (Bankr. D. Delaware Case No. 10-10187). The
Company listed $100,000,001 to $500,000,000 in assets and
$100,000,001 to $500,000,000 in liabilities.
HSH Delaware's affiliates -- HSH Delaware L.P.; HSH Luxembourg
S.a.r.l.; HSH Luxembourg Coinvest S.a.r.l.; HSH Delaware GP LLC;
HSH Alberta I L.P.; HSH Alberta II L.P.; HSH Alberta V L.P.; HSH
Coinvest (Alberta) L.P.; JCF HSH (DE) GP LP; HSH Delaware L.P.;
HSH Luxembourg S.a.r.l.; and HSH Luxembourg Coinvest S.a.r.l. --
also filed separate Chapter 11 petitions.
John Henry Knight, Esq.; Lee E. Kaufman, Esq.; Mark D. Collins,
Esq.; and Robert J. Stearn Jr., Esq., assist the Debtors in their
restructuring effort.
The Debtors' Canadian Counsel is McCarthy Tetrault LLP. The
Debtors' Chief Restructuring Officer is H Ronald Weissman.
HSH DELAWARE: Section 341(a) Meeting Scheduled for Feb. 24
----------------------------------------------------------
The U.S. Trustee for Region 3 will convene a meeting of creditors
in HSH Delaware GP LLC, et al.'s Chapter 11 case on February 24,
2010, at 2:30 p.m. The meeting will be held at 844 King Street,
Fifth Floor, Room 2112, Wilmington, DE 19801.
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.
HSH Delaware GP LLC is based in Wilmington, Delaware.
Nine HSH partnerships were created in 2006 to buy a 26% stake in
HSH Nordbank AG, the world's largest shipping financier, from
WestLB AG for about EUR1.25 billion ($1.76 billion). The
partnerships received unsecured term and revolving loans of
EUR375 million from ABN AMRO bank to fund the purchase of HSH
Nordbank shares.
As reported by the Troubled Company Reporter on September 9, 2009,
creditors with claims aggregating $27.8 million filed a petition
to send affiliate HSH Delaware LP to Chapter 7 liquidation (Bankr.
D. Del. Case No. 09-13145). Commerzbank AG, Lloyds TSB Bank Plc,
ABN Amro Bank NV, Calyon, Royal Bank of Scotland Plc and
Landsbanki Islands HF filed the involuntary Chapter 7 petition.
HSH Delaware filed for Chapter 11 bankruptcy protection on
January 21, 2010 (Bankr. D. Delaware Case No. 10-10187). The
Company listed $100,000,001 to $500,000,000 in assets and
$100,000,001 to $500,000,000 in liabilities.
HSH Delaware's affiliates -- HSH Delaware L.P.; HSH Luxembourg
S.a.r.l.; HSH Luxembourg Coinvest S.a.r.l.; HSH Delaware GP LLC;
HSH Alberta I L.P.; HSH Alberta II L.P.; HSH Alberta V L.P.; HSH
Coinvest (Alberta) L.P.; JCF HSH (DE) GP LP; HSH Delaware L.P.;
HSH Luxembourg S.a.r.l.; and HSH Luxembourg Coinvest S.a.r.l. --
also filed separate Chapter 11 petitions.
John Henry Knight, Esq.; Lee E. Kaufman, Esq.; Mark D. Collins,
Esq.; and Robert J. Stearn Jr., Esq., assist the Debtors in their
restructuring effort.
The Debtors' Canadian Counsel is McCarthy Tetrault LLP. The
Debtors' Chief Restructuring Officer is H Ronald Weissman.
INDEPENDENCE TAX: Swings to Net Income in Quarter Ended Dec. 31
---------------------------------------------------------------
Independence Tax Credit Plus L.P. reported net income of $46,996
and $621,109 for the three and nine months ended December 31,
2009, and 2008, as compared to a net loss of $658,009 and
$1,223,213 for the corresponding periods in 2008.
Rental income increased approximately 1% and 3% for the three and
nine months ended December 31, 2009, as compared to the
corresponding periods in 2008, primarily due to annual rent
increases and decreases in vacancies at several Local Partnerships
partially offset by a decrease in occupancy at one Local
Partnership.
Other income decreased approximately $33,000 and $40,000 for the
three and nine months ended December 31, 2009, as compared to the
corresponding periods in 2008, primarily due to a decrease in the
amount of cash being invested at the Partnership level.
Total expenses, excluding general and administrative-related
parties, and depreciation and amortization, remained fairly
consistent with a decrease of approximately 1% and 3% for the
three and nine months ended December 31, 2009, as compared to the
corresponding periods in 2008.
General and administrative - related party expenses decreased
approximately $138,000 and $341,000 for the three and nine months
ended December 31, 2009, as compared to the corresponding periods
in 2008, primarily due to a decrease in partnership management
fees and other expense reimbursement allocations at the
Partnership level due to sale of properties.
Depreciation and amortization expenses decreased approximately
$57,000 and $165,000 for the three and nine months ended
December 31, 2009, as compared to the corresponding periods in
2008, primarily due to a decrease in property value at one Local
Partnership.
A full-text copy of the Company's quarterly report on Form 10-Q is
available at no charge at http://researcharchives.com/t/s?524a
Cash and Cash Equivalents
Cash and cash equivalents of the Partnership and its consolidated
subsidiary partnerships increased approximately $197,000 during
the nine months ended December 31, 2009, due to net cash provided
by operating activities of $80,000 and proceeds from sale of
properties of approximately $12,000,000, which exceeded a decrease
in cash held in escrow relating to investing activities of
approximately $224,000, acquisition of property and equipment of
approximately $114,000, costs paid relating to sale of properties
of approximately $223,000, a decrease in due to local general
partners and affiliates relating to financing activities of
approximately $31,000 and repayments of mortgage notes of
$11,289,000. Included in the adjustments to reconcile the net
loss to net cash provided by operating activities are depreciation
and amortization of $1,067,000 and gain on sale of properties
$1,049,000.
The Partnership believes it has sufficient liquidity and ability
to generate cash and to meet existing and known or reasonably
likely future cash requirements over both the short and long term.
The Partnership is not expected to have access to additional
sources of financing.
Unpaid Partnership Management Fees
Partnership management fees owed to the General Partner amounting
to approximately $6,603,000 and $6,219,000 were accrued and unpaid
as of December 31, 2009, and March 31, 2009, respectively.
Without the General Partner's advances and continued accrual
without payment of certain fees and expense reimbursements, the
Partnership would not be in a position to meet its obligations.
About Independence Tax
Based in New York, Independence Tax Credit Plus L.P. is a limited
partnership which was formed under the laws of the State of
Delaware on November 7, 1990. The general partner of the
partnership is Related Independence Associates L.P., a Delaware
limited partnership. The general partner of the General Partner
is Related Independence Associates Inc., a Delaware corporation.
The ultimate parent of the General Partner is Centerline Holding
Company.
The partnership was formed to invest as a limited partner in other
partnerships that own apartment complexes that are eligible for
the low-income housing tax credit enacted in the Tax Reform Act of
1986, some of which may also be eligible for the historic
rehabilitation tax credit. The partnership's investment in each
local partnership represents from 98% to 98.99% of the
partnership's interests in the local partnership. The partnership
originally held ownership interests in twenty-eight local
partnerships. The partnership does not intend to acquire
additional properties.
During the nine months ended December 31, 2009, one local
partnership sold its property and related assets and liabilities.
As of December 31, 2009, the partnership has sold its limited
partnership interest in twelve local partnerships, the property
and the related assets and liabilities of four local partnerships
and has transferred the deed to the property and the related
assets and liabilities of one local partnership. In addition, as
of December 31, 2009, two local partnerships are actively being
marketed for sale.
* * *
As of the December 31, 2009, the Company's consolidated balance
sheets showed $51,391,318 in total assets, $66,036,805 in total
liabilities, resulting in a $14.645,487 partners' deficit.
HUNTSMAN ICI: Bank Debt Trades at 5% Off in Secondary Market
------------------------------------------------------------
Participations in a syndicated loan under which Huntsman ICI is a
borrower traded in the secondary market at 94.59 cents-on-the-
dollar during the week ended Friday, Feb. 12, 2010, according to
data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal. This represents a drop of 0.82 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 April 23, 2014, and carries Moody's Ba2 rating and
Standard & Poor's B+ rating. The debt is one of the biggest
gainers and losers among 190 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday.
Huntsman Corp. -- http://www.huntsman.com/-- is a global
manufacturer and marketer of differentiated chemicals. Its
operating companies manufacture products for a variety of global
industries, including chemicals, plastics, automotive, aviation,
textiles, footwear, paints and coatings, construction, technology,
agriculture, health care, detergent, personal care, furniture,
appliances and packaging. Originally known for pioneering
innovations in packaging and, later, for rapid and integrated
growth in petrochemicals, Huntsman has more than 12,000 employees
and operates from multiple locations worldwide. The Company had
2008 revenues exceeding $10 billion.
INFINITO GOD: Gets Waivers of Default on Exploram Notes
-------------------------------------------------------
Infinito Gold Ltd. has received waivers of events of default under
the outstanding $50,500,000 Secured Convertible Notes of the
Company held by Exploram Enterprises Ltd. and Auro Investments
Ltd. This represents the seventh time since June 30, 2009, the
Noteholders have waived events of default relating to the delay in
receipt of a decision by the SALA IV.
As disclosed in news releases dated September 30, 2009 and
October 30, 2009, the Notes originally provided that it would be
an Event of Default if the SALA IV proceedings had not been
resolved favourably by June 30, 2009 and if the first drawdown
under a project debt financing facility did not occur by
September 30, 2009, and the first interest payment due under the
Notes was payable on September 30, 2009. None of these deadlines
were met and each of these defaults has now been waived until
March 31, 2010. In addition, Infinito's obligation to pay certain
structuring fees has been deferred, and the defaults associated
with such non-payment have been waived, until March 31, 2010.
In addition, the company disclosed that an option agreement with a
private individual has been signed for further exploration of the
Zungano concession located in Nueva Segovia, Nicaragua. The area
in the concession that is of immediate interest is near the
Chachagua River about 25 kilometres north-east of the town of
Quilali. Part of the concession is located as close as 10
kilometres from the historic San Albino gold mine and there is
small scale artisanal gold mining reported in the area.
The Company has agreed to make expenditures totalling
US$4.92 million over 51 months including exploration work, social
programs, and payments to the current concession holder. If these
obligations are fulfilled the concession will be totally
controlled by the Company and the current owner will retain a
residual royalty on gold sales of 1.5 percent to a maximum total
of US$10 million.
The concession is approximately 25,000 hectares in size and the
current land use in the area is basic farming on the steep slopes
of the hills which are cut by local drainages including the
Chachagua River. There is four wheel drive vehicle access through
the property from Quilali consisting of a road to the original
exploration camp near the Chachagua River. The Company has the
option to suspend activity at any time, if results or conditions
warrant, with no further obligations.
The geology of the area near the Chachagua River is made up
predominately of schist with the two predominant lithologys being
an altered schist and a graphitic schist. The altered schists
have in the foliation numerous quartz intrusions which is thought
to be the source of mineralization. The graphitic schists have a
high proportion of muscovite and show serpentinization of the rock
matrix. In the schist there are local andesitic dikes with a near
vertical dip.
The property near the Chachagua River was drilled in 1962 by a
company called Rio Coco Mining Co. and a report written by the
Geological Division of the Nicaragua Government's Ministerio De
Economia, Industria y Comercio (the "Ministry") describes the
local geology and the results of the small diamond drill program
consisting of five drill holes and is dated September, 1963. The
drill holes were reported to be located near the Chachagua River
at the base of Cerro Chachagua where mineralization is evident in
rock exposed by river erosion that shows evidence of a significant
stockwork structure. Mineralization in the area is predominantly
pyrite, pyrrhotite, and chalcopyrite. Gold mineralization appears
correlated to areas where these minerals are concentrated.
The drilling program was limited and consisted of five vertical
drill holes for a total of 365 meters. The report from the
Ministry shows gold and silver values in all of the holes with the
best drill hole, number 2, showing values from 17.4 metres to 29.6
metres down hole averaging 0.31 ounces of gold per short ton over
12.2 metres and 3.23 ounces of silver per short ton over the same
interval. This converts to averages gold grades of 10.6 grams per
metric tonne and silver grades of 110.7 grams per metric tonne.
Hole number 3, reported to be 20 metres distant from Hole 2,
contained 2.4 grams of gold per metric tonne over 11.6 metres and
32.2 grams of silver per metric tonne over the same interval.
The Company cautions that the information contained in the 1963
Ministry Report can not be verified and no drill logs or core is
available for confirmation of reported assays and these results
are of historic interest but should not be relied on.
Infinito Gold Ltd. is a gold exploration & development company
based in Calgary, Canada, in the process of transisting from
junior explorer to gold producer.
INT'L ROYALTY: To Delist From NYSE Amex; Deregister From SEC
------------------------------------------------------------
International Royalty Corporation will delist its common shares
from the NYSE Amex stock exchange in connection with the
previously announced transaction with Royal Gold, Inc., pursuant
to which Royal Gold will acquire, directly or indirectly, by way
of a court-approved plan of arrangement, all of the issued and
outstanding common shares of IRC, which is anticipated to occur on
or about February 22, 2010. Following the delisting of its Common
Shares from the NYSE Amex, which is expected to be completed on
March 5, 2010, IRC will take the necessary steps to deregister
from the U.S. Securities and Exchange Commission and to cease
reporting under the Securities Exchange Act of 1934, as amended.
IRC has provided written notice today to the NYSE Amex of the
anticipated closing date of the Arrangement and requested NYSE
Amex to file a Form 25 "Notification of Removal from Listing
and/or Registration under Section 12(b) of the Securities Exchange
Act of 1934" with the SEC within a reasonable time after the
Company has provided evidence of the closing. IRC anticipates
that NYSE Amex will make this filing on or about February 23, 2010
and expects the filing to be effective on or about March 5, 2010.
IRC intends to file a Form 15 "Certification and Notice of
Termination of Registration under Section 12(g) of the Securities
Exchange Act of 1934 or Suspension of Duty to File Reports under
Sections 13 and 15(d) of the Securities Exchange Act of 1934" with
the SEC in order to deregister from the SEC. Upon the filing of
the Form 15, the obligation of IRC to file periodic reports with
the SEC under the Exchange Act will be suspended immediately. The
deregistration will be effective 90 days after the filing, unless
the Form 15 is earlier withdrawn by IRC or denied by the SEC. IRC
reserves the right to delay or withdraw the filings of the Forms
25 and 15 for any reason prior to their effectiveness.
The decision by IRC to seek a delisting of its Common Shares from
the NYSE Amex and a deregistration from the SEC is due to the
anticipated closing of the previously announced Arrangement. IRC
has not arranged for the listing and/or registration of its Common
Shares on another national securities exchange or for quotation of
its Common Shares in any other quotation medium following the
delisting from the NYSE Amex, because it anticipates that Royal
Gold will be the sole owner of all of the equity securities of
IRC.
IRC is a global mineral royalty company. IRC holds 85 royalties
including an effective 2.7% NSR on the Voisey's Bay mine, a
sliding scale NSR on the Chilean portion of the Pascua-Lama
project, a 1.5% NSR on the Las Cruces project and a 1.5% NSR on
approximately 3.0 million acres of gold lands in Western
Australia. IRC is senior listed on the Toronto Stock Exchange as
well as the NYSE Amex (NYSE-A:ROY).
INTELSAT JACKSON: Bank Debt Trades at 100% in Secondary Market
--------------------------------------------------------------
Participations in a syndicated loan under which Intelsat Jackson
Holdings Ltd. is a borrower traded in the secondary market at
90.90 cents-on-the-dollar during the week ended Friday, Feb. 12,
2010, according to data compiled by Loan Pricing Corp. and
reported in The Wall Street Journal. This represents a drop of
1.55 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 Feb. 5, 2014, and
carries Moody's B3 rating and Standard & Poor's B+ rating. The
debt is one of the biggest gainers and losers among 190 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.
Intelsat Jackson Holdings is an indirect subsidiary of Intelsat
Ltd. Headquartered in Penbroke, Bermuda, Intelsat is the largest
fixed satellite service operator in the world and is privately
held by financial investors.
As reported by the Troubled Company Reporter on Oct. 16, 2009,
Standard & Poor's assigned its 'B+' issue-level and '2' recovery
ratings to Intelsat Jackson Holdings Ltd.'s proposed $500 million
senior notes due 2019. The '2' recovery rating indicates
expectations for substantial (70%-90%) recovery in the event of a
payment default. The proposed notes are also guaranteed by
Intelsat Subsidiary Holding Co. Ltd. Issue proceeds will be used
to purchase and retire about $400 million of the 11.5%/12.5%
senior paid-in-kind election notes due 2017 that reside at
Intelsat Bermuda Ltd. ($2.4 billion outstanding as of June 30,
2009) and for general corporate purposes. Ratings are based on
preliminary documentation and are subject to review of final
documents.
In addition, S&P lowered the issue-level ratings on Intelsat Sub
Holdco's unsecured debt to 'B+' from 'BB-'. This rating action
also applies to the debt at Intelsat Jackson Holdings that is
guaranteed by Sub Holdco. The downgrade of about $3.7 billion in
debt is due to the increased debt that is guaranteed by Intelsat
Sub Holdco. S&P revised the recovery rating on these notes to '2'
from '1'. Also, S&P affirmed the 'B' corporate credit rating on
parent Intelsat Ltd. The outlook is stable.
The TCR reported on Oct. 16, 2009, that Moody's assigned a B3
rating to Intelsat Jackson Holdings, Ltd.'s new $500 million 10-
year note issue. The new notes are guaranteed by Intelsat
Jackson's indirect, wholly owned subsidiary, Intelsat Subsidiary
Holding Company, Ltd. and, as they rank equally with existing B3-
rated senior notes issued by Intelsat SubHoldCo (and with senior
notes at Intelsat SubHoldCo's sister company, Intelsat
Corporation), they are rated at the same B3 level.
J2 INVESTMENTS: Court OKs Dismissal of Chapter 11 Cases
-------------------------------------------------------
The Hon. Sam A. Lindsay, the U.S. District Judge, adopted the
report and recommendation of the U.S. Bankruptcy Court for the
Northern District of Texas to dismiss the Chapter 11 cases of
J2 Investments, LLC, and its debtor-affiliates.
Dallas, Texas-based J2 Investments, LLC, filed for Chapter 11
bankruptcy protection on November 11, 2009 (Bankr. N.D. Texas Case
No. 09-37744). The Company's affiliates, Carole Petroleum, LLC,
and Red River Operators, LLC, filed separate Chapter 11 petitions.
Mark A. Castillo, Esq., Melanie Pearce Goolsby, Esq., and
Stephanie Diane Curtis, Esq., at The Curtis Law Firm, PC, assist
J2 Investments 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.
JAMES SNOWDEN: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: James D. Snowden
2304 Green Tee
Pearland, TX 77581
Bankruptcy Case No.: 10-31177
Chapter 11 Petition Date: February 11, 2010
Court: United States Bankruptcy Court
Southern District of Texas (Houston)
Judge: Jeff Bohm
Debtor's Counsel: Dawn Guilliams, Esq.
Williams Birnberg
2000 Bering Dr, Ste 909
Houston, TX 77057
Tel: (713) 981-9595
Fax: (713) 981-8670
Email: dguilliams@wba-law.com
Estimated Assets: Not Stated
Estimated Debts: Not Stated
The Debtor did not file a list of its 20 largest unsecured
creditors when it filed its petition.
The petition was signed by Mr. Snowden.
JAPAN AIRLINES: Applies to Revise Cargo Fuel Surcharge
------------------------------------------------------
Japan Airlines (JAL) has applied to the Japanese Ministry of Land,
Infrastructure, Transport and Tourism (MLIT) to revise from
March 1, 2010, its international cargo fuel surcharge for flights
departing from Japan only.
Since April 1, 2009, JAL started adjusting its fuel surcharge
levels on a monthly basis by using the one-month average fuel
price of Singaporekerosene of the month before last. As the
average fuel price of Singapore kerosene for the month of January
in 2010 was US$85.94 per barrel, the benchmark fuel price used for
calculation of the fuel surcharge level in March will be within
the range of US$85.00 to US$89.99 per barrel (refer to table
below).
The international cargo fuel surcharge will therefore increase on
long-haul international routes from 73 yen per kg to 80 yen, on
medium-haul international routes from 63 yen per kg to 69 yen, and
on short-haul routes from 53 yen per kg to 58 yen accordingly.
International Cargo Surcharge
---------------------------------------------------------------
Benchmark Surcharge by Route (per kg)
FuelPrice Range 1. Long-haul 2. Medium-haul 3. Short-haul
(US$/bbl) Routes Routes Routes
Japan-Americas, All routes China, Guam,
Europe, Middle other those Hong-Kong,
East Africa mentioned in Korea,
1& 2 Philippines,
Taiwan
---------------------------------------------------------------
95.00 - 99.99 /94 /81 /68
90.00 - 94.99 /87 /75 /63
Revised Level from
March 1, 2010
85.00 - 89.99 /80 /69 /58
Current Level
80.00 - 84.99 /73 /63 /53
75.00 - 79.99 /66 /57 /48
70.00 - 74.99 /59 /51 /43
65.00 - 69.99 /52 /45 /38
60.00 - 64.99 /45 /39 /33
55.00 - 59.99 /38 /33 /28
50.00 - 54.99 /31 /27 /23
40.00 - 44.99 /17 /15 /13
35.00 - 39.99 /10 /9 /8
Below 35.00 Discontinued
---------------------------------------------------------------
About Japan Airlines
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 the
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 for reorganization January 19 in the
Tokyo District Court and 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)
JOHN BOUWENS: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: John G. Bouwens
5558 Butternut Dr.
West Olive, MI 49460
Bankruptcy Case No.: 10-01537
Chapter 11 Petition Date: February 12, 2010
Court: United States Bankruptcy Court
Western District of Michigan (Grand Rapids)
Judge: Scott W. Dales
Debtor's Counsel: A. Todd Almassian, Esq.
Keller & Almassian PLC
2810 East Beltline Ln, NE
Grand Rapids, MI 49525
Tel: (616) 364-2100
Email: kvalaw@sbcglobal.net
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
A full-text copy of Mr. Bouwens' petition, including a list of his
20 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/miwb10-01537.pdf
The petition was signed by Mr. Bouwens.
JOSEPH GILCHRIST: U.S. Trustee Unable to Form Creditors Panel
-------------------------------------------------------------
The U.S. Trustee for Region 21 notified the U.S. Bankruptcy Court
for the Northern District of Florida that until further notice,
the U.S. Trustee will not appoint an official committee of
unsecured creditors in the Chapter 11 case of Joseph Robert
Gilchrist.
Pensacola, Florida-based Joseph Robert Gilchrist -- aka Joseph R.
Gilchrist and Joe Gilchrist -- filed for Chapter 11 bankruptcy
protection on December 14, 2009 (Bankr. N.D. Fla. Case No. 09-
32501). John E. Venn, Esq., who has an office in Pensacola,
Florida, assists the Debtor in his restructuring effort. The
Debtor listed $11,000,367 in assets and $37,893,674 in
liabilities.
KENNETH RINHOLEN: Case Summary & 15 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Kenneth J. Rinholen
dba K R Dairy
N815 W. Cty. Road O
Mondovi, WI 54755
Bankruptcy Case No.: 10-10918
Chapter 11 Petition Date: February 12, 2010
Court: United States Bankruptcy Court
Western District of Wisconsin,
http://www.wiw.uscourts.gov(Eau Claire)
Judge: Thomas S. Utschig
Debtor's Counsel: Mart W. Swenson, Esq.
Laman & Swenson Law Offices
118 E. Grand Avenue
P.O. Box 185
Eau Claire, WI 54702
Tel: (715) 835-7779
Fax: (715) 835-2573
Email: marts@lamanswensonlaw.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 $1,268,560,
and total debts of $1,059,425.
A full-text copy of Mr. Rinholen's petition, including a list of
his 15 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/wiwb10-10918.pdf
The petition was signed by Mr. Rinholen.
KOBRA PROPERTIES: Puts Historic Haman House for Sale
----------------------------------------------------
Roseville California says Historic Haman House at 424 Oak Street
owned by Kobra Properties Inc. was placed on sale. The Chapter 11
trustee will be accepting offer from qualified prospective
purchasers.
Interested purchasers may request more information from Mark F.
Thoman or Steven L. Victor at the Chapter 11 Trustee at
Development Specialist Inc., report notes.
About Kobra Properties
Headquartered in Roseville, California, Kobra Properties and its
affiliates construct, own, and operate eighty-eight diverse
commercial properties located primarily in California's Central
Valley. Some of the affiliates operate enterprises, including
franchised restaurants (e.g., Jack in the Box, T.G.I. Friday's,
Qdoba), that are tenants of the debtors.
Kobra filed for Chapter 11 protection on Nov. 25, 2008 (Bankr.
E.D. Calif. Case No. 08-37271). Leonard M. Shulman, Esq., at
Shulman Hodges & Bastian LLP, represents the Debtors. Donald W.
Fitzgerald, Esq., at Felderstein Fitzgerald Willoughby & Pascuzzi
LLP, in Sacramento, represents the Chapter 11 Trustee.
The Debtors' schedules show liabilities of $418 million and
$665 million in assets, which the Chapter 11 trustee estimates
worth $375 million to $400 million. The largest creditor is Wells
Fargo Bank, which claims $154 million in its own right and
$71 million as administrative agent and sole lead arranger of a
loan syndicate.
LANDAMERICA FIN'L: LFG Trustee Proposes N.A. Title Pact
-------------------------------------------------------
North American Title Company, Inc., filed a lawsuit in the
Superior Court for the State of California, Contra Costa County,
Case No. 06-0187, as amended, alleging that Liberty Title
Company, Steven Gilliland, William Starner, John Thompson, Dan
Wentzel, and LandAmerica Financial Group, Inc., misappropriated
NAT's trade secrets, breached their fiduciary duties to NAT, and
engaged in unfair competition.
Judge David B. Flinn has entered a verdict and a Statement of
Decision on the lawsuit. Before the State Court Judgment could
be carried out, however, LFG filed for bankruptcy and the State
Court Action was stayed by virtue of the Debtors' Chapter 11
proceedings. NAT filed a contingent proof of claim for
$24,016,000 against LFG. The basis of NAT's proof of claim,
which was assigned Claim No. 1150, was that through post-trial
motions or appeal, NAT would ultimately prevail on the claims it
originally asserted against LFG in California Superior Court.
The Parties accordingly entered into a settlement agreement to
resolve their dispute. The Settlement provides that:
(a) Liberty Title Company will pay NAT and $1,000,000 in full
settlement and compromise of the California Lawsuit and in
release and discharge of any claims and causes of action
made the Lawsuit, and in release and discharge of any
claims and causes of action arising out of events referred
to in the pleadings in connection with the Lawsuit. LFG
is not obligated to pay any amounts in connection with the
Settlement;
(b) NAT agrees to accept the $1,000,000 payment in full
settlement and compromise of the California Lawsuit.
(c) The Parties agree that the settlement payment will fully
and forever discharge all claims, causes of action,
verdicts, judgments and costs claims they hold against
each other;
(c) Each party to the Settlement will bear its own costs and
attorneys' fees; and
(d) NAT will withdraw its proof of claim against LFG and the
claim will be expunged provided LFG obtains Court approval
of the Settlement.
Bruce H. Matson, the trustee for the LFG Liquidation Trust,
accordingly asks the Court to approve the Agreement.
The Court will convene a hearing to consider the Motion on
February 9, 2010, at 10:00 a.m. Eastern Time.
About LandAmerica Financial
LandAmerica Financial Group, Inc., provides real estate
transaction services with offices nationwide and a vast network of
active agents. LandAmerica and its affiliates operate through
approximately 700 offices and a network of more than 10,000 active
agents throughout the world, including Mexico, Canada, the
Caribbean, Latin America, Europe, and Asia.
LandAmerica Financial Group and its affiliate LandAmerica 1031
Exchange Services, Inc., filed for Chapter 11 protection Nov. 26,
2008 (Bankr. E.D. Va. Lead Case No. 08-35994). Attorneys at
Willkie Farr & Gallagher LLP and McGuireWoods LLP serve as co-
counsel. Zolfo Cooper is the restructuring advisor. Epiq
Bankruptcy Solutions serves as claims and notice agent.
Attorneys at Akin Gump Strauss Hauer & Feld LLP and Tavenner &
Beran, PLC, serve as counsel to the Creditors Committee of 1031
Exchange. Bingham McCutchen LLP and LeClair Ryan serve as counsel
to the Creditors Committee of LFG.
In its bankruptcy petition, LFG listed total assets of
$3,325,100,000, and total debts of $2,839,800,000 as of Sept. 30,
2008.
On March 6, 2009, affiliate LandAmerica Assessment Corporation,
aka National Assessment Corporation, filed its own petition for
Chapter 11 relief. Affiliate LandAmerica Title Company filed for
for Chapter 11 relief on March 27, 2009. LandAmerica Credit
Services, Inc., filed for Chapter 11 in July 2009.
Bankruptcy Creditors' Service, Inc., publishes LandAmerica
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by LandAmerica Financial and its affiliate LandAmerica
1031 Exchange Services, Inc. (http://bankrupt.com/newsstand/or
215/945-7000)
LANDAMERICA FIN'L: OneStop Files Suit vs. UnitedTech
----------------------------------------------------
Debtor LandAmerica OneStop, Inc., filed with the Court a
complaint for turnover against UnitedTech Lender Services, Inc.
and its acquisition vehicles, OriginationsCo Acquisition, LLC;
UTLS BITB, LLC, formerly known as TechnologyCo Acquisition, LLC;
and UTLS DFS, LLC, formerly known as ManagementCo Acquisition,
LLC, on February 4, 2010.
The Adversary Complaint arises out of an Asset Purchase Agreement
dated October 1, 2009, by and among OneStop, together with its
affiliates OneStop Title Agency and Valuation Services, Inc.,
Default Services Company and MSTD, Inc., as sellers, and
Originations, TechnologyCo, and ManagementCo, as buyers.
At the time of the closing of the Purchase Agreement, OneStop
maintained certain bank accounts containing cash balances
comprising both funds held on account of customer and non-
customer funds. While the parties agreed to transfer ownership
of the Bank Accounts to the Buyers at the closing, they further
agreed to a post-closing mechanism to reconcile the customer and
non-customer balances contained in those accounts that the
customer balances would be retained by the Buyers and the non-
customer balances would be transferred to certain sellers. That
reconciliation was codified under Section 5.8 of the Purchase
Agreement.
OneStop asserts that it is owed $1,502,239 by the Buyers pursuant
to Section 5.8 of the Purchase Agreement. Effective late October
2009, the Buyers conclusively owed the full amount of the Section
5.8 Payment Obligation to OneStop, according to Dion W. Hayes,
Esq., at McGuireWoods LLP, in Richmond, Virginia, counsel to the
Debtors.
Mr. Hayers contends that in violation of the Purchase Agreement
and the Bankruptcy Code, the UnitedTech Defendants have failed
and refused to remit the Customer/Non-Customer Funds. Instead,
the UnitedTech Defendants asserted a purported right to set off
against their undisputed Section 5.8 payment obligations for
amounts that they have paid voluntarily on OneStop's behalf with
respect to prepetition liabilities that expressly were not
assumed by the Buyers under the Purchase Agreement.
Mr. Hayes argues that the UnitedTech Defendants neither have the
right nor the obligation under the Purchase Agreement to make
payments on OneStop's behalf and cannot bootstrap their voluntary
desire to do so into a purported setoff right to avoid their
obligations under Section 5.8 of the Purchase Agreement.
OneStop insists that all prepetition liabilities, if found to be
valid against its estate, will be satisfied through its
bankruptcy proceedings on a consistent and equitable basis vis-a-
vis its other general unsecured creditors.
By asserting a purported right to setoff and attempting to reduce
amounts that they indisputably owe to the Sellers, Mr. Hayes
asserts that the UnitedTech Defendants are effectively forcing
OneStop to satisfy in full certain prepetition general unsecured
claims that are otherwise expected to receive discounted
recoveries in OneStop's bankruptcy case. "Not only is the
UnitedTech Defendants' conduct a breach of the Purchase
Agreement, it is also a violation of Section 362(a) of the
Bankruptcy Code," Mr. Hayes says.
Mr. Hayes clarifies that pursuant to Section 541 of the
Bankruptcy Code, the non-customer funds contained in the Bank
Accounts constitute property of OneStop's bankruptcy estate that
was not expressly conveyed to the Buyers.
OneStop informs Judge Heunnekens that it has exhausted efforts to
resolve its dispute with UnitedTech without legal action.
By its Complaint, OneStop asks the Court to:
(a) order the UnitedTech Defendants to deliver the Payment
Obligation to OneStop, together with interest for the
period from October 28, 2009;
(b) compel the UnitedTech Defendants to it damages for willful
violation of Section 362(a)(3) in an amount to be
determined at trial, but not less than $1,502,239,
together with interest as of October 28, 2009; and
(c) award it damages for breach of the Purchase Agreement by
the UnitedTech Defendants in an amount to be determined at
trial, but not less than $1,502,239, together with
interest as of October 29, 2009.
About LandAmerica Financial
LandAmerica Financial Group, Inc., provides real estate
transaction services with offices nationwide and a vast network of
active agents. LandAmerica and its affiliates operate through
approximately 700 offices and a network of more than 10,000 active
agents throughout the world, including Mexico, Canada, the
Caribbean, Latin America, Europe, and Asia.
LandAmerica Financial Group and its affiliate LandAmerica 1031
Exchange Services, Inc. filed for Chapter 11 protection Nov. 26,
2008 (Bankr. E.D. Va. Lead Case No. 08-35994). Attorneys at
Willkie Farr & Gallagher LLP and McGuireWoods LLP serve as co-
counsel. Zolfo Cooper is the restructuring advisor. Epiq
Bankruptcy Solutions serves as claims and notice agent.
Attorneys at Akin Gump Strauss Hauer & Feld LLP and Tavenner &
Beran, PLC, serve as counsel to the Creditors Committee of 1031
Exchange. Bingham McCutchen LLP and LeClair Ryan serve as counsel
to the Creditors Committee of LFG.
In its bankruptcy petition, LFG listed total assets of
$3,325,100,000, and total debts of $2,839,800,000 as of Sept. 30,
2008.
On March 6, 2009, affiliate LandAmerica Assessment Corporation,
aka National Assessment Corporation, filed its own petition for
Chapter 11 relief. Affiliate LandAmerica Title Company filed for
for Chapter 11 relief on March 27, 2009. LandAmerica Credit
Services, Inc., filed for Chapter 11 in July 2009.
Bankruptcy Creditors' Service, Inc., publishes LandAmerica
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by LandAmerica Financial and its affiliate LandAmerica
1031 Exchange Services, Inc. (http://bankrupt.com/newsstand/or
215/945-7000)
LANDAMERICA FIN'L: Willkie Farr Charges $12.7MM for 12 Months Work
------------------------------------------------------------------
Professionals retained in LandAmerica Financial Group Inc.'s
bankruptcy cases have filed final applications for the allowance
of their fees and expenses incurred from November 26, 2008,
through December 6, 2009, pursuant to Sections 330 and 331 of the
Bankruptcy Code:
A. Debtors' Professionals
Professional Period Fees Expenses
------------ --------- ---------- --------
Willkie Farr & 11/26/08- $12,685,935 $463,560
Gallagher LLP 12/06/09
McGuireWoods LLP 11/26/08- $11,009,497 $208,094
12/06/09
Deloitte Tax LLP 03/23/09- $1,019,030 $18,840
12/04/09
Jenner & Block LLP 07/13/09- $717,804 $20,653
12/06/09
Williams, Mullen, 11/26/08- $403,305 $4,749
Clark & Dobbins, P.C. 12/06/09
Sandler O'Neil & 11/26/08- - $5,688
Partners L.P. 12/06/09
B. Official Committee of Unsecured Creditors' Professionals
Professional Period Fees Expenses
------------ -------- --------- --------
Akin Gump Strauss 12/08/08- $4,639,413 $363,500
Hauer & Feld LLP 12/06/09
Protiviti Inc. 12/08/08- $1,491,275 $76,537
12/06/09
Bingham McCutchen LLP 12/03/08- $6,721,107 $223,231
12/06/09
LeClairRyan 09/01/09- $547,918 $30,675
12/06/09
Tavenner & Beran, PLC 12/08/08- $342,154 $8,300
12/06/09
Alvarez & Marsal 09/01/09- $300,455 $7,681
North America, LLC 12/06/09
and Alvarez &
Marsal Dispute
Analysis & Forensic
Services, LLC
C. Lead Case Plaintiffs
Professional Period Fees Expenses
------------ -------- --------- --------
Millard Refrigerated 12/01/08- $1,840,196 $124,575
Services, Inc. 12/13/09
Howard Finkelstein, 11/01/09- $14,737 $33
the Note Test Case 12/07/09
Plaintiff
Frontier Pepper's 11/01/09- $18,245 $68
Ferry, LLC, the Type B 12/07/09
Test Case Plaintiff
Matthew B. Luxenberg, 09/01/09- $165,624 $2,261
Trustee of the Matthew 12/31/09
B. Luxenberg Revocable
Family Trust dated
May 28, 1998
Brian V. Vinchur, the chief financial officer of Millard
Refrigerated Services, Inc., filed a declaration in support of
Millard's final fee application.
The Court will consider the final fee applications on February 9,
2010, at 10:00 a.m. Eastern Standard Time. Objections to the
final fee applications were due on February 5.
Parties Stipulate
Gerard A. McHale, Jr., the trustee for the LandAmerica 1031
Exchange Services Inc. Liquidation Trust, and certain of the
bankruptcy professionals in the Debtors' cases have engaged in
discussions regarding an adjournment of the scheduled hearing on
the Final Fee Applications.
As agreed, the hearing with respect to the portion of the
Applications that relate solely to fees and expenses incurred by
LES scheduled for February 9, 2010, is adjourned to March 2, 2010
at 10:00 a.m. Eastern Time.
Objections, if any, of the LES Trustee to any of the LES
Applications should be filed on or before February 23, 2010.
Replies should be filed on or before February 26, 2010. For the
avoidance of doubt, the adjournment will not constitute an
extension of time to object for any party other than the LES
Trustee.
Accordingly, the parties ask the Court to approve their
stipulation.
LES Trustee Objects
The LES Liquidation Trustee asks the Court to adjourn the hearing
on the final fee applications of Millard Refrigerated Services,
Inc., and Matthew B. Luxenberg to March 2, 2010. He also seeks
permission to pay 85% of the Millard Application, or $1,530,000,
pending the adjourned hearing on the application.
According to the LES Trustee, the brief adjournment will permit
him to consider the Professionals, the final applications of the
LES Professionals, and the pending applications of the other
"test case" plaintiffs in a deliberate and comprehensive manner.
The LES Trustee relates that as a result of prior applications, a
large portion of the fees and expenses of the LES Professionals
and of the "test case" plaintiffs, except Millard, have already
been paid. Taking into account that Millard has not sought any
compensation previously, the LES Trustee has offered, subject to
Court approval, to pay 85% of the Millard Application,
$1,530,000, and to request an adjournment with respect to the
remaining portion of the Millard Application until March 2.
About LandAmerica Financial
LandAmerica Financial Group, Inc., provides real estate
transaction services with offices nationwide and a vast network of
active agents. LandAmerica and its affiliates operate through
approximately 700 offices and a network of more than 10,000 active
agents throughout the world, including Mexico, Canada, the
Caribbean, Latin America, Europe, and Asia.
LandAmerica Financial Group and its affiliate LandAmerica 1031
Exchange Services, Inc. filed for Chapter 11 protection Nov. 26,
2008 (Bankr. E.D. Va. Lead Case No. 08-35994). Attorneys at
Willkie Farr & Gallagher LLP and McGuireWoods LLP serve as co-
counsel. Zolfo Cooper is the restructuring advisor. Epiq
Bankruptcy Solutions serves as claims and notice agent.
Attorneys at Akin Gump Strauss Hauer & Feld LLP and Tavenner &
Beran, PLC, serve as counsel to the Creditors Committee of 1031
Exchange. Bingham McCutchen LLP and LeClair Ryan serve as counsel
to the Creditors Committee of LFG.
In its bankruptcy petition, LFG listed total assets of
$3,325,100,000, and total debts of $2,839,800,000 as of Sept. 30,
2008.
On March 6, 2009, affiliate LandAmerica Assessment Corporation,
aka National Assessment Corporation, filed its own petition for
Chapter 11 relief. Affiliate LandAmerica Title Company filed for
for Chapter 11 relief on March 27, 2009. LandAmerica Credit
Services, Inc., filed for Chapter 11 in July 2009.
Bankruptcy Creditors' Service, Inc., publishes LandAmerica
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by LandAmerica Financial and its affiliate LandAmerica
1031 Exchange Services, Inc. (http://bankrupt.com/newsstand/or
215/945-7000)
LAS VEGAS MONORAIL: Fails to Prove Eligibility Under Chapter 11
---------------------------------------------------------------
Steve Kanigher at Las Vegas Sun reports that Las Vegas Monorail
failed to prove that it qualifies for reorganization of its debts
under Chapter 11 of the U.S. Bankruptcy Code.
The report relates Amback Assurance Corp. of Wisconsin said that
Nevada's classification of the monorail as a nonprofit corporation
under state law does not make the monorail eligible for Chapter
11. The monorail is controlled by the state.
About Las Vegas Monorail
Las Vegas, Nevada-based Las Vegas Monorail Company, organized by
the State of Nevada in 2000 as a nonprofit corporation, owns and
manages the Las Vegas Monorail. The Monorail is a seven-stop,
elevated train system that travels along a 3.9-mile route near the
Las Vegas Strip. LVMC has contracted with Bombardier Transit
Corporation to operate the Monorail. Though it benefits from its
tax-exempt status due to being a nonprofit entity, LVMC claims to
be the first privately-owned public transportation system in the
nation to be funded solely by fares and advertising. LVMC says it
receives no governmental financial support or subsidies.
The Company filed for Chapter 11 bankruptcy protection on
January 13, 2010 (Bankr. D. Nev. Case No. 10-10464). Gerald M.
Gordon, Esq., at Gordon Silver, assists the Company in its
restructuring effort. Alvarez & Marsal North America, LLC, is the
Debtor's financial advisor. Stradling Yocca Carlson & Rauth is
the Debtor's special bond counsel. Jones Vargas is the Debtor's
special corporate counsel. The Company listed $10,000,001 to
$50,000,000 in assets and $500,000,001 to $1,000,000,000 in
liabilities.
LAS VEGAS SANDS: Bank Debt Trades at 14% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which Las Vegas Sands
Corp. is a borrower traded in the secondary market at 85.93 cents-
on-the-dollar during the week ended Friday, Feb. 12, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal. This represents a drop of 1.49
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 debt is
one of the biggest gainers and losers among 190 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.
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.
LEE COWLEY: Voluntary Chapter 11 Case Summary
---------------------------------------------
Joint Debtors: Lee R. Cowley
Marilynn Richter Cowley
2805 Prairie Creek West
Richardson, TX 75080
Bankruptcy Case No.: 10-40467
Chapter 11 Petition Date: February 12, 2010
Court: United States Bankruptcy Court
Eastern District of Texas (Sherman)
Debtors' Counsel: Gary A. Armstrong, Esq.
Armstrong Kellett Bartholow PC
11300 N Central Expy, Suite 301
Dallas, TX 75243
Tel: (214) 696-9000
Fax: (214) 696-9001
Email: garmstrong@armstrongattorneys.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $500,001 to $1,000,000
The Debtors did not file a list of their 20 largest unsecured
creditors when they filed their petition.
The petition was signed by the Joint Debtors.
LEHMAN BROTHERS: Marsal Tells Banks to Cut Claims
-------------------------------------------------
Bryan Marsal, who is in charge of the liquidation of Lehman
Brothers Holdings Inc., told the Financial Times that he wants
banks to lower their compensation claims for derivatives trades.
More than 40 banks that traded derivatives with Lehman are seeking
a total of $51 billion to cover their costs of replacing the
trades, while none has admitted exposure or taken looses relating
to the transactions, the newspaper said.
About Lehman Brothers
Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States. For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.
Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition
listed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history. Several other affiliates followed thereafter.
The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman. Epiq
Bankruptcy Solutions serves as claims and noticing agent.
On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI
The Bankruptcy Court has approved Barclays Bank Plc's purchase of
Lehman Brothers' North American investment banking and capital
markets operations and supporting infrastructure for
US$1.75 billion. Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees. Nomura also
bought Lehman's operations in the Asia Pacific for US$225 million.
International Operations Collapse
Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on September 15, 2008. The joint administrators have
been appointed to wind down the business.
Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.
Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
LEHMAN BROTHERS: LBS, Et Al., Want More Time to File Schedules
--------------------------------------------------------------
Debtors LB Somerset LLC, LB Preferred Somerset LLC and Merit LLC
sought and obtained court approval to file their statements of
financial affairs and schedules of assets and liabilities until
February 12, 2010.
LB Somerset and LB Preferred Somerset filed their Chapter 11
petitions on December 21, 2009. They had until February 2, 2010,
to file their statements and schedules. Debtor PAMI LLC owns
100% of the membership interest of both LB Somerset and LB
Preferred Somerset.
Merit LLC filed its Chapter 11 petition on December 14, 2009.
The deadline for Merit to file its statement and schedules
expired on January 27, 2010. Debtor Lehman Commercial Paper,
Inc., owns 100% of the equity of Merit LLC.
Shai Waisman, Esq., at Weil, Gotshal & Manges LLP, in New York,
said they need a brief extension to verify the accuracy of the
information that they have gathered so far for the Debtors'
statements and schedules.
Judge Peck has entered orders ruling that the Chapter 11 cases of
LB Somerset, LB Preferred Somerset, and Merit LLC are jointly
administered in the Chapter 11 case of Lehman Brothers Holdings,
Inc., et al., Case No. 08-13555. Judge Peck also signed an order
determining that all previously entered orders in LBHI's Chapter
11 case are applicable to the Chapter 11 cases of LB Somerset, LB
Preferred Somerset, and Merit LLC. Those previously entered
orders include the order extending the time to file schedules and
statements and the order approving the deadline for filing proofs
of claim.
About Lehman Brothers
Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States. For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.
Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition
listed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history. Several other affiliates followed thereafter.
The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman. Epiq
Bankruptcy Solutions serves as claims and noticing agent.
On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI
The Bankruptcy Court has approved Barclays Bank Plc's purchase of
Lehman Brothers' North American investment banking and capital
markets operations and supporting infrastructure for
US$1.75 billion. Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees. Nomura also
bought Lehman's operations in the Asia Pacific for US$225 million.
International Operations Collapse
Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on September 15, 2008. The joint administrators have
been appointed to wind down the business.
Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.
Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
LEHMAN BROTHERS: US Bank Wants to Dispose of LB ABS Fund Assets
---------------------------------------------------------------
Lehman Brothers ABS Enhanced Libor Ltd. is a Cayman Islands
company that acts as the exclusive investment vehicle for the
Lehman Brothers ABS Enhanced LIBOR Fund, and the only series of
the Lehman Brothers Investment Management Trust, a Cayman Islands
unit trust. NeubergerBerman Fixed Income LLC serves as the
investment manager of Lehman Brothers ABS Enhanced Libor Ltd.
U.S. Bank National Association serves as trustee under several
indentures entered into by certain issuers formed as special
purpose entities for issuing notes to investors, including Lehman
Brothers Special Financing Inc., which are secured by the
collateral pledged under the indentures.
The net proceeds of the sale of the notes were used by the
issuers to invest in Lehman Brothers ABS Enhanced LIBOR Fund,
which was pledged to and is held by U.S. Bank as collateral under
the indentures. Amounts in the Lehman Brothers ABS Enhanced
LIBOR Fund were, in turn, invested in Lehman Brothers ABS
Enhanced Libor Ltd. whose portfolio is represented as consisting
primarily of high quality asset-backed securities.
In March 2009, the directors of Lehman Brothers ABS Enhanced
Libor Ltd. decided to terminate the latter's investment
activities based on concerns that significant and contemporaneous
redemptions in a short period of time could force it to sell its
portfolio securities at unfavorable prices, to the disadvantage
of Lehman Brothers ABS Enhanced LIBOR Fund and its investors.
Accordingly, Lehman Brothers ABS Enhanced Libor Ltd. determined
to proceed with a fair and orderly liquidation of its holdings,
suspend redemptions pending the liquidation and distribute all
proceeds of the liquidation to Lehman Brothers ABS Enhanced LIBOR
Fund by way of a dividend. Lehman Brothers ABS Enhanced LIBOR
Fund, in turn, would make distributions to the issuers. Notices
concerning these were distributed by NBFI by letter dated
March 4, 2009 to the issuers and to U.S. Bank.
As an accommodation to LBSF and other investors that wished to
hold rather than sell instruments in Lehman Brothers ABS Enhanced
Libor Ltd.'s portfolio, NBFI gave the issuers the choice of
either receiving cash proceeds from the liquidation or an in-kind
distribution of portfolio assets, to the extent that the
distribution could be made without disruption or prejudice to the
portfolio in the course of the liquidation.
In response to the March 4 letter, U.S. Bank contacted NBFI and
requested that the assets of Lehman Brothers ABS Enhanced Libor
Ltd. should be retained and actively managed rather than
liquidate the holdings held in Lehman Brothers ABS Enhanced Libor
Ltd. Accordingly, based on the cooperation of NBFI, U.S. Bank
and the issuers, the liquidation of the portfolio has been
deferred pending efforts to replace NBFI as the investment
manager of Lehman Brothers ABS Enhanced Libor Ltd.
In light of this, U.S. Bank, as pledgee of the investments in
Lehman Brothers ABS Enhanced LIBOR Fund, seeks the Court's
authority to approve a transaction, under which:
(i) the assets of Lehman Brothers ABS Enhanced LIBOR Fund,
which consist solely of shares in Lehman Brothers ABS
Enhanced Libor Ltd., will be issued to its investors and
delivered in pledge to U.S. Bank, and Lehman Brothers ABS
Enhanced LIBOR Fund will be wound-up;
(ii) NBFI will be replaced by TCW Asset Management Company as
the investment manager of Lehman Brothers ABS Enhanced
Libor Ltd.; and
(iii) the board of directors of Lehman Brothers ABS Enhanced
Libor Ltd. designated by NBFI will resign and be replaced
by directors designated by TCW.
U.S. Bank's attorney, Ann Acker, Esq., at Chapman and Cutler LLP,
in Chicago, Illinois, says that in order to carry out the
proposed transaction, the assets of Lehman Brothers ABS Enhanced
LIBOR Fund will be distributed to U.S. Bank to hold in trust for
the issuers under the indentures in the same proportion as their
ownership of units bear to the units in Lehman Brothers ABS
Enhanced LIBOR Fund.
The shares in Lehman Brothers ABS Enhanced Libor Ltd. carry
essentially the same distribution and redemption rights as the
units of Lehman Brothers ABS Enhanced LIBOR Fund, Ms. Acker
points out.
Accordingly, the units of Lehman Brothers ABS Enhanced LIBOR Fund
will be cancelled and will be exchanged for the shares in Lehman
Brothers ABS Enhanced Libor Ltd. in the same proportion as their
ownership of units bear to units in Lehman Brothers ABS Enhanced
LIBOR Fund, according to Ms. Acker.
To accomplish the distribution of Lehman Brothers ABS Enhanced
Libor Ltd.'s shares, Ms. Acker says that NBFI will direct State
Street to distribute those shares held by Lehman Brothers ABS
Enhanced LIBOR Fund to U.S. Bank, which will be held in pledge
under the indentures in exchange for the units in Lehman Brothers
ABS Enhanced LIBOR Fund.
Pursuant to the indentures, U.S. Bank will take all actions
necessary to perfect an interest in the shares of Lehman Brothers
ABS Enhanced Libor Ltd., which carry all of the rights and
obligations of Lehman Brothers ABS Enhanced LIBOR Fund's units.
Lehman Brothers ABS Enhanced LIBOR Fund also will wind up
its affairs by deregistering as a mutual fund with the Cayman
Islands Monetary Authority, among other things. NBFI has agreed
to be responsible for all aspects of the winding up of Lehman
Brothers ABS Enhanced LIBOR Fund.
Meanwhile, to effectuate the transfer of management control, the
management shares of Lehman Brothers ABS Enhanced Libor Ltd.
currently held by NBFI will be transferred to TCW or its designee
by consent of the NBFI directors pursuant to an assignment and
assumption agreement to be prepared by NBFI and approved by TCW.
The NBFI directors will resign and TCW will appoint the new board
of directors of Lehman Brothers ABS Enhanced Libor Ltd.
The Court will hold a hearing on March 17, 2010, to consider
approval of the request. Deadline for filing objections is
March 1, 2010.
About Lehman Brothers
Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States. For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.
Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition
listed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history. Several other affiliates followed thereafter.
The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman. Epiq
Bankruptcy Solutions serves as claims and noticing agent.
On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI
The Bankruptcy Court has approved Barclays Bank Plc's purchase of
Lehman Brothers' North American investment banking and capital
markets operations and supporting infrastructure for
US$1.75 billion. Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees. Nomura also
bought Lehman's operations in the Asia Pacific for US$225 million.
International Operations Collapse
Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on September 15, 2008. The joint administrators have
been appointed to wind down the business.
Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.
Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
LEHMAN BROTHERS: LBI Trustee Proposes Protocol for Avoidance Suits
------------------------------------------------------------------
James W. Giddens, as trustee for the liquidation under the
Securities Investor Protection Act of the business of Lehman
Brothers, Inc., seeks the Court's authority to establish
procedures governing claims it asserted and adversary proceedings
it commenced pursuant to Sections 544, 547, 548 and 550.
An ongoing investigation of LBI's books and records indicate that
there are in excess of 400 entities that received a total of
$100,000 or more in preferential transfers during the 90-day
preference period. Approximately 40 entities (or about 10% of
the total entities) received those transfers in amounts above
$2.5 million. With respect to the remaining 90% of the entities
who received preferential transfers less than $2.5 million during
the applicable period, a vast majority received preferential
transfers in amounts between $100,000 and $500,000.
To minimize administrative time and costs, the Trustee proposes:
(1) the establishment of pre-trial conference, discovery and
motion practice schedule;
(2) that for the settlement of any Avoidance Proceeding where
the settlement amount is $2,500,000 or greater, the
Trustee will prepare a stipulation and order and seek
Court approval of the settlement by Notice of Presentment;
and
(3) that for the settlement of any Avoidance Proceeding where
the settlement amount is less than $2,500,000, the Trustee
will be authorized to consummate the proposed settlement
without a further Order of the Court and without giving
notice to, or receiving consent from, any other party.
The Trustee's interim reports to the Court will include
information, regardless of whether an adversary proceeding was
commenced, regarding the settlement amounts that were collected
by the LBI Estate through Avoidance Proceedings in the period
covered by the interim report.
About Lehman Brothers
Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States. For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.
Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition
listed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history. Several other affiliates followed thereafter.
The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman. Epiq
Bankruptcy Solutions serves as claims and noticing agent.
On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI
The Bankruptcy Court has approved Barclays Bank Plc's purchase of
Lehman Brothers' North American investment banking and capital
markets operations and supporting infrastructure for
US$1.75 billion. Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees. Nomura also
bought Lehman's operations in the Asia Pacific for US$225 million.
International Operations Collapse
Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on September 15, 2008. The joint administrators have
been appointed to wind down the business.
Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.
Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
LEHMAN BROTHERS: LBI Trustee Seeks OK for GM LLC Pacts Assumption
-----------------------------------------------------------------
James W. Giddens, as Trustee for the Securities Investor
Protection Act liquidation of the business of Lehman Brothers
Inc., seek authority from Judge Peck to consent to General Motors
LLC's assumption of certain leveraged leases of equipment and
related contracts, including amendments to certain equipment
notes supported by lease payments from Motors Liquidation
Company, formerly General Motors Corporation.
A list of those subject Leveraged Lease Documents is available
for free at http://bankrupt.com/misc/lehm_gmpacts.pdf
Old GM is in the process of liquidating under Chapter 11 and is
no longer a manufacturer of automobiles. Old GM therefore has no
use for the Equipment or business justification to continue to
perform under the Leveraged Lease Documents. New GM, however,
has a continuing need for use of the Equipment and has negotiated
with the Owner Trustee, the Owner Participant, the Noteholders,
including the Trustee on behalf of LBI as a minority Noteholder,
and the Indenture Trustee in each of the transactions regarding
the terms and conditions under which New GM would be willing to
take assignment of the Leveraged Lease Documents.
Those negotiations have resulted in Assignment, Assumption, and
Amendment Agreements with respect to each of the GM 2004A-
1 and GM 2004A-2 transactions among New GM, Old GM and the
Counterparties.
LBI is a minority holder of Equipment Notes in the leveraged
lease transactions. It holds two Equipment Notes, in the
original principal amounts of $8,000,000 and $2,000,000,
respectively, with respect to the GM 2004A-1 leveraged lease
transaction; and three Equipment Notes, in the original principal
amounts of $5,000,000, $3,000,000 and $2,000,000, respectively,
with respect to the GM 2004A-2 leveraged lease transaction.
Those Equipment Notes would be amended under the Assumption
Agreements in these material respects:
(1) the interest rate will be increased to 9.45% per annum (as
opposed to an original interest rate of 6.62% per annum
for the GM 2004A-1 Notes and 6.55% per annum for the GM
2004A2 Notes); and
(2) the maturity date for the Equipment Notes will be extended
from January 2, 2016, to July 2, 2016.
While the Assumption Agreements contain other changes to the
Leveraged Lease Documents, including changes to the base rent
schedules, stipulated loss values and termination values, these
changes are not anticipated to have a material effect upon LBI's
rights as Equipment Noteholder, the Trustee says.
Each of the Owner Participant, the Owner Trustees, the other
Noteholders, and the Indenture Trustee in each transaction has
represented to Old GM that it has agreed to the Assumption
Agreements and assignment to New GM. Old GM has represented that
it will provide notice of the amendment, assumption and
assignment of each of the Leveraged Lease Documents to New GM and
have New GM assume all of Old GM's obligations under the
Documents. The assumption and assignment is contingent upon the
simultaneous effectiveness of each of the Assumption Agreements,
which, as to LBI as Noteholder, is conditioned upon entry by this
Court of an order approving the Trustee's consent to the
amendments of the Equipment Notes and the assumption, assignment
and amendment of the Leveraged Lease Documents.
Judge Peck approved the motion after the Trustee certified that
no objection was filed.
About Lehman Brothers
Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States. For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.
Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition
listed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history. Several other affiliates followed thereafter.
The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman. Epiq
Bankruptcy Solutions serves as claims and noticing agent.
On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI
The Bankruptcy Court has approved Barclays Bank Plc's purchase of
Lehman Brothers' North American investment banking and capital
markets operations and supporting infrastructure for
US$1.75 billion. Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees. Nomura also
bought Lehman's operations in the Asia Pacific for US$225 million.
International Operations Collapse
Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on September 15, 2008. The joint administrators have
been appointed to wind down the business.
Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.
Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
LEHMAN BROTHERS: LBI Trustee Wants Bank Leumi & IDB in Contempt
---------------------------------------------------------------
James W. Giddens, as trustee for the liquidation under the
Securities Investor Protection Act of the business of Lehman
Brothers, Inc., asks the U.S. Bankruptcy Court for the Southern
District of New York to enter an order holding Israel Discount
Bank Limited and Bank Leumi le-Israel B.M. in contempt for
violating the automatic stay, interfering in his administration
and property of the Debtor's estate.
The move was made to preserve more than $100 million in LBI
customer and estate property improperly seized or set-off by the
Banks pursuant to an action commenced before an Israeli court
upon an ex parte attachment application of Bank Leumi, and a
permanent attachment order issued by that Israeli court at the
request of Bank Leumi and IDB in a settlement agreement entered
into by them.
The Banks' improper seizure and conversion of LBI customer and
estate property has interfered with the Trustee's ability to take
possession of LBI property and to transfer customer property to
former LBI customers and otherwise effectively manage the LBI
estate pursuant to Section 78fff(a) of Securities Investor
Protection Act, James B. Kobak, Jr., Esq., at Hughes Hubbard &
Reed LLP, in New York, argues.
The aid of the Bankruptcy Court is required to compel the Banks
to return the seized property and otherwise rectify the damages
caused by the Banks' unlawful conduct, Mr. Kobak asserts.
Mr. Kobak further asserts that IDB and Bank Leumi's actions in
Israel constitute willful and knowing violations of the automatic
stay that arose by operation of law upon the commencement of
LBI's SIPA proceeding. He notes that IDB and Bank Leumi had
notice and actual knowledge of LBI's liquidation and of the
automatic stay provisions, yet have persisted in proceedings
abroad with the purpose of exercising control over LBI customer
and estate property.
Accordingly, the Trustee asks that the Bankruptcy Court order IDB
and Bank Leumi to comply with the automatic stay by ceasing all
proceedings in Israel as against LBI and its estate and customer
property, by lifting the attachment and reversing any and all
setoffs, and by ceasing to interfere with and thwart the
Trustee's duty to collect and reduce to money the estate's
property and to deliver customer property to LBI for satisfaction
of customer claims.
Robert W. Brundige, Jr., Esq., a member at Hughes Hubbard & Reed
LLP, and Lehman Brothers Holdings Inc. filed separate
declarations in support of the Trustee's motion.
* * *
The Bankruptcy Court signed a stipulation extending the time for
the Banks to file their objections to February 4, 2010. The
Trustee's time to reply to that objection is extended no later
than February 18.
About Lehman Brothers
Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States. For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.
Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition
listed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history. Several other affiliates followed thereafter.
The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman. Epiq
Bankruptcy Solutions serves as claims and noticing agent.
On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI
The Bankruptcy Court has approved Barclays Bank Plc's purchase of
Lehman Brothers' North American investment banking and capital
markets operations and supporting infrastructure for
US$1.75 billion. Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees. Nomura also
bought Lehman's operations in the Asia Pacific for US$225 million.
International Operations Collapse
Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on September 15, 2008. The joint administrators have
been appointed to wind down the business.
Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.
Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
LEHMAN BROTHERS: LBI Trustee Wants Determination on Fund Claim
--------------------------------------------------------------
James W. Giddens, as trustee for the liquidation under the
Securities Investor Protection Act of the business of Lehman
Brothers, Inc., asks the Court to sustain his determination that
the claim filed by Fifth Third Structured Large Cap Plus Fund
that:
(1) is allowed and satisfied as to the value of the cash and
securities reflected in the Fund's account as of
September 19, 2008, the calculation of which reflected the
close out of the short positions as of September 19, 2008;
and
(2) is denied as to the Disputed Amount.
The Trustee also asks the Court to overrule the Fund's objection
to the Trustee's determination of claim. The Trustee objected
arguing that its short positions should be valued as of March 11,
2009.
According to James B. Kobak, Jr., Esq., at Hughes Hubbard & Reed
LLP, in New York, the Trustee's determination of claim was based
on the Fund's net equity, calculated as of the Petition Date.
Where a customer account contains short positions in securities,
those securities positions -- just like long positions -- are
valued as of the filing date for purposes of calculating net
equity, he explains. The Trustee allowed the Fund's claim
insofar as it claimed the Fund's net equity calculated as of the
filing date, he adds.
Mr. Kobak points out that the Fund does not contend that the
Trustee calculated the filing date values of its securities
incorrectly. He argues that the Fund's position that net equity
calculation date should be March 11, 2009 is without merit.
Mr. Kobak asserts that the Trustee's determination should be
upheld because:
(a) As is clear from the definition of "net equity," and as
recognized by case law, net equity is calculated as of the
filing date. Nothing in SIPA indicates that a date other
than the filing date should be used for valuation of
customer claims.
(b) The calculation of a customer's net equity includes any
short positions as well as the customer's long positions.
The calculation is to be made based on hypothetical
liquidation "by sale or purchase" of securities positions
on the filing date.
(c) The Fund asserts that it is entitled to the Disputed
Amount, which represents the difference between the
September 19, 2008 value of its short positions and the
March 11, 2009 value of its short positions. In essence,
the Fund is asking for its losses due to changes in the
market between September 19, 2008 and March 11, 2009.
These types of market losses are not covered by SIPA.
(d) One of the purposes of SIPA is to quickly return customers
to their filing date position. Allowing claimants holding
short positions to pick a valuation date of their choosing
-- that is, multiple valuation dates throughout the claims
population -- would frustrate this purpose by making
prompt net equity calculations more complicated if not
impossible. With the filing date, a SIPA trustee and his
professionals are able to use a single, fixed date for all
net equity calculations -- a date that is known from the
outset of the liquidation and not subject to dispute.
The Securities Investor Protection Corporation filed a separate
memorandum of law in support of the Trustee's motion. SIPC,
invoking several case law and statutes, asserts that the
Trustee's determination of the Fund's claim is correct and the
objection should be overruled. SIPC filed a declaration prepared
by Kenneth J. Caputo, senior associate general counsel of the
SIPC, in support of its stand.
Fund Responds
The SIPC and the Trustee have failed to address the substantive
issue in this dispute, the Fund complains in a summary judgment
motion.
Richard A. Kirby, Esq., at K&L Gates LLP, in Washington, D.C., on
behalf of the Fund, asserts that this proceeding is not about the
Fund's "net equity" claim to recover monies from the LBI customer
property pool. SIPA and the Bankruptcy Code expressly state that
the Fund's ability to exercise its pre-liquidation contractual
rights to terminate its securities contracts at values fixed as
of the date of the termination, and net those termination values,
is not interrupted or impeded by the automatic stay associated
with this SIPA proceeding, he notes. The termination of these
contracts permitted the release of excess collateral pledged to
LBI under their stock loan agreements. Congress enacted specific
legislation, which expressly preserved the rights of entities
like the Fund to terminate after the SIPA liquidation order and
precluded any order of a court under SIPA or the Bankruptcy Code
from operating "as a stay of any contractual rights" arising
under those securities contracts.
Unlike a typical customer's "net equity" claim, the excess
collateral arising from the exercise of the Fund's contractual
rights is not part of the assets of LBI or subject to claims of
other LBI customers, Mr. Kirby tells the Court. Rather, the
excess collateral was maintained in a third party custody
account, segregated by law and contract from the property claims
of both LBI and its customers, and remained at all times property
of the Fund.
After the Fund's open short positions were closed on March 11,
2009, the Trustee had no right to retain any of the excess
collateral that the Fund had deposited with State Street Bank to
secure its open short positions, Mr. Kirby asserts. The Disputed
Amount is, therefore, not part of the SIPC customer property pool
and the net equity valuation of the Fund's account for purposes
of determining the Fund's claim as a customer is not relevant
here, he further asserts.
Mr. Kirby maintains that the Trustee could have transferred the
Fund's securities contracts to Barclays but the Fund's securities
contracts with LBI remained open until they were terminated on
March 11, 2009.
The Fund is entitled to an order directing payment of the
Disputed Amount to the Fund, and the Trustee's Motion to uphold
his claim determination should be denied, Mr. Kirby argues.
Trustee & SIPC Want Summary Judgment Motion Stricken
The Trustee and the SIPC jointly ask the Court to strike the
Fund's motion for summary judgment on the grounds that it did not
comply with either the consent order dated November 5, 2009 or
the Local Bankruptcy Rules requirement that a party seeking to
move for summary judgment must file a letter seeking a pre-motion
conference prior to a summary judgment motion.
In answer to the Fund's reply, the Trustee asserts that the
Fund's arguments are unavailing and do not negate the simple fact
that the Fund's customer claim is properly valued as of the
Filing Date pursuant to SIPA and the definition of net equity.
The Trustee maintains that the Court should uphold its
determination on the Fund's Claim. The SIPC notes that the
Fund's additional documents contain new facts that are
irrelevant.
About Lehman Brothers
Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States. For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.
Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition
listed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history. Several other affiliates followed thereafter.
The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman. Epiq
Bankruptcy Solutions serves as claims and noticing agent.
On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI
The Bankruptcy Court has approved Barclays Bank Plc's purchase of
Lehman Brothers' North American investment banking and capital
markets operations and supporting infrastructure for
US$1.75 billion. Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees. Nomura also
bought Lehman's operations in the Asia Pacific for US$225 million.
International Operations Collapse
Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on September 15, 2008. The joint administrators have
been appointed to wind down the business.
Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.
Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
LEVEL 3 COMMS: Bank Debt Trades at 11% Off in Secondary Market
--------------------------------------------------------------
Participations in a syndicated loan under which Level 3
Communications, Inc., is a borrower traded in the secondary market
at 88.93 cents-on-the-dollar during the week ended Friday, Feb.
12, 2010, according to data compiled by Loan Pricing Corp. and
reported in The Wall Street Journal. This represents a drop of
1.52 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 March 1, 2014, and
carries Moody's B1 rating and Standard & Poor's B+ rating. The
debt is one of the biggest gainers and losers among 190 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.
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.
LEVEL 3 COMMS: Incurs $182 Million Net Loss in 4th Qtr. 2009
------------------------------------------------------------
Level 3 Communications Inc. reported net loss for the fourth
quarter 2009 was $182 million compared to a net loss of
$170 million for the third quarter 2009. For the fourth quarter
2008, the Company reported net income of $43 million which
included a gain on the extinguishment of debt of $86 million or
approximately $0.05 per share. The net loss for 2009 was
$618 million. The net loss for 2008 was $318 million which
included a gain of $237 million, or $0.15 per share on the sale of
the company's Vyvx Advertising Distribution business, a gain on
the extinguishment of debt, and the benefit of adjustments made in
the fourth quarter 2008.
The Company reported consolidated revenue of $924 million for the
fourth quarter 2009, compared to consolidated revenue of
$916 million for the third quarter 2009 and $1.05 billion for the
fourth quarter 2008. For the full year 2009, consolidated revenue
was $3.76 billion, compared to $4.30 billion in 2008.
Consolidated Adjusted EBITDA was $217 million in the fourth
quarter 2009, compared to $213 million in the third quarter 2009.
In the fourth quarter 2008, Consolidated Adjusted EBITDA was
$271 million, which excludes the benefits of adjustments made in
the quarter as described on page 2 of the 4Q09 Earnings
Presentation. For the full year 2009, Consolidated Adjusted
EBITDA was $909 million, compared to $988 million for the full
year 2008, which excludes the benefit of the 2008 adjustments.
"We saw continued improvement in customer buying behavior during
the fourth quarter 2009, which contributed to sequential growth in
both Core Network Services revenue and sales" said James Crowe,
CEO of Level 3. "And we were pleased to deliver positive Free
Cash Flow in both the fourth quarter 2009 and for the full year
2009, while continuing to invest in expanding our sales force and
local market infrastructure."
A full-text copy of the company's fourth quarter results is
available for free at http://ResearchArchives.com/t/s?5253
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.
LEOPOLDO ROCHA: Case Summary & 8 Largest Unsecured Creditors
------------------------------------------------------------
Joint Debtors: Leopoldo Rocha
Lucila Rocha
P.O. Box 273
Freedom, CA 95019-0273
Bankruptcy Case No.: 10-51383
Chapter 11 Petition Date: February 12, 2010
Court: United States Bankruptcy Court
Northern District of California (San Jose)
Debtors' Counsel: Judson T. Farley, Esq.
Law Offices of Judson T. Farley
830 Bay Ave. #B
Capitola, CA 95010-2173
Tel: (831) 476-1766
Email: judsonfarley@sbcglobal.net
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
A full-text copy of the Debtors' petition, including a list of
their 8 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/canb10-51383.pdf
The petition was signed by the Joint Debtors.
LCG KENNEWICK KING: Case Summary & 2 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: LCG Kennewick King, LLC
270 Lafayette Circle
Lafayette, CA 94549
Bankruptcy Case No.: 10-00791
Chapter 11 Petition Date: February 12, 2010
Court: United States Bankruptcy Court
Eastern District Of Washington (Spokane/Yakima)
Judge: Frank L. Kurtz
Debtor's Counsel: William L. Hames, Esq.
Hames Anderson & Whitlows PS
PO Box 5498
Kennewick, WA 99336-0498
Tel: (509) 586-7797
Fax: (509) 586-3674
Email: billh@hawlaw.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
A full-text copy of the Debtor's petition, including a list of its
2 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/waeb10-00791.pdf
The petition was signed by Lloyd J. Torchio, member of the
Company.
LINENS 'N THINGS: Seeks Conditional Chapter 7 Conversion
--------------------------------------------------------
netDockets relates Linens Holdings Co. conditionally sought the
conversion of its chapter 11 cases to liquidation proceedings
under chapter 7 of the Bankruptcy Code.
On June 15, 2009, Judge Christopher Sontchi of the U.S. Bankruptcy
Court for the District of Delaware confirmed Linens's Third
Amended Joint Plan of Reorganization, which was originally
required to become effective no later than August 30, 2009.
netDockets relates the deadline has been extended multiple times
and is currently extended through February 19. However, one
condition to the occurrence of the effective date of the plan is
for Linens to hold "cash sufficient to satisfy all Allowed
Administrative Claims, Allowed Priority Tax Claims and Allowed
Other Priority Claims," which Linens Holding estimates total
approximately $40 million.
In their request, according to netDockets, the Debtors said they
anticipated collecting sufficient cash to pay the claims through
"the Senior Noteholder Contribution Amount and Avoidance
Recoveries." However, Linens has not been able to collect on its
preference actions as rapidly as it anticipated and no longer
anticipates "generating sufficient proceeds to satisfy such claims
in cash in the foreseeable future."
netDockets relates during the multiple extensions of the deadline
for the plan to become effective, Linens' senior noteholders have
allowed the company's wind-down and professional fees to be
financed using their cash collateral. However, the senior
noteholders are now conditioning any further extensions on
approval of modifications to the confirmed plan contained in a
term sheet. Linens sought approval of that term sheet and the
plan modifications in January, but the motion has received
"multiple objections . . . and multiple 'no' votes . . . from
Administrative Creditors."
netDockets says as a result of the potential that the
modifications will not be approved, Linens now seeks chapter 7
conversion effective February 26 if those modifications are not
approved. Without approval of the modifications, conversion would
be necessary, according to the Debtors, because they "do not have
sufficient liquid assets to fund their chapter 11 cases and . . .
a chapter 7 liquidation is the only practical avenue remaining for
the orderly liquidation and administration of the Debtors'
remaining assets." If the court does approve the modifications
over the creditors' objections, Linens intends to withdraw the
conversion motion.
About Linens 'n Things
Headquartered in Clifton, New Jersey, Linens 'n Things, Inc. --
http://www.lnt.com/-- was the second largest specialty retailer
of home textiles, housewares and home accessories in North
America. As of Sept. 30, 2008, Linens 'n Things operated 411
stores in 47 states and seven provinces across the United States
and Canada. Linens 'n Things was acquired by private
equity firm Apollo Management in 2006.
On May 2, 2008, these Linens entities filed Chapter 11 petition
(Bankr. D. Del.): Linens Holding Co. (08-10832), Linens 'n Things,
Inc. (08-10833), Linens 'n Things Center, Inc. (08-10834),
Bloomington, MN., L.T., Inc. (08-10835), Vendor Finance, LLC (08-
10836), LNT, Inc. (08-10837), LNT Services, Inc. (08-10838), LNT
Leasing II, LLC (08-10839), LNT West, Inc. (08-10840), LNT
Virginia LLC (08-10841), LNT Merchandising company LLC (08-10842),
LNT Leasing III, LLC (08-10843), and Citadel LNT, LLC (08-10844).
Judge Christopher S. Sontchi presides over the case.
Mark D. Collins, Esq., John H. Knight, Esq., and Jason M. Madron,
Esq., at Richards, Layton & Finger, P.A., are Linens 'n Things'
bankruptcy counsel. The Debtors' special corporate counsel are
Holland N. O'Neil, Esq., Ronald M. Gaswirth, Esq., Stephen A.
McCaretin, Esq., Randall G. Ray, Esq., and Michael S. Haynes,
Esq., at Morgan, Lewis & Bockius, LLP. The Debtors'
restructuring management services provider is Conway Del Genio
Gries & Co., LLC. The Debtors' CRO and Interim CEO is Michael F.
Gries, co-founder of Conways Del Genio Gries & Co., LLC. The
Debtors' claims agent is Kurtzman Carson Consultants, LLC. The
Debtors' consultants are Asset Disposition Advisors, LLC, and
Protivit, Inc. The Debtors' investment bankers are Financo, Inc.,
and Genuity Capital Markets.
LOUIS DOMIANO: Creditor Didn't Breach Any Duty of Good Faith
------------------------------------------------------------
WestLaw reports that two Chapter 11 debtors did not state a
plausible claim for a creditor's breach of an implied duty of good
faith under Pennsylvania law. While the debtors' amended
complaint stated numerous legal conclusions, including allegations
that the creditor was in breach of its obligation to act in good
faith and that the creditor acted intentionally or recklessly to
impede the debtors' financial progress, the complaint contained a
paucity of well-plead facts to give context and color to the legal
conclusions. The amended complaint showed, at most, a debtor-
creditor relationship between the parties. Although a contract
between the parties might have imposed an obligation of good faith
concerning the contractual terms, a contract was neither attached
to the amended complaint nor described therein. In re Domiano, --
- B.R. ----, 2009 WL 5247605 (Bankr. M.D. Pa.) (Opel,J.).
As reported in the Troubled Company Reporter on June 5, 2008,
Louis J. Domiano, Jr., and his wife Debra, filed a chapter 11
petition (Bankr. M.D. Pa. Case No. 08-51563) on June 2, 2008. A
copy of the debtors' petition is available at
http://bankrupt.com/misc/pamb08-51563.pdfat no charge. After
filing their Chapter 11 petition, Mr. and Mrs. brought a lawsuit
(Bankr. M.D. Pa. Adv. Pro. No. 09-ap-00049) against Old Forge
Bank. Old Forge Bank lent the debtors around $1 million to
purchase a multi-tenant commercial property, and Mr. and Mrs.
Domiano defaulted on that mortgage loan.
MARSHALL GROUP: To Pay Unsecured Claims from Excess Cash
--------------------------------------------------------
Conrad Myers, the Chapter 11 trustee, filed with the U.S.
Bankruptcy Court for the District of Oregon a Plan of
Reorganization and Disclosure Statement for The Marshall Group,
LLC.
The Debtors will begin soliciting votes on the plan following
approval of the adequacy of the information in the Disclosure
Statement.
According to the Disclosure Statement, the Plan proposes to pay
unsecured creditors who are owed more than $100 from excess cash
flow from operation of the Reorganized Debtor's business, after
certain other payments to creditors are made. In addition, the
Trustee anticipates unsecured creditors will receive the net
proceeds from the ultimate sale of the Clinics. Although the
amount payable to creditors is very difficult to estimate, the
Trustee anticipates there being between $1 million and
$1.5 million available to pay creditors over a period of 24 to
60 months. Trustee estimates this will lead to a distribution of
between 10%-20% (without a discount for the time value of money)
to each unsecured creditor.
Unsecured creditors owed less than $100 may either receive (1) a
cash payment of 20% of their claim within 30 days of the effective
date of the Plan, or (2) receive a voucher for services equal to
the greater of 50% of their claim or $15.
The Debtor's amended schedules list unsecured nonpriority claims
totaling $5 million.
On the effective date, the Debtor's membership units will be
issued in the name of the Liquidating Trust. The Liquidating
Trust shall be managed by the Liquidating Trustee and
administered in accordance with the Liquidating Trust Agreement.
A full-text copy of the Disclosure Statement is available for free
at http://bankrupt.com/misc/Marshall_Group_Trustee'sDS.pdf
A full-text copy of the Chapter 11 Plan is available for free at:
http://bankrupt.com/misc/MarshallGroup_Trustee'sPlan.pdf
The Marshall Group LLC owns and operates two medical clinics - one
clinic in Redmond, Oregon, and a second clinic in McMinnville,
Oregon. The Debtor owns several parcels of real property in
McMinnville, Oregon. There is a new three-story office building,
former hotel, restaurant, and 2 empty houses on the McMinnville
Complex. The Debtor has completed construction of the first floor
of its office building. It has leased space on the first floor.
Construction on the second and third floors is not completed.
The company filed for Chapter 11 protection on Sept. 4, 2008
(Bankr. D. Ore. Case No. 08-34585). Gary U. Scharff, Esq., at
Gary Underwood Scharff Law Office, in Portland, Oregon, represents
the Debtor as counsel. In its schedules, the Debtor listed total
assets of $12,559,346, and total debts of $12,913,569.
MCCABE GROUP: Trustee Can Pursue Equitable Subrogation Claim
------------------------------------------------------------
WestLaw reports that no inequity would result from allowing the
trustee of the Chapter 7 estate of a bankrupt professional
corporation to pursue an equitable subrogation claim, to the full
extent of any value surrendered, against the wife of the corporate
principal who had managed the debtor while its case was proceeding
under Chapter 11, and who caused the debtor to surrender a
$142,355.50 arbitration award in satisfaction of a $179,262.60
debt jointly and severally owed by its principal, the principal's
wife, and a limited liability company in which it had a membership
interest, notwithstanding that this transfer may have increased
the LLC's net worth and thus the value of the debtor's "equity" in
the LLC. The LLC's net worth would necessarily have increased
from satisfaction of this debt, regardless of who made the
payment. Thus, any such value increase could not be counted
against the $142,355.50 that the debtor surrendered, for purposes
of limiting the trustee's equitable subrogation rights on
equitable grounds. Nonetheless, it would be inequitable to allow
the trustee to recover from the wife the entire $179,262.60 by
which she benefited. In re The McCabe Group, --- B.R. ----, 2010
WL 346908 (Bankr. D. Mass.) (Hillman, J.).
The McCabe Group was a law firm, founded and managed by Edwin
McCabe. The McCabe Group filed a voluntary chapter 11 petition
(Bankr. D. Mass. Case No. 03-17429) on Sept. 3, 2003. Mr. McCabe
and his wife Karren also filed a separate chapter 11 petition
(Bankr. D. Mass. Case No. 03-_____) on Sept. 3, 2003. The McCabe
Group owns a 99% stake in TMG Holdings, LLC, and Mr. McCabe owns
1% of that entity. TMG Holdings, LLC, filed a Chapter 11 petition
(Bankr. D. Mass. Case No. 04-_____) on February 20, 2004.
On Nov. 5, 2004, The McCabe Group's chapter 11 case converted to a
chapter 7 liquidation proceeding. On Feb. 16, 2005, the
bankruptcy proceedings for TMG Holdings and Mr. and Mrs. McCabe
were converted to Chapter 7 liquidations. Joseph Braunstein
serves as the Chapter 7 Trustee for all three cases.
Some of the complex relationships among the debtors were described
in the July 9, 2009, edition of the Troubled Company Reporter,
after the U.S. Court of Appeals for the First Circuit told Mr. and
Mrs. McCabe to return $77,000 to the Chapter 7 Trustee.
MCCLATCHY CO: Moody's Lifts Corporate Family Rating to 'Caa1'
-------------------------------------------------------------
Moody's Investors Service upgraded The McClatchy Company's
Corporate Family Rating to Caa1 from Caa2, Probability of Default
Rating to Caa1 from Caa2, and senior unsecured and unguaranteed
note ratings to Caa2 from Caa3, concluding the review for upgrade
initiated on January 27, 2010. Moody's also assigned definitive
B1 ratings to McClatchy's $875 million senior secured notes due
2017 and the approximate $397 million extended portion of its
senior secured credit facility, and upgraded the company's
speculative-grade liquidity rating to SGL-2 from SGL-4. The
upgrades reflect McClatchy's improved liquidity position and
reduced near-term default risk following completion of the
company's refinancing, and its ability to stabilize EBITDA
performance through significant cost reductions. The rating
outlook is stable.
Upgrades:
Issuer: McClatchy Company (The)
-- Corporate Family Rating, Upgraded to Caa1 from Caa2
-- Probability of Default Rating, Upgraded to Caa1 from Caa2
-- Senior Unsecured Unguaranteed Notes, Upgraded to Caa2, LGD5 -
79% from Caa3, LGD5 - 75%
-- Speculative Grade Liquidity Rating, Upgraded to SGL-2 from
SGL-4
Assignments:
Issuer: McClatchy Company (The)
-- Senior Secured Bank Credit Facility, Assigned B1, LGD2 - 20%
(was (P)B1, LGD2 - 21%)
-- Senior Secured Notes due 2017, Assigned B1, LGD2 - 20% (was
(P)B1, LGD2 - 21%)
LGD Updates:
Issuer: McClatchy Company (The)
-- Senior Secured Bank Credit Facility, Changed to LGD2 - 20%
from LGD2 - 16% (no change to B1 rating)
-- Senior Unsecured Guaranteed Notes due 2014, Changed to LGD4 -
51% from LGD3 - 41% (no change to Caa1 rating)
Outlook Actions:
Issuer: McClatchy Company (The)
-- Outlook, Changed to Stable From Rating Under Review
McClatchy utilized the net proceeds from the bond offering to
repay approximately 60% of its credit facility and fund the tender
offer for nearly all of its unguaranteed 2011 notes and guaranteed
2014 notes. In connection with the offering, McClatchy obtained
an amendment to the credit facility that extended the maturity on
approximatley 90% of the remaining facility by two years to July
2013 and provided additional covenant headroom in exchange for
increased pricing. The transactions significantly reduce
McClatchy's 2011 funded debt maturities to approximately
$72 million from approximately $1.05 billion. Interest costs
increase materially and will be a drag on future cash flow,
although Moody's expects the company will continue to generate
modestly positive free cash flow.
McClatchy's Caa1 CFR reflects the good local market position of
its portfolio of newspapers and online properties tempered by
revenue pressure and the company's high leverage. The cash flow
is supported by the depth and quality of reporting in local
markets and good reader demographics that drives demand from
advertisers. The company's strong cost management also
contributes to above average industry margins. However,
McClatchy's revenue is contracting due to long-term competitive
pressure on newspaper advertising and a cyclical advertising
slowdown.
Moody's views the current debt-to-EBITDA leverage level
(approximately 7.7x FY 2009 incorporating Moody's standard
adjustments) as unsustainable for the newspaper industry and this
creates elevated risk of a restructuring over the long term. The
improved liquidity position nevertheless provides greater
flexibility to manage in the advertising downturn and realize the
potential de-leveraging benefits of a recovery in economic
conditions and the advertising market. The ultimate strength of
any recovery in newspaper advertising is uncertain given the
ongoing shift away from print. The Caa1 CFR factors in the
significant drag on debt repayment capacity from the incremental
cash interest expense and the meaningful step-up in required
pension contributions in 2011. The rating also balances Moody's
view that leverage will remain at an unsustainable level over at
least the next year with the potential that McClatchy's revenue
and cost initiatives along with an economic rebound could
ultimately drive leverage materially lower.
The stable rating outlook reflects the additional flexibility
provided by the improved liquidity position and Moody's view that
leverage will remain very high notwithstanding expected declines
over the next 12-18 months.
The upgrade of McClatchy's speculative grade liquidity rating to
SGL-2 from SGL-4 is based on the meaningful improvement in cushion
afforded by the amended financial maintenance covenants.
The ratings on the untendered senior guaranteed notes due in 2014
and the non-extending credit facility instruments due in 2011 were
affirmed at Caa1 and B1, respectively. Loss given default point
estimates were updated based on the revised debt structure.
The last rating action on McClatchy was on January 27, 2010, when
Moody's placed the company's Caa2 CFR, Caa2 PDR and Caa3 senior
unsecured unguaranteed note ratings on review for possible upgrade
following the announcement of the refinancing transactions.
McClatchy, headquartered in Sacramento, California, is the third-
largest newspaper company in the U.S., with 30 daily newspapers
and approximately 50 non-dailies. McClatchy also owns McClatchy
Interactive and holds equity investments in CareerBuilder,
Classified Ventures, and other newspaper and online properties.
Revenue was approximately $1.5 billion in 2009.
MCCLATCHY CO: S&P Raises Corporate Credit Rating to 'B-'
--------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on The McClatchy Co. to 'B-' from 'CC' and removed it from
CreditWatch, where it was placed Jan. 27, 2010. The rating
outlook is stable.
At the same time, S&P raised the issue-level rating on the non-
extending portion of the company's credit facilities to 'B-', and
the issue-level ratings on the remaining senior unsecured note
issues originally issued by Knight Ridder Inc. to 'CCC'. These
ratings also were removed from CreditWatch.
S&P affirmed all of its other existing ratings on McClatchy's
outstanding debt.
McClatchy plans to use proceeds from the first-lien notes to repay
$567 million in bank debt balances, to refinance $147 million in
outstanding senior notes due 2011 (originally issued by Knight
Ridder Inc.) and $24 million 15.75% senior notes due 2014.
"The upgrade reflects the significant extension of the company's
maturity profile upon closing of the transactions, an adequate
expected cushion in amended covenants over at least the next 18
months, and an expectation for a moderation in the pace of
McClatchy's newspaper ad revenue declines over the next several
quarters," explained Standard & Poor's credit analyst Emile
Courtney.
Completion of the transactions extends McClatchy's next meaningful
maturity to 2013. This is when the company's extending credit
facilities mature, and outstanding balances at maturity are likely
to total approximately $190 million (there is no amortization
required in the proposed extending term loan). The portion of the
company's credit facility that did not extend has an outstanding
amount totaling approximately $72 million, and will continue to
mature in 2011. S&P believes this is manageable given its
expectation that McClatchy will generate about $60 million in
discretionary cash flow in 2010 (after expected pension
contributions).
The 'B-' rating reflects S&P's view that newspaper ad revenue (78%
of total revenue in 2009) will moderate to a decline of 10% in
2010 from a decline of 27% in 2009. S&P also expects that 2010
EBITDA will be about flat with 2009 due to lower 2010 compensation
expenditures from significant cost-cutting actions taken in 2009.
In addition, given S&P's economists' expectation for a moderate
increase in U.S. GDP of 2.4% in 2010, S&P expects a cyclical
moderation in ad revenue declines. Although S&P anticipates some
cyclical relief for McClatchy's newspaper business in 2010, its
'B-' rating assumes that ad revenue will continue to decline at a
low-single-digit rate in 2011 and 2012, and EBITDA will decline at
a mid- to high-single-digit rate in each year over this time
frame. This is due to S&P's belief that the newspaper industry
will face long-term secular challenges related to market share
erosion toward online and other forms of advertising.
MCGRATH'S PUBLICK: Section 341(a) Meeting Scheduled for March 15
----------------------------------------------------------------
The U.S. Trustee for Region 18 will convene a meeting of creditors
in McGrath's Publick Fish House, Inc.'s Chapter 11 case on
March 15, 2010, at 9:00 a.m. The meeting will be held at the U.S.
Trustee's Office, Room 1900, 405 E 8th Avenue, Eugene, OR 97401.
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.
McGrath's Fish House -- http://www.mcgrathsfishhouse.com/--
operates eight restaurants in Oregon, three in Washington and one
in Idaho.
Salem, Oregon-based McGrath's Publick Fish House, Inc., fdba
McGrath's Properties LLC, filed for Chapter 11 bankruptcy
protection on February 3, 2010 (Bankr. D. Ore. Case No. 10-60500).
Leon Simson, Esq., who has an office in Portland, Oregon, 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.
LEOPOLDO ROCHA: Case Summary & 8 Largest Unsecured Creditors
------------------------------------------------------------
Joint Debtors: Leopoldo Rocha
Lucila Rocha
P.O. Box 273
Freedom, CA 95019-0273
Bankruptcy Case No.: 10-51383
Chapter 11 Petition Date: February 12, 2010
Court: United States Bankruptcy Court
Northern District of California (San Jose)
Debtors' Counsel: Judson T. Farley, Esq.
Law Offices of Judson T. Farley
830 Bay Ave. #B
Capitola, CA 95010-2173
Tel: (831) 476-1766
Email: judsonfarley@sbcglobal.net
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
A full-text copy of the Debtors' petition, including a list of
their 8 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/canb10-51383.pdf
The petition was signed by the Joint Debtors.
LCG KENNEWICK KING: Case Summary & 2 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: LCG Kennewick King, LLC
270 Lafayette Circle
Lafayette, CA 94549
Bankruptcy Case No.: 10-00791
Chapter 11 Petition Date: February 12, 2010
Court: United States Bankruptcy Court
Eastern District Of Washington (Spokane/Yakima)
Judge: Frank L. Kurtz
Debtor's Counsel: William L. Hames, Esq.
Hames Anderson & Whitlows PS
PO Box 5498
Kennewick, WA 99336-0498
Tel: (509) 586-7797
Fax: (509) 586-3674
Email: billh@hawlaw.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
A full-text copy of the Debtor's petition, including a list of its
2 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/waeb10-00791.pdf
The petition was signed by Lloyd J. Torchio, member of the
Company.
MESA AIR: Five Parties Admit Status as Substantial Claimholders
---------------------------------------------------------------
Five entities filed with the Court separate notices of their
status as a substantial claimholder with respect to claims against
the Debtors in these bankruptcy cases. The entities indicated in
their notices that they beneficially own claims in an aggregate
principal amount in excess of $25,000,000 against the Debtors as
of February 5, 2010.
* AFS Investments 60 LLC $25,000,000
* AFS Investments XLIV LLC $25,000,000
* Bank of America, National
Association, as successor to
Fleet National Bank $25,000,000
* Bombardier Inc. $25,000,000
* General Electric Capital Corporation $25,000,000
About Mesa Air Group
Mesa currently operates 130 aircraft with approximately 700 daily
system departures to 127 cities, 41 states, Canada, and Mexico.
Mesa operates as Delta Connection, US Airways Express and United
Express under contractual agreements with Delta Air Lines, US
Airways and United Airlines, respectively, and independently as
Mesa Airlines and go! Mokulele. This operation links Honolulu to
the neighbor island airports of Hilo, Kahului, Kona and Lihue. The
Company, founded by Larry and Janie Risley in New Mexico in 1982,
has approximately 3,500 employees.
Mesa Air Group Inc. and its units filed their Chapter 11 petitions
Jan. 5 in New York (Bankr. S.D.N.Y. Case No. 10-10018), listing
assets of $976 million against debt totaling $869 million as of
Sept. 30, 2009.
Richard M. Pachulski, Esq., and Laura Davis Jones, Esq., at
Pachulski Stang Ziehl & Jones LLP, serve as local counsel.
Imperial Capital LLC is the investment banker. Epiq Bankruptcy
Solutions is claims and notice agent.
Bankruptcy Creditors' Service, Inc., publishes Mesa Air Bankruptcy
News. The newsletter tracks the Chapter 11 proceedings undertaken
by Mesa Air Group Inc. and its units.
(http://bankrupt.com/newsstand/or 215/945-7000)
MOORE & MOORE: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Moore & Moore General Contractors, Inc.
dba Moore & Moore Lumber Co.
P.O. Box 1517
La Porte, TX 77572-1517
Bankruptcy Case No.: 10-31201
Chapter 11 Petition Date: February 12, 2010
Court: United States Bankruptcy Court
Southern District of Texas (Houston)
Judge: Jeff Bohm
Debtor's Counsel: Margaret Maxwell McClure, Esq.
Attorney at Law
909 Fannin, Suite 3810
Houston, TX 77010
Tel: (713) 659-1333
Fax: (713) 658-0334
Email: mccluremar@aol.com
Estimated Assets: Not Stated
Estimated Debts: Not Stated
The Debtor did not file a list of its 20 largest unsecured
creditors when it filed its petition.
The petition was signed by Bryan Moore, president of the Company.
MOOSE RUN PROPERTIES: Case Summary & 10 Largest Unsec. Creditors
----------------------------------------------------------------
Debtor: Moose Run Properties, LLC
PO Box 283
Winter Park, CO 80482
Bankruptcy Case No.: 10-12566
Chapter 11 Petition Date: February 11, 2010
Court: United States Bankruptcy Court
District of Colorado (Denver)
Judge: Sidney B. Brooks
Debtor's Counsel: William G. Horlbeck, Esq.
216 16th St., Ste. 1210
Denver, CO 80202
Tel: (303) 592-1650
Fax: (303) 592-1701
Email: wghorlbeckpc@msn.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's 10 largest unsecured creditors is
available for free at:
http://bankrupt.com/misc/cob10-12566.pdf
The petition was signed by Richard A. Cartagena, member/manager of
the company.
MORRIS PUBLISHING: U.S. Trustee Unable to Form Creditors Committee
------------------------------------------------------------------
Donald F. Walton, the U.S. Trustee for Region 21, notified the
U.S. Bankruptcy Court for the Southern District of Georgia that he
was unable to appoint an official committee of unsecured creditors
in the Chapter 11 cases of Morris Publishing Group, LLC, and its
debtor-affiliates.
The U.S. Trustee related that there were insufficient indications
of willingness to serve on the committee.
Morris Publishing Group, LLC -- dba Albion Shopper, et al. -- is a
privately held media company based in Augusta, Georgia. Morris
Publishing currently owns and operates 13 daily newspapers as well
as nondaily newspapers, city magazines and free community
publications in the Southeast, Midwest, Southwest and Alaska. The
petition says assets and debts are $100 million to $500 million.
The Company filed for Chapter 11 bankruptcy protection on
January 19, 2010 (Bankr. S.D. Ga. Case No. 10-10134). James T.
Wilson, Jr., Esq., who has an office in Augusta, GA, is the
Debtor's co-counsel. Lazard Ltd. is the Debtor's financial
advisor, while Kurtzman Carson Consultants is its claims agent.
The Company listed $100,000,001 to $500,000,000 in assets and
$100,000,001 to $500,000,000 in liabilities.
The Company's affiliates -- Athens Newspapers, LLC, et al. --
filed separate Chapter 11 petitions.
MST HOSPITALITY: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: MST Hospitality Investments LLC
dba Howard Johnson Tulsa
c/o Hall Estill
320 South Boston Ave, Suite 200
Tulsa, OK 7410
Bankruptcy Case No.: 10-10350
Chapter 11 Petition Date: February 12, 2010
Court: United States Bankruptcy Court
Northern District of Oklahoma (Tulsa)
Judge: Terrence L. Michael
Debtor's Counsel: Bonnie N. Hackler, Esq.
Hall, Estill, et al
320 South Boston Avenue, Suite 400
Tulsa, OK 74103
Tel: (918) 594-0627
Email: bhackler@hallestill.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's 20 largest unsecured creditors is
available for free at:
http://bankrupt.com/misc/oknb10-10350.pdf
The petition was signed by Ani Patel, principal of the company.
MSJ INVESTMENT: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: MSJ Investment Properties, L.L.C.
11075 N. Oracle Road
Oro Valley, AZ 85737-5601
Bankruptcy Case No.: 10-03643
Chapter 11 Petition Date: February 12, 2010
Court: United States Bankruptcy Court
District of Arizona (Tucson)
Judge: Chief Judge James M. Marlar
Debtor's Counsel: Scott D. Gibson, Esq.
Gibson, Nakamura & Green, PLLC
2329 N Tucson Blvd
Tucson, AZ 85716
Tel: (520) 722-2600
Fax: (520) 722-0400
Email: SGibson@gnglaw.com
Estimated Assets: $1,000,001 to $100,000,000
Estimated Debts: $1,000,001 to $100,000,000
The Debtor did not file a list of its 20 largest unsecured
creditors when it filed its petition.
The petition was signed by Mike Patel, manager of the Company.
NEENAH ENTERPRISES: Wants 30-Day Extension for Schedules Filing
---------------------------------------------------------------
Neenah Enterprises, Inc., et al., have asked the U.S. Bankruptcy
Court for the District of Delaware to extend the filing of
schedules of assets and liabilities, schedules of current income
and expenditures, schedules of executor contracts and unexpired
leases, and statements of financial affairs by an additional 30
days.
The Debtors won't be able to file the schedules on the current
deadline due to the size and complexity of the Debtors'
businesses; the number of its potential creditors, which exceeds
200; and the numerous burdens the reorganization efforts will
impose on the Debtors, particularly in the early days of their
Chapter 11 cases.
Headquartered in Neenah, Wisconsin, Neenah Enterprises, Inc. --
http://www.nfco.com/-- is the indirect parent holding company of
Neenah Foundry Company. Neenah Foundry Company and its
subsidiaries manufacture and market a wide range of iron castings
and steel forgings for the heavy municipal market and selected
segments of the industrial markets. Neenah is one of the largest
independent foundry companies in the United States, with
substantial market share in the municipal and various industrial
markets for gray and ductile iron castings and forged steel
products.
The Company filed for Chapter 11 bankruptcy protection on
February 3, 2010 (Bankr. D. Delaware Case No. 10-10360). Edmon L.
Morton, Esq., and Kenneth J. Enos, Esq., assist the Company in its
restructuring effort. The Company had $286,611,000 in total
assets against total liabilities of $449,435,000, resulting in
stockholder's deficit of $162,824,000.
The Company's affiliates -- NFC Castings, Inc.; Neenah Foundry
Company; Cast Alloys, Inc.; Neenah Transport, Inc.; Advanced Cast
Products, Inc.; Gregg Industries, Inc.; Mercer Forge Corporation;
Deeter Foundry, Inc.; and Dalton Corporation -- filed separate
Chapter 11 petitions.
NEVIOT REALTY: Updated Case Summary & 6 Largest Unsec. Creditors
----------------------------------------------------------------
Debtor: Neviot Realty Holdings, LLC
1501 Broadway
New York, NY 10036
Bankruptcy Case No.: 10-10705
Chapter 11 Petition Date: February 11, 2010
Court: United States Bankruptcy Court
Southern District of New York (Manhattan)
Judge: Stuart M. Bernstein
Debtor's Counsel: Kevin J. Nash, Esq.
Goldberg Weprin Finkel Goldstein LLP
1501 Broadway, 22nd Floor
New York, NY 10036
Tel: (212)-301-6944
Fax: (212) 422-6836
Email: KJNash@Finkgold.com
Estimated Assets: $10,000,001 to $50,000,000
Estimated Debts: $10,000,001 to $50,000,000
The petition was signed by David Galanter.
Debtor's List of 6 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
New York Community Bank First Mortgage Debt $9,674,645
One Jericho Plaza
Jericho, New York 11753
New York Community Bank Second Mortgage Debt $2,093,966
One Jericho Plaza
Jericho, New York 11753
Hillsborough County Tax $1,300,000
Collector (approximately)
601 E. Kennedy Blvd.,
14th Floor
Tampa, Florida 33602-4931
Atlantic & Pacific Unknown
Management
800 Palm Trail
Suite 2
Delray Beach, FL 33483
Akerman Senterfitt Unknown
SunTrust Financial Centre
401 E. Jackson Street
Suite 1700
Tampa, FL 33602-5250
The Perserve at Temple Unknown
Terrace Condominium
Association
7855 Fletcher Avenue
Tampa, FL 33637-2013
NEENAH ENTERPRISES: Section 341(a) Meeting Scheduled for March 9
----------------------------------------------------------------
The U.S. Trustee for Region 3 will convene a meeting of creditors
in Neenah Enterprises, Inc., et al.'s Chapter 11 case on March 9,
2010, at 9:30 a.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.
Headquartered in Neenah, Wisconsin, Neenah Enterprises, Inc. --
http://www.nfco.com/-- is the indirect parent holding company of
Neenah Foundry Company. Neenah Foundry Company and its
subsidiaries manufacture and market a wide range of iron castings
and steel forgings for the heavy municipal market and selected
segments of the industrial markets. Neenah is one of the largest
independent foundry companies in the United States, with
substantial market share in the municipal and various industrial
markets for gray and ductile iron castings and forged steel
products.
The Company filed for Chapter 11 bankruptcy protection on
February 3, 2010 (Bankr. D. Delaware Case No. 10-10360). Edmon L.
Morton, Esq., and Kenneth J. Enos, Esq., assist the Company in its
restructuring effort. The Company had $286,611,000 in total
assets against total liabilities of $449,435,000, resulting in
stockholder's deficit of $162,824,000.
The Company's affiliates -- NFC Castings, Inc.; Neenah Foundry
Company; Cast Alloys, Inc.; Neenah Transport, Inc.; Advanced Cast
Products, Inc.; Gregg Industries, Inc.; Mercer Forge Corporation;
Deeter Foundry, Inc.; and Dalton Corporation -- filed separate
Chapter 11 petitions.
NEVADA RESOURCE: Section 341(a) Meeting Scheduled for March 8
-------------------------------------------------------------
The U.S. Trustee for Region 17 will convene a meeting of creditors
in Nevada Resource Dynamics, LLC's Chapter 11 case on March 8,
2010, at 3:00 p.m. The meeting will be held at 300 Booth Street,
Room 2110, Reno, NV 89509.
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.
Reno, Nevada-based Nevada Resource Dynamics, LLC, filed for
Chapter 11 bankruptcy protection on February 3, 2010 (Bankr. D.
Nev. 09-50308). Sallie B. Armstrong, Esq., who has an office in
Reno, Nevada, assists 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.
NEW VISION TELECOM: Could Not Pay Employees After Losing Lender
---------------------------------------------------------------
According to WSMV.com, employees of New Vision Telecommunications
said they are not getting paid. The company said it lost its
lender and could not pay its estimated 40 workers. New Vision
Telecommunications previously filed for bankruptcy.
NEWPAGE CORPORATION: Names Tom Curley as President and CEO
----------------------------------------------------------
NewPage Corporation elected Tom Curley to the Board of Directors
and as President and Chief Executive Officer effective
immediately.
"We are pleased to have Tom join NewPage and believe that his 30
years of proven leadership with four multinational corporations
will complement our executive team," said Mark A. Suwyn, NewPage
Chairman. "Tom's skills and energy combined with his significant
general management experience within a broad spectrum of corporate
environments and competitive markets, as well as demonstrated
success in improving business financial performance, will help us
continue to work back from last year's challenges in the paper
industry."
Mr. Curley holds an associate degree in Aeronautical Engineering
from Daniel Webster College in Nashua, New Hampshire, and a
Bachelor of Science degree in Industrial Technology from the
University of Massachusetts at Lowell. Beginning his career with
General Electric Company, he later joined Caterpillar Inc., Cooper
Cameron Corporation, and Rolls-Royce plc. During his career, Mr.
Culrey has progressed through increasingly responsible roles and,
prior to joining NewPage, Mr. Curley served as president of the
Rolls-Royce Energy business.
About NewPage Corporation
Headquartered in Miamisburg, Ohio, NewPage Corporation --
http://www.NewPageCorp.com/-- is the largest coated paper
manufacturer in North America, based on production capacity, with
$4.4 billion in net sales for the year ended December 31, 2008.
The company's product portfolio is the broadest in North America
and includes coated freesheet, coated groundwood, supercalendered,
newsprint and specialty papers. These papers are used for
corporate collateral, commercial printing, magazines, catalogs,
books, coupons, inserts, newspapers, packaging applications and
direct mail advertising.
NewPage owns paper mills in Kentucky, Maine, Maryland, Michigan,
Minnesota, Wisconsin and Nova Scotia, Canada. These mills have a
total annual production capacity of approximately 4.4 million tons
of paper, including approximately 3.2 million tons of coated
paper, approximately 1.0 million tons of uncoated paper and
approximately 200,000 tons of specialty paper.
As of June 30, 2009, NewPage Holding had $4.141 billion in total
assets; and total current liabilities of $475 million, long-term
debt of $3.145 billion, and other long-term obligations of
$618 million; resulting in $97 million total deficit.
As of June 30, 2009, NewPage Corp. had $4.140 billion in total
assets; and total current liabilities of $475 million, long-term
debt of $2.953 billion, and other long-term obligations of
$618 million; resulting in $94 million total deficit.
As reported by the Troubled Company Reporter on October 7, 2009,
Standard & Poor's Ratings Services raised its corporate credit
rating on NewPage Corp. to 'CCC+' from 'SD' (selective default).
The outlook is negative.
S&P raised the issue-level rating on the company's second-lien
floating- and fixed-rate notes due 2012 to 'CCC-' (two notches
below the corporate credit rating) from 'D'. The recovery rating
on these notes remains at '6', indicating S&P's expectation of
negligible (0% to 10%) recovery in the event of a payment default.
S&P also raised the issue-level rating on the company's
subordinated notes to 'CCC-' from 'CC'. The recovery rating is
unchanged at '6', indicating S&P's expectation of negligible (0%
to 10%) recovery in the event of a payment default.
NORMAN REGIONAL: Moody's Cuts Ratings on $68.9 Mil. Debt to 'Ba1'
-----------------------------------------------------------------
Moody's Investors Service has downgraded to Ba1 from Baa3 the
long-term rating assigned to Norman Regional Hospital Authority's
$68.9 million of outstanding debt. The outlook is stable. At
this time Moody's are removing the rating from Watchlist where it
was placed on December 8, 2009. The downgrade reflects the
decline in FY 2009 operating performance and liquidity, increase
in leverage associated with a new master lease and expectations
that FY 2010 will show a second year of lower operating
performance as NRHA absorbs the new expenses with the HealthPlex
opening.
Legal Security: The bonds are secured by a pledge of gross
revenues of the hospital.
Interest Rate Derivatives: None
Challenges
* Weaker financial performance in FY 2009 with a 0.1% operating
margin and 7.9% operating cash flow margin, denoting a second
year of declining performance from FY 2008 (3.5% and 10.9%,
respectively) and a material departure from much stronger
historical results which serviced NRHA's high leverage position;
management expects FY 2010 to be on par with FY 2009 due to
increased expenses with the recent opening of the HealthPlex
campus
* Material decline in liquidity at the end of FY 2009 due to
construction costs and investment losses; unrestricted cash
declined to $58.6 million for the entire system or 68.5 days,
down from a peak of $83.7 or 125.5 days at the end of FY 2007;
cash to debt is very weak at 23% at the end of FY 2009 relative
to the Baa3 cash to debt median of 61%
* Leveraged balance sheet and weak leverage indicators with 76%
debt to revenue, 10.8 times debt-to-cashflow and 1.6 times
maximum annual debt service coverage in FY 2009; absolute
leverage increased in FY 2009 with a new $20.0 million master
lease
* After years of favorable growth, combined inpatient admissions
and observation stays declined a precipitous 8% in FY 2009 from
FY2008 due largely to the economy; volumes are down through the
first six months of FY 2010 compared to the prior year period
Strengths
* Leading market share in the primary service area of Cleveland
County with a 60% market share reflecting NRHA's increased
regional focus; local city moratorium in place to keep outside
competitors from entering the market is viewed very favorably
* Management's quick action to implement a financial recovery plan
enacted in FY 2009 resulted in $6.9 million of expense savings
that resulted in a 30% decrease in operating expense growth;
these actions will help stem further financial deteroriation in
FY 2010
* No puttable debt although the Series 1996B bonds are auction
rate securities with formula based interest resets; no swaps in
place
* Defined contribution pension plan; prior defined benefit pension
plan frozen in December 2003
Recent Developments/Results
The rating downgrade reflects the weakened operating performance
and decline in liquidity in FY 2009 from much stronger historical
levels that provided adequate coverage of NRHA's high debt burden.
Financial performance is not expected to improve until FY 2011.
Operating performance weakened in FY 2009 for the second
consecutive year due to volume declines and growth in bad debt and
charity care. Inpatient admissions declined 8% and observation
stays declined 16% in FY 2009 due to the weakened economic
environment and deferral of elective procedures. Bad debt and
charity care combined increased 37% in FY 2009 over FY 2008. FY
2009 was also suppressed due to a $14 million write-off of account
receivables representing an increase in the reserve methodologies;
the bulk of the $14 million was for cases that occurred in FY
2008. Management concurrently decided to change auditors in FY
2009; audited statements now provide greater clarification of bad
debt and charity care on a charge basis whereas in the past it was
reported on a cost basis. As a result of all of these issues,
NRHA's operating margin declined to 0.1% in FY 2009 from 3.5% in
FY 2008 and much stronger 5.8% in FY 2007. The operating cash
flow margin declined to 7.9% in FY 2009, from 10.9% and stronger
14.2%, respectively. Leverage indicators for the institution have
weakened with 76% debt to revenue, 10.8 times debt-to-cashflow and
1.6 times maximum annual debt service coverage in FY 2009 (Moody's
normalizes investment income at 6% for these ratios).
Given the decline in volumes and rise in uncompensated care,
management quickly enacted a cost reduction plan; $6.9 million in
savings were achieved in FY 2009 with $19.8 million on an
annualized basis. Performance through the first half of FY 2010
ending December 31, 2009 shows a slight loss from operations
producing a -0.1% operating margin and 8.7% operating cash flow
margin. Management estimates volumes to grow with the ramp up of
operations at NHRA's new HealthPlex facility in the second half of
FY 2010. A major orthopedic group is relocating to the new
HealthPlex and will shift all volumes to this facility.
Management expects that FY 2010 performance will be on par with
FY2009 and then expects improvement during FY 2011.
Unrestricted cash and investments have declined materially to
$59.8 million or 68 days cash on hand and cash-to-debt has
weakened to a low 24% as of December 31, 2009, due to construction
costs related to the completion of NHRA's new HealthPlex facility,
investment losses due to unfavorable market conditions and an
increase in leverage with a new master lease of $20.0 million.
NRHA's weakened cash position denotes a trend from $65 million (81
days) at FYE 2008 and $84 million (125 days) at FYE 2007 (Moody's
days cash on hand computation includes bad debt expense).
Management computes that the obligated group had 110 days cash on
hand at the end of FY 2009 compared to the bond covenant of 55
days cash on hand (bond covenant computation excludes bad debt
expense and only reflects the obligated group). NRHA's long-term
cash is invested 65% in equities (down from a higher 70%) and the
remaining balance in cash, money market securities, and real
estate securities. As of June 30, 2009, there was another
$24 million held in very short-term liquidity investments,
defraying the overall exposure to equities.
Located 20 miles south of Oklahoma City, NRHA is an Oklahoma
public trust set up by the state. NRHA is not owned by the City
of Norman, however NRHA's board is appointed by the Mayor of the
City of Norman and is subjected to state procurement laws. NRHA
benefits from a local city ordinance that restricts the entrance
of new competitors into Norman from tertiary Oklahoma City
providers including HCA-owned Oklahoma University Medical Center,
SSM-owned St. Anthony's, Mercy Health System (part of Aa3 rated
Sisters of Mercy Health System) and Aa3-rated Integris Health. In
addition to its three campuses (Norman Hospital, HealthPlex and
Moore Medical Center located to the north), NRHA also completed a
joint-venture arrangement for a 46-bed heart hospital that opened
in January 2010 with Mercy Health System and Oklahoma Cardiology
Associates.
Outlook
The stable outlook reflects Moody's expectation that NRHA will
endeavor to improve its financial performance and rebuild
liquidity given the completion of HealthPlex and no other
additional debt or growth plans.
What could change the rating -- UP
Improved and sustainable operating performance to support increase
leverage, improvement in liquidity, increase in volume and net
patient revenue growth with the successful operation of the Health
Plex campus facility.
What could change the rating -- DOWN
Continued decline in operating performance or further decline in
liquidity indicators, increase in debt without improved operating
performance levels, inability to abate the decline in volumes over
a protracted period
Key Indicators
Assumptions & Adjustments:
-- Based on financial statements for Norman Regional Hospital
Authority
-- First number reflects audit year ended June 30, 2008
-- Second number reflects audit year ended June 30, 2009
-- Investment returns normalized at 6% unless otherwise noted
* Inpatient admissions: 19,516; 18,020
* Total operating revenues: $319.9 million; $331.1 million
* Moody's-adjusted net revenue available for debt service:
$39.1 million; $30.3 million
* Total debt outstanding: $236.6 million; $252.5 million
* Maximum annual debt service (MADS): $19.0 million; $19.2 million
* MADS Coverage with reported investment income: 1.1 times; 0.7
times
* Moody's-adjusted MADS Coverage with normalized investment
income: 2.1 times; 1.6 times
* Debt-to-cash flow: 7.4 times; 10.8 times
* Days cash on hand: 81.4 days; 68.6 days (includes bad debt
expense)
* Cash-to-debt: 27.5%; 23.2%
* Operating margin: 3.5%; 0.1%
* Operating cash flow margin: 10.9%; 7.9%
Rated Debt (debt outstanding as of June 30, 2009)
-- Series 1996B; auction variable rate ($19.5 million
outstanding) rated Ba1
-- Series 2002; fixed rate ($49.4 million outstanding) rated Ba1
-- NRHA also has a Series 2005 (67.0 million) and Series 2007
($93.9 million) outstanding; these are not rated by Moody's.
The last rating action was on December 9, 2009, when Norman
Regional Hospital Authority's Baa3 rating was placed on watchlist
for possible downgrade.
NORTEL NETWORKS: Expects to Raise $1B In Biz Unit Sales
-------------------------------------------------------
Law360 reports that Nortel Networks Corp. predicts it will raise
another $1 billion by continuing to sell off several of its
businesses.
Nortel Networks (OTCBB:NRTLQ) -- http://www.nortel.com/--
delivers communications capabilities that make the promise of
Business Made Simple a reality for the Company's customers. The
Company's next-generation technologies, for both service provider
and enterprise networks, support multimedia and business-critical
applications. Nortel's technologies are designed to help
eliminate the barriers to efficiency, speed and performance by
simplifying networks and connecting people to the information they
need, when they need it.
Nortel Networks Corp., Nortel Networks Inc., and other affiliated
corporations in Canada sought insolvency protection under the
Companies' Creditors Arrangement Act in the Ontario Superior Court
of Justice (Commercial List). Ernst & Young has been appointed to
serve as monitor and foreign representative of the Canadian Nortel
Group. The Monitor also sought recognition of the CCAA
Proceedings in the Bankruptcy Court under Chapter 15 of the
Bankruptcy Code.
Nortel Networks Inc. and 14 affiliates filed separate Chapter 11
petitions on January 14, 2009 (Bankr. D. Del. Case No. 09-10138).
Judge Kevin Gross presides over the case. James L. Bromley, Esq.,
at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as
general bankruptcy counsel; Derek C. Abbott, Esq., at Morris
Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware
counsel. The Chapter 11 Debtors' other professionals are Lazard
Freres & Co. LLC as financial advisors; and Epiq Bankruptcy
Solutions LLC as claims and notice agent.
The Chapter 15 case is Bankr. D. Del. Case No. 09-10164. Mary
Caloway, Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll
& Rooney PC, in Wilmington, Delaware, serves as Chapter 15
petitioner's counsel.
Certain of Nortel's European subsidiaries have also made
consequential filings for creditor protection. The Nortel
Companies related in a press release that Nortel Networks UK
Limited and certain subsidiaries of the Nortel group incorporated
in the EMEA region have each obtained an administration order
from the English High Court of Justice under the Insolvency Act
1986. The applications were made by the EMEA Subsidiaries under
the provisions of the European Union's Council Regulation (EC)
No. 1346/2000 on Insolvency Proceedings and on the basis that
each EMEA Subsidiary's centre of main interests is in England.
Under the terms of the orders, representatives of Ernst & Young
LLP have been appointed as administrators of each of the EMEA
Companies and will continue to manage the EMEA Companies and
operate their businesses under the jurisdiction of the English
Court and in accordance with the applicable provisions of the
Insolvency Act.
Several entities, particularly, Nortel Government Solutions
Incorporated have material operations and are not part of the
bankruptcy proceedings.
As of September 30, 2008, Nortel Networks Corp. reported
consolidated assets of $11.6 billion and consolidated liabilities
of $11.8 billion. The Nortel Companies' U.S. businesses are
primarily conducted through Nortel Networks Inc., which is the
parent of majority of the U.S. Nortel Companies. As of
September 30, 2008, NNI had assets of about $9 billion and
liabilities of $3.2 billion, which do not include NNI's guarantee
of some or all of the Nortel Companies' about $4.2 billion of
unsecured public debt.
Bankruptcy Creditors' Service, Inc., publishes Nortel Networks
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
and ancillary foreign proceedings undertaken by Nortel Networks
Corp. and its various affiliates. (http://bankrupt.com/newsstand/
or 215/945-7000)
NORTH BAY VILLAGE: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: North Bay Village LLC
dba North Bay Village - MM, Inc.
dba Pelican Bay/Limetree, LLC
101 East Kennedy Boulevard, Suite 2800
Tampa, FL 33602
Bankruptcy Case No.: 10-03090
Type of Business:
Chapter 11 Petition Date: February 12, 2010
Court: United States Bankruptcy Court
Middle District of Florida (Ft. Myers)
Debtor's Counsel: Steven M. Berman, Esq.
Shumaker, Loop & Kendrick, LLP
101 E. Kennedy Blvd., Suite 2800
Tampa, FL 33602
Tel: (813) 229-7600
Fax: (813) 229-1660
Email: sberman@slk-law.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.
O'CHARLEY'S INC: S&P Raises Rating on Subordinated Notes to 'B'
---------------------------------------------------------------
Standard & Poor's Ratings Services raised the issue-level rating
on O'Charley's Inc.'s subordinated notes to 'B' from 'B-' and
revised its recovery rating on the notes to '5' from '6'.
The '5' recovery rating indicates S&P's expectation for modest
(10% to 30%) recovery of principal in the event of default. In
addition, the issue-level rating on the senior secured credit
facility remains 'BB' (two notches higher than the corporate
credit rating). The recovery rating on the company's senior
secured credit facility remains '1', indicating S&P's expectation
for very high (90% to 100%) recovery of principal in the event of
default. This action comes after the company amended its senior
secured revolving credit facility. The amendment reduced the size
of the facility to $45 million from $83 million and allows the
company to repurchase subordinated notes going forward. At the
same time, S&P affirmed the 'B+' corporate credit rating on
company and the 'BB' rating on the senior secured the notes. The
recovery rating on the notes remains '1'.
The rating on Nashville, Tennessee-based O'Charley's reflects the
company's participation in the highly competitive casual dining
restaurant industry, which has been vulnerable to declines in
consumer spending, and its aggressively leveraged capital
structure.
Through the first three quarters of 2009, the company improved or
maintained profitability because it benefitted from lower food
commodity costs and managed administrative costs. However, the
profitability trend worsened in the fourth quarter as sales
continued to decline and the company no longer benefited from
significantly lower food costs and other cost cuts. In fact,
margins contracted meaningfully because of the deleveraging of
labor and other fixed costs. Food costs improved modestly (20
basis points [bps]), but total restaurant margins contracted to
12.7% from 14.4% in the fourth quarter of 2008. In the fourth
quarter, revenue declined 6.9%, which is slightly worse than the
annual revenue decline of 5.4%. Comparable-store sales were down
considerably at all three of the company's concepts in the fourth
quarter; they were down 7.3% at O'Charley's, 6.5% at Ninety Nine
Restaurant, and 10.3% at Stoney River Legendary Steaks. S&P
expects these sales trends to remain negative for at least the
first half of 2010 and possibly beyond.
ORTEGA'S NIGHTMARE: Case Summary & Unsecured Creditor
-----------------------------------------------------
Debtor: Ortega's Nightmare, LLC
5540 Ruffin Rd.
San Diego, CA 92123-1315
Bankruptcy Case No.: 10-02070
Chapter 11 Petition Date: February 11, 2010
Court: United States Bankruptcy Court
Southern District of California (San Diego)
Judge: Chief Judge Peter W. Bowie
Debtor's Counsel: Thomas S. Engel, Esq.
964 Fifth Avenue, Suite 400
San Diego, CA 92101
Tel: (619) 544-1415
Email: lawengmill@aol.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $500,001 to $1,000,000
The Debtor identified Imperial County Tax Collector with a debt
claim for $118,284 as its largest unsecured creditor. A full-text
copy of the Debtor's petition, including a list of its largest
unsecured creditor, is available for free at:
http://bankrupt.com/misc/casb10-02070.pdf
The petition was signed by James D. Salas, V.P. Fed. Home Loans
Corp. Manager of the Company.
OSI RESTAURANT: Bank Debt Trades at 11% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which OSI Restaurant
Partners, Inc., is a borrower traded in the secondary market at
88.71 cents-on-the-dollar during the week ended Friday, Feb. 12,
2010, according to data compiled by Loan Pricing Corp. and
reported in The Wall Street Journal. This represents a drop of
1.39 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 9, 2014, and
carries Moody's B3 rating and Standard & Poor's B+ rating. The
debt is one of the biggest gainers and losers among 190 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.
OSI Restaurant Partners, Inc., is the #3 operator of casual-dining
spots (behind Darden Restaurants and Brinker International), with
more than 1,400 locations in the U.S. and 20 other countries. Its
flagship Outback Steakhouse chain boasts more than 950 locations
that serve steak, chicken, and seafood in Australian-themed
surroundings. OSI also operates the Carrabba's Italian Grill
chain, with about 240 locations. Other concepts include Bonefish
Grill, Fleming's Prime Steakhouse, and Cheeseburger In Paradise.
Most of the restaurants are company owned. A group led by
chairman Chris Sullivan took the company private in 2007.
As reported by the Troubled Company Reporter on Feb. 24, 2009,
Moody's Investors Service downgraded OSI Restaurant's Probability
of Default rating to Ca from Caa1 and lowered the rating on its
$550 million 10% senior unsecured notes to C from Caa3. Moody's
also placed OSI's Corporate Family and senior secured ratings on
review for possible downgrade.
The review was prompted by the recent announcement that OSI
continues to experience a substantial decline in earnings and
store traffic to levels worse than Moody's previously expected.
The company also announced that it will likely need to take an
impairment charge of between $480 and $540 million for goodwill
due to a reduction in its projected results for future periods as
a result of poor overall economic conditions.
PACIFIC RIM: NYSE Amex Accepts Firm's Compliance Plan
-----------------------------------------------------
Pacific Rim Mining Corp. received notice of acceptance by the NYSE
Amex LLC of the Company's listing compliance plan. The Plan was
submitted to the NYSE Amex in response to notification from the
Exchange in late November, 2009 of the Company's non-compliance
with Section 1003(a)(iii) of the NYSE Amex Company Guide, having
stockholders' equity of less than $6,000,000 at July 31, 2009,
while sustaining losses from continuing operations and net losses
in its five most recent fiscal years.
With the Exchange's acceptance of the Plan, the Company's NYSE
Amex listing is expected to continue during the Plan period, up to
May 11, 2011, subject to periodic review to determine whether the
Company is making progress consistent with the Plan and conditions
of NYSE Amex. If the Company is not in compliance with the
continued listing standards at the end of the Plan period, or if
the Company does not make progress consistent with the Plan during
the period, then the Exchange may initiate delisting proceedings.
The Company's common shares continue to trade on the NYSE Amex
under the symbol "PMU" with the trading symbol extension "BC" to
denote non-compliance with the Exchange's continued listing
standards while the Plan period is in effect. The Company's
common shares also continue to be listed on the Toronto Stock
Exchange ("TSX") in Canada under the symbol "PMU".
About Pacific Rim
Pacific Rim is an environmentally and socially responsible
exploration company focused exclusively on high grade,
environmentally clean gold deposits in the Americas. Pacific
Rim's primary asset and focus of its growth strategy is the high
grade, vein-hosted El Dorado gold project in El Salvador. The
Company owns several similar grassroots gold projects in El
Salvador and is actively seeking additional assets elsewhere in
the Americas that fit its project focus. All references to
"Pacific Rim" or "the Company" encompass the Canadian corporation,
Pacific Rim Mining Corp, and its U.S. and Salvadoran subsidiaries,
Pac Rim Cayman LLC, Pacific Rim El Salvador, S.A. de C.V., and
Dorado Exploraciones, S.A. de C.V., inclusive.
PALISADES PARK: Section 341(a) Meeting Scheduled for March 10
-------------------------------------------------------------
The U.S. Trustee for Region 3 will convene a meeting of creditors
in Palisades Park Plaza North, Inc.'s Chapter 11 case on March 10,
2010, at 11:00 a.m. The meeting will be held at Office of the
U.S. Trustee, Raymond Boulevard, One Newark Center, Suite 1401,
Newark, NJ 07102-5504.
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.
River Vale, New Jersey-based Palisades Park Plaza North, Inc.,
filed for Chapter 11 bankruptcy protection on February 5, 2010
(Bankr. D. N.J. Case No. 10-13394). Vincent F. Papalia, Esq., at
Saiber, LLC, 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.
PINNACLE FOODS: Bank Debt Trades at 6% Off in Secondary Market
--------------------------------------------------------------
Participations in a syndicated loan under which Pinnacle Foods is
a borrower traded in the secondary market at 93.75 cents-on-the-
dollar during the week ended Friday, Feb. 12, 2010, according to
data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal. This represents a drop of 0.81 percentage points
from the previous week, The Journal relates. The Company pays 275
basis points above LIBOR to borrow under the facility. The bank
loan matures on April 2, 2014, and carries Moody's B2 rating and
Standard & Poor's B rating. The debt is one of the biggest
gainers and losers among 190 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday.
On Nov. 24, 2009, the Troubled Company Reporter said that Standard
& Poor's placed its rating on Pinnacle Foods Group LLC, including
its 'B-' corporate credit rating, on CreditWatch with positive
implications. "We placed the ratings on CreditWatch positive when
Pinnacle Foods announced an agreement to acquire Birds Eye Foods,
Inc., in a transaction valued at $1.3 billion," said Standard &
Poor's credit analyst Christopher Johnson. "We believe that the
acquisition will likely be leverage neutral." S&P estimates that
pro forma debt to EBITDA, excluding any EBITDA synergies, would be
about 7.8x compared with a ratio of about 7.7x for the 12 months
ended Sept. 30, 2009, and that potential synergies from the
combination could result in reduced leverage following the close
of the transaction.
Based in Mt. Lakes, N.J., Pinnacle Foods Group LLC manufactures,
markets and distributes branded food products. It was formerly
referred as Pinnacle Foods Group, Inc., prior to April 2, 2007.
PLASTIPAK HOLDINGS: Moody's Affirms 'B3' Rating on $175 Mil. Notes
------------------------------------------------------------------
Moody's Investors Service affirmed the B3 instrument rating on the
$175 million senior unsecured notes due 2019 of Plastipak
Holdings, Inc., after the company announced the issuance of
$50 million in add-on notes. Moody's also affirmed the company's
B2 corporate family rating and stable rating outlook. Additional
instrument ratings are detailed below.
The company announced on February 11, 2010, that it had commenced
a private offering of approximately $50 million of additional
senior unsecured notes due 2019. The proceeds of the offering
will be used to pay down existing debt making the transaction
largely credit neutral.
The affirmation of Plastipak's B2 corporate family rating reflects
the largely credit neutral impact of the transaction and the
company's strong leverage and interest coverage for the rating
category. The rating is further supported by the company's strong
market position and long standing relationships with multi-
national and well-established customers. Plastipak also benefits
from an expected ramp up in new contracts, a high percentage of
business under long term contract and a low percentage of contract
renegotiations over the next twelve months. The company has also
stated its intention to discontinue its acquisition strategy.
The rating is constrained by an EBIT margin and free cash flow
that have been historically weak for the rating category and the
company's high concentration of sales. The rating also reflects
the company's large percentage of commodity products and the risk
inherent in its strategic transition to higher margin, less
commoditized products. While the competitive position for both
the company and the overall industry are improving, the industry
remains fragmented and competitive with strong price pressure.
Moody's took these rating actions:
-- Affirmed $225 million senior unsecured notes due 2019, B3
(LGD 5, 74% from 75%)
-- Affirmed $250 million 8.5% senior unsecured notes due
12/15/2015, B3 (LGD 5, 74% from 75%)
-- Affirmed corporate family rating, B2
-- Affirmed probability of default rating, B2
The ratings outlook is stable.
Moody's last rating action on Plastipak occurred on July 21, 2009,
when $175 million new senior unsecured notes due 2019 were rated
B3 and the B2 Corporate Family Rating and a stable outlook were
affirmed.
Plastipak Holdings, Inc., is a privately held leading manufacturer
of plastic packaging containers used by branded companies in the
beverage, food, personal care, industrial, and automotive
industries worldwide. Headquartered in Plymouth, Michigan,
Plastipak generated revenues of approximately $1.8 billion for the
twelve months ended October 31, 2009.
PLASTIPAK HOLDINGS: S&P Affirms 'B' Senior Unsecured Debt Rating
----------------------------------------------------------------
Standard & Poor's Ratings Services said that it affirmed its 'B'
senior unsecured debt rating and '6' recovery rating on Plastipak
Holdings Inc.'s senior unsecured notes due 2019 following a
proposed $50 million add-on, which would bring the issue to
$225 million. This issue-level rating (which is two notches lower
than the 'BB-' corporate credit rating on the company) and
recovery rating indicate S&P's expectations of a negligible
recovery (0%-10%) in the event of a payment default. Ratings are
based on preliminary terms and conditions. Proceeds from the
proposed add-on are expected to be used to pay down existing
outstanding debt.
Plymouth, Michigan-based Plastipak Holdings (BB-/Positive/--) and
its wholly owned subsidiary Plastipak Packaging Inc. (BB-
/Positive/--) are rigid plastic packaging producers. The
privately owned companies produce packaging mainly for carbonated
and non-carbonated beverages, and cleaning products.
Ratings List
Plastipak Holdings Inc.
Corporate credit rating BB-/Positive/--
Ratings Affirmed
$225 million senior unsecured notes due 2019 B
Recovery rating 6
PRM REALTY: Wants Until Today to File Schedules & Statement
-----------------------------------------------------------
PRM Realty Group, LLC, asks the U.S. Bankruptcy Court for the
Northern District of Texas to extend until today, February 15,
2010, at 12:00 p.m., its time to file schedules of assets and
liabilities and statement of financial affairs.
The Debtor relates that it still has to finalize the schedules and
statements.
Chicago, Illinois-based PRM Realty Group, LLC, filed for Chapter
11 bankruptcy protection on January 6, 2010 (Bankr. N.D. Texas
Case No. 10-30241). The Company's affiliates -- Peter R. Morris;
Bon Secour Partners, LLC; PM Transportation, LLC; Rangeline
Properties, LLC; PRS II, LLC; and Morris Radio Enterprises, LLC --
filed separate Chapter 11 bankruptcy petitions. Gerrit M.
Pronske, Esq., at Pronske & Patel, P.C., assists PRM Realty in its
bankruptcy effort. PRM Realty listed $100,000,001 to $500,000,000
in assets and $100,000,001 to $500,000,000 in liabilities.
PROFESSIONAL LAND: Section 341(a) Meeting Scheduled for March 15
----------------------------------------------------------------
The U.S. Trustee for Region 21 will convene a meeting of creditors
in Professional Land Development, LLC's Chapter 11 case on
March 15, 2010, at 10:30 a.m. The meeting will be held at Room
100-B, 501 East Polk St., (Timberlake Annex), Tampa, FL 33602.
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.
Tampa, Florida-based Professional Land Development, LLC, filed for
Chapter 11 bankruptcy protection on February 5, 2010 (Bankr. M.D.
Fla. Case No. 10-02569). Malka Isaak, Esq., at the Law Office of
Malka Isaak, and Ziona Kopelovich, Esq., at the Debt Relief Law
Offices of Tampa Bay LLC, assist 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.
RANCHER ENERGY: Court Establishes March 5 as Claims Bar Date
------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Colorado established
March 5, 2010, as the last day for any individual or entity to
file proofs of claim against Rancher Energy Corp.
Proofs of claim must be filed with:
Clerk of the U.S. Bankruptcy Court
U.S. Custom House
721 19th Street
Denver, CO 80202
Rancher Energy Corp., aka Rancher Energy Oil & Gas Corp., fka
Metalix, Inc., develops and produces oil in North America.
It operates three fields, including the South Glenrock B Field,
the Big Muddy Field, and the Cole Creek South Field in the Powder
River Basin, Wyoming in the Rocky Mountain region of the United
States. The company was formerly known as Metalex Resources, Inc.
and changed its name to Rancher Energy Corp. in April 2006.
Rancher Energy Corp. was founded in 2004 and is headquartered in
Denver, Colorado.
Rancher Energy filed for Chapter 11 bankruptcy protection on
October 28, 2009 (Bankr. D. Colo. Case No. 09-32943). Herbert A.
Delap, Esq., who has an office in Denver, Colorado, assists the
Debtor in its restructuring efforts. The Company listed
$10,000,001 to $50,000,000 in assets and $10,000,001 to
$50,000,000 in liabilities.
RAM HOLDINGS: Waives Certain Conditions on Tender Offer
-------------------------------------------------------
RAM Holdings Ltd. disclosed the waiver of certain conditions with
respect to RAM Holdings' previously announced tender offer to
purchase any and all of the outstanding Non-Cumulative Preference
Shares, Series A, with a par value of US $0.10 per share and a
liquidation preference of US $1,000 per share (the "Series A
Preference Shares"), of RAM Holdings (the "Series A Tender
Offer"), and RAM Reinsurance Company Ltd. ("RAM Re") announced
today the extension of the Class B Early Tender Deadline and
waiver of certain conditions with respect to RAM Re's previously
announced tender offer to purchase any and all of the outstanding
Class B Preference Shares, with a par value of US $1,000 per share
and a liquidation preference of US $100,000 per share (the "Class
B Preference Shares", and together with the Series A Preference
Shares, the "Preference Shares") of RAM Re (the "Class B Tender
Offer", and together with the Series A Tender Offer, the "Tender
Offers").
RAM Re has extended the Class B Early Tender Deadline for the
Class B Tender Offer to 11:59 p.m., New York City time, on
February 26, 2010 (such date and time, as the same may be extended
or earlier terminated, the "Class B Expiration Date"). The Class
B Early Tender Deadline was previously set to be 5:00 p.m., New
York City time, on February 11, 2010. As described in the
Purchase Offer Memorandum and Proxy Statement dated as of
January 29, 2010, and the accompanying Proxy, Consent and Letter
of Transmittal (together, the "Offer Documents"), RAM Re is
offering to purchase Class B Preference Shares at a price per
share equal to $25,000.00 (the "Class B Total Consideration"),
comprised of the Class B Purchase Price of $20,000.00 and the
Class B Early Tender Premium of $5,000.00, in the case of Class B
Preference Shares tendered (and not subsequently validly
withdrawn) on or before the Class B Early Tender Deadline and
accepted by RAM Re.
The previously announced Special General Meeting of holders of the
Series A Preference Shares (the "Series A Special Meeting") and
the previously announced Special General Meeting of holders of the
Class B Preference Shares (the "Class B Special Meeting", and
together with the Series A Special Meeting, the "Special
Meetings") were each held on February 11, 2010. Holders of the
Series A Preference Shares did not approve the proposed amendments
(the "Series A Proposed Amendments") to the certificate of
designations of the Series A Preference Shares at the Series A
Meeting, and holders of the Class B Preference Shares did not
approve the proposed amendments (the "Class B Proposed
Amendments", and together with the Series A Proposed Amendments,
the "Proposed Amendments") to the certificate of designation,
preferences and rights of the Class B Preference Shares at the
Class B Meeting.
In light of the meeting results, RAM Holdings and RAM Re have
waived the approval of the Series A Proposed Amendments and the
approval of the Class B Proposed Amendments for the purposes of
satisfying the terms and conditions of the Tender Offers.
Accordingly, notwithstanding the fact that the Proposed Amendments
were not approved and the terms of the Preference Shares have not
been changed, for the purpose of the Tender Offers and the terms
and conditions thereof, the Series A Proposed Amendments and the
Class B Proposed Amendments are deemed to have been approved and
adopted. Any Preference Shares tendered after the Special
Meetings and prior to the expiration of the Tender Offers will not
change the results of the respective shareholder votes at the
Special Meetings in respect of the Proposed Amendments.
In accordance with the terms and conditions of the Tender Offers,
withdrawal rights with respect to the Series A Preference Shares
and the Class B Preference Shares have expired. Accordingly,
Series A Preference Shares and Class B Preference Shares tendered
in the past or future may not be withdrawn.
Except as described in this press release, the terms of each of
the Tender Offers set forth in the Offer Documents remain
unchanged.
Hamilton, Bermuda-based RAM Holdings Ltd. (BSX: RAMR) (Pink
Sheets: RAMR) -- http://www.ramre.com/-- is a holding company.
Its operating subsidiary, RAM Reinsurance Company Ltd., provides
financial guaranty reinsurance for U.S. and international public
finance and structured finance transactions.
RANCHER ENERGY: Wants to Have Until May 26 to File Chapter 11 Plan
------------------------------------------------------------------
Rancher Energy Corp. asks the U.S. Bankruptcy Court for the
District of Colorado to extend its exclusive periods to propose a
Chapter 11 Plan until May 26, 2010, and to solicit acceptances of
the Plan until July 26, 2010.
The Debtor's initial exclusivity period to file a Plan will expire
on February 25, 2010, and the deadline to solicit acceptance of
that Plan will expire April 26, 2010.
The Debtor relates that it needs additional time to negotiate its
plan.
Rancher Energy Corp., aka Rancher Energy Oil & Gas Corp., fka
Metalix, Inc., develops and produces oil in North America.
It operates three fields, including the South Glenrock B Field,
the Big Muddy Field, and the Cole Creek South Field in the Powder
River Basin, Wyoming in the Rocky Mountain region of the United
States. The company was formerly known as Metalex Resources, Inc.
and changed its name to Rancher Energy Corp. in April 2006.
Rancher Energy Corp. was founded in 2004 and is headquartered in
Denver, Colorado.
Rancher Energy filed for Chapter 11 bankruptcy protection on
October 28, 2009 (Bankr. D. Colo. Case No. 09-32943). Herbert A.
Delap, Esq., who has an office in Denver, Colorado, assists the
Debtor in its restructuring efforts. The Company listed
$10,000,001 to $50,000,000 in assets and $10,000,001 to
$50,000,000 in liabilities.
REALOGY CORP: Bank Debt Trades at 12% Off in Secondary Market
-------------------------------------------------------------
Participations in a syndicated loan under which Realogy Corp. is a
borrower traded in the secondary market at 88.09 cents-on-the-
dollar during the week ended Friday, Feb. 12, 2010, according to
data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal. This represents a drop of 0.95 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 Sept. 30, 2013, and carries Moody's Caa1 rating
and Standard & Poor's CCC- rating. The debt is one of the biggest
gainers and losers among 190 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday.
Realogy Corp. -- http://www.realogy.com/-- a global provider of
real estate and relocation services, has a diversified business
model that includes real estate franchising, brokerage, relocation
and title services. Realogy's world-renowned brands and business
units include Better Homes and Gardens Real Estate, CENTURY 21,
Coldwell Banker, Coldwell Banker Commercial, The Corcoran Group,
ERA, Sotheby's International Realty, NRT LLC, Cartus and Title
Resource Group. Collectively, Realogy's franchise systems have
approximately 15,000 offices and 270,000 sales associates doing
business in 92 countries around the world.
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.
RFS ECUSTA: Dist. Ct. Affirms Trustee's Counsel's Contingency Fee
-----------------------------------------------------------------
WestLaw reports that, on appeal, a court would allow, as a
reasonable fee to a law firm which represented a Chapter 7
trustee, the total compensation requested in the law firm's fee
application, including the contingency fee for which firm had
bargained, in exchange for voluntarily reducing its hourly rate by
25%, in the amount of 25% of the trustee's total recoveries in
excess of the amount needed to pay the lender's secured claim in
full, though the award of this bargained-for contingency fee, in
the amount of $2,641,457.89, meant that unsecured creditors would
receive only a small dividend on their claims. The modest nature
of the distribution on unsecured claims did not warrant a
reduction in the firm's fee, given that, when the case was filed,
it appeared that only the lender would receive any payment on its
claim, and only a partial payment at that, and it was only as a
result of the firm's exceptional success in pursuing complicated
litigation that the case was transformed into one in which the
lender was paid in full, priority claims could be paid, and
unsecured creditors could receive even a small dividend. In re
RFS Ecusta Inc., --- B.R. ----, 2009 WL 3401283 (W.D.N.C.)
(Mullen, J.).
This decision amends and supercedes the Court's ruling In re RFS
Ecusta Inc., 409 B.R. 359, 2009 WL 1684704 (W.D.N.C.), covered in
the Aug. 10, 2009, edition of the Troubled Company Reporter, to
correct a scrivener's error when transcribing the amount of the
final contingency fee payable in the decretal position of the
original order.
RFS Ecusta Inc. and RFS US Inc. were leading manufacturers of
high quality premium paper products for the tobacco and
specialty and printing paper products. The Company filed for
chapter 11 protection on October 23, 2002 (Bankr. Del. Case No.
02-13110), and converted to a Chapter 7 liquidation thereafter.
Christopher A. Ward, Esq., at The Bayard Firm represented the
Debtors in their restructuring efforts. Lawyers at Moses &
Singer LLP and Mullen Holland & Cooper P.A., represent Langdon
M. Cooper, who serves as the Chapter 7 Trustee. When the
Debtors filed for protection from their creditors, they
estimated debts and assets of more than $10 million each.
RITE AID: Bank Debt Trades at 12% Off in Secondary Market
---------------------------------------------------------
Participations in a syndicated loan under which Rite Aid
Corporation is a borrower traded in the secondary market at 88.25
cents-on-the-dollar during the week ended Friday, Feb. 12, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal. This represents a drop of 1.15
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 25, 2014, and carries
Moody's B3 rating and Standard & Poor's B+ rating. The debt is
one of the biggest gainers and losers among 190 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.
Headquartered in Camp Hill, Pennsylvania, Rite Aid Corporation
(NYSE: RAD) -- http://www.riteaid.com/-- is the largest drugstore
chain on the East Coast and the third largest drugstore chain in
the U.S. The Company operates more than 4,900 stores in 31 states
and the District of Columbia.
As reported by the Troubled Company Reporter on Oct. 21, 2009,
Moody's affirmed Rite Aid's 'Caa2' corporate family and
probability of default ratings. Standard & Poor's also affirmed
the 'B-' corporate credit rating, and the outlook is stable.
SENSATA TECH: Amends Transition Agreement With EMS Engineered
-------------------------------------------------------------
Sensata Technologies Inc. amended its Transition Production
Agreement with EMS Engineered Materials Solutions LLC that was
originally entered into May 11, 2009.
Under the terms of the Amendment, the TPA is extended until
May 31, 2010, during which time EMS will continue to manufacture
and supply electrical contacts systems to STI. Among other
things, the TPA requires STI and EMS to pay monthly to each other
either a Loss Payment or a Profit Payment, respectively and as the
case may be, in the amount of any profit or loss shown on the
applicable profit and loss statement.
In consideration for EMS to enter into the Amendment, STI agrees
to pay an administrative fee to EMS in the amount of $200,000,
with such amount to be reflected as a charge of $50,000 in each
of the monthly profit and loss statements over the course of four
months. The Amendment also provided for the sharing of certain
costs and expenses concerning the provision of electricity, the
transfer of certain tooling and equipment between the parties, and
other administrative matters that STI does not consider to be
material.
A full-text copy of the TPA filed with the Securities and Exchange
Commission is available for free at
http://ResearchArchives.com/t/s?524d
About Sensata Technologies
Almelo, Netherlands-based Sensata Technologies B.V. --
http://www.sensata.com/-- supplies sensing, electrical
protection, control and power management solutions. Owned by
affiliates of Bain Capital Partners, LLC, a global private
investment firm, and its co-investors, Sensata employs
approximately 9,500 people in nine countries. Sensata's products
improve safety, efficiency and comfort for millions of people
every day in automotive, appliance, aircraft, industrial,
military, heavy vehicle, heating, air-conditioning, data,
telecommunications, recreational vehicle and marine applications.
* * *
As reported by the Troubled Company Reporter on December 7, 2009,
Moody's Investors Service has upgraded Sensata Technologies B.V.'s
Corporate Family and Probability of Default ratings to Caa1 from
Caa2, as well as the company's senior secured credit facility to
B2, senior unsecured notes to Caa2, and senior subordinated notes
to Caa3. In a related rating action, Moody's affirmed the
company's Speculative Grade Liquidity rating at SGL-3. The
outlook is positive.
SHAHRIAR BOZORGZADEH: Case Summary & 16 Largest Unsec. Creditors
----------------------------------------------------------------
Joint Debtors: Shahriar S. Bozorgzadeh
aka Sean Bozorgzadeh
aka Sean Bozorgzad
Kelly L. Evans
221 Kane Road
Herrin, IL 62948
Bankruptcy Case No.: 10-40190
Chapter 11 Petition Date: February 11, 2010
Court: United States Bankruptcy Court
Southern District of Illinois (Benton)
Judge: Kenneth J. Meyers
Debtors' Counsel: William S. Hackney, Esq.
150 N Michigan Ave., Suite 3300
Chicago, IL 60601
Tel: (312) 894-3200
Fax: (312) 894-3210
Email: whackney@salawus.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's 16 largest unsecured creditors is
available for free at:
http://bankrupt.com/misc/ilsb10-40190.pdf
The petition was signed by the Joint Debtors.
SHERWOOD FARMS: Files Schedules of Assets and Liabilities
---------------------------------------------------------
Sherwood Farms, Inc., filed with the U.S. Bankruptcy Court for the
Middle District of Florida its schedules of assets and
liabilities, disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $6,000,000
B. Personal Property $4,375,489
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $11,846,970
E. Creditors Holding
Unsecured Priority
Claims $15,296
F. Creditors Holding
Unsecured Non-priority
Claims $1,231,681
----------- -----------
TOTAL $10,375,489 $13,096,947
Groveland, Florida-based Sherwood Farms, Inc., is a grower and
wholesaler of orchids. Sherwood said owes $7 million to first and
second-lien lenders. Sherwood said in a filing that cash,
accounts receivable, inventory, and real property are worth
$8 million.
The Company filed for Chapter 11 bankruptcy protection on
January 15, 2010 (Bankr. M.D. Fla. Case No. 10-00578). Mariane L.
Dorris, Esq., at Latham Shuker Eden & Beaudine LLP, 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.
The Company's affiliate, Sherwood Investments Overseas Limited
Incorporated, filed a separate Chapter 11 petition.
SIX FLAGS: Shareholder Wants Management Replaced
------------------------------------------------
Resilient Capital Management, a holder of preferred shares, is
asking the Bankruptcy Court to appoint a trustee to run Six Flags
Inc. because current management has breached its fiduciary duty
and suffers conflicts of interest, Reuters reported.
According to the report, Resilient Capital said in court filings
that management did not explore opportunities to pay off preferred
securities which could have avoided bankruptcy. Resilient also
said members of the board have drained Six Flags' resources to
benefit other companies in which board members have an interest.
It also said management was conflicted by the "windfall" it stood
to receive upon emerging from bankruptcy.
About Six Flags
Headquartered in New York City, Six Flags, Inc., is the world's
largest regional theme park company with 20 parks across the
United States, Mexico and Canada.
Six Flags filed for Chapter 11 protection on June 13, 2009 (Bankr.
D. Del. Lead Case No. 09-12019). Paul E. Harner, Esq., Steven T.
Catlett, Esq., and Christian M. Auty, Esq., at Paul, Hastings,
Janofsky & Walker LLP in Chicago, Illinois, act as the Debtors'
lead counsel. Daniel J. DeFranceschi, Esq., and L. Katherine
Good, Esq., at Richards, Layton & Finger, P.A., in Wilmington,
Delaware, act as local counsel. Cadwalader Wickersham & Taft LLP,
serves as special counsel. Houlihan Lokey Howard & Zukin Capital
Inc., serves as financial advisors, while KPMG LLC acts as
accountants. Kurtzman Carson Consultants LLC serves as claims and
notice agent. As of March 31, 2009, Six Flags had $2,907,335,000
in total assets and $3,431,647,000 in total liabilities.
Bankruptcy Creditors' Service, Inc., publishes Six Flags
Bankruptcy News. The newsletter provides gavel-to-gavel coverage
of the Chapter 11 proceedings undertaken by Six Flags Inc. and its
various affiliates. (http://bankrupt.com/newsstand/or 215/945-
7000).
SONRISA REALTY: Reorganization Case Transferred to Galveston Div.
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas
approved the transfer of the Chapter 11 case of Sonrisa Realty
Partners, Ltd., to the Galveston Division.
The new case number is 10-80026 and assigned to Judge Letitia
Paul. The Houston case will be closed and all subsequent
docketing will be done in the Galveston division case.
League City, Texas-based Sonrisa Realty Partners, Ltd., filed for
Chapter 11 bankruptcy protection on January 4, 2010 (Bankr. S.D.
Texas Case No. 10-30084). Karen R. Emmott, Esq., who has an
office in Houston, Texas, assists 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.
SPANSION INC: Noteholders Oppose Silver Lake Equity Financing Deal
------------------------------------------------------------------
ABI reports that Spansion Inc.'s noteholders are accusing the
company of "insider dealing" in its decision to allow private-
equity firm Silver Lake Partners to backstop a $109.4 million
stock offering rather than selecting the noteholders' "superior"
offer to provide $112.4 million in equity financing.
Spansion Inc., Spansion LLC, Spansion Technology LLC, Spansion
International, Inc., and Cerium Laboratories LLC filed voluntary
petitions for Chapter 11 on March 1, 2009 (Bankr. D. Del. Lead
Case No. 09-10690). On February 9, 2009, Spansion's Japanese
subsidiary, Spansion Japan Ltd., voluntarily entered into a
proceeding under the Corporate Reorganization Law (Kaisha Kosei
Ho) of Japan to obtain protection from its creditors as part of
the company's restructuring efforts. None of Spansion's
subsidiaries in countries other than the United States and Japan
are included in the U.S. or Japan filings.
Michael S. Lurey, Esq., Gregory O. Lunt, Esq., and Kimberly A.
Posin, Esq., at Latham & Watkins LLP, have been tapped as
bankruptcy counsel. Michael R. Lastowski, Esq., at Duane Morris
LLP, is the Delaware counsel. Epiq Bankruptcy Solutions LLC, is
the claims agent. The United States Trustee has appointed an
official committee of unsecured creditors in the case. As of
September 30, 2008, Spansion disclosed total assets of
US$3,840,000,000, and total debts of US$2,398,000,000.
Spansion Japan Ltd. filed a Chapter 15 petition on April 30, 2009
(Bankr. D. Del. Case No. 09-11480). The Chapter 15 Petitioner's
counsel is Gregory Alan Taylor, Esq., at Ashby & Geddes. It said
that Spansion Japan had US$10 million to US$50 million in assets
and US$50 million to US$100 million in debts.
Bankruptcy Creditors' Service, Inc., publishes Spansion Bankruptcy
News. The newsletter tracks the Chapter 11 proceeding
undertaken by Spansion Inc. and its affiliates
(http://bankrupt.com/newsstand/or 215/945-7000)
SPANSION INC: Contrarian Wants Subscription Recognized
------------------------------------------------------
Contrarian Funds, LLC, asks the Court to compel the Debtors to
recognize as valid the subscription forms that it submitted in
respect of certain claims purchased after the Rights Offering
Record Date.
On December 17, 2009, the Debtors filed their Plan of
Reorganization, setting forth the general terms of the Rights
Offering of New Spansion Common Stock to Rights Offering
Participants. Pursuant to the Plan, a Rights Offering
Participant means "Each Holder of a Class 5A Claim, Class 5B
Claim or Class 5C Claim as of the Rights Offering Record Date
that is deemed to be allowed in the amount equal to or greater
than $100,000 for purposes of voting on the Plan pursuant to the
provisions of the Disclosure Statement Order." Pursuant to the
Plan and the Order Confirming the Disclosure Statement, the
Rights Offering Record Date was fixed as December 14, 2009.
The Plan provides that each Rights Offering Participant will
receive a Subscription Right, however, Subscription Rights are
subject to certain restrictions or transfers.
The Subscription Form, as approved by the Court pursuant to the
Disclosure Statement Order, contains, in the annexed Subscription
Agreement, which each participant must execute, certain
representation and warranty.
On January 25, 2010, Contrarian executed Transfer of Claim
agreements purchasing these claims against the Debtors, each
entitling the holder to participate in the Rights Offering:
Allowed Class
Transferor 5B Claim Amount
---------- ---------------
AIG Commercial Equipment Finance, Inc. $2,321,956
HCL Comnet System & Services Ltd. 1,156,584
HCL Technologies Ltd. 1,236,354
HCL America Inc. 1,142,196
On January 25, 2010, Contrarian submitted Subscription Forms and
Subscription Agreements in respect of each of the Claims.
On February 1, 2010, Epiq Bankruptcy Solutions, LLC as Claims and
Voting Agent, informed Contrarian by telephone that the
Subscription Forms submitted by it were deemed defective because
Contrarian was not the record holder as of December 14, 2009.
By this motion, Contrarian asks the Court to compel the Debtors
to recognize the Subscription Forms that it submitted in respect
of the claims as valid because:
(a) other, similarly-situated creditors have transferred their
Subscription Rights simply by disregarding the terms of
the Plan and the Subscription Agreement; and
(b) the Rights Offering Record Date set forth in the Plan is
arbitrary and capricious.
About Spansion Inc.
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)
SPANSION INC: Gets Court Nod for Samsung Deal
---------------------------------------------
Samsung Electronics Co., Ltd., and the Debtors are parties to
complex patent litigation pending in multiple courts. In
November 2008, the Debtors commenced patent infringement actions
against Samsung in the United States District Court for the
District of Delaware and with the International Trade Commission
for alleged patent violations relating to Samsung flash memory.
The complaint in the Spansion ITC Action seeks exclusion from the
United States market of Samsung's flash memory alleging that this
memory infringes four of the Debtors' flash-memory related
patents. The complaint in the Spansion ITC Action also seeks
exclusion from the United States market of mp3 players, cell
phones, digital cameras, and other consumer electronic devices
containing the allegedly infringing Samsung flash memory. The
Spansion ITC Action is styled as International Trade Commission
Investigation No. 337-TA-664.
In the Delaware Action, the Debtors sought both an injunction and
damages for alleged patent violations relating to Samsung flash
memory. The Debtors asserted six patents in the Delaware Action,
all of which are different from those at issue in the Spansion
ITC Action.
On January 16, 2009, Samsung filed an answer and counterclaims
against the Debtors in the Delaware Action. In the Delaware
Action Counterclaims, Samsung alleged that the Debtors had
infringed and continued to infringe five Samsung patents and
sought an injunction and damages for those violations.
On January 15, 2010, the Parties entered into a stipulation,
which reflects the Parties' agreement to liquidate Samsung's
claims in the Patent Proceedings.
The Debtors believe that the Stipulation will be approved because
it provides for a consensual resolution regarding the process for
liquidating pre- and postpetition claims arising from complex
pending patent litigation and eliminates further litigation with
Samsung in the Chapter 11 cases. To achieve this result, the
Debtors and Samsung have agreed on a reasonable reserve amount,
$75 million, for the Samsung General Unsecured Claim. The
Debtors aver that as a result of this agreement, they will be
able to commence distributions of New Spansion Common Stock to
holders of Allowed Claims in Classes 5A, 5B and 5C under the Plan
without the need to liquidate or estimate the Samsung General
Unsecured Claim. Furthermore, the Parties have agreed to defer
until post-Effective Date, litigation or other resolution of any
administrative claims asserted by Samsung.
Accordingly, the Debtors sought and obtained entry of an order
approving the terms of the Stipulation pursuant to Rule 9019 of
the Federal Rules of Bankruptcy Procedure, which grants the Court
authority to approve settlements of claims and controversies after
notice and a hearing.
Specifically, the Stipulation provides, inter alia:
(i) the automatic stay pursuant to section 362 of the
Bankruptcy Code and any other equitable injunction issued
by the Court will be lifted and Samsung may continue
prosecution of its patent litigation effective as of the
Debtors' emergence from chapter 11;
(ii) The Parties agree to exempt Samsung and its prepetition
and postpetition claims from the releases and discharge of
claims under the Plan to allow those claims to be
liquidated in the Patent Proceedings;
(iii) The Samsung General Unsecured Claim and any administrative
claims against the Debtors shall be liquidated in the
Patent Proceedings with any recovery ultimately obtained
by Samsung on account of the Samsung General Unsecured
Claim being an Allowed Class 5B Claim under the Plan;
(iv) The Debtors or Reorganized Debtors, as applicable, will
withhold and reserve shares of New Spansion Common Stock
sufficient for distribution to Samsung in the event the
Samsung General Unsecured Claim becomes an Allowed Claim
in the amount of $75 million pending resolution of the
Samsung General Unsecured Claim; and
(v) Samsung agrees that it will not file an objection to
confirmation of the Plan.
* * *
The Debtors submitted with the Court a revised proposed form of
order approving their request, which provides for the approval of
the Amended Stipulation in all respects, provided that the
Samsung ITC Action will remain stayed in its entirety, pursuant
to the Order enforcing automatic stay entered by the Court on
October 15, 2009, in the Chapter 15 case of Spansion Japan
Limited until the earliest to occur of:
(a) a further order of the Court entered in Spansion Japan's
Chapter 15 case allowing the Samsung ITC Action to
proceed;
(b) the final approval of Spansion Japan's plan of
reorganization in its Japanese insolvency proceeding; and
(c) April 30, 2010.
Judge Carey signed the Revised Form of Order on January 28, 2010.
About Spansion Inc.
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)
SPANSION INC: Spansion Japan Wants Claim Class Determined
---------------------------------------------------------
Spansion Japan Limited filed its Claim No. 1165 for damages
resulting from the rejection of a Foundry Agreement with the
Debtors for $761,238,570 on January 15, 2009.
In the Debtors' proposed Plan of Reorganization, the Debtors (a)
purport to classify Spansion Japan's Rejection Damages Claim
separately from the other Class 5B general unsecured claims, (b)
seek to provide Spansion Japan with zero recovery on account of
its Rejection Damages Claim worth approximately $761 million, and
(c) seek to get away with failing to provide for a reserve to
protect Spansion Japan's interest during the liquidation and
final allowance of its Rejection Damages Claim following
confirmation.
By this motion, Spansion Japan asks the Court to determine the
proper classification of the Rejection Damages Claim and require
the Debtors to establish a reserve for distribution on account of
the Rejection Damages Claim in accordance with the procedures
established for holders of Class 5B claims under the Debtors'
plan of reorganization.
"Denying Spansion Japan these basic bankruptcy rights while
providing them to every other general unsecured creditor in Class
5B is directly in conflict with the fundamental principle
underlying the Bankruptcy Code of equal treatment of similarly
situated creditors," relates Karen B. Skomorucha, Esq., at Ashby
& Geddes, P.A., in Wilmington, Delaware.
In a separate filing, GE Japan Corporation filed a joinder to
Spansion Japan's request.
Rejection Damages
The Debtors ask the U.S. Bankruptcy Court for the District of
Delaware to lift the automatic stay to allow them to file and
proceed with an adversary proceeding against Spansion Japan
Limited to adjudicate any Chapter 5 causes of action against, and
determine the exposure of, Spansion Japan solely for the purposes
of offsetting or disallowing Spansion Japan's alleged rejection
damages.
On November 19, 2009, the Court entered its order granting the
motion of the debtors authorizing the rejection of second amended
and restated foundry agreement with Spansion Japan Limited. The
Rejection Order required GE Japan Corporation and Spansion Japan
to file any claim for rejection damages "on or before the first
business day that is sixty calendar days after entry of" the
Rejection Order.
On January 15, 2010, Spansion Japan filed proof of claim number
1165 asserting damages of $761,238,570.
About Spansion Inc.
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)
SPECTRUM BRANDS: Posts $60 Million Net Loss in Q1 Ended January 3
-----------------------------------------------------------------
Spectrum Brands, Inc., reported Tuesday financial results for its
first quarter of fiscal 2010 which ended January 3, 2010.
Including an adjustment related to the Company's adoption of
fresh-start reporting as well as restructuring and related
charges, professional fees and other items, the Company recorded a
GAAP net loss of $60.2 million compared with a net loss of
$112.6 million for the same period ended December 28, 2008.
Consolidated adjusted EBITDA, a non-GAAP measurement of
profitability which the Company believes is a useful indicator of
the operating health of the business and its trends, was
$81.4 million, up $27.7 million, or 51.6%, over the first quarter
of fiscal 2009. In addition to benefitting from increases in
revenue, as well as numerous cost cutting, efficiency enhancing
and SKU rationalization initiatives, foreign exchange positively
impacted the quarter's consolidated adjusted EBITDA results by
$7.9 million.
Consolidated net sales were $591.9 million, up 7.9 percent over
consolidated net sales of $548.5 million during the first quarter
of fiscal 2009. This increase was driven by growth in North
American battery sales, in European shaving and grooming and in
global companion animal sales, as well as the start of a recovery
in Latin America. Consolidated net sales for the quarter were
also favorably impacted by $28.9 million of foreign exchange.
"Spectrum Brands is off to a strong start for fiscal 2010," said
Kent Hussey, CEO of Spectrum Brands. "With expanding market share
in many of our key product lines, we are seeing the initiatives we
have implemented over the last several years, which were intended
to reduce costs and improve efficiencies, deliver positive results
as our businesses generated significantly improved adjusted EBITDA
that was 51.6 percent above first quarter of fiscal 2009 levels.
While we face significant competitive pressures in the quarters
ahead and consumers remain cautious, this start to our year should
allow us to achieve adjusted EBITDA in the range of $335 million
to $345 million for the full year fiscal 2010."
Fresh-Start Reporting
In connection with the Company's emergence from Chapter 11 on
August 28, 2009, and in accordance with ASC Topic 852,
"Reorganization," the Company adopted fresh-start reporting on
August 30, 2009. At that time, the recorded amounts of the
Company's assets and liabilities were adjusted to reflect their
fair value. As a result, the reported historical financial
statements of the "Predecessor Company", which encompasses results
of operations prior to August 30, 2009, are not comparable to
those of the "Successor Company", whose results encompass the
results of operations on and after August 30, 2009.
Balance Sheet
At January 3, 2010, the Company's consolidated statements of
financial position showed total assets of $2.908 billion, total
liabilities of $2.308 billion, and total shoare holders' equity of
$600 million.
A full-text copy of the Company's quarterly report on Form 10-Q is
available at no charge at http://researcharchives.com/t/s?5254
Liquidity
The Company ended its first quarter of fiscal 2010 on January 3,
2010 with $63 million in cash. Approximately $1.334 billion was
drawn under the Company's senior term credit facilities, and
approximately $72 million was drawn on the Company's $242 million
ABL facility as of such date.
For the fiscal 2010 quarter cash used by operating activities
totaled $31 million as compared to a use of $90 million in the
fiscal 2009 quarter.
Cash used by continuing operations during the fiscal 2010 quarter
was $23 million, compared to cash used by continuing operations of
$68 million in the fiscal 2009 quarter. This change was primarily
the result of an increase in income after non-cash items of
$33 million and a $37 million change in operating assets and
liabilities of continuing operations. The $33 million increase in
income after non-cash items is primarily due to higher sales,
driven by increased market share and favorable foreign exchange
translation, and savings from the Company's various cost reduction
initiatives. The $37 million change in operating assets and
liabilities is primarily due to $25 million of cash payments for
administrative related reorganization items during the fiscal 2010
quarter.
Cash used by operating activities of discontinued operations was
$8 million in the Fiscal 2010 Quarter, compared to cash use of
$22 million during the Fiscal 2009 Quarter. The operating
activities of discontinued operations were related to the growing
products portion of the Home and Garden Business, which included
the manufacturing and marketing of fertilizers, enriched soils,
mulch and grass seed. The shutdown was completed during the
second quarter of Fiscal 2009.
The Company expects to fund its cash requirements, including
capital expenditures, interest and principal payments due in
Fiscal 2010 through a combination of cash on hand and cash flows
from operations and available borrowings under its ABL Revolving
Credit Facility.
Net cash used by investing activities was $5 million for the
fiscal 2010 quarter. For the fiscal 2009 quarter net cash used by
investing activities was $2 million. The $3 million increase in
cash used by investing activities is due to increased capital
expenditures for continuing operations of $4 million, partially
offset by the non-recurrence of $1 million cash used by investing
activities for discontinued operations in the fiscal 2009 quarter.
Net cash provided by financing activities was $1 million for the
fiscal 2010 quarter. For the fiscal 2009 quarter net cash
provided by financing activities was $93 million.
About Spectrum Brands
Headquartered in Atlanta, Georgia, Spectrum Brands, Inc. (OTC:
SPEB) -- http://www.spectrumbrands.com./-- is a global consumer
products company and a leading supplier of batteries, shaving and
grooming products, personal care products, specialty pet supplies,
lawn & garden and home pest control products, personal insect
repellents and portable lighting. Its brand portfolio includes
Rayovac(R), Remington(R), Varta(R), Tetra(R), Marineland(),
Nature's Miracle(R), Dingo(R), 8-in-1(R), Spectracide(R),
Cutter(R), Repel(R), and HotShot(R).
On February 9, 2010, Spectrum Brands announced that the Company
and Russell Hobbs, Inc. had entered into an Agreement and Plan of
Merger, dated as of February 9, 2010. The Merger Agreement has
been approved by the Boards of Directors of Spectrum Brands and
Russell Hobbs and is subject to customary closing conditions,
including regulatory and stockholder approvals and closing of the
new financing.
Russell Hobbs, Inc., located in Miramar, Florida, markets and
distributes a wide range of branded small housing appliances, pet
and pest products, water products and personal care products.
Russell Hobb's brand portfolio includes Black & Decker(R), George
Foreman(R), Russell Hobbs(R), LitterMaid(R), Farberware(R),
Juiceman(R), Breadman(R) and Toastmaster(R).
* * *
As reported in the TCR on February 11, 2010, Moody's Investors
Service placed the ratings of Spectrum Brands on review for
possible upgrade following its recent announcement that it had
signed a definitive merger agreement with Russell Hobbs,
Inc. The Company has Corporate family rating at B3 and
Probability of default rating at B3.
SPECTRUM PAINTING: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Spectrum Painting & Waterproofing Inc.
6525 87th Avenue
Pinellas Park, FL 33782
Bankruptcy Case No.: 10-03056
Chapter 11 Petition Date: February 12, 2010
Court: United States Bankruptcy Court
Middle District of Florida (Tampa)
Judge: K. Rodney May
Debtor's Counsel: Don M. Stichter, Esq.
Stichter, Riedel, Blain & Prosser
110 East Madison Street, Suite 200
Tampa, FL 33602
Tel: (813) 229-0144
Fax: (813) 229-1811
Email: dstichter.ecf@srbp.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $500,001 to $1,000,000
A list of the Company's 20 largest unsecured creditors is
available for free at:
http://bankrupt.com/misc/flmb10-03056.pdf
The petition was signed by Marc A. Beauregard, vice-president of
the company.
SPHERIS INC: Court Extends Schedules Filing Deadline Until April 5
------------------------------------------------------------------
The Hon. Kevin Gross of the U.S. Bankruptcy Court for the District
of Delaware extended, at the behest of Spheris Inc., et al., the
deadline for the filing of schedules of assets and liabilities and
statements of financial affairs by an additional 30 days until
April 5, 2010.
The Debtors have more than 200 creditors. Due to the complexity
of the Debtors' Chapter 11 cases and the limited number of
employees available to collect the required information, the
Debtors expect that they will be unable to complete their
schedules and statements by the previous deadline.
Franklin, Tennessee-based Spheris Inc. -- http://www.spheris.com/
-- dba Spheris Holdings, LLC; dba Spheris Holding Inc.; and dba
Total eMed, Inc., is a global provider of clinical documentation
technology and services to more than 500 health systems, hospitals
and group practices throughout the U.S. Founded by doctors,
Spheris solutions address the needs of practitioners, health
information directors, IT directors and administrators.
The Company filed for Chapter 11 bankruptcy protection on
February 3, 2010 (Bankr. D. Delaware Case No. 10-10352).
Matthew Barry Lunn, Esq., and Ryan M. Bartley, Esq., at Young
Conaway Stargatt & Taylor, LLP, assist 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.
The Company's affiliates -- Spheris Canada Inc.; Spheris Holding
II, Inc.; Spheris Leasing LLC; Spheris Operations LLC; and Vianeta
Communications -- filed separate Chapter 11 petitions.
SPHERIS INC: Section 341(a) Meeting Scheduled for March 15
----------------------------------------------------------
Roberta A. Deangelis, the acting U.S. Trustee for Region 3, will
convene a meeting of creditors in Spheris, Inc., et al.'s Chapter
11 case on March 15, 2010, at 10:30 a.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.
Franklin, Tennessee-based Spheris Inc. -- http://www.spheris.com/
-- dba Spheris Holdings, LLC; dba Spheris Holding Inc.; and dba
Total eMed, Inc., is a global provider of clinical documentation
technology and services to more than 500 health systems, hospitals
and group practices throughout the U.S. Founded by doctors,
Spheris solutions address the needs of practitioners, health
information directors, IT directors and administrators.
The Company filed for Chapter 11 bankruptcy protection on
February 3, 2010 (Bankr. D. Delaware Case No. 10-10352).
Matthew Barry Lunn, Esq., and Ryan M. Bartley, Esq., at Young
Conaway Stargatt & Taylor, LLP, assist 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.
The Company's affiliates -- Spheris Canada Inc.; Spheris Holding
II, Inc.; Spheris Leasing LLC; Spheris Operations LLC; and Vianeta
Communications -- filed separate Chapter 11 petitions.
STEWART HATLER: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Stewart E. Hatler
PO Box 496
Jamestown, CA 95327
Bankruptcy Case No.: 10-90472
Chapter 11 Petition Date: February 11, 2010
Court: United States Bankruptcy Court
Eastern District of California (Modesto)
Judge: Ronald H. Sargis
Debtor's Counsel: Patrick B. Greenwell, Esq.
945 Morning Star Dr
Sonora, CA 95370-9249
Tel: (209) 588-1500
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $500,001 to $1,000,000
A full-text copy of Mr. Hatler's petition, including a list of his
20 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/caeb10-90472.pdf
The petition was signed by Mr. Hatler.
SWIFT TRANSPORTATION: Bank Debt Trades at 5% Off
------------------------------------------------
Participations in a syndicated loan under which Swift
Transportation Co., Inc., is a borrower traded in the secondary
market at 94.50 cents-on-the-dollar during the week ended Friday,
Feb. 12, 2010, according to data compiled by Loan Pricing Corp.
and reported in The Wall Street Journal. This represents a drop
of 1.19 percentage points from the previous week, The Journal
relates. The Company pays 325 basis points above LIBOR to borrow
under the facility. The bank loan matures on March 15, 2014, and
carries Moody's B3 rating and Standard & Poor's B- rating. The
debt is one of the biggest gainers and losers among 190 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.
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.
SYNERGX SYSTEMS: Posts $402,000 Net Loss in Q1 Ended December 31
----------------------------------------------------------------
Syneregx Systems Inc. reported a net loss of $402,171 on total
revenues of $2,951,355 for the three months ended December 31,
2009, compared to net income of $223,729 on total revenues of
$5,658,451 of 2008. Net loss before income taxes was $398,171 in
the first quarter of fiscal 2010, compared to income before income
taxes $225,729 for the first quarter a year ago.
The $623,900 change in loss before income taxes during the three
months ended December 31, 2009, is primarily attributed to
$901,000 of lower gross margin due to the decline in product and
subcontract sales and from higher depreciation of $190 and
interest expense of $12,044 in 2009. The increase in interest
expense of $12,044 is primarily due to the effect of higher
borrowing levels during 2009. The decrease in gross profit plus
higher depreciation and interest amounts to $913,000, which was
offset in part by a net $262,000 reduction in selling, general and
administrative expenses and by $27,000 of higher gross profit on
service revenue compared to 2008. The decrease in selling,
general and administrative expenses during the 2009 period was
primarily due to cost reductions efforts to lower overhead
expenses.
The Company's product sales decreased $2,215,000 or 58% during the
three months ended December 31, 2009, to $1,579,000 compared to
$3,794,000 for the prior year period. Subcontract sales decreased
by $478,000 during the current three month period to $91,000 from
$569,000 in the comparable prior year period.
Service revenues decreased 1% to $1,281,000 during the current
three month period as compared to $1,955,000 during the prior year
period due to a decline in call-in-service on fire alarm systems
(replacement parts and service required by buildings).
Liquidity and Capital Resources
Since the beginning of the 2009 calendar year, the Company has
incurred losses as a result of slower economic activity and delays
in the release of transit project shipments requested by New York
City Transit. These delays in transit project shipments continue
to affect the Company's revenues, income and liquidity. To offset
these price reductions and shipment delays, management has
implemented reductions in staffing levels and overheads in order
to lower operating expenses and return to profitability. These
cost reductions took effect at different periods during 2009, the
last being in August 2009, and are expected to approximate
$1,700,000 on an annualized basis.
The ratio of the Company's current assets to current liabilities
remained the same at approximately 1.73 to 1 at December 31, 2009,
and at September 30, 2009. Working capital declined to
$2.9 million at December 31, 2009, compared to $3.2 million at
September 30, 2009. This decline in working capital is
principally related to the cash requirement to fund the $402,171
net loss during the three months ended December 31, 2009.
The Company had a $2.5 million revolving credit facility with TD
Banknorth which expired on October 1, 2009, and at that time
certain events of default existed under the loan agreement. At
the expiration date, the Bank did not call the loan but advised
the Company that it would not advance any additional funds. In
January 2010, the Company entered into a forbearance agreement
with the Bank to extend the facility until April 30, 2010, which
would allow the Company additional time to satisfy its obligation
to the Bank or to obtain alternative financing.
If there is further deterioration in the Company's financial
condition, however, the Bank will have the right to immediately
exercise any and all rights and remedies provided under the Credit
Facility, including a demand for immediate payment. The
forbearance agreement required a principal payment of $200,000 at
the time of closing in January 2010 (which was made at that time)
and an increase in the interest rate (retroactive to December 1,
2010) from prime plus 2% (5.25%) to the Bank's base rate plus 3%
(6.25% from December 1, 2009, through December 31, 2009) for the
duration of the extension period. The agreement requires monthly
principal payments of $15,000 in January 2010 increasing to
$25,000 per month in February, March and April of 2010. The Bank
also charged, and the Company paid, a loan modification and
extension fee of $25,000.
The Company's debt to the Bank is secured by all assets of the
Company and all of its operating subsidiaries. Outstanding debt
to the Bank is measured against a borrowing base, which is
calculated based on eligible accounts receivable and inventories.
The agreement with the Bank includes certain restrictive
covenants, which among other things impose limitations on
declaring or paying dividends, acquisitions, and making capital
expenditures. The Company is also required to maintain certain
financial ratios and tangible net worth covenants. As of
September 30, 2009, the Company was not in compliance with certain
of its covenants.
Compliance with these covenants is not a continued requirement by
the Bank in conjunction with the agreement to extend the facility
to April 30, 2010.
Net cash provided by operations for the three months ended
December 31, 2009, was $146,508 as compared to $8,855 of cash
being used by operations for the comparable prior year period, an
increase of $155,363. The $146,508 of cash provided by operations
was primarily due to $475,503 of cash generated by net reductions
in operating assets and liabilities in 2009 (primarily related to
collection of accounts receivable due to the timing of payments on
long standing projects) which was partially offset by the net loss
of $402,171 in 2009. In comparison for the three months ended
December 31, 2008, there was a net increase of operating assets
and liabilities of $305,873 (which resulted from an increase in
accounts receivables related to higher sales and increased
inventories which were purchased in anticipation of project
releases). This increase partially offset $223,729 of net income
for the 2008 three month period.
In 2009, the net cash inflow of $146,508 from operations less
investing activities for equipment purchases of $11,474 (compared
to $9,690 of equipment purchases in 2008) and financing activities
for note and bank debt payments of $28,514 resulted in net cash
inflow of $106,520. This $106,520 inflow increased the Company's
cash balance to $1,608,991 at September 30, 2009. In 2008, the
Company's $8,855 cash outflow from operating activities, primarily
caused by an increase in its operating assets and operating
liabilities, was offset by additional bank borrowing of $612,419
so that at December 31, 2008, the Company's bank debt was
$1,130,292 and it had $849,792 as its cash balance at December 31,
2008.
Balance Sheet
At December 31, 2009, the Company's consolidated balance sheets
showed $7,520,265 in total assets, $3,977,953 in total
liabilities, and $3,542,312 in total stockholders' equity.
A full-text copy of the Company's quarterly report on Form 10-Q is
available at no charge at http://researcharchives.com/t/s?5248
Going Concern Doubt
The Company has continued to incur losses from operations. In
addition, in an attempt to achieve profitability and positive cash
flow, management has instituted a cost reduction program that
included a reduction in labor and other costs. Further, due to
the uncertain economic conditions, recurring losses, and the
current unfavorable lending climate, there can be no assurance
that the Company will be able to generate sufficient cash flow to
pay off its entire bank line or that it will be successful in
arranging a new line of credit on acceptable terms for an amount
sufficient to continue its operations successfully. "As a result,
these factors raise substantial doubt with respect to the
Company's ability to continue as a going concern."
About Synergx Systems
Based in Syosset, New York, Synergx Systems Inc. (SYNX.PK)
-- http://www.synergxsystems.com/-- is a Delaware corporation
organized in October 1988 to acquire controlling interests in
companies engaged in the design, manufacture, distribution, sale
and servicing of fire, life safety, security, energy management,
intercom, audio-video communication and other systems.
Synergx's business is conducted through subsidiaries in the New
York City metropolitan area. Synergx conducts its business in New
York principally through Casey Systems Inc., its wholly owned
subsidiary located in New York City and Long Island, New York.
Casey has been in the business of designing, servicing and
maintaining building communication systems since 1970. Casey is a
diversified systems integrator which, in addition to its own
proprietary line of life safety and building protection products,
also is a premier low-voltage systems provider for a broad range
of video, teleconferencing/ multimedia, audio visual, public
address, customer information, access control, intercoms,
security, closed circuit TV (CCTV) and professional sound systems.
In addition, Casey designs, markets and supports these systems for
the rail and mass transit industries.
TC GLOBAL: Balance Sheet Upside-Down by $2.47-Mil. at Dec. 27
-------------------------------------------------------------
TC Global Inc. dba Tully's Coffee reported $15.65 million in total
assets, $16.48 million in total liabilities and $1.64 million in
noncontrolling interest in joint venture, resulting to a
$2.47 million stockholders' deficit as of Dec. 27, 2009.
The Company incurred $1.38 million net loss on $10.09 million nte
sales for the thirteen weeks period ended Dec. 27, 2009, compared
with $600,000 net loss n $9.09 million net sale for thirteen weeks
period ended Dec. 28, 2008.
The Company reported a 39.9% improvement in net loss from
continuing operations to a loss from continuing operations of
$1,389,000 for the thirteen week period ended December 27, 2009 as
compared to a net loss from continuing operations of $2,312,000
for the comparable period ended December 28, 2008.
During nine months ended December 27, 2009 Tully's expanded by 16
store locations to 183 U.S. Tully's stores compared to 167 U.S.
stores at March 27, 2009. The retail division, which currently
operates 79 stores in Washington, Oregon, California and Idaho,
had a comparable-store sales increase of 4.2 percent. "We continue
to improve our retail operations and sales trends, and foresee
continued improvements throughout the end of our fiscal year,"
said chief executive officer Carl W. Pennington.
A full-text copy of the company's quarterly results ended Dec. 27,
2009, is available for free at
http://ResearchArchives.com/t/s?524f
About Tully's Coffee
Headquartered in Seattle, Washington, TC Global, Inc., dba Tully's
Coffee -- http://www.tullyscoffeeshops.com/-- is a specialty
coffee retailer and wholesaler. Through company owned, licensed
and franchised specialty retail stores in Washington, Oregon,
California, Arizona, Idaho, Montana, Colorado, Wyoming and Utah,
throughout Asia with Tully's Coffee International, and with its
global alliance partner Tully's Coffee Japan, Tully's premium
coffees are available at 545 branded retail locations globally.
TC Global also has the rights to distribute Tully's coffee through
all wholesale channels internationally, outside of North America,
the Caribbean and Japan.
TELESAT CANADA: Bank Debt Trades at 3% Off in Secondary Market
--------------------------------------------------------------
Participations in a syndicated loan under which Telesat Canada is
a borrower traded in the secondary market at 97.14 cents-on-the-
dollar during the week ended Friday, Feb. 12, 2010, according to
data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal. This represents a drop of 0.96 percentage points
from the previous week, The Journal relates. The loan matures on
June 6, 2014. The Company pays 300 basis points above LIBOR to
borrow under the facility. The bank debt is not rated by Moody's
and Standard & Poor's. The debt is one of the biggest gainers and
losers among 190 widely quoted syndicated loans with five or more
bids in secondary trading for the week ended Friday.
Headquartered in Ottawa, Ontario, Canada, Telesat Canada is the
world's fourth largest provider of fixed satellite services and
one of three companies operating on a global basis. The company
has a fleet of 12 in-orbit satellites comprised of ten owned and
operated satellites, one satellite with a prepaid lease, and one
satellite leased from DIRECTV, Inc.
Telesat carries 'B2' long term corporate family ratings from
Moody's and 'B+' issuer credit ratings from Standard & Poor's.
TERREL REID: Files Schedules of Assets and Liabilities
------------------------------------------------------
Terrel R. Reid and Sharon M. Davies filed with the U.S. Bankruptcy
court for the District of Idaho a summary of its schedules of
assets and liabilities, disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $15,600,000
B. Personal Property $5,152,660
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $9,801,479
E. Creditors Holding
Unsecured Priority
Claims $0
F. Creditors Holding
Unsecured Non-priority
Claims $2,299,544
----------- -----------
TOTAL $20,752,660 $12,101,023
Ketchum, Idaho-based Terrel Reid and Sharon Davies filed for
Chapter 11 bankruptcy protection on January 15, 2010 (Bankr. D.
Idaho Case No. 10-40057). Matthew Todd Christensen, Esq., at
Angstman, Johnson & Associates, PLLC, 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.
TETON ENERGY: Whitebox Advisors Owns 6.0% of Common Shares
----------------------------------------------------------
Whitebox Advsiors, LLC, has filed with the Securities and
Exchange Commission Amendment No. 1 to its Schedule 13G which was
initially filed on February 17, 2009.
The CUSIP Number of the common stock is 881628101.
Whitebox Advisors, LLC, et al., disclosed that they may be
deemed to beneficially own shares of Teton Energy's common stock:
Shares
Beneficially
Company Owned Percentage
------- ------------ ----------
Whitebox Advisors, LLC 1,538,461 6.0%
Whitebox Convertible Arbitrage
Advisors, LLC 258,308 1.0%
Whitebox Convertible Arbitrage
Partners, L.P. 114,461 0.4%
Whitebox Concentrated Convertible
Arbitrage Fund, L.P. 114,461 0.4%
Whitebox Concentrated Convertible
Arbitrage Fund, Ltd. 114,461 0.4%
Cineasias Partners, L.P. 143,846 0.6%
Whitebox Convertible Arbitrage
Fund, L.P. 143,846 0.6%
Whitebox Convertible Arbitrage
Fund, Ltd. 143,846 0.6%
Whitebox Combined Advsiors, LLC 590,154 2.3%
Whitebox Combined Partners, L.P. 327,692 1.3%
Whitebox Multi-Strategy Fund, L.P. 327,692 1.3%
Whitebox Multi-Strategy Fund, Ltd. 327,692 1.3%
F-Cubed Partners, L.P. 262,461 1.0%
Whitebox Combined Fund, L.P. 262,461 1.0%
Whitebox Combined Fund, Ltd. 262,461 1.0%
Whitebox Hedged High Yield
Advisors, LLC 422,154 1.7%
Whitebox Hedged High Yield
Partners, L.P. 149,538 0.6%
Whitebox Credit Arbitrage Fund, L.P. 149,538 0.6%
Whitebox Credit Arbitrage Fund, Ltd. 149,538 0.6%
DRE Partners, L.P. 272,615 1.1%
Whitebox Hedged High Yield Fund, L.P. 272,615 1.1%
Whitebox Hedged High Yield Fund, Ltd. 272,615 1.1%
Whitebox Intermarket Advisors, LLC 76,923 0.3%
Whitebox Intermarket Partners LP 76,923 0.3%
Whitebox Intermarket Fund LP 76,923 0.3%
Whitebox Intermarket Fund Ltd. 76,923 0.3%
Whitebox Special Opportunities
Advisors, LLC 153,846 0.6%
Whitebox Special Opportunities
Fund, LP 153,846 0.6%
Whitebox Special Opportunities
Fund, Ltd 153,846 0.6%
Whitebox Special Opportunites Fund LP,
Series B 153,846 0.6%
Whitebox Special Opportunites Fund,
Ltd - Segregated Portfolio B 153,846 0.6%
The percentage of common stock reportedly owned by each entity is
based on 23,948,000 shares of outstanding common stock of the
Company, which is the total number of shares issued and
outstanding on August 11, 2009.
A full-text copy of Whitebox Advisors' Schedule 13G (Amendment
No. 1) is available for free at:
http://researcharchives.com/t/s?5259
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
About Teton Energy
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.
TISHMAN SPEYER: CWCapital Retains Rose Associates for Transition
----------------------------------------------------------------
CWCapital Asset Management LLC, as debt servicer, has retained
Rose Associates Inc. as consultant to coordinate the transition of
Tishman Speyer's Stuyvesant Town/Peter Cooper Village.
CWCAM and Tishman Speyer said in a joint statement that they are
fully committed to an efficient and seamless transition of
property operations at Stuyvesant Town/Peter Cooper Village.
Rose Associates will work with Tishman Speyer to create and
implement a detailed transition plan. As part of the creation of
this plan, Rose Associates will solicit input from residents
regarding property operations.
Tishman Speyer has assured CWCAM that it will cooperate fully with
Rose Associates, and that its current management team and
dedicated staff will work diligently to ensure that the residents
of Stuyvesant Town/Peter Cooper Village experience a smooth and
orderly transition.
As reported by the TCR on January 26, 2010, a group led by Tishman
Speyer Properties has decided to give up the Peter Cooper Village
and Stuyvesant Town apartment complex in Manhattan to its
creditors. The decision comes after the venture between Tishman
and BlackRock Inc. defaulted on the $4.4 billion debt used to help
finance the acquisition of those properties.
The venture acquired the 56-building, 11,000-unit property for
$5.4 billion in 2006 -- the most ever paid for a single
residential property in the U.S. The venture had been struggling
for months to restructure the debt but capitulated facing a
massive debt load and a weak New York City economy that has
undercut rents and demand for high-priced apartments.
About Tishman Speyer
Tishman Speyer Properties lays claim to two of the most famous
slices of the Big Apple -- New York City's Chrysler Building and
Rockefeller Center. The property company invests in, develops,
and/or operates commercial real estate. Other well known holdings
include Berlin's Q 205 project (the first post-reunification
development in the city's center) and Chicago's Franklin Center
(one of the city's largest office properties). The company owns
or has developed more than 115 million sq. ft. in Asia, Europe,
South America, and the US since it was founded in 1978. The
company also has projects in India, China, and Brazil, and owns
some 92,000 residential units around the world.
Stuyvesant Town-Peter Cooper Village comprises 56 multi-story
buildings, situated on 80 acres, and includes a total of 11,227
apartments. The loan sponsors, Tishman Speyer Properties, LP and
BlackRock Realty, acquired the property with the intent of
converting rent-stabilized units to market rents as tenants
vacated the property; however, the conversion of units has since
been determined to be illegal by the New York State Court of
Appeals. In addition to the $3 billion securitized balance,
there is an additional $1.5 billion of mezzanine debt held
outside the trust.
TISHMAN SPEYER: Bank Debt Trades at 22% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which Tishman Speyer
Properties is a borrower traded in the secondary market at 77.90
cents-on-the-dollar during the week ended Friday, Feb. 12, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal. This represents a drop of 0.80
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 Dec. 27, 2012, and carries
Moody's Ba2 rating. It is not rated by Standard & Poor's. The
debt is one of the biggest gainers and losers among 190 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.
Tishman Speyer Properties -- http://www.tishmanspeyer.com/-- lays
claim to New York City's Chrysler Building and Rockefeller Center.
The property company invests in, develops, and/or operates
commercial real estate. Other well known holdings include
Berlin's Q 205 project (the first post-reunification development
in the city's center) and Chicago's Franklin Center (one of the
city's largest office properties). The company owns or has
developed more than 115 million sq. ft. in Asia, Europe, South
America, and the US since it was founded in 1978. The company
also has projects in India, China, and Brazil, and owns some
92,000 residential units around the world.
TRANSTEXAS GAS: Made Fraudulent Transfer to Ex-CEO
--------------------------------------------------
Law360 reports that a federal appeals court has affirmed two
decisions in the case of TransTexas Gas Corp., saying a lower
court was right to rule that a former CEO's severance payments
were fraudulent transfers and that National Union Fire Insurance
Co. of Pittsburgh, Pa., did not have to cover the payments.
TransTexas Gas Corporation, an oil and gas exploration company,
was incorporated in Delaware and maintained its principal place of
business in Harris County, Texas. In 1999, TransTexas was
suffering significant liquidity problems, found itself deeply in
debt, and it filed for protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Case No. 99-889). The company was
reorganized in the bankruptcy and emerged under a court-approved
bankruptcy plan that became effective in March 2000.
Under the 2000 plan, certain creditors of TransTexas -- the Senior
Noteholders -- received both Senior Secured Notes and Senior
Preferred Stock. The notes were to be redeemed in 2005 for
$200 million. The Senior Noteholders also elected four of the
five members of the company's board of directors, and those
directors hired John R. Stanley as TransTexas' CEO.
After the 2000 reorganization, TransTexas continued to have
financial problems, and by the end of 2002, had it again filed for
bankruptcy (Bankr. S.D. Tex. Case No. 02-21926). U.S. Bank was
named the liquidating trustee under the terms of a Senior
Noteholders Liquidating Trust Agreement established in connection
with the second Chapter 11 plan confirmed in August 2003.
In September 2003, U.S. Bank sued Mr. Stanley and the directors
"to recover substantial losses and damage suffered by TransTexas .
. . and the holders of Senior Notes." U .S. Bank alleged that
during the period between the two bankruptcies, the directors
breached their fiduciary obligations by pursing strategies that
they knew or should have known were excessively risky and not in
TransTexas' best interests, and that they knew that these
strategies represented a material conflict of interest between Mr.
Stanley and TransTexas. Among other things, U.S. Bank alleged
that Mr. Stanley and the directors abdicated their duties and
obligations in corporate governance, expended enormous sums in
unreasonably high-risk oil and gas exploration developments and
prospects, expended unreasonable amounts for general and
administrative expenses, engaged in self-dealing, and pursued an
unsound business strategy resulting in a loss to TransTexas of
over $200 million. U.S. Bank also alleged that Mr. Stanley
breached his employment agreement.
In 2005, Mr. Stanley and the directors each filed traditional and
no-evidence motions for summary judgment. Mr. Stanley moved for
traditional summary judgment on the grounds that U.S. Bank's
claims were barred because he and TransTexas executed a valid and
enforceable release, and because U.S. Bank's breach-of-fiduciary-
duty claims were barred by the "exculpatory clause" in
TransTexas's Delaware certificate of incorporation. Mr. Stanley's
no-evidence motion for summary judgment was based on the grounds
that U.S. Bank had no evidence that he owed any fiduciary
obligations to TransTexas' senior creditors and that TransTexas
suffered any damages as a result of his allegedly wrongful
conduct.
The directors moved for traditional summary judgment on the
grounds that they owed no duty to the Senior Noteholders or other
creditors of TransTexas, they were protected by the exculpatory
provision contained in TransTexas' certificate of incorporation,
and no separate cause of action existed for aiding and abetting
another fiduciary's breach of fiduciary duty to TransTexas. The
directors also moved for no-evidence summary judgment on the
grounds that U.S. Bank had no evidence that their alleged acts or
omissions fell outside the protections of the business-judgment
rule, that a fiduciary duty existed between them and the Senior
Noteholders or other creditors of TransTexas, that they aided and
abetted Mr. Stanley in his alleged breach of duty, that TransTexas
suffered any monetary loss or other injury, or that any act or
omission by them caused any monetary loss or other injury to
TransTexas or the Senior Noteholders.
U.S. Bank responded to the motions and attached evidence including
the reports of its liability expert, Ralph Hellmold, and its
damages expert, Jon Young. Mr. Stanley moved to exclude the
experts' testimony and opinions. Additionally, Mr. Stanley and
the directors each filed objections to U.S. Bank's summary-
judgment evidence.
In June 2007, Mr. Stanley and the directors jointly filed a notice
concerning the Delaware Supreme Court's opinion in North American
Catholic Educational Programming Foundation, Inc. v. Gheewalla,
930 A.2d 92 (Del. 2007), in which the court held that "creditors
of a Delaware corporation that is either insolvent or in the zone
of insolvency have no right, as a matter of law, to assert direct
claims for breach of fiduciary duty against its directors." Id.
at 94. Mr. Stanley and the directors urged that this authority
was controlling because, under Gheewalla, they owed no duty to
TransTexas's creditors; therefore their motions for summary
judgment should be granted because U.S. Bank alleged no claims for
damages other than those brought on behalf of third-party
creditors.
In response to the trial court's request for supplemental
briefing, U.S. Bank contended that, as alleged in its second
amended petition, it was assigned all of the claims of TransTexas,
its shareholders and creditors, and the Senior Secured Noteholders
also owned all of the preferred shares and a controlling
percentage of the common stock of TransTexas and elected the board
of directors. Thus, U.S. Bank argued, the policy underlying the
Gheewalla court's refusal to recognize a direct breach-of-
fiduciary-duty claim by creditors did not exist in this case
because there was no conflict between shareholders and creditors.
Moreover, U.S. Bank urged, Stanley's and the directors' arguments
concerning damages were incorrect because the loss to the
Noteholders was equivalent to the diminution of TransTexas' value.
On May 21, 2008, the trial court signed a final judgment in which
it overruled Mr. Stanley's objections to the experts but granted
Mr. Stanley's and the directors' motions for summary judgment, and
ordered that U.S. Bank take nothing. U.S. Bank's appeal to the
Texas Court of Appeals followed.
TRIBUNE CO: Bank Debt Trades at 40% Off in Secondary Market
-----------------------------------------------------------
Participations in a syndicated loan under which Tribune Co. is a
borrower traded in the secondary market at 60.40 cents-on-the-
dollar during the week ended Friday, Feb. 12, 2010, according to
data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal. This represents a drop of 2.46 percentage points
from the previous week, The Journal relates. The loan matures
May 17, 2014. Tribune pays 300 basis points above LIBOR to borrow
under the facility. Moody's has withdrawn its rating on the bank
debt, while it is not rated by Standard & Poor's. The debt is one
of the biggest gainers and losers among 190 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.
Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.
The Company and 110 of its affiliates filed for Chapter 11
protection on Dec. 8, 2008 (Bankr. D. Del. Lead Case No. 08-
13141). The Debtors proposed Sidley Austion LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North Americal LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent. As
of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets
and $12,972,541,148 in total debts.
Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy
News. The newsletter tracks the chapter 11 proceeding undertaken
by Tribune Company and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
TXCO RESOURCES: Represented by Cox Smith in Bankruptcy Sale
-----------------------------------------------------------
Cox Smith Matthews Incorporated represented TXCO Resources Inc. in
the February 11, 2010 sale of TXCO's assets in the Maverick Basin
of Southwest Texas to Newfield Exploration Co. and Anadarko
Petroleum Company.
The $310 million acquisition of substantially all of the assets of
TXCO was completed pursuant to an Order of the United States
Bankruptcy Court for the Western District of Texas. The head of
Cox Smith's bankruptcy department, Deborah D. Williamson, led the
Cox Smith legal team, which was comprised of shareholders and
associates from across the firm's bankruptcy, litigation,
corporate, energy and tax practice areas. Cox Smith shareholders
Patrick Huffstickler, Tom Rice, Will Liebmann, Tobin Olson, Matt
Parkin, Jon Ray, David Roth, Marty Truss and associates Meghan
Bishop, Matthew Duke, and Katherine Patton were key members of the
team.
Newfield was represented by Haynes and Boone LLP and Anadarko was
represented by Weil Gotshal & Manges LLP. Charles A. Beckham Jr.
led the Haynes and Boone team with partners Buddy Clark, Brad
Richards, Ken Bezozo, Kendyl Hanks, Marty Brimmage, Eric Terry and
associates Chris Castillo, Stephen Manz and Abi Ottmers. The Weil
team primarily consisted of Lydia Protopapas, Brenda Funk, Mike
Saslaw, Aaron Rigby, Paul Asofsky, Ralph Miller and Margaret
Allen.
FTI Consulting, Inc., was the financial advisor to TXCO, led by
Albert S. "Bert" Conly and assisted by Lawrence Manning and Clark
Ansel. Cox Smith and FTI began to assist TXCO's management in
negotiations with lenders beginning in March 2009. Once a
commitment for post-petition financing was obtained in an amount
sufficient to avoid the need for immediate liquidation, Chapter 11
was filed on May 17, 2009. Cox Smith and FTI played an
instrumental role throughout the bankruptcy case, including
obtaining approval of the financing over numerous objections,
putting the sale process in place, introducing potential
purchasers, and ultimately negotiating the terms of the sale.
"The Cox Smith team did an outstanding job in analyzing our
situation, working with FTI and management in developing the
strategy and ultimately negotiating the agreements that created
this result," said James E. Sigmon, Chairman of the Board and
Chief Executive Officer of TXCO Resources Inc. "This case
involved a large and extremely complex package of oil and gas
leases. With their connections, Cox Smith and FTI were able to
help TXCO find the right companies to purchase the TXCO assets."
Cox Smith's Deborah Williamson is one of the nation's leading
bankruptcy attorneys. In 2009, she was recognized again as one of
the Top 100 Lawyers in Texas; one of the Top 50 Women Lawyers in
Texas and one of the Top 50 Lawyers in Central Texas by Law and
Politics magazine; Chambers USA (bankruptcy); and in The Best
Lawyers in America(R). She has also been featured in Texas
Lawyer's Go-To Guide as one of five lawyers in the bankruptcy
category (published only every five years).
"We are extremely pleased with the result of this case. We
anticipate that all the creditors will be paid in full with
interest. In addition, common equity is currently projected to
receive up $10 million or approximately $.25 for each share of
TXCO common stock," said Deborah Williamson. "In large part, the
success is attributable to the commitment of the management of
TXCO to pay all creditors in full. With James Sigmon, Gary
Grinsfelder, Frank Russell and other members of management, we
forged a team which persevered over numerous objections and
skeptics and reached a result which many thought impossible." As
Bert Conly noted, "A monetary recovery by common shareholders is
extremely rare in bankruptcy cases. The ability to obtain such a
result was certainly not obvious at the beginning of the case."
Daryl L. Lansdale, Jr. with Fulbright & Jaworski LLP served TXCO
as securities counsel. James Donnell and Justin Rawlins with
Winston & Strawn LLP and Christopher M. Dawe and Steven Abramowitz
with Vinson & Elkins LLP represented the pre-petition term lenders
which provided the $32,000,000 in Debtor-in-Possession financing
which was instrumental in achieving the recovery for creditors.
Steve McCartin and Andrew Spaniol with Gardere Wynne Sewell LLP
represented the Unsecured Creditors Committee.
About Cox Smith
Cox Smith is one of the leading business law firms in Texas. From
its dominant position in San Antonio with a growing presence in
key markets, Cox Smith's attorneys help regional, national and
international businesses with a wide variety of matters involving
all aspects of business law and litigation. The firm's attorneys
have been recognized by Chambers USA (bankruptcy, antitrust and
intellectual property) and the Legal 500 U.S. (mergers,
acquisitions and buyouts). In addition, the firm was recently
named one of the "Best Places to Work" in San Antonio.
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: Newfield Represented by Haynes & Boone in Purchase
------------------------------------------------------------------
Haynes and Boone, LLP, represented Newfield Exploration Co. in
Thursday's purchase of assets in the Maverick Basin of Southwest
Texas from TXCO Resources Inc., a San Antonio-based oil and
natural gas exploration and development company.
Newfield and the Anadarko Petroleum Company are the purchasers of
substantially all the assets of TXCO for $310 million pursuant to
an order of the United States Bankruptcy Court for the Western
District of Texas.
The Haynes and Boone team was led by bankruptcy/business
restructuring Partner Charles A. Beckham Jr. Team members included
bankruptcy/business restructuring Partner Eric Terry and
associates Abi Ottmers, Chris Castillo and Stephen Manz; energy
partners Buddy Clark and Brad Richards; tax partner Ken Bezozo;
appellate Partner Kendyl Hanks; and litigation Partner Marty
Brimmage.
"The Haynes and Boone team was integral to coordinating this
extremely complex asset purchase," said Darrell R. Jones, Newfield
Exploration Company's in-house legal counsel. "Many parties
doubted that a deal could be struck that paid all TXCO creditors
in full and matched the properties with the right buyers. But the
legal and business skills of Haynes and Boone, coupled with the
ample expertise of Cox Smith, made it happen."
Representing TXCO was Deborah D. Williamson of the Cox Smith law
firm and a team of shareholders and associates from across the
firm's bankruptcy, litigation, corporate, energy and tax practice
areas. Cox Smith shareholders Patrick Huffstickler, Tom Rice,
Will Liebmann, Tobin Olson, Matt Parkin, Jon Ray, Tom Rice, David
Roth and Marty Truss were key members of the team.
Anadarko was represented by Lydia Protopapas and Brenda Funk of
Weil Gotshal & Manges LLP.
FTI Consulting, Inc., was the financial advisor to TXCO, led by
Albert S. "Bert" Conly and assisted by Lawrence Manning and Clark
Ansel. Cox Smith and FTI began to assist TXCO's management in
negotiations with lenders beginning in March 2009. Once a
commitment for post-petition financing was obtained in an amount
sufficient to avoid the need for immediate liquidation, Chapter 11
was filed on May 17, 2009. Cox Smith and FTI played an
instrumental role throughout the bankruptcy case, including
obtaining approval of the financing over numerous objections,
putting the sale process in place, introducing potential
purchasers, and ultimately negotiating the terms of the sale.
"We are pleased with the result of this case because we anticipate
that all the creditors will be paid in full with interest," Ms.
Williamson said. "In addition, common equity will receive
$10 million or approximately $.25 for each share of TXCO common
stock. A monetary recovery by common shareholders is extremely
rare in bankruptcy cases. Cox Smith and FTI were able to help
TXCO find the right companies to purchase the assets. In large
part, the success is attributable to the commitment of the
management of TXCO to pay all creditors in full."
About Newfield
Newfield Exploration Company is an independent crude oil and
natural gas exploration and production company. The company
relies on a proven growth strategy of growing reserves through an
active drilling program and select acquisitions. Newfield's
domestic areas of operation include the mid-continent, the Rocky
Mountains, onshore Texas and the Gulf of Mexico. The company has
international operations in Malaysia and China.
About Haynes and Boone
Haynes and Boone, LLP is an international corporate law firm with
offices in Texas, New York, California, Washington, D.C., Mexico
City and Moscow, providing a full spectrum of legal services.
With almost 550 attorneys, Haynes and Boone is ranked among the
largest law firms in the nation by The National Law Journal. The
firm has been recognized as one of the "Best Corporate Law Firms
in America" (Corporate Board Member Magazine, 2001-2009), as one
of "The Best 20 Law Firms to Work For" (Vault.com, 2009), and as a
Top 100 law firm for both diversity (MultiCultural Law Magazine,
2009) and women (Women 3.0, 2008).
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: MFC Global Management Owns 1.67% of Stock
---------------------------------------------------------
Manulife Financial Corporation has filed with the Securities and
Exchange Commission Amendment No. 2 to its Schedule 13G which was
initially filed on February 7, 2008.
The CUSIP Number of the common stock is 87311M102.
Manulife Financial Corporation, et al., disclosed that they may be
deemed to beneficially own shares of TXCO Resources Inc.'s common
stock:
Shares
Beneficially
Company Owned Percentage
------- ------------ ----------
Manulife Financial Corporation 0* N.A.
MFC Global Investment Management
(U.S.A.) Limited 0 N.A.
MFC Global Investment Management
(U.S.) LLC 642,406 1.67%
*except through its indirect, wholly-owned subsidiary, MFC Global
Investment Management (U.S.), LLC.
The calculation of the percentage of ownership of MFC Global
Management (U.S.) is based on the 38,552,309 shares outstanding as
of November 5, 2009, according to the issuer's quarterly report on
Form 10-Q for the period ended September 30, 2009.
A full-text copy of MFC's Schedule 13G (Amendment No. 2) is
available for free at http://researcharchives.com/t/s?5258
As reported in the Troubled Company Reporter on February 5, 2010,
TXCO Resources Inc. will emerge from bankruptcy by mid-February
under the ownership of both Newfield Exploration Co. and former
rival suitor Anadarko Petroleum Corp. after the oil and gas
explorer and producer won confirmation of a reorganization
plan outlining its sale for roughly $310 million.
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.
UNISYS CORP: Richard Marcello Steps Down as Sr. Vice President
--------------------------------------------------------------
Unisys Corporation said Richard C. Marcello is no longer serving
as the company's senior vice president and president of
Technology, Consulting and Integration Solutions business.
On February 9, 2010, Mr. Marcello and Unisys entered into an
agreement setting forth the terms of the termination of
Mr. Marcello's employment with the Company. Under the agreement,
Mr. Marcello will continue to receive an amount equal to his
monthly base salary until August 31, 2010.
This amount will be payable monthly in accordance with the
company's normal payroll practices. If Mr. Marcello obtains full-
time employment before August 31, 2010, Unisys will pay him any
remaining monthly salary payments due in a lump sum. The
agreement also provides that Mr. Marcello will be eligible to
participate in an outplacement program until August 31, 2010.
About Unisys
Based in Blue Bell, Pennsylvania, Unisys Corporation (NYSE: UIS)
-- http://www.unisys.com/-- provides a portfolio of IT services,
software, and technology that solves critical problems for
clients. With more than 26,000 employees, Unisys serves
commercial organizations and government agencies throughout the
world.
According to the Troubled Company Reporter on Feb. 9, 2010,
Unisys Corporation said it has $2.95 billion in total assets,
$1.39 billion in total liabilities, 845.9 million in long-term
debt, $1.64 billion in long-term postretirement liabilities,
$347.3 million in commitments and contingencies resulting to a
$1.27 billion stockholders' deficit for fourth quarter ended
Dec. 1, 2009.
US FOODSERVICE: Bank Debt Trades at 13% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which U.S. Foodservice,
Inc., is a borrower traded in the secondary market at 86.55 cents-
on-the-dollar during the week ended Friday, Feb. 12, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal. This represents a drop of 1.50
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 190 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.
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.
VISTEON CORP: Bank Debt Trades at 109% in Secondary Market
----------------------------------------------------------
Participations in a syndicated loan under which Visteon
Corporation is a borrower traded in the secondary market at 109.00
cents-on-the-dollar during the week ended Friday, Feb. 12, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal. This represents a drop of 0.81
percentage points from the previous week, The Journal relates.
The loan matures 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
190 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.
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)
VULCAN ADVANCED MOBILE: Case Summary & 21 Largest Unsec. Creditors
------------------------------------------------------------------
Debtor: Vulcan Advanced Mobile Power Systems, L.L.C.
150 East 52nd Street, 11th Floor
New York, NY 10022
Bankruptcy Case No.: 10-10442
Chapter 11 Petition Date: February 12, 2010
Court: United States Bankruptcy Court
District of Delaware (Delaware)
Debtor's Counsel: William David Sullivan, Esq.
Sullivan Hazeltine Allinson LLC
4 East 8th Street, Suite 400
Wilmington, DE 19801
Tel: (302) 428-8191
Fax: (302) 428-8195
Email: bsullivan@sha-llc.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
21 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/deb10-10442.pdf
The petition was signed by Ford Graham, president of the Company.
WARRELMANN INC: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Warrelmann, Inc.
dba USA Wholesale Framing Supplies
PO Box 50401
Sarasota, FL 34232
Bankruptcy Case No.: 10-03067
Chapter 11 Petition Date: February 12, 2010
Court: United States Bankruptcy Court
Middle District of Florida (Tampa)
Debtor's Counsel: R. John Cole, II, Esq.
46 N Washington Blvd, Suite 24
Sarasota, FL 34236
Tel: (941) 365-4055
Fax: (941) 365-4219
Email: rjc@rjcolelaw.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 $2,176,981,
and total debts of $3,136,337.
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/flmb10-03067.pdf
The petition was signed by Keith Warrelmann, president of the
Company.
WES 96D LYNNWOOD: Case Summary & 13 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: WES 96D Lynnwood Investment Trust
250 Marquette Avenue, Suite 200
Minneapolis, MN 55401
Bankruptcy Case No.: 10-10434
Chapter 11 Petition Date: February 11, 2010
Court: United States Bankruptcy Court
District of Delaware (Delaware)
Debtor's Counsel: William David Sullivan, Esq.
Sullivan Hazeltine Allinson LLC
4 East 8th Street, Suite 400
Wilmington, DE 19801
Tel: (302) 428-8191
Fax: (302) 428-8195
Email: bsullivan@sha-llc.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
13 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/deb10-10434.pdf
The petition was signed by Bruce M. Goldstein, chief financial
officer of the Company.
WESTERN DAIRY: Section 341(a) Meeting Scheduled for March 15
------------------------------------------------------------
The U.S. Trustee for Region 17 will convene a meeting of creditors
in Western Dairy Specialties, LLC's Chapter 11 case on March 15,
2010, at 2:00 p.m. The meeting will be held at 300 Booth Street,
Room 2110, Reno, NV 89509.
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.
Reno, Nevada-based Western Dairy Specialties, LLC, filed for
Chapter 11 bankruptcy protection on February 3, 2010 (Bankr. D.
Nev. Case No. 10-50307). Sallie B. Armstrong, Esq., who has an
office in Reno, Nevada, 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.
WESTERN REFINING: Bank Debt Trades at 8% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which Western Refining,
Inc., is a borrower traded in the secondary market at 92.19 cents-
on-the-dollar during the week ended Friday, Feb. 12, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal. This represents a drop of 1.47
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 31, 2014, and carries
Moody's B3 rating and Standard & Poor's BB- rating. The debt is
one of the biggest gainers and losers among 190 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.
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.
WHISTLE STOP FUELING: Case Summary & 5 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Whistle Stop Fueling Station LLC
1785 South Railroad Springs Blvd.
Flagstaff, AZ 86001-2492
Bankruptcy Case No.: 10-03526
Chapter 11 Petition Date: February 11, 2010
Court: United States Bankruptcy Court
District of Arizona (Phoenix)
Debtor's Counsel: Carson T.H. Emmons, Esq.
Aspey, Watkins & Diesel, PLLC
123 N. San Francisco St, Ste 300
Flagstaff, AZ 86001
Tel: (928) 774-1478
Fax: (928) 774-8404
Email: cemmons@awdlaw.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 $2,410,600,
and total debts of $1,755,825.
A full-text copy of the Debtor's petition, including a list of its
5 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/azb10-03526.pdf
The petition was signed by Patrick Hurley, managing partner of the
Company.
YRC WORLDWIDE: Fitch Upgrades Issuer Default Rating to 'CC'
-----------------------------------------------------------
Fitch Ratings has taken these rating actions on YRC Worldwide Inc.
and its YRC Regional Transportation, Inc. subsidiary:
YRCW
-- Issuer Default Rating upgraded to 'CC' from 'C';
-- Secured credit facilities upgraded to 'B-/RR2' from
'CCC/RR2';
-- Senior unsecured rating affirmed at 'C/RR6'.
YRC Regional Transportation, Inc. (formerly known as USF
Corporation)
-- IDR upgraded to 'CC' from 'C';
-- Senior secured notes affirmed at 'C/RR6'.
YRCW announced that it has entered into a note purchase agreement
with a group of investors, whereby the company will sell
$70 million of 6% senior unsecured convertible four-year notes to
the investors in a private placement. The notes will be issued in
two tranches, with the first tranche of approximately $50 million
expected to be issued by the end of next week, following YRCW's
special shareholders meeting to authorize an increase in the
number of company common shares that may be issued. That meeting
is scheduled for Feb. 17, 2010, and Fitch expects the shareholders
to approve the increase. The second tranche of approximately
$20 million is expected to close later this year. Proceeds from
the first tranche will be used to repay the remaining $45 million
in principal outstanding on YRC Regional Transportation's senior
secured notes (known as the USF notes). Proceeds from the second
tranche will be used either to repay any obligations that may
arise later this year due to a put option contained in the
indenture to the company's 5% contingent convertible senior notes,
or, if the company is successful in its legal case against the
notes' trustee to have the put option removed, the proceeds from
the second tranche of new notes will be used for additional
liquidity. YRCW has also agreed to use its best efforts to
register the new notes with the SEC, which would allow the notes
to be traded in the secondary market. Fitch expects to assign a
senior unsecured rating of 'C/RR6' to the new notes when they are
issued.
The issuance of the new notes will remove a significant overhang
on YRCW's ratings. With the issuance, the company will have pre-
funded its significant debt obligations in 2010, removing what
Fitch had viewed as a material risk of default on those
securities. The transaction will also help the company preserve
liquidity, which will be critical during the early part of 2010,
due both to continued weak operating conditions and the normal
seasonality of YRCW's cash flows, which usually result in net cash
outflows during the first quarter. YRCW ended 2009 with
$98 million in cash and a total of $160 million in revolver
reserves, of which $106 million is currently available to meet the
company's liquidity needs. YRCW also expects to receive
$85 million in cash tax refunds during the first quarter, which
will help to further increase its near-term liquidity position.
In addition, YRCW's credit facility allows the company to sell up
to $200 million in facilities in 2010, which could be used
potentially to bolster the company's liquidity position.
Although Fitch now views the likelihood of a default in the next
several quarters as remote, significant risks remain. Operating
cash flow in 2009 was a net use of $384 million, and the company
will need to begin producing positive operating cash flow for its
financial position to stabilize. The enactment of a number of
cost savings and operational initiatives over the course of last
year, including the temporary suspension of contributions to the
Teamsters' multiemployer pension plans, pay cuts on both union and
non-union employees, deferral of most interest and fees on the
company's credit and asset backed securitization facilities, and
the merger of the Yellow and Roadway national networks, have
reduced the company's cost structure. However, the interest, fee
and pension contribution deferrals are only temporary measures,
and for the company to avoid a potential default over the longer
term it will need to produce enough revenue to cover these cash
obligations sufficiently once they return. Fitch expects some
improvement in the company's volumes now that customer concerns
about YRCW's near term survival largely have been allayed.
Nonetheless, pricing in the less-than-truckload (LTL) industry
remains hampered by overcapacity, and until industry demand begins
to rise meaningfully, YRCW's top line will remain under pressure.
Fitch does not expect YRCW's ratings to be upgraded further until
the company demonstrates an ability to produce positive free cash
flow on a sustainable basis. On the other hand, a continued cash
drain over the next several quarters as a result of ongoing
weakness in the LTL market could leave the company with an
unsustainable liquidity position, which could lead Fitch to
downgrade the ratings.
YRC WORLDWIDE: Note Issuance Won't Affect Moody's 'Caa2' Rating
---------------------------------------------------------------
YRC Worldwide Inc.'s issuance of $70 million of convertible notes
announced on February 11, 2010, does not affect YRC's debt
ratings, probability of default rating at Caa2, or the stable
outlook.
The last rating action was on January 8, 2010, when Moody's
revised YRC's probability of default rating to Caa2. YRC's
ratings were assigned by evaluating factors Moody's believe are
relevant to the credit profile of the issuer, such as i) the
business risk and competitive position of the company versus
others within its industry, ii) the capital structure and
financial risk of the company, iii) Moody's projections of the
company's performance over the near to intermediate term, and iv)
management's track record and tolerance for risk. These
attributes were compared against other issuers both within and
outside of YRC's core industry and YRC's ratings are believed to
be comparable to those of other issuers of similar credit risk.
YRC Worldwide Inc. is a less-than-truckload trucking company
headquartered in Overland Park, Kansas.
ZAYAT STABLES: Section 341(a) Meeting Scheduled for March 3
-----------------------------------------------------------
The U.S. Trustee for Region 3 will convene a meeting of creditors
in Zayat Stables, LLC's Chapter 11 case on March 3, 2010, at 12:00
p.m. The meeting will be held at the Office of the U.S. Trustee,
Raymond Boulevard, One Newark Center, Suite 1401, Newark, NJ
07102-5504.
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.
Hackensack, New Jersey-based Zayat Stables, LLC, owns of 203
thoroughbred horses. The Company filed for Chapter 11 bankruptcy
protection on February 3, 2010 (Bankr. D. N.J. Case No. 10-13130).
Michael D. Sirota, Esq., at Cole, Schotz, Meisel, Forman &
Leonard, 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.
* Ex-BofA, Wachovia Bankers Seek $1-Bil. to Invest in Failed Banks
------------------------------------------------------------------
David Mildenberg at Bloomberg News reports that former Bank of
America Corp. and Wachovia Corp. executives are seeking $1 billion
to fund a new bank that would acquire failing lenders from the
Federal Deposit Insurance Corp.
According to the report, Milton Jones Jr., who retired from Bank
of America in September as Georgia market president, would be
chief executive officer of the proposed Blue Ridge Bank N.A., the
group said in its application to the FDIC and Office of the
Comptroller of the Currency. Blue Ridge hired FBR Capital Markets
Inc. to help raise money, the application said.
"Through indications of interest from investors, the company will
have the capacity of up to $1 billion in funding through its
initial capital base," the application said. No investor will be
allowed to own more than 9.9% of the shares, the application said.
Private investors are lining up money to buy distressed lenders
after more than 180 banks failed since 2007.
552 Banks on Problem List
The Federal Deposit Insurance Corp. said in its Quarterly Banking
Profile released November 24 that the number of insured
institutions on the agency's "Problem List" rose from 416 to 552
during the quarter, and total assets of "problem" institutions
increased from $299.8 billion to $345.9 billion. Both the number
and assets of "problem" institutions are now at the highest level
since the end of 1993.
Total assets of the nation's 8,099 FDIC-insured commercial banks
and savings institutions decreased by $54.3 billion (0.4%) during
the third quarter of 2009. Total deposits increased by $79.8
billion (0.9%) during the quarter, primarily due to activity in
foreign offices, which was up $81.9 billion (5.6%).
FDIC's deposit insurance fund (DIF) decreased by $18.6 billion
during the third quarter to a negative $8.2 billion primarily
because of $21.7 billion in additional provqisions for bank
failures. Also, unrealized losses on available-for-sale
securities, combined with operating expenses, reduced the fund by
$1.1 billion. Accrued assessment income added $3.0 billion to the
fund during the quarter, and interest earned, combined with
realized gains from sale of securities and surcharges from the
Temporary Liquidity Guarantee Program, added $1.2 billion.
Fifty insured institutions with combined assets of $68.8 billion
failed during the third quarter of 2009, the largest number since
the second quarter of 1990 when 65 insured institutions failed.
Ninety-five insured institutions with combined assets of $104.7
billion failed during the first three quarters of 2009, at a
currently estimated cost to the DIF of $25.0 billion. As of
November 20, the list has risen to 124.
The DIF's reserve ratio was negative 0.16% on September 30, 2009,
down from 0.22% on June 30, 2009, and 0.76% one year ago. The
September 30, 2009, reserve ratio is the lowest reserve ratio for
a combined bank and thrift insurance fund since June 30, 1992,
when the ratio was negative 0.20%.
On November 12, 2009, the FDIC adopted a final rule amending the
assessment regulations to require insured depository institutions
to prepay their quarterly risk-based assessments for the fourth
quarter of 2009 and for all of 2010, 2011, and 2012 on December
30, 2009, along with each institution's risk-based assessment for
the third quarter of 2009. The FDIC is asking banks to prepay
three years of premiums on Dec. 30 to raise $45 billion for the
fund.
"Problem" institutions are those institutions with financial,
operational, or managerial weaknesses that threaten their
continued financial viability. They are rated by the FDIC or
Office of the Thrift Supervision as either a "4" or "5", based on
a scale of 1 to 5 in ascending order of supervisory concern.
The Problem List is not divulged to the public. No advance notice
is given to the public when a financial institution is closed.
Problem Institutions Failed Institutions
-------------------- -------------------
Year Number Assets (Mil) Number Assets (Mil)
---- ------ ------------ ------ ------------
Q3'09 552 $345,900 50 $68,800
Q2'09 416 $299,800 24 $26,400
Q1'09 305 $220,047 21 $9,498
2008 252 $159,405 25 $371,945
2007 76 $22,189 3 $2,615
2006 50 $8,265 0 $0
2005 52 $6,607 0 $0
2004 80 $28,250 4 $170
A copy of the FDIC's Quarterly Banking Profile for the quarter
ended Sept. 30, 2009, is available for free at:
http://bankrupt.com/misc/FDIC_QBP_Q3_09.pdf
* Rule 2014 Change May Hurt Claims Trading, CreditSights Says
-------------------------------------------------------------
A proposed amendment to a U.S. bankruptcy rule that would broaden
requirements for creditors to disclose information about their
holdings may undermine trading in distressed debt, Shannon D.
Harrington at Bloomberg News reported, citing research firm
CreditSights Inc.
According to Bloomberg, under the proposed changes to Rule 2019 of
the Federal Rules of Bankruptcy Procedure, investors may have to
declare during bankruptcy proceedings when they bought debt and
whether they bet against it using credit-default swaps. The new
requirements could effectively reveal how much an investor paid
for a company's loans or bonds, exposing trading strategies, New
York-based CreditSights strategist Chris Taggert wrote in a note
to clients.
The rule changes, intended to prevent the bankruptcy process from
being manipulated by creditors who stand to gain by a company's
failure, threaten to erode confidence in the basic principle that
creditor claims, regardless of the price they paid for the debt,
will be treated the same, Mr. Taggert said.
* AmStar 'Nuts and Bolts' Provides Bankruptcy Fundamentals
----------------------------------------------------------
Bankruptcy cases hit Florida hard in 2009, and experts predict
that 2010 will likely be another record-breaking year. South
Florida alone saw a 29% increase in consumer bankruptcy filings in
2009 over the previous year, according to the Sun Sentinel.
Unemployment, credit card debt and high mortgages have contributed
to the spike in bankruptcies. The inability for consumers to
refinance their mortgages or acquire home equity loans to help
ease the burden will likely thrust more individuals into
bankruptcy proceedings in the coming months. For Florida
attorneys, understanding and keeping abreast of the latest
bankruptcy information can bolster their practices, especially in
a time of recession.
AmStar Litigation Support, a leading national provider of
continuing legal education and legal process outsourcing (LPO),
will offer the course "Nuts and Bolts of Bankruptcy-Recession-
Proof Your Practice" twice in Florida during January and February
of 2010. This one-day CLE offers invaluable information for
attorneys who already offer bankruptcy services as well as those
who want to add bankruptcy to their practices. Through a step-by-
step approach, participants learn the most effective ways of
handling Chapter 7 and Chapter 13 cases. The seminar covers
Initial Consultation, Client Interview, Due Diligence and more,
along with two cases studies involving Chapter 7 and Chapter 13
bankruptcies. The course schedule includes:
February 25 - Orlando, Florida
April 13 - Tampa, Florida
April 20 - Miami, Florida
All seminars are accredited for 8 hours of CLE credit, and take
place from 8:00am-5:00pm EDT. Participants will be invited to
attend a complimentary same-day luncheon on "How to Build a
Successful Bankruptcy Practice." The cost of the course is $395.
An audio version of CLE will be available in March 2010.
About AmStar
AmStar is a leading provider of continuing legal education and
legal process outsourcing (LPO) for small and mid-size law firms.
Our turnkey solutions help firms maximize performance by giving
attorneys access to scalable and cost-effective services. These
services include a team of certified paralegals, electronic case
management, and on-demand legal research.
* Neal, Gerber & Eisenberg LLP Adds Steven F. Pflaum as a Partner
-----------------------------------------------------------------
Neal, Gerber & Eisenberg LLP is disclosed that Steven F. Pflaum
has joined the Chicago-based law firm as a partner in the firm's
Litigation Practice Group. Pflaum's practice includes a wide
variety of complex civil litigation matters, including commercial,
constitutional, media, airport and land use cases. A substantial
portion of his practice involves appeals in state and federal
courts across the country. His trial court practice includes
disputes regarding controversial land uses such as airports, music
amphitheaters, jails or landfills. He serves as a neutral or as
counsel in alternative dispute resolution proceedings conducted by
various courts, self-regulatory organizations and ADR providers.
He is a frequent lecturer and author on subjects related to the
substantive areas of his practice, as well as on litigation and
trial practice, legal and judicial ethics and current legal
developments. He also serves as a member of the Editorial
Advisory Board of Airport Noise Report, the leading national
publication on airport noise issues.
"Steve's extraordinary background and depth of experience make him
an excellent addition to our Litigation Practice Group," said Neal
Gerber Eisenberg managing partner Jerry H. Biederman. "We are
delighted Steve is joining our team."
Pflaum's noteworthy representative experience includes:
-- Successfully representing pork producer in landmark Illinois
Supreme Court decision regarding land use regulations
applicable to so-called "mega-hog farms"
-- Drafting municipal noise ordinance intended to control noise
from outdoor music amphitheater and successfully defended
ordinance at trial in ensuing federal court constitutional
challenge
-- Obtaining dismissal of multiple lawsuits across the United
States, including putative class actions, against candy
manufacturer arising out of advertising promotion
-- Obtaining jury verdict in favor of manufacturer accused of
copyright infringement and Lanham Act violations
-- Obtaining dismissal of numerous lawsuits against media
defendants for defamation and/or false light invasion of
privacy
-- Preparing amicus curiae briefs in various federal and state
appellate courts, including United States and Illinois Supreme
Courts, on behalf of corporations, associations and other
clients
Pflaum devotes a substantial amount of time to activities intended
to improve the administration of justice and the regulation of the
legal profession. He chairs the Illinois Supreme Court Committee
on Professional Responsibility, is a founding member of the
Illinois Judicial Ethics Committee, and is a faculty member of the
Attorney Registration and Disciplinary Commission's Illinois
Professional Responsibility Institute. He is listed in Who's Who
in America, Who's Who in American Law, Who's Who of Emerging
Leaders in America, Leading Lawyers Network and Illinois Super
Lawyers. He is a member of the Chicago Bar Association, where he
served as General Counsel from 1996 to 2009 and sat on the Board
of Managers from 1993 to 1995. He serves on the Board of
Directors of the Appellate Lawyers Association and is a member of
the Chicago Council of Lawyers, American Bar Association and the
State Bar of California. He received his J.D., magna cum laude
and Order of the Coif, from the University of Michigan Law School.
He received his B.A., Phi Beta Kappa, from the University of
Illinois at Urbana-Champaign.
About Neal, Gerber & Eisenberg LLP
Neal Gerber Eisenberg -- www.ngelaw.com -- is a Chicago-based law
firm providing legal services to a diverse group of clients in a
wide array of domestic and global business transactions and
litigation matters. The firm's clients include privately and
publicly held companies, financial institutions, not-for-profit
organizations and high net worth individuals. The firm's client
base reflects virtually every business industry, including a
number of Fortune 100 companies. The firm has grown to nearly 175
attorneys who share common values of integrity, a dedication to
high quality legal services and a commitment to diversity. The
firm's 22 practice areas range from Associations & Not-for-Profit
Organizations, Corporate & Securities, Securities & Commodities
Litigation, Financial Restructuring and Bankruptcy, White Collar
Criminal, Real Estate, Information Technology, Intellectual
Property and Private Wealth Services to Employee Benefits &
Executive Compensation, Directors' & Officers' Insurance,
Environmental, Finance, Health Law, Tax, Litigation and Labor &
Employment.
* Simpson Thacher & Bartlett LLP Elects Six New Partners
--------------------------------------------------------
Simpson Thacher & Bartlett LLP has elected six attorneys as
members of the Firm effective January 1, 2010. The new partners
are: Elisha D. Graff, Justin M. Lungstrum, Peter Martelli, Marisa
D. Stavenas, Alan C. Turner and Joyce Y. Xu. All of the new
partners are based in the Firm's New York office.
ELISHA D. GRAFF is a member of the Firm's corporate department.
His practice focuses on bankruptcy and restructuring with an
emphasis on representing financial institutions and debtors in
Chapter 11 cases and out-of-court restructurings. He received his
J.D. from Harvard Law School, cum laude, in 2000 and his B.A. from
Yeshiva University, magna cum laude, in 1997. Mr. Graff joined
Simpson Thacher in 2000.
JUSTIN M. LUNGSTRUM is a member of the Firm's corporate
department. His practice focuses on banking, credit and
acquisition finance. He received his J.D. from the University of
Kansas School of Law in 2000, where he was an Editor of the
University of Kansas Law Review, and his B.A. degree from Yale
University in 1995. Mr. Lungstrum joined Simpson Thacher in 2000.
PETER MARTELLI is a member of the Firm's corporate department. His
practice focuses on mergers and acquisitions. He received his
J.D. from New York University School of Law in 2000 and his B.S.
from Cornell University in 1997. Mr. Martelli joined Simpson
Thacher in 2000.
MARISA D. STAVENAS is a member of the Firm's corporate department.
Her practice focuses on capital markets and securities matters
with an emphasis on high yield debt and debt restructuring
transactions. She received her J.D. from Georgetown University
Law Center, cum laude, in 1999 and her B.A. from Washington
University, magna cum laude, in 1996. Ms. Stavenas joined Simpson
Thacher in 1999.
ALAN C. TURNER is a member of the Firm's litigation department.
His practice involves a wide range of complex commercial
litigation matters, including securities, insurance, reinsurance
and antitrust litigations, and commercial contract disputes. He
received his LL.M from the University of Chicago Law School in
2000 and his LL.B from The University of Auckland in 1996. Mr.
Turner joined Simpson Thacher in 2000.
JOYCE Y. XU is a member of the Firm's corporate department. Her
practice focuses on derivatives with an emphasis on equity
derivatives. She received her J.D. from Columbia Law School in
2000, where she was a Harlan Fiske Stone Scholar, and her B.S.
from The Pennsylvania State University in 1997, where she was a
member of the University Scholars Program. She was a Senior
Counsel at the Firm prior to her election as partner. Ms. Xu
joined the firm in 2007.
About Simpson Thacher & Bartlett LLP
Simpson Thacher & Bartlett LLP is a leading international law firm
with offices in New York, Beijing, Hong Kong, London, Los Angeles,
Palo Alto, Sao Paulo, Tokyo and Washington, D.C. Established in
1884, the Firm currently has more than 800 lawyers who provide
coordinated legal advice on some of the world's largest and most
complex business transactions and disputes.
* BOND PRICING -- For the Week From February 8 to 12, 2010
----------------------------------------------------------
Company Coupon Maturity Bid Price
------- ------ -------- ---------
155 E TROPICANA 8.750% 4/1/2012 26.100
ABITIBI-CONS FIN 7.875% 8/1/2009 12.000
ACARS-GM 8.100% 6/15/2024 17.500
ADVANTA CAP TR 8.990% 12/17/2026 8.125
ALERIS INTL INC 9.000% 12/15/2014 2.000
ALERIS INTL INC 10.000% 12/15/2016 5.000
AMBAC INC 9.375% 8/1/2011 43.000
APRIA HEALTHCARE 3.375% 9/1/2033 60.000
ARCO CHEMICAL CO 10.250% 11/1/2010 73.750
AT HOME CORP 0.525% 12/28/2018 0.005
ATHEROGENICS INC 1.500% 2/1/2012 0.375
BALLY TOTAL FITN 13.000% 7/15/2011 2.000
BALLY TOTAL FITN 14.000% 10/1/2013 0.500
BANK NEW ENGLAND 8.750% 4/1/1999 11.125
BANK NEW ENGLAND 9.875% 9/15/1999 9.000
BANK OF AMER CRP 7.800% 2/15/2010 100.048
BANK UNITED 8.000% 3/15/2009 0.900
BANKUNITED FINL 3.125% 3/1/2034 7.000
BANKUNITED FINL 6.370% 5/17/2012 5.000
BLOCKBUSTER INC 9.000% 9/1/2012 18.750
BOWATER INC 6.500% 6/15/2013 29.500
BOWATER INC 9.500% 10/15/2012 30.500
CAPMARK FINL GRP 5.875% 5/10/2012 26.000
CHAMPION ENTERPR 2.750% 11/1/2037 6.813
CITADEL BROADCAS 4.000% 2/15/2011 5.000
CMP SUSQUEHANNA 9.875% 5/15/2014 37.000
COLLINS & AIKMAN 10.750% 12/31/2011 1.000
COMPUCREDIT 3.625% 5/30/2025 47.750
CONGOLEUM CORP 8.625% 8/1/2008 21.003
CREDENCE SYSTEM 3.500% 5/15/2010 60.000
DECODE GENETICS 3.500% 4/15/2011 6.250
DECODE GENETICS 3.500% 4/15/2011 5.875
ENTERCOM RADIO 7.625% 3/1/2014 91.000
F-CALL02/10 5.350% 2/22/2011 99.500
F-CALL02/10 5.800% 8/22/2011 97.510
FAIRPOINT COMMUN 13.125% 4/1/2018 12.750
FAIRPOINT COMMUN 13.125% 4/2/2018 14.000
FINLAY FINE JWLY 8.375% 6/1/2012 2.000
GENERAL MOTORS 7.125% 7/15/2013 26.500
GENERAL MOTORS 7.700% 4/15/2016 25.500
GENERAL MOTORS 9.450% 11/1/2011 28.000
HAIGHTS CROSS OP 11.750% 8/15/2011 40.500
HAWAIIAN TELCOM 9.750% 5/1/2013 2.000
INDALEX HOLD 11.500% 2/1/2014 1.050
INN OF THE MOUNT 12.000% 11/15/2010 42.000
INTL LEASE FIN 3.250% 2/15/2010 99.250
INTL LEASE FIN 4.200% 2/15/2010 96.066
INTL LEASE FIN 5.050% 3/15/2010 97.000
INTL LEASE FIN 5.400% 3/15/2010 97.306
INTL LEASE FIN 7.700% 3/15/2010 96.250
LEHMAN BROS HLDG 4.375% 11/30/2010 20.000
LEHMAN BROS HLDG 4.500% 8/3/2011 16.770
LEHMAN BROS HLDG 4.700% 3/6/2013 18.300
LEHMAN BROS HLDG 4.800% 2/27/2013 18.200
LEHMAN BROS HLDG 4.800% 3/13/2014 20.000
LEHMAN BROS HLDG 5.000% 1/14/2011 19.000
LEHMAN BROS HLDG 5.000% 1/22/2013 18.636
LEHMAN BROS HLDG 5.000% 2/11/2013 18.450
LEHMAN BROS HLDG 5.000% 3/27/2013 16.508
LEHMAN BROS HLDG 5.000% 8/3/2014 17.780
LEHMAN BROS HLDG 5.000% 8/5/2015 16.000
LEHMAN BROS HLDG 5.100% 1/28/2013 18.050
LEHMAN BROS HLDG 5.150% 2/4/2015 16.010
LEHMAN BROS HLDG 5.250% 2/6/2012 20.000
LEHMAN BROS HLDG 5.250% 2/11/2015 16.000
LEHMAN BROS HLDG 5.250% 3/5/2018 18.000
LEHMAN BROS HLDG 5.500% 4/4/2016 19.000
LEHMAN BROS HLDG 5.500% 2/19/2018 17.625
LEHMAN BROS HLDG 5.550% 2/11/2018 18.400
LEHMAN BROS HLDG 5.600% 1/22/2018 18.500
LEHMAN BROS HLDG 5.625% 1/24/2013 21.750
LEHMAN BROS HLDG 5.700% 1/28/2018 17.500
LEHMAN BROS HLDG 5.750% 4/25/2011 19.000
LEHMAN BROS HLDG 5.750% 7/18/2011 18.500
LEHMAN BROS HLDG 5.750% 5/17/2013 19.000
LEHMAN BROS HLDG 5.800% 9/3/2020 15.840
LEHMAN BROS HLDG 5.875% 11/15/2017 19.500
LEHMAN BROS HLDG 6.000% 4/1/2011 17.250
LEHMAN BROS HLDG 6.000% 7/19/2012 20.625
LEHMAN BROS HLDG 6.000% 6/26/2015 17.000
LEHMAN BROS HLDG 6.000% 12/18/2015 17.000
LEHMAN BROS HLDG 6.000% 2/12/2018 18.500
LEHMAN BROS HLDG 6.200% 9/26/2014 20.506
LEHMAN BROS HLDG 6.250% 2/22/2023 17.203
LEHMAN BROS HLDG 6.500% 7/19/2017 0.200
LEHMAN BROS HLDG 6.500% 2/28/2023 16.432
LEHMAN BROS HLDG 6.625% 1/18/2012 21.125
LEHMAN BROS HLDG 6.750% 12/28/2017 0.250
LEHMAN BROS HLDG 6.800% 9/7/2032 17.125
LEHMAN BROS HLDG 6.850% 8/23/2032 17.000
LEHMAN BROS HLDG 6.875% 7/17/2037 0.200
LEHMAN BROS HLDG 6.900% 6/20/2036 16.000
LEHMAN BROS HLDG 7.000% 4/16/2019 17.000
LEHMAN BROS HLDG 7.000% 5/12/2023 17.250
LEHMAN BROS HLDG 7.000% 9/28/2037 17.330
LEHMAN BROS HLDG 7.000% 4/22/2038 16.383
LEHMAN BROS HLDG 7.100% 3/25/2038 18.500
LEHMAN BROS HLDG 7.250% 2/27/2038 18.125
LEHMAN BROS HLDG 7.250% 4/29/2038 17.515
LEHMAN BROS HLDG 7.350% 5/6/2038 17.000
LEHMAN BROS HLDG 7.500% 5/11/2038 0.400
LEHMAN BROS HLDG 7.730% 10/15/2023 15.500
LEHMAN BROS HLDG 7.875% 11/1/2009 19.000
LEHMAN BROS HLDG 7.875% 8/15/2010 20.000
LEHMAN BROS HLDG 8.000% 3/5/2022 14.000
LEHMAN BROS HLDG 8.000% 3/17/2023 16.000
LEHMAN BROS HLDG 8.500% 8/1/2015 16.750
LEHMAN BROS HLDG 8.500% 6/15/2022 15.500
LEHMAN BROS HLDG 8.750% 12/21/2021 17.000
LEHMAN BROS HLDG 8.750% 2/6/2023 17.625
LEHMAN BROS HLDG 8.800% 3/1/2015 20.500
LEHMAN BROS HLDG 8.920% 2/16/2017 20.000
LEHMAN BROS HLDG 9.000% 3/7/2023 18.250
LEHMAN BROS HLDG 9.500% 12/28/2022 17.100
LEHMAN BROS HLDG 9.500% 1/30/2023 14.500
LEHMAN BROS HLDG 9.500% 2/27/2023 16.000
LEHMAN BROS HLDG 10.000% 3/13/2023 18.875
LEHMAN BROS HLDG 10.375% 5/24/2024 18.500
LEHMAN BROS HLDG 11.000% 10/25/2017 17.625
LEHMAN BROS HLDG 11.000% 6/22/2022 18.375
LEHMAN BROS HLDG 11.000% 8/29/2022 17.250
LEHMAN BROS HLDG 11.000% 3/17/2028 16.000
LEHMAN BROS HLDG 11.500% 9/26/2022 18.125
LEHMAN BROS HLDG 18.000% 7/14/2023 18.250
LEINER HEALTH 11.000% 6/1/2012 8.375
LTX-CREDENCE 3.500% 5/15/2011 63.000
MAGNA ENTERTAINM 8.550% 6/15/2010 41.000
MAJESTIC STAR 9.500% 10/15/2010 76.000
MAJESTIC STAR 9.750% 1/15/2011 10.560
MANDALAY RESORTS 9.375% 2/15/2010 100.000
MERRILL LYNCH 2.760% 3/9/2011 99.000
METALDYNE CORP 10.000% 11/1/2013 10.000
METALDYNE CORP 11.000% 6/15/2012 7.400
MORRIS PUBLISH 7.000% 8/1/2013 32.250
NEFF CORP 10.000% 6/1/2015 12.500
NETWORK COMMUNIC 10.750% 12/1/2013 42.020
NEWPAGE CORP 10.000% 5/1/2012 50.000
NEWPAGE CORP 12.000% 5/1/2013 38.100
NORTH ATL TRADNG 9.250% 3/1/2012 36.100
PMI CAPITAL I 8.309% 2/1/2027 21.000
POPE & TALBOT 8.375% 6/1/2013 0.750
RAFAELLA APPAREL 11.250% 6/15/2011 49.750
RAIT FINANCIAL 6.875% 4/15/2027 39.791
READER'S DIGEST 9.000% 2/15/2017 0.250
REXNORD CORP 10.125% 12/15/2012 36.500
RJ TOWER CORP 12.000% 6/1/2013 1.000
ROTECH HEALTHCA 9.500% 4/1/2012 60.000
SIX FLAGS INC 9.625% 6/1/2014 29.000
SIX FLAGS INC 9.750% 4/15/2013 29.000
SPHERIS INC 11.000% 12/15/2012 11.000
STATION CASINOS 6.000% 4/1/2012 16.000
STATION CASINOS 6.500% 2/1/2014 3.100
STATION CASINOS 6.625% 3/15/2018 1.000
STATION CASINOS 7.750% 8/15/2016 17.000
THORNBURG MTG 8.000% 5/15/2013 10.000
TIMES MIRROR CO 7.250% 3/1/2013 30.000
TOUSA INC 7.500% 3/15/2011 4.000
TOUSA INC 7.500% 1/15/2015 5.125
TOUSA INC 9.000% 7/1/2010 57.000
TOUSA INC 9.000% 7/1/2010 51.550
TOUSA INC 10.375% 7/1/2012 5.250
TRIBUNE CO 4.875% 8/15/2010 30.000
TRUMP ENTERTNMNT 8.500% 6/1/2015 1.000
VERASUN ENERGY 9.375% 6/1/2017 6.625
VERENIUM CORP 5.500% 4/1/2027 49.640
VION PHARM INC 7.750% 2/15/2012 17.063
WASH MUT BANK FA 5.125% 1/15/2015 1.100
WASH MUT BANK FA 5.650% 8/15/2014 1.001
WASH MUT BANK NV 5.500% 1/15/2013 0.750
WASH MUT BANK NV 5.550% 6/16/2010 44.000
WASH MUT BANK NV 5.950% 5/20/2013 0.997
WASH MUT BANK NV 6.750% 5/20/2036 0.750
WCI COMMUNITIES 7.875% 10/1/2013 1.550
WCI COMMUNITIES 9.125% 5/1/2012 1.330
*********
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.
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re-mailing and photocopying) is strictly prohibited without prior
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not guaranteed.
The TCR subscription rate is $775 for 6 months delivered via e-
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*** End of Transmission ***