/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/100406.mbx T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, April 6, 2010, Vol. 14, No. 94 Headlines 1ST MARINER: Completes Buyout of TruPS; Equity Increases $13-Mil. AFFINITY GROUP: S&P Raises Corporate Credit Rating to 'CCC' ALLIED CAPITAL: S&P Raises Counterparty Credit Rating From 'BB+' ALLIS-CHALMERS ENERGY: S&P Gives Stable Outlook; Keeps B- Ratings AMBRILIA BIOPHARMA: Two Board Members Resign From Post AMSTED INDUSTRIES: S&P Raises Rating on Senior Loan to 'BB+' ANNA MOORE: Case Summary & 20 Largest Unsecured Creditors APRIA HEALTHCARE: Moody's Reviews 'Ba3' Corporate Family Rating ASHLAND INC: Moody's Affirms 'Ba1' Corporate Family Rating ASHLAND INC: S&P Affirms Corporate Credit Rating at 'BB+' AUTONATION INC: Moody's Assigns 'Ba2' Rating on $400 Mil. Notes AUTONATION INC: S&P Affirms 'BB+' Corporate Credit Rating BEAZER HOMES: S&P Raises Corporate Credit Rating to 'CCC+' BELDEN & BLAKE: BNP Paribas Relax Covenants Under Loan Amendment BICENT POWER: S&P Gives Negative Outlook; Affirms 'BB-' Ratings BLOCKBUSTER INC: Made $43-Mil. in Payments on 11.75% Notes BLOCKBUSTER INC: Deutsche Bank Holds 2.10% of Class A Shares BLOCKBUSTER INC: Icahn Holds 3.7% of Class A, 5.6% of B Shares BOB REESE: Files for Chapter 11 Bankruptcy Protection BROOKSIDE TECHNOLOGY: Reaches Deal with Financial Partners CABLEVISION SYSTEMS: S&P Revises Outlook to Stable CANWEST GLOBAL: Canada Court Appoints Employee Representatives CANWEST GLOBAL: 16 CMI Claims Packages Resolved CAPITAL CROSSING: Posts $12.8 Million Net Loss for 2009 CATALINA BEACH: Case Summary & 10 Largest Unsecured Creditors CATALYST PAPER: DBRS Downgrades Issuer Rating to 'CCC' CATHOLIC CHURCH: Wilmington Agrees to Rutter as Mediator CENTAUR INC: To Cut Debt to $2.5 Million Under Restructuring Plan CERIDIAN CORP: S&P Downgrades Corporate Credit Rating to 'B-' CHARTER COMMUNICATIONS: Redeems Series A 15% Payment-in-Kind Stock CHARTER COMMUNICATIONS: Moody's Puts 'Ba2' Rating on Senior Loan CHARTER COMMUNICATIONS: Stock Redemption Won't Move Moody's Rating CHS/COMMUNITY HEALTH: Moody's Affirms 'B1' Corporate Family Rating CITIGROUP MORTGAGE TRUST: DBRS Rates Class 1A3 at 'C' COLT DEFENSE: Moody's Reviews 'B1' Corporate Family Rating COLT DEFENSE: S&P Affirms Corporate Credit Rating at 'B+' COMMERCIAL VEHICLE: S&P Gives Neg. Outlook; Keeps 'CCC+' Rating COMMONWEALTH BIOTECHNOLOGIES: Posts $2.4-Mil. Net Loss for 2009 COMVEST LTD: Files for Chapter 11 Bankruptcy in West Virginia COOPER TIRE: S&P Puts 'B' Corp. Rating on CreditWatch Positive CORNERSTONE BANCSHARES: Hazlett Lewis Raises Going Concern Doubt CORROZI-FOUNTAINVIEW: Voluntary Chapter 11 Case Summary DAYTON SUPERIOR: Inks Sale Agreement with Hohmann & Barnard DEEP MARINE: Seeks to Sell Assets to Emerge Bankruptcy DYLAN JAMES: Case Summary & 19 Largest Unsecured Creditors DYNAMIC BUILDERS: Seeks Chapter 11 Protection in California DYNAMIC BUILDERS: Case Summary & 20 Largest Unsecured Creditors ECHO THERAPEUTICS: Wolf & Company Raises Going Concern Doubt ECOSPHERE TECHNOLOGIES: Posts $19.1 Million Net Loss for 2009 EF JOHNSON: Grant Thornton Raises Going Concern Doubt EFRAIN BETANCOURT: Case Summary & 3 Largest Unsecured Creditors EIGEN INC: Files for Chapter 11 Bankruptcy in Delaware ELECTRICAL COMPONENTS: Moody's Downgrades Default Rating to 'D' ELECTRICAL COMPONENTS: S&P Cuts Corp. Credit Rating to 'D' EP MANAGEMENT: Moody's Confirms 'B2' Corporate Family Rating ERICKSON RETIREMENT: Files Omnibus Claims Objections ERICKSON RETIREMENT: PNC Sues Strategic for Breach of Pact ERICKSON RETIREMENT: Capmark Wants Lift Stay for Funds Release ERNIE LEE JACOBSEN: Can Sell Certain Real Property for $900,000 EVIDENT TECHNOLOGIES: Albany Federal Court Approves Exit Plan FERRELLGAS PARTNERS: Moody's Puts 'B2' Rating on $280 Mil. Notes FERRELLGAS PARTNERS: S&P Assigns 'B-' Rating on $280 Mil. Notes FERRELLGAS PARTNERS: S&P Assigns 'B-' Rating on $285 Mil. Notes FIDELITY PROPERTIES: Case Summary & 2 Largest Unsecured Creditors FLYING J: Big West Can Sell All Assets to Paramount Petroleum FORBES MEDI-TECH: Swings to C$126,600 Profit in 2009 FORD MOTOR COMPANY: DBRS Upgrades Issuer Rating to 'B' FRANK J GOMES: To Increase Herd to Fund the Reorganization Plan FRENCH BROAD: Files for Bankruptcy to Negotiate With Banks FRONTERA COPPER: Delays Filing of Financials in Canada GEMS TV (USA): Seeks Bankruptcy Protection to Sell Assets GENERAL GROWTH: Taberna Wants to Trade In Covered Claims GENERAL GROWTH: Names Debra Cafaro as Board Member GERMANTOWN SETTLEMENT: Files for Chapter 11 Bankruptcy Protection GRANT FOREST: Files Chapter 15 Petition in Delaware GRANT FOREST: Chapter 15 Case Summary GRAY TELEVISION: Amendment Won't Affect Moody's 'Caa1' Rating HARRISBURG, PENNSYLVANIA: Acting Business Manager Casey Quits HARRY COLEMAN: Case Summary & 3 Largest Unsecured Creditors HINES REALTY: Voluntary Chapter 11 Case Summary INTERNATIONAL COAL: Unveils Purchase Price for 9% Notes Tender J CREW: S&P Raises Corporate Credit Rating to 'BB+' From 'BB-' JACOBS ENTERTAINMENT: S&P Gives Stable Outlook; Keeps 'B-' Rating JAMES JACKAL: Stephen Hutzelman Approved as Debtor's Counsel JOE MEIJA: Case Summary & 14 Largest Unsecured Creditors K-V PHARMACEUTICALS: Cuts 42% of Workforce to Lower Costs KREUNEN DEVELOPMENT: Voluntary Chapter 11 Case Summary LAKE AT LAS VEGAS: Wins Nod of Plan Outline; Plan Hearing in June LANDMARK VALLEY: Can Sell Woodland Ridge Property MARKET DEVELOPMENT: Voluntary Chapter 11 Case Summary MANTECH INTERNATIONAL: Moody's Assigns 'Ba1' Default Rating MAPCO EXPRESS: S&P Withdraws 'B' Corporate Credit Rating MDRNA INC: KPMG Included Going Concern Clause in 10-K MEGA BRANDS: S&P Downgrades Corporate Credit Rating to 'D' MERCURY RISING: Case Summary & 20 Largest Unsecured Creditors MERITAGE HOMES: Moody's Affirms Corporate Family Rating at 'B1' MESA AIR: Delta Files Complaint Against Mesa & Freedom Airlines MESA AIR: Delta Air Asserts $25,000,000 Claim MESA AIR: AAR Corp. Wants to Trade in 3,000,000 Shares MIDWEST BANC: Capital Raise Required by May 13; Bankruptcy Warning MIDWEST BANC: Posts $242.7 Million Net Loss for 2009 MIDWEST BANC: Financial & Investment No Longer Holds Preferreds MIDWEST BANC: PwC Raises Going Concern Doubt MOODY NATIONAL: Court Sets Case Dismissal Hearing for May 11 MORRIS PUBLISHING: Delays Filing of 2009 Annual Report MOUNTAIN PROVINCE: Posts C$1.5-Mil. Loss in 9-Months Ended Dec. 31 NATIONAL SEMICONDUCTOR: S&P Gives Pos. Outlook; Keeps 'BB+' Rating NEPHROS INC: Posts $2.0 Million Net Loss for 2009 NEXCEN BRANDS: Trigger Date Under BTMUCC Loan Moved to April 30 NEXMED INC: Posts $32 Million Net Loss for 2009 NIELSEN COMPANY: Moody's Shifts Outlook on 'B2' Rating to Positive NORANDA ALUMINUM: Delays IPO of $250,000,000 Shares NORTHCORE TECHNOLOGIES: KPMG LLP Raises Going Concern Doubt NOVADEL PHARMA: Posts $7.6 Million Net Loss for 2009 OMNICOMM SYSTEMS: Greenberg & Company Raises Going Concern Doubt OPTIMAL GROUP: KPMG LLP Raises Going Concern Doubt ORANGE COUNTY: Cash Collateral Hearing Continued to April 13 ORANGE GROVE SERVICE: Case Summary & 8 Largest Unsecured Creditors ORE PHARMACEUTICALS: Ernst & Young Raises Going Concern Doubt OXFORD INDUSTRIES: 2009 Results Won't Affect Moody's 'B1' Rating PACIFIC ETHANOL: Net Loss Widens to $308.705 Million for 2009 PACIFIC ETHANOL: Socius CG II Holds 9.0% of Common Stock PACIFIC ETHANOL: To Hold 2010 Annual Meeting on May 20 PALI HOLDINGS: Botched Sale of Brokerage Firm Cues Bankruptcy PCAA PARENT: To Liquidate Assets and to Pay Claims from Trust PECANS OF QUEEN: Unsecureds to Recover Claims in 5 Years PENN TRAFFIC: Court Fixes April 30 as Claims Bar Date PENSKE AUTOMOTIVE: S&P Gives Stable Outlook; Affirms 'B+' Rating PENTON BUSINESS: S&P Raises Corporate Credit Rating to 'CCC+' PETER CAPONE: Files List of 20 Largest Unsecured Creditors PETER CAPONE: Files Schedules of Assets and Liabilities PETROFLOW ENERGY: Says "No Assurance" to Continue as Going Concern PHILADELPHIA NEWSPAPERS: Seeks August 23 Extension of Exclusivity PHILADELPHIA NEWSPAPERS: Lenders' Support Bid Rejected by Court PHONETIME INC: Delays Filing of Annual Financial Statements PITZER'S TOWNHOUSE: Has $40K Offer for Business & Liquor License POWER EFFICIENCY: Posts $4.2 Million Net Loss for 2009 PREFERRED PROPERTIES: Case Summary & 9 Largest Unsecured Creditors PRESSTEK INC: Kellogg and IAT Reinsurance Hold 25.6% of Shares PRIME GROUP: Delays Filing of 2009 Form 10-K Report PROVIDENCE SERVICE: Moody's Affirms 'B2' Corporate Family Rating RADIENT PHARMACEUTICALS: Expects Net Loss to Widen in 2009 RADIENT PHARMACEUTICALS: Obtains $925,000 Financing From ISP RAFAELLA APPAREL: S&P Affirms Corporate Credit Rating at 'CC' RAMON BONIN: Case Summary & 13 Largest Unsecured Creditors RAMSEY HOLDINGS: Unsecureds will Recover 90% in Installments RECREATIONAL ACREAGE: Case Summary & 3 Largest Unsecured Creditors REFCO INC: Ordered to Pay Cantor Fitzgerald More Than $11.2MM REFLECT SCIENTIFIC: Mantyla McReynolds Raises Going Concern Doubt REGENERX BIOPHARMACEUTICALS: Discloses Going Concern Qualification REGENT COMMUNICATIONS: Posts $44MM Net Loss for Year Ended Dec. 31 REGGIE PINK: Files for Chapter 11 Bankruptcy in New York REMEDIAL (CYPRUS): Files Schedules of Assets and Liabilities RESPONSE BIOMEDICAL: Posts C$9.5 Million Net Loss for 2009 RHODES COMPANIES: First Lien Lenders' Chapter 11 Plan Confirmed RICHARD BRUNSMAN: Asks for Court's Nod to Use Cash Collateral RICHARD BRUNSMAN: Sec. 341(a) Meeting Scheduled for April 19 RICHARD BRUNSMAN: US Trustee Blocks Appointment of S&H as Counsel RICHARD BRUNSMAN: U.S. Trustee Wants Ch. 11 Trustee or Conversion RIVIERA HOLDINGS: DE Shaw Laminar Holds 1.3% of Common Stock RIVIERA HOLDINGS: Wayzata Holds 8.0% of Common Stock RTL-WESTCAN LIMITED: DBRS Assigns Issuer Rating of 'B' RUM RIVER: Case Summary & 20 Largest Unsecured Creditors RYLAND GROUP: Annual Stockholders' Meeting on April 28 RYLAND GROUP: Commences Cash Tender Offer for $225-Mil of Notes SARATOGA RESOURCES: Reaches Settlement with Principal Lenders SARGENT RANCH: U.S. Trustee Unable to Form Creditors Committee SAVANNAH GATEWAY: Unsecureds to Get 20% of Parcel Sale Proceeds SECURUS HOLDINGS: S&P Assigns Corporate Credit Rating 'B' SECURUS TECHNOLOGIES: Moody's Assigns 'B1' Rating on Senior Loan SEKOU FRANK: Case Summary & 3 Largest Unsecured Creditors SEMGROUP LP: Creditors Move to Claw Back Private-Equity Payout SKINNY NUTRITIONAL: Marcum LLP Raises Going Concern Doubt SOCKET MOBILE: Moss Adams Raises Going Concern Doubt SOUTH BAY EXPRESSWAY: Gets Nod to Pay Insurance Obligation SOUTH BAY EXPRESSWAY: Gets Nod to Use Cash Collateral SOUTH BAY EXPRESSWAY: Has OK to Keep Customer Programs SPANSION INC: Says It's Nearing Plan Confirmation SPEEDUS CORP: Amper Plitziner Raises Going Concern Doubt SPRINT NEXTEL: Mulls Stock Option Exchange Program for Employees SQUIRES MOTEL: Foreclosure Sale Mooted Order Dismissing Case STANFORD INT'L: Owner's Knighthood Officially Revoked SRKO FAMILY: Files Schedules of Assets and Liabilities STAAR SURGICAL: Parallax Settlement May Lift Going Concern Doubt STANFORD INT'L: Panamanian Asset Sale Yields US$14.2 Million STANFORD INT'L: Owner Sued by American Express Over Card Debt STARCO VENTURES: Court Dismisses Chapter 11 Reorganization Case STORAGE STATION: Voluntary Chapter 11 Case Summary SUCCESSOR BORROWER: Debtor's Counsel Must Waive Security Interest SUNESIS PHARMACEUTICALS: Receives Nasdaq Deficiency Letter SUNESIS PHARMACEUTICALS: Recurring Losses Cue Going Concern Doubt SUNRISE SENIOR: Annual Stockholders' Meeting on May 4 SUNRISE SENIOR: Fidelity, FMR Holds 14.830% of Common Stock SUNRISE SENIOR: Files Financial Results for 4 Ventures SYMONS FROZEN: Extended Payment Terms Nixed PACA Trust Claim SYNERGY INT'L: Case Summary & 20 Largest Unsecured Creditors TABLOTS INC: Further Extends Offer to Exchange Warrant for Shares TBS INTERNATIONAL: Gets Waiver from Lenders until April 30 TC GLOBAL: Tom O'Keefe to Step Down as Chairman Effective June 30 TELOGY LLC: Gets Final OK to Access BoNY's Cash Collateral TIB FINANCIAL: Crowe Horwath Raises Going Concern Doubt TIERRA VERDE: Wants Access to Encore Bank's Cash Collateral TIERRA VERDE: Has Until April 19 to File Chapter 11 Plan TIMOTHY J O'BRIEN: Case Summary & 3 Largest Unsecured Creditors TLC VISION: Posts $27.3 Million Net Loss in 2009 TLC VISION: Wells Fargo OK'd to File Proofs of Claim for Lenders TRIDENT RESOURCES: US Gov't Wants Say in Oil & Gas Lease Decisions TRONOX INC: Fraud Claims Preserved In Tronox Spinoff Fight UNIGENE LABORATORIES: Victory Park Holds 9.4% of Common Stock UNITED WESTERN: Defers Payments on Trust Preferred Securities VAREL FUNDING: S&P Gives Developing Outlook; Affirms 'CCC+' Rating VICTORY HOME: Tough Market Blamed for Bankruptcy Filing VIEW SYSTEMS: Larry O'Donnell Raises Going Concern Doubt WABASH NATIONAL: Annual Stockholders' Meeting on May 13 WAYTRONX INC: Posts $4.2 Million Net Loss for 2009 WEST HAWK: Has Until April 19 to File Plan of Reorganization WEST VALLEY: Case Summary & 20 Largest Unsecured Creditors WESTERN WIND: Posts C$5.0 Million Net Loss for 2009 WESTFALL TOWNSHIP: Chapter 9 Plan Declared Effective March 16 WESTLAND DEVCO: Files for Chapter 11 in Delaware WESTPOINT STEVENS: Door Reopens for Icahn in $700M Sale WISH I LLC: Case Summary & 20 Largest Unsecured Creditors WIZZARD SOFTWARE: Posts $6.5 Million Net Loss for 2009 WOLVERINE TUBE: Cancels Registration of Common Stock WORLDGATE COMMS: Dec. 31 Balance Sheet Upside-Down by $2.0 Million WURZGBURG INC: Gets Temporary Injunction Against Two Accountants XERIUM TECHNOLOGIES: Court Okays $80 Million DIP Credit Facility YUKON-NEVADA GOLD: KPMG LLP Raises Going Concern Doubt * Corporate Bankruptcies Jump by More Than 20% in March 2010 * FDIC Sells $490-Mil. in Loans From Failed Banks to Roundpoint * Sean Scott Earns Spot on Law360's Lawyers Under 40 to Watch * Shai Waisman Earns Spot on Law360's Lawyers Under 40 to Watch * Williams Named as One of Law360's Bankruptcy Lawyers to Watch * Large Companies with Insolvent Balance Sheets ********* 1ST MARINER: Completes Buyout of TruPS; Equity Increases $13-Mil. ----------------------------------------------------------------- First Mariner Bancorp said Friday it is has completed the acquisition of outstanding trust preferred debt securities with an aggregate liquidation amount of $20.0 million in exchange for common stock valued at $2.0 million and a warrant to acquire common stock. The transaction was concluded with the Company's Chairman of the Board and Chief Executive Officer, Edwin F. Hale, Sr., after having been approved by stockholders at the Company's March 19, 2010 special meeting. First Mariner issued a total of 1,626,016 shares of common stock, which was determined by dividing $2.0 million by $1.23, the average daily closing price of the common stock over the 20 trading days prior to the closing of the transaction. The Company also issued a warrant to purchase 325,203 shares of common stock. Mr. Hale commented, "The completed transaction provides multiple benefits to the Company by canceling $20.0 million of debt and increasing our equity and moves us forward in meeting our consolidated capital ratio requirements. This exchange will also improve tangible common equity as a percentage of assets, utilize a significant level of our deferred tax assets, and improve our debt to equity ratio. All of these positive effects will happen without diluting the book value per share of existing shares." The exchange increases the holding company's consolidated capital by approximately $13 million. The exchange will increase the book value per common share by approximately $0.80. As of December 31, 2009, the Company's book value per common share was $4.18. Nasdaq Delinquency Notice On December 10, 2009, the Company received two letters from The NASDAQ Stock Market providing notice that it had not maintained the continued listing standards for the minimum market value of publicly held shares of $5 million and a minimum bid price of $1.00. NASDAQ notified the Company that for 30 consecutive business days, the Company's common stock had not maintained a minimum MVPHS of $5 million as required for continued inclusion on The Nasdaq Global Market by Listing Rule 5450(b)(1)(c). NASDAQ has provided the Company 90 calendar days, or until March 10, 2010, to regain compliance with this rule. This notification has no effect on the listing of the Company's securities at this time. The Company can achieve compliance with this rule if the MVPHS is at least $5 million for a minimum of 10 consecutive business days at any time before March 10, 2010. If the Company does not regain compliance by March 10, 2010, it may apply for a transfer of its securities to the NASDAQ Capital Market, which has a MVPHS requirement of $1 million. As of the date of this release, the Company's MVPHS was approximately $5.2 million. Additionally, NASDAQ notified the Company that for 30 consecutive business days, the Company's common stock had not maintained a minimum bid price of $1.00 per share as required for continued inclusion on The Nasdaq Global Market by Listing Rule 5450(a)(1). NASDAQ has provided the Company 180 calendar days, or until June 8, 2010, to regain compliance with this rule. This notification has no effect on the listing of the Company's securities at this time. The Company will be in compliance with this rule if the bid price of the Company's common stock closes at $1.00 or more for a minimum of 10 consecutive business days at any time before June 8, 2010. If the Company does not meet the minimum bid requirement by June 8, 2010 but would otherwise meet all NASDAQ Capital Market initial inclusion requirements except bid price, the Company could apply to be listed on the NASDAQ Capital Market and the Company would have 180 additional days to regain compliance with the $1.00 minimum bid price requirement, which the Company would regain if the bid price of the Company's common stock closes at $1.00 per share or higher for a minimum of 10 consecutive business days. If the Company is unable to regain compliance with these continued listing standards or transfer its securities to the NASDAQ Capital Market, the Company's securities will be delisted. At that time, the Company may appeal the delisting determination to a Listings Qualifications Panel. About 1st Mariner Bancorp Based in Baltimore, Maryland, First Mariner Bancorp (Nasdaq: FMAR), is the parent company of 1st Mariner Bank, which operates 23 community oriented branches throughout central Maryland, as well as portions of the eastern shore. 1st Mariner Bank also has one branch in Pennsylvania. 1st Mariner Mortgage, a division of 1st Mariner Bank, engages in mortgage-banking activities, providing mortgage loans and associated products to customers and selling most of those mortgage loans into the secondary market. First Mariner Mortgage currently operates offices in Maryland, Virginia, Delaware and North Carolina. AFFINITY GROUP: S&P Raises Corporate Credit Rating to 'CCC' ----------------------------------------------------------- Standard & Poor's Ratings Services said it raised its ratings on Ventura, Calif.-based direct marketing company Affinity Group Holding Inc. and its operating subsidiary Affinity Group Inc. S&P raised its corporate credit rating on the company to 'CCC' from 'D' and raised its issue-level rating on AGHI's 10.875% senior notes due 2012 to 'CC' (two notches lower than the 'CCC' corporate credit rating on the company) from 'D'. The recovery rating on this debt remains unchanged at '6', indicating S&P's expectation of negligible (0%-10%) recovery in the event of a payment default. In addition, S&P raised its issue-level rating on Affinity Group Inc.'s (AGI) 9% senior subordinated notes due 2012 to 'CC' (two notches lower than the 'CCC' corporate credit rating on the company) from 'C'. S&P revised the recovery rating on this debt to '6' from '5'. The revision of the recovery rating on the 9% senior subordinated notes due 2012 reflects the increase in secured debt following the refinancing of its credit agreement and the company entering into a new asset-based revolving credit facility. The recovery rating of '6' indicates S&P's expectation of negligible (0%-10%) recovery in the event of a payment default. "The 'CCC' corporate rating reflects the company's thin liquidity, modest EBITDA coverage of interest, and declining operating performance," said Standard & Poor's credit analyst Tulip Lim. It also reflects S&P's concern that the company's margin of compliance with covenants could diminish this year, that discretionary cash flow may be weak in 2010, and that the company may not be able to absorb the cost of an amendment, should it require covenant relief. ALLIED CAPITAL: S&P Raises Counterparty Credit Rating From 'BB+' ---------------------------------------------------------------- Standard & Poor's Ratings Services' said that it raised its counterparty credit rating on Allied Capital Corp. to 'BBB' from 'BB+', then subsequently withdrew the rating upon the completion of its acquisition by Ares Capital Corp. S&P has also raised its rating on Allied's senior unsecured debt to 'BBB' from 'BB'; going forward, S&P will rate this debt under Ares. The withdrawal of S&P's CCR on Allied follows the closing of its acquisition on April 1, 2010, by Ares. Ares will retain its name, and the combined entity will be headquartered in New York City. S&P expects the combined entity to continue to deleverage its balance sheet and rebalance its portfolio mix toward Ares's traditional, higher-yielding cash-generating securities. ALLIS-CHALMERS ENERGY: S&P Gives Stable Outlook; Keeps B- Ratings ----------------------------------------------------------------- Standard & Poor's Ratings Services revised its outlook on oilfield services provider Allis-Chalmers Energy Inc. to stable from negative. At the same time, S&P affirmed the 'B-' corporate credit rating. S&P also affirmed the 'B-' issue-level ratings on the company's $255 million 9% senior notes due 2014 and the $250 million 8.5% senior notes due 2017. The recovery ratings remain unchanged at '4', reflecting S&P's expectation of average (30% to 50%) recovery in the event of default. "The change in outlook is due to S&P's expectations that conditions in the oilfield services sector have improved, albeit tenuous, and that Allis-Chalmers' financial performance will likely strengthen over the course of 2010," said Standard & Poor's credit analyst Patrick Lee. Also, the company faces a decreased threat of violating its financial covenants as a result of recent amendments to its credit facility. The ratings on Allis-Chalmers Energy Inc. reflect the company's position as an oilfield services provider operating in a highly cyclical and competitive industry, weak near-term industry outlook, and high debt leverage. The ratings also incorporate the company's geographic and product diversification and its adequate liquidity. Demand for oilfield services is highly sensitive to commodity price expectations, the basin-level economics of producers, well counts, and upstream capital spending levels. Although commodity prices and the rig count are well off their highs from mid-2008, prices appear to have stabilized to some extent and there are even early signs of growth. The domestic rig count, which saw a precipitous drop from late 2008 to mid-2009, has gradually increased over the past nine months. The stable outlook reflects S&P's expectation that Allis-Chalmers will see improved performance in 2010 in a stabilizing oilfield services market and that the probability of financial covenant violations will decrease. A negative rating action may result if liquidity materially worsens or if the company expects to violate its covenants. Significant improvement in the oilfield services sector plus better operating and financial performance in the next few quarters, permitting substantial deleveraging of the balance sheet, may spur a positive rating action. AMBRILIA BIOPHARMA: Two Board Members Resign From Post ------------------------------------------------------ Ambrilia Biopharma Inc. disclosed in a press release that Mr. Luc Tanguay and Dr. Jean-Paul St. Pierre have resigned as members of its Board of Directors, effective immediately. Mr. Frederic Porte, Chairman of the Board of Directors of Ambrilia stated "On behalf of the Board, I wish to thank Luc and Jean-Paul for their significant contributions to Ambrilia since they joined the Board in 2006 and 2007, respectively." Ambrilia also notes in the release that any recovery for creditors and other stakeholders, including shareholders, is uncertain and is highly dependent upon a number of factors, including the outcome of Ambrilia proceedings under the Companies' Creditors Arrangement Act (Canada). Ambrilia Biopharma Inc. (CA:AMB 0.03, 0.00, 0.00%) is a biotechnology company focused on the discovery and development of novel treatments for viral diseases and cancer. The Company's strategy aims to capitalize on its broad portfolio and original expertise in virology. Ambrilia's product portfolio is comprised of oncology and antiviral assets, including two new formulations of existing peptides for cancer treatment, a targeted delivery technology for cancer, an HIV protease inhibitor program as well as HIV integrase and entry inhibitors, Hepatitis C virus inhibitors and anti-Influenza A compounds. Ambrilia's head office, research and development and manufacturing facilities are located in Montreal. For more information, please visit the Company's web site: www.ambrilia.com. The Company is currently subject to court protection under the Companies' Creditors Arrangement Act (Canada) ("CCAA"). AMSTED INDUSTRIES: S&P Raises Rating on Senior Loan to 'BB+' ------------------------------------------------------------ Standard & Poor's Ratings Services said it revised its recovery rating on Chicago-based Amsted Industries Inc.'s senior secured revolving credit facility to '1', indicating S&P's expectation of very high (90% to 100%) recovery for lenders in a payment default scenario, from '2'. In addition, S&P raised its issue-level rating on the revolving facility to 'BB+' (two notches higher than the 'BB-' corporate credit rating) from 'BB', in accordance with S&P's notching criteria for a '1' recovery rating. S&P also removed the issue-level rating on Amsted's senior secured revolving credit facility from CreditWatch, where S&P placed it with positive implications on March 8, 2010. The ratings on Amsted reflect the company's fair business risk profile, although the company's aggressive financial risk profile more than offsets this. The cyclical nature of its markets, as well as its obligations related to its employee stock ownership plan redemptions, somewhat constrain credit quality. "While S&P expects the company's end markets to remain weak in 2010, Amsted's strong positions in its end markets are likely to enable it to continue generating positive cash flow from operations," said Standard & Poor's credit analyst Robyn Shapiro. However, the expected annual ESOP redemptions will limit cash generation for debt reduction. "S&P could take a negative rating action if a worse-than-expected downturn in the company's end markets causes financial covenant compliance to become a concern," she continued. The sizable ESOP obligation limits the potential for Standard & Poor's to raise the ratings. Ratings List Amsted Industries Inc. Corporate Credit Rating BB-/Stable/-- Upgraded; CreditWatch Action Amsted Industries Inc. To From -- ---- Senior Secured BB+ BB/Watch Pos Recovery Rating 1 2 Ratings Affirmed Amsted Industries Inc. Senior Unsecured BB- Recovery Rating 4 Not Rated Action Amsted Industries Inc. Senior Secured To From -- ---- US$225 mil term loan B bank ln NR BB Recovery Rating NR 2 US$200 mil delayed draw term loan B NR BB Recovery Rating NR 2 ANNA MOORE: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Anna Marie Moore 5124 Dawn View Place Los Angeles, CA 90043-2007 Bankruptcy Case No.: 10-22260 Chapter 11 Petition Date: March 31, 2010 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judge: Samuel L. Bufford Debtor's Counsel: Thomas P. Giordano, Esq. Law Office of Thomas P. Giordano 500 N. State College Blvd., Suite 530 Orange, CA 92868 Tel: (714) 912-7835 Fax: (714) 627-4334 E-mail: djackson.law@hotmail.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/cacb10-22260.pdf The petition was signed by Anna Marie Moore. APRIA HEALTHCARE: Moody's Reviews 'Ba3' Corporate Family Rating --------------------------------------------------------------- Moody's Investors Service placed the ratings of Apria Healthcare Group Inc., including the Corporate Family Rating and Probability of Default Rating of Ba3 under review for possible downgrade. The ratings review follows the announcement that the company is pursuing a consent agreement from its current lenders (both in the ABL facility and the A-1 and A-2 notes) to fund a one-time distribution in an amount up to $500 million to its equity holders. If approved by lenders, Moody's understand the distribution would be funded by a new unsecured notes offering as well as balance sheet cash. Moody's rating review will focus primarily on the ultimate change to the capital structure, if any, that occurs if lenders agree to the provisions of the consent solicitation. The company would need approval from a majority of shareholders to amend the indenture. If the company were to move forward with the dividend and notes offering, Moody's would consider pro forma financial metrics (including leverage, interest coverage and free cash flow to debt) as well as pro forma liquidity following the transaction. Moody's would also take into consideration progress the company has made since its October 2008 leveraged buy-out to restructure its operations and cut costs. Further Moody's would consider the outlook for the regulatory and reimbursement environment over the next several years, which appears to be more benign than at the time of the LBO. Based on the information provided in the consent solicitation, Moody's do not expect the Corporate Family Rating to be downgraded by more than one notch. Changes to the instrument ratings will depend on the application of the Loss Given Default methodology and the extent to which new junior debt provides increased first- loss cushion below the existing A-1 and A-2 notes. Moody's placed these ratings under review for possible downgrade: Apria Healthcare Group * Ba2 (LGD3, 35%) on the $700 million A-1 notes due 2014; * B1 (LGD5, 81%) on the $317.5 million A-2 notes due 2014; * Ba3 Corporate Family Rating; and * Ba3 Probability of Default Rating. The last rating action was on May 14, 2009, when Moody's assigned ratings to the company's A-1 and A-2 notes. Apria'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 Apria's core industry and Apria's ratings are believed to be comparable to those other issuers of similar credit risk. Apria Healthcare Group Inc., headquartered in Lake Forest, CA, provides respiratory therapy (49% of revenues including sleep apnea revenues), home infusion and enteral nutrition (44%) and home medical equipment (7%) through approximately 500 locations serving patients in all 50 states Revenues for the twelve months ended December 31, 2009, approximated $2.1 billion. ASHLAND INC: Moody's Affirms 'Ba1' Corporate Family Rating ---------------------------------------------------------- Moody's Investors Service assigned Baa2 ratings to Ashland Inc.'s (Ashland) new $300 million Term Loan A due 2014 and $550 million Revolving Credit Facility due 2014 and affirmed its Ba1 Corporate Family Rating. Ashland used the proceeds of the new $300 million Term Loan A due 2014 and its upsized $350 million accounts receivable securitization program to refinanced its revolving term loans. The new $550 million revolver, which is used for letters of credit, is undrawn. The ratings on all of the existing rated debt (with the exception of the 6.50% junior subordinated debentures due 2029) were upgraded one notch following the refinancing as a result of Ashland's capital structure having less senior secured debt. The ratings outlook is stable. The rating actions are summarized below. Ashland Inc. Ratings affirmed * Corporate Family Rating -- Ba1 * Probability of Default Rating - Ba1 Ratings assigned * $550mm sr sec revolving credit facility due 2014 -- Baa2 (LGD2, 15%) * $300mm sr sec term loan A due 2014 -- Baa2 (LGD2, 15%) Ratings upgraded * Senior Unsecured Medium-Term Note Program - Ba1 (from Ba2) * 7.72% Senior Unsecured Medium Term Notes due 07/15/2013 - Ba1 (LGD4, 62%) from Ba2 (LGD4, 66%) * 8.38% Senior Unsecured Medium Term Notes due 04/01/2015 - Ba1 (LGD4, 62%) from Ba2 (LGD4, 66%) * 8.8% Senior Unsecured Debentures due 11/15/2012 - Ba1 (LGD4, 62%) from Ba2 (LGD4, 66%) * $650mm Senior Unsecured Notes due 2017 - Ba1 (LGD4, 62%) from Ba2 (LGD4, 66%) Ratings to be withdrawn * $400mm sr sec revolving credit facility due 2013 -- WR from Baa3 (LGD2, 20%) * $400mm sr sec term loan A due 2013 -- WR from Baa3 (LGD2, 20%) * $850mm sr sec term loan B due 2015 -- WR from Baa3 (LGD2, 20%) Hercules Incorporated Ratings upgraded * 6.60% Notes due 2027 - Baa2 (LGD2, 15%) from Baa3 (LGD2, 20%) Ratings affirmed * 6.50% Jr sub debentures due 2029 - Ba2 (LGD6, 94%) * Ratings outlook: Stable Moody's most recent rating action for Ashland was on March 17, 2010, when the CFR was upgraded to Ba1 from Ba2. Ashland, headquartered in Covington, Kentucky, is a manufacturer of specialty chemicals (with a focus on performance materials and water technologies), a distributor of chemicals and plastics, and, through its Valvoline brand, a marketer of premium-branded automotive and commercial lubricants. On November 13, 2008, Ashland acquired Hercules, a leading global supplier of specialty chemicals and related services for the paper, paint, consumer products, construction materials and energy markets, in a transaction valued at $3.4 billion. Ashland had revenue of $8.2 billion for the twelve months ended December 31, 2009 ($2.9 billion of revenue was from its distribution business). ASHLAND INC: S&P Affirms Corporate Credit Rating at 'BB+' --------------------------------------------------------- Standard & Poor's Ratings Services said that it assigned its 'BBB' senior secured debt rating and a recovery rating of '1' to Ashland Inc.'s $550 million revolving credit facility and $300 million term loan maturing in 2014. These ratings indicate S&P's expectation of very high (90% to 100%) recovery for senior secured lenders in the event of a payment default. At the same time, S&P withdrew its ratings on the company's former senior secured revolving credit facility and term loans. All other ratings on Ashland, including the 'BB+' corporate credit rating, are unchanged. The outlook is stable. Standard & Poor's has updated its recovery analysis on Ashland. The ratings on Ashland reflect its satisfactory business risk profile as a diversified chemicals company and its significant financial risk profile. Ratings List Ashland Inc. Corporate credit rating BB+/Stable/-- New Ratings $550 million revolving credit facility BBB Recovery rating 1 $300 million term loan maturing in 2014 BBB Recovery rating 1 Ratings Withdrawn To From -- ---- Senior secured NR BBB Recovery rating NR 1 AUTONATION INC: Moody's Assigns 'Ba2' Rating on $400 Mil. Notes --------------------------------------------------------------- Moody's Investors Service assigned a Ba2 rating to AutoNation, Inc.'s proposed $400 million senior unsecured note issue. The company's existing ratings were affirmed. AutoNation has a Ba1 Corporate Family Rating, Ba1 Probability of Default Rating, stable outlook, and SGL-2 Speculative Grade Liquidity rating. The new notes will be utilized to fund the tender for $146 million in floating rate notes and $133 million of 7% notes, as well as repay a portion of the existing term loan. AutoNation's Ba1 rating and stable outlook reflect its position as the largest auto retailer in the U.S and its good liquidity profile. Key rating concerns include the difficult macroeconomic- driven sales environment, AutoNation's relatively high 32% concentration of domestic vehicles in its sales mix, and its regional concentrations in economically-challenged California and Florida. "AutoNation continues to successfully navigate a difficult new car sales environment, and this new bond issue will improve financial flexibility by creating a more manageable maturity profile," stated Moody's Senior Analyst Charlie O'Shea. "However, while the proposed transaction extends the company's debt maturity profile, it's leverage neutral. As a result, it won't have an impact on the company's credit metrics which Moody's believe are solid for the current rating. Separately, the company announced that it is pursuing an amendment and extension of its existing bank credit facilities which could nominally enhance AutoNation's liquidity profile upon completion." New rating assigned: * $400 million senior unsecured notes due 2018 at Ba2 (LGD 5, 82%) Ratings affirmed and LGD point estimates adjusted include: * Corporate Family Rating at Ba1 * Probability of Default Rating at Ba1 * $700 million senior unsecured revolver due 2012 at Ba2 (LGD 5, 82% from LGD 5, 83%) * $600 million senior unsecured term loan due 2012 at Ba2 (LGD 5, 82% from LGD 5 83%) * Speculative Grade Liquidity rating at SGL-2 Ratings affirmed and to be withdrawn upon successful tender and repayment following closing and funding of the proposed $400 million issue: * $133 million senior unsecured notes due 2014 at Ba2 (LGD 5, 82% from LGD 5, 83%) * $146 million senior unsecured notes due 2013 at Ba2 (LGD 5, 82% from LGD 5, 83%) The last rating action for AutoNation, Inc., was the December 4, 2009 affirmation of the Ba1 Corporate Family and Probability of Default ratings, affirmation of the Ba2 senior unsecured revolver, term loan, and note ratings, the downgrade to SGL-2 of the speculative grade liquidity rating, and change in outlook to stable from negative. AutoNation, Inc., is the largest dedicated retailer of automobiles with annual revenues of around $11 billion. AUTONATION INC: S&P Affirms 'BB+' Corporate Credit Rating --------------------------------------------------------- Standard & Poor's Ratings Services said it has affirmed its 'BB+' corporate credit and other ratings on Fort Lauderdale, Florida- based AutoNation Inc. At the same time, S&P assigned its 'BB+' issue rating to the company's proposed $400 million senior note offering and assigned this debt a recovery rating of '4', reflecting S&P's expectation that lenders would receive average (30% to 50%) recovery of principal in a default scenario. The company expects to use the proceeds from the offering to fund the tender for all of its $146 million, floating-rate senior notes due 2013 and its $132.6 million in 7% senior notes due 2014, and pay down about $80 million of its existing term loan facility. AutoNation said it plans to amend its senior credit facility to reduce the commitment size and extend the maturity date to July 18, 2014, from July 18, 2012, of all or a portion of both the term loan facility and revolving facility. AutoNation expects the term loan to be reduced to about $520 million from $600 million, and the revolving facility to be reduced to about $616 million from $700 million. S&P expects the amendment to relax the covenants under the senior facility. The ratings on AutoNation reflect S&P's view that it will be able to maintain current credit measures while preserving its moderate financial policy and ability to generate free cash flow into 2011. During the recession and sharp downturn in light-vehicle sales, the company controlled its variable costs to mitigate margin erosion and offset difficult auto sales with its sizable dealership network and diverse revenue streams. The ratings on AutoNation also reflect its fair business risk profile and significant financial risk profile, which are characterized by fair profitability and good cash flow protection, in S&P's view. AutoNation, the largest of the rated U.S. auto retailers, has dealerships located heavily in the southern and western U.S. Total balance sheet debt was $1.1 billion at Dec. 31, 2009. Although AutoNation is publicly held, two shareholders control about 57% of the outstanding shares. S&P believes the transactions proposed by AutoNation, if successful, will minimize near-term debt maturities and refinancing requirements. The outlook on the corporate credit rating is stable, reflecting S&P's assumption that AutoNation's improved cost structure and control systems, in combination with its diverse revenues and brand mix, will enable the company to generate discretionary free cash flow (i.e., after capital expenditures and dividends) and maintain credit ratios consistent with the 'BB+' rating, even if the U.S. economy remains lackluster in 2010. S&P assumes AutoNation will pursue a moderate financial policy that will balance business expansion and shareholder returns with lease- adjusted leverage appropriate for the rating, which S&P views as being in the range of 2.5x to 3.0x. AutoNation's adjusted debt to EBITDA was 3.1x for the year ended 2009. S&P could raise the rating if S&P believed AutoNation could achieve and sustain lease-adjusted total debt to EBITDA of 2.5x or better while preserving its moderate financial policy, and demonstrate an ability to generate free cash flow into 2010 and beyond while improving operating margins. This could cause us to reassess the company's business and/or financial risk profiles, which would be necessary for an upgrade. S&P could lower the rating if the slow economic recovery reversed and the company was not able to offset revenue declines with cost controls, or if aggressive financial policies drove leverage above 3.5x. This could occur if reported EBITDA declined to near $400 million and lease-adjusted debt remained at the Dec. 31, 2009, level. BEAZER HOMES: S&P Raises Corporate Credit Rating to 'CCC+' ---------------------------------------------------------- Standard & Poor's Ratings Services raised its corporate credit rating on Beazer Homes USA Inc. to 'CCC+' from 'CCC'. At the same time, S&P raised its rating on roughly $1.3 billion of senior secured, senior unsecured, and subordinated notes. The rating outlook is positive. S&P's ratings on Beazer continue to reflect risks associated with weak demand for the company's homes and its highly leveraged balance sheet. However, recent order trends have improved, albeit from cyclically low levels. More importantly, in S&P's view, the company has bolstered its previously constrained liquidity profile and lessened its near-term refinancing risk. The positive rating outlook acknowledges Beazer's improving liquidity profile, as well as S&P's expectations for narrower operating losses in the near term. S&P would raise its corporate credit rating on Beazer by one or more notches if its profitability continues to improve and if the company maintains or builds upon its current cash balance. Conversely, S&P would lower its rating if liquidity contracts materially, perhaps because of a second severe dip in the nation's housing markets or as a consequence of adverse legal decisions. BELDEN & BLAKE: BNP Paribas Relax Covenants Under Loan Amendment ---------------------------------------------------------------- Belden & Blake Corporation on March 23, 2010, entered into a Sixth Amendment to its Credit Agreement with BNP Paribas, as sole lead arranger, sole book runner, syndication agent and administrative agent. The obligations under the Amended Credit Agreement are secured by substantially all of the Company's assets. J.P. Morgan Chase and Amegy Bank were added to the bank group in September 2005. Pursuant to the Sixth Amendment, the Credit Agreement was amended to (1) add a maximum senior secured leverage ratio of 2.00 : 1.00, (2) eliminate the maximum leverage ratio beginning December 31, 2009, (3) amend the minimum interest coverage ratio to 1.75 : 1.0 and (4) make certain other amendments to the Credit Agreement. At December 31, 2009, the Company was in compliance with the financial covenants under the Sixth Amendment to Credit Agreement dated March 23, 2010. The Company's senior secured leverage ratio was 1.10 : 1.0 and the interest coverage ratio was 1.96 : 1.0. Borrowings under the revolving credit line will be used by the Company for general corporate purposes. In accordance with the terms of the Amended Credit Agreement, letters of credit issued under the hedge letter of credit commitment and any related borrowings are to be used solely to secure payment of the Company's obligations under the J. Aron Swap. In connection with the Company's entry into the Amended Credit Agreement, the Company executed a Subordinated Promissory Note in favor of parent Capital C Energy Operations, LP in the maximum principal amount of $94 million. Under the Subordinated Note, Capital C loaned $25 million to the Company on August 16, 2005. The Subordinated Note accrues interest at a rate of 10% per annum and matures on August 16, 2012. The Company received a fairness opinion from an unrelated financial services firm with respect to the terms of the Subordinated Note made on August 16, 2005. Interest payments on the Subordinated Note are due quarterly commencing September 30, 2005. In lieu of cash payments, the Company has the option to make interest payments on the Subordinated Note by borrowing additional amounts against the Subordinated Note. The Company made a cash payment of $616,000 and borrowed an additional $1.9 million against the Subordinated Note for interest payments in 2007. The Company made cash payments of $2.0 million and borrowed an additional $677,000 against the Subordinated Note for interest payments in 2008. The Company made no cash payments in 2009 and borrowed an additional $2.9 million against the Subordinated Note. The Subordinated Note has no prepayment penalty or premium and may be prepaid in whole or in part at any time. Pursuant to the Fourth Amendment to the Company's credit agreement cash payments for principal or interest on the Subordinated Note are prohibited. The Subordinated Note is subordinate to the Company's senior debt, which includes obligations under the Amended Credit Agreement, the J. Aron Swap and the Senior Secured Notes. Based in Houston, Texas, Belden & Blake Corporation is a wholly owned by Capital C Energy Operations, LP. Belden & Blake is an independent energy company engaged in the exploitation, development, production, operation and acquisition of oil and natural gas properties. Its operations are focused in the Appalachian Basin in Ohio, Pennsylvania and New York and in the Antrim Shale Formation in the Michigan Basin. BICENT POWER: S&P Gives Negative Outlook; Affirms 'BB-' Ratings --------------------------------------------------------------- Standard & Poor's Rating Services revised its outlook on Bicent to negative from stable. At the same time, S&P affirmed its 'BB-' ratings on the first-lien debt and the 'B-' rating on the second- lien debt. A '2' recovery rating on first-lien debt, indicating the expectation for substantial (70%-90%) recovery of principal if a payment default occurs, and a '6' recovery rating on second-lien debt, indicating the expectation for negligible (0%-10%) recovery, remain unchanged. During the past few quarters, Bicent's DSCR has been about 1.0x, which is weak for the rating. In addition, operating cash flow has been negative, requiring Bicent to draw down on its cash reserves. Significant prepayments from a commodity swap have been also used to meet cash needs, and will terminate in November 2010. While the company expects financial results to improve over the near term, marginal or delayed upside would likely be cause for a downgrade. The expiration of two key contracts for the Hardin coal plant also causes concern. Hardin's coal supply contract will expire on Dec. 31, 2010, and any increase in cost over current pricing would harm generating margins. In addition, Hardin's power purchase agreement with Powerex will expire Oct. 31, 2010. The company is looking to enter into another long-term agreement, either with Powerex or a third party. The terms of a new agreement are expected to incorporate index-based power sales. To manage the risks involved in index-based power sales at Hardin, Bicent previously entered into a pay floating receive fixed commodity price swap. By executing this long-term swap, the project mitigates its price risk exposure, but takes on other risks, including basis and volume risks. Bicent faces volume risk due to the potential difference between the actual generation sold and the fixed level of assumed generation for which the swap was sized. The Hardin plant would need to run at about 84% of capacity over the term of the swap agreement to meet its volume obligation. In addition, while price risk has been mitigated, a basis differential greater than assumed in the company's base case would erode financial results. Given that the Hardin plant is expected to account for some 40% of consolidated revenues through 2014, any operating difficulties or greater-than-expected basis risk could lead to a downgrade. Another uncertainty is the San Joaquin tolling agreement with Southern California Edison, which will expire on Dec. 31, 2010. The company is currently in negotiations to extend the agreement. San Joaquin is expected to account for approximately 8% of revenues through 2014. If Bicent were to enter into a new agreement with less favorable terms, the company's financials could be pressured. Lastly, an incentive bonus at the subsidiary Colorado Energy Management LLC is in dispute. Bicent believes that CEM has met the applicable criteria in the EPC contract signed for the construction of the Hobbs plant and is thus entitled to the payment of an incentive bonus by the project owner Lea Power Partners. LPP and CEM are currently in the process of resolving the incentive fee and other disputes under the EPC contract at the American Arbitration Association. The arbitration is in its early stages and the parties are presently selecting an arbitrator. Currently, it's unknown how long it will take for the arbitration process to be completed. BLOCKBUSTER INC: Made $43-Mil. in Payments on 11.75% Notes ---------------------------------------------------------- Dow Jones' Daily Bankruptcy Review reports that Blockbuster Inc. said Thursday it made scheduled payments totaling $43 million related to its 11.75% senior secured notes. About Blockbuster Inc. Dallas-Tex.-based Blockbuster Inc. is a leading global provider of rental and retail movie and game entertainment, with over 6,500 stores in the United States, its territories and 17 other countries as of January 3, 2010. The Company's balance sheet as of January 3, 2010, showed $1.538 billion in assets and $1.852 billion of debts, for a stockholders' deficit of $314.3 million. PricewaterhouseCoopers LLP, in Dallas, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has incurred a net loss from operations for the year ended January 3, 2010, and has a stockholders' deficit as of January 3, 2010. In addition, the increasingly competitive industry conditions under which the Company operates have negatively impacted the Company's results of operations and cash flows and may continue to in the future. * * * As reported in the Troubled Company Reporter on March 22, 2010, Standard & Poor's Ratings Services lowered its corporate credit rating on Dallas-based Blockbuster Inc. to 'CC' from 'CCC'. The 'CC' rating indicates that, in S&P's opinion, Blockbuster is highly vulnerable to default. The outlook is negative. BLOCKBUSTER INC: Deutsche Bank Holds 2.10% of Class A Shares ------------------------------------------------------------ Deutsche Bank AG disclosed that as of February 26, 2010, it may be deemed to beneficially own 2,615,059 shares or roughly 2.10% of the Class A common stock of Blockbuster Inc. About Blockbuster Inc. Dallas-Tex.-based Blockbuster Inc. is a leading global provider of rental and retail movie and game entertainment, with over 6,500 stores in the United States, its territories and 17 other countries as of January 3, 2010. The Company's balance sheet as of January 3, 2010, showed $1.538 billion in assets and $1.852 billion of debts, for a stockholders' deficit of $314.3 million. PricewaterhouseCoopers LLP, in Dallas, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has incurred a net loss from operations for the year ended January 3, 2010, and has a stockholders' deficit as of January 3, 2010. In addition, the increasingly competitive industry conditions under which the Company operates have negatively impacted the Company's results of operations and cash flows and may continue to in the future. * * * As reported in the Troubled Company Reporter on March 22, 2010, Standard & Poor's Ratings Services lowered its corporate credit rating on Dallas-based Blockbuster Inc. to 'CC' from 'CCC'. The 'CC' rating indicates that, in S&P's opinion, Blockbuster is highly vulnerable to default. The outlook is negative. BLOCKBUSTER INC: Icahn Holds 3.7% of Class A, 5.6% of B Shares -------------------------------------------------------------- Icahn Enterprises L.P. and its affiliated companies disclosed that as of April 1, 2010, they may be deemed to beneficially own, in the aggregate: (A) 5,444,565 shares of Blockbuster Inc. Class A common stock -- composed of 71,749 Class A Shares which Icahn et al. own, and 5,372,816 additional Class A Shares which Icahn et al. would hold if the $27,670,000 of the face amount of Blockbuster Preferred Shares held by Icahn et al. were fully converted into Class A Shares, representing 3.77% of the Company's outstanding Class A Shares; and (B) 4,064,916 Blockbuster Class B Shares, representing 5.65% of the Company's outstanding Class B Shares. Icahn et al. disclosed that on March 31, 2010, they sold 3,795 shares of Blockbuster preferred stock -- which were convertible into 736,894 shares of Class A Shares -- for an aggregate sale price of $186,714 or $49.20 per share. On April 1, 2010, they sold 6,250 shares of preferred stock -- which were convertible into 1,213,592 shares of Class A Shares -- for an aggregate sale price of $307,000 or $49.12 per share. On April 1, 2010, they also sold 285 shares of preferred stock -- which were convertible into 55,340 shares of Class A Shares -- for an aggregate sale price of $14,025 or $49.21 per share. About Blockbuster Inc. Dallas-Tex.-based Blockbuster Inc. is a leading global provider of rental and retail movie and game entertainment, with over 6,500 stores in the United States, its territories and 17 other countries as of January 3, 2010. The Company's balance sheet as of January 3, 2010, showed $1.538 billion in assets and $1.852 billion of debts, for a stockholders' deficit of $314.3 million. PricewaterhouseCoopers LLP, in Dallas, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has incurred a net loss from operations for the year ended January 3, 2010, and has a stockholders' deficit as of January 3, 2010. In addition, the increasingly competitive industry conditions under which the Company operates have negatively impacted the Company's results of operations and cash flows and may continue to in the future. * * * As reported in the Troubled Company Reporter on March 22, 2010, Standard & Poor's Ratings Services lowered its corporate credit rating on Dallas-based Blockbuster Inc. to 'CC' from 'CCC'. The 'CC' rating indicates that, in S&P's opinion, Blockbuster is highly vulnerable to default. The outlook is negative. BOB REESE: Files for Chapter 11 Bankruptcy Protection ----------------------------------------------------- Developer Bob Reese filed for Chapter 11 bankruptcy protection after lender Mercantile Bank denied him of a 30-day extension, according to wpmobserver.com. BROOKSIDE TECHNOLOGY: Reaches Deal with Financial Partners ---------------------------------------------------------- Brookside Technology Holdings Corp. has reached a non-binding agreement in principle with Chatham Credit Management III LLC, the Company's senior lender, and Vicis Capital Master Fund, a sub- trust of Vicis Capital Series Master Trust, and the Company's largest preferred shareholder, to restructure the Company's senior credit facility and to further capitalize the Company. Among other things, the Company anticipates that, at the closing of the contemplated transactions, Vicis would invest an additional $3 million in equity and Chatham Capital would agree to modify the Company's senior credit facility to waive all prior defaults, extend the term of the senior loan to September 23, 2012, and eliminate and/or modify certain financial covenants. Michael Nole, Chairman and CEO of Brookside, commented, "The past year has demonstrated the great resolve of our Company, the tremendous loyalty of our employees and customers alike, and the support of our financial partners. This anticipated restructuring and capitalization comes at a time when our Company is gaining momentum and serving a growing range of organizations and geographical markets. Additionally, this event enables us to once again look for accretive acquisitions that align with our business model and further expand our national footprint." With offices throughout California, Kentucky, Indiana and Texas, the Company is becoming one of the largest distributors of voice and data convergent communications, video and Web conferencing, access control, security and surveillance. Shad Stastney, Managing Partner of Vicis, added, "Vicis has never been so confident in Brookside and its management team. We believe our additional equity investment will provide the necessary working capital for the Company to enhance its organic growth and target attractive acquisitions." The closing of the contemplated restructuring and capitalization is expected to occur by April 15, 2010, but is subject to various conditions, including the preparation and execution of mutually acceptable loan modification and equity investment agreements. While the Company is working diligently towards a timely closing and does not anticipate any obstacles in this process, there can be no assurances that these conditions will be satisfied or the contemplated transactions completed. About Brookside Technology Brookside Technology Holdings Corp., is the holding company for Brookside Technology Partners, Inc., US Voice & Data, LLC, Standard Tel Acquisitions, Inc., Trans-West Network Solutions, Inc., and Standard Tel Networks, LLC, and all operations are conducted through these wholly owned subsidiaries. Collectively, the subsidiary companies provide converged business communications products and services from Mitel, Inter-tel (owned by Mitel), Nortel and NEC. The Company, as the 2nd largest MITEL dealer, is recognized as a Diamond Dealer. Effective August 13, 2009, the Company and its senior creditor, Chatham Credit Management III, LLC, further updated its letter agreement dated May 29, 2009 pursuant to which, among other things, Chatham agreed, for the period July 31, 2009, through June 30, 2010, to suspend the Company's compliance of the minimum fixed charge coverage ratio and maximum leverage ratio contained in the credit agreement. The Company is in full compliance with its financial covenants under this agreement. CABLEVISION SYSTEMS: S&P Revises Outlook to Stable -------------------------------------------------- Standard & Poor's Ratings Services has corrected a media release, published last March 30, which contained some incorrect figures. S&P said it revised its outlook on Bethpage, New York-based cable TV provider Cablevision Systems Corp. to stable from negative. At the same time, S&P affirmed all ratings on Cablevision and related entities, including the 'BB' corporate credit rating. The company reported approximately $11 billion of debt at Dec. 31, 2009. "The prior outlook incorporated two concerns: the potential for Verizon Communications Inc.'s FiOS pay-TV product to significantly erode Cablevision's video customer base and financial policy concerns," said Standard & Poor's credit analyst Richard Siderman. While financial policy remains a rating constraint, revision of the outlook to stable recognizes that Cablevision has been able to effectively limit the impact of FiOS on its core cable business while simultaneously strengthening its credit metrics. Reflecting a solid performance in 2009, Cablevision's adjusted debt/EBITDA (including adjustments for operating leases) improved to 4.7x debt/EBITDA from 5.6x in 2008. FiOS has been aggressively marketed to a significant portion of Cablevision's service territory, attracted by the same operating characteristics -- high density and good demographics?-that make the Cablevision service territory appealing. "However," added Mr. Siderman, "to date, Cablevision has been able to largely contain the FiOS threat, recording only a modest 1.5% basic subscriber loss for 2009, a stronger parameter than most of its industry peers." Further, Cablevision's average revenue per user (ARPU) remained well above average at $144 for the fourth quarter of 2009, reflecting the company's history of aggressively marketing non-traditional services, including high-speed data and telephony. However, given the advanced penetration of these non- video services, S&P expects cable revenue growth to slow in the near term. CANWEST GLOBAL: Canada Court Appoints Employee Representatives -------------------------------------------------------------- The Honorable Madam Justice Sarah E. Pepall of the Ontario Superior has appointed Russell Mills, Blair MacKenzie, Rejean Saumure, Les Bale and Juliet O'Neill to represent the current and former employees and retirees of the LP Entities who are not represented by a union, or were not represented by a union at the time of their separation from employment including for greater certainty but not limited to publishers, editors and department heads of newspapers, or any person claiming an interest under or on behalf of a Current or Former Salaried Employee including beneficiaries and surviving spouses but excluding any person who is (a) a current director or officer of any of the Applicants, or an employee of the LP Entities involved in providing instructions to counsel to the LP Entities with respect to the CCAA proceeding; or (c) is otherwise represented in the CCAA proceeding, including for the purpose of settling or compromising claims of the Represented Parties in the Proceedings. Nelligan O'Brien Payne LLP and Shibley Righton LLP are appointed as co-counsel for all the Represented Parties in the Proceedings for any issues affecting the Represented Parties in the Proceedings. The Representative Counsel will represent the interests of the Represented Parties in all aspects of the Proceedings, without any obligation to consult with or seek instructions from the Represented Parties other than the Representatives, unless otherwise ordered by the Court. The LP Entities will, subject to Representative Counsel executing a confidentiality agreement, provide to Representative Counsel, without charge, these information to be used only for the purposes of the Proceedings: (a) the names, last known addresses, phone numbers and last known e-mail addresses, if any, of all the Represented Parties; and (b) upon the reasonable request of Representative Counsel, and subject to any confidentiality obligations of the LP Entities, the documents and data as are relevant to matters relating to the issues affecting the Represented Parties in the Proceedings, including documents and data relating to the various pension, benefit, supplementary pension and other arrangements for group health and life insurance applicable to the Represented Parties, including up-to-date financial information regarding, if applicable, the funding and investments of any of these arrangements and any associated actuarial valuations and reports. All reasonable legal, actuarial and financial expert and advisory fees and all other incidental fees and disbursements, as may be incurred by the Representatives and Representative Counsel in the CCAA Proceeding from and after March 5, 2010, will be paid by the LP Entities on a monthly basis. The LP Entities will not be required to pay for, and neither the Representatives nor Representative Counsel will include in their accounts submitted for payment, any amounts incurred in investigating, preparing or pursuing any claims contemplated or asserted by the Represented Parties, or any one or more of them, against the current or former directors, deemed directors or officers of the LP Entities. Any individual Represented Party who does not wish to be represented by the Representatives or Representative Counsel may notify the Monitor, in writing, by no later than April 16, 2010. In a reasons for decision issued by Madam Justice Pepall, she stated that it would be of considerable benefit to both the Applicants and the Salaried Employees and Retirees to have Representatives and Representative Counsel who could interact with the Applicants and represent the interests of the Salaried Employees and Retirees. Madam Justice Pepall also accepted the evidence that the Salaried Employees and Retirees are a vulnerable group and there is no other counsel available to represent their interests. 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: 16 CMI Claims Packages Resolved ----------------------------------------------- FTI Consulting Canada Inc., the Court-appointed monitor under the proceeding under the 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 January 18, 2010. Claims Procedure According to the Report, since the commencement of the CCAA Proceedings, the Monitor sent out 26 CMI Claims Packages in connection with Restructuring Period Claims. As of March 24, 2010, 16 of these claims have been accepted or resolved, four have been disputed by the creditors by delivering CMI Notices of Dispute of Claim, and six remain under review by the creditors. In addition, 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 five agreements. Three of the claims related to these disclaimers have been accepted, resolved or withdrawn and two remain outstanding and under review by the creditor and the CMI Entities. The CMI Entities are not aware of any additional Restructuring Period Claims and have not submitted any other proposed disclaimers for the Monitor's consideration. Preliminary Review of Status of Claims Procedure The CMI Entities, with the assistance of the Monitor, have reviewed the claims of the CMI Creditors and have been diligently resolving these claims. As of March 22, 2010, approximately 1,250 claims asserted in the CMI Entities' Claims Procedure have been accepted, withdrawn or otherwise resolved. In addition, the CMI Entities are in the process of finalizing settlement documents with respect to 244 additional claims. Ten other claims have been referred to a Claims Officer or the Court for adjudication. The Monitor says the CMI Entities are in active discussions with substantially all of the remaining holders of the outstanding claims. A table summarizing the number and value of claims asserted, accepted and disputed as of March 23, 2010, against (i) CMI, (ii) Canwest Global, (iii) Canwest Television Limited Partnership, (iv) Canwest Television GP Inc., and (v) all other CMI Entities, is available for free at: http://bankrupt.com/misc/Canwest_DisputedClaims324.pdf The Monitor notes that the table is intended to reflect only the claims as called for and asserted under the terms of the Claims Procedure Order and is not intended to provide a commentary on the voting and distribution rights of any claims, which rights may be affected by the provisions of the CCAA and the Support Agreement, as amended. Shaw Approval Order & GS Parties' Motion for Leave to Appeal On February 20, 2010, in accordance with the Shaw Approval Order, the Monitor circulated unredacted copies of the Shaw Transaction Agreements to the service list maintained in the CCAA proceedings and posted these on the Monitor's Web site shortly thereafter. On March 9, 2010, GS Capital Partners VI Fund, L.P. and its affiliates delivered a Notice of Motion for Leave to Appeal the Shaw Approval Order. Catalyst Capital Group Inc. also filed papers showing support of the GS Parties' motion for leave to appeal. The CMI Entities, the Ad Hoc Committee and the Monitor delivered responding materials in connection with the GS Parties' motion for leave to appeal. The CMI Entities also brought a motion seeking to expedite the GS Parties' motion for leave to appeal the Shaw Approval Order and, if leave is granted, the appeal. On March 24, 2010, the Court granted the CMI Entities' Motion to Expedite. 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". The Monitor reported on the payments made to "other" critical suppliers since the commencement of the CCAA Proceedings until January 11, 2010 in its Ninth Report. The Monitor relates that from January 12, 2010, until March 14, 2010, the CMI Entities paid an additional $694,072 to two "other suppliers". Both 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. Of the $694,072 paid to the "other suppliers", $691,091 related to a payment made to a contractor who, together with certain of its subcontractors, performed interior renovation work with respect to a property owned by the CMI Entities. The Lien Claimants asserted claims in the Claims Procedure and priority claims under the Construction Lien Act (Ontario). According to the Monitor, the payment made to the contractor was in exchange for continued supply of materials and services in connection with the project, honoring of applicable warranty obligations, withdrawal of claims from the Claims Procedure, discontinuing with prejudice any actions commenced in connection with the Property, and release of all registered liens against the property. Receipts and Disbursements to March 14, 2010 The CMI Entities' actual consolidated net cash inflow for the period from January 11, 2010 to March 14, 2010, was approximately $22.0 million. A summary of the actual receipts and disbursements shows: For the Period from Jan. 11, 2010 to March 14, 2010 Forecast Actual Variance Operating Cashflow -------- ------ -------- Receipts Receipts C$96,305,000 C$127,940,000 C$31,635,000 Intercompany Receipts 10,907,000 14,175,000 3,268,000 -------------- ------------- ------------- Total Receipts C$107,212,000 C$142,115,000 $34,903,000 -------------- ------------- ------------- Disbursements Operating Disbursements (118,104,000) (105,112,000) 12,992,000 Capital Expenditures (5,013,000) (1,313,000) 3,699,000 Intercompany Disbursements (4,368,000) (5,486,000) (1,118,000) ------------- ------------- ------------- Total Disbursements (127,485,0000) (111,911,000) 15,574,000 ------------- ------------- ------------- Net Operating Cashflows (C$20,273,000)(C$30,024,000) C$50,477,000 ------------- ------------- ------------- Restructuring Costs Restructuring Costs (8,181,000) (7,906,000) 275,000 DIP Interest/Fees (256,000) (269,000) (13,000) ------------- -------------- ------------ Total Restructuring Costs (8,437,000) (8,175,000) 262,000 ------------- -------------- ------------ Total Net Cashflow (28,710,000) (22,029,000) 50,739,000 Opening Cash 74,835,000 74,835,000 (0) DIP Advances 0 0 0 Other Advances 0 0 0 ------------- -------------- ------------ Ending Cash C$46,125,000 C$96,868,000 C$50,739,000 ============= ============== ============ Greg Watson, senior managing director of FTI, relates that the actual net cash flow was approximately $50.7 million favorable to the forecast. Approximately $9.7 million of this variance is permanent while the remaining $41.0 million is timing and is expected to reverse in the future, he said. The significant items contributing to the positive variance are: (a) a positive variance of approximately $34.9 million in operating receipts primarily as a result of: (i) a positive timing variance of $22.7 million relating to higher operating receipts received resulting from faster than forecasted collections of receivables; (ii) a permanent positive variance of $8.0 million resulting from higher actual sales in prior months than forecast as well as the sale of the Aircraft which had not been in the forecast; and (iii) a permanent positive variance of $4.2 million as a result of higher receipts from intercompany payments and distributions from affiliates; (b) a positive variance of $15.6 million in operating disbursements primarily as a result of: (i) a positive timing variance of $14.8 million resulting from later payments of broadcast rights for programming; (ii) a positive timing variance of $3.7 million resulting from lower capital expenditures where payments have delayed until later periods; (iii) a negative variance of $1.8 million resulting from higher than forecast payroll and general operating expenses. Approximately $1.6 million of this variance is permanent resulting from a combination of lower payroll expenses as well as lower required GST remittances than forecast. The remaining $0.2 million is the result of the timing of general operating expenses and is expected to reverse in future periods; and (iv) a permanent negative variance of $1.1 million resulting from higher intercompany payments under related party agreements; and (c) a positive variance of $0.3 million related to restructuring costs, of which $0.1 million relates to the timing of payment of certain professional fees and the remaining $0.2 million is permanent. Ending cash on hand at March 14, 2010, was approximately $96.9 million representing a positive variance of approximately $50.7 million compared to the January Forecast. According to Mr. Watson, the CMI Entities expect that approximately $41.0 million 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 Cashflow Forecast is available for free at http://bankrupt.com/misc/CanWest_WCFFMar15toJul4.pdf The Forecast notes that it is estimated that for the period from March 15, 2010, to July 4, 2010, the CMI Entities will have total receipts of $157.0 million, total operating disbursements of $188.3 million, and total disbursements relating to the restructuring of $16.5 million for net cash flow outflow of $47.8 million. The Monitor says 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 forecast during the Cashflow Forecast Period. The Monitor adds that the CMI Entities' cash balance as of March 15, 2010 was approximately $96.9 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). CAPITAL CROSSING: Posts $12.8 Million Net Loss for 2009 ------------------------------------------------------- Capital Crossing Preferred Corporation filed its annual report on Form 10-K, showing a net loss of $12.8 million on $3.6 million of interest income for 2009, compared with net income of $6.0 million on $6.2 million of interest income for 2008. The Company's balance sheet as of December 31, 2009, showed $82.0 million in assets, $344,000 of debts, and $81.7 million of stockholders' equity. Ernst & Young LLP, in New York, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that Aurora Bank FSB, the sole owner of the common stock of the Company, is subject to a Cease and Desist Order, dated January 26, 2009, and a Prompt Corrective Action Directive, dated February 4, 2009, issued by the Office of Thrift Supervision, requiring Aurora Bank FSB, among other matters, to submit a capital restoration plan and a liquidity management plan, and imposing restrictions on certain activities of Aurora Bank and Capital Crossing Preferred Corporation. On September 15, 2008, Lehman Brothers Holdings Inc., indirect parent company to Aurora Bank, and ultimate parent company of Capital Crossing Preferred Corporation, filed a voluntary petition under Chapter 11 of the U.S. Bankruptcy Code. "The bankruptcy of Lehman Brothers and the ability of the OTS to regulate and restrict the business and operations of Capital Crossing Preferred Corporation, in light of the Cease and Desist Order and the Prompt Corrective Action Directive, raise substantial doubt about Capital Crossing Preferred Corporation's ability to continue as a going concern." A full-text copy of the annual report is available for free at: http://researcharchives.com/t/s?5e49 Based in New York, Capital Crossing Preferred Corporation was organized on March 20, 1998, to acquire and hold real estate assets. The Company's current principal business objective is to hold mortgage assets that will generate net income for distribution to stockholders. Aurora Bank FSB, formerly known as Lehman Brothers Bank, FSB, an indirect wholly-owned subsidiary of Lehman Brothers Holdings Inc., owns all of the Company's common stock. As a majority-owned subsidiary of Aurora Bank, the assets and liabilities and results of operations of the Company are consolidated with those of Aurora Bank for Aurora Bank's financial reporting and regulatory capital purposes. CATALINA BEACH: Case Summary & 10 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Catalina Beach House, LLC 200 Marilla Avenue Avalon, CA 90704 P.O. Box 91083 Long Beach, CA 90809 Bankruptcy Case No.: 10-22206 Chapter 11 Petition Date: March 31, 2010 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judge: Vincent P. Zurzolo Debtor's Counsel: Blake Lindemann, Esq. Attorney-At-Law 433 N. Camden Drive 4th Floor Beverly Hills, CA 90210 Tel: 310-279-5269 Fax: 310-279-5270 E-mail: Blindemann@llgbankruptcy.com Estimated Assets: $0 to $50,000 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/cacb10-22206.pdf The petition was signed by Mark Malan, managing member. CATALYST PAPER: DBRS Downgrades Issuer Rating to 'CCC' ------------------------------------------------------ DBRS has downgraded the Issuer Rating of Catalyst Paper Corporation (Catalyst or the Company) to CCC (high) from B (low). DBRS has also assigned a new rating of B (high) to the Company's Senior Secured Debt and has confirmed Catalyst's Senior Debt at CCC. In addition, a recovery rating of RR1 has been assigned to the Senior Secured Debt, which reflects an estimated 90% to 100% recovery of principal amounts of the debentures under a hypothetical default scenario and a recovery rating of RR5 to the Senior Notes, which reflects an estimated 10% to 30% recovery of principal amounts. The RR1 recovery rating corresponds to the Senior Secured Debt rating of B (high) and the RR5 recovery rating corresponds to the CCC rating for the Senior Debt. All the ratings have Negative trends. Concurrently, DBRS has also downgraded the tender notes of Catalyst to D following the execution of its notes exchange offer. The default status for the exchanged and now extinguished debt reflects DBRS's view that certain bondholders, which consented to the exchange offer, were paid out less than face value, which, as discussed in DBRS's press release dated November 26, 2009, is considered a default by DBRS policy. With these rating actions, the Company is removed from Under Review with Negative Implications where it was placed on November 26, 2009. The downgrade of the Issuer Rating reflects continuing deterioration at Catalyst since our last downgrade action in November 2009. DBRS had expected the Company to be able to stabilize operating results in light of improving economic conditions. However, EBITDA in Q4 2009 was just modestly positive and was the lowest quarterly result in 2009. All the debt coverage ratios have also declined. The Company had not benefited from improving economic conditions as expected. The prices and demand for directory paper actually declined, and the prices for coated and uncoated paper were also lowered due to increased supply. Additionally, a strengthened Canadian dollar has also limited the benefits of the Company's cost reduction efforts. The Negative trend reflects that the Company continues to face significant headwinds to turn its operations around in the near term. Industry conditions are expected to remain challenging. Although the general economy in North America appears to have turned the corner, persistent high unemployment rates seem to have slowed the pace of a potential recovery, impacting the demand for print advertising. Increased competition from digital media, a worrying structural change in the paper industry, further negatively impacts the supply-demand balance. The near-term outlook for the industry remains weak. Conditions of excess supply across all markets in which the Company operates are expected to continue, causing the operating rates to remain low. Additionally, with most of its mills based in Canada, the ongoing strength of the Canadian dollar would add to margin pressure and depress the Company's profitability. Catalyst has improved its financial flexibility by executing a private exchange, swapping most of its senior notes maturing in June 15, 2011, with new secured senior notes maturing in December 15, 2016. This has alleviated a near term refinancing risk allowing the Company more time and financial flexibility to weather the current weak market conditions and engineer a sustainable recovery. DBRS notes that liquidity at the Company remains tight despite having about $157 million (cash and available credit facility) available at the end of December 2009. Unless the demand shows a meaningful and sustainable recovery, ongoing cash burn due to capacity curtailments required to keep pace with current weak demand could drain the Company's available liquidity. The Company also faces a number of cash payments in the next 15 months, such as severance to Elk Falls and Crofton mill employees and the maturing untendered 8 5/8% Senior Notes in June 15, 2011 (about US$35.5 million) which further add pressure to its liquidity position. Pursuant to its rating methodology for leveraged finance, DBRS has created a default scenario for Catalyst in order to analyze when and under what circumstances a default could hypothetically occur and the potential recovery of the Company's debt in the event of such default The scenario assumes that the United States economy fails to recover and falls into a recession again later in 2010. This would lead to continued deterioration in the demand for pulp and paper. In addition, it is assumed that the Canadian dollar remains high relative to the U.S. dollar in 2010 and 2011. Under this scenario, the Company would exhaust its liquidity in late 2011 DBRS has determined Catalyst's estimated value at default using an EBITDA multiple valuation approach, consistent with a view that default would likely result in the restructuring and/or recapitalization of the assets with value as a going concern versus the sale of its individual assets. EBITDA multiples utilized are applied to cyclically normalized EBITDA at default as opposed to the actual low EBITDA values expected at the time of default, reflecting the forward-looking nature of the valuation. The valuation considers the issuer and the specific debt instruments, allocating value proceeds accordingly -- that is, debt recovery in the ABL Facility first before any residual proceeds can be used to recover the Senior Secured Debt and then the Senior Debt. Capital leases are assumed to rank ahead of unsecured debt. DBRS has forecast the economic value of the components of the enterprise at approximately $550 million using a 4.0 times (x) multiple of normalized EBITDA for Catalyst. Based on the default scenario above, the newly issued Senior Secured Debt recovery is estimated between 90% to 100%, and hence a recovery rating of RR1 which results in three notches above the Issuer Rating to a B (high) rating. The Senior Debt, which ranks below the Senior Secured Debt, has a recovery estimated between 10% and 30% which results in one notch below the Issuer Rating to a CCC rating. CATHOLIC CHURCH: Wilmington Agrees to Rutter as Mediator ------------------------------------------------------- The Catholic Diocese of Wilmington, Inc., (i) opposed to the Official Committee of Unsecured Creditors' request for the appointment of Thomas Rutter as case mediator, and (ii) asks the U.S. Bankruptcy Court for the District of Delaware to appoint Honorable Kevin Gross, if he is willing and available, to mediate disputes regarding property of the Diocese's bankruptcy estate. James L. Patton, Jr., Esq., at Young Conaway Stargatt & Taylor, LLP, in Wilmington, Delaware, relates that prior to the Petition Date, the Diocese consented to mediation of certain abuse claims by Mr. Rutter on five occasions. He says that three of the mediations were successful, resulting in settlements of the claims, while the last two of the cases involving Francis G. DeLuca failed, precipitating the Diocese's Chapter 11 filing. Mr. Patton says that the Diocese informed the Creditors Committee that it would not accept Mr. Rutter as a "case mediator" prior to the filing of the request, based on Mr. Rutter's lack of experience in key areas of the law, including bankruptcy. Mr. Patton alleges that the request casually omits this material fact, as if attaching Mr. Rutter's resume and reminding the Diocese of the times it consented to Mr. Rutter mediating claims prepetition will somehow change the Diocese's mind as to Mr. Rutter's ability to mediate a global resolution of a highly contentious, religious non-profit Chapter 11 bankruptcy case that is unprecedented in Delaware history. Mr. Patton contends that the Diocese will not change its mind. The request should be denied, as mediation would be pointless unless both sides were committed to the process and the mediator was acceptable to both, Mr. Patton argues. He also asserts that the request is incorrect that the aggregate amount of allowed abuse claims against the bankruptcy estate (i) is a "dispute" that is ripe for mediation because it is not, and (ii) stands in the way of plan confirmation because it does not. The only "disputes" that currently stand in the way of a pot plan in the Chapter 11 case, and which are ripe for mediation, are asset-side disputes regarding the scope of estate property that is available for distribution to creditors -- in other words, the size of the pot, Mr. Patton argues. He asserts that the Creditors Committee appears to suggest that the size of the pot will be determined by the allowed amount of abuse claims, which is completely backwards. Mr. Patton contends that the size of the pot will be determined by the scope of the property of the bankruptcy estate that is available to satisfy the claims of creditors. He insists that the abuse claimants' share of the pot will be determined by the relative proportions of allowed abuse claims versus allowed non- abuse claims, which should not be a matter of particular concern for an official committee of unsecured creditors. Diocese and Committee Stipulate Consequently, the Diocese notified the Court and parties-in- interest that it has agreed with the Creditors Committee regarding the consensual resolution of the motion and cross-motion for the appointment of a case mediator. The stipulated order will be presented to the Court on April 6, 2010. Under the stipulated order, Thomas Rutter of ADR Options, Inc., is appointed the case mediator subject to Rules 9019-2(c), (e) and (f) and 9019-5 of the Local Bankruptcy Rules, provided that the Mediator may modify deadlines set forth in those Rules. The mediation parties are the Diocese, the Creditors Committee and the Diocese's liability insurers, regardless of whether the insurers provided primary, excess or umbrella insurance. Additional parties, including parishes, corporations affiliated with the Diocese or the parishes, and religious orders and schools may participate in the mediation as Mediation Parties, by filing with the Court and serving on all Mediation Parties a "Notice of Election to Participate in Mediation." The Diocese and the Creditors Committee may seek to compel the participation of additional parties in the mediation. The Parties agree that the Mediator is appointed regarding issues in the bankruptcy case disputed between the Mediation Parties, including: (a) The liability of the Mediation Parties, other than the Creditors Committee, for claims being asserted against the Diocese; (b) The total allowed amount of any and all claims being asserted against the Diocese but not the individual claims of abuse survivors; (c) The existence, scope and extent of insurance coverage; (d) The amounts to be paid by the Mediation Parties, other than the Creditors Committee, for a claim or claims to effectuate a global settlement; (e) The amounts to be paid by the Mediation Parties, other than the Creditors Committee, from their non-insurance resources for a claim or claims to effectuate a global settlement; (f) Whether property is held in trust, or otherwise restricted in its use, so as to be unavailable to pay claims; (g) The estimated value of any property of the Diocese; (h) Whether avoidance litigation or other actions should be pursued against third parties for the benefit of the bankruptcy estate; and, (i) The terms of a plan of reorganization, including any trusts, or settlement and litigation facilities, to be established pursuant to the plan. The Stipulated Order (i) does not require any Mediation Party to submit a dispute to the Mediator before filing a pleading with the Court or any other court, and (ii) is without prejudice to any party's objection to the Court's jurisdiction over claims for personal injury or wrongful death. Notwithstanding the Local Bankruptcy Rules, the Mediator may conduct the mediation as he sees fit, to establish rules of the mediation, and to consider and take appropriate action on any matters the Mediator deems appropriate, which may assist the parties in resolving disputes and formulating a plan of reorganization. Mr. Rutter will serve as the sole Mediator, but in conducting the mediation, and to the extent he deems it appropriate, he may consult with Honorable Kevin Gross. All (i) discussions in the mediation, (ii) mediation statements and any other documents or information provided to the Mediator or the Mediation Parties in the course of the mediation, and (iii) correspondence, draft resolutions, offers, counteroffers produced for or as a result of the mediation are strictly confidential and will not be admissible in any judicial or administrative proceeding, and no person or party participating in the mediation will in any way disclose to any non-party or to any court any discussion, statement or information which may be made or provided in connection with the mediation. The fees and expenses of the Mediator will be subject to application and review, pursuant to Rule 706(b) of the Federal Rules of Evidence, and will be paid from the bankruptcy estate as an administrative expense under Section 503(b)(2) of the Bankruptcy Code. Insurers, Et Al. Object Several of the Diocese's insurers and lay employees filed separate objections to the Creditors Committee's request and the stipulation appointing mediator, specifically: (1) Unofficial Committee of Lay Employees; (2) Certain Underwriters at Lloyd's, London; (3) Hartford Financial Services Group, Inc.'s subsidiaries, First State Insurance Company, Nutmeg Insurance Company and Twin City Fire Insurance Company; and (4) Granite State Insurance Company and Insurance Company of the State of Pennsylvania. The Objecting Parties contend that many issues in the case are not yet ripe for mediation, because the Court must decide primary issues regarding the extent of the property of the Diocese's bankruptcy estate. They also believe that Mr. Rutter would not be an effective mediator in this case, based on his prior mediation performance. Granite State and ICSOP urge the Court to provide them and other insurers with a meaningful seat at the table, to discuss mediation, case management and other gating issues with the Diocese and the Creditors Committee before the Court rules on the appointment request. The Objecting Parties further argue that the Court does not have jurisdiction over the issues and claims sought to be mediated. About the Diocese of Wilmington The Diocese of Wilmington covers Delaware and the Eastern Shore of Maryland and serves about 230,000 Catholics. The Delaware diocese is the seventh Roman Catholic diocese to file for Chapter 11 protection to deal with lawsuits for sexual abuse. Previous filings were by the dioceses in Spokane, Washington; Portland, Oregon; Tucson, Arizona; Davenport, Iowa, Fairbanks, Alaska; and San Diego, California. The bankruptcy filing automatically stayed eight consecutive abuse trials scheduled in Delaware scheduled to begin October 19. There are 131 cases filed against the Diocese, with 30 scheduled for trial. The Diocese filed for Chapter 11 on Oct. 18, 2009 (Bankr. D. Del. Case No. 09-13560). Attorneys at Young Conaway Stargatt & Taylor, LLP, serve as counsel to the Diocese. The Ramaekers Group, LLC is the financial advisor. The petition says assets range $50,000,001 to $100,000,000 while debts are between $100,000,001 to $500,000,000. (Catholic Church Bankruptcy News; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). CENTAUR INC: To Cut Debt to $2.5 Million Under Restructuring Plan ----------------------------------------------------------------- Centuar Inc. delivered a plan of restructuring to the U.S. Bankruptcy Court, seeking to reduce its debt to lenders from $192 million to $2.5 million. The elimination of hundreds of millions of dollars in debt could lead to the erection of the racino Valley View Downs in Pennsylvania, according to Standardbred Canada. The Company expects to emerge from bankruptcy in late July if the plan is approved. Centaur, LLC, aka Centaur Indiana, LLC -- http://www.centaurgaming.net/-- is an Indianapolis, Indiana-based company involved in the development and operation of entertainment venues focused on horse racing and gaming. The Company filed for Chapter 11 bankruptcy protection on March 6, 2010 (Bankr. D. Delaware Case No. 10-10799). Jeffrey M. Schlerf, Esq., at Fox Rothschild LLP, assists the Company in its restructuring effort. The Company estimated its assets and debts at $500,000,001 to $1,000,000,000 as of the Petition Date. CERIDIAN CORP: S&P Downgrades Corporate Credit Rating to 'B-' ------------------------------------------------------------- Standard & Poor's Ratings Services said it lowered its corporate credit rating on Minneapolis-based information services provider Ceridian Corp. to 'B-' from 'B'. S&P also removed the ratings from CreditWatch, where they were placed with negative implications on Nov. 18, 2009. The outlook is stable. In addition, S&P lowered the issue-level ratings on the company's first-lien debt to 'B-' (the same as the company's corporate credit rating) from 'B+', and revised the recovery ratings to '3' from '2'. The '3' recovery rating indicates the expectation for meaningful (50%-70%) recovery in the event of a payment default. "The downgrade reflects lower revenue and EBITDA levels in fiscal 2009 and weaker debt protection metrics," said Standard & Poor's credit analyst Martha Toll-Reed. CHARTER COMMUNICATIONS: Redeems Series A 15% Payment-in-Kind Stock ------------------------------------------------------------------ Charter Communications, Inc., disclosed notice of redemption was provided to the holders of record of Series A 15% Payment-in-Kind Preferred Stock of Charter. On the redemption date, April 16, 2010, Charter will redeem all 5,520,001 shares of the PIK Preferred Stock. On April 16, the redemption date, the dividends on the PIK Preferred Stock will cease to accrue. The redemption payment will be $25.948 per share for a total redemption payment for all shares of PIK Preferred Stock of approximately $143.2 million and will be funded by cash currently held at Charter Communications, Inc. About Charter Communications Based in St. Louis, Missouri, Charter Communications, Inc. (Pink OTC: CHTRQ) -- http://www.charter.com/-- is a broadband communications company and the fourth-largest cable operator in the United States. Charter Communications and more than a hundred affiliates filed voluntary Chapter 11 petitions on March 27, 2009 (Bankr. S.D.N.Y. Case No. 09-11435). The Company listed $13.65 billion in assets against debts of $24.5 billion as of the filing. Attorneys at Kirkland & Ellis LLP, in New York, served as bankruptcy counsel to the Debtors. In November 2009, Charter Communications emerged from bankruptcy, after completing a financial restructuring that reduced debt by $8 billion. CHARTER COMMUNICATIONS: Moody's Puts 'Ba2' Rating on Senior Loan ---------------------------------------------------------------- Moody's Investors Service assigned ratings of Ba2 to Charter Communications Operating, LLC's amended and restated senior secured credit facilities ($3 billion term loan C and $1.3 billion revolver). The amendment extends maturities for approximately $4.3 billion of CCO's bank debt and provides for revolving credit commitments which had previously been eliminated upon the company's filing of Chapter 11 Bankruptcy protection last year. The extended revolver and term loan will mature in March 2015 and September 2016, respectively. CCO is an indirect wholly owned subsidiary of intermediate holding company CCH II, which is owned by Charter Communications, Inc. The transaction terms out $3 billion of CCO's $6.4 billion (remaining unamortized amount) term loan due March 6, 2014, extends the maturity on approximately $1.1 billion of its former $1.3 billion revolving credit facility due March 6, 2013 (which currently does not revolve) and provides for a total of $1.3 billion of new revolving credit commitments. The new revolver commitments will be available for revolving loans, letters of credit and swingline loans on a fully revolving basis. Terms of CCO's new credit facilities remain largely unchanged and bear interest at LIBOR plus 3% to 3.25%. For those lenders who did not participate in the exchange, both pricing and maturity remain unchanged. The term loan extension will have no impact on leverage as total term debt remains unchanged and only a modest impact of free cash flow generation given increased pricing. Moody's anticipates Charter will apply a substantial portion of its cash-on-hand ($709 million at December 31, 2009) to repay new revolver borrowings in order to eliminate the associated negative carry costs. "Proforma for the bankruptcy emergence restructuring, the company should comfortably generate about $500 million of annual positive free cash flow and growing, leading to some organic deleveraging of the balance sheet, but that additional amend-and- extend and/or other refinancing transactions will be needed to satisfy still lumpy upcoming maturities on existing debt obligations," noted Russell Solomon, Moody's Senior Vice President. Charter's ratings continue to reflect moderately high financial risk, evidenced by debt-to-EBITDA leverage of approximately 5.6x (5.3x net of cash balances), and Moody's expectation that the company will become free cash flow positive for the first time in 2009-2010 on a proforma basis following its emergence from Chapter 11 bankruptcy proceedings and the concurrent elimination of more than $8 billion of debt and associated debt service obligations. The rating reflects expectations of a heightened competitive environment, as the RBOCs and DBS companies further penetrate the company's incumbent footprint either individually or in partnership and are able to provide triple- and/or quad-play services of their own. The ratings are supported, however, by the company's large size and above-average prospects for continued operational improvements, including higher penetration of its data and phone product offerings, which should yield improving cash flow performance, particularly as capital expenditures moderate. Moreover, ratings are supported by the company's meaningful perceived underlying asset value (particularly in the context of its dramatically reduced debt burden post-bankruptcy restructuring), including a sizeable albeit shrinking subscriber base of approximately 4.8 million basic video customers. Moody's has taken these rating actions: Issuer -- Charter Communications Operating, LLC * New senior secured (1st lien - all assets) credit facilities -- Assigned Ba2 (LGD 2, 28%) A full listing of all ratings for Charter-related entities is: Issuer -- CCH II, LLC (CCH II) * Corporate Family Rating - Ba3 * Probability of Default Rating - Ba3 * 13.5% Senior Unsecured Notes due 2016 - B2 (LGD 6, 94%) Issuer -- CCO Holdings, LLC (CCOH) * 8.75% Senior Unsecured Notes due 2013 - B2 (LGD 5, 88%) * Senior Secured (1st lien - stock only) Term Loan due 2014 - B2 (LGD 5, 83%) Issuer -- Charter Communications Operating, LLC (CCO) * 8.0% Senior Secured (2nd lien - all assets) Notes due 2012 - B1 (LGD 5, 73%) * 8.375% Senior Secured (2nd lien - all assets) Notes due 2014 - B1 (LGD 5, 73%) * 10.875% Senior Secured (2nd lien - all assets) Notes due 2014 - B1 (LGD 5, 73%) * New Senior Secured (1st lien - all assets) Revolving Credit Facility due 2015 -- Ba2 (LGD 2, 28%) * New Senior Secured (1st lien - all assets) Term Loan Facility due 2016 - Ba2 (LGD 2, 28%) * Senior Secured (1st lien - all assets) Revolving Credit Facility due 2013 - Ba2 (LGD 2, 28%) * Senior Secured (1st lien - all assets) Term Loan Facility due 2014 - Ba2 (LGD 2, 28%) The rating outlook is Stable. The last rating action was on November 30, 2009, when Moody's assigned a Ba3 Corporate Family Rating and a Ba3 Probability of Default Rating for Charter's indirect intermediate holding company CCH II, LLC, following the company's emergence from bankruptcy. Moody's assigned provisional ratings of (P)Ba2 to CCO's proposed amended and restated senior secured credit facilities on March 10, 2010. Charter Communications, Inc., is one of the largest domestic cable multiple system operators serving approximately 4.8 million basic subscribers and generating annual revenues approximating $6.8 billion. The company maintains its headquarters in St. Louis, Missouri. CHARTER COMMUNICATIONS: Stock Redemption Won't Move Moody's Rating ------------------------------------------------------------------ Moody's Investors Service said the redemption of Charter Communications, Inc.'s 15% Payment-in-Kind Preferred Stock will have no impact on CCH II, LLC's Ba3 CFR. CCH II is Charter's indirect intermediate holding company. The last rating action was on November 30, 2009, when Moody's assigned a Ba3 Corporate Family Rating and a Ba3 Probability of Default Rating for Charter's indirect intermediate holding company CCH II, LLC, following the company's emergence from bankruptcy. Charter Communications, Inc., is one of the largest domestic cable multiple system operators serving approximately 4.8 million basic subscribers and generating annual revenues approximating $6.8 billion. The company maintains its headquarters in St. Louis, Missouri. CHS/COMMUNITY HEALTH: Moody's Affirms 'B1' Corporate Family Rating ------------------------------------------------------------------ Moody's Investors Service upgraded the Speculative Grade Liquidity Rating of CHS/Community Health Systems, Inc., to SGL-1 from SGL-2. Concurrently, Moody's affirmed the company's current ratings, including the B1 Corporate Family and Probability of Default Ratings. The ratings outlook is stable. The upgrade of the Speculative Grade Liquidity Rating reflects Moody's expectation of very good liquidity over the next four quarters characterized by robust cash flow generation, even with the anticipated increase in cash tax payments, and an increase in cash reserves to $345 million at December 31, 2009 as the company has retained proceeds from its $300 million delayed draw term loan. Additionally, although Moody's expect modest debt repayment, Moody's believe solid EBITDA growth will provide ample headroom under the financial covenants despite step-downs. Community Health's B1 Corporate Family Rating reflects the company's scale and market strength, which have helped Community Health weather the unfavorable trends in bad debt expense and weak volumes that have been plaguing the industry as a whole. The company continues to see strong margin performance and is expected to have very good liquidity. However, the rating also reflects that financial leverage remains high for the rating category and interest expense coverage is modest. Furthermore, Moody's anticipate that free cash flow generation will be constrained in the near term given the company's guidance for higher cash taxes and a significant level of capital spending. Moody's also expect the company to continue to actively pursue acquisitions. Therefore, Moody's expect adjusted leverage could remain high and that any further reduction will likely be derived from EBITDA growth. Following is a summary of Moody's actions. Ratings upgraded: * Speculative Grade Liquidity Rating to SLG-1 from SGL-2 Ratings affirmed and LGD assessments revised: * Senior secured revolving credit facility due 2013 to Ba3 (LGD3, 33%) from Ba3 (LGD3, 32%) * Senior secured term loan due 2014 to Ba3 (LGD3, 33%) from Ba3 (LGD3, 32%) * Delayed draw term loan due 2014 to Ba3 (LGD3, 33%) from Ba3 (LGD3, 32%) * Senior unsecured notes due 2015, to B3 (LGD5, 86%) from B3 (LGD5, 85%) * Corporate Family Rating, B1 * Probability of Default Rating, B1 Community Health, headquartered in Brentwood, TN, is a leading non-urban provider of general hospital healthcare services, operating 122 hospitals located in 29 states. For the twelve months ended December 31, 2009, Community Health reported revenue of $12.1 billion. CITIGROUP MORTGAGE TRUST: DBRS Rates Class 1A3 at 'C' ----------------------------------------------------- DBRS has assigned the following ratings to the Resecuritization Trust Certificates, Series 2010-2, issued by Citigroup Mortgage Loan Trust 2010-3 (the Trust): -- $ 7.0 million Class 1A1 rated at AA -- $ 7.0 million (Notional) Class 1A1IO rated at AA -- $ 10.5 million Class 1A2 rated at AA -- $ 13.7 million Class 1A3* rated at C -- $ 13.7 million Class 1A3A** rated at C -- $ 61.5 million Class 2A1* rated at "A" -- $ 28.9 million Class 2A2* rated at C -- $ 56.0 million Class 2A1A** rated at AA -- $ 5.4 million Class 2A1B** rated at "A" -- $ 28.9 million Class 2A2A** rated at C -- $ 15.6 million Class 3A1* rated at "A" -- $ 8.0 million Class 3A2* rated at C -- $ 14.2 million Class 3A1A** rated at AA -- $ 1.4 million Class 3A1B** rated at "A" -- $ 8.0 million Class 3A2A** rated at C -- $ 36.3 million Class 4A1 rated at AA -- $ 10.8 million Class 4A2 rated at C -- $ 91.3 million Class 5A1* rated at "A" -- $ 12.4 million Class 5A2* rated at C -- $ 88.2 million Class 5A1A** rated at AA -- $ 3.1 million Class 5A1B** rated at "A" -- $ 12.4 million Class 5A2A** rated at C DBRS rates five groups in this resecuritization trust, each consisting of one seasoned senior residential mortgage-backed security (RMBS). The ratings on the certificates reflect the credit enhancement provided by subordination within their respective groups. The ratings also reflect the quality of the underlying assets. Initial Exchangeable Certificates are exchangeable for Subsequent Exchangeable Certificates and vice versa in the combinations described in the private placement memorandum. Other than the specified classes above, DBRS does not rate any other certificates in this transaction. Interest and principal payments on the certificates will be made on the same day as the underlying distribution date (the 25th of each month), commencing in April 2010. Interest payments will be distributed on a pro rata basis to the certificates within their respective groups. Principal will be distributed on a sequential basis to the certificates within their respective groups until the certificate principal balances thereof are reduced to zero. Any losses realized from the underlying securities will be allocated in a reverse numerical order to the certificates within their respective groups. The DBRS-rated groups within the Trust are resecuritizations of six senior RMBS, represented by six real estate mortgage investment conduits (REMICs). The REMICs are backed by pools of prime or Alt-A, fixed- or adjustable-rate, first-lien, one- to four-family residential mortgages. COLT DEFENSE: Moody's Reviews 'B1' Corporate Family Rating ---------------------------------------------------------- Moody's Investors Service has placed all debt ratings of Colt Defense LLC under review for possible downgrade, including the B1 corporate family and probability of default. The review follows Colt's announcement of significantly lower than expected 2010 revenues and earnings from deferment of a large order by a non-U.S. military customer. Moody's estimates that Colt's 2010 leverage could exceed the B1 range and continued access to the $50 million revolving credit facility may be disrupted without near-term amendment relief. In its review, Moody's will evaluate the potential for ongoing liquidity profile adequacy and for performance metrics to rebound in 2011 (measured by revenues, EBITDA and cash flow generation), and the probability for any turnaround to be sustained. Moody's expects to conclude the review by end of the second quarter of 2010. Ratings placed under review for possible downgrade: * Corporate family B1 * Probability of default B1 * $250 million 8.75% senior unsecured notes due December 2017 -- B2 LGD 4, 58% Moody's last rating action on Colt occurred November 2, 2009, when the B1 corporate family rating was affirmed. Colt Defense LLC, headquartered in West Hartford, CT, manufactures small arms including the M4 carbine and M16 rifle for the U.S. military, U.S. law enforcement agencies, and foreign allied militaries. Revenues for 2009 were about $275 million. COLT DEFENSE: S&P Affirms Corporate Credit Rating at 'B+' --------------------------------------------------------- Standard & Poor's Ratings Services affirmed its ratings, including the 'B+' corporate credit rating, on West Hartford, Conn.-based Colt Defense LLC. S&P also revised the outlook to negative from stable. The ratings on Colt Defense reflect an aggressive financial profile, very limited product diversity, moderating demand from a key customer, and a modest revenue base. The company's position as a leading supplier of small arms to the U.S. military and good operating margins somewhat offset these factors. "In its recent annual report for 2009, Colt Defense stated that the award of a large international order for 60,000 rifles that it originally expected in 2010 would be delayed, with deliveries likely not starting until 2011," said Standard & Poor's credit analyst Christopher DeNicolo. "The delay will likely result in the company's 2010 earnings being materially lower than S&P's previous expectations," he continued. The outlook is negative. A delay in receiving a large international order is likely to result in much lower earnings in 2010, weaker credit protection measures, and a possible violation of bank covenants in the second half of the year. S&P could lower the ratings if any covenant violations materially constrain liquidity or if the international order is further delayed or not awarded to Colt Defense, resulting in sustained debt to EBITDA above 5x and funds from operations to total debt below 10%. S&P could revise the outlook to stable if the international order is awarded this year, if the company profitably replaces declining U.S. government sales with other international or other business, and if S&P believes credit protection measures will improve in 2011, with debt to EBITDA below 4.5x and FFO to debt 15% to 20%. COMMERCIAL VEHICLE: S&P Gives Neg. Outlook; Keeps 'CCC+' Rating --------------------------------------------------------------- Standard & Poor's Ratings Services said it has revised its outlook on New Albany, Ohio-based Commercial Vehicle Group Inc. to developing from negative and affirmed its 'CCC+' corporate credit rating and other ratings. "The outlook revision reflects S&P's view that the company's near- term liquidity has improved because of its recent equity issuance and the favorable cash effect of tax refunds the company expects to receive in the second quarter," said Standard & Poor's credit analyst Nancy Messer. S&P estimates the company will have a cash balance of about $50 million, pro forma following these two transactions. Still, the developing outlook also reflects S&P's concerns about the company's ability in the year ahead to cover cash interest expense of about $13 million and capital spending that S&P expects to be less than $10 million. This could happen if the already weak economy worsens and the company's revenues and operating cash flow decline further. CVG has reduced its overall cost structure, which lays the foundation for profitability when truck sales recover. But S&P believes commercial-truck sales will need to improve materially to raise earnings and cash generation levels in line with a higher rating. CVG designs, engineers, and produces structural components of truck cabs, including frame sleeper boxes and cab-related interior products for the commercial-truck markets. The ratings on CVG reflect the company's highly leveraged financial risk profile, which has worsened with the significant decline in EBITDA caused by the steep drop in vehicle demand and prolonged duration of the commercial-truck downturn in North America. In S&P's opinion, CVG's ability to avoid having to pursue further financial restructuring in 2011 depends mostly on the timing of the commercial-truck recovery and CVG's continued ability to realize cost savings from restructuring initiatives. Last year marked the third consecutive year that the company was required to reduce its cost structure, which S&P believes is about 75% variable, to match sinking revenues. S&P views the business risk profile as vulnerable, reflecting CVG's role as a supplier to a concentrated group of large, price- sensitive commercial-truck original equipment manufacturers, along with the steep decline in demand. CVG's market risk is concentrated in North America, where it generates the vast majority of its revenues. The company's top four customers accounted for nearly half of its 2009 sales, and S&P expects CVG to face sales reductions of up to $35 million in 2010 from its largest customer's decision to in-source the cab assembly operations. But S&P expects this to be offset somewhat by new business contracts in 2010. Liquidity remains very tight in S&P's opinion because of the weak operating environment, limited cash generation potential, and, longer term, maturities in 2012 and 2013. At year-end 2009, the company had $9.5 million in cash on the balance sheet. Still, S&P believes liquidity will be adequate for the company's 2010 cash requirements because S&P does not expect commercial-vehicle production to rise significantly until 2011 at the earliest. The developing outlook means S&P believes there is a one-third probability of an upgrade or a downgrade in the next year. S&P could raise the ratings if S&P believed North American commercial- truck production would increase significantly in the year ahead because of a material, sustainable rebound in the U.S. economy. For example, S&P could raise the ratings if S&P believed an uptick in demand would result in adjusted leverage declining to upper- single-digit levels, and sustainable discretionary cash flow compared to S&P's 2010 scenario of minimal discretionary cash flow. S&P does not assume either of these will occur in the first half of 2010, but S&P believes S&P could have better insight into next year's demand in the second half of this year. S&P could lower the ratings if CVG's markets fail to begin improving meaningfully by 2011, CVG does not realize expected savings from restructuring efforts, or if the company cannot adequately manage working capital funding requirements. S&P could lower the ratings, for example, if S&P believed CVG would be unable to achieve EBITDA of roughly $25 million in 2011, a level S&P estimates is required to cover cash interest expense and reasonable capital spending. S&P could also lower the ratings if the company alters its financial policy of preserving cash in the downturn. This could happen if the company used a meaningful amount of its liquidity for acquisitions or capacity expansion in the year ahead. COMMONWEALTH BIOTECHNOLOGIES: Posts $2.4-Mil. Net Loss for 2009 --------------------------------------------------------------- Commonwealth Biotechnologies, Inc., filed its annual report on Form 10-K, showing a net loss of $2.4 million on $3.3 million of revenue for 2009, compared with a net loss of $9.9 million on $3.7 million of revenue for 2008. The Company's balance sheet as of December 31, 2009, showed $7.3 million in assets, $6.6 million of debts, and $709,262 of stockholders' equity. Witt Mares, PLC, in Richmond, Va., expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that of the Company's recurring losses from operations and inability to generate sufficient cash flow to meet its obligations and sustain its operations. A full-text copy of the annual report is available for free at: http://researcharchives.com/t/s?5e42 A full-text copy of the financial statements for 2009 and 2008 is available for free at http://researcharchives.com/t/s?5e41 Richmond, Va.-based Commonwealth Biotechnologies, Inc., is a specialized life sciences outsourcing business that offers a complete array of discovery chemistry and biology products and services through its subsidiary Mimotopes Pty Limited. COMVEST LTD: Files for Chapter 11 Bankruptcy in West Virginia ------------------------------------------------------------- Comvest Ltd. Inc. filed for Chapter 11 Bankruptcy in the United States Bankruptcy Court in the Southern District of West Virginia, listing assets of less than $50,000, and liabilities of between $1 million and $10 million, says Jessika Lewis at WBOY.com. The Company said it owes several entities in north central West Virginia including he town of Granville, the city of Elkins, Stonewall Jackson Hospital, Canaan Valley Institute, the city of Fairmont, Marion County Parks and Recreation, Freedom Bank, and Comvest Capital, LLC, says Ms. Lewis. The Company owes Shenandoah County, Virginia, $144,234. Comvest Ltd. Inc. -- http://www.comvestltd.com/-- is a privately held firm involved in providing flexible and innovative tax-exempt financing solutions in the mid-Atlantic region. COOPER TIRE: S&P Puts 'B' Corp. Rating on CreditWatch Positive -------------------------------------------------------------- Standard & Poor's Ratings Services placed its 'B' corporate credit rating and other debt ratings on tire maker Cooper Tire & Rubber Co. on CreditWatch with positive implications. "The CreditWatch placement is based on S&P's expectation that operating results will continue to improve in 2010 thanks to higher sales, greater manufacturing efficiencies, and tighter cost controls," said Standard & Poor's credit analyst Lawrence Orlowski. As a result, S&P believes better, sustainable credit measures could be consistent with a higher rating. EBITDA, operating income, and free cash flow rose substantially in the fourth quarter year over year, and a payment of $97 million retired debt in that quarter. Although S&P is cautious about a rebound in North American demand for replacement tires, the company has reduced its overall cost structure, which has helped stabilize its financial position and laid the foundation for higher profitability as replacement tire demand returns to more normal levels. Revenue in the fourth quarter increased by 22% year over year, and operating profit was positive, at $60.3 million after a loss of $163.8 million a year earlier. According to the company, raw material costs in the fourth quarter fell about $108 million overall and $75 million in North America. S&P's main condition for raising the rating would be a sustained improvement in credit measures. Leverage, for instance, dropped below 3x in 2009, from 19.9x in 2008, but whether such performance is sustainable depends on future costs of raw materials, which S&P expects to remain volatile, and demand and pricing for tires. EBITDA interest coverage was 5.3x, compared with 0.9x a year earlier. In the U.S., Cooper's total unit shipments of light-vehicle tires rose 22% during the fourth quarter, better than the 11% and 7% increases for Rubber Manufacturers Assn. member companies and the total industry, respectively. Rubber Manufacturers Assn. is projecting the total replacement market to increase about 1% in 2010. Growth in the U.S. tire market has been sluggish for several years, and in S&P's view, this trend has been exacerbated because of the economic downturn. Although worn tires must eventually be replaced, the timing of the replacement cycle can be pushed out when consumer budgets are tight. To align its production capacity with future demand, the company shut its manufacturing facility in Albany. As a result, the company expects to realize $75 million to $80 million in annual savings through a more efficient cost structure. To enhance long-term sales growth and have access to low-cost manufacturing, Cooper continues to focus on its Asian expansion strategy. The Cooper-Kenda joint venture facility in China should be able to produce close to 3 million tires during 2010, and Cooper will receive 100% of the production until May 2012. Furthermore, the company has invested in a tire manufacturing facility in Mexico to secure a source of low-cost production to serve both the Mexican and North American markets. S&P views Cooper's liquidity as adequate for near-term needs. As of Dec. 31, 2009, cash and cash equivalents totaled $427 million. S&P expects capital expenditures of $120 million to $135 million this year. S&P expects to resolve the CreditWatch in the next 90 days. If raw material costs stay level, S&P would expect EBITDA and free cash flow to continue rebounding, and S&P would revisit its current rating. To raise S&P's corporate credit rating, S&P would expect to see adjusted debt to EBITDA remain below 5.0x on a sustainable basis. CORNERSTONE BANCSHARES: Hazlett Lewis Raises Going Concern Doubt ---------------------------------------------------------------- Cornerstone Bancshares, Inc., filed its annual report on Form 10-K on March 31, 2010. Hazlett, Lewis & Bieter, PLLC, in Chattanooga, Tenn., expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company was not in compliance with certain of its debt covenants at December 31, 2009. In addition, as of December 31, 2009, Cornerstone Community Bank was restricted from paying dividends to the Company due to the Bank's recent operating losses and the Bank's reduced capital levels. The Company reported a net loss of $8.2 million on net interest income of $15.1 million for 2009, compared with net income of $2.5 million on net interest income of $18.0 million for 2008. The Company's balance sheet as of December 31, 2009, showed $532.4 million in assets, $504.6 million of liabilities, and $27.8 million of stockholders' equity. At December 31, 2009, the Company had net loans of $330.8 million and total deposits of $404.7 million. A full-text copy of the annual report is available for free at: http://researcharchives.com/t/s?5e40 Chattanooga, Tenn.-based Cornerstone Bancshares, Inc. is a bank holding company. Its wholly-owned subsidiary, Cornerstone Community Bank, is a Tennessee-chartered commercial bank with five full-service banking offices located in Hamilton County, Tennessee. CORROZI-FOUNTAINVIEW: Voluntary Chapter 11 Case Summary ------------------------------------------------------- Debtor: Corrozi-Fountainview, LLC 102 Robino Court Suite 301 Wilmington, DE 19804 Case No.: 10-11090 Type of Business: The Debtor owns a single asset real estate. Chapter 11 Petition Date: March 31, 2010 Court: U.S. Bankruptcy Court District of Delaware (Delaware) Judge: Kevin Gross Debtor's Counsel: Joseph Grey Cross & Simon LLC 913 North Market Street, 11th Floor P.O. Box 1380 Wilmington, DE 19899-1380 Total Assets: $10,000,001 to $50,000,000 Total Debts: $10,000,001 to $50,000,000 The Debtor did not file its list of largest unsecured creditors when it filed its petition. The petition was signed by Michael Startini, member. DAYTON SUPERIOR: Inks Sale Agreement with Hohmann & Barnard ----------------------------------------------------------- Business Journal of Dayton reports that Dayton Superior Corp. said it has reached a deal to sell its Dur-O-Wal line to Hohmann & Barnard Inc., a subsidiary of MiTek Inc. About Dayton Superior Headquartered in Dayton, Ohio, Dayton Superior Corporation (Pink Sheets: DSUPQ) -- http://www.daytonsuperior.com/-- makes and distributes construction products. Aztec Concrete Accessories Inc., Dayton Superior Specialty Chemical Corporation, Dur-O-Wa Inc., Southern Construction Products Inc., Symons Corporation and Trevecca Holdings Inc. were merged with the Company December 31, 2004. The Company filed for Chapter 11 protection on April 19, 2009 (Bankr. D. Del. Case No. 09-11351). Keith A. Simon, Esq., Jude M. Gorman, Esq., and Joseph S. Fabiani, Esq., at Latham & Watkins LLP serve as the Debtors' bankruptcy counsel. Russell C. Silberglied, Esq., John H. Knight, Esq., Paul N. Heath, Esq., and Lee E. Kaufman, Esq., at Richards, Layton & Finger, P.A., serve as Delaware counsel. Dayton Superior had $288,709,000 in assets and $405,867,000 in debts as of February 27, 2009. * * * As reported in the Troubled Company Reporter on October 30, 2009, Standard & Poor's Ratings Services withdrew its ratings, including its 'D' corporate credit rating, on Dayton, Ohio-based Dayton Superior Corp., following the Company's announcement that it had emerged from Chapter 11 bankruptcy protection. In conjunction with the emergence, the Company's outstanding prepetition senior subordinated notes were converted into new stock of the reorganized company. DEEP MARINE: Seeks to Sell Assets to Emerge Bankruptcy ------------------------------------------------------ Offshore Online Shipping reports that Deep Marine Technology said it is evaluating options which will allow it to emerge from bankruptcy and soliciting offers for the purchase of some or all of its assets, as well as proposals for a reorganization. Parties interested in purchasing one or more of the company's assets or submitting proposals to reorganize the company's businesses should contact Fearnley Offshore Supply, the report says. Based in Houston, Texas, Deep Marine Technology -- http://www.deepmarinetech.com/-- is an independent subsea service provider to the Offshore Oil and Gas Industry. Deep Marine Holdings, Inc., filed for chapter 11 bankruptcy protection (Case No. 09-39314) on December 4, 2009, before the United States Bankruptcy Court for the Southern District of Texas in Houston. Affiliates Deep Marine Technology Inc., Deep Marine 1, LLC, Deep Marine 2, LLC, Deep Marine 3, LLC, and Deep 4 Marine, LLC, also sought bankruptcy protection. The Debtors are represented by Bracewell & Guiliani, L.L.P. The Debtors disclosed 100,000,001 to 500,000,000 in total assets. DYLAN JAMES: Case Summary & 19 Largest Unsecured Creditors ---------------------------------------------------------- Joint Debtor: Dylan Lee James Michelle Marie James 5616 E. Desert Vista Trail Cave Creek, AZ 85331 Bankruptcy Case No.: 10-09144 Chapter 11 Petition Date: March 31, 2010 Court: United States Bankruptcy Court District of Arizona (Phoenix) Judge: Sarah Sharer Curley Debtor's Counsel: Paul Sala, Esq. Allen, Sala & Bayne, PLC 1850 N. Central Avenue, Suite 1150 Phoenix, AZ 85004 Tel: 602-256-6000 Fax: 602-252-4712 E-mail: psala@asbazlaw.com Estimated Assets: $500,001 to $1,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 19 largest unsecured creditors is available for free at http://bankrupt.com/misc/azb10-09144.pdf The petition was signed by Dylan Lee James and Michelle Marie James. DYNAMIC BUILDERS: Seeks Chapter 11 Protection in California ----------------------------------------------------------- Dynamic Builders Inc. filed for Chapter 11 bankruptcy protection in Santa Ana, California (Bankr. C.D. Calif. Case No. 10-14151). Dynamic Builders is a Los Angeles-based real estate developer. The Company listed up to $500 million in both debt and assets in its bankruptcy petition. The largest unsecured creditor is Comerica Bank with a claim of $29.6 million. According to Bloomberg News, Dynamic Builders was founded in 1964 by L. Ramon Bonin as a general contractor, and has branched into industrial development, buying as many as 50 acres of new property a year. Bloomberg relates that Mr. Bonin also filed a personal Chapter 11 petition in the same court, listing the same estimate of assets and debts. Bank of America, with a claim of $48.2 million, was listed as his largest unsecured creditor. DYNAMIC BUILDERS: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Dynamic Builders Inc. 2114 S Hill Street Los Angeles, CA 90007 Case No.: 10-14151 Type of Business: The Debtor owns a commercial real estate. Chapter 11 Petition Date: March 31, 2010 Court: U.S. Bankruptcy Court Central District of California (Santa Ana) Judge: Theodor Albert Debtor's Counsel: Nanette D Sanders Ringstad & Sanders 2030 Main Street Suite 1200 Irvine, CA 92714 Tel: (949)851-7450 E-mail: becky@ringstadlaw.com Total Assets: $100,000,001 to $500,000,000 Total Debts: $100,000,001 to $500,000,000 The petition was signed by L. Ramon Bonin, chairman. Debtor's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Comerica Bank Barry Cohen 2321 Rosecrans Avenue, #5000 El Segundo CA 90245 Line of Credit $29,615,325 City National Bank John Finnigan 555 S. Flower Los Angeles CA 90071 Line of Credit $2,980,500 Dynamic Group, LLC Jason Lui 4601 S. Boyle Vernon CA 90058 Investment $2,980,250 David Sestak Investment $233,740 AT&T Utility Relocation $80,356 Preferred Meals Lease Deposit -3070 E. Washington $38,477 Marine Harvest Lease Depost $38,000 Southern California Edison Oak Payment Processing Fullerton Development $37,927 Dorin Realty Commission $25,000 Sierra Fireproofing Byer California Project $22,588 Andrew Kramer Lease/Prepaid Rent $14,071 Trak Environmental Ground water monitor/sampling $12,500 Pat Frierson Ent. Inc. Lease Deposit-Carson Unit 16 $11,912 Carol Jones Commission $11,442 Kenneth Jackson Commission $11,442 Ryka Apparel Inc. Lease Deposit-Carson Unit 2 $9,858 Pacific Gas & Electric Co. Payment Research Engineering Cost $6,760 Pat Frierson Ent. Inc. Lease Deposit-Carson Unit 1 $6,000 CM Mode Lease Deposit-Carson Unit 1 $5,786 Kickstart Motorsports Lease Dposit $5,050 ECHO THERAPEUTICS: Wolf & Company Raises Going Concern Doubt ------------------------------------------------------------ On March 31, 2010, Echo Therapeutics, Inc., filed its annual report on Form 10-K for the year ended December 31, 2009. Wolf & Company, P.C., expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses from operations, has a significant accumulated deficit, has a significant working capital deficit and has been unable to raise sufficient capital to fund its operations. The Company reported a net loss of $11.0 million on $1.3 million of revenue for 2009, compared with a net loss of $10.6 million on no revenue for 2008. The Company's balance sheet as of December 31, 2009, showed $11.3 million in assets, $4.3 million of debts, and $7.0 million of stockholders' equity. A full-text copy of the annual report is available for free at: http://researcharchives.com/t/s?5e37 Franklin, Mass.-based Echo Therapeutics, Inc. is a medical device and specialty pharmaceutical company. The Company is developing a non-invasive, wireless, transdermal continuous glucose monitoring ("tCGM") system for use in clinical settings and for people with diabetes together with a wide range of transdermal reformulations of specialty pharmaceutical products previously approved by the United States Food and Drug Administration. ECOSPHERE TECHNOLOGIES: Posts $19.1 Million Net Loss for 2009 ------------------------------------------------------------- Ecosphere Technologies, Inc., filed its annual report on Form 10- K, showing a net loss of $19.1 million on $1.8 million of revenue for 2009, compared with a net loss of $11.7 million on $247,202 of revenue for 2008. The Company's balance sheet as of December 31, 2009, showed $10.2 million in assets, $16.1 million of debts, and $3.9 million of redeemable convertible cumulative preferred stock, for a stockholders' deficit of $9.8 million. Salberg & Company, P.A., in Boca Raton, Fla., expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that of the Company's net loss for 2009, and working capital, stockholders' and accumulated deficits at December 31, 2009. In addition, the Company has redeemable convertible cumulative preferred stock that is eligible for redemption at a redemption amount of $3,879,795 including accrued dividends as of December 31, 2009, and is in default on certain promissory notes at December 31, 2009. A full-text copy of the annual report is available for free at: http://researcharchives.com/t/s?5e48 Stuart, Fla.-based Ecosphere Technologies, Inc. is a diversified engineering, technology development, and manufacturing company that provides clean technologies and services for use in various applications in the industrial waste market in the United States. EF JOHNSON: Grant Thornton Raises Going Concern Doubt ----------------------------------------------------- On March 31, 2010, EF Johnson Technologies, Inc., filed its annual report on Form 10-K for the year ended December 31, 2009. Grant Thornton LLP, in Dallas, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has incurred substantial net losses in each of the last three years and has a $15.0 million term loan due on June 30, 2010. The Company reported a net loss of $12.2 million on $92.3 million of revenue for 2009, compared with a net loss of $20.9 million on $126.3 million of revenue for 2008. The Company's balance sheet as of December 31, 2009, showed $84.1 million in assets, $37.8 million of debts, and $46.4 million of stockholders' equity. A full-text copy of the annual report is available for free at: http://researcharchives.com/t/s?5e34 Irving, Tex.-based EF Johnson Technologies, Inc. designs, develops, markets and supports wireless communications, including wireless radios and wireless communications infrastructure and systems for digital and analog platforms, and secure wireless networking solutions that include Wi-Fi products, mesh networking, access points, bridges and client products. In addition, the Company offers encryption technologies for wireless voice, video and data communications. EFRAIN BETANCOURT: Case Summary & 3 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Efrain Diaz Betancourt PO BOX 531 Saint Just Trujillo Alto, PR 00978 Bankruptcy Case No.: 10-02563 Chapter 11 Petition Date: March 31, 2010 Court: United States Bankruptcy Court District of Puerto Rico (Old San Juan) Debtor's Counsel: Wigberto Lugo Mender, Esq. Lugo Mender & Co. Centro Internacional de Mercadeo RD 165 Torre 1 Suite 501 Guaynabo, PR 00968 Tel: 787 707-0404 E-mail: wlugo@lugomender.com Estimated Assets: $1,000,001 to $10 million Estimated Debts: $1,000,001 to $10 million A list of the Company's 3 largest unsecured creditors is available for free at: http://bankrupt.com/misc/prb10-02563-11.pdf The petition was signed by the Debtor. EIGEN INC: Files for Chapter 11 Bankruptcy in Delaware ------------------------------------------------------ Dave Moller at The Union reports that Eigen Inc. filed for Chapter 11 bankruptcy protection in the U.S. Bankruptcy Court for the District of Delaware to reorganize and save 22 Nevada County jobs. The Company said it owes $20 million to investor Kazi Management VI. According to The Union, Richard Edick, the restructuring officer, leveraged another $3.3 million in a revolving line of credit from Kazi, with $2 million immediately available so the company could pay bills and stay afloat. The money will allow the firm to meet its bi-weekly payroll of more than $96,000, the document said. Along with the 22 employees at Eigen's office in the Loma Rica Industrial Park, there are 10 salesman who work out of the area. Eigen Inc. is a medical equipment firm. ELECTRICAL COMPONENTS: Moody's Downgrades Default Rating to 'D' --------------------------------------------------------------- Moody's Investors Service has lowered the probability of default rating of Electrical Components International, Inc., to D from Caa3 and the corporate family rating to Ca from Caa3 following its filing for protection under Chapter 11 of the US Bankruptcy Code on March 30, 2010. Subsequent to these rating actions, Moody's will withdraw all of the ratings because the issuer has entered bankruptcy. These ratings were downgraded and will be withdrawn: * Probability of Default Rating to D from Caa3; * Corporate Family Rating to Ca from Caa3; * $261 million senior secured bank credit facility downgraded to Ca (LGD3, 38%) from Caa2 (LGD3, 36%); and * $60 million second lien term loan due 2014 downgraded to C (LGD5, 83%) from Ca (LGD5, 80%). The last rating action was on January 6, 2009, at which time Moody's downgraded ECI's corporate family rating to Caa3 from Caa2. Electrical Components International, Inc., headquartered in St. Louis, Missouri, designs, manufactures and markets wire harnesses and provides assembly services primarily for major white goods appliance manufacturers in North America and Europe. ELECTRICAL COMPONENTS: S&P Cuts Corp. Credit Rating to 'D' ---------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit rating on Electrical Components International Inc. to 'D' from 'CCC-' as a result of the company's filing for Chapter 11 bankruptcy protection. S&P also lowered the first-lien term loan rating to 'D' from 'CCC' and the second-lien rating to 'D' from 'C'. "The ratings on ECI, a manufacturer of electrical wire harnesses for appliances and machinery, reflect the company's filing for Chapter 11 protection on March 30, 2010," said Standard & Poor's credit analyst Sarah Wyeth. The recovery ratings remain unchanged. EP MANAGEMENT: Moody's Confirms 'B2' Corporate Family Rating ------------------------------------------------------------ Moody's Investors Service confirmed its ratings for EP Management, formerly EaglePicher Corporation. The Corporate Family Rating and Probability of Default ratings were confirmed at B2. The rating outlook is stable. This concludes the review for possible upgrade that began on January 5, 2010. The company has completed the sale of its EP Technologies LLC subsidiary and proceeds were expected to facilitate debt reduction and improvement of the company's capital structure. However, EP is a privately held company and due to a lack of adequate financial information Moody's is unable to conclude that sufficient improvement in the company's capital structure and credit metrics has occurred to warrant any rating upgrade. Consequently the rating review has been concluded and the ratings have been confirmed at their current levels. Moody's also noted that because of a lack of adequate ongoing financial information about EP it will be unable to maintain ratings for the company, and the ratings will be withdrawn. Outlook Actions: Issuer: EaglePicher Corporation -- Outlook, Changed To Stable From Rating Under Review Confirmations: Issuer: EaglePicher Corporation -- Probability of Default Rating, Confirmed at B2 -- Corporate Family Rating, Confirmed at B2 -- Senior Secured Bank Credit Facility, Confirmed at B1, LGD5, 77% The last rating action was on January 5, 2010, when Moody's placed the company's ratings on review for possible upgrade because the company announced that it was selling its EaglePicher Technologies division, one of its three primary operating segments. EP Management, formerly EaglePicher Corporation, is a diversified manufacturer of advanced technology. Manufactured goods include rubber-coated materials and gaskets, automotive, filtration, additives and various other products. ERICKSON RETIREMENT: Files Omnibus Claims Objections ---------------------------------------------------- Erickson Retirement Communities LLC and its units filed with the Court 56 separate omnibus objections to 350 claims, aggregating $4,515,963,435, asserted against them. Specifically, the Debtors seek to disallow, expunge, adjust or reduce: (A) 100 claims, totaling $1,939,094,847, that are duplicative of other claims filed by the same claimant. A schedule of the Duplicate Claims is available for free at: http://bankrupt.com/misc/ERC_1stOOClaimsSched.pdf (B) 72 claims, totaling $66,260,438, that are duplicative of other claims filed by the same claimant against multiple Debtors. A schedule of the Cross-Debtor Claims is available for free at: http://bankrupt.com/misc/ERC_2ndOODuplicateClaims.pdf The Debtors also seek to disallow and expunge 13 claims, totaling $692,000, that are redundant of other claims filed by the same claimant. A schedule of the Redundant Claims is available for free at: http://bankrupt.com/misc/ERC_2ndOORedundantClaims.pdf (C) 25 claims, aggregating $122,134,777, that amend and supersede other claims filed by the same claimant against the Debtors. A schedule of the Amended Claims is available for free at: http://bankrupt.com/misc/ERC_3rdOOAmendedClaims.pdf (D) 31 claims, totaling $238,817, that were filed after the Claims Bar Date. A schedule of the Late Claims is available for free at: http://bankrupt.com/misc/ERC_3rdOOLateClaims.pdf (E) 109 claims, totaling $2,387,542,556, for which the Debtors assert that they don't have any liability to:: Claimant Claim No. Claim Amount -------- -------- ------------ Abington Bank 1206 $4,846,643 American Casualty Co. 1631 999,306 of Reading, PA Benjamin West doing 300 40,000 business as Chicago, LLC Arvest Bank 1251 4,906,204 1252 4,906,204 Ashby Ponds Inc. 1475 2,546,158 Bank of America N.A. 1214 9,830,926 1209 9,202,992 1132 5,433,667 Branch Banking & Trust 1380 4,597,011 Company Brooksby Village Inc. 1476 3,663,771 Capmark Bank 1297 9,813,867 1396 10,505,194 Cedar Crest Village Inc. 1443 70,638,399 Century Fence Construction 46 6,199 Chesapeake Bank of Maryland 1005 2,021,391 Chevy Chase Bank 1200 5,225,400 1201 5,225,400 Citizens Bank of 1308 6,774,296 Pennsylvania 1410 5,234,621 1411 5,234,621 CNA Companies 1683 Unknown 1689 Unknown 1695 Unknown 1713 Unknown Commerce Bank N.A. 1401 9,933,025 1402 9,933,025 Compass Bank 1174 9,818,273 1175 9,818,273 1233 4,599,974 Eagle's Trace Inc. 1444 2,568,358 Fidelity & Deposit Co. 1429 11,800,000 of Maryland 1430 13,000,000 First National Bank 1407 1,933,019 of Pennsylvania Fox Run Inc. 1445 2,536,158 HCP Inc. formerly known 1505 9,194,023 as Health Care Property Investors Inc. Hickory Chase Inc. 1447 2,553,853 1469 2,553,853 Highland Springs Inc. 1448 2,541,158 HillCrest Bank 1246 4,906,204 1247 4,906,204 Greenspring Village Inc. 1446 3,058,178 Keybank National Association 1013 7,219,069 Linden Ponds Inc. 1449 165,479,358 Manufacturers & Traders Trust 1355 4,861,629 1359 4,861,629 Maris Grove Inc. 1450 2,551,158 Monarch Landing Inc. 1451 190,854,858 National Penn Bank 1015 2,899,529 National Senior Campuses 1464 2,536,158 1463 2,536,158 1462 2,536,158 1440 2,536,158 1441 2,536,158 1442 2,553,853 1458 2,536,158 1459 2,536,158 1460 2,536,158 1461 2,536,158 Oak Crest Village Inc. 1452 3,131,455 PNC Bank N.A. 1072 10,042,836 1076 5,225,434 1077 5,225,434 1081 15,688,924 1085 4,856,094 1089 9,984,369 1090 9,984,369 1105 11,271,645 1106 898,582 1107 1,182,016 1108 3,330,969 Riderwood Village Inc. 1453 3,040,495 RLI Insurance Company 1009 20,072,025 989 20,072,025 990 20,072,025 Sandy Spring Bank 1314 5,225,400 1315 5,225,400 1366 9,664,342 Seabrook Village Inc. 1454 3,086,671 Sedgebrook Inc. 1455 146,753,558 Sovereign Bank 1156 13,795,646 Tallgrass Creek Inc. 1456 2,546,158 TD Bank N.A. 1168 5,225,400 1171 5,225,400 The Bank of Glen Burnie 1419 2,560,446 1420 2,560,446 The Columbia Bank 1415 4,331,476 Univest National Bank 1229 7,745,768 and Trust Co. U.S. Bank National Asso. 1568 267,364,658 1573 3,506,682 Wachovia Bank, N.A. 1136 9,678,028 1137 5,238,322 1142 5,238,322 Wells Fargo Bank N.A. 1138 5,225,400 1143 5,225,400 1567 162,097,286 1570 130,845 1574 242,021,234 1577 83,445,194 1579 242,021,234 1585 292,537,752 Western Surety Co. 1628 971,107 1629 396,200 1630 152,665 Wilmington Trust FSB 996 5,225,400 997 4,906,204 998 5,225,400 999 4,906,204 Wind Crest Inc. 1457 2,591,858 The Debtors reserve their right to object to the surviving claims to the applicable Disputed Claims. The Debtors filed with the Court on March 30, 2010, their modified 1st to 56th Omnibus Claims Objections, which are substantially similar to the original omnibus claims objections filed on March 26, 2010. About Erickson Retirement The Baltimore, Maryland-based Erickson Retirement Communities LLC owns 20 continuing care retirement communities in 11 states. Among Erickson's 20 communities, eight are completed, 11 are open although in construction, and one is in development. They have 23,000 residents in total. Erickson, along with affiliates, filed for Chapter 11 on Oct. 19, 2009 (Bankr. N.D. Tex. Case No. 09-37010). DLA Piper LLP (US) serves as counsel to the Debtors. BMC Group Inc. serves as claims and notice agent. Houlihan, Lokey, Howard & Zoukin, Inc., is also serving as investment and financial consultant. Alvarez & Marsal is serving as restructuring adviser. As of September 30, 2009, on a book value basis, ERC had approximately $2.7 billion in assets, including $2.2 billion of property and equipment, and $3.0 billion in liabilities. Liabilities include $195.8 million on the revolving credit, $347.5 million on construction credit, $64 million in accounts payable, $47.8 million in subordinate debt, and $475 million in purchase option deposits. Bankruptcy Creditors' Service, Inc., publishes Erickson Retirement Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Erickson Retirement Communities LLC and its debtor-affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) ERICKSON RETIREMENT: PNC Sues Strategic for Breach of Pact ---------------------------------------------------------- PNC Bank, National Association, commenced separate complaints against Strategic Ashby Ponds Lender, LLC, and Strategic Concord Landholder, LP, for breach of certain subordination and standstill agreements. PNC Bank is the collateral and administrative agent for a syndicated group of lenders that financed the acquisition and development of continuing care retirements: (a) by Debtor Concord Campus, LP., known as Maris Grove, in Glenn Mills, Pennsylvania, pursuant to a $70,000,000 Construction Loan Agreement with the Concord Senior Lenders; and (b) by Debtor Ashburn Campus, LLC, known as Ashby Ponds, in Ashburn, Virginia, pursuant to a $125,000,000 Construction Loan Agreement with the Ashburn Senior Lenders. The Debtor' obligations under the Senior Loan Agreements are secured by a first priority security interest in and deed of trust on the Ashby Ponds and Maris Grove Projects, including all real and property associated with the Projects. Ashburn Campus obtained subordinate financing from Strategic Ashby under a Promissory Note in the principal amount of $50,000,000. Ashburn Campus' obligations under the Mezzanine Note are secured by, among others, a junior security interest and junior lien on the Ashburn Property. As a condition of making the Senior Loan, the Ashburn Senior Lenders required Strategic Ashby to agree to a Tri-Party Agreement among Mercantile-Safe Deposit And Trust Company, Strategic Ashby, and Ashburn Campus. Similarly, Concord obtained subordinate financing from Strategic Concord Campus through a Purchase Agreement, whereby Concord Campus purportedly sold the Concord Property to Strategic Concord for $25,000,000. As a condition of making the Senior Loan, the Concord Senior Lenders required Strategic Concord to agree to a Ground Lessor Tri-Party by Mercantile-Safe Deposit And Trust Company, Strategic Concord and Concord Campus. Erickson Retirement Communities LLC guaranteed certain obligations related to the Mezzanine Loan and Mezzanine Financing by executing Limited Guaranty and Indemnity Agreements. The Subordination and Standstill Agreements absolutely and unconditionally subordinate the rights of the Strategic Entities, on a default by Ashburn Campus and Concord Campus, to be paid anything from Ashburn Campus and Concord Campus or the Ashburn Property and Concord Property until the Ashburn and Concord Senior Lenders have been paid in full on the Senior Loans, Daniel I. Morenoff, Esq., at K&L Gates, in Dallas, Texas -- dan.morenoff@klgates.com -- reminds the Court. The Strategic Entities under the Subordination and Standstill Agreement, he notes, also agreed to stand still and not exercise any rights or take any action to collect any of the Subordinated Obligations until the Senior Debt has been "fully satisfied." Mr. Morenoff says PNC Bank and the Ashburn and Concord Senior Lenders have not been paid in full on account of the Senior Debt. He further notes that Redwood-ERC Senior Living Holdings, LLC's purchase of substantially all of the Debtors' assets, as implemented under the Fourth Amended Joint Plan of Reorganization, will also not result in payment in full of the Senior Debt, and under the Subordination and Standstill Agreements, the Strategic Entities are not entitled to any recovery. Dissatisfied with these results, the Strategic Entities have filed papers in the Debtors' bankruptcy cases and continue to take actions in breach of their stand still obligations under the Subordination and Standstill Agreements, Mr. Morenoff points out. The Strategic Entities continue to persist in their "obstructionist conduct" despite the Court's entry of a March 5, 2010 Memorandum Opinion and Order Denying Motion for Order Appointing an Examiner, he adds. "Despite PNC Bank's demands, the Strategic Entities refuse to stand still and insist on acting to collect and enforce the Subordinated Obligations in contravention of their obligations and the rights of PNC Bank under the Subordination and Standstill Agreements," Mr. Morenoff asserts. Against this backdrop, PNC Bank has been, and will continue to be, harmed by the Strategic Entities' conduct unless they abide by their obligations under the Subordination and Standstill Agreements, Mr. Morenoff stresses. Similarly, he notes, the Strategic Entities' breach of the Subordination and Standstill Agreements have caused, and continue to cause, injury and damage to PNC Bank and the Ashburn and Concord Senior Lenders. Thus, PNC Bank asks the Court to: (a) enter a decree of specific performance directing the Strategic Entities to and abide by the terms of the Subordination and Standstill Agreements until the time as PNC Bank has been paid in full; (b) issue a temporary restraining order, to be followed by a preliminary injunction to preserve the status quo pending the issuance of the decree of specific performance, and to this end: (i) barring the Strategic Entities from taking any actions in the Debtors' bankruptcy cases, including discovery, or otherwise that would violate the Subordination and Standstill Agreements and the rights and benefits of PNC Bank under those agreements; and (ii) directing the Strategic Entities to endorse, assign and deliver to PNC Bank, in a manner satisfactory to it, the Mezzanine Note, ERC Guaranties, Ground Lease and other documents as PNC Bank may request relating to the Mezzanine Loan and Mezzanine Financing; (c) award it damages in the amount of the loss it sustained from the violations and breaches of the Subordination and Standstill Agreements before the issuance of the temporary restraining order, preliminary injunction, and decree of specific performance; (d) consolidate the hearing on its motions for preliminary injunction with the trial on the merits; (e) award -- if the temporary restraining order, preliminary injunction, and decree of specific performance are not timely entered and the Strategic Entities' breach of the Subordination and Standstill Agreements causes the sale of the Ashburn Property and Concord Property to the Redwood Entities to be delayed beyond April 30, 2010, or to not happen at all -- damages equal to the difference between the amount that PNC Bank would have received had the sale been closed by April 30, 2010, and the amount that PNC Bank may ultimately collect on the Senior Secured Loan plus any additional damages that PNC Bank may incur, which damages are estimated in the tens of millions of dollars; and (f) award costs and expenses, including attorneys fees, incurred by PNC Bank in opposing the Strategic Entities' actions that are in breach of the Subordination and Standstill Agreements as well as the costs of PNC Bank incurred in filing these adversary proceedings. About Erickson Retirement The Baltimore, Maryland-based Erickson Retirement Communities LLC owns 20 continuing care retirement communities in 11 states. Among Erickson's 20 communities, eight are completed, 11 are open although in construction, and one is in development. They have 23,000 residents in total. Erickson, along with affiliates, filed for Chapter 11 on Oct. 19, 2009 (Bankr. N.D. Tex. Case No. 09-37010). DLA Piper LLP (US) serves as counsel to the Debtors. BMC Group Inc. serves as claims and notice agent. Houlihan, Lokey, Howard & Zoukin, Inc., is also serving as investment and financial consultant. Alvarez & Marsal is serving as restructuring adviser. As of September 30, 2009, on a book value basis, ERC had approximately $2.7 billion in assets, including $2.2 billion of property and equipment, and $3.0 billion in liabilities. Liabilities include $195.8 million on the revolving credit, $347.5 million on construction credit, $64 million in accounts payable, $47.8 million in subordinate debt, and $475 million in purchase option deposits. Bankruptcy Creditors' Service, Inc., publishes Erickson Retirement Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Erickson Retirement Communities LLC and its debtor-affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) ERICKSON RETIREMENT: Capmark Wants Lift Stay for Funds Release -------------------------------------------------------------- Capmark Finance, Inc., N.A., as administrative and collateral agent to Debtor Littleton Campus, LLC's lenders under a Prepetition Construction Loan, asked the Court to: (a) confirm that the automatic stay is not applicable to funds held in trust with an escrow trustee pursuant to an escrow agreement for the benefit of the Littleton Lenders; or (b) terminate, annul, modify or condition the automatic stay to permit the release of the escrow funds to the Littleton Lenders. Capmark told the Court that it has discussed this matter with the Debtors and the Official Committee of Unsecured Creditors, which have assented to the Lift Stay Motion. Before the Petition Date, Littleton Campus made a disbursement request under the Prepetition Construction Loan Agreement and began taking steps to satisfy certain conditions precedent to funding a loan. Capmark and the Littleton Lenders reviewed the disbursement request and gave preliminary approval to advance about $1.7 million to Littleton Campus, upon the satisfaction of the Prepetition Construction Loan Agreement conditions precedent to making the Loan. The Littleton Lenders delivered their commitment percentage to Capmark that delivered about $1.7 million in funds to Chicago Title Insurance Company as the escrow trustee. One of the conditions precedent to funding any Loan advance, including the disbursement of the Escrow Funds, required Littleton Campus to deliver to Capmark a clear title endorsement policy from the title insurer, Chicago Title. Given certain issues associated with the required title endorsement, the funds remained in escrow pending resolution of the matter. As Littleton Campus and Capmark attempted to resolve the issues surrounding the funding, Littleton Campus filed for bankruptcy protection. The Escrow Funds have remained in trust with the Escrow Trustee for the benefit of the Littleton Lenders. Monica S. Blacker, Esq., at Andrews Kurth LLP, in Dallas, Texas -- monicablacker@andrewskurth.com -- asserted that the Escrow Funds are not property of the Debtors' estates under Section 541 of the Bankruptcy Code. The Debtors have no interest in the Escrow Funds and the automatic stay does not apply to prevent Capmark from exercising its rights under the Prepetition Construction Loan Agreement with respect to the Escrow Funds, she stressed. Littleton Campus has also no legal or beneficial interest in the Escrow Funds, she points out. As of the Petition Date, Littleton Campus had not met the conditions precedent to a Loan funding and thus, never held an interest in the Escrow Funds, she explained. Nevertheless, Capmark filed its Lift Stay Motion in an abundance of caution. Even if the Escrow Funds or some interest are property of Littleton Campus' estate, the automatic stay should be modified in accordance with Section 362(d)(1) and (d)(2) of the Bankruptcy Code to permit the Escrow Funds to be returned to the Littleton Lenders, Ms. Blacker contended. Littleton Campus has no equity in the Escrow Funds and they are unnecessary to any reorganization of Littleton Campus, she maintained. * * * Judge Jernigan lifted the automatic stay to authorize the Escrow Trustee to release and otherwise return to the Littleton Lenders their pro rata share of the Escrow Funds. About Erickson Retirement The Baltimore, Maryland-based Erickson Retirement Communities LLC owns 20 continuing care retirement communities in 11 states. Among Erickson's 20 communities, eight are completed, 11 are open although in construction, and one is in development. They have 23,000 residents in total. Erickson, along with affiliates, filed for Chapter 11 on Oct. 19, 2009 (Bankr. N.D. Tex. Case No. 09-37010). DLA Piper LLP (US) serves as counsel to the Debtors. BMC Group Inc. serves as claims and notice agent. Houlihan, Lokey, Howard & Zoukin, Inc., is also serving as investment and financial consultant. Alvarez & Marsal is serving as restructuring adviser. As of September 30, 2009, on a book value basis, ERC had approximately $2.7 billion in assets, including $2.2 billion of property and equipment, and $3.0 billion in liabilities. Liabilities include $195.8 million on the revolving credit, $347.5 million on construction credit, $64 million in accounts payable, $47.8 million in subordinate debt, and $475 million in purchase option deposits. Bankruptcy Creditors' Service, Inc., publishes Erickson Retirement Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Erickson Retirement Communities LLC and its debtor-affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) ERNIE LEE JACOBSEN: Can Sell Certain Real Property for $900,000 --------------------------------------------------------------- The Hon. David W. Houston, III, of the U.S. Bankruptcy Court for the Northern District of Mississippi authorized Ernie Lee and Donna Jean Jacobsen, to sell certain real property to David Monk for $900,000, free and clear of liens, claims and interest attaching to the sale proceeds. The Debtors will sell the real property and improvements which formerly housed Sonic restaurants: -- 100 Riverwalk Court in Canton, Georgia -- 21 Pace Inlet in Hiram, Georgia -- 512 Atlanta Road in Cumming, Georgia The Debtors decided to liquidate some of their assets to generate cash to pay indebtedness to certain of their secured creditors. The objection of BancorpSouth Bank, holder of first mortgages in the real property securing payment of 14 commercial loans, was resolved based upon the agreement that the sale of the real property will close by April 5, 2010, so that BancorpSouth will receive, at closing, a net cash payment of $900,000. In the event that the sale of the real property does not close on April 5, BancorpSouth may resort to its right in the real property, including foreclosure right. The Debtors are represented by: Craig M. Geno, Esq. Jeffrey K. Tyree Melanie T. Vardaman Harris Jernigan & Geno, PLLC 587 Highland Colony Parkway (39157) P.O. Box 3380 Ridgeland, MS 39158-3380 Tel: (601) 427-0048 Fax: (601) 427-0050 About Ernie Lee Jacobsen Ernie Lee Jacobsen and Donna Jean Jacobsen filed for Chapter 11 bankruptcy protection on October 29, 2009 (Bankr. N.D. Miss. Case No. 09-15667). The joint debtors listed assets of $15,283,881 and debts of $16,518,690 in their schedules. EVIDENT TECHNOLOGIES: Albany Federal Court Approves Exit Plan ------------------------------------------------------------- Adam Sichko at Business Review of Albany reports that an Albany federal court approved a plan to emerge of bankruptcy filed by Evident Technologies Inc. A formal written order is expected to be signed this month. The Company said it acknowledged it infringed Invitrogen Corp.'s patent and agreed never to perform work in the life sciences area under the Plan. Invitrogen, in turn, agreed to drop its 2008 lawsuit and also not pursue any claims against the company in the future, Mr. Sichko says. Based in Troy, New York, Evident Technologies Inc. filed for Chapter 11 protection on July 6, 2009 (Bankr. N.D. N.Y. Case No. 09-12515). Richard L. Weisz, Esq., at Hodgson Russ LLP, represents the debtor in its restructuring efforts. The company listed total assets of $3,871,089, and total debts of $4,782,705. FERRELLGAS PARTNERS: Moody's Puts 'B2' Rating on $280 Mil. Notes ---------------------------------------------------------------- Moody's Investors Service assigned a B2 rating to Ferrellgas Partners, LP's proposed offering of $280 million senior unsecured notes due 2020. Moody's also affirmed Ferrellgas' Ba3 Corporate Family Rating and the Ba3 ratings on Ferrellgas LP's existing senior unsecured debt. OLP is the wholly-owned operating partnership subsidiary of Ferrellgas. The proceeds of the offering will be used to redeem existing Ferrellgas 8.75% notes due 2012. The outlook is stable. "The refinancing of the 2012 notes strengthens Ferrellgas' debt maturity profile," commented Pete Speer, Moody's Vice-President. "Based on the good operating performance reported to date Moody's expect the partnership to end the current fiscal year with leverage metrics in line with its current ratings." Working capital borrowings have increased debt and leverage metrics in the first two quarters of fiscal year 2010, consistent with the normal seasonal pattern. Moody's expect these working capital borrowings to be reduced over the remainder of fiscal year, keeping leverage (Adjusted Debt/EBITDA) in line with the 4.8x level that the partnership had at July 31, 2009. Ferrellgas' Ba3 CFR is supported by its leading market position and geographic diversification. The rating is constrained by its still higher leverage and weaker distribution coverage than its propane peers. The stable outlook is based on Moody's expectation that Ferrellgas will maintain its leverage around 4.5x (excluding seasonal working capital borrowings), will fund large acquisitions with meaningful equity and not significantly change its distribution policy. If leverage increases above 5x, then the outlook could be changed to negative or the ratings downgraded. The B2 rating for Ferrellgas' senior unsecured notes reflects both the overall probability of default for Ferrellgas, to which Moody's assigns a Probability of Default Rating of Ba3, and a loss given default of LGD 6 (91%). The Ferrellgas notes are structurally subordinated to the OLP's senior unsecured notes (rated Ba3) and the $400 million senior secured credit facility (unrated) and therefore, are rated two notches below the Ba3 CFR under Moody's Loss Given Default Methodology. The last rating action was on September 9, 2009, when Moody's changed Ferrellgas' outlook to stable from negative and assigned a Ba3 rating to $300 million senior unsecured notes that were issued by the OLP. Ferrellgas Partners, LP, is a publicly traded master limited partnership (MLP) based in Overland Park, KS. The partnership is the second largest retail marketer of propane in the United States and services approximately one million propane customers from locations in all 50 states and Puerto Rico. Through its Blue Rhino brand, it is the largest retail distributor of propane cylinders for grills. FERRELLGAS PARTNERS: S&P Assigns 'B-' Rating on $280 Mil. Notes --------------------------------------------------------------- Standard & Poor's Ratings Services said it assigned its 'B-' issue rating to Overland Park, Kansas-based retail and wholesale propane distributor Ferrellgas Partners L.P.'s $280 million senior unsecured notes due 2020. S&P also assigned a '6' recovery rating to this debt, indicating that unsecured lenders can expect negligible (0%-10%) recovery in the event of a payment default. S&P also affirmed the 'B+' corporate credit ratings on Ferrellgas and its operating subsidiary Ferrellgas L.P. Net proceeds from the offering will redeem existing notes due 2012 and pay related costs and expenses. The outlook is stable. As of Jan. 31, 2010, Ferrellgas had consolidated debt, adjusted for operating leases, receivables securitization, and accrued interest of about $1.5 billion. "The ratings on Ferrellgas reflect the partnership's weak business risk profile and aggressive financial profile," said Standard & Poor's credit analyst Michael V. Grande. Credit risks include a challenging operating environment characterized by margin pressure, customer conservation, exposure to weather, a less favorable operating footprint than its peers, and acquisition risk. The partnership's flexible cost structure; large, geographically diverse retail footprint; positive organic growth trends; and portable propane tank-exchange business, which offset some of the seasonality involved in the retail operations, partially mitigate these risks. FERRELLGAS PARTNERS: S&P Assigns 'B-' Rating on $285 Mil. Notes --------------------------------------------------------------- Standard & Poor's Ratings Services said it assigned its 'B-' issue rating to Overland Park, Kansas-based retail and wholesale propane distributor Ferrellgas Partners L.P.'s $285 million senior unsecured notes due 2020. S&P also assigned a '6' recovery rating to this debt, indicating that unsecured lenders can expect negligible (0%-10%) recovery in the event of a payment default. S&P also affirmed the 'B+' corporate credit ratings on Ferrellgas and its operating subsidiary Ferrellgas L.P. Net proceeds from the offering will redeem existing notes due 2012 and pay related costs and expenses. The outlook is stable. As of Jan. 31, 2010, Ferrellgas had consolidated debt, adjusted for operating leases, receivables securitization, and accrued interest of about $1.5 billion. "The ratings on Ferrellgas reflect the partnership's weak business risk profile and aggressive financial profile," said Standard & Poor's credit analyst Michael V. Grande. Credit risks include a challenging operating environment characterized by margin pressure, customer conservation, exposure to weather, a less favorable operating footprint than its peers, and acquisition risk. The partnership's flexible cost structure; large, geographically diverse retail footprint; positive organic growth trends; and portable propane tank-exchange business, which offset some of the seasonality involved in the retail operations, partially mitigate these risks. FIDELITY PROPERTIES: Case Summary & 2 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Fidelity Properties Group LLC 8635 Commodity Circle Suite 100 Orlando, Fl 32819 Case No.: 10-05510 Chapter 11 Petition Date: April 1, 2010 Court: U.S. Bankruptcy Court Middle District of Florida (Orlando) Debtor's Counsel: Kosto & Rotella PA Post Office Box 113 Orlando, FL 32802 Tel.:(407) 425-3456 Fax : (407) 423-9002 Lawrence M. Kosto, Esq. Email: lkosto@kostoandrotella.com Total Assets: $10,333,188 Total Debts: $3,593,828 Fidelity Properties' List of 2 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Polk County Tax Collector 2009 Real Estate $20,573 Joe G Tedder, Tax Collector Taxes - Parcel 15 PO Box 1189 Bartow, FL 33831 Polk County Tax Collector 2009 Real Estate $12,693 Joe G Tedder, Tax Collector Taxes - Parcel 10 PO Box 1189 Bartow, FL 33831 FLYING J: Big West Can Sell All Assets to Paramount Petroleum ------------------------------------------------------------- Big West of California, LLC, a debtor-affiliate of Flying J Inc., obtained authorization from the U.S. Bankruptcy Court for the District of Delaware to sell substantially all of its assets to Paramount Petroleum Corporation. The sale, pursuant to Section 363 of the Bankruptcy Code, is free and clear of liens and encumbrances and interests except for certain assumed liabilities. 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. FORBES MEDI-TECH: Swings to C$126,600 Profit in 2009 ---------------------------------------------------- In a regulatory filing Friday, Forbes Medi-Tech Inc. disclosed its financial results for the year ended December 31, 2009, showing net income of C$126,598 on C$4.6 million of revenue for 2009, compared with a net loss of C$7.7 million on C$7.8 million of revenue for 2008. The Company's balance sheet as of December 31, 2009, showed C$4.7 million in assets, C$2.3 million of debts, and C$2.4 million of stockholders' equity. The Company has sustained continuing operating losses since its formation and at December 31, 2009, had cash of $1,329,000. The Company believes its financial resources can finance operations only through the second quarter of 2010. "The Company's future operations are completely dependent upon its ability to complete a strategic transaction such as a merger, acquisition, sale of business or other suitable transaction, and/or secure additional funds." "If the Company is unable to close on a strategic transaction before it exhausts its available financial resources, then it may be unable to continue operations as a going concern and will have to consider winding up, dissolution or liquidation. A full-text copy of the press release is available for free at: http://researcharchives.com/t/s?5e09 Based in Vancouver, Canada, Forbes Medi-Tech Inc. (PINK SHEETS: FMTI) -- http://www.forbesmedi.com/-- is a life sciences company focused on evidence-based nutritional solutions. Forbes is a provider of value-added products and cholesterol-lowering ingredients for use in functional foods and dietary supplements. FORD MOTOR COMPANY: DBRS Upgrades Issuer Rating to 'B' ------------------------------------------------------ DBRS has upgraded the Issuer Rating of Ford Motor Company (Ford or the Company), to B from B (low). Additionally, Ford's Senior Secured Credit Facilities have been upgraded to BB (low) from B (high) pursuant to its recovery rating of RR2, (which reflects an estimated 70% to 90% recovery of principal amounts under a hypothetical default scenario), while the Company's Long-Term Debt has been upgraded to CCC (high) from CCC in accordance with a recovery rating of RR6 (incorporating an estimated 0% to 10% recovery of principal amounts under a hypothetical default scenario). Concurrently, the Issuer & Long-Term Debt rating of Ford Motor Credit Company LLC (Ford Credit) and the Long-Term Debt rating of Ford Credit Canada Limited have also been upgraded to B (high) from B. (This ratings action reflects the maintenance of the one-notch rating differential between the parent company and the credit company.) The short-term ratings of both finance subsidiaries have also been upgraded to R-4 from R-5. The trend of the long-term ratings has been changed to Positive, with the trend remaining Stable for the short-term ratings. The ratings upgrade reflects the Company's ongoing improvement in its performance, as demonstrated by its current strong product momentum that has resulted in increasing market share in 2009 through early 2010, with March sales also expected to be strong. Additionally, Ford's cash burn has been dramatically reduced from more than $21 billion in 2008 to essentially break-even levels last year. Accordingly, the liquidity risk of the Company is now sharply diminished, with its $25.5 billion in cash balances as of year-end 2009 appearing well sufficient over the near- to medium- term (this in turn has prompted Ford to recently announce that it plans to pay down $3 billion of its secured revolver in April). The Positive trend on the long-term ratings acknowledges that the Company's performance may continue to improve as ongoing product momentum and pricing gains are bolstered by industry volumes in its core U.S. market that are expected to materially increase this year (albeit from very weak levels). Additionally, through restructuring initiatives including extensive contract negotiations with the United Auto Workers (UAW), Ford's cost structure at year-end 2009 was reduced by close to $15 billion relative to a 2005 year-end base. The projected higher sales levels amid the revamped cost structure should enable the Company to be modestly profitable this year, with additional profitability forecast in 2011 in line with the expected ongoing recovery in automotive conditions. However, DBRS also notes that economic headwinds persist in the United States, with some competitors possibly applying significant vehicle incentives in the near term to increase sales, with such practices possibly diluting margins across the industry. Ford's market share gains in the United States appear to be attributable to several factors. Firstly, several recent product launches, including the Fusion and Taurus, have been well received in the marketplace. Additionally, in various recent vehicle quality surveys, the Company's rankings have been consistently higher. DBRS also notes that it appears that Ford has likely benefited from increased consumer goodwill as a result of it being the only manufacturer of the Detroit Three to avoid bankruptcy proceedings last year. DBRS expects the Company's product momentum to persist in the near future in line with several forthcoming model launches that render Ford's product cadence very favourable relative to most of its competitors. Significantly, small- and medium-sized passenger cars feature highly among the planned model introductions, with the Fiesta showing promise given its strong sales in Europe (where it is already available) and the next generation Focus expected to be launched nest year. The Company is also defending its leading position in trucks and sport utility vehicles (SUVs), with forthcoming launches of the next generation Super Duty and Explorer. While trucks remain prominent, the much bolstered car portfolio should likely render Ford less vulnerable to future shifts in vehicle segmentation away from pick-up trucks and SUVs and toward cars. DBRS also notes that Ford recently announced that it had reached an agreement with respect to the sale of Volvo Car Corporation (Volvo) to Zhejiang Geely Holding Group Company Limited (Geely). The Company now expects the transaction to close in the third quarter of 2010. The pending sale of Volvo follows previous divestitures of Ford's Aston Martin and Jaguar Land Rover operations and is wholly consistent with the ONE Ford strategy intended to enable senior management to focus on the continuing revitalization of the global Ford brand. However, DBRS notes that near-term risks remain that could undermine the Company's rebound, including the rate of economic recovery in the United States, which could still be confronted by a double-dip recession. Additionally, Toyota Motor Corporation (Toyota), in response to its current recall crisis, may persist in offering significant vehicle incentives for a rather extended time period, with General Motors Corporation (GM) possibly also resorting to incentives in an effort to boost its market share; such actions would put negative pressure on industry margins. Ford's market share may also be subject to some moderate softening, partly as a result of the eventual product momentum of GM and Chrysler as well as the ongoing shift in vehicle segmentation toward small cars (where the Company's share will continue to be less than in trucks notwithstanding the substantial improvement in its car line). Additionally, despite the ongoing improvement in Ford's operating performance, DBRS notes that the Company's financial profile remains weak, particularly its balance sheet. While Ford achieved a debt reduction of $9.9 billion through various debt exchange programs implemented last year, this did not match concessions obtained by Chrysler LLC (later Chrysler Group LLC, Chrysler) and GM through their respective bankruptcies. Additionally, with respect to the Voluntary Employee Beneficiary Association (VEBA) obligations, Chrysler and GM attained the ability to fully exchange such obligations with equity while Ford negotiated the use of stock for only up to 50% of its VEBA obligations, with $6.7 billion in cash payments remaining. As of December 31, 2009, the total debt of the Company's automotive operations amounted to $34.4 billion (which includes the recognition of Ford's remaining VEBA obligations as debt). DBRS considers the ratings to be possibly subject to further positive actions given the Company's expected favourable performance relative to its peers amid industry volumes that are forecast to progressively increase. However, Ford must demonstrate good progress in addressing the near-term challenges cited above prior to a further ratings upgrade, which would also be dependent on a recovery of Ford's financial profile, with coverage measures needing to attain sustained positive levels and the Company's balance sheet subject to further improvement. FRANK J GOMES: To Increase Herd to Fund the Reorganization Plan --------------------------------------------------------------- Frank J. Gomes Dairy filed with the U.S. Bankruptcy Court for the Eastern District of California a Disclosure Statement explaining its proposed Plan of Reorganization. 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 Debtor intends to continue operations of both dairies and to pay its creditors over time. For the Plan to be fully funded, the herd must be increased by 1,000 animals. The Debtor estimates that it will be able to purchase between 650 to 700 milking cows from the proceeds of the pool quota sale. The additional 300 to 350 cows will be from its heifer replacement program. The payments to the unsecured class are increased as the herd increases up to the additional 1,000 cows. The payment to the unsecured creditors is tied to the milk and commodity prices. Under the Plan, Wells Fargo will receive a fixed payment of $2,000,000 per year payable monthly at $166,667 on their entire obligation, including the terminated interest swap damage amount. BM&A Retirement Trust will receive interest only payments for 60 months from the confirmation at the rate of 5% per annum, payable monthly. Secured creditors junior to BM&A Retirement Trust will be amortized over a period of 25 years at 5% interest payable monthly. Claims secured by equipment loans will be amortized over a period of five years at 7% interest payable monthly beginning at the end of the first full month after confirmation. The unsecured creditors ($3,912,408) will be paid pro rata quarterly beginning at the end of the first full calendar quarter after confirmation. A full-text copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/FrankJGomez_DS.pdf The Debtor is represented by: Hilton A. Ryder McCormick, Barstow, Sheppard, Wayte & Carruth LLP P.O. Box Box 28912 5 River Park Place East Fresno, CA 93720-1501 Tel: (559) 433-1300 Fax: (559) 433-2300 About Frank J. Gomes Dairy Headquartered in Stevenson, California, Frank J. Gomes Dairy dba F and A Farms operates an agricultural and farming business. The Company filed for Chapter 11 on November 12, 2009 (Bankr. E.D. Calif. Case No. 09-61024). In its petition, the Debtor listed assets both ranging from $10,000,001 to $50,000,000. FRENCH BROAD: Files for Bankruptcy to Negotiate With Banks ---------------------------------------------------------- James Shea at Times-News reports that French Broad Place LLC filed for Chapter 11 bankruptcy protection, listing $20.2 million in assets and $14.4 million in liabilities. According to the report, the Company's secured creditors are Ashville Savings Bank owing $8.5 million debt; Ed Burdette, $2.6 million; and Metromont Corp., $2.7 million. The Company owes $630,404 to unsecured creditors including Gary Paddick of Brevard, owed $369,723 for a promissory note; Mountain 1st Bank and Trust, $144,837; Harris Architects Brevard, $49,356; and Calloway Johnson Moore West of Winston Salem, $41,972. The Company said it filed for bankruptcy to negotiate with Ashville Savings and restructure the loan. French Broad Place LLC is a property developer. FRONTERA COPPER: Delays Filing of Financials in Canada ------------------------------------------------------ Frontera Copper Corporation disclosed that the filing of the Company's financial statements for the year ended December 31, 2009, including the related management discussion and analysis, annual information form and CEO and CFO certifications will not be filed by the required filing deadline of March 31, 2010. The Required Documents will not be filed before the required deadline due to financial difficulties brought on by the default of debentures and change in the Company's auditor. The Company is working diligently with its accounting staff and its auditors and anticipates that it will be in a position to file the Required Documents on or before April 21, 2010. The Company has applied to the applicable securities regulatory authorities and received a management cease trade order related to the Company's securities to be imposed against some or all of the persons who are currently directors or officers of the Company to trade securities of the Company. The management cease trade order will be in effect until the Required Documents are filed. Until the Required Documents are filed, the Company intends to provide information in accordance with National Policy 12-203 Cease Trade Orders for Continuous Disclosure Defaults. Frontera Copper Corporation -- http://www.fronteracopper.com/-- is a Canada-based company formed to acquire and bring into production the Piedras Verdes project. The Company owns or controls the Piedras Verdes Mine through its 81% direct interest in Cobre del Mayo, S.A. de C.V. (CDM), and its 19% indirect interest in CDM, through its wholly owned subsidiary, Frontera Cobre del Mayo, Inc. (FCDM). The Piedras Verdes property consists of 27 mineral concessions. CDM directly owns 22 titled concessions totaling 3,581.29 hectares. During the year ended December 31, 2008, the Piedras Verdes operations produced 41.6 million pounds of copper cathode and sold 41.8 million pounds of copper. In May 2009, the Company was acquired by 0839073 BC Ltd., a wholly owned subsidiary of Invecture Group, S.A. de C.V. * * * As reported in the Troubled Company Reporter on January 19, 2010, Frontera Copper Corporation received Thursday a formal default notice from CIBC Mellon Trust Company, the Trustee under the Indenture governing the Series 1 Senior Notes. The notice was received as a consequence of the Company's failure to make the December 15, 2009 interest payment on those Notes. GEMS TV (USA): Seeks Bankruptcy Protection to Sell Assets --------------------------------------------------------- Phil Milford and Michael Bathon at Bloomberg News report that Gems TV (USA) Ltd. has sought bankruptcy protection (Bankr. D. Del. Case No. 10-11158) to sell its assets, after shutting down operations last month. Reno, Nevada-based Gems TV is a television retailer of gemstone jewelry products. The Company listed about $120 million in debt and about $51.2 million in assets. "Since it began operations, the company has struggled to maintain a sufficient level of profitability to sustain its operations and service its debts," Gems TV President, Diane Schneiderjohn, said in court documents. The Company's "troubles were exacerbated this past year as nationwide economic conditions resulted in decreased discretionary spending." March 8 Announcement Gems TV Holdings Ltd. announced March 8 that it will cease operations in the U.S. Gems TV said that since its entry into the U.S. in November 2006, it has struggled to achieve the necessary operational and economic scale that would enable it to thrive in that market. The Group's margins and profitability have been under constant pressure from the extremely challenging and unpredictable economic environment. Mr. Jason Choo, Chairman of Gems TV said, "We are putting a stop to the operational cash drain in the US which is clearly a disappointing outcome." Gems TV also said March 8 that it has entered into a non-binding term sheet to acquire roughly 37.8% shareholding interest in Multimedia Commerce Group Inc. MMCG operates a shopping network under the trade name "Jewelry Television(R)" and retails jewelry, gemstones and related products via its television network and internet sites. JTV(R) is a direct competitor of Gems TV in the U.S. Upon completion of the Proposed Investment, both Gems TV and JTV(R) will no longer be in competition with each other and instead will work together to achieve better margins and greater revenue. About Gems TV Gems TV is the leading television home shopping retailer of gemstone jewelry with a mission to make genuine gemstone jewelry affordable and available to everyone. It owns and operates dedicated jewelry home shopping TV channels in the U.S., U.K. and Japan, where our interactive "reverse auction" programs are broadcasted to more than 50 million subscribers on a full time equivalent basis in those markets. In addition, its genuine gemstone jewelry is sold through internet and mobile platforms. The products retail on its own Web sites -- www.GemsTV.com, www.GemsTV.co.uk, www.GemsTV.jp, and www.Thaigem.com -- as well as third-party Web sites such as eBay and Amazon.com. Its mobile platform is accessible by consumers in Japan. Gems TV was incorporated with limited liability in the Cayman Islands on April 23, 2001, and listed on the Singapore Exchange Main Board on November 10, 2006. GENERAL GROWTH: Taberna Wants to Trade In Covered Claims -------------------------------------------------------- Taberna Capital Management, LLC, as member of the Official Committee of Unsecured Creditors, asks the Court to approve specific information blocking procedure and permit trading of "Covered Claims," which include (i) securities as defined in Section 2(a)(1) of the Securities Act of 1993 and (ii) bank debt, against the Debtors. Taberna Capital is collateral manager for Taberna Preferred Funding IV, LTD.; Taberna Preferred Funding V, LTD.; Taberna Preferred Funding IV, LTD.; Taberna Preferred Funding VII, LTD.; Taberna Preferred Funding VIII, LTD.; and Taberna Preferred Funding IX, LTD. Gerald S. Catalanello, Esq., at Duane Morris LLP, in New York -- gcatalanello@duanemorris.com -- says Taberna will not violate its fiduciary duties as members of the Creditors Committee by trading in the Covered Claims during the Debtors' bankruptcy cases, provided that Taberna establishes and adheres to the information blocking policies and procedures that are approved by the United States Trustee for Region 2. In light with the existing information blocking procedures, Taberna agrees to establish and maintain these internal procedures: (1) Raphael Licht, chief operating officer of Taberna and Howard D. Altschul, president of Waterbridge Advisors, LLC, consultant to Taberna are the representatives on behalf of the Creditors Committee in the Debtors' Chapter 11 cases. The Committee Personnel will execute a letter acknowledging that they may receive non-public Information and that they are aware of the information blocking procedures, which are in effect with respect to the Covered Claims and will follow these procedures and will immediately inform the Creditors Committee's counsel and the U.S. Trustee if these procedures are breached. (2) The Committee Personnel will not directly or indirectly share any non-public information generated by, received from or relating to Committee Activities or Committee membership with any other employees, representatives or agents of the Lenders. (3) The Committee Personnel will maintain all files containing information received in connection with or generated from Committee activities in secured cabinets and offices not generally accessible to other employees of the Lenders. (4) The Committee Personnel will not receive any information regarding the Lenders' trades in the Covered Claims in advance of the execution of the trades, but the Committee Personnel may submit trading reports showing the Lenders' purchases and sales and ownership of the Covered Claims in a biweekly basis. (5) So long as Taberna is a member of the Creditors Committee, it will disclose to the U.S. Trustee any decrease in dollar amount of the Covered Claims held by Taberna, which results in the holdings being less than 25% of the dollar amount of the Covered Claims held by Taberna as of its appointment to the Creditors Committee. Moreover, Taberna will disclose to the Creditors Committee counsel and the U.S. Trustee every six months a declaration verifying continued compliance with the Procedures. Taberna will immediately disclose to the Creditors Committee counsel and the U.S. Trustee any material breaches of the Procedures. (6) If Taberna resigns from the Creditors Committee, it will continue to follow the Procedures until a plan has been confirmed in the Debtors' Chapter 11 cases or the Debtors' Chapter 11 cases have been converted or dismissed. Although members of the Creditors Committee owe fiduciary duties to the creditors of the Debtors' estates, Taberna's personnel also have fiduciary duties to maximize returns through trading securities and other financial interests, Mr. Catalanello emphasizes. Thus, if Taberna is barred from trading the Covered Claims during the pendency of the Debtors' bankruptcy cases because of its duties to other creditors, it may risk the loss of a beneficial investment opportunity and may breach also its fiduciary duty to its shareholders, he points out. If Taberna is also compelled to resign from the Creditors Committee because of its inability to trade for the benefit of its institutions, its interests may be compromised by virtue of taking a less active role in the reorganization of the Debtors, he contends. Against this backdrop, Taberna should not be forced to choose between serving on the Creditors Committee and risking the loss of beneficial investment opportunities, he maintains. About General Growth 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: Names Debra Cafaro as Board Member -------------------------------------------------- General Growth Properties, Inc. (NYSE: GGP) announced that Debra A. Cafaro has been named to GGP's Board of Directors. She will serve on GGP's Capital Committee. Ms. Cafaro is Chairman, President and Chief Executive Officer of Chicago-based Ventas, Inc. (NYSE: VTR), an S&P 500 company, one of the nation's leading healthcare real estate investment trusts and one of the largest REITs in the country by equity market capitalization. Ms. Cafaro is also Chair of the National Association of Real Estate Investment Trusts (NAREIT), the representative voice for U.S. REITs. "We are honored to welcome Debra to GGP's Board of Directors," GGP Chief Executive Officer Adam Metz said. "She brings focus on stakeholder interests and sound judgment to our Board. Her proven skills as chief executive of Ventas, including experience with strategic decision making and corporate restructurings, provide her with critical knowledge of the issues GGP is facing as we continue to position GGP for emergence from bankruptcy." Ms. Cafaro joined Ventas as Chief Executive Officer and President in 1999 and was appointed Chairman of the Board in 2003. From 1997 to 1998, she served as President and a director of Ambassador Apartments, Inc., a multifamily REIT. In addition to her role at NAREI, Ms. Cafaro is a director of Weyerhaeuser Company, one of the world's largest integrated forest products companies; a director of World Business Chicago, Chicago's not-for-profit economic development corporation chaired by Mayor Richard M. Daley; and a member of the Real Estate Roundtable. Ms. Cafaro is admitted to the Bar in Illinois and Pennsylvania. Ms. Cafaro received her J.D. cum laude from the University of Chicago Law School and her B.A. magna cum laude from the University of Notre Dame. The appointment of Ms. Cafaro, an independent director, brings the number of directors of GGP to nine. About General Growth 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) GERMANTOWN SETTLEMENT: Files for Chapter 11 Bankruptcy Protection ----------------------------------------------------------------- Christopher K. Hepp at The Philadelphia Inquirer says Germantown Settlement and its subsidiary Greater Germantown Housing Development Corp. filed for Chapter 11 bankruptcy, facing more than $2 million in liens for unpaid city, school district, state, and federal taxes dated 2007. The Company said it has more than $11 million of debt. According to the report, the U.S. Department of Housing and Urban Development has foreclosed on two of Settlement's apartment complexes for the elderly. The Philadelphia Redevelopment Authority has gone to court to reclaim $1.3 million it lent Settlement to buy the Germantown YWCA. Germantown Settlement is a venerable Philadelphia social-service agency overwhelmed of late by apparent fiscal mismanagement. GRANT FOREST: Files Chapter 15 Petition in Delaware --------------------------------------------------- Grant Forest Products Inc., a Canada-based manufacturer of oriented strand board used in residential construction, sent its U.S. affiliates to bankruptcy. Grant U.S. Holdings GP (Bankr. D. Del. Case No. 10-11135) and six other affiliates listed both assets and debt of from $500 million to $1 billion in Chapter 15 petitions filed April 1. It filed the initial bankruptcy case in Ontario Superior Court. Erik Larson at Bloomberg News reports that Grant had plants in Ontario, Alberta and South Carolina, when it sought court protection in June in Canada after sales slumped to C$184 million ($182 million) in 2008 from C$506 million in 2004 because of the collapse in the U.S. housing market. The Canadian case was filed after a General Electric Co. unit sought to force the Earlton, Ontario-based company into bankruptcy. At the time, the company said it planned to emerge as a viable business after restructuring. GRANT FOREST: Chapter 15 Case Summary ------------------------------------- Chapter 15 Petitioner: Alexander Morrison, Ernst & Young Inc. Debtor: Grant Forest Products Inc. 181 Bay Street, Suite 1520 Toronto, ON M5J2T3 Chapter 15 Case No.: 10-11132 Type of Business: The Debtor is a closely held Canadian maker of oriented strand board used in residential construction. Chapter 15 Petition Date: March 31, 2010 Court: U.S. Bankruptcy Court District of Delaware (Delaware) Debtor's Counsel: Rafael Xavier Zahralddin-Aravena, Esq. Elliott Greenleaf 1105 North Market Street Suite 1700 P.O. Box 2327 Wilmington, DE 19801 Phone: (302) 384-9400 Fax: (302)384-9399 Email: rxza@elliottgreenleaf.com Total Assets: $500,000,001 to $1,000,000,000 Total Debts: $100,000,001 to $500,000,000 The Debtor did not file its list of largest unsecured creditors when it filed its petition. Debtor-affiliates filing separate Chapter 11 petitions: Petition Entity Case No. Date ------ -------- ---- Grant Forest Products Sales Inc. 10-11133 3/31/10 Assets: $1-mil. to $10-mil. Debts: $1-mil. to $10-mil. Grant U.S. Holdings GP 10-11135 3/31/10 Assets: $500-mil. to $1-bil. Debts: $500-mil. to $1-bil. Grant Alberta Inc. 10-_____ 3/31/10 Southeast Properties LLC 10-_____ 3/31/10 Grant Clarendon LP 10-_____ 3/31/10 Grant Allendale LP 10-_____ 3/31/10 Grant US Sales Inc. 10-_____ 3/31/10 Grant Newco LLC 10-_____ 3/31/10 Grant Excluded GP 10-_____ 3/31/10 GRAY TELEVISION: Amendment Won't Affect Moody's 'Caa1' Rating ------------------------------------------------------------- Moody's Investors Service said Gray Television, Inc.'s amendment to its credit agreement does not affect the company's Caa1 Corporate Family Rating, Caa2 Probability of Default Rating, SGL-4 speculative grade liqudity rating or its rating outlook which is negative. Moody's last rating on action Gray occurred on April 1, 2009, when it lowered the company's CFR to Caa1 from B3, PDR to Caa2 from Caa1, and senior secured credit facility rating to Caa1 from B3. Headquartered in Atlanta, Georgia, Gray Television, Inc., operates 36 primary television stations serving 30 mid-sized markets. The company's total revenues were approximately $270 million for the year ended December 31, 2009. HARRISBURG, PENNSYLVANIA: Acting Business Manager Casey Quits ------------------------------------------------------------- Michael Casey, interim business manager for Harrisburg, Pennsylvania, has quit after about three months on the job, City Controller Dan Miller said, according to reporting by Dunstan McNichol at Bloomberg News. Bloomberg relates that Mr. Casey was leading efforts by Harrisburg to restructure $282 million in debt for a trash-to-energy incinerator. Harrisburg faces $68 million in payments this year on the debt and missed an April 1 loan payment of $637,500 to Covanta Holding Corp., which operates the incinerator. The report adds that Harrisburg has been negotiating with Covanta and other creditors such as Dauphin County, a guarantor of some of the incinerator bonds, and Hamilton, Bermuda-based Assured Guaranty Municipal Corp., their insurer. 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. HARRY COLEMAN: Case Summary & 3 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Harry R. Coleman, Jr. aka Coleman Properties 46 Timber Creek, Suite 200 Cordova, TN 38018 Bankruptcy Case No.: 10-23548 Chapter 11 Petition Date Court: United States Bankruptcy Court Western District of Tennessee (Memphis) Judge: Paulette J Delk Debtor's Counsel: Henry C. Shelton, III, Esq. Adams and Reese 80 Monroe Avenue, Suite 700 Brinkley Plaza Memphis, TN 38103-2467 Tel: (901) 524-5271 Fax: (901) 524-5371 E-mail: henry.shelton@arlaw.com Estimated Assets: $1,000,001 to $10 million Estimated Debts: $1,000,001 to $50 million A list of the Company's 3 largest unsecured creditors is available for free at: http://bankrupt.com/misc/tnwb10-23548.pdf The petition was signed by the Debtor. HINES REALTY: Voluntary Chapter 11 Case Summary ----------------------------------------------- Debtor: Hines Realty Company, Inc. 1012 Douglas Avenue Post Office Box 345 Brewton, AL 36427 Bankruptcy Case No.: 10-01440 Chapter 11 Petition Date: March 31, 2010 Court: United States Bankruptcy Court Southern District of Alabama (Mobile) Judge: Margaret A. Mahoney Debtor's Counsel: Jeffrey J. Hartley, Esq. Helmsing Leach Herlong Newman & Rouse P.O. Box 2767 Mobile, AL 36652 Tel: (251) 432-5521 Fax: (251) 432-0633 E-mail: jjh@helmsinglaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file its list of largest unsecured creditors when it filed its petition. The petition was signed by Jack W. Hines, Jr., president and sole shareholder. INTERNATIONAL COAL: Unveils Purchase Price for 9% Notes Tender -------------------------------------------------------------- International Coal Group, Inc., on Thursday announced the purchase price in its cash tender offer for any and all of the $139.5 million aggregate principal amount of its outstanding 9.00% Convertible Senior Notes due 2012 (CUSIP Nos. 45928HAD8, 45928HAE6). The tender offer is being made on the terms and subject to the conditions set forth in the Offer to Purchase dated March 8, 2010, and the related Letter of Transmittal. The Company is offering to purchase for cash any and all of the outstanding Convertible Notes for a purchase price of $1,191.33 per $1,000 principal amount of Convertible Notes, plus accrued and unpaid interest to, but not including, the payment date. The purchase price was determined in accordance with the pricing formula set forth in the Offer Documents, as the sum of 98.288 times $4.54, the arithmetic average of the daily volume-weighted average prices of the Company's common stock beginning on March 8, 2010 and ending on April 1, 2010, plus $745.10. The Company has engaged UBS Investment Bank and Morgan Stanley as Dealer Managers for the tender offer. Persons with questions regarding the tender offer should contact UBS Investment Bank toll-free at (888) 719-4210 or collect at (203) 719-4210 or Morgan Stanley toll-free at (800) 624-1808 or collect at (212) 761-5384. Requests for documents should be directed to D. F. King & Co., Inc., the Information Agent and Depositary for the tender offer, at (212) 269-5550 (banks and brokers) or (800) 431-9633 (all others). About International Coal Group Scott Depot, West Virginia-based International Coal Group, Inc. (NYSE: ICO) produces coal in Northern and Central Appalachia and the Illinois Basin. The Company has 13 active mining complexes, of which 12 are located in Northern and Central Appalachia, and one in Central Illinois. ICG's mining operations and reserves are strategically located to serve utility, metallurgical and industrial customers throughout the eastern United States. * * * As reported by the Troubled Company Reporter on March 11, 2010, Standard & Poor's Ratings Services raised its corporate credit rating on International Coal Group LLC to 'B+' from 'B-'. The TCR on March 10, 2010, Moody's Investors Service affirmed the ratings of International Coal Group, including the corporate family rating of Caa1. Moody's assigned a Caa1 (LGD 4; 57%) rating to the company's new $200 million second lien senior secured notes due 2018. The rating outlook remains stable. J CREW: S&P Raises Corporate Credit Rating to 'BB+' From 'BB-' -------------------------------------------------------------- Standard & Poor's Ratings Services said it raised its corporate credit rating on New York City-based apparel retailer J. Crew Group Inc. to 'BB+' from 'BB-' and revised the outlook to stable from positive. S&P is raising the issue-level rating on J. Crew's term loan to 'BBB' from 'BB+' and the recovery rating remains '1', indicating an expected very high (90%-100%) recovery of principal in the event of default. "Our rating on J. Crew Group Inc. reflects the company's participation in the intensely competitive apparel retailing industry and the inherent volatility and seasonality of the apparel business," said Standard & Poor's credit analyst Jackie E. Oberoi. Very strong credit protection measures resulting from good operating performance despite a very difficult retail environment, and debt repayments as a result of the company's 2006 IPO and strong cash flow generation mitigate those factors. "Performance strengthened in the second half of fiscal 2009 despite difficult retail conditions resulting from the poor U.S. economy," said Ms. Oberoi. S&P believes that management's merchandising initiatives and operating discipline allowed the company to outperform its specialty apparel peers. As a result, the company ended fiscal 2009 with stronger credit protection measures than before the economic downturn. "S&P expects J. Crew to maintain improvement in credit metrics in the first quarter of fiscal 2010, followed by consistent performance and stable credit metrics during the remainder of the year," added Ms. Oberoi. JACOBS ENTERTAINMENT: S&P Gives Stable Outlook; Keeps 'B-' Rating ----------------------------------------------------------------- Standard & Poor's Ratings Services revised its rating outlook on Golden, Colorado-based Jacobs Entertainment Inc. to stable from positive. At the same time, S&P affirmed its existing ratings on the company, including the 'B-' corporate credit rating. "The outlook revision reflects S&P's expectation that negative operating trends in Jacobs' Louisiana truck plaza operations will persist over the next few quarters," said Standard & Poor's credit analyst Ariel Silverberg. "At Dec. 31, 2009, Louisiana represented 44.6% of revenue and 31% of property-level EBITDA. Flat to slight growth at the company's Colorado properties will, in S&P's view, only partially offset this negative rating factor." Overall, S&P expects low-single-digit and mid-single-digit declines in revenue and EBITDA, respectively, in 2010 year over year. This would result in a modest deterioration in credit measures, with adjusted debt leverage in the mid-6x area, and EBITDA coverage of interest in the mid-1x area. While both these measures are good for the current rating, there is limited potential for a higher rating at this time, given S&P's expectation that the covenant cushion with respect to the net senior debt and net total debt to EBITDA covenants will begin to thin to the mid-single-digit area in 2011. This follows S&P's expectation for continued weakness in Louisiana, in conjunction with S&P's current expectation that the operating environment for the gaming industry will not return to robust growth any time soon. The recent amendment to Jacobs' credit facility (which loosened covenant levels with respect to all three of the company's financial covenants) alleviates S&P's concern for a covenant violation in the next few quarters. Still, however, S&P remain concerned that the cushion with respect to the net senior debt and net total debt covenants could thin to below 5% beginning in 2011, when covenant levels begin to step down and certain add-backs applied to 2010 EBITDA roll off. The credit agreement was also restated to allow for the extension of up to $40 million of the revolving credit facility to June 2012, when the $60 million in term loans mature. Pricing on the revolver increased by 50 basis points, and on the term loans by 25 basis points. For the year ended Dec. 31, 2009, revenue and EBITDA declined 13.7% and 4.2% year over year, respectively. The revenue and EBITDA declines were primarily due to weakness in the Louisiana truck plaza operations and, to a lesser extent, at the company's Reno casino. Growth at the Colorado properties, which benefitted from new legislation that went into effect in July 2009, only partially offset the weakness in Louisiana. The rating on Jacobs reflects the company's high debt leverage and the second-tier nature of its gaming properties. The company's modest level of geographic diversity somewhat tempers these negative rating factors. At Dec. 31, 2009, adjusted debt to EBITDA was 6.2x, and EBITDA coverage of interest was 1.9x. Both measures are good for the current rating; however, S&P expects modest deterioration in these measures in 2010. JAMES JACKAL: Stephen Hutzelman Approved as Debtor's Counsel ------------------------------------------------------------ The Honorable Thomas P. Agresti authorized James Jackal, Inc., dba Jess's Restaurant, to employ: Stephen H. Hutzelman, Esq. 305 West Sixth Street Erie, PA 16507 as counsel in the company's chapter 11 proceeding. James Jackal, Inc., dba Jess's Restaurant, sought Chapter 11 protection (Bankr. W.D. Pa. Case No. 10-10491) on March 22, 2010. A copy of the Debtor's chapter 11 petition is available at http://bankrupt.com/misc/pawb10-10491.pdfat no charge. JOE MEIJA: Case Summary & 14 Largest Unsecured Creditors -------------------------------------------------------- Debtor: Joe Meija 22336 E Vallejo St Queen Creek, AZ 85242 Bankruptcy Case No.: 10-09223 Chapter 11 Petition Date: March 31, 2010 Court: United States Bankruptcy Court District of Arizona (Phoenix) Judge: George B. Nielsen Jr. Debtor's Counsel: Nasser U. Abujbarah, Esq. The Law Office of Nasser U. Abujbarah 7025 E McDowell Road, Suite 9 Scottsdale, AZ 85257 Tel: 480-776-6846 Fax: 480-776-6847 E-mail: nasser@nualegal.com Scheduled Assets: $452,000 Scheduled Debts: $1,146,153 A list of the Company's 14 largest unsecured creditors is available for free at http://bankrupt.com/misc/azb10-09223.pdf The petition was signed by Joe Meija. K-V PHARMACEUTICALS: Cuts 42% of Workforce to Lower Costs --------------------------------------------------------- K-V Pharmaceutical Company has reduced its work force by 289 employees, or approximately 42%, in order to lower its operating costs. The reduction in the Company's work force is a part of the Company's efforts to manage its cash and financial resources while it continues working with the Food and Drug Administration to return its products to market. "Although this type of action is always difficult, we believe it is a necessary step to preserve our capital resources and to re- size our company to be in line with our current expectations of when and how we will be able to return to market," said David Van Vliet, interim CEO of the Company. "Despite this reduction in our work force, we believe we have retained the capabilities and the overall level of employees needed to effectively support our future re-entry into the market." About K-V Pharmaceutical K-V Pharmaceutical Company -- http://www.kvpharmaceutical.com.-- is a fully integrated specialty pharmaceutical company that develops, manufactures, markets, and acquires technology- distinguished branded and generic/non-branded prescription pharmaceutical products. KREUNEN DEVELOPMENT: Voluntary Chapter 11 Case Summary ------------------------------------------------------ Debtor: Kreunen Development Company, Inc. 3675 College Road Southaven, MS 38672 Case No.: 10-11600 Chapter 11 Petition Date: March 31, 2010 Court: U.S. Bankruptcy Court Northern District of Mississippi (Aberdeen) Judge: Judge David W. Houston III Debtor's Counsel: Craig M. Geno, Esq. Harris Jernigan & Geno, PLLC P.O. Box 3380 Ridgeland, MS 39158-3380 Phone: (601)427-0048 Email: cmgeno@harrisgeno.com Total Assets: $10,000,001 to $50,000,000 Total Debts: $10,000,001 to $50,000,000 The Debtor did not file its list of largest unsecured creditors when it filed its petition. The petition was signed by Kim H. Kreunen, president. LAKE AT LAS VEGAS: Wins Nod of Plan Outline; Plan Hearing in June ----------------------------------------------------------------- Lake Las Vegas reported that on March 19, 2010, the Bankruptcy Court presiding over its chapter 11 cases approved the adequacy of its Disclosure Statement for its Plan of Reorganization, jointly proposed with the Committee of Unsecured Creditors. "We are pleased to have cleared this important hurdle in our path toward exiting from chapter 11" The Court's approval paves the way for Lake Las Vegas to begin soliciting votes on its Plan of Reorganization, which enjoys significant creditor support, including that of the Official Committee of Unsecured Creditors, pre-petition lenders, post- petition lenders and the agent for both lending groups. It is anticipated that Plan materials and ballots will be mailed by April 5, 2010. The deadline for returning ballots is May 4, 2010. A hearing to confirm the Plan is expected to occur in June. The Proposed Plan contemplates that the reorganized Lake Las Vegas will sell much of its land in Phases I and II of the project over the next two years, and focus its efforts on the long-term development of Phase III. Among other significant benefits, the proposed Plan provides for exit financing for the Reorganized Debtors to cover operating expenses, fund Plan obligations, and finance T-16 LID development improvements. These include building a replacement P-40 Pump Station and completing the roadway improvements on Lake Las Vegas Parkway, the entrance to the Community, which should enhance the value to all stakeholders. Under the proposed Plan, funding for the Reorganized Debtors' continued subsidy payments to the MPOA, LID assessments and property taxes will continue, allowing Lake Las Vegas to satisfy its ongoing obligations as a landowner and as master developer. "We are pleased to have cleared this important hurdle in our path toward exiting from chapter 11," said Frederick Chin, President of Lake Las Vegas. "The Company, the Official Committee of Unsecured Creditors, and the Company's lenders have worked together to develop a plan that maximizes value under extremely challenging circumstances, ensuring that recoveries are allocated fairly among the Company's stakeholders and provides for Lake Las Vegas to emerge from Chapter 11 as a viable entity." Lake Las Vegas is a 3,592-acre master-planned residential and resort community adjacent to Lake Mead National Recreational Area and 20 miles east of the center of Las Vegas. It includes a 320- acre man-made lake and more than 1,600 completed residential units. Lake Las Vegas filed for Chapter 11 protection from creditors July 17, 2008. LANDMARK VALLEY: Can Sell Woodland Ridge Property ------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Texas authorized Landmark Valley Homes, Inc., to sell property located in Lot 61, Phase I, Woodland Ridge, free and clear of liens. Wachovia Bank, N.A., consented to the sale. The Debtor is represented by: Kurt Stephen 100 South Bicentennial McAllen, TX 78501 Tel: (956) 631-3381 Fax: (956) 687-5542 Email: kurtstep@swbell.net About Landmark Valley Homes, Inc. McAllen, Texas-based Landmark Valley Homes, Inc., owns and operates residential construction/real estate development business. The Company filed for Chapter 11 bankruptcy protection on January 4, 2010 (Bankr. S.D. Tex. Case No. 10-70013). John Kurt Stephen, Esq., at Cardena Whitis and Stephen, assists the Company in its restructuring effort. The Company has assets of $34,119,790, and total debts of $19,484,476. MARKET DEVELOPMENT: Voluntary Chapter 11 Case Summary ----------------------------------------------------- Debtor: Market Development Specialists, Inc. dba RetroBytes dba Wintergreen Systems 2510 Sterling Avenue Elkhart, IN 46516 Case No.: 10-31487 Chapter 11 Petition Date: April 1, 2010 Court: U.S. Bankruptcy Court Northern District of Indiana (South Bend Division) Judge: Harry C. Dees, Jr. Debtor's Counsel: John S. Hosinski, Esq. 502 W. Washington South Bend, IN 46601 Tel.: (574) 2323915 Fax : (574) 287-5132 Total Assets: $17,401,356 Total Debts: $25,137,362 The Debtor did not file its list of largest unsecured creditors when it filed its petition. The petition was signed by John Levy, president. MANTECH INTERNATIONAL: Moody's Assigns 'Ba1' Default Rating ----------------------------------------------------------- Moody's Investors Service assigned first time ratings to ManTech International Corporation; Corporate Family and Probability of Default ratings of Ba1, a Ba2 rating to ManTech's proposed $200 million unsecured note issue, and a Speculative Grade Liquidity rating of SGL-1, indicating very good liquidity. Proceeds from the issuance will be used to refinance bank debt incurred in connection with ManTech's recent $242 million acquisition of Sensor Technologies Inc. The outlook is stable. The Ba1 Corporate Family and Probability of Default ratings consider ManTech's sizable revenues within its niche of providing technology services to the defense and intelligence communities, its competitive technical staffing and capabilities, consistently strong operating margins on both an absolute and comparable basis, and free cash flow generation established by fairly predictable margins and low capital intensity of a service organization. The ratings favorably incorporate the company's modest financial leverage, revenue visibility supported by a significant award backlog and strong coverage metrics. Conversely, the company's revenues and backlog contain a degree of concentration which could add an element of variability to its prospective results. Similarly, Moody's anticipates that ManTech will continue with a strategy of supplementing organic trends by pursuing acquisitions which may involve incremental indebtedness. As a result of higher federal outlays for security and intelligence services and the significance of certain large contracts, the company's performance should benefit over the near term from the extent of its ongoing services. These support national security, technical services provided to the U.S. Department of Defense and intelligence communities as well as U.S. military operations in Iraq and Afghanistan. But, should the level of, and funding for, those conflicts abate and affect certain contracts, ManTech's revenues and profitability could weaken. Expansion in US government funding for defense, homeland security and counter-terrorism over the last few years fostered growth in ManTech's top-line which was bolstered through acquisitions. The assigned rating recognizes an existing conservative capital structure but also provides some flexibility to accommodate moderately sized transactions. The appointment of Mr. L. Prior as President and as a member of the board has begun the process of addressing management succession issues. Yet the significant ownership and control concentration retained by ManTech's co-founder, chairman, and CEO, Mr. G. Pedersen, could pose ongoing succession and capital structure risks which constrain the rating. The stable outlook is supported by visibility offered by the company's book of contract awards, expectations of continued operating profitability, free cash flow and a very good liquidity profile. Stronger ratings or a positive outlook over the near-term are not anticipated. Over time these could develop if ManTech's revenues and backlog were to become more granular while both measures continued to expand, its financial leverage declined and any future acquisitions were successfully integrated without deterioration in operating margins. This would become evident if debt/EBITDA remained significantly less than 2 times while it sustained EBITA/interest above 6 times, and FCF/debt remained above 15%. The ratings or outlook could come under negative pressure if the company were to unexpectedly lose a significant contract award(s), or enter into relatively large debt funded acquisitions which were outside of its fields of expertise or whose integration ended-up significantly reducing margins. Quantitatively, lower ratings or a negative outlook could develop if EBITA margins fell to 6% or lower, debt/EBITDA increased and remained above 2.5 times for significant periods or if negative free cash flow were experienced over several quarters. The SGL-1 rating flows from modest cash balances supplemented with ongoing free cash flow generation, a sizable back-up revolving credit facility with significant availability post the note issuance, ample cushion under applicable financial covenants and absence of any material debt maturities over the coming year. The Ba2, LGD-4, 68% rating to the new issue of unsecured notes reflects their junior status to ManTech's secured bank credit facility and the application of the PDR of Ba1. Ratings assigned * Corporate Family, Ba1 * Probability of Default, Ba1 * $200 million unsecured notes due 2018, Ba2, LGD-4, 68% * Speculative Grade Liquidity rating, SGL-1 ManTech International Corporation, headquartered in Fairfax, VA, is technology service provider to the defense and intelligence communities and other branches of the federal government. On a pro forma basis for its acquisition of STI, revenues in 2009 were approximately $2.36 billion. MAPCO EXPRESS: S&P Withdraws 'B' Corporate Credit Rating -------------------------------------------------------- Standard & Poor's Ratings Services said that it withdrew its 'B' corporate credit and 'B+' secured debt ratings on MAPCO Express Inc. at the company's request. MAPCO amended and restated its secured credit facility in December 2009 and there are no requirements to maintain ongoing ratings. Rating List MAPCO Express Inc. Ratings Withdrawn To From ----------------- -- ---- Corporate credit rating NR B/Stable/-- Secured debt NR B+ Recovery rating NR 2 MDRNA INC: KPMG Included Going Concern Clause in 10-K ----------------------------------------------------- MDRNA, Inc. (NASDAQ: MRNA), which claims to be a leading RNAi- based drug discovery and development company, announced that the Company's independent registered public accounting firm, KPMG LLP, included an explanatory paragraph in their opinion on the Company's financial statements included in the recently filed Annual Report on Form 10-K for the year ended December 31, 2009, relating to the Company's ability to continue as a going concern. "We continue to take steps to improve our financial position," stated J. Michael French, President and Chief Executive Officer of MDRNA. "As we announced yesterday, we entered into a definitive agreement to acquire Cequent Pharmaceuticals, Inc., which not only brings a strong pre-clinical and clinical pipeline, but will also bring additional cash resources to MDRNA. With the equity raised in January of this year and the potential cash from the acquisition of Cequent, we expect to have the cash to fund operations into December of this year." This announcement is being made in compliance with NASDAQ Marketplace Rule 5250(b)(2), which requires separate disclosure in a press release regarding the receipt of an auditor opinion that contains a going concern explanatory paragraph. MEGA BRANDS: S&P Downgrades Corporate Credit Rating to 'D' ---------------------------------------------------------- Standard & Poor's Ratings Services said it lowered its long-term corporate credit rating on Montreal-based MEGA Brands Inc. to 'D' (default) from 'CC'. At the same time, S&P lowered the issue- level rating on the company's and its subsidiaries' senior secured debt to 'D' from 'C'. Subsequently, S&P withdrew all ratings on MEGA Brands and its subsidiaries. "The downgrade and withdrawal follow the completion of the company's recapitalization transaction on March 30, which included the repayment of debt below par," said Standard & Poor's credit analyst Lori Harris. Under Standard & Poor's criteria (see related research link below), S&P views an exchange offer at a discount by a company under substantial financial pressure as a distressed debt exchange and tantamount to a default. MEGA Brands' debt repayment was largely funded by the injection of new debt and common share proceeds. "The recapitalization has resulted in a revised capital structure that substantially reduces the company's cash interest expense and meaningfully lowers the company's debt outstanding," Ms. Harris added. MERCURY RISING: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Mercury Rising Rochelle Park, LLC 52 First Street Hackensack, NJ 07601 Bankruptcy Case No.: 10-19567-NLW Chapter 11 Petition Date: March 31, 2010 Court: United States Bankruptcy Court District of New Jersey (Newark) Judge: Novalyn L. Winfield Debtor's Counsel: Jerry D. Goldstein, Esq. Goldstein, Vespi & Vazquez, LLC 264 Union Boulevard Totowa, NJ 07512 Tel: (973) 595-5727 Fax: (973) 595-5522 E-mail: jgoldstein@gvvlaw.com Scheduled Assets: $5,000,000 Scheduled Debts: $4,587,420 A list of the Company's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/njb10-19567.pdf The petition was signed by Anthony Fortino, general manager. MERITAGE HOMES: Moody's Affirms Corporate Family Rating at 'B1' --------------------------------------------------------------- Moody's Investors Service affirmed all of the ratings of Meritage Homes Corporation, including its corporate family rating of B1, senior unsecured debt rating of B1, and speculative grade liquidity rating of SGL-2. At the same time, the outlook was revised to stable from negative. The revision of the outlook to stable from negative acknowledges Meritage's recently improving financial performance, driven largely by an expansion of gross margins, and Moody's view that the company is poised to return to profitability, which could enable its key operating metrics to return to levels more consistent with a B1-rated company. In addition, the lack of any financial covenants or meaningful debt maturities before 2014, and healthy cash position relieves downward pressure on the rating. Lastly, an improving operating environment combined with expected capital structure discipline should allow Meritage's debt leverage, currently at approximately 60%, to improve over the next several years. The B1 corporate family rating remains constrained by weakness in several key operating metrics, including: gross margins, interest coverage, and return on assets. Moody's expects these metrics to recover very gradually over the next six to eight quarters. In addition, revenues remain somewhat reliant on the continued health of its Texas operations, which account about half of the company's revenues, and hopes for a recovery in Arizona, in which it maintains a large lot supply. The credit is supported by its relatively modest adjusted debt-to-capitalization ratio relative to its similarly-rated peers, a healthy cash position, and an appropriately sized lot supply. Meritage's use of optioned land left it somewhat less exposed to the large impairment charges being booked by its peer group, and may allow it to more quickly reflect margin improvement during the recovery, as lower cost newly purchased land is built upon and sold. The SGL assessment takes into account internal and external sources of liquidity, covenant compliance, and alternate sources of liquidity. Meritage's SGL-2 rating indicates a good liquidity profile. The company's positive cash flow generation, growing cash balance, and lack of financial covenants are offset by the expectation of reduced cash flow in 2010, the absence of a revolving credit facility, and the lack of any significant sources of alternate liquidity. These rating actions were taken: * Corporate family rating affirmed at B1; * Probability of default rating affirmed at B1; * Senior unsecured debt rating affirmed at B1 (LGD3, 49%); * Speculative grade liquidity rating affirmed at SGL-2; * Outlook revised to stable from negative. Moody's most recent announcement concerning the ratings for Meritage was on April 16, 2009, when all of the company's ratings were affirmed, including its corporate family rating of B1, its probability of default rating of B1, its senior unsecured notes rating of B1, and its speculative grade liquidity rating of SGL-2. Meritage Homes Corporation is the 9th largest homebuilder in the U.S., primarily building attached and detached single-family homes in 12 metropolitan areas in Arizona, Texas, California, Nevada, Colorado, and Florida. Formerly known as Meritage Corporation, the company was founded in 1985 and is headquartered in Scottsdale, Arizona. Total revenues and consolidated net income for the year ended December 31, 2009, were approximately $970 million and ($66) million, respectively. MESA AIR: Delta Files Complaint Against Mesa & Freedom Airlines --------------------------------------------------------------- Delta Air Lines, Inc., asks the U.S. Bankruptcy Court for the Southern District of New York to enter: (a) a declaratory judgment in favor of Delta, declaring that it has the right to terminate a certain Delta Connection Agreement, dated May 3, 2005, as a result of the defendants' -- Mesa Air Group, Inc. and Freedom Airlines, Inc. -- material breaches, and that Delta has the right to seek reimbursement of excess payments to Freedom; (b) a declaratory judgment in favor of Delta, declaring that it is entitled to information from the Defendants about their agreements with other code share partners; (c) an order directing the Defendants to produce immediately to Delta the information requested concerning the Defendants' agreements with other code share partners, and all other information sufficient to document their compliance of the Agreement; (d) a judgment in favor of Delta in the amount of damages it has incurred as a result of the Defendants' breaches of the Agreement; and (e) that Delta recover from the Defendants its expenses of litigation, including attorneys' fees. Delta and the Defendants entered into the Agreement under which Freedom operates Delta Connection flights using ERJ-145 regional aircraft. The Agreement essentially operates as a "capacity- purchase" arrangement wherein Freedom operates Delta Connection flights for Delta, and Delta reimburses the Debtor for its operating costs plus a mark-up pursuant to the terms of the Agreement. According to Catherine M. O'Neil, Esq., at King & Spalding LLP, in Atlanta, Georgia, a key factor in Delta's decision to award this contract to Freedom was the Defendants' promise that Freedom would be the lowest cost carrier within the Delta Connection program. The Defendants also committed that the operating costs Freedom charged to Delta under the Agreement would be no higher than the costs charged to any other code share partner for whom Freedom, or its affiliate, operated. Ms. O'Neil alleges that since at least January 1, 2009, Freedom has not been the lowest cost carrier within the Delta Connection program, which is a material breach of the Agreement. Delta has diligently attempted to resolve these issues with the Defendants since early this year. However, the Defendants have refused to comply with Delta's requests, she tells the Bankruptcy Court. On May 21, 2009, Delta gave Mesa and Freedom a formal written notice of their breach and demanded that they cure the breach within 30 days. The Defendants have failed to cure the breach and argued that Freedom's costs cannot be accurately compared to those of Pinnacle Airlines, a Delta Connection carrier with lower direct operating costs than Freedom, Ms. O'Neil relates. She notes that Pinnacle's CRJ-200 and Freedom's ERJ-145 aircraft are similarly configured to carry 50 passengers, with no first class cabin. The aircraft are used interchangeably on regional routes. She asserts that Delta is entitled to information regarding the Defendants' agreements with other code share partners, for Delta to confirm that the direct operating costs it pays are, in fact, the lowest of Freedom's code share partners. Delta wishes and intends to terminate the Agreement based upon Mesa and Freedom's failure to timely cure their material breach. 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) MESA AIR: Delta Air Asserts $25,000,000 Claim --------------------------------------------- Delta Air Lines, Inc., filed with the Court a notice of its status as substantial claimholder with respect to claims against the Debtors in these bankruptcy cases. Delta holds a $25,000,000 claim against the Debtors as of March 19, 2010. 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) MESA AIR: AAR Corp. Wants to Trade in 3,000,000 Shares ------------------------------------------------------ On March 30, 2010, AAR Corp. notified the Court of its intention to sell, trade or otherwise transfer 3,000,000 shares of the equity securities of Mesa Air Group, Inc., or an option with respect thereto. AAR filed its Notice of Status as a Substantial Equity Holder on February 9, 2010, and currently beneficially owns 9,859,600 Mesa shares. If the proposed transfer is permitted to occur, AAR will beneficially own 6,859,600 shares of Mesa equity securities after the transfer. The Debtors have 30 calendar days after receipt of the Notice to object to the proposed transfer. If the Debtors file an objection, the proposed transfer will not be effective unless approved by a final and non-appealable order of the Court. 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) MIDWEST BANC: Capital Raise Required by May 13; Bankruptcy Warning ------------------------------------------------------------------ Midwest Banc Holdings, Inc., disclosed in a regulatory filing that the Company and its bank unit were notified on March 25, 2010, by the Federal Reserve Bank of Chicago that the Bank's capital plan, submitted on March 15, 2010, was not accepted. According to the Federal Reserve Bank, the plan was not accepted because, among other things, the Company has not yet raised $125 million of new equity, which is a condition to the Company's ability to convert to common stock the new convertible preferred stock, Series G, that the Company issued to the U.S. Department of the Treasury in March 2010 in exchange for all outstanding preferred stock, Series T, previously held by the U.S. Treasury. On March 29, 2010, as a result of the Bank's significantly undercapitalized status, the Bank consented to the issuance of a Prompt Corrective Action Directive by the Federal Reserve Bank. The PCA provides that the Bank, in conjunction with the Company, must within 45 days of March 29, 2010 -- by May 13, 2010 -- either: (i) increase the Bank's capital so that it becomes adequately capitalized; (ii) enter into and close on an agreement to sell the Bank subject to regulatory approval and customary closing conditions; or (iii) take other necessary measures to make the Bank adequately capitalized. The PCA also prohibits the Bank from making any capital distributions, including dividends and from soliciting and accepting new deposits bearing an interest rate that exceeds the prevailing effective rates on deposits of comparable amounts and maturities in the Bank's market area. The Bank must submit to the Federal Reserve Bank within 30 days a plan and timetable for conforming the rates of interest paid on existing non-time deposit accounts to these levels. The PCA also subjects the Bank to other operating restrictions, including payment of bonuses to senior executive officers and increasing their compensation, restrictions on asset growth and branching, and ensuring that all transactions between the Bank and any affiliates comply with Section 23A of the Federal Reserve Act. The Bank was already in compliance with certain of these guidelines as the Bank is already significantly undercapitalized. For example, the Bank has been complying with the FDIC's rules relating to the payment of interest on deposits. The Company and the Bank continue to be subject to the Written Agreement entered into with the Federal Reserve Bank and the Illinois Division of Banking in December 2009. As a result of significant credit quality deterioration during 2009, the Bank was "undercapitalized" for regulatory capital ratio purposes at December 31, 2009. Credit quality continued to deteriorate in early 2010 and, as a result, the Bank's interim capital position was "significantly undercapitalized" as of January 31, 2010. The Company expects the Bank to be "critically undercapitalized" at March 31, 2010. In addition, the Company was "undercapitalized" at December 31, 2009 and is expected to remain undercapitalized at March 31, 2010. Any failure by the Company to improve the Bank's regulatory capital ratios in a timely manner will result in material adverse consequences, including the possibility that the Company may become subject to a voluntary or involuntary bankruptcy filing, the Bank could be placed into FDIC receivership by its regulators, or the Bank could be acquired by a third party in a transaction in which the Company receives no value for its interest in the Bank, any of which events would be expected to result in a loss of all or a substantial portion of the value of the Company's outstanding securities. Forbearance Agreement On October 22, 2009, the Company entered into a Forbearance Agreement with its lender pursuant to which, among other things, the lender agreed to forbear from exercising the rights and remedies available to it as a consequence of certain existing events of default under the Company's loan agreements through March 31, 2010. When the Forbearance Agreement expires March 31, 2010, the lender could declare all amounts owed under the Loan Agreements immediately due and payable. Should the lender demand payment at that time, or any time thereafter, the Company presently would be unable to repay the amounts due. As a result, the lender could, among other remedies, foreclose on outstanding shares of the Bank's capital stock, which would have a material adverse effect on the Company's business, operations and ability to continue as a going concern and could result in a loss of all or a substantial portion of the value of the Company's outstanding securities. Although the lender has the right to foreclose on the common stock of the Bank, the Company has not received any indication from the lender through the date of filing that it intends to exercise its rights to foreclose. Should the lender exercise such rights, the Bank could become a wholly-owned subsidiary of the lender or another potential buyer, through a sale of the collateral by the lender. Midwest Banc Holdings, Inc., is a community-based bank holding company headquartered in Melrose Park, Illinois. Through its wholly owned subsidiaries, the Company provides a wide range of services, including traditional banking services, personal and corporate trust services, and insurance brokerage and retail securities brokerage services. The Company's principal operating subsidiary is Midwest Bank and Trust Company, an Illinois state bank that operates 26 banking centers in the Chicago metropolitan area. The Company operates in one business segment, community banking, providing a full range of services to individual and corporate customers. Midwest Financial and Investment Services, Inc., a subsidiary of the Bank, is a Financial Industry Regulatory Authority, registered broker/dealer that provides securities brokerage and insurance services to customers of the Bank. MIDWEST BANC: Posts $242.7 Million Net Loss for 2009 ---------------------------------------------------- Midwest Banc Holdings, Inc., filed its annual report on Form 10-K, showing a net loss of $242.7 million on $72.9 milion of net interest income for 2009, compared with a net loss of $158.3 million on $87.0 million of net interest income for 2008. The Company's balance sheet as of December 31, 2009, showed $3.436 billion in assets, $3.379 billion of debts, and $56.5 million of stockholders' equity. At December 31, 2009, the Company had net loans of $2.192 billion and deposits of $2.570 billion. PricewaterhouseCoopers LLP, in Chicago, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has experienced significant net losses during 2008 and 2009, is undercapitalized at December 31, 2009, does not have sufficient liquidity to meet the potential demand for all amounts due under certain lending arrangements with its primary lender upon expiration of a related forbearance agreement that expires on March 31, 2010, and its ability to raise sufficient new equity capital in a timely manner is uncertain. A full-text copy of the annual report is available for free at: http://researcharchives.com/t/s?5e45 Midwest Banc Holdings, Inc. , is a community-based bank holding company headquartered in Melrose Park, Illinois. Through its wholly owned subsidiaries, the Company provides a wide range of services, including traditional banking services, personal and corporate trust services, and insurance brokerage and retail securities brokerage services. The Company's principal operating subsidiary is Midwest Bank and Trust Company, an Illinois state bank that operates 26 banking centers in the Chicago metropolitan area. MIDWEST BANC: Financial & Investment No Longer Holds Preferreds --------------------------------------------------------------- Financial & Investment Management Group, Ltd., in Traverse City, Michigan, disclosed that as of February 28, 2010, it no longer held Series A Preferred Stock of Midwest Banc Holdings, Inc. Financial & Investment Management Group is a registered investment advisor, managing individual client accounts. About Midwest Banc Holdings Based in Melrose Park, Illinois, Midwest Banc Holdings, Inc. (NASDAQ:MBHI) is a half century old community bank with $3.5 billion in assets at September 30, 2009. The Company has two principal operating subsidiaries: Midwest Bank and Trust Company and Midwest Financial and Investment Services, Inc. Midwest Bank has 26 locations serving the diverse needs of both urban and suburban Chicagoland businesses and consumers through its Commercial Banking, Wealth Management, Corporate Trust and Retail Banking areas. The Company has $3.43 billion in total assets and $3.37 billion in total liabilities resulting to a $50.0 million stockholders' equity, as of December 31, 2009. * * * Midwest Banc Holdings violated the covenants under its revolving line of credit and term note and the related loan documents relating to the level of nonperforming loans and the failure to report a quarterly profit, as of June 30, 2009; did not make a required $5.0 million principal payment due on July 1, 2009 under the covenant waiver for the third quarter of 2008, for which the Company was advised by its lender that such noncompliance constituted a continuing event of default; and did not pay the lender all of the aggregate outstanding principal on the revolving line of credit at its maturity date of July 3, 2009, which constituted an additional event of default under the Credit Agreements. The Company did not make a required $5.0 million principal payment due on October 1, 2009. As reported by the Troubled Company Reporter on October 30, 2009, the Company entered into a Forbearance Agreement with its lender. The forbearance period expires March 31, 2010. MIDWEST BANC: PwC Raises Going Concern Doubt -------------------------------------------- Midwest Banc Holdings, Inc., filed with the Securities and Exchange Commission its annual report on Form 10-K for the fiscal year ended December 31, 2009. Midwest Banc posted a net loss for the second consecutive year, reporting wider net loss of $242.713 million for 2009 from a net loss of $158.273 million for 2008. Midwest Banc reported net income of $18.577 million for 2007. At December 31, 2009, the Company had total assets of $3.435 billion against total liabilities of $3.379 billion. In its March 30, 2010 report, PricewaterhouseCoopers LLP in Chicago, Illinois, said there is substantial doubt about the Company's ability to continue as a going concern. The Company incurred net losses for the years ended December 31, 2009 and 2008, respectively, primarily due to provisions for credit losses and goodwill impairment charges during both years, tax charges related to a valuation allowance on deferred tax assets in 2009, and impairment charges and realized losses on the preferred stock of FNMA and FHLMC in 2008. Due to the resulting deterioration in capital levels of the Bank and the Company, combined with the current uncertainty as to the Company's ability to raise sufficient amounts of new equity capital, recent regulatory actions with respect to the Company and the Bank, and the current inability of the Company to repay amounts owed under its Loan Agreements with its primary lender if, upon or subsequent to the expiration of the Forbearance Agreement on March 31, 2010, its primary lender were to declare the amounts outstanding thereunder immediately due and payable, there is substantial doubt about the Company's ability to continue as a going concern. Existence of substantial doubt as to the Company's ability to continue as a going concern may have a material adverse impact on the Company and the Bank's business, financial condition and results of operations and the ability to raise necessary new equity capital. Moreover, relationships with third parties with whom the Company and the Bank do business or on whom they rely, including depositors (particularly those with deposit accounts in excess of FDIC insurance limits), customers and clients, vendors, employees and financial counter-parties could be significantly adversely impacted because these individuals and entities may react adversely to events leading to the conclusion that there is a substantial doubt about the Company's ability to continue as a going concern, making it more difficult for the Company to address the issues giving rise to the substantial doubt about its ability to continue as a going concern. A full-text copy of the Company's annual report on Form 10-K is available at no charge at http://ResearchArchives.com/t/s?5e36 Midwest Banc Holdings, Inc., is a community-based bank holding company headquartered in Melrose Park, Illinois. Through its wholly owned subsidiaries, the Company provides a wide range of services, including traditional banking services, personal and corporate trust services, and insurance brokerage and retail securities brokerage services. The Company's principal operating subsidiary is Midwest Bank and Trust Company, an Illinois state bank that operates 26 banking centers in the Chicago metropolitan area. The Company operates in one business segment, community banking, providing a full range of services to individual and corporate customers. Midwest Financial and Investment Services, Inc., a subsidiary of the Bank, is a Financial Industry Regulatory Authority, registered broker/dealer that provides securities brokerage and insurance services to customers of the Bank. MOODY NATIONAL: Court Sets Case Dismissal Hearing for May 11 ------------------------------------------------------------ The Hon. Marvin Isgur of the U.S. Bankruptcy Court for the Southern District of Texas will consider at a hearing on May 11, 2010, at 9:00 a.m., RLJ - III Finance Atlanta, LLC's motion to dismiss the Chapter 11 case of Moody National RI Atlanta H, LLC. The hearing will be held in Courtroom 404, 515 Rusk in Houston, Texas. Houston, Texas-based Moody National RI Atlanta H, LLC, filed for Chapter 11 bankruptcy protection on January 29, 2010 (Bankr. S.D. Texas Case No. 10-30752). Henry J. Kaim, Esq., at King & Spalding LLP, 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. MORRIS PUBLISHING: Delays Filing of 2009 Annual Report ------------------------------------------------------ In a regulatory filing Wednesday, Morris Publishing Group, LLC, disclosed that the filing of its annual report on Form 10-K for the year ended December 31, 2009, will be delayed as the Company was unable to compile, disseminate and review the information needed to complete the preparation of the Form 10-K. The Debtor anticipates that its annual report for 2009 will include significant declines in net operating revenues (roughly 20%) as compared to 2008, significant reductions in operating expenses, and positive income from continuing operations for 2009 as compared to a significant loss from continuing operations in 2008. As of September 30, 2009, the Company's balance sheet showed $175.5 million in assets and $482.4 million of debts, for a members' deficiency in assets of $306.9 million. About Morris Publishing 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. On January 19, 2010, the Debtors filed their joint prepackaged plan of reorganization pursuant to Chapter 11 of the Bankruptcy Code. The Plan was confirmed by the Bankruptcy Court on February 17, 2010. The Debtors emerged from bankruptcy on March 1, 2010. MOUNTAIN PROVINCE: Posts C$1.5-Mil. Loss in 9-Months Ended Dec. 31 ------------------------------------------------------------------ Mountain Province Diamonds Inc. filed its annual report on Form 20-F, showing a net loss of C$1,458,338 for the nine months ended December 31, 2009, compared with a net loss of C$1,537,590 for the 12 months ended March 31, 2009. The Company has changed its year-end from March 31 to December 31, effective December 31, 2009, to align its fiscal year-end with that of De Beers Canada, the operator of the Gahcho Kue Project. The Company's balance sheet as of December 31, 2009, showed C$83,746,546 in assets, C$12,230,245 of debts, and C$71,516,301 of stockholders' equity. The Company has incurred losses for the nine months ended December 31, 2009, before tax recovery of C$1,968,024, incurred negative cash flows from operations, and will be required to obtain additional sources of financing to complete its business plans going into the future. "With approximately C$9,942,300 of cash and short-term investments at December 31, 2009, the Company has sufficient capital to finance its operations and the Company's costs of the Gahcho Kur Project for approximately six months. The Company is currently investigating various sources of additional liquidity to increase the cash balances required for ongoing operations over the foreseeable future. However, there is no certainty that the Company will be able to obtain financing from any of those sources. As a result, there is substantial doubt as to the Company's ability to continue as a going concern." A full-text copy of the annual report is available for free at: http://researcharchives.com/t/s?5e2f Based in Toronto, Canada, Mountain Province Diamonds Inc. is a natural resource property exploration and development company. The Company has interests in several natural resource properties, the most significant and principal property being a 49% interest (including the 4.9% interest in the property held by Camphor Ventures Inc.) in the AK Property located in the Northwest Territories of Canada. The Company, as yet, does not have any commercially viable resource properties. Bulk sampling and drilling on the AK Property is complete, and the AK Property is now in the feasibility study and permitting stage. There are no revenues from the Company's natural resource properties. NATIONAL SEMICONDUCTOR: S&P Gives Pos. Outlook; Keeps 'BB+' Rating ------------------------------------------------------------------ Standard & Poor's Ratings Services said it revised its outlook on Santa Clara, Calif.-based analog semiconductor manufacturer National Semiconductor Corp. to positive from stable. S&P also affirmed the 'BB+' corporate credit and senior unsecured ratings on the company. At the same time, S&P assigned a 'BB+' rating to the new $250 million in notes maturing 2015. The recovery rating is '3', indicating average (30%-50%) recovery in the event of a payment default. "The rating reflects the company's concentration in the mobile phone industry, high operating leverage that exposes the company to sharp erosion of EBITDA margin when volumes decline, and recent shift to more aggressive growth strategies," said Standard & Poor's credit analyst Lucy Patricola. NSM's strong position in high-performance analog semiconductors, improving leverage trends, and adequate liquidity partially offset those factors. NEPHROS INC: Posts $2.0 Million Net Loss for 2009 ------------------------------------------------- Nephros, Inc. filed its annual report on Form 10-K, showing a net loss of $2.0 million on $2.7 million of revenue for 2009, compared with a net loss of $6.3 million on $1.5 million of revenue for 2008. The Company's balance sheet as of December 31, 2009, showed $2.7 million in assets, $694,000 of debts, and $2.0 million of stockholders' equity. Rothstein, Kass & Company, P.C. expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has incurred negative cash flow from operations and net losses since inception. A full-text copy of the annual report is available for free at: http://researcharchives.com/t/s?5e2d Nephros, Inc. is engaged primarily in the development of hemodiafiltration, or HDF, products and technologies for treating patients with End Stage Renal Disease, or ESRD. NEXCEN BRANDS: Trigger Date Under BTMUCC Loan Moved to April 30 --------------------------------------------------------------- NexCen Brands, Inc., on March 30, 2010, amended its existing bank credit facility by entering into a Ninth Amendment with NexCen Holding Corporation, a wholly owned subsidiary of the Company, certain of the Company's subsidiaries and BTMU Capital Corporation. The Ninth Amendment extended from March 31, 2010, to April 30, 2010, the trigger date on which BTMUCC would be entitled to receive a warrant covering up to 2.8 million shares of the Company's common stock at an exercise price of $0.01 per share if the Class B franchise notes are not repaid by the trigger date. A full-text copy of the Ninth Amendment is available at no charge at http://ResearchArchives.com/t/s?5e3f As reported by the Troubled Company Reporter, NexCen Brands on March 29 disclosed in a regulatory filing that it is exploring alternatives to the Company's current debt and capital structure. NexCen Brands said it has retained an investment bank to assist the Company with identifying and evaluating strategic alternatives, including recapitalization of the Company, restructuring of debt or sale of some or substantially all of the Company's assets. NexCen also said it is in discussions with lender BTMUCC regarding potential alternatives. BTMUCC's consent is required to proceed with any strategic transaction or debt restructuring. As of December 31, 2009, NexCen had $138.2 million of debt outstanding with BTMUCC under the parties' credit facility. The Company said that absent waivers, a strategic transaction or further restructuring of its debt, it likely will breach certain covenants of the BTMUCC Credit Facility in 2010 and likely will fail to meet a principal payment of $34.5 million due in July 2011 on the debt as currently structured. About NexCen Brands Based in New York, NexCen Brands, Inc. (PINK SHEETS: NEXC.PK) is a strategic brand management company with a focus on franchising. It owns a portfolio of franchise brands that includes two retail franchise concepts: TAF(TM) and Shoebox New York(R) as well as five quick service restaurant franchise concepts: Great American Cookies(R), MaggieMoo's(R), Marble Slab Creamery(R), Pretzelmaker(R) and Pretzel Time(R). The brands are managed by NexCen Franchise Management, Inc., a subsidiary of NexCen Brands. NEXMED INC: Posts $32 Million Net Loss for 2009 ----------------------------------------------- NexMed, Inc. filed its annual report on Form 10-K, showing a net loss of $32.0 million on $3.0 million of revenue for 2009, compared with a net loss of $5.2 million on $6.0 million of revenue for 2008. The Company's balance sheet as of December 31, 2009, showed $20.9 million in assets, $18.2 million of debts, and $2.7 million of stockholders' equity. Amper, Politziner & Mattia, LLP, in Edison, N.J., expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses and negative cash flows from operations and expects to incur future losses. In addition, the Company has substantial notes payable and other obligations that mature within the next 12 months. A full-text copy of the annual report is available for free at: http://researcharchives.com/t/s?5e32 San Diego, Calif.-based NexMed, Inc. has operated in the pharmaceutical industry since 1995, focusing on research and development in the area of drug delivery. The Company's proprietary drug delivery technology is called NexACT(R). NIELSEN COMPANY: Moody's Shifts Outlook on 'B2' Rating to Positive ------------------------------------------------------------------ Moody's Investors Service said that it has changed the outlook for Nielsen Company B.V.'s ratings (Corporate Family Rating at B2) and Nielsen Finance LLC's ratings to Positive (from Stable). The outlook change recognizes Nielsen's progress in deleveraging since its 2006 LBO, driven by consistent year-on-year growth in EBITDA generation. EBITDA growth has been aided in particular by cost savings from restructuring steps taken as part of the Nielsen's 'Transformation Initiative' launched in December 2006. The outlook change further acknowledges the company's solid operating performance, particularly during a recession-hit 2009 and its return to meaningful free cash flow generation during the year. Finally, the outlook change reflects Moody's expectation that the company will continue to generate free cash flow and can maintain de-leveraging momentum during 2010 and beyond. For 2009, Nielsen reported a ratio of Debt/EBITDA (as defined by Moody's and without counting run-rate cost savings) of 7x (after 7.6x for 2008). De-leveraging remained a function of EBITDA growth as reported Debt in absolute terms marginally increased to US$8.66 billion at the end of 2009 from US$8.49 billion at the end of 2008 largely due to interest accretion and unfavourable currency movements which were not fully compensated by Nielsen's free cash flow generation of US$264 million (as calculated by Moody's -- post capex and dividends) during the year (after US$-22 million in 2008) as well as disposal proceeds of US$84 million from the sale of company's core publishing assets (in December 2009). Free cash flow generation for the year was aided in particular by better working capital management and lower capex outflows. Moody's would expect the company to continue generating meaningful free cash flow in 2010 although cash outflows from restructuring provisions will have a constraining effect. Although restructuring related cash outflows should fade out from 2011, Moody's notes that free cash flow from 2012 onwards will be impacted by higher cash interest paid as the company's US$discount notes (due 2016) go cash pay. Nevertheless free cash flow should remain supported by continued topline and commensurate EBITDA growth. Moody's notes that Nielsen has made considerable progress in implementing its corporate strategy aimed at creating a unified, global client services organization with a single customer interface designed to simplify interaction. The company's 'Transformation Initiative' programme (launched in 2006) is essentially complete and has achieved substantial organizational restructuring and cost savings, leading to improved profitability and aiding revenue growth potential. Nielsen has also made visible progress in the implementation of various growth initiatives (e.g. Three Screens, Answers on Demand) and has taken important steps to streamline its asset portfolio by selling non- core assets while making selective add-on acquisitions to strengthen the core business. Nielsen has re-branded its core businesses now known as Watch (media audience measurement and analytics), Buy (consumer purchasing measurement and analytics) and Expositions. Nielsen's revenue increased by 4% at constant currencies during 2009 to US$4.8 billion despite a very difficult operating environment. Revenue increase was supported by 11.5% revenue growth for the Watch segment which was helped by the AGBNielsen Media Research acquisition as well as by the good performance of Nielsen's North American Television Measurement business despite the offsetting impact from lower discretionary spending by consumers in online as well as lower volumes in the box-office tracking business. The Buy segment registered a growth of 2.7% while the Expositions business was severely hit during 2009 and revenues suffered a 24.6% decline due to lower attendee revenues and the impact of divestitures. Nielsen's adjusted operating margin (as calculated by the company) increased by 14.7% during 2009 largely supported by the benefits from the 'Transformation Initiative' and other productivity measures across the divisions. During 2010, Moody's would expect Nielsen to continue to grow organically, including an improvement of the Expositions division's performance on the back of an expected stabilization of its markets. In line with Nielsen's guidance, the agency would expect the company's operating margin to continue to grow faster than its top-line development in 2010 and beyond although the growth differential between the two will reduce compared to 2009 as the one-off cost savings achieved as part of the 'Transformation Initiative' will not be repeated going forward. Moody's regards Nielsen's near term liquidity as sufficient for its near-term needs. The company had US$511 million of cash and cash equivalents at December 31, 2009. Nielsen has US$85 million of long term debt maturing in 2010 (including EUR50 million private placement debenture loan due in May) and has access to US$688 million senior secured revolving credit facility, which Moody's expect to be used pre-dominantly for working capital purposes and which was undrawn at the end of 2009. As of December 31, 2009, Nielsen was in compliance with the financial covenants stipulated under the bank credit agreement dated 9 August 2006 and the company currently has comfortable headroom. Following the refinancing steps taken by Nielsen in 2009, which have extended maturities, the company has no material debt maturities before 2012 when the RCF needs to be refinanced and EUR80 million in private placement debenture loans fall due. However, in 2013 Nielsen needs to address very significant maturities of US$3.4 billion and Moody's would expect the company to take timely refinancing steps well ahead of time. The last rating action was on April 27, 2009, when Moody's assigned a (P)Caa1 rating to The Nielsen Company B.V.'s proposed issue of US$500 million of senior notes due 2016 via its subsidiaries, Nielsen Finance LLC and Nielsen Finance Co in a private offering. Nielsen's ratings were assigned by evaluating factors Moody's believe are relevant to the credit profile of the issuer, such as i) the business risk and competitive position of the company versus others within its industry, ii) the capital structure and financial risk of the company, iii) the projected performance of the company over the near to intermediate term, and iv) management's track record and tolerance for risk. These attributes were compared against other issuers both within and outside of Nielsen's core industry and Nielsen's ratings are believed to be comparable to those of other issuers of similar credit risk. Active in approximately 100 countries, with headquarters in Diemen, The Netherlands and New York, USA, The Nielsen Company B.V. is a global information and measurement company with leading market positions and strong brands. NORANDA ALUMINUM: Delays IPO of $250,000,000 Shares --------------------------------------------------- Noranda Aluminum Holding Corporation is delaying its plan to sell $250,000,000 shares of common stock in an initial public offering. Merrill Lynch, Pierce, Fenner & Smith Incorporated is acting as a representative of each of the underwriters. A copy of the company's Preliminary Prospectus dated March 29, 2010, is available at no charge at http://ResearchArchives.com/t/s?5dfd Noranda swung to net income of $101.375 million for the year ended December 31, 2009, from a net loss of $74.057 million for 2008. Sales were $769.911 million for 2009 from $1.266 billion for 2008. At December 31, 2009, the Company had total assets of $1.697 billion against total current liabilities of $166.851 million; long-term debt, net of $944.166 million, pension and OPEB liabilities of $106.393 million, other long-term liabilities of $55.632 million, deferred tax liabilities of $330.382 million, and common stock subject to redemption of $2.000 million. At December 31, 2009, the Company had stockholders' equity of $86.164 million. A full-text copy of the Company's annual report on Form 10-K is available at no charge at http://ResearchArchives.com/t/s?5dfe About Noranda Aluminum Franklin, Tennessee-based Noranda Aluminum Holding Corporation -- http://www.norandaaluminum.com/-- is a North American integrated producer of value-added primary aluminum products, as well as high quality rolled aluminum coils. The Company has two businesses, an upstream and downstream business. The primary metals, or upstream business, produced approximately 261,000 metric tons of primary aluminum in 2008. The rolling mills, or downstream business, are one of the largest foil producers in North America and a major producer of light gauge sheet products. Noranda Aluminum Holding Corporation is a private company owned by affiliates of Apollo Management, L.P. * * * As reported by the Troubled Company Reporter on March 23, 2010, Standard & Poor's Ratings Services raised its corporate credit rating on Noranda Aluminum Holding Corp. and its subsidiary, Noranda Aluminum Acquisition Corp. to 'B-' from 'CCC+'. The TCR said on January 27, 2010, that Moody's Investors Service upgraded Noranda Aluminum Holding Corporation's Corporate Family Rating and Probability of Default Rating to B3 from Caa1. NORTHCORE TECHNOLOGIES: KPMG LLP Raises Going Concern Doubt ----------------------------------------------------------- On April 1, 2010, Northcore Technologies Inc. filed its annual report on Form 20-F for the year ended December 31, 2009. KPMG LLP, in Toronto, Canada, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses from operations and has a net capital deficiency. The Company reported a net loss of C$2,409,000 on C$759,000 of revenue for 2009, compared with a net loss of C$2,355,000 on C$741,000 of revenue for 2008. For the fourth quarter of 2009, the Company reported a net loss of C$607,000 on C$179,000 of revenue, compared with a net loss of C$552,000 on C$177,000 of revenue for the same period of 2008. "At the end of 2009, and continuing in 2010, Northcore has more active sales and marketing activities than at any time in our history," said Duncan Copeland, CEO of Northcore Technologies. "Our relationship with GE strengthens, our government profile is growing, and we're targeting our Working Capital Engine(TM) campaign at organizations with capital assets in excess of C$1 billion. There are thousands of such organizations worldwide to which we can demonstrate that each Northcore product, operating independently or together, generate working capital. Our reference accounts attest to this, and we see it as an effective message for hard times." The Company's balance sheet as of December 31, 2009, showed C$1,105,000 in assets and C$1,121,000 of debts, for a stockholders' deficit of C$16,000. A full-text copy of the annual report is available for free at: http://researcharchives.com/t/s?5e02 A full-text copy of the press release disclosing the Company's financial results for the fourth quarter of 2009 is available for free at http://researcharchives.com/t/s?5e03 Based in Ontario, Canada, Northcore Technologies Inc. (TSX: NTI; OTC BB: NTLNF) -- http://www.northcore.com/-- provides a Working Capital Engine(TM) that helps organizations source, manage, appraise and sell their capital equipment. NOVADEL PHARMA: Posts $7.6 Million Net Loss for 2009 ---------------------------------------------------- NovaDel Pharma Inc. filed its annual report on Form 10-K, showing a net loss of $7.6 million on $422,000 of revenue for 2009, compared with a net loss of $9.6 million on $361,000 of revenue for 2008. The Company's balance sheet as of December 31, 2009, showed $4.5 million in assets and $8.8 million of debts, for a stockholders' deficit of $4.3 million. J.H. Cohn LLP, in Roseland, N.J., expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that of the Company's recurring losses from operations and negative cash flows from operating activities. A full-text copy of the annual report is available for free at: http://researcharchives.com/t/s?5e43 Bridgewater, N.J.-based NovaDel Pharma Inc. is a specialty pharmaceutical company developing oral spray formulations for a broad range of marketed pharmaceuticals. OMNICOMM SYSTEMS: Greenberg & Company Raises Going Concern Doubt ---------------------------------------------------------------- On March 31, 2010, OmniComm Systems, Inc. filed its annual report on Form 10-K for the year ended December 31, 2009. Greenberg & Company LLC, in Springfield, N.J., expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has incurred losses and has a net capital deficiency. The Company reported a net loss of $8.1 million on $9.6 million of revenue for 2009, compared with a net loss of $10.6 million on $6.3 million of revenue for 2008. The Company's balance sheet as of December 31, 2009, showed $5.8 million in assets and $22.1 million of debts, for a stockholders' deficit of $16.3 million. A full-text copy of the annual report is available for free at: http://researcharchives.com/t/s?5e38 Ft. Lauderdale, Fla.-based OmniComm Systems, Inc. provides Web- based electronic data capture and eClinical software and services that streamline the clinical research process. OPTIMAL GROUP: KPMG LLP Raises Going Concern Doubt -------------------------------------------------- On March 31, 2010, Optimal Group Inc. filed its annual report on Form 10-K for the year ended December 31, 2009. KPMG LLP, in Montreal, Canada, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses from operations and has negative operating cash flows. The Company reported a net loss of $73.3 million on $69.5 million of revenue for 2009, compared with a net loss of $111.0 million on $122.7 million of revenue for 2008. The Company's balance sheet as of December 31, 2009, showed $76.1 million in assets, $54.4 million of debts, and $21.7 million of stockholders' equity. A full-text copy of the annual report is available for free at: http://researcharchives.com/t/s?5e31 Based in Montreal, Canada, Optimal Group Inc. designs, develops, markets and distributes technology-based, consumer robotic, toy and entertainment products. ORANGE COUNTY: Cash Collateral Hearing Continued to April 13 ------------------------------------------------------------ The U.S. Bankruptcy Court for the Central District of California has continued until April 13, 2010, at 10:00 a.m., the hearing on Orange County Motorsports, Inc.'s cash collateral use. The hearing will be held at 255 E. Temple St. Courtroom 1668 Los Angeles, California. The Court authorized, on an interim basis, the Debtor to access cash collateral in which GE Commercial Distribution Finance Corporation and Polaris Acceptance claim an interest; and to grant adequate protection to the lenders. Los Angeles, California-based Orange County Motorsports, Inc., filed for Chapter 11 bankruptcy protection on December 18, 2009 (Bankr. C.D. Calif. Case No. 09-45902). The Debtor's affiliate, Lawrence Hart also filed Chapter 11 bankruptcy petition. Michael S. Kogan, Esq., at Ervin Cohen & Jessup LLP, assists the Debtor 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. ORANGE GROVE SERVICE: Case Summary & 8 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: Orange Grove Service, Inc. P.O. Box 7398 La Verne, CA 91750 Bankruptcy Case No.: 10-21336 Chapter 11 Petition Date: March 25, 2010 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judge: Alan M. Ahart Debtor's Counsel: Ori S. Blumenfeld, Esq. Wilson & Associates LLP 15260 Ventura Blvd., Ste 1150 Sherman Oaks, CA 91403 Tel: (818) 501-0300 Fax: (866) 491-0243 E-mail: oblumenfeld@wilsonassocllp.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Arturo Flores, the company's president. Debtor's List of 8 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Hossein Hedjazi unsecured loan to $150,000 Debtor Los Angeles County Tax Real estate Taxes $105,000 Collector Mark J. Saladino Treasurer Tax Collector Manijeh Habib-Agahi unsecured loan to $100,000 Debtor Hamid Habib-Agahi unsecured loan to $100,000 Debtor Wilson & Associates LLP Attorney Fees $50,000 Nelly Rabadi unsecured loan to $22,000 Debtor Mercedes-Benz Financial Automobile $40,691 Value: $27,450 California State Board of Underground Storage $1,200 Equalization Tank Fees ORE PHARMACEUTICALS: Ernst & Young Raises Going Concern Doubt ------------------------------------------------------------- Ore Pharmaceutical Holdings Inc. filed on March 31, 2009, its annual report on Form 10-K for the year ended December 31, 2009. Ernst & Young LLP, in Baltimore, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that of the Company's significant losses from operations and uncertainty as to its ability to obtain additional financing. The Company reported a net loss of $8.4 million on $175,000 of revenue for 2009, compared with a net loss of $22.5 million on $2.0 million of revenue for 2008. The Company's balance sheet as of December 31, 2009, showed $7.3 million in assets, $3.4 million of debts, and $3.9 million of stockholders' equity. A full-text copy of the annual report is available for free at: http://researcharchives.com/t/s?5e44 Cambridge, Mass.-based Ore Pharmaceutical Holdings Inc. is focused on developing and monetizing its current portfolio of pharmaceutical assets, which includes four compounds in-licensed from major pharmaceutical companies. Each of these compounds has been observed to be well-tolerated in human clinical trials to date. The Company is evaluating its lead compound, ORE1001, as a potential treatment for Inflammatory Bowel Disease. OXFORD INDUSTRIES: 2009 Results Won't Affect Moody's 'B1' Rating ---------------------------------------------------------------- Moody's Investors Service stated that Oxford Industries, Inc.'s B1 Corporate Family Rating and stable outlook are unchanged following the release of its fiscal 2009 results. Oxford's ratings are: -- Corporate Family Rating at B1; -- Probability of Default Rating at B1; -- $150 million Senior Secured Notes Due 2015 at B1 (LGD 4, 52%) Moody's last rating action on Oxford was on June 22, 2009 when the company's B1 CFR was affirmed with a stable outlook. Headquartered in Atlanta, Georgia, Oxford Industries is a producer and marketer of branded and private label apparel. Oxford's brands include Tommy Bahama and Ben Sherman. The company's consolidated net sales in the fiscal year ending January 30, 2010, were $801 million. PACIFIC ETHANOL: Net Loss Widens to $308.705 Million for 2009 ------------------------------------------------------------- Pacific Ethanol Inc. said its net loss widened to $308.705 million for the year ended December 31, 2009, from a net loss of $199.216 million. For the quarter ended December 31, 2009, Pacific Ethanol said its net loss widened to $242.846 million from a net loss of $38.626 million. Net sales were $316.560 million for the year ended December 31, 2009, from net sales of $703.926 million. Net sales were $87.875 million for the quarter from $160.437 million for the 2008 quarter. At December 31, 2009, the Company had $298.819 million in total assets against $356.617 million in total liabilities. Total Pacific Ethanol stockholders' deficit was $100.069 million at December 31, 2009. A full-text copy of the Company's annual report on Form 10-K is available at no charge at http://ResearchArchives.com/t/s?5dff A full-text copy of the Company's earnings release is available at no charge at http://ResearchArchives.com/t/s?5e00 About Pacific Ethanol Pacific Ethanol Holding Co. LLC and four affiliates filed for Chapter 11 on May 17, 2009 (Bankr. D. Del. Case No. 09-11713). Judge Kevin Gross handles the case. Attorneys at Cooley Godward Kronish LLP represent the Debtors as counsel. Attorneys at Potter Anderson & Corroon LLP are co-counsel. Epiq Bankruptcy Solutions LLC is the claims agent. Pacific Ethanol Holding disclosed $50 million to $100 million in assets and $100 million to $500 million in debts in its petition. Pacific Ethanol Inc. and its marketing subsidiaries, Kinergy Marketing LLC, and Pacific Ag. Products, LLC, have not filed for Chapter 11 bankruptcy protection. The Company is expected to continue to manage the Plant Subsidiaries under an Asset Management Agreement and Kinergy and PAP are expected to continue to market and sell the Plant Subsidiaries' ethanol and feed production under existing Marketing Agreements. PACIFIC ETHANOL: Socius CG II Holds 9.0% of Common Stock -------------------------------------------------------- Socius CG II, Ltd., Socius Capital Group, LLC, Terren S. Peizer and Patricia Peizer disclosed holding 5,800,000 shares or roughly 9.0% of the common stock of Pacific Ethanol, Inc., as of March 4, 2010. On March 23, 2010, the Superior Court of the State of California for the County of Los Angeles entered an Order Approving Stipulation for Settlement of Claim in the matter entitled Socius CG II, Ltd. v. Pacific Ethanol, Inc. The Order provides for the full and final settlement of Socius GC II, Ltd.'s $5,000,000 claim against Pacific Ethanol. Socius purchased the Claim from Lyles United, LLC, a creditor of Pacific Ethanol, Inc., pursuant to the terms of a Purchase Agreement dated effective as of March 15, 2010 between Socius and Lyles United. The Claim consists of the right to receive $5,000,000 of principal amount of and under a loan made by Lyles United to Pacific Ethanol pursuant to the terms of an Amended and Restated Promissory Note dated November 7, 2008, in the original principal amount of $30,000,000. Pursuant to the terms of the Order, on March 24, 2010, Pacific Ethanol issued and delivered to Socius 5,800,000 shares of its common stock, subject to adjustment as set forth in the Order. The Settlement Shares represent roughly 9.43% of the total number of shares of Pacific Ethanol's common stock outstanding immediately preceding the date of the Order. The total number of shares of Pacific Ethanol's common stock to be issued to Socius or its designee in connection with the Order will be adjusted on the 6th trading day following the date on which the Settlement Shares are issued, as follows: (i) if the number of VWAP Shares exceeds the number of Settlement Shares initially issued, then Pacific Ethanol will issue to Socius or its designee additional shares of Pacific Ethanol's common stock equal to the difference between the number of VWAP Shares and the number of Settlement Shares, and (ii) if the number of VWAP Shares is less than the number of Settlement Shares, then Socius or its designee will return to Pacific Ethanol for cancellation that number of shares as equals the difference between the number of VWAP Shares and the number of Settlement Shares. The number of VWAP Shares is equal to (i) $5,000,000 divided by 80% of the volume weighted average price as reported by Bloomberg LP of Pacific Ethanol common stock over the 5-day trading period immediately following the date on which the Settlement Shares were delivered to Socius, plus (ii) $181,168.50 for Socius' legal fees, expenses and costs incurred through March 11, 2010, plus an amount equal to Socius' reasonable legal fees, expenses and costs incurred after March 11, 2010, with the total divided by the VWAP of our common stock over the 5-day trading period immediately following the date on which the Settlement Shares were delivered to Socius. In no event will the number of shares of Pacific Ethanol common stock issued to Socius or its designee in connection with the settlement of the Claim, aggregated with all shares of Pacific Ethanol common stock then owned or beneficially owned or controlled by, collectively, Socius and its affiliates, at any time exceed (x) 9.99% of the total number of shares of Pacific Ethanol common stock then outstanding , or (y) without Pacific Ethanol's prior written consent, that number of shares of Pacific Ethanol's common stock that would trigger a new limitation under Internal Revenue Code Section 382. In addition, in no event will the aggregate number of shares of Pacific Ethanol's common stock issued to Socius or its designee in connection with the settlement of the Claim, aggregated with any other shares of Pacific Ethanol's common stock issued to Socius or its designees by Pacific Ethanol, at any time exceed 19.99% of the total number of shares of Pacific Ethanol's common stock outstanding immediately preceding the date of the Order unless Pacific Ethanol has obtained either (1) stockholder approval of the issuance of more than such number of shares of its common stock pursuant to NASDAQ Marketplace Rule 5635(d) or (2) a waiver from NASDAQ of Pacific Ethanol's compliance with Rule 5635(d). On March 4, 2010, the Superior Court of the State of California for the County of Los Angeles entered an Order Approving Stipulation for Settlement of Claim in the matter entitled Socius CG II, Ltd. v. Pacific Ethanol, Inc. The Order provides for the full and final settlement of Socius GC II, Ltd.'s $5,000,000 claim against Pacific Ethanol. Socius purchased the Claim from Lyles United, LLC, a creditor of Pacific Ethanol, pursuant to the terms of a Purchase and Option Agreement dated effective as of March 2, 2010 between Socius and Lyles United. The Claim consists of the right to receive $5,000,000 of principal amount of and under a loan made by Lyles United to Pacific Ethanol pursuant to the terms of an Amended and Restated Promissory Note dated November 7, 2008, in the original principal amount of $30,000,000. Pursuant to the terms of the Order, on March 5, 2010, Pacific Ethanol issued and delivered to Socius 5,800,000 shares of its common stock, subject to adjustment as set forth in the Order. Under the terms of the Order, on March 16, 2010, Socius returned 2,554,194 of the Settlement Shares Pacific Ethanol issued to them on March 5, 2010. As a result, in full satisfaction of the Claim (excluding any legal fees and expenses incurred by Socius in connection with the settlement of the Claim, which fees and expenses will be paid by Pacific Ethanol in connection with the settlement of the Second Claim), Pacific Ethanol issued to Socius a total of 3,245,806 shares of Pacific Ethanol common stock. Purchase Agreement with Lyles On March 15, 2010, Socius and Lyles United entered into a Purchase Agreement which provides for the sale by Lyles United to Socius of Lyles United's right to receive payment on a portion of the total amount of Pacific Ethanol's indebtedness to Lyles United, namely $5.0 million principal amount -- Second Claim -- of and under the Lyles United Note. As of the date of the Purchase Agreement, Pacific Ethanol was indebted to Lyles United for unpaid principal amount of $25,000,000 under the Lyles United Note. Pacific Ethanol is a party to the Purchase Agreement through its execution of an acknowledgment contained therein. In the acknowledgment, Pacific Ethanol acknowledged and agreed with Socius and Lyles United (i) that certain of the recitals in the Purchase Agreement are true and correct, (ii) that the sale of the $5.0 million claim to Socius covers only such amount, that Lyles United reserves and preserves all of its other claims and interests under the Lyles United Note and that Lyles United's sale of the $5.0 million claim does not in any way prejudice or have any adverse effect on such other claims and interests of Lyles United under the Lyles United Note (iii) that the execution, delivery and performance of the Purchase Agreement does not and will not conflict with the terms of the Lyles United Note (or any credit enhancement documents that have been executed in connection with the Lyles United Note) nor will it require any waiver or consent, (iv) that the Lyles United Note is valid, outstanding and enforceable in accordance with its terms and is not subject to any defense or offset and that Lyles United continues to have a valid, enforceable and perfected security interest in certain of Pacific Ethanol's assets pursuant to certain credit enhancement documents entered into by Pacific Ethanol and Lyles United in connection with the Lyles United Note, and (v) that Socius and Lyles United are relying on Pacific Ethanol's acknowledgments and agreements in entering into the Purchase Agreement. Complaint for Damages In connection with the purchase of the Second Claim and pursuant to the terms of the Purchase Agreement, on March 16, 2010, Socius filed a complaint for damages against Pacific Ethanol with the Court. On March 18, 2010, Pacific Ethanol's counsel and counsel for Socius filed with the Court a joint ex parte application for court order approving stipulation for settlement of claim. The Court has scheduled the matter for hearing on March 23, 2010. About Pacific Ethanol Pacific Ethanol Holding Co. LLC and four affiliates filed for Chapter 11 on May 17, 2009 (Bankr. D. Del. Case No. 09-11713). Judge Kevin Gross handles the case. Attorneys at Cooley Godward Kronish LLP represent the Debtors as counsel. Attorneys at Potter Anderson & Corroon LLP are co-counsel. Epiq Bankruptcy Solutions LLC is the claims agent. Pacific Ethanol Holding disclosed $50 million to $100 million in assets and $100 million to $500 million in debts in its petition. Pacific Ethanol Inc. and its marketing subsidiaries, Kinergy Marketing LLC, and Pacific Ag. Products, LLC, have not filed for Chapter 11 bankruptcy protection. The Company is expected to continue to manage the Plant Subsidiaries under an Asset Management Agreement and Kinergy and PAP are expected to continue to market and sell the Plant Subsidiaries' ethanol and feed production under existing Marketing Agreements. PACIFIC ETHANOL: To Hold 2010 Annual Meeting on May 20 ------------------------------------------------------ Pacific Ethanol, Inc., is preparing to hold its 2010 annual meeting of stockholders at 9:00 a.m. on May 20, 2010, at a location to be determined in Sacramento, California. All holders of record of the Corporation's common stock and Series B Cumulative Convertible Preferred Stock outstanding as of the close of business on April 5, 2010, will be entitled to vote at the annual meeting. Because the date of this year's annual meeting has been changed by more than 30 days from the date of last year's annual meeting, the Corporation's management desires to inform the Corporation's stockholders of the revised deadlines for stockholder proposals to be discussed and voted upon at the 2010 annual meeting. Proposals by stockholders that are intended for inclusion in the Corporation's proxy statement and proxy and to be presented at the Corporation's 2010 annual meeting must be delivered to the Secretary of the Corporation at the Corporation's principal executive offices by Wednesday, April 7, 2010, to be considered for inclusion in the Corporation's proxy materials. About Pacific Ethanol Pacific Ethanol Holding Co. LLC and four affiliates filed for Chapter 11 on May 17, 2009 (Bankr. D. Del. Case No. 09-11713). Judge Kevin Gross handles the case. Attorneys at Cooley Godward Kronish LLP represent the Debtors as counsel. Attorneys at Potter Anderson & Corroon LLP are co-counsel. Epiq Bankruptcy Solutions LLC is the claims agent. Pacific Ethanol Holding disclosed $50 million to $100 million in assets and $100 million to $500 million in debts in its petition. Pacific Ethanol Inc. and its marketing subsidiaries, Kinergy Marketing LLC, and Pacific Ag. Products, LLC, have not filed for Chapter 11 bankruptcy protection. The Company is expected to continue to manage the Plant Subsidiaries under an Asset Management Agreement and Kinergy and PAP are expected to continue to market and sell the Plant Subsidiaries' ethanol and feed production under existing Marketing Agreements. PALI HOLDINGS: Botched Sale of Brokerage Firm Cues Bankruptcy ------------------------------------------------------------- Bloomberg News' Tiffany Kary and Edvard Pettersson report that Pali Holdings Inc. filed for bankruptcy protection on Friday (Bankr. S.D.N.Y. Case No. 10-11727) after failing to sell its New York-based securities brokerage, Pali Capital Inc. The petition listed $716,300 in assets and $31.8 million in debt, according to Bloomberg. Bloomberg notes Pali, a privately held company, was in talks to sell the brokerage business to former Bear Stearns Cos. finance chief Samuel Molinaro and had told shareholders it might go out of business without a sale or cash infusion. Bloomberg notes that the parent company, also based in New York, had an estimated loss of $18.3 million in 2009 and said in a January 14 letter to shareholders obtained by Bloomberg News that it may run out of money by the end of February. The broker-dealer Pali Capital said February 16 that it would begin to wind down operations. The largest unsecured creditor named in the Pali Holdings filing was Panama-based Mandeville Holding Ventures Co. Pali Capital was founded in 1995 as a boutique investment bank specializing in fixed-income trading and derivatives. David Weidner at MarketWatch notes that under co-founder Bradley Reifler, Pali, like many small investment banks clear of balance sheet junk and government aid, appeared poised to benefit from financial crisis. It hired dozens of displaced bankers and traders in anticipation of the coming windfall of business, a move that doubled its ranks to more than 200. Generous guaranteed contracts were the norm. Mr. Weidner says Pali's fatal flaw may have been that the firm became a hotbed of internal strife. Mr. Weidner relates that Mr. Reifler, who left in 2008, sued companies and people inside Pali and out. Mr. Weidner also points out that Pali Holdings, the parent company, had four chief executives in 17 months. Legal bills were estimated to be a big part of the bank's $31.8 million in reported liabilities. PCAA PARENT: To Liquidate Assets and to Pay Claims from Trust ------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware will consider the approval of PCAA Parent, LLC, et al.'s Disclosure Statement at a hearing today, April 5, 2010, at 2:00 p.m. (Eastern Daylight Time) 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 provides for the sale of PCAA's assets. The Plan also contemplates the formation of a liquidating trust for the benefit of the liquidating trust beneficiaries to which the liquidating trust assets will be transferred and liquidated. The liquidating trust will be funded with the (i) remaining assets, (ii) causes of action and proceeds thereof, and (iii) cash in the sum of $25,000 from the sale proceeds that would otherwise be distributed to holders of general unsecured claims, on the effective date of the Plan. Treatment of Claims Class 1 Priority Non-Tax Claims -- Estimated percentage recovery is 100% The Plan did not provide for the estimated percentage recovery by Class 2 Term Loan Secured Claims ($199,495,292.) Class 3 - Chicago Secured Claims ($3,975,586) -- Estimated percentage recovery is 100% Class 4 - RCL Secured Claims ($2,036,197) -- Estimated percentage recovery is 100% Class 5 - Other Secured Claims -- Estimated percentage recovery is 100% Classes 6 - 19 - General Unsecured Claims -- will receive pro rata share of (i) distributable value allocated to the specific Debtor entity; and (ii) 100% of the liquidating trust interest in the liquidating trust. The Plan did not provide for the estimated percentage recovery by Class 20- Equity Interests and Related Claims. No distributions will be made under the Plan on account of Class 21 - Intercompany Claims among the Debtors or any of their subsidiaries. Any and all liability on account of the Intercompany Claims will be deemed discharged on the effective date. A full-text copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/PCAAParent_DS.pdf A full-text copy of the Chapter 11 Plan is available for free at http://bankrupt.com/misc/PCAAParent_Plan.pdf The Debtors are represented by: Mark D. Collins John H. Knight Lee E. Kaufman Zachary I. Shapiro Richards, Layton & Finger, P.A. One Rodney Square 920 North King Street Wilmington, DE 19801 Tel: (302)651-7700 Fax: (302) 651-7701 Matthew S. Barr Michael E. Comerford Milbank, Tweed, Hadley & McCloy, LLP One Chase Manhattan Plaza New York, NY 10005-1413 Tel: (212) 530-5000 Fax: (212) 530-5219 Essington, Pennsylvania-based PCAA Parent, LLC, runs the largest domestic off-site airport parking business, operating 31 off-site airport parking facilities comprising over 40,000 parking spaces near 20 major airports across the U.S. The Company owns or leases its off-airport parking facilities in, among other states, California, Arizona, Colorado, Texas, Georgia, Tennessee, Pennsylvania, Connecticut, New York, New Jersey, and Illinois. The Company filed for Chapter 11 bankruptcy protection on January 28, 2010 (Bankr. D. Del. Case No. 10-10250). John Henry Knight, Esq.; Lee E. Kaufman, Esq.; and Mark D. Collins, Esq.; and Zachary I. Shapiro, Esq., at Richards, Layton & Finger, P.A., 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 -- PCAA Chicago, LLC; Parking Company of America Airports, LLC; PCA Airports, Ltd.; PCAA GP, LLC; Parking Company of America Airports Phoenix, LLC; RCL Properties, LLC; PCAA LP, LLC; PCAA Properties, LLC; Airport Parking Management, Inc.; PCAA SP-OK, LLC; PCAA SP, LLC; PCAA Oakland, LLC; and PCAA Missouri, LLC -- filed separate Chapter 11 bankruptcy petitions. PECANS OF QUEEN: Unsecureds to Recover Claims in 5 Years -------------------------------------------------------- The Pecans of Queen Creek, L.L.C., filed with the U.S. Bankruptcy Court for the District of Arizona a Disclosure Statement in relation to its proposed 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 the sale of lots over a period of time, and the Debtor's members will contribute additional monies necessary to fully implement the Plan. The Debtor's sole material asset is real property located on Chandler Heights between Hawes Rd. and Ellsworth, in Queen Creek, Arizona. It consists of 76 developed lots and approximately six acres of undeveloped property. Treatment of Claims Class 1 - Allowed Secured Claims of the County of Maricopa ($197,554) will be paid in full in four equal semi- annual payments. Class 2 - Allowed Secured Claim of Strategic Funding ($6,115,836) - the holder of the Class 2 Claim will receive payment in full satisfaction of its claim as: a) The Deed of Trust will be amended so that the Release Price per lot will be changed to a figure that represents the Allowed amount of the Class 2 Claim, divided by 73. b) The terms of the Promissory Note to the holder of the Class 2 Claim will be modified to provide that from and after the effective date interest will accrue at the rate of 4.25% per annum, until paid in full. Class 3 - Allowed Secured Claim of Adams Pecans, LLC ($1,012,038) - the holder of the Allowed Class 3 Claim will accrue interest on its claim at the rate of 3.25% per annum. No payments will be made to the holder of the Class 3 Claim until the holder of the Class 2 Claim receives payment of the Release Price on a particular lot. At that time, the holder of the Class 3 Claim will be paid $22,000 pari passu to the holder of the Class 4 Claim, and will release its lien in an amount that represents the allowed amount of the Class 3 Claim, divided by 73. Class 4 - Allowed Secured Claim of MTL Pecans, LLC ($643,439) - No payments will be made to the holder of the Class 4 Claim until the holder of the Class 2 Claim receives payment of the Release Price on a particular lot. At that time, the holder of the Class 4 Claim will be paid $22,000 pari passu to the holder of the Class 3 Claim, and will release its lien in an amount that represents the allowed amount of the Class 4 Claim, divided by 73. Class 5 - Allowed Secured Claim of Construction 70, Inc., ($13,179) - the holder of the Class 5 Claim will receive two equal semi-annual payments in full satisfaction of its Allowed Claim. Class 6 - Allowed Secured Claim of Queen Creek Pecans, LLC ($2,763,822) - the holder of the Class 6 Claim will have its claim extinguished in full as of the effective date. Class 7 - Allowed Claims of General Unsecured Creditors ($41,347), with the exception of those unsecured creditors in Class 8. The holders of claims in Class 7 will receive five equal annual payments on the full amount of the allowed claim of each holder of a Class 7 Claim. Class 8 - Claims of Sonoma Farms, Inc., Udall Law Firm, Vanderbilt Farms, LLC, and Vistoso Partners, LLC ($8,983,729) - The holders of each claim in Class 8 will have their claims extinguished in full as of the effective date. Class 9 - The members of the Debtor will retain their membership interests in full, provided all payments required under the Plan are made in full. A full-text copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/PECANSOFQUEEN_DS.pdf About The Pecans of Queen Creek, L.L.C. The Pecans Of Queen Creek, LLC, is based in Tempe, Arizona. The Company filed for Chapter 11 bankruptcy protection on November 13, 2009 (Bankr. D. Ariz. Case No. 09-29332). Michael W. Carmel, Esq., at Michael W. Carmel, Ltd., assists the Company in its restructuring efforts. The Company listed $10,000,001 to $50,000,000 in assets and $10,000,001 to $50,000,000 in liabilities. PENN TRAFFIC: Court Fixes April 30 as Claims Bar Date ----------------------------------------------------- The Hon. Peter J. Walsh of the U.S. Bankruptcy Court for the District of Delaware has established April 30, 2010, at 5:00 p.m. (prevailing Eastern Time) as the deadline for any individual or entity to file proofs of claim against The Penn Traffic Company, et al. The Court also set May 17, 2010, at 5:00 p.m. as the governmental bar date. Proofs of claim must be delivered: by first class U.S. mail, postage prepaid to: Donlin, Recano & Company, Inc. Re: The Penn Traffic Company, et al. P.O. Box 2005 Murray Hill Station New York, NY 10156 by hand delivery or overnight courier, to: Donlin, Recano & Company, Inc. Re: The Penn Traffic Company, et al. 419 Park Avenue, Suite 1206 New York, NY 10016 Syracuse, New York-based The Penn Traffic Company -- dba P&C Foods, Bi-Lo Foods, and Quality Markets -- operates supermarkets in Pennsylvania, upstate New York, Vermont, and New Hampshire under the Bilo, P&C and Quality trade names. The Company filed for Chapter 11 bankruptcy protection on November 18, 2009 (Bankr. D. Del. Case No. 09-14078). Ann C. Cordo, Esq., and Gregory W. Werkheiser, Esq., at Morris, Nichols, Arsht & Tunnell assist the Company in its restructuring effort. Donlin Recano is the Company's claims agent. The Company listed $150,347,730 in assets and $136,874,394 in liabilities as of May 4, 2009. These affiliates also filed separate Chapter 11 petition: Sunrise Properties, Inc.; Pennway Express, Inc.; Penny Curtiss Baking Company, Inc.; Big M Supermarkets, Inc.; Commander Foods Inc.; P and C Food Markets, Inc. of Vermont; and P.T. Development, LLC. PENSKE AUTOMOTIVE: S&P Gives Stable Outlook; Affirms 'B+' Rating ---------------------------------------------------------------- Standard & Poor's Ratings Services said it has revised its outlook on Penske Automotive Group Inc. to stable from negative and affirmed the ratings, including the 'B+' corporate credit rating. "The outlook revision reflects S&P's view that Penske's ability to improve profitability through aggressive cost-cutting initiatives, as well as signs of stabilizing new-vehicle demand, will enable the company to bring its key credit measures in line with S&P's assumptions for the rating during the next year," said Standard & Poor's credit analyst Nancy Messer. "Accordingly, S&P now believe there is less than a one-in-three chance that S&P would downgrade Penske in the year ahead," she went on. S&P continues to view Penske's business risk profile as fair and its financial risk profile as aggressive, with high leverage and minimal cash flow protection measures. Penske is the second-largest of several large consolidators in the highly competitive U.S. auto retailing industry. Cost-side initiatives are a significant factor supporting the outlook revision. Penske and all other rated auto retailers relied on the variable nature of their cost structures to lower costs as their revenue fell during the downturn. The company achieved operating cost savings of about $100 million in 2009 and reduced capital spending by half. In S&P's opinion, the company's ability to generate free operating cash flow consistently in conjunction with minimizing capital investment in dealerships and refraining from making large acquisitions somewhat offset its high leverage. S&P assumes the company will report free cash flow in the year ahead because capital investments should be lower than they were in recent years, when the company was building several auto malls. S&P also assumes Penske will reduce leverage as the economy stabilizes, EBITDA improves, and cash becomes available for permanent debt reduction. Recovery in EBITDA is important for a reduction in leverage, in S&P's view. The resilience of Penske's business model, with its diverse revenue stream, is seen in the revenue stability and higher margins of the company's parts and services operations, which made up about 46% of Penske's total gross profit for the fourth quarter of 2009. For 2009, Penske's revenue stream consisted of new- vehicle retail sales (49%), used-vehicle sales (33%), P&S sales (14%), finance and insurance (F&I; 2%), and other (2%). Although Penske's P&S revenue weakened during the economic downturn, year- over-year percentage declines have been in the single digits compared to double-digit declines for new- and used-vehicle sales revenues. Thus, as S&P had expected, the P&S business has provided a revenue and margin cushion for the company, while same- store vehicle unit sales have declined year over year in virtually every quarter for more than two years and weak pricing has pressured margins. S&P believes Penske's liquidity is adequate. The company had balance sheet cash of $13.8 million as of Dec. 31, 2009. Continuing economic weakness in the U.S. has caused a significant decline in North American sales of light vehicles and, to some extent, has caused consumers to defer discretionary spending on auto maintenance. U.S. sales of new light vehicles dropped about 22% in 2009 from 2008 levels, to 10.3 million units, including the effect of the "cash for clunkers" program. S&P estimate new- vehicle sales will improve to 11.6 million units in 2010, but this would still be well below the weak levels of 2008. The stable outlook reflects S&P's assumption that Penske's credit measures will improve in 2010 toward S&P's assumptions for the rating, even if U.S. light-vehicle sales remain lackluster this year. For the 'B+' rating, S&P expects the company's lease- adjusted leverage to move toward 6.5x within the next two years. S&P also expect the company to report free operating cash flow during this period as a result of cost reductions and tightly controlled spending on acquisitions and capital expenditures. S&P could raise the rating if Penske continues to improve profitability with its revenue diversity and focus on operating efficiencies, generates consistent positive free operating cash flow into 2011, and permanently reduces debt. Specifically, S&P could raise the rating if lease-adjusted leverage drops to 6.0x or less as a result of permanent debt reduction. Alternatively, if the company were to generate EBITDA over any four consecutive quarters of about $290 million, this could be sufficient to lower leverage to 6.0x. Another key factor in any upgrade would be Penske's ability to achieve and consistently maintain lease- adjusted operating margins before D&A of 4.5% or better, compared with 4.2% as of the end of 2009. S&P could lower the rating if S&P believed the company's liquidity would decline -- perhaps because of a high number of acquisitions and/or investment in dealer upgrades -- and adjusted leverage would fail to improve from the elevated level of 7.4x at year-end 2009. S&P could also lower the rating if S&P believed the company's reported EBITDA would fall short of S&P's 2010 estimate of about $235 million by 10% or more, assuming debt remains at current levels, so that lease-adjusted leverage remained at 7.5x or higher. This could occur if the U.S. economy remains weak and the company is unable to further reduce its cost base to fit the reduced revenue. PENTON BUSINESS: S&P Raises Corporate Credit Rating to 'CCC+' ------------------------------------------------------------- Standard & Poor's Ratings Services raised its corporate rating on New York City-based business-to-business trade show operator and publisher Penton Business Media Holdings Inc. to 'CCC+' from 'D'. In addition, S&P assigned its issue-level and recovery ratings to the secured first-lien debt, consisting of a $42.7 million revolving credit facility and $623.7 term loan B due Aug. 1, 2014, issued by Penton Business Media Inc. and Penton Media Inc. S&P rated this debt 'CCC+' (at the same level as the 'CCC+' corporate credit rating) with a recovery rating of '4', indicating S&P's expectation of average (30% to 50%) recovery for lenders in the event of a payment default. "The 'CCC+' rating reflects Penton's weak operating performance, mature growth prospects for the trade publications segment, limited liquidity, thin EBITDA coverage of interest, high debt leverage, and negative discretionary cash flow," said Standard & Poor's credit analyst Tulip Lim. Trade publishing, which accounts for roughly 60% of total revenue, is sensitive to cyclical advertising demand in the company's end markets because these publications do not charge subscription fees. Trade publishing is also facing unfavorable secular trends. Print advertising has mature growth prospects in light of competition from Internet-based media, which has low barriers to entry. Penton exited bankruptcy on March 10, 2010. As part of the bankruptcy proceedings, the company eliminated its $266 million second-lien term loan. The company also amended its first-lien credit agreement. Under the amended credit agreement, the maturity date of the term loan was extended by 18 months to Aug. 1, 2014, the revolver was reduced to $42.7 million from $80 million, and the covenants were amended. Approximately $22.3 million of the borrowings under the prepetition revolving credit facility was converted into first-lien term debt. The amended credit agreement no longer contains a maximum leverage, a maximum first-lien leverage, or a minimum interest coverage requirement. The new covenants only include a minimum liquidity requirement and a minimum EBITDA requirement. Cash interest expense on the first-lien debt increased by 75 basis points, to LIBOR plus 300. The amended facility now also has a 1% LIBOR floor. Interest expense also includes a 1% payment-in-kind toggle feature that accretes through Feb. 1, 2013, then increases to a 2% PIK rate from Feb. 1, 2013, through maturity. Pro forma for the recapitalization, Penton's lease-adjusted debt to EBITDA was 8.2x for the last 12 months ended Sept. 30, 2009. Pro forma unadjusted EBITDA coverage of interest expense for the same period was weak, at 1.5x. S&P believes that Penton's EBITDA interest coverage could deteriorate further in 2010 because EBITDA may continue to decline. The company incurred negative discretionary cash flow for the 12 months ended Sept. 30, 2009. Despite lower interest expense from the debt restructuring, discretionary cash flow could be negative in 2010 because of continuing operating pressure and still-high interest expense. Interest expense remains high because of high debt leverage and swap agreements that remained in place post-emergence. PETER CAPONE: Files List of 20 Largest Unsecured Creditors ---------------------------------------------------------- Peter Capone filed with the U.S. Bankruptcy Court for the Central District of California a list of its 20 largest unsecured creditors, disclosing: Name of Creditor Nature of Claim Amount ---------------- --------------- ------ Mary Capone Divorce Settlement $14,000,000 300 Sheffield Drive Santa Barbara, California Key Equipment Finance Guaranty of Debt $5,200,000 100 South McCaslin Blvd. Superior, CO 80027 Newcastle Industries Inc. Business Debt $2,250,000 c/o Miller Group 9904 Clayton Road Suite B Saint Louis, MO 63124 Vandenberg & Feliu Legal Fees $125,000 Los Angeles County Tax Claim $81,055 Gilbert Harrell Sumerford & Martin Legal Fees $69,649 Lally Mahon & Rooney LLP Legal Fees $38,759 McLaughlin & Quinn LLC Legal Fees $7,118 Meredith Baer Business Debt $0 Aero Toy Store Business Debt $0 Santa Ynez, California-based Peter Capone filed for Chapter 11 bankruptcy protection on February 19, 2010 (Bankr. C.D. Calif. Case No. 10-10782). The Debtor estimated his assets and debts at $10,000,001 to $50,000,000. PETER CAPONE: Files Schedules of Assets and Liabilities ------------------------------------------------------- Peter Capone filed with the U.S. Bankruptcy Court for the Central District of California its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $44,040,000 B. Personal Property $6,871,684 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $19,749,000 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $21,771,582 ----------- ----------- TOTAL $50,911,684 $41,520,582 Santa Ynez, California-based Peter Capone filed for Chapter 11 bankruptcy protection on February 19, 2010 (Bankr. C.D. Calif. Case No. 10-10782). The Debtor estimated his assets and debts at $10,000,001 to $50,000,000. PETROFLOW ENERGY: Says "No Assurance" to Continue as Going Concern ------------------------------------------------------------------ Petroflow Energy Ltd. will not meet the March 31 deadline for filing the Company's audited financials for the years ended December 31, 2009 and 2008 and accompanying management discussion and analysis or the Annual Information Form with securities regulators in Canada. The reasons for the Company's inability to meet the filing deadline are that it has recently changed its auditors, and it has taken more time than was anticipated to assure that the financial disclosure meets the required standards, such that certifications respecting the annual filings can be made as required by Canadian law. The Company currently plans to complete all of its annual filings in Canada by April 9, 2010. The Company's failure to file the required continuous disclosure documents by March 31, 2010, may result in securities commissions in Canada imposing an Issuer Cease Trade Order. In its press release of December 16, 2009, Petroflow announced that Enterra Energy Trust had issued a Notice of Termination to North American Petroleum Corporation USA, a wholly owned subsidiary of Petroflow, alleging a default under the Farmout Agreement dated March 1, 2006. As a result of Petroflow not making payments to Enterra under the Farmout Agreement, Enterra has placed liens against the producing wells drilled under the Farmout Agreement. The third party purchasers of production from the liened wells are withholding revenues, as a result of the filing of the liens. Revenues of approximately $2 million per month are being withheld from Petroflow. On February 23, 2010, Petroflow announced that it had entered into a forbearance agreement with its banking syndicate. The forbearance period ended March 7, 2010, provided that, if Petroflow had entered into a purchase and sale agreement to sell its Oklahoma oil and gas properties by March 7, then the forbearance period was extended to May 1, 2010. The March 7, 2010 deadline has passed and no purchase and sale agreement has been executed. Under the forbearance agreement and other loan agreements with Petroflow, the banking syndicate has exercised its right to take operational control of Petroflow's primary operating accounts. Petroflow continues to work with its banking syndicate on its financial condition under the current forbearance agreement. The Company has dissolved all of its hedge positions resulting in approximately a $4.75 million gain, which has been repaid to the banking syndicate, reducing the outstanding senior debt to the syndicate of approximately $98.75 million. However, there are no assurances that the Company will be able to continue as a going concern. PHILADELPHIA NEWSPAPERS: Seeks August 23 Extension of Exclusivity ----------------------------------------------------------------- Philadelphia Newspapers LLC and its debtor-affiliates ask the Bankruptcy Court to extend (a) through and including August 23, 2010, their exclusive period within which to propose a plan or plans of reorganization; and (b) through and including October 22, 2010, their exclusive period within which to solicit acceptances of a plan or plans. The Debtors point out that the proposed auction for the sale of substantially all of their assets and subsequent plan confirmation hearing have been delayed for nearly four months, pending the Third Circuit's decision on the Credit Bid Provision issued on March 22, 2010. The Debtors note that during those four months, the Debtors strenuously worked to achieve a fair and competitive auction that will maximize value for all constituencies. Now that the Third Circuit has issued its ruling, the Debtors are prepared to proceed expeditiously in prosecuting their proposed plan, including scheduling a bid deadline, auction, ballot deadline and plan confirmation hearing. That prosecution, the Debtors state, will no doubt require an extension of the exclusivity periods. As reported by the TCR on March 23, the United States Court of Appeals for the Third Circuit, in a 96-page opinion, has allowed Philadelphia Newspapers LLC to pursue a sale process that would bar credit bidding by secured lenders. "Because subsection (iii) of Section 1129(b)(2)(A) unambiguously permits a debtor to proceed with any plan that provides secured lenders with the 'indubitable equivalent' of their secured interest in the assets and contains no statutory right to credit bidding, we will affirm the District Court's approval of the proposed bid procedures," Circuit Judge D. Michael Fisher wrote in the Opinion. Two of three circuit judges entered a ruling in favor of barring the lenders from credit bidding. One dissented. A copy of the Third Circuit Ruling is available for free at: http://bankrupt.com/misc/PhillyPapers_AppealsCourt_Ruling.pdf Bankruptcy Court & District Court Rulings Philadelphia Newspapers took an appeal to the District Court from the Bankruptcy Court's ruling that gives secured lenders the right to use debt they are owed as part of their bid to acquire the Company. In an opinion entered November 10, 2009, District Judge Eduardo C. Robreno reversed the October 8 ruling by the Bankruptcy Court. As a result, Philadelphia Newspapers can hold an auction where the secured lenders must bid cash and cannot submit a credit bid ifintends to participate in the auction. Citizens Bank of Pennsylvania and a Steering Group of Prepetition Secured Lenders appealed the District Court's ruling to the Third Circuit, which stayed the auction pending the appeal. The Lenders had asked the appeals court to determine what rights a secured lender has when its collateral is sold pursuant to Section 1123(a)(5)(D). The Company is contemplating on selling its business to a group of local investors, including Bruce E. Toll, absent higher and better bids for the assets. The investor group Philly Papers LLC is offering $30 million cash plus a combination of payment of certain expenses and assumption of liabilities that will yield gross proceeds to the estates of $41 million. The Debtor opposed a credit bid by lenders owed more than $400 million, saying that it would have a "chilling effect" on competing bidders. A credit bid would easily top the offer by Mr. Toll. The Chapter 11 Plan Philadelphia Newspapers has already obtained approval of the disclosure statement explaining the Plan and is now soliciting votes on the Plan. The Plan is based upon a sale of all of the Debtors' business to Bruce E. Toll-led Philly Papers LLC, subject to higher and better offers. According to the disclosure statement explaining the Plan, with the sale of the Debtors' business to Bruce Toll, holders of secured claims, including $66 million, senior secured claims, will recover 100 cents on the dollar. Holders of $350 million prepetition unsecured debt claims will recover less than 1% of their claims. Holders of prepetition unsecured trade claims will recover up to 6%. The Plan allocates $750,000 liquidating trust in favor of general unsecured trade creditors and a 3% distribution of equity interests in Philly Papers to holders of unsecured prepetition claims other than general trade creditors. A copy of the Debtors' Disclosure Statement is available for free at http://bankrupt.com/misc/PhillyNews_DiscStatement.pdf A copy of the Debtors' Insider Chapter 11 Plan is available for free at http://bankrupt.com/misc/PhillyNews_Ch11Plan.pdf About Philadelphia Newspapers Philadelphia Newspapers -- http://www.philly.com/-- owns and operates numerous print and online publications in the Philadelphia market, including the Philadelphia Inquirer, the Philadelphia Daily News, several community newspapers, the region's number one local Web site, philly.com, and a number of related online products. The Company's flagship publications are the Inquirer, the third oldest newspaper in the country and the winner of numerous Pulitzer Prizes and other journalistic recognitions, and the Daily News. Philadelphia Newspapers and its debtor-affiliates filed for Chapter 11 bankruptcy protection on February 22, 2008 (Bankr. E.D. Pa. Case No. 09-11204). Mark K. Thomas, Esq., and Paul V. Possinger, Esq., at Proskauer Rose LLP in Chicago, Illinois; and Lawrence G. McMichael, Esq., Christie Callahan Comerford, Esq., and Anne M. Aaronson, Esq., at Dilworth Paxson LLP, in Philadelphia, Pennsylvania, serve as bankruptcy counsel. The Debtors' financial advisor is Jefferies & Company Inc. The Garden City Group, Inc., serves as claims and notice agent. Ben Logan, Esq., at O'Melveny & Myers LLP in Los Angeles, California; and Gary Schildhorn, Esq., at Eckert Seamans Cherin & Mellott, LLC in Philadelphia, represent the Official Committee of Unsecured Creditors. Fred S. Hodara, Esq., Abid Qureshi, Esq., and Alexis Freeman, Esq., at Akin Gump Strauss Hauer & Feld LLP in New York, represent the Steering Group of Prepetition Secured Lenders. Philadelphia Newspapers listed assets and debts of $100 million to $500 million in its bankruptcy petition. PHILADELPHIA NEWSPAPERS: Lenders' Support Bid Rejected by Court --------------------------------------------------------------- Kristen Haunss at Bloomberg News reports that an appeals court rejected a request by two loan associations seeking to support a rehearing bid by bankrupt Philadelphia Newspapers LLC's creditors in a case the groups say threaten the lending industry. According to the report, the request to file an amicus brief was made by the Loan Syndication and Trading Association and the Commercial Finance Association. Lenders to Philadelphia Newspapers asked the U.S. Court of Appeals for an "en banc rehearing" to reconsider an earlier ruling by three judges that lenders may not bid their claims instead of cash at a bankruptcy auction. Bloomberg News relates that the U.S. Court of Appeals for the Third Circuit, based in Philadelphia, rejected the LSTA and CFA's request, writing that amicus briefs, also called friend-of-the- court briefs, aren't permitted in support of a petition for a rehearing. As reported by the TCR on March 23, the United States Court of Appeals for the Third Circuit, in a 96-page opinion, has allowed Philadelphia Newspapers LLC to pursue a sale process that would bar credit bidding by secured lenders. "Because subsection (iii) of Section 1129(b)(2)(A) unambiguously permits a debtor to proceed with any plan that provides secured lenders with the 'indubitable equivalent' of their secured interest in the assets and contains no statutory right to credit bidding, we will affirm the District Court's approval of the proposed bid procedures," Circuit Judge D. Michael Fisher wrote in the Opinion. Two of three circuit judges entered a ruling in favor of barring the lenders from credit bidding. One dissented. A copy of the Third Circuit Ruling is available for free at: http://bankrupt.com/misc/PhillyPapers_AppealsCourt_Ruling.pdf Bankruptcy Court & District Court Rulings Philadelphia Newspapers took an appeal to the District Court from the Bankruptcy Court's ruling that gives secured lenders the right to use debt they are owed as part of their bid to acquire the Company. In an opinion entered November 10, 2009, District Judge Eduardo C. Robreno reversed the October 8 ruling by the Bankruptcy Court. As a result, Philadelphia Newspapers can hold an auction where the secured lenders must bid cash and cannot submit a credit bid ifintends to participate in the auction. Citizens Bank of Pennsylvania and a Steering Group of Prepetition Secured Lenders appealed the District Court's ruling to the Third Circuit, which stayed the auction pending the appeal. The Lenders had asked the appeals court to determine what rights a secured lender has when its collateral is sold pursuant to Section 1123(a)(5)(D). The Company is contemplating on selling its business to a group of local investors, including Bruce E. Toll, absent higher and better bids for the assets. The investor group Philly Papers LLC is offering $30 million cash plus a combination of payment of certain expenses and assumption of liabilities that will yield gross proceeds to the estates of $41 million. The Debtor opposed a credit bid by lenders owed more than $400 million, saying that it would have a "chilling effect" on competing bidders. A credit bid would easily top the offer by Mr. Toll. The Chapter 11 Plan Philadelphia Newspapers has already obtained approval of the disclosure statement explaining the Plan and is now soliciting votes on the Plan. The Plan is based upon a sale of all of the Debtors' business to Bruce E. Toll-led Philly Papers LLC, subject to higher and better offers. According to the disclosure statement explaining the Plan, with the sale of the Debtors' business to Bruce Toll, holders of secured claims, including $66 million, senior secured claims, will recover 100 cents on the dollar. Holders of $350 million prepetition unsecured debt claims will recover less than 1% of their claims. Holders of prepetition unsecured trade claims will recover up to 6%. The Plan allocates $750,000 liquidating trust in favor of general unsecured trade creditors and a 3% distribution of equity interests in Philly Papers to holders of unsecured prepetition claims other than general trade creditors. A copy of the Debtors' Disclosure Statement is available for free at http://bankrupt.com/misc/PhillyNews_DiscStatement.pdf A copy of the Debtors' Insider Chapter 11 Plan is available for free at http://bankrupt.com/misc/PhillyNews_Ch11Plan.pdf About Philadelphia Newspapers Philadelphia Newspapers -- http://www.philly.com/-- owns and operates numerous print and online publications in the Philadelphia market, including the Philadelphia Inquirer, the Philadelphia Daily News, several community newspapers, the region's number one local Web site, philly.com, and a number of related online products. The Company's flagship publications are the Inquirer, the third oldest newspaper in the country and the winner of numerous Pulitzer Prizes and other journalistic recognitions, and the Daily News. Philadelphia Newspapers and its debtor-affiliates filed for Chapter 11 bankruptcy protection on February 22, 2008 (Bankr. E.D. Pa. Case No. 09-11204). Mark K. Thomas, Esq., and Paul V. Possinger, Esq., at Proskauer Rose LLP in Chicago, Illinois; and Lawrence G. McMichael, Esq., Christie Callahan Comerford, Esq., and Anne M. Aaronson, Esq., at Dilworth Paxson LLP, in Philadelphia, Pennsylvania, serve as bankruptcy counsel. The Debtors' financial advisor is Jefferies & Company Inc. The Garden City Group, Inc., serves as claims and notice agent. Ben Logan, Esq., at O'Melveny & Myers LLP in Los Angeles, California; and Gary Schildhorn, Esq., at Eckert Seamans Cherin & Mellott, LLC in Philadelphia, represent the Official Committee of Unsecured Creditors. Fred S. Hodara, Esq., Abid Qureshi, Esq., and Alexis Freeman, Esq., at Akin Gump Strauss Hauer & Feld LLP in New York, represent the Steering Group of Prepetition Secured Lenders. Philadelphia Newspapers listed assets and debts of $100 million to $500 million in its bankruptcy petition. PHONETIME INC: Delays Filing of Annual Financial Statements ----------------------------------------------------------- Phonetime Inc. will be late in filing its audited annual financial statements for the year ended December 31, 2009, its management's discussion and analysis relating to the Annual Financial Statements, and its annual information form (collectively, the "Required Filings") on or before the prescribed deadline of March 31, 2010. The Company made an application with the applicable securities regulators under National Policy 12-203 requesting that a management cease trade order be imposed in respect of this late filing but there is no assurance that it will be granted. The Company was unable to file the Required Filings within the prescribed time due to delays resulting from the preparation of restated financial statements and related management's discussions and analysis in respect of prior financial periods, and certain changes in its internal accounting staff and processes. The Company's management is diligently working through the various issues in order to expedite the finalization of the Required filings, and the Company expects to file the Required Filings on or before May 31, 2010. The Company confirms that it will satisfy the provisions of the alternative information guidelines under National Policy 12-203 by issuing bi-weekly default status reports in the form of news releases so long as it remains in default of the filing requirements set out above. The Company is not subject to any insolvency proceedings at the present time and there is no other material information relating to the affairs of the Company that has not been generally disclosed. About Phonetime Established in 1994, Phonetime is a leading supplier of international wholesale and retail long distance telecommunications services with network facilities in Canada, the U.S., Europe, Africa and Asia. Through its Wholesale Division, Phonetime buys and resells long-distance services to major telephone carriers around the world using its proprietary call trading platform. Through its Consumer Division, Phonetime provides subscription-based long distance services to targeted ethnic consumers across Canada and competitively markets a range of long distance phone cards. Phonetime's common shares trade on the Toronto Stock Exchange under the symbol PHD. PITZER'S TOWNHOUSE: Has $40K Offer for Business & Liquor License ---------------------------------------------------------------- Pitzer's Townhouse, Inc., is asking the U.S. Bankruptcy Court for the Western District of Pennsylvania to approve the sale of its bar and restaurant business, Pennsylvania Liquor License No. R- 15027, and personal property (including equipment, tables, chairs, stove and oven), located at 101 S. 5th St. in Jeannette, Pa., for $40,000 to Tony J. DiOrio. The offer is a cash offer. The property is being sold in "as-is" condition. The Honorable Judith K. Fitzgerald will consider any competing offers and hold a sale hearing at 9:30 a.m. on Fri., April 9, 2010. Arrangements for inspections prior to the sale should be directed to: James A. Prostko, Esq. U.S. Steel Tower, Ste 660 600 Grant St. Pittsburgh, PA 15219 Telephone: (724) 770-1040 Pitzer's Townhouse, Inc., sought chapter 11 protection (Bankr. W.D. Penn. Case No. 07-27725) on Dec. 6, 2007. A copy of the Debtor's Chapter 11 petition is available at http://bankrupt.com/misc/pawb07-27725.pdfat no charge. POWER EFFICIENCY: Posts $4.2 Million Net Loss for 2009 ------------------------------------------------------ Power Efficiency Corporation filed its annual report on Form 10-K, showing a $4.2 million on $283,990 of revenue for 2009, compared with a net loss of $3.9 million on $480,513 of revenue for 2008. The Company's balance sheet as of December 31, 2009, showed $2.8 million in assets, $2.0 million of debts, and $801,642 of stockholders' equity. Sobel & Co., LLC, in Livingston, N.J., expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses from operations, and the Company has experienced a deficiency of cash from operations. A full-text copy of the annual report is available for free at: http://researcharchives.com/t/s?5e35 Las Vegas, Nev.-based Power Efficiency Corporation (OTC BB: PEFF) -- http://www.powerefficiency.com/-- is a clean technology company focused on effieiency technologies for electric motors. PREFERRED PROPERTIES: Case Summary & 9 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: Preferred Properties, LLC c/o Dennis Griffin 50 Main St Sutter Creek, CA 95685 Bankruptcy Case No.: 10-27515 Chapter 11 Petition Date: March 25, 2010 Court: United States Bankruptcy Court Eastern District of California (Sacramento) Judge: Michael S. McManus Debtor's Counsel: David Foyil, Esq. 18 Bryson Dr Sutter Creek, CA 95685 Tel: (209) 223-5363 Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $1,000,001 to $10,000,000 According to the schedules, the Company has assets of $15,466,797, and total debts of $7,344,481. The petition was signed by Dennis Griffin, the company's manager. Debtor's List of 9 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ American River Bank $859,282 9750 Business Park Drive, Value: $0 Sacramento, CA 95827 Net Unsecured: $859,282 Luce Forward, Esq. Lawsuit $345,437 600 West Broadway, Ste 2600 San Diego, CA 92101 Murphy, Pearson, Bradley, $114,133 Esq. Michele Giguiere, Esq. $10,850 Mirror Imaging, Doc $9,422 Solutions American River Bank Non-purchase Money $1,200,000 9750 Business Park Drive, Security Value: Sacramento, CA 95827 $4,350,000 Net Unsecured: $0 American River Bank Non-purchase Money $2,400,000 9750 Business Park Drive, Security Value: Sacramento, CA 95827 $5,500,000 Net Unsecured: $0 Coast Capital Mortgage Foreclosure $0 c/o Chad Hansen American River Bank Non-purchase Money $1,412,000 9750 Business park Drive, Security Value: Sacramento, CA 95827 $2,200,000 Net Unsecured: $0 PRESSTEK INC: Kellogg and IAT Reinsurance Hold 25.6% of Shares -------------------------------------------------------------- Peter R. Kellogg and IAT Reinsurance Company Ltd. disclosed that they may be deemed to beneficially own in the aggregate 9,438,055 shares or roughly 25.6% of the common stock of Presstek, Inc. IAT is a reinsurance company incorporated in Bermuda. The Shares were acquired for investment purposes in the ordinary course of business and were not acquired with the purpose or effect of changing or influencing control of Presstek. Mr. Kellogg and IAT believe that the Shares represented an attractive investment opportunity. Mr. Kellogg and IAT review their holdings of Presstek on an ongoing basis and, depending on such review and on various factors, including, without limitation, the price of the Shares, stock market conditions, the financial position and strategic direction of Presstek, and general economic and industry conditions, Mr. Kellogg and IAT may in the future take such actions with respect to their investment in Presstek as they deem appropriate, including, without limitation, purchasing additional Shares or selling some or all of their Shares. In addition, Mr. Kellogg and IAT may, alone or with others, pursue discussions with Presstek, other stockholders and third parties with regard to their investment in Presstek. Any purchases may be effected directly or through one or more entities controlled or deemed to be controlled by Mr. Kellogg. Any purchases or sales may be in the open market, in a privately negotiated transaction or otherwise. About Presstek Inc. Greenwich, Conn.-based Presstek, Inc. (NASDAQ: PRST) -- http://www.Presstek.com/-- manufactures and markets environmentally-friendly digital-based offset printing solutions. Presstek's former subsidiary, Lasertel, Inc., manufactures semiconductor laser diodes for Presstek and external customer applications. This subsidiary is classified as a discontinued operation. On March 5, 2010, Presstek sold Lasertel to SELEX Galileo Inc. The Company's balance sheet as of January 2, 2010, showed $104.5 million in assets, $47.7 million of debts, and $56.8 million of stockholders' equity. * * * The Company was not in compliance with two of the four financial covenants under the Company's senior secured credit facilities as of the quarter ended July 4, 2009, the maximum funded debt to EBITDA ratio and minimum fixed charge coverage ratio covenants. While the Company has historically generated positive cash from operations, as a result of the downturn in the world economy primarily during 2008 and 2009, the Company has experienced difficulty during the second and third fiscal quarters of 2009 in generating positive cash flows and was reliant upon its ability to access its then current credit facility to cover the negative gap in its cash needs. The Company was not in compliance with certain financial covenants of its then existing line of credit agreement and on October 1, 2009, entered into a Forbearance Agreement with its lenders. This trend reversed itself in the fourth fiscal quarter of 2009 when the Company generated positive adjusted EBITDA of $1.1 million and reduced its debt net of cash by $ 4.2 million primarily as a result of positive cash flow from operations. Management implemented additional cost reduction initiatives in 2009 that have significantly reduced the Company's operating costs. As of January 2, 2010, the Company's outstanding indebtedness under its then current credit facility was $17.9 million and its available cash on hand as of January 2, 2010 was $5.8 million, resulting in a debt net of cash balance of $12.1 million. On March 5, 2010, the Company sold its Lasertel subsidiary for $8.0 million in cash, certain net working capital adjustments and, in addition, Presstek was able to retain approximately $2.0 million of laser diode inventory, and used the net cash proceeds of this transaction to reduce outstanding indebtedness. Accordingly, the Company believes that the Company's available credit under the Revolver provides sufficient liquidity to support the Company's current needs through at least the next 12 months. However, if the Company is unable to generate positive cash flow from operations, and if it becomes reliant upon available credit capacity under the Revolver to fill a negative cash flow gap, then the amount of available credit under the Revolver may be insufficient to support the Company's liquidity needs. Additionally, under the terms of the Revolver, beginning with the fourth fiscal quarter 2010 the Company is required to meet a minimum fixed charge coverage ratio requirement of not less than 1.0 to 1.0. The Company's inability to satisfy this requirement may result in a default under the Revolver and the elimination of available liquidity. On March 5, 2010, the Company entered into a new $25 million Revolving Credit and Security Agreement with a term that expires on March 5, 2013. This concludes the Troubled Company Reporter's coverage of Presstek until facts and circumstances, if any, emerge that demonstrate financial or operational strain or difficulty at a level sufficient to warrant renewed coverage. PRIME GROUP: Delays Filing of 2009 Form 10-K Report --------------------------------------------------- Prime Group Realty Trust failed to file its Form 10-K for the calendar year ended December 31, 2009, by the March 31, 2010 deadline. Prime Group said it was unable to file the Form 10-K report in a timely manner without unreasonable effort and expense because its independent registered public accounting firm for calendar years 2007 and 2008 -- which is not the same accounting firm handling its calendar year 2009 audit -- was unable to complete, prior to the Company's filing deadline, its audit of the retrospective application of the noncontrolling interest provisions of ASC 810-10-45, effective January 1, 2009, in its financial statements for calendar years 2007 and 2008. Prime Group said it does not anticipate that any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the 10-K report. About Prime Group Realty Trust Based in Chicago, Illinois, Prime Group Realty Trust (NYSE: PGEPRB) -- http://www.pgrt.com/-- is a fully-integrated, self- administered, and self-managed real estate investment trust which owns, manages, leases, develops, and redevelops office and industrial real estate, primarily in metropolitan Chicago. The Company currently owns 7 office properties containing an aggregate of roughly 3.2 million net rentable square feet and a joint venture interest in one office property comprised of roughly 101,000 net rentable square feet. The Company leases and manages roughly 3.2 million square feet comprising all of its wholly owned properties. In addition, the Company is the asset and development manager for an roughly 1.1 million square foot office building located at 1407 Broadway Avenue in New York. * * * As reported by the Troubled Company Reporter on December 15, 2009, Prime Group Realty Trust said the Company's Board of Trustees has determined not to declare a quarterly distribution on its Series B Preferred Shares for the fourth quarter of 2009, and that the Board is unable to determine when the Company might recommence distributions on the Series B Preferred Shares. According to the Troubled Company Reporter on March 3, 2010, Two of Prime Group Realty Trust's subsidiaries, each of which own separate portions of the Continental Towers Complex in Rolling Meadows, Illinois, are in default under their first mortgage loans encumbering the Complex. Continental Towers, L.L.C., a subsidiary of the Company, is the owner of Tower I, Tower III and the Commercium at the Continental Towers Complex. The CT Property is encumbered by a first mortgage loan from CWCapital LLC in the principal amount of $73.6 million. PROVIDENCE SERVICE: Moody's Affirms 'B2' Corporate Family Rating ---------------------------------------------------------------- Moody's Investors Service has revised Providence Service Corporation's rating outlook to positive and affirmed its B2 corporate family rating and B2 probability of default rating. Simultaneously, Moody's raised the ratings on the senior secured revolver and term loan to Ba3 from B1 and its speculative grade liquidity rating to SGL-2 from SGL-3. The change in the outlook to positive reflects PRSC's enhanced liquidity profile, improving operating performance, strong credit metrics and expectations for continued organic growth. PRSC's recent growth trends have benefited from supportive federal Medicaid funding programs, increases to Medicaid enrollment levels across the country as well as a realization of revenues and cash flows from new contract wins in 2009 and 2010. The rapid turnaround in PRSC's operating performance began in early 2009 and continues to support solid cash flow generation, debt reduction, expanding covenant headroom and reduced financial leverage. While Moody's recognizes that many of PRSC's State and local government payers are facing steep revenue declines, unbalanced budgets and shifting budgetary priorities that could lead to cuts to Medicaid service offerings over the next fiscal year, the positive outlook reflects tailwinds from recent contract wins, cost cutting initiatives and debt reduction. Moody's added that an upgrade would be predicated on PRSC's ability to continue its recent success in winning new contracts, sustain its earnings and free cash flow momentum and maintain its strong credit metrics and good liquidity profile. The upgrade of PRSC's SGL rating to SGL-2 from SGL-3 reflects Moody's expectation that the company will maintain a good liquidity profile over the next twelve months. Better than expected cash flow generation in 2009, the company's healthy balance sheet cash levels and its meaningfully increased covenant headroom support the ratings upgrade. Further supporting the SGL- 2 rating is Moody's view that the company will continue to generate strong free cash flow, repay debt, maintain ample covenant cushion, despite step-downs in 2011, and have full availability under its $30 million credit facility over the next twelve months (roughly $23 million of borrowing availability after letters of credits outstanding). The upgrade of the bank facility to Ba3 from B1 reflects the reduction in senior secured debt over the past year coupled with the revolver and term loan's priority position in the capital structure. PRSC's B2 CFR reflects the company's improved credit metrics, relatively low financial leverage, high payer concentrations as well as the heightened risk that Medicaid service cuts by State and local government payers will negatively impact PRSC's performance over the near term. Additionally, the rating incorporates the company's penchant for debt-financed acquisitions and historically aggressive financial policies. These ratings were upgraded: * $30 million sr. secured revolving credit facility due 2012 to Ba3 (LGD2, 29%) from B1 (LGD3, 33%); * $130 million sr. secured term loan due 2013 to Ba3 (LGD2, 29%) from B1 (LGD3, 33%); and * speculative grade liquidity rating to SGL-2 from SGL-3. These ratings were affirmed: * Corporate Family Rating at B2; * Probability of Default Rating at B2; The last rating action on PRSC was on July 21, 2009, when Moody's upgraded its speculative grade liquidity rating to SGL-3 from SGL- 4. PRSC's ratings were assigned by evaluating factors Moody's believe are relevant to the credit profile of the issuer, such as i) scale, diversity and competitive position, ii) revenue concentration and Medicaid enrollment trends iii) cost structure and profitability and iv) financial policies, including liquidity and acquisition risk. These attributes were compared against other issuers both within and outside of PRSC's core industry and PRSC's ratings are believed to be comparable to those of other issuers of similar credit risk. PRSC, headquartered in Tucson, Arizona, is a provider and manager of government sponsored social services including home and community based social services and non-emergency transportation services (NETS) management. The company reported revenues of $800 million in 2009. RADIENT PHARMACEUTICALS: Expects Net Loss to Widen in 2009 ---------------------------------------------------------- Radient Pharmaceuticals Corporation expects to report a decrease in revenues and an increase in its net loss for the year ending December 31, 2009, compared to the year ended December 31, 2008, due to the deconsolidation of its Chinese subsidiary, JPI, which occurred in the third quarter of the Company's 2009 fiscal year. The Company will report the fiscal year 2009 revenues and net loss when it finalizes its fiscal year 2009 financial statements on or before April 15, 2010. The Company has failed to file its annual report on Form 10-K for year ended December 31, 2009, because it was not able to complete its financial statements without unreasonable effort or expense. About Radient Pharmaceuticals Headquartered in Tustin, California, Radient Pharmaceuticals Corporation, formerly AMDL, Inc., is an integrated pharmaceutical company devoted to the research, development, manufacturing, and marketing of diagnostic, and premium skin care products. Going Concern Qualification On April 15, 2009, Radient Pharmaceuticals (formerly AMDL, Inc.) filed with the SEC an Annual Report on Form 10-K in which included an audit opinion with a "going concern" explanatory paragraph which expresses doubt, based upon current financial resources, as to whether AMDL can meet its continuing obligations without access to additional working capital. At September 30, 2009, the Company had $26,160,438 in total assets against $4,927,694 in total liabilities. The September 30 balance sheet showed strained liquidity: The Company had $246,048 in total current assets against $2,950,658 in total current liabilities. As reported by the Troubled Company Reporter on March 22, 2010, Radient Pharmaceuticals disclosed that on February 16, 2010, it entered into a Waiver of Default agreement with St. George Investments, LLC, pursuant to which St. George waived all defaults through May 15, 2010, and agreed not to accelerate the amounts due under a 12% promissory note before May 15, 2010. St. George will exercise their Warrant to purchase 140,000 shares of the Company's common stock at $0.65 per share. RADIENT PHARMACEUTICALS: Obtains $925,000 Financing From ISP ------------------------------------------------------------ Radient Pharmaceuticals Corporation said on March 26, 2010, it completed a Convertible Promissory Note and Warrant financing with ISP Holdings, LLC, in the original principal amount of $925,000 and the right to purchase up to 1,100,000 share of Radient Pharmaceuticals Corporation common stock. The Note was issued with a 20% original issue discount and significant fees were charged by the lender; accordingly the net proceeds of the financing was approximately $540,000. Under the terms of the agreement, the lender has the option to convert the Note in whole or in part into share of Radient common stock at a conversion price equal to 80% of volume-weighted average price for the five trading days ending on the business day immediately preceding the applicable date of conversion sought, with the floor price initially equal to $0.28 per share and subject to adjustment upon the occurrence of certain events, including recapitalization, stock splits, and similar corporate actions. Additionally, if RPC issues additional shares of common stock or securities convertible or exercisable into shares of common stock at a price lower than $0.28 per share the floor price shall adjust to such lower price. The Warrant has a term of five years and is initially exercisable at the higher of 105% of the average VWAP for the five trading days immediately preceding the date we issued the Warrant with the floor price (the same as in the Notes) in effect on the date the Warrant is exercised. The exercise price is subject to the occurrence of certain events, including capital adjustments and reorganizations. Radient Pharmaceuticals plans to use the net proceeds from the offering for general corporate purposes. Galileo Asset Management S.A. acted as the finder for this transaction and received a cash fee of $50,000. Additional discussion on the transaction is available at no charge at http://ResearchArchives.com/t/s?5d85 A full-text copy of the agreement with ISP is available at no charge at http://ResearchArchives.com/t/s?5d86 About Radient Pharmaceuticals Headquartered in Tustin, California, Radient Pharmaceuticals Corporation, formerly AMDL, Inc., is an integrated pharmaceutical company devoted to the research, development, manufacturing, and marketing of diagnostic, and premium skin care products. Going Concern Qualification On April 15, 2009, Radient Pharmaceuticals (formerly AMDL, Inc.) filed with the SEC an Annual Report on Form 10-K in which included an audit opinion with a "going concern" explanatory paragraph which expresses doubt, based upon current financial resources, as to whether AMDL can meet its continuing obligations without access to additional working capital. At September 30, 2009, the Company had $26,160,438 in total assets against $4,927,694 in total liabilities. The September 30 balance sheet showed strained liquidity: The Company had $246,048 in total current assets against $2,950,658 in total current liabilities. As reported by the Troubled Company Reporter on March 22, 2010, Radient Pharmaceuticals disclosed that on February 16, 2010, it entered into a Waiver of Default agreement with St. George Investments, LLC, pursuant to which St. George waived all defaults through May 15, 2010, and agreed not to accelerate the amounts due under a 12% promissory note before May 15, 2010. St. George will exercise their Warrant to purchase 140,000 shares of the Company's common stock at $0.65 per share. RAFAELLA APPAREL: S&P Affirms Corporate Credit Rating at 'CC' ------------------------------------------------------------- Standard & Poor's Ratings Services said that it affirmed its 'CC' corporate credit rating on New York-based Rafaella Apparel Group, Inc. The outlook is negative. In addition, S&P affirmed the 'C' issue-level rating on Rafaella's senior secured notes due 2011. The recovery rating is '6', which indicates S&P's expectation of negligible (0% to 10%) recovery for note holders in the event of payment default. The rating action follows the March 19, 2010, expiration of the company's proposed modified Dutch auction tender offer, which did not meet the required minimum tender amount and consequently, did not consummate. Also, the proposed credit agreement amendment, which was contingent upon the consummation of the tender offer, did not close. S&P estimates Rafaella has about $71.9 million of reported debt outstanding as of Feb. 28, 2010. "The ratings and outlook reflect S&P's concerns that Rafaella may have liquidity problems because the proposed tender offer and credit agreement amendment did not close, the company's senior secured credit facility matures at the end of this year, and senior secured notes are due 2011," said Standard & Poor's credit analyst Jacqueline Hui. The tender offer would have allowed the company to purchase up to 51% of its outstanding 11.25% senior secured notes and had the proposed tender offer consummated, the revolving credit facility maturity would have been extended and financial covenants loosened through an amendment to the credit agreement. However, the senior secured note holders did not tender the required minimum aggregate principal amount at maturity of about $18 million and, consequently, the company did not purchase any notes pursuant to the debt tender offer. The company has been hurt by the soft retail environment, and S&P estimates covenant cushions will be tight if its operating performance does not recover or it does not improve its capital structure in the near term. The ratings on Rafaella also reflect the company's very high leverage; participation in highly competitive and very promotional retail conditions; and relatively small size in the apparel industry, which much larger players, such as VF Corp. (A- /Stable/A-2), Liz Claiborne Inc. (B-/Developing/--), and Jones Apparel Group Inc. (BB-/Negative/--), dominate. The rating also reflects the company's narrow product focus and customer concentration. Rafaella designs and markets women's casual and career apparel, primarily tops, skirts, pants, and jackets. The company sells its products to department and specialty stores, off-price channels, and midtier national chains. S&P expects 2010 to be a difficult year for Rafaella because S&P believes customer orders will be slow to rebound and expect margin contraction from a larger mix of off-price sales volumes. In addition, S&P believes that the company will face hurdles to revitalize its brand positioning and gain significant sales volumes from its new product line launches. Because of the mentioned factors, S&P believes that Rafaella is highly vulnerable to nonpayment of debt obligations and depends on favorable business, financial, and economic conditions to meet all of its financial commitments. The rating outlook is negative, reflecting S&P's concern that liquidity may become constrained as the secured revolving credit facility matures in December 2010 and senior secured notes are due 2011, in addition to working capital needs. Also, credit measures remain under pressure amid the proposed debt tender offer and amendment to the credit agreement not closing, and weak consumer discretionary spending and soft retail environment. If operating results continue to deteriorate, covenant cushions tighten, or liquidity tightens/is insufficient, S&P could lower the rating. However, S&P could raise the rating if the company's sales base stabilized, it shows operating improvements, maintains adequate liquidity, and/or it refinances its debt. RAMON BONIN: Case Summary & 13 Largest Unsecured Creditors ---------------------------------------------------------- Joint Debtors: L. Ramon Bonin Patty A. Bonin 32275 Peppertree Bend San Juan Capistrano, CA 92675 Case No.: 10-14067 Chapter 11 Petition Date: March 31, 2010 Court: U.S. Bankruptcy Court Central District of California (Santa Ana) Judge: Theodor Albert Debtors' Counsel: James C. Bastian, Jr., Esq. Shulman Hodges & Bastian LLP 26632 Towne Centre Dr #300 Foothill Ranch, CA 92610-2808 Tel: (949) 340-3400 E-mail: jbastian@shbllp.com Estimated Assets: $100,000,001 to $500,000,000 Estimated Debts: $100,000,001 to $500,000,000 The petition was signed by the Joint Debtors. The Debtors' List of 13 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Bank of America Personal Guarantee $48,199,316 Philip Ratnoff Senior Debt Products Officer 333 S. Hope Street, 11th Flr. Los Angeles, CA 90071 Comerica Bank Line of Credit $29,520,000 Attn President or Managing Agent Barry Cohen 2321 Rosecrans Ave., #5000 El Segundo, CA 90245 City National Bank Personal Guarantee $18,994,224 John Finnigan 555 S. Flower Street, 24th Fl. Los Angeles, CA 90071 City National Bank Personal Guarantee $13,446,000 City National Bank Personal Guarantee $9,773,731 City National Bank Personal Guarantee $8,264,119 Citizens Business Bank Personal Guarantee $6,993,089 Citizens Business Bank Personal Guarantee $6,977,225 City National Bank Personal Guarantee $5,974,371 City National Bank Personal Guarantee $5,532,240 City National Bank Personal Guarantee $3,299,980 Citizens Business Bank Personal Guarantee $2,100,000 Vestar Property Management Notice Purposes - $0 ground lease related to building located at 3911 Grand Avenue, Chino, CA 91710 RAMSEY HOLDINGS: Unsecureds will Recover 90% in Installments ------------------------------------------------------------ The U.S. Bankruptcy Court for the Northern District of Oklahoma will consider approval of Ramsey Holdings, Inc., et al.'s Disclosure Statement on May 3, 2010, at 1:30 p.m. The hearing will be held at the Bankruptcy Court, Courtroom No. 2, 224 South Boulder Avenue, Tulsa, Oklahoma. Objections, if any, are due on April 27, 2010. 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 provides for the recapitalization of the debt to the prepetition senior lenders. The Debtors will execute and deliver to the administrative agent, for the benefit of the prepetition senior lenders, the exit term loan, which is a $50,000,000 term promissory note, with a maturity date of October 31, 2013. Additionally, on the effective date, the Debtors will enter into the exit revolving facility, which is a senior secured first lien $3,000,000 revolving credit facility. For purposes of effectuating the provisions of the Plan, a new entity, Ramsey LLC, will be created. Treatment of Claims Holders of Class 1 prepetition senior facility claims will receive their pro rata share of the exit term loan and payment of administrative agent's fees and expenses. Class 2 - other secured claims, at the Debtors' option, will either have the claim cured and reinstated; or will receive other treatment as may be agreed to between the holder and the Debtors. Class 3 - other priority claims will be paid in full, in cash, on the distribution date. Holders of Class 4 general unsecured claims will receive 90% of the allowed claim in installments. Holders of Class 5 unsecured deficiency claims will receive their pro rata share of the Class A equity interests. Holders of Class 6 junior lender claims will receive their pro rata share of the Class B equity interests and payment of the junior lender fees and expenses. Holders of administrative convenience claims will be paid full, in cash, on the distribution date. Class 8 - intercompany claims will receive no distribution. Class 9 - intercompany interests will be reinstated on the effective date. Class 10 - parent equity interests will receive their pro rata share of the Class C equity interests and payment of sponsor's fees and expenses. A full-text copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/RamseyHoldings_DS.pdf The Debtors are represented by: Mark D.G. Sanders, Esq. GableGotwals, P.C. 1100 ONEOK Plaza 100 West Fifth Street Tulsa, OK 74103 Fax: (918) 595-4990 Email: msanders@gablelaw.com About Ramsey Holdings, Inc. Tulsa, Oklahoma-based Ramsey Holdings, Inc., filed for Chapter 11 bankruptcy protection on December 18, 2009 (Bankr. N.D. Okla. Case No. 09-13998). The Company's affiliates -- Auto Crane Company; Eskridge, Inc.; Ramsey Industries, Inc.; and Ramsey Winch Company -- also filed for Chapter 11 bankruptcy protection. Ramsey Holdings listed $10,000,001 to $50,000,000 in assets and $50,000,001 to $100,000,000 in liabilities. RECREATIONAL ACREAGE: Case Summary & 3 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: Recreational Acreage Exchange, Ltd. 297 State Route 10 Stamford, NY 12167 Bankruptcy Case No.: 10-11198 Chapter 11 Petition Date: March 31, 2010 Court: United States Bankruptcy Court Northern District of New York (Albany) Debtor's Counsel: Robert S Lewis, Esq. Law Offices of Robert S Lewis, PC 53 Burd St Nyack, NY 10960 845-358-7100 E-mail: robert.lewlaw1@gmail.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 The petition was signed by Kevin Misevis, president. A list of the Company's 3 largest unsecured creditors is available for free at http://bankrupt.com/misc/nynb10-11198.pdf REFCO INC: Ordered to Pay Cantor Fitzgerald More Than $11.2MM ------------------------------------------------------------- American Bankruptcy Institute reports that Refco Securities, a now-defunct New York-based brokerage, must pay $11.2 million plus interest to Cantor Fitzgerald Securities for failing to fulfill a contract it had with the firm. Headquartered in New York, Refco Inc. -- http://www.refco.com/-- was a diversified financial services organization with operations in 14 countries and an extensive global institutional and retail client base. Refco's worldwide subsidiaries were members of principal U.S. and international exchanges, and were among the most active members of futures exchanges in Chicago, New York, London and Singapore. Refco was also a major broker of cash market products, including foreign exchange, foreign exchange options, government securities, domestic and international equities, emerging market debt, and OTC financial and commodity products. Refco was one of the largest global clearing firms for derivatives. The Company had operations in Bermuda. The Company and 23 of its affiliates filed for Chapter 11 protection on October 17, 2005 (Bankr. S.D.N.Y. Case No. 05- 60006). J. Gregory Milmoe, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, represented the Debtors in their restructuring efforts. Milbank, Tweed, Hadley & McCloy LLP, represented the Official Committee of Unsecured Creditors. Refco reported US$16.5 billion in assets and US$16.8 billion in debts to the Bankruptcy Court on the first day of its Chapter 11 cases. The Court confirmed the Modified Joint Chapter 11 Plan of Refco Inc. and certain of its Direct and Indirect Subsidiaries, including Refco Capital Markets, Ltd., and Refco F/X Associates, LLC, on December 15, 2006. That Plan became effective on Dec. 26, 2006. Pursuant to the plan, RJM, LLC, was named plan administrator to reorganized Refco, Inc. and its affiliates, and Marc S. Kirschner as plan administrator to Refco Capital Markets, Ltd. Bankruptcy Creditors' Service, Inc., publishes Refco Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by Refco Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) REFLECT SCIENTIFIC: Mantyla McReynolds Raises Going Concern Doubt ----------------------------------------------------------------- On April 2, 2010, Reflect Scientific filed its annual report on Form 10-K for the year ended December 31, 2009. Mantyla McReynolds, LLC, in Salt Lake City, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has experienced recurring losses from operations and negative operating cash flows from operations. The Company is also in default on its debentures. The Company reported a net loss of $4.9 million on $5.7 million of revenue for 2009, compared with a net loss of $2.2 million on $10.1 million of revenue for 2008. The Company's balance sheet as of December 31, 2009, showed $6.2 million in assets, $4.0 million of debts, and $2.2 milion of stockholders' equity. A full-text copy of the annual report is available for free at: http://researcharchives.com/t/s?5e0b Orem, Utah-based Reflect Scientific, Inc. engaged in the manufacture and distribution of innovative products targeted at the life science market. Customers include hospitals and diagnostic laboratories, pharmaceutical and biotech companies, universities, government and private sector research facilities, and chemical and industrial companies. REGENERX BIOPHARMACEUTICALS: Discloses Going Concern Qualification ------------------------------------------------------------------ RegeneRx Biopharmaceuticals, Inc., disclosed its audited financial statements for the fiscal year ended December 31, 2009, included in its Annual Report on Form 10-K filed on March 31, 2010, contained a going concern qualification from its independent registered accounting firm. This announcement is required by NYSE Amex Company Guide Section 610(b), which requires separate disclosure of receipt of an audit opinion containing a going concern qualification. This announcement does not represent any change or amendment to the company's financial statements or to its Annual Report on Form 10- K for the fiscal year ended December 31, 2009. About RegeneRx Technology T�4 is a synthetic version of a naturally occurring peptide present in virtually all human cells. It is a first-in-class, multi-faceted molecule that promotes endothelial cell differentiation, angiogenesis in dermal tissues, keratinocyte migration, and collagen deposition, while down-regulating inflammation. RegeneRx has identified several molecular variations of T�4 that may affect the aging of skin, among other properties, and could be important candidates as active ingredients in pharmaceutical and consumer products. Researchers at the National Institutes of Health, and at other academic institutions throughout the world, have published numerous scientific articles indicating T�4's in vitro and in vivo efficacy in accelerating wound healing and tissue protection under a variety of conditions. Abstracts of scientific papers related to REGENT COMMUNICATIONS: Posts $44MM Net Loss for Year Ended Dec. 31 ------------------------------------------------------------------ BankruptcyData.com reports that Regent Communications announced unaudited financial results for the fourth quarter and year ended December 31, 2009. For the fourth quarter of 2009, net broadcast revenues decreased 10.1% to $21.3 million from $23.7 million during the fourth quarter of 2008. For the same period, station operating expenses decreased 5.5% to $14.0 million in 2009 compared to $14.8 million in 2008. The Company reported a net loss of $14.2 million for the quarter compared with a reported net loss of $75.4 million in the same period last year. Results for 2009 were significantly impacted by a pre-tax non-cash impairment charge of $12.8 million related to the Company's review of its indefinite-lived intangible assets and goodwill. Results for the fourth quarter 2008 were significantly impacted by the recording of a tax valuation allowance of approximately $73.3 million, as the Company was unable to conclude that it was more likely than not that its deferred tax assets would be realized. For the year ended December 31, 2009, net broadcast revenues decreased 12.7% to $84.1 million compared to $96.3 million in 2008. For the same period, station operating expenses decreased 6.7% to $57.3 million in 2009 from $61.4 million in 2008. The Company reported a net loss of $44.0 million for the year ended December 31, 2009, compared with a reported net loss of $119.0 million in 2008. About Regent Communications Headquartered in Cincinnati, Ohio, Regent Communications, Inc., is a radio broadcasting company that acquires, develops, and operates radio stations. There are 47 subsidiary entities with 62 radio stations in markets in Colorado, Illinois, Indiana, Kentucky, Louisiana, Michigan, Minnesota, New York, and Texas. Regent Communications focuses on radio stations in mid-sized market that are diversified in terms of geographic location, target demographics and format in order to minimize the effects of downturns in specific markets and changes in format preferences. The Company filed for Chapter 11 bankruptcy protection on March 1, 2010 (Bankr. D. Delaware Case No. 10-10632). Michael R. Nestor, Esq., at Young Conaway Stargatt & Taylor, assists the Company in its restructuring effort. As of January 31, 2010, the Company had $166,506,000 in assets and $211,282,000 in liabilities. REGGIE PINK: Files for Chapter 11 Bankruptcy in New York -------------------------------------------------------- Bill Fallon at WestFair Online reports that Reggie Pink Harley- Davidson made a voluntary Chapter 11 petition in U.S. Bankruptcy Court for the Southern District of New York in White Plains. Reggie Pink Harley-Davidson is a family run business that sells motorcycle parts and accessories. REMEDIAL (CYPRUS): Files Schedules of Assets and Liabilities ------------------------------------------------------------ Remedial (Cyprus) Public Company Ltd. filed with the U.S. Bankruptcy Court for the Southern District of New York its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $20,820,062 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $177,164,962 E. Creditors Holding Unsecured Priority Claims $1,096,953 F. Creditors Holding Unsecured Non-priority Claims $12,509,539 ----------- ----------- TOTAL $20,820,062 $190,771,454 About Remedial (Cyprus) Based in Limassol, Cyprus, Remedial (Cyprus) Public Company owns and operates self-propelled jack up rigs called Elevating Support Vessels. The vessels facilitate offshore well intervention activities and work-over services. Remedial (Cyprus) Public Company Ltd. -- dba Brufani Shipmanagement Limited and Remedial Cyprus Limited -- filed for Chapter 11 bankruptcy protection on February 17, 2010 (Bankr. S.D.N.Y. Case No. 10-10782). Kenneth A. Rosen, Esq., at Lowenstein Sandler, P.C., assists the Company in its restructuring effort. The Company estimated its assets and debts at $100,000,001 to $500,000,000. RESPONSE BIOMEDICAL: Posts C$9.5 Million Net Loss for 2009 ---------------------------------------------------------- On April 1, 2010, Response Biomedical Corporation filed its annual report on Form 20-F for the year ended December 31, 2009, showing a net loss of C$9.5 million on C$8.2 million of revenue for 2009, compared with a net loss of C$13.7 million on C$4.9 million of revenue for 2008. The Company's balance sheet as of December 31, 2009, showed C$21.5 million in assets, C$11.8 million of debts, and C$9.6 million of stockholders' equity. "The Company's inability to generate sufficient cash flows may result in it not being able to continue as a going concern. The Company has incurred significant losses to date and as at December 31, 2009, had an accumulated deficit of C$90,700,310 and has not generated positive cash flow from operations, accordingly, there is significant uncertainty about the Company's ability to continue as a going concern." A full-text copy of the annual report is available for free at: http://researcharchives.com/t/s?5e07 Based in Vancouver, Canada, Response Biomedical Corporation is engaged in the research, development, commercialization and distribution of diagnostic technologies for the medical Point-of- Care (POC) and on-site environmental testing markets. RHODES COMPANIES: First Lien Lenders' Chapter 11 Plan Confirmed --------------------------------------------------------------- On March 12, 2010, the Honorable Linda B. Riegle entered her Findings of Fact, Conclusions of Law, and Order Confirming the First Lien Steering Committee's Third Amended Modified Plan of Reorganization Pursuant to Chapter 11 of the Bankruptcy Code for The Rhodes Companies, LLC, et al. (Doc. 1053). Pursuant to the Confirmation Order, the First Lien Steering Committee's Third Amended Modified Plan of Reorganization Pursuant to Chapter 11 of the Bankruptcy Code for The Rhodes Companies, LLC, et al., was confirmed. Copies of the Confirmation Order and the Plan may be obtained at no charge on the Web site maintained by Omni Management Group, LLC, at http://www.omnimgt.com/rhodesor from counsel to the First Lien Steering Committee: Nile Leatham, Esq. KOLESAR & LEATHAM Wells Fargo Financial Center 3320 W. Sahara Ave. Las Vegas, NV 89102 Telephone: (702) 979-2357 E-mail: Nleatham@klnevada.com - and - Philip C. Dublin, Esq. Abid Qureshi, Esq. AKIN GUMP STRAUSS HAUER & FELD LLP One Bryant Park New York, NY 10036 Telephone: (212) 872-1000 E-mail: pdublin@akingump.com aqureshi@akingump.com The Rhodes Companies LLC is a private master planned community developer and homebuilder in the Las Vegas valley. The company was founded in 1991. The company and its affiliates sought Chapter 11 protection (Bankr. D. Nev. Lead Case No. 09-14778) on March 31, 2009. Zachariah Larson, Esq., at Larson & Stephens, represents the Debtors. When the Debtors filed for protection from their creditors, they estimated their assets and debts between $100 million and $500 million. RICHARD BRUNSMAN: Asks for Court's Nod to Use Cash Collateral ------------------------------------------------------------- Richard T. Brunsman, Jr., Harmony Park LLC, and RBDB Investments LLC have sought authorization from the U.S. Bankruptcy Court for the Southern District of Ohio to use the cash collateral securing their obligation to their prepetition lenders. The Debtors own several pieces of improved and unimproved real property in Hamilton County, Ohio (the Real Estate). The Real Estate is subject to the secured interests (the Mortgages) of creditors (the Secured Creditors). The Mortgages are for loans made by the Secured Creditors (the Loans). The Debtors are currently in possession of the Real Estate and maintaining it for the benefit of their respective bankruptcy estates In addition to the Mortgages, Debtors executed assignments of rent for the Real Estate generating rental income. Pursuant to the Mortgages and the assignments of rent, Secured Creditors took a secured interest in the Real Estate, as well as rental income derived therefrom. Charles M. Meyer, Esq. -- cmm@santen-hughes.com -- and Deepak K. Desai, Esq. -- dkd@santen-hughes.com -- at Santen & Hughes, the attorneys for the Debtors, explain that the Debtors need the money to continue to service debt secured by the Mortgages, and to pay taxes, utilities and insurance on the Real Estate. In exchange for using the cash collateral, the Debtors propose to provide the Secured Creditors with adequate protection: (a) service debt obligations secured by the Mortgages; (ii) pay taxes, utilities and insurance on the Real Estate; and (b) grant replacement liens upon the security interests in all prepetition collateral and rents acquired on or after the Petition Date. North Bend, Ohio-based Richard T. Brunsman, Jr., owns real estate, real estate development entities, computer technology entities, aviation businesses, and personal property assets. The Debtor filed for Chapter 11 bankruptcy protection on March 5, 2010 (Bankr. S.D. Ohio Case No. 10-11371). Charles M. Meyer, Esq., at Santen & Hughes, assists the Debtor in his restructuring effort. According to the schedules, the Debtor has assets of $28,731,131, and total debts of $52,730,212. RICHARD BRUNSMAN: Sec. 341(a) Meeting Scheduled for April 19 ------------------------------------------------------------ The U.S. Trustee for Region 9 will convene a meeting of creditors in Richard T. Brunsman, Jr.'s Chapter 11 case on April 19, 2010, at 10:00 a.m. The meeting will be held at the Office of the US Trustee, 36 East Seventh Street, Suite 2050, Cincinnati, OH 45202. 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. North Bend, Ohio-based Richard T. Brunsman, Jr., owns real estate, real estate development entities, computer technology entities, aviation businesses, and personal property assets. The Debtor filed for Chapter 11 bankruptcy protection on March 5, 2010 (Bankr. S.D. Ohio Case No. 10-11371). Charles M. Meyer, Esq., at Santen & Hughes, assists the Debtor in his restructuring effort. According to the schedules, the Debtor has assets of $28,731,131, and total debts of $52,730,212. RICHARD BRUNSMAN: US Trustee Blocks Appointment of S&H as Counsel ----------------------------------------------------------------- Daniel M. McDermott, the U.S. Trustee for Region 9, has filed with the U.S. Bankruptcy Court Southern District of Ohio an objection to Richard T. Brunsman, Jr.'s retention of Santen & Hughes as bankruptcy counsel. Mr. Brunsman filed his petition for relief on March 5, 2010. On March 12, 2010 and March 19, 2010 respectively, Harmony Park LLC and RBDB Investments LLC filed petitions for relief under Chapter 11. According to Mr. McDermott, the bankruptcy cases of the Debtor, Harmony Park and RBDB Investments are affiliated since the Debtor is the 100% owner of Harmony Park, and the managing member and majority owner of RBDB Investments (collectively, the Affiliated Bankruptcies). All three cases are pending before the Court. Mr. McDermott says that the cases have not been jointly administered, although there is pending a motion for joint administration in the three cases. In the Debtor's application to employ S&H as bankruptcy counsel, the Debtor states that S&H received a $40,000 general retainer for fees and $6000 for filing fees in anticipation of S&H filing affiliated bankruptcy petitions. There are pending retention applications in the affiliated bankruptcies. Mr. McDermott says that it is clear that the general retainer of $40,000 is intended to compensate S&H for its work in the Affiliated Bankruptcies. S&H seeks approval of the general retainer. Mr. McDermott objects to the approval of the general retainer in the amount of $40,000 pending resolution of his objections to retention in the Affiliated Bankruptcies. Should Mr. McDermott be successful in its objection, the general retainer will need to be split to allow for retainers in the Affiliated Bankruptcies. Mr. McDermott anticipates objecting to the S&H retention in the Affiliated Bankruptcies on the basis that S&H cannot both represent Mr. Brunsman and his companies without running into an inherent conflict of interest. North Bend, Ohio-based Richard T. Brunsman, Jr., owns real estate, real estate development entities, computer technology entities, aviation businesses, and personal property assets. The Debtor filed for Chapter 11 bankruptcy protection on March 5, 2010 (Bankr. S.D. Ohio Case No. 10-11371). According to the schedules, the Debtor has assets of $28,731,131, and total debts of $52,730,212. RICHARD BRUNSMAN: U.S. Trustee Wants Ch. 11 Trustee or Conversion ----------------------------------------------------------------- Daniel M. McDermott, United States Trustee for Region 9, and Central Bank & Trust Co. have sought authorization from the U.S. Bankruptcy Court Southern District of Ohio to appoint a Chapter 11 trustee for Richard T. Brunsman, Jr., or to convert the Debtor's Chapter 11 case to Chapter 7. Mr. McDermott and Central Bank state that, pursuant to a district court case brought by Bank of America, the Debtor is subject to allegations that he: a. submitted false information to several banks, including information in connection with the loans Central Bank made to Data Net One, Inc.; b. submitted false UCC cancellation documents to the Secretary of State, and caused UCC financing statements to be improperly terminated; c. falsified tax returns; d. pledged collateral that may not have existed; and e. intentionally misrepresented the value of collateral. Central Bank also found out that the Debtor falsified two insurance policy assignments to Central Bank, one of which is subject to the same allegation as made by Bank of America in the district court case. In February 2010, Central Bank filed a lawsuit against Data Net One, Inc., and the Debtor in the U.S. District Court for the Eastern District of Kentucky seeking a judgment on the applicable notes and guaranties, and also asserting fraud. On March 2, 2010, based upon discoveries by Central Bank that the Debtor had falsified documents and improperly terminated its UCC financing statements, Central Bank filed a verified motion for ex parte order of attachment. Central Bank's motion was granted by a March 3, 2010 court order. Central Bank has a lending relationship with the Debtor through an entity owned and controlled by the Debtor, Data Net One, Inc. Central Bank fears an ongoing diminution of the Debtor's estate, and lacks confidence in the Debtor's ability to act in a fiduciary capacity for the best interests of the creditors. Central Bank is represented by Elizabeth Lee Thompson (ethompson@stites.com). U.S. Trustee Objects to Debtor's Request to Appoint Trustee The Debtor has sought permission from the Court to employ Peter M. Lahni, Jr., as trustee for the Debtor. Peter M. Lahni, Jr. -- pete.lahni@lahniconsulting.com -- a managing member at Lahni Consulting LLC, will: (a) take all necessary action to consult with Debtor concerning the marketing and sale of Debtor's assets; (b) negotiate with potential purchasers concerning the price and terms of sale of Debtor's assets; (c) negotiate with secured creditors concerning the sale of Debtor's assets; (d) assist the Debtor with the preparation and prosecution of applications for approval of sale, including providing testimony and other evidence concerning proposed sales; and (e) conduct auctions or other sale transactions concerning Debtor's assets after obtaining Court approval. Mr. Lahni will be paid $225 per hour for his services. Mr. Lahni assures the Court that he is "disinterested" as that term is defined in Section 101(14) of the Bankruptcy Code. Mr. McDermott has objected to the Debtor's application to appoint trustee, saying that the Debtor's request isn't appropriate. According to Mr. McDermott, the Debtor's application disregards the fact that it is the U.S. Trustee who makes the appointment, and that the remainder of the Debtor's application reads more like a request to authorize employment of a consultant or advisor. The application, says Mr. McDermott, references Debtor's intent to pay Mr. Lahni a retainer of $10,000 and pay him hourly for his services, which hardly qualifies as a "trustee", since a trustee is supposed to be a disinterested fiduciary and not on the Debtor's payroll. Mr. McDermott states that the Debtor's application contemplates that Mr. Lahni will "provide valuable service to the Debtor", that Mr. Lahni will "consult with the Debtor concerning the marketing and sale of Debtor's assets", assist "the Debtor with the preparation and prosecution of applications for approval of sale," and that he "performed no services for Debtor pre-petition." Mr. McDermott says that if the Debtor is moving for appointment of a Chapter 11 Trustee, the language used in its application is misleading at best, and more closely resembles a request for authorization to employ a professional. The Court has set a hearing for April 15, 2010, at 10:00 a.m. on the hiring of a trustee. About Richard Brunsman North Bend, Ohio-based Richard T. Brunsman, Jr., owns real estate, real estate development entities, computer technology entities, aviation businesses, and personal property assets. The Debtor filed for Chapter 11 bankruptcy protection on March 5, 2010 (Bankr. S.D. Ohio Case No. 10-11371). Charles M. Meyer, Esq., at Santen & Hughes, assists the Debtor in his restructuring effort. According to the schedules, the Debtor has assets of $28,731,131, and total debts of $52,730,212. RIVIERA HOLDINGS: DE Shaw Laminar Holds 1.3% of Common Stock ------------------------------------------------------------ D. E. Shaw Laminar Portfolios, L.L.C.; D. E. Shaw & Co., L.L.C.; D. E. Shaw & Co., L.P.; and David E. Shaw disclosed that as of December 31, 2009, they may be deemed to beneficially own 166,100 shares or roughly 1.3% of the common stock of Riviera Holdings Corporation. Going Concern Doubt The Company reported a net loss of $24.9 million on $134.0 million of revenue for the year ended December 31, 2009, compared with a net loss of $11.9 million on $169.8 million of revenue for 2008. The Company's balance sheet as of December 31, 2009, showed $198.9 million in assets and $282.0 million of debts, for a stockholders' deficit of $83.1 million. Ernst Young LLP, in Las Vegas, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has incurred recurring operating losses and has a working capital deficiency. In addition, the Company is in default under its Credit Facility and Swap Agreement. About Riviera Holdings Las Vegas, Nevada-based Riviera Holdings Corporation, through its Wholly owned subsidiary, Riviera Operating Corporation, owns and operates the Riviera Hotel & Casino located on the Las Vegas Boulevard in Las Vegas, Nevada. Through its wholly owned subsidiary, Riviera Black Hawk, Inc., the Company owns and operates the Riviera Black Hawk Casino, a casino in Black Hawk, Colorado. RIVIERA HOLDINGS: Wayzata Holds 8.0% of Common Stock ---------------------------------------------------- Wayzata Investment Partners LLC and Patrick J. Halloran disclosed that as of December 31, 2009, they may be deemed to beneficially hold in the aggregate 1,004,000 shares or roughly 8.0% of the common stock of Riviera Holdings Corporation. Wayzata Investment Partners serves as investment adviser to Wayzata Opportunities Fund, LLC and Wayzata Opportunities Fund Offshore, L.P., with respect to the Common Shares directly owned by the Wayzata Funds. Patrick J. Halloran serves as the manager of the Investment Manager and who controls MAP Holdings LLC which is the majority member of the Investment Manager. Going Concern Doubt The Company reported a net loss of $24.9 million on $134.0 million of revenue for the year ended December 31, 2009, compared with a net loss of $11.9 million on $169.8 million of revenue for 2008. The Company's balance sheet as of December 31, 2009, showed $198.9 million in assets and $282.0 million of debts, for a stockholders' deficit of $83.1 million. Ernst Young LLP, in Las Vegas, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has incurred recurring operating losses and has a working capital deficiency. In addition, the Company is in default under its Credit Facility and Swap Agreement. About Riviera Holdings Las Vegas, Nevada-based Riviera Holdings Corporation, through its Wholly owned subsidiary, Riviera Operating Corporation, owns and operates the Riviera Hotel & Casino located on the Las Vegas Boulevard in Las Vegas, Nevada. Through its wholly owned subsidiary, Riviera Black Hawk, Inc., the Company owns and operates the Riviera Black Hawk Casino, a casino in Black Hawk, Colorado. RTL-WESTCAN LIMITED: DBRS Assigns Issuer Rating of 'B' ------------------------------------------------------ DBRS has assigned an Issuer Rating of B (high) to RTL-Westcan Limited Partnership (RTL-Westcan or the Company) and a BB (low) rating to its Senior Secured Debt. The trends are Stable. Pursuant to DBRS's leveraged finance rating methodology, a recovery rating of RR3 has been assigned to the Company's Senior Secured Debt, which corresponds to the BB (low) rating. The Issuer Rating largely reflects RTL's moderate-to-high business and financial risk profiles, mainly related to its high-leverage, cyclical truck hauling operations and modest scale, partly offset by its strong market positions and free cash flow generation. RTL-Westcan is among the largest niche bulk commodity truck haulers in western Canada, with a top-three position in each of its core markets. The Company has a diversified mix of customers across several different end-markets, many of which are global leaders in their respective industries (with no customer accounting for more than 12% of sales). Fuel accounts for the largest share of RTL-Westcan's hauling revenue, which provides a degree of stability relative to more seasonal commodities. The Company has also increased its exposure to end-markets that have complementary seasonal demand peaks, which helps to maintain utilization rates through the year. While the economic recession and subsequent drop in freight volumes contributed to materially lower sales and earnings in F2009, RTL-Westcan did manage to generate positive free cash flow. High depreciation, which is a function of the Company's large owned fleet of tractors and trailers and is well above capex, was largely responsible for this free cash flow, and helps to reduce the impact of weak net earnings on cash flow generation. RTL-Westcan's operating results are sensitive to economic cycles, as indicated by the decline in F2009 operating results. The Company is highly exposed to conditions in western Canada; a sustained downturn in this region would have a negative impact on its financial profile. Volumes from the Company's Hauling business (which accounts for the majority of consolidated sales), and activity in its Aircraft and Construction divisions, were materially lower over the past year, chiefly due to the recession and weaker commodity market conditions. The volatility in operating results adds financial risk, particularly given RTL- Westcan's high leverage, modest scale and likelihood for future acquisitions. Including the recent purchase of ECL Transportation Ltd. and corresponding debt financing, DBRS expects debt-to-EBITDA at above 4.0 times and total debt-to-capital over 75% on a pro forma basis as of the end of F2009. The rating trend is Stable, as economic conditions appear to have stabilized and the Company is expected to use free cash flow toward debt repayment over the near term. Key risks to the ratings include weaker-than-expected economic conditions and large contract losses that could result from intensifying price competition, although this is not considered likely. RUM RIVER: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------- Debtor: Rum River Lumber Company 10141 Woodcrest Drive Coon Rapids, MN 55433 Bankruptcy Case No.: 10-42370 Chapter 11 Petition Date: March 31, 2010 Court: United States Bankruptcy Court District of Minnesota Judge: Chief Judge Nancy C Dreher Debtor's Counsel: Thomas G. Wallrich, Esq. Hinshaw & Culbertson LLP 333 South Seventh Street Suite 2000 Minneapolis, MN 55402 Tel: 612-333-3434 Scheduled Assets: $3,835,035 Scheduled Debts: $11,817,556 A list of the Company's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/mnb10-42370.pdf The petition was signed by Stephen Hastings, president. RYLAND GROUP: Annual Stockholders' Meeting on April 28 ------------------------------------------------------ The Annual Meeting of Stockholders of The Ryland Group, Inc., will be held at The Ritz-Carlton, 4375 Admiralty Way, Marina del Rey, California, on April 28, 2010, at 8:00 a.m., local time, for these purposes: 1. To elect nine Directors to serve until the next Annual Meeting of Stockholders or until their successors are elected and shall qualify. 2. To consider a proposal from The Nathan Cummings Foundation (a stockholder) requesting stockholder approval of a request that the Board of Directors adopt quantitative goals for reducing greenhouse gas emissions from Ryland's products and operations. 3. To consider a proposal from certain retirement systems and pension funds of employees of the City of New York (stockholder) requesting stockholder approval of a request that the Board of Directors adopt a policy requiring that the Proxy Statement for each Annual Meeting contain a proposal seeking an advisory vote of stockholders to ratify and approve the Compensation Committee's Report and the executive compensation policies and practices set forth in the Compensation Discussion and Analysis. 4. To ratify the appointment of Ernst & Young LLP as Ryland's independent registered public accounting firm for the fiscal year ending December 31, 2010. 5. To act upon other business properly brought before the meeting. Stockholders of record at the close of business on February 16, 2010, are entitled to vote at the meeting or any adjournment thereof. A full-text copy of the Company's proxy statement is available at no charge at http://ResearchArchives.com/t/s?5e3a About Ryland Group Headquartered in Calabasas, California, The Ryland Group, Inc. (NYSE: RYL) -- http://www.ryland.com/-- is one of the nation's largest homebuilders and a leading mortgage-finance company. Since its founding in 1967, Ryland has built more than 285,000 homes and financed more than 240,000 mortgages. The Company currently operates in 15 states and 19 homebuilding divisions across the country and is listed on the New York Stock Exchange under the symbol "RYL." Ryland posted its third consecutive annual net loss, reporting $162,474,000 net loss for 2009, $396,585,000 for 2008, and $333,526,000 for 2007. As of December 31, 2009, the Company had $1,685,453,000 in total assets and $1,103,591,000 in total liabilities resulting in $581,862,000 in stockholders' equity. * * * Ryland Group carries Moody's "Ba3" corporate family rating, "Ba3" probability of default rating, "Ba3" senior unsecured notes rating, and "SGL-2" speculative grade liquidity rating. Ryland Group carries Standard & Poor's Ratings Services' 'BB-' corporate credit and senior unsecured note ratings. RYLAND GROUP: Commences Cash Tender Offer for $225-Mil of Notes --------------------------------------------------------------- The Ryland Group, Inc., on Thursday said it has commenced an offer to purchase for cash up to $225 million -- Aggregate Maximum Tender Amount -- of its outstanding senior notes. The terms and conditions of the Offer are set forth in the Offer to Purchase dated April 1, 2010, and the related Letter of Transmittal. The table sets forth the Notes that are subject to the Offer and certain other terms of the Offer: Aggregate Principal Acceptance Title of CUSIP Amount Priority Security Numbers Outstanding Level -------- ------- ----------- ---------- 5.375% Senior 783764AL7 $199,071,000 1 Notes due 2012 6.875% Senior 783764AM5 $215,152,000 2 Notes due 2013 5.375% Senior 783764AK9 $205,552,000 3 Notes due 2015 Full Early Acceptance Title of Tender Offer Tender Priority Security Consideration Payment Level -------- ------------- ------- ---------- 5.375% Senior $1,045.00 $20.00 $1,025.00 Notes due 2012 6.875% Senior $1,080.00 $20.00 $1,060.00 Notes due 2013 5.375% Senior $1,000.00 $20.00 $980.00 Notes due 2015 The amounts of each series of Notes that are purchased in the Offer will be determined in accordance with the priorities set forth in the column "Acceptance Priority Level" in the table. If Notes of a series are validly tendered and not validly withdrawn such that the aggregate principal amount tendered exceeds the Aggregate Maximum Tender Amount, the Company will accept for purchase Notes in accordance with the Acceptance Priority Level (in numerical priority order with priority level 1 being the highest priority), provided that in no event will the Company be obligated to purchase an aggregate principal amount of Notes exceeding the Aggregate Maximum Tender Amount. All Notes of a series tendered in the Offer having a higher Acceptance Priority Level will be accepted for purchase before any tendered Notes of a series having a lower Acceptance Priority Level are accepted for purchase. For example, all tendered Notes having Acceptance Priority Level "1" will be accepted for purchase before tendered Notes having Acceptance Priority Level "2", if any, may be accepted for purchase, subject to the limitation that no more than the Aggregate Maximum Tender Amount of Notes will be purchased. If there are sufficient remaining funds to purchase some, but not all, of the Notes of a series of an applicable Acceptance Priority Level, the amount of Notes purchased in that series will be prorated based on the aggregate principal amount of Notes of such series validly tendered and not withdrawn in the Offer. Holders of Notes that are validly tendered and not validly withdrawn on or before 5:00 p.m., New York City time, on April 14, 2010, and accepted for purchase will receive the Full Tender Offer Consideration specified in the table for each $1,000 principal amount of Notes accepted for purchase. Holders of Notes that are validly tendered after 5:00 p.m., New York City time, on the Early Tender Date but on or before 5:00 p.m., New York City time, on April 29, 2010, and accepted for purchase will receive the Full Tender Offer Consideration minus an amount in cash equal to $20 for each $1,000 principal amount of Notes. In addition to the Full Tender Offer Consideration or Late Tender Offer Consideration, as the case may be, payable in respect of Notes accepted for purchase, Holders will receive accrued and unpaid interest on their purchased Notes from the applicable last interest payment date to, but not including, the date of payment for purchased Notes. Notes tendered on or before the Early Tender Date may be validly withdrawn at any time on or before 5:00 p.m., New York City time, on the Early Tender Date, but not thereafter, and Notes tendered after the Early Tender Date but on or before the Expiration Date may not be withdrawn, provided, however, in each case, that if Ryland reduces the consideration for Notes subject to the Offer or is otherwise required by law to permit withdrawal, then previously tendered Notes may be validly withdrawn to the extent required by law. Ryland reserves the right to increase or decrease the Aggregate Maximum Tender Amount without extending withdrawal rights. The Offer is scheduled to expire at 5:00 p.m., New York City time, on the Expiration Date, unless extended. The Offer is subject to (i) the condition that at least $200 million aggregate principal amount of Notes be validly tendered and not validly withdrawn pursuant to the Offer, (ii) the condition that a proposed financing be completed yielding proceeds sufficient to fund the purchase of the Notes and (iii) the general conditions set forth in the Offer to Purchase. The complete terms and conditions of the Offer are set forth in the Offer to Purchase and Letter of Transmittal that is being sent to holders of Notes. Holders are urged to read the tender offer documents carefully when they become available. Copies of the Offer to Purchase and Letter of Transmittal may be obtained from the Information Agent for the Offer, Global Bondholder Services Corporation, at 866-470-3900 (US toll-free) and 212-430-3774 (collect). J.P. Morgan Securities Inc. is the Dealer Manager for the Offer. Questions regarding the Offer may be directed to J.P. Morgan Securities Inc. at (800) 245-8812 (toll-free) and (212) 270-3994 (collect). About Ryland Group Headquartered in Calabasas, California, The Ryland Group, Inc. (NYSE: RYL) -- http://www.ryland.com/-- is one of the nation's largest homebuilders and a leading mortgage-finance company. Since its founding in 1967, Ryland has built more than 285,000 homes and financed more than 240,000 mortgages. The Company currently operates in 15 states and 19 homebuilding divisions across the country and is listed on the New York Stock Exchange under the symbol "RYL." Ryland posted its third consecutive annual net loss, reporting $162,474,000 net loss for 2009, $396,585,000 for 2008, and $333,526,000 for 2007. As of December 31, 2009, the Company had $1,685,453,000 in total assets and $1,103,591,000 in total liabilities resulting in $581,862,000 in stockholders' equity. * * * Ryland Group carries Moody's "Ba3" corporate family rating, "Ba3" probability of default rating, "Ba3" senior unsecured notes rating, and "SGL-2" speculative grade liquidity rating. Ryland Group carries Standard & Poor's Ratings Services' 'BB-' corporate credit and senior unsecured note ratings. SARATOGA RESOURCES: Reaches Settlement with Principal Lenders ------------------------------------------------------------- Saratoga Resources, Inc., announced a settlement with its senior secured lenders and only known remaining party previously opposed to confirmation of the Third Amended Plan of Reorganization, the anticipated uncontested confirmation of its Plan and its contemplated exit from Chapter 11 bankruptcy. Saratoga previously announced a plan confirmation, but the parties were unable to agree on certain terms of the senior secured credit facilities, ultimately resulting in the revocation of the order of confirmation by the bankruptcy court. Saratoga and its subsidiaries have reached an agreement in principle with their secured lenders regarding a financial restructuring for Saratoga. The new agreement was incorporated into Immaterial Modifications to the Third Amended Plan of Reorganization, which were filed on March 31, 2010. The Plan is scheduled for confirmation before United States Bankruptcy Court Judge Robert Summerhays of the Western District of Louisiana on April 19, 2010. The Plan sets the stage for Saratoga to exit from Chapter 11 shortly after April 19th, with payment in full for all trade creditors within 12 months and equity retaining substantially all of their interests. "We believe the effect of this restructuring will have a positive financial impact on the Company. With significantly lower interest costs which will lead to more available capital, the company should be well positioned to use this additional working capital to accelerate our oil and gas development plans," said Thomas F. Cooke, Chairman and CEO of Saratoga. "We again acknowledge the fine work of our counsel, Adams and Reese LLP, Slattery, Marino and Roberts, APLC, and Grant Thornton LLP in guiding us through to the conclusion of a challenging bankruptcy proceeding," Mr. Cooke added. Andy Clifford, Saratoga's President, added, "We look forward to normalizing our relationships with our vendors and suppliers, to having them all promptly paid and to moving forward with our future plans to exploit the oil and gas resources in the company's portfolio of properties." About Saratoga Resources Saratoga Resources Inc. (OTCBB: SROEQ) is an independent exploration and production company with offices in Houston and Covington. Saratoga engages in the acquisition and development of oil and gas producing properties that allow the Company to grow through low-risk development and risk-managed exploration. Saratoga operates 14 fields in Louisiana and Texas with 106 active producing wells. Current net production is roughly 3,000 barrels of oil equivalent per day -- BOEPD -- with 70% oil versus gas. Principal holdings cover 37,756 gross (34,246 net) acres, mostly held-by-production, located in the state waters offshore Louisiana. Saratoga Resources, Inc., and certain operating subsidiaries filed on March 31, 2009, voluntary Chapter 11 petitions in the U.S. Bankruptcy Court for the Western District of Louisiana in Lafayette, Louisiana. Saratoga is being advised by its legal counsel, Adams & Reese LLP; its investment banker, Pritchard Capital Partners LLC; and its financial advisor, Ambrose Consulting LLC. The case is In Re Harvest Oil and Gas, LLC (Bankr. W.D. La. Lead Case No. 09-50397). Robin B. Cheatham, Esq., at Adams & Reese LLP, represents the Debtors in their restructuring effort. The Debtors listed between $100 million and $500 million each in assets and debts. SARGENT RANCH: U.S. Trustee Unable to Form Creditors Committee -------------------------------------------------------------- Tiffany L. Carroll, Acting U.S. Trustee for Region 15, notified the U.S. Bankruptcy Court for the Southern District of California that she was unable to appoint an official committee of unsecured creditors in the Chapter 11 case of Sargent Ranch, LLC. The U.S. Trustee related that there were insufficient indications of willingness from the unsecured creditors to serve in the committee. La Jolla, California-based Sargent Ranch, LLC, a California Limited Liability Company, filed for Chapter 11 bankruptcy protection on January 4, 2010 (Bankr. S.D. Calif. Case No. 10- 00046). John L. Smaha, Esq., at Smaha Law Group, APC, assists the Company in its restructuring effort. The Company listed $500,000,001 to $1,000,000,000 in assets and $50,000,001 to $100,000,000 in liabilities. SAVANNAH GATEWAY: Unsecureds to Get 20% of Parcel Sale Proceeds --------------------------------------------------------------- Savannah Gateway West, LLC, et al., filed with the U.S. Bankruptcy Court for the Middle District of Florida a Disclosure Statement explaining its Plan of Reorganization. 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 provides that the Reorganized Debtors will continue operating their respective reorganized businesses, with low operating expenses. The Plan also contemplates that the Debtors will execute new mortgage agreements with RBC and Gulfstream. The Plan designates seven separate classes of claims and interests, and contemplates paying these classes of claims over time. Holders of Allowed Secured Claims in Classes 1 to 3, to the extent they have Allowed Claims, will receive payment equal to 100% of their Allowed Secured Claims, over time. Holders of Allowed Unsecured Claims in Class 4 will receive payment equal to 100% of their Allowed Unsecured Claims, over time. In full satisfaction of the Allowed Class 4 Claims, holders of the claims will receive their pro rata share of 20% of any net profit of any future sales of parcels after the mortgages held by RBC and Gulfstream are paid, up to their Allowed Secured Claim amount. Classes 5, 6 and 7 of Equity Interests -- Upon the effective date, equity holders will provide new value in the form of an infusion of capital in exchange for retaining their equity interests in the Debtors. The infusion of capital will be used to fund an interest. A full-text copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/SavannahGateway_DS.pdf The Debtors are represented by: R. Scott Shuker, Esq. Victoria I. Minks, Esq. Latham, Shuker, Eden & Beaudine, LLP 390 N. Orange Avenue, Suite 600 Orlando, FL 32801 Orlando, Florida-based Savannah Gateway West, LLC, operates a real estate business. The Company filed for Chapter 11 bankruptcy protection on October 30, 2009 (Bankr. M.D. Fla. Case No. 09- 16576). R Scott Shuker, Esq., at Latham Shuker Eden & Beaudine LLP assists the Company in its restructuring efforts. The Company listed $10,000,001 to $50,000,000 in assets and $10,000,001 to $50,000,000 in liabilities. SECURUS HOLDINGS: S&P Assigns Corporate Credit Rating 'B' --------------------------------------------------------- Standard & Poor's Ratings Services said it assigned its 'B' corporate credit rating to Dallas-based inmate telecommunications provider Securus Holdings Inc., which is the new holding company for Securus Technologies Inc. This follows the company's announced plans to refinance its existing bank loan with a new financing package that will extend nearly $200 million of debt maturities from 2011 to 2014-2015, and provide revolving credit availability through 2014. "Moreover," said Standard & Poor's credit analyst Catherine Cosentino, "despite a challenging economy that constrained revenue levels in 2009, the company has been able to remain net free cash flow positive after capital expenditures, and is likely to be net cash flow neutral to modestly positive on an ongoing basis." At the same time, S&P has assigned 'B' issue rating and '3' recovery rating to Securus Technologies Inc.'s proposed $170 million term loan and $40 revolving credit facility. The company will refinance a portion of the existing second-priority senior secured notes and subordinated debt with these bank facilities. The new capital structure will also include $51.5 million of unrated second-lien paid-in-kind notes at Securus Technologies Inc. and $50 million of unrated PIK toggle notes at Securus Holdings Inc. When the financings are completed, S&P will withdraw Securus Technologies Inc.'s 'B' corporate credit rating and the 'B' issue-level and '3' recovery ratings on its second- lien notes. "The 'B' corporate credit rating on Securus Holdings Inc. reflects the company's highly leveraged financial risk profile," added Ms. Cosentino, "with leverage likely to be about 5.8x for 2010, pro forma for the company's refinancing plans." This highly leveraged financial profile tempers the benefits of its largely recurring revenue base supported by long-term customer contracts. SECURUS TECHNOLOGIES: Moody's Assigns 'B1' Rating on Senior Loan ---------------------------------------------------------------- Moody's Investors Service has assigned a (P)B1 rating to the proposed 1st lien senior secured facilities being raised by Securus Technologies, Inc., to refinance its existing $194 million Second Priority Senior Secured Notes and the $97.4 million Senior Subordinated Notes. The provisional nature of the ratings reflects the execution risk of the proposed restructuring. Moody's will remove the provisional (P) rating assignments at closing, and will likely upgrade the corporate family rating to B3 with a stable outlook at that time. As a result of the refinancing, approximately $42.7 million of the Senior Subordinated Notes will be exchanged for equity. Moody's deems the exchange of the Senior Subordinated Notes, if it occurs, to be a distressed exchange. Upon closing, Moody's will assign an "LD" to the probability of default rating to denote the limited default that has occurred on Securus's subordinated debt. The "LD" designation will be removed approximately three days after the rating action. The ratings outlook remains negative pending completion of the proposed transaction. Assigned Ratings: * $40 million Senior Secured Revolving Credit Facility Due 2014, assigned (P)B1 LGD3, 31% * $170 million Senior Secured Term Loan Due 2014, assigned (P)B1 LGD3, 31% The B3 corporate family rating that Moody's expects to assign at closing is driven by Securus's post-recapitalization financial leverage, which will remain high, lack of scale and narrow business focus relative to other rated telecommunications providers. Low operating margins suggest an intense competitive environment, which Moody's does not expect to change materially over the near-term despite industry consolidation. Competition in the correctional telecommunications industry impedes revenue growth, which depends on winning contracts through competitive bids, including the ability to win contracts by agreeing to pay higher commissions to prison facilities in certain instances. Roughly 25% of the company's revenues are up for bid each year. Strong market share (30%) within the correctional telecommunications industry, a forecasted reversal in the company's declining revenue and improving EBITDA through cost saving measures support the rating. The ratings for the specific debt instruments reflect both the probability of default for Securus, for which Moody's expects to maintain a Probability of Default Rating of B3, and an average family loss given default assessment of 50%. The stable outlook is based on Moody's view that the company has weathered the worst of the macroeconomic pressures in its markets. Moderate EBITDA growth, a $20.4 million reduction total debt from the proposed refinancing, and term loan amortization should help the company continue on its path to a more tenable capital structure. Moody's last rating action for Securus was on January 6, 2009, when the Corporate Family Rating, Probability of Default Rating and the rating for the company's Second Priority Senior Secured Notes were all downgraded to Caa2 from Caa1. Based in Dallas, TX, Securus Technologies, Inc., is one of the largest providers of inmate telecommunication services to correctional facilities, with a presence in 43 states and Canada. The company generated $363 million of revenue for the fiscal year ended December 31, 2009. SEKOU FRANK: Case Summary & 3 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Sekou Frank Mandla Molette 1604 River Rd. Ashland City, TN 37015 Bankruptcy Case No.: 10-03470 Chapter 11 Petition Date: March 31, 2010 Court: United States Bankruptcy Court Middle District of Tennessee (Nashville) Judge: Keith M Lundin Debtor's Counsel: Roy C. Desha, Jr. DeSha Watson PLLC 1106 18th Ave. South Nashvilee, TN 37212 615 369-9600 Fax : 615 369-9613 E-mail: bknotice@deshalaw.com Estimated Assets: $500,000 to $1 million Estimated Debts: $1,000,001 to $10 million A list of the Company's 3 largest unsecured creditors is available for free at: http://bankrupt.com/misc/tnmb3-10-bk-03470.pdf SEMGROUP LP: Creditors Move to Claw Back Private-Equity Payout -------------------------------------------------------------- Creditors of SemGroup LP have sued the company's former private- equity backers in a bid to recoup $56 million worth of dividends the private-equity firms collected as the energy trading company spiraled toward collapse, American Bankruptcy Institute reports. Meanwhile, a former SemGroup LP crude oil purchasing manager has agreed to pay more than $172,000 to settle regulators' allegations that he dumped his interest in the petroleum distributor based on inside knowledge of its plans to seek Chapter 11 protection, Bankruptcy Law360 reports. SemGroup, L.P. -- http://www.semgrouplp.com/-- is a midstream service company that provides diversified services for end users and consumers of crude oil, natural gas, natural gas liquids and refined products. Services include purchasing, selling, processing, transporting, terminalling and storing energy. SemGroup serves customers in the United States, Canada, Mexico and Wales. SemGroup L.P. and its debtor-affiliates filed for Chapter 11 protection on July 22, 2008 (Bankr. D. Del. Lead Case No. 08-11525). John H. Knight, Esq., L. Katherine Good, Esq. and Mark D. Collins, Esq., at Richards Layton & Finger; Harvey R. Miller, Esq., Michael P. Kessler, Esq., and Sherri L. Toub, Esq., at Weil, Gotshal & Manges LLP; and Martin A. Sosland, Esq., and Sylvia A. Mayer, Esq., at Weil Gotshal & Manges LLP, represent the Debtors in their restructuring efforts. Kurtzman Carson Consultants L.L.C. is the Debtors' claims agent. The Debtors' financial advisors are The Blackstone Group L.P. and A.P. Services LLC. Margot B. Schonholtz, Esq., and Scott D. Talmadge, Esq., at Kaye Scholer LLP; and Laurie Selber Silverstein, Esq., at Potter Anderson & Corroon LLP, represent the Debtors' prepetition lenders. SemGroup L.P.'s affiliates, SemCAMS ULC and SemCanada Crude Company, sought protection under the Companies' Creditors Arrangement Act (Canada) on July 22, 2008. Ernst & Young, Inc., is the appointed monitor of SemCanada Crude Company and its affiliates' reorganization proceedings before the Canadian Companies' Creditors Arrangement Act. The CCAA stay expires on November 21, 2008. SemGroup L.P.'s consolidated, unaudited financial conditions as of June 30, 2007, showed $5,429,038,000 in total assets and $5,033,214,000 in total debts. SemGroup, LP, won confirmation from the Bankruptcy Court of its Fourth Amended Plan of Reorganization on October 28, 2008. The Plan, which distributes more than $2.5 billion in value to its stakeholders, was declared effective November 30. SKINNY NUTRITIONAL: Marcum LLP Raises Going Concern Doubt --------------------------------------------------------- On April 2, 2010 Skinny Nutritional Corp. filed its annual report on Form 10-K for the year ended December 31, 2009. Marcum llp, in Bala Cynwyd, Pa., expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has incurred losses since inception and has not yet been successful in establishing profitable operations. The Company reported a net loss of $7,305,831 on $4,146,066 of revenue for 2009, compared with a net loss of $6,232,123 on $2,179,055 of revenue for 2008. The Company's balance sheet as of December 31, 2009, showed $2,059,916 in assets and $2,088,287 of debts, for a stockholders' deficit of $28,371. A full-text copy of the annual report is available for free at: http://researcharchives.com/t/s?5e0c Bala Cynwyd, Pa.-based Skinny Nutritional Corp. has developed and is marketing a line of enhanced waters, all branded with the name "Skinny Water" that are marketed and distributed primarily to primarily health conscious consumers. SOCKET MOBILE: Moss Adams Raises Going Concern Doubt ---------------------------------------------------- On April 1, 2010, Socket Mobile, Inc., filed its annual report on Form 10-K for the year ended December 31, 2009. Moss Adams LLP, in Santa Clara, Calif., expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has suffered continued operating losses, declines in working capital balances and has failed to achieve the revenue levels required to maintain compliance with bank line covenants. The Company reported a net loss of $7,888,804 on $17,126,630 of revenue for 2009, compared with a net loss of $2,764,603 on $26,557,048 of revenue for 2008. The Company's balance sheet as of December 31, 2009, showed $11,743,197 in assets, $6,355,197 of debts, and $5,388,000 of stockholders' equity. A full-text copy of the annual report is available for free at: http://researcharchives.com/t/s?5db8 Newark, Calif.-based Socket Mobile, Inc. is a producer of mobile computing hardware systems serving the business mobility markets. SOUTH BAY EXPRESSWAY: Gets Nod to Pay Insurance Obligation ---------------------------------------------------------- South Bay Expressway, L.P., and California Transportation Ventures, Inc., sought and obtained, in an interim basis, the Court's approval to pay all insurance obligations, to the extent that they determine in their sole discretion, that the payment is necessary or appropriate to: (a) maintain their prepetition insurance policies and enter into new policies; (b) revise, extend, renew, supplement or change insurance coverage, as needed; and (c) maintain their prepetition premium financing agreement. In the prior 12 months, the Debtors incurred an aggregate amount of approximately $1 million on account of premiums related to the Policies. The Debtors financed the premiums for 12 of the 15 Policies, and paid the premiums for the remaining Policies in full at inception. In addition, some of the Policies require the Debtors to pay a per-incident deductible or self-insured retention. As of the Petition Date, the Debtors believe they are current on all payment obligations under the Policies. Going forward, however, the Debtors say that they must continue to make installment payments under their existing premium financing agreement and pay any deductibles or self-insured retention amounts necessary to preserve the coverage provided under the Policies. The Debtors employ an insurance broker, Marsh Inc., to assist with the procurement and negotiation of the Policies and to provide certain risk management services. Marsh receives commissions from the insurers for certain of the Policies that Marsh procures for the Debtors. The Debtors do not pay any broker's fees to Marsh in connection with its services, R. Alexander Pilmer, Esq., at Kirkland & Ellis LLP, in Los Angeles, California, tells the Court. In the ordinary course of business, the Debtors finance the premium payments for certain of the Policies that provide property, earthquake, general liability, automobile, workers compensation, umbrella liability, excess umbrella liability and commercial crime coverage pursuant to a premium financing agreement with a third-party premium finance company, AFCO Premium Acceptance. While there are no prepetition amounts due and owing to AFCO as of the Petition Date, the Debtors' next scheduled PFA Installment for $84,363 is due on April 1, 2010. Pursuant to the PFA, the Debtors purchased through Zurich American Insurance Company coverage for general liability, which policy includes a number of endorsements that define the scope of liability with respect to nuclear energy, cancellation and nonrenewal, machinery, pollution, calculation of premium, general liability and employee coverage. In the ordinary course of their business, the Debtors maintain three insurance policies on which they paid premiums to the insurer directly. Prior to the Petition Date, during the construction of the Expressway, the Debtors maintained through various insurers a number of insurance policies, as required by the Franchise Agreement, related contracts and agreements, and the various laws and regulations governing the Debtors' development and construction of the Expressway. Failure to pay the Insurance Obligations when due will harm the Debtors' bankruptcy estates in several ways, including the potential for AFCO or the insurers under the Self-Paid Policies to terminate the Policies, the subsequent need to obtain replacement insurance at a likely higher price, and the severe adverse effect any interruption of payment would have on the Debtors' ability to finance premiums on future policies, Mr. Pilmer contends. In light of the importance of maintaining insurance coverage with respect to their business activities, Debtors submit it is in the best interest of their estates to maintain the Policies and to pay all Insurance Obligations necessary to do so, pursuant to Section 363(b)(1) of the Bankruptcy Code. About South Bay Expressway South Bay Expressway, L.P., dba San Diego Expressway, L.P., filed for Chapter 11 on March 22, 2010 (Bankr. S.D. Calif. Case No. 10- 04516). Its affiliate, California Transportation Ventures Inc., also filed for bankruptcy. The Debtors developed and operate a four lane, nine mile express toll road in Southern California commonly referred to as the South Bay Expressway or State Road 125. Both estimated assets and debts of $500 million to $1 billion in their bankruptcy petitions. Robert Pilmer, Esq., at Kirkland & Ellis LLP, represents the Debtors in their restructuring effort. PricewaterhouseCoopers LLP is auditor and tax advisor. Imperial Capital LLC is financial advisor. Epiq Bankruptcy Solutions LLC serves as claims and notice agent. The Debtors say that as of the bankruptcy filing, they have roughly $640 million in book value of total assets and roughly $570 million in book value of total liabilities. Bankruptcy Creditors' Service, Inc., publishes South Bay Expressway Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by South Bay Expressway LP and California Transportation Ventures Inc. (http://bankrupt.com/newsstand/or 215/945-7000). SOUTH BAY EXPRESSWAY: Gets Nod to Use Cash Collateral ----------------------------------------------------- Judge Louise DeCarl Adler held that South Bay Expressway, L.P., and California Transportation Ventures, Inc., are authorized to use cash collateral during the period commencing immediately after the entry of the Interim Order last March 29, 2010, and terminating upon occurrence of an event of default. Moreover, Judge Adler ruled that in no event may the Debtors expend more than a total of 115% of $189,000 through and including April 1, 2010, which is the date the Court will convene a hearing to consider interim approval of the request. The Final hearing on the request will be on April 22, 2010, at 2:30 p.m. (prevailing Pacific Time). Parties have until April 2 to file objections. Otay River Constructors submitted a limited supplemental response to the Debtors' request to approve use of cash collateral on an interim basis. "The debtors have identified a lien-priority dispute between ORC and the Secured Lenders as a 'gating issue' in these cases," David L. Osias, Esq., at Allen Matkins Leck Gamble Mallory & Natsis LLP, in San Diego, California -- dosias@allenmatkins.com -- says. "The debtors' proposed order implicates the ability of the debtors to use cash collateral and certain events of default in respect of this dispute," he points out. According to Mr. Osias, the Secured Lenders should not pay the Debtors to take sides in a dispute where the Debtors have little interest. The state of California, acting through the Department of Transportation, asserts that a proper balance be struck between ensuring that the Expressway remains adequately maintained and operational and preserving all of the Debtors' alternatives with respect to confirming a plan of reorganization or selling their assets. The Debtors, however, countered that the concerns and objections raised by ORC and Caltrans in the Supplemental Responses are unfounded and should be overruled, or otherwise are non- substantive and can be addressed by the parties on a consensual basis. On behalf of the Debtors, R. Alexander Pilmer, Esq., at Kirkland & Ellis LLP, in Los Angeles, California, contends that adequate protection provided for by the interim cash collateral order is reasonable and narrowly tailored. He notes that the Debtors negotiated a consensual cash collateral order with the Secured Financing Parties that contemplates providing the Secured Financing Parties with various forms of standard adequate protection during the interim period from April 1, 2010, to April 22, 2010, including replacement liens, superpriority administrative claims and adequate protection payments. About South Bay Expressway South Bay Expressway, L.P., dba San Diego Expressway, L.P., filed for Chapter 11 on March 22, 2010 (Bankr. S.D. Calif. Case No. 10- 04516). Its affiliate, California Transportation Ventures Inc., also filed for bankruptcy. The Debtors developed and operate a four lane, nine mile express toll road in Southern California commonly referred to as the South Bay Expressway or State Road 125. Both estimated assets and debts of $500 million to $1 billion in their bankruptcy petitions. Robert Pilmer, Esq., at Kirkland & Ellis LLP, represents the Debtors in their restructuring effort. PricewaterhouseCoopers LLP is auditor and tax advisor. Imperial Capital LLC is financial advisor. Epiq Bankruptcy Solutions LLC serves as claims and notice agent. The Debtors say that as of the bankruptcy filing, they have roughly $640 million in book value of total assets and roughly $570 million in book value of total liabilities. Bankruptcy Creditors' Service, Inc., publishes South Bay Expressway Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by South Bay Expressway LP and California Transportation Ventures Inc. (http://bankrupt.com/newsstand/or 215/945-7000). SOUTH BAY EXPRESSWAY: Has OK to Keep Customer Programs ------------------------------------------------------ Maintaining the loyalty and goodwill of customers is fundamental to South Bay Expressway, L.P., and California Transportation Ventures, Inc.'s reorganization efforts, relates R. Alexander Pilmer, Esq., at Kirkland & Ellis LLP, in Los Angeles, California. He notes that the crux of the Debtors' revenue -- electronically paid tolls -- relies on customer confidence that traveling on the South Bay Expressway, also known as State Road 125, in Southern California, will provide time and cost savings. To maintain the loyalty and goodwill of their customers, the Debtors in the ordinary course of business maintain customer- related programs to encourage electronic toll payment, enhance customer convenience and satisfaction, and ensure that drivers continue to utilize the Expressway. Accordingly, the Debtors seek the Court's authority, but not direction, to honor outstanding obligations and, where applicable, make payments to customers, in connection with the Customer Programs, including obligations related to the prepaid tolls, interoperability agreements, Chula Vista toll credit program, fee waivers, and miscellaneous toll credits. The Debtors also ask the Court for an order that all applicable financial institutions be authorized to receive, process, honor and pay all checks presented for payment and to honor all electronic payment requests made by the Debtors related to their prepetition obligations, whether the checks were presented or electronic requests were submitted prior to or after the Petition Date. The Customer Programs are an important aspect of the Debtors' business, Mr. Pilmer avers. Hence, he asserts, maintaining and honoring the Customer Programs will be even more important as the Debtors embark on their Chapter 11 restructuring initiatives. Indeed, the Debtors believe that the ability to honor their Customer Program Obligations is necessary to retain their recipient customer base and ensure a smooth transition into Chapter 11. The Debtors' Customer Programs can generally, but not exclusively, be categorized as: (a) prepaid tolls; (b) interoperability agreements; (c) toll credit programs; (d) fee waivers; (e) miscellaneous toll credits; and (f) special pricing arrangements. The Customer Programs generally do not involve cash payments, but rather consist mostly of credits against prepaid accounts and account credits. Other than remitting amounts on account of the Interoperability Agreements, the Debtors generally make little to no cash payments on account of the Customer Programs. Almost all of the Customer Programs are comprised of items that do not typically represent cash payments: * customers' prepaid toll balances, which are applied to customers' subsequent toll usage in the ordinary course of business; * customers' toll credits under the Toll Credit Program, which are paid out of the Toll Credit Funds, held in trust by the Debtors as trustee for the Chula Vista Toll Credit Program; * fee waivers, which reduce amounts owed on customers' accounts; * miscellaneous toll credits, which are applied to customers' accounts and credited against subsequent toll charges; and * special pricing arrangements, which are offered from time to time, that offer customers opportunities to purchase prepaid tolls at reduced rates. If the Debtors do not honor their Customer Programs, Mr. Pilmer argues, the Debtors would alienate customers, who pay their tolls electronically, which account for approximately 75% of the Debtors' toll transactions. He asserts that the Debtors would risk isolating customers, who rely on the Customer Programs for discounted toll rates, possibly encouraging them to forego using the Expressway in favor of free highways. The Debtors believe that they do not need to request authority to maintain the Chula Vista Toll Credits Program, as the Toll Credit Funds are held in trust pursuant to the Toll Credits Trust Agreement, and thus, are not property of the bankruptcy estate under Section 541(b) of the Bankruptcy Code. Mr. Pilmer assures the Court that the Debtors have sufficient funds to pay the amounts relating to the Customer Programs in the ordinary course of business by virtue of expected cash flows from ongoing business operations and anticipated access to cash collateral. About South Bay Expressway South Bay Expressway, L.P., dba San Diego Expressway, L.P., filed for Chapter 11 on March 22, 2010 (Bankr. S.D. Calif. Case No. 10- 04516). Its affiliate, California Transportation Ventures Inc., also filed for bankruptcy. The Debtors developed and operate a four lane, nine mile express toll road in Southern California commonly referred to as the South Bay Expressway or State Road 125. Both estimated assets and debts of $500 million to $1 billion in their bankruptcy petitions. Robert Pilmer, Esq., at Kirkland & Ellis LLP, represents the Debtors in their restructuring effort. PricewaterhouseCoopers LLP is auditor and tax advisor. Imperial Capital LLC is financial advisor. Epiq Bankruptcy Solutions LLC serves as claims and notice agent. The Debtors say that as of the bankruptcy filing, they have roughly $640 million in book value of total assets and roughly $570 million in book value of total liabilities. Bankruptcy Creditors' Service, Inc., publishes South Bay Expressway Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by South Bay Expressway LP and California Transportation Ventures Inc. (http://bankrupt.com/newsstand/or 215/945-7000). SPANSION INC: Says It's Nearing Plan Confirmation ------------------------------------------------- Spansion Inc. disclosed that the U.S. Bankruptcy Court for the District of Delaware has issued a decision regarding Spansion's plan of reorganization that overrules a number of objections and provides guidance as to the few remaining issues with the plan. The court's opinion also denied a motion by an ad hoc committee of holders of Spansion's exchangeable debentures seeking to vacate the court's prior order approving Spansion's disclosure statement and appoint an examiner or Chapter 11 trustee. "We are pleased to have taken a major step forward towards the confirmation of our plan," said John Kispert, CEO of Spansion. "We appreciate the court's detailed and thoughtful opinion and we look forward to addressing the court's remaining concerns." Spansion will address the court's remaining issues in order to obtain confirmation of the plan and a successful emergence from Chapter 11 as quickly as possible. 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) SPEEDUS CORP: Amper Plitziner Raises Going Concern Doubt -------------------------------------------------------- On March 31, 2010, Speedus Corp. filed its annual report on Form 10-K for the year ended December 31, 2009. Amper, Politziner, & Mattia, LLP, in New York, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has incurred significant recurring losses and net cash outflows from operations since inception. The Company reported a net loss of $3.4 million on $461,177 of revenue for 2009, compared with a net loss of $9.2 million on $155,870 of revenue for 2008. The Company's balance sheet as of December 31, 2009, showed $2.1 million in assets, $1.9 million of debts, and $192,051 of stockholders' equity. A full-text copy of the annual report is available for free at: http://researcharchives.com/t/s?5e2e Freehold, N.J.-based Speedus Corp. (Nasdaq: SPDE) -- http://www.speedus.com/-- operates primarily through its two majority-owned subsidiaries Zargis Medical Corp. and Density Dynamics Corp. Zargis is a medical device company focused on improving health outcomes and cost effectiveness through the development of computer-aided medical devices and telemedicine based delivery systems. DDC is a newly formed company that was created to acquire the technology, assets and some of the operations of a developer and marketer of ultra-high speed storage systems for server networks and other applications. DDC is continuing development of its line of environmentally friendly DRAM based solid-state storage and I/O acceleration technology. SPRINT NEXTEL: Mulls Stock Option Exchange Program for Employees ---------------------------------------------------------------- Sprint Nextel Corporation said that at its annual shareholders' meeting on May 11, 2010, management will ask shareholders to approve an amendment to one of the Company's existing equity incentive plans to allow for a one-time, value-for-value stock option exchange program for employees other than Sprint's named executive officers and directors. Sandy Price, Sprint's Senior Vice President for Human Resources, has sent e-mail messages to (i) potentially eligible employees regarding the proposed Option Exchange Program; and (ii) to Sprint people managers, human resources managers, the investor relations team and the corporate communications team regarding the Option Exchange Program. The Option Exchange Program has not yet commenced. At the meeting, the shareholders will also be asked to consider and take action on these: -- Election of 10 directors for a one-year term ending 2011; and -- Ratification of the appointment of KPMG LLP as independent registered public accounting firm for 2010. A full-text copy of the Company's proxy statement is available at no charge at http://ResearchArchives.com/t/s?5d7c A full-text copy of the communication to employees is available at no charge at http://ResearchArchives.com/t/s?5d7d http://ResearchArchives.com/t/s?5d7e http://ResearchArchives.com/t/s?5d7f About Sprint Nextel Overland Park, Kansas-based Sprint Nextel Corporation -- http://www.sprint.com/-- offers a comprehensive range of wireless and wireline communications services bringing the freedom of mobility to consumers, businesses and government users. Sprint Nextel is widely recognized for developing, engineering and deploying innovative technologies, including two wireless networks serving more than 48 million customers at the end of the third quarter of 2009 and the first and only 4G service from a national carrier in the United States; industry-leading mobile data services; instant national and international push-to-talk capabilities; and a global Tier 1 Internet backbone. As of December 31, 2009, the Company had $55.424 billion in total assets against $37.329 billion in total liabilities. The December 31 balance sheet showed strained liquidity: as of December 31, 2009, the Company had $8.593 billion in total current assets against $6.785 billion in total current liabilities. Sprint has posted a net loss for three consecutive years -- reporting a net loss of $2.436 billion in 2009 from a net loss of $29.444 billion in 2007 and $2.796 billion in 2008. * * * Sprint Nextel carries Moody's Investors Service's Ba1 corporate family rating and Standard & Poor's Ratings Services' BB issuer credit rating. SQUIRES MOTEL: Foreclosure Sale Mooted Order Dismissing Case ------------------------------------------------------------ WestLaw reports that an appeal from an unstayed order of the bankruptcy court dismissing a debtor's Chapter 11 case as having been filed in bad faith was rendered moot when, after dismissal, the debtor's sole assets were sold at a foreclosure sale to a third party purchaser that was not alleged to have acted in bad faith. A New York statute allowing the court that reverses or modifies a final judgment or order to order restitution of any property rights lost by the judgment or order [McKinney's CPLR 5523] did not affect the mootness of the appeal. The debtor's property rights were affected, not by the bankruptcy court order dismissing the case, but by the state court foreclosure judgment, from which no relief had been sought in state court. Squires Motel, LLC v. Gance, --- B.R. ----, 2010 WL 1006646 (N.D.N.Y.). Coverage of the Bankruptcy Court's order dismissing the Debtor's Chapter 11 case appeared in the Troubled Company Reporter on Oct. 23, 2009. Southside Storage, LLC, a non-debtor entity related to Squires Motel, LLC, owns approximately 30 properties in the Broome County area, six of which were transferred to Squires Motel, LLC, on the eve of its bankruptcy filing (Bankr. N.D.N.Y. Case No. 09-61416) on May 20, 2009. According to the Debtor's lawyers, Southside transferred the properties to the Debtor to enable "those particular distressed properties to reorganize efficiently and without disturbing the operations of the remaining properties and dragging unrelated creditors needlessly into a bankruptcy proceeding." Bankruptcy Judge Davis said this is an example of what's been referred to by other courts as the "new debtor syndrome" and was a prima facie showing that Squires' petition was filed in bad faith. STANFORD INT'L: Owner's Knighthood Officially Revoked ----------------------------------------------------- Antigua and Barbuda has officially revoked Robert Allen Stanford's knighthood in the country, CaribWorldNews. The report relates that the island's Governor General, Dame Louise Lake-Tack, officially signed the order revoking the knighthood. The notice of the revocation would be forwarded to Mr. Stanford. According to the report, Mr. Stanford was knighted on the recommendation of the main opposition Antigua Labor Party in 2006. The report notes that moves to strip Mr. Stanford of the knighthood began last year, months after he was charged with perpetrating a massive Ponzi scheme. The report notes that the knighthood revocation order comes as Antigua and Barbuda's Baldwin Spencer government faces a civil lawsuit from Stanford investors and just days after judge ruled that Mr. Spencer and two other lawmakers were improperly elected last year. About Stanford International Bank Domiciled in Antigua, Stanford International Bank Limited -- http://www.stanfordinternationalbank.com/-- is a member of Stanford Private Wealth Management, a global financial services network with US$51 billion in deposits and assets under management or advisement. Stanford Private Wealth Management serves more than 70,000 clients in 140 countries. On February 16, 2009, the United States District Court for the Northern District of Texas, Dallas Division, signed an order appointing Ralph Janvey as receiver for all the assets and records of Stanford International Bank, Ltd., Stanford Group Company, Stanford Capital Management, LLC, Robert Allen Stanford, James M. Davis and Laura Pendergest-Holt and of all entities they own or control. The February 16 order, as amended March 12, 2009, directs the Receiver to, among other things, take control and possession of and to operate the Receivership Estate, and to perform all acts necessary to conserve, hold, manage and preserve the value of the Receivership Estate. The U.S. Securities and Exchange Commission, on Feb. 17, 2009, charged before the U.S. District Court in Dallas, Texas, Mr. Stanford and three of his companies for orchestrating a fraudulent, multi-billion dollar investment scheme centering on an US$8 billion Certificate of Deposit program. A criminal case was pursued against him in June 2009 before the U.S. District Court in Houston, Texas. Mr. Stanford pleaded not guilty to 21 charges of multi-billion dollar fraud, money- laundering and obstruction of justice. Assistant Attorney General Lanny Breuer, as cited by Agence France-Presse News, said in a 57-page indictment that Mr. Stanford could face up to 250 years in prison if convicted on all charges. Mr. Stanford surrendered to U.S. authorities after a warrant was issued for his arrest on the criminal charges. The criminal case is U.S. v. Stanford, H-09-342, U.S. District Court, Southern District of Texas (Houston). The civil case is SEC v. Stanford International Bank, 3:09-cv-00298-N, U.S. District Court, Northern District of Texas (Dallas). SRKO FAMILY: Files Schedules of Assets and Liabilities ------------------------------------------------------ The SRKO Family Limited Partnership filed with the U.S. Bankruptcy Court for the District of Colorado its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $34,259,000 B. Personal Property $162,448 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $80,066,461 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $553,393 ----------- ----------- TOTAL $34,421,448 $80,619,854 The SRKO Family Limited Partnership, dba Colorado Crossing, is based in Colorado Springs, Colorado. The Company filed for Chapter 11 bankruptcy protection on February 19, 2010 (Bankr. D. Colo. Case No. 10-13186). The Company listed $10,000,001 to $50,000,000 in assets and $50,000,001 to $100,000,000 in liabilities. STAAR SURGICAL: Parallax Settlement May Lift Going Concern Doubt ---------------------------------------------------------------- STAAR Surgical Company last week said the Company and all other parties to the matters Parallax Medical Systems v. STAAR Surgical Company and Scott C. Moody, Inc. v. STAAR Surgical Company entered into a Stipulation for Settlement that globally resolves all pending disputes among them. The settlement satisfies in full the $4.9 million judgment against STAAR in the Parallax matter and the $6.5 million judgment against STAAR in the Moody matter. In exchange for complete mutual releases, the Stipulation provides for payment by STAAR of $4 million as its contribution to the global settlement. The funds will be paid from the deposit made by STAAR with the court in June 2009. The balance of those funds, approximately $3.4 million, will be returned to STAAR. STAAR expects the settlement to result in positive adjustments to preliminary financial information previously provided for the fiscal year ended January 1, 2010. In particular, STAAR's Form 12b-25 filed on March 18, 2010 reported that it believed that the report of its independent registered public accounting firm included in its audited financial statements would again include an explanatory paragraph indicating that substantial doubt exists regarding the STAAR's ability to continue as a going concern. STAAR believes that the settlement will resolve this doubt and that it will receive an unqualified opinion on its audited financial statements. STAAR also expects that its audited consolidated statements of operations and balance sheet will reflect positive adjustments from the preliminary financial information it released. About STAAR Surgical Based in Monrovia, California, STAAR Surgical Company (Nasdaq: STAA) -- http://www.staar.com/-- is a developer, manufacturer and marketer of minimally invasive ophthalmic products. STAAR's products are used by ophthalmic surgeons and include the Visian ICL, a tiny, flexible lens implanted to correct refractive errors, as well as innovative products designed to improve patient outcomes for cataracts and glaucoma. Manufactured in Switzerland by STAAR, the ICL is approved by the FDA for use in treating myopia, has received CE Marking and is sold in more than 50 countries. STANFORD INT'L: Panamanian Asset Sale Yields US$14.2 Million ------------------------------------------------------------ Andrew M. Harris at Bloomberg News reports that the U.S. Securities and Exchange Commission obtained more than US$14.2 million for Stanford Financial Group investors in a Panamanian asset sale. The report relates the commission said that the money "has been secured for the benefit of the worldwide victims of Robert Allen Stanford's alleged multibillion dollar fraud scheme." According to the report, the U.S. SEC said that Mr. Stanford was the sole owner of an entity that owned Stanford Bank (Panama) SA, a Panama City-based bank and brokerage business, and another firm called Stanford Casa de Valores SA. The report relates that after U.S. authorities obtained the asset-freeze order, Panamanian banking and securities regulators assumed control of Stanford assets in that country. Bloomberg News, citing court paper, notes that Mr. Stanford opposed the sale of his Panamanian assets, arguing they were being sold for less than they were worth. U.S. District Judge David Godbey in Dallas approved the transaction in a Feb. 10 order. About Stanford International Bank Domiciled in Antigua, Stanford International Bank Limited -- http://www.stanfordinternationalbank.com/-- is a member of Stanford Private Wealth Management, a global financial services network with US$51 billion in deposits and assets under management or advisement. Stanford Private Wealth Management serves more than 70,000 clients in 140 countries. On February 16, 2009, the United States District Court for the Northern District of Texas, Dallas Division, signed an order appointing Ralph Janvey as receiver for all the assets and records of Stanford International Bank, Ltd., Stanford Group Company, Stanford Capital Management, LLC, Robert Allen Stanford, James M. Davis and Laura Pendergest-Holt and of all entities they own or control. The February 16 order, as amended March 12, 2009, directs the Receiver to, among other things, take control and possession of and to operate the Receivership Estate, and to perform all acts necessary to conserve, hold, manage and preserve the value of the Receivership Estate. The U.S. Securities and Exchange Commission, on Feb. 17, 2009, charged before the U.S. District Court in Dallas, Texas, Mr. Stanford and three of his companies for orchestrating a fraudulent, multi-billion dollar investment scheme centering on an US$8 billion Certificate of Deposit program. A criminal case was pursued against him in June 2009 before the U.S. District Court in Houston, Texas. Mr. Stanford pleaded not guilty to 21 charges of multi-billion dollar fraud, money- laundering and obstruction of justice. Assistant Attorney General Lanny Breuer, as cited by Agence France-Presse News, said in a 57- page indictment that Mr. Stanford could face up to 250 years in prison if convicted on all charges. Mr. Stanford surrendered to U.S. authorities after a warrant was issued for his arrest on the criminal charges. The criminal case is U.S. v. Stanford, H-09-342, U.S. District Court, Southern District of Texas (Houston). The civil case is SEC v. Stanford International Bank, 3:09-cv-00298-N, U.S. District Court, Northern District of Texas (Dallas). STANFORD INT'L: Owner Sued by American Express Over Card Debt ------------------------------------------------------------- Laurel Brubaker Calkins at Bloomberg News reports that Robert Allen Stanford was sued by a unit of American Express Co. for US$115,712.79 in back credit card debt. The report relates American Express Centurion Bank said its lawsuit could be served on Stanford at the federal detention center in downtown Houston. "Defendant benefited from all of the charges made to the Centurion Card account, has acknowledged receipt of those benefits, and has failed to pay for same," the report quoted Donald D. DeGrasse, American Express's lawyer, as saying. Mr. DeGrasse told the news agency in a telephone interview that he also plans to file American Express's claim with the receivership, which is marshalling Stanford's assets to repay investors and creditors. The report notes that American Express's suit also asks that Mr. Stanford pay US$34,000 to cover the bank's anticipated legal fees in the bad debt matter. The case is American Express Centurion Bank v. Stanford, 2010- 20554, 234 Judicial District, District Court of Harris County, Texas (Houston). About Stanford International Bank Domiciled in Antigua, Stanford International Bank Limited -- http://www.stanfordinternationalbank.com/-- is a member of Stanford Private Wealth Management, a global financial services network with US$51 billion in deposits and assets under management or advisement. Stanford Private Wealth Management serves more than 70,000 clients in 140 countries. On February 16, 2009, the United States District Court for the Northern District of Texas, Dallas Division, signed an order appointing Ralph Janvey as receiver for all the assets and records of Stanford International Bank, Ltd., Stanford Group Company, Stanford Capital Management, LLC, Robert Allen Stanford, James M. Davis and Laura Pendergest-Holt and of all entities they own or control. The February 16 order, as amended March 12, 2009, directs the Receiver to, among other things, take control and possession of and to operate the Receivership Estate, and to perform all acts necessary to conserve, hold, manage and preserve the value of the Receivership Estate. The U.S. Securities and Exchange Commission, on Feb. 17, 2009, charged before the U.S. District Court in Dallas, Texas, Mr. Stanford and three of his companies for orchestrating a fraudulent, multi-billion dollar investment scheme centering on an US$8 billion Certificate of Deposit program. A criminal case was pursued against him in June 2009 before the U.S. District Court in Houston, Texas. Mr. Stanford pleaded not guilty to 21 charges of multi-billion dollar fraud, money- laundering and obstruction of justice. Assistant Attorney General Lanny Breuer, as cited by Agence France-Presse News, said in a 57- page indictment that Mr. Stanford could face up to 250 years in prison if convicted on all charges. Mr. Stanford surrendered to U.S. authorities after a warrant was issued for his arrest on the criminal charges. The criminal case is U.S. v. Stanford, H-09-342, U.S. District Court, Southern District of Texas (Houston). The civil case is SEC v. Stanford International Bank, 3:09-cv-00298-N, U.S. District Court, Northern District of Texas (Dallas). STARCO VENTURES: Court Dismisses Chapter 11 Reorganization Case --------------------------------------------------------------- The Hon. K. Rodney May of the U.S. Bankruptcy Court for the Middle District of Florida dismissed that Chapter 11 case of Starco Ventures, Inc. Seminole, Florida-based Starco Ventures, Inc., filed for Chapter 11 bankruptcy protection on November 25, 2009 (Bankr. M.D. Fla. Case No. 09-27105). Marshall G. Reissman, Esq., at Law Offices of Marshall G. Reissman assists the Company in its restructuring effort. The Company has $66,090,000 in assets and $66,412,860 in debts. STORAGE STATION: Voluntary Chapter 11 Case Summary -------------------------------------------------- Debtor: Storage Station, LLC 3675 College Road Southaven, MS 38672 Bankruptcy Case No.: 10-11603 Chapter 11 Petition Date: March 31, 2010 Court: United States Bankruptcy Court Northern District of Mississippi (Aberdeen) Judge: David W. Houston III Debtor's Counsel: Craig M. Geno, Esq. Harris Jernigan & Geno, PLLC 587 Highland Colony Parkway (39157) P.O. Box 3380 Ridgeland, MS 39158-3380 Tel: (601) 427-0048 Fax: (601) 427-0050 Estimated Assets: $500,001 to $1,000,000 Estimated Debts: $500,001 to $1,000,000 The Debtor did not file its list of largest unsecured creditors when it filed its petition. The petition was signed by Kim H. Kreunen, chief manager. Debtor-affiliate that filed separate Chapter 11 petitions: Petition Debtor Case No. Date ------ -------- ---- Kim Kreunen 10-11108 3/05/10 Assets: $10-mil. to $50-mil. Debts: $10-mil. to $50-mil. Kreunen Construction Inc. 10-11599 3/31/10 Kreunen Development Company, Inc. 10-11600 3/31/10 Kreunen Inc. 10-11601 3/31/10 SUCCESSOR BORROWER: Debtor's Counsel Must Waive Security Interest ----------------------------------------------------------------- WestLaw reports that the prepetition security interest granted by a Chapter 11 debtor to a law firm to secure the payment of prospective legal fees created a potential conflict of interest that was not justified by the need for a reasonable retainer to ensure the firm's independent judgment. Therefore, the denial of the firm's appointment as the debtor's counsel was warranted absent its waiver of the security interest, despite the firm's agreement to consent to any collateral sale and to any superior lien needed for debtor-in-possession financing. Any enforcement of the firm's lien, which impaired all of the debtor's core assets, would implicate directly the assets of the bankruptcy estate, and the lien could affect every aspect of the debtor's operations. Moreover, the debtor's assets were sufficient to satisfy the firm's claim, and the debtor's principal owner had further guaranteed the firm's fees and given the firm a security interest in other assets. In re Successor Borrower Services, LLC, --- B.R. ----, 2010 WL 1009741 (Bankr. W.D.N.Y.). Successor Borrower Services, LLC, based in Buffalo, N.Y., sought Chapter 11 protection (Bankr. W.D.N.Y. Case No. 09-13505) on July 29, 2009. The Debtor is represented by Daniel F. Brown, Esq., at Damon Morey LLP. At the time of the filing, the Debtor disclosed $3,509,526 in assets and $13,430,312 in liabilities. SUNESIS PHARMACEUTICALS: Receives Nasdaq Deficiency Letter ---------------------------------------------------------- Sunesis Pharmaceuticals, Inc. disclosed Thursday that it received a deficiency letter from The NASDAQ Stock Market notifying the Company that, for the last 30 consecutive business days, the bid price for its common stock had closed below the minimum $1.00 per share requirement for continued inclusion on the exchange. The Company has been given until September 27, 2010, to regain compliance. The NASDAQ notice does not impact Sunesis' listing on The NASDAQ Capital Market at this time and Sunesis will continue to trade under the symbol "SNSS." If the Company does not regain compliance with the Rule by September 27, 2010, but meets The NASDAQ Capital Market initial listing criteria set forth in Listing Rule 5505, except for the $1.00 per share bid price requirement, the Company will be granted an additional 180 calendar day compliance period. If the Company does not regain compliance with the Rule by September 27, 2010, and is not eligible for an additional compliance period at that time, the Listing Qualifications Department will provide written notification to the Company that its common stock may be delisted. About Sunesis Pharmaceuticals South San Francisco, Calif.-based Sunesis Pharmaceuticas, Inc. (NASDAQ: SNSS) -- http://www.sunesis.com/-- is a biopharmaceutical company focused on the development and commercialization of new oncology therapeutics for the treatment of hematologic and solid tumor cancers. The Company's balance sheet as of December 31, 2009, showed $5.2 million in assets, $3.1 million of debts, and $2.1 million of stockholders' equity. * * * Ernst & Young, LLP, in Palo Alto, Calif., expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that of the Company's recurring losses from operations. SUNESIS PHARMACEUTICALS: Recurring Losses Cue Going Concern Doubt ----------------------------------------------------------------- Sunesis Pharmaceuticals, Inc., filed on March 31, 2010, its annual report on Form 10-K for the year ended December 31, 2009. Ernst & Young, LLP, in Palo Alto, Calif., expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that of the Company's recurring losses from operations. The Company reported a net loss of $40.2 million on $3.8 million of revenue for 2009, compared with a net loss of $37.2 million on $5.4 million of revenue for 2008. Net loss for 2009 included non-cash charges of $21.0 million related to the accounting for a tranched private placement, which consisted of $7.5 million recorded upon the initial closing in April 2009 and $13.5 million upon the revaluation in June 2009 of the options to participate in the second closing and common equity closing. Loss from operations for 2009, which does not include these charges, was $19.1 million, compared to loss from operations of $38.2 million for 2008. As of December 31, 2009, cash, cash equivalents and marketable securities totaled $4.3 million, with no debt outstanding. "The Sunesis team realized a number of important goals for our lead development program in 2009, culminating in voreloxin's advancement to Phase 3. This first-in-class anticancer compound is among the most promising product candidates for acute myeloid leukemia," said Daniel Swisher, Chief Executive Officer of Sunesis. "Voreloxin has a clear path to registration in AML. This randomized, placebo-controlled Phase 3 trial of voreloxin in combination with cytarabine, anticipating launch in the second half of 2010, is designed to demonstrate a meaningful improvement in overall survival in patients with relapsed or refractory AML. These patients represent a significant segment of the AML population with no appreciable advance in therapy in over thirty years." The Company's balance sheet as of December 31, 2009, showed $5.2 million in assets, $3.1 million of debts, and $2.1 million of stockholders' equity. A full-text copy of the annual report is available for free at: http://researcharchives.com/t/s?5e46 A full-text copy of the press release disclosing the Company's financial results for 2009 is available for free at: http://researcharchives.com/t/s?5e47 South San Francisco, Calif.-based Sunesis Pharmaceuticas, Inc. (NASDAQ: SNSS) -- http://www.sunesis.com/-- is a biopharmaceutical company focused on the development and commercialization of new oncology therapeutics for the treatment of hematologic and solid tumor cancers. SUNRISE SENIOR: Annual Stockholders' Meeting on May 4 ----------------------------------------------------- The 2010 annual meeting of stockholders of Sunrise Senior Living, Inc., will be held at the Hilton McLean, 7920 Jones Branch Drive, McLean, Virginia on May 4, 2010, at 9:00 a.m., local time, for these purposes: (1) to elect the eight directors named in the proxy statement; (2) to approve amendments to the Company's 2008 Omnibus Incentive Plan, including a 2,500,000 share increase in the number of shares of the Company's common stock available for issuance under the plan; (3) to ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2010; and (4) to transact other business as may properly come before the meeting or any adjournments or postponements of the meeting. The Board of Directors has fixed the close of business March 12, 2010, as the record date for the determination of stockholders entitled to notice of and to vote at the annual meeting and any adjournments or postponements of the annual meeting. A full-text copy of the Company's proxy statement is available at no charge at http://ResearchArchives.com/t/s?5e3b Going Concern Doubt According to the Troubled Company Reporter on March 3, 2010, Ernst & Young LLP of McLean, Virginia, express substantial doubt about Sunrise Senior Living Inc.'s ability as a going concern after auditing the company's financial statement for the year ended Dec. 31, 2009. The auditor said the Company cannot borrow under the bank credit facility and the Company has significant debt maturing in 2010 which it does not have the ability to repay. Cash and Liquidity Update Sunrise had $39.3 million of unrestricted cash at Dec. 31, 2009. Sunrise has no borrowing availability under its bank credit facility, and has significant scheduled debt maturities in 2010 and significant debt that is in default. As of December 31, 2009, Sunrise had debt of $440.2 million, of which $227.2 million of debt is scheduled to mature in 2010, including $33.7 million under its bank credit facility, which is due in December 2010. Debt that is in default totals $317.2 million, including $198.7 million of debt that is in default as a result of the failure to pay principal and interest to the lenders of Sunrise's German communities. Sunrise is seeking waivers with respect to existing defaults to avoid acceleration of these obligations. On Feb. 12, 2010, Sunrise extended $56.9 million of debt that was either past due or in default at December 31, 2009. The debt is associated with an operating community and two land parcels. In connection with the extension, Sunrise (i) made a $5.0 million principal payment at closing, (ii) extended the terms of the debt to no earlier than December 2, 2010, (iii) provided for an additional $5.0 principal payment on or before July 31, 2010, and, among other items, (iv) defaults under the loan agreements were waived by the lenders. About Sunrise Senior McLean, Virginia-based Sunrise Senior Living -- http://www.sunriseseniorliving.com/-- employs 40,000 people. As of November 9, 2009, Sunrise operated 403 communities in the United States, Canada, Germany and the United Kingdom, with a combined unit capacity of approximately 41,500 units. Sunrise offers a full range of personalized senior living services, including independent living, assisted living, care for individuals with Alzheimer's and other forms of memory loss, as well as nursing and rehabilitative services. Sunrise's senior living services are delivered by staff trained to encourage the independence, preserve the dignity, enable freedom of choice and protect the privacy of residents. The Company reported $910.58 million in total assets and $884.35 million in total liabilities, resulting to a $26.23 million stockholders' deficit as of Dec. 31, 2009. SUNRISE SENIOR: Fidelity, FMR Holds 14.830% of Common Stock ----------------------------------------------------------- FMR LLC and Edward C. Johnson 3d disclosed that they may be deemed to beneficially own 7,647,096 shares or roughly 14.830% of the common stock of Sunrise Senior Living Inc. Fidelity Management & Research Company, a wholly owned subsidiary of FMR LLC and an investment adviser, is the beneficial owner of 6,790,204 shares or 13.168% of the Common Stock outstanding of Sunrise Senior Living as a result of acting as investment adviser to various investment companies registered under Section 8 of the Investment Company Act of 1940. The ownership of one investment company, Fidelity Mid-Cap Stock Fund, amounted to 3,000,000 shares or 5.818% of the Common Stock outstanding. Going Concern Doubt According to the Troubled Company Reporter on March 3, 2010, Ernst & Young LLP of McLean, Virginia, express substantial doubt about Sunrise Senior Living Inc.'s ability as a going concern after auditing the company's financial statement for the year ended Dec. 31, 2009. The auditor said the Company cannot borrow under the bank credit facility and the Company has significant debt maturing in 2010 which it does not have the ability to repay. Cash and Liquidity Update Sunrise had $39.3 million of unrestricted cash at Dec. 31, 2009. Sunrise has no borrowing availability under its bank credit facility, and has significant scheduled debt maturities in 2010 and significant debt that is in default. As of December 31, 2009, Sunrise had debt of $440.2 million, of which $227.2 million of debt is scheduled to mature in 2010, including $33.7 million under its bank credit facility, which is due in December 2010. Debt that is in default totals $317.2 million, including $198.7 million of debt that is in default as a result of the failure to pay principal and interest to the lenders of Sunrise's German communities. Sunrise is seeking waivers with respect to existing defaults to avoid acceleration of these obligations. On Feb. 12, 2010, Sunrise extended $56.9 million of debt that was either past due or in default at December 31, 2009. The debt is associated with an operating community and two land parcels. In connection with the extension, Sunrise (i) made a $5.0 million principal payment at closing, (ii) extended the terms of the debt to no earlier than December 2, 2010, (iii) provided for an additional $5.0 principal payment on or before July 31, 2010, and, among other items, (iv) defaults under the loan agreements were waived by the lenders. About Sunrise Senior McLean, Virginia-based Sunrise Senior Living -- http://www.sunriseseniorliving.com/-- employs 40,000 people. As of November 9, 2009, Sunrise operated 403 communities in the United States, Canada, Germany and the United Kingdom, with a combined unit capacity of approximately 41,500 units. Sunrise offers a full range of personalized senior living services, including independent living, assisted living, care for individuals with Alzheimer's and other forms of memory loss, as well as nursing and rehabilitative services. Sunrise's senior living services are delivered by staff trained to encourage the independence, preserve the dignity, enable freedom of choice and protect the privacy of residents. The Company reported $910.58 million in total assets and $884.35 million in total liabilities, resulting to a $26.23 million stockholders' deficit as of Dec. 31, 2009. SUNRISE SENIOR: Files Financial Results for 4 Ventures ------------------------------------------------------ Sunrise Senior Living has filed with the Securities and Exchange Commission an amendment to its annual report on Form 10-K for the fiscal year ended December 31, 2009, to provide the separate Rule 3-09 financial statements for certain ventures. On February 25, 2010, the Company filed its Annual Report, indicating that (a) it was not then in a position to include in the Original Form 10-K the separate financial statements of the ventures and (b) it intended to file the financial statements as soon as they became available: -- PS UK Investment (Jersey) LP -- PS Germany Investment (Jersey) LP -- AL US Development Venture, LLC -- Sunrise Aston Gardens Venture, LLC A full-text copy of the Amended 10-K is available at no charge at http://ResearchArchives.com/t/s?5e3c Going Concern Doubt According to the Troubled Company Reporter on March 3, 2010, Ernst & Young LLP of McLean, Virginia, express substantial doubt about Sunrise Senior Living Inc.'s ability as a going concern after auditing the company's financial statement for the year ended Dec. 31, 2009. The auditor said the Company cannot borrow under the bank credit facility and the Company has significant debt maturing in 2010 which it does not have the ability to repay. Cash and Liquidity Update Sunrise had $39.3 million of unrestricted cash at Dec. 31, 2009. Sunrise has no borrowing availability under its bank credit facility, and has significant scheduled debt maturities in 2010 and significant debt that is in default. As of December 31, 2009, Sunrise had debt of $440.2 million, of which $227.2 million of debt is scheduled to mature in 2010, including $33.7 million under its bank credit facility, which is due in December 2010. Debt that is in default totals $317.2 million, including $198.7 million of debt that is in default as a result of the failure to pay principal and interest to the lenders of Sunrise's German communities. Sunrise is seeking waivers with respect to existing defaults to avoid acceleration of these obligations. On Feb. 12, 2010, Sunrise extended $56.9 million of debt that was either past due or in default at December 31, 2009. The debt is associated with an operating community and two land parcels. In connection with the extension, Sunrise (i) made a $5.0 million principal payment at closing, (ii) extended the terms of the debt to no earlier than December 2, 2010, (iii) provided for an additional $5.0 principal payment on or before July 31, 2010, and, among other items, (iv) defaults under the loan agreements were waived by the lenders. About Sunrise Senior McLean, Virginia-based Sunrise Senior Living -- http://www.sunriseseniorliving.com/-- employs 40,000 people. As of November 9, 2009, Sunrise operated 403 communities in the United States, Canada, Germany and the United Kingdom, with a combined unit capacity of approximately 41,500 units. Sunrise offers a full range of personalized senior living services, including independent living, assisted living, care for individuals with Alzheimer's and other forms of memory loss, as well as nursing and rehabilitative services. Sunrise's senior living services are delivered by staff trained to encourage the independence, preserve the dignity, enable freedom of choice and protect the privacy of residents. The Company reported $910.58 million in total assets and $884.35 million in total liabilities, resulting to a $26.23 million stockholders' deficit as of Dec. 31, 2009. SYMONS FROZEN: Extended Payment Terms Nixed PACA Trust Claim ------------------------------------------------------------ WestLaw reports that a seller of perishable agricultural commodities whose contracts with the buyer expressly provided that payment was to be made in three installments extending over a four-and-one-half month period improperly extended the time for payment beyond 30 days of the buyer's receipt and acceptance of commodities, so as to be barred from successfully asserting a Perishable Agricultural Commodities Act trust claim when the buyer later filed for bankruptcy relief. However, a mere course of dealing between a second seller and the debtor-buyer of routinely accepting payment more than 30 days after the debtor-buyer's receipt and acceptance of commodities, absent any agreement, either written or oral, to extend the time for payment beyond 30 days, did not affect the seller's status as a seller of perishable agricultural commodities on short-term credit, which was protected by trust provisions of the PACA. In re Symons Frozen Foods Inc., --- B.R. ----, 2010 WL 816648 (Bankr. W.D. Wash.). Symons Frozen Foods, Inc., based in Centralia, Wash., sought Chapter 11 protection (Bankr. W.D. Wash. Case No. 09-43978) on June 3, 2009. The Debtor is represented by Benjamin J. Riley, Esq., at Brian L. Budsberg PLLC, in Olympia, Wash. At the time of the filing, the Debtor estimated its assets at less than $50,000 and its debts at more than $1 million. SYNERGY INT'L: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Synergy International Optronics LLC fka SIOllc; FKA Selectron International Optronics 3 W. Beech Street Islip, NY 11751 Bankruptcy Case No.: 10-72272 Chapter 11 Petition Date: March 31, 2010 Court: United States Bankruptcy Court Eastern District of New York (Central Islip) Judge: Dorothy Eisenberg Debtor's Counsel: Kenneth M. Lewis, Esq. Lewis Law PLLC 120 Bloomingdale Road Suite 100 White Plains, NY 10605 Tel: (914) 761-8400 Fax: (914) 761-6316 E-mail: klewis@lewispllc.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/nyeb10-72272.pdf The petition was signed by Richard Heathcote, company president and chief executive officer. TABLOTS INC: Further Extends Offer to Exchange Warrant for Shares ----------------------------------------------------------------- The Talbots, Inc., is extending its offer to exchange each outstanding warrant to acquire shares of common stock of BPW Acquisition Corp. for shares of Talbots common stock or warrants to acquire shares of Talbots common stock, subject to the election and proration procedures described in the prospectus/offer to exchange, filed with the Securities and Exchange Commission on March 17, 2010. The exchange offer is being extended until 6:00 p.m., New York City time, on Friday, April 2, 2010, unless further extended by Talbots. Holders of BPW warrants must tender their BPW warrants prior to the expiration date if they wish to participate in the exchange offer. The exchange offer was previously scheduled to expire at 6:00 p.m., New York City time, on April 1, 2010. Approximately 30.8 million BPW warrants, or approximately 88.0% of BPW warrants issued in its initial public offering, had been tendered as of 6:00 p.m. on April 1, 2010. The minimum condition to consummation of the exchange offer is the tender of 90% of BPW warrants issued in its initial public offering. The full terms of the exchange offer, a description of Talbots common stock and Talbots warrants, the material differences between Talbots common stock and BPW common stock, the material differences between Talbots warrants and BPW warrants, and other information relating to the exchange offer, Talbots and BPW, are set forth in the prospectus/offer to exchange filed with the Securities and Exchange Commission on March 17, 2010. Talbots urges investors and security holders to read its exchange offer materials, including the prospectus/offer to exchange, Schedule TO and related materials, because they contain important information about the exchange offer. Investors and security holders may obtain the prospectus/offer to exchange and related material through the information agent for the exchange offer, Morrow & Co., LLC, 470 West Avenue, Stamford, Connecticut 06902; telephone number: (203) 658-9400 or toll free (800) 662-5200. About Talbots Inc. Hingham, Massachusetts-based The Talbots, Inc. (NYSE:TLB) is a specialty retailer and direct marketer of women's apparel, shoes and accessories. At the end of third quarter 2009, the Company operated 589 Talbots brand stores in 46 states, the District of Columbia, and Canada. Talbots brand on-line shopping site is located at http://www.talbots.com/ As of October 31, 2009, the Company had $839,703,000 in total assets, including $479,741,000 in total current assets, against total current liabilities of $483,687,000; long-term debt less current portion of $20,000,000; related party debt less current portion of $241,494,000; deferred rent under lease commitments of $124,126,000; deferred income taxes of $28,456,000; other liabilities of $132,501,000; resulting in stockholders' deficit of $190,561,000. TBS INTERNATIONAL: Gets Waiver from Lenders until April 30 ---------------------------------------------------------- TBS International plc has secured a waiver through April 30, 2010, of certain covenants with respect to its outstanding credit facilities with its syndicate of lenders led by Bank of America, its syndicate of lenders led by The Royal Bank of Scotland and its syndicate of lenders led by DVB Group Merchant Bank, as well as its loan agreements with AIG Commercial Equipment, Commerzbank AG, Berenberg Bank and Credit Suisse. The 30-day waiver is intended to give the parties adequate time to continue negotiations of new credit facilities, or amendments to existing credit facilities, which TBS International believes will be executed prior to April 30. In December 2009, the company entered into agreements with the lenders under the Financing Facilities to waive certain financial covenants through March 31, 2010. On March 31, 2010, the Financing Facilities were further modified to provide a waiver through April 30, 2010 of the collateral coverage covenants and other financial covenants, provided that the company satisfies new covenants, including minimum end of month cash balances of not less than $25.0 million and a minimum ratio of earnings before interest, depreciation and amortization to interest expense. About TBS International Dublin 2, Ireland-based TBS International plc (NASDAQ: TBSI) -- http://www.tbsship.com/-- is a fully-integrated transportation service company that provides worldwide shipping solutions to a diverse client base of industrial shippers. * * * As reported in the Troubled Company Reporter March 22, 2010, PricewaterhouseCoopers LLP, in New York, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company believes it will not be in compliance with the financial covenants under its credit facilities during 2010, which under the agreements would make the debt callable. "This has created uncertainty regarding the Company's ability to fulfill its financial commitments as they become due." The Company reported a net loss of US$67.0 million on US$302.5 million of revenue for the year ended December 31, 2009, compared with net income of US$191.8 million on US$611.6 million of revenue for 2008. Total revenues for 2009 include voyage revenues of US$248.0 million, time charter revenues of US$51.2 million and logistics and other revenues of US$3.3 million. The Company's balance sheet as of December 31, 2009, showed US$953.6 million in assets, US$415.9 million of debts, and US$537.7 million of stockholders' equity. A full-text copy of the annual report is available for free at: http://researcharchives.com/t/s?5ab6 Dublin 2, Ireland-based TBS International plc (NASDAQ: TBSI) -- http://www.tbsship.com/-- is a fully-integrated transportation service company that provides worldwide shipping solutions to a diverse client base of industrial shippers. TC GLOBAL: Tom O'Keefe to Step Down as Chairman Effective June 30 ----------------------------------------------------------------- At the Annual Meeting of Shareholders of TC Global, Inc., formerly Tully's Coffee Corp., held on March 26, 2010, Tom T. O'Keefe announced that he would retire from his position as Chairman of the Board of Directors of the Company and will retire as a director on or about June 30, 2010. A successor will be selected over the next 90 days by the Tully's Board, based on recommendations from the nominating and governance committee. "I have the greatest respect for our employees and shareholders. While I have poured my heart and soul into Tully's for nearly two decades, I have done so with great joy and satisfaction because of all the lives we've touched," said Mr. O'Keefe. "I've made this decision to retire at this time because I am confident that our operating team, led by president & CEO Carl Pennington, is well positioned to continue to grow the business and increase shareholder value." Mr. O'Keefe started Tully's in 1992 with one store in Kent, Wash. and grew the business into a strong, specialty-coffee retailer with stores in Washington, Oregon, California, Arizona, Idaho, Montana, Colorado, Wyoming, and Utah. In 1997, Mr. O'Keefe negotiated the license agreement to establish Tully's Coffee Japan. In 2009, after a robust investment banking process, Mr. O'Keefe led the sale of the Tully's brand and wholesale business to Green Mountain Coffee Roasters, Inc. for $40.3 million. This transaction strengthened the company's balance sheet, returned capital to shareholders and set the company on the road to profitability. Additionally, Mr. O'Keefe, as managing director of Tully's Coffee International, has spearheaded Tully's strategic investment and expansion in the Asian markets. Currently, Tully's has 183 stores in the U.S. Including the Tully's Coffee International stores in Singapore and South Korea and the stores of its global alliance partner, Tully's Coffee Japan, there are more than 570 Tully's retail locations worldwide. "We are extremely grateful for the extraordinary leadership and commitment that Tom has provided to Tully's since the very beginning, first as its founder and CEO and over the past 9 years in his role as Chairman," said president and CEO Carl Pennington. "His vision and passionate commitment to Tully's performance, employees and partners have been the cornerstones of our success. We will surely miss him but know that, as the founder of his namesake company, and its largest shareholder, he will never be too far away." In addition, at the Annual Meeting, the shareholders elected each of the Company's nominees for director to serve until the next annual meeting of shareholders and until the director's successor is duly elected and qualified. Shareholders also approved the adoption of the Company's 2010 Stock Option Plan and ratified the selection of Moss Adams, LLP to serve as the Company's independent registered public accounting firm for fiscal 2010. The shareholders did not approve the shareholder proposal regarding director compensation and term limits. 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. 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. TELOGY LLC: Gets Final OK to Access BoNY's Cash Collateral ---------------------------------------------------------- The Hon. Mary F. Walrath of the U.S. Bankruptcy Court for the District of Delaware, in a final order, authorized Telogy LLC, et al., to access the cash collateral of The Bank of New York Mellon, as administrative agent for the secured lenders. As of January 21, 2010, the Debtors' outstanding obligations are: a. under the term loan agreement, including principal and interest, was $26,089,375; and b. under the revolving credit agreement, including principal and interest, was $32,800,549. The Debtors would use the money to finance their postpetition operations and obligations. The lenders consented to the Debtors' use of cash collateral. The Debtors' authority to use the cash collateral will expire on (a) June 30, 2010; or (b) in the occurrence of an event of default. As adequate protection for any diminution in value of the lenders' collateral, the Debtors will grant the lenders replacement liens on all of the Debtors' assets, subject and subordinate only to the carve out; and superpriority administrative claim status. The Debtors will also make adequate protection payments to the lenders. The Debtors are represented by: Matthew B. Lunn Donald J. Bowman, Jr. Young Conaway Stargatt & Taylor, LLP The Brandywine Building 1100 West Street, 17th Floor Wilmington, DE 19801 Tel: (302) 571-6600 John C. Longmire Shaunna D. Jones Andrew D. Sorkin Wilkie Farr & Gallagher LLP 787 Seventh Avenue New York, NY 10019 Tel: (212) 728-8000 About Telogy, LLC Union City, California-based Telogy, LLC, filed for Chapter 11 bankruptcy protection on January 24, 2010 (Bankr. D. Delaware Case No. 10-10206). Donald J. Bowman, Jr., Esq.; Matthew Barry Lunn, Esq.; and Robert F. Poppiti, Jr., Esq., at Young, Conaway, Stargatt & Taylor, LLP, assist the Company in its restructuring effort. The Company listed $10,000,001 to $50,000,000 in assets and $50,000,001 to $100,000,000 in liabilities. The Company's affiliate, e-Cycle, LLC, filed a separate Chapter 11 bankruptcy petition. TIB FINANCIAL: Crowe Horwath Raises Going Concern Doubt ------------------------------------------------------- On March 31, 2010 TIB Financial Corp. filed its annual report on Form 10-K for the year ended December 31, 2009. Crowe Horwath LLP, in Fort Lauderdale, Fla., expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company incurred net losses in 2009, 2008 and 2007, primarily from loan and investment impairments. In addition, the Company's bank subsidiary is operating under an informal agreement with bank regulatory agencies that requires, among other provisions, higher regulatory capital requirements. The Bank did not meet the higher capital requirement as of December 31, 2009, and therefore is not in compliance with the regulatory agreement. Failure to comply with the regulatory agreement may result in additional regulatory enforcement actions. The Company reported a net loss of $61.5 million on net interest income of $45.4 million for 2009, compared with a net loss of $20.9 million on $44.7 million of net interest income for 2008. The Company's balance sheet as of December 31, 2009, showed $1.705 billion in assets, $1.650 billion of debts, and $55.5 million of stockholders' equity. At December 31, 2009, the Company had net loans of $1.168 billion and total deposits of $1.369 billion. A full-text copy of the annual report is available for free at: http://researcharchives.com/t/s?5e30 Naples, Fla.-based TIB Financial Corp. is a bank holding company whose business is primarily through its wholly-owned subsidiaries, TIB Bank, established in 1974, and Naples Capital Advisors, Inc. The Company offers a wide range of commercial, retail and private banking and trust, investment management and other financial services to businesses, individuals and families. TIERRA VERDE: Wants Access to Encore Bank's Cash Collateral ----------------------------------------------------------- Tierra Verde Marina Holdings, LLC, asks the U.S. Bankruptcy Court for the Middle District of Florida for permission to use the assignment of rentals from high and dry tenants and the commercial tenants, which Encore Bank claims an interest in. The Debtor will use the money to finance the marina operations in Pinellas County, Florida. The Debtor proposes to pay Encore Bank's cash collateral with any net income rental. Saint Petersburg, Florida-based Tierra Verde Marina Holdings, LLC, filed for Chapter 11 bankruptcy protection on January 29, 2010 (Bankr. M.D. Fla. Case No. 10-01993). The Company listed $10,000,001 to $50,000,000 in assets and $10,000,001 to $50,000,000 in liabilities. TIERRA VERDE: Has Until April 19 to File Chapter 11 Plan -------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida directed Tierra Verde Marina Holdings, LLC, to file its proposed Chapter 11 Plan and Disclosure Statement by April 19, 2010. Saint Petersburg, Florida-based Tierra Verde Marina Holdings, LLC, filed for Chapter 11 bankruptcy protection on January 29, 2010 (Bankr. M.D. Fla. Case No. 10-01993). The Company listed $10,000,001 to $50,000,000 in assets and $10,000,001 to $50,000,000 in liabilities. TIMOTHY J O'BRIEN: Case Summary & 3 Largest Unsecured Creditors --------------------------------------------------------------- Joint Debtors: Timothy J O'Brien Judie O'Brien 2022 77th Avenue NE Medina, WA 98039 Bankruptcy Case No.: 10-13583 Chapter 11 Petition Date: March 31, 2010 Court: United States Bankruptcy Court Western District of Washington (Seattle) Judge: Samuel J. Steiner Debtor's Counsel: Kevin T Helenius, Esq. 40 Lake Bellevue Ste 100 Bellevue, WA 98005 425-450-7011 E-mail: efiling@kth-law.com Estimated Assets: $500,000 to $1 million Estimated Debts: $1,000,001 to $10 million The petition was signed by the Joint Debtors. A list of the Company's 3 largest unsecured creditors is available for free at: http://bankrupt.com/misc/wawb10-13583-SJS.pdf TLC VISION: Posts $27.3 Million Net Loss in 2009 ------------------------------------------------ TLC Vision Corporation filed its annual report on Form 10-K, showing a net loss of $27.3 million on $230.2 million of revenue for 2009, compared with a net loss of $88.7 million on $275.7 million of revenue for 2008. The Company's balance sheet as of December 31, 2009, showed $114.9 million in assets and $172.3 million of debts, for a stockholders' deficit of $57.4 million. The Company and two of its wholly owned subsidiaries filed voluntary petitions for Chapter 11 relief on December 21, 2009. filed petitions for Chapter 11 on Dec. 21, 2009 (Bankr. D. Del. Case No. 09-14473). On the same day, the Company also filed ancillary proceedings in Canada under the Canadian Companies' Creditors Arrangement Act in the Ontario Superior Court of Justice. The petitions were submitted to expedite the Company's financial restructuring through a pre-arranged plan of reorganization. On January 6, 2010, the Debtors filed a joint plan of reorganization with the Bankurptcy Court. On February 12, 2010, the Debtors filed a second amended joint plan of reorganization. The second amended plan was backed by affiliates of Charlesbank Capital Partners LLC and H.I.G. Capital, LLC, as co-investors in the acquisition of the Company's assets. The Plan provided for the payment in full of all amounts owed to the Company's senior secured lenders; payments to employees and critical vendors in the ordinary course of business, and consideration in the amount of up to $9.0 million in cash and a new promissory note of up to $3.0 million to be paid to the Company's unsecured creditors. The Plan is subject to customary closing conditions, including final confirmation by the Bankruptcy Court, the Canadian Court and regulatory approvals. A full-text copy of the annual report is available for free at: http://researcharchives.com/t/s?5d89 Based in Chesterfield, Mo., TLC Vision Corporation -- http://www.tlcvision.com/-- is North America's premier eye care services company, providing eye doctors with the tools and technologies needed to deliver high-quality patient care. Through its centers' management, technology access service models, extensive optometric relationships, direct to consumer advertising and managed care contracting strength, TLC Vision maintains leading positions in Refractive, Cataract and Eye Care markets. TLC Vision Corporation and two of its wholly owned subsidiaries, TLC Vision (USA) Corporation, and TLC Management Services, Inc. filed petitions for Chapter 11 on Dec. 21, 2009 (Bankr. D. Del. Case No. 09-14473). The petition says assets and debts are $100 million to $500 million. The Company's lead U.S. restructuring counsel is the law firm of Proskauer Rose LLP and Canadian restructuring counsel is the law firm of Torys LLP. The Company's financial advisor is Conway Del Genio Gries & Co., LLC. Epiq Bankruptcy Solutions is claims and notice agent. TLC VISION: Wells Fargo OK'd to File Proofs of Claim for Lenders ---------------------------------------------------------------- The Hon. Kevin Gross of the U.S. Bankruptcy Court for the District of Delaware approved the stipulation authorizing Wells Fargo Bank, National Association, to file master proofs of claim against TLC Vision (USA) Corporation, et al. Wells Fargo Bank is the collateral and administrative agent of the prepetition secured lenders. TLCVision -- http://www.tlcvision.com/-- is North America's premier eye care services company, providing eye doctors with the tools and technologies needed to deliver high-quality patient care. Through its centers' management, technology access service models, extensive optometric relationships, direct to consumer advertising and managed care contracting strength, TLCVision maintains leading positions in Refractive, Cataract and Eye Care markets. TLC Vision (USA) Corporation, and two of its corporate affiliates filed petitions for Chapter 11 on Dec. 21, 2009 (Bankr. D. Del. Case No. 09-14473). The petition says assets and debts are $100 million to $500 million. The Company's lead U.S. restructuring counsel is the law firm of Proskauer Rose LLP and Canadian restructuring counsel is the law firm of Torys LLP. The Company's financial advisor is Conway Del Genio Gries & Co., LLC. Epiq Bankruptcy Solutions is claims and notice agent. TRIDENT RESOURCES: US Gov't Wants Say in Oil & Gas Lease Decisions ------------------------------------------------------------------ Eric Morath at Dow Jones' Daily Bankruptcy Review reports that the U.S. Department of the Interior is asking the Bankruptcy Court to bar Trident Resources Corp. from assuming 112 federal oil and gas leases until the agency has sufficient time to ensure the Debtor is complying with all applicable laws. According to DBR, government attorneys said in court papers last week that Trident cannot sell, exchange or transfer those leases "without the approval of the Secretary of the Interior." DBR notes that Trident included the leases, which allow it to explore for and extract gas and oil deposits under federal land, among a list of contracts it is seeking to maintain as part of its Chapter 11 case. DBR says the leases most likely would be transferred to the reorganized company that emerges from bankruptcy protection. DBR says Trident's bankruptcy-exit plan would see the company emerge from bankruptcy the property of its secured lenders. According to DBR, the government's lawyers have argued that while companies in bankruptcy can typically unilaterally decide whether to assume or reject a contract, those rules don't apply to deals with U.S. government. The government also said Trident's plan may constitute a "change in control" of the business. DBR relates that Trident did not immediately respond to a request for comment. A hearing on the matter is scheduled for April 6, DBR adds. As reported by the Troubled Company Reporter on April 1, 2010, Bankruptcy Law360 said Trident's plan would see secured creditors making a full recovery but would cancel all general unsecured claims in order for the company to slash its consolidated debt from about $1.2 billion to $400 million. Calgary, Alberta-based Trident Resources Corp. operates a natural gas exploration and development company. The Company and its affiliates filed for Chapter 11 on September 8, 2009 (Bankr. D. Del. Case Nos. 09-13150 to 09-13154). Trident Exploration Corp. and certain of TEC's Canadian subsidiaries filed an application with the Court of Queen's Bench of Alberta, Judicial District of Calgary, under the Companies' Creditors Arrangement Act (Canada). Trident on December 3, 2009, obtained an extension from the Canadian Court of the "stay period" in its Canadian proceedings until January 15, 2010, to allow the Debtors to focus on their restructuring efforts. In their petition, the Debtors listed $10,000,001 to $50,000,000 in assets and $500,000,001 to $1,000,000,000 in debts. As of October 31, 2009, the Debtors had $374,484,559 in total assets against $612,233,705 in total liabilities. TRONOX INC: Fraud Claims Preserved In Tronox Spinoff Fight ---------------------------------------------------------- A bankruptcy court has allowed three key fraud claims to move forward in pigment producer Tronox Inc's lawsuit accusing its former parent company Kerr-McGee Corp. of fraudulently dumping enormous environmental liabilities on Tronox before spinning it off in 2006, ultimately causing Tronox's collapse, according to Bankruptcy Law360. Headquartered in Oklahoma City, Tronox Incorporated (Pink Sheets: TRXAQ, TRXBQ) is the world's fourth-largest producer and marketer of titanium dioxide pigment, with an annual production capacity of 535,000 tonnes. Titanium dioxide pigment is an inorganic white pigment used in paint, coatings, plastics, paper and many other everyday products. The Company's four pigment plants, which are located in the United States, Australia and the Netherlands, supply high-performance products to approximately 1,100 customers in 100 countries. In addition, Tronox produces electrolytic products, including sodium chlorate, electrolytic manganese dioxide, boron trichloride, elemental boron and lithium manganese oxide. Tronox has US$1.6 billion in total assets, including US$646.9 million in current assets, as at September 30, 2008. The Company has US$881.6 million in current debts and US$355.9 million in total noncurrent debts. Tronox Inc., aka New-Co Chemical, Inc., and 14 other affiliates filed for Chapter 11 protection on January 13, 2009 (Bankr. S.D.N.Y. Case No. 09-10156). The case is before Hon. Allan L. Gropper. Richard M. Cieri, Esq., Jonathan S. Henes, Esq., and Colin M. Adams, Esq., at Kirkland & Ellis LLP in New York, represent the Debtors. The Debtors also tapped Togut, Segal & Segal LLP as conflicts counsel; Rothschild Inc. as investment bankers; Alvarez & Marsal North America LLC, as restructuring consultants; and Kurtzman Carson Consultants serves as notice and claims agent. An official committee of unsecured creditors and an official committee of equity security holders have been appointed in the cases. The Creditors Committee has retained Paul, Weiss, Rifkind, Wharton & Garrison LLP as counsel. Until September 30, 2008, Tronox Inc. was publicly traded on the New York Stock Exchange under the symbols TRX and TRX.B. Since then, Tronox Inc. has traded on the Over the Counter Bulletin Board under the symbols TROX.A.PK and TROX.B.PK. As of December 31, 2008, Tronox Inc. had 19,107,367 outstanding shares of class A common stock and 22,889,431 outstanding shares of class B common stock. Bankruptcy Creditors' Service, Inc., publishes Tronox Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Tronox Inc. and its 14 affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) UNIGENE LABORATORIES: Victory Park Holds 9.4% of Common Stock ------------------------------------------------------------- Victory Park Credit Opportunities Master Fund, Ltd., a Cayman Islands exempted company; Victory Park Capital Advisors, LLC, a Delaware limited liability company; Jacob Capital, L.L.C., an Illinois limited liability company; and Richard Levy disclosed that as of March 16, 2010, they may be deemed to beneficially own 8,645,814 shares or roughly 9.4% of the common stock of Unigene Laboratories, Inc. On March 17, 2010, Unigene Laboratories entered into an amended and restated financing agreement for $33 million three-year convertible senior secured term notes. At the closing, Unigene issued $33,000,000 of new convertible senior secured notes due in 2013, in exchange for approximately $19.360 million of existing non-convertible senior secured term notes which are due in 2011 and the payment to the Company of approximately $13.640 million in cash at the closing, minus fees related to this restructuring. An entity managed by Victory Park Capital Advisors, LLC is the sole investor in the transaction. Victory Park has the right to designate two directors to the Board of the Company, one as the Chairman of the Board. In connection with this restructuring, Unigene has also restructured notes held by family members of its management. The Company has also agreed to make changes to its senior management. Details of the transaction are available at no charge at: http://ResearchArchives.com/t/s?5d8c About Unigene Unigene Laboratories, Inc. OTCBB: UGNE) -- http://www.unigene.com/ -- is a biopharmaceutical company focusing on the oral and nasal delivery of large-market peptide drugs. Going Concern Doubt Grant Thornton LLP of New York expressed substantial doubt against Unigene Laboratories Inc.'s ability as a going concern. The firm noted that the Company has incurred a net loss of $13,400,000 during the year ended December 31, 2009 and has an accumulated deficit of approximately $143,000,000 as of December 31, 2009. As of that date, the Company's current liabilities exceeded its current assets by $1,251,000 and its total liabilities exceeded total assets by $30,442,000. The Company's balance sheet for December 31, 2009, showed $23,954,941 and $54,396,602 total liabilities for a $30,441,661 total stockholders' deficit. UNITED WESTERN: Defers Payments on Trust Preferred Securities ------------------------------------------------------------- United Western Bancorp, Inc., has elected to defer regularly scheduled interest payments on all of the Company's outstanding junior subordinated debentures, totaling approximately $30.4 million, relating to its trust preferred securities issued by Matrix Bancorp Capital Trust II, VI and VIII for a period of 20 consecutive quarters on each Security. The terms of the Securities and the indenture documents allow the Company to defer payments of interest for the Deferral Period without default or penalty. During the Deferral Period, the Company will continue to recognize interest expense associated with the Securities. Upon the expiration of the Deferral Period, all accrued and unpaid interest will be due and payable. During the Deferral Period, the Company is prevented from paying cash dividends to shareholders or repurchasing stock. The election to defer interest payments on the junior subordinated debentures will allow the Company to maintain a stronger cash and liquidity position. "In light of the challenging economy we are still currently experiencing, the Company has elected to exercise its right to defer interest payments on its trust preferred junior subordinated debt," said Scot T. Wetzel, President and Chief Executive Officer for the Company. "This election of deferral is in the best long- term interest of our shareholders and will allow the Company to preserve liquidity in this challenging economic environment, and we can elect to end the deferral at any time," continued Mr. Wetzel. United Western owes: $12,400,000 on account of 10.18% junior subordinated debentures to Matrix Bancorp Capital Trust II; 10,310,000 on account of junior subordinated debentures to Matrix Bancorp Capital Trust VI that accrue interest at three-month LIBOR plus 2.50% (2.75% at December 2009); and 7,332,000 on account of junior subordinated debentures to Matrix Bancorp Capital Trust VIII, which accrue fixed interest at 5.86% through July 2010, then three-month LIBOR plus 1.69%. ----------- $30,442,000 =========== Denver, Colo.-based United Western Bancorp, Inc. (NASDAQ: UWBK) -- http://www.uwbancorp.com/-- is a unitary thrift holding company that operates a community-based bank. The Holding Company's UW Trust Company subsidiary provides deposit services to institutional customers and custodial, administrative, and escrow services. At Dec. 31. 2009, the Company's balance sheet showed $2.5 billion in assets and $2.3 billion in liabilities, and the company reported a $42 million loss in 2009. VAREL FUNDING: S&P Gives Developing Outlook; Affirms 'CCC+' Rating ------------------------------------------------------------------ Standard & Poor's Ratings Services revised its outlook on Varel Funding Corp. to developing from negative. At the same time, S&P affirmed the ratings, including the 'CCC+' corporate credit rating, on the company. "The outlook revision reflects the impact that the recent recovery in the rig count [the U.S. rig count is currently up 39% from the same point last year, while the international rig count is up less than 1% from the same point last year] has had on Varel's financial performance," said Standard & Poor's credit analyst Kenneth Cox. Alternatively, Varel's exposure to natural gas prices could constrain the company's operations over the near term. The ratings on Varel Funding Corp., a special-purpose entity formed solely to enter into a credit agreement and sale-leaseback arrangement with operating company Varel International Industries L.P., reflect Varel's limited liquidity, small market position in drillbit manufacturing, highly leveraged capital structure, and cyclical end markets. Standard & Poor's Ratings Services' ratings on Varel also reflect the company's geographically diverse revenue base, and low capital-spending requirements. Varel manufactures drillbits for the oil and gas and mining industries. The company is organized into three segments: polycrystalline diamond compact drillbits (48% of sales), roller cone drillbits (28%), and drillbits used in mining and industrial activities (24%). Historically, Varel has derived its revenue base largely from roller cone drillbit sales within the U.S. However, in the past few years, management has increased revenue and market share through expansion into PDC drillbits and international markets. Oilfield service companies' highly cyclical nature is a key credit concern. Drillbit sales are closely linked to the rig count, which has historically been very volatile, and any softening in the market could weaken Varel's profitability. However, given the fact that drilling activity has increased, Varel saw its revenues and EBITDA increase by $13.5 million and $5.5 million, respectively, during the second quarter of fiscal year 2010. The company's diversification into international markets, which have been less volatile than the U.S. land drilling market, supports the ratings. Nevertheless, Varel must also compete against many larger, better capitalized drillbit companies. Companies generally compete on price, reliability, and customer relationships. As a small player, Varel often competes on price and must manage its profitability carefully. S&P could take a negative ratings action if the company does not generate sufficient cash flow to cover its fixed charges or liquidity deteriorates beyond current levels. Alternatively, S&P would consider a positive ratings action if the company is able to significantly improve operating results and lower financial leverage, or find a replacement lender for its $20 million revolving credit facility. VICTORY HOME: Tough Market Blamed for Bankruptcy Filing ------------------------------------------------------- Brian Reisinger, staff writer at Business Journal of Nashville, reports that Victory Home Builders filed for Chapter 11 bankruptcy protection blaming the tough real estate market for stifling sales. The Company listed assets of between $1 million and $10 million, and liabilities of $2.5 million. Roy DeSha, Esq., at DeSha Watson of Nashville, represents the company. A meeting of the company's creditors is set for May 7, he adds. Based in Nashville, Victory Home Builders specializes in green homes. VIEW SYSTEMS: Larry O'Donnell Raises Going Concern Doubt -------------------------------------------------------- View Systems, Inc., filed on March 31, 2010, its annual report on Form 10-K fior the year ended December 31, 2009. Larry O'Donnell, CPA, P.C., expressed substantial doubt about the Company's ability to continue as a going concern. Mr. O'Donnell noted that of the Company's net loss for 2009 and accumulated deficit of $22,324.434 at December 31, 2009. The Company reported a net loss of $1,560,012 on $631,757 of revenue for 2009, compared with a net loss of $173,539 on $1,148,314 of revenue for 2008. The Company's balance sheet as of December 31, 2009, showed $1,540,804 in assets and $1,954,580 of debts, for a stockholders' deficit of $413,776. A full-text copy of the annual report is available for free at: http://researcharchives.com/t/s?5e4b Baltimore, Md.-based View Systems, Inc., develops, produces and markets computer software and hardware systems for security and surveillance applications. WABASH NATIONAL: Annual Stockholders' Meeting on May 13 ------------------------------------------------------- The 2010 Annual Meeting of Stockholders of Wabash National Corporation will be held at University Plaza Hotel, located at 3001 Northwestern Avenue, West Lafayette, Indiana, on May 13, 2010, at 10:00 a.m. local time for these purposes: 1. To elect 10 members of the Board of Directors; 2. To approve an amendment of Wabash National Corporation's certificate of incorporation to increase the number of shares of common stock authorized for issuance. 3. To ratify the appointment of Ernst & Young LLP as Wabash National Corporation's independent registered public accounting firm for the year ending December 31, 2010; and 4. To consider any other matters that properly come before the Annual Meeting or any adjournment or postponement thereof. Management is currently not aware of any other business to come before the Annual Meeting. Each outstanding share of Wabash National Corporation Common Stock (NYSE:WNC) entitles the holder of record at the close of business on March 31, 2010, to receive notice of and to vote at the Annual Meeting or any adjournment or postponement of the Annual Meeting. A full-text copy of the Company's proxy statement is available at no charge at http://ResearchArchives.com/t/s?5e39 Wabash National filed with the Securities and Exchange Commission its annual report on Form 10-K for the fiscal year ended December 31, 2009. Wabash National reported a net loss applicable to common stockholders for the second consecutive year, posting a net loss of $105.085 million for 2009 from a net loss of $125.826 million for 2008. Wabash National reported net income applicable to common stockholders of $16.285 million for 2007. Net sales were $337.840 million for 2009 from $836.213 million for 2008 and $1.102 billion for 2007. At December 31, 2009, the Company had total assets of $223.777 million against total current liabilities of $111.794 million, long-term debt of $28.437 million, capital lease obligation of $4.469 million, other noncurrent liabilities and contingencies of $3.258 million and preferred stock, net of discount of $22.334 million. At December 31, 2009, stockholders' equity was $53.485 million. At December 31, 2008, stockholders' equity was $153.437 million. A full-text copy of the Company's annual report on Form 10-K is available at no charge at http://ResearchArchives.com/t/s?5ce8 As a result of significant declines within the trailer industry, the Company's revenues, gross profits, financial position and liquidity were all negatively impacted, including events of default which occurred under the previous revolving credit facility. The Company's 2008 Annual Report on Form 10-K, as amended, included a detailed discussion of factors that raised substantial doubt about the Company's ability to continue as a going concern. In light of the economic conditions and the decline in the Company's operating results and financial condition, on July 17, 2009, the Company entered into a Securities Purchase Agreement with Trailer Investments, LLC, pursuant to which Trailer Investments purchased shares of redeemable preferred stock for an aggregate purchase price of $35.0 million. Concurrent with entering into the Securities Purchase Agreement, the Company entered into a Third Amended and Restated Loan and Security Agreement with its lenders, effective August 3, 2009, with a maturity date of August 3, 2012. The Amended Facility amends and restates the Company's previous revolving credit facility, and the lenders waived certain events of default that had occurred under the previous revolving credit facility and waived the right to receive default interest during the time the events of default had continued. In addition to the liquidity generated from both the Securities Purchase Agreement with Trailer Investments and the Amended Facility, the Company has been and will continue to aggressively manage its capital expenditures, cost structure and cash position. Capital spending for 2009, which was limited to required replacement projects and cost reduction initiatives, amounted to $1.0 million and is anticipated to be approximately $2.0 million for 2010. The Company has also implemented various cost reduction actions that have substantially decreased its overhead and operating costs, including reductions in hourly and salary headcount, compensation and benefits. In addition, the Company optimized its operations through plant, assembly line and warehouse consolidation projects. Although the Company continues to face uncertainty regarding the demand for trailers in the current economic environment, the overall trailer market for 2010 is expected to be an improvement from 2009. According to the most recent estimates by A.C.T. Research Company, LLC, total trailer industry shipments for 2010 are expected to be up 28% from 2009 to approximately 103,000 units. The backlog of orders at December 31, 2009, was $137 million, up 25% from a year ago. While this trend in the overall trailer market is encouraging to see, the Company will proceed with caution as the overall demand levels are expected to be stronger in the second half of the year as compared to the first half. As a result of the August 3, 2009 investment, the Amended Facility, the cash management actions implemented and an improved trailer market, the Company believes liquidity is adequate to fund expected operating results, working capital requirements and capital expenditures in 2010. About Wabash National Headquartered in Lafayette, Indiana, Wabash National Corporation manufactures semi-trailers in North America. Established in 1985, the company specializes in the design and production of dry freight vans, refrigerated vans, flatbed trailers, drop deck trailers, dump trailers, truck bodies and intermodal equipment. This concludes the Troubled Company Reporter's coverage of Wabash National until facts and circumstances, if any, emerge that demonstrate financial or operational strain or difficulty at a level sufficient to warrant renewed coverage. WAYTRONX INC: Posts $4.2 Million Net Loss for 2009 -------------------------------------------------- Waytronx, Inc., filed its annual report on Form 10-K, showing a net loss of $4,198,701 on $28,851,750 of revenue for 2009, compared with a net loss of $1,830,367 on $19,555,935 of revenue for 2008. The Company's balance sheet as of December 31, 2009, showed $38,806,307 in assets, $32,838,047 of debts, and $5,968,260 of stockholders' equity. Webb & Company, P.A., in Boynton Beach, Fla., expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has a net loss of $4,198,701 and an accumulated deficit of $54,757,578 at December 31, 2009. A full-text copy of the annual report is available for free at: http://researcharchives.com/t/s?5d91 Tualatin, Ore.-based Waytronx, Inc., provides electronic components including power supplies, transformers, converters, connectors and industrial controls for Original Equipment Manufacturers. WEST HAWK: Has Until April 19 to File Plan of Reorganization ------------------------------------------------------------ The Hon. Michael E. Romero of the U.S. Bankruptcy Court for the District of Colorado extended West Hawk Energy (USA), LLC, et al.'s exclusive periods to file and solicit acceptances for the proposed Plan of Reorganization until April 19, 2010, and June 18, 2010, respectively. Headquartered in Englewood, Colorado, West Hawk Energy USA, LLC -- http://www.westhawkdevelopment.com/-- provides energy products (e.g. oil and gas) from a variety of sources. Assets under development include the figure four natural gas property located in the Piceance Basin, Colorado, being developed under a drilling and development agreement; and the Groundhog coal property located in northwest British Columbia. The Company filed for Chapter 11 on Dec. 18, 2008 (Bankr. D. Colo. Case No. 08-30241). Cecilia Kupchik, Esq., at Kupchik Rossi LLC represents the Debtor in its restructuring effort. The Debtor did not file a list of 20 largest unsecured creditors. In its petition, the Debtor listed assets and debts both ranging from $10 million to $50 million. WEST VALLEY: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: West Valley Child Crisis Center, Inc. 8631 W. Union Hills Drive, Suite 201 Peoria, AZ 85382 Bankruptcy Case No.: 10-09210 Chapter 11 Petition Date: March 31, 2010 Court: United States Bankruptcy Court District of Arizona (Phoenix) Judge: George B. Nielsen Jr. Debtor's Counsel: Thomas E. Littler, Esq. Gordon Silver 40 N. Central Suite 2100 Phoenix, AZ 85004 Tel: (602) 256-0400 Estimated Assets: $500,001 to $1,000,000 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/azb10-09210.pdf The petition was signed by James Stone, company officer. WESTERN WIND: Posts C$5.0 Million Net Loss for 2009 --------------------------------------------------- Western Wind Energy Corp. filed its consolidated financial statements for the year ended December 31, 2009, showing a net loss of C$5,023,162 on C$2,798,496 of revenue for 2009, compared with a net loss of C$2,269,275 on C$5,116,652 of revenue for 2008. The Company's balance sheet as of December 31, 2009, showed C$29,202,080 in assets, C$4,358,918 of debts, and C$24,843,162 of stockholders' equity. "These audited consolidated financial statements have been prepared on a going concern basis which assumes that the Company will be able to realize assets and discharge liabilities in the normal course of business. In recent years, income and cash flows from income-producing activities have been insufficient to offset cash used for project development expenses. The Company has been successful in attracting additional capital to continue development and to maintain liquidity. As the Company proceeds to develop its further business opportunities, cash provided by operations will need to be augmented by additional sources of capital." A full-text copy of the Company's consolidated financial statements for the year ended December 31, 2009, is available for free at http://researcharchives.com/t/s?5e04 A full-text copy of the "Management Discussion and Analysis" for the year ended December 31, 2009, is available for free at: http://researcharchives.com/t/s?5e05 Based in Coquitlam, British Columbia, Canada, Western Wind Energy Corp. owns two operating wind energy electrical generation facilities in California. The Company is further developing wind and solar energy projects in California, Arizona, and the Province of Ontario and has a development team in the Commonwealth of Puerto Rico. The two operating wind plants are comprised of the Windridge generating facility in Tehachapi, California that has a 4.5 MW rated capacity and the Mesa Wind Power generating facility near Palm Springs, California that has a 30 MW rated capacity. WESTFALL TOWNSHIP: Chapter 9 Plan Declared Effective March 16 ------------------------------------------------------------- Pursuant to Section XIV D of the Plan for the Adjustment of Debts of Westfall Township, Pennsylvania, dated October 29, 2009, and by Order of the U.S. Bankruptcy Court for the Middle District of Pennsylvania: (a) On December 21, 2009, an Order for Relief under Chapter 9 of the U.S. Bankruptcy Code was entered for Westfall Township. (b) On March 2, 2 2010, the Chapter 9 Plan was confirmed by Order of the U.S. Bankruptcy Court; and by the same Order, the U.S. Bankruptcy Court confirmed the Municipalities Financial Recovery Act Recovery Plan for Westfall Township that was prepared on behalf of the Commonwealth of Pennsylvania Department of Community and Economic Development. The Chapter 9 Plan and the Recovery Plan were both adopted by ordinance of the Supervisors of Westfall Township. (c) On March 16, 2010, the Effective Date occurred, pursuant to which the Chapter 9 Plan has become effective. The Chapter 9 Plan terms have become binding on and enforceable against Westfall Township, its creditors and parties in interest. (d) April 29, 2010, is the deadline for filing all Administrative Expense Claims, which are claims that arose on or after April 10, 2009, the date on which Westfall Township filed its Chapter 9 petition in U.S. Bankruptcy Court, for the actual, necessary costs and expenses of preserving the property and operations of Westfall Township during the Chapter 9 bankruptcy case, as more fully described in Sections 503(b) and 507(a)(2) of the Bankruptcy Code. For this purpose, Administrative Expense Claims include Professional Claims, but they exclude Ordinary Course Administrative Claims [defined as an obligation incurred in the ordinary course of business of the Township (as determined by the Township in its sole discretion)]. Westfall Township intends to continue to pay Ordinary Course Administrative Claims in the ordinary course of its business, as it has been doing throughout the Chapter 9 case, without any ordinary course vendors having to file claims in the Bankruptcy Court. All Administrative Expense Claims should be filed with the Clerk of the Court and served on Debtor's counsel: J. Gregg Miller, Esq. Leon Barson, Esq. Bonnie Kistler, Esq. PEPPER HAMILTON LLP 3000 Two Logan Square Eighteenth and Arch Streets Philadelphia, PA 19103-2799 Telephone: 215-981-4000 Westfall Township sought protection under Chapter 9 of the U.S. Bankruptcy Code (Bankr. M.D. Pa. Case No. 09-02736) on April 10, 2009. WESTLAND DEVCO: Files for Chapter 11 in Delaware ------------------------------------------------ Real estate developer Westland Devco LP filed a Chapter 11 petition on April 5, in Wilmington, Delaware (Bankr. D. Del. Case No. 10-11166). According to Michael Bathon at Bloomberg News, Albuquerque, New Mexico-based Westland Devco sought bankruptcy protection after its lenders sued to foreclose on its assets. The report relates that Barclays Capital Real Estate Inc., a unit of London-based Barclays Plc, sued Westland in December, seeking to foreclose on the project after the developer defaulted on its loan in July. The Company borrowed $212 million from the Barclays unit in December 2006. Bloomberg News relates that the Debtor listed assets of $361 million and debt of $198 million as of Dec. 31. Westland owns 55,000 acres of real estate in Albuquerque, which it planned to develop into residential lots. "The magnitude of the project is enormous and unprecedented in the area," Bruce V. Cook, executive vice president of Westland Holdco Inc., said in court papers. Westland Holdco is managing general partner of Westland Devco. "As conceived, the project will create, essentially, a new town within the city of Albuquerque" that will bring "tens of thousands of new residents," Mr. Cook said. WESTPOINT STEVENS: Door Reopens for Icahn in $700M Sale ------------------------------------------------------- A federal appeals court has paved the way for billionaire investor Carl C. Icahn to take control of WestPoint Stevens Inc., reinstating a bankruptcy court's sale order giving him control of the business for $700 million, according to Bankruptcy Law360. Headquartered in West Point, Georgia, WestPoint Stevens, Inc. -- http://www.westpointstevens.com/-- is the #1 US maker of bed linens and bath towels and also makes comforters, blankets, pillows, table covers, and window trimmings. It makes the Martex, Utica, Stevens, Lady Pepperell, Grand Patrician, and Vellux brands, as well as the Martha Stewart bed and bath lines; other licensed brands include Ralph Lauren, Disney, and Joe Boxer. Department stores, mass retailers, and bed and bath stores are its main customers. (Federated, J.C. Penney, Kmart, Sears, and Target account for more than half of sales.) It also has nearly 60 outlet stores. Chairman and CEO Holcombe Green controls 8% of WestPoint Stevens. The Company filed for chapter 11 protection on June 1, 2003 (Bankr. S.D.N.Y. Case No. 03-13532). John J. Rapisardi, Esq., at Weil, Gotshal & Manges, LLP, represents the Debtors in their restructuring efforts. (WestPoint Bankruptcy News, Issue No. 66; Bankruptcy Creditors' Service, Inc., 215/945-7000) WISH I LLC: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------- Debtor: WISH I LLC 1111 N. HOYNE Chicago, IL 60622 Bankruptcy Case No.: 10-13076 Chapter 11 Petition Date: March 25, 2010 Court: United States Bankruptcy Court Northern District of Illinois (Chicago) Judge: Eugene R. Wedoff Debtor's Counsel: Bryan Minier, Esq. Smith Amundsen LLC 150 N. Michigan, Suite 3300 Chicago, IL 60613 Tel: (312) 894-3234 E-mail: bminier@salawus.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 E. Wish, the company's managing member. Debtor-affiliate that filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- David Ernest Wish 09-13623 4/16/09 Debtor's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ C & G Paints Unknown 1101 North Ashland Avenue Chicago, IL 60622 Chicago Apartment Finders Unknown Suite 233 1000 West Diversey Street Chicago, IL 60614 Chicago Backflow Unknown 12607 South Laramie Avenue Alsip, IL 60803 City of Chicago Department Unknown of Water PO Box 6330 Chciago, IL 60680-6330 ComEd Unknown Bill Payment Center Chicago, IL 60668-0002 Dan Gudice Unknown 201 North Church Street Bensenville, IL 60106 Dependable Fire Equipment Unknown 60 North Lebaron Street Waukegan, IL 60085 Groot Industries, Inc. Unknown PO Box 92317 Elk Grove Village, IL 60009-2317 Illinois Department of Unknown Revenue PO Box 19043 Springfield, IL 62794-9043 Internal Revenue Service Unknown PO Box 802503 Cincinnati, OH 45280 Kare & Associates Unknown Suite 1710 100 North LaSalle Street Chicago, IL 60602 L.S. Carpet Unknown 4701 North Milwaukee Avenue Chicago, IL 60630 Ostrow Reisin Berk & Unknown Abrams, Ltd. Suite 2600 455 North City Front Plaza Drive Chicago, IL 60611-5379 Otis Elevator Unknown PO Box 73579 Chicago, IL 60673-7579 Peoples Gas Unknown 130 East Randolph Drive Chicago, IL 60601 Sanford Kahn Unknown Suite 2025 180 North LaSalle Street Chicago, IL 60601 Steven Bashaw, Esq. Unknown 1500 Eisenhower Lane Lisle, IL 60532 Ted's Appliances Unknown 7512 West Winnemac Harwood Heights, IL 60706 TGC Partners Unknown 11 East Adams Street Chicago, IL 60603 Waste Co. Unknown PO Box 10829 Chicago, IL 60610 WIZZARD SOFTWARE: Posts $6.5 Million Net Loss for 2009 ------------------------------------------------------ Wizzard Software Corporation filed its annual report on Form 10-K, showing a net loss of $6,509,017 on $5,193,690 of revenue for 2009, compared with a net loss of $7,691,878 on $6,108,140 of revenue for 2008. The Company's balance sheet as of December 31, 2009, showed $22,004,722 in assets, $2,588,468 of debts, and $19,416,254 of stockholders' equity. Gregory & Associates, LLC, in Salt Lake City, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has not yet established profitable operations and has incurred significant losses since its inception. A full-text copy of the annual report is available for free at: http://researcharchives.com/t/s?5e4a Pittsburgh, Pa.-based Wizzard Software Corporation provides software products and services for the speech recognition and text-to-speech technology. It operates in three segments: Software, Healthcare, and Media Services. The Software segment engages in the development, sale, and service of custom and packaged computer software products. The Media Services segment provides podcast hosting, content management tools, and advertising services. The Healthcare segment provides home healthcare and healthcare staffing services in Wyoming and Montana. WOLVERINE TUBE: Cancels Registration of Common Stock ---------------------------------------------------- Wolverine Tube, Inc., late in March 2010 filed a Form 15 with the Securities and Exchange Commission to terminate the registration of its common stock. The Company said that as of March 22, 2010, the approximate number of holders of record of its shares was 206. On March 16, 2010, the Board of Directors of Wolverine Tube unanimously voted to voluntarily terminate the registration of its Common Stock under the Securities Exchange Act of 1934, as amended. The Company also filed a couple of Post Effective Amendment No. 1 to Form S-8 Registration Statement under the Securities Act of 1933: -- to amend the Registration Statement on Form S-8 (File No. 333-67958) filed by Wolverine Tube, Inc., on August 20, 2001, to register 1,525,000 shares of the Company's Common Stock, par value $0.01 per share, reserved for issuance under the Company's 1993 Equity Incentive Plan; and -- to amend the Registration Statement on Form S-8 (File No. 333-67968) filed by Wolverine Tube, Inc., on August 20, 2001, to register 135,000 shares of the Company's Common Stock, par value $0.01 per share, reserved for issuance under the Company's 1993 Stock Option Plan for Outside Directors. The Company also filed Post-Effective Amendment No. 1 to Form S-3 Registration Statement to amend the Registration Statement on Form S-3 (File No. 333-117365) filed by Wolverine Tube on July 14, 2004, to register 2,450,000 shares of the Company's Common Stock, par value $0.01 per share, reserved for issuance. The Company sought to deregister all securities that were previously registered and have not been sold or otherwise issued as of the date of the filing of this amendment under the plan and for which the Prior Registration Statement has remained in effect. About Wolverine Tube Wolverine Tube, Inc., is a global manufacturer and distributor of copper and copper alloy tube, fabricated products, and metal joining products. The Company currently operates seven facilities in the United States, Mexico, China, and Portugal. It also has distribution operations in the Netherlands and the United States. At October 4, 2009, the Company had total assets of $192,632,000 against total liabilities of $240,277,000; Series A Convertible Preferred Stock of $17,674,000; Series B Convertible Preferred Stock of $9,700,000; and total accumulated deficit of $75,019,000. Going Concern Doubt In its quarterly report for the three months ended October 4, 2009, the Company believes that its available cash and cash anticipated to be generated through operations is expected to be adequate to fund the Company's liquidity requirements, although there can be no assurances that the Company will be able to generate such cash. Additionally, the Company does not currently have in effect a revolving credit agreement or other capital commitments to supplement its existing cash and anticipated cash resources, if necessary, to meet its liquidity requirements materially in excess of the Company's current expectations. According to the Company, the uncertainty about the Company's ability to achieve its projected results, the absence of such credit or capital commitments and the uncertainty about the future price of copper, which has a substantial impact on working capital, raises substantial doubt about the Company's ability to continue as a going concern. The Company expects to continue to actively manage and optimize its cash balances and liquidity, working capital, operating expenses and product profitability, although there can be no assurances the Company will be able to do so. WORLDGATE COMMS: Dec. 31 Balance Sheet Upside-Down by $2.0 Million ------------------------------------------------------------------ On April 1, 2010, WorldGate Communications, Inc. filed its annual report on Form 10-K for the year ended December 31, 2009. The Company's balance sheet as of December 31, 2009, showed $2.4 million in assets and $4.4 million of debts, for a stockholders' deficit of $2.0 million. The Company reported a net loss of $6.4 million on $1.8 million of revenue for 2009, compared with a net loss of $9.3 million on $3.0 million of revenue for 2008. A full-text copy of the annual report is available for free at: http://researcharchives.com/t/s?5d90 Trevose, Pa.-based WorldGate Communications, Inc. provides digital voice and video phone services and next generation video phones. WURZGBURG INC: Gets Temporary Injunction Against Two Accountants ---------------------------------------------------------------- Wurzburg Inc. obtained a temporary injunction against two former account managers after the Chancery Court of Tennessee for the 30th Judicial District found that the Company's employment contracts are reasonable and enforceable. The managers violated their non-compete deals with the Company, according to Business Journal of Memphis. Under the contracts, the managers are prohibited to directly or indirectly solicit business from their previous Wurzburg accounts to benefit a competitor during the one-year period of those non- compete agreements. Wurzburg Inc. -- http://www.wurzburg.com/-- filed for Chapter 11 bankruptcy to restructure and reorganize its operations and ownership. The Company provides packaging materials and equipment, and printing and material handling. XERIUM TECHNOLOGIES: Court Okays $80 Million DIP Credit Facility ---------------------------------------------------------------- Xerium Technologies, Inc., following approval by the United States Bankruptcy Court for the District of Delaware, entered into a Senior Secured Superpriority Priming Debtor-In-Possession Facility on April 1, 2010, with Citigroup Global Markets Inc., as Sole Lead Arranger and Sole Bookrunner, Citicorp North America, Inc., as Collateral Agent and Administrative Agent, and the other lenders party thereto. The DIP Credit Agreement provides for a term loan in the aggregate amount of $60 million and a revolving loan in the aggregate amount of $20 million, which will be used, subject to a budget, to pay related transaction costs, fees and expenses associated with the DIP Credit Agreement, fund working capital and general corporate purposes of the Company and its subsidiaries during the pendency of the cases before the Bankruptcy Court, make adequate protection payments approved by the Bankruptcy Court, and fund costs, fees and expenses incurred in connection with the administration and prosecution of the Chapter 11 Cases. The DIP Credit Agreement contains certain customary covenants, various representations and warranties, and events of default. In addition, the DIP Credit Agreement provides that principal outstanding on the DIP Facility Loans will bear interest at an annual rate equal to LIBOR (subject to a minimum LIBOR floor of 2%) plus 4.5%, or in the case of alternative base rate loans, 3.5% plus a fluctuating rate equal to the highest of (i) the prime rate of the Administrative Agent, (ii) the weighted average of the rates on overnight Federal funds transactions with members of the Federal Reserve System arranged by Federal funds brokers on such day, as published by the Federal Reserve Bank of New York plus 1/2 of 1% or (iii) LIBOR for a one month Interest Period (as defined in the DIP Credit Agreement) beginning on such day plus 1% (subject to a minimum floor of 3%). The Debtors covenant with the lenders to maintain at all times during the periods set forth Availability and unrestricted Cash and Cash Equivalents on hand and amounts held in the Term Loan Deposit Account in an amount equal to or greater than the amount set forth for the applicable period: Period Amount ------ ------ From the Closing Date through May 31, 2010 $40,000,000 From June 1, 2010 and thereafter $35,000,000 Citicorp North America, Inc., has committed to provide $15,000,000 or 75% of the $20,000,000 revolving facility. Tennenbaum DIP Opportunity Fund, LLC, will provide the remaining $5,000,000. Citicorp North America has committed to provide $55,000,000 or 91.67% of the $60,000,000 term loan facility. Tennenbaum DIP Opportunity Fund will provide $5,000,000 of the term loan facility. A full-text copy of the Credit Agreement is available at no charge at http://ResearchArchives.com/t/s?5e3d About Xerium Technologies Based in Raleigh, North Carolina, Xerium Technologies, Inc. (NYSE: XRM), manufactures and supplies two types of consumable products used primarily in the production of paper: clothing and roll covers. The Company, which operates around the world under a variety of brand names, utilizes a broad portfolio of patented and proprietary technologies to provide customers with tailored solutions and products integral to production, all designed to optimize performance and reduce operational costs. With 32 manufacturing facilities in 13 countries around the world, Xerium has approximately 3,300 employees. Xerium Technologies and certain subsidiaries filed for Chapter 11 on March 30, 2010 (Bankr. D. Del. Lead Case No. 10-11031). Judge Kevin J. Carey presides over the cases. John J. Rapisardi, Esq.; George A. Davis, Esq.; and Sharon J. Richardson, Esq., at Cadwalader, Wickersham & Taft LLP; and Mark D. Collins, Esq., at Richards, Layton & Finger, P.A., serve as bankruptcy counsel. Brian Fox, Michelle Campbell, and Michael Hartley at AlixPartners, LLC, serve as the Debtors' restructuring advisors. Stephen Ledoux and Daniel Gilligan at Rothschild Inc. serve as the Debtors' investment bankers. Garden City Group Inc. is the Debtors' claims agent. Xerium Technologies disclosed total assets of $693,511,000 and total debts of $813,168,000 in its petition. YUKON-NEVADA GOLD: KPMG LLP Raises Going Concern Doubt ------------------------------------------------------ On April 1, 2010, Yukon-Nevada Gold Corp. filed its annual report on Form 20-F for the year ended December 31, 2009. KPMG LLP, in Vancouver, Canada, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that of the Company's continuing losses and negative working capital as at December 31, 2009. The Company reported a net loss of $42.7 million on $9.9 million of revenue for 2009, compared with a net loss of $105.4 million on $49.0 million of revenue for 2008. The Company's balance sheet as of December 31, 2009, showed $195.4 million in assets, $95.7 million of debts, and $99.7 million of stockholders' equity. A full-text copy of the annual report is available for free at: http://researcharchives.com/t/s?5e06 Based in Vancouver, Canada, Yukon-Nevada Gold Corp. is engaged in the mining of the Jerritt Canyon gold mine in Nevada and toll milling with the existing facility, as well as the acquisition, exploration and development of economically viable natural resource properties with a particular focus on the Ketza River Property in the Yukon Territory. * Corporate Bankruptcies Jump by More Than 20% in March 2010 ------------------------------------------------------------ Dow Jones Newswires' David McLaughlin, citing new data from Automated Access to Court Electronic Records, reports that the total number of companies filing for bankruptcy in the U.S. jumped by more than 20% in March 2010 over the previous month, as business failures in the first quarter outpaced last year's total. According to Mr. McLaughlin, AACER data shows the total number of commercial bankruptcy filings hit 8,208 in March, a sharp rise from February's total of 6,655. The report says March's total brings the total number of commercial bankruptcies to 21,453 so far this year, almost 1,000 more than the total for the first quarter of 2009, a breakout year for business filings. According to Mr. McLaughlin, Jack Williams, a bankruptcy law professor at Georgia State University, said he expects the rising trend to continue through the second quarter despite signs of an improving economy. Meanwhile, American Bankruptcy Institute said 149,268 consumer bankruptcies were filed in March, representing the highest monthly consumer filing total since Congress overhauled the Bankruptcy Code in 2005. ABI relied on data from the National Bankruptcy Research Center. ABI said the March filing total represented a 34% increase from the February filing total of 111,693 and a 23% increase from March 2009 total of 121,413. Chapter 13 filings constituted 25% of all consumer cases in March, representing a 2% decrease from February. "The sustained economic pressures of unemployment coupled with high pre-existing debt burdens are a formula for consumer filings to surpass 1.5 million filings," said ABI Executive Director Samuel J. Gerdano. "As consumers continue to look to bankruptcy for financial shelter, annual filings will likely equal those averaged in the years leading up to the Bankruptcy Abuse Prevention and Consumer Protection Act of 2005." * FDIC Sells $490-Mil. in Loans From Failed Banks to Roundpoint --------------------------------------------------------------- The Federal Deposit Insurance Corporation on Thursday closed on a sale of an equity interest in a limited liability company created to hold certain assets transferred from 19 failed bank receiverships. The purchaser of the interest in the Multibank Structured Transaction Single Family Residential 2010-1 is Roundpoint Mortgage Servicing Corporation. The sale was conducted through a competitive auction held on February 24, 2010. Nine different qualified groups submitted bids to purchase either a 50% leveraged ownership interest or a 20% unleveraged ownership interest in the newly formed LLC. The winning bid was submitted on the leveraged ownership interest. FDIC will hold the remaining 50% equity interest in its receivership capacity. As an equity participant, the FDIC will share in the returns on the assets owned by the LLC. The percentage of the LLC Interests owned by Roundpoint and the FDIC may be adjusted based on the performance of the Mortgage Loans. The FDIC as Receiver for the failed banks conveyed to the LLC a portfolio of 3,373 single family residential mortgage loans, of which approximately 51% were 30 or more days delinquent. Collectively, the loans have an unpaid principal balance of approximately $490.7 million. Approximately 80% of the collateral of the portfolio is located in Florida, Georgia and Arizona. Roundpoint paid approximately $34.4 million in cash for its 50% equity stake in the LLC, which equates to an approximate value of 42% of the unpaid principal balance of the portfolio. As the LLC's managing equity owner, Roundpoint will provide for the management and servicing of the LLC's assets. The 19 participating FDIC receiverships provided financing to the LLC by issuing approximately $137,499,283 of corporate guaranteed notes. The FDIC guaranteed notes will receive payments of interest and principal on a monthly basis. The bid for the interest was determined to be the offer that resulted in the greatest return to the participating receiverships. All of the loans contributed to the portfolio came from banks that had failed between August 2008 and March 2009. The sale closed April 1, 2010. Congress created the Federal Deposit Insurance Corporation -- http://www.fdic.gov/-- in 1933 to restore public confidence in the nation's banking system. The FDIC insures deposits at the nation's 8,012 banks and savings associations and it promotes the safety and soundness of these institutions by identifying, monitoring and addressing risks to which they are exposed. The FDIC receives no federal tax dollars -- insured financial institutions fund its operations. * Sean Scott Earns Spot on Law360's Lawyers Under 40 to Watch ------------------------------------------------------------- At age 34, Mayer Brown LLP partner Sean Scott has already garnered prestige representing Bank of America NA as a prepetition lender to Levitt and Sons LLC and investor Carl Icahn in his recent appeals court victory securing control of bankrupt WestPoint Stevens Inc., earning him a spot on Law360's list of 10 bankruptcy lawyers under 40 to watch. * Shai Waisman Earns Spot on Law360's Lawyers Under 40 to Watch --------------------------------------------------------------- Weil Gotshal & Manges LLP partner Shai Waisman's day-to-day management of Lehman Brothers Holdings Inc.'s $613 billion Chapter 11 proceedings has not managed to overshadow his other accomplishments, such as negotiating successful outcomes for American Airlines Inc. and Global Crossing Ltd., that help make him one of Law360's 10 bankruptcy attorneys under 40 to watch. * Williams Named as One of Law360's Bankruptcy Lawyers to Watch --------------------------------------------------------------- At 38, Gibson Dunn & Crutcher LLP's Matthew Williams has already played a leading role in one of the biggest bankruptcies in history, representing an indenture trustee for more than $23 million in unsecured General Motors Corp. bonds -- one of a long list of accomplishments that have led Law360 to recognize him as one of 10 bankruptcy attorneys under 40 to watch. * Large Companies with Insolvent Balance Sheets ----------------------------------------------- Total Total Share- Total Working Holders' Assets Capital Equity Company Ticker ($MM) ($MM) ($MM) AUTOZONE INC AZO US 5,425.0 (100.6) (421.7) SOUTHGOBI ENERGY 1878 HK 560.7 388.8 (2.8) DUN & BRADSTREET DNB US 1,749.4 (99.5) (734.0) MEAD JOHNSON MJN US 2,070.3 235.9 (664.3) INTERMUNE INC ITMN US 114.7 59.5 (105.8) NAVISTAR INTL NAV US 9,126.0 1,277.0 (1,622.0) BOARDWALK REAL E BOWFF US 2,378.3 - (45.0) BOARDWALK REAL E BEI-U CN 2,378.3 - (45.0) TAUBMAN CENTERS TCO US 2,606.9 - (474.7) UNISYS CORP UIS US 2,956.9 308.6 (1,271.7) CHOICE HOTELS CHH US 340.0 (3.9) (114.2) MOODY'S CORP MCO US 2,003.3 (223.1) (596.1) DEX ONE CORP DEXO US 4,498.8 (402.9) (6,919.0) LINEAR TECH CORP LLTC US 1,512.8 673.5 (114.3) WR GRACE & CO GRA US 3,968.2 1,134.0 (290.5) WEIGHT WATCHERS WTW US 1,087.5 (336.1) (733.3) SUN COMMUNITIES SUI US 1,181.4 - (111.3) CABLEVISION SYS CVC US 9,325.7 (14.9) (5,143.3) IPCS INC IPCS US 559.2 72.1 (33.0) PETROALGAE INC PALG US 3.2 (6.6) (40.1) DISH NETWORK-A DISH US 8,295.3 188.7 (2,091.7) UAL CORP UAUA US 18,684.0 (1,368.0) (2,811.0) HEALTHSOUTH CORP HLS US 1,681.5 34.8 (510.2) REGAL ENTERTAI-A RGC US 2,637.7 32.4 (246.9) NATIONAL CINEMED NCMI US 628.2 92.8 (493.1) CHENIERE ENERGY CQP US 1,859.5 37.3 (480.3) TEAM HEALTH HOLD TMH US 940.9 17.4 (92.3) SOUTHGOBI ENERGY SGQ CN 560.7 388.8 (2.8) VECTOR GROUP LTD VGR US 735.5 240.2 (4.7) EPICEPT CORP EPCT SS 7.5 (6.5) (9.1) REVLON INC-A REV US 794.2 94.3 (1,033.6) INCYTE CORP INCY US 712.4 523.2 (102.4) JUST ENERGY INCO JE-U CN 1,387.1 (387.0) (356.5) DOMINO'S PIZZA DPZ US 453.8 59.2 (1,321.0) ARVINMERITOR INC ARM US 2,499.0 98.0 (1,112.0) TALBOTS INC TLB US 839.7 (3.9) (190.6) KNOLOGY INC KNOL US 646.9 26.2 (33.9) THERAVANCE THRX US 181.4 123.1 (189.0) VENOCO INC VQ US 739.5 (20.6) (174.5) GRAHAM PACKAGING GRM US 2,126.3 167.2 (763.1) LIBBEY INC LBY US 794.8 139.9 (66.9) FORD MOTOR CO F US 197,890.0 (8,112.0) (6,515.0) CARDTRONICS INC CATM US 460.4 (47.3) (1.3) WORLD COLOR PRES WC CN 2,641.5 479.2 (1,735.9) WORLD COLOR PRES WC/U CN 2,641.5 479.2 (1,735.9) WORLD COLOR PRES WCPSF US 2,641.5 479.2 (1,735.9) PROTECTION ONE PONE US 571.9 (18.4) (59.1) JAZZ PHARMACEUTI JAZZ US 107.4 (22.3) (72.8) AFC ENTERPRISES AFCE US 116.6 (2.7) (18.2) EXTENDICARE REAL EXE-U CN 1,668.1 122.8 (50.9) BLOUNT INTL BLT US 483.6 149.5 (6.7) DEXCOM DXCM US 46.9 18.1 (18.4) AMER AXLE & MFG AXL US 1,986.8 71.1 (559.9) UNITED RENTALS URI US 3,859.0 244.0 (19.0) BLUEKNIGHT ENERG BKEP US 310.7 (10.8) (142.2) AMR CORP AMR US 25,438.0 (1,086.0) (3,489.0) FORD MOTOR CO F BB 197,890.0 (8,112.0) (6,515.0) CENVEO INC CVO US 1,525.8 162.5 (176.5) SALLY BEAUTY HOL SBH US 1,529.7 360.6 (580.2) CENTENNIAL COMM CYCL US 1,480.9 (52.1) (925.9) SANDRIDGE ENERGY SD US 2,780.3 30.4 (195.9) ACCO BRANDS CORP ABD US 1,106.8 238.2 (117.2) GREAT ATLA & PAC GAP US 3,025.4 248.7 (358.5) US AIRWAYS GROUP LCC US 7,454.0 (458.0) (355.0) RURAL/METRO CORP RURL US 275.4 35.2 (105.3) COMMERCIAL VEHIC CVGI US 250.5 75.8 (37.8) LODGENET INTERAC LNET US 508.4 (4.9) (71.0) WARNER MUSIC GRO WMG US 3,934.0 (599.0) (97.0) EXELIXIS INC EXEL US 343.4 22.9 (163.7) MANNKIND CORP MNKD US 247.4 8.8 (59.2) PDL BIOPHARMA IN PDLI US 338.4 22.3 (416.0) EASTMAN KODAK EK US 7,691.0 1,407.0 (33.0) LIN TV CORP-CL A TVL US 790.5 20.4 (169.2) ZYMOGENETICS INC ZGEN US 319.3 110.1 (4.0) GENCORP INC GY US 1,018.7 114.6 (268.0) CALLON PETROLEUM CPE US 228.0 (39.9) (80.9) SINCLAIR BROAD-A SBGI US 1,597.7 23.1 (202.2) QWEST COMMUNICAT Q US 20,380.0 (483.0) (1,178.0) VIRGIN MOBILE-A VM US 307.4 (138.3) (244.2) NPS PHARM INC NPSP US 159.6 71.3 (222.8) VIRNETX HOLDING VHC US 2.2 (2.5) (2.4) CC MEDIA-A CCMO US 18,047.1 2,114.7 (6,844.7) HOVNANIAN ENT-A HOV US 2,100.2 1,222.4 (110.7) CYTORI THERAPEUT CYTX US 24.7 9.9 (3.7) WAVE SYSTEMS-A WAVX US 6.3 (2.0) (1.9) PALM INC PALM US 1,007.2 141.7 (6.2) DENNY'S CORP DENN US 312.6 (33.8) (127.5) ENERGY COMPOSITE ENCC US - (0.0) (0.0) MONEYGRAM INTERN MGI US 5,929.7 (174.2) (18.7) CONEXANT SYS CNXT US 273.7 65.8 (66.7) CHENIERE ENERGY LNG US 2,732.6 220.1 (432.1) SEALY CORP ZZ US 1,011.9 173.1 (92.3) ARIAD PHARM ARIA US 65.0 8.2 (89.0) CINCINNATI BELL CBB US 2,064.3 (2.8) (654.6) DYAX CORP DYAX US 64.8 34.1 (38.6) GLG PARTNERS-UTS GLG/U US 500.8 167.4 (283.6) NEWCASTLE INVT C NCT US 3,514.6 - (1,640.7) GLG PARTNERS INC GLG US 500.8 167.4 (283.6) ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers' public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. A list of Meetings, Conferences and Seminars appears in each Wednesday's edition of the TCR. Submissions about insolvency- related conferences are encouraged. Send announcements to conferences@bankrupt.com/ On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. For copies of court documents filed in the District of Delaware, please contact Vito at Parcels, Inc., at 302-658-9911. For bankruptcy documents filed in cases pending outside the District of Delaware, contact Ken Troubh at Nationwide Research & Consulting at 207/791-2852. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors' Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland, USA. Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Howard C. Tolentino, Joseph Medel C. Martirez, Denise Marie Varquez, Philline Reluya, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2010. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $775 for 6 months delivered via e- mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Christopher Beard at 240/629-3300. *** End of Transmission ***