/raid1/www/Hosts/bankrupt/TCR_Public/100519.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Wednesday, May 19, 2010, Vol. 14, No. 137
Headlines
97-13 REALTY: Case Summary & 9 Largest Unsecured Creditors
A-NGAE1 LLC: Voluntary Chapter 11 Case Summary
ACCENTIA BIOPHARMACEUTICALS: Biovest Files Chapter 11 Plan
AFY INC: Court Appoints Joseph Badami as Chapter 11 Trustee
ALAN HART: Voluntary Chapter 11 Case Summary
ALL PRO: Case Summary & 20 Largest Unsecured Creditors
ALMATIS BV: Judge Approves Use of $50-Mil. in Cash Collateral
ALMATIS BV: Proposes to Limit Trading of Claims
ALMATIS BV: Proposes to Pay Foreign Creditor Claims
ALMATIS BV: Proposes to Pay Claims of Prepetition Contractors
ALMATIS BV: To Hire Professionals in Ordinary Course
AMERICAN CAPITAL: Reports Net Earnings of $187 Million for Q1
AMERICAN TIRE: S&P Affirms 'B' Corporate Despite TPG Purchase
AMERICOLD WAREHOUSE: Moody's Withdraws Ba3 Rating on Secured Notes
ANTHONY JONES: Case Summary & 20 Largest Unsecured Creditors
ASARCO LLC: Union Fees Facing Objections From Debtor, Parent
ASARCO LLC: Wash American Sues to Void Claim Transfer
ASARCO LLC: Appellate Court Allows Senator to Access Files
AVIS BUDGET: Files for Antitrust Approval of Dollar Thrifty Deal
BASHAS' INC: Negotiating $200MM Financing for Exit Plan
BLUEKNIGHT ENERGY: Incurs $5 Million Net Loss in Q1 2010
BOOMERANG SYSTEMS: Posts $8.2-Mil. Net Loss in Q2 Ended March 31
BOSTON EQUIPMENT: Case Summary & 20 Largest Unsecured Creditors
BROADSTAR DEVELOPMENTS: Case Summary & 21 Largest Unsec Creditors
BRYAN/MOORE DEV'T: U.S. Trustee Unable to Form Creditors Panel
BUNDY TRUCKING: Voluntary Chapter 11 Case Summary
C & J: Case Summary & 19 Largest Unsecured Creditors
CALIFORNIA: Schwarzenegger Seeks New Cuts to Close Budget Deficit
CCS MEDICAL: S&P Assigns B- Corporate Credit Rating
CERTIFIED DIABETIC: Files for Chapter 11 Bankruptcy in Florida
CHEM RX: Case Summary & 30 Largest Unsecured Creditors
CHESAPEAKE ENERGY: S&P Puts 'B' Rating on Two Pref. Stock Issuance
CHOON SUK HAN: Case Summary & 19 Largest Unsecured Creditors
CHRYSLER LLC: New Chrysler Repays $1.9 Billion in TARP Loans
CHRYSLER LLC: At Disadvantage If GM Gets GMAC, Marchionne Says
CINCINNATI BELL: Moody's Reviewing Low-B Ratings for Downgrade
CITADEL BROADCASTING: Court to Confirm Reorganization Plan
CITADEL BROADCASTING: Files Revised 2010 to 2014 Projections
CITADEL BROADCASTING: Files Severance Stipulations Under Seal
COATES INT'L: Reports $452,564 Net Income for March 31 Quarter
COOPER-STANDARD: Expects to Exit Bankruptcy in Late May
CRM HOLDINGS: Receives Delisting Notice From Nasdaq
CRM HOLDINGS: Incurs $7.9 Million Net Loss in Q1 2010
CRYSTAL DEVELOPMENT: Case Summary & 2 Largest Unsecured Creditors
CRYSTAL SPRINGS INVESTORS: Voluntary Chapter 11 Case Summary
CRYSTAL SPRINGS PHASE I: Voluntary Chapter 11 Case Summary
DAVID GENT: Case Summary & 8 Largest Unsecured Creditors
DEAN FOODS: Moody's Holds CFR at Ba3 With Stable Outlook
DECODE GENETICS: Says Book Value of MediChem Stake Has Gone Down
DELTA PETROLEUM: Lowers Net Loss to $16-Mil. in Q1 Ended March 31
DOLLAR THRIFTY: Avis Seeks Antitrust Approval of Possible Deal
DOWNEY FINANCIAL: D&O Insurance Proceeds Not Estate Property
DREIER LLP: Ex-Wife Objects to Chapter 7 Trustee's Fees
ESCADA AG: EUSA Hiring of PwC Gets Court Approval
ESCADA AG: EUSA Liquidating Plan Confirmation Hearing on June 8
FERRO CORP: Moody's Affirms B1 CFR & Changes Outlook to Positive
FLORIDA GAMING: Posts $1.3 Million Net Loss for Q1 2010
FORD MOTOR: Said to Lead Resale-Value Gains
GEMS TV: Applies for Approval of Bonuses for Top 2 Officers
GENERAL MOTORS: White House Earmarks $800MM for Closed Plants
GENERAL MOTORS: GMAC Deal to Impair Chrysler, Marchionne Says
GIGOPTIX INC: Posts $2.2 Million Net Loss in Q1 Ended April 4
GOLDBERG-BAYMEADOWS: Can Access Wells Fargo's Cash Collateral
GREAT ATLANTIC: Widens Net Loss to $876.5 Million in Fiscal 2010
GREAT ATLANTIC: Files Shelf Registration Statement
GREAT ATLANTIC: Annual Stockholders' Meeting Set for July 15
GREAT ATLANTIC: Aletheia Research Hikes Stake to 27.8%
GREENBRIER COS: S&P Assigns Junk Ratings on Sr. & Sub. Debts
GTC BIOTHERAPEUTICS: Reports $7.7-Mil. Net Loss for April 4 Qtr
HAM HUNG: Case Summary & 4 Largest Unsecured Creditors
HECTOR CAMACHO: Case Summary & 14 Largest Unsecured Creditors
HERTZ GLOBAL: Avis Seeks Antitrust Approval of Possible DTAG Deal
HOG BROTHER: Files for Chapter 11 Bankruptcy in Michigan
HUGHES TELEMATICS: Inks Agreement Forming Lifecomm LLC
HUGHES TELEMATICS: Reports Lower Net Loss of $22.7MM in Q1 2010
INGRAM MICRO: Moody's Raises Ratings to Baa3 From Ba1 & Ba2
INNATECH LLC: Hearing on Business Sale Scheduled for Today
INTERNATIONAL JUICE: Voluntary Chapter 11 Case Summary
JACK IN THE BOX: S&P Holds BB- Rating & Revises Outlook to Neg.
JOHN KONECNIK: Files for Chapter 11 Bankruptcy Protection
JNN HOTELS: Case Summary & 12 Largest Unsecured Creditors
JPMCC 2002-CIBC4: Case Summary and 5 Largest Unsecured Creditors
KGEN LLC: S&P Cuts Ratings on Sr. Secured Credit Facilities to BB-
LAMCAM LLC: Case Summary & 7 Largest Unsecured Creditors
LEHMAN BROTHERS: Kaufman Steps Down From Board of Directors
LIBERATOR INC: Posts $156,116 Net Loss in Q2 Ended December 31
LINDA VISTA: Case Summary & 19 Largest Unsecured Creditors
LOWER BUCKS: Wants Plan Exclusivity Extended Until September 11
LPL HOLDINGS: Moody's Changes Outlook on Ba3 Ratings to Positive
MACY'S INC: Moody's Upgrades Corp. Family Rating a Notch to Ba1
MAGIC BRANDS: Committee Opposes Break-Up Fee for Lead Bidder
MAGNA ENTERTAINMENT: Parent Voids Lease with Oak Tree Racing
MAGNA ENTERTAINMENT: MID to Continue Support for Calif. Racing
MAJESTIC STAR: Seeks to Pay $1.5-Mil. in Incentives to Executives
MARLBORO WATER: Voluntary Chapter 11 Case Summary
MATTHEW TRIDER: Voluntary Chapter 11 Case Summary
MCHENRY COUNTY: Voluntary Chapter 11 Case Summary
MEDICHEM LIFE: Book Value of deCODE Stake Has Gone Down
METRO-GOLDWYN-MAYER: Creditors Closing in on Strategic Partner
METRO-GOLDWYN-MAYER: Lenders Move Payment Deadline Until July 14
MGM MIRAGE: Liens on City Center Could Adversely Impact Covenants
MISSION REAL: Gets OK to Use Cash Collateral of Wells Fargo
MISSION REAL: Taps Danning-Gill as General Bankruptcy Counsel
MOLECULAR INSIGHT: Waiver from Bondholders Extended Until June 22
MYLO INC: Files for Chapter 11 Bankruptcy to Avert Foreclosure
MYLO INC.: Case Summary & 14 Largest Unsecured Creditors
NAVIGANT CONSULTING: Acquires Daylight Forensic & Advisory
NEFF CORP: Has Interim Approval for $35 Million Loan
NEFF CORP: Moody's Cuts Corporate Rating to 'Ca' on Ch. 11 Filing
NETWORK DEVELOPMENT: Case Summary & 7 Largest Unsecured Creditors
NEWLEAD HOLDINGS: Registers 39.16MM Shares for Resale
NEWLEAD HOLDINGS: Delays Offering of $500,000,000 in Securities
NUTRACEA: Reaches Settlement of Securities Class Action Suit
OMAHA STANDING: Case Summary & 6 Largest Unsecured Creditors
OPUS EAST: BofA Wants Lift Stay to Foreclose Apple Property
OPUS EAST: Trustee Wants BofA Request for Adeq. Protection Denied
OPUS WEST: Files Post-Confirmation Report for March 31 Quarter
ORLEANS HOMEBUILDERS: Continuing to Consider Alternatives to Sale
PALM INC: Says 16 Companies Were Contacted for Possible Deal
PARADY CHIPPING: Voluntary Chapter 11 Case Summary
PEAK PROPERTIES: Case Summary & 6 Largest Unsecured Creditors
PHILADELPHIA NEWSPAPERS: May Solicit Creditor Votes on New Plan
PIONEER VILLAGE: Files for Chapter 11 Protection
PMP II: Can Hire PronskePatel as Bankruptcy Counsel
PMP II: Wants Until August 5 to Propose Plan of Reorganization
POINT BLANK: Proposes Bonus Program for 20 Executives
PRICHARD HOUSING: Moody's Affirms Ba3 on Housing Revenue Bonds
PRIME HEALTHCARE: Moody's Says B2 CFR and PDR Remain Unchanged
PROPERTY NETWORK: Voluntary Chapter 11 Case Summary
PROTECTIVE PRODUCTS: Wants Until June 30 to File Ch. 11 Plan
PTC ALLIANCE: Judge Directs Appointment of Retiree Committee
QUALITY CANDY: Court Approves Asset Sale for $2.2 Million
R&G FINANCIAL: Files for Chapter 11 Protection
REAL MEX: Reports $5,499,000 Net Loss for March 28 Quarter
REFCO INC: Frick & Co. Claim Allowed for $5.1 Million
REFCO INC: Plan Admin. to Forfeit FXA Unclaimed Distributions
REFCO INC: Proposes to Settle XL's D&O Coverage for $8 Mil.
RICHARD J HINDIN: Has Until May 25 to Propose Chapter 11 Plan
ROBERT SAUSA: Voluntary Chapter 11 Case Summary
RIGGING & WELDING: Case Summary & 20 Largest Unsecured Creditors
RUMSEY LAND: U.S. Trustee Unable to Form Creditors Committee
RUMSEY LAND: Has Exclusive Right to File Ch. 11 Plan Until June 14
RUSTICK LLC: Files for Chapter 11 to Sell Assets
SALANDER-O'REILLY: Artworks Set for Auction on June 9
SANTA CRUZ: Voluntary Chapter 11 Case Summary
SARATOGA RESOURCES: Ticker Symbol Will Return to OTCBB: SROE
SEA LAUNCH: Gets $340-Mil. Exit Financing From RSC & Energia
SEMGROUP LP: Oil Producers File Complaint Against Goldman, BP
SETA MAMMOLA: Case Summary & 20 Largest Unsecured Creditors
SHAW GROUP: Moody's Assigns Ba1 to Probability of Default Rating
SHELTON BURTON: Case Summary & 5 Largest Unsecured Creditors
SHOREBANK CORP: Goldman May Invest $20MM to Avoid FDIC Takeover
SHUMATE SPOKANE: Tri-City Sale Hearing Set for May 24
SHELTON BURTON: Case Summary & 5 Largest Unsecured Creditors
SIX FLAGS: Posts $183.5 Million Net Loss in Q1 2010
SOUTHERN FABRICATION: Files for Chapter 7 in Chattanooga, Tenn.
SPANSION INC: Administrative Claims Due June 9
SPANSION INC: Cabreros, et al., Seek Approval of WARN Settlement
SPANSION INC: Convert. Noteholders Submit Issues for Plan Appeal
STAFFORD-CT LLC: Case Summary & 20 Largest Unsecured Creditors
STANADYNE HOLDINGS: Moody's Puts Caa1 CFR on Review for Downgrade
STANLEY SELIGMAN: Case Summary & 20 Largest Unsecured Creditors
SUMNER REGIONAL: Gets Interim Okay to Use Cash Collateral
SUNWEST MANAGEMENT: Court OKs Emeritus/Blackstone JV as Bidder
SUPERMERCADO DEL PUEBLO: To Keep Only One Store
TARTAN, LLC: Case Summary & Largest Unsecured Creditors
TERRESTAR CORP: Posts $65.5 Million Net Loss in Q1 2010
THE PLANTATION, LLC: Voluntaty Chapter 11 Case Summary
TISHMAN SPEYER: Stuy Tenants Invite Calpers to Join Bid
TOBIAS APARTMENTS: Case Summary & 7 Largest Unsecured Creditors
TOWER THEATERS: Files for Chapter 11 Bankruptcy Protection
TPC GROUP: Moody's Withdraws B1 Rating on Proposed Term Loan
TRI-VALLEY CORP: Reports Lower Net Loss of $2.2MM in Q1 2010
TRIBUNE CO: Violated Pension Laws, US Labor Secretary Says
TRIBUNE CO: Ed Wilson Steps Down from Post
TRIBUNE CO: Plan Exclusivity Hearing on Thursday
TRIBUNE CO: Wants PwC to Provide Additional Work
TRIDENT RESOURCES: In Talks for $410 Million Exit Term Loan
TRILOGY INTERNATIONAL: Moody's Confirms Caa1 Rating on Term Loan
TRUE WORTH: Voluntary Chapter 11 Case Summary
TRUMP ENTERTAINMENT: Icahn Wants Appeal Stay of Plan
TUSCAN RANCH: Case Summary & 5 Largest Unsecured Creditors
US CONCRETE: U.S. Trustee Forms 5-Member Creditors Committee
US CONCRETE: Gets Interim Okay to Obtain DIP Financing
US CONCRETE: Gets OK to Enter Into New Insurance Policies
US CONCRETE: Seeks to Retain Deloitte & Touche as Auditor
US CONCRETE: Settles Drivers' Suit for $1.5 Million
VALLEY HEALTH: Judge Carroll Approves Debtor's Chapter 9 Plan
VISTEON CORP: Shareholders Fail to Terminate Exclusivity
WASHINGTON MUTUAL: Still In Talks with FDIC
WAYNE BUTLER: Case Summary & 20 Largest Unsecured Creditors
WINSOR MANAGEMENT: Files for Chapter 11 Bankruptcy Protection
WHOLE FOODS: Moody's Assigns Ba3 to $700MM Senior Loan due 2012
XERIUM TECHNOLOGIES: Has Nod to Grant Admin. Status to Vendors
XERIUM TECHNOLOGIES: Receives Final Nod to Pay Employees
XERIUM TECHNOLOGIES: Section 341 Meeting Waived
XERIUM TECHNOLOGIES: Stowe Woodward & Rapid Pacific Settle Dispute
XERIUM TECHNOLOGIES: Wins Final Approval to Hire Richards Layton
YRC WORLDWIDE: Files 10Q; Has $104.9 MM Equity Deficit at March 31
* Q1 Bankruptcy Filings Increase Nearly 18% Over 2009
* Greece May Take Legal Action v. US Banks Over Debt Crisis
* Upcoming Meetings, Conferences and Seminars
*********
97-13 REALTY: Case Summary & 9 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: 97-13 Realty Corp.
c/o Henry Bisono
32-20 61st Street
Woodside, NY 11377
Bankruptcy Case No.: 10-44274
Chapter 11 Petition Date: May 11, 2010
Court: United States Bankruptcy Court
Eastern District of New York (Brooklyn)
Judge: Jerome Feller
Debtor's Counsel: Jerome Reisman, Esq.
Reisman Peirez & Reisman LLP
1305 Franklin Avenue
Garden City, NY 11530
Tel: (516) 746-7799
Fax: (416) 742-4946
E-mail: jreisman@reismanpeirez.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's 9 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/nyeb10-44274.pdf
The petition was signed by Henry Bisono, president.
A-NGAE1 LLC: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: A-NGAE1, LLC
3455 Cliff Shadows Parkway, Ste. 220
Las Vegas, NV 89129
Bankruptcy Case No.: 10-18719
Chapter 11 Petition Date: May 12, 2010
Court: United States Bankruptcy Court
District of Nevada (Las Vegas)
Judge: Bruce A. Markell
Debtor's Counsel: Georganne W. Bradley, Esq.
Kaempfer Crowell Et Al.
8345 West Sunset Rd., Ste. 250
Las Vegas, NV 89113
Tel: (702) 792-7000
Fax: (702) 796-7181
E-mail: gbradley@kcnvlaw.com
Estimated Assets: $10,000,001 to $50,000,000
Estimated Debts: $1,000,001 to $10,000,000
The petition was signed by Thomas J. DeVore, chief operating
officer.
The Debtor did not file its list of largest unsecured creditors
when it filed its petition.
Debtor-affiliates that filed separate Chapter 11 petitions:
Petition
Debtor Case No. Date
------ -------- ----
B-SWDE3, LLC 09-29051 10/09/09
B-PVL1, LLC 09-29147 10/12/09
A-SWDE1, LLC 09-34216 12/29/09
A-JVP1, LLC 09-34236 12/29/09
B-SWDE2, LLC 09-33479 12/15/09
B-NWI1, LLC 10-15774 04/02/10
B-JVP1, LLC 10-16641 04/16/10
B-VLP2, LLC 10-16660 04/16/10
B-PLV2, LLC 10-16648 04/16/10
B-VLP1, LLC 10-16655 04/16/10
B-VV1, LLC 10-18284 05/05/10
ACCENTIA BIOPHARMACEUTICALS: Biovest Files Chapter 11 Plan
----------------------------------------------------------
Bill Rochelle at Bloomberg News reports that Biovest International
Inc., a majority-owned subsidiary of Accentia Biopharmaceuticals
Inc., filed a Chapter 11 plan on May 14 where shareholders will
retain stock, although diluted, and the company will work on
commercialization of BiovaxID, a personalized cancer vaccine for
some types of non-Hodgkin's lymphoma.
The Company, Bloomberg relates, issued a statement saying Accentia
will file a separate plan with both companies intending to emerge
"simultaneously" from reorganization "this summer."
According to Bloomberg, the Biovest plan calls for the $3 million
DIP financing for the Chapter 11 case to be converted into a two-
year note at 16% interest with a first lien on assets. The $24.9
million in pre-bankruptcy secured claims will be converted to a
two-year second-lien note with 8% interest paid at maturity. The
lenders will have another second-lien note for $7.3 million with 8
percent interest paid at maturity in three years.
The lenders are Laurus Master Fund Ltd. and Valens Offshore funds.
Bloomberg relates that under the Plan, Biovest has the right to
convert the lenders' debt into common stock at 90% of the average
closing price in 10 days before conversion. In return for the
lenders' pre-bankruptcy warrants, they will receive 10% of the new
stock. In addition, they will be given a 6.25% perpetual royalty
on product sales in return for pre-bankruptcy royalty rights.
Accentia's $12 million in secured claims will convert into 17.6
million new shares, Bloomberg adds. The 2008 secured debentures
will be exchanged for a third-lien term loan maturing in 40
months. Holders of the debentures have the right to convert to
common stock.
About Accentia Biopharmaceuticals
Headquartered in Tampa, Florida, Accentia Biopharmaceuticals Inc.
(Nasdaq: ABPI) -- http://www.accentia.net/--is biopharmaceutical
company focused on the development and commercialization of drug
candidates that are in late-stage clinical development and
typically are based on active pharmaceutical ingredients that have
been previously approved by the FDA for other indications. The
Company's lead product candidate is SinuNase(TM), a novel
application and formulation of a known therapeutic to treat
chronic rhinosinusitis.
The Company has acquired the majority ownership interest in
Biovest International Inc. and a royalty interest in Biovest's
lead drug candidate, BiovaxID(TM) and any other biologic products
developed by Biovest. The Company also has a specialty
pharmaceutical business, which markets products focused on
respiratory disease and an analytical consulting business that
serves customers in the biopharmaceutical industry.
Accentia Biopharmaceuticals and nine affiliates filed for Chapter
11 protection on November 10, 2008 (Bankr. M.D. Fla., Lead Case
No. 08-17795). Charles A. Postler, Esq., and Elena P. Ketchum,
Esq., at Stichter, Riedel, Blain & Prosser, in Tampa, Florida; and
Jonathan B. Sbar, Esq., at Rocke, McLean & Sbar, P.A., represent
the Debtors as counsel. Attorneys at Olshan Grundman Frome
Rosenzweig, and Genovese Joblove & Battista PA, represent the
official committee of unsecured creditors. The Debtors said
assets totalled $134,919,728 while debts were $77,627,355 as of
June 30, 2008.
AFY INC: Court Appoints Joseph Badami as Chapter 11 Trustee
-----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Nebraska appointed
Joseph Badami as Chapter 11 trustee in the bankruptcy case of AFY,
Inc.
Ainsworth, Nebraska-based AFY, Inc., dba Ainsworth Feed Yards
Company, Inc., filed for Chapter 11 bankruptcy protection on
March 25, 2010 (Bankr. D. Neb. Case No. 10-40875). Jerrold L.
Strasheim, Esq., who has an office in Omaha, Nebraska, assists the
Company in its restructuring effort. The Company estimated its
assets and debts at $10,000,001 to $50,000,000 as of the
bankruptcy filing.
The Company's affiliate, Robert A. Sears/Korley B. Sears, filed a
separate Chapter 11 petition on February 12, 2010 (Case No. 10-
40275/10-40277).
ALAN HART: Voluntary Chapter 11 Case Summary
--------------------------------------------
Joint Debtors: Alan E. Hart
dba Round Tuit
Barbara J. Hart
5875 Capilano Drive
San Jose, CA 95138
Bankruptcy Case No.: 10-54869
Chapter 11 Petition Date: May 11, 2010
Court: U.S. Bankruptcy Court
Northern District of California (San Jose)
Judge: Arthur S. Weissbrodt
Debtor's Counsel: Lars T. Fuller, Esq.
The Fuller Law Firm
60 N Keeble Avenue
San Jose, CA 95126
Tel: (408) 295-5595
E-mail: Fullerlawfirmecf@aol.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
According to the schedules, the Joint Debtors say that assets
total $1,298,675 while debts total $1,668,691.
The Joint Debtors did not file a list of creditors together with
its petition.
The petition was signed by the Joint Debtors.
ALL PRO: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------
Debtor: All Pro of Yulee, Inc.
10839 N. Main Street
Jacksonville, FL 32218
Bankruptcy Case No.: 10-04035
Chapter 11 Petition Date: May 11, 2010
Court: U.S. Bankruptcy Court
Middle District of Florida (Jacksonville)
Debtor's Counsel: Albert H. Mickler, Esq.
5452 Arlington Expressway
Jacksonville, FL 32211
Tel: (904) 725-0822
E-mail: cmickler_32277@yahoo.com
Estimated Assets: $100,001 to $500,000
Estimated Debts: $1,000,001 to $10,000,000
A copy of the Company's list of 20 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/flmb10-04035.pdf
The petition was signed by Mark Fleischer, secretary/director.
ALMATIS BV: Judge Approves Use of $50-Mil. in Cash Collateral
-------------------------------------------------------------
Bankruptcy Law360 reports that the Judge Martin Glenn of the U.S.
Bankruptcy Court for the Southern District of New York has issued
orders allowing Almatis B.V. unfettered access to as much as
$50 million in cash collateral as well the ability to make
payments to vendors and employees, saying the moves are necessary
to prevent significant harm to the business while it operates
under bankruptcy protection.
Alamtis B.V., and its affiliates filed for Chapter 11 on April 30,
2010 (Bankr. S.D.N.Y. Lead Case No. 10-12308). Almatis B.V.
estimated assets of US$500 million to US$1 billion and debts of
more than US$1 billion as of the bankruptcy filing.
Almatis, operationally headquartered in Frankfurt, Germany, is a
global leader in the development, manufacture and supply of
premium specialty alumina products. With nearly 900 employees
worldwide, the company's products are used in a wide variety of
industries, including steel production, cement production, non-
ferrous metal production, plastics, paper, ceramics, carpet
manufacturing and electronic industries. Almatis operates nine
production facilities worldwide and serves customers around the
world. Until 2004, the business was known as the chemical
business of Alcoa. Almatis is now owned by Dubai International
Capital LLC, the international investment arm of Dubai Holding.
Michael A. Rosenthal, Esq., at Gibson, Dunn & Crutcher LLP, serves
as counsel to the Debtors in the Chapter 11 cases. & German
Counsel: Linklaters LLP is the special English and German counsel
and De Brauw Blackstone Westbroek N.V. is Dutch counsel. Epiq
Bankruptcy Solutions, LLC, serves as claims and notice agent.
ALMATIS BV: Proposes to Limit Trading of Claims
-----------------------------------------------
Almatis B.V. and its units sought and obtained an interim order
limiting certain transfers of claims against them and approving
related notice procedures.
The Debtors believe it may be possible for a holder of a claim
against them to circumvent the protections of the automatic stay
by transferring its claims to an entity that lacks minimum
contacts within the United States or a "foreign transferee" and
is not likely to be subject to the jurisdiction of the Bankruptcy
Court or the provisions of the Bankruptcy Code.
The Debtors are concerned that a Foreign Transferee might
consider itself to be beyond the jurisdiction of the Bankruptcy
Court, disregard the automatic stay, and institute proceedings to
enforce a claim in a foreign jurisdiction that has not agreed to
give effect to the bankruptcy laws of the United States.
Accordingly, at the Debtors' behest, Judge Glenn ruled that any
sale or other transfer of claims against the Debtors will be
subject to these Notice and Hearing Procedures:
* Disposition of Claims. Prior to effecting any disposition
of claims against the Debtors, any person or entity
attempting that disposition will file with the Court, and
serve on the Debtors' counsel, a Notice of Intent to Sell,
Trade, or Otherwise Transfer a Claim, specifically and in
detail describing the intended disposition of claims against
the Debtors, regardless of whether that disposition would
also be subject to the filing, notice, and hearing
requirements of Rule 3001 of the Federal Rules of
Bankruptcy Procedure.
* Acquisition of Claims. Prior to effecting any acquisition
of claims against the Debtors, any person or entity
attempting that will file with the Court, and serve on the
Debtors' counsel, a Notice of Intent to Purchase, Acquire,
or Otherwise Accumulate a Claim, specifically and in detail
describing the intended acquisition of claims against the
Debtors, regardless of whether that acquisition would also
be subject to the filing, notice, and hearing requirements
of Bankruptcy Rule 3001.
* Objection Procedures. No later than the date that is 10
calendar days after the Debtors' actual receipt of a Claims
Disposition Notice or a Claims Acquisition Notice, the
Debtors may file with the Court, and serve on a Proposed
Claims Disposition Transferor or Proposed Claims Disposition
Transferee an objection to any proposed transfer of claims
described in a Claims Acquisition Notice or Claims
Disposition Notice on the grounds that the transfer would
inhibit the operation of the automatic stay.
If the Debtors timely file an Objection by the Objection
Deadline, the Proposed Claims Disposition Transaction or
Proposed Claims Disposition Acquisition will not be
effective unless approved by a Court order, after notice and
a hearing, and that order is not subject to appeal, stay,
modification, or reconsideration.
If the Debtors do not timely file an Objection by the
Objection Deadline, the Proposed Claims Disposition
Transaction or Proposed Claims Disposition Acquisition may
proceed only as specifically set forth under the Claims
Notice.
Any acquisition or disposition or other transfer of claims
against the Debtors in violation of the Court-approved Claim
Transfer Procedures will be null and void ab initio as an act in
violation of the automatic stay and will confer no rights on the
transferee.
A final hearing on the Debtors' request will be held on May 17,
2010.
About Almatis Group
Alamtis B.V., and its affiliates filed for Chapter 11 on April 30,
2010 (Bankr. S.D.N.Y. Lead Case No. 10-12308). Almatis B.V.
estimated assets of US$500 million to US$1 billion and debts of
more than US$1 billion as of the bankruptcy filing.
Almatis, operationally headquartered in Frankfurt, Germany, is a
global leader in the development, manufacture and supply of
premium specialty alumina products. With nearly 900 employees
worldwide, the company's products are used in a wide variety of
industries, including steel production, cement production, non-
ferrous metal production, plastics, paper, ceramics, carpet
manufacturing and electronic industries. Almatis operates nine
production facilities worldwide and serves customers around the
world. Until 2004, the business was known as the chemical
business of Alcoa. Almatis is now owned by Dubai International
Capital LLC, the international investment arm of Dubai Holding.
Michael A. Rosenthal, Esq., at Gibson, Dunn & Crutcher LLP, serves
as counsel to the Debtors in the Chapter 11 cases. & German
Counsel: Linklaters LLP is the special English and German counsel
and De Brauw Blackstone Westbroek N.V. is Dutch counsel. Epiq
Bankruptcy Solutions, LLC, serves as claims and notice agent.
ALMATIS BV: Proposes to Pay Foreign Creditor Claims
---------------------------------------------------
Almatis B.V. and its affiliated debtors sought and obtained
interim approval from the U.S. Bankruptcy Court to earmark as much
as $23 million to pay the pre-bankruptcy claims of their foreign
creditors.
The claims are on account of goods and services provided by the
Foreign Creditors for the production and transportation of
specialty alumina products for the Debtors' customers located
throughout the world. The creditors include suppliers, brokers,
and duty collectors, among others.
The Debtors proposed to pay their Foreign Creditors to prevent
the latter from withholding goods, asserting liens or terminating
service agreements or other actions detrimental to the Debtors'
operations, according to Michael Rosenthal, Esq., at Gibson Dunn
& Crutcher LLP, in New York.
Mr. Rosenthal said that several of the Foreign Creditors are not
likely to be subject to the jurisdiction of the U.S. Bankruptcy
Court, which oversees the Debtors' Chapter 11 cases. "Foreign
creditors may consider themselves to be beyond the jurisdiction
of this Court, disregard the automatic stay and engage in conduct
that disrupts the Debtors' domestic and international
operations."
Judge Glenn also authorized the Debtors' banks and other
financial institutions to honor checks and transfers in relation
to the Foreign Creditor Claims payment.
In addition to the payment of the Foreign Creditors' claims, the
Debtors also obtained Court approval to continue a volume
purchase rebate program and pay all pre-bankruptcy claims
outstanding under that program.
Under the Rebate Program, the Debtors provide bulk rebates to
about 10 customers, which may qualify as foreign creditors, in
the form of a credit that may be applied against additional
orders. The cost of maintaining the Program will not exceed
EUR200,000 for 2010 based on the Debtors' estimate.
In connection with the Program, the Court also authorized the
Debtors to reconcile accounts with suppliers and customers in the
ordinary course of their businesses regardless of the prepetition
or postpetition nature of any debit or credit involved in the
reconciliation.
The Court will consider final approval of the Debtors' request on
May 17, 2010.
About Almatis Group
Alamtis B.V., and its affiliates filed for Chapter 11 on April 30,
2010 (Bankr. S.D.N.Y. Lead Case No. 10-12308). Almatis B.V.
estimated assets of US$500 million to US$1 billion and debts of
more than US$1 billion as of the bankruptcy filing.
Almatis, operationally headquartered in Frankfurt, Germany, is a
global leader in the development, manufacture and supply of
premium specialty alumina products. With nearly 900 employees
worldwide, the company's products are used in a wide variety of
industries, including steel production, cement production, non-
ferrous metal production, plastics, paper, ceramics, carpet
manufacturing and electronic industries. Almatis operates nine
production facilities worldwide and serves customers around the
world. Until 2004, the business was known as the chemical
business of Alcoa. Almatis is now owned by Dubai International
Capital LLC, the international investment arm of Dubai Holding.
Michael A. Rosenthal, Esq., at Gibson, Dunn & Crutcher LLP, serves
as counsel to the Debtors in the Chapter 11 cases. & German
Counsel: Linklaters LLP is the special English and German counsel
and De Brauw Blackstone Westbroek N.V. is Dutch counsel. Epiq
Bankruptcy Solutions, LLC, serves as claims and notice agent.
ALMATIS BV: Proposes to Pay Claims of Prepetition Contractors
-------------------------------------------------------------
Almatis B.V. and its debtor affiliates sought and obtained
interim Court approval to pay the pre-bankruptcy claims of their
contractors, distributors and warehousemen.
The Debtors owe their Service Providers about $2 million in fees
and charges for services rendered as of April 30, 2010. The
services provided include maintenance and repair, and
transportation, distribution and storage of the Debtors' raw
materials and finished products.
Michael Rosenthal, Esq., at Gibson Dunn & Crutcher LLP, in New
York, said that through the proposed payment, the service
providers won't have any reason to assert liens against the
Debtors' goods or refuse to release those goods that are in their
custody.
The estimated value of the goods that are in the possession of
the service providers reportedly exceeds $2 million.
The payment of claims comes with a number of conditions: (1) the
service provider has possession of and control over goods in
which the Debtors have interest; (2) the service provider agrees
to release the goods at its sole cost and expense; and (3) the
payment must be made with reservation of rights regarding the
extent, validity, perfection or possible avoidance of any liens
and interests of the service provider.
In connection with the payment of claims, the Court authorized
the Debtors' banks and other financial institutions to honor
checks and transfers related to the service providers'
prepetition claims.
The Court will consider final approval of the Debtors' request on
May 17, 2010.
About Almatis Group
Alamtis B.V., and its affiliates filed for Chapter 11 on April 30,
2010 (Bankr. S.D.N.Y. Lead Case No. 10-12308). Almatis B.V.
estimated assets of US$500 million to US$1 billion and debts of
more than US$1 billion as of the bankruptcy filing.
Almatis, operationally headquartered in Frankfurt, Germany, is a
global leader in the development, manufacture and supply of
premium specialty alumina products. With nearly 900 employees
worldwide, the company's products are used in a wide variety of
industries, including steel production, cement production, non-
ferrous metal production, plastics, paper, ceramics, carpet
manufacturing and electronic industries. Almatis operates nine
production facilities worldwide and serves customers around the
world. Until 2004, the business was known as the chemical
business of Alcoa. Almatis is now owned by Dubai International
Capital LLC, the international investment arm of Dubai Holding.
Michael A. Rosenthal, Esq., at Gibson, Dunn & Crutcher LLP, serves
as counsel to the Debtors in the Chapter 11 cases. & German
Counsel: Linklaters LLP is the special English and German counsel
and De Brauw Blackstone Westbroek N.V. is Dutch counsel. Epiq
Bankruptcy Solutions, LLC, serves as claims and notice agent.
ALMATIS BV: To Hire Professionals in Ordinary Course
----------------------------------------------------
Almatis B.V. and its affiliated debtors seek approval from the
U.S. Bankruptcy Court for the Southern District of New York to
employ professionals that are being utilized in the ordinary
course of business.
The Debtors intend to employ seven ordinary course professionals
who provided legal services to their estates in the same manner
and for the same purposes as the professionals did or have before
the bankruptcy filing. The OCPs are:
(1) Potter Clarkson LLP
(2) Melchers Law
(2) Baker & McKenzie
(4) Dr. Berenice Moller
(5) Eckert Seamns Cherin & Mellott, LLC
(6) Fragomen, Del Rey, Bernsen and Loewy, LLP
(7) Philips Friedman Kotler
In connection with this, the Debtors also ask Judge Glenn to
approve the payment of 100% of the monthly fees and expenses of
the OCPs, without requiring the filing of fee applications or
further court orders.
The Debtors propose to pay each OCP up to $50,000 per month or
$500,000, in the aggregate, for its services during the course of
their bankruptcy cases.
In case an OCP seeks monthly payment of more than $50,000 or more
than $500,000 in the aggregate, the Debtors would require the OCP
to file a fee application.
To ensure that all concerned parties understand the fees and
expenses being paid to the OCPs, the Debtors will file a
statement with the Court containing the name of the OCP and its
corresponding total fees and expenses, about 20 days after the
conclusion of every fiscal quarter.
As a condition to their employment and payment of their fees and
expenses, the OCPs will be required to file an affidavit of
disinterestedness with the Court. If no objection to the
affidavit is filed within 15 days, the Debtors will be deemed
authorized to employ and pay the OCPs.
About Almatis Group
Alamtis B.V., and its affiliates filed for Chapter 11 on April 30,
2010 (Bankr. S.D.N.Y. Lead Case No. 10-12308). Almatis B.V.
estimated assets of US$500 million to US$1 billion and debts of
more than US$1 billion as of the bankruptcy filing.
Almatis, operationally headquartered in Frankfurt, Germany, is a
global leader in the development, manufacture and supply of
premium specialty alumina products. With nearly 900 employees
worldwide, the company's products are used in a wide variety of
industries, including steel production, cement production, non-
ferrous metal production, plastics, paper, ceramics, carpet
manufacturing and electronic industries. Almatis operates nine
production facilities worldwide and serves customers around the
world. Until 2004, the business was known as the chemical
business of Alcoa. Almatis is now owned by Dubai International
Capital LLC, the international investment arm of Dubai Holding.
Michael A. Rosenthal, Esq., at Gibson, Dunn & Crutcher LLP, serves
as counsel to the Debtors in the Chapter 11 cases. & German
Counsel: Linklaters LLP is the special English and German counsel
and De Brauw Blackstone Westbroek N.V. is Dutch counsel. Epiq
Bankruptcy Solutions, LLC, serves as claims and notice agent.
AMERICAN CAPITAL: Reports Net Earnings of $187 Million for Q1
-------------------------------------------------------------
American Capital, Ltd. filed its quarterly report on Form 10-Q,
showing net earnings of $187 million, on $0.65 per diluted share,
on $164 million of total operating income for the three months
ended March 31, 2010, compared with a net loss of $547 million, or
($2.65) per diluted share, on $195 million of total operating
income for the same period of 2009.
"We've certainly seen progress in this past year in the economy,
the capital markets and our performance," said Malon Wilkus,
Chairman and Chief Executive Officer. "We believe the economic
recovery is well underway and that's reflected in the performance
of our investments. We have now experienced three consecutive
quarters of net unrealized appreciation of our portfolio
investments after two years of net unrealized depreciation. We
are optimistic that if the economy and capital markets continue to
improve, we should see the improvement reflected in our asset
valuations and net asset value."
Net operating income decreased to $49 million, or $0.17 per
diluted share, for the quarter ended March 31, 2010, compared to
$64 million, or $0.31 per diluted share, for the comparable
quarter in 2009.
Net realized loss on investments was $126 million for the three
months ended March 31, 2010, compared to $131 million for the
comparable period of 2009.
For the quarter ended March 31, 2010, net unrealized appreciation
of investments totaled $264 million, compared to net unrealized
depreciation of $492 million for the comparable quarter in 2009.
Portfolio Liquidity and Performance
In the first quarter of 2010, $163 million of cash proceeds were
received from realizations of portfolio investments and exits,
which were 3.7% lower than the prior quarter's valuations of the
investments. There was $84 million in new committed investments
during the quarter. The weighted average effective interest rate
on the Company's private finance debt investments as of March 31,
2010 was 10.3%, 40 basis points higher than as of December 31,
2009. Unrestricted cash and cash equivalents totaled $820 million
as of March 31, 2010.
As of March 31, 2010, loans with a fair value of $263 million were
on non-accrual representing 7.0% of total loans at fair value,
compared to $290 million fair value of non-accrual loans
representing 7.8% of total loans at fair value as of December 31,
2009.
Balance Sheet
The Company's balance sheet as of March 31, 2010, showed
$6.757 billion in assets, $4.231 billion in liabilities, and
$2.526 billion of shareholders' equity.
The total fair value of the Company's investment portfolio was
$5.698 billion and $5.575 billion as of March 31, 2010, and
December 31, 2009, respectively. The Company's new investments
totaled $84 million and $40 million during the three months ended
March 31, 2010. and 2009, respectively.
As of March 31, 2010, net asset value per common share was $8.98,
an increase of $0.69 per share from a net asset value per common
share of $8.29 as of December 31, 2009.
Going Concern
In the Company's annual report on Form 10-K for the year ended
December 31, 2009, the Company's independent registered public
accounting firm, Ernst & Young LLP, concluded that substantial
doubt existed about the Company's ability to continue as a going
concern as a result of being in breach of certain financial
covenants under the Company's unsecured borrowing arrangements.
The breach of these financial covenants was primarily due to the
significant decrease in the Company's shareholders' equity as a
result of net unrealized depreciation on the Company's portfolio
investments during 2008. As of March 31, 2010, the Company
continued to be in breach of these financial covenants on
$2.3 billion of unsecured borrowing arrangements.
A full-text copy of the quarterly report is available for free at:
http://researcharchives.com/t/s?6277
Based in Bethesda, Maryland, American Capital, Ltd. (Nasdaq: ACAS)
-- http://www.AmericanCapital.com/-- is a publicly traded private
equity firm and global asset manager. American Capital, both
directly and through its asset management business, originates,
underwrites and manages investments in middle market private
equity, leveraged finance, real estate and structured products.
Founded in 1986, American Capital currently has $13.9 billion in
capital resources under management and eight offices in the U.S.,
Europe and Asia.
AMERICAN TIRE: S&P Affirms 'B' Corporate Despite TPG Purchase
-------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B' corporate
credit rating on American Tire Distributors Inc. and removed the
ratings from CreditWatch, where the firm had been placed with
developing implications on April 26, 2010. The outlook is
stable.
At the same time, S&P assigned a 'CCC+' issue-level rating and '6'
recovery rating on the company's proposed $250 million senior
secured notes.
"The rating affirmation reflects our view that ATD's fairly stable
operating performance will continue and enable the company to
manage the increase in debt from the purchase by private equity
firm TPG Capital L.P.," said Standard & Poor's credit analyst
Lawrence Orlowski. On April 20, 2010, TPG announced
that it was acquiring U.S.-based ATD for $1.3 billion from
Investcorp S.A., Berkshire Partners LLC, and Greenbriar Equity
Group LLC. ATD is the largest wholesale distributor of passenger-
car and light-truck tires to the $26.6 billion U.S. replacement
tire market.
S&P said, "The ratings on ATD reflect its highly leveraged capital
structure, moderate but stable profit margins, and narrow scope of
operations. In 2009, ATD generated $2.17 billion in revenue, up
10.8% from 2008. The company's performance was affected by the
weak economy, but not to the same extent that many other auto-
related companies were. We expect adjusted debt to EBITDA to
decline below 6x this year as profitability improves and debt is
reduced. We view ATD's liquidity as adequate for near-term
needs."
"We expect the company to continue pursuing acquisitions under the
new owners. This may involve expanding into new regions or taking
advantage of opportunities to saturate its current markets. The
company estimates that one-third of the U.S. tire market remains
untapped. Moreover, the company is working with auto dealerships
to develop tire replacement programs.
"The stable outlook reflects the likelihood that the company will
be able to realize significant cost synergies from its disciplined
acquisition strategy, thereby bringing adjusted debt to EBITDA to
6x or lower. This could occur if revenue grows at least 5% and
gross margins are about 17%.
"We could raise the rating if ATD continued to generate
significant free cash flow during 2010 and if it were able to
reduce leverage to below 5x on a sustained basis. This could
occur if revenue rose above 8% and gross margins moved above 17%.
"We could lower the rating if ATD's profitability were to worsen
because of declining demand for replacement tires and rising
costs, and we believed that leverage would rise significantly
above 6x on a sustained basis. This could occur if revenue stayed
flat or declined and gross margins moved below 16.5%. We could
also lower the rating if the company substantially increased the
pace of debt-financed expansion," noted S&P.
AMERICOLD WAREHOUSE: Moody's Withdraws Ba3 Rating on Secured Notes
------------------------------------------------------------------
Moody's Investors Service has withdrawn the proposed ratings of
Americold Warehouse Investment Portfolio LLC for business reasons.
The proposed notes were not issued.
The following ratings were withdrawn:
American Warehouse Industrial Portfolio LLC -- corporate family
rating.
American Warehouse Industrial Portfolio LLC -- proposed $300
million 10 year secured notes.
The last rating action with respect to American Warehouse
Industrial Portfolio LLC was on April 16, 2010, when the proposed
notes were assigned a Ba3 rating.
ANTHONY JONES: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Joint Debtors: Anthony E. Jones
Sharon K. Samuels-Jones
7 Albert Road
Canton, MA 02021
Bankruptcy Case No.: 10-15114
Chapter 11 Petition Date: May 11, 2010
Court: United States Bankruptcy Court
District of Massachusetts (Boston)
Judge: Frank J. Bailey
Debtor's Counsel: John F. Sommerstein, Esq.
Law Offices of John F. Sommerstein
98 North Washington Street, Suite 104
Boston, MA 02114
Tel: (617) 523-7474
E-mail: jfsommer@conversent.net
Estimated Assets: $0 to $50,000
Estimated Debts: $1,000,001 to $10,000,000
A copy of the Joint Debtors' list of 20 largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/mab10-15114.pdf
The petition was signed by the Joint Debtors.
ASARCO LLC: Union Fees Facing Objections From Debtor, Parent
------------------------------------------------------------
ASARCO LLC, Asarco Incorporated and Americas Mining Corporation
jointly filed their preliminary objection to United Steelworkers
of America's final fee applications.
The USW sought approval of payment for (i) its investment banker
and financial advisor, Potok and Co, Inc., amounting to $695,000
in fees and expenses, of which $350,000 is unpaid, for the period
from July 1, 2006, through November 15, 2009, and (ii) its
outside bankruptcy and labor counsel, Cohen, Weiss, and Simon
LLP, amounting to $805,000 in fees and expenses for the period
from August 11, 2005, through November 15, 2009. The USW
disclosed that Cohen Weiss' fees and expenses for the period were
$877,909 in fees and $92,051 in expenses. In the event the
Aggregate Union Fee Cap is not completely utilized, the USW seeks
authority to allow the full amount of Cohen Weiss's Final Fee
Application.
ASARCO filed a Notice of Appeal, on March 30, 2010, of the
Bankruptcy Court's ruling for the amendment of procedures for the
reimbursement of certain professional fees and expenses incurred
by USW. The Parent filed it own Notice of Appeal of the same
Bankruptcy Court ruling on April 7, 2010.
ASARCO and the Parent ask Judge Schmidt to deny the USW Final Fee
Applications as untimely because they were filed after the
applicable deadlines. ASARCO and the Parent argue that Potok and
Cohen Weiss' failure to comply with the deadlines is inexcusable
and should preclude the Bankruptcy Court from granting the
requested relief.
If the Amended USW Reimbursement Order provides the sole legal
basis for the allowance of the USW Final Fee Applications, the
Bankruptcy Court should stay its consideration of the
Applications until the appeal of the Amended USW Reimbursement
Order is fully adjudicated, ASARCO and the Parent further
contend.
ASARCO and the Parent subsequently filed an amended objection to
the Union requested fees to specifically withdraw their objection
as to the timeliness of the USW fee application.
The Court will convene a hearing on May 19, 2010, to consider the
approval of the USW Final Fee Applications.
About Asarco LLC
Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/--
is an integrated copper mining, smelting and refining company.
Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent.
ASARCO LLC filed for Chapter 11 protection on August 9, 2005
(Bankr. S.D. Tex. Case No. 05-21207). Attorneys at Baker Botts
L.L.P., and Jordan, Hyden, Womble & Culbreth, P.C., represented
the Debtor in its restructuring efforts.
On December 9, 2009, Grupo Mexico, S.A.B. consummated the Chapter
11 plan that it sponsored for Asarco LLC. The Plan, which was
confirmed both by the bankruptcy and district courts, reintegrated
Asarco LLC back to parent Grupo Mexico concluding the four-year
Chapter 11 proceeding.
Bankruptcy Creditors' Service, Inc., publishes ASARCO Bankruptcy
News. The newsletter tracks the Chapter 11 proceeding undertaken
by ASARCO LLC and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
ASARCO LLC: Wash American Sues to Void Claim Transfer
-----------------------------------------------------
Wash American, Inc., doing business as BW Services, commenced an
adversary complaint on April 8, 2010, seeking a declaratory
judgment against ASM Capital and ASARCO LLC through its Plan
Administrator, Mark Roberts.
As previously reported, BW Services notified the Court and
parties-in-interest that its claim, designated as Claim No. 70,
has been paid in error by the Plan Administrator to ASM Capital,
notwithstanding BW Services' timely filed objection. The Plan
Administrator paid ASM Capital $207,580 for BW Services' Claim,
which ASM Capital previously bought for $23,112. BW Services
subsequently decided against the assignment of its claim, filed a
timely objection, and told the Court that it never cashed the
check issued by ASM Capital to pay for the BW Claim.
BW Services believes that Reorganized ASARCO may have paid some
money to ASM Capital on Claim No. 70. BW Services says it does
not know how much ASARCO paid to ASM Capital because it received
no notice of the claim payment.
"That payment, if made, should have been made to [BW Services],"
John J. Durkay, Esq., in Nederland, Texas --
JohnDurkay@JohnDurkay.com -- tells the Court. "ASM Capital did
not have the right to receive that claim payment."
Mr. Durkay contends that ASARCO has a valid cross-claim against
ASM Capital for any payment that ASM Capital received and is
otherwise in the position of an innocent third-party interpleader
in the adversary complaint.
Accordingly, BW Services asks Judge Schmidt to enter an order
declaring that the (i) alleged assignment, if any, of the BW
Claim to ASM Capital is null and void and otherwise
unenforceable, and (ii) the holder of the BW Claim is BW Services
for a money judgment against ASM Capital for all sums of money
that ASARCO has transferred to ASM Capital with respect to the BW
Claim, if any, less any sums ASM Capital tenders to the registry
of the Court pending adjudication of the adversary complaint.
BW Services also seeks payment for interest and attorneys' fees
as called for by applicable state and federal law.
About Asarco LLC
Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/--
is an integrated copper mining, smelting and refining company.
Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent.
ASARCO LLC filed for Chapter 11 protection on August 9, 2005
(Bankr. S.D. Tex. Case No. 05-21207). Attorneys at Baker Botts
L.L.P., and Jordan, Hyden, Womble & Culbreth, P.C., represented
the Debtor in its restructuring efforts.
On December 9, 2009, Grupo Mexico, S.A.B. consummated the Chapter
11 plan that it sponsored for Asarco LLC. The Plan, which was
confirmed both by the bankruptcy and district courts, reintegrated
Asarco LLC back to parent Grupo Mexico concluding the four-year
Chapter 11 proceeding.
Bankruptcy Creditors' Service, Inc., publishes ASARCO Bankruptcy
News. The newsletter tracks the Chapter 11 proceeding undertaken
by ASARCO LLC and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
ASARCO LLC: Appellate Court Allows Senator to Access Files
----------------------------------------------------------
The Third Court of Appeals of the state of Texas has granted Sen.
Eliot Shapleigh, D-El Paso, permission to access certain disputed
documents relating to ASARCO LLC's controversial air quality
permit in El Paso, Texas, the El Paso Times reports.
As previously reported, the Texas Commission on Environmental
Quality took an appeal to the Third Court of Appeals of District
Court Judge Scott Jenkins' order granting Sen. Shapleigh's
request for the release of reams of documents in the TCEQ's
possession. Sen. Shapleigh also sought the release of e-mails
and cell-phone records from TCEQ in 2008, which he asserted would
show that the agency illegally met with ASARCO lawyers while
considering the renewal of ASARCO's air-quality permit.
According to reports, Sen. Shapleigh believes that disclosure of
the requested documents will lead to a criminal investigation of
senior staff members of the TCEQ.
About Asarco LLC
Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/--
is an integrated copper mining, smelting and refining company.
Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent.
ASARCO LLC filed for Chapter 11 protection on August 9, 2005
(Bankr. S.D. Tex. Case No. 05-21207). Attorneys at Baker Botts
L.L.P., and Jordan, Hyden, Womble & Culbreth, P.C., represented
the Debtor in its restructuring efforts.
On December 9, 2009, Grupo Mexico, S.A.B. consummated the Chapter
11 plan that it sponsored for Asarco LLC. The Plan, which was
confirmed both by the bankruptcy and district courts, reintegrated
Asarco LLC back to parent Grupo Mexico concluding the four-year
Chapter 11 proceeding.
Bankruptcy Creditors' Service, Inc., publishes ASARCO Bankruptcy
News. The newsletter tracks the Chapter 11 proceeding undertaken
by ASARCO LLC and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
AVIS BUDGET: Files for Antitrust Approval of Dollar Thrifty Deal
----------------------------------------------------------------
Avis Budget Group, Inc., has filed notification with federal
antitrust authorities under the Hart-Scott-Rodino Antitrust
Improvement Act of 1976, as amended, relating to the Company's
potential acquisition of Dollar Thrifty Automotive Group, Inc.
"We continue to believe that the acquisition of Dollar Thrifty by
Avis Budget Group would be in the best interests of both
companies' shareholders and that the antitrust analysis and
clearance timetable for an Avis Budget/Dollar Thrifty transaction
are comparable to those associated with a Hertz/Dollar Thrifty
transaction," said Avis Budget Group Chairman and Chief Executive
Officer Ronald L. Nelson. "An Avis Budget/Dollar Thrifty
transaction would yield significant synergies and efficiencies,
and enhance Dollar Thrifty's ability to compete against
Enterprise, the industry's largest player, Hertz, the industry's
highest-share brand, and others in the intensely competitive car
rental market. We are pleased to have taken this affirmative step
toward a Dollar Thrifty transaction."
Citigroup and Morgan Stanley are acting as financial advisors to
Avis Budget Group, and Kirkland & Ellis LLP and Arnold & Porter
LLP are acting as legal counsel.
As reported by the Troubled Company Reporter on April 27, 2010,
Hertz and Dollar Thrifty signed a definitive agreement providing
for Hertz to acquire Dollar Thrifty for a purchase price of $41.00
per share, in a mix of cash and Hertz common stock. The deal is
valued at $1.27 billion.
The $41.00 per share purchase price is comprised of 80% cash
consideration and 20% stock consideration. The stock is at a
fixed exchange ratio of 0.6366 per share, based upon a Hertz
common stock closing price of $12.88 per share on April 23, 2010.
The $41.00 per share purchase price represents approximately a 19%
premium to the 30-day average closing price of Dollar Thrifty's
common stock. At the closing, Hertz will issue an aggregate of
18 million shares of its common stock (excluding shares issuable
upon the exercise of options that are being converted to Hertz
options) and pay an aggregate of $750 million in cash (excluding
the special $200 million Dollar Thrifty dividend). Hertz will
also assume or refinance Dollar Thrifty's existing fleet debt,
outstanding at closing. Upon the close of the transaction, Dollar
Thrifty stockholders will own 5.5% of the combined company on a
diluted basis. Dollar Thrifty will become a wholly owned
subsidiary of Hertz and Dollar Thrifty common stock will cease
trading on the NYSE.
Barclays Capital acted as lead financial advisor to Hertz and Bank
of America Merrill Lynch also provided advice. Hertz also worked
with the law firms Debevoise & Plimpton LLP and Jones Day. Dollar
Thrifty was advised by J.P. Morgan and Goldman, Sachs & Co. and
the law firm of Cleary Gottlieb Steen & Hamilton LLP.
Rival Avis Budget Group, Inc., on May 3 indicated to Dollar
Thrifty's Board of Directors it would like to make a substantially
higher offer to acquire Dollar Thrifty. Avis Budget has hired
Citigroup as financial advisor and Kirkland & Ellis LLP as legal
counsel to advise on a possible deal with Dollar Thrifty.
About Avis Budget Group
Avis Budget Group -- http://www.avisbudgetgroup.com/-- provides
vehicle rental services, with operations in more than 70
countries. Through its Avis and Budget brands, the Company is a
leading vehicle rental company in each of North America,
Australia, New Zealand and certain other regions based on
published airport statistics. Avis Budget Group is headquartered
in Parsippany, N.J. and has more than 22,000 employees.
At December 31, 2009, the Company had $10.093 billion in total
assets against total current liabilities of 1.284 billion, total
liabilities exclusive of liabilities under vehicle programs of
$4.033 billion, and liabilities under vehicle programs of
$5.828 billion, resulting in stockholders' equity of $222 million.
* * *
Avis Budget Car Rental LLC continues to carry Moody's Investors
Service's B2 corporate family rating. Avis Budget Group Inc.
carries Standard & Poor's Ratings Services' B+ corporate credit
rating.
About Hertz Corp.
Hertz Corporation, headquartered in Park Ridge, New Jersey, is an
automobile and equipment rental company.
Hertz carries Moody's B1 Corporate Family Rating and Probability
of Default Rating.
About Dollar Thrifty
Dollar Thrifty Automotive Group, Inc., is headquartered in Tulsa,
Oklahoma. Driven by the mission "Value Every Time," the Company's
brands, Dollar Rent A Car and Thrifty Car Rental, serve value-
conscious travelers in over 70 countries. Dollar and Thrifty have
over 600 corporate and franchised locations in the United States
and Canada, operating in virtually all of the top U.S. and
Canadian airport markets. The Company's approximately 6,400
employees are located mainly in North America, but global service
capabilities exist through an expanding international franchise
network.
In November 2009, Standard & Poor's Ratings Services raised its
corporate credit rating of Dollar Thrifty to 'B-' from 'CCC', in
light of the Company's improved operating and financial
performance that began in mid-2009. Moody's Investors Service
also upgraded Dollar Thrifty's Probability of Default Rating to
'B3' from 'Caa2' and Corporate Family Rating to 'B3'.
BASHAS' INC: Negotiating $200MM Financing for Exit Plan
-------------------------------------------------------
The Associated Press reports that Bashas' Inc. said it is close to
securing new financing of $200 million to allow it to fully repay
banks and insurance companies holding about $215 million in debt.
According to The AP, a person familiar with the transaction said
the new financing will enable the Company to emerge from
bankruptcy by midsummer. The deal will allow the Company's
unsecured creditors to be paid in full over five years, wherein
60% of the amount would be paid when the Company emerges from
bankruptcy, the person said.
About Bashas' Inc.
Bashas' Inc. is a 77-year-old grocery chain that owns 158 retail
stores located throughout Arizona. It is doing business as
National Grocery, Bashas Food, Bashas' United Drug, Food City,
Eddie's Country Store, A,.J. Fine Foods, Western Produce, Bashas'
Distribution Center, Sportsman's, and Bashas' Dine.
The Company and its affiliates filed for Chapter 11 bankruptcy
protection on July 12, 2009 (Bankr. D. Ariz. Case No. 09-16050).
Frederick J. Petersen, Esq., at Mesch, Clark & Rothschild, P.C.,
assists the Debtors in their restructuring efforts. Michael W.
Carmel, Ltd., is the Debtors' co-counsel. Deloitte Financial
Advisory LLP serves as financial advisors. Epiq Bankruptcy
Solutions, LLC, serves as claims and notice agent. In its
bankruptcy petition, Bashas' listed $100 million to $500 million
each in assets and debts.
BLUEKNIGHT ENERGY: Incurs $5 Million Net Loss in Q1 2010
--------------------------------------------------------
Blueknight Energy Partners, L.P. filed its quarterly report on
Form 10-Q, showing a net loss of $5.0 million on $37.0 million of
revenue for the three months ended March 31, 2010, compared with a
net loss of $1.7 million on $42.2 million of revenue for the same
period of 2009.
Earnings before interest, taxes, depreciation and amortization
were $12.9 million for the three months ended March 31, 2010, as
compared to EBITDA of $17.0 million for the same period in 2009.
Net loss and EBITDA continue to be impacted by decreased revenues
in the Partnership's business as a result of events related to the
bankruptcy filings of the Partnership's former parent. The
Partnership's crude oil gathering and transportation revenue
decreased by roughly $1.8 million in the first quarter of 2010
compared to the first quarter of 2009 primarily due to decreased
volume of crude oil gathered and transported for the Partnership's
customers. The Partnership's crude oil terminalling and storage
revenues decreased by roughly $1.8 million in the first quarter of
2010 compared to the first quarter of 2009 primarily due to the
Partnership's transferring of certain crude oil assets in
connection with the settlement with its former parent company
effective March 31, 2009. The Partnership's asphalt services
revenue decreased by $1.5 million in the first quarter of 2010
compared to the first quarter of 2009 primarily due to the
rejection of a terminalling agreement by the Partnership's former
parent company effective March 31, 2009, and the entering into new
leases and storage agreements with third party customers. Net
loss and EBITDA for the quarter ended March 31, 2010, also include
a $779,000 non-cash impairment charge related to the asphalt
services operating segment.
General and administrative expenses decreased by roughly
$4.9 million in the first quarter of 2010 compared to the first
quarter of 2009. This decrease is primarily attributable to a
decrease in legal, financial advisory and other professional
expenses during the first quarter of 2010 compared to the first
quarter of 2009. Interest expense decreased by roughly $426,000
million in the first quarter of 2010 compared to the first quarter
of 2009 as increases in the interest rate on long-term borrowings
and additional interests related to amendments to the
Partnership's credit agreement were offset by a lower average
outstanding debt balance and decreases in debt issuance cost
amortization.
"We are making steady progress on the Partnership's business,
hiring seasoned management and operations personnel to
independently maintain and operate our assets. We are focused on
building our name, reputation and customer base while continuing
to address near term challenges," commented James Dyer, the Chief
Executive Officer of BKEP's general partner.
The Partnership's balance sheet as of March 31, 2010, showed
$303.6 million in assets and $450.8 million of liabilities, for a
partners' deficit of $147.2 million.
As reported in the Troubled Company Reporter on April 5, 2010,
PricewaterhouseCoopers LLP, in Tulsa, Okla., in its report on the
Partnership's financial statements for the year ended December 31,
2009, expressed substantial doubt about its ability to continue as
a going concern. The independent auditors noted that the
Partnership has substantial long-term debt, a deficit in partners'
capital, and significant litigation uncertainties.
In its Form 10-Q filing for the current quarter, the Partnership
stated: "Due to the events related to SemCorp's bankruptcy
filings, including decreased revenues in our crude oil gathering
and transportation and asphalt services segments, increased
general and administrative expenses related to legal and financial
advisors as well as other related costs, and uncertainties related
to securities and other litigation, we continue to face
uncertainties with respect to our ability to comply with covenants
under our credit facility. These factors raise substantial doubt
about our ability to continue as a going concern."
A full-text copy of the press release is available for free at:
http://researcharchives.com/t/s?6263
A full-text copy of the quarterly report is available for free at:
http://researcharchives.com/t/s?6262
About Blueknight Energy Partners
Blueknight Energy Partners, L.P. (Pink Sheets: BKEP) --
http://www.bkep.com/-- provides integrated terminalling,
storage, processing, gathering and transportation services for
companies engaged in the production, distribution and marketing of
crude oil and asphalt products. The Partnership manages its
operations through three operating segments: (i) crude oil
terminalling and storage services, (ii) crude oil gathering and
transportation services and (iii) asphalt services.
BKEP's general partner is controlled by Vitol Holding B.V. and its
affiliates, which are engaged in the global physical supply and
distribution of crude oil, petroleum products, coal, natural gas
and other commodities. BKEP is based in Oklahoma City, Oklahoma
and Tulsa, Oklahoma.
BOOMERANG SYSTEMS: Posts $8.2-Mil. Net Loss in Q2 Ended March 31
----------------------------------------------------------------
Boomerang Systems, Inc. filed its quarterly report on Form 10-Q,
showing a net loss of $8.2 million on $86,975 of revenue for the
three months ended March 31, 2010, compared with a net loss of
$1.2 million on zero revenue for the same period ended March 31,
2009.
General and administrative expenses were $7.4 million for the
second quarter ended March 31, 2010, compared with $462,459 for
the second quarter of fiscal 2009, for an increase of roughly
$6.9 million.
The Company's balance sheet as of March 31, 2010, showed
$1.3 million in assets and $3.7 million of liabilities, for a
stockholders' deficit of $2.4 million.
A full-text copy of the Quarterly Report is available for free at:
http://researcharchives.com/t/s?6270
Headquartered in Morristown, New Jersey, Boomerang Systems, Inc.
(Pink Sheets: BMER) through its wholly owned subsidiary, Boomerang
Utah, is engaged in the design, development, and marketing of
automated racking and retrieval systems for automobile parking and
automated racking and retrieval of containerized self-storage
units. The Company was a developmental stage company through the
first quarter of fiscal 2008.
* * *
Liebman Goldberg & Hymowitz, LLP, in Garden City, New York,
expressed substantial doubt about the Company and its
subsidiaries' ability to continue as a going concern after
auditing the Company's consolidated financial statements as of and
for the years ended September 30, 2009, and 2008. The independent
public accounting firm said that the Company has suffered
recurring losses from operations and has a net capital deficiency.
BOSTON EQUIPMENT: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Boston Equipment and Supply Co., Inc.
aka Besco
142 Main Street
Salem, NH 03079
Bankruptcy Case No.: 10-12095
Chapter 11 Petition Date: May 11, 2010
Court: United States Bankruptcy Court
District of New Hampshire Live Database (Manchester)
Judge: J. Michael Deasy
Debtor's Counsel: William S. Gannon, Esq.
William S. Gannon PLLC
889 Elm Street, 4th Floor
Manchester, NH 03101
Tel: (603) 621-0833
Fax: (603) 621-0830
E-mail: bgannon@gannonlawfirm.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 filed
together with the petition is available for free at
http://bankrupt.com/misc/nhb10-12095.pdf
The petition was signed by Francis P. Rich, Jr. chief executive
officer.
BROADSTAR DEVELOPMENTS: Case Summary & 21 Largest Unsec Creditors
-----------------------------------------------------------------
Debtor: BroadStar Developments LP
1323 North Stemmons Freeway
Dallas, TX 75207
Bankruptcy Case No.: 10-33378
Chapter 11 Petition Date: May 11, 2010
Court: United States Bankruptcy Court
Northern District of Texas (Dallas)
Judge: Harlin DeWayne Hale
Debtor's Counsel: Monica Susan Blacker, Esq.
Andrews Kurth LLP
1717 Main Street, Suite 3700
Dallas, TX 75201
Tel: (214) 659-4576
Fax: (214) 659-4401
E-mail: monicablacker@andrewskurth.com
Estimated Assets: $0 to $50,000
Estimated Debts: $1,000,001 to $10,000,000
The petition was signed by Roy C. King, chief executive officer.
Debtor-affiliates that filed separate Chapter 11 petitions:
Petition
Debtor Case No. Date
------ -------- ----
BroadStar Wind Systems Group LLC 10-33373 5/11/10
Assets: $0 to $50,000
Debts: $1,000,001 to $10,000,000
Broadstar Wind Systems Management LLC 10-33379 5/11/10
Assets: $0 to $50,000
Debts: $1,000,001 to $10,000,000
Broadstar Wind Systems LP 10-_____ 5/11/10
BroadStar Developments Management LLC 10-33375 5/11/10
Assets: $0 to $50,000
Debts: $1,000,001 to $10,000,000
A list of BroadStar Developments LP's 21 largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/txnb10-33378.pdf
A list of BroadStar Development Management's 21 largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/txnb10-33375.pdf
A list of Broadstar Wind Systems Management's 21 largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/txnb10-33379.pdf
A list of BroadStar Wind Systems Group's 21 largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/txnb10-33373.pdf
BRYAN/MOORE DEV'T: U.S. Trustee Unable to Form Creditors Panel
--------------------------------------------------------------
The Office of the U.S. Trustee for Region 14 notified the U.S.
Bankruptcy Court for the District of Arizona that it was unable to
appoint an official committee of unsecured creditors in the
Chapter 11 case of Bryan/Moore Development, LLC.
The U.S. Trustee explained that there were insufficient
indications of willingness from the unsecured creditors to serve
in the committee.
The U.S. Trustee reserves the right to appoint a committee if
interest develop among the creditors.
Mesa, Arizona-based Bryan/Moore Development, LLC, filed for
Chapter 11 bankruptcy protection on March 31, 2010 (Bankr. D.
Ariz. Case No. 10-09233). McGuire Gardner, PLLC, who has an
office in Flagstaff, Arizona, assists the Company in its
restructuring effort. The Company listed $15,525,000 in assets
and $13,166,621 in liabilities.
BUNDY TRUCKING: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Bundy Trucking, Inc.
P.O. Box 1177
Saint George, UT 84771
Bankruptcy Case No.: 10-26309
Chapter 11 Petition Date: May 12, 2010
Court: United States Bankruptcy Court
District of Utah (Salt Lake City)
Judge: William T. Thurman
Debtor's Counsel: Daniel R. Robison, Esq.
1079 E. Riverside Dr.
Suite 102
St. George, UT 84790
Tel: (435) 656-3227
Fax: (866) 640-3938
E-mail: dan@robisonlaw.net
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
The Debtor did not file a list of its largest unsecured creditors
together with its petition.
The petition was signed by Diana Bundy, vice president.
C & J: Case Summary & 19 Largest Unsecured Creditors
----------------------------------------------------
Debtor: C & J Han's Corporation
dba Comfort Inn
1908 Chena Landing Loop
Fairbanks, AK 99701
Bankruptcy Case No.: 10-00400
Chapter 11 Petition Date: May 12, 2010
Court: U.S. Bankruptcy Court
District of Alaska (Fairbanks)
Debtor's Counsel: David H. Bundy, Esq.
David H. Bundy, PC
310 K Street, Suite 200
Anchorage, AK 99501
Tel: (907) 248-8431
Fax: (907) 248-8434
E-mail: dhb@alaska.net
Estimated Assets: $100,001 to $500,000
Estimated Debts: $1,000,001 to $10,000,000
A copy of the Company's list of 19 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/akb10-00400.pdf
The petition was signed by Choon Suk Han, president.
CALIFORNIA: Schwarzenegger Seeks New Cuts to Close Budget Deficit
-----------------------------------------------------------------
Bloomberg News reported that California Governor Arnold
Schwarzenegger proposed a new round of budget cuts, including
eliminating the state's main welfare program for families, to
close a $19.1 billion budget gap for the year starting July 1.
According to Bloomberg, the $83.4 billion plan calls for $12.4
billion in spending reductions, $3.4 billion in additional federal
aid and $3.4 billion in fund shifts, fees and assessments. This
year's budget was $86.4 billion.
"California no longer has low-hanging fruit, in fact we no
longer have any medium-hanging fruit nor any high-hanging
fruit," Mr. Schwarzenegger said, according to Bloomberg. "We have
to take the ladder away and shake the whole tree."
CCS MEDICAL: S&P Assigns B- Corporate Credit Rating
---------------------------------------------------
Standard & Poor's Ratings Services assigned it 'B-' corporate
credit rating to Clearwater, Fla.-based CCS Medical Inc. "At the
same time, we also assigned a 'B-' issue-level and '3' recovery
rating to the company's $150 million first-lien term loan due in
2015, and a 'CCC' issue-level and '6' recovery rating to the
company's second-lien term loan, also due in 2015. The rating
outlook is stable."
"The ratings on CCS Medical reflect the company's exposure to
reimbursement risk by third-party payors and Medicare in
particular, its relatively small size in the fragmented medical
product and supply distribution market, the relatively low
barriers to entry for the company's services, its primary focus on
the distribution of products and supplies for one chronic disease,
and its high pro forma leverage at Dec. 31, 2009," said Standard &
Poor's credit analyst Michael Berrian.
CCS' vulnerable business risk profile reflects the fact that,
despite a leading position in the distribution of diabetic
supplies to consumers, the company is relatively small in a
fragmented industry with low barriers to entry. More importantly,
the company's focus on the distribution of diabetes supplies
(which accounts for the vast majority of the company's sales), and
its reliance on Medicare for about one-half of its revenues, makes
it particularly vulnerable to any potential future cuts in
reimbursement rates for diabetes supplies. Indeed, it was the
reduction in reimbursement rates by Medicare, Medicaid, and
commercial payors that, together with a high debt burden,
contributed to the company filing for bankruptcy protection on
July 8, 2009.
The focus on diabetes also makes the company susceptible to any
loss of sales from an inability to participate in round one of
Competitive Bidding because of noncompetitive bids. Competitive
Bidding is scheduled for implementation in nine competitive
bidding areas on Jan. 1, 2011. The diabetes business-to-consumer
segment has also been affected by the weak economy, which has
caused some diabetic customers to ration their testing supplies.
Management of accounts receivable has long been an issue for CCS.
Over the past year, bad debt expense increased to a high of 7.5%,
partly because of the weak economy. "While process improvements
to reduce bad debt expense have been implemented, we believe it
will still be at least another 12 months before this metric begins
to meaningfully decline," S&P said.
CERTIFIED DIABETIC: Files for Chapter 11 Bankruptcy in Florida
--------------------------------------------------------------
Certified Diabetic Services Inc. said in a May 13 regulatory
filing that it made a voluntary filing under Chapter 11 (Bankr.
M.D. Fla. Case No. 10-11046).
Certified Diabetic Services and affiliates Certified Diabetic
Supplies Inc. and CDS Pharmacies Inc. filed separate Chapter 11
petitions on May 7, 2010.
The Debtors, according to the filing with the Securities and
Exchange Commission, continue to operate their businesses as
"debtors-in-possession" under the jurisdiction of the Bankruptcy
Court and in accordance with the applicable provisions of the
Bankruptcy Code and the orders of the Bankruptcy Court.
Citybizlist Real Estate reports that Certified Diabetic Services,
which earns 60% of its revenue from the Medicare business, had
been severely hit since the Baltimore-based Centers for Medicare &
Medicaid Services revoked its status as a Medicare provider last
year. In February, the Company was reinstated as a Medicare
supplier retroactively from last October after the Company agreed
to withdraw an appeal pending with the Civil Remedies Division of
the U.S. Department of Health and Human Services.
About Certified Diabetic
Headquartered in Fort Myers, Florida, Certified Diabetic Services,
Inc. -- http://www.cdiabetic.com/-- is a direct-to-consumer
provider of diabetes medical supplies, testing, products,
education and information. In addition to being approved as a
provider for diabetic Medicare and diabetic Medicaid
reimbursement, CDS holds significant contracts with more than 75
private insurance carriers to provide diabetes educational
programs for members.
CHEM RX: Case Summary & 30 Largest Unsecured Creditors
------------------------------------------------------
Debtor: Chem RX Corporation
aka Paramount Acquisition Corp.
750 Park Place
Long Beach, NY 11561
Bankruptcy Case No.: 10-11567
Chapter 11 Petition Date: May 11, 2010
About the Business: Chem Rx -- http://www.chemrx.net-- is a
major institutional pharmacy serving the New
York City metropolitan area, as well as parts
of New Jersey, upstate New York, Pennsylvania
and Florida. Chem Rx's client base includes
skilled nursing facilities and a wide range of
other long-term care facilities. Chem Rx
annually provides over six million
prescriptions to over 69,000 residents of more
than 400 institutional facilities.
Court: U.S. Bankruptcy Court
District of Delaware (Delaware)
Judge: Mary F. Walrath
Debtor's Counsel: Dennis A. Meloro, Esq.
Scott D. Cousins, Esq.
E-mail: bankruptcydel@gtlaw.com
Greenberg Traurig
The Nemours Building
1007 North Orange Street, Suite 1200
Wilmington, DE 19801
Tel: (302) 661-7000
Fax: (302) 661-7360
E-mail: bankruptcydel@gtlaw.com
Debtor's
Financial
Advisor: Cypress Holdings, LLC
Debtor's
Chief
Restructuring
Officer: RSR Consulting, LLC
Debtor's
Public Relations
Consultant: Brunswick Group LLP
Debtor's
Independent
Auditors: Grant Thornton LLP
Debtor's
Investment
Banker: Lazard Middle Market LLC
Debtor's
Tax Advisors: Eichen & Dimeglio PC
Debtor's
Claims and
Notice Agent: Kurtzman Carson Consultants
Financial Condition at Feb. 28, 2010:
Assets: $169,690,868
Estimated Debts: $178,281,128
The petition was signed by Gary M. Jacobs, chief financial
officer.
Debtor-affiliates filing separate Chapter 11 petition:
Entity Case No. Petition Date
------ -------- -------------
B.J.K Inc. 10-_____ 5/11/10
ChemRx New Jersey, LLC 10-_____ 5/11/10
ChemRx/Salerno's, LLC 10-_____ 5/11/10
ChemRx-Boca Raton, LLC 10-_____ 5/11/10
ChemRx Care, LLC 10-_____ 5/11/10
Debtor's List of 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Amerisource Bergen -- $9,555,259
960 Fort Duquesne Blvd, 3rd Floor
Pittsburgh, PA 15222
Anda Generics, Inc. -- $6,177,202
P.O. Box 930219
Atlanta, GA 31193
25 Highland Partners and litigation dispute $616,500
Stephan A. Weiss
116 John Street, Suite 1120
New York, NY 10038
Healthex Courier -- $530,752
35 Powerhouse Road
Roslyn Heights, NY 11577
Troutman & Sanders, LLP -- $332,499
P.O. Box 933652
Atlanta, GA 31193
Capstone Advisory Group, LLC -- $272,331
Park 80 West Plaza I - Plaza Level
Saddle Brook, NJ 07663
Atromick -- $235,561
Kaye Scholer LLP -- $209,189
FTI Restructuring -- $202,660
ING -- $197,698
MTS -- $183,174
New York State Insurance Fund -- $166,040
Grant Thornton LLP -- $148,669
Cumberland Distribution, Inc -- $131,964
Parmed -- $128,668
QK Healthcare Inc -- $114,438
White & Case, LLC -- $106,052
Abbott Laboratories -- $98,645
Donald X. Clavin, Jr. -- $92,218
Premium Financing Specialists, Inc. -- $66,926
American Express -- $61,101
Baxter Healthcare Corp. -- $59,463
Health Business Systems -- $59,434
I-Print Technologies, Inc. -- $51,906
Covington & Burling, LLP -- $49,250
Advanced Medical Systems -- $46,166
Cedardale Distributors -- $35,936
Softwriters, Inc. -- $30,187
Perrigo Pharmaceuticals -- $28,788
Keysource Medical, Inc. -- $27,420
CHESAPEAKE ENERGY: S&P Puts 'B' Rating on Two Pref. Stock Issuance
------------------------------------------------------------------
Standard & Poor's Ratings Services assigned a 'B' issue rating to
Chesapeake Energy Corp.'s two preferred stock issuances. This
issue rating pertains to the company's $1.1 billion of 5.75%
cumulative nonvoting convertible preferred stock (series A) and
$600 million of 5.75% cumulative non-voting convertible preferred
stock. S&P said, "Our 'BB' corporate credit rating and stable
outlook on the company remain unchanged. As of March 31, 2010,
Chesapeake had approximately $12.2 billion of funded debt.
The company expects to use proceeds from these issues primarily to
reduce its senior unsecured debt."
The ratings on Chesapeake Energy reflect its leveraged financial
profile, its aggressive growth strategy, the highly capital-
intensive and cyclical nature of the oil and gas exploration and
production (E&P) sector, and Standard & Poor's expectation that
natural gas prices could remain weak in the near term. Ratings
also reflect the company's large and attractive reserve base,
multiyear drilling inventory, and relatively strong liquidity.
Rating List
Chesapeake Energy Corp.
Corporate Credit Rating BB/Stable/--
Senior Secured BB
Recovery Rating 4
Senior Unsecured BB
Recovery Rating 4
Preferred Stock B
Rating Assigned
Chesapeake Energy Corp.
Preferred Stock
$1.1 bil. 5.75% conv. B
$600 mil. conv. B
CHOON SUK HAN: Case Summary & 19 Largest Unsecured Creditors
------------------------------------------------------------
Joint Debtors: Choon Suk Han
Jung Hee Han
1908 Chena Landing Loop
Fairbanks, AK 99701
Bankruptcy Case No.: 10-00399
Chapter 11 Petition Date: May 12, 2010
Court: U.S. Bankruptcy Court
District of Alaska (Fairbanks)
Debtor's Counsel: David H. Bundy, Esq.
David H. Bundy, PC
310 K Street, Suite 200
Anchorage, AK 99501
Tel: (907) 248-8431
Fax: (907) 248-8434
E-mail: dhb@alaska.net
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
A copy of the Joint Debtors' list of 19 largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/akb10-00399.pdf
The petition was signed by the Joint Debtors.
CHRYSLER LLC: New Chrysler Repays $1.9 Billion in TARP Loans
------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that the U.S. Treasury
Department said Monday it had received $1.9 billion to settle a
loan made last year as Chrysler hit financial trouble.
About Chrysler Group
Chrysler Group LLC, formed in 2009 from a global strategic
alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge, Ram
Truck, Mopar(R) and Global Electric Motorcars (GEM) brand vehicles
and products. Headquartered in Auburn Hills, Michigan, Chrysler
Group LLC's product lineup features some of the world's most
recognizable vehicles, including the Chrysler 300, Jeep Wrangler
and Ram Truck. Fiat will contribute world-class technology,
platforms and powertrains for small- and medium-sized cars,
allowing Chrysler Group to offer an expanded product line
including environmentally friendly vehicles.
About Chrysler LLC
Chrysler LLC and 24 affiliates on April 30 sought Chapter 11
protection from creditors (Bankr. S.D.N.Y (Mega-case), Lead Case
No. 09-50002). Chrysler hired Jones Day, as lead counsel; Togut
Segal & Segal LLP, as conflicts counsel; Capstone Advisory Group
LLC, and Greenhill & Co. LLC, for financial advisory services; and
Epiq Bankruptcy Solutions LLC, as its claims agent. Chrysler has
changed its corporate name to Old CarCo following its sale to a
Fiat-owned company. As of December 31, 2008, Chrysler had
$39,336,000,000 in assets and $55,233,000,000 in debts. Chrysler
had $1.9 billion in cash at that time.
In connection with the bankruptcy filing, Chrysler reached an
agreement with Fiat SpA, the U.S. and Canadian governments and
other key constituents regarding a transaction under Section 363
of the Bankruptcy Code that would effect an alliance between
Chrysler and Italian automobile manufacturer Fiat. Under the
terms approved by the Bankruptcy Court, the company formerly known
as Chrysler LLC on June 10, 2009, formally sold substantially all
of its assets, without certain debts and liabilities, to a new
company that will operate as Chrysler Group LLC. Fiat has a 20
percent equity interest in Chrysler Group.
Bankruptcy Creditors' Service, Inc., publishes Chrysler Bankruptcy
News. The newsletter tracks the Chapter 11 proceedings of
Chrysler LLC and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
CHRYSLER LLC: At Disadvantage If GM Gets GMAC, Marchionne Says
--------------------------------------------------------------
The Associated Press reports that Chrysler CEO Sergio Marchionne
-- following a meeting with Michigan lawmakers -- told reporters
Thursday his Company was wary of being put at a competitive
disadvantage with General Motors when it comes to offering lease
and loan deals to consumers. The Troubled Company Reporter,
citing The Wall Street Journal's Sharon Terlep, on May 14, 2010,
reported that two people familiar with the situation said GM is
weighing an attempt to buy back its old auto-lending arm or start
a new finance company in a bid to become more competitive and
bolster GM's appeal ahead of an initial public stock offering.
GMAC, now called Ally Financial, is the preferred lender for both
GM and Chrysler after the Obama administration wound down
Chrysler's lending arm, Chrysler Financial.
The AP relates Mr. Marchionne said, "If they control the lending
practices and the degree of penetration and support that they gave
to Chrysler, that would make us very, very concerned and we would
have to look for alternative ways of financing our portfolio."
"What cannot happen, I hope, because of what we have done here and
the fact that we have really handed over the majority of our book
over to GMAC, is that we can't have that yanked," he said,
according to the AP. "It's too painful of a transition. The
dealers have already gone from Chrysler Financial over to GMAC."
GM sold majority control of its lending arm, GMAC LLC, in 2006.
The AP recalls the new owners, led by private equity firm Cerberus
Capital Management LP, ran into problems in 2008 with bad mortgage
loans and were bailed out by the federal government, which now
owns 56% of the company.
The AP also reports that Mr. Marchionne gave Michigan lawmakers on
Thursday a progress report on Chrysler, which said last week its
financial performance exceeded its expectations and suggested an
initial public offering could come sooner than expected following
last year's government-led bankruptcy.
About Chrysler LLC
Chrysler LLC and 24 affiliates on April 30 sought Chapter 11
protection from creditors (Bankr. S.D.N.Y (Mega-case), Lead Case
No. 09-50002). Chrysler hired Jones Day, as lead counsel; Togut
Segal & Segal LLP, as conflicts counsel; Capstone Advisory Group
LLC, and Greenhill & Co. LLC, for financial advisory services; and
Epiq Bankruptcy Solutions LLC, as its claims agent. Chrysler has
changed its corporate name to Old CarCo following its sale to a
Fiat-owned company. As of December 31, 2008, Chrysler had
$39,336,000,000 in assets and $55,233,000,000 in debts. Chrysler
had $1.9 billion in cash at that time.
In connection with the bankruptcy filing, Chrysler reached an
agreement with Fiat SpA, the U.S. and Canadian governments and
other key constituents regarding a transaction under Section 363
of the Bankruptcy Code that would effect an alliance between
Chrysler and Italian automobile manufacturer Fiat. Under the
terms approved by the Bankruptcy Court, the company formerly known
as Chrysler LLC on June 10, 2009, formally sold substantially all
of its assets, without certain debts and liabilities, to a new
company that will operate as Chrysler Group LLC. Fiat has a 20
percent equity interest in Chrysler Group.
Bankruptcy Creditors' Service, Inc., publishes Chrysler Bankruptcy
News. The newsletter tracks the Chapter 11 proceedings of
Chrysler LLC and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
About General Motors
General Motors Company -- http://www.gm.com/-- is one of the
world's largest automakers, tracing its roots back to 1908. With
its global headquarters in Detroit, GM employs 209,000 people in
every major region of the world and does business in some 140
countries. GM and its strategic partners produce cars and trucks
in 34 countries, and sell and service these vehicles through these
brands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden, Opel,
Vauxhall and Wuling. GM's largest national market is the United
States, followed by China, Brazil, the United Kingdom, Canada,
Russia and Germany. GM's OnStar subsidiary is the industry leader
in vehicle safety, security and information services.
GM acquired its operations from General Motors Company, n/k/a
Motors Liquidation Company, on July 10, 2009, pursuant to a sale
under Section 363 of the Bankruptcy Code. Motors Liquidation or
Old GM is the subject of a pending Chapter 11 reorganization case
before the U.S. Bankruptcy Court for the Southern District of New
York.
At December 31, 2009, GM had total assets of US$136.295 billion
against total liabilities of US$107.340 billion. At December 31,
2009, total equity was US$21.249 million.
About Motors Liquidation
General Motors Corporation and three of its affiliates filed for
Chapter 11 protection on June 1, 2009 (Bankr. S.D.N.Y. Lead Case
No. 09-50026). General Motors changed its name to Motors
Liquidation Co. following the sale of its key assets to a company
60.8% owned by the U.S. Government.
The Honorable Robert E. Gerber presides over the Chapter 11 cases.
Harvey R. Miller, Esq., Stephen Karotkin, Esq., and Joseph H.
Smolinsky, Esq., at Weil, Gotshal & Manges LLP, assist the Debtors
in their restructuring efforts. Al Koch at AP Services, LLC, an
affiliate of AlixPartners, LLP, serves as the Chief Executive
Officer for Motors Liquidation Company. GM is also represented by
Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as
counsel. Cravath, Swaine, & Moore LLP is providing legal advice
to the GM Board of Directors. GM's financial advisors are Morgan
Stanley, Evercore Partners and the Blackstone Group LLP.
Bankruptcy Creditors' Service, Inc., publishes General Motors
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by General Motors Corp. and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
CINCINNATI BELL: Moody's Reviewing Low-B Ratings for Downgrade
--------------------------------------------------------------
Moody's Investors Service has placed the ratings of Cincinnati
Bell Inc. ("CBB") and its subsidiaries on review for possible
downgrade, following the company's announcement to acquire
CyrusOne for $525 million in cash. CyrusOne owns and operates
seven data centers in Texas, and on a last quarter annualized
basis generates $73 million in annual revenues and $42 million in
adjusted EBITDA. The company would add about 163,000 square feet
to CBB's hosting capacity. CBB indicated that it has secured $970
million in financing needed to complete the acquisition and to
refinance existing debt. Moody's believes that the debt taken on
to pay for the acquisition would put the company's credit metrics
beyond the levels Moody's previously indicated for downgrade
triggers.
Moody's has taken the following rating actions:
On Review for Possible Downgrade:
* Issuer: Cincinnati Bell Inc.
-- Probability of Default Rating, Placed on Review for
Possible Downgrade, currently Ba3
-- Corporate Family Rating, Placed on Review for Possible
Downgrade, currently Ba3
-- Senior Secured Bank Credit Facility, Placed on Review for
Possible Downgrade, currently Ba2
-- Senior Secured Regular Bond/Debenture, Placed on Review
for Possible Downgrade, currently Ba2
-- Senior Unsecured Regular Bond/Debenture, Placed on Review
for Possible Downgrade, currently Ba3
-- Preferred Stock Preferred Stock, Placed on Review for
Possible Downgrade, currently B2
-- Senior Subordinated Regular Bond/Debenture, Placed on
Review for Possible Downgrade, currently B2
* Issuer: Cincinnati Bell Telephone Company
-- Senior Unsecured Regular Bond/Debenture, Placed on Review
for Possible Downgrade, currently Ba1
-- Senior Unsecured Medium-Term Note Program, Placed on
Review for Possible Downgrade, currently Ba2
Outlook Actions:
* Issuer: Cincinnati Bell Inc.
-- Outlook, Changed To Rating Under Review From Stable
* Issuer: Cincinnati Bell Telephone Company
-- Outlook, Changed To Rating Under Review From Stable
Moody's review will focus on the size and form of the financing,
CBB's strategy to integrate CyrusOne's operations and the
prospects for the company to resume free cash flow growth and path
to deleveraging.
CBB's current Ba3 CFR reflects its solid market position as an
incumbent residential telecommunications provider and the revenue
diversification it derives from its wireless network and business
customer base. The company has been devoting a greater share of
its capital budget over the past three years to grow the data
center business, and the acquisition of CyrusOne marks the
company's first significant expansion outside the core Ohio,
Kentucky and Indiana service territory. Moody's also notes that
CBB has relatively high leverage and modest free cash flow in
relation to total debt, which will be further stressed by this
acquisition.
The principal methodology used in rating CBB was Moody's rating
methodology for Global Telecommunications Industry published in
December 2007 and available on www.moodys.com in the Rating
Methodologies sub-directory under the Research & Ratings tab.
Other methodologies and factors that may have been considered in
the process of rating this issuer can also be found in the Rating
Methodologies sub-directory on Moody's website.
Moody's most recent rating action for CBB was on March 10, 2010
when Moody's assigned a B2 rating to the company's senior
subordinated note issuance.
Cincinnati Bell Inc., with headquarters in Cincinnati, Ohio,
provides telecommunications products and services to residential
and business customers in Ohio, Kentucky and Indiana. CBB
generated $1.3 Billion in revenues in 2009.
CITADEL BROADCASTING: Court to Confirm Reorganization Plan
----------------------------------------------------------
Bloomberg News reports that Bankruptcy Judge Burton Lifland said
at a hearing on May 17 that he will sign an order confirming a
reorganization plan for Citadel Broadcasting Corp.
Judge Lifland overruled objections by the shareholders. "The
debtor has met the burden of confirmation," Judge Lifland said at
the close of a nine-hour hearing in New York that centered around
the subject of the valuation of the company's worth.
Shareholders led by Aurelius Capital Partners LP opposed the Plan,
saying that bankers valued the company too low, thus denying
owners of stock any recovery on their investment. Lazard Ltd.,
Citadel's banker, used the Company's earnings projections to
arrive at a valuation showing the company is worth less than its
debt.
The Plan calls for senior lenders led by J.P. Morgan Chase & Co.,
owed about $2.1 billion, to receive 90% of Citadel's equity plus
a new $762 million loan for a total recovery of about 76% on
their claims.
Citadel's unsecured creditors, owed $343 million, will receive
10% of the company's new stock plus $36 million in cash.
2nd Amended Plan
The Debtors submitted to the United States Bankruptcy Court for
the Southern District of New York their Second Amended Chapter 11
Plan of Reorganization containing minor modifications on May 10,
2010.
Among the modifications is the treatment of claims of insurers
and third-party administrators. The Second Amended Plan provides
that insurers are not precluded from defending a claim by
contesting the claim's existence or scope of available coverage
under a policy.
In addition, the Second Amended Plan provides that the Claims of
the Debtors' insurers and third party administrators will be
deemed timely filed administrative claims without the need or
requirement for the insurers or third party administrators to
file requests in Court. The Insurers' Claims will also not be
subject to any bar date or similar deadline, provided that the
Debtors reserve all rights and defenses with respect to any
Claims.
To the extent allowed by the Court, the Insurers' Claims will be
a liability of the Reorganized Debtors, regardless of when the
underlying cause of action or Claim arose, and will be paid by
the Reorganized Debtors in the ordinary course of business.
Each insurance policy issued by ACE American Insurance Company,
Indemnity Insurance Company of North America and each of their
affiliates and agreements related thereto will be deemed
executory contracts and assumed by the Debtors or Reorganized
Debtors on the effective date of the Plan.
After the Effective Date, the Claims will remain secured to the
extent provided in the applicable insurance policies and
agreements related thereto and to the extent of any security
interest provided therein, by any and all letters of credit and
other collateral or security and the proceeds thereof provided by
the Debtors to them.
A copy of the Second Amended Plan is available for free at:
http://bankrupt.com/misc/Ctdl2ndAmdPlan.pdf
A blackline version of the Second Amended Plan is available for
free at http://bankrupt.com/misc/Ctdl2ndAmdPlan_Blk.pdf
Plan Gets Overwhelming Support
Christopher R. Schepper, Kurtzman Carson Consultants LLC's
director of corporate restructuring services, disclosed in an
affidavit filed in Court that the Debtors' Plan gained
overwhelming support from creditors.
Approximately more than 90% of creditors who cast ballots voted
in favor of confirmation of the Plan.
Members Percent
---------------------- -------------------
Class Accepted Rejected Accepted Rejected
----- -------- -------- -------- --------
3 232 1 99.57% 0.43%
4 365 26 93.35% 6.65%
Amount Percent
---------------------- -------------------
Class Accepted Rejected Accepted Rejected
----- -------- -------- -------- --------
3 $1,807,264,435 $73,865,253 96.07% 3.93%
4 244,344,881 27,840,334 89.77% 10.23%
Claims in Class 3 are senior secured claims while those in Class
4 are general unsecured claims.
Mr. Schepper notes that there were ballots that were not accepted
because they were filed late or the claimant abstained from
voting.
The creditors whose votes were not accepted are:
-- Deutsche Bank Trust Company Americas;
-- JPMIM Louisiana State Employees Retirement System;
-- Rosedale CLO Ltd.
-- Aerostat Promotions;
-- Charles Schwab & Co., Inc.;
-- Charter Township of Royal Oak;
-- Deutsche Bank Trust Company Americas;
-- Docusource Business Solutions;
-- Event Systems;
-- Freestate Copier Services;
-- Darrell Hicks;
-- JPMorgan Clearing Corp.;
-- Scott Kissack;
-- Michael Knize;
-- Wade Linder;
-- Maine Public Service Co.;
-- National Public Radion, Inc.;
-- Rick Deighton Lightning, Inc.;
-- Michael Rife;
-- Sierra Liquidity Fund LLC;
-- Signal Media of Arkansas; and
-- Town of Seabrook
A full-text copy of the tabulation results is available for free
at http://bankrupt.com/misc/CtdlBallSum.pdf
A full-text copy of the unaccepted ballots is available for free
at http://bankrupt.com/misc/CtdlUnaccBals.pdf
Aurelius' Objection to Plan
On behalf of Aurelius Capital Partners LP, Allan S. Brilliant,
Esq., at Dechert LLP, in New York, points out that Debtor Citadel
Broadcasting Corporation is a thriving company that is expecting
robust revenue growth in the midst of a recovering economy. He
notes that Citadel did not have any prepetition defaults on its
outstanding senior debt yet filed a Chapter 11 Plan of
Reorganization that distributes substantially all of its stock
which wipes out the current equity holders.
"This incongruity results from the fact that the Plan and its
supporting valuation by Lazard are premised on management
projections and industry expectations from the depths of the
recession," Mr. Brilliant says. He adds that "since the Plan was
negotiated approximately five months ago, the world of radio
broadcasting has fundamentally changed: Radio advertising
revenue has accelerated, capital markets have improved
considerably, valuations for broadcast companies have increased
significantly, and the Debtors themselves are far outperforming
their own projections."
Mr. Brilliant tells the Court that the Debtors responded to
Aurelius' document requests by producing revised projections
that, inter alia, increase 2010 estimated earnings before taxes,
depreciation and amortization by more than 10% from $209,600,000
to $232,400,000 and increase total EBITDA by more than
$100,000,000 from 2010 to 2014. He adds that Aurelius learned
that those revised projections were created shortly prior to the
May 3, 2010 Plan voting and objection deadlines.
"Yet -- although the Debtors apparently recognize that they are
required to disclose these material revised projections and have
informed [Aurelius] that they intend to make such a disclosure --
the Debtors opted to withhold those projections through the close
of the solicitation period and even as of this filing [May 6,
2010] have not made that required public disclosure," Mr.
Brilliant says.
While the Debtors' revised projections have materially increased
EBITDA for the relevant period, those projections continue to
underestimate substantially the Debtors' 2010 EBITDA and their
projected revenue growth for the years 2011 to 2014, Mr.
Brilliant contends.
Furthermore, Mr. Brilliant tells the Court that Aurelius will
demonstrate at the Confirmation Hearing that the Plan provides
the senior lenders with more than a 100% recovery, which violates
the absolute priority rule and cannot be confirmed.
For these reasons, Aurelius asks the Court not to confirm the
Plan. Virtus Capital LLC and Kenneth S. Grossman Pension Plan
join in the objection of Aurelius Capital.
In a separate filing, Aurelius sought and obtained the court's
approval to file certain exhibits under seal.
Mr. Brilliant says that in order to expedite the production of
documents and witnesses by the Debtors, the Debtors and Aurelius
entered into a confidentiality agreement, which precludes
Aurelius from disclosing information that the Debtors designate
as confidential without the Debtors' consent.
The Exhibits contain information that the Debtors have designated
"confidential" under the Confidentiality Agreement. The
information in the Exhibits includes, among other things, the
Debtors' revised financial projections and other financial
information, board minutes, historical management and lender
presentations, presentations made by the Debtors' financial
advisor, and deposition transcripts.
Plan Must be Confirmed
The Debtors and JPMorgan Chase Bank, N.A., asked the Court to
confirm the Second Amended Plan despite objections by
shareholders.
On behalf of the Debtors, Jonathan S. Henes, Esq., at Kirkland &
Ellis LLP, in New York, relates that in addition to complying
with applicable provisions of the Bankruptcy Code, the Plan is
supported by an "overwhelming" majority of creditors entitled to
vote because it incorporates a global settlement among the
Debtors, their lenders, and the Official Committee of Unsecured
Creditors. He notes that the Global Settlement also complies
with the Bankruptcy Code.
Moreover, the Plan includes: (a) the release by the Debtors of
certain parties-in-interest and Causes of Action; (b) releases by
Holders of Claims and Interests of certain parties-in-interest;
(c) an exculpation provision; and (d) injunction provisions
prohibiting parties from pursuing Claims released under the Plan.
Mr. Henes asserts that the Provisions are proper because, among
other things, they are the product of arm's-length negotiations
among the parties being released and have been critical to
obtaining support of the Plan from the key constituencies. He
adds that the release, exculpation and injunction provisions are
fair and equitable and are consistent with the Bankruptcy Code.
Mr. Henes contends that the Debtors' liquidation analysis clearly
demonstrates that the values that may be realized by the holders
of claims and interests in connection with a disposition of the
Debtors' assets in a hypothetical Chapter 7 liquidation are
significantly less than the value of the recoveries provided for
under the Plan.
In support of this assertion, Michael D. Kang, a managing
director with Alvarez & Marsal North America LLC, relates that
the Liquidation Analysis represents a reasonable and good-faith
estimate of the proceeds that would be realized if the Debtors
were liquidated under Chapter 7. A copy of Mr. Kang's
declaration is available for free at:
http://bankrupt.com/misc/CtdlKangDec.pdf
In addition, Farid Suleman, the chairman of the board and chief
executive officer of Citadel Broadcasting Corporation, tells the
Court that the Debtors have thoroughly analyzed their ability to
meet their obligations under the Plan after confirmation and
submit that confirmation is not likely to be followed by
liquidation or the need for further reorganization.
Mr. Suleman says that the Debtors' projections, establish that
the Debtors will have sufficient cash to meet their obligations
under the Plan. He adds that after making all payments required
pursuant to the Plan, the Reorganized Debtors will be a
competitive, viable operating entity. A copy of Mr. Suleman's
declaration is available for free at:
http://bankrupt.com/misc/CtdlFaridDec.pdf
About Citadel Broadcasting
Citadel Broadcasting Corporation (OTC BB: CTDB) --
http://www.citadelbroadcasting.com/-- is the third largest radio
group in the United States, with a national footprint reaching
more than 50 markets. Citadel is comprised of 166 FM stations and
58 AM stations in the nation's leading markets, in addition to
Citadel Media, which is one of the three largest radio networks in
the United States.
Citadel Broadcasting filed for Chapter 11 with 50 affiliates on
Dec. 20, 2009, in Manhattan (Bankr. S.D.N.Y. Case No. 09-17422).
The Company listed assets of $1.4 billion and debt of $2.5 billion
in its Chapter 11 filing. Kirkland & Ellis LLP is serving as
legal counsel and Lazard Freres & Co. LLC. As financial advisor
for the restructuring. Kurtzman Carson Consultants is serving as
claims and notice agent.
Bankruptcy Creditors' Service, Inc., publishes Citadel
Broadcasting Bankruptcy News. The newsletter tracks the Chapter
11 proceeding undertaken by Citadel Broadcasting Corp. and other
affiliates. (http://bankrupt.com/newsstand/or 215/945-7000)
CITADEL BROADCASTING: Files Revised 2010 to 2014 Projections
------------------------------------------------------------
In a regulatory filing with the Securities and Exchange
Commission dated May 7, 2010, Randy L. Taylor, Citadel
Broadcasting Corporation's senior vice president of finance and
chief financial officer, relates that his company provided
revised financial projections to Aurelius Capital Partners LP,
Aurelius Capital Master, Ltd., and Aurelius Convergence Master,
Ltd., as well as to counsel for the Official Committee of
Unsecured Creditors in connection with Aurelius' objection to the
Debtors' Chapter 11 Plan of Reorganization.
Mr. Taylor relates that Citadel has agreed to remove the
confidentiality designation with respect to the Projections,
which Projections will become publicly available in connection
with the Company's Chapter 11 proceedings.
Citadel Broadcasting Corporation
2010 - 2014 Projections
(in millions)
2010 2011 2012 2013 2014
---- ---- ---- ---- ----
Net Revenue
Radio Markets $620 $631 $644 $657 $670
Radio Network 121 123 127 131 135
Eliminations (4) (4) (4) (4) (4)
---- ---- ---- ---- ----
Total $737 $750 $766 $783 $801
Operating Expenses
Radio Markets 385 392 404 416 425
Radio Network 105 105 107 109 111
Eliminations (4) (4) (4) (4) (4)
---- ---- ---- ---- ----
Total $485 $493 $507 $521 $531
Segment Operating Income
Radio Markets 235 238 239 240 245
Radio Network 16 17 19 21 24
---- ---- ---- ---- ----
Total $251 $256 $259 $262 $269
Corporate Overhead 19 19 20 20 21
---- ---- ---- ---- ----
EBITDA $232 $237 $239 $241 $248
A complete copy of the Revised Projections is available for free
at http://tinyurl.com/247alx4
About Citadel Broadcasting
Citadel Broadcasting Corporation (OTC BB: CTDB) --
http://www.citadelbroadcasting.com/-- is the third largest radio
group in the United States, with a national footprint reaching
more than 50 markets. Citadel is comprised of 166 FM stations and
58 AM stations in the nation's leading markets, in addition to
Citadel Media, which is one of the three largest radio networks in
the United States.
Citadel Broadcasting filed for Chapter 11 with 50 affiliates on
Dec. 20, 2009, in Manhattan (Bankr. S.D.N.Y. Case No. 09-17422).
The Company listed assets of $1.4 billion and debt of $2.5 billion
in its Chapter 11 filing. Kirkland & Ellis LLP is serving as
legal counsel and Lazard Freres & Co. LLC. As financial advisor
for the restructuring. Kurtzman Carson Consultants is serving as
claims and notice agent.
Bankruptcy Creditors' Service, Inc., publishes Citadel
Broadcasting Bankruptcy News. The newsletter tracks the Chapter
11 proceeding undertaken by Citadel Broadcasting Corp. and other
affiliates. (http://bankrupt.com/newsstand/or 215/945-7000)
CITADEL BROADCASTING: Files Severance Stipulations Under Seal
-------------------------------------------------------------
Citadel Broadcasting Corp. sought and obtained authority from the
Court to file under seal these stipulations relating to the
severance and termination of certain "on-air talent":
(a) stipulation and order resolving severance disputes between
the Debtors and the American Federation of Television and
Radio Artists with respect to two former employees; and
(b) two stipulations with certain on-air announcers who were
terminated and whose names have been redacted regarding
termination of employment.
Jonathan S. Henes, Esq., at Kirkland & Ellis LLP, in New York,
relates that the Stipulations include agreements regarding
certain severance, termination and payment issues and, if
revealed to the Debtors' employees or competitors, may give an
advantage in future business endeavors and negotiations to the
detriment of the Debtors and their stakeholders.
About Citadel Broadcasting
Citadel Broadcasting Corporation (OTC BB: CTDB) --
http://www.citadelbroadcasting.com/-- is the third largest radio
group in the United States, with a national footprint reaching
more than 50 markets. Citadel is comprised of 166 FM stations and
58 AM stations in the nation's leading markets, in addition to
Citadel Media, which is one of the three largest radio networks in
the United States.
Citadel Broadcasting filed for Chapter 11 with 50 affiliates on
Dec. 20, 2009, in Manhattan (Bankr. S.D.N.Y. Case No. 09-17422).
The Company listed assets of $1.4 billion and debt of $2.5 billion
in its Chapter 11 filing. Kirkland & Ellis LLP is serving as
legal counsel and Lazard Freres & Co. LLC. As financial advisor
for the restructuring. Kurtzman Carson Consultants is serving as
claims and notice agent.
Bankruptcy Creditors' Service, Inc., publishes Citadel
Broadcasting Bankruptcy News. The newsletter tracks the Chapter
11 proceeding undertaken by Citadel Broadcasting Corp. and other
affiliates. (http://bankrupt.com/newsstand/or 215/945-7000)
COATES INT'L: Reports $452,564 Net Income for March 31 Quarter
--------------------------------------------------------------
Coates International, Ltd., reported net income of $452,564 for
the three months ended March 31, 2010, from a net loss of $474,630
for the same period in 2009. Revenue from research and
development were $850,000 for the 2010 first quarter from $215,000
for the 2009 first quarter.
At March 31, 2010, the Company had total assets of $3,654,893
against total liabilities of $3,572,002, resulting in
stockholders' equity of $82,891. The March 31, 2010 balance sheet
showed strained liquidity: The Company had total current assets of
$1,077,358 against total current liabilities of $3,197,002.
In its Form 10-Q report, Coates indicated that although the
Company generated net income for the three month period ended
March 31, 2010, it has incurred substantial net losses while
engaging primarily in research and development. As of March 31,
2010, the Company had accumulated losses of ($22,203,000) and had
negative working capital of ($2,120,000). In addition, the
current economic environment, which is characterized by tight
credit markets, investor uncertainty about how to safely invest
funds and low investor confidence, has introduced additional risk
and difficulty in the Company's challenge to secure needed
additional working capital. These factors raise substantial doubt
about the Company's ability to continue as a going concern.
The doubt about the Company's ability to continue to operate as a
going concern has existed for a number of years. Management has
been successful in raising new working capital throughout that
time to enable the Company to continue as a going concern and,
although management cannot provide assurances that it can be
successful, management believes that it can continue to do so in
the future. Management has instituted a cost control program
intended to cut variable costs to only those expenses that are
necessary to complete its activities related to manufacturing an
initial shipment of natural gas fueled industrial electric power
Coates Spherical Rotary Valve engine generators, enter the
production phase of its operations, develop additional
commercially feasible applications of the CSRV system technology,
seek additional sources of working capital and cover the general
and administrative expenses in support of such activities. The
Company has been actively undertaking efforts to secure new
sources of working capital. During the three months ended March
31, 2010, the Company received $850,000 from research and
development fees and a $200,000 initial deposit toward the first
shipment of natural gas industrial electric power CSRV engine
generators. The Company continues to actively seek out new sources
of working capital; however, there can be no assurance that it
will be successful in these efforts.
A full-text copy of the Company's Form 10-Q report is available at
no charge at http://ResearchArchives.com/t/s?627f
In the Company's 2009 Form 10-K report, Meyler & Company, LLC, in
Middletown, New Jersey, in its March 30, 2010, report said Coates
International, Ltd., continues to have negative cash flows from
operations, recurring losses from operations, and has a
stockholders' deficiency. These conditions raise substantial
doubt about its ability to continue as a going concern.
About Coates International
Based in Wall Township, N.J., Coates International, Ltd.
(OTC BB: COTE) -- http://www.coatesengine.com/-- was incorporated
on August 31, 1988, for the purpose of researching, patenting and
manufacturing technology associated with a spherical rotary valve
system for internal combustion engines. This technology was
developed over a period of 15 years by Mr. George J. Coates, who
is the President and Chairman of the Board of the Company.
The Coates Spherical Rotary Valve System (CSRV) represents a
revolutionary departure from the conventional poppet valve. It
changes the means of delivering the air and fuel mixture to the
firing chamber of an internal combustion engine and of expelling
the exhaust produced when the mixture ignites.
COOPER-STANDARD: Expects to Exit Bankruptcy in Late May
-------------------------------------------------------
Judge Peter Walsh of the U.S. Bankruptcy Court for the District
of Delaware confirmed the Second Amended Joint Chapter 11 Plan of
Reorganization of Cooper-Standard Holdings Inc. and its debtor-
affiliates on May 12, 2010, paving the way for the companies to
exit bankruptcy protection.
The confirmation came more than nine months after the Debtors
filed their bankruptcy cases on August 3, 2009. The Court
approved the Debtors' disclosure statement describing the Plan on
March 26, 2010.
The Debtors stepped Judge Walsh through the statutory
requirements of Sections 1129(a) and (b) of the Bankruptcy Code,
necessary to confirm their Plan:
A. Section 1129(a)(1) requires that the Plan comply with all
applicable provisions of the Bankruptcy Code, which include
compliance with Sections 1122 and 1123, governing
classification and contents of the Plan.
The Debtors' Plan meets those requirements. The Plan provides
for the separate classification of claims and interests in 10
classes based on the differences in the legal or factual
nature, and priority of the claims and interests. Moreover,
each of the claims or interests in a particular class is
substantially similar to the other claims or interests in that
class.
B. The Debtors complied with the terms of the court order
approving the disclosure statement and the applicable
provisions of the Bankruptcy Code. Accordingly, the
requirements of Section 1129(a)(2) are satisfied.
C. Section 1129(a)(3) requires that a plan be proposed in good
faith and not by any means forbidden by law.
The Debtors assert that the Plan furthers the Chapter 11 goals
of restructuring their obligations and businesses in a manner
that makes economic and business sense and maximizes value to
their estates as well as promote the rehabilitative objectives
and purposes of the Bankruptcy Code by creating reorganized
companies that are deleveraged. The support of the Plan by
each of the major creditor constituencies and the creditors'
vote in favor of the Plan reflect their acknowledgment that
the Plan provides fairness to creditors and interest holders,
according to the Debtors.
D. The Plan makes it clear that all fees and expenses due and
owing by the Debtors pursuant to the Equity Commitment
Agreement and the rights offering must be paid in full in cash
without the need for the backstop parties to file retention or
fee applications with the Court. The Plan also provides for
the final application for compensation and reimbursement of
the professionals' fees and expenses, subject to court
approval. Accordingly, the Plan complies with the
requirements of Section 1129(a)(4).
E. Section 1129(a)(5) requires that the proponent of a plan
disclose the identity of certain individuals who will hold
positions with the debtors or their successors after
confirmation. The Debtors, pursuant to the Plan, met this
requirement by filing the list of names of all members of the
Board of Directors of reorganized companies who were known as
of May 5, 2010.
F. Section 1129(a)(6) is inapplicable in the Debtors' Chapter 11
cases since the Plan does not provide for or contemplate any
rate change that would require the approval of any regulatory
agency.
G. Section 1129(a)(7) requires that a plan be in the best
interests of creditors and equity holders. The Debtors' Plan
met this requirement. Under the Plan, each holder of a claim
or interest that is impaired and that did not accept the Plan
will not receive or retain property with a value that is less
than they would receive under a Chapter 7 liquidation.
Although the liquidation analysis contains a number of
estimates and assumptions that are inherently subject to
uncertainties beyond the Debtors' control, the analysis
demonstrates that holders of claims and interests would
receive less in a Chapter 7 liquidation than they will receive
under the Plan.
H. Section 1129(a)(8) requires that each class of claims or
interests under a plan has either accepted the plan or is not
impaired under the plan.
Class 6 (Senior Subordinated Note Claims) is impaired and of
those who voted, 100% voted to accept the Plan. As to the
accepting class of claims, the requirements of section
1129(a)(8) have been satisfied.
I. Section 1129(a)(9) requires that certain priority claims be
paid in full on the effective date of a plan and that the
holders of certain other priority claims receive deferred cash
payments.
In accordance with this provision, Section 2.01(a) of the Plan
provides that the Debtors or the reorganized companies will
pay allowed administrative expenses in full in cash on the
later of the effective date; the date on which the Court
enters an order allowing the administrative expense; or
another date to which the reorganized companies and the holder
of the allowed administrative expense agree, subject to
obligations paid in the ordinary course of business and
expenses incurred by professionals.
With respect to each Allowed Priority Tax Claim against the
Debtors, Section 3.01(a) of the Plan provides that at the sole
option of the Debtors, each holder of an Allowed Priority Tax
Claim will be entitled to receive from the reorganized
companies on account of the claim.
J. The Debtors have satisfied Section 1129(a)(10) by the fact
that Class 6 has accepted the Plan, determined without
including any acceptance of the Plan by any insider.
K. Pursuant to Section 1129(a)(11), a plan may be confirmed
only if the confirmation is not likely to be followed by the
liquidation or the need for further financial reorganization
of the debtor or its successor unless that liquidation or
reorganization is proposed under the plan.
Evidence that creditors and sophisticated market participants
believe that the Plan is feasible is that the Debtors have
been able to raise $450 million of unsecured debt as well as
$355 million of new equity in the capital markets. The Plan
substantially reduces leverage and interest expense while
protecting the strength of the Debtors' operations by largely
preserving the Debtors' prepetition corporate structure and
business relationships.
L. Section 1129(a)(l2) requires that certain fees listed in
Section 1930 of title 28 of the United States Code be
determined by the court at the hearing on confirmation of a
plan, paid or otherwise provided for.
Section 10.07 of the Plan provides that those fees will be
paid on or before the effective date of the Plan or by the
reorganized companies as soon as practicable. As a result,
the Plan satisfies section 1129(a)(12).
M. Section 1129(a)(13) is satisfied because on and after the
Effective Date, the Reorganized Debtors will continue to pay
all retiree benefits of the Debtors for the duration of the
period for which the Debtors are obligated to provide the
benefits.
N. With respect to the requirement of Sections 1129(a)(14), (15)
and (16), the Debtors do not owe any domestic support
obligations, are not individuals, and are not non-profit
corporations, and therefore, these Sections do not apply.
"Confirmation of the Plan is one of the final elements of a
restructuring geared towards strengthening our financial footing
and positioning the company for continued success," James McElya,
chairman and chief executive officer of Cooper-Standard said in a
May 12, 2010 statement.
"Our creditors have overwhelmingly supported a Plan that will
reduce the company's debt and allow Cooper-Standard to maintain
our leadership position in the industry and continue providing
innovative technology solutions to our customers," Mr. McElya
said.
All of the creditors who cast ballots on the Plan voted in favor
of confirmation.
Under the terms of the Plan, the Debtors' debt will be reduced
with an estimated funded debt balance at emergence of about
$480 million, representing a decline of over $650 million from
prepetition levels. The Plan incorporates a rights offering
provided for under the terms of the Equity Commitment Agreement
with certain of the Debtors' noteholders, which was approved by
the Court in March.
Under the terms of the Equity Commitment Agreement, certain
holders have committed to invest $355 million to purchase the
equity of Cooper-Standard. Additionally, the Debtors, through a
wholly owned non-debtor subsidiary, effectuated the issuance of
$450 million of 8-1/2% senior notes due 2018, the proceeds of
which were funded into escrow pending the Debtors' emergence from
Chapter 11. The proceeds from the notes, cash on hand, and a
committed $125 million working capital facility will be used to
implement the Plan and fund certain operating costs once the
Debtors emerge from chapter 11.
The Plan will become effective upon satisfaction of certain
conditions. The Debtors expect the Plan to become effective in
late May 2010.
Allen Campbell, vice-president and chief financial officer of
CSHI, said that the Plan is feasible in that it is not likely to
be followed by a liquidation of the Debtors or the need for a
further reorganization of the Debtors. He pointed out that the
Plan reduces the Debtors' long-term debt and provides them with
an appropriate capital structure.
"The new notes are on favorable terms to the Debtors and provide
the Debtors with sufficient cash to fund the Plan and their
business operations post-emergence, and provide the Debtors with
flexibility to raise additional capital should such funding be in
the best interests of the reorganized debtors," Mr. Campbell said
in court papers. He further said that the committed terms for
the new working capital facility are also favorable and the
resulting credit facility would provide the reorganized companies
with ample liquidity and access to cash to fund their ongoing
business needs.
A full-text copy of the confirmation order is available without
charge at http://bankrupt.com/misc/CSHI_PlanConfirmationOrder.pdf
In connection with their Plan, the Debtors filed with the Court a
copy of an indenture between CSA Escrow Corporation, as issuer,
and U.S. Bank National Association, as trustee. A copy of the
indenture is available for free at:
http://bankrupt.com/misc/CSHI_IndentureCSAEscrow.pdf
About Cooper-Standard
Cooper-Standard Automotive Inc. -- http://www.cooperstandard.com/
-- headquartered in Novi, Michigan, is a leading global automotive
supplier specializing in the manufacture and marketing of systems
and components for the automotive industry. Products include body
sealing systems, fluid handling systems and NVH control systems.
The Company is one of the leading suppliers of chassis products in
North America, with about 14% of market share. The Company's main
custoemrs include Ford Motor Company, General Motors, Chrysler,
Audi, Volkswagen, BMW, Fiat and Honda, among other automakers.
Cooper-Standard Automotive employs approximately 16,000 people
globally with more than 70 facilities throughout the world.
Cooper-Standard is a privately held portfolio company of The
Cypress Group and Goldman Sachs Capital Partners Funds.
Cooper-Standard Holdings Inc., together with affiliates, filed for
Chapter 11 on August 4, 2009 (Bankr. D. Del. Case No. 09-12743).
Attorneys at Fried, Frank, Harris, Shriver & Jacobson LLP and
Richards, Layton & Finger, P.A., will serve as bankruptcy counsel
to the Debtors. Lazard Freres & Co. is serving as investment
banker while Alvarez & Marsal is financial advisor. Kurtzman
Carson Consultants LLC is notice, claims and solicitation agent.
In its bankruptcy petition, the Company said that assets on a
consolidated basis total $1,733,017,000 while debts total
$1,785,039,000 as of March 31, 2009.
The Company's Canadian subsidiary, Cooper-Standard Automotive
Canada Limited, also sought relief under the Companies' Creditors
Arrangement Act in the Ontario Superior Court of Justice in
Toronto, Ontario, Canada.
Bankruptcy Creditors' Service, Inc., publishes Cooper-Standard
Bankruptcy News. The newsletter tracks the Chapter 11 and CCAA
proceedings undertaken by Cooper-Standard Holdings Inc. and its
various affiliates. (http://bankrupt.com/newsstand/or 215/945-
CRM HOLDINGS: Receives Delisting Notice From Nasdaq
---------------------------------------------------
CRM Holdings, Ltd. received, on May 12, 2010, a letter from The
Nasdaq Stock Market stating that its common shares have failed to
comply with the $1.00 minimum bid price required for continued
listing on The Nasdaq Global Market under Nasdaq Listing Rule
5450(a) (1), and, as a result, the Company's common shares are
subject to delisting.
The Company intends to appeal the Staff's determination. The
appeal will stay the delisting of the Company's common shares from
The Nasdaq Global Market pending the Panel's decision. The
Company intends to present a plan that includes a discussion of
the actions the Company expects to take to regain compliance with
Nasdaq Listing Rule 5450(a) (1), including a commitment to effect
a reverse stock split. At the Company's annual meeting held on
May 5, 2010, the shareholders of the Company authorized the Board
of Directors to effect up to a one for ten reverse split of the
Company's common shares if necessary to maintain the listing of
the common shares on The Nasdaq Global Market.
James J. Scardino, Chief Executive Officer of CRM Holdings, said,
"We are cognizant of the value to our shareholders of the listing
of our shares on Nasdaq given the liquidity and pricing efficiency
that the exchange provides. Moreover, maintaining our Nasdaq
listing may be important as we pursue the strategic initiatives we
announced last week."
About CRM Holdings
Based in Hamilton HM HX, Bermuda, CRM Holdings, Ltd. (Nasdaq:
CRMH) -- http://www.CRMHoldingsLtd.bm/-- is a specialty provider
of workers' compensation insurance products. Through its
subsidiaries, CRM Holdings offers workers' compensation insurance
coverage, reinsurance, and fee-based management services for self-
insured entities. The Company's workers' compensation insurance
coverage is offered to employers in California, New York, New
Jersey, Arizona, Nevada, and other states.
The Company's balance sheet as of March 31, 2010, showed
$476.9 million in assets, $422.6 million of liabilities, and
$54.3 million of stockholders' equity.
* * *
The Company has experienced significant losses and negative cash
flows from operations in previous years. For the fiscal year
ended December 31, 2009, the Company posted a net loss of
$46.8 million and negative cash flows from operations of
$12.9 million. "At and for the three months ended March 31, 2010,
we had a consolidated retained deficit of $19.1 million and a loss
from continuing operations before taxes of $7.7 million." The
Company believes there could be substantial doubt about its
ability to continue as a going concern, unless it is able to
obtain sufficient financing.
CRM HOLDINGS: Incurs $7.9 Million Net Loss in Q1 2010
-----------------------------------------------------
CRM Holdings, Ltd., filed its quarterly report on Form 10-Q,
showing a net loss of $7.9 million on $16.7 million of revenue for
the three months ended March 31, 2010, compared with a net loss of
$8.4 million on $26.1 million of revenue for the same period of
2009.
The revenue decline resulted from three factors. First, Majestic
Insurance Company was not able to retain or compete for certain
rating sensitive business based on the downgrade of its A.M. Best
financial strength rating from A- to B++ in December 2009. S
econd, during the quarter Majestic sought to improve its overall
price adequacy which caused some insureds to non-renew their
policies. Third, Majestic's quota share reinsurance treaty in
place during the first quarter of 2010 entailed a cession rate
roughly 15% higher than the treaty in place during the same period
of 2009. Investment income decreased to $2.4 million for the
first quarter 2010 from $2.8 million in 2009 due to lower asset
yields.
The Company's loss ratio increased to 106% for the first quarter
of 2010 from 81% for the first quarter 2009. The higher loss
ratio resulted from a higher current accident year loss ratio and
unfavorable loss reserve development on prior accident years of
$1.5 million for the first quarter of 2010 compared to
$1.2 million for the same period in 2009.
Loss from continuing operations before income taxes in the first
quarter of 2010 was $8.4 million, compared to $11.4 million in the
first quarter of 2009. The decrease in net loss was principally
attributable to the reduction of operating expenses. Losses and
loss adjustment expenses decreased $2.6 million, or 15%, to
$14.5 million in the first quarter of 2010, from $17.1 million in
the first quarter of 2009. General and administrative expenses
decreased $6.6 million, or 76%, to $2.1 million in the first
quarter of 2010, from $8.7 in the first quarter of 2009.
The Company's balance sheet as of March 31, 2010, showed
$476.9 million in assets, $422.6 million of liabilities, and
$54.3 million of stockholders' equity.
The Company has experienced significant losses and negative cash
flows from operations in previous years. For the fiscal year
ended December 31, 2009, the Company posted a net loss of
$46.8 million and negative cash flows from operations of
$12.9 million. "At and for the three months ended March 31, 2010,
we had a consolidated retained deficit of $19.1 million and a loss
from continuing operations before taxes of $7.7 million." The
Company believes there could be substantial doubt about its
ability to continue as a going concern, unless it is able to
obtain sufficient financing.
The Company has formed a Special Committee of the Board of
Directors and has retained Macquarie Capital to explore strategic
alternatives to strengthen its capital position. Alternatives
could include, but may not be limited to, a sale, merger or other
business combination involving the Company, a sale of shares or
other recapitalization of the Company, a joint venture
arrangement, the sale or spin off of Company assets, or the
continued execution of the Company's business plan.
A full-text copy of the press release is available for free at:
http://researcharchives.com/t/s?6261
A full-text copy of the quarterly report is available for free at:
http://researcharchives.com/t/s?6260
Based in Hamilton HM HX, Bermuda, CRM Holdings, Ltd. (Nasdaq:
CRMH) -- http://www.CRMHoldingsLtd.bm/-- is a specialty provider
of workers' compensation insurance products. Through its
subsidiaries, CRM Holdings offers workers' compensation insurance
coverage, reinsurance, and fee-based management services for self-
insured entities. The Company's workers' compensation insurance
coverage is offered to employers in California, New York, New
Jersey, Arizona, Nevada, and other states.
CRYSTAL DEVELOPMENT: Case Summary & 2 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Crystal Development, LP
113 W New York Ave.
Las Vegas, NV 89102
Bankruptcy Case No.: 10-18557
Chapter 11 Petition Date: May 11, 2010
Court: United States Bankruptcy Court
District of Nevada (Las Vegas)
Judge: Mike K. Nakagawa
Debtor's Counsel: David E. Doxey, Esq.
211 N. Buffalo Dr. Suite A
Las Vegas, NV 89145
Tel: (702) 363-0317
Fax: (702) 363-1630
E-mail: ddoxey@davidwinterton.com
Estimated Assets: $0 to $50,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's 2 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/nvb10-18557.pdf
The petition was signed by Michael Dias, partner.
CRYSTAL SPRINGS INVESTORS: Voluntary Chapter 11 Case Summary
------------------------------------------------------------
Debtor: Crystal Springs Investors LLC
2400 E. Arizona Biltmore Circle #1300
Phoenix, AZ 85016
Bankruptcy Case No.: 10-14519
Chapter 11 Petition Date: May 12, 2010
Court: U.S. Bankruptcy Court
District of Arizona (Phoenix)
Judge: Randolph J. Haines
Debtor's Counsel: Mark W. Roth, Esq.
Polsinelli Shughart P.C.
3636 N. Central Avenue, Suite 1200
Phoenix, AZ 85012
Tel: (602) 650-2012
Fax: (602) 926-8562
E-mail: mroth@polsinelli.com
Estimated Assets: $10,000,001 to $50,000,000
Estimated Debts: $10,000,001 to $50,000,000
The Company did not file a list of creditors together with its
petition.
The petition was signed by Thomas A. Cologna, member manager of
Crystal Springs Manager LLC.
CRYSTAL SPRINGS PHASE I: Voluntary Chapter 11 Case Summary
----------------------------------------------------------
Debtor: Crystal Springs Phase I
2400 E. Arizona Biltmore Circle #1300
Phoenix, AZ 85016
Bankruptcy Case No.: 10-14516
Chapter 11 Petition Date: May 12, 2010
Court: U.S. Bankruptcy Court
District of Arizona (Phoenix)
Judge: Randolph J. Haines
Debtor's Counsel: Mark W. Roth, Esq.
Polsinelli Shughart P.C.
3636 N. Central Avenue, Suite 1200
Phoenix, AZ 85012
Tel: (602) 650-2012
Fax: (602) 926-8562
E-mail: mroth@polsinelli.com
Estimated Assets: $10,000,001 to $50,000,000
Estimated Debts: $10,000,001 to $50,000,000
The Company did not file a list of creditors together with its
petition.
The petition was signed by Thomas A. Cologna, member manager of
Crystal Springs Manager LLC.
DAVID GENT: Case Summary & 8 Largest Unsecured Creditors
--------------------------------------------------------
Joint Debtors: David M. Gent
Maria F. Gent
3747 Sagebrush Lane NW
Bremerton, WA 98312
Bankruptcy Case No.: 10-15424
Chapter 11 Petition Date: May 12, 2010
Court: United States Bankruptcy Court
Western District of Washington (Seattle)
Judge: Karen A. Overstreet
Debtor's Counsel: Larry B. Feinstein, Esq.
Vortman & Feinstein
500 Union St Ste 500
Seattle, WA 98101
Tel: (206) 223-9595
E-mail: feinstein2010@gmail.com
Scheduled Assets: $1,408,682
Scheduled Debts: $2,093,810
A list of the Company's 8 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/wawb10-15424.pdf
The petition was signed by David M. Gent and Maria F. Gent.
DEAN FOODS: Moody's Holds CFR at Ba3 With Stable Outlook
--------------------------------------------------------
Moody's lowered the speculative grade liquidity rating for Dean
Foods to SGL-3 from SGL-2. The company's corporate family rating
(CFR) remains Ba3 with a stable outlook.
The SGL rating downgrade reflects the very weak first quarter
which saw a 61% drop in cash from continuing operations (from $185
million in 2009 to $71 million in 2010) and an increase in
leverage to 4.43 times (as defined by credit agreements) as
compared with 4.16 times at the end of the year. Moody's believes
that there may be little or no cushion under the bank leverage
covenant under the existing facilities by year end 2010 when it
steps down from 5.0 times to 4.5 times. While it was expected that
first quarter results would be significantly lower than the prior
year, which was the company's best quarter in history, the results
were nevertheless worse than the expectation, despite very strong
performance in the company's smaller WhiteWave-Alpro division.
Failure to address the tight covenant issue in the near term could
lead to further downgrade of the SGL and downward pressure on the
company's other ratings.
"The change in the SGL reflects our expectation that the leverage
covenant will be very tight following the year end step down, and
we have adjusted our assessment of covenant cushion accordingly.
We also lowered our assessment of internal liquidity given the
large drop in operating profit. Using Moody's financial metrics,
it is our expectation that the company will end the year with
leverage somewhat over 5 times compared with 4.9 times at the end
of 2009. While this is within the acceptable range for the Ba3
rating, it is in contrast to an expectation of some leverage
improvement during the year."
The company is facing pressures on its profit margins in fluid
milk due to retailers using private label milk products to drive
retail traffic by selling it at little to no profit margin,
widening the pricing gap at retail between Dean's branded product
and store brand milk. This is causing a mix shift from Dean's more
profitable branded business to a heavier demand for private label
milk for which it earns substantially lower margins. Moreover,
retailers are demanding price concessions from suppliers like Dean
for their private label supply, further squeezing the private
label margins. Dean does not believe that this price behavior is
sustainable in the long run, but also acknowledges that there
appears to be no end in sight as of now. Accordingly, although not
giving full year guidance, Dean has also warned that profits in
the segment could fall by $100 million for the full year, and
stated that it will not likely meet its 3.5 times (as defined by
credit agreements) leverage target as planned by next year. To the
extent that the current retailer behavior becomes a more sustained
shift in favor of private label milk sold at break-even prices,
eroding the profit algorithm for Dean more permanently, further
pressure on Dean's ratings would ensue, said Linda Montag, Moody's
SVP.
"Dean's Ba3 rating and stable outlook are based on the company's
national market share and scale in the US Dairy industry, the
potential for further cost efficiencies/ productivity improvements
as management focuses on internal integration and streamlining of
operations, and its strong distribution network with comprehensive
refrigerated direct store delivery systems. These positives are
offset by very narrow margins inherent in its largest, commodity-
oriented milk business, more limited product/geographic/ customer
diversification than certain other large global food and
agriculture firms, and the potential for both volatility in milk
prices as well as shifts in the pricing strategies of retailers to
erode profitability. While the company can generally pass on
increases in the price of milk monthly, the volatility of all of
its inputs has swung much more widely in recent years than in past
history and the company has faced a profit reducing mix shift away
from branded and into private label milk. The company benefits as
prices fall, as was the case though most of 2009, but it suffered
more during the last price upswing than it had historically as
prices rose faster and to higher levels than in previous years.
The company showed good overall results in 2009, but its 4th
quarter was weak, and the weakness was more acute in the first
quarter of 2010 especially as compared to a record first quarter
in 2009. Despite the company's recent efforts to pay down debt,
leverage has risen again as profitability eroded. While we expect
the company to make every effort to improve credit protection
metrics over time, we also anticipate continued volatility in
results. The difficult pricing environment is somewhat out of the
company's control and cost cutting efforts may not be enough to
compensate for the significant erosion in selling margins. It is
not clear if and for how long the competitive pricing strategies
at retail will remain in place and whether the shift to less
profitable private label business will be permanent. There is also
still a lot of progress to be made in the areas of cost cutting
and integration. Margins, having improved during 2009, slipped
again to the low single digit range in the in the first quarter."
The last rating action was on March 16, 2010, when Moody's raised
the CFR rating to Ba3.
DECODE GENETICS: Says Book Value of MediChem Stake Has Gone Down
----------------------------------------------------------------
DGI Resolution, Inc. (f/k/a deCODE genetics, Inc.) disclosed in a
monthly operating report filed with the U.S. Bankruptcy Court for
the District of Delaware that the book value of its equity
investment in MediChem Life Sciences, Inc., has fallen to
$2,114,316. The court filing said the book value of the MediChem
investment was $3,696,897 as of deCODE's bankruptcy filing date.
On March 30, 2010, MediChem Life Sciences filed a voluntary
petition under Chapter 7 of the Bankruptcy Code in the Delaware
Bankruptcy Court.
In 2002, deCODE genetics and MediChem signed a definitive
agreement for deCODE to acquire Medichem for a deal valued at
roughly $83.6 million.
About deCODE Genetics
deCODE Genetics Inc. is a global leader in analyzing and
understanding the human genome. deCODE has identified key
variations in the sequence of the genome conferring increased risk
of major public health challenges from cardiovascular disease to
cancer, and employs its gene discovery engine to develop DNA-based
tests to assess individual risk of common diseases; to license its
tests and intellectual property to partners; and to provide
comprehensive, leading- edge contract services to companies and
research institutions around the globe. The Company was founded
in 1996 and is headquartered in Reykjavik, Iceland.
The Company filed for Chapter 11 on November 16, 2009 (Bankr. D.
Del. Case No. 09-14063). The petition listed assets of
$69.9 million against debt of $314 million. Liabilities include
$230 million on 3.5% senior convertible notes.
DELTA PETROLEUM: Lowers Net Loss to $16-Mil. in Q1 Ended March 31
-----------------------------------------------------------------
Delta Petroleum Corporation filed its quarterly report on Form
10-Q, showing a net loss of $16.0 million for the three months
ended March 31, 2010, compared with a net loss of $29.4 million
for the same period of 2009.
Total revenue decreased 25% to $44.0 million in the quarter,
versus revenue of $58.7 million in the quarter ended March 31,
2009, primarily related to a $31.3 million gain associated with
the offshore California litigation in 2009, partially offset by a
$12.3 million quarter-over-quarter increase in oil and gas sales.
For the quarter ended March 31, 2010, oil and gas sales increased
55% to $34.5 million, as compared to $22.2 million for the prior
year period. The increase was primarily the result of a 125%
increase in oil prices and an 86% increase in natural gas prices,
partially offset by the 20% decrease in production.
The Company's balance sheet as of March 31, 2010, showed
$1.384 billion in assets, $699.3 million of liabilities, and
$684.5 million of stockholders' equity. At March 31, 2010, the
Company had $10 million in cash and $52.0 million available under
its credit facility.
As reported in the Troubled Company Reporter on March 15, 2010,
KPMG LLP, in Denver, expressed substantial doubt about the
Company's ability to continue as a going concern. The independent
auditors reported that due to continued losses the Company is
evaluating strategic alternatives including, but not limited to
the sale of some or all of its assets. "There can be no
assurances that actions undertaken will be sufficient to repay
obligations under the credit facility when due, which raises
substantial doubt about the Company's ability to continue as a
going concern."
In its Form 10-Q for the current quarter, the Company said that it
does not currently have the capital on hand necessary to repay its
credit facility borrowings due on January 15, 2011, or develop its
properties at the pace desired based on current commodity prices.
Further, in conjunction with the April 2010 borrowing base
redetermination of Delta's credit facility, the Company is limited
to capital expenditures of $20.0 million in the quarter ending
June 30, 2010, and $15.0 million for the quarter ending
September 30, 2010.
A full-text copy of the press release is available for free at:
http://researcharchives.com/t/s?627d
A full-text copy of the quarterly report is available for free at:
http://researcharchives.com/t/s?627c
Delta Petroleum Corporation (NASDAQ Global Market: DPTR)
-- http://www.deltapetro.com/-- is an oil and gas exploration and
development company based in Denver, Colorado. The Company's core
areas of operations are the Rocky Mountain and Gulf Coast Regions,
which comprise the majority of its proved reserves, production and
long-term growth prospects.
DOLLAR THRIFTY: Avis Seeks Antitrust Approval of Possible Deal
--------------------------------------------------------------
Avis Budget Group, Inc., has filed notification with federal
antitrust authorities under the Hart-Scott-Rodino Antitrust
Improvement Act of 1976, as amended, relating to the Company's
potential acquisition of Dollar Thrifty Automotive Group, Inc.
"We continue to believe that the acquisition of Dollar Thrifty by
Avis Budget Group would be in the best interests of both
companies' shareholders and that the antitrust analysis and
clearance timetable for an Avis Budget/Dollar Thrifty transaction
are comparable to those associated with a Hertz/Dollar Thrifty
transaction," said Avis Budget Group Chairman and Chief Executive
Officer Ronald L. Nelson. "An Avis Budget/Dollar Thrifty
transaction would yield significant synergies and efficiencies,
and enhance Dollar Thrifty's ability to compete against
Enterprise, the industry's largest player, Hertz, the industry's
highest-share brand, and others in the intensely competitive car
rental market. We are pleased to have taken this affirmative step
toward a Dollar Thrifty transaction."
Citigroup and Morgan Stanley are acting as financial advisors to
Avis Budget Group, and Kirkland & Ellis LLP and Arnold & Porter
LLP are acting as legal counsel.
As reported by the Troubled Company Reporter on April 27, 2010,
Hertz and Dollar Thrifty signed a definitive agreement providing
for Hertz to acquire Dollar Thrifty for a purchase price of $41.00
per share, in a mix of cash and Hertz common stock. The deal is
valued at $1.27 billion.
The $41.00 per share purchase price is comprised of 80% cash
consideration and 20% stock consideration. The stock is at a
fixed exchange ratio of 0.6366 per share, based upon a Hertz
common stock closing price of $12.88 per share on April 23, 2010.
The $41.00 per share purchase price represents approximately a 19%
premium to the 30-day average closing price of Dollar Thrifty's
common stock. At the closing, Hertz will issue an aggregate of
18 million shares of its common stock (excluding shares issuable
upon the exercise of options that are being converted to Hertz
options) and pay an aggregate of $750 million in cash (excluding
the special $200 million Dollar Thrifty dividend). Hertz will
also assume or refinance Dollar Thrifty's existing fleet debt,
outstanding at closing. Upon the close of the transaction, Dollar
Thrifty stockholders will own 5.5% of the combined company on a
diluted basis. Dollar Thrifty will become a wholly owned
subsidiary of Hertz and Dollar Thrifty common stock will cease
trading on the NYSE.
Barclays Capital acted as lead financial advisor to Hertz and Bank
of America Merrill Lynch also provided advice. Hertz also worked
with the law firms Debevoise & Plimpton LLP and Jones Day. Dollar
Thrifty was advised by J.P. Morgan and Goldman, Sachs & Co. and
the law firm of Cleary Gottlieb Steen & Hamilton LLP.
Rival Avis Budget Group, Inc., on May 3 indicated to Dollar
Thrifty's Board of Directors it would like to make a substantially
higher offer to acquire Dollar Thrifty. Avis Budget has hired
Citigroup as financial advisor and Kirkland & Ellis LLP as legal
counsel to advise on a possible deal with Dollar Thrifty.
About Avis Budget Group
Avis Budget Group -- http://www.avisbudgetgroup.com/-- provides
vehicle rental services, with operations in more than 70
countries. Through its Avis and Budget brands, the Company is a
leading vehicle rental company in each of North America,
Australia, New Zealand and certain other regions based on
published airport statistics. Avis Budget Group is headquartered
in Parsippany, N.J. and has more than 22,000 employees.
At December 31, 2009, the Company had $10.093 billion in total
assets against total current liabilities of 1.284 billion, total
liabilities exclusive of liabilities under vehicle programs of
$4.033 billion, and liabilities under vehicle programs of
$5.828 billion, resulting in stockholders' equity of $222 million.
* * *
Avis Budget Car Rental LLC continues to carry Moody's Investors
Service's B2 corporate family rating. Avis Budget Group Inc.
carries Standard & Poor's Ratings Services' B+ corporate credit
rating.
About Hertz Corp.
Hertz Corporation, headquartered in Park Ridge, New Jersey, is an
automobile and equipment rental company.
Hertz carries Moody's B1 Corporate Family Rating and Probability
of Default Rating.
About Dollar Thrifty
Dollar Thrifty Automotive Group, Inc., is headquartered in Tulsa,
Oklahoma. Driven by the mission "Value Every Time," the Company's
brands, Dollar Rent A Car and Thrifty Car Rental, serve value-
conscious travelers in over 70 countries. Dollar and Thrifty have
over 600 corporate and franchised locations in the United States
and Canada, operating in virtually all of the top U.S. and
Canadian airport markets. The Company's approximately 6,400
employees are located mainly in North America, but global service
capabilities exist through an expanding international franchise
network.
In November 2009, Standard & Poor's Ratings Services raised its
corporate credit rating of Dollar Thrifty to 'B-' from 'CCC', in
light of the Company's improved operating and financial
performance that began in mid-2009. Moody's Investors Service
also upgraded Dollar Thrifty's Probability of Default Rating to
'B3' from 'Caa2' and Corporate Family Rating to 'B3'.
DOWNEY FINANCIAL: D&O Insurance Proceeds Not Estate Property
------------------------------------------------------------
WestLaw reports that the proceeds of a Chapter 7 debtor's
directors and officers liability insurance policy were not
property of the bankruptcy estate. The entity coverage provided
to the debtor under the policy, which covered losses arising from
securities claims made against the debtor, was not protecting the
bankruptcy estate's other assets from diminution, as would make
the policy proceeds property of estate, where there were no longer
any covered securities claims pending against the debtor. The
policy's indemnification coverage was likewise not protecting the
estate's other assets from diminution. The debtor, in
indemnifying its former officers and directors prepetition, had
not exhausted the policy's $1,000,000 retention, such that no
indemnification for which the debtor was entitled to coverage
under the policy had occurred. Furthermore, the trustee had not
continued to indemnify the former officers and directors, making
it extremely unlikely that the debtor, which had to pay an
additional $412,000 in indemnification costs to exhaust the
retention, would have a claim for indemnification coverage,
particularly since the former officers and directors had not
sought indemnification postpetition and did not file a proof of
claim by the bar date. In re Downey Financial Corp., --- B.R.
----, 2010 WL 1838565 (Bankr. D. Del.) (Sontchi, J.).
Downey Financial Corp. filed a chapter 7 petition (Bankr. D. Del.
08-13041) on Nov. 25, 2008, after the Office of Thrift Supervision
closed Downey Savings & Loan Association, F.A., on Nov. 21, 2008,
and appointed the FDIC as receiver. Montague S. Claybrook serves
as the Chapter 7 Trustee, and is represented by William H.
Stassen, Esq., at Fox Rothschild LLP.
DREIER LLP: Ex-Wife Objects to Chapter 7 Trustee's Fees
-------------------------------------------------------
Jacqueline Palank at Dow Jones' Daily Bankruptcy Review reports
that Elisa Dreier, Marc Dreier's ex-wife, is urging the Bankruptcy
Court to deny a fee request from Chapter 7 Trustee Salvatore
LaMonica. The report says Ms. Dreier argues that his few assets
should first be directed to her $7.1 million domestic support
claim.
Dow Jones notes Mr. LaMonica has asked the Manhattan Bankruptcy
Court to approve an interim payment of more than $273,000 in fees
and about $3,700 in expenses for the 500 hours he devoted to Marc
Dreier's bankruptcy case between March 1, 2009, and April 20,
2010. Dow Jones relates a federal bankruptcy monitor supports the
request, and says the requested payment represents less than half
of what Mr. LaMonica is actually owed.
Dow Jones says Ms. Dreier argues less than half is still too much,
especially when her ex-husband's estate doesn't have enough cash
to cover her high-priority support claim, let alone the trustee's
fees. She added that time is of the essence.
"When the debtor is scheduled to be released from prison on
October 26, 2026, he will be seventy-six years old, and his
children will be in their late-thirties," Elisa Dreier's lawyers
wrote in court papers, according to Dow Jones. "Consequently,
collecting on Ms. Dreier's claim against this bankruptcy estate is
likely her only chance of recovering on the debtor's obligations
to care for her and her children."
Dow Jones notes the Dreiers married in 1987, separated in 2003 and
finalized their divorce in 2008.
About Dreier LLP
Marc Dreier founded New York-based law firm Dreier LLP --
http://www.dreierllp.com/-- in 1996.
On December 8, 2008, the U.S. Securities and Exchange Commission
filed a suit, alleging that Mr. Dreier made fraudulent offers and
sales of securities in several cities, selling fake promissory
notes to hedge and other private investment funds. The SEC
asserted that Mr. Dreier also distributed phony financial
statements and audit opinions, and recruited accomplices in
connection with that scheme. Mr. Dreier has been charged by the
U.S. government for conspiracy, securities fraud and wire fraud
before the U.S. District Court for the Southern District of New
York (Manhattan) (Case No. 09-cr-00085-JSR).
Dreier LLP sought chapter 11 protection (Bankr. S.D.N.Y. Case No.
08-15051) on Dec. 16, 2008. Stephen J. Shimshak, Esq., at Paul,
Weiss, Rifkind, Wharton & Garrison LLP, has been retained as
counsel. The Debtor listed assets between $100 million and
$500 million, and debts between $10 million and $50 million in
its filing.
Wachovia Bank National Association, Sheila M. Gowan as trustee for
Dreier LLP's Chapter 11 Estate, and Steven J. Reisman as post-
confirmation representative of the bankruptcy estate of
360networks (USA) Inc. signed a petition that put Mr. Dreier into
bankruptcy under Chapter 7 on January 26, 2009 (Bankr. S.D.N.Y.
Case No. 09-10371).
ESCADA AG: EUSA Hiring of PwC Gets Court Approval
-------------------------------------------------
Escada (USA), Inc., won approval from the Bankruptcy Court of its
hiring of PricewaterhouseCoopers LLP, as its independent auditor,
nunc pro tunc to October 9, 2009.
The Official Committee of Unsecured Creditors objected, contending
that contends that the audit services to be performed by
PricewaterhouseCoopers LLP, as the Debtor's proposed independent
auditor, nunc pro tunc to October 9, 2009, are "completely
unnecessary for the Debtor, as a non-operating company, provide no
cognizable benefit to the estate, and would only serve to saddle
the estate with a significant administrative expense" under
Section 327 of the Bankruptcy Code.
Pursuant to the terms and conditions of the parties' Engagement
Letter, the Debtor has retained PwC to:
(1) audit the financial statements of the Company at
October 31, 2009, and for the year then ending; and
(2) audit the International Accounting Standards Consolidation
Questionnaire of Escada AG at October 31, 2009, and for
the year then ending.
The Debtor and PwC have agreed that the Audit Services will be
provided based on a "fixed fee" structure, whereby the Debtor
will pay PwC an estimated fee of $235,000. In the event
additional fees are required as a result of the Debtor's failure
to meet any of the requests contained in the agreement or the
Debtor seeking non-routine services from PwC, PwC will inform the
Debtor and provide estimates to the Debtor's management.
The Debtor intends to pay for PwC's services based on these
hourly rates:
Professional Hourly Rate
------------ -----------
Partner $674 - $781
Sr. Manager $410 - $476
Manager $327 - $605
Senior Associate $201 - $294
Associate $107 - $157
The Debtor also intends to reimburse PwC for the firm's
reasonable and necessary out-of-pocket expenses.
About Escada AG
The ESCADA Group -- http://www.escada.com/-- is an international
fashion group for women's apparel and accessories, which is active
on the international luxury goods market. It has pursued a course
of steady expansion since its founding in 1976 by Margaretha and
Wolfgang Ley and today has 182 own shops and 225 franchise
shops/corners in more than 60 countries.
As of August 10, 2009, the Escada Group operated 176 owned stores
and so-called shop in shops, of which 26 owned stores are located
in the United States and operated by Escada (USA) Inc. and 2
stores are planned to be opened in the United States before year
end. Escada Group products are also sold in 163 stores worldwide
which are operated by franchisees. Escada Group had total assets
of EUR322.2 million against total liabilities of EUR338.9 million
as of April 30, 2009.
Wholly owned subsidiary Escada (USA) Inc. filed for Chapter 11 on
August 14, 2009 (Bankr. S.D.N.Y. Case No. 09-15008). Judge Stuart
M. Bernstein handles the case. O'Melveny & Myers LLP has been
tapped as bankruptcy counsel. Kurtzman Carson Consultants serves
as claims and notice agent. Escada US listed US$50 million to
US$100 million in assets and US$100 million to US$500 million in
debts in its petition.
Bankruptcy Creditors' Service, Inc., publishes Escada USA
Bankruptcy News. The newsletter tracks the Chapter 11 proceedings
of Escada USA, and the insolvency proceedings of ESCADA AG and its
units. (http://bankrupt.com/newsstand/or 215/945-7000)
ESCADA AG: EUSA Liquidating Plan Confirmation Hearing on June 8
---------------------------------------------------------------
Judge Stuart M. Bernstein of the U.S. Bankruptcy Court for the
Southern District of New York approved the Disclosure Statement
accompanying the Joint Chapter 11 Plan of Liquidation delivered
by Escada (USA), Inc., now known as EUSA Liquidation Inc., on
April 29, 2010, as containing "adequate information" within the
meaning of Section 1125 of the Bankruptcy Code.
Before Judge Bernstein entered his recent ruling, the Debtor
filed with the Court on April 28, 2010, an Amended Joint Chapter
11 Plan of Liquidation and Disclosure Statement. The Amended
Plan reflects estimated amounts and recovery of the designated
classes of claims and interests:
Estimated Estimated
Class Description Amount Recovery
------------------ --------- ---------
Administrative Expense Claims $1,951,835 100%
Priority Tax Claims 2,926,000 100%
Class 1 Priority Non-Tax Claims 179,000 100%
Class 2 Miscellaneous Secured Claims 0 N/A
Class 3 Allowed Unsecured Claims 370,774,401 3%-8%
Class 4 Interests N/A 0%
Under the terms of the Plan, Allowed Administrative Expense
Claims, Allowed Priority Tax Claims and Allowed Priority Non-Tax
Claims will be potentially paid in cash. The Debtor presently
estimates that the total amount of payments for the Unclassified
Claims will be less than $5,500,000, and that it has sufficient
funds to cover those as and when they become due, with the
balance of the funds to be used to pay Allowed Unsecured Claims.
With respect to principal indebtedness, the Disclosure Statement
reveals that as of the Petition Date, the Debtor had certain
unpaid obligations with respect to the Parent or the Parent's
subsidiaries, aggregating approximately $37 million.
The Debtor reserve its rights, and the rights of any successor-
in-interest or transferee of those rights, with respect to
Intercompany Claims, the Senior Note Guarantee, and the Senior
Credit Facility and any claims, causes of action or defenses.
The Disclosure Statement reflects that fees payable to the U.S.
Trustee have been paid by the Debtor as they have accrued during
the pendency of the Chapter 11 case. All fees payable pursuant
to Section 1930 of Title 28 of the United States Code due and
payable through the effective date of the Plan, and any interest
accruing, will be paid by the Debtor on or before the Plan
Effective Date. Amounts due thereafter will be paid by the
Liquidating Trustee, as defined in the Plan, in the ordinary
until the entry of a final decree closing the Debtor's Chapter 11
case. Any deadline for filing of proofs of claim in the Chapter
11 Case, or for any interest accruing, will not apply to fees
payable by the Debtor pursuant to Section 1930.
Certain disclosures pertains to the Liquidating Trust to be
created under the Plan. The Liquidating Trust Agreement will be
deemed to have been executed as of the Plan Effective Date. As
soon as practicable thereafter, the Debtor will provide to the
Liquidating Trustee its books and records to enable the Trustee
to perform tasks under the Trust Agreement and the Plan. The
Debtor will also transfer to the Liquidating Trustee all rights
and remedies relating to Estate Actions, as defined under the
Plan. Moreover, before the Effective Date and in connection with
its management of the Trust Assets, the Liquidating Trustee will
obtain a fiduciary bond or surety.
The Amended Plan clarifies that nothing in the Confirmation Order
or the Plan will (i) effect a release of any claim by the United
States government; (ii) enjoin the United States or any state or
local authority from bringing any claim, lawsuit, action or other
proceedings against "Released Parties" for any liability; or
(iii) exculpate any party from any liability to the United States
Government or any of its agencies.
Blacklined copies of the Amended Disclosure Statement and Plan
are available for free at:
http://bankrupt.com/misc/Escada_BlacklinedAmendedDS.pdf
http://bankrupt.com/misc/Escada_BlacklinedAmendedPlan.pdf
Judge Bernstein will convene a hearing on June 8, 2010, at
10:00 a.m., Eastern Time, to consider confirmation of the Debtor's
Plan.
Objections to the confirmation of the Plan, if any, must be filed
no later than 5:00 p.m., Eastern Time, on June 1, 2010.
Judge Bernstein also approved the proposed solicitation and
tabulation procedures to govern the process of gathering votes on
the Chapter 11 Plan of Escada (USA), Inc., now known as EUSA
Liquidation Inc.
The Court also approved the form of the Ballots, the composition
of the Solicitation Packages, the form of notice of hearing on
the confirmation of the Debtor's Plan of Liquidation and the form
of the Notice of Non-Voting Status.
April 29, 2010 is established as the Record Date for determining
of creditors that can vote on the Plan.
Creditors entitled to vote have until June 1, 2010, to have their
properly accomplished ballot received by the Debtor's balloting
agent.
The Debtor is directed to file an affidavit on the tabulation of
votes on the Plan no later than June 2, 2010.
Under the Plan Solicitation Procedures Order, Judge Bernstein
clarified that:
(1) Notwithstanding anything to the contrary in the Tabulation
Rules or elsewhere, any proof of claim that has not been
objected to, and any claim that is scheduled as
undisputed, liquidated and non-contingent -- as to which
no proof of claim is filed -- are deemed allowed in the
amount listed in the proof of claim or schedules.
(2) The "bold faced" language in the Notice of Non-Voting
Status should be stricken and substituted with this
provision: "Under the terms of the Plan, you are not
entitled to vote."
(3) Any references to a "conclusive" presumption of rejection
under Section 1126(g) of the Bankruptcy Code should be
deleted, because unlike Section 1126(f) of the Bankruptcy
Code, this does not create a conclusive presumption.
Judge Bernstein directed the Debtor to file all exhibits to the
Plan with the Court and make them available upon request.
About Escada AG
The ESCADA Group -- http://www.escada.com/-- is an international
fashion group for women's apparel and accessories, which is active
on the international luxury goods market. It has pursued a course
of steady expansion since its founding in 1976 by Margaretha and
Wolfgang Ley and today has 182 own shops and 225 franchise
shops/corners in more than 60 countries.
As of August 10, 2009, the Escada Group operated 176 owned stores
and so-called shop in shops, of which 26 owned stores are located
in the United States and operated by Escada (USA) Inc. and 2
stores are planned to be opened in the United States before year
end. Escada Group products are also sold in 163 stores worldwide
which are operated by franchisees. Escada Group had total assets
of EUR322.2 million against total liabilities of EUR338.9 million
as of April 30, 2009.
Wholly owned subsidiary Escada (USA) Inc. filed for Chapter 11 on
August 14, 2009 (Bankr. S.D.N.Y. Case No. 09-15008). Judge Stuart
M. Bernstein handles the case. O'Melveny & Myers LLP has been
tapped as bankruptcy counsel. Kurtzman Carson Consultants serves
as claims and notice agent. Escada US listed US$50 million to
US$100 million in assets and US$100 million to US$500 million in
debts in its petition.
Bankruptcy Creditors' Service, Inc., publishes Escada USA
Bankruptcy News. The newsletter tracks the Chapter 11 proceedings
of Escada USA, and the insolvency proceedings of ESCADA AG and its
units. (http://bankrupt.com/newsstand/or 215/945-7000)
FERRO CORP: Moody's Affirms B1 CFR & Changes Outlook to Positive
----------------------------------------------------------------
Moody's Investors Service affirmed the long term debt ratings
(Corporate Family Rating of B1 (CFR)) of Ferro Corporation and
changed the outlook to positive from stable. This action reflects
the improved operating performance in the 4th quarter of 2009 and
1st quarter of 2010 along with the prospect of continued improved
results. Key drivers for the positive outlook include the improved
operating performance; the receipt of approximately $216 million
of net proceeds from a common equity issuance in the latter part
of 2009 (net realized after fees); and the subsequent debt
reduction and changes to the company's revolver and term loan
agreements.
"We expect Ferro's performance in the next four quarters to
continue to improve over 2009 supporting the positive outlook and
fostering improved credit metrics and liquidity," said Bill Reed,
Moody's Vice President.
Ferro's B1 CFR incorporates the expectation that leverage will
remain close to 3.0x over the next twelve months and that cash
flow metrics will remain weaker than its leverage metric would
imply due to on-going restructuring actions to improve
profitability. It also reflects an improved recovery in demand in
its major end markets - electronics, coatings, ceramics and
construction.
Moody's positive outlook anticipates an improved recovery in
financial performance in 2010 aided by higher demand in Asia and a
meaningful reduction in interest expense. However, if Ferro's
banks continue to release material levels of the cash collateral
for its metal leases or leverage remains well below 4.0x in 2010
and free cash flow as a percentage of debt remains above 5% on a
sustainable basis, Moody's could assess the appropriateness of a
higher rating. Additionally, there is positive pressure on the
ratings at this time due to the substantial improvement in
liquidity.
Ratings Affirmed:
Corporate Family Rating, B1
$172.5 million Senior Unsecured Convertible 6.5% Notes due 2013,
B2 LGD4, 66%
The last rating action on Ferro was on November 6, 2009 when
Moody's changed Ferro's outlook to stable and raised Ferro's SGL.
Ferro Corporation, (Ferro) headquartered in Cleveland, Ohio, is a
global producer of an array of specialty materials and chemicals
including coatings, enamels, pigments, plastic compounds, and
specialty chemicals for use in industries ranging from
construction, and telecommunications. Revenues were $1.8 billion
for the LTM ended March 31, 2010.
FLORIDA GAMING: Posts $1.3 Million Net Loss for Q1 2010
-------------------------------------------------------
Florida Gaming Corporation filed its quarterly report on Form 10-
Q, showing a net loss of $1.3 million on $1.5 million of revenue
for the three months ended March 31, 2010, compared with a net
loss of $1.1 million on $2.0 million of revenue for the same
period of 2009.
The Company's balance sheet as of March 31, 2010, showed
$16.0 million in assets and $17.3 million of liabilities, for a
stockholders' deficit of $1.3 million.
King + Company, PSC, in Louisville, Kentucky, expressed
substantial doubt about the Company's ability to continue as a
going concern after auditing the Company's financial statements
for the year ended December 31, 2009. The independent auditors
noted that the Company has suffered recurring losses from
operations and cash flow deficiencies.
A full-text copy of the quarterly report is available for free at:
http://researcharchives.com/t/s?6266
Florida Gaming Corporation currently owns and operates two jai-
alai and inter-track pari-mutuel wagering facilities located in
Miami and Ft. Pierce. Its fronton operations include, among other
things, live jai-alai games, poker, dominoes, inter-track pari-
mutuel wagering on jai-alai, thoroughbred racing, harness racing,
and dog racing, and the sale of food and alcoholic beverages. The
Company is based in Miami, Florida.
FORD MOTOR: Said to Lead Resale-Value Gains
-------------------------------------------
Ford Motor Co. car resale values rose an average of $2,420, the
most of any automaker and almost four times the industrywide
increase, Bloomberg News reported, citing research firm Automotive
Lease Guide said.
Automotive Lease Guide, according to Bloomberg, said that Ford
also had the biggest gain in the research firm's scores for
"perceived quality," a measure of such values and consumer views
of reliability. Ford's resale gain for 2010's first half compares
with an industry average of $616 from a year earlier, Matt
Traylen, the firm's chief economist, said on a conference call.
"The perception is starting to catch up with reality," Jim Farley,
Ford's global marketing chief, told reporters on the call.
"Resale value is the ultimate proof point."
Fiesta Ad Debuts
Bloomberg News said in a separate report that Ford is seeking to
build credibility as a maker of small cars with a new advertising
campaign for its Fiesta subcompact. Ford will introduce a
redesigned version of its Focus compact early next year. The
Fiesta and Focus were developed by Ford's European operations.
"This is an opportunity to change the perception of the Ford
brand," Matt VanDyke, Ford's U.S. marketing director, said during
a press conference in Dearborn, Michigan, according to Bloomberg.
"We don't have natural showroom traffic on small cars."
Ford is the top seller in pick-up trucks.
About Ford Motor
Headquartered in Dearborn, Michigan, Ford Motor Co. (NYSE: F) --
http://www.ford.com/-- manufactures or distributes automobiles
across six continents. With about 200,000 employees and about 90
plants worldwide, the company's automotive brands include Ford,
Lincoln, Mercury and Volvo. The Company provides financial
services through Ford Motor Credit Company.
At December 31, 2009, the Company had US$194.850 billion in total
assets against US$201.365 billion in total liabilities. Total
deficit attributable to Ford Motor at December 31, 2009, was
US$7.820 billion.
On March 4, 2009, Ford deferred future interest payments on its
6.50% Junior Subordinated Convertible Debentures due January 15,
2032, beginning with the April 15, 2009 quarterly interest
payment.
In March 2010, Moody's Investors Service raised Ford's Corporate
Family Rating (CFR) and Probability of Default Rating (PDR) to B2
from B3, secured credit facility to Ba2 from Ba3, senior unsecured
debt to B3 from Caa1, trust preferred to Caa1 from Caa2, and
Speculative Grade Liquidity rating to SGL-2 from SGL-3. Also
raised is Ford Credit's senior debt rating to B1 from B2.
On Nov. 3, 2009, S&P raised the corporate credit ratings on Ford
Motor Co. and Ford Motor Credit Co. LLC to 'B-' from 'CCC+'. Ford
Motor Co. carries a long-term issuer default rating of 'CCC', with
a positive outlook, from Fitch Ratings.
GEMS TV: Applies for Approval of Bonuses for Top 2 Officers
-----------------------------------------------------------
Bill Rochelle at Bloomberg News reports that Gems TV (USA) Ltd. is
seeking approval of a bonus program that would allow the top two
officers to split $50,000 if a Chapter 11 plan is confirmed by
Aug. 15. If confirmation does not occur before Oct. 15, there
would be no bonus, except under a separate program awarding the
two executives 2% of asset sale proceeds exceeding $14.5 million.
If the sale brings $19.5 million, the bonus pool would be
$130,000.
About Gets TV (USA)
Reno, Nevada-based Gems TV (USA) Limited, aka Gems TV, is a
television retailer of gemstone jewelry products. Its parent is
Gems TV Holdings Ltd., which owns and operates jewelry home
shopping TV channels in the U.S., U.K. and Japan.
The Company filed for Chapter 11 bankruptcy protection on April 5,
2010 (Bankr. D. Del. Case No. 10-11158). Robert S. Brady, Esq.,
and Robert F. Poppiti, Jr., Esq., at Young, Conaway, Stargatt &
Taylor, assist the Company in its restructuring effort. Focus
Management Group is the Company's financial advisor. Epiq
Bankruptcy Solutions serves as claims and notice agent. The
Company listed $10,000,000 to $50,000,000 in assets and
$100,000,000 to $500,000,000 in liabilities.
GENERAL MOTORS: White House Earmarks $800MM for Closed Plants
-------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that the White House on
Tuesday said it will invest more than $800 million to help create
jobs and shoulder cleanup costs in communities with auto plants
shuttered as a result of General Motors Co.'s bankruptcy.
About General Motors
General Motors Company -- http://www.gm.com/-- is one of the
world's largest automakers, tracing its roots back to 1908. With
its global headquarters in Detroit, GM employs 209,000 people in
every major region of the world and does business in some 140
countries. GM and its strategic partners produce cars and trucks
in 34 countries, and sell and service these vehicles through these
brands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden, Opel,
Vauxhall and Wuling. GM's largest national market is the United
States, followed by China, Brazil, the United Kingdom, Canada,
Russia and Germany. GM's OnStar subsidiary is the industry leader
in vehicle safety, security and information services.
GM acquired its operations from General Motors Company, n/k/a
Motors Liquidation Company, on July 10, 2009, pursuant to a sale
under Section 363 of the Bankruptcy Code. Motors Liquidation or
Old GM is the subject of a pending Chapter 11 reorganization case
before the U.S. Bankruptcy Court for the Southern District of New
York.
At December 31, 2009, GM had total assets of US$136.295 billion
against total liabilities of US$107.340 billion. At December 31,
2009, total equity was US$21.249 million.
About Motors Liquidation
General Motors Corporation and three of its affiliates filed for
Chapter 11 protection on June 1, 2009 (Bankr. S.D.N.Y. Lead Case
No. 09-50026). General Motors changed its name to Motors
Liquidation Co. following the sale of its key assets to a company
60.8% owned by the U.S. Government.
The Honorable Robert E. Gerber presides over the Chapter 11 cases.
Harvey R. Miller, Esq., Stephen Karotkin, Esq., and Joseph H.
Smolinsky, Esq., at Weil, Gotshal & Manges LLP, assist the Debtors
in their restructuring efforts. Al Koch at AP Services, LLC, an
affiliate of AlixPartners, LLP, serves as the Chief Executive
Officer for Motors Liquidation Company. GM is also represented by
Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as
counsel. Cravath, Swaine, & Moore LLP is providing legal advice
to the GM Board of Directors. GM's financial advisors are Morgan
Stanley, Evercore Partners and the Blackstone Group LLP.
Bankruptcy Creditors' Service, Inc., publishes General Motors
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by General Motors Corp. and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
GENERAL MOTORS: GMAC Deal to Impair Chrysler, Marchionne Says
-------------------------------------------------------------
The Associated Press reports that Chrysler CEO Sergio Marchionne
-- following a meeting with Michigan lawmakers -- told reporters
Thursday his Company was wary of being put at a competitive
disadvantage with General Motors when it comes to offering lease
and loan deals to consumers. The Troubled Company Reporter,
citing The Wall Street Journal's Sharon Terlep, on May 14, 2010,
reported that two people familiar with the situation said GM is
weighing an attempt to buy back its old auto-lending arm or start
a new finance company in a bid to become more competitive and
bolster GM's appeal ahead of an initial public stock offering.
GMAC, now called Ally Financial, is the preferred lender for both
GM and Chrysler after the Obama administration wound down
Chrysler's lending arm, Chrysler Financial.
The AP relates Mr. Marchionne said, "If they control the lending
practices and the degree of penetration and support that they gave
to Chrysler, that would make us very, very concerned and we would
have to look for alternative ways of financing our portfolio."
"What cannot happen, I hope, because of what we have done here and
the fact that we have really handed over the majority of our book
over to GMAC, is that we can't have that yanked," he said,
according to the AP. "It's too painful of a transition. The
dealers have already gone from Chrysler Financial over to GMAC."
GM sold majority control of its lending arm, GMAC LLC, in 2006.
The AP recalls the new owners, led by private equity firm Cerberus
Capital Management LP, ran into problems in 2008 with bad mortgage
loans and were bailed out by the federal government, which now
owns 56% of the company.
About Chrysler LLC
Chrysler LLC and 24 affiliates on April 30 sought Chapter 11
protection from creditors (Bankr. S.D.N.Y (Mega-case), Lead Case
No. 09-50002). Chrysler hired Jones Day, as lead counsel; Togut
Segal & Segal LLP, as conflicts counsel; Capstone Advisory Group
LLC, and Greenhill & Co. LLC, for financial advisory services; and
Epiq Bankruptcy Solutions LLC, as its claims agent. Chrysler has
changed its corporate name to Old CarCo following its sale to a
Fiat-owned company. As of December 31, 2008, Chrysler had
$39,336,000,000 in assets and $55,233,000,000 in debts. Chrysler
had $1.9 billion in cash at that time.
In connection with the bankruptcy filing, Chrysler reached an
agreement with Fiat SpA, the U.S. and Canadian governments and
other key constituents regarding a transaction under Section 363
of the Bankruptcy Code that would effect an alliance between
Chrysler and Italian automobile manufacturer Fiat. Under the
terms approved by the Bankruptcy Court, the company formerly known
as Chrysler LLC on June 10, 2009, formally sold substantially all
of its assets, without certain debts and liabilities, to a new
company that will operate as Chrysler Group LLC. Fiat has a 20
percent equity interest in Chrysler Group.
Bankruptcy Creditors' Service, Inc., publishes Chrysler Bankruptcy
News. The newsletter tracks the Chapter 11 proceedings of
Chrysler LLC and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
About General Motors
General Motors Company -- http://www.gm.com/-- is one of the
world's largest automakers, tracing its roots back to 1908. With
its global headquarters in Detroit, GM employs 209,000 people in
every major region of the world and does business in some 140
countries. GM and its strategic partners produce cars and trucks
in 34 countries, and sell and service these vehicles through these
brands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden, Opel,
Vauxhall and Wuling. GM's largest national market is the United
States, followed by China, Brazil, the United Kingdom, Canada,
Russia and Germany. GM's OnStar subsidiary is the industry leader
in vehicle safety, security and information services.
GM acquired its operations from General Motors Company, n/k/a
Motors Liquidation Company, on July 10, 2009, pursuant to a sale
under Section 363 of the Bankruptcy Code. Motors Liquidation or
Old GM is the subject of a pending Chapter 11 reorganization case
before the U.S. Bankruptcy Court for the Southern District of New
York.
At December 31, 2009, GM had total assets of US$136.295 billion
against total liabilities of US$107.340 billion. At December 31,
2009, total equity was US$21.249 million.
About Motors Liquidation
General Motors Corporation and three of its affiliates filed for
Chapter 11 protection on June 1, 2009 (Bankr. S.D.N.Y. Lead Case
No. 09-50026). General Motors changed its name to Motors
Liquidation Co. following the sale of its key assets to a company
60.8% owned by the U.S. Government.
The Honorable Robert E. Gerber presides over the Chapter 11 cases.
Harvey R. Miller, Esq., Stephen Karotkin, Esq., and Joseph H.
Smolinsky, Esq., at Weil, Gotshal & Manges LLP, assist the Debtors
in their restructuring efforts. Al Koch at AP Services, LLC, an
affiliate of AlixPartners, LLP, serves as the Chief Executive
Officer for Motors Liquidation Company. GM is also represented by
Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as
counsel. Cravath, Swaine, & Moore LLP is providing legal advice
to the GM Board of Directors. GM's financial advisors are Morgan
Stanley, Evercore Partners and the Blackstone Group LLP.
Bankruptcy Creditors' Service, Inc., publishes General Motors
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by General Motors Corp. and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
GIGOPTIX INC: Posts $2.2 Million Net Loss in Q1 Ended April 4
-------------------------------------------------------------
GigOptix, Inc., filed its quarterly report on Form 10-Q, showing a
net loss of $2.2 million on $5.3 million of revenue for the three
months ended April 4, 2010, compared with a net loss of
$1.0 million on $4.1 million of revenue for the three months ended
April 5, 2009.
Dr. Avi Katz, Chairman of the Board and Chief Executive Officer of
GigOptix stated, "We are very pleased to have reported record
revenues of $5.3 million, in line with the high end of our
guidance, driven by a significant increase in product sales which
grew approximately 107% over comparable first quarter 2009 and 38%
sequentially over fourth quarter 2009. During the quarter we saw
increased demand across all our high speed optical market products
including drivers, amplifiers, thin film polymer on silicon (TFPS)
modulators, and analog mixed signal ASICs. As our current product
portfolio gains traction in the industry, we continue to focus on
breakthroughs with our technology pipeline. The first major event
was through our alliance with Sanmina-SCI (NASDAQ: SANM) to
manufacture our proprietary TFPS modulators. We have also
successfully managed our expenses following our acquisition of
ChipX, which resulted in a significant improvement in Adjusted
EBITDA to $(359,000) for the quarter, compared to adjusted EBITDA
of ($878,000) for Q1 2009, and Adjusted EBITDA of ($2.5) million
for Q42009."
The Company's balance sheet as of April 4, 2010, showed
$24.3 million in assets, $12.2 million of liabilities, and
$12.1 million of stockholders' equity.
A full-text copy of the press release is available for free at:
http://researcharchives.com/t/s?6268
A full-text copy of the quarterly report is available for free at:
http://researcharchives.com/t/s?6269
Based in Palo Alto, Calif., GigOptix, Inc. (OTC BB: GGOX)--
http://www.GigOptix.com/-- is a fabless manufacturer of high
performance electronic and electro-optic semiconductor products
that enable high speed telecommunications and data-communications
networks. The Company offers a broad portfolio of high speed
electronic devices including electro-optic thin film polymer on
silicon (TFPS) modulators, modulator drivers, laser drivers and
TIAs for telecom, datacom, Infiniband and consumer optical
systems, covering serial and parallel communication technologies
from 1G to 100G. GigOptix now also offers the widest range of
mixed-signal and RF ASIC solutions in the market including
Standard Cell, Hybrid and Structured ASICs targeting the
Communications, Consumer, Industrial, Defense & Avionics
industries.
GOLDBERG-BAYMEADOWS: Can Access Wells Fargo's Cash Collateral
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida
authorized Goldberg-Baymeadows, LLC, et al., to use the rental
income from Baymeadows Business Center, 8226 Phillips Highway,
Jacksonville, Florida.
Wells Fargo Bank, N.A., as trustee for the registered holders of
TIAA Seasoned Commercial Mortgage Trust 2007-C4, Commercial
Mortgage Pass-Through Certificates, Series 2007-C4, by Centerline
Servicing, Inc., in its capacity as special servicer, holds a lien
in the real property.
The Debtors would use the cash collateral for payment of the
ordinary operating expenses associated with maintenance of the
real property, improvements to the spaces leased by existing
tenants, and improvements to the real property to entice new
tenants to lease.
The Debtors would make adequate protection payment to the lender
in the amount of $36,708, on or before June 9, 2010.
Rancho Mirage, California-based Goldberg-Baymeadows, LLC, filed
for Chapter 11 bankruptcy protection on March 2, 2010 (Bankr. M.D.
Fla. Case No. 10-01637). Jason B. Burnett, Esq., at GrayRobinson,
P.A., assists the Company in its restructuring effort. The
Company listed $10,000,001 to $50,000,000 in assets and $1,000,001
to $10,000,000 in liabilities.
GREAT ATLANTIC: Widens Net Loss to $876.5 Million in Fiscal 2010
----------------------------------------------------------------
The Great Atlantic & Pacific Tea Company, Inc., reported a net
loss of $876,498,000 for the 52 weeks ended February 27, 2010,
from a net loss of $143,335,000 for the 53 weeks ended February
28, 2009. The Company posted a net loss of $171,443,000 for the
12 weeks ended February 27, 2010, from a net loss of $112,086,000
for the 13 weeks ended February 28, 2009.
The Company reported sales of $8,813,568,000 for the 52 weeks
ended February 27, 2010, from $9,516,186,000 for the 53 weeks
ended February 28, 2009. Sales were $1,995,572,000 for the 12
weeks ended February 27, 2010, from $2,289,931,000 for the 13
weeks ended February 28, 2009.
At February 27, 2010, the Company had total assets of
$2,827,217,000 against total liabilities of $3,223,663,000 and
Series A redeemable preferred stock of $132,757,000, resulting in
stockholders' deficit of $529,203,000.
Ron Marshall, President and Chief Executive Officer, The Great
Atlantic & Pacific Tea Company, Inc., said, "The past year was
certainly a challenge, as the economy continued its sluggish pace.
The good news is that we have identified several critical issues
within our organization that will lead us back to market
prominence. We are committing our undivided attention to
clarifying our brand identity in our principal banners, completing
the integration of the Pathmark acquisition and maximizing supply
chain cost improvement opportunities."
In April 2010, Mark Kramer assumed the role of Senior Vice
President, Operations after Paul Wiseman left the Company. Prior
to taking this position, he was the Regional Vice President,
Operations for Rite Aid Corporation. Mr. Kramer has extensive
experience in operations where he has spent more than 20 years in
various management positions. He holds a B.A. from Seton Hall
University as well as certification from the Cornell Executive
Development Program.
A full-text copy of the Company's earnings release is available at
no charge at http://ResearchArchives.com/t/s?6278
A full-text copy of the Company's Form 10-K report is available at
no charge at http://ResearchArchives.com/t/s?627a
A full-text copy of the Fiscal 2009 Annual Report to Stockholders
is available at no charge at http://ResearchArchives.com/t/s?6279
About A&P
Based in Montvale, New Jersey, The Great Atlantic & Pacific Tea
Company, Inc. (A&P, NYSE Symbol: GAP), founded in 1859, is one of
the nation's first supermarket chains. The Company operates 429
stores in 8 states and the District of Columbia under the
following trade names: A&P, Waldbaum's, Pathmark, Pathmark Sav-a-
Center, Best Cellars, The Food Emporium, Super Foodmart, Super
Fresh and Food Basics.
GREAT ATLANTIC: Files Shelf Registration Statement
--------------------------------------------------
The Great Atlantic & Pacific Tea Company filed with the Securities
and Exchange Commission a Form S-3 Registration Statement to
register:
-- an indeterminate number of shares of securities to be
offered in a primary offering; and
-- 78,943,683 shares of common stock to be offered in a
secondary offering.
The Company said, from time to time, it may offer to sell senior
or subordinated debt securities, preferred stock or common stock.
The debt securities and preferred stock may be convertible into or
exercisable or exchangeable for the Company's common stock,
preferred stock, other securities or the debt or equity securities
of one or more other entities. The debt securities may be secured
or unsecured and may be guaranteed by one or more of the Company's
subsidiaries.
The Company seeks to raise $1,139,443,832 for both offerings. The
proposed maximum aggregate offering price in the primary offering
is $500,000,000. The proposed maximum aggregate offering price in
the secondary offering is $639,443,832.
A full-text copy of the shelf registration statement is available
at no charge at http://ResearchArchives.com/t/s?6276
In a press release, the Company said it has no current plans to
sell securities under the shelf, and is not aware of any planned
sales by selling security holders.
About A&P
Based in Montvale, New Jersey, The Great Atlantic & Pacific Tea
Company, Inc. (A&P, NYSE Symbol: GAP), founded in 1859, is one of
the nation's first supermarket chains. The Company operates 429
stores in 8 states and the District of Columbia under the
following trade names: A&P, Waldbaum's, Pathmark, Pathmark Sav-a-
Center, Best Cellars, The Food Emporium, Super Foodmart, Super
Fresh and Food Basics.
At February 27, 2010, the Company had total assets of
$2,827,217,000 against total liabilities of $3,223,663,000 and
Series A redeemable preferred stock of $132,757,000, resulting in
stockholders' deficit of $529,203,000.
GREAT ATLANTIC: Annual Stockholders' Meeting Set for July 15
------------------------------------------------------------
The Annual Meeting of Stockholders of The Great Atlantic & Pacific
Tea Company, Inc., will be held at The Woodcliff Lake Hilton, 200
Tice Boulevard, in Woodcliff Lake, New Jersey, on July 15, 2010,
at 9:00 A.M. (E.D.T.) for these purposes:
1. to consider and vote on a proposal to approve an amendment
to the Company's charter to increase the total number of
shares of common stock which the Company has authority to
issue from 160,000,000 to 260,000,000 shares.
2. to consider and vote on a proposal to elect 11 directors
of the Company, four of which will be elected by the
holders of Series A-T convertible preferred stock, voting
separately as a class; two of which will be elected by the
holders of Series A-Y convertible preferred stock, voting
separately as a class; and five of which will be elected
by the holders of common stock and the holders of shares
of preferred stock, voting together as a class.
3. to consider and vote upon a proposal to ratify the
appointment of PricewaterhouseCoopers LLP as the Company's
independent registered public accounting firm.
4. to transact such other business as may properly come
before the meeting and any adjournments thereof.
The Board of Directors has fixed May 20, 2010, as the record date
for this meeting.
A full-text copy of the Company's proxy statement is available at
no charge at http://ResearchArchives.com/t/s?627b
About A&P
Based in Montvale, New Jersey, The Great Atlantic & Pacific Tea
Company, Inc. (A&P, NYSE Symbol: GAP), founded in 1859, is one of
the nation's first supermarket chains. The Company operates 429
stores in 8 states and the District of Columbia under the
following trade names: A&P, Waldbaum's, Pathmark, Pathmark Sav-a-
Center, Best Cellars, The Food Emporium, Super Foodmart, Super
Fresh and Food Basics.
At February 27, 2010, the Company had total assets of
$2,827,217,000 against total liabilities of $3,223,663,000 and
Series A redeemable preferred stock of $132,757,000, resulting in
stockholders' deficit of $529,203,000.
GREAT ATLANTIC: Aletheia Research Hikes Stake to 27.8%
------------------------------------------------------
Aletheia Research & Management, Inc., disclosed that as of
April 9, 2010, it may be deemed to beneficially own 15,548,797
shares or roughly 27.8% of the common stock of Great Atlantic &
Pacific Tea Co. Inc.
As reported by the Troubled Company Reporter on March 11, 2010,
Aletheia Research & Management disclosed that as of February 25,
2010, it may be deemed to hold 14,851,489 shares or roughly 26.59%
of the common stock in the aggregate of The Great Atlantic &
Pacific Tea Company.
About A&P
Based in Montvale, New Jersey, The Great Atlantic & Pacific Tea
Company, Inc. (A&P, NYSE Symbol: GAP), founded in 1859, is one of
the nation's first supermarket chains. The Company operates 429
stores in 8 states and the District of Columbia under the
following trade names: A&P, Waldbaum's, Pathmark, Pathmark Sav-a-
Center, Best Cellars, The Food Emporium, Super Foodmart, Super
Fresh and Food Basics.
At February 27, 2010, the Company had total assets of
$2,827,217,000 against total liabilities of $3,223,663,000 and
Series A redeemable preferred stock of $132,757,000, resulting in
stockholders' deficit of $529,203,000.
GREENBRIER COS: S&P Assigns Junk Ratings on Sr. & Sub. Debts
------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on Lake
Oswego, Ore.-based The Greenbrier Cos. Inc., including the 'B-'
corporate credit rating. "At the same time, we revised the rating
outlook to stable from negative, reflecting the company's improved
liquidity profile following the completion of the company's recent
equity offering."
Standard & Poor's also assigned its preliminary 'CCC' senior
unsecured debt and subordinated debt ratings to the recently filed
$300 million shelf registration.
The ratings on Greenbrier reflect the company's fair business risk
profile stemming from the cyclicality of the freight car
manufacturing industry; the dramatic decline in demand for new
railcars as a result of slower economic growth and weaker
carloadings; and limited customer diversity. The company also has
a highly leveraged financial risk profile, marked by increased
debt balances as a result of acquisitions completed in recent
years.
The outlook is stable. "Although the company's liquidity position
has improved following the equity offering, credit measures will
likely remain stretched in the near term," said Standard & Poor's
credit analyst Robyn Shapiro. "We expect that weak demand
conditions will continue to pressure Greenbrier's operating
performance. Standard & Poor's could lower the ratings if
operating performance deteriorates to a level that causes credit
metrics to remain stretched for an extended period, or if
liquidity comes under pressure again. Conversely, we may consider
raising the ratings if there are signs of a sustained recovery,
resulting in improved credit measures," she continued.
GTC BIOTHERAPEUTICS: Reports $7.7-Mil. Net Loss for April 4 Qtr
---------------------------------------------------------------
GTC Biotherapeutics, Inc., reported its financial results for the
first fiscal quarter ended April 4, 2010. The total net loss for
the first quarter was $7.7 million, or $0.26 per share, compared
to $10.4 million, or $0.99 per share, for the first quarter of
2009.
Revenues were approximately $346,000 for the current quarter,
compared to approximately $198,000 for the first quarter of 2009.
First quarter revenues in 2010 were primarily from the ATryn(R)
program with Lundbeck as well as from GTC's program with
PharmAthene for services provided for their Protexia(R) program.
"GTC has continued to make good operational progress in its key
programs during the first quarter," stated Geoffrey Cox, Ph.D.,
Chairman, President and CEO of GTC Biotherapeutics. "Of
particular importance are the preparations for the Phase I study
for rhFVIIa which is on track for initiation in this second
quarter."
At April 4, 2010, the Company had $26.950 million in total assets
against total liabilities of $54.098 million, resulting in
stockholders' deficit of $27.148 million.
Cash at April 3, 2010 totaled $4.9 million, a $1.1 million
increase compared to $3.8 million at January 3, 2010. In February
2010, GTC obtained $7 million of new funding from LFB in the form
of a 4%, 36-month term loan with a single payment of principal and
interest at maturity. With this new funding from LFB and
anticipated receipts from existing partnering agreements, GTC
projects that its cash resources will be sufficient to support its
operations to the end of the second quarter of 2010, exclusive of
future cash proceeds from any potential new partnering agreements
or additional financing arrangements.
On March 19, 2010, GTC transferred trading in its common stock
from the NASDAQ Capital Market to the Over-the-Counter Bulletin
Board, an electronic quotation service operated by the Financial
Industry Regulatory Authority. The symbol for GTC's common stock
remains GTCB; however, in some systems investors will be required
to enter GTCB.OB to obtain a quote.
In its Form 10-Q report, the Company noted that it has operated at
a net loss since inception in 1993, and it used $5.9 million of
net cash in its operating cash flows during the first three months
of 2010. The Company also has negative working capital of $13.1
million as of April 4, 2010.
"We are entirely dependent upon funding from equity financings,
partnering programs and proceeds from short and long-term debt to
finance our operations until we achieve commercial success in
selling and licensing our products and positive cash flow from
operations. Based on our cash balance as of April 4, 2010, as
well as potential cash receipts from existing programs, we believe
our capital resources will be sufficient to fund operations to the
end of the second quarter of 2010. Our recurring losses from
operations and our limited available funds raise substantial doubt
about our ability to continue as a going concern," the Company
said.
The Company continued, "Our plans with regard to this matter
include seeking additional financing arrangements and seeking
collaboration arrangements. If no funds are available, we would
have to sell or liquidate the business."
On November 5, 2009, the Company implemented a restructuring plan
to enable it to meet the requirements of key programs and maximize
the impact of its cash resources. The restructuring plan, which
is expected to provide savings of $5 million to $6 million on an
annualized basis, included a reduction in workforce from 154 to
109 employees.
A full-text copy of the Company's earnings release is available at
no charge at http://ResearchArchives.com/t/s?627e
A full-text copy of the Company's Form 10-Q report is available at
no charge at http://ResearchArchives.com/t/s?623a
About GTC Biotherapeutics
Based in Framingham, Massachusetts, GTC Biotherapeutics, Inc.
(OTCBB: GTCB) -- http://www.gtc-bio.com/-- develops, supplies and
commercializes therapeutic proteins produced through transgenic
animal technology. ATryn(R), GTC's recombinant human
antithrombin, has been approved for use in the United States and
Europe. ATryn(R) is the first and only therapeutic product
produced in transgenic animals to be approved anywhere in the
world. GTC is also developing a portfolio of recombinant human
plasma proteins with known therapeutic properties. GTC's
intellectual property includes a patent in the United States
through 2021 for the production of any therapeutic protein in the
milk of any transgenic mammal.
HAM HUNG: Case Summary & 4 Largest Unsecured Creditors
------------------------------------------------------
Debtor: Ham Hung Inc, A California Corporation
809 S Ardmore Avenue
Los Angeles, CA 90005
Bankruptcy Case No.: 10-28649
Chapter 11 Petition Date: May 11, 2010
Court: U.S. Bankruptcy Court
Central District of California (Los Angeles)
Judge: Thomas B. Donovan
Debtor's Counsel: Robert Y Lee, Esq.
Lee Law Group APLC
3699 Wilshire Boulevard, Suite 1100
Los Angeles, CA 90010
Tel: (213) 383-5400
Fax: (213) 383-5402
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
A copy of the Company's list of 4 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/cacb10-28649.pdf
The petition was signed by Samuel K. Oh, president.
HECTOR CAMACHO: Case Summary & 14 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Hector Camacho
1438 Evening Song
Henderson, NE 89012
Bankruptcy Case No.: 10-18634
Chapter 11 Petition Date: May 11, 2010
Court: United States Bankruptcy Court
District of Nevada (Las Vegas)
Judge: Bruce A. Markell
Debtor's Counsel: Thomas E. Crowe, Esq.
7381 W. Charleston Blvd. #110
Las Vegas, NV 89117
Tel: (702) 794-0373
Fax: (702) 794-0734
E-mail: tcrowelaw@yahoo.com
Scheduled Assets: $1,168,500
Scheduled Debts: $2,494,100
A list of the Company's 14 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/nvb10-18634.pdf
The petition was signed by Hector Camacho.
HERTZ GLOBAL: Avis Seeks Antitrust Approval of Possible DTAG Deal
-----------------------------------------------------------------
Avis Budget Group, Inc., has filed notification with federal
antitrust authorities under the Hart-Scott-Rodino Antitrust
Improvement Act of 1976, as amended, relating to the Company's
potential acquisition of Dollar Thrifty Automotive Group, Inc.
"We continue to believe that the acquisition of Dollar Thrifty by
Avis Budget Group would be in the best interests of both
companies' shareholders and that the antitrust analysis and
clearance timetable for an Avis Budget/Dollar Thrifty transaction
are comparable to those associated with a Hertz/Dollar Thrifty
transaction," said Avis Budget Group Chairman and Chief Executive
Officer Ronald L. Nelson. "An Avis Budget/Dollar Thrifty
transaction would yield significant synergies and efficiencies,
and enhance Dollar Thrifty's ability to compete against
Enterprise, the industry's largest player, Hertz, the industry's
highest-share brand, and others in the intensely competitive car
rental market. We are pleased to have taken this affirmative step
toward a Dollar Thrifty transaction."
Citigroup and Morgan Stanley are acting as financial advisors to
Avis Budget Group, and Kirkland & Ellis LLP and Arnold & Porter
LLP are acting as legal counsel.
As reported by the Troubled Company Reporter on April 27, 2010,
Hertz and Dollar Thrifty signed a definitive agreement providing
for Hertz to acquire Dollar Thrifty for a purchase price of $41.00
per share, in a mix of cash and Hertz common stock. The deal is
valued at $1.27 billion.
The $41.00 per share purchase price is comprised of 80% cash
consideration and 20% stock consideration. The stock is at a
fixed exchange ratio of 0.6366 per share, based upon a Hertz
common stock closing price of $12.88 per share on April 23, 2010.
The $41.00 per share purchase price represents approximately a 19%
premium to the 30-day average closing price of Dollar Thrifty's
common stock. At the closing, Hertz will issue an aggregate of
18 million shares of its common stock (excluding shares issuable
upon the exercise of options that are being converted to Hertz
options) and pay an aggregate of $750 million in cash (excluding
the special $200 million Dollar Thrifty dividend). Hertz will
also assume or refinance Dollar Thrifty's existing fleet debt,
outstanding at closing. Upon the close of the transaction, Dollar
Thrifty stockholders will own 5.5% of the combined company on a
diluted basis. Dollar Thrifty will become a wholly owned
subsidiary of Hertz and Dollar Thrifty common stock will cease
trading on the NYSE.
Barclays Capital acted as lead financial advisor to Hertz and Bank
of America Merrill Lynch also provided advice. Hertz also worked
with the law firms Debevoise & Plimpton LLP and Jones Day. Dollar
Thrifty was advised by J.P. Morgan and Goldman, Sachs & Co. and
the law firm of Cleary Gottlieb Steen & Hamilton LLP.
Rival Avis Budget Group, Inc., on May 3 indicated to Dollar
Thrifty's Board of Directors it would like to make a substantially
higher offer to acquire Dollar Thrifty. Avis Budget has hired
Citigroup as financial advisor and Kirkland & Ellis LLP as legal
counsel to advise on a possible deal with Dollar Thrifty.
About Avis Budget Group
Avis Budget Group -- http://www.avisbudgetgroup.com/-- provides
vehicle rental services, with operations in more than 70
countries. Through its Avis and Budget brands, the Company is a
leading vehicle rental company in each of North America,
Australia, New Zealand and certain other regions based on
published airport statistics. Avis Budget Group is headquartered
in Parsippany, N.J. and has more than 22,000 employees.
At December 31, 2009, the Company had $10.093 billion in total
assets against total current liabilities of 1.284 billion, total
liabilities exclusive of liabilities under vehicle programs of
$4.033 billion, and liabilities under vehicle programs of
$5.828 billion, resulting in stockholders' equity of $222 million.
* * *
Avis Budget Car Rental LLC continues to carry Moody's Investors
Service's B2 corporate family rating. Avis Budget Group Inc.
carries Standard & Poor's Ratings Services' B+ corporate credit
rating.
About Hertz Corp.
Hertz Corporation, headquartered in Park Ridge, New Jersey, is an
automobile and equipment rental company.
Hertz carries Moody's B1 Corporate Family Rating and Probability
of Default Rating.
About Dollar Thrifty
Dollar Thrifty Automotive Group, Inc., is headquartered in Tulsa,
Oklahoma. Driven by the mission "Value Every Time," the Company's
brands, Dollar Rent A Car and Thrifty Car Rental, serve value-
conscious travelers in over 70 countries. Dollar and Thrifty have
over 600 corporate and franchised locations in the United States
and Canada, operating in virtually all of the top U.S. and
Canadian airport markets. The Company's approximately 6,400
employees are located mainly in North America, but global service
capabilities exist through an expanding international franchise
network.
In November 2009, Standard & Poor's Ratings Services raised its
corporate credit rating of Dollar Thrifty to 'B-' from 'CCC', in
light of the Company's improved operating and financial
performance that began in mid-2009. Moody's Investors Service
also upgraded Dollar Thrifty's Probability of Default Rating to
'B3' from 'Caa2' and Corporate Family Rating to 'B3'.
HOG BROTHER: Files for Chapter 11 Bankruptcy in Michigan
--------------------------------------------------------
Lisa Gordon at American Metal Market LLC reports that Hog Brother
Recycling LLC filed for bankruptcy under Chapter 11 in the U.S.
Bankruptcy Court for the Eastern District of Michigan, listing
assets of $1,130,700 in assets and $9,375,627 in debts, including
$7,860,064 owed to unsecured creditors. Hog Brothers Recycling
Inc. operates a recycling facility.
HUGHES TELEMATICS: Inks Agreement Forming Lifecomm LLC
------------------------------------------------------
HUGHES Telematics, Inc., in a regulatory filing Monday, disclosed
that on May 12, 2010, the Company, Qualcomm Incorporated and
American Medical Alert Corp. entered into a limited liability
company agreement forming Lifecomm LLC, a venture to design,
develop, finance and operate a mobile personal emergency response
service which will permit subscribers to initiate requests for
emergency assistance services through a wearable device that is
able to communicate information to and support voice interactions
between the subscriber and an emergency assistance call center for
purposes of dispatching first responders to the subscriber's
location.
Under the terms of the LLC Agreement, each of the parties is
providing cash or immediate and future in-kind contributions to
Lifecomm. Specifically, in exchange for roughly 54% of the
membership interests of Lifecomm, the Company has entered into (i)
an Infrastructure Access Agreement with Lifecomm pursuant to which
the Company will provide access to its telematics platform and
infrastructure which will enable Lifecomm to provide service to
its customers and (ii) a Services Agreement with Lifecomm pursuant
to which the Company will provide, over the next six years,
$10.9 million of in-kind selling, general and administrative
services to support the venture. In addition, the Company has
agreed to enter into a Telematics Services Agreement that will
include, among other things, a per user per month fee for wireless
connectivity, billing, portal access and other associated
services. In exchange for roughly 36% of the membership
interests, Qualcomm has (i) provided $6.0 million of cash, (ii)
entered into a Know-How License Agreement pursuant to which
Lifecomm licensed certain "know-how" previously developed by
Qualcomm and also provided Lifecomm access to the Lifecomm name
and (iii) a Services Agreement with Lifecomm pursuant to which
Qualcomm will contribute a portion of the value of certain future
engineering and project management services, up to an agreed upon
aggregate value. Finally, in exchange for roughly 10% of the
membership interests, American Medical Alert has (i) provided
$4.0 million of cash and (ii) entered into a Value Added Reseller
Agreement pursuant to which American Medical Alert will be a
preferred distributor of Lifecomm's products and services. In
addition, pursuant to the LLC Agreement, each member has agreed to
fund its pro rata share of a $2.0 million stand-by equity
commitment for Lifecomm's benefit. Assuming Lifecomm draws the
entire commitment, the Company will be required to provide roughly
$1.1 million of cash.
Lifecomm will be governed by a board of directors which will
initially be comprised of three members designated by the Company,
two members designated by Qualcomm and one member designated by
American Medical Alert.
A full-text copy of the Form 8-K filing is available for free at:
http://researcharchives.com/t/s?6265
Atlanta, Ga.-based HUGHES Telematics, Inc. is a telematics
services company that provides a suite of real-time voice and data
communications services and applications for use in vehicles.
The Company's balance sheet as of March 31, 2010, showed
$100.3 million in assets and of $127.8 million of liabilities, for
a stockholders' deficit of $27.5 milion.
* * *
As reported in the Troubled Company Reporter on March 19, 2010,
PricewaterhouseCoopers LLP, in Atlanta, Ga., in its report on the
Company's financial statements for the year ended December 31,
2009, 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 net capital
deficiency.
HUGHES TELEMATICS: Reports Lower Net Loss of $22.7MM in Q1 2010
---------------------------------------------------------------
HUGHES Telematics, Inc., filed its quarterly report on Form 10-Q,
showing a net loss of $22.7 million on $8.2 million of revenue for
the three months ended March 31, 2010, compared with a net loss of
$80.7 million on $7.5 million of revenue for the same period of
2009.
The Company's balance sheet as of March 31, 2010, showed
$100.3 million in assets and of $127.8 million of liabilities, for
a stockholders' deficit of $27.5 milion.
As reported in the Troubled Company Reporter on March 19, 2010,
PricewaterhouseCoopers LLP, in Atlanta, Ga., in its report on the
Company's financial statements for the year ended December 31,
2009, 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 net capital
deficiency.
A full-text copy of the quarterly report is available for free at:
http://researcharchives.com/t/s?6264
Atlanta, Ga.-based HUGHES Telematics, Inc. is a telematics
services company that provides a suite of real-time voice and data
communications services and applications for use in vehicles.
INGRAM MICRO: Moody's Raises Ratings to Baa3 From Ba1 & Ba2
-----------------------------------------------------------
Moody's Investors Service raised the corporate family and senior
unsecured ratings of Ingram Micro Inc. to Baa3 from Ba1 and Ba2,
respectively. The outlook is stable. The ratings upgrade reflects
the company's good internal execution of its business model, solid
free cash flow (FCF) generation and continued strong credit
metrics throughout the economic downturn. The revision to Baa3
also recognizes Ingram Micro's financial discipline with respect
to maintaining strong balance sheet liquidity and moderate
financial leverage during the recession and Moody's expectation
that financial leverage will remain conservative.
Ingram Micro's solid performance during the recession was driven
by the company's disciplined strategic pricing and good execution
on reducing costs and managing working capital. It also reflects
the company's efforts to expand its presence in high-growth
markets with richer margins. This includes the company's foray
into the mid-range and high-end server/storage, enterprise
computing, fee-for-service logistics and data capture markets.
Additionally, the company's sizable presence in the Asia-Pacific
region, bolstered via recent acquisitions, provided good
geographic diversification during the downturn, partially
offsetting the more severe contractions in Europe and North
America. The recovery in enterprise IT spending should support
stable-to-improving margins driven in part by Ingram Micro's move
into new or adjacent markets with richer margins as well as its
lower cost operating model.
With Moody's adjusted LTM ROA (NPATBUI/Avg. Assets) of 2.7% and
total debt to LTM EBITDA of 2.1x (1.0x total debt to EBITDA on a
reported basis), Ingram Micro is well positioned within the Baa3
rating category relative to its cross-industry Baa3 rated peers,
which exhibit median ROA and total debt to EBITDA of 2.7% and
3.7x, respectively. The Baa3 rating assumes that Ingram Micro will
manage its cost structure and debt so as to maintain leverage at
or below 1.5x total debt to EBITDA on a reported basis, excluding
operating leases (2.5x on a Moody's adjusted basis). While
acquisitions could play a role in the company's growth
initiatives, they are not expected to be of sufficient magnitude
to cause a permanent increase in leverage above this target. The
upgrade to Baa3 reflects our expectation that Ingram Micro will
fund share buybacks and acquisitions within the cash generating
capabilities of the business and that the company will maintain
cash balances in a range of at least $300 - $500 million.
The stable rating outlook reflects Moody's expectation that Ingram
Micro will maintain a leadership presence in its core North
America market and strong competitive positions across Europe,
Asia-Pacific and Latin America. It also incorporates our
expectations that vendor/customer relationships will remain
relatively steady, adjusted operating margins will stay within a
range of 1.3%--1.6% and retained cash flow to debt (Moody's
adjusted) will remain at or above 25% as the global economy
recovers from recession.
Liquidity and financial flexibility remain strong, with cash
balances of $911 million plus access to a $275 million unsecured
revolving credit facility maturing August 2012, which was drawn by
$5 million for letters of credit at April 3, 2010. Ingram Micro
can also borrow up to roughly $1.2 billion under its various
revolving A/R backed financing facilities and has access to
uncommitted foreign credit lines totaling $588 million of which
$462 million was available at the end of 1Q10. We expect FCF to
contract in 2010 vs. 2009 due to higher working capital usage for
receivables and inventory as revenues expand with the improving
business environment. We expect Ingram Micro will remain in
compliance with its covenants over the next four quarters.
The following ratings were upgraded:
Corporate Family Rating to Baa3 from Ba1
$275 Million Senior Unsecured Revolving Credit Facility due August
2012 to Baa3 from Ba2
Concurrently, Moody's has withdrawn the following ratings and
expects to withdraw the corporate family rating shortly as well,
as these measures are applicable only for below investment grade
companies:
Probability of Default Rating -- Ba1
All LGD Assessments
The last rating action was on February 14, 2008 when Moody's
affirmed Ingram Micro's Ba1 CFR with a stable outlook.
The principal methodology used in rating Ingram Micro was Moody's
Global EMS and IT Distribution Industries, published in December
2008 and available on www.moodys.com in the Rating Methodologies
sub-directory under the Research & Ratings tab. Other
methodologies and factors that may have been considered in the
process of rating this issuer can also be found in the Rating
Methodologies sub-directory on Moody's website. Moody's
subscribers can find additional information in the Ingram Micro
Credit Opinion published on www.moodys.com.
Ingram Micro, headquartered in Santa Ana, California, is the
largest global information technology (IT) wholesale distributor
providing sales, marketing, and supply chain solutions for the IT
industry worldwide. The company offers various IT products,
including peripherals, systems, networking, software, logistic
services, consumer electronics, and more recently data capture,
point-of-sale (POS), and high-end home technology products.
Revenues for the last twelve months ended April 3, 2010 were $30.9
billion.
INNATECH LLC: Hearing on Business Sale Scheduled for Today
----------------------------------------------------------
The Hon. Thomas J. Tucker of the U.S. Bankruptcy Court for the
Eastern District of Michigan will consider at a hearing today,
May 19, at 1:00 p.m. (Eastern Time), approval of the sale of
Innatech LLC's business.
The Debtor signed a contract to sell the business -- all assets
except for the equipment and tooling owned by Haworth, Inc. -- to
Innatech Holdings LLC, absent higher and better offers.
The Debtor scheduled a May 18 auction of the assets at the offices
of Clark Hill, PLC, 151 S. Old Woodward Ave., Suite 200,
Birmingham, Michigan. Competing bids were due May 17, 2010 at
10:00 a.m. (Eastern Time).
Headquartered in Rochester, Michigan, Innatech LLC, dba Dynamic,
manufactures and designs "highly-engineered injection molded
components and assemblies." Innatech's are sold to Tier I and
Tier II automotive suppliers and to customers in the packaging,
office furniture, appliances, household goods, toys, and personal
care markets. Innatech employs almost 150 people at three
facilities located in Michigan, Indiana and Ohio.
The Company filed for Chapter 11 bankruptcy protection on
March 23, 2010 (Bankr. E.D. Mich. Case No. 10-49380). Robert D.
Gordon, Esq., who has an office in Birmingham, Michigan, assists
the Company in its restructuring effort. The Company estimated
its assets and debts at $10,000,001 to $50,000,000.
INTERNATIONAL JUICE: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: International Juice Concentrates Inc.
P.O. Box 480232
Los Angeles, CA 90048
Bankruptcy Case No.: 10-28592
Chapter 11 Petition Date: May 11, 2010
Court: U.S. Bankruptcy Court
Central District of California (Los Angeles)
Judge: Richard M. Neiter
Debtor's Counsel: Michael D. Kwasigroch, Esq.
1445 E Los Angeles Avenue, Suite 301P
Simi Valley, CA 93065
Tel: (805) 522-1800
Fax: (805) 293-8665
E-mail: attorneyforlife@aol.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
The Company's list of unsecured creditors filed together with its
petition does not contain any entries.
The petition was signed by Tim Hansen, president.
JACK IN THE BOX: S&P Holds BB- Rating & Revises Outlook to Neg.
---------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB-' corporate
credit rating on San Diego-based quick-service restaurant operator
Jack in the Box Inc. and revised the outlook to negative from
stable on weaker-than-expected operating performance.
The ratings on Jack in the Box reflect the company's participation
in the intensely competitive quick-service segment of the
restaurant industry, a highly leveraged capital structure that
limits cash flow protection, and an aggressive financial policy.
Historically good operating performance and a strong regional
presence partially offset these factors.
"After a long period of positive same-store sales because of good
consumer response to its new products, better industry
fundamentals, and management's food and service strategies," said
Standard & Poor's credit analyst Jackie E. Oberoi, "same-store
sales at Jack in the Box were flat for the fiscal year ended Sept.
28, 2008, and were negative 1.2% for fiscal 2009." Performance
worsened during the first half of fiscal 2010 with same-store
sales of -11% for the first quarter and -9% for the second
quarter. "General economic factors, including high unemployment,
have led to a slowdown in discretionary spending, contributing to
weaker same-store sales," added Ms. Oberoi.
JOHN KONECNIK: Files for Chapter 11 Bankruptcy Protection
---------------------------------------------------------
John Konecnik filed for Chapter 11 bankruptcy protection (Bankr.
M.D. Fla. Case No. 10-____), listing assets of $16 million and
liabilities of $14 million, according to Kim Hachett at Sarasota
Herald-Tribune.
John Konecnik owns Fisherman's Wharf in Venice, Florida. The
Wharf is a collection of waterfront shops at 509 Tamiami Trail,
and the Marker IV Restaurant he owns at the foot of the Hatchett
Creek Bridge.
The report relates that Mr. Konecnik's debts include a
$7.8 million loan from Sarasota lender Stephen Witzer, $203,000 in
Sarasota County taxes, and $520,000 in payroll and sales taxes.
Mr. Konecnik also claims himself as a creditor owed a $4.2 million
shareholder note.
Herald-Tribune relates that Mr. Konecnick has been waging a
property rights battle against Sarasota County over a 433-foot
dock that has sat vacant since it was built in 2006. After years
of battling over how long of a pier Mr. Konecnik could build, the
County Commission in January rejected an agreement that would have
allowed the dock to stay, even though it stretches 18 feet longer
than county rules allow.
JNN HOTELS: Case Summary & 12 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: JNN Hotels, LLC
dba Clarion Inn & Suites
3640 Dorchester Road
North Charleston, SC 29405
Bankruptcy Case No.: 10-03389
Chapter 11 Petition Date: May 11, 2010
Court: United States Bankruptcy Court
District of South Carolina (Charleston)
Judge: John E. Waites
Debtor's Counsel: D. Nathan Davis, Esq.
711-A St. Andrews Blvd
Charleston, SC 29407
Tel: (843) 571-4042
E-mail: nathan@davislawsc.com
Scheduled Assets: $2,780,500
Scheduled Debts: $3,526,498
A list of the Company's 12 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/scb10-03389.pdf
The petition was signed by Jagdishkumar Patel, owner.
JPMCC 2002-CIBC4: Case Summary and 5 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: JPMCC 2002-CIBC4 Highland Retail, LLC
c/o LNR Partners, Inc.
1601 Washington Ave.
Suite 700
Miami Beach, FL 33139
Bankruptcy Case No.: 10-11331
Chapter 11 Petition Date: May 12, 2010
Court: United States Bankruptcy Court
Western District of Texas (Austin)
Judge: Craig A. Gargotta
Debtor's Counsel: Charles R. Gibbs, Esq.
Akin, Gump, Strauss, Hauer, & Feld,
1700 Pacific Avenue Suite 4100
Dallas, TX 75201-4675
Tel: (214) 969-4710
Fax: (214) 969-4343
E-mail: cgibbs@akingump.com
Estimated Assets: $10,000,001 to $50,000,000
Estimated Debts: $500,001 to $1,000,000
The petition was signed by Matilda G. Borchers, vice president.
Debtor's List of 5 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
American General Life Lease
& Accident Insurance
Company
Dillard Texas, LLC Sublease
The Higbee Company Operating Agreement
City of Austin Utilities
Constellation Energy Utilities
Projects & Service Group
KGEN LLC: S&P Cuts Ratings on Sr. Secured Credit Facilities to BB-
------------------------------------------------------------------
Standard &Poor's Ratings Services lowered its ratings on KGen
LLC's senior secured credit facilities to 'BB-' from 'BB'. The
outlook is negative.
"The rating change follows our review of the project's lower cash
flow prospects over the medium term and factors in the sale of the
640 MW Sandersville peaking unit that ArcLight will buy for about
$130 million (or $203/kW). Sandersville has a five-year power
purchase agreement (PPA) with Southern Power Co. beginning in
2011.
"If received before June 30, 2010, sale proceeds will flow through
the cash flow waterfall and result in term loan B debt reduction
to about $134 million, a total liquidity balance of $50 million,
repayment of the $10 million working capital facility drawdown,
and a small distribution to parent KGen Power (not rated). If
received after June 1, the sale proceeds will still go through the
waterfall, but the cash flow sweep would not take place until
June 30, 2011; KGen would likely work with lenders to effect some
type of debt reduction."
LAMCAM LLC: Case Summary & 7 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Lamcam LLC
5406 Forest Hills Court
Loves Park, IL 61111
Bankruptcy Case No.: 10-72434
Chapter 11 Petition Date: May 11, 2010
Court: U.S. Bankruptcy Court
Northern District of Illinois (Rockford)
Judge: Manuel Barbosa
Debtor's Counsel: Bernard J. Natale, Esq.
Bernard J. Natale, Ltd.
6833 Stalter Drive, Suite 201
Rockford, IL 61108
Tel: (815) 964-4700
Fax: (815) 227-5532
E-mail: natalelaw@bjnatalelaw.com
Estimated Assets: $500,001 to $1,000,000
Estimated Debts: $1,000,001 to $10,000,000
According to the schedules, the Company says that assets total
$747,518 while debts total $1,445,259.
A copy of the Company's list of 7 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/ilnb10-72434.pdf
The petition was signed by Tom Fisher, president.
LEHMAN BROTHERS: Kaufman Steps Down From Board of Directors
-----------------------------------------------------------
Dr. Henry Kaufman on May 11, 2010, resigned from the Board of
Directors of Lehman Brothers Holdings Inc. Dr. Kaufman's
resignation from the Board of Directors is not due to any
disagreement with Lehman.
Reuters notes that Dr. Kaufman was once known as "Dr. Doom" for
making the right call on higher inflation and interest rates when
he was chief economist with Salomon Brothers in the 1970s and
1980s. He is now president of financial consulting firm Henry
Kaufman & Co Inc. in New York.
Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States. For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.
Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition
listed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history. Several other affiliates followed thereafter.
The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman. Epiq
Bankruptcy Solutions serves as claims and noticing agent.
On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI
The Bankruptcy Court has approved Barclays Bank Plc's purchase of
Lehman Brothers' North American investment banking and capital
markets operations and supporting infrastructure for
US$1.75 billion. Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees. Nomura also
bought Lehman's operations in the Asia Pacific for US$225 million.
International Operations Collapse
Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on September 15, 2008. The joint administrators have
been appointed to wind down the business.
Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.
Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
LIBERATOR INC: Posts $156,116 Net Loss in Q2 Ended December 31
--------------------------------------------------------------
Liberator, Inc. filed its quarterly report on Form 10-Q, showing a
net loss of $156,116 on $3,000,000 of revenue for the three months
ended December 31, 2009, compared with a net loss of $183,557 on
$2,700,000 of revenue for the same period of 2008.
The Company's balance sheet as of December 31, 2009, showed
$2,900,000 in assets and $3,600,000 of liabilities, for a
stockholders' deficit of $686,838.
As reported in the Troubled Company Reporter on February 16, 2010,
Gruber & Company, LLC, in Lake Saint Louis, Missouri, expressed
substantial doubt about the Company's ability to continue as a
going concern after auditing the Company's financial statements
for the years ended June 30, 2009, and 2008. The independent
auditors noted that the Company incurred net losses of
$3.8 million and $153,113 for the years ended June 30, 2009, and
2008, respectively, and as of June 30, 2009, the Company has a
stockholders' deficit of $15,965 and a working capital deficit of
$106,124.
As of December 31, 2009, the Company has a stockholders' deficit
of $686,838 and a working capital deficit of $670,566.
A full-text copy of the quarterly report is available for free at:
http://researcharchives.com/t/s?626c
Headquartered in Atlanta, Georgia, Liberator, Inc. is a provider
of goods and information to consumers who believe that sensual
pleasure and fulfillment are essential to a well-lived and healthy
life. The information that the Company provides consists
primarily of product demonstration videos that the Company shows
on its websites and instructional DVD's that the Company sells.
LINDA VISTA: Case Summary & 19 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Linda Vista Cinemas, L.L.C.
dba Tower Theatres
5755 W Arizona Pavilions Drive
Tucson, AZ 85743
Bankruptcy Case No.: 10-14551
Chapter 11 Petition Date: May 12, 2010
Court: U.S. Bankruptcy Court
District of Arizona (Tucson)
Judge: James M. Marlar
Debtor's Counsel: Michael W. McGrath, Esq.
Mesch Clark & Rothschild
259 North Meyer Avenue
Tucson, AZ 85701-1090
Tel: (520) 624-8886
Fax: (520) 798-1037
E-mail: ecfbk@mcrazlaw.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
A copy of the Company's list of 19 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/azb10-14551.pdf
The petition was signed by Kent Edwards, authorized
representative.
LOWER BUCKS: Wants Plan Exclusivity Extended Until September 11
---------------------------------------------------------------
Lower Bucks Hospital and its units ask the U.S. Bankruptcy Court
for the Eastern District of Pennsylvania to extend their exclusive
periods to file and solicit acceptances for their proposed
Chapter 11 Plan until September 11, 2010, and November 9, 2010,
respectively.
The Debtors said they need additional time to discuss with
potential buyers of the their assets and considering business
alternatives. The Debtors are exploring two basic options for
their reorganization - a stand-alone plan of reorganization, well
as a sale of substantially all of the Debtors' assets - to
determine which alternative will provide the greatest benefit.
Bristol, Pennsylvania-based Lower Bucks Hospital is a nonprofit
hospital based in Bristol, Pennsylvania. The Hospital is
currently licensed to operate 183 beds. Together with affiliates
Advanced Primary Care Physicians and Lower Bucks Health
Enterprises, Inc., Lower Bucks owns a 36-acre campus with several
medical facilities. The Hospital's emergency room serves
approximately 30,000 patients annually. For the fiscal year
ending June 30, 2009, Lower Bucks had $114 million in consolidated
revenues.
Lower Bucks Hospital filed for Chapter 11 bankruptcy protection on
January 13, 2010 (Bankr. E.D. Pa. Case No. 10-10239). The
Hospital's affiliates -- Lower Bucks Health Enterprises, Inc, and
Advanced Primary Care Physicians -- also filed Chapter 11
petitions. Jeffrey C. Hampton, Esq., and Adam H. Isenberg, at
Saul Ewing LLP, assist the Hospital in its restructuring effort.
Donlin, Recano & Company, Inc., is the Hospital's claims and
notice agent. The Hospital listed $50,000,001 to $100,000,000 in
assets and $50,000,001 to $100,000,000 in liabilities.
LPL HOLDINGS: Moody's Changes Outlook on Ba3 Ratings to Positive
----------------------------------------------------------------
Moody's changed to positive from stable the rating outlook on LPL
Holdings, Inc (corporate family and senior ratings at Ba3). The
rating action reflects LPL's improved debt service metrics, with
first quarter 2010 annualized Debt/EBITDA declining to 3.6x.
Additionally, Moody's expects that, absent material equity market
declines, LPL's combination of recurring revenues and recent
expense reductions will support a steady pace of deleveraging in
the coming quarters.
In the last two years, volatility and equity market declines
combined with low interest rates provided for an inhospitable
operating environment for LPL. In response, the company cut
overhead expenses and consolidated the vast majority of its
financial advisors to a single, more efficient clearing platform.
The benefits of this were evident in the first quarter of 2010,
when a leaner expense base combined with better-performing equity
markets boosted interest coverage to 4x.
In a reasonably benign operating environment, Moody's expects
LPL's credit metrics to continue their gradual improvement.
Factors that would support this trend include: 1) continuing ramp-
up in the production level of advisors who joined LPL from
wirehouses at the apex of the financial crisis 4-6 quarters ago;
2) a steady stream of asset-based revenue from approximately $260
billion of non-cash client assets, and 3) in the medium to longer-
term, rising interest rates would increase LPL's fee revenue being
generated from more than $20 billion in customer cash assets.
Longer term, Moody's believes that LPL could generate additional
EBITDA growth from better leveraging the benefits of its scale.
Despite recent expense reductions, LPL's operating expenses
(excluding interest, amortization of intangibles, and non-cash
restructuring charges) per financial advisor are little changed
and remain at a high level, suggesting that further operating
leverage and efficiencies could be realized.
Moody's noted there remains a possibility of a down-side scenario
given market uncertainty and continuing challenges in the U.S.
economy. Should operating conditions again deteriorate, LPL's
outlook could return to stable, although Moody's believes that LPL
has sufficient financial flexibility -- as was demonstrated in
2009 -- to navigate through cyclical downturns.
Finally, Moody's noted that LPL, like all brokers with a fiduciary
responsibility, is vulnerable to regulatory or litigation risk,
particularly after a down-market cycle. Although the company's
compliance record and function have been strong, any problems that
exposed LPL to material financial or reputational damage would be
negative for the company.
The last rating action on LPL was on September 5, 2008, when it
was upgraded to Ba3 from B1. The principal methodology used in
rating LPL is the December 2006 Global Securities Industry
Methodology, which can be found at www.moodys.com in the Rating
and Methodologies sub-directory under the Research and Ratings
tab. Other methodologies and factors that may have been considered
in the process of rating this issuer can also be found in the
Ratings Methodologies sub-directory on Moody's website.
LPL is a leading provider of infrastructure and support services
to independent financial advisors and financial institutions. In
2009, LPL generated $2.7 billion of revenue ($845 million of gross
margin) and ended the year with $279 billion in assets under
administration.
MACY'S INC: Moody's Upgrades Corp. Family Rating a Notch to Ba1
---------------------------------------------------------------
Moody's Investors Service upgraded Macy's, Inc. ratings, including
its Corporate Family Rating to Ba1 from Ba2 and its Speculative
Grade Liquidity Rating to SGL-1 from SGL-2. The rating outlook is
stable.
"The upgrade to Ba1 reflects Macy's material improvement in credit
metrics due to very strong first quarter results and debt
repayments," said Moody's senior analyst Maggie Taylor. She also
added, "We believe the improvement in credit metrics is
sustainable and expect they will continue to improve over the next
twelve months." In addition, the upgrade of the Speculative Grade
Liquidity Rating reflects Macy's healthy excess cash balances and
ability to cover all cash requirements including debt maturities
with its internal sources of cash.
The Ba1 Corporate Family Rating reflects Macy's moderate credit
metrics and very good liquidity. The rating is supported by
Macy's ability to pay off its near dated maturities with cash.
Positive ratings consideration is also given to the company's
solid position within the department store sector, its strong
national presence, quality of its real estate locations, and the
successful expansion of the My Macy's program which will continue
to benefit earnings. Negative ratings consideration is given to
Macy's sizable debt balances including a large underfunded pension
which may result in sizable cash payments to the pension plan over
the medium term. Negative ratings consideration is also given to
Macy's historically aggressive financial policy prior to the
economic recession.
The stable outlook reflects Moody's expectation that Macy's will
maintain very good liquidity and that credit metrics will continue
to strengthen over the next twelve months due to improving
operating performance. However, Macy's historically aggressive
financial policy constrains its ratings and an upgrade would
require comfort that its financial policy will remain prudent and
balanced.
The following ratings are upgraded:
-- Macy's, Inc.:
Corporate Family Rating to Ba1 from Ba2;
Probability of Default Rating to Ba1 from Ba2;
Speculative Grade Liquidity Rating to SGL-1 from SGL-2.
May Department Store Company:
Senior unsecured to Ba1 (LGD 4, 57%) from Ba2 (LGD 4, 58%).
-- Macy's Retail Holdings, Inc.:
Senior unsecured to Ba1 (LGD 4, 57%) from Ba2 (LGD 4, 58%);
The last rating action on Macy's was on April 1, 2009 when its
senior unsecured rating was downgraded to Ba2 from Baa3.
Macy's, Inc. is one of the United States largest department store
operators with about 850 stores operating under the Macy's and
Bloomingdale's nameplates. Revenues are nearly $24 billion.
MAGIC BRANDS: Committee Opposes Break-Up Fee for Lead Bidder
------------------------------------------------------------
Bill Rochelle at Bloomberg News reports that the official
committee of unsecured creditors formed in Magic Brands LLC's
cases contends that the Debtor need not pay a break-up fee to the
stalking horse bidder at the auction for Magic Brands' key assets.
Until a $41 million offer surfaced, Magic Brands believed that the
first bid at auction would be $40 million from Travistock Group.
Now that Fidelity Newport Holdings LLC and American Blue Ribbon
Holdings LLC are willing to pay $1 million more without a breakup
fee, the committee told the bankruptcy judge there is no reason
for authorizing a break-up fee.
The Bloomberg report adds that a group representing two-thirds of
Fuddruckers franchisees is also opposed to approving a breakup
fee, for the same reason. In addition, the franchisees argue
there is no proof that Travistock has the capacity or experience
to carry out Magic Brands' responsibilities as franchiser.
According to Bloomberg, the sale needs to be completed quickly
because Magic Brands filed projections with the bankruptcy court
showing that cash would be almost exhausted in July.
About Magic Brands
Magic Brands, LLC, is the parent of the Fuddruckers and Koo Koo
Roo restaurant brands. Fuddruckers -- http://www.fuddruckers.com/
-- was founded in 1980 in San Antonio, Texas, with the goal of
serving hamburgers that are cooked to order and made with fresh
ingredients. Magic Brands, based in Austin, Texas, purchased the
chain in 1998 and has sought to broaden its appeal by expanding
its menu.
Magic Brands, LLC, and its operating units filed for Chapter 11 on
April 21, 2010 (Bankr. D. Del. Lead Case No. 10-11310). It
disclosed assets of up to $10,000,000 and debts of $10,000,001 to
$50,000,000. Affiliate Fuddruckers, Inc., also filed, listing
assets and debts of $50,000,000 to $100,000,000.
FocalPoint Securities, LLC serves as investment banker to Magic
Brands and Goulston & Storrs serves as lead bankruptcy counsel.
Kurtzman Carson Consultants, LLC, serves as claims and notice
agent.
MAGNA ENTERTAINMENT: Parent Voids Lease with Oak Tree Racing
------------------------------------------------------------
Eric Mitchell at BloodHorse.com reports that MI Development, which
retook control of Magna Entertainment following approval of
Magna's Chapter 11 plan, ended a lease that enable Oak Tree Racing
Association to operate at Santa Anita Park several weeks after the
not-for-profit racing association thought its lease had been
tentatively reaffirmed.
MI Development's CEO said that the bankruptcy reorganization plan,
which went into effect on April 30, gave MID 15 days to examine
and reject any contracts that currently were in place.
About Magna Entertainment
Based in Aurora, Ontario, Magna Entertainment Corp. is North
America's largest owner and operator of horse racetracks based on
revenue. The Company develops, owns and operates horse racetracks
and related pari-mutuel wagering operations, including off-track
betting facilities. MEC also develops, owns and operates casinos
in conjunction with its racetracks where permitted by law.
MEC owns and operates AmTote International, Inc., a provider of
totalisator services to the pari-mutuel industry, XpressBet(R), a
national Internet and telephone account wagering system, as well
as MagnaBet(TM) internationally. Pursuant to joint ventures, MEC
has a 50% interest in HorseRacing TV(R), a 24-hour horse racing
television network, and TrackNet Media Group LLC, a content
management company formed for distribution of the full breadth of
MEC's horse racing content.
Following its failure to meet obligations to lenders led by PNC
Bank, National Association, and Wells Fargo Bank, National
Association, and controlling shareholder MI Developments Inc.'s
decision not to provide further financial backing, Magna
Entertainment Corp. and 24 affiliates filed for Chapter 11 on
March 5, 2009 (Bankr. D. Del. Lead Case No. 09-10720).
Marcia L. Goldstein, Esq., and Brian S. Rosen, Esq., at Weil,
Gotshal & Manges LLP, have been engaged as bankruptcy counsel.
Mark D. Collins, Esq., L. Katherine Good, Esq., and Maris J.
Finnegan, Esq., at Richards, Layton & Finger, P.A., are the
Debtors' local counsel. Miller Buckfire & Co. LLC is the Debtors'
investment banker and financial advisor. Kurtzman Carson
Consultants LLC is the claims and noticing agent for the Debtors.
Magna Entertainment Corp. had total assets of $1.054 billion and
total liabilities of $947.3 million based on unaudited
consolidated financial statements as of December 31, 2008.
MI Developments Inc.'s Plan of Reorganization in respect of Magna
Entertainment Corp. and certain of its subsidiaries, jointly
proposed by MEC, MID and the Official Committee of Unsecured
Creditors of MEC became effective on April 30, 2010. MID agreed
to pay unsecured creditors US$89 million in cash plus US$1.5
million as a reimbursement.
MAGNA ENTERTAINMENT: MID to Continue Support for Calif. Racing
--------------------------------------------------------------
MI Developments Inc., on April 30, 2010, went effective with a
Plan of Reorganization previously confirmed by the U.S. Bankruptcy
Court in respect of the assets of Magna Entertainment Corp.
Pursuant to the Plan, MID acquired Santa Anita Park, Golden Gate
Fields, Gulfstream Park, The Maryland Jockey Club (Pimlico and
Laurel Park), Portland Meadows, XpressBet and AmTote.
MID understands that recent actions taken in respect of the Plan,
including actions taken by Santa Anita Park concerning its lease
with Oak Tree Racing Association, have been misperceived by the
California horse racing industry, including the California Horse
Racing Board, the Thoroughbred Owners of California, Breeders'
Cup, trainers and breeders in California, other racetracks in
California, the California Fairs, and Oak Tree. We believe that
our intentions have been misunderstood.
In order to clarify those misunderstandings and misperceptions,
MID underscores that it is committed to achieving a viable and
sustainable horse racing industry in California and throughout the
United States by working collaboratively with all other
participants in the industry, including regulators, horsemen,
breeders, trainers and other stakeholders.
MID's Vice Chairman and Chief Executive Officer, Dennis Mills,
will immediately commence discussions with all participants in the
California horse racing industry, including the California Horse
Racing Board, the Thoroughbred Owners of California, California
breeders and trainers, other racetracks in California, the
California Racing Fairs, Breeders' Cup, California legislators,
Oak Tree and other stakeholders to come up with both short-term
and long-term solutions that will create a prosperous and
successful California horse racing industry that will benefit all.
MID regrets any misunderstanding within the horse racing industry.
MID, as direct owner of the racing assets recently acquired from
Magna Entertainment Corp., and MID's Chairman, Frank Stronach,
have been long-time supporters of the horse racing industry. MID
looks forward to continuing to work with the horse racing industry
and its valued stakeholders in creating and sustaining jointly
beneficial solutions to the many issues currently facing the
industry.
About MID
MID -- http://www.midevelopments.com/-- is a real estate
operating company focusing primarily on the ownership, leasing,
management, acquisition and development of a predominantly
industrial rental portfolio for Magna and its subsidiaries in
North America and Europe. MID also acquires land that it intends
to develop for mixed-use and residential projects. MID holds a
controlling interest in MEC, North America's number one owner and
operator of horse racetracks, based on revenue, and one of the
world's leading suppliers, via simulcasting, of live horse racing
content to the growing inter-track, off-track and account wagering
markets.
As reported by the Troubled Company Reporter on March 11, 2009,
Moody's Investors Service placed the senior debentures of MI
Developments Inc. (Ba1) on review for possible downgrade. Moody's
rating action reflects the persistent financial issues causing
Magna Entertainment Corp. to file for Chapter 11 bankruptcy
protection on March 5, 2009 and the accelerated pressures in the
automotive sector. MID has a 54% equity stake and controls 96% of
the votes of MEC. MID's cash flows are derived from long-term
triple-net leases, substantially all of them to MID's former
parent, Magna International, Inc. (unrated), from which MID was
spun off in 2003.
About Magna Entertainment
Based in Aurora, Ontario, Magna Entertainment Corp. is North
America's largest owner and operator of horse racetracks based on
revenue. The Company develops, owns and operates horse racetracks
and related pari-mutuel wagering operations, including off-track
betting facilities. MEC also develops, owns and operates casinos
in conjunction with its racetracks where permitted by law.
MEC owns and operates AmTote International, Inc., a provider of
totalisator services to the pari-mutuel industry, XpressBet(R), a
national Internet and telephone account wagering system, as well
as MagnaBet(TM) internationally. Pursuant to joint ventures, MEC
has a 50% interest in HorseRacing TV(R), a 24-hour horse racing
television network, and TrackNet Media Group LLC, a content
management company formed for distribution of the full breadth of
MEC's horse racing content.
Following its failure to meet obligations to lenders led by PNC
Bank, National Association, and Wells Fargo Bank, National
Association, and controlling shareholder MI Developments Inc.'s
decision not to provide further financial backing, Magna
Entertainment Corp. and 24 affiliates filed for Chapter 11 on
March 5, 2009 (Bankr. D. Del. Lead Case No. 09-10720).
Marcia L. Goldstein, Esq., and Brian S. Rosen, Esq., at Weil,
Gotshal & Manges LLP, have been engaged as bankruptcy counsel.
Mark D. Collins, Esq., L. Katherine Good, Esq., and Maris J.
Finnegan, Esq., at Richards, Layton & Finger, P.A., are the
Debtors' local counsel. Miller Buckfire & Co. LLC is the Debtors'
investment banker and financial advisor. Kurtzman Carson
Consultants LLC is the claims and noticing agent for the Debtors.
Magna Entertainment Corp. had total assets of $1.054 billion and
total liabilities of $947.3 million based on unaudited
consolidated financial statements as of December 31, 2008.
MI Developments Inc.'s Plan of Reorganization in respect of Magna
Entertainment Corp. and certain of its subsidiaries, jointly
proposed by MEC, MID and the Official Committee of Unsecured
Creditors of MEC became effective on April 30, 2010. MID agreed
to pay unsecured creditors US$89 million in cash plus US$1.5
million as a reimbursement.
MAJESTIC STAR: Seeks to Pay $1.5-Mil. in Incentives to Executives
-----------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that Majestic Star
Casino LLC wants to pay up to $1.5 million in bonuses to its
executives to motivate them to continue confronting the many
"increasingly difficult challenges" that have arisen in the
Debtor's case.
About Majestic Star
The Majestic Star Casino, LLC -- aka Majestic Star Casino, aka
Majestic Star -- is based in Las Vegas, Nevada. It is a wholly
owned subsidiary of Majestic Holdco, LLC, which is a wholly owned
subsidiary of Barden Development, Inc. The Company was formed on
December 8, 1993, as an Indiana limited liability company to
provide gaming and related entertainment to the public. The
Company commenced gaming operations in the City of Gary at
Buffington Harbor, located in Lake County, Indiana on June 7,
1996. The Company is a multi-jurisdictional gaming company with
operations in three states -- Indiana, Mississippi and Colorado.
The Company filed for Chapter 11 bankruptcy protection on
November 23, 2009 (Bankr. D. Del. Case No. 09-14136).
The Company's affiliates -- The Majestic Star Casino II, Inc., The
Majestic Star Casino Capital Corp., Majestic Star Casino Capital
Corp. II, Barden Mississippi Gaming, LLC, Barden Colorado Gaming,
LLC, Majestic Holdco, LLC, and Majestic Star Holdco, Inc. -- also
filed separate Chapter 11 petitions.
Kirkland & Ellis LLP is the Debtors' bankruptcy counsel. James E.
O'Neill, Esq., Laura Davis Jones, Esq., and Timothy P. Cairns,
Esq., at Pachulski Stang Ziehl & Jones LLP are the Debtors'
Delaware counsel. Xroads Solutions Group, LLC, is the Debtors'
financial advisor, while EPIQ Bankruptcy Solutions LLC are the
Debtors' claims and notice agent.
The Majestic Star Casino, LLC's balance sheet at June 30, 2009,
showed total assets of $406.42 million and total liabilities of
$749.55 million. When it filed for bankruptcy, the Company listed
up to $500 million in assets and up to $1 billion in debts.
MARLBORO WATER: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Marlboro Water and Sewer, LLC
5840 Banneker Road Suite 110
Columbia, MD 21044
Bankruptcy Case No.: 10-13878
Chapter 11 Petition Date: May 11, 2010
Court: United States Bankruptcy Court
Eastern District of Virginia (Alexandria)
Judge: Stephen S. Mitchell
Debtor's Counsel: Bradford F. Englander, Esq.
Whiteford Taylor & Preston, LLP
Suite 300
3190 Fairview Park Drive
Falls Church, VA 22042
Tel: (703) 280-9081
Fax: (703) 280-3370
E-mail: benglander@wtplaw.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
The Debtor did not file a list of its largest unsecured creditors
together with its petition.
The petition was signed by Michael A. Carnock, managing member.
Debtor-affiliate that filed separate Chapter 11 petition:
Petition
Debtor Case No. Date
------ -------- ----
Stafford-C.T., LLC 10-13870 05/11/10
MATTHEW TRIDER: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Matthew J. Trider
dba Wizard of Wax
55 Lake Street
Billerica, MA 01821
Bankruptcy Case No.: 10-42388
Chapter 11 Petition Date: May 12, 2010
Court: United States Bankruptcy Court
District of Massachusetts (Worcester)
Judge: Melvin S. Hoffman
Debtor's Counsel: John F. Davis, Esq.
900 Cummings Center
Suite 207T
Beverly, MA 01915
Tel: (978) 232-9640
Fax: (978) 232-9644
E-mail: john@jfdesq.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
The Debtor did not file a list of its largest unsecured creditors
together with its petition.
The petition was signed by Matthew J. Trider.
Debtor-affiliate that filed separate Chapter 11 petition:
Petition
Debtor Case No. Date
------ -------- ----
Kathryn A. Trider 08-43020 09/22/08
MCHENRY COUNTY: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: McHenry County Nursery, Inc.
aka Beeson's McHenry County Nursery
Beeson's Nursery
8501 White Oaks Road
Harvard, IL 60033
Bankruptcy Case No.: 10-72454
Chapter 11 Petition Date: May 12, 2010
Court: U.S. Bankruptcy Court
Northern District of Illinois (Rockford)
Judge: Manuel Barbosa
Debtor's Counsel: Bradley T. Koch, Esq.
Holmstrom & Kennedy P.C.
P.O. Box 589
Rockford, IL 61105
Tel: (815) 962-7071
Fax: (815) 962-7181
E-mail: bkoch@holmstromlaw.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
The Company did not file a list of creditors together with its
petition.
The petition was signed by Charles J. Beeson, president.
MEDICHEM LIFE: Book Value of deCODE Stake Has Gone Down
-------------------------------------------------------
DGI Resolution, Inc. (f/k/a deCODE genetics, Inc.) disclosed in a
monthly operating report filed with the U.S. Bankruptcy Court for
the District of Delaware that the book value of its equity
investment in MediChem Life Sciences, Inc., has fallen to
$2,114,316. The court filing said the book value of the MediChem
investment was $3,696,897 as of deCODE's bankruptcy filing date.
On March 30, 2010, MediChem Life Sciences filed a voluntary
petition under Chapter 7 of the Bankruptcy Code in the Delaware
Bankruptcy Court.
In 2002, deCODE genetics and MediChem signed a definitive
agreement for deCODE to acquire Medichem for a deal valued at
roughly $83.6 million.
About deCODE Genetics
deCODE Genetics Inc. is a global leader in analyzing and
understanding the human genome. deCODE has identified key
variations in the sequence of the genome conferring increased risk
of major public health challenges from cardiovascular disease to
cancer, and employs its gene discovery engine to develop DNA-based
tests to assess individual risk of common diseases; to license its
tests and intellectual property to partners; and to provide
comprehensive, leading- edge contract services to companies and
research institutions around the globe. The Company was founded
in 1996 and is headquartered in Reykjavik, Iceland.
The Company filed for Chapter 11 on November 16, 2009 (Bankr. D.
Del. Case No. 09-14063). The petition listed assets of
$69.9 million against debt of $314 million. Liabilities include
$230 million on 3.5% senior convertible notes.
METRO-GOLDWYN-MAYER: Creditors Closing in on Strategic Partner
--------------------------------------------------------------
The Wall Street Journal's Mike Spector and Lauren A.E. Schuker
report that Metro-Goldwyn-Mayer Inc.'s creditors are nearing a
choice on a possible strategic partner. Several people familiar
with the matter, according to the Journal, said the creditors'
current plans would replace at least some of MGM's top executives.
The sources added that no final decisions have been made.
According to the Journal, the sources also said the creditors, led
by J.P. Morgan Chase & Co. and hedge-funds Anchorage Advisors and
Highland Capital Management, have had discussions with a handful
of Hollywood executives about running MGM in exchange for an
equity stake in MGM.
The sources told the Journal, those having discussions with MGM's
creditors include Summit Entertainment, Spyglass Entertainment and
former Yahoo Inc. executive Terry Semel. The creditors have also
spoken with former News Corp. executive Peter Chernin, although
people close to the mogul say he isn't interested in running MGM,
the Journal relates.
The Journal notes private-equity firm Cerberus Capital Management
owns Spyglass, which co-financed "Star Trek" and "G.I. Joe."
Summit, the studio behind the "Twilight" vampire franchise, is
backed by private-equity firms in addition to other investors.
The Journal recalls MGM has told creditors it needs $1 billion in
fresh capital for new films, but the lenders haven't signed on to
that proposal and are still mulling how much new money, if any,
the studio needs and how to raise it. A strategic partner
wouldn't necessarily provide new money, people familiar with the
matter said, the Journal notes.
Brooks Barnes at The New York Times' Media Decoder reports that
Metro-Goldwyn-Mayer said on Thursday that its lenders agreed to
let it skip interest and principal payments until July 14, 2010.
According to the report, MGM said, "The lenders took this action
in support of the company's ongoing efforts to evaluate long-term
strategic alternatives to maximize value for its stakeholders."
MGM tried to sell itself in March but received low bids.
According to The Wall Street Journal, early in March MGM was
readying a backup plan should bids for its assets come in too low.
Sources told the Journal MGM creditors are increasingly willing to
assume control over the studio. The sources said that under that
scenario, MGM would likely pursue a "standalone" plan in which
lenders would convert their debt to equity.
MGM has hired investment bank Moelis & Company and the law firm
Skadden, Arps, Slate, Meagher & Flom. In August, it hired the
restructuring expert Stephen F. Cooper to help lead the company.
About Metro-Goldwyn-Mayer
Metro-Goldwyn-Mayer, Inc., is an independent, privately held
motion picture, television, home video, and theatrical production
and Distribution Company. The Company owns the world's largest
library of modern films, comprising approximately 4,000 titles,
and over 10,400 episodes of television programming. An investor
consortium, comprised of Providence Equity Partners, TPG Capital,
Sony Corporation of America, Comcast Corporation, DLJ Merchant
Banking Partners and Quadrangle Group, owns MGM.
METRO-GOLDWYN-MAYER: Lenders Move Payment Deadline Until July 14
----------------------------------------------------------------
Brooks Barnes at The New York Times' Media Decoder reports that
Metro-Goldwyn-Mayer Inc. said on Thursday that its lenders agreed
to let it skip interest and principal payments until July 14,
2010. According to the report, MGM said, "The lenders took this
action in support of the company's ongoing efforts to evaluate
long-term strategic alternatives to maximize value for its
stakeholders."
MGM tried to sell itself in March but received low bids.
According to The Wall Street Journal, early in March MGM was
readying a backup plan should bids for its assets come in too low.
Sources told the Journal MGM creditors are increasingly willing to
assume control over the studio. The sources said that under that
scenario, MGM would likely pursue a "standalone" plan in which
lenders would convert their debt to equity.
MGM has hired investment bank Moelis & Company and the law firm
Skadden, Arps, Slate, Meagher & Flom. In August, it hired the
restructuring expert Stephen F. Cooper to help lead the company.
About Metro-Goldwyn-Mayer
Metro-Goldwyn-Mayer, Inc., is an independent, privately held
motion picture, television, home video, and theatrical production
and Distribution Company. The Company owns the world's largest
library of modern films, comprising approximately 4,000 titles,
and over 10,400 episodes of television programming. An investor
consortium, comprised of Providence Equity Partners, TPG Capital,
Sony Corporation of America, Comcast Corporation, DLJ Merchant
Banking Partners and Quadrangle Group, owns MGM.
MGM MIRAGE: Liens on City Center Could Adversely Impact Covenants
-----------------------------------------------------------------
The Wall Street Journal's Alexandra Berzon reports that a person
close to MGM Mirage said Monday that liens on City Center -- the
$8.5 billion mixed-use Las Vegas casino project jointly owned by
MGM Mirage and Dubai World -- could negatively impact the
project's loan covenants, which kick in 18 months from now. MGM
Mirage hasn't disclosed the details of the covenants.
The Journal relates Perini Building Co. in March filed $490
million in liens on the project. The report says that was
followed by a civil suit that month alleging City Center breached
its contract. Perini was the general contractor on City Center,
which opened in December 2009 and is managed by MGM Mirage.
Earlier this month, Perini began a public-relations offensive,
enlisting contractors that say they are missing payments from the
casino giant.
On Friday, the Journal relates, MGM Mirage filed a counterclaim,
alleging that Perini owes City Center hundreds of millions of
dollars because of construction defects. MGM Mirage also said it
is starting to pay many subcontractors but will still seek money
from Perini.
According to the report, MGM Mirage said in the lawsuit that
Perini had a responsibility to avoid allowing subcontractors to
place liens on the project, which "are causing and will continue
to cause irreparable injury to the Project and the Site,"
including "impairing loan covenants for the Project and City
Center's ability to raise and access capital," and harming its
ability to close condo sales.
The Journal notes that in a conference call nearly two weeks ago,
City Center President Bobby Baldwin reassured investors that the
liens won't slow the closings on the project's 1,200 condo units
that are under sales contracts.
About MGM MIRAGE
Headquartered in Las Vegas, Nevada, MGM MIRAGE (NYSE: MGM) --
http://www.mgmmirage.com/-- owns and operates 16 properties
located in Nevada, Mississippi and Michigan, and has 50%
investments in four other properties in Nevada, New Jersey,
Illinois and Macau. CityCenter, an urban metropolis on the Las
Vegas Strip scheduled to open in late 2009, is a joint venture
between MGM MIRAGE and Infinity World Development Corp, a
subsidiary of Dubai World. MGM MIRAGE Hospitality has entered
into management agreements for future casino and non-casino
resorts throughout the world.
The Company reported $22.51 billion in total assets, $2.38 billion
in total current liabilities, $3.03 billion in deferred income
taxes, $12.97 billion in long term debt, and $256.83 million other
long term obligation, resulting to a $3.87 billion stockholders'
equity as of Dec. 31, 2009. At September 30, 2009, MGM MIRAGE had
stockholders' equity of $4.29 billion.
* * *
As reported by the Troubled Company Reporter on March 22, 2010,
Moody's Investors Service affirmed MGM MIRAGE's ratings, including
its Caa1 Corporate Family Rating and raised the company's
Speculative Grade Liquidity rating to SGL-3 from SGL-4. The
rating outlook remains stable.
As reported by the TCR on March 11, 2010, Standard & Poor's
Ratings Services affirmed all of its existing ratings on MGM
MIRAGE, including the 'CCC+' corporate credit rating. The rating
outlook is developing. "The 'CCC+ corporate credit rating
reflects MGM MIRAGE's significant debt burden, S&P's expectation
for continued declines in cash flow generation in 2010, and the
company's tight liquidity position," said Standard & Poor's credit
analyst Ben Bubeck.
MISSION REAL: Gets OK to Use Cash Collateral of Wells Fargo
-----------------------------------------------------------
The Hon. Barry Russell of the U.S. Bankruptcy Court for the
Central District of California, in a final order, approved Mission
Real Associates, LLC's limited access to the cash collateral to
operate its business and pay its operating expenses.
As reported in the Troubled Company Reporter on April 14, 2010,
Wells Fargo Bank, N.A., as trustee for the registered holders of
J.P. Morgan Chase Commercial Mortgage Securities Corp., Commercial
Mortgage Pass-Through Certificates, Series 2006-LDP7 (the Lender),
is the holder of a promissory note in the original principal
amount of $60,030,000, dated March 30, 2006 (the Note). The
borrowers under Note are Wilbun 7, LLC, Mission Real, Wilshire
Bundy Holdings LLC, Civic Palm LLC and BUnwil Capital LLC.
As adequate protection for any diminution in value of the lenders'
collateral, the Debtors will grant the lender with replacement
liens and a superpriority claim. The Debtor will also provide the
lender with monthly payments.
Mission Real Associates, LLC, owns an interest in a property at
Wilshire Bundy Plaza, 12121 Wilshire Boulevard, Los Angeles,
California.
About Mission Real
Los Angeles, California-based Mission Real Associates, LLC, filed
for Chapter 11 bankruptcy protection on March 31, 2010 (Bankr.
Case No. C.D. Calif. 10-22370). Richard K. Diamond, Esq., at
Danning, Gill, Diamond & Kolitz, LLP, assists the Company in its
restructuring effort. The Company estimated its assets and debts
at $10,000,001 to $50 million.
These affiliates filed separate Chapter 11 petitions:
-- Bundy Dimes, LLC (Case No. 10-22149) on March 31, 2010,
estimating assets and debts at $10 million to $50 million;
-- Bunwil Capital, LLC (Case No. 10-22153) on March 31, 2010,
estimating assets and debts of $10 million to $50 million;
-- Dimes, LLC (Case No. 09-25517) on September 19, 2009;
-- Ezri Namvar (Case No. 08-32349) on December 28, 2008; and
-- Namco Capital Group (Case No. 08-32333) on December 28,
2008.
MISSION REAL: Taps Danning-Gill as General Bankruptcy Counsel
-------------------------------------------------------------
Mission Real Associates, LLC, asks the U.S. Bankruptcy Court for
the Central District of California for permission to employ
Danning, Gill, Diamond & Kollitz, LLP as general bankruptcy
counsel.
Danning-Gill will:
-- assist the Debtor in the preparation of its schedules and
statement of financial affairs;
-- assist the Debtor in legal aspects of compliance with the
rules of the Office of the U.S. Trustee; and
-- assist the Debtor in defense of the motions of relief from
stay, where appropriate.
Richard K. Diamond, Esq., a principal of a professional
corporation which is a partner of Danning-Gill, tells the Court
that no retainer was paid by the Debtor, nor was the firm provided
funds to pay for the Chapter 11 filing fee.
The hourly rates of Danning-Gill's personnel are:
David A. Gill $625
Mr. Diamond $595
Howard Kollitz $595
John J. Bingham, Jr. $595
Eric P. Israel $540
Kathy Bazoian Phelps $540
John N. Tedford, IV $450
George E. Schulman $595
Robert A. Hessling $540
Walter K. Oetzell $540
Uzzi O. Raanan $465
Steven J. Schwartz $410
Enid M. Colzon $410
Matthew F. Kennedy $385
Aaron E. de Leest $340
Michael G. D' Alba $255
Gilbert G. Mikalian $240
Zev Shechtman $210
Michael C. Abel, senior staff attorney $385
James J. Joseph, of counsel $595
Julia W. Brand, of counsel $510
Paralegals/Legal Assistants/Law Clerks
--------------------------------------
Yves-Pierre Derac, senior paralegal $230
Diana Kealer $195
Valerie G. Radocay $195
Cheryl Blair $195
Aracelli Panta $195
Jessica Ramos $195
Mr. Diamond assures the Court that Danning-Gill is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
Mr. Diamond can be reached at:
Richard K. Diamond
E-mail: rdiamond@dgdk.com
Walter K. Oetzell
E-mail: woetzell@dgdk.com
Steven J. Schwartz
E-mail: sschwartz@dgdk.com
Danning, Gill, Diamond & Kollitz, LLP
2029 Century Park East, Third Floor
Los Angeles, California 90067-2904
Tel: (310) 277-0077
Fax: (310) 277-5735
Los Angeles, California-based Mission Real Associates, LLC, filed
for Chapter 11 bankruptcy protection on March 31, 2010 (Bankr.
Case No. C.D. Calif. 10-22370). The Company estimated its assets
and debts at $10,000,001 to $50 million.
These affiliates filed separate Chapter 11 petitions:
-- Bundy Dimes, LLC (Case No. 10-22149) on March 31, 2010,
estimating assets and debts at $10 million to $50 million;
-- Bunwil Capital, LLC (Case No. 10-22153) on March 31, 2010,
estimating assets and debts of $10 million to $50 million;
-- Dimes, LLC (Case No. 09-25517) on September 19, 2009;
-- Ezri Namvar (Case No. 08-32349) on December 28, 2008; and
-- Namco Capital Group (Case No. 08-32333) on December 28,
2008.
MOLECULAR INSIGHT: Waiver from Bondholders Extended Until June 22
-----------------------------------------------------------------
Molecular Insight Pharmaceuticals, Inc. disclosed that the Company
has received a second extension of its waiver agreement with its
Bond holders, allowing debt restructuring discussions to progress.
In March and April 2010, Molecular Insight executed a waiver
agreement and a first amendment thereto, respectively, with
holders of the Company's outstanding Senior Secured Bonds and the
Bond Indenture trustee and announced ongoing discussions with the
holders of its Bonds concerning a restructuring of its outstanding
debt. Under the terms of the second amendment to the waiver
agreement executed on May 17, 2010, the Bond holders and Bond
Indenture trustee agreed to extend the waiver of a default arising
from the inclusion of a going concern explanatory paragraph in the
independent auditor's report on the Company's financial statements
for the year ended December 31, 2009 and other technical defaults
under the Bond Indenture. The term of the waiver is now extended
until 12:01 AM Eastern Standard Time on June 22, 2010.
The waiver continues to be subject to a number of terms and
conditions relating to the provision of certain information to the
Bond holders, among other conditions and matters. I n the event
that the waiver expires or terminates prior to the successful
conclusion of the Company's negotiations with its Bond holders
regarding the restructuring of its outstanding debt, the Company
will be in default of its obligations under the Indenture and the
Bond holders may choose to accelerate the debt obligations under
the Indenture and demand immediate repayment in full and seek to
foreclose on the collateral supporting such obligations. If the
Company's debt obligations are accelerated or are not restructured
on acceptable terms, it is likely the Company will be unable to
repay such obligations and may seek protection under the U.S.
Bankruptcy Code or similar relief.
About Molecular Insight
About Molecular Insight Pharmaceuticals, Inc. Molecular Insight
Pharmaceuticals is a clinical-stage biopharmaceutical company and
pioneer in molecular medicine. The Company is focused on the
discovery and development of targeted therapeutic and imaging
radiopharmaceuticals for use in oncology. Molecular Insight has
five clinical-stage candidates in development.
MYLO INC: Files for Chapter 11 Bankruptcy to Avert Foreclosure
--------------------------------------------------------------
Keith Roysdon at The Star Press reports that Mylo Inc. filed for
Chapter 11 bankruptcy protection before a sheriff's sale of one of
his foreclosed buildings. The Company listed $3 million in assets
and $5.7 million in debts.
According to the report, Zions First National Bank foreclosed on a
$1.7 million debt on the property located at 1609-1625 W.
University Avenue. Cambridge Capital Management Corp. also seeks
$1.3 million on the same property.
Bank of the West seeks $1.6 million in debt on a property in the
800 block of Broad Ripple Avenue in Indianapolis.
Mylo Inc. owns property at Ball State University Village.
MYLO INC.: Case Summary & 14 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Mylo, Inc.
1610 W. University Avenue
Muncie, IN 47303
Bankruptcy Case No.: 10-06982
Chapter 11 Petition Date: May 11, 2010
Court: U.S. Bankruptcy Court
Southern District of Indiana (Indianapolis)
Judge: Anthony J. Metz III
Debtor's Counsel: Edward B. Hopper II, Esq.
Bingham, Farrer & Wilson
342 Massachusetts Avenue, Suite 300
Indianapolis, IN 46204
Tel: (317) 261-4740, Ext: 321
Fax: (317) 261-4740
E-mail: ehopper@bfwlawyers.com
Estimated Assets: $0 to $50,000
Estimated Debts: $1,000,001 to $10,000,000
A copy of the Company's list of 14 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/insb10-06982.pdf
The petition was signed by Myles B. Ogea, president.
NAVIGANT CONSULTING: Acquires Daylight Forensic & Advisory
----------------------------------------------------------
Navigant Consulting, Inc., has acquired Daylight Forensic &
Advisory LLC, an international regulatory consulting and
investigative firm specializing in financial investigations, AML
consulting, regulatory compliance, forensic technology services,
and fraud risk management. Combining Daylight Forensic &
Advisory's industry expertise with Navigant's Disputes and
Investigations practice creates a significantly enhanced global
investigative service offering, and reinforces Navigant's strong
New York presence.
"This combination is clearly a case of the whole being greater
than the sum of its parts," said William M. Goodyear, Chairman and
Chief Executive Officer of Navigant. "Daylight's market leading
expertise in corporate investigations and compliance around AML,
FCPA and fraud risk management, combined with Navigant's deep
forensic accounting capabilities, creates a comprehensive offering
in the global investigations and compliance space. This
combination comes at a critical time for our clients who are
facing increasing regulatory pressure and risks associated with
global business transactions."
Daylight Forensic & Advisory -- http://www.daylightforensic.com/
-- is headquartered in New York City and the majority of their 65
consulting professionals are based there. Daylight Forensic &
Advisory was founded in 2006 by Ellen Zimiles, Chief Executive
Officer, and Joseph Spinelli, Chief Operating Officer. Zimiles has
more than 25 years of litigation and investigation experience,
including 10 years as a federal prosecutor in the Southern
District of New York. She is a leading authority on AML programs,
corporate governance, regulatory compliance, fraud control and
public corruption matters.
Spinelli is a leading authority on white-collar crime with more
than 30 years of forensic experience, including eight years as New
York State's first Inspector General, leading fraud, abuse, waste
and corruption investigations for all New York State agencies and
authorities. He also served as Assistant Director of Criminal
Justice for the State of New York, with responsibilities for the
investigation of criminal complaints and fraud allegations
throughout state government. In February 2010, Spinelli was
appointed by Governor Paterson of New York to the New York State
Commission on Public Integrity.
"Pairing Daylight's strong business investigations expertise with
Navigant's global reach and established forensic accounting
practice enables our combined organization to provide both
enhanced services to clients and broader opportunities to
employees," commented Zimiles. "Navigant's client-centric focus is
shared by all of us at Daylight, where our top experts have always
worked side by side with clients."
Daylight Forensic & Advisory's professionals possess a wide range
of law enforcement, legal, accounting and regulatory expertise as
well as years of consulting and investigating experience. Daylight
Forensic & Advisory's experience includes advanced work in AML
compliance, fraud investigations, forensic technology, regulatory
compliance, forensic accounting, investigative due diligence, and
litigation advisory with industry expertise in financial
institutions, insurance, law firms, government agencies,
healthcare providers, manufacturers, and pharmaceutical companies,
among others. Daylight Forensic & Advisory's professionals have
international experience in Latin America, Europe, Australia and
Asia.
Navigant's Disputes and Investigations practice is comprised of
more than 600 dedicated professionals who work with companies and
their legal counsel to provide litigation consulting,
investigative assistance and expert testimony in complex disputes,
forensic accounting and regulatory matters. The combination of
deep technical skills with hands-on experience is the hallmark of
the Navigant approach.
Under the terms of the acquisition agreement, Navigant paid $30
million in cash at the closing, with an additional $10 million
cash payment payable on the one year anniversary of the
transaction. The majority owner of Daylight Forensic & Advisory is
the growth equity firm FTV Capital. The acquisition is expected to
be modestly accretive from an earnings per share standpoint in
fiscal year 2010.
About Navigant Consulting
Navigant Consulting, Inc. (NYSE:NCI) --
http://www.navigantconsulting.com/-- is a specialized independent
consulting firm providing dispute, financial, regulatory and
operational advisory services to government agencies, legal
counsel and large companies facing the challenges of uncertainty,
risk, distress and significant change. The Company focuses on
industries undergoing substantial regulatory or structural change
including healthcare, energy and financial and insurance services,
and on the issues driving these transformations.
NEFF CORP: Has Interim Approval for $35 Million Loan
----------------------------------------------------
Bill Rochelle at Bloomberg News reports that Neff Corp. received
interim authorization to borrow $35 million from a $175 million
loan promised for its prepackaged reorganization.
The Company has filed a plan that would reduce debt by more than
$400 million while giving most of the new equity to first-lien
lenders owed $90 million on a term loan.
About Neff Corp.
Privately held Neff Corp., doing business as Neff Rental, provides
construction companies, golf course developers, industrial plants,
the oil industry, and governments with reliable and quality
equipment that is delivered on time where it is needed. With more
than 1,000 employees operating from branches coast to coast, Neff
Rental is ranked by Rental Equipment Register (RER) magazine as
one of the nation's 10 largest equipment rental companies.
Neff Corp. and its units, including Neff Rental Inc. filed for
Chapter 11 on May 17, 2010 (Bankr. S.D.N.Y. Case No. 10-12610).
Based in Miami, Neff has assets of $299 million and debt of
$609 million, according to the disclosure statement explaining
the plan. Funded debt totals $580 million. Revenue in 2009 was
$192 million.
NEFF CORP: Moody's Cuts Corporate Rating to 'Ca' on Ch. 11 Filing
-----------------------------------------------------------------
Moody's Investors Service downgraded the probability of default
ratings of Neff Corp. to D from Caa3. The downgrade follows
Neff's entering Chapter 11 protection under the U.S. Bankruptcy
Code on May 16, 2010.
Other Ratings:
- Corporate family rating to Ca from Caa3
- $290 million second lien term loan due 2014 to C LGD 5, 71%
from Ca, LGD 5, 74%
- $35 million 10% senior unsecured notes due 2015 to C LGD 6, 95%
from Ca, LGD 6, 95%
- The speculative grade liquidity rating SGL-4.
The C LGD 5 on the Neff's second lien term loan reflects weak
expected recovery, while the C LGD 6 on the unsecured notes
reflects minimal expected recovery.
Subsequent to this rating action, Moody's will withdraw all of its
ratings on Neff Corp. because the issuer has entered bankruptcy.
Please refer to Moody's Withdrawal Policy on moodys.com.
Moody's last rating action on Neff Corp. took place July 1, 2009,
when the probability of default and corporate family ratings were
downgraded to Caa3 from Caa1.
Neff Corp. is a multi-regional equipment provider with 63 branches
in 14 states predominately throughout the mid-Atlantic, southern
and western regions of the United States. Revenues for 2009
totaled approximately $192 million.
NETWORK DEVELOPMENT: Case Summary & 7 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Network Development, LLC
1580 Sparkman Drive Street 203
Huntsville, Al 35816
Bankruptcy Case No.: 10-81967
Chapter 11 Petition Date: May 12, 2010
Court: U.S. Bankruptcy Court
Northern District of Alabama (Decatur)
Judge: Jack Caddell
Debtor's Counsel: Kevin D. Heard, Esq.
Heard Ary, LLC
307 Clinton Avenue W. Street 310
Huntsville, AL 35801
Tel: (256) 535-0817
Fax: (256) 535-0818
E-mail: kheard@heardlaw.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $500,001 to $1,000,000
According to the schedules, the Company says that assets total
$1,700,050 while debts total $842,800.
A copy of the Company's list of 7 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/alnb10-81967.pdf
The petition was signed by Michel Forehand, managing member.
NEWLEAD HOLDINGS: Registers 39.16MM Shares for Resale
-----------------------------------------------------
Newlead Holdings Ltd. filed with the Securities and Exchange
Commission a PRE-EFFECTIVE AMENDMENT NO. 3 TO FORM F-3/A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, to
register 39,166,666 shares of common stock that may be offered for
resale by selling shareholders that are comprised of: (i)
29,166,666 common shares currently outstanding; and (ii) and
10,000,000 common shares underlying outstanding Warrants to
purchase 10,000,000 common shares, having an exercise price of
$2.00 per common share. The Company said it also seeks to delay
the effective date of the registration statement. The proposed
maximum aggregate offering price would be $40,416,667.
Covenant Waivers
In a regulatory filing in March 2010, NewLead said that under the
terms of its facility agreement, certain financial covenants
(excluding working capital and minimum liquidity) have been waived
by its lenders until at least April 2012 with respect to some
covenants and until October 2012 with respect to others. NewLead
indicated that if it is unable to succeed in implementing its
business plan, it could be in default under the facility agreement
when those covenants come into effect. Such event could have a
material adverse effect on NewLead's operations and its ability to
raise new capital.
On October 13, 2009, NewLead entered into a new US$221.4 million
facility agreement with its existing syndicate of lenders to
refinance its existing revolving credit facility. The Facility
Agreement requires NewLead to meet certain financial covenants
that become effective in April 2012 with respect to certain
financial covenants and in October 2012 with respect to others.
NewLead intends to be in compliance with all financial covenants
by those deadlines.
NewLead reported a net loss of US$125.764 million for its
predecessor company for the period from January 1, 2009, to
October 13, 2009, and a net loss of US$37.872 million for its
successor company for the period from October 14, 2009, to
December 31, 2009.
At December 31, 2009, NewLead had US$399.285 million in total
assets against US$326.809 million in total liabilities, resulting
in US$72.476 million in stockholders' equity.
About NewLead Holdings
Headquartered in Piraeus, Greece, NewLead Holdings Ltd. (Nasdaq:
NEWL) -- http://www.newleadholdings.com/-- was incorporated on
January 12, 2005, under the name of "Aires Maritime Holdings
Limited. The Company is an international shipping company that
owns and operates product tanker and dry bulk vessels. The
Company's products tanker fleet consists of five MR tankers and
four Panamax tankers, all of which are double-hulled. The Company
also owns three dry bulk vessels secured on period charters.
The Company is an indirect subsidiary of Aries Energy Corporation.
Aries Energy, an affiliate through its wholly-owned subsidiary
Rocket Marine Inc., currently owns approximately 23% of the
Company's outstanding common shares.
On October 13, 2009, the Company announced an approximately
US$400.0 million recapitalization which resulted in Grandunion
Inc. acquiring control of the Company. Pursuant to the Stock
Purchase Agreement entered into on September 16, 2009, a company
controlled by Michail S. Zolotas and Nicholas G. Fistes, acquired
18,977,778 newly issued common shares of the Company in exchange
for three drybulk carriers.
NEWLEAD HOLDINGS: Delays Offering of $500,000,000 in Securities
---------------------------------------------------------------
Newlead Holdings Ltd. filed with the Securities and Exchange
Commission a PRE-EFFECTIVE AMENDMENT NO. 3 TO FORM F-3/A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 in
connection with a plan to issue $500,000,000 in securities, which
may include common shares, preference shares, warrants and debt
securities. The Company said it seeks to delay the effective date
of the registration statement.
Covenant Waivers
In a regulatory filing in March 2010, NewLead said that under the
terms of its facility agreement, certain financial covenants
(excluding working capital and minimum liquidity) have been waived
by its lenders until at least April 2012 with respect to some
covenants and until October 2012 with respect to others. NewLead
indicated that if it is unable to succeed in implementing its
business plan, it could be in default under the facility agreement
when those covenants come into effect. Such event could have a
material adverse effect on NewLead's operations and its ability to
raise new capital.
On October 13, 2009, NewLead entered into a new US$221.4 million
facility agreement with its existing syndicate of lenders to
refinance its existing revolving credit facility. The Facility
Agreement requires NewLead to meet certain financial covenants
that become effective in April 2012 with respect to certain
financial covenants and in October 2012 with respect to others.
NewLead intends to be in compliance with all financial covenants
by those deadlines.
NewLead reported a net loss of US$125.764 million for its
predecessor company for the period from January 1, 2009, to
October 13, 2009, and a net loss of US$37.872 million for its
successor company for the period from October 14, 2009, to
December 31, 2009.
At December 31, 2009, NewLead had US$399.285 million in total
assets against US$326.809 million in total liabilities, resulting
in US$72.476 million in stockholders' equity.
About NewLead Holdings
Headquartered in Piraeus, Greece, NewLead Holdings Ltd. (Nasdaq:
NEWL) -- http://www.newleadholdings.com/-- was incorporated on
January 12, 2005, under the name of "Aires Maritime Holdings
Limited. The Company is an international shipping company that
owns and operates product tanker and dry bulk vessels. The
Company's products tanker fleet consists of five MR tankers and
four Panamax tankers, all of which are double-hulled. The Company
also owns three dry bulk vessels secured on period charters.
The Company is an indirect subsidiary of Aries Energy Corporation.
Aries Energy, an affiliate through its wholly-owned subsidiary
Rocket Marine Inc., currently owns approximately 23% of the
Company's outstanding common shares.
On October 13, 2009, the Company announced an approximately
US$400.0 million recapitalization which resulted in Grandunion
Inc. acquiring control of the Company. Pursuant to the Stock
Purchase Agreement entered into on September 16, 2009, a company
controlled by Michail S. Zolotas and Nicholas G. Fistes, acquired
18,977,778 newly issued common shares of the Company in exchange
for three drybulk carriers.
NUTRACEA: Reaches Settlement of Securities Class Action Suit
------------------------------------------------------------
NutraCea has reached a complete settlement of the securities class
action lawsuit initially filed on February 29, 2009. The
settlement of the consolidated class action suit is subject to
preliminary and final approval of the United States District Court
for the District of Arizona and the United States Bankruptcy Court
for the District of Arizona.
Under the terms of the settlement agreement NutraCea's insurance
company will create a settlement fund in the amount of $1,500,000
to pay claims submitted by class members. The settlement fund
will also contain 50% of any funds remaining in the insurance
policy after payment of all valid claims (including legal fees),
as long as there is $150,000 or more of funds remaining in the
policy. The plaintiffs were seeking damages against NutraCea and
certain former officers and directors for alleged federal and
Arizona state securities law violations. The settlement provides
full and complete settlement for all claims against NutraCea and
the other defendants under the class action suit.
W. John Short, Chairman and CEO, commented, "We are pleased to
have reached this agreement, which we believe to be in the best
interest of our shareholders. The resolution of the suit will
allow management to focus more completely on successfully exiting
chapter 11, growing our company and restoring value for our
shareholders."
Anyone who purchased NutraCea shares between April 2, 2007 and
February 23, 2009 may be entitled to a share of the settlement.
About NutraCea
NutraCea is a world leader in production and utilization of
stabilized rice bran. NutraCea holds many patents for stabilized
rice bran (SRB) production technology and proprietary products
derived from SRB. NutraCea's proprietary technology enables the
creation of food and nutrition products to be unlocked from rice
bran, normally a waste by-product of standard rice processing.
Phoenix, Arizona-based Nutracea, a California corporation, filed
for Chapter 11 bankruptcy protection on November 10, 2009 (Bankr.
D. Ariz. Case No. 09-28817). S. Cary Forrester, Esq., at
Forrester & Worth, PLLC, assists the Company in its restructuring
effort. The Company listed $50,000,001 to $100,000,000 in assets
and $10,000,001 to $50,000,000 in liabilities.
OMAHA STANDING: Case Summary & 6 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Omaha Standing Bear Pointe, LLC
c/o Mary Antanelis
4435 South 184th Plz
Omaha, NE 68135
Bankruptcy Case No.: 10-81413
Chapter 11 Petition Date: May 12, 2010
Court: United States Bankruptcy Court
District of Nebraska (Omaha Office)
Debtor's Counsel: David Grant Hicks, Esq.
Pollak & Hicks PC
6910 Pacific St.
#216
Omaha, NE 68106
Tel: (402) 345-1717
E-mail: dhickslaw@aol.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 6 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/neb10-81413.pdf
The petition was signed by Mary Antanelis, managing member.
OPUS EAST: BofA Wants Lift Stay to Foreclose Apple Property
-----------------------------------------------------------
Bank of America, N.A., is the mortgagee of Apple Valley II LLC,
one of the Opus East Debtors, and holds a first priority,
enforceable, valid and unavoidable secured claim against the
Debtor and perfected lien on Debtor's property pursuant to
certain loan documents composed of:
-- a loan agreement;
-- a promissory note with an aggregate original principal sum
of $1,275,000, assumed by the Debtor;
-- a credit line deed of trust, security agreement, assignment
of leases and rents and fixture filing;
-- an assignment of rents and leases;
-- an environmental indemnity agreement, executed by the
debtor and Opus East LLC in favor of BofA; and
-- a guaranty of payment, executed by Opus East as guarantor
in favor of BofA.
The amount due under the Loan Documents is secured by a lien on
all of the Debtor's real and personal property and is further
secured by an unconditional guarantee of payment and performance
by Opus East.
Stuart M. Brown, Esq., at Edwards Angell Palmer & Dodge LLP, in
Wilmington, Delaware -- sbrown@eapdlaw.com -- contends that BofA
has properly perfected its interest in the Debtor's Property by
filing financing statements, recording the necessary Loan
Documents, and taking other necessary actions.
However, upon information and belief, although Jeoffrey L.
Burtch, the Chapter 7 trustee for the Opus East Debtors' estates,
has explored disposition opportunities for the Collateral, no
viable opportunities have been presented that would provide any
net benefit to the Debtor's bankruptcy estate or its creditors,
Mr. Brown tells the Court.
BofA believes that the Chapter 7 Trustee is contemplating the
abandonment of the Debtor's Property pursuant to Section 554 of
the Bankruptcy Code, which would permit BofA to pursue its rights
and remedies under the Loan Documents including, but not limited
to foreclosure proceedings or the appointment of a receiver.
BofA, however, avers that the value of the Debtor's Property may
erode the longer it remains in the Debtor's bankruptcy estate.
BofA thus seeks an immediate modification of the automatic stay
rather than wait to discover the Chapter 7 Trustee's intentions.
By this motion, BofA asks the Court to modify or vacate the
automatic stay so that it may:
(i) exercise its rights and remedies under the Loan Documents
and applicable non-bankruptcy law by, among other things,
enforcing its security interest and lien against the
Debtor's Property, and foreclosing on the Property; and
(ii) at BofA's discretion, seek the appointment of a receiver
for the Debtor's Property in the interim.
About Opus East
Rockville-based Opus East LLC has developed more than 13.3 million
square feet of space since starting operations in 1994. It filed
for Chapter 7 liquidation in the U.S. Bankruptcy Court for the
District of Delaware. Opus East LLC listed $100 million to
$500 million in debts, against $50 million to $100 million in
assets in its Chapter 7 petition.
Bankruptcy Creditors' Service, Inc., publishes Opus West
Bankruptcy News. The newsletter tracks the separate Chapter 11
proceedings of Opus West Corp. and Opus South Corp. and Chapter 7
proceedings of Opus East their related debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
OPUS EAST: Trustee Wants BofA Request for Adeq. Protection Denied
-----------------------------------------------------------------
Jeoffrey L. Burtch, the Chapter 7 Trustee of the Opus East
Debtors, urges the Court to deny Bank of America, N.A.'s request
for adequate protection with respect to a real property at 1919-
1943 Market Street in the Center City section of Philadelphia,
Pennsylvania.
As previously reported, BofA also asked the Chapter 7 Trustee to
execute a site access agreement allowing BofA to engage Enercon
Services, Inc., an environmental consultant, to conduct the
second phase of an environmental study in the Market Street
Property.
On behalf of the Chapter 7 Trustee, Dale R. Dube, Esq., at Cooch
and Taylor, in Wilmington, Delaware, contends that the Site
Access Agreement contains many onerous terms that could expose
the Chapter 7 Trustee to liability if he is ordered by the Court
to become a signatory because it would require the Chapter 7
Trustee to install and locate certain structures, equipment, and
excavations for more than 60 days, among others.
Mr. Dube further argues that the Market Street Property is not
owned by any of the Opus East Debtors but is owned by a legally
distinct non-Debtor entity, in which Debtor Opus East LLC holds
only a membership interest.
In this light, the Bankruptcy Court lacks jurisdiction to grant
the relief sought by BofA because the Market Street Property is
not property of any debtor's estate, and is already subject to
the jurisdiction of the state courts of the Commonwealth of
Pennsylvania where BofA's foreclosure proceedings are currently
pending, Mr. Dube explains.
About Opus East
Rockville-based Opus East LLC has developed more than 13.3 million
square feet of space since starting operations in 1994. It filed
for Chapter 7 liquidation in the U.S. Bankruptcy Court for the
District of Delaware. Opus East LLC listed $100 million to
$500 million in debts, against $50 million to $100 million in
assets in its Chapter 7 petition.
Bankruptcy Creditors' Service, Inc., publishes Opus West
Bankruptcy News. The newsletter tracks the separate Chapter 11
proceedings of Opus West Corp. and Opus South Corp. and Chapter 7
proceedings of Opus East their related debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
OPUS WEST: Files Post-Confirmation Report for March 31 Quarter
--------------------------------------------------------------
Opus West Corporation, Opus West Construction Corporation, and
Opus West LP submitted to the Court separate post-confirmation
operating reports for the quarter ended March 31, 2010.
The Chapter 11 Plan of the Opus West Debtors was confirmed on
January 28, 2010, and was subsequently declared effective on
March 12, 2010.
The Post-Confirmation Operating Reports reflect cash receipts and
cash disbursements of the Opus West Entities for the reporting
period.
Opus West Corporation
Cash Receipts & Disbursements
For the quarter ended March 31, 2010
Cash - beginning of period $5,156,958
Cash Receipts:
Cash receipts from business operations -
Cash receipts from loan proceeds -
Cash receipts from contributed capital -
Cash receipts from tax refunds -
Cash receipts from other sources $296,060
----------
Total cash receipts $296,060
Cash Disbursements:
Payments made under the plan:
Administrative -
Secured creditors -
Priority Creditors -
Unsecured creditors -
Additional plan payments -
Other payments made this quarter:
General business $804,211
Other disbursements -
----------
Total disbursements $804,211
Cash Balance End of Quarter $4,648,807
==========
Opus West LP
Cash Receipts & Disbursements
For the quarter ended March 31, 2010
Cash - beginning of period $301,780
Cash Receipts:
Cash receipts from business operations -
Cash receipts from loan proceeds -
Cash receipts from contributed capital -
Cash receipts from tax refunds -
Cash receipts from other sources $94,954
----------
Total cash receipts $94,954
Cash Disbursements:
Payments made under the plan:
Administrative -
Secured creditors -
Priority Creditors -
Unsecured creditors -
Additional plan payments -
Other payments made this quarter:
General business $756
Other disbursements -
----------
Total disbursements $756
Cash Balance End of Quarter $395,978
==========
Opus West Construction Corporation
Cash Receipts & Disbursements
For the quarter ended March 31, 2010
Cash - beginning of period $1,869,719
Cash Receipts:
Cash receipts from business operations -
Cash receipts from loan proceeds -
Cash receipts from contributed capital -
Cash receipts from tax refunds -
Cash receipts from other sources $24,096
----------
Total cash receipts $24,096
Cash Disbursements:
Payments made under the plan:
Administrative -
Secured creditors -
Priority Creditors -
Unsecured creditors -
Additional plan payments -
Other payments made this quarter:
General business $19,641
Other disbursements -
----------
Total disbursements this quarter $19,641
Cash Balance End of Quarter $1,874,174
==========
About Opus West Corporation
Based in Phoenix, Arizona, Opus West Corporation is a full-service
real estate development firm that focuses on acquiring,
constructing, operating, managing, leasing and/or disposing of
real estate development projects primarily located in the western
United States.
Opus West and its affiliates filed for Chapter 11 on July 6, 2009
(Bankr. N.D. Tex. Case No. 09-34356). Clifton R. Jessup, Jr., at
Greenberg Traurig, LLP, represents the Debtors in their
restructuring efforts. Franklin Skierski Lovall Hayward, LLP, is
co-counsel to the Debtors. Pronske & Patel, P.C., is conflicts
counsel. Chatham Financial Corp. is financial advisor. BMC Group
is the Company's claims and notice agent. As of May 31, Opus West
-- together with its non-debtor affiliates -- had $1,275,334,000
in assets against $1,462,328,000 in debts. In its bankruptcy
petition, Opus West said it had assets and debts both ranging from
$100 million to $500 million.
Opus West joins affiliates that previously filed for bankruptcy.
Opus East LLC, a real estate operator from Rockville, Maryland,
commenced a Chapter 7 liquidation on July 1 in Delaware. Opus
South Corp., a Florida condominium developer based in Atlanta,
filed a Chapter 11 petition April 22 in Delaware.
Bankruptcy Creditors' Service, Inc., publishes Opus West
Bankruptcy News. The newsletter tracks the separate Chapter 11
proceedings of Opus West Corp. and Opus South Corp. and their
related debtor-affiliates. (http://bankrupt.com/newsstand/
or 215/945-7000).
ORLEANS HOMEBUILDERS: Continuing to Consider Alternatives to Sale
-----------------------------------------------------------------
Bill Rochelle at Bloomberg News reports that Orleans Homebuilders
Inc. is asking the Bankruptcy Court to extend until September 27
its exclusive period to propose a Chapter 11 plan. A hearing on
the request is scheduled for June 2. Orleans says it is
continuing to "consider strategic alternatives."
Orleans Homebuilders filed for Chapter 11 intending to sell the
assets for $170 million to NVR Inc. unless it received a higher
offer at auction. Orleans, however, requested for adjournment,
until May 21, of the hearing on the auction and bidding
procedures, in order to "afford the Company more time to consider
other options for the Company, including on-going discussions with
the Company's senior secured lender group, the official committee
of unsecured creditors and other constituencies regarding a stand-
alone plan of reorganization, as opposed to a prompt sale under
section 363 of the Bankruptcy Code." Orleans said that a stand-
alone plan of reorganization may represent a better outcome for
the Company and its constituencies.
About Orleans Homebuilders
Orleans Homebuilders, Inc. -- aka FPA Corporation, OHB, Parker &
Lancaster, Masterpiece Homes, Realen Homes and Orleans --
develops, builds and markets high-quality single-family homes,
townhouses and condominiums. From its headquarters in suburban
Philadelphia, the Company serves a broad customer base including
first-time, move-up, luxury, empty-nester and active adult
homebuyers. The Company currently operates in these 11 distinct
markets: Southeastern Pennsylvania; Central and Southern New
Jersey; Orange County, New York; Charlotte, Raleigh and
Greensboro, North Carolina; Richmond and Tidewater, Virginia;
Chicago, Illinois; and Orlando, Florida. The Company's Charlotte,
North Carolina operations also include adjacent counties in South
Carolina. Orleans Homebuilders employs approximately 300 people.
The Company filed for Chapter 11 bankruptcy protection on March 1,
2010 (Bankr. D. Delaware Case No. 10-10684). Cahill Gordon &
Reindell LLP is the Debtor's bankruptcy and restructuring counsel.
Curtis S. Miller, Esq., and Robert J. Dehney, Esq., at Morris,
Nichols, Arsht & Tunnell, are the Debtor's Delaware and
restructuring counsel. Blank Rome LLP is the Debtor's special
corporate counsel. Garden City Group Inc. is the Debtor's claims
and notice agent. The Company estimated assets and debts at
$100,000,001 to $500,000,000.
PALM INC: Says 16 Companies Were Contacted for Possible Deal
------------------------------------------------------------
Palm Inc. disclosed in a regulatory filing that prior to selecting
Hewlett-Packard Company as merger partner, from February 25 to
April 1, 2010, its management, Goldman Sachs and Qatalyst Partners
were in contact with a total of 16 companies including HP. Of
these, six companies, including HP, entered into nondisclosure
agreements and participated in meetings with Palm and its advisors
to review non-public information concerning Palm regarding a
strategic transaction. The non-public information included base
case projections and operating data prepared by the management of
Palm.
Back in February, Palm's Board had created a committee to
facilitate oversight of the strategic alternatives review process,
with Chairman and CEO Jonathan J. Rubinstein, Lead Independent
Director Robert C. Hagerty, Fred D. Anderson and D. Scott Mercer
as members of the committee. The other members of the Board were
invited to participate in committee meetings and did participate
from time to time. The Board also authorized the committee to
select advisors for the Company. Palm retained Davis Polk &
Wardwell LLP as outside legal counsel. Palm also retained Goldman
Sachs and Qatalyst Partners as financial advisors. The Board
hired two financial advisors based on its judgment that they had
complementary strengths and resources and would offer different
perspectives to the Board in its consideration of strategic
alternatives.
According to Palm, in addition to HP, two companies -- Company A
and Company B -- presented acquisition proposals. A fourth
company -- referred to as Company C -- had initially been in
discussions with Palm regarding an intellectual property
transaction and later made a proposal to acquire Palm. A fifth
company -- referred to as Company D -- contacted Palm on March 18
to discuss an intellectual property transaction but did not make a
proposal to acquire Palm. Company D did not enter into a
nondisclosure agreement and did not review non-public information
about Palm. Discussions with Company D continued intermittently
until April 15.
Palm disclosed that Company A verbally described the terms of a
proposed transaction, then sent a letter on April 16 confirming
the proposal, to acquire Palm for $600 million in cash, with the
value being increased by the amount of Palm's cash but reduced by
the amount of debt and certain other liabilities.
On April 15, Company B delivered a letter proposing a transaction
in which Company B would acquire Palm in a stock-for-stock
transaction. The letter did not specify the value of the proposed
consideration. Company B also indicated that although a
definitive agreement could be executed within a customary period,
its proposed transaction would take at least several months longer
to close than is customary.
With respect to Company A, the committee concluded after
discussion with the advisors that, especially in light of the
proposal that had been received from HP and the committee's
assessment that the Company A proposal would result in minimal or
zero value to Palm's common stockholders, the Company A proposal
was not competitive. On April 16 Palm's financial advisors
communicated this message to Company A. Company A did not
subsequently revise its proposal.
With respect to Company B, the committee concluded that time was
of the essence and that a transaction that would take at least
several months longer to close than is customary would involve
unacceptable risks and would thus not be a practicable alternative
to consider. In addition, the committee expressed concern about
the highly uncertain value of the consideration that might be
received by Palm's stockholders in such transaction. The committee
directed the advisors to communicate to Company B that in order to
be competitive it would need to propose a transaction that could
be valued currently and that could be completed within a customary
timeframe. On April 18 Palm's advisors communicated this message
to Company B. Company B did not subsequently revise its proposal.
On several occasions in April, according to Palm, Company C
discussed with the management of Palm and its advisors the
possibility of a transaction in which Company C would acquire
patent rights from Palm. No specific proposal was made. Palm
indicated to Company C that it was not inclined to pursue an
intellectual property transaction. Company C did not enter into a
nondisclosure agreement until later in the process, when it
indicated interest in a transaction to acquire Palm as a whole.
On April 18 Company C delivered a letter proposing to acquire Palm
for $6.00-$7.00 per common share in cash, with a view to signing a
transaction within 14 days. Also on April 18 Palm, Company C and
their advisors met to organize a due diligence and negotiation
process. On that same date the Board met to review the current
status of the process, including the Company C proposal.
On April 24 and 25 Palm's CEO and senior management of Company C
discussed the process, including the open terms of the merger
agreement. On April 25 Palm's CEO communicated to Company C's
senior management that another potential buyer had offered a
higher value and more favorable terms in the merger agreement than
Company C had offered. At that meeting, Company C reaffirmed its
previous bid and declined to revise its positions on the open
merger agreement issues. Company C did, however, propose an
alternative transaction under which it would acquire certain
patents and take a nonexclusive license to Palm webOS in exchange
for a one-time cash payment of $800 million.
Later on April 25 the Board met to discuss the proposals from HP
and Company C and to review with management, Goldman Sachs,
Qatalyst Partners and Davis Polk the status of the negotiations.
The Board also discussed Company C's alternative proposal of an
intellectual property transaction. The Board determined that,
consistent with its prior discussions, the intellectual property
transaction was substantially less desirable to Palm's
stockholders than an outright sale, and directed management and
advisors to concentrate their efforts on the HP proposal.
Palm's Board has unanimously approved a merger agreement providing
for Palm to be acquired by HP. Palm has filed with the Securities
and Exchange Commission a preliminary merger proxy statement
related to its plan to conduct a special shareholders' meeting to
consider approval of its proposed merger with HP. Palm has yet to
set a specific date for the meeting. The meeting is to be held at
9:00 a.m., local time, at the offices of Palm, Inc. at 950 W.
Maude Avenue, in Sunnyvale, California.
A full-text copy of the proxy is available at no charge at
http://ResearchArchives.com/t/s?6282
Pursuant to the merger:
-- the holders of Palm common stock will receive $5.70 in
cash, without interest and less applicable withholding tax, for
each share of Palm common stock that they own immediately prior to
the effective time of the merger, unless they exercise and perfect
their appraisal rights under the Delaware General Corporation Law;
-- the holders of Palm's Series B Preferred Stock will
receive $1,010.00 in cash, without interest and less applicable
withholding tax, for each share of Series B Preferred Stock that
they own immediately prior to the effective time of the merger,
unless they exercise and perfect their appraisal rights under the
DGCL. The per share consideration for the Series B Preferred
Stock represents 101% of the $1,000.00 regular liquidation
preference of each share of Series B Preferred Stock, as provided
pursuant to the terms of Palm's Series B Certificate of
Designation, as amended; and
-- the holders of Series C Preferred Stock will receive
$1,753.85 in cash, without interest and less applicable
withholding tax, for each share of Series C Preferred Stock that
they own immediately prior to the effective time of the merger,
unless they exercise and perfect their appraisal rights under the
DGCL. The per share consideration for the Series C Preferred
Stock represents the common-stock-equivalent consideration for
each share of Series C Preferred Stock.
Goldman Sachs has delivered a written opinion to Palm's Board
that, as of April 28, 2010 and based on and subject to the factors
and assumptions set forth therein, the $5.70 per share in cash to
be paid to the holders (other than HP and its affiliates) of
shares of Palm common stock pursuant to the merger agreement was
fair from a financial point of view to such holders.
The Troubled Company Reporter, citing Serena Saitto and Ari Levy
at Bloomberg News, has said people familiar with the situation
indicated that Taiwan's HTC Corp. and China's Lenovo Group Ltd.
have looked at Palm and may make offers. According to Bloomberg,
the sources declined to be identified because a sale hasn't been
announced. Bloomberg said two of the people familiar with the
matter have indicated that Dell Inc. looked at Palm, though it
decided against an offer.
A full-text copy of the Agreement and Plan of Merger dated as of
April 28, 2010, among Palm, Inc., Hewlett-Packard Company and
District Acquisition Corporation, is available at no charge at:
http://ResearchArchives.com/t/s?60ec
About Palm Inc.
Sunnyvale, California-based Palm, Inc. (NASDAQ: PALM) creates
intuitive and powerful mobile experiences that enable consumers
and businesses to connect to their information in more useful and
usable ways. Palm products are sold through select Internet,
retail, reseller and wireless operator channels, and at the Palm
online store at http://www.palm.com/store
At February 28, 2010, Palm had total assets of $1,007,237,000
against total current liabilities of $601,133,000; long-term debt
of $387,000,000; non-current deferred revenues of $19,001,000;
non-current tax liabilities of $6,286,000; Series B redeemable
convertible preferred stock of $272,961,000; and Series C
redeemable convertible preferred stock of $18,782,000; resulting
in stockholders' deficit of $297,926,000. At May 31, 2009,
stockholders' deficit was $406,568,000.
* * *
As reported by the Troubled Company Reporter on March 5, 2010,
Standard & Poor's Ratings Services affirmed its 'CCC+' corporate
credit rating and other ratings on Palm Inc. and revised the
ratings outlook to negative from positive. "The action reflects
the company's announcement that revenues in the February 2010
quarter and fiscal year ending May 2010 will be well below earlier
expectations," said Standard & Poor's credit analyst Bruce Hyman.
PARADY CHIPPING: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Parady Chipping & Grinding, LLC
2979 Bennoch Road
Alton, ME 04468
Bankruptcy Case No.: 10-10734
Chapter 11 Petition Date: May 11, 2010
Court: United States Bankruptcy Court
District of Maine (Bangor)
Debtor's Counsel: G. Bradley Snow, Esq.
Tanous and Snow
P.O. Box 246
East Millinocket, ME 04430
Tel: (207) 746-9221
E-mail: tanosnow@midmaine.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $500,001 to $1,000,000
The Debtor did not file a list of its largest unsecured creditors
together with its petition.
The petition was signed by Roger D. Parady, managing member.
PEAK PROPERTIES: Case Summary & 6 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Peak Properties, LLC
3003 Leeward Avenue
Los Angeles, CA 90005
Bankruptcy Case No.: 10-28771
Chapter 11 Petition Date: May 11, 2010
Court: U.S. Bankruptcy Court
Central District of California (Los Angeles)
Judge: Sheri Bluebond
Debtor's Counsel: David B. Golubchik, Esq.
Levene Neale Bender Rankin & Brill LLP
10250 Constellation Boulevard, Suite 1700
Los Angeles, CA 90067
Tel: (310) 229-1234
E-mail: dbg@lnbrb.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
A copy of the Company's list of 6 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/cacb10-28771.pdf
The petition was signed by Moussa Kashani, managing member.
Debtor-affiliates filing separate Chapter 11 petition:
Entity Case No. Petition Date
------ -------- -------------
Las Vegas Apartments, LLC 09-32896 08/26/09
Russell Avenue Apartments, LLC 09-40619 11/03/09
San Marino Properties, LLC 09-40614 11/03/09
PHILADELPHIA NEWSPAPERS: May Solicit Creditor Votes on New Plan
---------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that Philadelphia
Newspapers LLC has been cleared to poll creditors on a new
bankruptcy plan. Dow Jones says the bankruptcy judge has
indicated he would sign off on changes to the Debtors' bankruptcy
plan, paving the way for the Debtors to seek final approval of the
reorganization proposal at an upcoming confirmation hearing.
As reported by the Troubled Company Reporter on April 29, 2010,
Philadelphia Newspapers was sold to its senior lenders for
$139 million. According to a report by the Philadelphia Inquirer,
the deal includes:
$39.2 million in debt; and
$69 million in cash equity, plus
$30 million, as the estimated value for the purposes of the
bankruptcy auction, of the Company's real estate
According to the Inquirer, Lawrence G. McMichael, Esq., the lead
attorney for Philadelphia Newspapers, said the senior lenders
expect to close the purchase by late June, and there will be
$10 million of liquidity to operate the business. Mr. McMichael,
the report adds, said that the new owners would have to get a loan
to continue operating the business. Mr. also said he expected the
sale to move smoothly to confirmation, with the Company coming out
of bankruptcy by the end of June.
A confirmation hearing on the Debtors' plan and sale is set for
May 25, 2010.
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.
PIONEER VILLAGE: Files for Chapter 11 Protection
------------------------------------------------
According to Statesment.Journal.com, Pioneer Village filed for
Chapter 11 bankruptcy protection because its primary lender
PremierWest bank would no longer extend financing. Pioneer
Village owns a retirement community in Jacksonville.
PMP II: Can Hire PronskePatel as Bankruptcy Counsel
---------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas
authorized PMP II, LLC, to employ Pronske & Patel, P.C. as
counsel.
PronskePatel is expected to represent the Debtor in the Chapter 11
proceedings.
To the best of the Debtor's knowledge, PronskePatel is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached at:
Gerrit M. Pronske
E-mail: gpronske@pronskepatel.com
Rakhee V. Patel
E-mail: rpatel@pronskepatel.com
Melanie P. Goolsby
E-mail: mgoolsby@pronskepatel.com
Pronske & Patel, P.C.
2200 Ross Avenue, Suite 5350
Dallas, TX 75201
Tel: (214) 658-6500
Fax: (214) 658-6509
Chicago, Illinois-based PMP II, LLC, dba Paradise Memorial Park,
filed for Chapter 11 bankruptcy protection on January 7, 2010
(Bankr. N.D. Texas Case No. 10-30252). The Company listed
$10,000,001 to $50,000,000 in assets and $10,000,001 to
$50,000,000 in liabilities.
PMP II: Wants Until August 5 to Propose Plan of Reorganization
--------------------------------------------------------------
PMP II, LLC, asks the U.S. Bankruptcy Court for the Northern
District of Texas to extend its exclusive periods to file and
solicit acceptances for the proposed Plan of Reorganization until
August 5, 2010, and October 4, 2010, respectively.
The Debtor needs additional time to draft a plan that includes
timely-filed claims against its estate.
Chicago, Illinois-based PMP II, LLC, dba Paradise Memorial Park,
filed for Chapter 11 bankruptcy protection on January 7, 2010
(Bankr. N.D. Texas Case No. 10-30252). Gerrit M. Pronske, Esq.,
at Pronske & Patel, P.C., assists the Company in its restructuring
effort. The Company listed $10,000,001 to $50,000,000 in assets
and $10,000,001 to $50,000,000 in liabilities.
POINT BLANK: Proposes Bonus Program for 20 Executives
-----------------------------------------------------
Bill Rochelle at Bloomberg News reports that Point Blank Solutions
Inc. is seeking approval from the Bankruptcy Court to implement a
bonus program where 20 executives could share $381,000 if the
assets are sold or a Chapter 11 plan is confirmed by March 31,
2011. The hearing for approval of the bonuses is scheduled for
June 10.
Point Blank Solutions, Inc. --
http://www.pointblanksolutionsinc.com/-- designs and produces
body armor systems for the U.S. Military, Government and law
enforcement agencies, as well as select international markets.
The Company is recognized as the largest producer of soft body
armor in the U.S. The Company maintains facilities in Pompano
Beach, FL and Jacksboro, TN.
Point Blank Solutions filed for Chapter 11 on April 14, 2010
(Bankr. D. Del. Case No. 10-11255).
PRICHARD HOUSING: Moody's Affirms Ba3 on Housing Revenue Bonds
--------------------------------------------------------------
Moody's Investors Service affirmed the Ba3 rating on $615,000 of
outstanding Prichard Housing Corporation, First Mortgage Housing
Revenue Bonds (Ridge Manor - Section 8 Assisted Elderly Project)
Series 1998. Given the current Debt Service Coverage Ratio of
0.86x and short time to maturity, the outlook remains stable.
Located in Prichard, Alabama, Ridge Manor is a 120-unit housing
project designated for low-income elderly and handicapped
residents. Tenant rents are subsidized by the US Section 8 code,
which facilitates affordable housing for the aforementioned
demographic. The property is owned by Prichard Housing Authority.
Strengths
- The debt service reserve fund exceeds the minimum
requirement.
- The property is in good physical condition according to the
Real Estate Assessment Center scores from 2009 (92a and 90c
for Ridge Manor I and II, respectively).
- Annual rental increases are a possible since the current rents
are below Fair Market Rents of the local area. However, any
increase is limited by the annual adjustment factor approved by
HUD.
- There is a relatively short time to until the bonds mature on
September 1, 2011. This date is also coterminous with the HAP
contract.
Weaknesses
- DSCR levels are still representative of other Ba3-rated Section
8 housing projects, and have been in this range for the past
three fiscal years: 0.57x (FY2007), 0.91x (FY2008), and 0.86x
(FY2009). Moody's projects the DSCR for FY2010 to be
approximately 0.76x.
- Both historical and forecasted rental revenues are stagnant.
- As of April 10, 2010, the occupancy rate declined to 90%
(albeit 50 names are on the waiting list).
Recent Developments
In the previous analysis of Ridge Manor, Moody's modified the
financial figures by capping rental revenues at 92% physical
occupancy levels to reflect the property's rapidly weakening
financial conditions and other deteriorating factors. Due to
recent improvement in financial performance, this analysis uses
rental revenues as they are reported in the financial audits
presented to Moody's by the property owner. As a result, there
may be inconsistencies between the financial information published
in the last report and the numbers shown here.
Outlook
The outlook remains stable due to sufficient fund balances and the
relatively short time until the bond maturity.
Key Statistics (as of April 10, 2010)
- FY2009 Debt Service Coverage Ratio: 0.86x
- FY2010 Projected Debt Service Coverage Ratio: 0.76x
- Occupancy Level: 90%
- Bond Maturity: September 1, 2011
- HAP Maturity: September 1, 2011
- Debt Service Reserve Fund Balance: $339,162
The last rating action with respect to Prichard Housing
Corporation was on November 23, 2009 when a rating of Ba3 was
assigned to the First Mortgage Housing Revenue Bonds (Ridge Manor
- Section 8 Assisted Elderly Project) Series 1998.
PRIME HEALTHCARE: Moody's Says B2 CFR and PDR Remain Unchanged
--------------------------------------------------------------
Moody's Investors Service commented that the changes to Prime
Healthcare Services, Inc.'s (Prime Healthcare) credit facility did
not affect the ratings previously assigned. Prime Healthcare's B2
Corporate Family and Probability of Default Rating remain
unchanged and the rating outlook remains stable.
Following the closing of the company's credit facility, Moody's
believes the company will maintain adequate liquidity, even
without the originally proposed revolving credit facility, through
available cash flow, balance sheet cash and existing facility
level credit arrangements. Additionally, while the leverage
following the closing of the transaction is slightly lower than
anticipated, it was not sufficiently different to change our
rating. However, Moody's is taking the following rating actions to
reflect the final terms of the company's credit facility.
Ratings assigned:
$160 million senior secure term loan B due 2015, B1 (LGD3, 41%)
Ratings withdrawn:
$40 million senior secured revolving credit facility due 2015, B1
(LGD3, 42%)
Ratings unchanged/LGD assessments revised:
$72 million senior secured term loan due 2014, from B1 (LGD3, 42%)
to B1 (LGD3, 41%)
Corporate Family Rating, B2
Probability of Default Rating, B2
"Moody's last rating action was on March 17, 2010, when we
assigned the B2 Corporate Family and Probability of Default
Ratings and a B1 (LGD3, 42%) rating to Prime's proposed senior
secured credit facility, consisting of a $40 million revolver and
a $250 million term loan."
Prime Healthcare Services, headquartered in Ontario, California,
is an owner and operator of acute care hospitals. The company
currently operates 12 hospitals, which have been acquired at
various time since the company's inception in 2001. The hospitals
are all located in the state of California with a significant
presence in Southern California. The company recognized
approximately $1.5 billion in revenue in the year ended December
31, 2009.
PROPERTY NETWORK: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Property Network Inc.
897 North 2000 West
Farr West, UT 84404
Bankruptcy Case No.: 10-26332
Chapter 11 Petition Date: May 12, 2010
Court: United States Bankruptcy Court
District of Utah (Salt Lake City)
Judge: R. Kimball Mosier
Debtor's Counsel: Amy L. Butters, Esq.
Law Office of Amy L. Butters
1901 First Avenue
Suite 158
San Diego, CA 92101
Tel: (858) 677-9898
Fax: (858) 677-9445
E-mail: amy@butterslaw.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
The Debtor did not file a list of its largest unsecured creditors
together with its petition.
The petition was signed by Michael Landon, president.
PROTECTIVE PRODUCTS: Wants Until June 30 to File Ch. 11 Plan
------------------------------------------------------------
Protective Products of America, Inc., nka PPOA Holding, Inc., asks
the U.S. Bankruptcy Court for the Southern District of Florida to
extend its exclusive periods to file and solicit acceptances for
the proposed plan of reorganization until June 30, 2010, and
August 30, 2010, respectively.
The Debtors filed their request for an extension before the
exclusive periods was set to expire on May 13, 2010.
Sunrise, Florida-based Protective Products of America, Inc.,
formerly known as Ceramic Protection Corporation --
http://www.protectiveproductsofamerica.com/-- engages in the
design, manufacture and marketing of advanced products used to
provide ballistic protection for personnel and vehicles in the
military and law enforcement markets.
The Company filed for Chapter 11 bankruptcy protection on
January 13, 2010 (Bankr. S.D. Fla. Case No. 10-10711). The
Company's affiliates -- PC Holding Corporation of America; Ceramic
Protection Corporation of America; Protective Products
International Corp.; and Protective Products of North Carolina,
LLC -- also filed separate Chapter 11 petitions. The Company
listed $10,000,001 to $50,000,000 in assets and $10,000,001 to
$50,000,000 in liabilities.
PTC ALLIANCE: Judge Directs Appointment of Retiree Committee
------------------------------------------------------------
Bankruptcy Judge Christopher Sontchi entered an order appointing
an Official Committee of Retired Employees in the bankruptcy cases
of PTC Alliance Corp. and its affiliates, netDocketsBlog reports.
The report relates that pursuant to the order, the U.S. Trustee is
directed to appoint the members of the retiree committee within 15
days.
According to the report, the order identifies the United Steel,
Paper and Forestry, Rubber, Manufacturing, Energy, Allied
Industrial and Service Workers International Union, AFL-CIO, CLC
as the authorized representative of retirees receiving benefits
pursuant to collective bargaining agreements between PTC and the
union, unless the union delivers a notice of its election not to
serve as the authorized representative of those retirees.
netDocketsBlog notes that the order comes in response to a motion
filed by PTC on April 29, seeking the appointment of a retiree
committee because PTC is required to negotiate reductions of
retiree benefits to comply with the terms of the agreements to
sell substantially all of its assets to BD PTC Acquisition, Inc.
and ABL PTC Holdings LLC.
The motion, the report says, was opposed by the Official Committee
of Unsecured Creditors appointed in PTC's bankruptcy cases, but
only to the extent that the appointment of a retiree committee
could result in additional professional fees to the bankruptcy
estates. The Creditors' Committee, the report relates, expressed
concern that the appointment of additional professionals could
jeopardize the administrative solvency of PTC's bankruptcy
estates.
About PTC Alliance
Headquartered in Wexford, Pennsylvania, PTC Alliance Corp. makes
welded and cold drawn mechanical steel tubing and tubular shapes,
chrome-plated bar products and precision components. The Company
and its affiliates filed for Chapter 11 protection on October 1,
2009 (Bankr. D. Del. Lead Case No. 09-13395). The Debtors
selected Reed Smith LLP as their counsel. PTC Alliance listed
assets between $50 million and $100 million, and debts between
$100 million and $500 million in its petition.
PTC confirmed a prepackaged Chapter 11 plan in May 2006 that paid
unsecured creditors in full while existing first-lien debt was
converted to second-lien term notes, according to Bloomberg. The
subordinated debt became third-lien notes that paid interest with
more notes. Preferred shareholders received new common equity.
QUALITY CANDY: Court Approves Asset Sale for $2.2 Million
---------------------------------------------------------
Jacqueline Palank at Dow Jones' Daily Bankruptcy Review reports
that the U.S. Bankruptcy Court in Milwaukee, Wisconsin, approved
the sale of Quality Candy and Buddy Squirrel to Quality Squirrel
Acquisition LLC for $2.2 million.
Dow Jones says the buyer is a new company led by lawyer Richard
Koenings, the former chairman and chief executive of Grede
Foundries, which went through its own Chapter 11 proceeding last
year. Mr. Koenings said he plans to learn how to operate the
company during the slow summer season. The Buyer has pledged to
continue operating the candy and snack shops, the report says.
Quality Candy was founded in 1916 by a young Polish immigrant
couple. The business grew quickly, and in the 1960s, it purchased
Buddy Squirrel, known for its snack mixes and gourmet popcorn.
Until the sale, the company remained a family-owned business.
Quality Candy Shoppes/Buddy Squirrel of Wisconsin Inc. filed for
bankruptcy in January 2010 with $3.4 million in debt and $4.4
million in total assets.
R&G FINANCIAL: Files for Chapter 11 Protection
----------------------------------------------
R&G Financial filed for Chapter 11 protection in San Juan, Puerto
Rico (Bankr. D. P.R. Case No. 10-04124). The Company, which
provides banking services, is represented by Brent R. Mcllwain of
Patton Boggs.
R-G Premier Bank of Puerto Rico in Hato Rey, P.R., was closed on
April 30, 2010, by the Office of the Commissioner of Financial
Institutions of the Commonwealth of Puerto Rico, which appointed
the Federal Deposit Insurance Corporation as receiver. To protect
the depositors, the FDIC entered into a purchase and assumption
agreement with Scotiabank de Puerto Rico of San Juan, P.R., to
assume all of the deposits of R-G Premier Bank of Puerto Rico. As
of Dec. 31, 2009, R-G Premier Bank of Puerto Rico had around $5.92
billion in total assets and $4.25 billion in total deposits. The
FDIC estimates that the closing would cost its Deposit Insurance
Fund about $1.23 billion.
On May 3, 2010, Rolando Rodr¡guez Mancebo resigned from his
positions as president and chief executive officer of R&G
Financial; and Melba Acosta tendered her resignation as the
executive vice president, corporate risk manager and interim chief
financial officer.
REAL MEX: Reports $5,499,000 Net Loss for March 28 Quarter
----------------------------------------------------------
Real Mex Restaurants, Inc., reported a $5,499,000 net loss for the
fiscal first quarter ended March 28, 2010, from a net loss of
$8,947,000 for the fiscal first quarter ended March 29, 2009.
Total revenues were $120,419,000 for the 2010 first quarter from
$128,492,000 for the 2009 first quarter.
At March 28, 2010, the Company had total assets of $249,430,000
against total liabilities of $252,600,000, resulting in
stockholders' deficit of $3,170,000. The March 28, 2010 balance
sheet showed strained liquidity: The Company had total current
assets of $35,668,000 against total current liabilities of
$67,425,000.
A full-text copy of the Company's quarterly report on Form 10-Q is
available at no charge at http://ResearchArchives.com/t/s?6273
On April 2, 2010, Real Mex entered into Amendment No. 5 to the
Second Amended and Restated Revolving Credit Agreement, dated as
of January 29, 2007, by and among the Company, the other borrowers
party thereto, the lenders party thereto and General Electric
Capital Corporation, as agent and administrative agent. The
Senior Secured Credit Facility provides for a $15.0 million
revolving credit facility and a $25.0 million letter of credit
facility.
The Amendment to the Senior Secured Credit Facility modified
certain definitions to allow the transfer of shares in the
Company's parent company, RM Restaurant Holding Corp., within
current stockholders of Holdco. No such amendment was required
related to the Company's senior secured notes due 2013 as a result
of such transfer.
Effective April 7, 2010, Evan Geller and Doug Tapley resigned from
the Company's Board of Directors and Clarence E. Terry and Michael
Alger were appointed as directors of the Company. Mr. Terry and
Mr. Alger are employed by Sun Capital Partners, Inc. which is an
affiliate of stockholders of Holdco. Mr. Terry and Mr. Alger have
both served as board members for the Company in the past. There
are no other arrangements or understandings between any of the new
directors and any other person pursuant to which the new directors
were appointed to the Board of Directors of the Company.
Furthermore, none of the new directors are a party to any
transactions that would require disclosure pursuant to Item 404(a)
of Regulation S-K. None of the new directors will be compensated
for serving as a director of the Company; however each will be
reimbursed for reasonable out-of-pocket expenses in connection
with his travel to and attendance at meetings of the Board of
Directors and the committees thereof.
Based in Cypress, California, Real Mex Restaurants, Inc., owns and
operates restaurants, primarily through its major subsidiaries El
Torito Restaurants, Inc., Chevys Restaurants, LLC, and Acapulco
Restaurants, Inc. The Company operated 183 restaurants as of
March 28, 2010, of which 152 were located in California and the
remainder were located in 12 other states, primarily under the
trade names El Torito Restaurant(R), Chevys Fresh Mex(R) and
Acapulco Mexican Restaurant Y Cantina(R). In addition, the
Company franchised or licensed 34 restaurants in 12 states and two
foreign countries as of March 28, 2010. The Company's other major
subsidiary, Real Mex Foods, Inc., provides internal production,
purchasing and distribution services for the restaurant operations
and also provides distribution services and manufactures specialty
products for sale to outside customers.
REFCO INC: Frick & Co. Claim Allowed for $5.1 Million
-----------------------------------------------------
At the behest of the Plan Administrator of Refco Inc. and certain
of its affiliates, including Refco F/X Associates LLC, Judge
Drain allowed Bank Frick & Co. AG's Claim No. 10432 as a Class
5(a) FXA General Unsecured Claim for $5,170,590.
Allowance of the Frick Claim is without prejudice to the rights
of the Plan Administrator to further object to any other claim in
the Refco Inc.'s Chapter 11 cases.
The Refco Inc. Plan Administrator, the Plan Administrator of
Refco Capital Markets, Ltd., the Litigation Trust and the Private
Actions Trust, each as defined in the Refco Plan, will retain all
rights with respect to potential preference and avoidance actions
under Chapter 5 of the Bankruptcy Code against any claimant, the
Court ruled.
Judge Drain clarified that his Order will not constitute a waiver
of, nor will it otherwise impair or diminish, the Administrators'
or the Trusts' rights to pursue Avoidance Actions.
As previously reported, Bank Frick entered into a Restated Share
Sale and Purchase Agreement, dated November 30, 2006, with Refco
Global Finance Ltd. whereby Refco Global agreed to sell 80
registered shares to Bank Frick for $1,350,000. The Shares, with
restricted transferability and each with a nominal value of
CHF10,000, constituted 4% of outstanding share capital of Bank
Frick.
Refco Global further agreed to assign and transfer to Bank Frick
all of the seller's rights, title, and interest in and to the
Shares, free and clear of all liens, claims, and encumbrances as
permitted by Section 363 of the Bankruptcy Code.
About Refco Inc.
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)
REFCO INC: Plan Admin. to Forfeit FXA Unclaimed Distributions
-------------------------------------------------------------
The Plan Administrator of Reorganized Refco Inc. and its
affiliates notified the Court and parties-in-interest that on
June 30, 2010, it will transfer to the bankruptcy estate of Refco
F/X Associates LLC any Cash in the Unclaimed Distribution Reserve
resulting from FXA Distributions, free of any restriction
pursuant to the confirmed Chapter 11 Plan of Refco Inc. and its
affiliates.
Steven Wilamovsky, Esq., at Bingham McCutchen LLP, in New York,
-- steven.wilamowsky@bingham.com -- reminds the Court that
pursuant to Section 6.9(b) of the Confirmed Plan:
(a) No Distributions will be made to Holders of an Allowed
Claim if any Distribution made to that Holder is returned
as undeliverable or is otherwise unclaimed until the
Disbursing Agent is notified in writing of the Holder's
then current address. All Unclaimed Distributions are to
be deposited into the Unclaimed Distribution Reserve.
(b) Any Holder of an Allowed Claim that does not assert a
claim pursuant to the Plan for an Unclaimed Distribution
within one year after the applicable date of Distribution
will be deemed to have forfeited its claim for the
Unclaimed Distribution and will be forever barred and
enjoined from asserting any of that claim for the
Unclaimed Distribution, and any Cash in the Unclaimed
Distribution Reserve on account of the Unclaimed
Distributions will become property of the applicable
estate free of any restrictions.
(c) The Disbursing Agent and Plan Administrator are not
required to attempt to locate any Holder of an Allowed
Claim.
In accordance with the Plan, the Plan Administrator has not made
any Distribution to any Holder of an Allowed FXA General
Unsecured Claim Distribution whose prior FXA Distribution has
been returned as undeliverable or is otherwise unclaimed,
according to Mr. Wilamowsky. The Plan Administrator has
deposited all the Unclaimed Distributions resulting from the FXA
Distributions into the Unclaimed Distribution Reserve.
Mr. Wilamowsky contends that the time for any Nonresponsive FXA
Holders to assert a claim for FXA Unclaimed Funds has expired.
All released FXA Unclaimed Funds will be transferred to the FXA
Estate, will become property of the FXA Estate free of any
restrictions, and will distributed in accordance with the terms
of the Plan.
Upon the transfer of the FXA Unclaimed Funds to the FXA Estate,
all Nonresponsive FXA Holders will be deemed to have forfeited
their claims for the FXA Unclaimed Funds and will be forever
barred and enjoined from asserting any claim for the FXA
Unclaimed Funds against the Debtors, their Estates, the
Reorganized Debtors, the Plan Administrators or their property.
Upon release of the FXA Unclaimed Funds to the FXA Estate, the
Plan Administrators will have no obligation to make any further
Distributions to the Nonresponsive FXA Holders or to maintain any
reserve for any Distribution that would otherwise be made to
those Nonresponsive FXA Holders.
The Plan Administrator assures Judge Drain that it will continue
to maintain appropriate reserves in respect of unresolved claims
against FXA, other than for FXA Unclaimed Funds and subsequent
Distributions that would otherwise be made to Nonresponsive FXA
Holders.
About Refco Inc.
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)
REFCO INC: Proposes to Settle XL's D&O Coverage for $8 Mil.
-----------------------------------------------------------
Prior to the Petition Date, Refco, Inc., purchased a "tower" of
D&O liability insurance with aggregate coverage of $70 million
from six different insurance carriers for the policy period
August 11, 2005 to August 11, 2006. XL Specialty Insurance
Company provided the top tier of coverage in the D&O Tower,
issuing a certain Classic A-Side Management Liability Policy.
The XL Policy reflected a $20 million limit of liability, excess
of $50 million in underlying insurance.
Beginning in October 2005, former Refco officers and directors
consisting of Leo R. Breitman, Nathan Gantcher, David V. Harkins,
Scott L. Jaeckel, Thomas H. Lee, Ronald L. O'Kelley, Scott A.
Schoen, William M. Sexton, Gerald Sherer, Dennis A. Klejna,
Joseph Murphy, Richard N. Outridge, Philip Silverman, John D.
Agoglia and Peter McCarthy were named as defendants in various
civil actions relating to the collapse of the Company. The D&O
defendants were "insured parties" under the D&O Tower Policies.
Accordingly, complaints were submitted to each of Refco's D&O
liability insurers, including XL, for determinations of coverage
under the relevant policies. The Insureds also requested the
advancement of defense costs from the D&O Tower Insurers,
including XL, beginning in March 2009.
However, several of Refco's D&O insurers, including XL, either
denied coverage or refused to pay under the Policies, citing
various exclusions and endorsements that were attached to and
thus became part of the D&O Tower Policies.
By April 2008, XL sought and obtained relief from the injunction
continuation provisions in the Modified Joint Chapter 11 Plan of
Refco Inc. or the automatic stay imposed by Section 362 of the
Bankruptcy Code to pursue a declaratory judgment action in the
U.S. District Court for the Southern District of New York in
order to resolve all coverage issues under the XL Policy.
Subsequently, XL sought a declaratory judgment in the District
Court that the XL Policy does not provide coverage to any of the
Insureds for the Litigation. A Coverage Action, entitled XL
Specialty Insurance Company v. Agoglia, et al., No. 08-Civ. 3821
(JSR), is pending before District Judge Jed S. Rakoff.
XL and the Insureds have also litigated issues relating to
coverage for the Insureds under the XL Policy, including requests
for a preliminary injunction requiring XL to advance defense
costs pursuant to the terms and conditions of the XL Policy.
Following arm's-length negotiations, the Insureds and XL have
reached an agreement to settle the Coverage Action. Among other
things, the Parties agree that:
(1) XL will pay $8.25 million of a total policy limit of
$20 million to the Insureds under the XL Policy in exchange
for full and complete mutual releases with respect to any
and all claims for coverage under the XL Policy;
(2) the Insureds and XL will cause to dismiss the Coverage
Action; and
(3) they will obtain a Court order providing that all parties
on notice of the Settlement Agreement will be permanently
prohibited and enjoined from seeking payment from, under
or on account of the XL Policy.
The Court will convene a hearing on June 16, 2010, to consider
the Joint Motion. Objections, if any, must be filed on or before
June 9.
About Refco Inc.
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)
RICHARD J HINDIN: Has Until May 25 to Propose Chapter 11 Plan
-------------------------------------------------------------
The Hon. Stephen S. Mitchell of the U.S. Bankruptcy Court for the
Eastern District of Virginia extended from March 26, 2010, until
May 25, 2010, Richard J. Hindin's exclusive period file a
Chapter 11 Plan.
The Court also extended from May 26, until July 26, the Debtor's
exclusive period to solicit acceptances for the proposed Plan.
As reported in the Troubled Company Reporter on March 16, 2010,
the Debtor sought for an extension of its exclusive periods to
file and solicit acceptances until June 25, and August 24,
respectively.
McLean, Virginia-based Richard J. Hindin filed for Chapter 11 on
November 27, 2009 (Bankr. E.D. Va. Case No. 09-19741.) Stephen W.
Nichols, Esq. at Cooter, Mangold, Deckelbaum & Karas, LLP
represents the Debtor in his restructuring effort. In his
petition, the Debtor listed assets and debts both ranging from
$10,000,001 to $50,000,000.
ROBERT SAUSA: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Joint Debtors: Robert J. Sausa
Eileen K. Sausa
3878 South Shoreline
Milford, MI 48381
Bankruptcy Case No.: 10-55640
Chapter 11 Petition Date: May 11, 2010
Court: United States Bankruptcy Court
Eastern District of Michigan (Detroit)
Judge: Walter Shapero
Debtor's Counsel: David I. Goldstein, Esq.
2010 Hogback Rd.
Suite 2
Ann Arbor, MI 48105
Tel: (734) 971-0110
E-mail: dstinger2684@sbcglobal.net
Scheduled Assets: $1,011,862
Scheduled Debts: $1,344,107
The Debtor did not file a list of its largest unsecured creditors
together with its petition.
The petition was signed by Robert J. Sausa and Eileen K. Sausa.
RIGGING & WELDING: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Rigging & Welding Specialists, Inc.
5800 Wade Rd.
P.O. Box 306
Baytown, TX 77521-9743
Bankruptcy Case No.: 10-34012
Chapter 11 Petition Date: May 12, 2010
Court: United States Bankruptcy Court
Southern District of Texas (Houston)
Judge: Marvin Isgur
Debtor's Counsel: J. Craig Cowgill, Esq.
8100 Washington
Suite 120
Houston, TX 77007
Tel: (713) 956-0254
Fax: (713) 956-6284
E-mail: jccowgill@cowgillholmes.com
Scheduled Assets: $15,853,284
Scheduled Debts: $17,547,127
The petition was signed by Charles H. Fayle, company's president.
Debtor's List of 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Citi Card $19,122
Manchester Sling Company $16,520
Admiral Transfer & Rigging $16,149
Holt $15,000
O'Rourke Petroleum Inc. $13,522
CitiBusiness Card $12,467
Bishop Lifting Products, Inc. $10,651
Equipment Refurb Services, LLC $10,650
Liebherr Cranes Inc $9,761
Capital One $8,593
ToyotaLift Of Houston $8,489
Chase Card Services $8,404
Smith Services $7,896
A To Z Tire & Battery $6,585
Capital One $4,123
Briggs Equipment $3,671
Gulf Coast Material $3,496
Arrowhead, Inc. $3,000
AT& Advertising & Publishing $2,560
Specialty Products & Fabrication $2,450
RUMSEY LAND: U.S. Trustee Unable to Form Creditors Committee
------------------------------------------------------------
Charles F. McVay, the U.S. Trustee for Region 19, notified the
U.S. Bankruptcy Court for the District of Colorado that he was
unable to appoint an official committee of unsecured creditors in
the Chapter 11 case of Rumsey Land Co.
The U.S. Trustee explained that there were insufficient
indications of willingness from the unsecured creditors to serve
in the committee.
Denver, Colorado-based Rumsey Land Co., LLC, filed for Chapter 11
bankruptcy protection on January 15, 2010 (Bankr. D. Colo. Case
No. 10-10691). Aaron A. Garber, Esq., who has an office in
Denver, Colorado, assists the Company in its restructuring effort.
The Company listed $10,000,001 to $50,000,000 in assets and
$10,000,001 to $50,000,000 in liabilities.
RUMSEY LAND: Has Exclusive Right to File Ch. 11 Plan Until June 14
------------------------------------------------------------------
The Hon. Howard R. Tallman of the U.S. Bankruptcy Court for the
District of Colorado extended Rumsey Land Co., LLC's exclusive
period to file its Disclosure Statement until June 14, 2010.
The Debtors have already filed a proposed Chapter 11 Plan of
Reorganization. The Debtors will begin soliciting votes on the
Plan following approval of the adequacy of the information in the
explanatory Disclosure Statement.
Denver, Colorado-based Rumsey Land Co., LLC, filed for Chapter 11
bankruptcy protection on January 15, 2010 (Bankr. D. Colo. Case
No. 10-10691). Aaron A. Garber, Esq., who has an office in
Denver, Colorado, assists the Company in its restructuring effort.
The Company listed $10,000,001 to $50,000,000 in assets and
$10,000,001 to $50,000,000 in liabilities.
RUSTICK LLC: Files for Chapter 11 to Sell Assets
------------------------------------------------
Rustick LLC, filed a Chapter 11 petition on May 13 in Erie,
Pennsylvania (Bankr. W.D. Pa. Case No. 10-10902).
Rustick is the owner of a landfill in McKean County, Pennsylvania.
The petition said that assets range from $1 million to $10 million
and debts total $50 million to $100 million.
Bill Rochelle at Bloomberg News reports that the Debtor intends to
sell its assets while in Chapter 11. Rustick, according to the
report, has filed a Chapter 11 plan and explanatory disclosure
statement where sale proceeds would be distributed according to
priorities in bankruptcy law. No buyer is yet under contract.
Bloomberg relates that a bankruptcy court filing blames financial
problems on the recession, which resulted in a "significant
reduction in waste generation rates."
According to Bloomberg, secured debt was listed for $39.3 million
alongside $27.4 million in unsecured claims. The assets were
shown for $29.9 million. Liabilities include $10.4 million on
taxable bonds and $10.9 million on tax-exempt bonds. There is
also a $20.9 million subordinated note and a $2.5 million note
payable to an insider.
Lawrence C. Bolla, Esq., at Quinn Buseck Leemhuis Toohey & Kroto
Inc., represents the Company in its Chapter 11 effort.
SALANDER-O'REILLY: Artworks Set for Auction on June 9
-----------------------------------------------------
Bill Rochelle at Bloomberg News reports that Christie's
International will hold an auction on June 9 to sell artworks
belonging to Salander-O'Reilly Galleries LLC. The auction was
made possible by settlement in March with secured lenders.
Purchasers at the auction will be protected by an insurance policy
guaranteeing title to the art.
About Salander-O'Reilly
Established in 1976, New York-based Salander-O'Reilly Galleries
LLC -- http://www.salander.com/-- exhibited and managed fine art
from renaissance to contemporary. On Nov. 1, 2007, three
creditors filed an involuntary chapter 7 petition against the
gallery (Bankr. S.D.N.Y. Case Number 07-13476). The petitioners,
Carol F. Cohen of Two Swans Farm, Cavallon Family LP, and Richard
Ellenberg, disclosed total claims of more than $5 million. Amos
Alter, Esq., at Troutman Sanders LLP and John Koegel, Esq., at The
Koegel Group LLP represent the petitioners.
On Nov. 9, 2007, the Debtor's case was converted to a chapter 11
proceeding (Bankr. S.D.N.Y. Case No. 07-30005). Alan D. Halperin,
Esq., at Halperin Battaglia Raicht, LLP, represents the gallery.
Salander-O'Reilly Galleries was owned by Lawrence B. Salander and
his wife, Julie D. Salander, of Millbrook, New York. The couple
also had membership interests in galleries including non-debtor
entities, Renaissance Art Investors and Salander Decorative Arts
LLC. The couple filed for chapter 11 protection on Nov. 2, 2007
(Bankr. S.D.N.Y. Case No. 07-36735). Douglas E. Spelfogel, Esq.,
and Richard J. Bernard, Esq. at Baker & Hostetler LLP and Susan P.
Persichilli, Esq., at Buchanan Ingersoll PC represent the Debtors
in their restructuring efforts. When they filed for bankruptcy,
Mr. and Mrs. Salander listed assets and debts between $50 million
and $100 million.
Prior to bankruptcy, Mr. Salander resigned as Salander-O'Reilly
Galleries' manager and turned over the control to Triax Capital
Advisors LLC, an independent turnaround firm. The U.S. Bankruptcy
Judge in Poughkeepsie, New York, converted the Chapter 11 case of
Salander and his wife to a liquidation in Chapter 7 in May 2008,
automatically bringing the appointment of a trustee.
SANTA CRUZ: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: Santa Cruz Tides, Inc.
6774 Church Street
Highland, CA 92346
Bankruptcy Case No.: 10-24318
Chapter 11 Petition Date: May 11, 2011
Court: U.S. Bankruptcy Court
Central District of California (Riverside)
Judge: Catherine E. Bauer
Debtor's Counsel: Winfield S Payne III, Esq.
Winfield Payne and Associates
4308 Lime Street
Riverside, CA 92501
Tel: (951) 276-9300
E-mail: Wpaynelaw@aol.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
According to the schedules, the Company says that assets total
$8,210,500 while debts total $2,419,884.
The Company's list of unsecured creditors filed together with its
petition does not contain any entries.
The petition was signed by George Thanos, president/CEO.
SARATOGA RESOURCES: Ticker Symbol Will Return to OTCBB: SROE
------------------------------------------------------------
Saratoga Resources, Inc. disclosed that the Company's ticker
symbol will return to OTCBB: SROE, effective with the commencement
of trading on May 18, 2010.
The change of ticker symbol reflects the Company's emergence from
bankruptcy on May 14, 2010. As previously announced, all equity
holders of the Company will retain their existing shares.
Thomas Cooke, CEO of Saratoga, said, "The removal of the 'Q' from
our symbol and return to our original symbol reflects our
successful exit from bankruptcy and, similarly, our return to
operating normalcy. We are proud that we have stayed current in
our SEC reporting throughout the bankruptcy process and preserved
the interests of our stockholders. Just as our holdings and
operating plans laid the foundation for the overwhelming vote of
our creditors supporting our plan of reorganization, we are
optimistic that the investment community will find our story
compelling and that the market will respond accordingly. Finally,
to our stockholders I want to extend my personal gratitude for
your continued belief and support of our company."
For more information regarding Saratoga and its exit from
bankruptcy please go to our web site at www.saratogaresources.net.
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.
SEA LAUNCH: Gets $340-Mil. Exit Financing From RSC & Energia
------------------------------------------------------------
Peter B. de Selding at Space News reports that Sea Launch Co. has
obtained $340 million of financing from RSC Energia of Russia and
Energia Overseas Ltd. of California.
According to the report, RSC Energia has agreed to invest
$140 million to pull the Company out of bankruptcy-court
supervision and back into service, and Energia Overseas Ltd. also
agreed to provide the Company with $200 million in working
capital.
A hearing is set for June 14, 2010, to finalize details of the
Company's exit from bankruptcy.
According to the report, under the Plan, the post-Chapter 11 Sea
Launch will be 85% owned by Energia and will have three launches -
- two for Eutelsat of Paris and one for Intelsat of Luxembourg and
Washington -- in its backlog. Unsecured creditors will take the
remaining stake.
Gerald P. Buccino, Chairman and CEO Sea Launch announced May 10
that the Company has obtained a $30 million DIP facility from
Energia. The new DIP financing agreement with EOL, which received
interim approval from the U.S. Bankruptcy Court in Delaware on
April 27, provides additional funding to Sea Launch, totaling $30
million. Part of the proceeds of this facility will be used to
repay all outstanding DIP loans to date, amounting to
approximately $19 million. The remaining balance of this facility
will be used to fund ongoing operations at Sea Launch through
confirmation of its Plan of Reorganization.
About Sea Launch
Sea Launch Company, L.L.C., is a satellite-launch services
provider that offers commercial space launch capabilities from the
Baikonur Space Center in Kazakhstan. Its owners include Boeing
Co., RSC Energia, and Aker ASA.
Sea Launch filed for Chapter 11 on June 22, 2009 (Bankr. D. Del.
Case No. 09-12153). Joel A. Waite, Esq., and Kenneth J. Enos,
Esq., at Young, Conaway, Stargatt & Taylor LLP, in Wilmington,
Delaware, serve as the Debtor's counsel. At the time of the
filing, the Company said its assets range from US$100 million to
US$500 million and debts are at least US$1 billion.
SEMGROUP LP: Oil Producers File Complaint Against Goldman, BP
-------------------------------------------------------------
A Goldman Sachs Group Inc. subsidiary and a BP PLC unit have been
accused of conspiring with SemGroup LP to acquire millions of
dollars worth of SemGroup's oil and gas as it spiraled toward
bankruptcy in 2008, a scheme that allegedly left the original
producers of the oil and gas without full payment, Bankruptcy
Law360 reports. A slew of independent producers filed complaints
against Goldman unit J. Aron & Co., BP Oil Supply Co.,
ConocoPhillips Co., Plains Marketing GP Inc. and Plains Marketing
LP, according to Law360.
About SemGroup, L.P.
SemGroup, L.P. -- http://www.semgrouplp.com/-- is a midstream
service company that provides diversified services for end users
and consumers of crude oil, natural gas, natural gas liquids and
refined products. Services include purchasing, selling,
processing, transporting, terminalling and storing energy.
SemGroup serves customers in the United States, Canada, Mexico and
Wales.
SemGroup L.P. and its debtor-affiliates filed for Chapter 11
protection on July 22, 2008 (Bankr. D. Del. Lead Case No.
08-11525). John H. Knight, Esq., L. Katherine Good, Esq. and Mark
D. Collins, Esq., at Richards Layton & Finger; Harvey R. Miller,
Esq., Michael P. Kessler, Esq., and Sherri L. Toub, Esq., at Weil,
Gotshal & Manges LLP; and Martin A. Sosland, Esq., and Sylvia A.
Mayer, Esq., at Weil Gotshal & Manges LLP, represent the Debtors
in their restructuring efforts. Kurtzman Carson Consultants
L.L.C. is the Debtors' claims agent. The Debtors' financial
advisors are The Blackstone Group L.P. and A.P. Services LLC.
Margot B. Schonholtz, Esq., and Scott D. Talmadge, Esq., at Kaye
Scholer LLP; and Laurie Selber Silverstein, Esq., at Potter
Anderson & Corroon LLP, represent the Debtors' prepetition
lenders.
SemGroup L.P.'s affiliates, SemCAMS ULC and SemCanada Crude
Company, sought protection under the Companies' Creditors
Arrangement Act (Canada) on July 22, 2008. Ernst & Young, Inc.,
is the appointed monitor of SemCanada Crude Company and its
affiliates' reorganization proceedings before the Canadian
Companies' Creditors Arrangement Act. The CCAA stay expires on
November 21, 2008.
SemGroup L.P.'s consolidated, unaudited financial conditions as of
June 30, 2007, showed $5,429,038,000 in total assets and
$5,033,214,000 in total debts.
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.
SETA MAMMOLA: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Seta Rose Mammola
370 Crescent Street, Apartment #4
Waltham, MA 02453
Bankruptcy Case No.: 10-15148
Chapter 11 Petition Date: May 12, 2010
Court: United States Bankruptcy Court
District of Massachusetts (Boston)
Judge: William C. Hillman
Debtor's Counsel: Richard A. Mestone, Esq.
Mestone Hogan LLC
459 Broadway, Suite 204
Everett, MA 02149
Tel: (617) 381-6700
Fax: (617) 381-6703
E-mail: richard.mestone@mestonehogan.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
A copy of the Debtor's list of 20 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/mab10-15148.pdf
The petition was signed by the Debtor.
SHAW GROUP: Moody's Assigns Ba1 to Probability of Default Rating
----------------------------------------------------------------
Moody's Investors Service affirmed The Shaw Group Inc.'s Ba1
Corporate Family Rating, Ba1 Probability of Default Rating and Ba1
Senior Secured Rating but changed the ratings outlook to positive
from stable.
Rating Actions:
- Issuer: Shaw Group Inc. (The)
- Outlook, Changed To Positive From Stable
The outlook change considers that Shaw has demonstrated relatively
resilient revenues while profitably executing its contracts
despite difficult industry conditions. Moody's considers that
these results reflect the favorable attributes of Shaw's diverse
exposure within the Engineering and Construction industry and
focus on conservative bid practices and cost controls. While
recent booking trends have been weak and revenue is likely to
contract through the next year, stronger growth should emerge in
the late calendar 2011/ early 2012 timeframe driven by nuclear
construction activity. The positive outlook signals that Shaw's
rating could move higher should its preserve its current margins
and financial strength prior to the occurrence of anticipated
growth trends.
Shaw's Ba1 corporate family rating considers the company's
established position as a leading contractor to an assortment of
end markets, with a particular advantage in the burgeoning nuclear
power market and significant Government contracting revenues. The
rating is further supported by the current strength of Shaw's
balance sheet and robust cash flow metrics as well as its large
backlog level. The rating is constrained by project execution
risks, near term expected weakness in revenue trends and the
potential that Shaw's recourse debt may rise in 2013 upon expiry
of its option to put its 20% ownership in Westinghouse to Toshiba.
Moody's last rating action on Shaw was on October 8, 2009, at
which time its senior secured bank facility was assigned at Ba1
rating and its CFR and PDR were affirmed at Ba1.
The Shaw Group, Inc., located in Baton Rouge, Louisiana, is a
diversified engineering, technology, construction and industrial
services organization. Revenues for the twelve months ending
February 28, 2010, were approximately $7.2 billion.
SHELTON BURTON: Case Summary & 5 Largest Unsecured Creditors
------------------------------------------------------------
Joint Debtors: Shelton Antoine Burton
Shelandra Levette Burton
12706 Macduff Drive
Fort Washington, MD 20744
Bankruptcy Case No.: 10-20691
Chapter 11 Petition Date: May 12, 2010
Court: United States Bankruptcy Court
District of Maryland (Greenbelt)
Judge: Paul Mannes
Debtor's Counsel: L. Jeanette Rice, Esq.
Walsh, Becker, Moody & Rice
14300 Gallant Fox Lane
Suite 218
Bowie, MD 20715
Tel: (301) 262-6000
Fax: (301) 262-4403
E-mail: riceesq@att.net
Estimated Assets: $0 to $50,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's 5 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/mdb10-20691.pdf
The petition was signed by Shelton Antoine Burton and Shelandra
Levette Burton.
SHOREBANK CORP: Goldman May Invest $20MM to Avoid FDIC Takeover
---------------------------------------------------------------
John D. McKinnon and Elizabeth Williamson at The Wall Street
Journal, citing people familiar with the situation, reported last
week that Goldman Sachs Group Inc. CEO Lloyd Blankfein was in
talks for a possible investment in ShoreBank Corp. with Federal
Deposit Insurance Corp. Chairman Sheila Bair. The Journal's
sources said Mr. Blankfein has also telephoned other bank
executives as ShoreBank tries to raise $125 million it needs to
forestall a possible takeover by the FDIC.
The Journal said regulators have told the bank it must have
investor commitments by Friday. As of Thursday evening, the
Journal reported, people familiar with the fund-raising effort
said it appeared to be close to its goal. They warned late
Thursday that the effort could still unravel, the Journal said.
Sources told the Journal Goldman agreed to commit about $20
million to the bank, making it one of the largest investors.
According to the Journal, people familiar with the discussions
said if Goldman invests, it would join a group that tentatively
includes Bank of America Corp., Citigroup Inc. and J.P. Morgan
Chase & Co., among others.
SHUMATE SPOKANE: Tri-City Sale Hearing Set for May 24
-----------------------------------------------------
Pratik Joshi at tricityherald.com reports that a federal
bankruptcy judge will hold a hearing on May 24, 2010, to consider
approval of the sale of Shumate Spokane LLC's Tri-City store,
which sells motorcycles, scooters, ATVs and watercraft.
Shumate Spokane LLC is a motorcycle dealer.
SHELTON BURTON: Case Summary & 5 Largest Unsecured Creditors
------------------------------------------------------------
Joint Debtors: Shelton Antoine Burton
Shelandra Levette Burton
12706 Macduff Drive
Fort Washington, MD 20744
Bankruptcy Case No.: 10-20691
Chapter 11 Petition Date: May 12, 2010
Court: United States Bankruptcy Court
District of Maryland (Greenbelt)
Judge: Paul Mannes
Debtor's Counsel: L. Jeanette Rice, Esq.
Walsh, Becker, Moody & Rice
14300 Gallant Fox Lane
Suite 218
Bowie, MD 20715
Tel: (301) 262-6000
Fax: (301) 262-4403
E-mail: riceesq@att.net
Estimated Assets: $0 to $50,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's 5 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/mdb10-20691.pdf
The petition was signed by Shelton Antoine Burton and Shelandra
Levette Burton.
SIX FLAGS: Posts $183.5 Million Net Loss in Q1 2010
---------------------------------------------------
Six Flags Entertainment Corporation filed its quarterly report on
Form 10-Q, showing a net loss of $183.5 million on $57.3 million
of revenue for the three months ended March 31, 2010, compared
with a net loss of $140.8 million on $51.1 million of revenue for
the same period of 2009.
The 12% increase in revenue primarily reflects $4.3 million of
revenues from the Six Flags Great Escape Lodge and Indoor Water
Park the results of which were consolidated in the first quarter
of 2010 as a result of adopting new consolidation accounting
rules. Excluding the consolidation of the Lodge, total revenues
increased $1.8 million, or 4%, reflecting increases in food,
merchandise and other revenues, as well as increased attendance.
The Company's loss from continuing operations in the first quarter
of 2010 increased by 32% to $180.7 million compared to
$137.0 million in the prior-year quarter. The increase was driven
by (i) increased interest expense primarily reflecting post-
petition interest owed on the $400 million Senior Notes due in
2016, partially offset by reduced interest expense reflecting the
cessation of interest accruals on the Company's debt subject to
compromise as a result of the Chapter 11 filing, and lower
effective interest rates, (ii) reorganization costs associated
with the Chapter 11 filing, (iii) increased cash operating
expenses, and (iv) increased income tax expense, partially offset
by increased revenue.
Adjusted EBITDA loss for the current quarter remained relatively
flat at a $60.0 million loss compared to a $59.5 million loss for
the prior-year quarter, reflecting the impact of increased
revenues partially offset by increased cash operating expenses.
On April 30, 2010, the Bankruptcy Court entered an order
confirming the Debtors' Fourth Modified Amended Joint Plan of
Reorganization. The Plan became effective on April 30, 2010.
As a result of the consummation of the Plan, indebtedness of
roughly $2.4 billion and the PIERS obligation of $306.6 million
were cancelled, and new debt of roughly $1.0 billion was issued
(excluding the Company's new $120 million revolving credit
facility).
The common stock of Six Flags, Inc. was also cancelled, and new
common stock of Six Flags Entertainment Corporation was issued to
the new stockholders. The Company intends to apply to list the
new common stock on the New York Stock Exchange.
The Company's balance sheet as of March 31, 2010, showed
$2.884 billion in assets, $3.285 billion of liabilities, and
$355.9 million of redeemable noncontrolling interests, for a
stockholders' deficit of $757.5 million.
A full-text copy of the press release is available for free at:
http://researcharchives.com/t/s?626b
A full-text copy of the quarterly report is available for free at:
http://researcharchives.com/t/s?626a
About Six Flags
Six Flags Entertainment Corporation (formerly Six Flags, Inc.) is
a publicly-traded corporation headquartered in New York City and
is the world's largest regional theme park company with 19 parks
across the United States, Mexico and Canada.
Six Flags filed for Chapter 11 protection on June 13, 2009 (Bankr.
D. Del. Lead Case No. 09-12019). Paul E. Harner, Esq., Steven T.
Catlett, Esq., and Christian M. Auty, Esq., at Paul, Hastings,
Janofsky & Walker LLP in Chicago, Illinois, act as the Debtors'
lead counsel. Daniel J. DeFranceschi, Esq., and L. Katherine
Good, Esq., at Richards, Layton & Finger, P.A., in Wilmington,
Delaware, act as local counsel. Cadwalader Wickersham & Taft LLP,
serves as special counsel. Houlihan Lokey Howard & Zukin Capital
Inc., serves as financial advisors, while KPMG LLC acts as
accountants. Kurtzman Carson Consultants LLC serves as claims and
notice agent. As of March 31, 2009, Six Flags had $2,907,335,000
in total assets and $3,431,647,000 in total liabilities.
Six Flags emerged from Chapter 11 on May 1, 2010. Under the plan
confirmed by the bankruptcy court on April 30, Six Flags reduced
its indebtedness and mandatorily redeemable preferred stock from
approximately $2.7 billion at December 31, 2009, to approximately
$1.0 billion at emergence.
SOUTHERN FABRICATION: Files for Chapter 7 in Chattanooga, Tenn.
---------------------------------------------------------------
Eric Morath at Dow Jones' Daily Bankruptcy Review reports that
Southern Fabrication Contractors LLC -- a contractor working to
build Volkswagen AG's new factory in Chattanooga, Tennessee --
filed for Chapter 7 bankruptcy protection on May 14, 2010, with
the U.S. Bankruptcy Court in Chattanooga.
Dow Jones says the Company listed assets and debts of between $1
million and $10 million each. Southern Fabrication built
machinery, pollution-control systems and duct work for clients in
the automotive, paper and metal industries.
Dow Jones says Volkswagen Chattanooga spokesman Guenther Scherelis
said Southern Fabrication was as a subcontractor to another
company working on the plant. He said the auto maker is still
assessing the consequences of the bankruptcy filing.
The Journal says Volkswagen intends to open the plant next year to
build a mid-size sedan.
SPANSION INC: Administrative Claims Due June 9
----------------------------------------------
Spansion Inc. emerged from Chapter 11 on May 10, 2010, and
established that day as the effective date of its Second Amended
Joint Plan of Reorganization dated April 7, 2010.
Administrative Expense Claims must be filed with the Court and
served on counsel for the Reorganized Debtors no later than (i)
June 9, 2010, or (ii) later date, if any, as the Court will order
upon application made prior to the expiration of the
Administrative Expense Claim Bar Date.
Holders of Administrative Expense Claims that are required to
file a request for payment of those Claims and that do not file
those requests by the applicable bar date will be forever barred
from asserting those Claims against any of the Debtors or the
Reorganized Debtors or any of their properties. All Claims will,
as of the Effective Date, be subject to the permanent injunction
set forth in the Plan.
The Reorganized Debtors are authorized to settle and pay any
Administrative Expense Claim in the ordinary course of business
without any further notice to or action, Order, or approval of
the Court or any other Entity.
Postpetition Tax Claims
All requests for payment of Postpetition Tax Claims, for which no
Bar Date has otherwise been previously established, must be filed
on or before the later of (i) July 9, 2010; and (ii) 120 days
following the filing of the tax return for that tax year or
period with the applicable governmental unit. Any holder of any
Postpetition Tax Claim that is required to file a request for
payment of those taxes and that does not file a Claim by the
applicable Bar Date will be forever barred from asserting any
Postpetition Tax Claim against any of the Debtors or Reorganized
Debtors, or any of their assets, whether any Postpetition Tax
Claim is deemed to arise prior to, on, or subsequent to, the
Effective Date.
Fee Applications
Entities requesting Professional Compensation pursuant to any of
Sections 327, 328, 330, 331, 363, 503(b) and 1103 of the
Bankruptcy Code for services rendered on or before the
Confirmation Date will file and serve on the Debtors, or the
Reorganized Debtors, as applicable, the Fee Auditor, the United
States Trustee, and any other party entitled to receive a copy of
that application pursuant to rule or Order of the Court, an
application for final allowance of compensation and reimbursement
of expenses on or before July 9, 2010.
On and after the Effective Date, each Reorganized Debtor may
pay any professionals or advisors without supervision of or
approval by the Court and free and clear of any restrictions of
the Bankruptcy Code or the Bankruptcy Rules other than
restrictions expressly imposed by the Plan.
Fee Objections
Objections to applications of Professionals or other Entities for
Professional Compensation must be filed and served on the Debtors
or Reorganized Debtors, as applicable, the Fee Auditor, the
United States Trustee, and the Professionals to whose application
the objections are addressed on or before the later of (i) 30
days after the application is filed with the Court, (ii) Aug. 8,
2010, or (iii) later date as the Court will order upon
application or upon agreement between the Reorganized Debtors and
the affected professional.
CEO's Message
"I'm very happy to inform you that Spansion has emerged from
Chapter 11 reorganization," said John H. Kispert, Spansion Inc.
president and chief executive officer. "The company is no longer
under bankruptcy court supervision. My management team and I are
excited to have completed this reorganization successfully. We
could not have done it without the dedication of all Spansion
employees and the support of our customers and partners."
Mr. Kispert explained that since the company filed a year ago in
March, they have worked diligently to minimize the impact from
any adverse affects of the reorganization. He said they made
great strides in turning around the company's financial health.
"With our refined business focus, Spansion is now operating from
a profitable business model," he pointed out.
Not only has Spansion generated its first profitable quarters
since its public offering in 2005, the company achieved four
consecutive quarters of operating income, he said. "This
consistent financial track record enables us to move forward with
the resources necessary to provide the service, support and
product roadmap you expect from us."
According to Mr. Kispert, their focus on the future now
intensifies. He noted that Spansion continues to support
industry-leading investment in new technology to support their
refined strategy, which leverages partnerships for additional
capacity and future process technology development. It's a cost
efficient strategy that builds in flexibility for the company, he
pointed out. "Our new business model supports over $100 million
in product and joint process development per year. Our
investments will be focused on innovation we believe will help
ensure your success in your chosen markets," he said.
"We could not have achieved this without our customers' and
partners' support," Mr. Kispert maintained.
About Spansion Inc.
Spansion Inc. (NASDAQ: SPSN) -- http://www.spansion.com/-- is a
Flash memory solutions provider, dedicated to enabling, storing
and protecting digital content in wireless, automotive,
networking and consumer electronics applications. Spansion,
previously a joint venture of AMD and Fujitsu, is the largest
company in the world dedicated exclusively to designing,
developing, manufacturing, marketing, selling and licensing Flash
memory solutions.
Spansion Inc. and its affiliates 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. As of Sept. 30,
2008, Spansion had 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.
Judge Kevin J. Carey confirmed Spansion's Plan of Reorganization
on April 16, 2010. A group of holders of Convertible notes and
equity in Spansion presented an alternative plan, which would pay
senior noteholders in full and has funding commitment of in excess
of $425 million, but the plan was rejected.
SPANSION INC: Cabreros, et al., Seek Approval of WARN Settlement
----------------------------------------------------------------
Wesley Cabreros, David Refuerzo and Marlin Shopbell, on their own
behalves and on behalf of all other persons similarly situated,
ask the U.S. Bankruptcy Court to:
(a) approve on a final basis the Settlement;
(b) approve the award of Service Payments to the Class
Representatives and to Class Member Eric Rubaker; and
(c) approve an award of attorney's fees and costs and expenses
reimbursement.
As previously reported, the parties sought and obtained (i)
approval of the Settlement under Rule 9019 of the Federal Rules
of Bankruptcy Procedure, (ii) preliminary approval of the
Settlement under Rule 23()e) of the Federal Rules of Civil
Procedures, (iii) conditional certification of the Texas Class
for purposes of settlement, and (iv) approval of the form and
manner of directing notice of the proposed settlement.
About Spansion Inc.
Spansion Inc. (NASDAQ: SPSN) -- http://www.spansion.com/-- is a
Flash memory solutions provider, dedicated to enabling, storing
and protecting digital content in wireless, automotive,
networking and consumer electronics applications. Spansion,
previously a joint venture of AMD and Fujitsu, is the largest
company in the world dedicated exclusively to designing,
developing, manufacturing, marketing, selling and licensing Flash
memory solutions.
Spansion Inc. and its affiliates 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. As of Sept. 30,
2008, Spansion had 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.
Judge Kevin J. Carey confirmed Spansion's Plan of Reorganization
on April 16, 2010. A group of holders of Convertible notes and
equity in Spansion presented an alternative plan, which would pay
senior noteholders in full and has funding commitment of in excess
of $425 million, but the plan was rejected.
SPANSION INC: Convert. Noteholders Submit Issues for Plan Appeal
----------------------------------------------------------------
An ad hoc committee of convertible noteholders is appealing an
order by a bankruptcy judge approving Spansion Inc.'s latest
reorganization plan, saying the $425 million they've raised to
bolster a competing plan will provide a better exit deal for
creditors.
The Ad Hoc Committee of Convertible Noteholders, Tejas Securities
Group Inc. and The John Gorman 401(k), holders of 2.25%
Exchangeable Senior Subordinated Debentures due 2016 issued by
Spansion LLC, want the U.S. District Court for the District of
Delaware to determine whether the U.S. Bankruptcy Court for the
District of Delaware:
(1) erred in entering its April 16, 2010 findings confirming
the Debtors' Second Amended Joint Plan of Reorganization
dated April 7, 2010;
(2) erred in confirming the Debtors' Second Amended Joint Plan
of Reorganization dated April 7, 2010;
(3) erred in refusing to consider any evidence or hear any
argument relating to valuation of the Debtors at the April
16, 2010 confirmation hearing;
(4) erred in failing or refusing to consider at the April 16
confirmation hearing evidence of market data potentially
relating to or bearing upon the Debtors' enterprise value,
including, without limitation, market data of the kind
presented in the White Declaration and market data of the
kind evidenced by the Joint Plan of Reorganization for the
Debtors dated April 14, 2010;
(5) erred in relying exclusively on expert opinion evidence of
the Debtors' enterprise valuation given at the initial
confirmation hearing conducted by the Bankruptcy Court on
February 24, 25 and 26 and March 1 and 2, 2010, continuing
reliability and accuracy of which evidence, in the wake of
the market's ostensible reaction to the Bankruptcy Court's
Opinion on Confirmation, dated April 1, 2010, had been
called into substantial question;
(6) erred in implicitly finding that the Initial Confirmation
Hearing was held in close proximity to the confirmation
date -- April 16, 2010 -- for purposes of the Bankruptcy
Court's finding of the Debtors' enterprise value, as set
forth in the April 16 Confirmation Order;
(7) erred in finding in the April 16 Confirmation Order that
the Debtors satisfied the good faith requirement of
Section 1129(a)(3) of the Bankruptcy Code in connection
with the April 7 Plan; and
(8) erred when it concluded in the April 16 Confirmation Order
that the April 7 Plan complies with the requirements of
Section 1129(b) of the Bankruptcy Code, does not violate
the absolute priority rule and is fair and equitable with
respect to Class 5C.
Lisa M. Dunwody, deputy clerk of the U.S. Bankruptcy Court for
the District of Delaware, disclosed that notices of appeal have
been transmitted to the Bankruptcy Court regarding the Court's
April 1, 2010 Opinion on Confirmation, April 1, 2010 Order and
April 16, 2010 Findings of Facts, Conclusions of Law, and Order
Confirming the Debtors' Second Amended Joint Plan of
Reorganization dated April 7, 2010.
The Appellants are:
* Wilmington Trust Company
* Ad Hoc Committee of Convertible Noteholders
* The John Gorman 401(K)
* Ad Hoc Committee of Equity Security Holders
About Spansion Inc.
Spansion Inc. (NASDAQ: SPSN) -- http://www.spansion.com/-- is a
Flash memory solutions provider, dedicated to enabling, storing
and protecting digital content in wireless, automotive,
networking and consumer electronics applications. Spansion,
previously a joint venture of AMD and Fujitsu, is the largest
company in the world dedicated exclusively to designing,
developing, manufacturing, marketing, selling and licensing Flash
memory solutions.
Spansion Inc. and its affiliates 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. As of Sept. 30,
2008, Spansion had 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.
Judge Kevin J. Carey confirmed Spansion's Plan of Reorganization
on April 16, 2010. A group of holders of Convertible notes and
equity in Spansion presented an alternative plan, which would pay
senior noteholders in full and has funding commitment of in excess
of $425 million, but the plan was rejected.
STAFFORD-CT LLC: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Stafford-CT., LLC
5840 Banneker Road Suite 110
Columbia, MD 21044
Bankruptcy Case No.: 10-13870
Chapter 11 Petition Date: May 11, 2010
Court: United States Bankruptcy Court
Eastern District of Virginia (Alexandria)
Judge: Stephen S. Mitchell
Debtor's Counsel: Bradford F. Englander, Esq.
Whiteford Taylor & Preston, LLP
Suite 300
3190 Fairview Park Drive
Falls Church, VA 22042
Tel: (703) 280-9081
Fax: (703) 280-3370
E-mail: benglander@wtplaw.com
Estimated Assets: $1,000,000 to $10,000,000
Estimated Debts: $1,000,000 to $10,000,000
Debtor-affiliates that filed separate Chapter 11 petitions:
Petition
Debtor Case No. Date
------ -------- ----
Stafford-C.T., LLC 10-13870 05/11/10
Assets: $1,000,000 to $10,000,000
Debts: $1,000,000 to $10,000,000
Stafford Office One, LLC 10-13875 05/11/10
Assets: $1,000,001 to $10,000,000
Debts: $1,000,001 to $10,000,000
Stafford Office Two, LLC 10-13877 05/11/10
Assets: $1,000,001 to $10,000,000
Debts: $1,000,001 to $10,000,000
Marlboro Water and Sewer, LLC 10-13878 05/11/10
Assets: $1,000,001 to $10,000,000
Debts: $1,000,001 to $10,000,000
The petitions were signed by Michael A. Carnock, managing member.
A list of Stafford-C.T.'s 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/vaeb10-13870.pdf
A list of Stafford Office One's 8 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/vaeb10-13875.pdf
A list of Stafford Office Two's 8 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/vaeb10-13877.pdf
Marlboro Water did not file a list of its largest unsecured
creditors together with its petition.
STANADYNE HOLDINGS: Moody's Puts Caa1 CFR on Review for Downgrade
-----------------------------------------------------------------
Moody's Investors Service placed the ratings for Stanadyne
Holdings, Inc., including the Caa1 Corporate Family Rating, under
review for possible downgrade. The review was prompted by
Stanadyne's inability to file audited financial statements in
accordance with the terms of its notes indentures. The speculative
grade liquidity rating is unchanged and will be revisited at the
conclusion of the review.
The review will focus on the company's ability to file timely
audited financial statements in accordance with its financial
reporting requirements contained in the debt agreements. Moody's
will also consider prospects for improved performance as a result
of ongoing restructuring activities and modestly positive momentum
in primary end markets. While order trends reportedly improved
beginning in the second quarter of 2009 and revenue reportedly
improved in the fourth quarter, Moody's believes incremental
improvement in operating performance is necessary to achieve a
cash neutral operating position due to ongoing restructuring
activities and increased cash interest requirements stemming from
the $100 million 12% senior discount notes which began paying cash
interest in February of 2010.
The following ratings were affected:
Stanadyne Holdings, Inc.
-Corporate Family Rating of Caa1 placed under review for possible
downgrade
-Probability of Default Rating of Caa1 placed under review for
possible downgrade
-$100 million of 12% unguaranteed senior discount notes due 2015
of Caa3 (LGD5, 88%) placed under review for possible downgrade
Stanadyne Corporation
-$65 million guaranteed senior secured term loan due 2010 of B1
(LGD1, 2%) withdrawn
-$160 million of senior subordinated notes due 2014 of Caa1 (LGD4,
51%) placed under review for possible downgrade
The last rating action was on May 28, 2009 when Moody's downgraded
the CFR to Caa1 from B3.
The principal methodology used in rating Stanadyne was Moody's
Global Automotive Supplier Industry Methodology, published in
January 2009 and available on www.moodys.com in the Rating
Methodologies sub-directory under the Research & Ratings tab.
Other methodologies and factors that may have been considered in
the process of rating this issuer can also be found in the Rating
Methodologies sub-directory on Moody's website.
Stanadyne Corporation, headquartered in Windsor, Connecticut, is a
designer and manufacturer of highly-engineered precision-
manufactured engine components, including fuel injection equipment
for diesel engines. Stanadyne sells engine components to original
equipment manufacturers and the aftermarket in a variety of
applications, including agricultural and construction vehicles and
equipment, industrial products, automobiles, light duty trucks and
marine equipment.
STANLEY SELIGMAN: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Stanley L. Seligman
aka Stan Seligman
6785 East Orchard Road
Greenwood Village, CO 80111
Bankruptcy Case No.: 10-21518
Chapter 11 Petition Date: May 11, 2010
Court: U.S. Bankruptcy Court
District of Colorado (Denver)
Judge: Michael E. Romero
Debtor's Counsel: Michael J. Guyerson, Esq.
1873 S. Bellaire Street, Suite 1401
Denver, CO 80222
Tel: (303) 512-1123
Fax: (303) 942-3502
E-mail: mguyerson@comcast.net
Estimated Assets: $0 to $50,000
Estimated Debts: $10,000,001 to $50,000,000
A copy of the Debtor's list of 20 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/cob10-21518.pdf
The petition was signed by Kia B. Kofron, conservator.
SUMNER REGIONAL: Gets Interim Okay to Use Cash Collateral
---------------------------------------------------------
Sumner Regional Health Systems, Inc., et al., sought and obtained
interim authorization from the Hon. Marian F. Harrison of the U.S.
Bankruptcy Court for the Middle District of Tennessee to use the
cash collateral of Wells Fargo Bank, National Association, as
successor master trustee and successor bond trustee.
In 2007, The Health, Educational and Housing Facilities Board of
the County of Sumner, Tennessee (the Issuer) issued its
$150,000,000 Hospital Revenue Refunding Improvement Bonds (Sumner
Regional Health Systems, Inc.), Series 2007A (the Series 2007
Bonds) pursuant to a certain Master Trust Indenture dated as of
August 1, 2007 (as amended by a First Supplemental Master Trust
Indenture dated as of August 1, 2007 and Second Supplemental
Master Trust Indenture dated as of May 28, 2008, the Master Trust
Indenture), and a certain Bond Trust Indenture dated as of
August 1, 2007 (the 2007 Bond Indenture). In connection with the
issuance of the Series 2007 Bonds, Debtor Sumner Regional Health
Systems, Inc., executed, among other documents, a Loan Agreement,
dated as of August 1, 2007 (the 2007 Loan Agreement).
In 2008, the Issuer issued its $12,000,000 Hospital Revenue
Improvement Bonds (Sumner Regional Health Systems, Inc.), Series
2008 (the Series 2008 Bonds) pursuant to the Master Trust
Indenture, and a certain Bond Trust Indenture dated as of
May 28, 2008 (as amended by the First Supplemental Indenture dated
as of March 1, 2010, the 2008 Bond Indenture). In connection with
the issuance of the Series 2008 Bonds, Debtor Sumner Regional
Health Systems, Inc., executed, among other documents, a Loan
Agreement, dated as of May 28, 2008 (the 2008 Loan Agreement).
The Bonds are the joint and several obligations of (i) Sumner
Regional Health Systems, Inc.; (ii) Trousdale Medical Center,
Inc.; (iii) Frank T. Rutherford Memorial Hospital, Inc.; (iv) SRHS
Holdings, LLC, and (v) Sumner Homecare and Hospice, LLC. As
security for the Bonds (i) Sumner Regional Health Systems, Inc.;
(ii) Trousdale Medical Centre, Inc.; (iii) Frank T. Rutherford
Memorial Hospital, Inc.; and (iv) SRHS Holdings, LLC are each a
party to a Deed of Trust, Security Agreement and Fixture
Filing dated as of August 1, 2007 (the Deed of Trust). In
addition, Sumer Regional Health Systems, Inc., is a party to a
Security Agreement dated as of August 1, 2007 (the Security
Agreement).
As of the Petition Date, the amounts due and owing under the Bonds
and Bond Documents are: (i) Unpaid principal on the Series 2007
Bonds in the amount of $150,000,000; (ii) Accrued but unpaid
interests on the Series 2007 Bonds in the amount of $4,085,606.63;
(iii) Unpaid principal on the Series 2008 Bonds in the amount of
$5,021,251.65; and (iv) unliquidated, accrued and unpaid fees and
expenses of the Indenture Trustee and its counsel incurred through
the Petition Date in the approximate amount of $85,000. The
amounts, when liquidated, will be an addition to the amount of the
Bond Claim.
Robert A. Guy, Jr., Esq., at Frost Brown Todd LLC, the attorney
for the Debtors, explains that the Debtors need the money to fund
their Chapter 11 case, pay suppliers and other parties. The
Debtors will use the collateral pursuant to a budget, a copy of
which is available for free at:
http://bankrupt.com/misc/SUMNER_REGIONAL_budget.pdf
In exchange for using the cash collateral, the Debtors propose to
grant Wells Fargo (i) a valid, perfected and enforceable
continuing replacement lien and security interest; (ii) a valid,
perfected and enforceable continuing supplemental lien and
security interest; and (iii) additional liens set forth in the
court orders. The Debtors will make adequate protection payments
in the amounts and at the times required by the Court equal to the
regularly scheduled, non-default amounts due to be paid by the
Debtors under the Bond Documents as they relate to the Bonds, and
will pay any amounts due for the payment of reasonable fees and
expenses of Wells Frago and its professionals incurred in
connection with the Bonds, including the Prepetition Expense Claim
(the Adequate Protection Payments). As additional adequate
protection, Wells Fargo will have a super-priority administrative
expense claim.
As additional adequate protection, the Debtors will provide to
Wells Fargo periodic financial reports and other reports and
information.
KBC Bank N.V., as lender and Agent, and The Bank of Nova
Scotia, New York Agency (collectively, the Banks), objected to the
Debtors' request to use cash collateral, saying that the motion
and the cash collateral orders contemplate that Debtors will grant
Wells Fargo a lien on all of Debtors' assets, including its
leases, which would include the Sumner Station Leases. The Sumner
Station Leases specifically prohibit the tenant (Debtors) from
assigning, transferring, mortgaging or otherwise hypothecating or
encumbering the Sumner Station Leases.
"The motion and the cash collateral orders impermissibly impair
the interests of the agent and the Banks in the Sumner Station
Leases unnecessarily and without proper notice, hearing and
opportunity to fully respond. The interim order has the effect of
granting an interest in the Sumner Station Leases which could not
be done outside of bankruptcy without a court order. Particularly
since there is no immediate need for such impingement on the
rights of the Banks, such should not be granted on an interim
basis," the Banks stated.
The Banks are represented by John H. Rowland and Courtney H.
Gilmer -- businessbknash@bakerdonelson.com -- at Baker Donelson;
Vincent J. Marriott, III -- marriott@ballardspahr.com -- at
Ballard Spahr LLP; and James E. Spiotto -- spiotto@chapman.com --
Chapman And Cutler LLP.
The Court has set a final hearing for May 20, 2010, at 1:00 p.m.
on the Debtor's request to use cash collateral.
About Sumner Regional
Gallatin, Tennessee-based Sumner Regional Health Systems, Inc. --
dba Sumner Regional Medical Center, SRHS Professional Services,
Sumner Station, Sumner In-Patient Rehabilitation Unit,
Westmoreland Pharmacy, Imaging for Women at Sumner Station,
Diagnostic Center at Sumner Station, Outpatient Rehab Services at
Sumner Station, The Fitness Center at Sumner Station, Sumner
Crossroads, and Executive House Apartments -- filed for Chapter 11
bankruptcy protection on April 30, 2010 (Bankr. M.D. Tenn. Case
No. 10-04766). Robert A. Guy, Esq., at Frost Brown Todd LLC,
assists the Company in its restructuring effort. The Company
estimated its assets and debts at $100,000,001 to $500,000,000.
SUNWEST MANAGEMENT: Court OKs Emeritus/Blackstone JV as Bidder
--------------------------------------------------------------
Emeritus Corporation disclosed that U.S. District Court Judge
Michael Hogan approved the purchase and sale agreement in the
Sunwest bankruptcy auction submitted by the previously announced
joint venture between Emeritus, Blackstone Real Estate Advisors
VI, L.P. and Columbia Pacific Advisors, LLC, an entity affiliated
with Dan Baty, Emeritus' Chairman and Co-CEO. This joint venture
was formed specifically to acquire up to 149 communities formerly
operated by affiliates of Sunwest Management for approximately
$1.3 billion.
Mr. Baty stated, "We are excited that the Sunwest transaction has
formally been approved by the court. This Joint Venture structure
provides a built-in pipeline to propel our growth strategy over
the next several years."
While the previously announced 5% management fee represents an
immediate accretive cash flow opportunity to the Company, a
greater potential long-term value lies in Emeritus' right of first
opportunity to purchase the Sunwest communities, or the Joint
Venture interests, and the ability to earn additional cash
distribution incentives if the rate of return on membership
interests in the Joint Venture exceeds established thresholds.
The details of the transaction have not materially changed from
those described in the Company's previous announcement dated
May 11, 2010. The core 149 communities consist of approximately
12,152 units with approximately 8,820 assisted living/memory care
units and 3,332 independent living units. The ultimate community
count and, therefore, transaction value, may change based on the
Joint Venture's limited ability to change the portfolio of
communities included in the transaction and final debt assumption
negotiations. The closing of the transaction, which is subject to
the satisfaction of certain customary closing conditions, is
expected to occur in the third quarter of 2010.
Assuming completion of this transaction, Emeritus will operate
over 450 communities in 44 states with a capacity of over 39,000
units and a resident capacity of over 45,000.
About Emeritus Corporation
Emeritus Corporation is a national provider of assisted living and
Alzheimer's and related dementia care services to seniors.
Emeritus is one of the largest and most experienced operators of
freestanding assisted living communities located throughout the
United States. These communities provide a residential housing
alternative for senior citizens who need assistance with the
activities of daily living, with an emphasis on personal care
services, which provides support to the residents in the aging
process. Emeritus currently operates 316 communities in 36 states
representing capacity for approximately 27,500 units and
approximately 32,800 residents.
About Sunwest Management
Founded in Oregon in 1991, Sunwest Management --
http://www.sunwestmanagement.com/-- remains one of the largest
private senior living providers in the country and is a
significant Oregon employer. In 2008, the company engaged
Hamstreet & Associates and Alvarez & Marsal to serve as financial
advisors. Clyde Hamstreet is founder and principal of Hamstreet &
Associates, a Portland-based, nationally recognized turnaround
firm that is leading the effort to provide quality care, preserve
value, and help Sunwest meet its obligations to creditors and
investors. Michael Grassmueck is the founder and principal of
Grassmueck Group, a national firm that specializes in fiduciary
and insolvency services, which is based in Portland, Ore. He has
served as a trustee in bankruptcy and as fiduciary in the state
and federal courts in thousands of cases for more than 25 years.
In March 2009, U.S. District Judge Michael Hogan appointed Michael
Grassmueck as receiver after the Securities and Exchange
Commission filed suit against Sunwest and former CEO Jon Harder,
alleging securities fraud.
The Company engaged Clyde Hamstreet as chief restructuring officer
in late November 2008 to serve as CRO, an appointment continued in
March by the U.S. District Court after the SEC lawsuit was filed.
Sunwest Management has put 10 assisted living centers -- two in
Oregon -- into Chapter 11 bankruptcy. Briarwood Retirement and
Assisted Living Community LLC, which owns a retirement center in
Springfield, and Century Fields Retirement and Assisted Living
Community LLC, which owns a center in Lebanon, filed for Chapter
11 on Aug. 19, 2008. On Aug. 17, 2008, eight Sunwest-affiliated
LLCs filed for Chapter 11 bankruptcy protection from creditors in
Tennessee.
SUPERMERCADO DEL PUEBLO: To Keep Only One Store
-----------------------------------------------
Tim O'Reiley at Las Vegas Business Press reports that Supermercado
del Pueblo filed for bankruptcy under Chapter 11 with plans to
shrink four stores to one.
Supermercado del Pueblo operates chain of supermarkets. The
Company listed assets of less than $50,000, and debts of between
$1 million and $10 million.
Las Vegas, Nevada-based Supermercado del Pueblo filed for Chapter
11 on April 15, 2010 (Bankr. D. Nev. Case No. 10-16582). Robert
Spear, Esq., at Remmel & Spear, LLP, represents the Debtor in its
Chapter 11 effort.
TARTAN, LLC: Case Summary & Largest Unsecured Creditors
-------------------------------------------------------
Debtor: Tartan, LLC
117 Ketch Mall
Marina Del Rey, CA 90292-5991
Bankruptcy Case No.: 10-28735
Chapter 11 Petition Date: May 11, 2010
Court: U.S. Bankruptcy Court
Central District of California (Los Angeles)
Judge: Barry Russell
Debtor's Counsel: Link W. Schrader, Esq.
Link Schrader Attorney
P.O. Box 46368
Los Angeles, CA 90046
Tel: (310) 413-6924
Fax: (310) 878-4158
E-mail: link@link-schrader.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
According to the schedules, the Company says that assets total
$2,200,901 while debts total $1,242,728.
The Company's list of unsecured creditors filed together with its
petition contains only one entry:
Entity Claim Amount
------ ------------
Los Angeles County Treasurer/Tax Collect $17,728
Kenneth Hahn Hall of Administration
225 North Hill Street
Los Angeles, CA 90012
The petition was signed by Ron Kolligian, member manager.
TERRESTAR CORP: Posts $65.5 Million Net Loss in Q1 2010
-------------------------------------------------------
TerreStar Corporation filed its quarterly report on Form 10-Q,
showing a net loss of $64.5 million for the three months ended
March 31, 2010, compared with a net loss of $49.5 million for the
same period of 2009. During the three months ended March 31,
2010, the Company recorded $3.0 million as revenue pursuant to the
Company's Spectrum Manager Lease Agreement entered in
September 2009, leasing the rights to use certain 1.4GHz
terrestrial spectrum to related party. The Company had no revenue
for three months ended March 31, 2009.
General and administrative expenses increased by $7.8 million or
47.0% for the three months ended March 31, 2010, as compared to
the same period in 2009. Research and development costs increased
by $6.0 million or 44.3% for the three months ended March 31,
2010, compared to the same period in 2009.
The Company's balance sheet as of March 31, 2010, showed
$1.376 billion in assets, $1.137 billion of liabilities, and
$408.5 million of Series B cumulative convertible preferred stock,
for a stockholders' deficit of $169.9 million.
Ernst & Young LLP, in McLean, Virginia, expressed substantial
doubt about the Company's ability to continue as a going concern
after auditing the Company's financial statements for the year
ended December 31, 2009. The independent auditors noted that
Company has incurred recurring operating losses and will require
additional financing in 2010 to meet its obligations.
A full-text copy of the quarterly report is available for free at:
http://researcharchives.com/t/s?6267
Reston, Va.-based TerreStar Corporation (NASDAQ: TSTR)
-- http://www.terrestar.com/-- is the controlling shareholder of
TerreStar Networks Inc., its principal operating subsidiary, and
TerreStar Global Ltd. TerreStar Networks is a development stage
company and has never generated any revenues from operations.
TerreStar Networks, in cooperation with its Canadian partner,
4491165 Canada Inc, a majority-owned subsidiary of Trio 2 General
Partnership, plans to launch an innovative wireless communications
system to provide mobile coverage throughout the United States and
Canada using integrated satellite-terrestrial smartphones.
THE PLANTATION, LLC: Voluntaty Chapter 11 Case Summary
------------------------------------------------------
Debtor: The Plantation, LLC
Robert Griffin
1300 Griffin Road
Greenwood, AR 72936-3302
Bankruptcy Case No.: 10-72525
Chapter 11 Petition Date: May 12, 2010
Court: U.S. Bankruptcy Court
Western District of Arkansas (Fayetteville)
Debtor's Counsel: Derrick Mark Davidson, Esq.
Derrick Davidson, P.A.
3061 N. Market Avenue, Suite 8
Fayetteville, AR 72703
Tel: (479) 935-4100
Fax: (479) 856-6168
E-mail: derrick@davidsonbusinessattorney.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
According to the schedules, the Company says that assets total
$6,000,000 while debts total $5,753,091.
The Company's list of unsecured creditors filed together with its
petition does not contain any entries.
The petition was signed by Bob Griffin, manager.
TISHMAN SPEYER: Stuy Tenants Invite Calpers to Join Bid
-------------------------------------------------------
Lingling Wei at Dow Jones Newswires reports that a group
representing tenants of Stuyvesant Town and Peter Cooper Village
apartment complex sent a letter to California Public Employees'
Retirement System on Wednesday, formally inviting it to join their
bid to buy the 56-building complex. A Calpers spokesman declined
to comment, Dow Jones says.
According to Dow Jones, the tenants association is hoping to take
advantage of a recent decision by the Calpers to change its real-
estate investment policy in favor of protecting tenants benefiting
from rent control. Dow Jones also notes Calpers was one of the
original investors in the ill-fated $5.4 billion acquisition of
the sprawling complex by the group led by Tishman Speyer
Properties and BlackRock Inc., losing its entire $500 million
investment.
According to Dow Jones, the tenants group has tapped law firm
Paul, Weiss, Rifkind, Wharton & Garrison LLP, and financial
advisory Moelis & Co. for advice. Dow Jones also reports that New
York City councilman Daniel Garodnick, who represents the tenants
group and lives in the complex, said the tenants group has met
with more than 40 potential partners and lenders to come up with a
bid.
As reported by the Troubled Company Reporter on May 3, 2010, The
New York Post, citing reporting by Bloomberg, reports that U.S.
District Judge Alvin Hellerstein in Manhattan rejected a bid by
David Tepper's Appaloosa Investment LP to join in a lawsuit to
foreclose on Stuyvesant Town and Peter Cooper Village apartments.
The judge said Appaloosa had no legal right to "intervene" in the
suit.
As reported by the TCR on February 26, 2010, Appaloosa objected to
a decision by CW Capital Management to foreclose on the owners of
Stuyvesant Town and Peter Cooper Villages. CW oversees the two
complexes on behalf of lenders. According to Charles V. Bagli at
The New York Times' City Room section, Appaloosa said a
foreclosure could cost as much as $200 million in transfer taxes.
Appaloosa said CW should have pushed the owners to go into
bankruptcy court, thereby avoiding the necessity of paying those
taxes. Appaloosa also argued that CW has "irreconcilable
conflicts of interest" because it is both the "servicer" for the
mortgage and an important debtholder.
The NY Times said Appaloosa has acquired control of more than
$750 million of $3 billion in mortgages in the complexes.
According to the TCR on April 27, 2010, Kaja Whitehouse at the New
York Post said sources familiar with the matter said CW Capital
and Bank of America are asking a judge for permission to sell the
Stuyvesant Town-Peter Cooper Village separately. The Post said CW
and Bank of America made the request so that they had available to
them all possible sale scenarios -- and to shield them from claims
they didn't do everything to get the best possible price for the
complex.
The Post said few expect the two parcels to be sold separately.
The Post noted that CW is obligated to offer the property for sale
"in all the possible combinations," said a person familiar with
the deal, who also characterized the chances of a split as
"extremely unlikely."
StuyTown includes 35 buildings, while Peter Cooper Village has 21
buildings. Combined, the development totals 11,000 apartments.
Tishman Speyer and BlackRock paid $5.4 billion for the complex in
2006, with plans of converting the regulated apartments to market-
rate apartments.
The NY Times in February 2010 said the most recent appraisal of
Stuyvesant Town and Peter Cooper Village put the worth of the
complexes at about $1.8 billion. But many analysts and investors
say that the complexes, which contain more than 11,000 apartments,
will be worth far more in the future.
The NY Times also said the Stuyvesant Town-Peter Cooper Village
Tenants Association is pursuing a restructuring plan that would
allow some tenants to purchase their apartments, while ensuring
that thousands of other units remain affordable under the state's
rent regulations.
About Tishman Speyer
Tishman Speyer Properties lays claim to two of the most famous
slices of the Big Apple -- New York City's Chrysler Building and
Rockefeller Center. The property company invests in, develops,
and/or operates commercial real estate. Other well known holdings
include Berlin's Q 205 project (the first post-reunification
development in the city's center) and Chicago's Franklin Center
(one of the city's largest office properties). The company owns
or has developed more than 115 million sq. ft. in Asia, Europe,
South America, and the US since it was founded in 1978. The
company also has projects in India, China, and Brazil, and owns
some 92,000 residential units around the world.
Stuyvesant Town-Peter Cooper Village comprises 56 multi-story
buildings, situated on 80 acres, and includes a total of 11,227
apartments. The loan sponsors, Tishman Speyer Properties, LP and
BlackRock Realty, acquired the property with the intent of
converting rent-stabilized units to market rents as tenants
vacated the property; however, the conversion of units has since
been determined to be illegal by the New York State Court of
Appeals. In addition to the $3 billion securitized balance,
there is an additional $1.5 billion of mezzanine debt held
outside the trust.
TOBIAS APARTMENTS: Case Summary & 7 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Tobias Apartments, LLC
8503 Tobias Avenue
Panorama City, CA 91402
Bankruptcy Case No.: 10-15594
Chapter 11 Petition Date: May 11, 2010
Court: U.S. Bankruptcy Court
Central District of California (San Fernando Valley)
Judge: Geraldine Mund
Debtor's Counsel: David B. Golubchik, Esq.
Levene Neale Bender Rankin & Brill LLP
10250 Constellation Boulevard, Suite 1700
Los Angeles, CA 90067
Tel: (310) 229-1234
E-mail: dbg@lnbrb.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
A copy of the Company's list of 7 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/cacb10-15594.pdf
The petition was signed by Moussa Kashani, managing member.
Debtor-affiliates filing separate Chapter 11 petition:
Entity Case No. Petition Date
------ -------- -------------
Las Vegas Apartments, LLC 09-32896 08/26/09
Russell Avenue Apartments, LLC 09-40619 11/03/09
San Marino Apartments, LLC 09-40614 11/03/09
TOWER THEATERS: Files for Chapter 11 Bankruptcy Protection
----------------------------------------------------------
Shelley Shelton at Arizona Daily Star reports that Linda Vista
Cinemas LLC, owner of Marana's Tower Theatres, filed for Chapter
11 bankruptcy protection after it failed to reach a deal with Bank
of Arizona to restructure the financing that was used to build the
theatre in 2007.
According to the report, Bank of Arizona had scheduled a May 26
foreclosure auction on Tower Theatres equipment as well as the
homes and business properties of theater owners Kent and Angela
Edwards and Dan and Linda Cutler.
The Tower Theatres is the region's only independently owned first-
run movie complex.
TPC GROUP: Moody's Withdraws B1 Rating on Proposed Term Loan
------------------------------------------------------------
Moody's Investors Service withdrew the B1 (LGD4, 53%) rating
assigned to TPC Group LLC's (TPC) proposed amended and extended
term loan due 2016. This action follows TPC's cancellation of the
transaction to amend and extend its existing term loan due 2013.
The B1 Corporate Family Rating and B1 rating on the existing term
loan remain unchanged.
Moody's most recent announcement concerning the ratings for TPC
was on March 18, 2010. At that time, Moody's assigned a rating to
the proposed amended and extended term loan due 2016 and affirmed
TPC's existing ratings.
TPC Group LLC (formerly named Texas Petrochemicals LLC) is a
processor of crude C4 hydrocarbons (primarily butadiene, butene-1,
isobutylene), differentiated isobutylene derivatives and nonene
and tetramer. For its product lines, TPC is either the largest or
second largest independent North American producer. The company
operates three Texas-based manufacturing facilities in Houston,
Baytown and Port Neches. Revenues were $1.2 billion for the twelve
months ended December 31, 2009.
TRI-VALLEY CORP: Reports Lower Net Loss of $2.2MM in Q1 2010
------------------------------------------------------------
Tri-Valley Corporation filed its quarterly report on Form 10-Q,
showing a net loss of $2.2 million on $1.2 million of revenue for
the three months ended March 31, 2010, compared with a net loss of
$3.0 million on $359,771 of revenue for the same period of 2009.
Contributing to the growth in revenues was a 93% increase in oil
and gas revenues, resulting from higher oil prices and increased
production in the quarter. During the quarter, production totaled
4,780 barrels of oil versus 4,363 barrels in the same period of
2009. Production costs were basically unchanged compared with the
first quarter last year. General and administrative costs were
reduced to $1.4 million from $2.4 million in the same quarter of
2009.
"The new Tri-Valley is focused on efficiently and cost-effectively
increasing our oil and gas production, determining the
mineralization of our properties in the Alaska Livengood-Tolovana
Mining District, controlling costs and maximizing shareholder
value," said Maston Cunningham, Tri-Valley's President and CEO.
"Initial execution on this strategy was demonstrated in the
quarter's higher production, our first sale of surplus assets, and
the cost-cutting measures that resulted in the 40% reduction in
G&A expenses. While we are off to a good start for the year, we
are focused on the work ahead."
The Company's balance sheet as of March 31, 2010, showed
$16.4 million in assets, $15.5 million of liabilities, and
$915,942 million of stockholders' equity.
Brown Armstrong Accountancy Corporation, in Bakersfield, Calif.,
expressed substantial doubt about the Company's financial
statements after auditing the Company's financial statements for
the year ended December 31, 2009.
The independent auditors noted that the Company is dependent on
raising additional capital in order to continue as a going
concern.
A full-text copy of the press release is available for free at:
http://researcharchives.com/t/s?626f
A full-text copy of the quarterly report is available for free at:
http://researcharchives.com/t/s?626e
Tri-Valley Corporation -- http://www.tri-valleycorp.com/--
explores for and produces oil and natural gas in California, and
has two exploration-stage gold properties and a high grade calcium
carbonate quarry in Alaska. Tri-Valley is incorporated in
Delaware and is publicly traded on the NYSE Amex exchange under
the symbol "TIV." The Company is headquartered in Bakersfield,
California.
TRIBUNE CO: Violated Pension Laws, US Labor Secretary Says
----------------------------------------------------------
American Bankruptcy Institute reports that U.S. Secretary of Labor
Hilda Solis said in a court filing on Thursday that Tribune Co.
employees could be in line for an extra payday due to "apparently
strong" claims that the Company violated federal pension laws, but
Tribune has failed to inform them of this.
Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.
The Company and 110 of its affiliates filed for Chapter 11
protection on Dec. 8, 2008 (Bankr. D. Del. Lead Case No. 08-
13141). The Debtors proposed Sidley Austion LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North Americal LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent. As
of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets
and $12,972,541,148 in total debts.
Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy
News. The newsletter tracks the chapter 11 proceeding undertaken
by Tribune Company and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
TRIBUNE CO: Ed Wilson Steps Down from Post
------------------------------------------
Ed Wilson, who has served as Tribune Company's chief revenue and
sales officer since 2009 and as president of Tribune Broadcasting
since 2008, announced that he will step down from both positions
effective immediately and be retained as a consultant to the
company.
"The time is right for both the company and for me to make this
move," said Wilson. "It has been an amazing ride since I came
onboard and I'm grateful to Randy Michaels for giving me this
opportunity-the future for Tribune is a bright one."
Tribune chief executive officer Randy Michaels praised Wilson for
his talent, dedication and hard work. "Our station group and WGN
America have made tremendous progress over the last two years
under Ed's leadership-we've expanded local news in all our
markets, lined up some great new programming that will debut this
fall and streamlined our decision-making process," said Michaels.
"There is a lot of opportunity ahead."
About Tribune Co.
Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.
The Company and 110 of its affiliates filed for Chapter 11
protection on Dec. 8, 2008 (Bankr. D. Del. Lead Case No. 08-
13141). The Debtors proposed Sidley Austion LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North Americal LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent. As
of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets
and $12,972,541,148 in total debts.
Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy
News. The newsletter tracks the chapter 11 proceeding undertaken
by Tribune Company and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
TRIBUNE CO: Plan Exclusivity Hearing on Thursday
------------------------------------------------
Tribune Company and its debtor affiliates ask Judge Kevin J.
Carey of the U.S. Bankruptcy Court for the District of Delaware to
further extend through August 8, 2010, their exclusive period to
solicit acceptances of their Chapter 11 plan of reorganization.
The Debtors aver that another extension of the exclusivity is
warranted to facilitate solicitation and confirmation of the Plan.
Kate J. Stickles, Esq., at Cole, Schotz, Meisel, Forman & Leonard,
P.A., in Wilmington, Delaware, relates that the Debtors have
demonstrated good "cause" throughout their bankruptcy cases to
justify extensions of their Exclusive Periods. According to Ms.
Stickles, following the February 18, 2010 hearing, the Debtors
used their extended exclusivity period to formulate and file a
Plan with diverse creditor support as evidenced by a Settlement
Support Agreement filed on April 12, 2010.
Ms. Stickles asserts that a further exclusivity extension tracking
the balloting and confirmation timeline preserves momentum and
facilitates the orderly resolution of the Debtors' cases through
the existing Plan confirmation framework.
"As evidenced by the substantial progress made by the Debtors and
their creditor constituencies, the Debtors' Plan process is well-
developed and a confirmation hearing will likely to occur in
August," Ms. Stickles maintains. "The Debtors therefore believe
there is 'cause' to extend their Exclusive Solicitation Period to
ensure completion of solicitation and noticing protocols and
requisite preparation for Plan confirmation," she adds.
The Debtors aver that termination of exclusivity while they are in
the midst of soliciting votes on their Plan and working
productively toward confirmation would seriously undermine the
Plan process.
A hearing will be held on May 20, 2010, to consider the Debtors'
request. Objection deadline is May 13.
About Tribune Co.
Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.
The Company and 110 of its affiliates filed for Chapter 11
protection on Dec. 8, 2008 (Bankr. D. Del. Lead Case No. 08-
13141). The Debtors proposed Sidley Austion LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North Americal LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent. As
of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets
and $12,972,541,148 in total debts.
Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy
News. The newsletter tracks the chapter 11 proceeding undertaken
by Tribune Company and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
TRIBUNE CO: Wants PwC to Provide Additional Work
------------------------------------------------
In a supplemental application, Tribune Co. and its units seek the
Court's authority to modify the existing retention of
PricewaterhouseCoopers LLP to encompass certain transaction
advisory services related to the application of fresh start
accounting and plan of reorganization adjustments upon the
Debtors' emergence from bankruptcy.
The Debtors assert that those services are necessary to their
successful emergence from Chapter 11 but are not covered by PwC's
existing engagement letters.
The Fresh Start Accounting Services to be provided by PwC include:
(a) Advising the Debtors' management on the development of a
detailed project plan, including assistance with project
management of the Debtors' various work streams required
to emerge from bankruptcy;
(b) Advising on the requirements of fresh start accounting, as
codified in existing and new accounting policies and based
on PwC's knowledge of standard industry practice;
(c) Facilitating practical and technical workshops and
training for the Debtors' employees;
(d) Advising on technical accounting and reporting issues that
typically arise in the fresh start accounting and
reporting process;
(e) Coordinating with the Debtors' in-house tax professionals
and outside tax specialists for fresh start accounting tax
implications, structuring issues, and accounting policy
changes;
(f) Advising on the technical requirements of fresh start
accounting related to valuations, like the development of
valuation assumptions and methodologies;
(g) Providing guidance on the standard industry practices
regarding preparation, presentation, and disclosure of the
bankruptcy and fresh start related accounting in a Form 10
or equivalent filing with the Securities and Exchange
Commission and related proforma financial statements;
(h) Advising on the tactical and systematic ways to embed the
valuation and accounting policy adjustments that arise as
a result of the fresh start accounting in the Debtors'
systems and processes;
(i) Advising the Debtors' management on the requirements of
public company post-bankruptcy fresh start accounting and
reporting; and
(j) Advising the Debtors' management on finalizing the opening
balance sheet to reflect fresh start accounting
adjustments.
PwC estimates that its fees for the Fresh Start Accounting
Services will range from $750,000 to $1,500,000.
The Debtors will also reimburse PwC for its expenses.
About Tribune Co.
Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.
The Company and 110 of its affiliates filed for Chapter 11
protection on Dec. 8, 2008 (Bankr. D. Del. Lead Case No. 08-
13141). The Debtors proposed Sidley Austion LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North Americal LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent. As
of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets
and $12,972,541,148 in total debts.
Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy
News. The newsletter tracks the chapter 11 proceeding undertaken
by Tribune Company and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
TRIDENT RESOURCES: In Talks for $410 Million Exit Term Loan
-----------------------------------------------------------
Bill Rochelle at Bloomberg News reports that Trident Resources
Corp. is negotiating for a $410 million term loan to provide some
of the financing to exit bankruptcy reorganization. Trident has a
June 15 confirmation hearing for approval of a Chapter 11 plan
funded in part by a fully backstopped $255 million equity rights
offering.
According to Bankruptcy Law360, 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.
About Trident Resources
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.
TRILOGY INTERNATIONAL: Moody's Confirms Caa1 Rating on Term Loan
----------------------------------------------------------------
Moody's Investors Service confirmed the B3 corporate family rating
for Trilogy International Partners LLC (Trilogy) and the Caa1
rating on its senior secured term loan (TIP loan), concluding the
review for downgrade commenced on January 20, 2010.
The ratings confirmation incorporates the benefits of additional
liquidity from operating subsidiary loans, as well as expectations
that the company will be able to secure additional funding to
support its growth strategy. Also, costs related to damages
sustained in the Haitian earthquake appear manageable, with the
increased international call volume and donated equipment
offsetting the rebuild expenses. Finally, aid from numerous
organizations will likely benefit the Haitian economy over the
intermediate term, improving Trilogy's prospects in this region.
The negative outlook reflects concerns over continued uncertainty
regarding the timeframe for and ability of management to turn
around operations in the Dominican Republic, as well as lack of
clarity on the future funding for both this market and the
recently launched New Zealand market.
Trilogy International Partners LLC
-- Probability of Default Rating, Confirmed at B3
-- Corporate Family Rating, Confirmed at B3
-- Senior Secured Bank Credit Facility, Confirmed at Caa1,
LGD adjusted to LGD4, 65% from LGD4, 64%
-- Outlook, Negative
Moody's rates the TIP loan Caa1, one notch lower than the B3
corporate family rating, due to the liabilities ranked ahead of it
in our Loss Given Default analysis, including secured loans at the
company's Bolivian operating subsidiary and trade payables at all
operating subsidiaries. Furthermore, cash flow from the Haitian
and Bolivian operations will likely continue to support investment
in New Zealand, but TIP lenders accrue no direct benefit from this
venture, which remains outside the restricted group. The potential
for incremental secured debt at the New Zealand operating
subsidiary, which could further subordinate TIP lenders, also
supports the one notch differential.
The most recent rating action for Trilogy International Partners
LLC was on March 2, 2010, when Moody's lowered the rating on
Trilogy's term loan to Caa1 from B3 and kept all Trilogy ratings
under review for downgrade.
The principal methodology used in rating Trilogy International
Partners LLC was Moody's rating methodology for Global
Telecommunications Industry published in December 2007 and
available on www.moodys.com in the Rating Methodologies sub-
directory under the Research & Ratings tab. Other methodologies
and factors that may have been considered in the process of rating
this issuer can also be found in the Rating Methodologies sub-
directory on Moody's website.
Based in Bellevue, WA, Trilogy International Partners LLC provides
wireless communication services to over 3 million subscribers in
Bolivia, Haiti, the Dominican Republic, and New Zealand.
TRUE WORTH: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: True Worth, LLC
P.O. Box 19210
Fountain hills, AZ 85269
Bankruptcy Case No.: 10-14403
Chapter 11 Petition Date: May 11, 2010
Court: U.S. Bankruptcy Court
District of Arizona (Phoenix)
Judge: Sarah Sharer Curley
Debtor's Counsel: Edwin B. Stanley, Esq.
Simbro & Stanley, PLC
8767 East Via De Commercio #103
Scottsdale, AZ 85258-3374
Tel: (480) 607-0780
Fax: (480) 907-2950
E-mail: bstanley@simbroandstanley.com
Estimated Assets: $500,001 to $1,000,000
Estimated Debts: $1,000,001 to $10,000,000
The Company did not file a list of creditors together with its
petition.
The petition was signed by Steven W. Cadwallader, manager.
TRUMP ENTERTAINMENT: Icahn Wants Appeal Stay of Plan
----------------------------------------------------
Carl Icahn is asking the Bankruptcy court to stay implementation
of the Chapter 11 plan of Trump Entertainment Resorts Inc. pending
his appeal on the confirmation order. According to Bloomberg
News, Mr. Icahn wants a hearing by May 21 on the request.
Bloomberg News relates that Mr. Icahn contends that U.S.
Bankruptcy Judge Judith H. Wizmur erred when she concluded that
the reorganized casinos can make payments on $350 million in
secured debt that will remain after bankruptcy. Mr. Icahn
believes the Company won't have enough cash "to survive beyond a
few months." Mr. Icahn also believes the bankruptcy judge made a
mistake in picking the interest rate to be paid on secured debt
after the plan is implemented.
As reported by the Troubled Company Reporter on April 13, 2010,
Judge Wizmur a Chapter 11 plan for Trump that was backed by
management and bondholders. The judge rejected a competing plan
filed by Mr. Icahn's Icahn Partners.
Under the confirmed Plan, Avenue Capital Group served as the lead
bondholder throughout the reorganization process, and will become
the largest shareholder in the Company upon emergence. The Plan
confirmed by the Court was also supported by Donald J. Trump and
his daughter, Ivanka Trump. The Plan provides that $225 million
of new equity will be injected into the Company. Additionally,
the Company will be able to retain the Trump brand for Atlantic
City operations.
Mr. Icahn already has an existing controlling stake in the
Tropicana Atlantic City Hotel & Casino, one of the Debtors'
largest competitors.
About Trump Entertainment
Based in Atlantic City, New Jersey, Trump Entertainment Resorts
Inc. (NASDAQ: TRMP) -- http://www.trumpcasinos.com/-- owns and
operates three casino hotel properties in Atlantic City, New
Jersey, which include Trump Taj Mahal Casino Resort, Trump Plaza
Hotel and Casino, and Trump Marina Hotel Casino. The Company
conducts gaming activities and provides customers with casino
resort and entertainment.
Donald Trump is a shareholder of the Company and, as its non-
executive Chairman, is not involved in the daily operations of the
Company. The Company is separate and distinct from Mr. Trump's
privately held real estate and other holdings.
Trump Entertainment Resorts, TCI 2 Holdings, LLC, and other
affiliates filed for Chapter 11 on February 17, 2009 (Bankr. D.
N.J., Lead Case No. 09-13654). The Company has tapped Charles A.
Stanziale, Jr., Esq., at McCarter & English, LLP, as lead counsel,
and Weil Gotshal & Manges as co-counsel. Ernst & Young LLP is the
Company's auditor and accountant and Lazard Freres & Co. LLC is
the financial advisor. Garden City Group is the claims agent.
The Company disclosed assets of $2,055,555,000 and debts of
$1,737,726,000 as of December 31, 2008.
Trump Hotels & Casino Resorts, Inc., filed for Chapter 11
protection on Nov. 21, 2004 (Bankr. D. N.J. Case No. 04-46898
through 04-46925). Trump Hotels' obtained the Court's
confirmation of its Chapter 11 plan on April 5, 2005, and in May
2005, it exited from bankruptcy under the name Trump Entertainment
Resorts Inc.
TUSCAN RANCH: Case Summary & 5 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Tuscan Ranch Inc.
2589 E 24th Street #4
Yuma, AZ 85365
Bankruptcy Case No.: 10-14417
Chapter 11 Petition Date: May 11, 2010
Court: U.S. Bankruptcy Court
District of Arizona (Yuma)
Judge: James M. Marlar
Debtor's Counsel: Robert M. Cook, Esq.
Law Offices of Robert M. Cook PLLC
219 W Second Street
Yuma, AZ 85364
Tel: (928) 782-7771
Fax: (928) 782-7778
E-mail: robertmcook@yahoo.com
Estimated Assets: $500,001 to $1,000,000
Estimated Debts: $1,000,001 to $10,000,000
A copy of the Company's list of 5 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/azb10-14417.pdf
The petition was signed by Todd Burch, president.
US CONCRETE: U.S. Trustee Forms 5-Member Creditors Committee
-----------------------------------------------------------
Roberta A. DeAngelis, U.S. Trustee, Region 3, appointed five
members to the official committee of unsecured creditors in the
Chapter 11 cases of U.S. Concrete, Inc., et al.
The Creditors Committee members are:
1. Wells Fargo Bank N.A., as trustee
Attn: James R. Lewis
45 Broadway, 12th Floor
New York, NY 10006
Tel: (212) 515-5258
Fax: (866) 524-4681
2. Lehigh Hanson, Inc.
Attn: Chad Hughes
8505 Freeport Parkway
Irving, TX 75063
Tel: (469) 1303
Fax: (866) 924-3067
3. Holcim (US) Inc.
Attn: Lisa Olsen
6211 Ann Arbor Road
P.O. Box 122
Dundee MI 48131
Tel: (734) 529-4323
Fax: (734) 529-2800
4. Lester R. Summers, Inc.
Attn: John H. Summers, Jr.
40 Garden Spot Road, Suite 100,
Ephrata, PA 17522
Tel: (717) 733-6556
Fax: (717) 733-3065
5. Lafarge North America, Inc.
Attn: Charles K. Pillivant, Jr.
20 Oak Hollow
Southfield, MI 48033
Tel: (248) 936-7101
Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at the Debtor's
expense. They may investigate the Debtor's business and financial
affairs. Importantly, official committees serve as fiduciaries to
the general population of creditors they represent. Those
committees will also attempt to negotiate the terms of a
consensual Chapter 11 plan -- almost always subject to the terms
of strict confidentiality agreements with the Debtors and other
core parties-in-interest. If negotiations break down, the
Committee may ask the Bankruptcy Court to replace management with
an independent trustee. If the Committee concludes reorganization
of the Debtor is impossible, the Committee will urge the
Bankruptcy Court to convert the Chapter 11 cases to a liquidation
proceeding.
Houston, Texas-based U.S. Concrete, Inc., aka RMX Industries,
Inc., is a major producer of ready-mixed concrete, precast
concrete products and concrete-related products in select markets
in the United States.
The Company filed for Chapter 11 bankruptcy protection on
April 29, 2010 (Bankr. D. Del. Case No. 10-11407). Patrick J.
Nash Jr., Esq., and Ross M. Kwasteniet, Esq., at Kirkland & Ellis
LLP, assist the Company in its restructuring effort as bankruptcy
counsel.
James E. O'Neill, Esq., Laura Davis Jones, Esq., and Mark M.
Billion, Esq., at Pachulski Stang Ziehl & Jones LLP, is the
Company's co-counsel.
Epiq Bankruptcy Solutions is the Company's claims agent.
According to the schedules, the Company says that assets total
$389,160,000 while debts total $399,351,000.
The Debtor's affiliates, Alberta Investments, Inc., et al., filed
separate Chapter 11 petitions on April 29, 2010.
US CONCRETE: Gets Interim Okay to Obtain DIP Financing
------------------------------------------------------
U.S. Concrete, Inc., et al., sought and obtained interim
authorization from the U.S. Bankruptcy Court for the District of
Delaware to obtain postpetition secured financing from a syndicate
of lenders led by JPMorgan Chase Bank, N.A., as administrative
agent (the DIP Agent).
The DIP lenders have committed to provide up to $80 million of
postpetition financing consisting of a $45 million term loan
facility and a $35 million revolving asset based loan facility.
Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones LLP, the
attorney for the Debtors, explains that the Debtors need the money
to fund their Chapter 11 case, pay suppliers and other parties.
The DIP facility will mature on April 30, 2011, subject to a
three-month extension to July 30, 2011, by the Debtors provided
certain conditions precedent are satisfied.
The DIP facility will incur interest: (i) if a CBFR loan, CB
Floating Rate plus 4.25% if a term loan or 2.50% if a revolving
loan; or (ii) if a Eurodollar loan, an adjusted LIBOR plus 5.25%
if a term loan or 3.50% if a revolving loan. In the event of
default, the Debtors will pay an additional interest of 2.0% per
annum.
The Debtors' obligations under the DIP facility are secured by
substantially all of the Debtors' assets.
The DIP lien is subject to a carve-out. Under the Interim Order,
the Carve-Out means: (a) in the event of the occurrence and during
the continuance of an Event of Default, the payment of
Professional Fees incurred at any time after the first business
day following delivery of the Trigger Notice from the
Administrative Agent to the U.S. Trustee and each of the lead
counsel for the Debtors and any Committee of the occurrence of an
Event of Default (to the extent allowed by the Bankruptcy
Court at any time) by the Loan Parties and any Committee in an
aggregate amount not in excess of $1,500,000; (b) all unpaid
Professional Fees incurred by the Loan Parties and any Committee
at any time on or prior to the first business day following
delivery of the Trigger Notice to the extent allowed by the Court
at any time, and the payment of fees; and (c) fees and expenses up
to $250,000 incurred by a trustee.
The Debtors are required to pay a host of fees to the DIP Agent:
a. Commitment Fee -- equal to 0.75% per annum on the unused
amount of the DIP Revolving Facility, payable in arrears
on the first Business Day of each calendar month;
b. Letter of Credit Fees -- equal to the Applicable Margin
then in effect with respect to Eurodollar Rate Loans under
the DIP Revolving Facility plus a fronting fee to the
Issuer of any Letter of Credit Obligation, which shall
accrue at the rate of 0.20% per annum on the average daily
amount of Letter of Credit Undrawn Amounts plus the
Issuers' standard fees with respect to the issuance and
administration of the letters of credit;
c. Underwriting Fee -- as set forth in a separate fee letter
among the Borrower and the DIP Agent and one or more of
the DIP Agent's affiliates; and
d. Administration Fee -- as set forth in a separate fee
letter among the Borrower and the DIP Agent and one or
more of the DIP Agent's affiliates.
Copies of the DIP financing agreement and the budget are available
for free at:
http://bankrupt.com/misc/US_CONCRETE_dipfinancingcreditpact.pdf
http://bankrupt.com/misc/US_CONCRETE_dipfinancingcreditpact2.pdf
http://bankrupt.com/misc/US_CONCRETE_dipfinancingcreditpact3.pdf
http://bankrupt.com/misc/US_CONCRETE_dipfinancingbudget.pdf
The Court has set a final hearing for May 21, 2010, at 9:30 a.m.
on the Debtors' request to obtain DIP financing.
About U.S. Concrete
Houston, Tex.-based U.S. Concrete, Inc., aka RMX Industries, Inc.,
is a major producer of ready-mixed concrete, precast concrete
products and concrete-related products in select markets in the
United States.
The Company filed for Chapter 11 bankruptcy protection on
April 29, 2010 (Bankr. D. Del. Case No. 10-11407). Patrick J.
Nash Jr., Esq., and Ross M. Kwasteniet, Esq., at Kirkland & Ellis
LLP, assist the Company in its restructuring effort as bankruptcy
counsel.
James E. O'Neill, Esq., Laura Davis Jones, Esq., and Mark M.
Billion, Esq., at Pachulski Stang Ziehl & Jones LLP, is the
Company's co-counsel.
Epiq Bankruptcy Solutions is the Company's claims agent.
According to the schedules, the Company says that assets total
$389,160,000 while debts total $399,351,000.
The Debtor's affiliates, Alberta Investments, Inc., et al., filed
separate Chapter 11 petitions on April 29, 2010.
US CONCRETE: Gets OK to Enter Into New Insurance Policies
---------------------------------------------------------
U.S. Concrete, Inc., et al., sought and obtained interim
authorization from the Hon. Peter J. Walsh of the U.S. Bankruptcy
Court for the District of Delaware to enter into new postpetition
policies and financing agreements, to continue insurance coverage
entered into prepetition, and maintain existing financing of
insurance premiums.
The Debtors want to (a) continue insurance coverage currently in
effect and pay any prepetition amounts that may be outstanding and
that may come due under the Policies, including premiums and
Premium Financing Agreement Installments in an aggregate amount
not to exceed
$3.1 million that currently are outstanding but not yet due,
approximately $300,000 of which may be due and owing within the
first 21 days of these chapter 11 cases, and including any amounts
due under certain self-administered insurance programs, plus pay
any prepetition premium, deductible, and self-insured retention
related to the Policies to the extent that the Debtors determine
in their discretion that the payment is necessary or appropriate,
(b) maintain the existing PF As, and (c) enter into new policies
and premium financing arrangements on an as needed basis during
the postpetition period without further court approval.
The Debtors said that they may need to renew or replace certain of
their Policies and Premium Financing Agreements (PFAs) during the
course of these Chapter 11 cases, or enter into new policies or
premium financing arrangements. The Debtors' Policy for coverage
of directors and officers liability will expire May 31, 2010. The
Debtors currently are soliciting bids regarding renewal of the
Policy. While the Debtors believe that any renewal, modification,
or new execution of this Policy or any other such Policies or PFAs
constitute ordinary course transactions not subject to court
approval, the Debtors seek, out of an abundance of caution, the
Court's authority to continue to renew and modify these Policies
and to assure the Debtors' insurance providers and financiers that
the Debtors have full authority with respect to new or modified
arrangements without the need to obtain further approval from the
Court.
About U.S. Concrete
Houston, Tex.-based U.S. Concrete, Inc., aka RMX Industries, Inc.,
is a major producer of ready-mixed concrete, precast concrete
products and concrete-related products in select markets in the
United States.
The Company filed for Chapter 11 bankruptcy protection on
April 29, 2010 (Bankr. D. Del. Case No. 10-11407). Patrick J.
Nash Jr., Esq., and Ross M. Kwasteniet, Esq., at Kirkland & Ellis
LLP, assist the Company in its restructuring effort as bankruptcy
counsel.
James E. O'Neill, Esq., Laura Davis Jones, Esq., and Mark M.
Billion, Esq., at Pachulski Stang Ziehl & Jones LLP, is the
Company's co-counsel.
Epiq Bankruptcy Solutions is the Company's claims agent.
According to the schedules, the Company says that assets total
$389,160,000 while debts total $399,351,000.
The Debtor's affiliates, Alberta Investments, Inc., et al., filed
separate Chapter 11 petitions on April 29, 2010.
US CONCRETE: Seeks to Retain Deloitte & Touche as Auditor
---------------------------------------------------------
BankruptcyData.com reports that U.S. Concrete, Inc. is seeking
permission from the Bankruptcy Court to employ Deloitte & Touche
to provide audit services. The Debtor proposes to pay Deloitte
for its services at these hourly rates:
partner/principal/director at $280,
senior manager at 230,
manager at 200,
senior associate at 150, and
associate and junior staff at 150,
The Debtor, according to the report, also seeks permission to hire
Deloitte Financial Advisory Services (Contact: Anthony Sasso) to
provide accounting services at these hourly rates:
partner/principal/director at $500 to 685,
senior manager at 425 to 550,
manager at 360 to 475,
senior associate at 260 to 355,
associate and junior staff at 165 to 190.
The Debtor wants to tap Deloitte Tax (Contact: Todd Crawford) to
provide tax advisory services at these hourly rates:
partner/principal/director at $500 to 685,
senior manager at 425 to 550,
manager at 360 to 475,
senior associate at 260 to 355,
associate and junior staff at 165 to 190.
About U.S. Concrete
Houston, Tex.-based U.S. Concrete, Inc., aka RMX Industries, Inc.,
is a major producer of ready-mixed concrete, precast concrete
products and concrete-related products in select markets in the
United States.
The Company filed for Chapter 11 bankruptcy protection on
April 29, 2010 (Bankr. D. Del. Case No. 10-11407). Patrick J.
Nash Jr., Esq., and Ross M. Kwasteniet, Esq., at Kirkland & Ellis
LLP, assist the Company in its restructuring effort as bankruptcy
counsel.
James E. O'Neill, Esq., Laura Davis Jones, Esq., and Mark M.
Billion, Esq., at Pachulski Stang Ziehl & Jones LLP, is the
Company's co-counsel.
Epiq Bankruptcy Solutions is the Company's claims agent.
According to the schedules, the Company says that assets total
$389,160,000 while debts total $399,351,000.
The Debtor's affiliates, Alberta Investments, Inc., et al., filed
separate Chapter 11 petitions on April 29, 2010.
US CONCRETE: Settles Drivers' Suit for $1.5 Million
---------------------------------------------------
Bill Rochelle at Bloomberg News reports that U.S. Concrete Inc.
has settled three class-action suits in which truck drivers
alleged violations of California wage and hours laws. The suits
will be settled in return for $1.5 million payment to a settlement
trust, less attorneys' fees. A hearing on the settlement is
scheduled for June 3.
Meanwhile, Bloomberg News reports that U.S. Concrete has an
official committee of unsecured creditors. One of the five
members is indenture trustee Wells Fargo Bank NA.
U.S. Concrete has a June 3 hearing for approval of the disclosure
statement explaining the prepackaged reorganization plan
negotiated before the Chapter 11 filing on April 21. The Plan
reduces debt by $285 million through conversion of 8.325%
subordinated notes into the new equity.
About U.S. Concrete
Houston, Tex.-based U.S. Concrete, Inc., aka RMX Industries, Inc.,
is a major producer of ready-mixed concrete, precast concrete
products and concrete-related products in select markets in the
United States.
The Company filed for Chapter 11 bankruptcy protection on
April 29, 2010 (Bankr. D. Del. Case No. 10-11407). Patrick J.
Nash Jr., Esq., and Ross M. Kwasteniet, Esq., at Kirkland & Ellis
LLP, assist the Company in its restructuring effort as bankruptcy
counsel.
James E. O'Neill, Esq., Laura Davis Jones, Esq., and Mark M.
Billion, Esq., at Pachulski Stang Ziehl & Jones LLP, is the
Company's co-counsel.
Epiq Bankruptcy Solutions is the Company's claims agent.
According to the schedules, the Company says that assets total
$389,160,000 while debts total $399,351,000.
The Debtor's affiliates, Alberta Investments, Inc., et al., filed
separate Chapter 11 petitions on April 29, 2010.
VALLEY HEALTH: Judge Carroll Approves Debtor's Chapter 9 Plan
-------------------------------------------------------------
WestLaw reports that the approval by a Chapter 9 debtor-local
health care district of the sale of substantially all of its
assets pursuant to an asset sale agreement would not potentially
cause either a direct physical change in the environment or a
reasonably foreseeable indirect physical change in the
environment. Thus, the sale approval was not a "project" for the
purposes of the California Environmental Quality Act. The purpose
of the agreement was to maintain the operational status quo by
keeping the district's hospitals operating and open to the public,
and any plan by the purchaser to establish a medical arts building
near an existing hospital was not sufficiently defined to allow
for a meaningful evaluation under the CEQA. In re Valley Health
System, --- B.R. ----, 2010 WL 1568425 (Bankr. C.D. Cal.)
(Carroll. J.).
Following this ruling, the Honorable Peter H. Carroll confirmed
the First Amended Plan for the Adjustment of Debts of Valley
Health System Dated December 17, 2009, as modified on February 19,
2010.
Valley Health Systems sought protection under chapter 9 (Bankr.
C.D. Calif. Case No. 07-18293) on Dec. 13, 2007, disclosing
approximately 5,000 creditors holding claims in excess of $100
million. The California local health care district is represented
by Gary E. Klausner, Esq., at Stutman, Treister & Glatt, P.C., in
Los Angeles, and Daniel K. Spradlin, Esq., and M. Lois Bobak,
Esq., at Woodruff, Spradlin & Smart, APC, in Costa Mesa. On Jan.
11, 2008, the court denied the United States trustee's motion
seeking appointment of a patient care ombudsman pursuant to 11
U.S.C. Sec. 333(a)(1). On Feb. 20, 2008, the court overruled the
objections of U.S. Bank and SEIU to VHS's petition and denied U.S.
Bank's motion to dismiss, holding that VHS had established that it
was eligible for relief under chapter 9 and ?as unable to
negotiate with creditors prior to the filing of its chapter 9
petition . . . because negotiation was impracticable" within the
meaning of 11 U.S.C. Sec. 109(c)(5)(C).
VISTEON CORP: Shareholders Fail to Terminate Exclusivity
--------------------------------------------------------
Bill Rochelle at Bloomberg News reports that U.S. Bankruptcy Judge
Christopher S. Sontchi entered an order extending Visteon Corp.'s
exclusive period to propose a Chapter 11 plan until June 29.
Shareholders wanted the plan exclusivity terminated, arguing that
the Debtors have abused the plan process by depriving shareholders
of any recovery. Aurelius Capital Master, Ltd., and other
shareholders said that their constituencies should be allowed to
file a competing plan that would allocate value in the reorganized
Debtors in accordance with the Debtors' true value.
Visteon, on the other hand said that, while it recognizes the
changing nature of the markets, equity would have to be
extinguished under all realistic and feasible exit scenarios.
According to Bloomberg, Judge Sontchi also denied shareholders'
motion for the appointment of an official committee. He also
denied a motion for the appointment of an examiner to determine if
the company is solvent.
Judge Sontchi said Visteon's valuation, the primary factual
question in the case, should be decided at the plan confirmation
hearing.
The latest iteration of Visteon's plan provides that bondholders
can own the company by providing $1.25 billion cash in return for
all the new stock. If the cash isn't forthcoming, Visteon intends
on confirming a plan similar to the March version where term loan
lenders owed $1.63 billion would receive about 85% of the stock,
with noteholders splitting the remainder.
About Visteon Corp.
Headquartered in Van Buren Township, Michigan, Visteon Corporation
(NYSE: VC) -- http://www.visteon.com/-- is a global automotive
supplier that designs, engineers and manufactures innovative
climate, interior, electronic and lighting products for vehicle
manufacturers, and also provides a range of products and services
to aftermarket customers. The Company has corporate offices in
Van Buren Township, Michigan (U.S.); Shanghai, China; and Kerpen,
Germany. It has facilities in 27 countries and employs roughly
35,500 people. The Company has assets of US$4,561,000,000 and
debts of US$5,311,000,000 as of March 31, 2009.
Visteon Corporation and 30 of its affiliates filed for Chapter 11
protection on May 28, 2009, (Bank. D. Del. Case No. 09-11786
through 09-11818). Judge Christopher S. Sontchi oversees the
Chapter 11 cases. James H.M. Sprayregen, Esq., Marc Kieselstein,
Esq., and James J. Mazza, Jr., Esq., at Kirkland & Ellis LLP, in
Chicago, Illinois, represent the Debtors in their restructuring
efforts. Laura Davis Jones, Esq., James E. O'Neill, Esq., Timothy
P. Cairns, Esq., and Mark M. Billion, Esq., at Pachulski Stang
Ziehl & Jones LLP, in Wilmington, Delaware, serve as the Debtors'
local counsel. The Debtors' investment banker and financial
advisor is Rothschild Inc. The Debtors' notice, claims, and
solicitation agent is Kurtzman Carson Consultants LLC. The
Debtors' restructuring advisor is Alvarez & Marsal North America,
LLC.
Bankruptcy Creditors' Service, Inc., publishes Visteon Bankruptcy
News. The newsletter tracks the Chapter 11 proceedings of Visteon
Corp. and its debtor-affiliates. (http://bankrupt.com/newsstand/
or 215/945-7000)
WASHINGTON MUTUAL: Still In Talks with FDIC
-------------------------------------------
Tom Hals at Reuters notes that Washington Mutual Inc.'s amended
plan of reorganization filed on Monday was unclear if the Federal
Deposit Insurance Corp. would support the plan. Mr. Hals says
court documents filed on Monday dropped language saying the FDIC
did not agree to the plan, suggesting an agreement had been
reached. However, Mr. Hals continues, the FDIC responded to
requests for comment by referring to an objection it filed last
week, which said that "there is currently no definitive global
settlement."
According to Reuters, sources close to the talks said the FDIC was
continuing to negotiate and could drop that objection. But they
also said the agency's board had not approved the revised
agreement.
The Delaware Bankruptcy Court will convene a hearing today, May
19, 2010, to consider approval of the Disclosure Statement
explaining the Plan.
As reported by the Troubled Company Reporter, the Amended Plan
contemplates the implementation of a global settlement agreement
among WMI, the Federal Deposit Insurance Corporation and JPMorgan
Chase Bank, N.A. The terms are reflected in the Amended Plan and
Disclosure Statement filed with the Bankruptcy Court.
The Plan, under which the Settlement will be implemented,
contemplates, among other things:
-- WMI will establish a liquidating trust to make
distributions to creditors on account of their allowed
claims. In accordance with the terms of the Plan, the
trust will distribute funds in excess of approximately
$7 billion, including approximately $4 billion of
previously disputed funds on deposit with JPMC.
-- It is anticipated that the reorganized WMI will undertake
a rights offering pursuant to which certain creditors will
receive a right to purchase newly issued shares of
reorganized WMI common stock. The reorganized WMI will
retain equity interests in WMI Investment Corp. and WM
Mortgage Reinsurance Company.
-- JPMC will assume certain liabilities related to benefit
Plans (including the pension plan sponsored by WMI).
-- The various litigations involving WMI, JPMC and FDIC will
be stayed or dismissed. In addition, JPMC and the FDIC
(in its capacity as receiver of Washington Mutual Bank and
in its corporate capacity) will withdraw claims against
WMI's bankruptcy estate and the parties will exchange
mutual releases.
-- Preferred and common equity securities previously issued
by WMI will be cancelled.
About Washington Mutual
Based in Seattle, Washington, Washington Mutual Inc. --
http://www.wamu.com/-- is a holding company for Washington Mutual
Bank as well as numerous non-bank subsidiaries. The Company
operates in four segments: the Retail Banking Group, which
operates a retail bank network of 2,257 stores in California,
Florida, Texas, New York, Washington, Illinois, Oregon, New
Jersey, Georgia, Arizona, Colorado, Nevada, Utah, Idaho and
Connecticut; the Card Services Group, which operates a nationwide
credit card lending business; the Commercial Group, which conducts
a multi-family and commercial real estate lending business in
selected markets, and the Home Loans Group, which engages in
nationwide single-family residential real estate lending,
servicing and capital markets activities.
Washington Mutual Bank was taken over September 25 by U.S.
government regulators. The next day, WaMu and its affiliate, WMI
Investment Corp., filed separate petitions for Chapter 11 relief
(Bankr. D. Del. 08-12229 and 08-12228, respectively). Wamu owns
100% of the equity in WMI Investment. Weil Gotshal & Manges
represents the Debtors as counsel. When WaMu filed for protection
from its creditors, it listed assets of $32,896,605,516 and debts
of $8,167,022,695. WMI Investment listed assets of $500,000,000
to $1,000,000,000 with zero debts.
Peter Calamari, Esq., and David Elsberg, Esq., at Quinn Emanuel
Urquhart Oliver & Hedges, LLP, served as legal counsel to WMI with
responsibility for the litigation. Brian Rosen, Esq., at Weil,
Gotshal & Manges LLP served as legal counsel to WMI with
responsibility for the chapter 11 case.
Bankruptcy Creditors' Service Inc. publishes Washington Mutual
Bankruptcy News. The newsletter tracks the Chapter 11 proceedings
of Washington Mutual Inc. (http://bankrupt.com/newsstand/or
215/945-7000).
WAYNE BUTLER: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Joint Debtors: Wayne Butler
Eileen Joy Blumhardt-Butler
5108 Long Branch Court
Antioch, CA 94531
Bankruptcy Case No.: 10-45449
Chapter 11 Petition Date: May 12, 2010
Court: U.S. Bankruptcy Court
Northern District of California (Oakland)
Judge: Edward D. Jellen
Debtor's Counsel: David M. Sternberg, Esq.
David M. Sternberg and Assoc.
540 Lennon Lane
Walnut Creek, CA 94598
Tel: (925) 946-1400
E-mail: DMSLaw@ix.netcom.com
Estimated Assets: $500,001 to $1,000,000
Estimated Debts: $1,000,001 to $10,000,000
A copy of the Joint Debtors' list of 20 largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/canb10-45449.pdf
The petition was signed by the Joint Debtors.
WINSOR MANAGEMENT: Files for Chapter 11 Bankruptcy Protection
-------------------------------------------------------------
According to telegram.com, Winsor Management Inc. filed for
Chapter 11 bankruptcy protection listing both assets and debts of
between $1 million and $10 million. A person with knowledge of
the matter said the filing will allow the Company to shed some
unsecured obligations. Winsor Management is a property management
company.
WHOLE FOODS: Moody's Assigns Ba3 to $700MM Senior Loan due 2012
---------------------------------------------------------------
Moody's Investors Service changed the rating outlook for Whole
Foods Market to positive from stable, and affirmed the company's
Ba3 Corporate Family Rating and other debt ratings. "The positive
outlook reflects the likelihood of a ratings upgrade if Whole
Foods' operating performance remains near current levels, which
would allow it to sustain improvements in credit metrics, free
cash flow, and reduced operating risk," said Marie Menendez,
senior vice president of Moody's.
Whole Foods Corporate Family Rating of Ba3 reflects high leverage
and operating risk which is greater than conventional supermarkets
due to the focus on higher-end products and the company's growth
strategy. Ratings also reflect Moody's expectations that
operating margins and cash flow generation will continue to
stabilize as the company follows a more moderate growth strategy
in the future than it had previously, and that Whole Foods will
remain a market leader. The ratings also reflect very good
liquidity, as demonstrated by growing cash balances, the ability
to repay debt from operating cash flow, and good availability
under its revolving credit facility.
Ratings could be upgraded if operating performance improves and
results in stronger credit metrics and comparable store sales
increases. In addition, an upgrade would require maintenance of
positive free cash flow, a balanced financial policy, and good
liquidity. Quantitatively, upward rating pressure would build if
debt/EBITDA can be sustained below 4.5 times, and if
EBITA/interest can be sustained above 2.25
These ratings were affirmed and points estimates updated:
- Corporate Family Rating at Ba3
- Probability of Default Rating at Ba3
- $700 million (original principal amount) Senior Secured Term
Loan due 2012 at Ba3 (LGD 3, 47%)
The last rating action for Whole Foods was the change in rating
outlook to stable from negative on November 10, 2009.
Whole Foods Market, headquartered in Austin, Texas, is a leading
supermarket retailer which emphasizes natural and organic foods.
The company has 295 stores in the U.S., Canada and U.K., and had
approximately $8 billion in revenues over the last 12 months.
XERIUM TECHNOLOGIES: Has Nod to Grant Admin. Status to Vendors
--------------------------------------------------------------
The Bankruptcy Court authorized Xerium Technologies Inc. and its
units to satisfy prepetition claims of certain creditors in the
ordinary course of business in the amount not to exceed
$19,442,000. The Debtors certified that no objections were filed
as to the Motion.
In connection with the normal operation of their business, the
Debtors rely on various vendors and suppliers to provide them with
the goods and services necessary for the production and
distribution of their products to customers.
As of the Petition Date, the Debtors have certain prepetition
purchase orders outstanding with various vendors for goods and
services. As a consequence of the commencement of the Chapter 11
cases, the Vendors may be concerned that the obligations arising
from goods shipped or services ordered prepetition and delivered
postpetition will be treated as general unsecured claims against
the Debtors' estates. The Vendors may refuse to ship the goods,
may recall shipments, or perform services unless the Debtors issue
substitute purchase orders postpetition.
Pursuant to Section 503(b)(1)(A) of the Bankruptcy Code,
obligations that arise in connection with the postpetition
delivery of necessary goods and services, including those ordered
prepetition, are afforded administrative expense priority status.
Accordingly, at the Debtors' behest, the Court granted
administrative priority status to all undisputed obligations of
the Debtors owed to Vendors arising from the postpetition delivery
of goods and services ordered prior to the Petition Date.
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.
Judge Kevin J. Carey of the U.S. Bankruptcy Court for the
District of Delaware confirmed the Prepackaged Chapter 11 Plan of
Reorganization filed by Xerium Technologies, Inc., and its debtor
affiliates on May 12, 2010, after determining that the Plan
satisfies the requirements of Section 1129(a) of the Bankruptcy
Code.
XERIUM TECHNOLOGIES: Receives Final Nod to Pay Employees
--------------------------------------------------------
Xerium Technologies Inc. and its units received approval, on a
final basis, (a) to pay, satisfy, or otherwise honor all of their
prepetition employee obligations without further Court order and
in accordance with the Debtors' prepetition practices and
policies, including, but not limited to all obligations with
respect to (i) wages, salaries, commissions, sales incentives, and
related administrative costs; (ii) vacation, sick leave, personal
time off, leaves of absence, severance, healthcare, pension,
insurance, retirement and other welfare benefits, and reimbursable
business expenses, and (b) to continue to honor each of their
prepetition programs, policies and practices with respect to the
prepetition employee obligations. The Debtors, prior to entry of
the Court order, certified to the Court that no objection was
filed to their motion.
Xerium Technologies Inc. and its units employ approximately 3,290
employees worldwide.
As of the Petition Date, the Debtors estimate that approximately
$5 million of their employee obligations with respect to the
prepetition period is accrued and unpaid, consisting of:
* $36,000 owed to executives;
* $436,000 in wages to hourly employees;
* $490,000 under the Sales Incentive Plans,
* $275,000 of paid vacation and holiday time for employees;
* $24,000 with respect to paid leaves of absence;
* $134,000 in outstanding and unpaid severance payments;
* $1.1 million in Health Benefits for Hourly Employees and
$600,000 for Salaried Employees;
* $56,000 in outstanding annual premiums to Hartford, Great
West Life, ACE/INA, Zurich, and Unum;
* $745,000 of social insurance program due and unpaid to
Xerium Germany and Huyck Wangner
* $25,000 in contributions, and $310,000 in funding
obligations under the Defined Benefit Plans;
* $30,000 in contributions under the SERPs;
* $8,000 in contributions under the VERPs;
* $157,000 in reimbursable expenses incurred by employees
under the Debtors' existing policies;
* $13,000 in reimbursements to employees for protective
footwear and prescription safety glasses, or safety
equipment;
* $5,000 in unpaid reimbursement of costs associated with sale
and purchase of a home, among other things, as a way to
incentivize employees;
* $4,000 in job-related education expenses payable to eligible
employees;
* $6,000 in business-related transportation policies for
approximately 106 employees;
* $407,000 in reimbursable business expenses with respect to
the American Express Corporate Card Program with AMEX Travel
Related Services Company, Inc., for the purchase of goods
and services incidental to the Debtors' business; and
* $18,000 in administrative obligations to professionals,
consultants and other administrators that facilitate the
Debtors' payroll, Welfare Benefits, Health Benefits,
Insurance Benefits and Defined Contribution Plans.
* * *
The Debtors have withdrawn, without prejudice, their motions to
pay prepetition foreign obligations and prepetition shipping
charges.
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.
Judge Kevin J. Carey of the U.S. Bankruptcy Court for the
District of Delaware confirmed the Prepackaged Chapter 11 Plan of
Reorganization filed by Xerium Technologies, Inc., and its debtor
affiliates on May 12, 2010, after determining that the Plan
satisfies the requirements of Section 1129(a) of the Bankruptcy
Code.
XERIUM TECHNOLOGIES: Section 341 Meeting Waived
-----------------------------------------------
Bankruptcy Judge Kevin Carey directed the U.S. Trustee not to
convene a meeting of creditors or equity security holders of
Xerium Technologies Inc. The U.S. Trustee is also directed not to
appoint any committee of creditors or equity security holders.
Prior to the entry of the order, the Debtors submitted a revised
proposed order adding language that authorizes them to omit the
names, addresses and all other personally identifiable
information related to their current and former European
employees from the creditor matrix and the equity security
holders list of Xerium Technologies, Inc. The Court approved the
revised proposed order.
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.
Bankruptcy Creditors' Service, Inc., publishes XERIUM TECHNOLOGIES
BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding
undertaken by Xerium Technologies and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
XERIUM TECHNOLOGIES: Stowe Woodward & Rapid Pacific Settle Dispute
------------------------------------------------------------------
Before the Petition Date, Debtors Stowe Woodward Licensco LLC and
Stowe Woodward, Inc., commenced a legal proceeding in the Supreme
Court of Victoria, in Australia, under Proceeding No. SCI
2009/10157, against Rapid Pacific Roll Covering Pty Ltd. By the
action, the Debtors asserted various claims against Rapid
Pacific, including claims seeking breach of contract damages.
The Debtors and Rapid Pacific entered into a deed of settlement
and release, dated April 13, 2010, to resolve all issues relating
to the Action and the Claims. Pursuant to the Settlement
Agreement, Rapid Pacific will pay the Debtors AUD200,000 in full
satisfaction of the claims.
The U.S. Trustee takes no position with respect to the submission
of the settlement agreement. Given that the economic parties-in-
interest with respect to the settlement agreement affirmatively
consent to the approval of the settlement, the Debtors asserted
in Court filings that approval of the settlement is appropriate.
Accordingly, the Debtors sought and obtained the U.S. Bankruptcy
Court for the District of Delaware's approval of the settlement
agreement.
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.
Bankruptcy Creditors' Service, Inc., publishes XERIUM TECHNOLOGIES
BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding
undertaken by Xerium Technologies and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
XERIUM TECHNOLOGIES: Wins Final Approval to Hire Richards Layton
----------------------------------------------------------------
Xerium Technologies Inc. and its units received final approval to
employ Richards, Layton & Finger, P.A., as co-counsel, nunc pro
tunc to the Petition Date.
As co-counsel, Richards Layton will:
(a) take all necessary actions to protect and preserve the
estates of the Debtors, including the prosecution of
actions on the Debtors' behalf, the defense of any actions
commenced against the Debtors, the negotiation of disputes
in which the Debtors are involved, and the preparation of
objections to claims filed against the Debtors' estates;
(b) advise the Debtors of their rights, powers and duties as
Debtors and Debtors-in-possession under Chapter 11 of the
Bankruptcy Code;
(c) prepare on behalf of the Debtors, all necessary motions,
applications, answers, orders, reports, and other
papers in connection with the administration of the
Debtors' estates and serve such papers on creditors;
(d) take all necessary or appropriate actions in connection
with a plan or plans of reorganization and related
disclosure statement as may be required in connection with
the administration of the Debtors' estates; and
(e) perform all other necessary legal services in connection
with the prosecution of the Chapter 11 cases.
Richards Layton will be paid in accordance with these hourly
rates:
Professional Hourly Rate
------------ -----------
Mark D. Collins $675
Jason M. Madron $390
Travis A. McRoberts $255
Rebecca V. Speaker $195
The firm will also be reimbursed for necessary out-of-pocket
expenses.
Mark D. Collins, Esq., a director at Richards Layton, avers that
his firm does not hold or represent any interest adverse to the
Debtors or their estates. He assures the Court that Richards
Layton is a "disinterested person," as defined in Section 101(14)
of the Bankruptcy Code, as modified by Section 1107(b).
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.
Judge Kevin J. Carey of the U.S. Bankruptcy Court for the
District of Delaware confirmed the Prepackaged Chapter 11 Plan of
Reorganization filed by Xerium Technologies, Inc., and its debtor
affiliates on May 12, 2010, after determining that the Plan
satisfies the requirements of Section 1129(a) of the Bankruptcy
Code.
YRC WORLDWIDE: Files 10Q; Has $104.9 MM Equity Deficit at March 31
------------------------------------------------------------------
YRC Worldwide Inc. filed on May 10, 2010, its quarterly report on
Form 10-Q, showing a net loss of $274.1 million on $1.063 billion
of revenue for the three months ended March 31, 2010, compared
with a net loss of $273.8 million on $1.503 billion of revenue for
the same period of 2009.
The Company's balance sheet as of March 31, 2010, showed
$2.919 billion in assets and $3.024 billion of liabilities, for a
stockholders' deficit of $104.9 million.
As reported in the Troubled Company Reporter on March 18, 2010,
KPMG LLP, in Kansas City, Missouri, expressed substantial doubt
about YRC Worldwide's ability to continue as a going concern in
its report on the Company's consolidated financial statements for
the year ended December 31, 2009. The independent auditors noted
that the Company has experienced significant declines in
operations, cash flows, and liquidity.
A full-text copy of the quarterly report is available for free at:
http://researcharchives.com/t/s?6271
Headquartered in Overland Park, Kan., YRC Worldwide Inc. (NASDAQ:
YRCW) -- http://www.yrcw.com/-- is a holding company that through
wholly owned operating subsidiaries offers its customers a wide
range of transportation services. These services include global,
national and regional transportation as well as logistics.
* Q1 Bankruptcy Filings Increase Nearly 18% Over 2009
-----------------------------------------------------
American Bankruptcy Institute reports that the total number of
U.S. bankruptcy cases filed during the first three months of 2010
increased 17.5% over the same period in 2009.
* Greece May Take Legal Action v. US Banks Over Debt Crisis
-----------------------------------------------------------
According to today's edition of the Troubled Company Reporter-
Europe, Timothy R. Homan at Bloomberg News reports that Greek
Prime Minister George Papandreou said that Greece is considering
taking legal action against U.S. investment banks that might have
contributed to the country's debt crisis.
"I wouldn't rule out that this may be a recourse," Mr. Papandreou,
as cited by Bloomberg, said, in response to questions about the
role of U.S. banks in the crisis, in an interview on CNN's "Fareed
Zakaria GPS."
According to Bloomberg, Mr. Papandreou said the decision on
whether to go after U.S. banks will be made after a Greek
parliamentary investigation into the cause of the crisis.
"Greece will look into the past and see how things went,"
Bloomberg quoted Mr. Papandreou as saying. "There are similar
investigations going on in other countries and in the United
States. This is where I think, yes, the financial sector, I hear
the words fraud and lack of transparency. So yes, yes, there is
great responsibility here."
Bloomberg says in the days leading up to the May 10 announcement
of a loan package worth almost US$1 trillion to halt the spread of
Greece's fiscal woes, European Union regulators were examining
whether speculators manipulated the prices of bonds and equities
and contributed to the crisis.
Bloomberg recalls the Committee of European Securities Regulators
said on May 7 it was investigating "exceptional volatility" in the
markets and would work with other regulators, including the U.S.
Securities and Exchange Commission, as part of a coordinated
clampdown.
Debt Service
Separately, Jann Bettinga and Christian Vits at Bloomberg News
report that Deutsche Bank AG Chief Executive Officer Josef
Ackermann said Greece may not be able to repay its debt in full,
arguing it would require "incredible efforts".
"I would doubt that Greece over time will be in a position to come
up with the economic potential" to pay all it owes," Bloomberg
quoted Mr. Ackermann, as saying in an interview with ZDF
television aired late Thursday. Greece needs to be stabilized as
a collapse of the country would most likely trigger a contagion of
other countries and lead to "a form of meltdown."
According to Bloomberg, Mr. Ackermann said in the interview a
restructuring of Greece's debt must be prevented and pressure
should be increased on the country to tackle its budget problems.
Bloomberg notes Mr. Ackermann said if the measures taken to aid
Greece turn out not to be fully sufficient, then debt
restructuring "may still be considered".
* Upcoming Meetings, Conferences and Seminars
---------------------------------------------
May 21, 2010
AMERICAN BANKRUPTCY INSTITUTE
Nuts and Bolts - NYC
Alexander Hamilton Custom House, SDNY, New York, N.Y.
Contact: 1-703-739-0800; http://www.abiworld.org/
May 24, 2010
AMERICAN BANKRUPTCY INSTITUTE
New York City Bankruptcy Conference
New York Marriott Marquis, New York, NY
Contact: 1-703-739-0800; http://www.abiworld.org/
June 17-20, 2010
AMERICAN BANKRUPTCY INSTITUTE
Central States Bankruptcy Workshop
Grand Traverse Resort and Spa, Traverse City, Mich.
Contact: 1-703-739-0800; http://www.abiworld.org/
July 7-10, 2010
AMERICAN BANKRUPTCY INSTITUTE
Northeast Bankruptcy Conference
Ocean Edge Resort, Brewster, Massachusetts
Contact: 1-703-739-0800; http://www.abiworld.org/
July 14-17, 2010
AMERICAN BANKRUPTCY INSTITUTE
Southeast Bankruptcy Conference
The Ritz-Carlton Amelia Island, Amelia, Fla.
Contact: http://www.abiworld.org/
Aug. 3, 2010
AMERICAN BANKRUPTCY INSTITUTE
Atlanta Consumer Bankruptcy Skills Training
Georgia State Bar Building, Atlanta, Ga.
Contact: 1-703-739-0800; http://www.abiworld.org/
Aug. 5-7, 2010
AMERICAN BANKRUPTCY INSTITUTE
Mid-Atlantic Bankruptcy Workshop
Hyatt Regency Chesapeake Bay, Cambridge, Md.
Contact: 1-703-739-0800; http://www.abiworld.org/
Aug. 11-14, 2010
AMERICAN BANKRUPTCY INSTITUTE
Hawai.i Bankruptcy Workshop
The Fairmont Orchid, Big Island, Hawaii
Contact: 1-703-739-0800; http://www.abiworld.org/
Sept. 14, 2010
AMERICAN BANKRUPTCY INSTITUTE
ABI/NYIC Golf and Tennis Fundraiser
Maplewood Golf Club, Maplewood, N.J.
Contact: 1-703-739-0800; http://www.abiworld.org/
Sept. 20, 2010 (tentative)
AMERICAN BANKRUPTCY INSTITUTE
Complex Financial Restructuring Program
Fordham Law School, New York, N.Y.
Contact: 1-703-739-0800; http://www.abiworld.org/
Sept. 23-25, 2010
AMERICAN BANKRUPTCY INSTITUTE
Southwest Bankruptcy Conference
Four Seasons Las Vegas, Las Vegas, Nev.
Contact: 1-703-739-0800; http://www.abiworld.org/
Oct. 1, 2010 (tentative)
AMERICAN BANKRUPTCY INSTITUTE
ABI/UMKC Midwestern Bankruptcy Institute
Kansas City Marriott Downtown, Kansas City, Kan.
Contact: 1-703-739-0800; http://www.abiworld.org/
Oct. 6-8, 2010
TURNAROUND MANAGEMENT ASSOCIATION
TMA Annual Convention
JW Marriott Grande Lakes, Orlando, Florida
Contact: http://www.turnaround.org/
Oct. 11, 2010
AMERICAN BANKRUPTCY INSTITUTE
Chicago Consumer Bankruptcy Conference
Standard Club, Chicago, Ill.
Contact: 1-703-739-0800; http://www.abiworld.org/
Oct. 15, 2010
AMERICAN BANKRUPTCY INSTITUTE
NCBJ/ABI Educational Program
Hilton New Orleans Riverside, New Orleans, La.
Contact: 1-703-739-0800; http://www.abiworld.org/
Oct. 29, 2010 (tentative)
AMERICAN BANKRUPTCY INSTITUTE
International Insolvency Symposium
The Savoy, London, England
Contact: 1-703-739-0800; http://www.abiworld.org/
Nov. __, 2010
AMERICAN BANKRUPTCY INSTITUTE
Delaware Views from the Bench and Bankruptcy Bar
Hotel du Pont, Wilmington, Del.
Contact: 1-703-739-0800; http://www.abiworld.org/
Nov. 11, 2010
AMERICAN BANKRUPTCY INSTITUTE
Detroit Consumer Bankruptcy Conference
Hyatt Regency Dearborn, Dearborn, Mich.
Contact: 1-703-739-0800; http://www.abiworld.org/
Dec. 9-11, 2010
AMERICAN BANKRUPTCY INSTITUTE
Winter Leadership Conference
Camelback Inn, a JW Marriott Resort & Spa,
Scottsdale, Ariz.
Contact: 1-703-739-0800; http://www.abiworld.org/
Dec. 2-4, 2010
AMERICAN BANKRUPTCY INSTITUTE
22nd Annual Winter Leadership Conference
Camelback Inn, Scottsdale, Arizona
Contact: 1-703-739-0800; http://www.abiworld.org/
Jan. 20-21, 2011
AMERICAN BANKRUPTCY INSTITUTE
Rocky Mountain Bankruptcy Conference
Westin Tabor Center, Denver, Colo.
Contact: 1-703-739-0800; http://www.abiworld.org/
January 26-28, 2011
TURNAROUND MANAGEMENT ASSOCIATION
TMA Distressed Investing Conference
Aria Las Vegas
Contact: http://www.turnaround.org/
Mar. 31-Apr. 3, 2011
AMERICAN BANKRUPTCY INSTITUTE
Annual Spring Meeting
Gaylord National Resort & Convention Center,
National Harbor, Md.
Contact: 1-703-739-0800; http://www.abiworld.org/
June 9-12, 2011
AMERICAN BANKRUPTCY INSTITUTE
Central States Bankruptcy Workshop
Grand Traverse Resort and Spa, Traverse City, Mich.
Contact: http://www.abiworld.org/
July 21-24, 2011
AMERICAN BANKRUPTCY INSTITUTE
Northeast Bankruptcy Conference
Hyatt Regency Newport, Newport, R.I.
Contact: 1-703-739-0800; http://www.abiworld.org/
Aug. 4-6, 2011 (tentative)
AMERICAN BANKRUPTCY INSTITUTE
Mid-Atlantic Bankruptcy Workshop
Hotel Hershey, Hershey, Pa.
Contact: 1-703-739-0800; http://www.abiworld.org/
Oct. 14, 2011
AMERICAN BANKRUPTCY INSTITUTE
NCBJ/ABI Educational Program
Tampa Convention Center, Tampa, Fla.
Contact: 1-703-739-0800; http://www.abiworld.org/
Oct. 25-27, 2011
TURNAROUND MANAGEMENT ASSOCIATION
Hilton San Diego Bayfront, San Diego, CA
Contact: http://www.turnaround.org/
Dec. 1-3, 2011
AMERICAN BANKRUPTCY INSTITUTE
23rd Annual Winter Leadership Conference
La Quinta Resort & Spa, La Quinta, Calif.
Contact: 1-703-739-0800; http://www.abiworld.org/
Apr. 19-22, 2012
AMERICAN BANKRUPTCY INSTITUTE
Annual Spring Meeting
Gaylord National Resort & Convention Center,
National Harbor, Md.
Contact: 1-703-739-0800; http://www.abiworld.org/
July 14-17, 2012
AMERICAN BANKRUPTCY INSTITUTE
Southeast Bankruptcy Workshop
The Ritz-Carlton Amelia Island, Amelia Island, Fla.
Contact: 1-703-739-0800; http://www.abiworld.org/
Aug. 2-4, 2012
AMERICAN BANKRUPTCY INSTITUTE
Mid-Atlantic Bankruptcy Workshop
Hyatt Regency Chesapeake Bay, Cambridge, Md.
Contact: 1-703-739-0800; http://www.abiworld.org/
Nov. 29 - Dec. 2, 2012
AMERICAN BANKRUPTCY INSTITUTE
Winter Leadership Conference
JW Marriott Starr Pass Resort & Spa, Tucson, Ariz.
Contact: 1-703-739-0800; http://www.abiworld.org/
The Meetings, Conferences and Seminars column appears in the
Troubled Company Reporter each Wednesday. Submissions via
e-mail to conferences@bankrupt.com are encouraged.
*********
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 ***