/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/100922.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, September 22, 2010, Vol. 14, No. 263 Headlines 207 REDWOOD: Files Schedules of Assets and Liabilities ABITIBIBOWATER INC: Reorganization Approved Except for BCFC ABITIBIBOWATER INC: Prices $850-Mil. Sr. Secured Notes Offering ALL AMERICAN: Gabelli Funds, GAMCO Report 7.73% Stake ALL AMERICAN: Rick Bedell Reports Equity Stake ALL AMERICAN: Special Shareholders' Meeting Next Week ALL AMERICAN: Posts $7.6 Million Net Loss in June 30 Quarter ALMA ENERGY: Third-Party Funder Waived Administrative Claim AMERICAN AXLE: S&P Raises Corporate Credit Rating to 'B+' AMERICAN HOSPITALITY: Chapter 11 Reorganization Case Dismissed AMERICAN INT'L: Aborts Deal With Consortium Over Nan Shan Sale AMERICAN INT'L: Has Deal to Sell 2 Japanese Units to Prudential AMERICAN INT'L: Has HK Bourse's OK for AIA IPO ANDREW YOUNG: Has Exclusive Right to File Plan Until January 19 ARMTEC HOLDINGS: DBRS Puts 'BB' Rating on Senior Unsecured Notes ARYX THERAPEUTICS: Posts $3.6 Million Net Loss in June 30 Quarter BEVERAGES & MORE: Moody's Assigns 'Caa1' Rating on $125 Mil. Notes BIOFUEL ENERGY: May File for Bankruptcy If Loans Not Extended BLOCKBUSTER INC: Bankruptcy Petition Expected This Week BROADSTRIPE LLC: Judge Sontchi Narrows James Cable's Claims CANON COMMUNICATIONS: UBM Deal Cues Moody's to Withdraw Ratings CCO HOLDINGS: Moody's Assigns 'B2' Ratings on $750 Mil. Notes CELL THERAPEUTICS: Wins OK to Issue More Shares to Raise Cash CELLU TISSUE: Clearwater Deal Cues Moody's to Withdraw Ratings CHANA TAUB: Husband's Involuntary Chapter 7 Case Dismissed CINCINNATI BELL: Fitch Issues Recovery Rating Review CIT GROUP: Will Redeem Outstanding 2013 and 2014 2nd Lien Notes CONTINENTAL AIRLINES: Stockholders Approve Merger With UAL Corp CONVERSION SERVICES: Posts $64,200 Net Loss in June 30 Quarter CROSSTOWN STOR-N-MORE: Files Schedules of Assets and Liabilities CUSTOM CABLE: Wins Fight to Stay Under Bankruptcy Protection DAIS ANALYTIC: Posts $624,700 Net Loss in June 30 Quarter E*TRADE FINANCIAL: DBRS Confirms 'B' Issuer & Senior Debt Ratings EDWARD MARANDOLA: Has Until October 28 to File Chapter 11 Plan EIGEN INC: Plan Confirmation Hearing Scheduled for October 13 EL PASO: Moody's Assigns 'Ba3' Rating on Senior Unsecured Notes EMPIRE PETROLEUM: Posts $142,000 Net Loss in June 30 Quarter ENTREMED INC: Posts $4.9 Million Net Loss in June 30 Quarter FARMERS' MUTUAL: AM Best Cuts Financial Strength Rating to 'C++' FORD MOTOR CREDIT: DBRS Puts 'BB' Rating on Senior Unsecured Notes FRISIA FARMS: Debtor Can Employ Professional That is a Creditor GEORGE PAGLIARO: Wants Reorganization Case Converted to Chapter 7 GEMS TV: Sees 100% Recovery for General Unsecured Creditors GENERAL MOTORS: Contributes $90,500 to Political Campaigns HABERSHAM BANCORP: Posts $2.6 Million Net Loss in June 30 Quarter HEALTHSPRING INC: S&P Assigns 'B+' Senior Secured Debt Rating HERTZ CORPORATION: DBRS Affirms 'BB' Issuer Rating HINGHAM MUTUAL: AM Best Raises Financial Strength Rating From 'B' HOLLIFIELD RANCHES: Asks for OK to Use KeyBank's Cash Collateral HOLLIFIELD RANCHES: Section 341(a) Meeting Scheduled for Oct. 15 HOLLIFIELD RANCHES: Taps Robinson Anthon as Bankruptcy Counsel HRAF HOLDINGS: Files List of Four Largest Unsecured Creditors HRAF HOLDINGS: Files Schedules of Assets & Liabilities HRAF HOLDINGS: Harbor Real Files Schedules of Assets & Debts HRAF HOLDINGS: Taps Parsons Kinghorn as General Bankr. Counsel ICAGEN INC: Incurs $2.2 Million Net Loss in June 30 Quarter ICON REINSURANCE: AM Best Assigns 'B' Financial Strength Rating ILX RESORTS: Emerges from Chapter 11 After Closing of Asset Sale INT'L ENERGY: AM Best Cuts Financial Strength Rating to 'C++' INTELSAT SA: Unit Launches Tender Offers for 9.25% Senior Notes INTELSAT SA: Jackson Unit Plans Offering for $900-Mil. Sr. Notes INTELSAT SA: Prices $1 Billion of 7-1/4% Senior Notes Due 2010 INT'L TEXTILE: June 30 Balance Sheet Upside-Down by $81.9 Million INVACARE CORP: S&P Raises Corporate Credit Rating to 'BB' ISTAR FINANCIAL: Said to Weigh Pre-Packaged Bankruptcy Filing JUMA TECHNOLOGY: Posts $2.2 Million Net Loss in June 30 Quarter KENTUCKIANA MEDICAL: Files for Bankruptcy Protection L-1 IDENTITY: S&P Retains CreditWatch Developing on 'B+' Rating LEAP WIRELESS: MHR Funds Report 19.9% Equity Stake LEVEL 4: Fitch Issues Recovery Rating Review LIFEPOINT HOSPITALS: Fitch Assigns 'B+' Rating on $400 Mil. Notes LIFEPOINT HOSPITALS: Moody's Puts 'Ba1' Rating on $400 Mil. Notes LIFEPOINT HOSPITALS: S&P Affirms 'BB-' Corporate Credit Rating LIVE CURRENT: Posts $386,300 Net Loss in June 30 Quarter LODGENET INTERACTIVE: Moody's Puts 'B3' Rating on $435 Mil. Bonds LODGENET INTERACTIVE: S&P Raises Corporate Credit Rating to 'B' MACROSOLVE INC: Posts $462,300 Net Loss in June 30 Quarter MEDIACOM COMMUNICATIONS: Fitch Issues Recovery Rating Review NATIONAL PROCESSING: Fifth Third Deal Won't Affect Moody's Ratings METALDYNE CORP: Michigan's Environmental Claim Disallowed MGM RESORTS: Promotes Corey Sanders to Chief Operating Officer MICHAEL STORES: Names Charles Sonsteby as CAO and CFO MOONLIGHT BASIN: Poole Fails in Bid to Quash Lehman Claims NEFF CORP: Receives Approval of Prearranged Chapter 11 Plan NEWPORT BONDING: AM Best Cuts Financial Strength Rating to 'B-' NORTHWEST 15TH: Parking Authority's Foreclosure Bid to Go to Trial NOVELOS THERAPEUTICS: Posts $1.4MM Net Loss in June 30 Quarter OPTELECOM-NKF INC: Posts $698,000 Net Loss in June 30 Quarter PALMAS COUNTRY: Files Schedules of Assets and Liabilities PGI INCORPORATED: Incurs $1.2 Million Net Loss in June 30 Quarter PHOENIX FOOTWEAR: Russell Hall Resigns as CEO and President PINAFORE HOLDINGS: Moody's Affirms 'Ba3' Corporate Family Rating PURDYN FILTER: Records Level Single Sales in August 2010 QUEBECOR MEDIA: DBRS Confirms 'BB' Issuer Rating RADIO ONE: Moody's Repositions Default Rating to 'Caa2/LD3' REITTER CORPORATION: Files Schedules of Assets and Liabilities ROTHSTEIN ROSENFELDT: Trustee Gains Court's Approval for $6.6MM SGS INTERNATIONAL: Moody's Affirms 'B2' Corporate Family Rating SINCLAIR BROADCAST: Moody's Raises Corporate Family Rating to Ba3 SINCLAIR TELEVISION: S&P Assigns 'B-' Rating on $2501 Mil. Notes SMART ONLINE: Sells $300,000 Conv. Secured Subordinated Notes SOLECO INC: Chapter 11 Reorganization Case Dismissed SPHERIX INC: Posts $2.6 Million Net Loss in June 30 Quarter SPOT MOBILE: Posts $972,000 Net Loss in July 31 Quarter SPRINGBOK SERVICES: Fifth Third Acquires Certain Assets STATES INDUSTRIES: DIP Loans Okayed on Interim; Sale Deadlines Set STONERIDGE INC: S&P Gives Positive Outlook; Keeps 'B+' Rating SUK HEE SUH: Creditors Have Until Oct. 15 to File Claims SW BOSTON: Creditors Have Until Nov. 1 to File Proofs of Claim TALON INTERNATIONAL: Earns $646,700 in June 30 Quarter THOMPSON PUBLISHING: Seeks Bankruptcy to Sell Assets TITAN INTERNATIONAL: Moody's Puts 'B1' Rating on $175 Mil. Notes TITAN INTERNATIONAL: S&P Assigns 'B+' Rating on $175 Mil. Notes TOUSA INC: Final Cash Collateral Hearing Set for September 29 TRANS-LUX CORP: Gets NYSE Amex Delist Notice for Non-Compliance TRICO MARINE: Trico Shipping Reaches Deal for $22MM in Financing TRIZETTO GROUP: S&P Puts 'B' Rating on CreditWatch Positive UNIFI INC: Annual Shareholders Meeting Set for October 27 URBAN BRANDS: Seeks Chapter 11 Bankruptcy Protection URBAN BRANDS: Case Summary & 20 Largest Unsecured Creditors VICTOR VALLEY: Loan Increases After Lenders' Bidding War WILD GAME: Files Schedules of Assets and Liabilities WINALTA INC: Extends Forbearance Agreement Until Oct. 31 ZBB ENERGY: Baker Tilly Replaces PKF LLP as Independent Auditors * Bankruptcy Haunts Political Candidates * Fitch Issues Recovery Rating Review of US, Canada Telecom Sector * Neal Gerber Named TMA Transaction of the Year Award Recipients * Upcoming Meetings, Conferences and Seminars ********* 207 REDWOOD: Files Schedules of Assets and Liabilities ------------------------------------------------------ 207 Redwood LLC filed with the U.S. Bankruptcy Court for the District of Maryland its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $14,500,000 B. Personal Property $0 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $14,197,840 E. Creditors Holding Unsecured Priority Claims $94,907 F. Creditors Holding Unsecured Non-priority Claims $2,909,100 ----------- ----------- TOTAL $14,500,000 $17,201,847 Columbia, Maryland-based 207 Redwood LLC filed for Chapter 11 protection on August 6, 2010 (Bankr. D. Md. Case No. 10-27968). James A. Vidmar, Jr., Esq., at Logan, Yumkas, Vidmar & Sweeney LLC, assists the Debtor in its restructuring effort. The Debtor estimated its assets and debts at $10 million to $50 million as of the Petition Date. ABITIBIBOWATER INC: Reorganization Approved Except for BCFC ----------------------------------------------------------- AbitibiBowater Inc. has received the necessary creditor approval for its plan of reorganization under chapter 11 of the U.S. Bankruptcy Code, except with respect to Bowater Canada Finance Corporation (BCFC), a special purpose company subsidiary with no operating assets, which has been excluded from the chapter 11 plan. The chapter 11 plan of reorganization received overwhelming support from creditors, both in dollar amount of claims and in number of claim holders who voted on the plan. Having obtained the requisite votes from creditors, except with respect to BCFC, the Company and its subsidiaries will exclude BCFC from the process and proceed with plan confirmation. The Company does not believe that the exclusion of BCFC will affect the timing of its confirmation hearing that is scheduled to start on September 24, 2010, in the U.S. Bankruptcy Court in Delaware. "We are pleased to have received approval by the vast majority of creditors under the U.S. Bankruptcy Code for our chapter 11 plan of reorganization," stated David J. Paterson, President and Chief Executive Officer. "We appreciate the support for our plans of reorganization as we work to create a more sustainable and competitive organization." As previously announced, on September 14, 2010, the Company received approval for its plan of reorganization from affected creditors under the Canadian Companies' Creditors Arrangement Act in Canada, except with respect to BCFC. Subject to the satisfaction of certain conditions provided for in the plans of reorganization, AbitibiBowater continues to expect emergence from creditor protection this fall. Details of the voting results under the chapter 11 plan of reorganization, including votes on a class-by-class basis, will be available through http://www.abitibibowater.com/restructuring/ About AbitibiBowater Inc. AbitibiBowater (OTC: ABWTQ) produces newsprint, commercial printing papers, market pulp and wood products. It is the eighth largest publicly traded pulp and paper manufacturer in the world. AbitibiBowater owns or operates 22 pulp and paper facilities and 26 wood products facilities located in the United States, Canada and South Korea. The Company also recycles old newspapers and magazines. The Company and several of its affiliates filed for protection under Chapter 11 of the U.S. Bankruptcy Code on April 16, 2009 (Bankr. D. Del. Lead Case No. 09-11296). The Company and its Canadian affiliates commenced parallel restructuring proceedings under the Companies' Creditors Arrangement Act before the Quebec Superior Court Commercial Division the next day. Alex F. Morrison at Ernst & Young, Inc., was appointed CCAA monitor. Paul, Weiss, Rifkind, Wharton & Garrison LLP, serves as the Debtors' U.S. bankruptcy counsel. Stikeman Elliot LLP, acts as the Debtors' CCAA counsel. Young, Conaway, Stargatt & Taylor, in Wilmington, Delaware, serves as the Debtors' co-counsel, while Troutman Sanders LLP in New York, serves as the Debtors' conflicts counsel in the Chapter 11 proceedings. The Debtors' financial advisors are Advisory Services LP, and their noticing and claims agent is Epiq Bankruptcy Solutions LLC. The CCAA Monitor's counsel is Thornton, Grout & Finnigan LLP, in Toronto, Ontario. Abitibi-Consolidated Inc. and various Canadian subsidiaries filed for protection under Chapter 15 of the U.S. Bankruptcy Code on April 17, 2009 (Bankr. D. Del. 09-11348). Pauline K. Morgan, Esq., and Sean T. Greecher, Esq., at Young, Conaway, Stargatt & Taylor, in Wilmington, represent the Chapter 15 Debtors. U.S. Bankruptcy Judge Kevin Carey handles the Chapter 11 cases of AbitibiBowater Inc. and its U.S. affiliates and the Chapter 15 case of ACI, et al. As of Sept. 30, 2008, the Company had $9,937,000,000 in total assets and $8,783,000,000 in total debts. Bankruptcy Creditors' Service, Inc., publishes AbitibiBowater Bankruptcy News. The newsletter provides gavel-to-gavel coverage of the Chapter 11 proceedings and parallel proceedings under the Companies' Creditors Arrangement Act in Canada undertaken by Abitibibowater Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). ABITIBIBOWATER INC: Prices $850-Mil. Sr. Secured Notes Offering --------------------------------------------------------------- AbitibiBowater Inc. disclosed the pricing of $850 million of 10.25% senior secured notes due 2018 in a private placement under Rule 144A and Regulation S of the Securities Act of 1933. The closing of the issuance of the Notes is expected to occur on or about October 4, 2010 subject to the satisfaction of customary closing conditions. The Notes will be issued by ABI Escrow Corporation, a wholly owned subsidiary of AbitibiBowater. ABI Escrow Corporation will merge with and into AbitibiBowater in connection with AbitibiBowater's emergence from creditor protection proceedings, which is expected to occur in the fall of 2010, subject to confirmation of U.S. and Canadian plans of reorganization. Proceeds of the Notes Offering will be placed in escrow until the effectiveness of the plans of reorganization and will be used upon emergence to repay certain existing debt. Following emergence, the Notes will be senior secured obligations of AbitibiBowater, will be guaranteed by AbitibiBowater's material U.S. wholly owned subsidiaries and will be secured by substantially all the assets of AbitibiBowater. The Notes have not been and will not be registered under the Securities Act or any state securities laws. Further, the Notes may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements and, therefore, will be subject to substantial restrictions on transfer. The Offering is being made only to qualified institutional buyers inside the United States and to certain non-U.S. investors located outside the United States. About AbitibiBowater Inc. AbitibiBowater (OTC: ABWTQ) produces newsprint, commercial printing papers, market pulp and wood products. It is the eighth largest publicly traded pulp and paper manufacturer in the world. AbitibiBowater owns or operates 22 pulp and paper facilities and 26 wood products facilities located in the United States, Canada and South Korea. The Company also recycles old newspapers and magazines. The Company and several of its affiliates filed for protection under Chapter 11 of the U.S. Bankruptcy Code on April 16, 2009 (Bankr. D. Del. Lead Case No. 09-11296). The Company and its Canadian affiliates commenced parallel restructuring proceedings under the Companies' Creditors Arrangement Act before the Quebec Superior Court Commercial Division the next day. Alex F. Morrison at Ernst & Young, Inc., was appointed CCAA monitor. Paul, Weiss, Rifkind, Wharton & Garrison LLP, serves as the Debtors' U.S. bankruptcy counsel. Stikeman Elliot LLP, acts as the Debtors' CCAA counsel. Young, Conaway, Stargatt & Taylor, in Wilmington, Delaware, serves as the Debtors' co-counsel, while Troutman Sanders LLP in New York, serves as the Debtors' conflicts counsel in the Chapter 11 proceedings. The Debtors' financial advisors are Advisory Services LP, and their noticing and claims agent is Epiq Bankruptcy Solutions LLC. The CCAA Monitor's counsel is Thornton, Grout & Finnigan LLP, in Toronto, Ontario. Abitibi-Consolidated Inc. and various Canadian subsidiaries filed for protection under Chapter 15 of the U.S. Bankruptcy Code on April 17, 2009 (Bankr. D. Del. 09-11348). Pauline K. Morgan, Esq., and Sean T. Greecher, Esq., at Young, Conaway, Stargatt & Taylor, in Wilmington, represent the Chapter 15 Debtors. U.S. Bankruptcy Judge Kevin Carey handles the Chapter 11 cases of AbitibiBowater Inc. and its U.S. affiliates and the Chapter 15 case of ACI, et al. As of Sept. 30, 2008, the Company had $9,937,000,000 in total assets and $8,783,000,000 in total debts. Bankruptcy Creditors' Service, Inc., publishes AbitibiBowater Bankruptcy News. The newsletter provides gavel-to-gavel coverage of the Chapter 11 proceedings and parallel proceedings under the Companies' Creditors Arrangement Act in Canada undertaken by Abitibibowater Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). ALL AMERICAN: Gabelli Funds, GAMCO Report 7.73% Stake ----------------------------------------------------- Mario J. Gabelli's GAMCO Investors, Inc., Gabelli Funds and Teton Advisors disclosed that they may be deemed to hold in the aggregate 2,840,900 shares, representing 7.73% of the 36,745,230 shares outstanding of All American Group, Inc. (formerly known as Coachmen Industries, Inc.). About All American Group Elkhart, Indiana-based All American Group, Inc., formerly Coachmen Industries, Inc., (OTC:COHM.PK) says it is one of America's premier systems-built construction companies under the ALL AMERICAN BUILDING SYSTEMS(R), ALL AMERICAN HOMES(R), and MOD-U- KRAF(R) brands, as well as a manufacturer of specialty vehicles. At June 30, 2010, the Company had total assets of $81.310 million, total liabilities of $48.104 million, and shareholders' equity of $33.206 million. During the first quarter of 2010, the Company failed to meet certain financial covenants of the credit agreement with H.I.G. All American LLC. H.I.G. did not declare the Company to be in default of any covenant and on April 5, 2010, the Company and H.I.G. entered into the First Amendment to the Loan Agreement. H.I.G. waived specified Events of Default that had occurred under the Loan Agreement dated October 27, 2009 between the Company and H.I.G. prior to April 5, 2010. The Company said in its Form 10-Q report for the second quarter of 2010, that operating results for the six month period ended June 30, 2010, failed to meet the revised debt covenants set with H.I.G. in the First Amendment to the Loan Agreement. H.I.G. has waived the covenant defaults through July 31, 2010 in exchange for a waiver fee and expenses of $800,000 representing the value of the penalties prescribed in the First Amendment, plus expenses, and the issuance on August 24, 2010 of the Second Amended and Restated Tranche B Note. The Second Amendment provides that the waiver fee and expenses, plus accrued interest on the convertible debt thru August 24, 2010 of $800,000, be added to the principal amount of the convertible note. As a result of the Second Amendment, the Tranche B Note has a face value of $12.5 million. As reported by the TCR on September 15, 2010, H.I.G. LLC agreed, effective Aug. 24, 2010, with All American Group to waive certain specified covenant defaults under the Loan Agreement dated Oct. 27, 2009. * * * McGladrey & Pullen LLP, in Elkhart, Indiana, expressed substantial doubt about the Company's ability to continue as a going concern following the Company's 2009 results. The auditors noted that Coachmen has suffered recurring losses from operations and continues to operate in an industry where economic recovery has been very slow. ALL AMERICAN: Rick Bedell Reports Equity Stake ---------------------------------------------- Rick J. Bedell, President, Housing & Building at All American Group Inc., disclosed that he may be deemed to acquire 25,286.2361 company shares for $0.248 a share on September 10 and another 25,315.3707 shares for $0.208 a share in a separate transaction on the same day. According to Mr. Bedell's Form 4 filing, the shares are held in the 401(k) plan and Mr. Bedell indirectly holds those shares. Mr. Bedell says he directly holds 21,621.3065 shares. About All American Group Elkhart, Indiana-based All American Group, Inc., formerly Coachmen Industries, Inc., (OTC:COHM.PK) says it is one of America's premier systems-built construction companies under the ALL AMERICAN BUILDING SYSTEMS(R), ALL AMERICAN HOMES(R), and MOD-U- KRAF(R) brands, as well as a manufacturer of specialty vehicles. At June 30, 2010, the Company had total assets of $81.310 million, total liabilities of $48.104 million, and shareholders' equity of $33.206 million. During the first quarter of 2010, the Company failed to meet certain financial covenants of the credit agreement with H.I.G. All American LLC. H.I.G. did not declare the Company to be in default of any covenant and on April 5, 2010, the Company and H.I.G. entered into the First Amendment to the Loan Agreement. H.I.G. waived specified Events of Default that had occurred under the Loan Agreement dated October 27, 2009 between the Company and H.I.G. prior to April 5, 2010. The Company said in its Form 10-Q report for the second quarter of 2010, that operating results for the six month period ended June 30, 2010, failed to meet the revised debt covenants set with H.I.G. in the First Amendment to the Loan Agreement. H.I.G. has waived the covenant defaults through July 31, 2010 in exchange for a waiver fee and expenses of $800,000 representing the value of the penalties prescribed in the First Amendment, plus expenses, and the issuance on August 24, 2010 of the Second Amended and Restated Tranche B Note. The Second Amendment provides that the waiver fee and expenses, plus accrued interest on the convertible debt thru August 24, 2010 of $800,000, be added to the principal amount of the convertible note. As a result of the Second Amendment, the Tranche B Note has a face value of $12.5 million. As reported by the TCR on September 15, 2010, H.I.G. LLC agreed, effective Aug. 24, 2010, with All American Group to waive certain specified covenant defaults under the Loan Agreement dated Oct. 27, 2009. * * * McGladrey & Pullen LLP, in Elkhart, Indiana, expressed substantial doubt about the Company's ability to continue as a going concern following the Company's 2009 results. The auditors noted that Coachmen has suffered recurring losses from operations and continues to operate in an industry where economic recovery has been very slow. ALL AMERICAN: Special Shareholders' Meeting Next Week ----------------------------------------------------- A special meeting of shareholders of All American Group, Inc., will be held at the Hilton Rosemont located at 5550 North River Road, Rosemont, Illinois, on September 28, 2010 at 11:00 A.M., for these purposes: -- To elect three directors of the Company to hold office for the terms indicated in the proxy statement; -- To amend the Company's Articles of Incorporation to increase the number of authorized common shares; and -- To transact such other business as may properly come before the meeting or any adjournment thereof. Only shareholders of record at the close of business on August 31, 2010, are entitled to notice of and to vote at the meeting. Each such shareholder is entitled to one vote per share on all matters to be voted on at the meeting. A full-text copy of the Company's proxy statement is available at no charge at http://ResearchArchives.com/t/s?6b6f About All American Group Elkhart, Indiana-based All American Group, Inc., formerly Coachmen Industries, Inc., (OTC:COHM.PK) says it is one of America's premier systems-built construction companies under the ALL AMERICAN BUILDING SYSTEMS(R), ALL AMERICAN HOMES(R), and MOD-U- KRAF(R) brands, as well as a manufacturer of specialty vehicles. At June 30, 2010, the Company had total assets of $81.310 million, total liabilities of $48.104 million, and shareholders' equity of $33.206 million. During the first quarter of 2010, the Company failed to meet certain financial covenants of the credit agreement with H.I.G. All American LLC. H.I.G. did not declare the Company to be in default of any covenant and on April 5, 2010, the Company and H.I.G. entered into the First Amendment to the Loan Agreement. H.I.G. waived specified Events of Default that had occurred under the Loan Agreement dated October 27, 2009 between the Company and H.I.G. prior to April 5, 2010. The Company said in its Form 10-Q report for the second quarter of 2010, that operating results for the six month period ended June 30, 2010, failed to meet the revised debt covenants set with H.I.G. in the First Amendment to the Loan Agreement. H.I.G. has waived the covenant defaults through July 31, 2010 in exchange for a waiver fee and expenses of $800,000 representing the value of the penalties prescribed in the First Amendment, plus expenses, and the issuance on August 24, 2010 of the Second Amended and Restated Tranche B Note. The Second Amendment provides that the waiver fee and expenses, plus accrued interest on the convertible debt thru August 24, 2010 of $800,000, be added to the principal amount of the convertible note. As a result of the Second Amendment, the Tranche B Note has a face value of $12.5 million. As reported by the TCR on September 15, 2010, H.I.G. LLC agreed, effective Aug. 24, 2010, with All American Group to waive certain specified covenant defaults under the Loan Agreement dated Oct. 27, 2009. * * * McGladrey & Pullen LLP, in Elkhart, Indiana, expressed substantial doubt about the Company's ability to continue as a going concern following the Company's 2009 results. The auditors noted that Coachmen has suffered recurring losses from operations and continues to operate in an industry where economic recovery has been very slow. ALL AMERICAN: Posts $7.6 Million Net Loss in June 30 Quarter ------------------------------------------------------------ All American Group, Inc., formerly Coachmen Industries, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $7.6 million on $19.6 million of revenue for the three months ended June 30, 2010, compared with a net loss of $3.2 million on $17.7 million of revenue for the same period of 2009. The Company's balance sheet at June 30, 2010, showed $81.3 million in total assets, $48.1 million in total liabilities, and stockholders' equity of $33.2 million. As reported in the Troubled Company Reporter on April 5, 2010, McGladrey & Pullen LLP, in Elkhart, Ind., expressed substantial doubt about Coachmen Industries, Inc.'s ability to continue as a going concern, following its 2009 results. The independent auditors noted that the Company has suffered recurring losses from operations and continues to operate in an industry where economic recovery has been very slow. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?6a2f About All American Group Elkhart, Ind.-based All American Group, Inc. (formerly Coachmen Industries, Inc) is a manufacturer and distributor of system-built modules for residential buildings, as well as a manufacturer of specialty vehicles. All American Group, Inc., is a publicly held company with stock quoted and traded on the over-the-counter markets under the ticker COHM.PK. ALMA ENERGY: Third-Party Funder Waived Administrative Claim ----------------------------------------------------------- WestLaw reports that a third party that had agreed to fund a Chapter 11 debtor's resumption of its coal mining operation in exchange for having a source of coal, and that, despite being represented by counsel at hearings in bankruptcy court, never contradicted or sought to qualify representations by the Debtor that the third party had no expectation of repayment from the Debtor and would not assert an administrative expense claim, was judicially estopped, when the Debtor's reorganization failed and the case was converted to one under Chapter 7, from belatedly asserting an administrative expense claim. The court rejected a contention that, because prior hearings were concerned with the disclosure statement and the proposed reorganization plan, and because conversion of the case was not at issue, any prior statements about its not asserting an administrative expense claim were made solely in the context of the Chapter 11 case. Conversion and liquidation are possibilities in every chapter 11 case. In re Alma Energy, Inc., ---B.R.----, 2010 WL 3467682 (6th Cir. BAP). A copy of the Opinion dated Sept. 7, 2010, from the Sixth Circuit Bankruptcy Appellate Panel is available at: http://www.leagle.com/unsecure/page.htm?shortname=inbco20100907656 Alma Energy, LLC, owned rights to mine coal on two tracts of land located in Pike County, Ky. Out of cash, the Debtor suspended its mining operation and sought chapter 11 protection (Bankr. E.D. Ky. Case No. 07-70370) on August 13, 2007. The mining operation was restarted in 2008 with funding by Pikeville Energy Group, LLC, but halted again during the chapter 11 proceeding. On April 17, 2009, the United States Trustee moved to dismiss the case or convert it to a Chapter 7 liquidation proceeding. On May 20, 2009, the bankruptcy court entered an order converting the Debtor's case to one under Chapter 7, and the U.S. Trustee appointed Phaedra Spradlin as the Chapter 7 trustee. AMERICAN AXLE: S&P Raises Corporate Credit Rating to 'B+' --------------------------------------------------------- Standard & Poor's Ratings Services said it has raised its corporate credit rating on American Axle & Manufacturing Holdings Inc. to 'B+' from 'B-'. The outlook is stable. At the same time, S&P raised its issue-level ratings on the company's senior secured debt to 'BB-' and on the unsecured debt to 'B-'. "The upgrade reflects S&P's opinion that American Axle's credit measures will improve further in 2011 under the gradual recovery in North American auto demand, and that the company's gross margins will expand more than S&P previously expected," said Standard & Poor's credit analyst Larry Orlowski. The company's second-quarter results improved significantly over those of 2009. Revenue was $559.6 million, more than twice as much as second- quarter sales a year ago, reflecting improving light-vehicle demand and extended shutdowns of GM and Chrysler in 2009. S&P believes U.S. light-vehicle sales will rise this year by about 10%, to 11.4 million units, from the 10.4 million units sold in 2009. S&P assume the pace of economic recovery will be gradual and that consumer confidence, a measure of light-vehicle sales, is fragile. Although S&P has trimmed its estimate of 2011 sales (12.8 million units versus 13.3 million), S&P believes American Axle will achieve rising profitability and generate a significant amount of positive free cash flow in 2010 because it has improved its cost structure by 50% in the past two years. Still, the ratings reflect the company's weak business risk profile and aggressive financial risk profile. American Axle's revenue is heavily dependent on sales of General Motors Co.'s SUVs and pickup trucks, and demand for these products in North America is far below what it was prior to 2008. GM's long-term prospects will remain a major factor in determining American Axle's future credit quality until it achieves greater diversification in customer revenue. A key variable will be how GM's and Chrysler Group LLC's market shares and production volumes will affect American Axle's cash flow and earnings. Even if production next year improves less than S&P expect, S&P estimates that leverage would still be sufficiently near 4.0x to support the current rating. American Axle's manufacturing facilities in Mexico, Brazil, Poland, and China diversify its customer base and enhance low-cost production capacity. However, substantial customer diversification will take a number of years. The company's backlog stands at $1 billion, almost 45% of which is dependent on new-product development for all-wheel- and rear-wheel-drive passenger cars and crossover vehicles. In addition, American Axle has outsourced 70% of this backlog to non-U.S. facilities, expanding its global presence. The company expects to launch about $700 million of its new-business backlog in 2010 through 2012. American Axle's liquidity is adequate under S&P's criteria. As of June 30, 2010, total liquidity stood at $541 million, excluding a second-lien loan from General Motors Co. The outlook is stable. S&P could raise its rating if light- vehicle demand continues to increase and GM's share in the full- size pickup and large SUV markets at least remains intact, leading to a sustainable expansion in American Axle's gross margins. For example, S&P believes American Axle could benefit if GM's share of the full-size pickup segment exceeded 40% (it was 38.7% for the first eight months of 2010) and if sales of full-size pickups continued to exceed 11% of the overall U.S. light-vehicle market (they were 11.1% for the first eight months). Under such scenarios, S&P could raise the rating if leverage fell below 3.5x on a sustainable basis. This could occur if, for example, revenue growth rose more than 20% and gross margins were greater than 18.5% in 2011. S&P could revise its outlook to negative or lower the rating if the current increase in North American light-vehicle demand weakens, perhaps to less than 11 million units per year for example, or if GM's share of the light-truck market declines and it appears that leverage would not fall to about 4x or less on a sustained basis into 2011. This could occur if, for instance, revenue grew less than 10% in 2011 and gross margins were below 18%. AMERICAN HOSPITALITY: Chapter 11 Reorganization Case Dismissed -------------------------------------------------------------- The Hon. Carl L. Bucki of the U.S. Bankruptcy Court for the Western District of New York dismissed the Chapter 11 case of American Hospitality Group, LLC. The Court also approved the stipulation entered by the Debtor with its secured creditor Royal Bank of Canada, which provided for the settlement of the pending motions and the dismissal of the case. Grand Island, New York-based American Hospitality Group, LLC, dba Grand Island Holiday Inn, filed for Chapter 11 bankruptcy protection on May 6, 2010 (Bankr. W.D.N.Y. Case No. 10-11887). Arthur G. Baumeister Jr., Esq., at Amigone, Sanchez, et al., assists the Debtor in its restructuring effort. The Company disclosed $52,000 in assets and $9,463,720 in liabilities in its schedules. AMERICAN INT'L: Aborts Deal With Consortium Over Nan Shan Sale -------------------------------------------------------------- Early this month, a regulator in Taiwan rejected a $2.15 billion sale of American International Group's Taiwanese life-insurance business to a group of Hong Kong investors, forcing AIG to reassess its options for the unit. The Wall Street Journal's Leslie Scism and Anupreeta Das report that this week, the investors and AIG said they agreed to abort the consortium's attempt to purchase the unit. As reported by the Troubled Company Reporter on September 2, 2010, Ting-I Tsai and Aries Poon, writing for The Wall Street Journal, said Taiwan's Financial Supervisory Commission decided to reject the deal because it had doubts about China Strategic Holdings Ltd.'s financial strength and commitment to AIG's Nan Shan Life Insurance Co., which controls more than a 30% share of Taiwan's life-insurance market. The Journal had reported that the consortium set up by China Strategic and Primus Financial Holdings Ltd. can file an appeal within 30 days. The report also said Taiwan's insurance regulator said it hoped AIG could continue to operate the insurance unit in Taiwan. But if not, the regulator hoped AIG could find a buyer that "fits everybody's interests," said Thomas Huang, director of the FSC's Insurance Bureau. The TCR, citing Dow Jones Newswires, reported August 26, 2010, that AIG said it is committed to selling its stake in Nan Shan to the China Strategic consortium, and it won't entertain any other offers. According to Dow Jones, AIG explicitly said for the first time that it "has no intention of selling its stake to any other party, and for example, will not entertain an offer from Chinatrust." Dow Jones said China Strategic has denied links to China, and AIG has said it received "legally binding representations" from the consortium that no Chinese money is being used to fund the deal. The consortium and AIG recently extended the deal's deadline to Oct. 12. About AIG American International Group, Inc. -- http://www.aig.com/-- is an international insurance organization with operations in more than 130 countries and jurisdictions. AIG companies serve commercial, institutional and individual customers through one of the most extensive worldwide property-casualty networks of any insurer. In addition, AIG companies are leading providers of life insurance and retirement services around the world. AIG common stock is listed on the New York Stock Exchange, as well as the stock exchanges in Ireland and Tokyo. In September 2008, AIG experienced a liquidity crunch when its credit ratings were downgraded below "AA" levels by Standard & Poor's, Moody's Investors Service and Fitch Ratings. AIG almost collapsed under the weight of bad bets it made insuring mortgage- backed securities. The Company, however, was bailed out by the Federal Reserve, but even after an initial infusion of $85 billion, losses continued to grow. The later rescue packages brought the total to $182 billion, making it the biggest federal bailout in U.S. history. AIG has been working to protect and enhance the value of its key businesses, execute an orderly asset disposition plan, and position itself for the future. AIG has sold a number of its subsidiaries and other assets to pay down loans received from the U.S. government, and continues to seek buyers of its assets. AMERICAN INT'L: Has Deal to Sell 2 Japanese Units to Prudential --------------------------------------------------------------- The Wall Street Journal's Leslie Scism and Anupreeta Das report that Prudential Financial Inc. is nearing a deal to buy two Japanese life-insurance companies -- AIG Star Life Insurance Co. and AIG Edison Life Insurance Co. -- from American International Group Inc., for a combined $4 billion to $5 billion, according to people familiar with the matter. The Journal says Newark, N.J.-based Prudential -- not related to the U.K.'s Prudential PLC -- has significant operations in Japan, and it has publicly stated its interest in expanding there. A pact is believed to be a few days away from completion, the people told the Journal. They added that discussions are fluid and last-minute snags could derail any deal. About AIG American International Group, Inc. -- http://www.aig.com/-- is an international insurance organization with operations in more than 130 countries and jurisdictions. AIG companies serve commercial, institutional and individual customers through one of the most extensive worldwide property-casualty networks of any insurer. In addition, AIG companies are leading providers of life insurance and retirement services around the world. AIG common stock is listed on the New York Stock Exchange, as well as the stock exchanges in Ireland and Tokyo. In September 2008, AIG experienced a liquidity crunch when its credit ratings were downgraded below "AA" levels by Standard & Poor's, Moody's Investors Service and Fitch Ratings. AIG almost collapsed under the weight of bad bets it made insuring mortgage- backed securities. The Company, however, was bailed out by the Federal Reserve, but even after an initial infusion of $85 billion, losses continued to grow. The later rescue packages brought the total to $182 billion, making it the biggest federal bailout in U.S. history. AIG has been working to protect and enhance the value of its key businesses, execute an orderly asset disposition plan, and position itself for the future. AIG has sold a number of its subsidiaries and other assets to pay down loans received from the U.S. government, and continues to seek buyers of its assets. AMERICAN INT'L: Has HK Bourse's OK for AIA IPO ---------------------------------------------- The Wall Street Journal's Nisha Gopalan reports that American International Group Inc. received approval Tuesday in Hong Kong for a US$10 billion to US$15 billion initial public offering of its pan-Asian life insurer AIA Group Ltd., a person familiar with the matter said, paving the way for what could be the world's second-biggest IPO this year. According to the Journal, with the approval in place, AIA is slated to list in Hong Kong on Oct. 29, the people said Monday, adding that pre-marketing of the IPO will start Sept. 27, and the roadshow will begin Oct. 6. According to the Journal, one person familiar with the deal said Tuesday that AIG was considering selling as much as 50% of AIA, but no decision had been made. The deal will be priced Oct. 21, one of the people said. AIA's IPO has 11 bookrunners, people familiar with the matter have said, according to the Journal. That is a record, according to Dealogic, and indicates AIG is determined to raise as much money as possible. Agricultural Bank of China had 10 bookrunners for its offering. According to the Journal, the bookrunners on AIA's IPO are: Barclays Capital, the investment-banking arm of Barclays PLC; J.P. Morgan Chase & Co.; Malaysian financial-services firm CIMB Group Holdings Bhd.; Citigroup Inc.; Goldman Sachs Group Inc.; Morgan Stanley; Deutsche Bank AG; Bank of America Corp.'s Bank of America Merrill Lynch; Credit Suisse Group; UBS AG; and the investment- banking arm of ICBC, ICBC International Holdings Ltd. Bookrunners help banks in charge of the sale, known as global coordinators, to sell the shares to investors. Citigroup, Goldman, Morgan Stanley and Deutsche Bank are the global coordinators, people familiar with the matter previously said, according to the Journal. About AIG American International Group, Inc. -- http://www.aig.com/-- is an international insurance organization with operations in more than 130 countries and jurisdictions. AIG companies serve commercial, institutional and individual customers through one of the most extensive worldwide property-casualty networks of any insurer. In addition, AIG companies are leading providers of life insurance and retirement services around the world. AIG common stock is listed on the New York Stock Exchange, as well as the stock exchanges in Ireland and Tokyo. In September 2008, AIG experienced a liquidity crunch when its credit ratings were downgraded below "AA" levels by Standard & Poor's, Moody's Investors Service and Fitch Ratings. AIG almost collapsed under the weight of bad bets it made insuring mortgage- backed securities. The Company, however, was bailed out by the Federal Reserve, but even after an initial infusion of $85 billion, losses continued to grow. The later rescue packages brought the total to $182 billion, making it the biggest federal bailout in U.S. history. AIG has been working to protect and enhance the value of its key businesses, execute an orderly asset disposition plan, and position itself for the future. AIG has sold a number of its subsidiaries and other assets to pay down loans received from the U.S. government, and continues to seek buyers of its assets. ANDREW YOUNG: Has Exclusive Right to File Plan Until January 19 --------------------------------------------------------------- The Hon. Eugene R. Wedoff of the U.S. Bankruptcy Court for the Northern District of Illinois extended Andrew L. Young's exclusive period to file a proposed Chapter 11 Plan until January 19, 2011. Wadsworth, Illinois-based Andrew L. Young filed for Chapter 11 bankruptcy protection on November 23, 2009 (Bankr. N.D. Ill. Case No. 09-44322). Gregory K. Stern, Esq., at Gregory K. Stern, P.C., assists the Company in its restructuring effort. The Company estimated assets at $10 million to $50 million in assets and liabilities at $1 million to $10 million in its Chapter 11 petition. ARMTEC HOLDINGS: DBRS Puts 'BB' Rating on Senior Unsecured Notes ---------------------------------------------------------------- DBRS has assigned a BB rating with a Stable trend to the Senior Unsecured Notes (Notes) issued by Armtec Holdings Limited (Armtec or the Company). The $150 million 8.875% Notes mature in 2017, will be direct senior unsecured obligations of Armtec, and will rank pari passu with all of the Company's other present and future senior unsecured indebtedness. ARYX THERAPEUTICS: Posts $3.6 Million Net Loss in June 30 Quarter ----------------------------------------------------------------- ARYx Therapeutics, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $3.6 million for the three months ended June 30, 2010, compared with a net loss of $9.4 million for the same period of 2009. As of June 30, 2010, the Company had an accumulated deficit of $197.1 million. The Company has generated no revenue from product sales to date, and it has funded operations principally from the sale of its convertible preferred and common stock and payments received under its collaboration agreements. The Company does not anticipate that its cash on hand as of June 30, 2010 will be sufficient to fund its operations for the following twelve months. The Company has no products that have received regulatory approval. The Company's balance sheet as of June 30, 2010, showed $5.0 million in total assets, $10.9 million in total liabilities, and a stockholders' deficit of $5.9 million. As reported in the Troubled Company Reporter on April 9, 2010, Ernst & Young LLP, in Palo Alto, Calif., expressed substantial doubt about the Company's ability to continue as a going concern in its report on the Company's 2009 financial statements. The independent auditors noted of the Company's recurring losses from operations and stockholders' deficit. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?6b69 Fremont, Calif.-based ARYx Therapeutics, Inc. (NASDAQ: ARYX) -- http://www.aryx.com/-- is a biopharmaceutical company focused on developing a portfolio of internally discovered products designed to eliminate known safety issues associated with well- established, commercially successful drugs. ARYx uses its RetroMetabolic Drug Design technology to design structurally unique molecules that retain the efficacy of these original drugs but are metabolized through a potentially safer pathway to avoid specific adverse side effects associated with these compounds. ARYx currently has four products in clinical development: a prokinetic agent for the treatment of various gastrointestinal disorders, naronapride (ATI-7505); an oral anticoagulant agent for patients at risk for the formation of dangerous blood clots, tecarfarin (ATI-5923); an oral anti-arrhythmic agent for the treatment of atrial fibrillation, budiodarone (ATI-2042); and, an agent for the treatment of schizophrenia and other psychiatric disorders, ATI-9242. BEVERAGES & MORE: Moody's Assigns 'Caa1' Rating on $125 Mil. Notes ------------------------------------------------------------------ Moody's Investors Service assigned a Caa1 rating to Beverages & More, Inc.'s $125 million senior secured notes due 2014. Concurrently, Moody's upgraded the company's existing ratings, including its Corporate Family and Probability of Default ratings to Caa1. The ratings outlook was raised to positive from stable. Proceeds from the new notes will be used to redeem all of BevMo's existing $100 million senior secured notes and a portion of the notes issued by its parent, BevMo Intermediate Holdings, repay a portion of its existing revolving credit facility, and pay related fees and expenses. This rating was assigned: -- $125 million senior secured notes due 2014 at Caa1 (LGD 4,51%). These ratings were upgraded: -- Corporate Family rating to Caa1 from Caa2; -- Probability of Default rating to Caa1 from Caa2; This rating was upgraded and will be withdrawn upon completion of the proposed refinancing transaction: -- $100 million senior secured notes due 2012 to Caa1 (LGD 3, 47%) from Caa2 (LGD 4, 52%). Ratings Rationale The ratings upgrade and positive outlook reflect Moody's expectation for sustained improvement in operating performance and credit metrics despite the continued challenging economic environment. While comparable store sales remain modestly negative, profitability has improved due to higher product margins and improved marketing, merchandising and inventory planning systems. Further, BevMo's near term liquidity is expected to remain adequate, supported by modest free cash flow generation and excess revolver availability. The refinancing of BevMo's notes, as well as the notes issued by Intermediate Holdings (not rated by Moody's) is an important step in extending the company's maturity profile. Sustained increases in comparable store sales, improved operating margins and positive free cash flow, and material de-leveraging would lead to a ratings upgrade. Specific metrics include Debt/EBITDA sustained below 7.0x or EBITA/Interest sustained above 1.0x. Downward pressure on the rating could occur if operating performance were to fall below current expectations and liquidity is weakened. The last rating action on BevMo was on May 15, 2009, when Moody's downgraded the company's Corporate Family Rating to Caa2 from Caa1, with a stable outlook. Beverages & More Inc. is an alcoholic beverage superstore-format retailer. The company operated 104 superstores, 48 in Northern California, 46 in Southern California and 10 in Arizona as of July 17, 2010. Latest twelve month revenue was about $577 million. Regulatory Disclosures Information sources used to prepare the credit rating are these: parties involved in the ratings, parties not involved in the ratings, public information, confidential and proprietary Moody's Investors Service's information. Moody's Investors Service considers the quality of information available on the issuer or obligation satisfactory for the purposes of maintaining a credit rating. MOODY'S adopts all necessary measures so that the information it uses in assigning a credit rating is of sufficient quality and from sources MOODY'S considers to be reliable including, when appropriate, independent third-party sources. However, MOODY'S is not an auditor and cannot in every instance independently verify or validate information received in the rating process. BIOFUEL ENERGY: May File for Bankruptcy If Loans Not Extended ------------------------------------------------------------- BioFuel Energy Corp. filed its quarterly report on Form 10-Q, reporting a net loss of $12.0 million on $96.4 million of revenue for the three months ended June 30, 2010, compared with a net loss of $9.9 million on $106.5 million of revenue for the same period of 2009. At the margins the Company experienced during the three and six months ended June 30, 2010, the Company says it will not be able to generate sufficient cash flow from operations to both service its debt and operate its plants. In the event crush spreads narrow further, or remain at current levels for an extended period of time, the Company may choose to curtail operations at its plants or cease operations altogether. In addition, the Company has fully utilized its debt service reserve availability under its Senior Credit facility, and may expend all of its other available sources of liquidity, in which event it would not be able to pay principal or interest on its debt, which would lead to an event of default under its bank agreements and, in the absence of forbearance, debt service abeyance or other accommodations from its lenders, require it to seek relief through a filing under the U.S. Bankruptcy Code. As of June 30, 2010, the Company has $29.8 million of long-term debt due within the next year, including $16.4 million of outstanding working capital loans which mature in September 2010. The Company's balance sheet as of June 30, 2010, showed $327.0 million in total assets, $270.5 million in total liabilities, and stockholders' equity of $56.5 million, which includes $649,000 of non controlling interest. As reported in the Troubled Company Reporter on March 31, 2010, Grant Thornton LLP, in Denver, expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted that the Company has experienced declining liquidity and has $16.5 million of outstanding working capital loans that mature in September 2010. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?6b68 About Biofuel Energy Denver, Colo.-based BioFuel Energy Corp. (Nasdaq: BIOF) -- http://www.bfenergy.com/-- currently has two 115 million gallons per year ethanol plants in the Midwestern corn belt. The Company's goal is to become a leading ethanol producer in the United States by acquiring, developing, owning and operating ethanol production facilities. BLOCKBUSTER INC: Bankruptcy Petition Expected This Week ------------------------------------------------------- The Wall Street Journal's Mike Spector reports that Blockbuster Inc. is in the final stages of preparing a long-awaited bankruptcy filing. People familiar with the matter told the Journal that Blockbuster, struggling amid more than $900 million in debt, could file for Chapter 11 bankruptcy protection in the next few days. The filing could come as soon as Wednesday, they said, and is likely to come by Friday or sometime next week. Sources told the Journal that Blockbuster's restructuring plans are nearly finished, but creditors were still haggling over a few small issues. The company's advisers and creditors were working late into Tuesday night on Blockbuster's bankruptcy plans, they said. According to the Journal, under the plan, the company wouldn't close its doors, but rather would retreat to a select number of locations while focusing more on digital distribution. Blockbuster recently outlined plans to shutter nearly 1,000 stores, and more closures are on deck. Somewhere between 500 and 800 additional stores could close under Blockbuster's current bankruptcy plan, said the people familiar with the matter. A company spokeswoman wasn't immediately available for comment. In a deal backed by Blockbuster's senior creditors, according to the Journal, the company plans to wipe its balance sheet clean of debt, the people said. Senior bondholders owed about $630 million would convert all that debt into ownership stakes in a restructured Blockbuster, they said. Lower-ranking bondholders owed about $300 million would be wiped out. One of the sources told the Journal, corporate raider Carl Icahn holds about a third of Blockbuster's senior debt and has led the charge to make the company debt-free. Mr. Icahn will return to Blockbuster's boardroom once the company exits bankruptcy, either with his own seat or one held by a director of his choosing, they said. A waiver on Blockbuster's senior debt expires Sept. 30. When entering bankruptcy, senior bondholders plan to provide Blockbuster with a roughly $125 million bankruptcy loan to keep the company operating while under court protection, the people said, according to the Journal. Some of the unused funds from that loan would remain on Blockbuster's balance sheet when it exits bankruptcy, they said. The company plans to raise about $50 million in new debt at that time, the people said. The Journal also reports Mr. Icahn plans to push Blockbuster to ramp up digital distribution, an area where it has lagged. He didn't immediately return a call seeking comment. The sources said Mr. Icahn was feuding with other creditors late Tuesday over small details of Blockbuster's restructuring, though he supported its major components. The details of the infighting among creditors couldn't be determined, the Journal says. About Blockbuster Inc. Blockbuster Inc. -- http://www.blockbuster.com/-- is a global provider of rental and retail movie and game entertainment. It has a library of more than 125,000 movie and game titles. The Company's balance sheet as of April 4, 2010, showed $1.319 billion in assets, $1.693 billion in liabilities, and a stockholders' deficit of $374.2 million. PricewaterhouseCoopers LLP, in Dallas, expressed substantial doubt about the Company's ability to continue as a going concern following Blockbuster's 2009 results. In February 2010, Blockbuster hired law firm Weil, Gotshal & Manges and investment bank, Rothschild Inc., to explore strategies for cutting the Company's $1 billion debt load. In March 2010, the Company said it was seeking to refinance its debt and could be forced into bankruptcy. Blockbuster has received from bondholders a series of moratoriums on payment of principal and interest, the latest of which expires September 30, 2010. According to Bloomberg News, Blockbuster received the latest one-month reprieve from creditors so it can prepare for a possible bankruptcy filing in September. On September 1, 2010, Blockbuster didn't make the $13.5 million semi-annual interest payment on its $300 million in 9% senior subordinated debt, issued in August 2004. On July 1, 2010, the Company failed to redeem a portion of its 11.75% Senior Secured Notes due 2014 or to make its scheduled interest payment on the Senior Notes. As a result, the Company was prohibited from making, and did not make, the scheduled interest payment on the Junior Notes on Sept. 1, 2010. BROADSTRIPE LLC: Judge Sontchi Narrows James Cable's Claims ----------------------------------------------------------- WestLaw reports that statements made by a Delaware state court, in a preliminary posture when ruling on a motion to expedite proceedings, whether a prospective seller had sufficiently articulated a threat of irreparable injury based on the buyer's alleged anticipatory repudiation of their contract to justify an expedited hearing were not law of the case. They did not bar the seller, on law of the case grounds, from thereafter asserting an anticipatory repudiation claim when the state court lawsuit was removed to bankruptcy court based on the buyer's Chapter 11 filing. In re Broadstripe, LLC, --- B.R. ----, 2010 WL 3448552 (Bankr. D. Del.) (Sontchi, J.). A copy of the Honorable Christopher S. Sontchi's Opinion dated Sept. 1, 2010, which serves to narrow claims asserted by James Cable, LLC, against the Debtors' estates, is available at: http://www.leagle.com/unsecure/page.htm?shortname=inbco20100901600 Headquartered in Chesterfield, Missouri, Broadstripe LLC -- http://www.broadstripe.com/-- provides videos and telephone services to consumers and business in Maryland, Michigan, Washington and Oregon. The Company and five of its affiliates filed for Chapter 11 protection (Bankr. D. Del. Case No. 09-10006) on Jan. 2, 2009. Attorneys at Ashby & Geddes, and Gardere Wynne Sewell LLP represent the Debtors in their restructuring efforts. The Debtors tapped FTI Consulting Inc. as their restructuring consultant, and Epiq Bankruptcy Consultants LLC as their claims agent. In its petition, Broadstripe estimated assets and debts between $100 million and $500 million. Broadstripe has been in Chapter 11 more than 18 months thus any creditor can file a plan. CANON COMMUNICATIONS: UBM Deal Cues Moody's to Withdraw Ratings --------------------------------------------------------------- Moody's Investors Service said Canon Communications, LLC's acquisition by United Business Media will likely result in the withdrawal of Moody's ratings on Canon upon closing. If the transaction closes as expected, a change in control would occur and all of Canon's existing debt would be repaid. Upon repayment of all rated debt, Moody's would withdraw its ratings on Canon shortly thereafter. Current ratings (Loss Given Default Assessments): * Corporate Family Rating -- Caa1 * Probability of Default Rating -- Caa1 * Senior secured first lien revolving credit facility -- B3 (LGD3, 36%) * Senior secured first lien term loan -- B3 (LGD3, 36%) Moody's does not rate Canon's senior secured second lien term loan. The last recent rating action on Canon occurred on March 31, 2009, when Moody's downgraded the Corporate Family Rating to Caa1 from B3 and changed the outlook to negative. Canon's ratings were assigned by evaluating factors Moody's believe are relevant to the credit profile of the issuer, such as i) the business risk and competitive position of the company versus others within its industry, ii) the capital structure and financial risk of the company, iii) the projected financial and operating performance of the company over the near-to-intermediate term, and iv) management's track record and tolerance for risk. These attributes were compared against other issuers both within and outside of Canon's core industry and Canon's ratings are believed to be comparable to those of other issuers of similar credit risk. Headquartered in Los Angeles, California, Canon Communications is a producer of print productions, trade shows and digital media for the medical device manufacturing and other niche markets. The company reported revenue of $78 million in its fiscal year ended September 30, 2009. CCO HOLDINGS: Moody's Assigns 'B2' Ratings on $750 Mil. Notes ------------------------------------------------------------- Moody's Investors Service assigned B2 ratings to the proposed $750 million issuance of new senior unsecured notes by CCO Holdings, LLC, an indirect intermediate holding company of Charter Communications, Inc., and Ba3 (Corporate Family Rating)-rated CCH II, LLC. Moody's also raised its ratings for the senior secured first lien bank debt of subsidiary Charter Communications Operating, LLC, to Ba1 (LGD2-24%) from Ba2 (LGD2-28%). All other ratings were affirmed and LGD point estimates have been revised to reflect the proforma capital structure assuming successful completion of the pending transactions, as expected. The rating outlook remains stable. This summary lists Moody's current ratings and the actions for Charter's rated subsidiaries: Issuer: CCH II, LLC (CCH II) -- Corporate Family Rating, affirmed Ba3 -- Probability of Default Rating, affirmed Ba3 -- Speculative Grade Liquidity Rating, SGL-1 -- $1,766 Million (fully outstanding) of 13.500% Senior Unsecured Notes due 2016, affirmed B2 (LGD6-93%) Issuer: CCO Holdings, LLC (CCO Holdings) -- $750 Million of New Senior Unsecured Notes due 2017, assigned B2 (LGD5-83%) -- $900 Million (fully outstanding) of 7.875% Senior Unsecured Notes due 2018, affirmed B2 (to LGD5-83% from LGD5-85%) -- $700 Million (fully outstanding) of 8.125% Senior Unsecured Notes due 2020, affirmed B2 (to LGD5-83% from LGD5-85%) -- $350 Million (fully outstanding) Senior Secured 1st Lien (but CCO stock only; hence, effectively 3rd Lien) Term Loan due 2014, affirmed B1 (to LGD5-73% from LGD5-78%) Issuer: Charter Communications Operating, LLC (CCO) -- $1,100 Million (fully outstanding) of 8.000% Senior Secured 2nd Lien (CCO assets) Notes due 2012, affirmed B1 (to LGD4- 63% from LGD4-69%) -- $546 Million (fully outstanding) of 10.875% Senior Secured 2nd Lien (CCO assets) Notes due 2014, affirmed B1 (to LGD4- 63% from LGD4-69%) -- $1,300 Million (approximately $301 Million proforma drawn for all pending transactions) Senior Secured 1st Lien (CCO assets) Revolving Credit Facility due 2015 (Dec. 2013 if CCO still has more than $1 billion of debt maturing between Jan. and Apr. 2014), upgraded to Ba1 (LGD2-24%) from Ba2 (LGD2- 28%) -- $199 Million (fully outstanding) Senior Secured 1st Lien (CCO assets) Non-Revolving Credit Facility due 2013, upgraded to Ba1 (LGD2-24%) from Ba2 (LGD2-28%) -- $3,001 Million (fully outstanding) Senior Secured 1st Lien (CCO assets) Term Loan C due 2016, upgraded to Ba1 (LGD2- 24%) from Ba2 (LGD2-28%) -- $3,337 Million (approximately $2,587 Million proforma outstanding for all pending outstanding) Senior Secured 1st Lien (CCO assets) Term Loan B-1 due 2014, upgraded to Ba1 (LGD2-24%) from Ba2 (LGD2-28%) -- $489 Million (approximately $413 Million proforma outstanding for all pending transactions) Senior Secured 1st Lien (CCO assets) Term Loan B-2 due 2014, upgraded to Ba1 (LGD2-24%) from Ba2 (LGD2-28%) Ratings Rationale Proceeds from the new bond offering will be used to repay an approximately equivalent amount of CCO term debt (Term Loan B-1), plus associated transaction fees. "The overall credit impact is largely neutral" according to Russell Solomon, Moody's Senior Vice President and lead analyst for the company. "However, there is modest ongoing benefit afforded by further extension of debt maturities and the re-balancing of capital that is occurring between the main operating and holding companies on a post- bankruptcy emergence basis, a trend which Moody's expect to continue and which in turn is now of a sufficient level to warrant the upgrade of the company's senior-most debt." The B2 ratings for the new CCO Holdings notes reflect their structural subordination to the (reduced, but still) sizeable amount of debt claims residing at CCO. The upgrade of the approximate $7.6 billion of rated proforma CCO first lien debt (approximately $6.6 billion proforma drawn amount) to Ba1 from Ba2 reflects application of Moody's Loss Given Default Methodology, specifically incorporating the anticipated like-amount pay-down of CCO's Term Loan B-1 in short order following completion and with net proceeds of the new CCO Holdings bond offering. The net effect of these changes in capital mix for the consolidated company is a smaller amount of the (upgraded) structurally and effectively senior secured debt of CCO and a larger amount of junior-ranking debt at intermediate holding company CCO Holdings, thereby affording more debt cushion for first lien secured creditors of the main operating company. The Ba3 CFR continues to broadly reflect the company's moderately high financial risk, as evidenced by debt-to-EBITDA leverage of approximately 5.1x albeit declining, and a highly competitive operating environment. The rating is supported, however, by the company's large size, expectations of continued operational improvements and meaningful perceived underlying asset value associated with its sizeable but shrinking subscriber base of approximately 4.7 million basic video customers. The SGL-1 rating reflects Moody's expectation that Charter will maintain a robust liquidity profile over the next twelve months. The company's liquidity position is characterized as "very good" given its balance sheet cash (albeit now more modest $67 million at June 30, 2010) and projected annual free cash flow of at least $600 million (and growing) for 2010. Charter has access to a $1.3 billion revolving credit facility with an undrawn capacity of approximately $800 million at June 30, 2010. Charter's short-term liquidity profile also benefits from the absence of material debt maturities until 2012. Remaining debt maturities in 2010 and 2011 include only modest requisite annual term loan amortization payments of around $62 million, which Moody's expect will easily be paid with cash-on-hand and/or revolver capacity. Based on Moody's projections, Moody's anticipate Charter will remain in compliance with financial covenants over the next twelve months with sufficient EBITDA headroom. The last rating action was on April 14, 2010, when Moody's assigned a B2 rating to CCO Holdings' proposed senior unsecured bond offering and affirmed Charter's Ba3 CFR and Ba3 PDR, among other rating actions. Charter Communications, Inc., is one of the largest domestic cable multiple system operators serving approximately 4.7 million basic subscribers (5.3 million customers) and generating annual revenues approximating $7 billion. The company maintains its headquarters in St. Louis, Missouri. CELL THERAPEUTICS: Wins OK to Issue More Shares to Raise Cash ------------------------------------------------------------- At the annual meeting of shareholders of Cell Therapeutics Inc. held on Sept. 16, 2010, shareholders elected John H. Bauer and Phillip M. Nudelman, M.D. to serve on the Company's Board of Directors until the Company's 2013 Annual Meeting. Shareholders also approved the proposals to: i) amend the Company's amended and restated articles of incorporation to increase the total number of authorized shares and authorized shares of common stock and ii) amend the Company's 2007 Equity Incentive Plan, as amended, to increase the number of shares available for issuance under the Plan. Shareholders ratified the selection of Stonefield Josephson, Inc. as the Company's independent auditors for the year ending Dec. 31, 2010. The Company is increasing authorized the shares of common and preferred stock from 810,000,000 to 1,210,000,000 shares. If the shareholders do not approve this proposal, then the Company said it will not be able to issue shares of common stock or securities convertible for shares of its common stock, and thus, may not be able to raise additional capital. If the shareholders approve this proposal, the Company said its Board of Directors would have the option to issue such shares depending on its financial needs and the market opportunities if deemed to be in the best interest of shareholders. However, additional funding may not be available on favorable terms or at all. If additional funds are raised by issuing equity securities, substantial dilution to existing shareholders may result. Going Concern Doubt San Francisco-based Stonefield Josephson, Inc., has included an explanatory paragraph in their report on Cell Therapeutics, Inc.'s December 31, 2009, 2008 and 2007 consolidated financial statements regarding their substantial doubt as to the Company's ability to continue as a going concern. The independent auditors noted that the Company has sustained loss from operations over the audit periods, incurred an accumulated deficit, and has substantial monetary liabilities in excess of monetary assets as of December 31, 2009. Bankruptcy Warning In its Form 10-Q report for the period ended June 30, 2010, the Company said it does not expect that existing cash and cash equivalents, including the cash received from the issuance of its Series 6 preferred stock and warrants, will be sufficient to fund presently anticipated operations beyond the fourth quarter of 2010. The Company has commenced cost saving initiatives to reduce operating expenses, including the reduction of employees related to planned commercial pixantrone operations and continues to seek additional areas for cost reductions. However, the Company said it will need to raise additional funds and is currently exploring alternative sources of equity or debt financing. The Company said it may seek to raise such capital through public or private equity financings, partnerships, joint ventures, disposition of assets, debt financings or restructurings, bank borrowings or other sources of financing. The Company called an annual meeting of shareholders to ask shareholders to approve proposals, including a proposal to increase authorized shares of common and preferred stock from 810,000,000 to 1,210,000,000 shares, in order to raise capital. "If we fail to obtain additional capital when needed, we may be required to delay, scale back, or eliminate some or all of our research and development programs and may be forced to cease operations, liquidate our assets and possibly seek bankruptcy protection," the Company said. CELLU TISSUE: Clearwater Deal Cues Moody's to Withdraw Ratings -------------------------------------------------------------- Moody's Investors Service said Cellu Tissue Holdings, Inc.'s acquisition by Clearwater Paper Corporation will likely result in the withdrawal of all Moody's ratings on Cellu Tissue upon closing. In connection with the transaction, Cellu Tissue or Clearwater intend to tender for or defease Cellu Tissue's outstanding 11.5% Senior Notes due 2014. If the transaction closes as expected, Moody's would withdraw all its ratings on Cellu Tissue shortly thereafter. Existing ratings: * Corporate Family Rating -- B1 * Probability of Default Rating -- B1 * $255 million senior secured notes due 2014 -- B1 (LGD4, 55%) * Speculative Grade Liquidity Rating -- SGL-3 The last recent rating action on Cellu Tissue occurred on January 7, 2010, when Moody's upgraded the Corporate Family Rating to B1 from B2. Cellu Tissue is a manufacturer of converted tissue products, tissue hard rolls and machine-glazed paper used in the manufacture of various end products, including facial and bath tissue, assorted paper towels and food wraps. Headquartered in Alpharetta, Georgia, Cellu Tissue reported sales of approximately $525 million in the twelve months ended May 29, 2010. CHANA TAUB: Husband's Involuntary Chapter 7 Case Dismissed ---------------------------------------------------------- WestLaw reports that a bona fide dispute existed in an involuntary Chapter 7 case as to the alleged debtor's liability to his estranged wife, who thus was not eligible to be a petitioning creditor. The wife lacked standing to assert claims based upon the rents allegedly diverted by the alleged debtor from real property titled in her name or any other claims that were the property of her own bankruptcy estate. Instead, only the Chapter 11 trustee in the wife's bankruptcy case could assert those claims. In addition, the alleged debtor asserted colorable defenses to the wife's claim to the extent that it was based on purported support arrears, including that he had paid a substantial portion of the support payments called for by state- court orders, and that he had rights to set-off and reimbursement for expenses paid on the wife's behalf and for rents collected by her. In re Taub, --- B.R. ----, 2010 WL 3504097 (Bankr. E.D.N.Y.) (Craig, J.). The gory details about Ms. Taub and two friends filing an involuntary Chapter 7 petition (Bankr. E.D.N.Y. Case No. 10-48155) and other seemingly endless litigation against her estranged husband are outlined by the Honorable Carla E. Craig in her Decision dated Sept. 7, 2010, which is available at: http://www.leagle.com/unsecure/page.htm?shortname=inbco20100907660 The Troubled Company Reporter detailed Judge Stong's five significant attempts to move Ms. Taub's contentious bankruptcy case along on April 30, 2010, Sept. 28, 2009, Oct. 5, 2009, Oct. 15, 2009, and Jan. 11, 2010. Chana Taub filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No. 08-44210) on July 1, 2008, and is represented by Dennis W. Houdek, Esq., in Manhattan. CINCINNATI BELL: Fitch Issues Recovery Rating Review ---------------------------------------------------- Fitch Ratings has issued its Recovery Rating review of the U.S. & Canada Telecommunications and Cable sector. This review includes an analysis of valuation multiples, EBITDA discounts applied and detailed recovery worksheets for issuers with a Fitch Issuer Default Rating of 'B+' or lower in this sector. The issuers included in this report are: -- Cincinnati Bell, Inc. -- Level 3 Communications, Inc. -- Mediacom Communications Corp. Recovery analysis is considered for all companies, but notching of those with IDRs above 'B+' will continue to be heavily influenced by broader historical recovery patterns. For companies with an IDR of 'B+' or below, explicit Recovery Ratings are assigned. CIT GROUP: Will Redeem Outstanding 2013 and 2014 2nd Lien Notes --------------------------------------------------------------- CIT Group Inc. will redeem all of its outstanding 10.25% Series B second lien Notes maturing in 2013 and 2014. The Company has provided a redemption notice to the trustee and intends to complete the redemption on October 21, 2010. "We continue to improve our cost of capital by reducing our existing high cost debt through repayment or refinancing with lower cost funding as we provide much needed financing to small businesses and middle market companies," according to the Company's statement. The aggregate principal amount of the 10.25% Series B Notes to be redeemed is approximately $537 million. As provided under the terms of the Series B Notes, the redemption price will be 103.5% of the aggregate principal amount redeemed. After this redemption, approximately $1.6 billion of Series B Notes maturing in 2015, 2016 and 2017 will remain outstanding. Earlier this year, the Company repaid $4.5 billion, or 60%, of its first lien debt and successfully refinanced the balance at a lower cost and with more flexible terms. "We continue to improve our cost of capital by reducing our existing high cost debt through repayment or refinancing with lower cost funding as we provide much needed financing to small businesses and middle market companies," said John A. Thain, Chairman and Chief Executive Officer. About CIT Founded in 1908, CIT Group (NYSE: CIT) -- http://www.cit.com/-- is a bank holding company with more than $40 billion in finance and leasing assets. It provides financing and leasing capital to its more than one million small business and middle market clients and their customers across more than 30 industries. CIT maintains leadership positions in small business and middle market lending, factoring, retail finance, aerospace, equipment and rail leasing, and global vendor finance. CIT Group Inc. and affiliate CIT Group Funding Company of Delaware LLC announced a Chapter 11 filing on November 1, 2009 (Bankr. S.D.N.Y. Case No. 09-16565). Evercore Partners, Morgan Stanley and FTI Consulting served as the Company's financial advisors and Skadden, Arps, Slate, Meagher & Flom LLP served as legal counsel in connection with the restructuring plan. Sullivan & Cromwell served as legal advisor to CIT's Board of Directors. CIT Group on November 1 announced that, with the overwhelming support of its debtholders, the Board of Directors voted to proceed with the prepackaged plan of reorganization for CIT Group Inc. and a subsidiary that will restructure the Company's debt and streamline its capital structure. None of CIT's operating subsidiaries, including CIT Bank, a Utah state bank, were included in the filings. On December 8, the Court confirmed the Debtors' prepackaged plan. On December 11, CIT emerged from bankruptcy. * * * As reported by the Troubled Company Reporter on May 25, 2010, DBRS has assigned various ratings including an Issuer Rating of B (high) to CIT Group Inc. Concurrently, DBRS has assigned a BB (high) rating to CIT's First Lien Secured Credit Facility, a BB (low) rating to the second lien Series B Notes, a B (high) rating to the Series A Notes, a B rating to the Unsecured Long-Term Debt and a Short-Term rating of R-4. The trend on all long-term ratings is Positive. The TCR on August 4, 2010, reported that DBRS affirmed those ratings. DBRS expects CIT should continue to make progress in improving and diversifying its funding profile, while restoring underlying profitability. On May 25, the TCR also reported that Moody's Investors Service assigned a B3 corporate family rating to CIT Group Inc. The TCR said May 3, 2010, Standard & Poor's Ratings Services assigned its 'B+/B' counterparty credit rating to CIT. CONTINENTAL AIRLINES: Stockholders Approve Merger With UAL Corp --------------------------------------------------------------- Continental Airlines' stockholders voted overwhelmingly to approve the merger of a wholly-owned subsidiary of UAL Corporation with and into Continental at a special meeting held today in Houston, Texas. UAL Corporation's primary subsidiary is United Airlines. More than 98 percent of the votes cast and 75 percent of shares outstanding were voted in favor of the transaction. "We are grateful for our stockholders' strong vote of confidence in this merger," said Jeff Smisek, Continental's chairman, president and chief executive officer. "In approving the transaction, our stockholders recognized the value of bringing together Continental and United to create a platform for increased profitability and sustainable long-term value." Stockholders of UAL Corporation also voted to approve the merger today at a meeting held in Chicago, Illinois. Continental and United announced an all-stock merger of equals on May 3, 2010. The companies have received clearance on the proposed merger from the United States Department of Justice and the European Commission. The merger is currently expected to close by Oct. 1, 2010. About Continental Airlines Continental Airlines is the world's fifth largest airline. Continental, together with Continental Express and Continental Connection, has more than 2,700 daily departures throughout the Americas, Europe and Asia, serving 132 domestic and 137 international destinations. Continental is a member of Star Alliance. Continental has total assets of $13.60 billion against total debts of $12.87 billion as of June 30, 2010. In May 2010, Continental announced an agreement to merge with UAL Corp. The merger has not yet been completed. In August 2010, Moody's Investors Service affirmed its 'B2' corporate family, with negative outlook, for Continental Airlines. Moody's said the affirmation, among other things, signifies the potential for it to maintain the B2 rating if the proposed merger with UAL (B3 corporate family from Moody's, on review for upgrade) is completed under terms that enable the combined entity to achieve the potential revenue and cost synergies that have been identified. However, the outlook remains negative because of the industry's weak track record in successfully executing large business combinations. Continental caries a 'B' corporate rating, on watch negative, from Standard & Poor's. CONVERSION SERVICES: Posts $64,200 Net Loss in June 30 Quarter -------------------------------------------------------------- Conversion Services International, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $64,240 on $4.6 million of revenue for the three months ended June 30, 2010, compared with a net loss of $147,465 on $5.9 million of revenue for the same period last year. The Company had an accumulated deficit of $72.1 million at June 30, 2010. As of June 30, 2010, the Company had a cash balance of $7,792, compared to $96,957 at December 31, 2009, and a working capital deficiency of $904,514. The Company was not in compliance with the minimum working capital covenant under its revolving line of credit with Access Capital as of June 30, 2008, and remains in default as of June 30, 2010, and, therefore, the amounts outstanding under the revolving line of credit are callable. The Company's balance sheet as of June 30, 2010, showed $3.2 million in total assets, $4.5 million in total liabilities, $1.7 million in convertible preferred stock, and a stockholders' deficit of $3.0 million. As reported in the Troubled Company Reporter on March 30, 2010, Frieman LLP, in East Hanover, N.J., expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted that the Company has incurred recurring operating losses, negative cash flows, is not in compliance with a covenant associated with its Line of Credit and has significant future cash flow commitments. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?6b5b About Conversion Services East Hanover, N.J.-based Conversion Services International, Inc., provides professional services to the Global 2000, as well as mid- market clientele relating to strategic consulting, business intelligence/data warehousing and data management and, through strategic partners, the sale of software. The Company's services based clients are primarily in the financial services, pharmaceutical, healthcare and telecommunications industries, although it has clients in other industries as well. The Company's clients are primarily located in the northeastern United States. CROSSTOWN STOR-N-MORE: Files Schedules of Assets and Liabilities ---------------------------------------------------------------- Crosstown Stor-N-More Self Storage, LLC, filed with the U.S. Bankruptcy Court for the Middle District of Florida its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $10,000,000 B. Personal Property $424,794 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $8,456,940 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $3,150,123 ----------- ----------- TOTAL $10,424,794 $11,607,063 Bradenton, Florida-based Crosstown Stor-N-More Self Storage, LLC's business consists of a self storage facility, an executive office center, and a car wash in Tampa, Florida. Crosstown Stor-N-More filed for Chapter 11 protection on August 20, 2010 (Bankr. M.D. Fla. Case No. 10-20055). Alberto F. Gomez, Jr., Esq., at Morse & Gomez, PA, assists the Debtor in its restructuring effort. CUSTOM CABLE: Wins Fight to Stay Under Bankruptcy Protection ------------------------------------------------------------ Custom Cable Industries Inc. won its fight to stay in bankruptcy despite claims by shareholders that the company's Chapter 11 filing is part of an "elaborate conspiracy" by ComVest Capital LLC to take control of the company, Dow Jones' DBR Small Cap reports. According to Dow Jones, Judge Michael G. Williamson of the U.S. Bankruptcy Court in Tampa, Fla., signed an order denying a request by shareholders of Custom Cable's parent to dismiss the bankruptcy case. The report relates Judge Williamson issued the decision after Custom Cable said in court papers that allegations that its July 30 bankruptcy filing was "not done in good faith, but rather as part of an elaborate conspiracy orchestrated by ComVest" to complete a takeover of the company are "wholly without merit." Custom Cable, Dow Jones relates, said that it filed for bankruptcy protection because it had lost a contract with a key customer and was struggling to operate profitably during a major recession. The company also defaulted on a loan with ComVest and was facing a foreclosure proceeding filed by the lender, the report relates. About Custom Cable Founded in 1980, Custom Cable Industries, Inc. -- http://www.customcable.com/-- manufactures and installs audio, video and fiber-optic cables. Custom Cable filed for Chapter 11 bankruptcy protection (Bankr. M.D. Fla. Case No. 10-18478) on July 30, 2010. Michael P. Horan, Esq., and Stephanie C. Lieb, Esq., at Trenam Kemker Scharf Barkin Frye, serve as the Debtor's bankruptcy counsel. The Debtor estimated $1 million to $10 million in assets and $10 million to $50 million in debts. DAIS ANALYTIC: Posts $624,700 Net Loss in June 30 Quarter --------------------------------------------------------- Dais Analytic Corporation filed its quarterly report on Form 10-Q, reporting a net loss of $624,681 on $1.0 million of revenue for the three months ended June 30, 2010, compared with a net loss of $344,000 on $528,385 of revenue for the same period of 2009. As of June 30, 2010, the Company has an accumulated deficit of $33.3 million and negative working capital of $3.0 million. The Company's balance sheet as of June 30, 2010, showed $2.1 million in total assets, $5.2 million in total liabilities, and a stockholders' deficit of $3.1 million. As reported in the Troubled Company Reporter on April 7, 2010, Cross, Fernandez & Riley LLP, in Tampa, Fla., expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted that the Company has incurred significant losses since inception and has a working capital deficit and accumulated deficit of $2.3 million and $32.2 million at December 31, 2009. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?6b64 About Dais Analytic Odessa, Fla.-based Dais Analytic Corporation is a nano-structure polymer technology materials company which has developed and is commercializing applications using its materials. E*TRADE FINANCIAL: DBRS Confirms 'B' Issuer & Senior Debt Ratings ----------------------------------------------------------------- DBRS has confirmed the ratings for E*TRADE Financial Corporation (E*TRADE, the Company or the Parent) and E*TRADE Bank (the Bank). DBRS rates E*TRADE's Issuer & Senior Debt at B (high) and the Bank's Deposits & Senior Debt at BB. The trend on all ratings remains Negative, except for the Bank's Short-Term Instruments rating, which is Stable. The ratings reflect a distinctive combination of strong positives and significant negatives that often characterize noninvestment grade companies. Positively, E*TRADE's successful, well- positioned on-line retail financial services franchise has generated resilient underlying earnings throughout this downturn. Negatively, the Company still carries a very elevated burden from its legacy residential real estate portfolios. While these credit costs are declining with improving delinquency trends and E*TRADE has strengthened its financial profile, the negative trend considers the substantial risk posed by its loan portfolios given the weak recovery in the U.S. economy and still fragile financial markets. The two notch differential between the Bank and its Parent reflects the Parent's more limited financial flexibility and the potential for regulatory restriction of dividends from subsidiaries. An important positive consideration for the ratings is E*TRADE's success in maintaining momentum in its retail investor franchise, even in the disrupted environment of the last three years. DBRS views positively that the Company continues to invest in its business, particularly through marketing and improvements in technology. Pursuing its focused strategy, E*TRADE is driving growth by building on its active trader franchise and expanding its customer relationships with long-term investors, while increasing the quality of its customer accounts and reducing the brokerage account attrition rate. Focusing on its target segments and benefiting from disruptions at a number of full service competitors, E*TRADE continues to have success in adding new brokerage accounts and assets, maintaining daily average revenue trades (DARTs) at historically high levels and growing higher yielding margin balances. E*TRADE also benefits from its well- positioned stock plan administration business that leverages its product capabilities and is an important source of new customers. Another key underpinning of the ratings is the relatively resilient earnings power generated by E*TRADE's successful direct brokerage franchise. Throughout the downturn and disrupted markets, its brokerage customers have continued to generate revenues through fees and commissions, as well as supporting net interest income generation with their deposits and margin borrowing. This success in sustaining revenues is evident in the pace of noninterest income that has begun to see quarterly increases in recent quarters. Even with the Company's shedding of noncore businesses, the Company's capacity to generate underlying earnings does not appear to be diminished. Successful expense control has also made an important contribution to earnings, as the Company has kept expenses on a downward trend, while still finding resources to invest in its franchise, particularly though marketing, improvements in technology and introduction of new products. The resiliency of E*TRADE's underlying earnings was evident again in 2Q10. Quarterly operating income before provisions and taxes (IBPT) was $258 million, up from $241 million in 1Q10. This pace is comparable to the average IBPT in 2009 of $244 million. It is up substantially from the $159 million average in 2008, when various actions impacted noninterest revenues. Finally, with provisions down to $166 million in 2Q10, this pace of underlying earnings was finally sufficient to generate positive net income of $35 million, the first quarter of profitability since 2Q07. This swing to positive earnings continued an improving trend of narrowing losses after net losses of $48 million in 1Q10 and $143 million in 2Q09. DBRS views this improving trend as a positive development as it increases the Company's ability to generate capital internally, reduces the potential stress on the Company and increases the resources available for investment in the franchise. Credit quality issues remain E*TRADE's biggest challenge, especially given the still weak environment. While E*TRADE had a positive IBPT cushion for the first time in three years, provisions continued to absorb a large percentage of IBPT (64% in 2Q10). Positively, the Company is seeing improvements in loan performance trends, indicated by declines in at-risk delinquencies across all loan types and stabilization in other credit metrics. Through put-backs to loan originators, loan modifications and substantial reductions in undrawn home equity lines, E*TRADE successfully reduced its credit exposures since early 2008. Through loan prepayments, principal reductions and charge-offs, as well as securitizing and selling loans, E*TRADE has reduced its net loan portfolios from $30.1 billion in 4Q07 to $17.0 billion in 2Q10, with the quarterly runoff now about $1 billion. Additions to capital and reduced risk have strengthened E*TRADE's capitalization, which is reflected in more comfortable cushions over the minimums to be well-capitalized. The Tier 1 capital to risk-weighted assets ratio was 13.4% at June 30, 2010, up from 12.6% a year ago. Positively, the Bank was a capital generator for a second consecutive quarter, bringing excess risk-based capital in the Bank to about $1.0 billion. E*TRADE's ability to build capital is being constrained by the Parent's annual interest payments, even though these were approximately halved after the debt exchange in 2009. A large part this expense reflects the high coupon on the Parent's Springing Lien Notes (SLNs). Further progress in reducing this burden and lowering the stress on the Parent would be viewed positively, provided capital cushions were maintained. While DBRS is maintaining a Negative trend, indicating the continued pressure on earnings and uncertainty of credit costs given the weak economic recovery and stressed housing markets. DBRS views positively the continued strength of E*TRADE's online brokerage franchise, its resilient underlying earnings and improving trends in credit, combined with its strengthened financial condition. If sustained, E*TRADE's return to profitability bodes well from a ratings perspective. EDWARD MARANDOLA: Has Until October 28 to File Chapter 11 Plan -------------------------------------------------------------- The Hon. Arthur N. Votolato of the U.S. Bankruptcy Court for the District of Rhode Island extended Edward Marandola, Jr.'s exclusive period to file a Chapter 11 Plan and Disclosure Statement until October 28, 2010. Newport, Rhode Island-based Edward Marandola filed for Chapter 11 bankruptcy protection on January 29, 2010 (Bankr. D. R.I. Case No. 10-10343). The Debtor estimated his assets and debts at $10 million to $50 million as of the Petition Date. EIGEN INC: Plan Confirmation Hearing Scheduled for October 13 ------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware will convene a hearing on October 20, 2010, at 2:00 p.m. (Eastern Time), to consider the confirmation of Eigen, Inc.'s Plan of Liquidation. Objections, if any, are due on October 13 at 4:00 p.m. Ballots accepting or rejecting the Plan are due on October 8 at 4:00 p.m. According to the Disclosure Statement, the Debtor proposed the Plan, in consultation with the Official Committee of Unsecured Creditors' and Kazi Management VI, LLC, the purchaser of substantially all of its assets, that provides for: (i) a timely distribution of the Debtor's remaining Assets; (ii) the estate and the Debtor's creditors with the proceeds of the Committee Settlement; and (iii) unnecessary costs to the Debtor's estate. Under the Plan, holders of allowed general unsecured claims will share, on a pro-rata basis, the proceeds of the Committee Settlement. The Debtor estimates that holders of unsecured claims expected to aggregate $1,350,000 will receive an estimated recovery of 22% on account of their allowed claims. A full-text copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/EigenInc_BlacklineDS.pdf The Debtor is represented by: Christopher A. Ward, Esq. Justin K. Edelson, Esq. Shanti M. Katona, Esq. POLSINELLI SHUGHART PC 222 Delaware Avenue, Suite 1101 Wilmington, DE 19801 Tel: (302) 252-0920 Fax: (302) 252-0921 About Eigen, Inc. Grass Valley, California-based Eigen, Inc., a.k.a. Eigen, LLC, develops tools for healthcare professionals. The Company filed for Chapter 11 bankruptcy protection on March 30, 2010 (Bankr. D. Del. Case No. 10-11061). In its schedules, the Debtor disclosed $10,065,957 in assets and $22,332,325 in liabilities. EL PASO: Moody's Assigns 'Ba3' Rating on Senior Unsecured Notes --------------------------------------------------------------- Moody's Investors Service assigned a Ba3 rating to El Paso's proposed 6.50% senior unsecured notes due 2020. The outlook is stable. Upgrades: Issuer: El Paso Corporation -- Senior Unsecured Conv./Exch. Bond/Debenture, Upgraded to LGD4, 56% from LGD4, 59% -- Senior Unsecured Medium-Term Note Program, Upgraded to LGD4, 56% from LGD4, 59% -- Senior Unsecured Regular Bond/Debenture, Upgraded to LGD4, 56% from LGD4, 59% Assignments: Issuer: El Paso Corporation -- Senior Unsecured Regular Bond/Debenture, Assigned 56 - LGD4 to Ba3 Ratings Rationale These new notes, along with cash, are being offered in exchange for the company's existing $500 million 12% notes due 2013. The exchange offer expires on October 7, 2010, unless extended or terminated earlier by EP. "Although this exchange is debt neutral for EP, it offers EP the opportunity to extend its maturities while reducing its annual interest expense," said Ken Austin, Moody's Vice President. El Paso's Ba3 Corporate Family Ratingreflects the company's combination of a very large and diversified network of natural gas pipelines tempered by a non-investment grade E&P business, albeit, an improving one. The pipelines maintain an investment grade profile and contribute more than half of EP's consolidated earnings and cash flows. However, Moody's notes that given the number of large scale projects planned for this business and the capital requirements to complete them, the credit accretion for this segment will be delayed as leverage for this segment will rise until the bulk of these projects are completed and start to contribute earnings and cash flow. An upgrade would be considered if EP demonstrates continued good capital productivity from its exploration and production (E&P) capital spending program going forward. In addition, EP will need to maintain good liquidity while undertaking an aggressive expansion program at its natural gas pipeline segment. The outlook and ratings could be negatively pressured if the company's liquidity becomes constrained or if the pipeline projects become delayed or realize significant cost overruns, which would delay the associated cash flows to offset the leverage used to fund those projects. Negative ratings pressure could also occur if production from the E&P segment starts to decline materially, or if costs start to rise, particularly against the backdrop of weak natural gas prices. The last rating action for El Paso was on February 4, 2009 when Moody's rated El Paso's new notes and affirmed its Ba3 Corporate Family Rating. Headquartered in Houston, Texas, El Paso Corporation primarily operates in the natural gas transmission and exploration and production sectors of the energy industry. EMPIRE PETROLEUM: Posts $142,000 Net Loss in June 30 Quarter ------------------------------------------------------------ Empire Petroleum Corporation filed its quarterly report on Form 10-Q, reporting a net loss of $141,999 on $0 revenue for the three months ended June 30, 2010, compared with a net loss of $17,824 on $5,292 of revenue for the same period last year. As of June 30, 2010, the Company had $916,410 of cash on hand. The Company believes that its cash on hand will allow it to finance its operations for the next twelve months. In order to sustain the Company's operations on a long-term basis, the Company intends to continue to look for merger opportunities and consider public or private financings. The Company plans to undertake further exploration of the Gabbs Valley Prospect in 2010. The Company's balance sheet as of June 30, 2010, showed $2.43 million in total assets, $53,986 in total liabilities, and stockholders equity of $2.38 million. As reported in the Troubled Company Reporter on April 9, 2010, HoganTaylor LLP, in Tulsa, Okla., expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted that the Company has been incurring significant losses since inception. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?6b6b About Empire Petroleum Tulsa, Okla.-based Empire Petroleum Corporation engages in the exploration and development of oil and gas interests in the United States. The Company owns a 57% working interest in oil and gas leases in Nye and Mineral Counties, Nevada (the "Gabbs Valley Prospect"). On August 4, 2009, the Company purchased, for $25,000 and payment of lease rentals of $4,680, a nine-month option to purchase 2,630 net acres of oil and gas leases known as the South Okie Prospect in Natrona County, Wyoming. The option allowed the Company to purchase the leasehold interests for $35,000 which has been exercised in 2010. ENTREMED INC: Posts $4.9 Million Net Loss in June 30 Quarter ------------------------------------------------------------ EntreMed, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $4.94 million for the three months ended June 30, 2010, compared with a net loss of $3.05 million for the same period last year. There were no revenues recorded in the three- month periods ended June 30, 2010, and June 30, 2009. At June 30, 2010, the Company had cash and short-term investments of $8.04 million and working capital of $1.47 million. At December 31, 2009, the Company had cash and short-term investments of $6.37 million and a working capital deficit of $1.40 million. The Company's balance sheet at June 30, 2010, showed $8.34 million in total assets, $6.73 million in total liabilities, and stockholder's equity of $1.62 million. As reported in the Troubled Company Reporter on April 5, 2010, Ernst & Young LLP, in McLean, Va., expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted of the Company's recurring operating losses and negative cash flows from operations. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?6b60 About EntreMed, Inc. Rockville, Md.-based EntreMed, Inc. Nasdaq: ENMD) -- http://www.entremed.com/-- is a clinical-stage pharmaceutical company committed to developing ENMD-2076, a selective angiogenic kinase inhibitor, for the treatment of cancer. ENMD-2076 is currently in a multi-center Phase 2 study in ovarian cancer and in several Phase 1 studies in solid tumors, multiple myeloma, and leukemia. FARMERS' MUTUAL: AM Best Cuts Financial Strength Rating to 'C++' ---------------------------------------------------------------- A.M. Best Co. has downgraded the financial strength rating to C++ (Marginal) from B- (Fair) and issuer credit rating to "b" from "bb-" of Farmers' Mutual Insurance Company (MI) (Farmers' Mutual) (Traverse City, MI). The outlook for both ratings is negative. The ratings reflect Farmers' Mutual's continued unfavorable operating performance trends that have caused surplus losses for five consecutive years. In addition, Farmers' Mutual's geographic concentration of risk within the northern portion of the lower peninsula of Michigan exposes the company to frequent and severe weather-related events. These negative rating factors are partially offset by Farmers' Mutual's increased premium volume, which has provided it with some economies of scale. However, the company's recent surplus losses and continued unfavorable underwriting performance support the current rating outlook. FORD MOTOR CREDIT: DBRS Puts 'BB' Rating on Senior Unsecured Notes ------------------------------------------------------------------ DBRS has assigned a rating of BB to the $1 billion Senior Unsecured Notes (the Notes) announced yesterday by Ford Motor Credit Company LLC (Ford Credit or the Company). The trend on the rating is Stable. The Notes have an initial settlement date of September 21, 2010, with a final maturity date of September 15, 2015. The Notes have a fixed coupon of 5.625%, and are being priced at 99.466 cents on the dollar. The Notes rank pari passu with all other senior unsecured obligations of Ford Credit. The rating reflects the ownership of the Company and considers that the predominant share of Ford Credit's business consists of financing Ford Motor Company (Ford) vehicles and supporting Ford dealers. FRISIA FARMS: Debtor Can Employ Professional That is a Creditor --------------------------------------------------------------- The United States Bankruptcy Court for the Northern District of Texas holds that a debtor in possession may employ a professional notwithstanding that the professional is a creditor if the professional is a creditor "solely because of [its] employment by or representation of the debtor" prepetition. On September 17, the Hon. Dennis Michael Lynn denied the United States Trustee's objection, and authorized the debtors to employ their accountant without relinquishing its prepetition claims. The U.S. Trustee filed a limited objection to the Application to Employ Boucher, Morgan and Young, P.C., Accountants, filed by Klaas Talsma d/b/a/ Klaas Talsma Dairies d/b/a Frisia Farms; Frisia Farms, Inc.; and Frisia Hartley, LLC. BMY is an accounting firm located in Stephenville, Texas, near Hico. The firm is one of only a few accounting firms in the Hico area and specializes in accounting for the dairy business. The Debtors seek to employ BMY to perform routine accounting work, including compiling financial statements, preparing payroll, and preparing income tax returns. BMY performed this type of work for the Debtors prior to the chapter 11 filings. BMY is thus familiar with the Debtors' operations, and the Debtors have indicated it would be expensive and time-consuming to hire another firm to perform their accounting work. BMY is one of the 20 largest creditors of both Talsma and Frisia Farms, and is owed a combined total of $11,700 by the Debtors. The U.S. Trustee does not argue that BMY's loyalty to the Debtors or its performance of its duties would be in any way affected by its status as a creditor. Because BMY is a prepetition creditor of the Debtors, however, the U.S. Trustee will only agree to BMY's employment if BMY waives its prepetition claims. BMY would thus become disinterested by definition under section 101(14) of the Bankruptcy Code and, in the U.S. Trustee's view, be eligible for employment under section 327(a) of the Code. The Debtors contend section 1107(b) of the Code allows the debtor in possession to employ a prepetition creditor despite section 327(a) if the creditor's claim arose as a result of prepetition professional work for the debtor. A copy of the Court's decision is available at: http://www.leagle.com/unsecure/page.htm?shortname=inbco20100917615 The Debtors are three related entities engaged in dairy farming. Frisia Farms owns the cows that are milked. Frisia Hartley raises heifers in Hartley County, Texas. Talsma cares for and milks the grown cows in Hico, Texas. Klaas Talsma filed for Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 10-43790) on June 1, 2010. Judge D. Michael Lynn presides over the case. St. Clair Newbern III, Esq., in Fort Worth, Texas, serves as the Debtors' counsel. Klaas Talsma estimated $1 million to $10 million in assets and debts. Frisia Farms, Inc., also filed for bankruptcy (Bankr. N.D. Tex. Case No. 10-43791) on the same day. Frisia Farms estimated $1 million to $10 million in assets and $10 million to $50 million in debts. GEORGE PAGLIARO: Wants Reorganization Case Converted to Chapter 7 ----------------------------------------------------------------- George Rodolfo Pagliaro and Pamela Jean Pagliaro ask the U.S. Bankruptcy Court for the Central District of California to convert their Chapter 11 case to one under Chapter 7 of the Bankruptcy Code. San Clemente, California-based George Rodolfo Pagliaro and Pamela Jean Pagliaro, dba Pagliaro Construction Inc., own and operate a construction company called Pagliaro Constructin, Inc. The Company filed for Chapter 11 bankruptcy protection on May 5, 2010 (Bankr. C.D. Calif. Case No. 10-15975). Vincent Renda, Esq., at Renda Law Offices PC, assists the Debtors in their restructuring efforts. The Debtors estimated their assets and debts at $10 million to $50 million in their joint petition. GEMS TV: Sees 100% Recovery for General Unsecured Creditors ----------------------------------------------------------- Gems TV (USA) Limited sees a 100% recovery for general unsecured creditors. Gems TV has completed the court-approved sale of its remaining non-inventory assets, the Company's financial advisor Focus Management Group reported. The buyer, Zalemark Holding Company, Inc., purchased television studio, warehouse and other equipment and assets and is planning to broadcast its own shopping channel from the former Gems TV location. Focus Management has provided Gems TV with advisory services and consultation related to winding down the company's operations. Leading the Focus team overseeing the Gems TV engagement was Robert Riiska, Managing Director and head of Focus Management Group's West Coast practice. "Focus and Gems TV USA's management team worked closely together on what proved to be a very successful liquidation strategy," Mr. Riiska said. "We were able to sell the vast majority of the jewelry inventory on television and the internet, realizing very high recoveries compared to other alternatives. Simultaneously, we pressed forward with our efforts to sell other assets." Gems TV USA President Diane Schneiderjohn commented, "Gems TV USA is very pleased that our overall liquidation strategy developed with Focus resulted in our meeting the objective of providing a 100% recovery for our general unsecured creditors." With more than 20 years of turnaround management experience, Mr. Riiska has performed numerous consulting assignments serving in interim senior financial management capacities and in diverse court-appointed roles. Mr. Riiska's consulting assignments have included the preparation of budgets used to obtain DIP financing, due diligence reviews, cash management for companies operating in Chapter 11, business plan assessments and viability analyses. Mr. Riiska is based out of Focus Management Group's Los Angeles office and can be reached at (310) 255-8871 or via e-mail at r.riiska@focusmg.com About Focus Management Group Focus Management Group -- http://www.focusmg.com/-- provides nationwide professional services in turnaround management, insolvency proceedings, business restructuring and operational improvement with a senior-level team of 130 professionals. Headquartered in Tampa, FL, with offices in Atlanta, Chicago, Cleveland, Columbus, Dallas, Los Angeles and Philadelphia, the firm provides a full portfolio of services to distressed companies and their stakeholders, including secured lenders and equity sponsors. About Gems TV 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). Gems TV shut down its the business before the bankruptcy filing. 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 estimated assets of $10 million to $50 million and debts of $100 million to $500 million in its Chapter 11 petition. GENERAL MOTORS: Contributes $90,500 to Political Campaigns ---------------------------------------------------------- Josh Mitchell, writing for Dow Jones Newswires, reports that General Motors Co. has begun to once again contribute to political campaigns, lifting a self-imposed ban on political spending put in place during its bankruptcy restructuring last year. According to Dow Jones, GM gave $90,500 to candidates running in the current election cycle, Federal Election Commission records show. Dow Jones reports that the beneficiaries include Midwestern lawmakers, mostly Democrats, who have traditionally supported the industry's legislative agenda on Capitol Hill, including Sen. Debbie Stabenow (D., Mich.), Sen. Sherrod Brown (D., Ohio) and Rep. John Dingell (D., Mich.). The list also includes Virginia Rep. Eric Cantor, the House Republican Whip, who would likely assume a top leadership post if Republicans win control of the House in November. About General Motors With its global headquarters in Detroit, Michigan, General Motors Company -- http://www.gm.com/-- is one of the world's largest automakers. GM employs 205,000 people in every major region of the world and does business in some 157 countries. GM and its strategic partners produce cars and trucks in 31 countries, and sell and service these vehicles through the following brands: Buick, Cadillac, Chevrolet, FAW, GMC, Daewoo, Holden, Jiefang, Opel, Vauxhall and Wuling. GM's largest national market is China, followed by the United States, Brazil, Germany, the United Kingdom, Canada, and Italy. GM's OnStar subsidiary is the industry leader in vehicle safety, security and information services. General Motors Co. is 60.8% owned by the U.S. Government. It was formed to acquire the operations of General Motors Corporation through a sale under 11 U.S.C. Sec. 363 following Old GM's bankruptcy filing. The deal was closed on July 10, 2009, and Old GM changed its name to Motors Liquidation Co. Old GM remains subject to a pending Chapter 11 reorganization case before the U.S. Bankruptcy Court for the Southern District of New York. At June 30, 2010, GM had $131.899 billion in total assets, $101.00 billion in total liabilities, $6.998 billion in preferred stock, and $23.901 billion in stockholders' equity. 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). 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. The U.S. Trustee has appointed an Official Committee of Unsecured Creditors and a separate Official Committee of Unsecured Creditors Holding Asbestos-Related Claims. Lawyers at Kramer Levin Naftalis & Frankel LLP serve as bankruptcy counsel to the Creditors Committee. Attorneys at Butzel Long serve as counsel regarding supplier contract matters. FTI Consulting, Inc., serves as financial advisors to the Creditors Committee. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, represents the Asbestos Committee. Legal Analysis Systems, Inc., serves as asbestos valuation analyst. 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) HABERSHAM BANCORP: Posts $2.6 Million Net Loss in June 30 Quarter ----------------------------------------------------------------- Habersham Bancorp filed its quarterly report on Form 10-Q, reporting a net loss of $2.6 million on $2.5 million of net interest income for the three months ended June 30, 2010, compared with a net loss of $1.6 million on $2.2 million of net interest income for the same period of 2009. Hambersham Bank, the Company's banking subsidiary, is currently operating under heightened regulatory scrutiny and has entered into a Cease and Desist Order with the Georgia Department of Banking and Finance. Under the terms of the Order, the Bank will prepare and submit written plans and reports to the regulators that address the following items: maintaining sufficient capital at the Bank; improving the Bank's liquidity position and funds management practices; reducing adversely classified items; reviewing and revising as necessary the Bank's allowance for loan and lease losses policy; continuing to improve loan underwriting, loan administration, and portfolio management; reducing concentrations of credit; and revising and implementing a profitability plan and comprehensive budget to improve and sustain the Bank's earnings. While the Order remains in place, the Bank may not pay cash dividends or bonuses without the prior written consent of the regulators. The Bank submitted reports to the DBF and Federal Deposit Insurance Corporation as required per the Order. All aspects of the Order have been adhered to or a plan is in place to reach compliance in a reasonable time frame. The Bank has formed a Liquidity Committee as well as a Capital Sub-Committee that monitors these aspects of the Order. The Company's balance sheet as of June 30, 2010, showed $409.3 million in assets, $397.6 million in total liabilities, and stockholders' equity of $11.7 million. As reported in the Troubled Company Reporter on April 5, 2010, Porter Keadle Moore, LLP, in Atlanta, Ga., expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted that at Dec. 31, 2009, Habersham Bank's total capital to risk-weighted assets and Tier I capital to average assets ratios are below the required levels as established by regulation. In addition, the Bank has suffered recurring operating losses. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?6b5f About Habersham Bancorp Cornelia, Ga.-based Habersham Bancorp (OTC BB: HABC.OB) operates as the bank holding company for Habersham Bank, a full-service commercial banking business based in Habersham, White, Cherokee, Warren, Stephens, and Hall Counties, Georgia. HEALTHSPRING INC: S&P Assigns 'B+' Senior Secured Debt Rating ------------------------------------------------------------- Standard & Poor's Ratings Services said that it assigned its 'B+' senior secured debt ratings to HealthSpring Inc.'s (B+/Stable/--) planned $150.0 million New Term Loan A (due 2015) and $250.0 million Term Loan B (due 2016). Proceeds from the new term loans will be used to help finance HealthSpring's $545.0 million acquisition of Bravo Health Inc. (announced on Aug. 27, 2010), which S&P expects to close in the fourth quarter of 2010, at the earliest. HealthSpring's new term loans will have the same collateral package as its existing amended credit facilities and similar financial covenants, such as a maximum debt-to-EBITDA ratio (with an increase over existing facilities), minimum statutory net worth ratio requirements, and capital expenditure limitations. The speculative-grade rating on HealthSpring reflects rating weaknesses such as its very narrow product scope in Medicare programs, its limited geographic diversification historically (which will improve with the Bravo acquisition), a slight capital deficiency at the regulated subsidiaries (based on Standard & Poor's capital model), and a large amount of intangibles relative to equity on the balance sheet. In addition, S&P believes reduced government funding of the Medicare Advantage program over the next 10 years will likely hurt HealthSpring's long-term operating margins. S&P considers HealthSpring's rating strengths to include its established market position in Medicare Advantage and Medicare Part D products; successful, tightly managed coordinated care model that has controlled medical costs well historically; good earnings profile based on current and historical operating margins; above-average operating expense structure; and conservative, liquid investment portfolio. The stable outlook on HealthSpring reflects S&P's view that the company's creditworthiness is unlikely to change materially over the next 12 months based on S&P's expectations for full-year 2010 and 2011 operating results and credit metrics. This outlook also incorporates S&P's assumption that HealthSpring will complete the Bravo acquisition (by the fourth quarter of 2010, at the earliest) without any integration or operational issues that weaken the company's prospective business profile or financial results. The stable outlook is based on S&P's expectations that over the next 12 months the company will maintain a return on revenue higher than 7%, debt to capital below 45%, and EBITDA coverage above 10x. Based on S&P's capital model, the company will continue to hold what S&P view as a deficient level of capital for the 'BBB' (S&P's lowest confidence level in the model) category, with most of the deficiency stemming from S&P's double-leverage adjustment (which has a 20% debt-to-capital threshold). The company remains committed to holding a sufficient level of capital for regulatory purposes (300% of risk-based capital at its regulated entities). S&P would consider a one notch downgrade if one or more of the following events were to occur: (1) if the company were to experience major integration issues with its Bravo acquisition, (2) if the company were to experience general business deterioration or a significant decline in earnings, or (3) if its key credit metrics were to fall to a level unsupportive of current ratings. Conversely, if HealthSpring executes the Bravo acquisition successfully, the company pays down debt, and S&P's view on HealthSpring's regulatory capital becomes more favorable, S&P could consider a one-notch upgrade. Ratings List HealthSpring Inc. Counterparty Credit Rating B+/Stable/-- New Ratings HealthSpring Inc. $150.0M Term Loan A B+ $250.0M Term Loan B B+ HERTZ CORPORATION: DBRS Affirms 'BB' Issuer Rating -------------------------------------------------- DBRS has commented that the ratings of Hertz Corporation (Hertz or the Company), including its Issuer Rating of BB, are unaffected by the Company's announced amended merger agreement with Dollar Thrifty Automotive Group, Inc. (DTAG). The trend on all ratings is positive. Hertz announced it has amended the merger agreement increasing the purchase price of DTAG to $1.43 billion, compared to $1.1 billion originally agreed to in April 2010. Under the amended agreement, DBRS estimates that the cash portion of this deal (excluding the special dividend to be paid by DTAG at closing) will increase to approximately $1.0 billion. Given Hertz's available liquidity, which totaled $1.7 billion at June 30, 2010, the anticipated cash flows to be generated by the combined entity, earnings up-lift and the anticipated cost savings resulting from the transaction, DBRS sees the approximate $300 million increase in the cash portion of the purchase price as manageable. Concurrently, to satisfy anticipated regulator concerns Hertz has announced that it has begun to the process of divesting its Advantage Rent-a-Car brand. Given the limited size and scale of the Advantage brand, DBRS considers the divesture as having no material impact to the overall solid Hertz franchise. More importantly, DBRS sees the benefits gained from the acquisition of DTAG as significantly outweighing those lost due to the divesture. Consistent with DBRS's views at the time of the original merger announcement, DBRS considers that the proposed transaction will be a long-term positive for Hertz and will further strengthen Hertz's overall solid franchise. The proposed acquisition combines two complementary businesses, Hertz with its strong presence in the premium and corporate travel segment and DTAG, with its solid position in the value-oriented leisure travel segment. DBRS sees very little overlap in the businesses and, with the successful completion of the proposed transaction, Hertz will gain immediate scale in the value-priced customer segment, in which it currently lacks a significant presence. Hertz's earnings generation ability will be enhanced, as the acquisition is expected to be earnings accretive upon closing. Furthermore, earnings generation capacity will benefit from the $180 million of cost savings from projected synergies. DTAG's corporate obligations will be repaid prior to closing, and Hertz will assume or refinance DTAG's vehicle related debt, which totaled $1.4 billion at June 30, 2010. DBRS notes that, as with any acquisition, there are certain integration risks involved in this proposed transaction. However, given the size of this proposed transaction and the complementary nature of the businesses, DBRS expects this risk to be well managed. The proposed transaction is subject to customary closing conditions, DTAG shareholder approval and regulatory approvals. Assuming a successful execution of the proposed transaction, DBRS will look for realization of the aforementioned benefits and synergies. Ratings will benefit from the Company's ability to realize the benefits of the broadened customer base gained through this acquisition, while sustaining its strong global brand, and further strengthening the balance sheet. HINGHAM MUTUAL: AM Best Raises Financial Strength Rating From 'B' ----------------------------------------------------------------- A.M. Best Co. has upgraded the financial strength rating (FSR) to A- (Excellent) from B (Fair) and issuer credit ratings (ICR) to "a-" from "bb" of Hingham Mutual Fire Insurance Company (Hingham) and its subsidiary, Danbury Insurance Company (Danbury) (both domiciled in Hingham, MA). These ratings have been removed from under review with positive implications and assigned a stable outlook. The rating actions follow the recent policyholder and regulatory approval of the participation of Hingham and Danbury in the intercompany pooling agreement of NLC Insurance Companies (NLC). A.M. Best also has affirmed the FSR of A- (Excellent) and ICRs of "a-" for the new expanded pool, NLC Insurance Pool (formerly NLC Insurance Companies), which consists of New London County Mutual Insurance Company, its subsidiary, Thames Insurance Company, Inc. (both domiciled in Norwich, CT), Hingham and Danbury. The outlook for these ratings is stable. The affirmations reflect that the addition of Hingham and Danbury into the intercompany pooling agreement will likely enhance the presence and distribution capability of NLC throughout its New England operating territory. Additionally, NLC's strong capitalization will provide sufficient time to fully integrate the new operations without materially impacting the pool's overall results or financial strength. A.M. Best also has removed from under review with positive implications the FSR of B (Fair) and ICR of "bb" and assigned an NR-5 (Not Formally Followed) to the FSR and an "nr" to the ICR of The Hingham Group (Hingham, MA). HOLLIFIELD RANCHES: Asks for OK to Use KeyBank's Cash Collateral ---------------------------------------------------------------- Hollifield Ranches, Inc., asks for authorization from the U.S. Bankruptcy Court for the District of Idaho to use the cash collateral of KeyBank until December 31, 2010. As of the date of the petition, the Debtor owes KeyBank $12,629,375. KeyBank assert an interest in the Debtor's assets, including its cash. Brent T. Robinson, Esq., at Robinson Anthon & Tribe, explains that the Debtor needs to use the cash collateral to fund its Chapter 11 case, pay suppliers and other parties. The Debtor will use the collateral pursuant to a budget, a copy of which is available for free at: http://bankrupt.com/misc/HOLLIFIELD_budget.pdf It is the intent of the Debtor, prior to the final hearing, to develop a budget that puts it through April 1, 2011. It is also anticipated that before a Plan can be confirmed in this matter, that the cash collateral will have to be continued into the year 2011. In exchange for using the cash collateral, the Debtor will grant KeyBank postpetition lien in the same priority and to the extent it existed prepetition and also to the extent of the cash collateral used in all collateral that it had an interest in prepetition. Hansen, Idaho-based Hollifield Ranches, Inc., filed for Chapter 11 bankruptcy protection on September 9, 2010 (Bankr. D. Idaho Case No. 10-41613). Brent T. Robinson, Esq., in Rupert, Idaho, assists the Debtor in its restructuring effort. The Debtor estimated its assets and debts at $10 million to $50 million as of the Petition Date. HOLLIFIELD RANCHES: Section 341(a) Meeting Scheduled for Oct. 15 ---------------------------------------------------------------- The U.S. Trustee for Region 18 will convene a meeting of Hollifield Ranches, Inc's creditors on October 15, 2010, at 10:00 a.m. The meeting will be held at 300 N Lincoln, Jerome, ID 83338. This is the first meeting of creditors required under Section 341(a) of the U.S. Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This Meeting of Creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. Hansen, Idaho-based Hollifield Ranches, Inc., filed for Chapter 11 bankruptcy protection on September 9, 2010 (Bankr. D. Idaho Case No. 10-41613). Brent T. Robinson, Esq., in Rupert, Idaho, assists the Debtor in its restructuring effort. The Debtor estimated its assets and debts at $10 million to $50 million as of the Petition Date. HOLLIFIELD RANCHES: Taps Robinson Anthon as Bankruptcy Counsel -------------------------------------------------------------- Hollifield Ranches, Inc., asks for authorization from the U.S. Bankruptcy Court for the District of Idaho to employ Robinson, Anthon & Tribe as bankruptcy counsel. Robinson Anthon will assist the debtor-in-possession in preparing a disclosure statement and Chapter 11 plan of reorganization and in all other activities necessary to carry out its duties and responsibilities as debtor-in-possession in a Chapter 11 bankruptcy case. The hourly rates of Robinson Anthon's personnel are: Brent T. Robinson $190 Kelly Arthur Anthon $150 Brent T. Robinson, Esq., and Kelly Arthur Anthon, Esq., partners in Robinson Anthon, assures the Court that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. Hansen, Idaho-based Hollifield Ranches, Inc., filed for Chapter 11 bankruptcy protection on September 9, 2010 (Bankr. D. Idaho Case No. 10-41613). The Debtor estimated assets and debts at $10 million to $50 million as of the Petition Date. HRAF HOLDINGS: Files List of Four Largest Unsecured Creditors ------------------------------------------------------------- HRAF Holdings, LLC, has filed with the U.S. Bankruptcy Court for the District of Utah a list of its four largest unsecured creditors: Entity Claim Amount ------ ------------ Bank of America Fifth Avenue Plaza Floor 13 Seattle, WA 98104-3176 $10,325,282 Creek Road Owners Association c/o Commerce Real Estate Solutions 32 West 200 South, #501 Salt Lake City, UT 84101 $3,000 Draper City 1020 East Pioneer Road Draper, UT 84020 $2,409 Mountain Regional Water P.O. Box 982320 Park City, UT 84098 $4,388 Midvale, Utah-based HRAF Holdings, LLC, filed for Chapter 11 bankruptcy protection on September 9, 2010 (Bankr. D. Utah Case No. 10-32433). Affiliate Harbor Real Asset Fund L.P. filed for Chapter 11 bankruptcy protection on September 9, 2010 (Bankr. D. Utah Case No. 10-32436). The two cases are consolidated and jointly administered under the case of HRAF. George B. Hofmann, Esq., at Parsons Kinghorn & Harris, assists the Debtors in their restructuring efforts. The Debtors estimated their assets and debts at $10 million to $50 million each, as of the Petition Date. HRAF HOLDINGS: Files Schedules of Assets & Liabilities ------------------------------------------------------ HRAF Holdings, LLC, has filed with the U.S. Bankruptcy Court for the District of Utah its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ------ ----------- A. Real Property $17,303,000 B. Personal Property $1,120,000 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $654,358 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $10,335,078 ----------- ----------- TOTAL $18,423,000 $10,989,436 Midvale, Utah-based HRAF Holdings, LLC, filed for Chapter 11 bankruptcy protection on September 9, 2010 (Bankr. D. Utah Case No. 10-32433). Affiliate Harbor Real Asset Fund L.P. filed for Chapter 11 bankruptcy protection on September 9, 2010 (Bankr. D. Utah Case No. 10-32436). The two cases are consolidated and jointly administered under the case of HRAF. George B. Hofmann, Esq., at Parsons Kinghorn & Harris, assists the Debtors in their restructuring efforts. The Debtors estimated their assets and debts at $10 million to $50 million each, as of the Petition Date. HRAF HOLDINGS: Harbor Real Files Schedules of Assets & Debts ------------------------------------------------------------ Harbor Real Asset Fund L.P. has filed with the U.S. Bankruptcy Court for the District of Utah its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ------ ----------- A. Real Property $0 B. Personal Property $17,706,036 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $10,875,282 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $360,709 ----------- ----------- TOTAL $17,706,036 $11,235,991 Midvale, Utah-based HRAF Holdings, LLC, filed for Chapter 11 bankruptcy protection on September 9, 2010 (Bankr. D. Utah Case No. 10-32433). Affiliate Harbor Real Asset Fund L.P. filed for Chapter 11 bankruptcy protection on September 9, 2010 (Bankr. D. Utah Case No. 10-32436). The two cases are consolidated and jointly administered under the case of HRAF. George B. Hofmann, Esq., at Parsons Kinghorn & Harris, assists the Debtors in their restructuring efforts. HRAF HOLDINGS: Taps Parsons Kinghorn as General Bankr. Counsel -------------------------------------------------------------- HRAF Holdings, LLC, and Harbor Real Asset Fund, LP, ask for authorization from the U.S. Bankruptcy Court for the District of Utah to employ Parsons Kinghorn Harris, P.C., as general bankruptcy counsel. PKH will, among other things: a. negotiate and prepare a plan of reorganization, disclosure statement and related agreements and documents, and taking any necessary action on behalf of the Debtor to obtain confirmation of the plan; b. assist the Debtor in collecting, preserving and disposing of its assets; c. assist the Debtor in determining the validity and amount of claims in the case; and d. advise and represent the Debtor with respect to causes of action which it may have against others. The hourly rates of PKH's personnel are: George B. Hofmann $255 Matthew M. Boley $250 Steven C. Strong $265 Michael D. Kendall $160 Bonnie Hamp $115 Diane Haney $65 George B. Hofmann, Esq., an attorney at PKH, assures the Court that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. Midvale, Utah-based HRAF Holdings, LLC, filed for Chapter 11 bankruptcy protection on September 9, 2010 (Bankr. D. Utah Case No. 10-32433). Affiliate Harbor Real Asset Fund L.P. filed for Chapter 11 bankruptcy protection on September 9, 2010 (Bankr. D. Utah Case No. 10-32436). The two cases are consolidated and jointly administered under the case of HRAF. The Debtors estimated their assets and debts at $10 million to $50 million each, as of the Petition Date. ICAGEN INC: Incurs $2.2 Million Net Loss in June 30 Quarter ----------------------------------------------------------- Icagen, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $2.16 million on $2.27 million of revenue for the three months ended June 30, 2010, compared with a net loss of $2.38 million on $3.01 million of revenue for the same period last year. As of June 30, 2010 the Company had an accumulated deficit of $144.60 million. The Company's balance sheet as of June 30, 2010, showed $15.44 million in total assets, $3.67 million in total liabilities, and stockholders' equity of $11.77 million. As reported in the Troubled Company Reporter on April 9, 2010, Ernst & Young LLP, in Raleigh, N.C., expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted that of the Company's recurring losses from operations and negative operating cash flows. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?6b6c About Icagen, Inc. Icagen, Inc. (NASDAQ: ICGN) -- http://www.icagen.com/-- is a biopharmaceutical company based in Research Triangle Park, North Carolina, focused on the discovery, development and commercialization of novel orally-administered small molecule drugs that modulate ion channel targets. ICON REINSURANCE: AM Best Assigns 'B' Financial Strength Rating --------------------------------------------------------------- A.M. Best Co. has assigned a financial strength rating of B (Fair) and issuer credit rating of "bb+" to ICON Reinsurance Ltd. (ICON) (Cayman Islands). The outlook for both ratings is stable. The ratings of ICON are based on its fair risk-adjusted capitalization, experienced management team and solid business plan. Offsetting these factors is the company's concentration in certain asset classes, which reduces its liquidity. A.M. Best will continue to monitor ICON to ensure that it is meeting the assumptions of its business plan and also will monitor performance on a quarterly basis. Any material negative deviation from its business plan in terms of management, earnings, capitalization or risk profile could result in negative rating pressure. ILX RESORTS: Emerges from Chapter 11 After Closing of Asset Sale ---------------------------------------------------------------- As reported in the Troubled Company Reporter on July 30, 2010, the U.S. Bankruptcy Court for the District of Arizona confirmed ILX Resorts' Joint Plan of Reorganization and concurrently approved the Company's motion to sell substantially all of its assets to ILX Acquisition. Upon the closing of the sale of the assets on September 1, 2010, the Joint Plan became effective. About ILX Resorts Based in Phoenix, Ariz., ILX Resorts Incorporated -- http://www.ilxresorts.com/-- develops, markets, and operates timeshare resorts in the western United States and Mexico. The Company's portfolio of resorts consists of seven resorts in Arizona, one in Indiana, one in Colorado, one in San Carlos, Mexico, land in Puerto Penasco (Rocky Point), Mexico and land in Sedona, Arizona. The Company also owns 2,241 Vacation Ownership Interests in a resort in Las Vegas, Nevada, 2,233 of which have been annexed into Premiere Vacation Club, 194 Vacation Ownership Interests in a resort in Pinetop, Arizona, all of which have been annexed into Premiere Vacation Club and 176 Vacation Ownership Interests in a resort in Phoenix, Arizona, 174 of which have been annexed into Premiere Vacation Club. ILX Resorts, Inc., and 15 affiliates sought chapter 11 protection (Bankr. D. Ariz. Case No. 09-03594) on March 2, 2009. As of March 31, 2010, ILX Resorts' balance sheet showed about $70 million in assets and about $40 million in liabilities. INT'L ENERGY: AM Best Cuts Financial Strength Rating to 'C++' ------------------------------------------------------------- A.M. Best Europe - Ratings Services Limited has downgraded the financial strength rating to C++ (Marginal) from B (Fair) and the issuer credit rating to "b+" from "bb+" of International Energy Insurance plc (IEI) (Nigeria). The ratings have also been placed under review with negative implications. The downgrades and under review status are a result of both deteriorating risk-adjusted capitalsation and a lack of compliance with A.M. Best's reporting requirements. A large overall loss in 2009 had a significant negative impact on the company's level of risk-adjusted capitalisation. IEI's weak overall performance in 2009 was a result of a high level of operating expenses, provisions for doubtful debts and investment losses. IEI's lack of cooperation with A.M. Best's rating requirements has led A.M. Best to seriously doubt the strength of the company's prospective business plans. With cooperation from IEI, A.M. Best hopes to resolve the under review status within a matter of weeks. However, if compliance issues persist, a further negative rating action is likely within the near future. INTELSAT SA: Unit Launches Tender Offers for 9.25% Senior Notes --------------------------------------------------------------- Intelsat S.A. said that its subsidiary, Intelsat Corporation, has commenced a tender offer to purchase for cash any and all of its outstanding $658.1 million aggregate principal amount of 9 1/4% Senior Notes due 2014 on and subject to the terms and conditions set forth in Intelsat Corp's Offer to Purchase and Consent Solicitation Statement dated September 16, 2010 relating thereto. In connection with the 2014 Tender Offer, Intelsat Corp is also soliciting the consent of the holders of the 2014 Notes to certain proposed amendments to the indenture governing the 2014 Notes, among other things, to eliminate substantially all of the restrictive covenants, certain events of default and certain other provisions contained in that indenture. Intelsat Corp. has also commenced a tender offer to purchase for cash any and all of its outstanding $125.0 million aggregate principal amount of 6 7/8% Senior Secured Debentures due 2028 on and subject to the terms and conditions set forth in Intelsat Corp's Offer to Purchase and Consent Solicitation Statement dated September 16, 2010 relating thereto. In connection with the 2028 Tender Offer, Intelsat Corp is also soliciting the consent of the holders of the 2028 Notes to certain proposed amendments to the indenture governing the 2028 Notes, among other things, to eliminate substantially all of the restrictive covenants, certain events of default and certain other provisions contained in that indenture. A full-text copy of the the Tender Offer Documents is available for free at http://ResearchArchives.com/t/s?6b62 About Intelsat S.A. Based in Luxembourg, Intelsat S.A. provides fixed satellite services worldwide. Its unit Intelsat Corporation, -- http://www.intelsat.com/-- formerly known as PanAmSat Corporation, is a global provider of video, corporate, Internet, voice and government communications services with a fleet of 25 satellites in-orbit. Intelsat S.A.'s balance sheet at June 30, 2010, showed $17.34 billion in total assets, $814.64 million in total current liabilities, $15.22 billion in long term debt, $128.77 million in deferred revenue, $254.63 million in deferred satellite perfomance, $548.71 million in deferred income taxes, $239.87 million in accrued retirement benefits, a $335.15 million redeemable non-controlling interest, $8.88 million commitment and contingencies, and a stockholders' deficit of $210.76 million. Intelsat S.A. reported revenue of $635.3 million and a net loss of $180.6 million for the three months ended June 30, 2010. Intelsat S.A., formerly Intelsat, Ltd., carries a 'Caa1' corporate family rating from Standard & Poor's. INTELSAT SA: Jackson Unit Plans Offering for $900-Mil. Sr. Notes ---------------------------------------------------------------- Intelsat S.A. said that its subsidiary, Intelsat Jackson Holdings S.A., intends to offer $900 million aggregate principal amount of senior notes due 2020. Intelsat Jackson's obligations under the notes will be guaranteed by certain of its parent and subsidiary companies. Part of the net proceeds of the notes are expected to be contributed or loaned to Intelsat Jackson's indirect subsidiary, Intelsat Corporation, to be used to purchase any and all of Intelsat Corp's outstanding $658.1 million aggregate principal amount of 9 1/4% Senior Notes due 2014 and any and all of Intelsat Corp's outstanding $125.0 million aggregate principal amount of 6 7/8% Senior Secured Debentures due 2028, in each case, that are validly tendered in connection with the Intelsat Corp. tender offers and consent solicitations announced today and to pay related fees and expenses. The remainder of the net proceeds from the offering are expected to be used for general corporate purposes, which could include the repayment, redemption, retirement or repurchase in the open market of other indebtedness of Intelsat S.A. or its subsidiaries. About Intelsat S.A. Based in Luxembourg, Intelsat S.A. provides fixed satellite services worldwide. Its unit Intelsat Corporation, -- http://www.intelsat.com/-- formerly known as PanAmSat Corporation, is a global provider of video, corporate, Internet, voice and government communications services with a fleet of 25 satellites in-orbit. Intelsat S.A.'s balance sheet at June 30, 2010, showed $17.34 billion in total assets, $814.64 million in total current liabilities, $15.22 billion in long term debt, $128.77 million in deferred revenue, $254.63 million in deferred satellite perfomance, $548.71 million in deferred income taxes, $239.87 million in accrued retirement benefits, a $335.15 million redeemable non-controlling interest, $8.88 million commitment and contingencies, and a stockholders' deficit of $210.76 million. Intelsat S.A. reported revenue of $635.3 million and a net loss of $180.6 million for the three months ended June 30, 2010. Intelsat S.A., formerly Intelsat, Ltd., carries a 'Caa1' corporate family rating from Standard & Poor's. INTELSAT SA: Prices $1 Billion of 7-1/4% Senior Notes Due 2010 -------------------------------------------------------------- Intelsat S.A. said that its subsidiary, Intelsat Jackson Holdings S.A., priced $1 billion aggregate principal amount of 7 1/4% senior notes due 2020 at an issue price of 100.0%. Intelsat Jackson's obligations under the notes will be guaranteed by certain of its parent and subsidiary companies. Part of the net proceeds of the notes are expected to be contributed or loaned to Intelsat Jackson's indirect subsidiary, Intelsat Corporation, to be used to purchase any and all of Intelsat Corp's outstanding $658.1 million aggregate principal amount of 9 1/4% Senior Notes due 2014 and any and all of Intelsat Corp's outstanding $125.0 million aggregate principal amount of 6 7/8% Senior Secured Debentures due 2028, in each case, that are validly tendered in connection with the Intelsat Corp tender offers and consent solicitations announced today and to pay related fees and expenses. The remainder of the net proceeds from the offering are expected to be used for general corporate purposes, which could include the repayment, redemption, retirement or repurchase in the open market of other indebtedness of Intelsat S.A. or its subsidiaries. The notes offering is expected to close on September 30, 2010. About Intelsat S.A. Based in Luxembourg, Intelsat S.A. provides fixed satellite services worldwide. Its unit Intelsat Corporation, -- http://www.intelsat.com/-- formerly known as PanAmSat Corporation, is a global provider of video, corporate, Internet, voice and government communications services with a fleet of 25 satellites in-orbit. Intelsat S.A.'s balance sheet at June 30, 2010, showed $17.34 billion in total assets, $814.64 million in total current liabilities, $15.22 billion in long term debt, $128.77 million in deferred revenue, $254.63 million in deferred satellite perfomance, $548.71 million in deferred income taxes, $239.87 million in accrued retirement benefits, a $335.15 million redeemable non-controlling interest, $8.88 million commitment and contingencies, and a stockholders' deficit of $210.76 million. Intelsat S.A. reported revenue of $635.3 million and a net loss of $180.6 million for the three months ended June 30, 2010. Intelsat S.A., formerly Intelsat, Ltd., carries a 'Caa1' corporate family rating from Standard & Poor's. INT'L TEXTILE: June 30 Balance Sheet Upside-Down by $81.9 Million ----------------------------------------------------------------- International Textile Group, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $7.5 million on $165.4 million of revenue for the three months ended June 30, 2010, compared with a net loss of $126.5 million on $202.1 million of revenue for the same period of 2009. The Company's balance sheet as of June 30, 2010, showed $443.7 million in total assets, $525.6 million in total liabilities, and a stockholders' deficit of $81.9 million. The Company has a significant amount of debt outstanding, with maturities on a material portion thereof in March and June 2011. At June 30, 2010, there was $42.8 million outstanding under the Company Bank Credit Agreement, $7.1 million outstanding under the Term Loan Agreement and $48.6 million in senior subordinated notes held by various third parties. The Company's ability to pay its substantial debt is dependent upon, among other things, its ability to refinance its existing debt that matures at various times during 2011, restructure or obtain replacement financing for, or obtain modifications or amendments to, any debt instruments of which the Company is not in covenant compliance, of which there can be no assurances. The Company had a working capital deficit of $75.1 million and an accumulated deficit of $428.4 million, as of June 30, 2010. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?6b59 About International Textile International Textile Group, Inc., is a global, diversified textile manufacturer headquartered in Greensboro, North Carolina, with current operations principally in the United States, China, Mexico, and Vietnam. ITG's long-term focus includes the realization of the benefits of its global expansion, including reaching full production at ITG facilities in China and Vietnam, and continuing to seek other strategic growth opportunities. INVACARE CORP: S&P Raises Corporate Credit Rating to 'BB' --------------------------------------------------------- Standard & Poor's Ratings Services said it raised its corporate credit rating on Elyria, Ohio-based Invacare Corp. to 'BB' from 'B+'. The outlook is stable. At the same time, S&P raised its issue-level debt rating on the company's existing revolving credit facility to 'BBB-' from 'BB', on the company's unsecured 9.75% senior notes to 'BB' from 'B+', and on the issue-level debt rating on the company's unsecured 4.125% senior subordinated convertible notes to 'B+' from 'B-'. S&P will withdraw its issue-level debt rating on the company's revolving credit facility when the new secured bank facilities are finalized. "The speculative-grade ratings on medical equipment manufacturer Invacare reflect the company's ongoing indirect exposure to potential reductions in Medicare reimbursement and near-term exposure to an evolving competitive bidding environment," said Standard & Poor's credit analyst Jack Harcourt. The ratings also reflect the company's concentration in wheelchairs and counterparty risk on its accounts receivable. Invacare's "weak" business risk profile reflects significant competitive and reimbursement uncertainties tied to third-party payors. Notwithstanding its leadership position in niche medical equipment markets, Invacare is susceptible to indirect reimbursement pressure both in the U.S. and Europe, which is unlikely to abate in the near term. Invacare's products are purchased by durable medical equipment providers, which often receive reimbursement through Medicare. Additionally, with competitive bidding scheduled for Medicare implementation in January 2011, Invacare could face margin pressure in the near term. The implication from the recent passage of health care reform legislation, which includes a medical device tax on medical equipment manufacturers and cuts to home health care -- a segment of Invacare's customer base -- eventually could affect the company's profitability. However, because the tax will not be implemented until 2013, Invacare has time to evaluate and pursue options to offset the related potential deterioration in profitability. ISTAR FINANCIAL: Said to Weigh Pre-Packaged Bankruptcy Filing ------------------------------------------------------------- IStar Financial Inc., the commercial real estate lender trying to restructure some of its $8.6 billion of debt, may seek bankruptcy protection after creditors blocked it from amending loans, Jeffrey McCracken and Jonathan Keehner at Bloomberg News reported on September 21, citing people with knowledge of the plan. The Bloomberg report said that according to people familiar with the private talks, the Company expects to begin meeting with creditors in coming weeks to discuss potential terms of a so- called pre-packaged bankruptcy, which wouldn't occur until sometime next year. According to Bloomberg, people familiar with the matter said that IStar, which has a market capitalization of about $316 million after shares lost more than 90% of their value since 2007, hired Lazard Ltd. and Kirkland & Ellis LLP to advise on the debt restructuring. The New York-based company made loans on properties including the Trump SoHo hotel condominium building in lower Manhattan. According to Bloomberg, IStar, led by Chairman and Chief Executive Officer Jay Sugarman, hasn't yet held talks with company made loans on properties including the Trump SoHo hotel-condominium building in lower Manhattan. "IStar grew as the markets shot up and concentrated in asset classes that are particularly cyclical such as hotels and construction," said Ben Thypin, an analyst at Real Capital Analytics Inc. in New York. "Their fortunes are closely tied to the market and their future is now uncertain." According to the Bloomberg report, bankruptcy is one option the company is weighing. It is also considering a proposal to extend maturities on its debt as well as a potential exchange offer, according to two people familiar with the situation. Hedge funds that hold some of iStar's $2.9 billion of second-lien loans include Silver Point Capital LP, Davidson Kempner Capital Management LLC and Monarch Alternative Capital LP, according to two of the people. Some of the funds, which are represented by Akin, Gump, Strauss, Hauer & Feld LLP, opposed iStar's bid to amend terms of the loans to repurchase debt at a discount, the people said. About iStar Financial New York-based iStar Financial Inc. (NYSE: SFI) provides custom- tailored investment capital to high-end private and corporate owners of real estate, including senior and mezzanine real estate debt, senior and mezzanine corporate capital, as well as corporate net lease financing and equity. The Company, which is taxed as a real estate investment trust, provides innovative and value added financing solutions to its customers. As of June 30, 2010, iStar had $10.653 billion in total assets against total liabilities of $8.802 billion, redeemable non- controlling interests of $7.441 million, and non-controlling interests of $46.602 million, resulting in total equity of $1.843 billion. * * * As reported by the Troubled Company Reporter on July 13, 2010, Standard & Poor's Ratings Services lowered its long-term counterparty credit rating on iStar Financial to 'CCC' from 'B-'. At the same time, S&P lowered the senior unsecured debt rating to 'CCC-' from 'CCC+.' The outlook is negative. iStar's limited funding flexibility and the severe credit quality deterioration in its loan portfolio continue to put negative pressure on the rating. "S&P's analysis indicates that the firm should not become insolvent and has ample liquidity to operate through 2010, but management faces a significant challenge with $3.0 billion in debt coming due in 2011 and $3.5 billion due in 2012," said Standard & Poor's credit analyst Jeffrey Zaun. In the longer term, the company's concentration in highly cyclical commercial real estate will limit the ratings. Although credit- market turmoil and a severe recession impeded capital formation through 2009, the firm's capital ratios improved slightly in first-quarter 2010. Management has been able to execute a rapid pull-back in operations through a protracted and severe recession in CRE markets. JUMA TECHNOLOGY: Posts $2.2 Million Net Loss in June 30 Quarter --------------------------------------------------------------- Juma Technology Corp. filed its quarterly report on Form 10-Q, reporting a net loss of $2.23 million on $3.43 million of revenue for the three months ended June 30, 2010, compared with a net loss of $5.12 million on $3.39 million of revenue for the same period last year. As of June 30, 2010, the Company had total current assets of $3.94 million, and total current liabilities of $20.53 million, resulting in a current working capital deficit of $16.59 million. Also, on June 30, 2010, the Company had $272,870 in cash. Management does not believe that these amounts will be sufficient for the upcoming year, nor does it believe that the current business will be able to sustain the anticipated growth of the operations. The Company's balance sheet at June 30, 2010, showed $5.20 million in total assets, $21.17 million in total liabilities, and a stockholders' deficit of $15.97 million. As reported in the Troubled Company Reporter on April 5, 2010, Seligson & Giannattasio, LLP, in White Plains, N.Y., expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted that the Company has incurred significant recurring losses. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?6b5e About Juma Technology Farmingdale, N.Y.-based Juma Technology Corp. is a highly specialized convergence systems integrator with a complete suite of services for the implementation and management of an entity's data, voice and video requirements. KENTUCKIANA MEDICAL: Files for Bankruptcy Protection ---------------------------------------------------- Kentuckiana Medical Center LLC filed for bankruptcy protection on September 19, 2010 (Bankr. S.D. Ind. Case No. 10-93039). It estimated assets and debts of $10 million to $50 million in its Chapter 11 petition. Kentuckiana is a for-profit hospital in Clarksville, Ind., that has been struggling financially since it opened last year, Dow Jones' DBR Small Cap reports. According to the report, Kentuckiana said in court papers that it opened in August 2009 without contracts with major insurance companies in the area or a Medicare provider number. The relates that since the contracts and Medicare number took time to obtain, Kentuckiana was "operating at the outset at a substantial loss and without the security of payment for its services," the hospital said. The hospital, Dow Jones relates, said it tried to take steps this year to become profitable and restructure. However, despite some improvements, Kentuckiana was unable to service its debt, the report relates. The report adds that earlier this month, the hospital's primary secured creditor -- First Tennessee Bank -- froze the hospital's operating account and hasn't approved any checks that have been written since Sept. 8. L-1 IDENTITY: S&P Retains CreditWatch Developing on 'B+' Rating --------------------------------------------------------------- Standard & Poor's Ratings Services said that its ratings on Stamford, Connecticut-based L-1 Identity Solutions Inc., including the 'B+' corporate credit rating, remain on CreditWatch with developing implications, where they were initially placed June 23, 2010. L-1 has entered into an agreement to sell the majority of the company -- which includes its Secure Credentialing, Biometric and Enterprise Access Solutions, and Enrollment Services -- to Safran, a French aerospace and defense systems company, in a transaction valued at approximately $1.6 billion. The Safran transaction is contingent on the completion of the sale of L-1's intelligence services business to BAE Systems. The company has indicated that it intends to use the approximately $300 million of expected proceeds from the sale to BAE to materially reduce its secured debt outstanding. The completion of just the BAE transaction would enhance liquidity and reduce leverage such that it could likely meet March 2011 covenant step- downs. S&P expects the sale to BAE Systems to close in the fourth quarter of 2010. S&P expects the sale of the remaining businesses to Safran to close in the first quarter of 2011. Safran is likely to assume what would remain of the L-1 debt, including approximately $175 million of convertible notes. Because both the BAE and Safran transactions are subject to certain regulatory and closing processes, there is a possibility that the closings could be delayed. If the BAE transaction is delayed beyond the fourth quarter, L-1 would likely need to obtain further relief under its consolidated leverage and debt service coverage covenants. The company is currently operating under temporarily amended covenants which afford sufficient headroom through March 30, 2011, at which point the thresholds revert to pre-amendment levels. The pre-amended covenants are much more restrictive and L-1 is unlikely to meet them at current debt and EBITDA levels. "In resolving the CreditWatch listing, S&P will monitor the progress of the sale of L-1 to its strategic buyers?-in particular, the completion of the sale to BAE, which will drive debt reduction, provide liquidity, and alleviate March 2011 covenant concerns," said Standard & Poor's credit analyst Jennifer Pepper. If, as the March 30, 2011 deadline approaches, the BAE acquisition is not completed, if a pre-refinancing is not underway, or if the company does not report that EBITDA has improved beyond current levels such that a covenant breach would not be imminent if the credit agreement reverts to pre-amendment levels, S&P would consider a downgrade, likely by as much as two notches. LEAP WIRELESS: MHR Funds Report 19.9% Equity Stake -------------------------------------------------- MHR Institutional Partners IIA LP, MHR Institutional Advisors II LLC, MHR Fund Management LLC, and Mark H. Rachesky, M.D., disclosed that they may be deemed to hold in the aggregate 15,592,295 shares or roughly 19.9% of the common stock of Leap Wireless International, Inc. About Leap Wireless Headquartered in San Diego, California, Leap Wireless International, Inc. (NASDAQ: LEAP) -- http://www.leapwireless.com/ -- and its joint ventures provide wireless services in 34 states and the District of Columbia and hold licenses in 35 of the top 50 U.S. markets. Through its affordable, flat-rate service plans, Cricket offers customers a choice of unlimited voice, text, high- speed data and mobile Web services. Leap spun out from Qualcomm Inc. in 1998 and expanded primarily into rural markets. It has customers in 34 states and annual sales around $2.3 billion, making it the seventh-largest wireless carrier in the U.S., according to The Wall Street Journal. The Company's balance sheet at June 30, 2010, showed $5.2 billion in total assets, $3.5 billion in total liabilities, and stockholders' equity of $1.6 billion. The Troubled Company Reporter on February 2, 2010, citing The Wall Street Journal's Jeffrey McCracken and Niraj Sheth, said Leap Wireless has hired Goldman Sachs Group and formed a special board committee to look into selling the company or merging with rivals. Leap Wireless has reported net losses in the last three years. It incurred a net loss of $239.5 million, $150.2 million and $80.3 million in 2009, 2008 and 2007. Leap Wireless carries a 'B2' corporate family rating from Standard & Poor's. LEVEL 4: Fitch Issues Recovery Rating Review -------------------------------------------- Fitch Ratings has issued its Recovery Rating review of the U.S. & Canada Telecommunications and Cable sector. This review includes an analysis of valuation multiples, EBITDA discounts applied and detailed recovery worksheets for issuers with a Fitch Issuer Default Rating of 'B+' or lower in this sector. The issuers included in this report are: -- Cincinnati Bell, Inc. -- Level 3 Communications, Inc. -- Mediacom Communications Corp. Recovery analysis is considered for all companies, but notching of those with IDRs above 'B+' will continue to be heavily influenced by broader historical recovery patterns. For companies with an IDR of 'B+' or below, explicit Recovery Ratings are assigned. LIFEPOINT HOSPITALS: Fitch Assigns 'B+' Rating on $400 Mil. Notes ----------------------------------------------------------------- Fitch Ratings has assigned a 'B+' rating to LifePoint Hospitals Inc.'s $400 million proposed senior unsecured notes due 2020. In addition, Fitch has affirmed LifePoint's ratings: -- Issuer Default Rating at 'BB-'; -- Secured bank facility at 'BB-'; -- Senior subordinated convertible notes and debentures at 'B'. The Rating Outlook is Positive. The ratings apply to approximately $1.5 billion in debt outstanding as of June 30, 2010. Fitch expects LifePoint to apply proceeds of the $400 million senior notes issue: -- $250 million to repay the 2011 and 2012 maturities of the secured bank credit facility term loan B; -- $150 million for general corporate purposes, including share repurchases. In June 2010, Fitch affirmed LifePoint's IDR at 'BB-' and revised the Outlook to Positive from Stable. The company's ratings and Positive Outlook reflect: -- Sustained positive momentum in LifePoint's credit metrics, which have improved to levels more consistent with a 'BB' IDR. Debt-to-EBITDA equaled 2.9 times at June 30, 2010; Fitch estimates leverage will increase by about 0.3x pro forma for the proposed senior notes issue to 3.2x. -- The company's healthy liquidity profile and better than industry average profitability. -- Strong organic revenue growth trends reflecting LifePoint's sole provider status in the majority of markets in which it operates hospitals. Risks to the credit profile include LifePoint's weak, albeit improving, organic patient volume trends, which have contributed to declining profitability (as measured by EBITDA operating margins) from 2007-2009, and the company's recently more aggressive cash deployment policy, particularly as it pertains to hospital acquisitions and share repurchases. An upgrade of the ratings over the next 12-18 months would be supported by LifePoint continuing to make progress in addressing the operating challenges which are contributing to its weak organic patient volume trends. Recent signals that management's operational initiatives are producing results include higher levels of physician recruiting (the company met its goal to add a net 5% to its physician rolls in 2008 and 2009), improved quality scores, and patient volume growth in targeted service lines. After lagging broader industry averages consistently since 2006, the company's organic volume growth (as measured by same hospital adjusted admissions) outpaced the broader industry in the first quarter of 2010 (1Q'10), and this positive trend persisted in 2Q'10. LifePoint's credit profile is also supported by a favorable debt maturity schedule and adequate liquidity. However, Fitch had previously noted that the company would not likely be able to fund the 2011 term loan B amortization organically, so the pending refinancing of the maturity through the senior notes issue removes some risk from the company's liquidity outlook. Pro forma for the refinancing of the 2011-2012 term loan B maturities, there are no debt maturities in the capital structure until 2014, when the $575 million convertible subordinated notes and the $444 million remaining portion of the term loan B mature (maturity of term loan B will be extended to 2015 as long as the convertible notes are refinanced prior to Feb. 2014), although the $225 million convertible debentures due 2025 are puttable to the company in 2013. Liquidity at June 30, 2010, was provided by cash on hand ($199.7 million), availability on the company's $350 million senior secured revolver expiring December 2012 ($318.8 million available reduced for outstanding LOCs), and free cash flow ($206 million for the LTM period). The company's level of FCF generation has been fairly steady since the beginning of 2008, and it improved slightly in 2009 to $183 million from $176 million; Fitch expects FCF in 2010 to trend about in-line with that level. LifePoint has adequate operating cushion under its credit facility financial maintenance covenants; as of the June 30, 2010 test date LTM EBITDA would have to decline by about 27% to trip the 4.0x leverage covenant. Fitch expects LifePoint's June 30, 2010 cash balance to be impacted by funding of the Sumner Regional Medical Center acquisition, which closed in 3Q'10; LifePoint used $142 million of cash on hand to fund the acquisition. After taking a hiatus in 2007-2008, LifePoint ramped up its hospital acquisition activity beginning in 2009, and Fitch expects that LifePoint will continue to deploy cash to fund hospital acquisitions. Based on its moderately positive operating and cash flow outlook for LifePoint, Fitch expects the company would be able to fund 1-2 acquisitions of a similar size and scope as Sumner out of internal cash resources annually. Potential Rating Triggers: A one-notch upgrade of the IDR to 'BB' would be consistent with debt-to-EBITDA sustained between 3.0x and 3.5x over the next 12-18 months. Fitch expects LifePoint to continue to deploy cash for hospital acquisitions and share repurchases. While LifePoint's recently more aggressive cash deployment strategy is not necessarily inconsistent with a 'BB' IDR, if the company were to pursue larger, leveraging transactions, it would likely result in credit metrics sustained at a level more consistent with a 'BB-' IDR. Debt Securities Ratings: The proposed senior notes represent a new security in LifePoint's capital structure. The proportion of secured debt in the capital structure will be reduced through the refinancing of a portion of the bank facility term loan B. However, at around 27% pro forma for the refinancing, the level of secured debt in the capital structure will remain large enough to prejudice recovery for lower classes of debt in a liquidation or restructuring, supporting a 'B+' rating on the senior notes, one-notch below the 'BB-' secured debt rating. Pro forma for the transaction, Fitch estimates that based on LTM June 30, 2010 EBITDA, leverage will equal 0.9x through the bank debt, 1.7x through the senior debt and 3.2x through the subordinated debt. Fitch uses a bespoke analysis of recovery and assigns explicit Recovery Ratings for all issuers with IDRs of 'B+' and below. For issuers with IDRs above 'B+', Fitch incorporates broad consideration of relative recoveries to notch debt from the IDR and as credit quality improves debt issue ratings increasingly reflect average historical rates of recovery across all sectors. Other considerations include quality of secured debt collateral, total leverage and the proportion of secured, unsecured and subordinate debt. In this context, an upgrade of LifePoint's IDR to 'BB' would likely trigger a two-notch upgrade of the senior notes rating, to 'BB', on par with the IDR. LIFEPOINT HOSPITALS: Moody's Puts 'Ba1' Rating on $400 Mil. Notes ----------------------------------------------------------------- Moody's Investors Service assigned a Ba1 (LGD2, 27%) rating to LifePoint Hospitals, Inc.'s proposed offering of $400 million of senior unsecured notes. Moody's understands that the proceeds of the notes will be used to repay the portion of the company's existing term loan set to mature in 2012, fund share repurchases under the company's recently announced $150 million stock repurchase program and for general corporate purposes. Moody's also downgraded the rating on Lifepoint's convertible subordinated notes to B2 (LGD5, 82%) from B1 (LGD5, 80%) reflecting the increase in senior debt from the current note offering. Finally, Moody's affirmed the company's Ba3 Corporate Family and Probability of Default Ratings. The outlook for the ratings is stable. This is a summary of Moody's rating actions: Ratings assigned: * $400 million senior unsecured notes due 2020, Ba1 (LGD2, 27%) * $350 million senior secured revolver due 2012, Ba1 (LGD2, 27%) (created in the company's February 2010 credit agreement amendment) * $444 million senior secured term loan B due 2015, Ba1 (LGD2, 27%) (created in the company's February 2010 credit agreement amendment) Ratings affirmed/LGD assessments revised: * Corporate Family Rating, Ba3 * Probability of Default Rating, Ba3 * $249 million senior secured tem loan due 2012, to Ba1 (LGD2, 27%) from Ba1 (LGD2, 25%) (expected to be withdrawn at the close of the transaction based on the plan to repay these amounts with proposed note issuance proceeds) Ratings downgraded: * $225 million 3.25% convertible senior sub notes due 2025, to B2 (LGD5, 82%) from B1 (LGD5, 80%) Ratings withdrawn: * $350 million senior secured revolver due 2010, Ba1 (LGD2, 25%) (replaced in the company's February 2010 credit agreement amendment) Ratings Rationale LifePoint's Ba3 Corporate Family Rating continues to reflect financial metrics that are comfortably within the expectations of a Ba rated company, including adjusted leverage and interest coverage. The ratings are also supported by the company's good liquidity position, characterized by strong free cash flow, available cash and comfortable levels of compliance with financial covenants. The proposed transaction is also expected to improve the company's maturity profile by eliminating the accelerated amortization of a portion of the term loan that is scheduled to begin in 2011. However, the rating also incorporates the modest increase in leverage that could be used in part to fund the recently announced share repurchase program and the potential for increased leverage as the company returns to the acquisition market. The rating also considers the broader issues facing the sector, including increasing exposure to bad debt expense and weak volume trends. The senior unsecured notes are rated Ba1 (LGD2, 27%), the same level as the senior secured credit facility, reflecting the lack of a pledge of assets to the credit facility holders and benefitting from a guarantee from the operating subsidiaries and the loss absorption provided by a considerable amount of subordinated debt. If LifePoint sees strengthening of credit metrics as a result of improved operations of the company or debt repayment, Moody's could change the outlook to positive or upgrade the ratings. Additionally, if the company can demonstrate that it can continue its activity in the acquisition market without significant disruption or a material use of incremental debt, Moody's could consider upward pressure on the ratings. However, if LifePoint aggressively pursues acquisitions with the use of incremental debt such that leverage would be expected to be in excess of 4.5 times for a sustained period, Moody's could consider changing the outlook to negative or downgrading the ratings. Additionally, if LifePoint experiences operating challenges caused by softening of admission trends, increased bad debt expense or adverse reimbursement developments and is not expected to sustain adjusted free cash flow to adjusted debt of 5% or above, there could be downward pressure on the ratings. Moody's last rating action on LifePoint was on September 3, 2008, when Moody's affirmed the Ba3 Corporate Family and Probability of Default Ratings. Moody's also upgraded the instrument ratings on LifePoint's senior credit facility to Ba1 from Ba2 and its senior subordinated notes due 2025 to B1 from B2. Headquartered in Brentwood, Tennessee, LifePoint is a leading operator of general acute care hospitals focusing on non-urban communities. The company generated revenue of approximately $3.1 billion for the twelve months ended June 30, 2010. LIFEPOINT HOSPITALS: S&P Affirms 'BB-' Corporate Credit Rating -------------------------------------------------------------- Standard & Poor's Ratings Services said it affirmed its 'BB-' corporate credit rating on Brentwood, Tenn.-based LifePoint Hospitals Inc. At the same time, S&P assigned a 'BB-' issue-level rating (the same as the corporate credit rating) and a '3' recovery rating to LifePoint's proposed $400 million senior unsecured note due in 2020. In addition, S&P lowered its issue rating on the company's existing senior secured debt to 'BB-' from 'BB' and revised the recovery ratings on the debt to '3' from '2'. The '3' recovery rating indicates its expectation of meaningful (50%-70%) recovery for lenders in the event of default. S&P lowered the issue-level rating and revised the recovery rating on the senior secured debt to reflect the impact of the new senior unsecured notes, which rank equal in right of payment to the senior secured indebtedness. The unsecured and secured indebtedness both benefit from a guarantee package from the company's operating subsidiaries, while the secured lenders do not benefit from an asset pledge. "The rating on LifePoint reflects industry challenges, most significantly the uncertain reimbursement environment for both the government and other third-party payors," said Standard & Poor's credit analyst David P. Peknay. The company's relatively diversified hospital portfolio somewhat mitigates this risk at the local level. LIVE CURRENT: Posts $386,300 Net Loss in June 30 Quarter -------------------------------------------------------- Live Current Media Inc. filed its quarterly report on Form 10-Q, reporting a net loss of $386,289 on $696,376 of revenue for the three months ended June 30, 2010, compared with a net loss of $1.4 million on $1.7 million of revenue for the same period of 2009. At June 30, 2010, the Company had an accumulated deficit of $17.1 million (December 31, 2009 - $16.8 million) and a working capital deficiency of $800,437 (December 31, 2009 - $1.2 million). The Company's balance sheet at June 30, 2010, showed $2.0 million in total assets, $1.9 million in total liabilities, and stockholders' equity of $107,568. As reported in the Troubled Company Reporter on April 1, 2010, Ernst & Young LLP, in Vancouver, expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted of the Company's recurring net losses. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?6b5d About Live Current Based in Vancouver, Canada, Live Current Media Inc. (OTC BB: LIVC) -- http://www.livecurrent.com/-- through its subsidiary, Domain Holdings Inc., owns more than 900 domain names. These domain names span several consumer and business-to-business categories including health and beauty, and sports and recreation. LODGENET INTERACTIVE: Moody's Puts 'B3' Rating on $435 Mil. Bonds ----------------------------------------------------------------- Moody's Investors Service assigned a B3 rating to the proposed $435 million senior secured second lien bonds of LodgeNet Interactive Corporation and affirmed the B3 corporate family rating. LodgeNet intends to use proceeds primarily to repay the existing term loan (approximately $400 million outstanding) and fund fees and expenses, including swap breakage costs, with the remainder available for general corporate purposes. LodgeNet also expects to put in place a $25 million senior secured first lien revolving credit facility. The former Caa1 Probability of Default Rating was raised to B3 proforma for the revised capital structure, which notably now includes multiple creditor classes and affords some added flexibility in the form of reduced financial maintenance covenant requirements. Moody's also affirmed LodgeNet's SGL-3 speculative grade liquidity rating, with a view that the company's liquidity profile is best characterized as "adequate" as supported by modest internally generated cash and cash balances and the proposed $25 million revolving credit facility. LodgeNet Interactive Corporation -- Senior Secured Bonds, Assigned B3, LGD4, 50% -- Probability of Default Rating, Upgraded to B3 from Caa1 -- Corporate Family Rating, Affirmed B3 -- Speculative Grade Liquidity Rating, Affirmed SGL-3 -- Outlook, Stable Repayment of the term loan and termination of the existing revolver would relieve LodgeNet from the requirement to comply with existing financial maintenance covenants, under which the company has a very thin cushion of compliance. An intercreditor agreement will provide lien priority to the revolving credit facility lenders relative to secured bondholders; hence, Moody's ranks the revolver ahead of the secured bonds for the waterfall of liabilities in Moody's Loss Given Default analysis. Ratings Rationale In Moody's opinion, continued cautious investment from LodgeNet's hotel customers will hamper intermediate term growth in its core hospitality services business, and over the long term competing forms of entertainment will pressure this revenue stream as the company seeks to defend its relevance to both hotel operators and hotel guests. The B3 corporate family rating incorporates these weak growth prospects, mitigated somewhat by the company's moderately high financial risk profile and demonstrated capacity to generate positive free cash flow throughout challenging economic conditions, along with a measure of stability from the monthly fees it receives from hotels regardless of occupancy. Nevertheless, LodgeNet's guest entertainment business, its most profitable, relies on consumer willingness to spend and, as such, remains vulnerable to consumer confidence trends. Lack of scale as measured by revenue relative to other rated Moody's issuers also constrains the rating, although LodgeNet benefits from good customer and geographic diversification. The stable outlook incorporates Moody's expectation that LodgeNet will maintain an adequate or better liquidity profile and will continue to generate positive free cash flow. Achievement of a B2 corporate family rating would require evidence of stabilization in guest entertainment revenue and expectations for stable to modestly growing EBITDA, as well as continued commitment to a conservative credit profile and repayment of debt with free cash flow. An upgrade or positive outlook would also require expectations for sustained leverage below 3.5 times debt- to-EBITDA and sustained free cash flow in excess of 5% of debt. A deterioration of the liquidity profile, including sustained negative free cash flow or projected inability to comply with bank financial covenants, would likely warrant a negative ratings action. Moody's would also consider a downgrade if leverage were to reach 5 times debt-to-EBITDA, whether due to accelerating clines in guest entertainment revenue or shareholder friendly actions. LODGENET INTERACTIVE: S&P Raises Corporate Credit Rating to 'B' --------------------------------------------------------------- Standard & Poor's Ratings Services raised its corporate credit rating on Sioux Falls, South Dakota-based LodgeNet Interactive Corp. to 'B' from 'B-'. The rating outlook is stable. At the same time, S&P assigned LodgeNet's $435 million secured second-lien notes due 2016 S&P's issue-level rating of 'B' (at the same level as the 'B' corporate credit rating on the company) with a recovery rating of '4', indicating S&P's expectation of average (30% to 50%) recovery for lenders in the event of a payment default. Proceeds from the proposed notes offering will be used to retire the existing term loan, for transaction fees and expenses, to unwind existing interest rate swaps, and for general corporate purposes. LodgeNet is also entering a new (unrated) $25 million revolving credit facility due 2014, which S&P expects to be undrawn at closing. "The 'B' corporate credit rating reflects LodgeNet's sufficient cushion of compliance with financial covenants despite expected soft performance in 2010," said Standard & Poor's credit analyst Andy Liu. "S&P expects the company to be able to maintain debt leverage appropriate for the rating over the intermediate term." The lodging sector is stabilizing, but guest spending and average daily rates are still down meaningfully from 2007?2008 levels. Standard & Poor's currently expects that LodgeNet's revenue will be down in the mid-single-digit area in 2010 year over year, and that EBITDA will be down in the low-teens area. MACROSOLVE INC: Posts $462,300 Net Loss in June 30 Quarter ---------------------------------------------------------- MacroSolve, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $462,261 on $134,332 of revenue for the three months ended June 30, 2010, compared with a net loss of $466,621 on $185,606 of revenue for the same period of 2009. The Company's balance sheet as of June 30, 2010, showed $1.22 million in total assets, $2.56 million in total liabilities, and a stockholders' deficit of $1.34 million. As reported in the Troubled Company Reporter on April 7, 2010, Hood Sutton Robinson & Freeman CPAs, P.C., expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted of the Company's recurring losses from operations and net capital deficiency. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?6b65 About MacroSolve, Inc. Tulsa, Okla.-based MacroSolve, Inc. (OTC BB: MCVE) -- http://www.macrosolve.com/-- is a technology and services company that develops mobile solutions for businesses and government. A mobile solution is typically the combination of mobile handheld devices, wireless connectivity, and software that streamlines business operations resulting in improved efficiencies and cost savings. MEDIACOM COMMUNICATIONS: Fitch Issues Recovery Rating Review ------------------------------------------------------------ Fitch Ratings has issued its Recovery Rating review of the U.S. & Canada Telecommunications and Cable sector. This review includes an analysis of valuation multiples, EBITDA discounts applied and detailed recovery worksheets for issuers with a Fitch Issuer Default Rating of 'B+' or lower in this sector. The issuers included in this report are: -- Cincinnati Bell, Inc. -- Level 3 Communications, Inc. -- Mediacom Communications Corp. Recovery analysis is considered for all companies, but notching of those with IDRs above 'B+' will continue to be heavily influenced by broader historical recovery patterns. For companies with an IDR of 'B+' or below, explicit Recovery Ratings are assigned. On September 2, 2010, Fitch Mediacom's 'B+' long-term issuer default rating. Rating outlook is stable. NATIONAL PROCESSING: Fifth Third Deal Won't Affect Moody's Ratings ------------------------------------------------------------------ Moody's Investors Service commented that National Processing Company Group, Inc.'s ratings will be unaffected at this time by its announcement on September 16, 2010, that the Company has entered into a definitive agreement to be acquired by Fifth Third Processing Solutions, LLC, a joint venture of private-equity firm Advent International and Fifth Third Bancorp. The transaction is subject to customary closing conditions and is expected to close in November 2010. Moody's believes that all outstanding borrowings under NPC's existing first and second lien senior secured credit facilities will be repaid at closing as per the change of control provision contained in the Company's credit agreements. As a result, Moody's expects to withdraw NPC's ratings upon closing of the acquisition and permanent repayment of all rated credit facilities. The current ratings for NPC are: * Corporate Family Rating -- B3 * Probability of Default Rating -- B3 * $50M Senior Secured revolver due 2012 at B2 (LGD3, 35%) * $306M Senior Secured 1st Lien Term Loan due 2013 -- B2 (LGD3, 35%) * $140M Senior Secured 2nd Lien Term Loan due 2014 -- Caa2 (LGD5, 88%) The last rating action for NPC was on July 13, 2009, when Moody's revised the Company's ratings outlook to negative from stable. National Processing Company Group, Inc. is a provider of credit and debit card-based payment processing services focused on small and medium business merchants across the U.S, as well as community banks, financial institutions and municipal governments. The company's products and services enable merchants to accept credit and debit cards as payment for their merchandise and services by providing transaction processing, risk management, Point of Sale terminal support, merchant assistance and chargeback services. METALDYNE CORP: Michigan's Environmental Claim Disallowed --------------------------------------------------------- WestLaw reports that the Michigan Department of Natural Resources and Environment did not show that it had expended money for postpetition response costs for the environmental contamination at a Chapter 11 debtor's manufacturing facility or that it would be required to do so in the future, since the buyer of the debtor's assets had continued to perform the remediation obligations post- sale. Therefore, the MDNRE was not entitled to an administrative expense for future remediation costs, a New York bankruptcy court has held as a matter of apparent first impression. The MDNRE had not incurred actual and necessary costs and expenses of preserving the estate. In re Oldco M Corp., --- B.R. ----, 2010 WL 3489947 (Bankr. S.D.N.Y.) (Glenn, J.). A copy of the Honorable Martin Glenn's Memorandum Opinion dated Sept. 7, 2010, is available at: http://www.leagle.com/unsecure/page.htm?shortname=inbco20100907663 About Metaldyne Corp. Metaldyne Corp. was a global designer and supplier of metal based components, assemblies and modules for transportation related powertrain applications including engine, transmission/transfer case, driveline, and noise and vibration control products to the motor vehicle industry. Metaldyne and its affiliates filed for Chapter 11 protection on May 27, 2009 (Bankr. S.D.N.Y. Case No. 09-13412). The filing did not include the company's non-U.S. entities or operations. Richard H. Engman, Esq., at Jones Day represented the Debtors in their restructuring. Judy A. O'Neill, Esq., at Foley & Lardner LLP served as conflicts counsel; Lazard Freres & Co. LLC and AlixPartners LLP as financial advisors; and BMC Group Inc. as claims agent. A committee of Metaldyne creditors was represented by Mark D. Silverschotz, Esq., and Kurt F. Gwynne, Esq., at Reed Smith LLP, and the committee tapped Huron Consulting Services, LLC, as its financial advisor. For the fiscal year ended March 29, 2009, the company recorded annual revenues of approximately US$1.32 billion. As of March 29, 2009, utilizing book values, the Company had assets of US$977 million and liabilities of $927 million. Judge Glenn approved the sale of substantially all assets to Carlyle Group in Nov. 2009 for approximately $496.5 million, and confirmed the Debtors' liquidating chapter 11 plan on Feb. 23, 2010. Under the terms of the confirmed liquidation plan, Oldco M Distribution Trust is the post-confirmation entity charged with prosecuting all claim objections and distributing all plan assets pursuant to the terms of the plan. The Trust is represented by Kimberly E.C. Lawson, Esq., at Reed Smith LLP, in Wilmington, Del. MGM RESORTS: Promotes Corey Sanders to Chief Operating Officer -------------------------------------------------------------- MGM Resorts International said Corey Sanders has been promoted to Chief Operating Officer of the Company effective immediately. Mr. Sanders has been with the Company for more than 16 years, and has held a variety of executive positions, including serving as Chief Financial Officer of both MGM Grand Las Vegas and MGM Grand Resorts, and as Executive Vice President - Operations. For the past 14 months, Mr. Sanders has served as Chief Operating Officer for the Company's Core Brand and Regional Properties. "[Mr. Sanders'] exceptional operating experience and keen knowledge of financial strategy and discipline will benefit the entire Company in this expanded role," said Jim Murren, Chairman and CEO. "Over a year ago, we promoted Corey Sanders to Chief Operating Officer of our Core Brand properties and Bill Hornbuckle to the new position of Chief Marketing Officer for our Company. These first steps have proven indispensable to our future success by uniting our great resorts into the powerful marketing organization that our Company is becoming," said Mr. Murren. For the past 14 months, Mr. Sanders has served as Chief Operating Officer for the Company's Core Brand and Regional Properties. Throughout this period, Corey has worked closely with Bill Hornbuckle to design and deploy new ideas to grow our business. "[Mr. Sanders] has proven his aptitude, effectiveness and creativity by instilling a culture of cooperation that has strengthened our marketing initiatives and improved the guest experience. Our entire Company will benefit from Corey's increased scope and responsibilities over all of our wholly owned resorts, including our Luxury Brands: Bellagio, MGM Grand, Mandalay Bay and The Mirage," said Mr. Murren. A full-text copy of the Employment Agreement is available for free at http://ResearchArchives.com/t/s?6b61 About MGM Resort MGM Resorts International (NYSE: MGM) -- http://www.mgmresorts.com/-- has significant holdings in gaming, hospitality and entertainment, owns and operates 15 properties located in Nevada, Mississippi and Michigan, and has 50% investments in four other properties in Nevada, Illinois and Macau. The Company's balance sheet at June 30, 2010, showed $19.98 billion in total assets, $1.19 billion in total current liabilities, $2.65 billion in deferred income taxes, $13.04 billion in long-term debt $243.29 million in other long- term obligations, and $2.85 billion in total stockholders' equity. * * * As reported by the Troubled Company Reporter on July 1, 2010, Fitch Ratings affirmed these ratings for MGM Resorts: Issuer Default Rating affirmed at 'CCC'; Senior secured notes due 2013, 2014, and 2017 affirmed at 'B+/RR1' (91%-100% recovery band); Senior secured notes due 2020 rated 'B+/RR1' (91%-100%); Senior credit facility affirmed at 'B-/RR3' (51%-70%); Senior unsecured notes affirmed at 'CCC/RR4' (31%-50%); Convertible senior notes due 2015 rated 'CCC/RR4' (31%-50%); Senior subordinated notes affirmed at 'C/RR6' (0%-10%). MICHAEL STORES: Names Charles Sonsteby as CAO and CFO ----------------------------------------------------- Michaels Stores Inc. named Charles Sonsteby as Chief Administrative Officer and Chief Financial Officer of the company effective Oct. 4, 2010. Mr. Sonsteby was most recently Executive Vice President and Chief Financial Officer of Brinker International a position he held since 2001. He served for over twenty years with Brinker International, including roles in accounting, tax, treasury and investor relations before his appointment to Chief Financial Officer. He holds a Bachelor of Accounting degree from the University of Kentucky. "[Mr. Charles] is a seasoned and knowledgeable financial leader and has a strong reputation as a mentor to many of the financial leaders in the industry," said John Menzer, Chief Executive Officer of Michaels Stores, Inc. "As we continue down our path to becoming a world class retailer, we are confident that his leadership and direction will be vital to helping Michaels realize our strategic vision." Headquartered in Irving, Texas, Michaels Stores, Inc., is the largest arts and crafts specialty retailer in North America. As of March 9, 2009, the Company operated 1,105 "Michaels" retail stores in the United States and Canada and 161 Aaron Brothers Stores. The Company's balance sheet at July 31, 2010, showed $1.58 billion in total assets, $4.34 billion in total liabilities, and a stockholders' deficit of $2.75 billion. MOONLIGHT BASIN: Poole Fails in Bid to Quash Lehman Claims ---------------------------------------------------------- Lehman Commercial Paper Inc. and Lehman Brothers Holdings Inc., sued Moonlight Basin Ranch, LP, Lee Poole and various affiliated entities, asking the U.S. Bankruptcy Court for the District of Montana to declare that loan documents between Lehman Brothers and the Defendants are valid, binding, and enforceable, and that LCPI and LBHI have valid, enforceable, liquidated, and non-contingent claims against the Defendants for all amounts due under the loan documents. As reported by the Troubled Company Reporter on December 10, 2009, Judge Ralph Kirscher of the U.S. Bankruptcy Court for the District of Montana approved a $24 million loan to Moonlight Basin Ranch LCPI, the secured lender owed $94.2 million. The loan matures in 18 months. According to Bloomberg News, the Debtor intended to have $21 million in financing from Trilogy Capital that would have come ahead of Lehman. The Lehman financing has more favorable terms, Judge Kirscher said in his order approving the financing. Mr. Poole's holding company owns majority stake in Moonlight Basin Ranch. Mr. Poole is the president of Moonlight Basin Ranch. Mr. Poole executed prepetition guaranty and indemnity agreements with Lehman. Mr. Poole, however, did not sign the DIP financing agreement with Lehman. LCPI filed a Complaint to Foreclose Mortgages and to enforce the guaranty and environmental indemnity agreements in the Montana Fifth Judicial District Court, Madison County, in September 2009. Lehman also sued Mr. Poole on his guaranty alleging that he violated his guaranty. Lehman sought a judgment and damages from Mr. Poole for the violations of his guaranty. Moonlight Basin Ranch filed for Chapter 11 bankruptcy in November 2009. The Poole Defendants contend that Lehman is seeking a declaration that Mr. Poole is obligated to them for the full amount of the DIP financing. The Poole Defendants assert that Mr. Poole was exonerated from the guaranty agreement when LCPI extended DIP financing to Moonlight Basin Ranch on a super priority basis, without Mr. Poole's specific signature as guarantor. In his September 17 ruling, Judge Kirscher noted that Lehman is merely seek a ruling that the Environmental Indemnity Agreements are valid, binding and enforceable. Judge Kirscher further noted that Lehman confirm that they "are not seeking a judgment that Poole breached the indemnities or that Poole is 'obligated to them for unspecified sums'" at this time. Accordingly, Judge Krischer denied the Poole Defendants' Motion for Summary Judgment. A copy of the decision is available at: http://www.leagle.com/unsecure/page.htm?shortname=inbco20100917607 About Moonlight Basin Ennis, Montana-based Moonlight Basin Ranch LP is a golf and ski resort in Montana. The Company filed for Chapter 11 bankruptcy protection on November 18, 2009 (Bankr. D. Mont. Case No. 09-62327). Craig D. Martinson, Esq., and James A. Patten, Esq., who have offices in Billings, Montana, assist the Debtor in its restructuring effort. The Company estimated $100 million to $500 million in assets and $50 million to $100 million in debts. Debtor-affiliate Moonlight Lodge, LLC, also filed a separate Chapter 11 petition (Bankr. D. Mont. Case No. 09-62329) on November 18, 2009. The company estimated $10 million to $50 million in assets and $50 million to $100 million in debts. NEFF CORP: Receives Approval of Prearranged Chapter 11 Plan ----------------------------------------------------------- Neff Rental, Inc. and certain of its affiliates disclosed that the United States Bankruptcy Court for the Southern District of New York has confirmed Neff's chapter 11 plan, which is sponsored by private investment funds managed by Wayzata Investment Partners. With the Court's confirmation of the Plan, Neff is set to emerge from chapter 11 in the next few weeks, having reduced its debt load by more than $400 million. As part of the Plan, Wayzata has committed to provide approximately $181.6 million in equity financing to Neff. In addition, Neff's existing lenders will provide a $175 million revolving credit facility to Neff. In connection with the Plan, Neff will transfer substantially all of its business and operations to Reorganized Neff, L.L.C., which will own and manage the Neff operations going forward. "I am pleased that we were able to complete our prearranged reorganization in less than five months. I look forward to working with Wayzata and all of our stakeholders to build long term value for Neff and its stakeholders," said Graham Hood, Neff's chief executive officer. "As a result of the restructuring, Neff will be able to recapitalize its business and provide for future capital needs, while preserving approximately 900 jobs," continued Hood. Neff was able to resolve all of the objections to the Plan on a consensual basis, and all classes of creditors entitled to vote on the Plan overwhelmingly voted in favor of the Plan. Neff was advised by AlixPartners LLP, Kirkland & Ellis LLP and Miller Buckfire & Co. LLC. Wayzata was advised by Houlihan Lokey Howard & Zukin and Stroock & Stroock & Lavan LLP. NEWPORT BONDING: AM Best Cuts Financial Strength Rating to 'B-' --------------------------------------------------------------- A.M. Best Co. has downgraded the financial strength rating to B- (Fair) from B (Fair) and issuer credit ratings to "bb-" from "bb" of Newport Bonding and Surety Company (Newport) (Hato Rey, PR). The outlook for both ratings is negative. The rating actions reflect Newport's weakened overall capitalization, poor operating performance and the combined impact of unrealized capital losses and stockholder dividends, which has reduced policyholder surplus over the recent five-year period. Partially offsetting these negative factors are the corrective actions implemented by Newport's management, which are intended to improve operating results, including expense reduction initiatives, the non-renewal of unprofitable business, as well as utilizing Newport's subrogation rights to recover losses stemming from prior year policies. Despite these initiatives, the outlook reflects the weakened capitalization and A.M. Best's expectation for a continued weak operating performance over the near term. NORTHWEST 15TH: Parking Authority's Foreclosure Bid to Go to Trial ------------------------------------------------------------------ The Philadelphia Parking Authority sought from the U.S. Bankruptcy Court for the Eastern District of Pennsylvania a declaratory judgment determining, inter alia, that, pursuant to the terms of an escrow agreement, it is entitled to the release from escrow of a deed in lieu of foreclosure. The Deed was executed by Northwest 15th Street Associates and conveys ownership of the surface and air rights of a property located at the northwest comer of 15th and Arch Streets in Philadelphia, Pennsylvania, to the PPA. The PPA originally commenced the action in the Court of Common Pleas, Philadelphia County, Pennsylvania, on June 23, 2010. On the same day, the Debtor filed a voluntary petition under chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the Eastern District of Pennsylvania. On August 6, 2010, the Debtor removed the Common Pleas action to the bankruptcy court. On August 26, 2010, the PPA filed a Motion for Emergency Interim Relief and requested an expedited hearing. The PPA requests that the court grant the declaratory relief requested in the Complaint on an expedited, preliminary basis. The PPA asserts that there is an urgent need for relief and that it can satisfy all of the elements for obtaining a preliminary injunction. At a pretrial conference in the adversary proceeding held on August 30, 2010, the court solicited the parties' views on the issue whether the court has the authority to grant the type of preliminary relief requested in the Motion. At the court's request, the parties then submitted memoranda of law in support of their respective positions, the last of which was filed on September 16, 2010. On September 17, Bankruptcy Judge Eric L. Frank held that the Escrow Agreement, by its terms, precludes the grant of the preliminary relief requested by the PPA. "No purpose would be served by issuing preliminary determinations that the Debtor has defaulted and that the Deed should be released. By contract, the Deed may be released only after a final determination of these issues has been made," Judge Frank said. Consequently, Judge Frank continued, the Motion will be denied without any further hearing. However, the judge said he will conduct a pretrial conference promptly to discuss with the parties the pretrial management of the adversary proceeding and the scheduling of a trial on an expedited basis. The case is The Philadelphia Parking Authority v. Northwest 15th Street Associates Adv. No. 10-0328 (Bankr. E.D. Pa.), and a copy of the Court's decision is available at: http://www.leagle.com/unsecure/page.htm?shortname=inbco20100917611 Northwest 15th Street Associates, located in West Conshohocken, Pa., owns the surface and air rights to a parcel of real property located on the northwest corner of 15th and Arch Streets in Philadelphia, Pa. The company sought Chapter 11 protection (Bankr. E.D. Pa. Case No. 10-15129) on June 23, 2010; is represented by Ashely M. Chan, Esq., and James M. Matour, Esq., at Hangley Aronchick Segal & Pudlin in Philadelphia, and estimated its assets and debts at $1 million to $10 million at the time of the filing. NOVELOS THERAPEUTICS: Posts $1.4MM Net Loss in June 30 Quarter -------------------------------------------------------------- Novelos Therapeutics, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $1.4 million on $8,333 of revenue for the three months ended June 30, 2010, compared with a net loss of $4.9 million on $32,313 of revenue for the same period of 2009. The Company's balance sheet as of June 30, 2010, showed $3.5 million in total assets, $5.8 million in total liabilities, $13.8 million in redeemable preferred stock, and a stockholders' deficit of $16.1 million. As reported in the Troubled Company Reporter on April 8, 2010, Stowe & Degon LLC, in Westborough, Mass., expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted of the Company's continuing losses and stockholders' deficiency at December 31, 2009. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?6b67 Newton, Mass.-based Novelos Therapeutics, Inc. (OTC BB: NVLT) -- http://www.novelos.com/-- is a biopharmaceutical company developing oxidized glutathione-based compounds for the treatment of cancer and hepatitis. OPTELECOM-NKF INC: Posts $698,000 Net Loss in June 30 Quarter ------------------------------------------------------------- Optelecom-NKF, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $698,000 on $7.7 million of revenue for the three months ended June 30, 2009, compared with a net loss of $127,000 on $10.0 million of revenue for the same period of 2009. The Company has outstanding debt totaling $11.1 million at June 30, 2010, from the subordinated note to Draka Holding N.V. due in March 2011. Prior to the maturity date, management intends to attempt to repay this debt from the proceeds of new debt or equity financings, seek additional extensions of the maturity date from the current lender and evaluate other strategic options. The Company's balance sheet as of June 30, 2010, showed $33.3 million in total assets, $17.8 million in total liabilities, and stockholders' equity of $15.5 million. As reported in the Troubled Company Reporter on April 9, 2010, KPMG LLP, in McLean Va., expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted that Company has suffered losses from operations, has substantial debt maturing, and its viability is dependent on the success of its future operations and ability to obtain future financing. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?6b6a About Optelecom-NKF, Inc. Germantown, Md.-based Optelecom-NKF, Inc., Optelecom-NKF, Inc. (Nasdaq: OPTC) -- http://www.optelecom-nkf.com/-- manufacturer of Siqura(R) advanced video surveillance solutions, provides a full range of network products based on an open technology platform that simplifies integration and installation. PALMAS COUNTRY: Files Schedules of Assets and Liabilities --------------------------------------------------------- Palmas Country Club, Inc., filed with the U.S. Bankruptcy Court for the District of Puerto Rico its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $22,000,000 B. Personal Property $1,973,011 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $30,204,255 E. Creditors Holding Unsecured Priority Claims $98,000 F. Creditors Holding Unsecured Non-priority Claims $28,244,143 ----------- ----------- TOTAL $23,973,011 $58,546,398 Humacao, Puerto Rico-based Palmas Country Club, Inc., owns certain real estate facilities located in Palmas del Mar, Humacao, Puerto Rico, consisting of an 18 hole championship golf course known as the Flamboyan Course, an 18 hole golf course known as Palm Course, a 22,200 square feet golf clubhouse, a 5,600 square feet beach club house, a tennis club, and other related facilities. Palmas filed for Chapter 11 bankruptcy protection on August 4, 2010 (Bankr. D. P.R. Case No. 10-07072). Alexis Fuentes- Hernandez, Esq., at Fuentes Law Offices, assists the Debtor in its restructuring effort. PGI INCORPORATED: Incurs $1.2 Million Net Loss in June 30 Quarter ----------------------------------------------------------------- PGI Incorporated filed its quarterly report on Form 10-Q, reporting a net loss of $1.2 million on $12,000 of revenue for the three months ended June 30, 2010, compared with a net loss of $1.1 million on $17,000 of revenue for the same period of 2009. The Company's balance sheet as of June 30, 2010, showed $1.6 million in total assets, $57.0 million in total liabilities, and a stockholders' deficit of $55.4 million. As reported in the Troubled Company Reporter on April 1, 2010, BKD, LLP, in St. Louis, Mo., expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted that the Company has a significant accumulated deficit, and is in default on its primary debt, certain sinking fund and interest payments on its convertible subordinated debentures and its convertible debentures. In its latest 10-Q, the Company acknowledges that it remains in default under the indentures governing its unsecured subordinated debentures and collateralized convertible debentures and in default of its primary debt obligations. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?6b5a About PGI Incorporated St. Louis, Mo.-based PGI Incorporated was until the mid 1990's in the business of building and selling homes, developing and selling home sites and selling undeveloped or partially developed tracts of land. Over the last 15 years, the Company's business focus and emphasis changed substantially as it concentrated its sales and marketing efforts almost exclusively on the disposition of its remaining real estate. This change was prompted by its continuing financial difficulties due to the principal and interest owed on its debt. The Company's most valuable remaining asset is a parcel of 366 acres located in Hernando County, Florida. As of June 30, 2010, the Company also owned 7 single family lots, located in Citrus County, Florida. In addition, the Company owns some minor parcels of real estate in Charlotte County and Citrus County, Florida, but these have limited value because of associated developmental constraints such as wetlands, easements, or other obstacles to development and sale. PHOENIX FOOTWEAR: Russell Hall Resigns as CEO and President ----------------------------------------------------------- Phoenix Footwear Group Inc. disclosed the resignation of its Chief Executive Officer and President, Russell Hall, effective Sept. 10, 2010. James R. Riedman has been elected Chief Executive Officer and President, effective immediately. Mr. Riedman has served on our Board of Directors since 1993 and has been Chairman of the Company's Board of Directors since 1996. He served as the Company's Chief Executive Officer from 1996 to 2004 and as interim Chief Executive Officer from May 2006 to April 2007. Mr. Riedman is also a director of Harris Interactive Inc., a leading market research firm. James Riedman, President and Chief Executive Officer, commented, "I want to personally thank Rusty for his dedication and contributions over these last 10 years. He leaves the business with strong momentum upon which we can build. We remain confident in our ability to deliver high quality footwear as we have an experienced team of professionals in place led by Robb Carter, Jose Lenhard and Mike Weinstein, all industry veterans. I am also pleased to announce that Kevin Wulff has joined the management team as a Director. He recently became the Chief Operating Officer for ASICS America Corporation after years of experience with companies such as Adidas and Nike." "To support our growth and financial health we are in the process of executing on several important initiatives. We are working towards expanding our working capital so that we are able to support the growth in demand that we have seen for our products. For Trotters and SoftWalk, we are experiencing 46% and 29% increases in orders, respectively. This increase positions us well for sales growth in 2011. We have opened over 75 new or former accounts in the past 12 months and our shoes are performing well at retail. Our investment in new products has also contributed to our momentum as we've expanded our casual offering in Trotters and introduced exciting new Toner footwear in SoftWalk named "HealthGlide." "We continue to aggressively pursue reductions to the costs of operating our business. We expect to achieve a savings in our General and Administrative costs by over 20% in the upcoming year without any reduction in the resources dedicated to product development or customer facing activities. To achieve a portion of the savings we are considering moving away from our listing as a publically traded company on the NYSE Amex and the associated Securities and Exchange Commission requirements. Alternatively, Phoenix Footwear Group, Inc. stock would be listed and tradable on the over-the-counter market. "We will continue to provide updates as we progress on these initiatives," said Mr. Reidman. About Phoenix Footwear Based in Carlsbad, California, Phoenix Footwear Group, Inc. (NYSE Amex: PXG) specializes in quality comfort women's and men's footwear with a design focus on fitting features. Phoenix Footwear designs, develops, markets and sells footwear in a wide range of sizes and widths under the brands Trotters(R), SoftWalk(R), and H.S. Trask(R). The brands are primarily sold through department stores, leading specialty and independent retail stores, mail order catalogues and internet retailers and are carried by approximately 650 customers in more than 900 retail locations throughout the U.S. Phoenix Footwear has been engaged in the manufacture or importation and sale of quality footwear since 1882. The Company's balance sheet at July 3, 2010, showed $12.03 million in total assets, $6.88 million in total liabilities, and a total stockholders' equity of $5.15 million. * * * According to the Troubled Company Reporter on May 17, 2010, Phoenix Footwear Group, Inc., warned in a regulatory filing with the Securities and Exchange Commission that it does not expect it will be in compliance with a covenant under an agreement with First Community Financial as of the end of May 2010. First Community Financial is a division of Pacific Western Bank. PINAFORE HOLDINGS: Moody's Affirms 'Ba3' Corporate Family Rating ---------------------------------------------------------------- Moody's Investors Service affirmed the Ba3 Corporate Family and Probability of Default ratings of Pinafore Holdings BV following the company's announcement of a revised financing plan which contemplates a modestly higher use of leverage to support the acquisition Tomkins plc. In a related action Moody's affirmed the Ba2 ratings assigned to Pinafore, LLC's first lien bank credit facilities; and the B1 rating on the upsized $1.15 billion of senior secured second lien notes. The rating outlook is stable. See Moody's press release dated September 14, 2010. Following Moody's initial rating assignment, Pinafore has modified the proposed transaction financing by upsizing the senior secured second lien note to $1.15 billion from $1.0 billion and reducing the sponsor's equity contribution to the transaction by $150 million to $2.13 billion. This change modestly increases overall leverage in the transaction. The senior debt facilities have also been revised to eliminate the $600 million first lien senior secured note and $100 million proposed funding under the first lien senior secured revolving credit facility by increasing the first lien senior secured term loan B to $1.7 billion from $1.0 billion. Despite the modest increase in financial leverage, the ratings have been affirmed in consideration of the company's strong free cash flow generation which should support a reduction in leverage below 5x in the near term. The company has well established business positions that should support revenues, and good margins that contribute to its favorable earnings and cash flow outlook. With no utilization anticipated under the revolving credit facility in the revised financing plan and continued headroom under financial covenants, the company should also have adequate liquidity to weather some degree of downturn in end market demand. Ratings Affirmed: Pinafore Holdings BV * Corporate Family Rating, Ba3 * Probability of Default Rating, Ba3 Pinafore LLC * $300 million senior secured first lien revolving credit facility, Ba2 (LGD2, 27%); * $300 million senior secured first lien term loan A facility, Ba2 (LGD2, 27%); * $1.7 billion senior secured first lien term loan B facility, Ba2 (LGD2, 27%); * $1.15 billion senior secured second lien notes, B1 (LGD5, 76%); Ratings Withdrawn: * $600 million senior secured first lien notes, Ba2 (LGD2, 28%); The last rating action for Pinafore was on September 14, 2010, when the Ba3 Corporate Family Rating was assigned. Pinafore will be the parent holding company for the operations of Tomkins plc following the acquisition of Tomkins by Pinafore Acquisitions Limited (jointly owned by Onex and the Canada Pension Plan Investment Board). Headquartered in London, United Kingdom, Tomkins is a diversified global engineering company focused on industrial and automotive- related activities -- namely power transmission, fluid power and fluid systems -- accounting for 79% of sales as well as building products accounting for 21% of sales. In FY 2009, Tomkins generated sales of USD4.2 billion and employed around 26,000 people in 158 production facilities. PURDYN FILTER: Records Level Single Sales in August 2010 -------------------------------------------------------- Puradyn Filter Technologies Incorporated said that August 2010 was the best-ever sales month in the 23-year history of the company. The record-setting month marks the first time Puradyn has recorded sales in excess of $800,000 in a single month. Kevin G. Kroger, President and COO, noted advances made in 2009 opened opportunities within specific industries needing microfiltration technology for engines that run extended periods of time with high oil usage. These industries typically operate massive engines with immense engine oil capacities. "We have seen an increasing demand for our technology, which is suitable for major applications. To our knowledge, we are the only bypass oil filtration company providing the advanced type technology needed for engines and hydraulics using these large quantities of oil. "Equipment, operating for the most part 24 hours per day for up to several weeks, requires frequent oil changes. Given the size of the oil sump, these changes can cost thousands of dollars and be required at least 10 times per year. Our bypass oil filtration systems have helped these companies safely extend oil changes, thereby reducing their maintenance-related operating costs by thousands of dollars per engine per year." Mr. Kroger continued, "A senior division manager within one of these companies has conveyed to us his satisfaction with our product; not only with the bottom line contribution our puraDYN systems have provided, but also how our system has contributed greatly to company-wide efforts to reduce their carbon footprint." Mr. Kroger concluded, "It is rewarding to see the commitment, investment, and focus our organization has made to these industries beginning to pay off and just as important, to see these industry leaders realize the benefits our bypass oil filtration systems bring to their operations and to the environment. Puradyn is committed to continually search out industries looking for new ways to reduce their operating costs and their carbon footprint. Due to the acceptance of our bypass filtration systems and our continued development of new filtration technology, we remain cautiously optimistic for the foreseeable future." As reported in the Troubled Company Reporter on April 24, 2010, Webb and Company, P.A., in Boynton Beach, Fla., 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, its total liabilities exceed its total assets, and it has relied on cash inflows from an institutional investor and current stockholder. About Puradyn Filter Boynton Beach, Fla.-based Puradyn Filter Technologies Incorporated (OTC BB: PFTI) -- http://www.puradyn.com/-- designs, manufactures, markets and distributes worldwide the puraDYN(R) bypass oil filtration system for use with substantially all internal combustion engines and hydraulic equipment that use lubricating oil. QUEBECOR MEDIA: DBRS Confirms 'BB' Issuer Rating ------------------------------------------------ DBRS has confirmed Quebecor Media Inc.'s (QMI or the Company) Issuer Rating at BB (low), its Secured Debt at BB (high), with a recovery rating of RR1, and its Senior Notes rating at BB (low), with a recovery rating of RR4. The trends are all Stable. QMI's corporate Issuer Rating is based on its own leverage and the supporting cash flow from its major operating subsidiaries -- Videotron (Issuer Rating at BB (high)), Sun Media (Issuer Rating at BB), Osprey Media (not rated) and TVA Group Inc. (not rated). Videotron's strong operating performance has driven earnings growth for the group for the past number of years, which has reduced its financial risk and indirectly the financial risk of QMI. Videotron continues to benefit from subscriber growth in digital, high-speed Internet and telephony, with a rising number of subscribers taking two or three of its services. This is in a marketplace that remains highly competitive, with satellite and telco operators also providing these services and continuing to invest in their networks to enhance their services (e.g., the telcos with fibre deployments are bolstering their data speeds, which allows them to launch terrestrial video services). DBRS notes that, on September 9, 2010, with a goal of adding wireless service to its bundles, Videotron deployed its own wireless network in Quebec and, in doing so, has entered a very competitive market, battling incumbents and other new entrants alike. Videotron's bundling efforts have been successful thus far and have unlocked the Company's operating leverage, driving EBITDA growth and improved EBITDA margins to 49% in the latest period -- a very strong level for a North American cable operator. Bundling has also driven average revenue per user (ARPU) levels to near $95 per month in Q2 2010 ($51.86/month in 2005) and lowered subscriber churn levels. Although DBRS notes that Sun Media's business risk profile remains under some structural pressure, it appears to be managing this with significant changes in its cost structure while maintaining a healthy financial risk profile. DBRS believes that most of the revenue pressure that Sun Media has experienced over the past 30 months remains cyclical, driven by the downturn in the Canadian economy. However, beyond this cyclical pressure, DBRS believes that Sun Media continues to experience ongoing secular trends as advertisers and readers shift to online formats. The Company is attempting to combat this by moving an increasing amount of its content online, ramping up its free daily offerings in most major markets and significantly streamlining its cost structure. DBRS expects that Videotron, Sun Media, Osprey Media and the Company's other subsidiaries will have the capacity to contribute over $500 million in cash distributions to QMI in 2010, which should more than cover expected interest and corporate expenses, QMI's external dividend payment and the QMI debt reduction that was completed early in 2010. In addition, QMI continues to maintain good liquidity, with roughly $100 million available under its undrawn revolving credit facility. With Videotron pre-funding its wireless build which will peak in 2010 and the other operating subsidiaries generating surplus cash flow, DBRS expects QMI to be able to maintain its ratings at the current level. QMI could improve its ratings in the future should it continue to make progress on achieving lower leverage from a consolidated basis -- largely driven by improvement in its operating subsidiaries. However if the subsidiaries' cash flows were to decline or if their capex becomes aggressive, leading to increased leverage at their level or that of QMI, QMI's ratings could come under pressure. DBRS has simulated a default scenario for QMI over the 2010 to 2013 time frame to assess the prospects for recovery for creditors at the corporate level under certain assumptions. At a distressed valuation level, DBRS notes that QMI's Secured Debt (assuming $750 million is outstanding) has outstanding recovery prospects of 90% to 100% under a distressed scenario. As such, DBRS has confirmed QMI's Secured Debt recovery rating at RR1 and its instrument rating at BB (high), two notches above its BB (low) Issuer Rating. An upgrade of only two notches is given to this secured debt (even though with the RR1 rating, a three-notch upgrade is possible), as QMI is a holding company that is one level away from the operating assets of the companies whose shares collateralize this debt. DBRS notes that QMI's Senior Notes ($1.29 billion outstanding) have average recovery prospects of 30% to 50% under a distressed scenario. As such, DBRS has confirmed QMI's Senior Notes recovery rating at RR4 and its instrument rating at BB (low), which is the same as its Issuer Rating. RADIO ONE: Moody's Repositions Default Rating to 'Caa2/LD3' ----------------------------------------------------------- Moody's Investors Service has repositioned Radio One Inc.'s Probability of Default Rating to Caa2/LD, from Caa2, following expiration of the 30-day grace period under the indenture governing the company's 6.375% senior subordinated notes due 2013. The August interest payment was not made in accordance with the scheduled terms, and Moody's treats the failure to meet the original contractual terms as a limited default. All of Radio One's debt ratings remain under review for possible downgrade, including Radio One's Caa1 corporate family rating. Radio One has not received an extension of the forbearance agreement from the bank group which expired on September 10, and it has not received consents from note holders to extend the grace period. The company is working towards an agreement with its bank group and an ad hoc group consisting of a significant portion of existing note holders. Radio One does not expect its existing lenders nor members of the ad hoc group to exercise remedies under its credit facilities or indentures in the near term. The PDR, as well as the CFR and ratings on the company's senior secured revolver and first lien term loan, remain on review for downgrade as detailed below: This rating has changed and remains on review for possible downgrade: Issuer: Radio One, Inc. * Probability of Default Rating -- to Caa2/LD from Caa2 These ratings are unchanged and remain on review for possible downgrade: Issuer: Radio One, Inc. * Corporate Family Rating - Caa1 * $400 million existing senior secured revolving facility --B2, LGD2-17% * $31.6 million ($300 million original amount) existing first lien term loan --B2, LGD2-17% These ratings are unchanged and are not on review for possible downgrade: Issuer: Radio One, Inc. * 8.875% senior subordinated notes due 2011 -- Caa3, LGD6-96% * 6.375% senior subordinated notes due 2013 -- Caa3, LGD6-96% Ratings Rationale The LD designation assigned by Moody's results from Radio One's inability to make the August 16, 2010 interest payment on the 6.375% senior subordinated notes due to its bank group's decision to block payment. The bank group has the ability to block the interest payment as Radio One has been in violation of the total leverage covenant under its credit agreement as announced in July. Furthermore, the LD designation of its PDR will also encompass any near-term discounted debt exchange or discounted debt repurchase transactions that will be negotiated as part of Radio One's pending note exchange offer currently expiring on September 30, 2010. Approximately 92% of the outstanding existing notes have been tendered compared to the 95% currently required. After three business days from the latter of the interest payment being paid or the note exchange being completed, Moody's expect to remove the limited default "/LD" designation, whereupon the PDR will revert to Caa2. For the three months ended June 30, 2010, the company reported revenues of $75.2 million in line with expectations and 7.6% ahead of revenues for the same calendar quarter last year. The company's ability to continue to track its plan for the remainder of 2010 and for FY2011 remains an important part of Moody's rating assessment. Moody's believes that recovery in a distressed scenario would be greater than 50%-60% due to Radio One's attractive markets and improved operating performance. Bank facilities are well positioned based on their first priority, secured position ahead of the subordinated notes. The current ratings are based on Moody's estimate of the expected near term loss and are under review pending Moody's assessment of the final terms of the proposed subordinated note exchange, refinancing of bank facilities, or modifications to the existing debt. Moody's views the blockage and expiry of the grace period as an indication of a greater risk of default and potential for debt impairment given the current acceleration of maturities of approximately $354.6 million in bank facilities to January 1, 2011 absent success in the planned exchange/refinancing of the 8.875% senior subordinated notes due 2011. The bank facilities were scheduled to mature June 2012; however, the maturity is accelerated if the 8.875% senior subordinated notes are not refinanced six months prior to their July 1, 2011 due date. The company reports that 92% of the notes have been validly tendered versus the 95% requirement. Moody's most recent rating action for Radio One was on June 17, 2010 when Moody's rated instruments related to the company's proposed exchange offer and refinancing. On August 18, 2010, Moody's placed on review for possible downgrade the company's CFR, its PDR, and ratings its senior secured revolver and 1st lien term loan. Radio One Inc., headquartered in Lanham, Maryland operates or owns interests in broadcasting stations, a cable television network, and Internet-based properties, largely targeting the African- American audience. The company reported sales of approximately $276 million through the 12 months ending June 30, 2010. REITTER CORPORATION: Files Schedules of Assets and Liabilities -------------------------------------------------------------- Reitter Corporation filed with the U.S. Bankruptcy Court for the District of Puerto Rico its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $13,130,000 B. Personal Property $7,310,765 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $10,182,258 E. Creditors Holding Unsecured Priority Claims $4,929,105 F. Creditors Holding Unsecured Non-priority Claims $2,138,670 ----------- ----------- TOTAL $20,440,765 $17,250,033 San Juan, Puerto Rico-based Reitter Corporation filed for Chapter 11 protection on August 6, 2010 (Bankr. D. P.R. Case No. 10- 07152). Alexis Fuentes-Hernandez, Esq., at Fuentes Law Offices, assists the Debtor in its restructuring effort. ROTHSTEIN ROSENFELDT: Trustee Gains Court's Approval for $6.6MM --------------------------------------------------------------- Judge Raymond B. Ray of the U.S. Bankruptcy Court in Fort Lauderdale, Fla., signed off on a settlement that will bring nearly $6.6 million to the estate of Scott Rothstein's liquidating law firm, despite criticism from a federal watchdog wary of the deal, DBR Small Cap reports. According to the report, Judge Ray approved the settlement between the official charged with running Rothstein Rosenfeldt Adler PA's bankruptcy proceedings and a financial adviser accused of being mired in the Ponzi scheme that landed Rothstein in jail. Under the deal, the report, citing papers filed alongside the settlement in July, notes that Michael Szafranski and various affiliates will hand over $6.58 million to settle a lawsuit that accuses the defendants of receiving $32.8 million in fraudulent transfers "in the months leading up to the collapse of Scott W. Rothstein's now well known Ponzi scheme". About Rothstein Rosenfeldt Scott Rothstein, co-founder of law firm Rothstein Rosenfeldt Adler PA, has been suspected of running a $1.2 billion Ponzi scheme. U.S. authorities claimed in a civil forfeiture lawsuit filed November 9, 2009, that Mr. Rothstein, the firm's former chief executive officer, sold investments in non-existent legal settlements. Mr. Rothstein pleaded guilty to five counts of conspiracy and wire fraud on January 27, 2010. Creditors of Rothstein Rosenfeldt Adler signed a petition sending the Florida law firm to bankruptcy (Bankr. S.D. Fla. Case No. 09-34791). The petitioners include Bonnie Barnett, who says she lost $500,000 in legal settlement investments; Aran Development, Inc., which said it lost $345,000 in investments; and trade creditor Universal Legal, identified as a recruitment firm, which said it is owed $7,800. The creditors alleged being owed money invested in lawsuit settlements. Herbert M. Stettin, the state-court appointed receiver for Rothstein Rosenfeldt, was officially carried over as the Chapter 11 trustee in the involuntary bankruptcy case. On June 10, 2010, Mr. Rothstein was sentenced to 50 years in prison. SGS INTERNATIONAL: Moody's Affirms 'B2' Corporate Family Rating --------------------------------------------------------------- Moody's Investors Service has changed the rating outlook of SGS International, Inc., to stable from negative. At the same time, Moody's lowered the speculative grade liquidity rating to SGL-4 from SGL-3 to incorporate the approaching December 2011 maturity of the approximately $122 million in term and acquisition loans. All other ratings, including its B2 corporate family rating, have been affirmed. Downgrades: Issuer: SGS International, Inc. -- Speculative Grade Liquidity Rating, Downgraded to SGL-4 from SGL-3 Rating Affirmations: Issuer: SGS International, Inc. -- B2 corporate family rating -- B2 probability of default rating -- $35 million first lien revolving credit facility due 2010, Ba2 (LGD2-21%) -- $39 million acquisitions loan facility due 2011, Ba2 (LGD2- 21%) -- $119 million term loan facility due 2011 ($83 million outstanding), Ba2 (LGD2-21%), and -- $200 million subordinated notes due 2013 ($175 million outstanding), B3 (LGD5-76%) Outlook Actions: Issuer: SGS International, Inc. -- Outlook, Changed To Stable From Negative The stable outlook reflects SGS' improved operating performance which has enabled the company to increase its cash generation, lower debt levels and improve covenant headroom over the past eighteen months. Moody's anticipates that SGS will remain focused on maintaining strict controls over its operating costs to help offset continued pricing pressure. Further, the stable outlook reflects the expectation that SGS will continue to prioritize debt reduction over acquisitions until a more permanent capital structure is established. The SGL-4 rating reflects the refinancing risk associated with the upcoming maturities facing SGS, including both the revolver and term and acquisition loans. The rating reflects Moody's view that the December 2011 maturities of the term loan and acquisition loan will require a refinancing given their current size relative to SGS's expected cash flow over the next 15 months. In addition, Moody's views the potential expiration of the revolver as a constraint on SGS's liquidity profile as the company has stated its intention to increase its cash reserves if the revolver were to mature. While Moody's does not anticipate that SGS will need the revolver to fund operations over the next twelve months, failure to amend or refinance the facility prior to maturity could limit debt reduction initiatives, acquisition opportunities and/or growth capital spending. A ratings upgrade is unlikely prior to a refinancing of the bank facilities. In addition, a ratings upgrade would likely require SGS to maintain adjusted leverage at or below 4.0x on a permanent basis while generating free cash flow. A ratings downgrade could occur if the revolver were allowed to expire and SGS were to shift its focus from debt reduction to acquisitions over the near term. The last rating action on SGS was the December 11, 2008 change in rating outlook to negative from stable. SGS, headquartered in Louisville, Kentucky, is a global leader in the digital imaging and communication industry, offering design- to-print graphic services to the international consumer products packaging market. The Company offers a full spectrum of digital solutions that streamline the capture, management, execution and distribution of graphics information. Sales for the twelve months ending June 30, 2010 were $343 million. SINCLAIR BROADCAST: Moody's Raises Corporate Family Rating to Ba3 ----------------------------------------------------------------- Moody's Investors Service raised its ratings for Sinclair Broadcast Group, Inc., and subsidiary Sinclair Television Group, Inc., including the Corporate Family Rating and Probability-of- Default Rating, each to Ba3 from B1, and the ratings for individual debt instruments, concluding its review for possible upgrade as initiated on August 5, 2010. Moody's also assigned a B2 (LGD 5, 87%) rating to the proposed $250 million issuance of Senior Unsecured Notes due 2018 by STG. The Speculative Grade Liquidity Rating remains unchanged at SGL-2. The rating outlook is now stable. Ratings Rationale The upgrades reflect the company's improving credit profile and expectations of further material reductions in key credit metrics over the forward rating horizon. Additionally, the extension of debt maturities following the assumed successful completion of the refinancing transaction -- at a relatively attractive cost of capital, as expected -- in conjunction with the relatively restrictive nature of the terms governing the company's bank credit agreement as a means of precluding potential non-creditor- friendly fiscal activities, also lend support to the rating upgrades. This is a summary of the actions and Moody's ratings for Sinclair: Issuer: Sinclair Broadcast Group, Inc. -- Corporate Family Rating, Upgraded to Ba3 from B1 -- Probability of Default Rating, Upgraded to Ba3 from B1 -- Speculative Grade Liquidity Rating, Unchanged at SGL-2 -- 4.875% Senior Subordinated Notes, Upgraded to B2, LGD6, 95% from B3, LGD6, 94% Issuer: Sinclair Television Group, Inc. -- Senior Secured Revolver (Maturing June 2011), Upgraded to Baa3, LGD1, 9% from Ba1, LGD2, 10% -- Senior Secured Revolver (Maturing December 2013), Upgraded to Baa3, LGD1, 9% from Ba1, LGD2, 10% -- Senior Secured Term Loan B (Maturing October 2015), Upgraded to Baa3, LGD1, 9% from Ba1, LGD2, 10% -- Senior Secured Second Lien Notes, Upgraded to Ba3, LGD3, 47% from B1, LGD3, 48% -- New Senior Unsecured Notes (Maturing 2018), Assigned B2, LGD5, 87% -- 8% Senior Subordinated Notes (Maturing March 2012), Upgraded to B2, LGD5, 87% (to be Withdrawn following successful completion of the in-market New Senior Unsecured Notes and ensuing pay-down) On September 20, 2010, Sinclair announced a new offering for $250 million of Senior Unsecured Notes due 2018. Proceeds will be used to take out all of the existing $225 million of 8% Senior Subordinated Notes due 2012 and to partially fund the proposed tender for up to $60 million of the company's 6% convertible debentures due 2012 (unrated). The upgrades specifically incorporate the enhanced medium-to-longer term liquidity profile due to the significant reduction in 2012 maturities following the assumed successful completion of the pending transactions at a relatively attractive cost of capital. Although not declared, the ratings allow for a special dividend of up to $35 million at the end of 2010, as permitted under the amended credit agreement. The stable outlook reflects Moody's favorable revenue expectations through the end of 2010 combined with the company's improving EBITDA margins generated by its sizable and diverse television station group. Moody's expects Sinclair will continue to reduce debt balances by eliminating remaining 2012 maturities as cash is generated from operations. The revised Ba3 CFR reflects still high financial risk, nonetheless, and the inherent cyclicality of the broadcast television business, among other factors. Somewhat mitigating these risks are the company's TV station portfolio, which includes 38 stations that benefit from favorable duopoly structures and 4 stations that benefit from joint service arrangements, a diverse offering of network affiliations, and a national footprint covering 35 markets. Moody's would consider a downgrade if debt-to-EBITDA ratios were sustained above 5.75x (incorporating Moody's standard adjustments) as a result of deteriorating operating performance, acquisitions, distributions or liquidity becoming strained as a result of decreased covenant cushion or reduced revolver availability in the absence of adequate cash balances. Moody's would consider revision to a positive outlook and/or a potential upgrade of the CFR if Sinclair's debt-to-EBITDA ratio were sustained comfortably below 4.25x with free cash flow-to-debt ratios in the high single digit range and good liquidity. The last rating action occurred on August 5, 2010 when Moody's upgraded Sinclair's CFR to B1 from B2, its PDR to B1 from B2, as well as other debt instruments of Sinclair Broadcast Group, Inc., and Sinclair Television Group, Inc., and ratings were placed under review for possible further upgrade. Sinclair, headquartered in Baltimore, Maryland, is a television broadcaster, operating 58 television stations in 35 markets primarily through STG and its local marketing agreements with 10 stations. Sinclair generated revenue of approximately $698 million for the trailing twelve months ended June 30, 2010. SINCLAIR TELEVISION: S&P Assigns 'B-' Rating on $2501 Mil. Notes ---------------------------------------------------------------- Standard & Poor's Ratings Services assigned ratings to the proposed $250 million eight-year senior unsecured notes offering of Sinclair Television Group Inc., the guaranteed subsidiary of Hunt Valley, Md.-based TV broadcaster Sinclair Broadcast Group Inc.. S&P rated the notes 'B-' (two notches lower than S&P's 'B+' corporate credit rating on the parent company) with a recovery rating of '6', indicating its expectation of negligible (0% to 10%) recovery for noteholders in the event of a payment default. The company plans to use the net proceeds of the notes offering to finance tender offers for up to $60 million of Sinclair's outstanding 6% convertible subordinated debentures due 2012 and any and all of STG's outstanding 8% senior subordinated notes due 2012, including accrued and unpaid interest. If the net proceeds are insufficient to fund the tender offers and pay related fees and expenses, the company expects to pay the balance with cash on hand and/or revolving credit borrowings. S&P views this transaction as essentially neutral to the company's leverage and interest coverage. All other ratings on Sinclair, including the 'B+' corporate credit rating, remain unchanged. The rating outlook is positive. "The 'B+' rating on Sinclair reflects S&P's expectation that the company will be able to reduce its leverage further by the end of 2010 through revenue and EBITDA growth and lower debt balances," said Standard & Poor's credit analyst Deborah Kinzer. Lease-adjusted debt to EBITDA declined to 5.3x as of June 30, 2010, from 7.0x at year-end 2009. The positive outlook reflects S&P's view that the company could keep its lease-adjusted debt to EBITDA below historical levels throughout the election cycle, absent a reversal of economic growth, debt-financed acquisitions, or significant shareholder-favoring measures. Sinclair is one of the largest non-network-owned TV broadcasters in the U.S., with 58 stations reaching about 22% of the country's households. The company's size confers efficiencies with respect to marketing, programming, overhead, and capital expenditures. Most of Sinclair's stations are affiliated with the Fox (20 stations), MyNetworkTV (16), ABC (9), or CW (10) networks. S&P views the company's business risk profile as weak, because its portfolio consists of generally lower-ranked stations and it holds investments in a number of underperforming real estate and other non-TV assets. SMART ONLINE: Sells $300,000 Conv. Secured Subordinated Notes ------------------------------------------------------------- Smart Online Inc. sold on Sept. 14, 2010, an additional convertible secured subordinated note due Nov. 14, 2013 in the principal amount of $300,000 to a current noteholder upon substantially the same terms and conditions as issued notes sold between Nov. 14, 2007, and and Aug. 30, 2010. The Company said it is obligated to pay interest on the New Note at an annualized rate of 8% payable in quarterly installments commencing Dec. 14, 2010. The Company is not permitted to prepay the New Note without approval of the holders of at least a majority of the aggregate principal amount of the Notes then outstanding. About Smart Online Headquartered in Durham, North Carolina, Smart Online, Inc. (OTC BB: SOLN) -- http://www.smartonline.com/-- develops and markets software products and services targeted to small businesses that are delivered via a Software-as-a-Service (SaaS), or SaaS, model. The Company also provides Web site consulting services, primarily in the e-commerce retail industry products and services. The Company's balance sheet at June 30, 2010, showed $1.05 million in total assets, $17.84 million in total liabilities, and a $16.78 million stockholders' deficit. Stockholders' deficit was $16.31 million at March 31. SOLECO INC: Chapter 11 Reorganization Case Dismissed ---------------------------------------------------- The Hon. R. Kimball Mosier of the U.S. Bankruptcy Court for the District of Utah dismissed the Chapter 11 case of Soleco, Inc. Ogden, Utah-based Soleco Incorporated filed for Chapter 11 bankruptcy protection on December 11, 2009 (Bankr. D. Utah Case No. 09-33830). Rocky D. Crofts, Esq., at Law Office of Rocky D Crofts, PC, assists the Company in its restructuring effort. The Company estimated assets at $10 million to $50 million in assets and liabilities at $10 million to $50 million. SPHERIX INC: Posts $2.6 Million Net Loss in June 30 Quarter ----------------------------------------------------------- Spherix Incorporated filed its quarterly report on Form 10-Q, reporting a net loss of $2.6 million on $327,139 of revenue for the three months ended June 30, 2010, compared with a net loss of $1.6 million on $332,241 of revenue for the same period last year. As of June 30, 2010, the Company had cash and short-term investments of approximately $4.7 million and expects to expend all of this amount within the next six months. The Company's working capital was $3.0 million as of June 30, 2010, compared to working capital of $7.7 million as of December 31, 2009. The Company has incurred substantial development costs in its efforts to explore whether D-tagatose is an effective treatment for Type 2 diabetes. Over the next 12 months, the Company expects that it will need to expend between $7 million and $9 million to support its development operations. The Company recently announced that it is actively seeking a pharma partner to continue the diabetes development and that it will also explore D-tagatose as a potential treatment for high triglycerides. Accordingly, the Company has terminated the safety portion of its Phase 3 diabetes clinical trial and expects to shift its research and development focus to D-tagatose as a treatment for triglycerides. The Company's balance sheet as of June 30, 2010, showed $5.4 million in total assets, $2.8 million in total liabilities, and stockholders' equity of $2.6 million. As reported in the Troubled Company Reporter on April 8, 2010, Grant Thornton LLP, in Baltimore, expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted that the Company incurred a net loss of $9.1 million and used $7.8 million in cash for operations in 2009. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?6b66 About Spherix Incorporated Bethesda, Md.-based Spherix Incorporated (NASDAQ CM: SPEX) -- http://www.spherix.com/-- was launched in 1967 as a scientific research company, under the name Biospherics Research. The Company now leverages its scientific and technical expertise and experience through its two subsidiaries -- Biospherics Incorporated and Spherix Consulting, Inc. Biospherics is currently running a Phase 3 clinical trial to study the use of D-tagatose as a treatment for Type 2 diabetes. Its Spherix Consulting subsidiary provides scientific and strategic support for suppliers, manufacturers, distributors and retailers of conventional foods, biotechnology-derived foods, medical foods, infant formulas, food ingredients, dietary supplements, food contact substances, pharmaceuticals, medical devices, consumer products, and industrial chemicals and pesticides. SPOT MOBILE: Posts $972,000 Net Loss in July 31 Quarter ------------------------------------------------------- Spot Mobile International Ltd. filed its quarterly report on Form 10-Q for the period ended July 31, 2010, with the Securities and Exchange Commission, reporting a net loss of $972,952 on $3.84 million of revenue for the three months ended July 31, 2010, compared with a net loss of $107,191 on $6.74 million of revenue for the same period a year earlier. The Company's balance sheet at July 31, 2010, showed $2.62 million in total assets, $3.90 million in total liabilities, and a $1.28 million stockholders' deficit. A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6b63 About Spot Mobile Spot Mobile, formerly Rapid Link Incorporated -- http://www.rapidlink.com/-- is a telecommunications services company which, through its wholly owned subsidiary, provides prepaid telecommunication and transaction based point of sale activation solutions through 1,000 independent retailers in the Eastern United States. The Company also provides long distance services and plans to expand its product offering to include mobile and wireless services. KBA GROUP LLP in Dallas, Texas, expressed substantial doubt about Rapid Link's ability to continue as a going concern after auditing the Company's financial statements as of October 31, 2008. The auditor noted the Company has suffered recurring losses from continuing operations during the last two fiscal years. At October 31, 2008, the Company's current liabilities exceeded its current assets by $2.1 million and the Company has a shareholders' deficit totaling $2.9 million. SPRINGBOK SERVICES: Fifth Third Acquires Certain Assets ------------------------------------------------------- Fifth Third Processing Solutions, LLC has acquired certain assets of Englewood, Colorado based Springbok Services, Inc. The assets were acquired by Fifth Third Processing Solutions in connection with Springbok's Chapter 11 bankruptcy proceeding and include Springbok's cutting edge reloadable prepaid card processing platform. Founded in 1998, Springbok pioneered and advanced the development of full-service, multi-touch prepaid solutions. The acquisition enables Fifth Third Processing Solutions to immediately expand its processing capabilities to include Visa(R) and MasterCard(R) branded gift cards, general purpose reloadable cards, payroll cards and loyalty programs to further complement its industry-leading debit card and credit card authorization, settlement and back office processing services. Fifth Third Processing Solutions is the 3rd largest transaction acquirer in the industry as ranked by the Nilson Report, processing 33 billion transactions and over $315 billion in sales volume annually. "We are fully committed to helping our clients differentiate themselves from their competitors by delivering the technology solutions they need to grow their businesses," commented Charles Drucker, President and CEO of Fifth Third Processing Solutions. "This acquisition is especially exciting because it further complements our existing product offerings and enables us to offer our clients a reloadable prepaid program that utilizes a consolidated transaction infrastructure, which will help them to holistically maximize efficiencies across their company. Our 3,000 financial institution clients will be able to process these transactions using the same connection they have with us today, which will give them speed-to-market advantages in under- penetrated markets such as the unbanked segment. In addition, our merchant clients will be able to offer a proven reloadable card alternative to their customers, using the same single processing platform they use today with us. We are proud to continue and expand our resources to our valued clients!" In conjunction with the acquisition, key employees responsible for Springbok's processing platform development have joined Fifth Third Processing Solutions. Fifth Third Processing Solutions, LLC delivers innovative payment transaction processing and acceptance solutions to create and support complex payment strategies for merchants, businesses, and financial institutions around the world. A pioneer in card payment acceptance in the early 1970s, Fifth Third Processing Solutions is headquartered in Cincinnati, Ohio and is a joint venture with Advent International and Fifth Third Bank, a subsidiary of Fifth Third Bancorp. As a premier full service payment solutions provider, the Company provides servicing solutions and product engineering for financial institutions' and retailers' credit card, debit card, merchant and private label programs processing over 33.3 billion ATM and point of sale transactions and over $315.5 billion in debit and credit card sales volume annually. The Company supports over 180,000 merchant and financial institution locations and 11,000 ATMs in 44 states and 11 countries. According to the Nilson Report (March 2010), the Company is the third largest U.S. merchant transaction acquirer. About Springbok Services Englewood, Colorado-based Springbok Services, Inc., fka The Best Present Company, Inc.; and fdba Springbok Card Processing Services, fka Springbok Card Processing Services, Inc., filed for Chapter 11 bankruptcy protection on June 18, 2010 (Bankr. D. Colo. Case No. 10-25285). Duncan E. Barber, Esq., who has an office in Denver, Colorado, assists the Company in its restructuring effort. The Company estimated its assets and debts at $10,000,001 to $50,000,000. STATES INDUSTRIES: DIP Loans Okayed on Interim; Sale Deadlines Set ------------------------------------------------------------------ States Industries, Inc., sought and obtained interim authorization from the U.S. Bankruptcy Court for the District of Oregon to obtain postpetition secured financing from Renwood States Lending, LLC, and to use cash collateral. As of the Petition Date, the Debtor owed the Lender $15,570,373. The Debtor is authorized to borrow under the DIP facility from the Lender in an interim amount of up to $1,500,000. A copy of the DIP financing agreement is available for free at: http://bankrupt.com/misc/STATES_INDUSTRIES_dipfinancingpact.pdf The Debtor's authority to borrow pursuant to the terms of the interim court order will terminate on September 24, 2010. Brad T. Summers, Esq., at Ball Janik LLP, explained that the Debtor needs the money to fund its Chapter 11 case, pay suppliers and other parties. The DIP facility will mature on October 29, 2010. The DIP facility will incur interest at 15% per annum. In an event of default, the applicable rate will be 17% per annum. The Debtor must not let its weekly sales be less than those projected in the cash budget by more than 10% per week or more than 15% in the aggregate. These events must each occur: (a) Aug. 31, 2010 -- Filing of Sale Motion (b) Sep. 15, 2010 -- Bid Procedures Order (c) Sep. 15, 2010 -- Execution of Asset Purchase Agreement (d) Oct. 20, 2010 -- Entry of Sale Order (e) Oct. 27, 2010 -- Closing of Sale Contemplated by the APA As security for the DIP facility obligations existing or hereafter arising pursuant to the DIP facility, the DIP facility documents and the interim court order, the Lender is granted an allowed superpriority administrative claim. The Lender will have the DIP facility liens: (a) valid, perfected enforceable and non-avoidable first priority liens on and security interests in the Debtor's current and hereafter acquired assets and property; (b) valid, perfected, enforceable and non-avoidable second priority or other junior liens on and security interests in the Debtors' current and hereafter acquired assets and property; and (c) in the event of the occurrence of an event of default, the DIP facility liens will be subject only to the payment of the carve-out, which is subject to a cap in the amount of $300,000. The Debtor is required to pay the Lender a commitment fee of $50,000. All objections to the entry of the interim court order are withdrawn or resolved by the terms hereof or, to the extent not resolved, are overruled. Lane County had objected to the DIP financing. The Debtor is also authorized to use cash collateral. In exchange, the Debtor will grant the Lender (i) replacement security interests in and liens upon all of the DIP collateral; (ii) allowed superpriority administrative expense claim; and (iii) adequate protection payments in an amount equal to interest on the prepetition obligations, at the non-default rate provided for in the prepetition loan documents. The Court had set and held a final hearing for September 15, 2010, at 11:00 a.m. on the Debtor's request to obtain DIP financing and use cash collateral. That hearing was set to continue on September 22, 2010. The Lender is represented by Perkins Coie LLP. About States Industries Eugene, Oregon-based States Industries, Inc., manufactures and sells natural wood veneered panels to consumers in the form of residential wall paneling. States Industries also manufactures and sells industrial panels to manufacturers of cabinets, furniture, store fixtures and architectural interiors. States Industries' consumer products are sold through retail home improvement stores. States Industries filed for Chapter 11 bankruptcy protection on August 24, 2010 (Bankr. D. Ore. Case No. 10-65148). Brad T. Summers, Esq., and Justin D. Leonard, Esq., who have an office in Portland, Oregon, assist the Debtor in its restructuring effort. According to its schedules, the Debtor disclosed $20,615,286 in total assets and $28,458,541 in total liabilities as of the petition date. STONERIDGE INC: S&P Gives Positive Outlook; Keeps 'B+' Rating ------------------------------------------------------------- Standard & Poor's Ratings Services said it has revised its outlook on Stoneridge Inc. to positive from stable and affirmed its ratings on the company, including the 'B+' corporate credit rating. At the same time, S&P assigned a preliminary rating of 'B+' on the senior secured notes. "The outlook revision reflects S&P's opinion that Stoneridge's proposed refinancing will improve its debt maturity profile and lower its interest expense, thereby improving profitability and cash flow," said Standard & Poor's credit analyst Lawrence Orlowski. "Moreover, S&P believes the company's credit measures could fall in line with its expectations for the rating faster than S&P previously expected and could support a higher rating in 2011," he continued. Substantial increases in light-vehicle production in North America and commercial-truck production in North America and Europe, combined with substantial cost reductions, have boosted Stoneridge's sales and profitability. Still, S&P does not expect light-vehicle production to continue rising as quickly next year, and the recovery in commercial- vehicle demand is in the early stages. In the second quarter, revenue rose 62.5% year over year because light-vehicle production increased 72.7% in North America and commercial-truck production increased 28.3% in North America and 58.1% in Europe. Moreover, major restructuring initiatives have reduced the company's cost structure and laid the foundation for higher profitability. By the end of 2009, the company had lowered its costs, excluding restructuring, by $99.3 million from 2008's levels. Gross margins in the second quarter almost doubled, to 23.8%, from 13.3% in the same quarter in 2009. Operating income was $8.2 million in the second quarter versus a negative $14.3 million in second-quarter 2009. S&P expects profitability to be solid despite some expected margin pressures in the near term. S&P also expects structural costs to rise over time, but S&P think the sharp downturn in truck demand in the past few years has permitted Stoneridge to permanently reduce its cost base. S&P considers the company's business risk profile to be weak, reflecting the highly competitive and cyclical character of Stoneridge's end markets and the company's relatively small scope and scale. Together, S&P believes these factors limit the company's ability to mitigate adverse business, financial, or economic conditions. In addition, Stoneridge's customer base is somewhat concentrated. The ratings on Stoneridge also reflect S&P's view of its aggressive financial risk profile. Credit measures, though, have improved. Along with the decline in leverage, funds from operations to total debt rose to 12.9% from a negative 6.3% a year earlier. Stoneridge makes electrical and electronic components and systems for the light- and commercial-vehicle markets in North America (81% of revenues) and the rest of the world (19%). S&P views the company's liquidity as adequate under its criteria. At June 30, 2010, cash and cash equivalents totaled $74.6 million. S&P expects the company to have capital expenditures of more than $15 million and to generate a small amount of free cash flow in 2010. S&P estimate that the company will need about $20 million in cash to cover swings in working capital. The positive outlook reflects the improved debt maturity profile, lower interest expense, and S&P's view that even a minimal further recovery in automotive and commercial-truck demand could enable the company's credit measures to reach levels appropriate for a higher rating. S&P could raise the rating if auto and commercial- truck demand showed a sustained rebound, leading to an improvement in revenue and margin expansion that, in turn, substantially boosted credit quality. This could occur if, for instance, revenues in 2010 rose 30% from 2009 results and gross margins moved above 24.5%, causing leverage to fall below 3.5x on a sustained basis. S&P could lower the rating if revenue were to fall or margins deteriorate, leading to declining credit measures. This could occur if, for instance, revenues in 2010 rose less than 20% from 2009 results and gross margins moved below 23.5%, causing leverage to increase above 4.0x on a sustained basis. S&P could also lower the rating if the company were to use significant cash in 2010. SUK HEE SUH: Creditors Have Until Oct. 15 to File Claims -------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California has established October 15, 2010, as the last day for any individual or entity to file proofs of claim or interest against Suk Hee Suh and SYS Hospitality, LLC. La Canada Flintridge, California-based Suk Hee Suh filed for Chapter 11 bankruptcy protection on April 9, 2010 (Bankr. C.D. Calif. Case No. 10-23682). Robert M. Yaspan, Esq., at the Law Offices of Robert M Yaspan, assists the Debtor in its restructuring effort. The Company disclosed $10,253,055 in assets and $19,380,036 in liabilities as of the Petition Date. An affiliate, SYS Hospitality LLC, doing business as Hawthorn Suites, also filed for Chapter 11 on April 9, 2010 (Bankr. C.D. Calif. Case No. 10-20501). The Debtor disclosed assets of $434,800 and debts of $10,319,421 in its Chapter 11 petition. SW BOSTON: Creditors Have Until Nov. 1 to File Proofs of Claim -------------------------------------------------------------- The Hon. Joan N. Feeney of the U.S. Bankruptcy Court for the District of Massachusetts has established November 1, 2010, as the last day for any individual or entity to file proofs of claim against SW Boston Hotel Venture LLC, and its debtor-affiliate. Boston, Massachusetts-based SW Boston Hotel Venture LLC is the developer of the W Hotel. The Company filed for Chapter 11 bankruptcy protection on April 28, 2010 (Bankr. D. Mass. Case No. 10-14535). Harold B. Murphy, Esq., and Natalie B. Sawyer, Esq., at Hanify & King, P.C., assist the Company in its restructuring effort as bankruptcy counsel. Edwards Angell Palmer & Dodge LLP is the Company's special counsel. The Company estimated its assets and debts at $100 million to $500 million. TALON INTERNATIONAL: Earns $646,700 in June 30 Quarter ------------------------------------------------------ Talon International, Inc. filed its quarterly report on Form 10-Q, reporting net income of $646,676 on $15.0 million of revenue for the three months ended June 30, 2010, compared with net income of $74,855 on $12.6 million of revenue for the same period of 2009. The Company's balance sheet as of June 30, 2010, showed $16.6 million in total assets, $27.8 million in total liabilities, and a stockholders' deficit of $11.3 million. On July 30, 2010, the Company entered into a Recapitalization Agreement with CVC California, LLC, pursuant to which the Company issued to CVC an aggregate of 407,160 shares of a newly created series of the Company's preferred stock, designated Series B Convertible Preferred Stock, $0.001 par value per share, in payment of an aggregate of roughly $16.7 million owed by the Company to CVC under the Loan Agreement. As reported in the Troubled Company Reporter on April 1, 2010, SingerLewak LLP, in Los Angeles, expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted that the Company incurred a net loss of $2.7 million for 2009, had an accumulated deficit of $66.3 million and a working capital deficit of $17.1 million at December 31, 2009. In its latest 10-Q, the Company discloses that its ability to continue as a going concern has been mitigated as a result of the full-payment of its debt to CVC pursuant to the Recapitalization Agreement and, in addition, the amendment to its Loan Agreement which makes available additional operation capital to fund on- going operations for the next twelve months. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?6b5c About Talon International Woodland Hills, Calif.-based Talon International, Inc. (OTC BB: TALN) -- http://www.talonzippers.com/-- is a global supplier of apparel fasteners, trim and interlining products to manufacturers of fashion apparel, specialty retailers, mass merchandisers, brand licensees and major retailers. Talon manufactures and distributes zippers and other fasteners under its Talon(R) brand, known as the original American zipper invented in 1893. Talon also designs, manufactures, engineers, and distributes apparel trim products and specialty waistbands under its trademark names, Talon, Tag-It and TekFit, to more than 60 apparel brands and manufacturers including Wal-Mart, Kohl's, J.C. Penney, Victoria's Secret, Tom Tailor, Abercrombie and Fitch, Polo Ralph Lauren, Phillips-Van Heusen, Reebok and Juicy Couture. Talon has offices and facilities in the United States, United Kingdom, Hong Kong, China, and Bangladesh. THOMPSON PUBLISHING: Seeks Bankruptcy to Sell Assets ---------------------------------------------------- Thompson Publishing Holding Co. Inc., which produces books on regulatory trends and how they affect businesses and government, sought bankruptcy protection from creditors (Bankr. D. Del. Case No. 10-13070). It estimated assets of $10 million to $50 million and debts of $100 million to $500 million in its Chapter 11 petition. Six affiliates, including Thompson Publishing Group, Inc., filed separate Chapter 11 petitions. Michael Bathon at Bloomberg News reports that Thompson has an agreement to sell virtually all its assets. Thompson, Mr. Bathon relates, has an agreement with PNC Bank NA to act as the stalking- horse, or lead bidder, to buy substantially all its assets for an undisclosed price. PNC also has agreed to provide the company with as much as $3 million to help fund its operations while in bankruptcy. Thompson Publishing publishes books, newsletters, audio conferences, web products and e-mail alerts to help customers with "the dynamic regulatory mandates facing their organizations," according to its website. The publications cover regulatory and compliance related issues in areas such as education, energy, environment and health care. Thompson is majority owned by Avista Capital Partners, which bought a 50 percent stake in the company for $130 million in 2006. TITAN INTERNATIONAL: Moody's Puts 'B1' Rating on $175 Mil. Notes ---------------------------------------------------------------- Moody's Investors Service has assigned a rating of B1 to Titan International, Inc.'s planned $175 million guaranteed senior secured notes due 2017. Titan's corporate family and probability of default rating of B2, and the speculative grade liquidity of SGL-2 have been affirmed. The rating outlook has been changed to stable from negative. Ratings assigned * $175 million guaranteed senior secured notes due 2017, B1 LGD3, 36% Ratings affirmed * Corporate family and probability of default, B2 * $140 million guaranteed senior unsecured notes due 2012, B2, to LGD4, 52% from LGD3, 47% * Speculative grade liquidity, SGL-2 Ratings Rationale The B1 rating assigned the new senior secured notes -- a one notch uplift over the corporate family rating -- reflects the capital structure that should follow Titan's pending senior secured note tender/consent solicitation transaction. Through September 14, 2010 about $139 million of the $140 million senior unsecured 2012 notes have tendered; thus upon issuance of the new notes, very little unsecured debt will remain. As well, on September 9, 2010 the company's revolving credit facility was amended, reducing the commitment size to $100 million from $150 million (and releasing some collateral that will, eventually, secure the new notes). In the expected capital structure, the existing $173 million senior subordinated convertible notes due 2017 would provide material first loss-absorption for the new senior secured notes in a stress scenario. That said, in determining the rating of the new secured notes, Moody's assumed a 50% collateral deficiency rate since they will be secured by real estate that Moody's expect, in a stress scenario, would cover about half the claim. The B2 corporate family rating encompasses high leverage, moderate scale, and a strong market position within niche tire markets. The rating benefits from a good liquidity profile that provides some offset to relatively high fixed costs and cyclical end markets that can make operating profits volatile through the cycle. The rating outlook has been changed to stable from negative. Agricultural equipment wheel and tire demand should offset weaker construction equipment tire demand enabling profitability in 2010 and 2011, and sustaining the good liquidity profile. Although last twelve months ended June 30, 2010 credit metrics are weak for the rating category, second half 2010 performance should be significantly better than the like period in 2009, enabling 2010 credit metric stabilization. The stable ratings outlook recognizes that some past labor contract disputes caused strikes and the risk that Titan's November 2010 labor contract expirations could temporarily disrupt production; however, neither the rating or outlook consider a prolonged labor dispute. The B2 assumes that Titan's high cash balance (expected to be $183 million pro forma for the note issuance) should be sufficient to fund acquisitions through 2011, including the letter of intent (non- binding) to acquire farm tire assets of Goodyear, including a factory in France. Materially higher leverage from acquisitions is unexpected. The speculative grade liquidity of SGL-2 remains. The company's $100 million asset-based revolving credit facility expires January 2014. As of June 30, 2010 the revolver had no outstanding borrowings and no letters of credit utilization; confidence in financial covenant test compliance is good. As of June 2010 Titan held $158 million of cash and there are no scheduled near-term debt maturities. Moody's last action on Titan took place December 16, 2009, when the rating outlook was changed to negative from stable and B2 corporate family rating was affirmed. Titan, headquartered in Quincy, IL, is a manufacturer of wheels, tires and assemblies for off-highway vehicles serving the agricultural, earthmoving/construction and consumer end markets. Last twelve months ended June 30, 2010 revenues were $714 million. TITAN INTERNATIONAL: S&P Assigns 'B+' Rating on $175 Mil. Notes --------------------------------------------------------------- Standard & Poor's Ratings Services said that it has assigned its 'B+' issue-level rating to Quincy, Illinois-based Titan International Inc.'s proposed $175 million senior secured notes due 2017, the same as the corporate credit rating. S&P also assigned a recovery rating of '4' to the new notes, indicating an average (30%-50%) recovery in a payment default scenario. "The company intends to use part of the proceeds from the $175 million senior secured notes offering to fund a cash tender for $139 million outstanding senior unsecured notes due 2012," said Standard & Poor's credit analyst Robyn Shapiro. The ratings on Titan reflect the company's weak business risk profile in the cyclical wheel and tire industry, as well as the competitive tire industry. The business can be capital intensive, which may create some barriers to entry. S&P has also factored the company's aggressive financial risk profile into the ratings. Titan manufactures wheels and tires for off-highway vehicles, primarily for the agriculture, construction, and mining industries. The company derives a smaller proportion of revenue from the consumer market. Ratings List Titan International Inc. Corporate Credit Rating B+/Negative New Rating Titan International Inc. $175 mil sr sec notes due 2017 B+ Recovery rating 4 TOUSA INC: Final Cash Collateral Hearing Set for September 29 ------------------------------------------------------------- The Hon. John K. Olson of the U.S. Bankruptcy Court for Southern District of Florida will convene a final hearing on September 29, 2010, at 9:30 a.m., to consider TOUSA Inc. and its debtor- affiliates' access to the cash collateral of its prepetition first and second lien lenders. The Court previously authorized, on an interim basis, the Debtors to use cash collateral to continue their business operations from September 1 until January 31, 2011. As of the Petition Date, the Debtors' indebtedness consist of: -- approximately $208,412,116 under the Revolver; -- approximately $199,000,000 under the First Lien Term Loan; and -- aggregate principal amount of $317,101,998, plus interest, fees, costs, expenses and other obligations pursuant to the Second Lien Credit Agreement. Citicorp North America, Inc. or one of its affiliates, serves as administrative agent for the revolver lenders. As adequate protection for any diminution in value of the lenders' collateral, the Debtors will grant the prepetition secured lenders replacement liens and superpriority administrative expense claims, subject to certain carve out expenses. About Tousa Inc. Headquartered in Hollywood, Florida, TOUSA Inc. (Pink Sheets: TOUS) -- http://www.tousa.com/-- fka Technical Olympic U.S.A. Inc., dba Technical U.S.A., Inc., Engle Homes, Newmark Homes L.P., TOUSA Homes Inc. and Newmark Homes Corp. is a leading homebuilder in the United States, operating in various metropolitan markets in 10 states located in four major geographic regions: Florida, the Mid-Atlantic, Texas, and the West. The Debtor and its debtor-affiliates filed for separate Chapter 11 protection on January 29, 2008 (Bankr. S.D. Fla. Case No. 08-10928). The Debtors have selected M. Natasha Labovitz, Esq., Brian S. Lennon, Esq., Richard M. Cieri, Esq., and Paul M. Basta, Esq., at Kirkland & Ellis LLP; and Paul Steven Singerman, Esq., at Berger Singerman, to represent them in their restructuring efforts. Lazard Freres & Co. LLC is the Debtors' investment banker. Ernst & Young LLP is the Debtors' independent auditor and tax services provider. Kurtzman Carson Consultants LLC acts as the Debtors' Notice, Claims & Balloting Agent. TOUSA's direct subsidiary, Beacon Hill at Mountain's Edge LLC dba Eagle Homes, filed for Chapter 11 Protection on July 30, 2008 (Bankr. S.D. Fla. Case No. 08-20746). It estimated assets and debts of $1 million to $10 million in its Chapter 11 petition. TRANS-LUX CORP: Gets NYSE Amex Delist Notice for Non-Compliance --------------------------------------------------------------- Trans-Lux Corporation received a notice dated September 14, 2010 from the NYSE Amex advising that the Company no longer complies with three of the Exchange's continued listing standards and that its securities are, therefore, subject to being delisting from the Exchange. Specifically, the Company is not in compliance with Section 1003(a)(ii) of the Exchange's Company Guide in that it has stockholder equity at June 30, 2010 of less than $4.0 million and losses from continuing operations and net losses in its three of its four most recent fiscal years ended December 31, 2009, Section 1003(a)(iii) of the Exchange's Company Guide in that it has stockholder equity at March 31, 2010 of less than $6.0 million and losses from continuing operations and net losses in its five most recent fiscal years ended December 31, 2009 and Section 1003(a)(iv) of the Company Guide in that it is financially impaired. The Corporation has appealed this determination and requested a hearing before a committee of the Exchange. There can be no assurance the Company's request for continued listing will be granted. About Trans-Lux Trans-Lux Corporation --- http://www.trans-lux.com/--- is a leading designer and manufacturer of digital signage display solutions for the financial, sports and entertainment, gaming and leasing markets. With a comprehensive offering of LED Large Screen Systems, Fair-Play branded Scoreboards and Trans-Lux Energy LED lighting solutions, Trans-Lux Corporation delivers comprehensive digital signage solutions for any size venue's indoor and outdoor display needs. TRICO MARINE: Trico Shipping Reaches Deal for $22MM in Financing ---------------------------------------------------------------- Trico Marine Services, Inc. disclosed that Trico Shipping AS, an indirect, wholly-owned subsidiary of the Company, has reached a definitive agreement for $22 million in senior secured multi-draw term loan financing from certain of the holders of its 11 7/8% Senior Secured Notes and certain funds managed by Tennenbaum Capital Partners, LLC. The Financing will be used to fund operating expenses and other working capital needs for Trico Shipping. This Financing was completed subsequent to Trico Shipping receiving consent from 100% of the holders of the Notes to amend certain terms of the indenture governing the Notes. An initial draw of $15 million, before required fees and expenses, was made on September 21, 2010. The remaining $7 million will be available upon meeting certain terms and conditions contained in the Financing. Chairman of the Board of Directors, President and Chief Executive Officer, Richard A. Bachmann commented, "We are pleased to reach an agreement that provides Trico Shipping with additional funding to continue our operations in the ordinary course of business. We appreciate the support of all of our constituents and we are continuing to work with them to develop a comprehensive global reorganization plan to improve Trico's capital structure and liquidity position." Additionally, on September 17, 2010, the NASDAQ Stock Market announced that it will delist the common stock of Trico Marine Services, Inc. Trico Marine Services, Inc.'s stock was suspended on September 8, 2010 and has not traded on NASDAQ since that time. On September 20, 2010, NASDAQ filed a Form 25 with the Securities and Exchange Commission to complete the delisting. The delisting becomes effective ten days after the Form 25 is filed. Additional information regarding the terms of the financing agreement, including the basis for the delisting and other related information, will be included in one or more current reports on Form 8-K that the Company will file with the Securities and Exchange Commission. About Trico Marine Texas-based Trico Marine Services, Inc. -- http://www.tricomarine.com-- provides subsea services, subsea trenching and protection services, and towing and supply vessels. Trico filed for Chapter 11 protection on August 25, 2010 (Bankr. D. Del. Case No. 10-12653). John E. Mitchell, Esq., Angela B. Degeyter, Esq., and Harry A. Perrin, Esq., at Vinson & Elkins LLP, assist the Debtor in its restructuring effort. The Debtor disclosed $30,562,681 in assets and $353,606,467 in liabilities as of the Petition Date. Affiliates Trico Marine Assets, Inc. (Bankr. D. Del. Case No. 10- 12648), Trico Marine Operators, Inc. (Case No. 10-12649), Trico Marine International, Inc. (Case No. 10-12650), Trico Marine Cayman, L.P. (Case No. 10-12651), and Trico Holdco, LLC (Case No. 10-12652) filed separate Chapter 11 petitions. Cahill Gordon & Reindell LLP is the Debtors' special counsel. Alix Partners Services, LLC, is the Debtors' chief restructuring officer. Epiq Bankruptcy Solutions is the Debtors' claims and notice agent. TRIZETTO GROUP: S&P Puts 'B' Rating on CreditWatch Positive ----------------------------------------------------------- Standard & Poor's Ratings Services said it placed all its ratings, including the 'B' corporate credit rating, on Greenwood Village, Colo.-based The TriZetto Group Inc. on CreditWatch with positive implications. The CreditWatch listing reflects the company's plan to repay its existing $192.2 million of 13.5% mezzanine paid-in- kind notes with cash on hand and an incremental $100 million term loan. Pro forma for the transaction, adjusted leverage?-which includes the company's preferred stock that S&P treats as debt for analytical purposes -- will be approximately 5.1x, down from 6.4x at March 2010. Additionally, because the mezzanine debt is high coupon, its extinguishment would result in significantly less interest expense, net of the incremental term loan. S&P expects cash to be approximately $30 million post-transaction, which, together with full availability of the company's $65 million revolver, is sufficient for operations. "The expected debt reduction and improved interest coverage, together with a continuation of favorable operating results, could result in enough improvement to the financial risk profile to support a one-notch upgrade," said Standard & Poor's credit analyst Jennifer Pepper. S&P could affirm the ratings if the transaction does not proceed as planned due to external factors. In resolving the CreditWatch, S&P will monitor the company's progress in executing the amendment and the incremental term loan and extinguishing the mezzanine debt. Once the transaction has been completed, S&P would likely raise the company's corporate credit rating one notch based on an improved financial risk profile. If the transaction does not proceed as planned, an affirmation of the ratings is likely. UNIFI INC: Annual Shareholders Meeting Set for October 27 --------------------------------------------------------- The Annual Meeting of Shareholders of Unifi, Inc., will be held at the Company's corporate headquarters at 7201 West Friendly Avenue, Greensboro, North Carolina, on Wednesday, October 27, 2010 at 9:00 A.M. Eastern Daylight Savings Time, for these purposes: -- To elect nine directors to serve until the next Annual Meeting of Shareholders or until their respective successors are duly elected and qualified. -- To approve an amendment to the Company's Restated Certificate of Incorporation to effect a reverse stock split of the Company's common stock at a reverse stock split ratio of 1- for-3. -- To transact such other business as may properly come before the meeting or any adjournment or adjournments thereof. The Board of Directors, under the provisions of the Company's By- Laws, has fixed the close of business on September 7, 2010, as the record date for determination of Shareholders entitled to notice of and to vote at the Annual Meeting of Shareholders or any adjournment or adjournments thereof. The transfer books of the Company will not be closed. A full-text copy of the Company's proxy statement is available at no charge at http://ResearchArchives.com/t/s?6b6e About Unifi Unifi, Inc. (NYSE: UFI) -- http://www.unifi.com/and http://www.repreve.com/-- is a diversified producer and processor of multi-filament polyester and nylon textured yarns and related raw materials. The Company adds value to the supply chain and enhances consumer demand for its products through the development and introduction of branded yarns that provide unique performance, comfort and aesthetic advantages. Key Unifi brands include, but are not limited to: AIO(R) - all-in-one performance yarns, SORBTEK(R), A.M.Y.(R), MYNX(R) UV, REPREVE(R), REFLEXX(R), MICROVISTA(R) and SATURA(R). Unifi's yarns and brands are readily found in home furnishings, apparel, legwear, and sewing thread, as well as industrial, automotive, military, and medical applications. As reported by the Troubled Company Reporter on November 20, 2009, Moody's Investors Service revised Unifi, Inc.'s ratings outlook to stable from negative. Moody's affirmed the company's Caa1 Corporate Family and Probability of Default Ratings, and the Caa2 rating on its senior secured notes due 2014. Standard & Poor's Ratings Services said that it placed its ratings, including the 'B-' corporate credit rating, on Greensboro, N.C.-based Unifi Inc. on CreditWatch with positive implications. URBAN BRANDS: Seeks Chapter 11 Bankruptcy Protection ---------------------------------------------------- Urban Brands Inc., which owns Ashley Stewart clothes stores in the U.S., sought bankruptcy protection (Bankr. D. Del. Case No. 10-13005) on September 21. The Company estimated assets of $10 million to $50 million and debts of $100 million to $500 million in its Chapter 11 petition. Joe Schneider at Bloomberg News reports that Ashley Stewart, founded by Thor Equities LLC Chief Executive Officer Joseph J. Sitt, has more than 200 stores in urban areas from New York to Los Angeles. The flagship store is on 125th Street in the Harlem neighborhood of New York, where it has operated since 1999. Ashley Stewart calls itself "the premier fashion retailer for the plus-size urban woman." According to Bloomberg, Urban Brands owns 100% of Ashley Stewart and 52 other units that sought bankruptcy protection. UBI Holding Corp. owned 48% of the common stock of Urban Brands as of November 2009, according to court papers. Trimaran Fund II LLC, CIBC Employee Private Equity Fund and CIBC Capital Funding also held stakes. URBAN BRANDS: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Urban Brands, Inc. 100 Metro Way Secaucus, New Jersey 07094 Bankruptcy Case No.: 10-13005 Debtor-affiliates filing separate Chapter 11 petitions: A.S. Interactive, Inc. Ashley Stewart Ltd. Ashley Stewart Management Co., Inc. Ashley Stewart Woman Ltd. ASNJ 10, Inc. Large Apparel of Alabama, Inc. Large Apparel of California, Inc. Large Apparel of Connecticut, Inc. Large Apparel of District of Columbia, Inc. Large Apparel of Florida, Inc. Large Apparel of Georgia, Inc. Large Apparel of Illinois, Inc. Large Apparel of Indiana, Inc. Large Apparel of Louisiana, Inc. Large Apparel of Maryland, Inc. Large Apparel of Michigan, Inc. Large Apparel of Mississippi, Inc. Large Apparel of Missouri, Inc. Large Apparel of New Jersey, Inc. Large Apparel of New York, Inc. Large Apparel of North Carolina, Inc. Large Apparel of Ohio, Inc. Large Apparel of Pennsylvania, Inc. Large Apparel of South Carolina, Inc. Large Apparel of Tennessee, Inc. Large Apparel of Texas, Inc. Large Apparel of Virginia, Inc. Large Apparel of Wisconsin, Inc. Marianne Ltd. Marianne USPR, Inc. Marianne VI, Inc. Metro Apparel of Kentucky, Inc. Metro Apparel of Massachusetts, Inc. Carraizo Alto Apparel Corporation ASIL 6, Inc. Ashley Stewart Apparel Corporation Ashley Stewart Clothing Company, Inc. Church Street Retail, Inc. Urban Acquisition Corporation of New Jersey, Inc. Urban Acquisition Corporation of New York, Inc. Urban Brands TM Holdings Co. 100% Girls Ltd The Essence of Body & Soul, Ltd. 100% Girls of Georgia, Inc. 100 Percent Girls of New Jersey, Inc. 100% Girls of New York, Inc. Kid Spot Ltd. Kidspot of Delaware, Inc. Kidspot of Illinois, Inc. Kidspot of Michigan, Inc. Kidspot of New Jersey, Inc. Kidspot of Ohio, Inc. Kidspot of Pennsylvania, Inc. Kidspot of Texas, Inc. Type of Business: Urban Brands, Inc., operates as a women's specialty retailer. Its products include tops, such as knit tops, shirts and blouses, and tanks and camis; bottoms, which include shorts and capris, skirts, and pants; sweaters; and denim apparel, including denim jeans, skirts, denim sets, and jackets. The company also provides dresses, career and related separates, jackets, intimates, hosiery, swimwear, activewear, linen wear, extended sizes, bras and panties, maxi dresses, ruffles, tunics, and accessories. Chapter 11 Petition Date: September 21, 2010 Bankruptcy Court: U.S. Bankruptcy Court District of Delaware Bankruptcy Judge: Kevin J. Carey Debtors' Counsel: Chun I Jang, Esq. Mark D. Collins, Esq. Paul N. Heath, Esq. RICHARDS, LAYTON FINGER, P.A. 920 N. King Street One Rodney Square Wilmington, DE 19801 Fax: (302) 651-7531 Tel: (302) 651-7701 E-mail: jang@rlf.com collins@rlf.com heath@rlf.com Debtors' Claims Agent: BMC GROUP, INC. Estimated Assets: $10 million to $50 million Estimated Debts : $100 million to $500 million The petition was signed by Michael A. Abate, vice president finance/Treasurer. Urban Brands' List of 20 Largest Unsecured Creditors: Entity/Person Nature of Claim Claim Amount ------------- --------------- ------------ Angel Made In Heaven, Inc. Trade $1,206,034 525 7th Avenue Suite 1710 New York, NY 10018 Natural Collection Corp. Trade $975,811 2277 East 16th St. Los Angeles, CA 90021 Mister Noah Trade $956,520 P.O. Box 8533 Bensalem, PA 19020-8533 Ethan Shapiro Note and Employment $874,493 Jeffrey Craig, Ltd. Trade $861,188 Zhejiang Tong-Yuan Garments Trade $813,215 Les Vetement Multiwear, Inc. Trade $654,830 Liberty Apparel Trade $647,082 Travelers Insurance $612,019 Robert Grayson Note $500,397 Sign Source Inc. Trade $453,933 Deja Bleu Trade $426,568 Highway Jeans Div Trade $422,571 Louise Paris Dreamwear Inc. Trade $421,760 Two-One-Two New York, Inc. Trade $400,235 NY3 International Trade $396,797 Federal Express Corp. Trade $396,434 Miss Sportswear Trade $372,756 Gardere Wynne Sewell LLP Professional $329,873 Knitwork Productions Trade $310,483 VICTOR VALLEY: Loan Increases After Lenders' Bidding War -------------------------------------------------------- A bidding war between two potential buyers of Victor Valley Community Hospital drove up the amount of the bankruptcy loan the California hospital may tap to fund its operations and now allows it to buy needed equipment, Dow Jones' DBR Small Cap reports. According to the report, Prime Healthcare Services Foundation Inc., which has bid $25 million to acquire Victor Valley, won an impromptu auction last week for the right to provide a $4.5 million bankruptcy loan. The report relates court papers showed that Prime was slated to provide a $3.2 million bankruptcy loan to fund Victor Valley's operations until the cash-strapped rural hospital could sell itself to Prime or a higher bidder at an auction it's seeking to hold next month.... About Victor Valley Victor Valley Community Hospital -- http://www.vvch.org/-- operates a health care facility. It has a rural nonprofit hospital operator in Southern California. Victor Valley Community Hospital filed for Chapter 11 protection on September 13, 2010 (Bankr. C.D. Calif. Case No. 10-39537 The Debtor estimated assets and debts of $10 million to $50 million in its Chapter 11 petition. Debt includes $4.5 million owed to the bank lender. Unsecured creditors are owed $16.5 million. Mary D. Lane, Esq., Samuel R. Maizel, Esq., and Scotta E. McFarland, Esq., at Pachulski Stang Ziehl & Jones LLP. WILD GAME: Files Schedules of Assets and Liabilities ---------------------------------------------------- Wild Game NG, LLC, filed with the U.S. Bankruptcy Court for the Northern District of California its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $3,967,476 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $106,000,000 E. Creditors Holding Unsecured Priority Claims $1,373,002 F. Creditors Holding Unsecured Non-priority Claims $14,180,100 ----------- ----------- TOTAL $3,967,476 $121,553,102 Reno, Nevada-based Wild Game NG, LLC, aka Siena Hotel Spa and Casino, filed for Chapter 11 bankruptcy protection on July 21, 2010 (Bankr. N.D. Calif. Case No. 10-48272). Aram Ordubegian, Esq., at Arent Fox, assists the Debtor in its restructuring effort. Affiliates Hi-Five Enterprises, LLC, and One South Lake Street, LLC, filed separate Chapter 11 petitions. WINALTA INC: Extends Forbearance Agreement Until Oct. 31 -------------------------------------------------------- Winalta Inc. (together with certain of its subsidiaries, Winalta Carlton Homes Inc., Winalta Homes Inc., Winalta Oilfield Rentals Inc., Winalta Construction Inc., Winalta Carriers Inc., Baywood Property Management Inc. and 916830 Alberta Ltd. have entered into a Third Extended and Amended Forbearance Agreement with HSBC Bank Canada, Winalta's secured creditor, to extend the period by which it would forbear from enforcing its claim for repayment of indebtedness owed to HSBC by Winalta until October 31, 2010. As part of the Amended Forbearance Agreement, Winalta's major shareholder, Kos Corp. Investments Inc., a company owned and controlled by Artie Kos, Winalta's President and Chief Executive Officer and a director, has agreed to provide HSBC with a limited secured guarantee of Winalta's obligations owing to HSBC. The entering into of the Amended Forbearance Agreement will allow Winalta to proceed with preparing a Plan of Arrangement under the Companies' Creditors Arrangement Act. Winalta anticipates that it will be in a position to file a Plan of Arrangement with the Court of Queen's Bench of Alberta, Judicial Centre of Edmonton shortly. Winalta will announce the terms of the proposed Plan of Arrangement and the timing of any related creditors' meetings following receipt of the approval of the Court to the Plan of Arrangement. Winalta also announces that it has completed the $12.3 million sale of the Winalta Acheson manufacturing facility on September 21, 2010. The proceeds from this transaction will be used and applied to repay secured creditors. Following the completion of this transaction, Austin Fraser, former Vice President Winalta Homes has assumed the role of Senior Vice President, Winalta Inc. About Winalta Inc Winalta Inc. is an integrated company with three main operating divisions, Homes, Industrial, and Manufacturing. The Homes Division sells CSA approved homes via retail centers, communities and supply arrangements. The Oilfield Division leases portable industrial accommodations and catering services to the energy sector. ZBB ENERGY: Baker Tilly Replaces PKF LLP as Independent Auditors ---------------------------------------------------------------- On September 13, 2010, the audit committee of the board of directors of ZBB Energy Corporation appointed Baker Tilly Virchow Krause, LLP as its independent public accountant for the 2011 fiscal year. In connection with this action, on September 13, 2010, the Company dismissed PKF LLP as its independent auditor for the fiscal year that commenced July 1, 2010. During the Company's two most recent fiscal years, the opinion of PKF LLP did not contain an adverse opinion or disclaimer of opinion and was not qualified or modified as to uncertainty, audit scope, or accounting principles, except for a "going concern" explanatory paragraph on the Company's consolidated financial statements for the fiscal year ended June 30, 2010. The decision to change accountants was approved by the audit committee and ratified by the Company's board of directors. During each of the two fiscal years ended June 30, 2009, and June 30, 2010, and through September 13, 2010, there were no disagreements with PKF LLP on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of PKF LLP, would have caused it to make reference thereto in its reports for those periods. Additionally, during this time frame there were no "reportable events" as defined in Item 304(a)(1)(v) of Regulation S-K promulgated under the Securities Exchange Act of 1934. About ZBB Energy Menomonee Falls, Wis.-based ZBB Energy Corporation (NYSE Amex: ZBB) -- http://www.zbbenergy.com/-- designs, develops, manufactures and markets distributed intelligent power management platforms that integrate all types of renewable and conventional power sources with advanced large format storage technology. TheCompany's balance sheet at June 30, 2010, showed $6.5 million in total assets, $5.0 million in total liabilities, and stockholders' equity of $1.5 million. * * * PKF LLP, in New York, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company continues to incur significant operating losses and has an accumulated deficit of $46.9 million as of June 30, 2010. At June 30, 2010, the Company had a working capital deficit of $800,204 compared to a June 30, 2009 working capital surplus of $3.8 million. * Bankruptcy Haunts Political Candidates ---------------------------------------- Eric Morath, writing for Dow Jones' Daily Bankruptcy Review, reports that as voters demand greater fiscal responsibility from their elected officials, bankruptcy has become a taboo topic on the campaign trail. According to DBR, candidates in Massachusetts and California are trying to explain away their past bankruptcy filings, while a candidate for Georgia governor is vowing that he won't make a trip to bankruptcy court before voters visit the ballot box. (A) Nathan Deal According to DBR, Georgia Republican Nathan Deal's gubernatorial campaign promised that the former congressman will meet his obligations despite revelations that he owes millions on various business loans and could be insolvent. Last week, the Atlanta Journal-Constitution reported that Mr. Deal and his wife are on the hook for a $2 million loan made to their daughter's failed business. According to the Associated Press, Mr. Deal owes $2.85 million on previously undisclosed loans taken against his auto-salvage business. An analysis by the Atlanta paper showed Mr. Deal does not have enough assets to pay back his debts and may have to consider bankruptcy or defaulting on the loans. Mr. Deal has reportedly put his house up for sale in order to raise funds but said he will not file for bankruptcy. His daughter and son-in-law did seek court protection from creditors after their sporting-goods business went bust. Opponents have used Mr. Deal's personal finances as grounds to question his ability to lead the state, but the candidate himself has tried to recast his woes as something many Georgians can relate too. "My wife and I did what responsible parents do -- we supported our daughter. The situation that's happening to our daughter is not unlike what's happening to other Georgians," Mr. Deal told the New York Times. (B) Thomas Wesley According to DBR, revelations that Massachusetts congressional candidate Thomas Wesley filed for Chapter 7 protection in 2000 didn't stop him from winning the Republican primary in his district earlier this month. The bankruptcy filing allowed Mr. Wesley to erase $140,000 in debt, including loans made to his former aerospace business and $8,000 in unpaid income taxes, AP reported. Mr. Wesley told AP he learned a lesson from the ordeal. "This is why I am fiscally responsible person. . . . I learned a lot about carrying debt and inventory," he said. (C) Magdalena Carrasco DBR relates San Jose City Council hopeful Magdalena Carrasco was also put on the defensive when the San Jose Mercury-News reported that she had earlier filed for bankruptcy. Ms. Carrasco said she sought bankruptcy protection in 2005 after she quit her job in order to take care of her elderly parents. "We needed to restructure our debt," Ms. Carrasco told the paper. "Morally, it was the only thing I could do to make sure my parents were OK." * Fitch Issues Recovery Rating Review of US, Canada Telecom Sector ------------------------------------------------------------------ Fitch Ratings has issued its Recovery Rating review of the U.S. & Canada Telecommunications and Cable sector. This review includes an analysis of valuation multiples, EBITDA discounts applied and detailed recovery worksheets for issuers with a Fitch Issuer Default Rating of 'B+' or lower in this sector. The issuers included in this report are: -- Cincinnati Bell, Inc. -- Level 3 Communications, Inc. -- Mediacom Communications Corp. Recovery analysis is considered for all companies, but notching of those with IDRs above 'B+' will continue to be heavily influenced by broader historical recovery patterns. For companies with an IDR of 'B+' or below, explicit Recovery Ratings are assigned. * Neal Gerber Named TMA Transaction of the Year Award Recipients ---------------------------------------------------------------- Neal, Gerber & Eisenberg LLP's Financial Restructuring and Bankruptcy Practice Group partners Mark A. Berkoff and Nicholas M. Miller have been named Turnaround Management Association 2010 Mid- Size Transaction of the Year Award recipients. The award honors and recognizes professionals who led transactions that, according to the TMA, "rescued companies from the shadow of complete ruin." Award recipients illuminated strategies that stabilized troubled businesses and retained jobs in industries hard hit by the worst recession in decades. Comprising two of 13 award recipients spanning four categories, Mr. Berkoff and Mr. Miller will be recognized in the category of "Midsize Company" at an October 7 luncheon during the 2010 TMA Annual Convention in Orlando, Florida. Mr. Berkoff and Mr. Miller are being recognized for efforts undertaken by them on behalf of firm client Morris Publishing Group, LLC in the successful restructuring of the company that publishes The Augusta Chronicle, The Florida Times-Union and dozens of other print publications. Prior to the restructuring, the company had struggled with advertising revenue losses and online competition and had accumulated more than $417 million in debt that it could not service. Once retained, Mr. Berkoff and Mr. Miller offered tactical advice and headed off creditors to avoid a free-fall bankruptcy, often eking out forbearance agreements moments before disaster. After several close calls, the team ultimately negotiated an agreement resulting in a comprehensive balance sheet restructuring that would eliminate more than $300 million from the company's balance sheet. Neal Gerber professionals seamlessly achieved this restructuring in bankruptcy court while the company kept the presses running. The attorneys worked with all major creditor groups to avoid material objections to first-day motions, obtained extraordinary relief through an order authorizing immediate and full payment of all general unsecured claims in the ordinary course of business and negotiated a consensual and unopposed cash collateral order. Nearly 99% of the creditors who voted on the restructuring plan that was drafted by Mr. Berkoff and Mr. Miller voted in favor of it. Less than a month after the company filed for bankruptcy, the plan was confirmed in 20 minutes. As a result, the Morris family preserved its equity in the company, thousands of jobs were preserved and the newspapers lived to see another day. According to Chief Bankruptcy Judge John S. Dalis: "It [the case] was extremely well-organized, well-done, well-prepared, and should be an example of how to do a prepackaged case." "We are deeply honored to be recognized as Turnaround Management Association 2010 Transaction of the Year Award recipients," said Neal Gerber Eisenberg Financial Restructuring and Bankruptcy Practice Group chair Mark A. Berkoff. Mark Berkoff is a partner in and chair of the Neal Gerber Eisenberg Financial Restructuring and Bankruptcy Practice Group. He regularly represents debtors and creditors' committees in complex commercial Chapter 11 cases in diverse industries (such as media, steel, bank holding companies, automotive, office products, promotional products, retail, metal fabricating, single asset real estate cases, consumer lending, food service and medical). He has handled all aspects of the Chapter 11 proceeding from pre- bankruptcy planning through plan confirmation and post- confirmation matters. He earned his J.D. from the University of Chicago. He graduated from the University of Wisconsin-Madison with a B.A. He is admitted to the Illinois bar and is also admitted to practice before the U.S. District Court for the Northern District of Illinois, the U.S. District Court for the Northern District of Indiana and the U.S. Court of Appeals for the Seventh Circuit. Nicholas Miller is a partner in the Neal Gerber Eisenberg Financial Restructuring and Bankruptcy Practice Group. Nick brings to the firm substantial experience in general insolvency matters and distressed asset sales. He has extensive experience with public and private debtor-side representations and large and complex restructurings in a wide variety of industries, including financial services, retail, automotive, steel, manufacturing, media, broadband communications and electronic imaging technology. He also has experience representing secured lenders, bondholders, indenture trustees and official committees of unsecured creditors in chapter 11 proceedings and defending trade creditors in preference actions brought by debtors and trustees. He earned his J.D. from the Cleveland-Marshall College of Law and graduated from the Cleveland State University with a B.A. He is admitted to the Illinois bar and Ohio bar and also is also admitted to practice before the U.S. District Court for the Northern District of Illinois, U.S. District Court for the Central District of Illinois, the U.S. District Court for the Northern District of Ohio and the U.S. Court of Appeals for the Sixth Circuit. About the Turnaround Management Association The Turnaround Management Association is the only international non-profit association dedicated to corporate renewal and turnaround management. Its international headquarters is in Chicago. Established in 1988, TMA has more than 9,000 members in 46 chapters, including 32 in North America, and one each in Australia, Brazil, the Czech Republic, Finland, France, Germany, Italy, Japan, the Netherlands, Southern Africa, Spain, Sweden, Taiwan and the UK, with a chapter in formation in Hong Kong/China. TMA members are a professional community of turnaround and corporate renewal professionals who share a common interest in strengthening the economy through the restoration of corporate value. . About Neal, Gerber & Eisenberg LLP Neal Gerber Eisenberg is a Chicago-based law firm providing legal services to a diverse group of clients in a wide array of domestic and global business transactions and litigation matters. The firm's clients include privately and publicly held companies, financial institutions, not-for-profit organizations and high net worth individuals. The firm's client base reflects virtually every business industry, including a number of Fortune 100 companies. The firm has approximately 175 attorneys who share common values of integrity, a dedication to high quality legal services and a commitment to diversity. The firm's 22 practice areas range from Antitrust & Trade Regulation, Associations & Not- for-Profit Organizations, Corporate & Securities, Directors' & Officers' Insurance, Securities & Commodities Litigation, Financial Restructuring and Bankruptcy, White Collar Criminal, Real Estate, Information Technology, Intellectual Property and Private Wealth Services to Employee Benefits & Executive Compensation, Environmental, Finance, Health Law, Tax, Litigation and Labor & Employment. * Upcoming Meetings, Conferences and Seminars --------------------------------------------- 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. 22-23, 2010 (tentative) AMERICAN BANKRUPTCY INSTITUTE ABI/NYU Bankruptcy and Business Reorganization Workshop New York University School of Law, 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 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. 1, 2010 AMERICAN BANKRUPTCY INSTITUTE ABI/GULC "Views from the Bench" Georgetown University Law Center, Washington, D.C. 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. 28, 2010 AMERICAN BANKRUPTCY INSTITUTE Mid-Level Professional Development Program Weil, Gotshal & Manges LLP, New York, N.Y. 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/ Nov. 29, 2010 RENAISSANCE AMERICAN MANAGEMENT, INC. & BEARD GROUP, INC. 17th Annual Distressed Investing Conference The Helmsley Park Lane Hotel, New York City Contact: 1-903-595-3800; http://www.renaissanceamerican.com/ 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/ January 26-28, 2011 TURNAROUND MANAGEMENT ASSOCIATION TMA Distressed Investing Conference Aria Las Vegas Contact: http://www.turnaround.org/ Jan. 27-28, 2011 AMERICAN BANKRUPTCY INSTITUTE Rocky Mountain Bankruptcy Conference Westin Tabor Center, Denver, Colo. Contact: 1-703-739-0800; http://www.abiworld.org/ Feb. 3-5, 2011 AMERICAN BANKRUPTCY INSTITUTE Caribbean Insolvency Symposium Westin Casuarina Resort & Spa, Grand Cayman Island Contact: 1-703-739-0800; http://www.abiworld.org/ Feb. 24-25, 2011 AMERICAN BANKRUPTCY INSTITUTE Valcon Four Seasons Las Vegas, Las Vegas, Nev. Contact: 1-703-739-0800; http://www.abiworld.org/ Mar. 4, 2011 AMERICAN BANKRUPTCY INSTITUTE Bankruptcy Battleground West Hyatt Regency Century Plaza, Los Angeles, Calif. Contact: 1-703-739-0800; http://www.abiworld.org/ Mar. 7-9, 2011 AMERICAN BANKRUPTCY INSTITUTE Conrad Duberstein Moot Court Competition Duberstein U.S. Courthouse, New York, N.Y. Contact: 1-703-739-0800; http://www.abiworld.org/ Mar. 10, 2011 AMERICAN BANKRUPTCY INSTITUTE Nuts and Bolts - Florida Tampa, Fla. Contact: 1-703-739-0800; http://www.abiworld.org/ Mar. 10-12, 2011 AMERICAN BANKRUPTCY INSTITUTE SUCL/ Alexander L. Paskay Seminar on Bankruptcy Law and Practice Marriott Tampa Waterside, Tampa, Fla. Contact: 1-703-739-0800; http://www.abiworld.org/ Mar. 17-19, 2011 AMERICAN BANKRUPTCY INSTITUTE Byrne Judicial Clerkship Institute Pepperdine University School of Law, Malibu, Calif. Contact: 1-703-739-0800; http://www.abiworld.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/ April 27-29, 2011 TURNAROUND MANAGEMENT ASSOCIATION TMA Spring Conference JW Marriott, Chicago, IL Contact: http://www.turnaround.org/ May 5, 2011 AMERICAN BANKRUPTCY INSTITUTE Nuts and Bolts - New York City Association of the Bar of the City of New York, New York, N.Y. Contact: 1-703-739-0800; http://www.abiworld.org/ May 6, 2011 AMERICAN BANKRUPTCY INSTITUTE New York City Bankruptcy Conference Hilton New York, New York, N.Y. Contact: 1-703-739-0800; http://www.abiworld.org/ June 6, 2011 AMERICAN BANKRUPTCY INSTITUTE Canadian-American Cross-Border Insolvency Symposium Fairmont Royal York, Toronto, Ont. 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/ July 27-30, 2011 AMERICAN BANKRUPTCY INSTITUTE Southeast Bankruptcy Workshop The Sanctuary at Kiawah Island, Kiawah Island, S.C. Contact: 1-703-739-0800; http://www.abiworld.org/ Aug. 4-6, 2011 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. __, 2011 AMERICAN BANKRUPTCY INSTITUTE International Insolvency Symposium Dublin, Ireland 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. Last Updated: September 13, 2010 ********* 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 ***