/raid1/www/Hosts/bankrupt/TCR_Public/101101.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Monday, November 1, 2010, Vol. 14, No. 303
Headlines
15-35 HEMPSTEAD: Voluntary Chapter 11 Case Summary
35TH AVENUE: Case Summary & 17 Largest Unsecured Creditors
AGA MANAGEMENT: Files for Bankruptcy to Restructure Debt
AGA MANAGEMENT: Voluntary Chapter 11 Case Summary
AIRTRAN HOLDINGS: Hikes Income to $36.3MM in Q3; Revenues Also Up
AMERICAN HOUSING: Ch. 11 Trustee's Plan Outline Approved
AMERICANWEST BANCORP: Posts $5.9MM Net Loss in Third Quarter
ANGIOTECH PHARMA: To Restructure Bond Debt; Taps Advisers
ANTIETAM FUNDING: Section 341(a) Meeting Scheduled for Nov. 15
ANTIETAM FUNDING: Taps Neligan Foley as Bankruptcy Counsel
B-SWDE6, LLC: Voluntary Chapter 11 Case Summary
B-SWDE7, LLC: Voluntary Chapter 11 Case Summary
BERLIN & DENMAR: Case Summary & 20 Largest Unsecured Creditors
BLOCKBUSTER INC: Gets Final OK to Pay Employee Wages
BLOCKBUSTER INC: Court OKs Payment of Taxes and Assessments
BLOCKBUSTER INC: Court OKs Security Interest for FIFC
BLOCKBUSTER INC: Wins Nod to Reject 145 Store Leases
BLOCKBUSTER INC: Wins Nod to Reject 50 Leases for Closed Stores
BNK INTERNATIONAL: Case Summary & 6 Largest Unsecured Creditors
BXP 1 LLC: Files for Chapter 11 Protection in New York
BXP 1 LLC: Case Summary & 4 Largest Unsecured Creditors
CALVERT BRYANT, JR.: Case Summary & 9 Largest Unsecured Creditors
CAMELLIA PARKE: Case Summary & Largest Unsecured Creditor
CARIAN MANAGEMENT: Plan Outline Hearing Set for December 1
CAROLINA HEARING: Case Summary & 20 Largest Unsecured Creditors
CATHOLIC CHURCH: Third Circuit Takes Wilm. Affiliates' Appeal
CATHOLIC CHURCH: Spokane Appeals Contingency Reserve Ruling
CATHOLIC CHURCH: Fairbanks Asks for Final Decree Closing Case
CATHOLIC CHURCH: Fairbanks Trustee Wins Nod of Travelers Deal
CENTAUR LLC: Creditors Fight Credit Suisse $10.5 Mil. Setoff Bid
CENTRAL CITY: Case Summary & 20 Largest Unsecured Creditors
CHISM TRAIL: Case Summary & 16 Largest Unsecured Creditors
CHRIS WOODWORTH: Case Summary & 20 Largest Unsecured Creditors
COMMERCE COMMONS: Case Summary & 17 Largest Unsecured Creditors
COMMODORE, L.L.C.: Involuntary Chapter 11 Case Summary
CONNECTOR 2000: Files Chapter 9 Plan of Reorganization
CROWNBROOK DEBCO: Fights to Stay in Bankruptcy Protection
DAMON PURSELL: Can Access Lenders' Cash Collateral Until Dec. 31
DAMON PURSELL: U.S. Trustee Forms Three-Member Creditors Committee
DAMON PURSELL: Creditors Committee Taps Lentz Clark as Counsel
DARLENE WOODS: Case Summary & 20 Largest Unsecured Creditors
DAVID MARCOE: Taps Hanson Baker to Handle Reorganization Case
DAVID MARCOE: Court Fixes December 3 as Claims Bar Date
DBSI INC: Wins Court Confirmation of Chapter 11 Liquidation Plan
DELPHI CORP: Timken, et al., Oppose Complaints Deadline Extension
DELPHI CORP: JCI Wants Revised Remediation Estimate
DELPHI CORP: Settles Hewlett Packard Claims
DYNEGY INC: Urges Stockholders to Vote for Merger With Blackstone
ELITE LANDINGS: Hearing on ABRG's Plan Outline Set for Nov. 18
ELLIS AVENUE: Case Summary & 5 Largest Unsecured Creditors
EMIVEST AEROSPACE: Wins Approval of 1st Day Motions
EMIVEST AEROSPACE: Asks for 60 Days to Prepare Schedules
EMIVEST AEROSPACE: Gets OK to Hire Donlin Recano as Claims Agent
EMIVEST AEROSPACE: Taps Morris Nichols as Bankruptcy Counsel
EMIVEST AEROSPACE: Organizational Meeting to Form Panel on Nov. 4
ENERGYCONNECT GROUP: Ends Loan & Security Pacts with Aequitas
ENERGYCONNECT GROUP: Sets December 22 Annual General Meeting
ERIC KOCH: Case Summary & 5 Largest Unsecured Creditors
FANNIE MAE: Suspends Law Firm's Foreclosure Work
FAST AMERICAN: Voluntary Chapter 11 Case Summary
FGIC CORP: Creditors Committee Taps Morrison & Foerster as Counsel
FIRSTFED FINANCIAL: Court Okays Appointment of C. McKinzie as CEO
FNB UNITED: Enters Into Consent Order with FRBR for Banking Unit
FORD MOTOR: Dangles Cash Premium for Conversion of Notes to Shares
FORD MOTOR: Posts $1.7 Billion Net Income in Q3 of 2010
FOREST LAKE: Case Summary & 4 Largest Unsecured Creditors
FRAMA CONSTRUCTION: Case Summary & 20 Largest Unsecured Creditors
FRANCISCO CALERO: Case Summary & 20 Largest Unsecured Creditors
FRANKLIN WEFALD: Ex-Employee Blamed for Bankruptcy
FREDDIE MAC: Issues September 2010 Monthly Volume Summary
GENERGY WORLWIDE: Case Summary & 20 Largest Unsecured Creditors
GLG LIFE: ChemPoint to Market Stevia Extracts in U.S. and Europe
GREENWOOD ESTATES: Has Access to Cash Collateral Until Nov. 9
GTC BIOTHERAPEUTICS: LFB Seeks to Initiate Private Placement
HARRISBURG, PA: Council to Decide on Bankr. Attorneys Within Weeks
HARRISBURG, PA: City Council Approves Overtime Pay
HUGE AMERICAN: Voluntary Chapter 11 Case Summary
INMOBILIARIA JIMENEZ: Case Summary & Largest Unsecured Creditor
INTEGRATED SCIENCE: Case Summary & 20 Largest Unsecured Creditors
INTERNATIONAL COAL: Posts $25-Mil. Net Income in Third Quarter
JACKIE HOOPER: Case Summary & 17 Largest Unsecured Creditors
JACKSON 299: Voluntary Chapter 11 Case Summary
JEREMIAH O'BRIEN: Case Summary & 20 Largest Unsecured Creditors
JIM SHETAKIS: 9th Cir. Says Lease Transfer Voidable, Not Void
JJJ ENTERPRISE: Voluntary Chapter 11 Case Summary
K-V PHARMACEUTICAL: 401(k) Plan Has $44.8MM Available for Benefits
KEVEN MCKENNA: Unsec. Creditors Want Case Converted to Chapter 7
LEHMAN BROTHERS: PT Mobile Ordered to Drop Suit vs. LBSF
LEHMAN BROTHERS: Taps MMOR as Tax Services Provider
LEHMAN BROTHERS: Wins Nod for Separate Lazard Deal for LAMCO Work
LEHMAN BROTHERS: Failed to Back Charges vs. Dimon, Says JPM
LEHMAN BROTHERS: CAIXA Proposes to Assign Interest in Note
LEHMAN BROTHERS: LBI Opposes Newport Entities' Probe Plan
LEHMAN BROTHERS: LBI Opposes Mainstay Plea for Collateral Release
LEHMAN BROTHERS: LBIE's Report on 2 Years of Administration
LENOIR MALL: Case Summary & 5 Largest Unsecured Creditors
LENOX ROAD: Voluntary Chapter 11 Case Summary
LEONARD ROSS: Taps the Law Firm of Robert M. Yaspan as Counsel
LOCOMOTIVE SALES: Voluntary Chapter 11 Case Summary
LOEHMANN'S CAPITAL: Cancels Exchange Bid, Mulls Bankruptcy
LOTT SURPLUS: Case Summary & 20 Largest Unsecured Creditors
MARTIN MAZZARA: Case Summary & 20 Largest Unsecured Creditors
MELE PONO: Case Summary & 17 Largest Unsecured Creditors
METRO-GOLDWYN-MAYER: Creditors, Icahn Support Prepack Plan
MGM RESORTS: Prices $500 Million in Senior Notes at 98.897%
MICHAELS STORES: Gets Required Consent to Amend Indenture
MIG INC: Plan Confirmation Hearing Rescheduled Until November 19
MOMENTA INC: Case Summary & 20 Largest Unsecured Creditors
MOVIE GALLERY: Judge Approves Plan of Liquidation
MULLANEY TIRE: Voluntary Chapter 11 Case Summary
NAVISTAR INT'L: Complete Tax-Exempt Bond Financings
NEWPORT INVESTMENTS: Case Summary & 4 Largest Unsecured Creditors
NMT MEDICAL: Silicon Valley Bank Agrees to Forbearance
NORTHFIELD INVESTMENTS: Files Schedules of Assets & Liabilities
NORTHFIELD INVESTMENTS: Gets OK to Tap Mitchell as Bankr. Counsel
NORTHFIELD INVESTMENTS: Sec. 341(a) Meeting Scheduled for Nov. 22
NV BROOKS: Case Summary & 6 Largest Unsecured Creditors
PREFERRED ALTERNATIVE: Shut; Wants to Reopen Chapter 11 Case
PRIUM LAKEWOOD: Section 341(a) Meeting Scheduled for Dec. 1
PRIUM LAKEWOOD: Taps Ryan Swanson as General Counsel
QUANTUM COP: Amends Senior Secured Credit Deal With Lenders
RAMON SOTO: Case Summary & 9 Largest Unsecured Creditors
REFCO INC: Wants IRS to Deliver Cantor's Tax Returns
REFCO INC: Submits Post-Confirmation Report for 3rd Quarter
ROCK WITH US: Case Summary & 4 Largest Unsecured Creditors
SEA ISLAND: PBGC to Assume Underfunded Pension Plan
SEMGROUP LP: Judge Thwarts Oil Producers' Appeal
SMURFIT-STONE: Steven Klinger Intends to Resign as Pres. and COO
STATION CASINOS: Wins Court OK for $1.2 Million OT Settlement
STEPHEN MUSSER: Case Summary & 20 Largest Unsecured Creditors
SUTTON'S POINTE: Case Summary & 20 Largest Unsecured Creditors
TABBY MOUNTAIN: Voluntary Chapter 11 Case Summary
TC GLOBAL: Lawrence Hood Resigns as Director
TELLIGENIX CORP: Converts Case to Chapter 7 Liquidation
TERRESTAR NETWORKS: Proposes Deloitte as CCAA Info. Officer
TERRESTAR NETWORKS: CCAA Recognition Proceeding Database
TERRESTAR NETWORKS: Proposes to Pay Prepetition Taxes and Fees
TERRESTAR NETWORKS: Proposes Blackstone as Fin'l Advisor
TEXAS COMPETITIVE: Signs Supplemental Indenture With BNY
TIGER LILY: Voluntary Chapter 11 Case Summary
TOMKINS CORP: PBGC Negotiates $44MM Add'l Pension Plan Funding
TRIBUNE CO: Aurelius, Noteholder, Files Competing Plan
TRIBUNE CO: Creditors Committee Opposes Sitrick Employment
TRIBUNE CO: Says Law Debenture Fabricating Issues on LBO Payments
TRIBUNE CO: Court Approves $11.7MM in Fees for Examiner
TRICO MARINE: Reaches Deal with Noteholders on Debt Restructuring
TRUMP ENTERTAINMENT: NJ Commission OKs R. Griffin as New CEO
UNISYS CORP: Posts $28 Million Net Income in Third-Quarter 2010
UNITED CONTINENTAL: Reports September Traffic Results
UNITED CONTINENTAL: To Form Transborder JV with Air Canada
UNITED CONTINENTAL: Applauds U.S.-Japan Open Skies Pact
VILLAGE SERVICES: Voluntary Chapter 11 Case Summary
WASHINGTON TIMES: Court Dismisses Involuntary Chapter 11 Case
W.R. GRACE: Construction Unit Opens Facility in Vietnam
YRC WORLDWIDE: Teamster Freight Members Ratify Restructuring Plan
YRC WORLDWIDE: Renews Asset-Backed Securitization Facility
* Bankruptcy Spending to Drop, Restructuring to Grow, Report Says
* S&P Sees Refinancing Risk for Some Speculative-Grade Debt
* Siguler Guff & Co Lead Starts Her Own Firm
* BOND PRICING -- For Week From Oct. 25 to 29, 2010
*********
15-35 HEMPSTEAD: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: 15-35 Hempstead Properties, LLC
101 Boardwalk
Atlantic City, NJ 08401
Bankruptcy Case No.: 10-43178
Chapter 11 Petition Date: October 26, 2010
Court: U.S. Bankruptcy Court
District of New Jersey (Camden)
Judge: Gloria M. Burns
Debtor's Counsel: Albert A. Ciardi, III, Esq.
CIARDI CIARDI & ASTIN, P.C.
One Commerce Square
2005 Market Street, Suite 1930
Philadelphia, PA 19103
Tel: (215) 557-3550
Fax: (215) 557-3551
E-mail: aciardi@ciardilaw.com
Estimated Assets: $10,000,001 to $50,000,000
Estimated Debts: $10,000,001 to $50,000,000
The Company did not file a list of creditors together with its
petition.
The petition was signed by Steven Kates, managing member.
Debtor-affiliates filing separate Chapter 11 petition:
Entity Case No. Petition Date
------ -------- -------------
Jackson 299 Hempstead LLC 10-43180 10/26/10
35TH AVENUE: Case Summary & 17 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: 35th Avenue Holding, LLC
5110 N. 40th Street, Suite 100
Phoenix, AZ 85018
Bankruptcy Case No.: 10-34454
Chapter 11 Petition Date: October 26, 2010
Court: U.S. Bankruptcy Court
District of Arizona (Phoenix)
Judge: Redfield T. Baum, Sr.
Debtor's Counsel: Don C. Fletcher, Esq.
LAKE AND COBB
1095 West Rio Salado Parkway, #206
Tempe, AZ 85281
Tel: (602) 523-3000
Fax: (602) 523-3001
E-mail: dfletcher@lakeandcobb.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $10,000,001 to $50,000,000
A list of the Company's 17 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/azb10-34454.pdf
The petition was signed by Randall E. Raskin, manager.
AGA MANAGEMENT: Files for Bankruptcy to Restructure Debt
--------------------------------------------------------
Aga Management, LLC, filed for Chapter 11 protection on October
27, 2010 (Bankr. D. Ariz. Case No. 10-34580).
In December 2007, the Debtor was engaged by the city of Phoenix to
to restore, renovate, and manage the Papago Golf Course, located
at 5595 E. Moreland Street, Phoenix, Arizona, 85008. To fund this
restoration, renovation, and operation, Debtor loaned $9,850,000
from Industrial Development Authority of the City of Phoenix,
Arizona through the issuance of certain Community Development
Revenue Bonds.
As manager of the Golf Course, the vast majority of Debtor's
revenue is generated from greens fees, cart fees, range fees, and
the sale of merchandise, food, and beverage.
Russ Wiles at The Arizona Republic reports that AGA Management
sought bankruptcy relief LLC to restructure $9.85 million of debt
incurred to make renovations on the Papago Golf Course. The
report relates AGA stopped making payments around June.
According to The Arizona Republic, bonds are currently owned by
BBVA Compass Bank, the fifth-largest bank operating in Arizona. A
person with knowledge of the matter said city taxpayers aren't
liable to repay the bonds. But AGA Management this year also
stopped making rent payments to the city. The rent runs about
$200,000 a year.
The Debtor is represented by:
John J. Hebert, Esq.
Mark W. Roth, Esq.
Wesley D. Ray, Esq.
POLSINELLI SHUGHART PC
CityScape Plaza
One E. Washington, Suite 1200
Phoenix, AZ 85004
Tel: (602) 650-2000
Fax: (602) 264-7033
E-mail: PhoenixBankruptcyECF@polsinelli.com
jhebert@polsinelli.com
mroth@polsinelli.com
wray@polsinelli.com
AGA MANAGEMENT: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: AGA Management, LLC
7226 North 16th Street, Suite 200
Phoenix, AZ 85020
Bankruptcy Case No.: 10-34580
Chapter 11 Petition Date: October 27, 2010
Court: U.S. Bankruptcy Court
District of Arizona (Phoenix)
Judge: Randolph J. Haines
Debtor's Counsel: John J. Hebert, Esq.
Wesley Denton Ray, Esq.
POLSINELLI SHUGHART, P.C.
Tel: (602) 650-2011
(602) 650-2005
Fax: (602) 926-2751
(602) 391-2546
E-mail: wray@polsinelli.com
jhebert@polsinelli.com
One East Washington Street
CityScape Building, Suite 1200
Phoenix, AZ 85004
Estimated Assets: $100,001 to $500,000
Estimated Debts: $1,000,001 to $10,000,000
The Company did not file a list of creditors together with its
petition.
The petition was signed by Tim Kloenne, president of Arizona Golf
Association, member and manager.
AIRTRAN HOLDINGS: Hikes Income to $36.3MM in Q3; Revenues Also Up
-----------------------------------------------------------------
AirTran Holdings Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q for the period ended
Sept. 30, 2010.
The Company's balance sheet at Sept. 30, 2010, showed
$2.18 billion in total assets, $601.77 million in total current
liabilities, $16.21 million in long-term capital lease
obligations, $885.89 million in long-term debt, $109.09 million in
other liabilities, $19.38 million in deferred income taxes,
$29.61 million in derivative financial instruments, and
stockholder's equity of $515.18 million.
The Company recorded operating revenues of $667.93 million for
three months ended Sept. 30, 2010, compared with $597.40 million
in the third quarter of 2009.
The Company reported net profit of $36.3 million or $0.22 per
diluted share for the third quarter of 2010. Net profit was
$10.43 million in the third quarter of 2009.
The Company ended the third quarter with $424.5 million in
unrestricted cash and the Company's revolving line of credit
remains undrawn.
A full-text copy of the Company's earnings release is available
for free at http://ResearchArchives.com/t/s?6d00
A full-text copy of the quarterly report on Form 10-Q is available
for free at http://ResearchArchives.com/t/s?6d35
About AirTran
Headquartered in Orlando Florida, AirTran Holdings Inc. (NYSE:
AAI) -- http://www.airtran.com/-- through its wholly owned
subsidiary, AirTran Airways, Inc., operates scheduled airline
service throughout the United States and to selected international
locations.
* * *
In December 2009, Moody's Investors Service raised its ratings of
AirTran Holdings' corporate family and probability of default
ratings each to Caa1 from Caa2. The 'Caa1' corporate family
rating considers the still high leverage and AirTran's exposure to
cyclical risks in the airline industry.
As reported by the Troubled Company Reporter on July 9, 2010,
Standard & Poor's Ratings Services raised its ratings on AirTran
Holdings, including the corporate credit rating, to 'B-' from
'CCC+'. The recovery rating on senior unsecured debt remains '6',
indicating S&P's expectations of a negligible (0% to 10%) recovery
in a default scenario.
"S&P base the upgrade on consistent recent and expected financial
performance and liquidity that should remain sufficient for
operating needs and debt service," said Standard & Poor's credit
analyst Philip Baggaley. AirTran reported one of the best
earnings among U.S. airlines in 2009 (in terms of margins and
absolute level), mainly due to the fact that the U.S. and global
recession did not hurt its main market (domestic leisure travel)
as badly as business and international traffic. "That said, S&P
does not expect AirTran to benefit as much from this year's
improvement in industry conditions (including in particular
business and international traffic) as "legacy" airlines (large
hub-and-spoke airlines, such as competitor Delta Air Lines Inc.),"
he continued.
Standard & Poor's Ratings Services placed its ratings, including
the 'B-' corporate credit rating, on AirTran Holdings Inc. on
CreditWatch with positive implications.
Moody's Investors Service affirmed all of its debt ratings of
Southwest Airlines, Inc., including the Baa3 senior unsecured
rating, following the announcement that Southwest has entered into
a definitive agreement to acquire 100% of the outstanding common
stock of AirTran Holdings, Inc., for cash and common stock
aggregating $1.4 billion. The outlook on Southwest's ratings is
stable. Concurrently, Moody's placed all of its debt ratings of
AirTran, including the Caa1 corporate family rating, under review
for possible upgrade. Moody's also affirmed the SGL-3 Speculative
Grade Liquidity Rating of AirTran. Completion of the proposed
acquisition is subject to the approval of AirTran's stockholders,
certain regulatory clearances and customary closing conditions.
The companies indicated that a closing would not occur until
sometime in the first half of 2011.
AMERICAN HOUSING: Ch. 11 Trustee's Plan Outline Approved
--------------------------------------------------------
Kevin Welch at Amarillo Globe-News reports that a federal
bankruptcy judge approved the disclosure statement explaining a
liquidation for American Housing Foundation filed by the Chapter
11 trustee and the official committee of unsecured creditors. The
liquidation plan can go up for voting by the Company's creditors.
Plan involves selling apartment complexes the foundation owns,
selling others owned by partnerships the Company's controls or is
the majority owner, and finding ways to exit other partnerships in
which the Company is less in control, according to the report.
Additionally, the plan also calls for Trustee Walter O'Cheskey
to become president of the Company and to oversee payment of
creditors. The Company would pay him $1,250 a week as president
and an additional $5,000 per month to supervise the liquidation.
Mr. O'Cheskey will also get 3% of any money he distributes beyond
what the court is holding for the estate when the plan becomes
final.
Mr. Welch relates that plan proposes to pay $4.5 million to Texas
Capital Bank for loans that totaled $9.6 million before the
bankruptcy began. Other creditors could receive 20% to 40% of
what's owed them, based on the trustee's estimate. Lawyers for
creditors not on the committee estimate the payout being possibly
as little as a dime for every dollar owed. There are up to
$135 million in claims against AHF by unsecured creditors.
Deadline for creditors to vote is Nov. 9, 2010, followed by a
confirmation hearing to approve the plan on Nov. 30, 2010, says
Mr. Welch.
About American Housing
Founded as a Texas 501(c)(3) non-profit corporation in 1989,
American Housing Foundation owns and operates over 12,500
residential units, making AHF one of the nation's largest entities
primarily dedicated to the workforce housing market. Residents in
AHF properties benefit from significantly below market rental
rates.
AHF filed for Chapter 11 on June 11, 2009 (Bankr. N.D. Tex. Case
No. 09-20373). Judge Robert L. Jones handles the case. Robert
Yaquinto, Jr., Esq., at Sherman & Yaquinto, LLP, represents the
Debtor in its restructuring efforts. At the time of the filing,
AHF estimated it had assets and debts of $100 million to
$500 million.
Nine creditors had filed an involuntary petition to send AHF to
Chapter 11 in April 2009. Robert L. Templeton, who asserts a
$5.1 million claim on account of an investment, has the largest
claim among the petitioners, which are being represented by David
R. Langston, Esq., at Mullin, Hoard & Brown, in Lubbock, Texas.
Walter O'Cheskey, as Chapter 11 trustee is now managing the
Chapter 11 case of AHF. Focus Management Group serves as adviser
to the trustee.
AMERICANWEST BANCORP: Posts $5.9MM Net Loss in Third Quarter
------------------------------------------------------------
AmericanWest Bancorporation announced Wednesday that it incurred a
net loss of $5.9 million on $12.5 million of net interest income
(before loan loss provision) for the three months ended September
30, 2010, compared with a net loss of $28.4 million on
$14.4 million of net interest income (before loan loss provision)
for the same period of 2009.
The Company reported a net loss of $7.9 million on $12.8 million
of net interest income (before loan loss provision) for the second
quarter ended June 30, 2009.
The Company's balance sheet at September 30, 2010, showed
$1.536 billion in total assets, $1.538 billion in total
liabilities, and a stockholders' deficit of $1.8 million.
Capital and Regulatory Matters
On October 27, 2010, the Company announced it had entered into an
agreement with a private investor to sell and recapitalize its
wholly owned subsidiary, AmericanWest Bank, in a transaction that
will significantly strengthen the Bank's balance sheet and restore
its compliance with regulatory capital requirements. To
facilitate the Bank Recapitalization, the Company intends to
volunatarily file a petition in the U.S. Bankruptcy Court for
reorganization under Chapter 11 of the U.S. Bankruptcy Code. The
bankruptcy filing will not include the Bank.
At September 30, 2010, the Bank continued to be classified as
"significantly undercapitalized" for regulatory capital purposes,
which is unchanged from June 30, 2010.
On May 11, 2009, the Bank stipulated to entry of an Order to Cease
and Desist by the FDIC and the Washington Department of Financial
Institutions, Division of Banks. Management believes the Bank is
in compliance with all but two provisions contained in the Order.
First, the Bank did not attain the required Tier 1 leverage
capital ratio of 10% within the required 120 day period, which
expired on September 8, 2009. The amount of additional capital
required to attain the prescribed Tier 1 leverage ratio as of
September 30, 2010, was approximately $116.2 million. Second, the
ratio of assets classified as substandard or doubtful noted in the
most recent report of examination was not reduced to the required
level of 75% of capital by September 8, 2009. The respective
ratio was 100% as of September 30, 2010.
Going Concern Doubt
As reported in the Troubled Company Reporter on March 9, 2010,
Moss Adams LLP, in Salt Lake City, 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 significant net loss from operations in 2009 and 2008,
deterioration in the credit quality of its loan portfolio, and the
decline in the level of its regulatory capital to support
operations.
A full-text copy of the earnings release is available for free at:
http://researcharchives.com/t/s?6d10
About AmericanWest Bancorporation
Headquartered in Spokane, Washington, AmericanWest Bancorporation
(OTC BB: AWBC) -- http://www.awbank.net/- is a bank holding
company whose principal subsidiary is AmericanWest Bank, which
includes Far West Bank in Utah operating as an integrated division
of AmericanWest Bank. AmericanWest Bank is a community bank with
58 financial centers located in Washington, Northern Idaho and
Utah.
AmericanWest Bancorporation filed for Chapter 11 protection on
Oct. 28, 2010 (Bankr. E.D. Wash. Case No. 10-06097). The banking
subsidiary was not including in the Chapter 11 filing.
Christopher M. Alston, Esq., and Dillon E. Jackson, Esq., at
Foster Pepper Shefelman PLLC, in Seattle, Washington, serve as
bankruptcy counsel.
The Debtor estimated assets of $1 million to $10 million and debts
of $10 million to $50 million. AmericanWest Bancorporation's
estimates exclude its banking unit's assets and debts. In its
latest Form 10-Q filed with the Securities and Exchange
Commission, AmericanWest Bancorporation reported consolidated
assets -- including its bank unit's -- of $1.536 billion and
consolidated debts of $1.538 billion as of Sept. 30, 2010.
ANGIOTECH PHARMA: To Restructure Bond Debt; Taps Advisers
---------------------------------------------------------
Angiotech Pharmaceuticals, Inc., entered into a Recapitalization
Support Agreement with the holders of approximately 73% of its
7.75% Senior Subordinated Notes to effectuate a recapitalization
of the Company that will result in a significant reduction of its
debt. Upon implementation, the recapitalization transaction will
eliminate $250 million in total indebtedness and provide
significant improvements to Angiotech's credit ratios, liquidity
and financial flexibility.
The Company has retained the Blackstone Group LP as its financial
advisor and Osler, Hoskin & Harcourt LLP and Willkie Farr &
Gallagher LLP as its legal advisor.
The Noteholders have retained Houlihan Lokey Howard & Zukin as
their financial advisor and Goodmans LLP and Latham & Watkins LLP
as their legal advisors.
Under the Support Agreement, the Consenting Noteholders have
agreed to exchange their Subordinated Notes for new common stock
in the Company. The Exchange Offer will be open to all
qualifying holders of the Subordinated Notes and Noteholders
participating in the Exchange Offer would receive 90% of the new
common stock of Angiotech issued and outstanding following the
completion of the recapitalization transaction, subject to
potential dilution. The Noteholders that agree to the terms of
the Support Agreement by November 30, 2010, will be entitled to
receive, as additional consideration, 3.5% of the new common stock
of Angiotech (distributed on a pro rata basis) issued and
outstanding at the completion of the recapitalization transaction,
subject to potential dilution.
The Company has also entered into a support agreement with holders
of approximately 51% of principal amount of the Company's existing
floating rate notes for the exchange of Existing Floating Rate
Notes for new floating rate notes. The Exchange Offer will be
open to all qualifying holders of the Existing Floating Rate
Notes. The New Floating Rate Notes will be secured by a second
lien over the assets, property and undertaking of the Company and
certain of its Subsidiaries and will otherwise be issued on
substantially the same terms and conditions as the Existing
Floating Rate Notes other than certain amendments to certain
covenants in respect of the incurrence of additional indebtedness
and liens and change of control. Pursuant to the Support
Agreement, the obligation of the Consenting Noteholders to
complete the recapitalization transaction is conditional on the
completion of the transactions contemplated by the FRN Support
Agreement.
Holders of common stock of Angiotech on the date the
recapitalization transaction is completed will hold 2.5% of the
issued and outstanding common stock of Angiotech, as well as
options to acquire 10% of the new common stock with a strike price
that provides for a par recovery to the Noteholders, subject to a
shareholder vote in favor of the recapitalization transaction or
the obtaining of an exemption order, and subject to potential
dilution. All existing options, warrants or other rights to
purchase common stock of Angiotech at the completion of the
recapitalization transaction will be cancelled. Members of
Angiotech management holding common stock intend to support the
recapitalization transaction.
Under the Support Agreement, holders of at least 98% of the
aggregate principal amount of the Subordinated Notes must consent
to the Exchange Offer on or before January 7, 2011.
The Company may be required to pursue the recapitalization
transaction pursuant to a plan of arrangement under the Canada
Business Corporations Act if the Minimum Exchange Offer Threshold
is not met, following a continuance of Angiotech to the CBCA.
Under the Support Agreement, Angiotech may also be required to
pursue the completion of the recapitalization transaction pursuant
a plan of compromise or arrangement under the Companies' Creditors
Arrangement Act or other court proceedings.
As reported by the Troubled Company Reporter on October 4, 2010,
Angiotech deferred interest payments totaling $9.7 million due to
holders of the Subordinated Notes on October 1. The Company
entered into a Forbearance Agreement with Wells Fargo Capital
Finance, LLC, pursuant to which Wells Fargo has agreed to leave in
place the Company's existing revolving credit facility and not
immediately exercise rights or remedies it may have relating to
the Company's decision to defer the interest payment due to the
holders of the Subordinated Notes.
Angiotech on Friday said the Consenting Noteholders agreed to an
extension of the grace period applicable to the $9.7 million
semi-annual interest payment until November 30, 2010. Angiotech
expects that it will require an additional extension to complete
the recapitalization transaction.
Any recapitalization transaction contemplated by the Support
Agreement may be subject to governmental, court, regulatory,
shareholder and third party approvals, as applicable, as well as
the satisfaction or waiver of all the conditions of the Support
Agreement, and the Company can give no assurances that any such
recapitalization transaction will be completed. The Support
Agreement may also be terminated by Consenting Noteholders or the
Company in certain circumstances.
The Support Agreement also contemplates as a condition of
implementation to a recapitalization transaction that the
Company's credit facility with Wells Fargo Capital Finance LLC be
amended, refinanced or replaced on such terms and with such
maturity date acceptable to Angiotech and the Consenting
Noteholders such that the new credit facility will provide the
Company and its affiliates with not less than $25 million and no
more than $35 million in liquidity upon implementation of the
recapitalization transaction. It is also a condition that a
stock-based incentive plan satisfactory to the Company and the
Consenting Noteholders be established that will provide over the
life of the plan for the grant of common stock and options of up
to 15% of the new common stock, subject to potential dilution, as
well as vesting and other considerations consistent with such
stock-based incentive plans.
The Support Agreement and the FRN Support Agreement will be filed
by the Company on both SEDAR and EDGAR, and the descriptions of
the Support Agreement and the FRN Support Agreement contained in
this press release are qualified by the full text of the Support
Agreement and the FRN Support Agreement, respectively.
"After a challenging period in our Company's financial history, we
are now able to announce the completion of a necessary transaction
proposal with our noteholders," said Dr. William Hunter, President
and CEO of Angiotech. "Our highly dedicated team has remained
focused on our Company's long-term objectives throughout this
period, and we believe this transaction will provide the financial
foundation we will need to pursue our innovation and commercial
strategies for our many exciting products, including our Quill
surgical products franchise, our proprietary interventional
radiology products and the launch of our 5-FU eluting anti-
infective medical device product candidates."
Thomas Bailey, Chief Financial Officer of Angiotech, said "Our
innovation initiatives will require significant capital to support
their growth and success, and we have been able to work out a
consensual transaction with our noteholders that we believe will
better align our Company's capital structure with our business
strategy."
About Angiotech
Based in Vancouver, British Columbia, in Canada, Angiotech
Pharmaceuticals, Inc. (NASDAQ: ANPI; TSX: ANP) --
http://www.angiotech.com/-- is a global specialty pharmaceutical
and medical device company. Angiotech discovers, develops and
markets innovative treatment solutions for diseases or
complications associated with medical device implants, surgical
interventions and acute injury.
The Company's balance sheet at June 30, 2010, showed
$110.6 million in total assets, $51.8 million in total current
liabilities, $622.2 million total non-current liabilities, and
$339.7 million in stockholders' deficit.
Standard & Poor's Ratings Services lowered its long-term corporate
credit rating on Angiotech Pharmaceuticals Inc. to 'D' (default)
from 'CC'. At the same time, S&P lowered its issue-level rating
on the company's US$250 million senior subordinated debt to 'D'
from 'C'. S&P also lowered the issue-level rating on the
US$325 million senior unsecured notes to 'C' from 'CC'. The
recovery rating on each debt piece is unchanged.
ANTIETAM FUNDING: Section 341(a) Meeting Scheduled for Nov. 15
--------------------------------------------------------------
The U.S. Trustee for Region 2 will convene a meeting of Antietam
Funding, LLC's creditors on November 15, 2010, at 11:00 a.m. The
meeting will be held at The Giaimo Federal Building, 150 Court
Street, Room 309, at intersection of Court and Orange Street, New
Haven, CT 06510.
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.
Greenwich, Connecticut-based Antietam Funding, LLC, filed for
Chapter 11 bankruptcy protection on October 19, 2010 (Bankr. D.
Conn. Case No. 10-52523). Douglas J. Buncher, Esq., at Neligan
Foley LLP, assists the Debtor in its restructuring effort. The
Debtor estimated its assets at $50 million to $100 million and
debts at $100 million to $500 million as of the Petition Date.
Affiliates Il Lugano, LLC (Bankr. D. Conn. Case No. 08-50811),
SageCrest Dixon Inc. (Bankr. D. Conn. Case No. 08-50844),
SageCrest Finance LLC (Bankr. D. Conn. Case No. 08-50755), and
SageCrest II, LLC (Bankr. D. Conn. Case No. 08-50754) filed
separate Chapter 11 petitions.
ANTIETAM FUNDING: Taps Neligan Foley as Bankruptcy Counsel
----------------------------------------------------------
Antietam Funding LLC asks for authorization from the U.S.
Bankruptcy Court for the District of Connecticut to employ Neligan
Foley LLP as bankruptcy counsel.
Neligan Foley will, among other things:
a. counsel the Debtor's management on issues involving
operating, potential sales of assets, and possible
financing options as well as negotiate documents, prepare
pleadings, and attend hearings related to those matters;
b. prepare motions, applications, answers, orders, reports,
and papers in connection with the administration of
estate;
c. draft, negotiate, and prosecute a plan or plans of
reorganization, the related disclosure statement(s), and
any revisions or amendments relating to the foregoing
documents, and all related materials; and
d. handle litigation, discovery, and other matters for the
Debtor arising in or related to the Debtor's Chapter 11
case.
Neligan Foley will be paid based on the hourly rates of its
personnel:
Patrick J. Neligan, Jr., Partner $500
Douglas J. Buncher, Partner $425
David Ellerbe, Partner $425
James P. Muenker, Partner $370
John Gaither, Associate $185
Carolyn Perkins, Paralegal $130
Kathy Gradick, Paralegal $130
Douglas J. Buncher, Esq., a partner at Neligan Foley, assures the
Court that the firm is "disinterested" as that term is defined in
Section 101(14) of the Bankruptcy Code.
Greenwich, Connecticut-based Antietam Funding, LLC, filed for
Chapter 11 bankruptcy protection on October 19, 2010 (Bankr. D.
Conn. Case No. 10-52523). The Debtor estimated its assets at $50
million to $100 million and debts at $100 million to $500 million
as of the Petition Date.
Affiliates Il Lugano, LLC (Bankr. D. Conn. Case No. 08-50811),
SageCrest Dixon Inc. (Bankr. D. Conn. Case No. 08-50844),
SageCrest Finance LLC (Bankr. D. Conn. Case No. 08-50755), and
SageCrest II, LLC (Bankr. D. Conn. Case No. 08-50754) filed
separate Chapter 11 petitions.
B-SWDE6, LLC: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: B-SWDE6, LLC
3455 Cliff Shadows Parkway, Suite 220
Las Vegas, NV 89129
Bankruptcy Case No.: 10-30194
Chapter 11 Petition Date: October 27, 2010
Court: U.S. Bankruptcy Court
District of Nevada (Las Vegas)
Judge: Linda B. Riegle
Debtor's Counsel: I. Scott Bogatz, Esq.
3455 Cliff Shadows Parkway, #110
Las Vegas, NV 89129
Scheduled Assets: $5,089,500
Scheduled Debts: $408,000
The list of unsecured creditors filed together with its petition
does not contain any entry.
The petition was signed by Thomas J. Devore, chief operating
officer, LEHM, LLC, its manager.
Debtor-affiliates filing separate Chapter 11 petition:
Entity Case No. Petition Date
------ -------- -------------
B-SWDE3, LLC 09-29051 10/09/09
B-PVL1, LLC 09-29147 10/12/09
A-SWDE1, LLC 09-34216 12/29/09
A-JVP1, LLC 09-34236 12/29/09
B-SWDE2, LLC 09-33470 12/15/09
B-NWI1, LLC 10-15774 04/02/10
B-JVP1, LLC 10-16641 04/16/10
B-VLP2, LLC 10-16660 04/16/10
B-PVL2, LLC 10-16648 04/16/10
B-VLP1, LLC 10-16655 04/16/10
B-VV1, LLC 10-18284 05/05/10
A-NGAE1, LLC 10-18719 05/12/10
B-SWDE7, LLC 10-30199 10/27/10
B-SCT2, LLC -- 10/27/10
B-SWDE7, LLC: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: B-SWDE7, LLC
3455 Cliff Shadows Parkway, Suite 220
Las Vegas, NV 89129
Bankruptcy Case No.: 10-30199
Chapter 11 Petition Date: October 27, 2010
Court: U.S. Bankruptcy Court
District of Nevada (Las Vegas)
Judge: Mike K. Nakagawa
Debtor's Counsel: I. Scott Bogatz, Esq.
3455 Cliff Shadows Parkway, #110
Las Vegas, NV 89129
Scheduled Assets: $3,169,500
Scheduled Debts: $2,600,000
The list of unsecured creditors filed together with its petition
does not contain any entry.
The petition was signed by Thomas J. Devore, chief operating
officer, LEHM, LLC, its manager.
Debtor-affiliates filing separate Chapter 11 petition:
Entity Case No. Petition Date
------ -------- -------------
B-SWDE3, LLC 09-29051 10/09/09
B-PVL1, LLC 09-29147 10/12/09
A-SWDE1, LLC 09-34216 12/29/09
A-JVP1, LLC 09-34236 12/29/09
B-SWDE2, LLC 09-33470 12/15/09
B-NWI1, LLC 10-15774 04/02/10
B-JVP1, LLC 10-16641 04/16/10
B-VLP2, LLC 10-16660 04/16/10
B-PVL2, LLC 10-16648 04/16/10
B-VLP1, LLC 10-16655 04/16/10
B-VV1, LLC 10-18284 05/05/10
A-NGAE1, LLC 10-18719 05/12/10
B-SWDE6, LLC 10-30194 10/27/10
B-SCT2, LLC -- 10/27/10
BERLIN & DENMAR: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Berlin & Denmar Distributors, Inc.
355 Food Center Drive
Bronx, NY 10474
Bankruptcy Case No.: 10-15519
Chapter 11 Petition Date: October 21, 2010
Court: United States Bankruptcy Court
Southern District of New York (Manhattan)
Debtor's Counsel: Arnold Mitchell Greene, Esq.
ROBINSON BROG LEINWAND GREENE
GENOVESE & GLUCK, P.C.
875 Third Avenue, 9th Floor
New York, NY 10022
Tel: (212) 603-6300
Fax: (212) 956-2164
E-mail: amg@robinsonbrog.com
Scheduled Assets: $4,394,491
Scheduled Debts: $3,967,915
A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/nysb10-15519.pdf
The petition was signed by Norman Milekowski, vice president.
BLOCKBUSTER INC: Gets Final OK to Pay Employee Wages
----------------------------------------------------
Blockbuster Inc. and its units sought and obtained approval, on a
final basis, to (i) pay, in their sole discretion, all obligations
incurred under or related to certain employee obligations and all
fees and costs incident to those obligations, and (ii) maintain
and continue to honor and pay all amounts with respect to their
practices, programs, and policies for their employees as they were
in effect as of the Petition Date.
The Debtors also ask the Court to direct applicable banks and
financial institutions, at the Debtors' instruction, to honor and
process all checks or electronic fund transfers to the extent that
those checks or transfers relate to any of the Employee
Obligations.
As of the Petition Date, the Debtors operated approximately 3,000
domestic retail stores, 39 distribution centers, and two corporate
offices located throughout the United States of America, and
approximately 1,600 stores in markets outside the United States.
In connection with its operations, the Debtors currently employ
approximately 25,500 employees, of whom 7,500 are full-time
employees and 18,000 are part-time employees. Approximately
22,500 Employees are paid on an hourly basis and 3,000 Employees
are paid a fixed salary.
Stephen Karotkin, Esq., at Weil, Gotshal & Manges LLP, in New
York, says that the Debtors' retail store Employees are the public
"face" of their business. He elaborates that those Employees are
responsible for ensuring that customers receive the product and
service they have come to expect from the Blockbuster brand.
Indeed, a positive in-store experience is a vital part of ensuring
customer loyalty, especially in the face of competition from
Blockbuster's non-retail competitors, he continues.
Mr. Karotkin also asserts that Blockbuster's business crucially
depends on its Employees, who assist with product distribution to
its stores and online customers, development and maintenance of
the Blockbuster Web site and digital delivery services, and
corporate management of its operations. Accordingly, he points
out, the Employees' skills and their knowledge and understanding
of Blockbuster's operations, customer and supplier relationships,
and infrastructure are essential to maintaining Blockbuster's
business franchise and the success of its Chapter 11
reorganization efforts.
To minimize the personal hardship that the Employees would suffer
if the Employee Obligations are not paid when due and to maintain
the stability of the Debtors' work force, the Debtors seek the
Court's permission to honor these benefits and obligations to
their Employees:
A. payroll and related obligations, which include:
-- compensation obligations;
-- amounts withheld on behalf of third parties;
-- supplemental workforce obligations;
-- independent contractor obligations; and
-- reimbursement obligations;
B. incentive, retention, and severance programs, which
include:
-- incentive programs, including:
* annual performance bonus;
* field bonus plan;
* long term incentive plan;
* real estate incentive plan; and
* other cash awards;
-- retention plan; and
-- severance plan;
C. employee benefit plans, which include:
-- health and welfare plans, including:
* medical benefits;
* dental plan coverage;
* vision plan coverage;
* employee assistance program;
* life and ad&d insurance;
* short- and long-term disability benefits;
* accident insurance;
* voluntary insurance benefits; and
* Aetna Affordable Health Choices Insurance Plan;
-- paid time off plans and leaves of absence, including:
* paid time off; and
* parental leave and adoption benefits;
-- employee savings and retirement plans, including:
* 401(k) plan; and
* deferred compensation plan;
-- other benefit programs, including:
* commuter benefits;
* automobile program;
* relocation program; and
* flexible benefit plan.
About Blockbuster Inc.
Based in Dallas, Texas, Blockbuster Inc. (Pink Sheets: BLOKA,
BLOKB) -- 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. Blockbuster said it
had assets of $1,017,035,832 and debts of $1,464,939,759 as of
August 1, 2010.
Blockbuster Inc. and 12 U.S. affiliates initiated Chapter 11
bankruptcy proceedings with a pre-arranged reorganization plan
in Manhattan on September 23, 2010 (Bankr. S.D.N.Y. Case No.
10-14997).
Martin A Sosland, Esq., and Stephen Karotkin, Esq., at Weil,
Gotshal & Manges, serve as counsel to the Debtors. Rothschild
Inc. is the financial advisor. Alvarez & Marsal is the
restructuring advisor with A&M managing director Jeffery J.
Stegenga as chief restructuring officer. Kurtzman Carson
Consultants LLC is the claims and notice agent.
A steering group of senior secured noteholders is represented by
James P. Seery, Esq., and Paul S. Caruso, Esq., at Sidley Austin
LLP. U.S. Bank National Association as trustee and collateral
agent for the senior secured notes is represented by David
McCarty, Esq., and Kyle Mathews, Esq., at Sheppard Mullin Richter
& Hampton LLP. BDO Consulting is the financial advisor for U.S.
Bank.
Lenders led by Wilmington Trust FSB are providing the DIP
financing. The DIP Agent is represented by Peter Neckles, Esq.
and Alexandra Margolis, Esq., at Skadden, Arps, Slate, Meagher &
Flom LLP, in New York.
Blockbuster's non-U.S. operations and its domestic and
international franchisees, all of which are legally separate
entities, were not included in the filings and are not parties to
the Chapter 11 proceedings.
Bankruptcy Creditors' Service, Inc., publishes BLOCKBUSTER
BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding
undertaken by Blockbuster Inc. and its units.
(http://bankrupt.com/newsstand/or 215/945-7000)
BLOCKBUSTER INC: Court OKs Payment of Taxes and Assessments
-----------------------------------------------------------
Blockbuster Inc. and its units sought and obtained approval, on a
final basis, to pay in their sole discretion, all prepetition
taxes and assessments to various state and local taxing
authorities, including those obligations subsequently determined
upon audit to be owed during the postpetition period, as and when
they become due.
Stephen Karotkin, Esq., at Weil, Gotshal & Manges LLP, in New
York, informs the Court that the estimated total amount of
prepetition Taxes and Assessments will not exceed $18,000,000.
Each of the Taxes and Assessments incurred by the Debtors can be
classified according to these categories:
(a) sales and use taxes;
(b) franchise and income taxes;
(c) real and personal property taxes; and
(d) business license assessments, annual report taxes and
other charges and assessments.
The Debtors estimate that, as of the Petition Date:
-- $8,600,000 in prepetition Sales Taxes and Use Taxes have
accrued, but have not yet been paid;
-- they owe $1,500,000 in accrued and unpaid Franchise and
Income Taxes, many of which represent prepetition
assessments paid in arrears and others of which represent
amounts assessed in advance in respect of the applicable
Debtor's estimated operations for the remainder of 2010;
-- $300,000 in Real Property Taxes and approximately
$7,000,000 in Personal Property Taxes have accrued, but
have not yet been paid; and
-- the cost associated with various licenses, permits and
other assessments total $200,000, including their
obligations under various permitting and licensing
requirements and miscellaneous business permits.
Mr. Karotkin contends that Blockbuster operates 3,306 retail
stores across all 50 states of the United States of America and
its territories, and any disputes that could impact Blockbuster's
ability to conduct business in a particular jurisdiction could
have a wide-ranging and adverse effect on Blockbuster's operations
as a whole.
Hence, Mr. Karotkin argues, ample cause exists to authorize the
payment of the prepetition Taxes and Assessments because certain
of the Taxes and Assessments are trust fund taxes and not property
of the estates, and may be entitled to priority status pursuant to
Section 507(a)(8) of the Bankruptcy Code, among other reasons.
About Blockbuster Inc.
Based in Dallas, Texas, Blockbuster Inc. (Pink Sheets: BLOKA,
BLOKB) -- 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. Blockbuster said it
had assets of $1,017,035,832 and debts of $1,464,939,759 as of
August 1, 2010.
Blockbuster Inc. and 12 U.S. affiliates initiated Chapter 11
bankruptcy proceedings with a pre-arranged reorganization plan
in Manhattan on September 23, 2010 (Bankr. S.D.N.Y. Case No.
10-14997).
Martin A Sosland, Esq., and Stephen Karotkin, Esq., at Weil,
Gotshal & Manges, serve as counsel to the Debtors. Rothschild
Inc. is the financial advisor. Alvarez & Marsal is the
restructuring advisor with A&M managing director Jeffery J.
Stegenga as chief restructuring officer. Kurtzman Carson
Consultants LLC is the claims and notice agent.
A steering group of senior secured noteholders is represented by
James P. Seery, Esq., and Paul S. Caruso, Esq., at Sidley Austin
LLP. U.S. Bank National Association as trustee and collateral
agent for the senior secured notes is represented by David
McCarty, Esq., and Kyle Mathews, Esq., at Sheppard Mullin Richter
& Hampton LLP. BDO Consulting is the financial advisor for U.S.
Bank.
Lenders led by Wilmington Trust FSB are providing the DIP
financing. The DIP Agent is represented by Peter Neckles, Esq.
and Alexandra Margolis, Esq., at Skadden, Arps, Slate, Meagher &
Flom LLP, in New York.
Blockbuster's non-U.S. operations and its domestic and
international franchisees, all of which are legally separate
entities, were not included in the filings and are not parties to
the Chapter 11 proceedings.
Bankruptcy Creditors' Service, Inc., publishes BLOCKBUSTER
BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding
undertaken by Blockbuster Inc. and its units.
(http://bankrupt.com/newsstand/or 215/945-7000)
BLOCKBUSTER INC: Court OKs Security Interest for FIFC
-----------------------------------------------------
The U.S. Bankruptcy Court authorized Blockbuster Inc. and its
units to grant First Insurance Funding Corp. a first priority
security interest in their property and casualty insurance
policies to be renewed.
In the event of a default, FIFC may apply any unearned or returned
premiums in its control or other amounts due to the Debtors upon
cancellation of the Renewed Policies to any amount owing by the
Debtors to FIFC. In the event that, upon cancellation of the
Renewed Policies financed by FIFC as a result of a default by the
Debtors, the unearned or returned premiums received by FIFC are
insufficient to pay the Debtors' total amount due to FIFC, any
remaining amount owing to FIFC will be deemed an allowed claim and
will be given administrative expense priority under Section
503(b)(1) of the Bankruptcy Code.
In recent weeks, Blockbuster has renewed several of its insurance
policies for the 2010/2011 policy period. In particular,
Blockbuster renewed its property and casualty insurance programs,
which expired on August 31, 2010, and September 30, 2010. In
connection with these renewals, Blockbuster is obligated to pay
approximately $3 million in premiums at the start of the policy
period for the two insurance programs as of September 30, 2010.
In light of the magnitude of the required premiums, Blockbuster
determined that it would be prudent to conserve its liquidity by
financing the premiums for the Renewed Policies through a PFA with
FIFC. Blockbuster submits that, despite the authority granted to
the Debtors to enter into the Property and Casualty PFA by
previous Court order, FIFC has expressed an unwillingness to
finance the Renewed Policies absent the relief requested.
Given the absolute necessity of maintaining its Insurance Programs
during their Chapter 11 cases, the Debtors are seeking expedited
consideration of their request to ensure that the requisite
funding occurs on October 19, 2010, Stephen Karotkin, Esq., at
Weil, Gotshal & Manges LLP, in New York, tells the Court.
FIFC has represented that a Court order approving the request will
provide both it and the participating insurance carriers with the
assurance they need that, in the event the Debtors' default on
their payment obligations under the Property and Casualty PFA,
FIFC is authorized to take all steps necessary and appropriate to
cancel the Renewed Policies, collect the Collateral, and apply the
Collateral against the payment default.
About Blockbuster Inc.
Based in Dallas, Texas, Blockbuster Inc. (Pink Sheets: BLOKA,
BLOKB) -- 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. Blockbuster said it
had assets of $1,017,035,832 and debts of $1,464,939,759 as of
August 1, 2010.
Blockbuster Inc. and 12 U.S. affiliates initiated Chapter 11
bankruptcy proceedings with a pre-arranged reorganization plan
in Manhattan on September 23, 2010 (Bankr. S.D.N.Y. Case No.
10-14997).
Martin A Sosland, Esq., and Stephen Karotkin, Esq., at Weil,
Gotshal & Manges, serve as counsel to the Debtors. Rothschild
Inc. is the financial advisor. Alvarez & Marsal is the
restructuring advisor with A&M managing director Jeffery J.
Stegenga as chief restructuring officer. Kurtzman Carson
Consultants LLC is the claims and notice agent.
A steering group of senior secured noteholders is represented by
James P. Seery, Esq., and Paul S. Caruso, Esq., at Sidley Austin
LLP. U.S. Bank National Association as trustee and collateral
agent for the senior secured notes is represented by David
McCarty, Esq., and Kyle Mathews, Esq., at Sheppard Mullin Richter
& Hampton LLP. BDO Consulting is the financial advisor for U.S.
Bank.
Lenders led by Wilmington Trust FSB are providing the DIP
financing. The DIP Agent is represented by Peter Neckles, Esq.
and Alexandra Margolis, Esq., at Skadden, Arps, Slate, Meagher &
Flom LLP, in New York.
Blockbuster's non-U.S. operations and its domestic and
international franchisees, all of which are legally separate
entities, were not included in the filings and are not parties to
the Chapter 11 proceedings.
Bankruptcy Creditors' Service, Inc., publishes BLOCKBUSTER
BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding
undertaken by Blockbuster Inc. and its units.
(http://bankrupt.com/newsstand/or 215/945-7000)
BLOCKBUSTER INC: Wins Nod to Reject 145 Store Leases
----------------------------------------------------
Blockbuster Inc. and its units sought and obtained the U.S.
Bankruptcy Court's (i) approval of their rejection of 145
unexpired leases of nonresidential real property, effective as of
the Petition Date, and (ii) permission to abandon certain
equipment, fixtures, furniture or other personal property located
in the premises associated with the rejected Leases. To the
extent any Personal Property remains in the Leased Premises, the
Debtors submit that the property is of de minimis value and is of
no use or benefit to their bankruptcy estates or creditors.
Prior to the Petition Date, Blockbuster Inc. operated
approximately 3,000 retail store locations across the United
States of America. Generally, Blockbuster does not own the real
property on which its retail stores are located. Instead,
Blockbuster leases the real property from numerous lessors and
other counterparties.
Blockbuster has reviewed and analyzed, prior to the Petition Date,
its extensive lease portfolio and the performance of each of its
retail stores. Blockbuster determined that closure of numerous
underperforming stores would be in its best interests.
Accordingly, the store locations associated with each of the
Leases were closed prior to the Petition Date and Blockbuster has
vacated the Leased Premises. Blockbuster has also returned the
keys to the Leased Premises to the landlords.
In connection with each of the prepetition retail store closures,
Blockbuster removed personal property to the extent it was cost
effective to do so, and to the extent the property could be
utilized in its ongoing business operations, discloses Stephen
Karotkin, Esq., at Weil, Gotshal & Manges LLP, in New York. He
notes that Blockbuster also disposed of a limited amount of
personal property, where the property was of no value or
unnecessary to its stores' ongoing operations. Personal Property
of de minimis value was also left behind in almost all of the
Leased Premises, which the Debtors seek authority to abandon.
Because the Debtors no longer maintain operational retail stores
at the Leased Premises, continued compliance with the terms of the
Leases would be burdensome and would provide no corresponding
benefit to Blockbuster or the stakeholders in the cases, Mr.
Karotkin contends. He adds that the rejection of the Leases will
maximize the value of the estates and eliminate Leases' associated
operating losses.
As of the Petition Date, Blockbuster continues to be obligated to
pay rent under the Leases even though it has ceased operations at
the premises. In addition to its obligation to pay rent,
Blockbuster also is obligated to pay for certain property taxes,
utilities, insurance and other related charges associated with the
Leases.
By rejecting the Leases, Blockbuster estimates that it will be
able to achieve cost savings of approximately $19 million in rent
and other related obligations over the remaining term of the
Leases. Therefore, immediate rejection of the Leases will prevent
the estates from potentially incurring unnecessary administrative
expenses associated with Blockbuster's obligations under the
Leases, Mr. Karotkin points out.
* * *
A copy of the list of leases is available for free at:
http://bankrupt.com/misc/BBI_Lease_Order_10212010.pdf
About Blockbuster Inc.
Based in Dallas, Texas, Blockbuster Inc. (Pink Sheets: BLOKA,
BLOKB) -- 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. Blockbuster said it
had assets of $1,017,035,832 and debts of $1,464,939,759 as of
August 1, 2010.
Blockbuster Inc. and 12 U.S. affiliates initiated Chapter 11
bankruptcy proceedings with a pre-arranged reorganization plan
in Manhattan on September 23, 2010 (Bankr. S.D.N.Y. Case No.
10-14997).
Martin A Sosland, Esq., and Stephen Karotkin, Esq., at Weil,
Gotshal & Manges, serve as counsel to the Debtors. Rothschild
Inc. is the financial advisor. Alvarez & Marsal is the
restructuring advisor with A&M managing director Jeffery J.
Stegenga as chief restructuring officer. Kurtzman Carson
Consultants LLC is the claims and notice agent.
A steering group of senior secured noteholders is represented by
James P. Seery, Esq., and Paul S. Caruso, Esq., at Sidley Austin
LLP. U.S. Bank National Association as trustee and collateral
agent for the senior secured notes is represented by David
McCarty, Esq., and Kyle Mathews, Esq., at Sheppard Mullin Richter
& Hampton LLP. BDO Consulting is the financial advisor for U.S.
Bank.
Lenders led by Wilmington Trust FSB are providing the DIP
financing. The DIP Agent is represented by Peter Neckles, Esq.
and Alexandra Margolis, Esq., at Skadden, Arps, Slate, Meagher &
Flom LLP, in New York.
Blockbuster's non-U.S. operations and its domestic and
international franchisees, all of which are legally separate
entities, were not included in the filings and are not parties to
the Chapter 11 proceedings.
Bankruptcy Creditors' Service, Inc., publishes BLOCKBUSTER
BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding
undertaken by Blockbuster Inc. and its units.
(http://bankrupt.com/newsstand/or 215/945-7000)
BLOCKBUSTER INC: Wins Nod to Reject 50 Leases for Closed Stores
---------------------------------------------------------------
Blockbuster Inc. and its units seek the U.S. Bankruptcy Court's
authority to reject 50 unexpired leases of nonresidential real
property, effective as of September 30, 2010, and to abandon
certain equipment, fixtures, furniture or other personal property
located in the premises associated with the rejected Leases.
Blockbuster has been analyzing and reviewing its extensive lease
portfolio and the performance of each of its retail stores,
relates Stephen Karotkin, Esq., at Weil, Gotshal & Manges LLP, in
New York. In connection with that review, Blockbuster has
determined that closure of certain underperforming stores would be
in its best interest and would promote the Debtors' successful
reorganization.
Prior to the Lease Rejection Date, the retail stores associated
with each of the Leases were closed and Blockbuster vacated the
Leased Premises. In addition, Blockbuster has returned the keys
to the Leased Premises and notified the counterparties to the
Leases of Blockbuster's vacation of the Leased Premises and
intention to reject the Leases, Mr. Karotkin says. He assures the
Court that the Personal Properties abandoned at the Leased
Premises are of de minimis value.
Rejection of the Leases will maximize the value of the Debtors'
bankruptcy estates and eliminate unnecessary costs associated with
the Leases and the Leased Premises, Mr. Karotkin contends. As of
the Petition Date, Blockbuster continues to be obligated to pay
rent under the Leases even though it has ceased operations at the
premises, he asserts. By rejecting the Leases, Blockbuster
estimates that it will be able to achieve cost savings of
approximately $5.7 million in rent and other related obligations
over the remaining term of the Leases.
* * *
The Court's order provides that if the Debtors have deposited
funds with a landlord of a lease as a security deposit or other
arrangement, the landlord may not set off, or otherwise use, the
deposit without the prior authority of the Court or agreement of
the parties.
A copy of the list of the rejected leases can be obtained for free
at http://bankrupt.com/misc/BBI_2Lease_Order_10212010.pdf
About Blockbuster Inc.
Based in Dallas, Texas, Blockbuster Inc. (Pink Sheets: BLOKA,
BLOKB) -- 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. Blockbuster said it
had assets of $1,017,035,832 and debts of $1,464,939,759 as of
August 1, 2010.
Blockbuster Inc. and 12 U.S. affiliates initiated Chapter 11
bankruptcy proceedings with a pre-arranged reorganization plan
in Manhattan on September 23, 2010 (Bankr. S.D.N.Y. Case No.
10-14997).
Martin A Sosland, Esq., and Stephen Karotkin, Esq., at Weil,
Gotshal & Manges, serve as counsel to the Debtors. Rothschild
Inc. is the financial advisor. Alvarez & Marsal is the
restructuring advisor with A&M managing director Jeffery J.
Stegenga as chief restructuring officer. Kurtzman Carson
Consultants LLC is the claims and notice agent.
A steering group of senior secured noteholders is represented by
James P. Seery, Esq., and Paul S. Caruso, Esq., at Sidley Austin
LLP. U.S. Bank National Association as trustee and collateral
agent for the senior secured notes is represented by David
McCarty, Esq., and Kyle Mathews, Esq., at Sheppard Mullin Richter
& Hampton LLP. BDO Consulting is the financial advisor for U.S.
Bank.
Lenders led by Wilmington Trust FSB are providing the DIP
financing. The DIP Agent is represented by Peter Neckles, Esq.
and Alexandra Margolis, Esq., at Skadden, Arps, Slate, Meagher &
Flom LLP, in New York.
Blockbuster's non-U.S. operations and its domestic and
international franchisees, all of which are legally separate
entities, were not included in the filings and are not parties to
the Chapter 11 proceedings.
Bankruptcy Creditors' Service, Inc., publishes BLOCKBUSTER
BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding
undertaken by Blockbuster Inc. and its units.
(http://bankrupt.com/newsstand/or 215/945-7000)
BNK INTERNATIONAL: Case Summary & 6 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: BNK International, LLC
9102 Country Canyon Cove
Austin, TX 78759-7114
Bankruptcy Case No.: 10-13034
Chapter 11 Petition Date: October 27, 2010
Court: U.S. Bankruptcy Court
Western District of Texas (Austin)
Judge: Craig A. Gargotta
Debtor's Counsel: Ron Satija, Esq.
HALL, A PROFESSIONAL CORPORATION
701 Brazos Street, Suite 500
Austin, TX 78701
Tel: (512) 247-7086
Fax: (512) 692-2833
E-mail: RJ@texbankruptcylaw.com
Scheduled Assets: $1,501,133
Scheduled Debts: $3,644,369
A list of the Company's six largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/txwb10-13034.pdf
The petition was signed by Jeffrey J. Chang, president.
BXP 1 LLC: Files for Chapter 11 Protection in New York
------------------------------------------------------
BXP 1 LLC, owner of six apartment buildings in the Bronx borough
in New York City, filed for Chapter 11 protection on Oct. 27, 2010
(Bankr. S.D.N.Y. Case No. 10-15608).
Dow Jones' DBR Small Cap reports that according to Susumu Endo,
who will be responsible for BXP's management during the bankruptcy
proceeding, the Company's financial woes stem from a number of
factors, including "mismanagement" by BXP's former managing agent,
tenants defaulting or vacating their apartments amid a downturn in
the economy and tax increases, according to Susumu Endo.
Mr. Endo, according to the report, said BXP has made "substantial
progress" towards stabilizing its finances, and the company wants
to make more strides during its bankruptcy case. "[The] Debtor's
objective in this Chapter 11 case is to restructure, refinance,
reinstate the existing loans, or to liquidate the properties in a
manner that will facilitate a fair and realistic return for all
interested parties."
BXP 1 LLC: Case Summary & 4 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: BXP 1 LLC
18520 Calle Vista Circle
Porter Ranch, CA 91326
Bankruptcy Case No.: 10-15608
Chapter 11 Petition Date: October 27, 2010
Court: U.S. Bankruptcy Court
Southern District of New York (Manhattan)
Judge: Sean H. Lane
Debtor's Counsel: Mark A. Frankel, Esq.
BACKENROTH FRANKEL & KRINSKY, LLP
489 Fifth Avenue
New York, NY 10017
Tel: (212) 593-1100
Fax: (212) 644-0544
E-mail: mfrankel@bfklaw.com
Scheduled Assets: $19,356,812
Scheduled Debts: $13,931,125
The petition was signed by Susumu Endo, as Managing Member of DDF
Bronx Portfolio, LLC, managing member.
Debtor's List of four Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Rosenberg & Pittinsky, LLP Prepaid Expenses $100,000
420 Lexington Ave
Suite 830
New York, NY 10170
Pacific Investment Advisors Loans $83,580
18520 Calle Vista Circle
Porter Ranch, CA 91326
Levitt Fuirst Associates -- $22,000
1 Executive Blvd
Yonkers, NY 10701
Citrin Cooperman LLC -- $19,000
CALVERT BRYANT, JR.: Case Summary & 9 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Calvert Ransom Bryant, Jr.
aka Randy Bryant
211 Sound Side Drive
Atlantic Beach, NC 28512
Bankruptcy Case No.: 10-08833
Chapter 11 Petition Date: October 27, 2010
Court: U.S. Bankruptcy Court
Eastern District of North Carolina (Wilson)
Debtor's Counsel: David J. Haidt, Esq.
AYERS, HAIDT & TRABUCCO, P.A.
P.O. Box 1544
New Bern, NC 28563
Tel: (252) 638-2955
Fax: 252 638-3293
E-mail: davidhaidt@embarqmail.com
Estimated Assets: $0 to $50,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Debtor's nine largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/nceb10-08833.pdf
CAMELLIA PARKE: Case Summary & Largest Unsecured Creditor
---------------------------------------------------------
Debtor: Camellia Parke 2, LLC
285 Olmsted Boulevard, Suite 7
Pinehurst, NC 28374
Bankruptcy Case No.: 10-81941
Chapter 11 Petition Date: October 25, 2010
Court: U.S. Bankruptcy Court
Middle District of North Carolina (Durham)
Debtor's Counsel: Gregory Byrd Crampton, Esq.
3700 Glenwood Avenue, Suite 500
Raleigh, NC 27612
Tel: (919) 781-1311
Fax: (919)782-0465
E-mail: gcrampton@nichollscrampton.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $500,001 to $1,000,000
The petition was signed by Marty R. McKenzie, manager/member.
Debtor-affiliates filing separate Chapter 11 petitions:
Entity Case No. Petition Date
------ -------- -------------
Camellia Parke, LLC 10-80380 03/03/10
LOG, LLC 10-80378 03/03/10
OVB, LLC 10-80379 03/03/10
The list of unsecured creditors filed together with its petition
contains only one entry:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Moore County Finance Dept. Property Taxes $10,000
P.O. Box 905
Carthage, NC 28327
CARIAN MANAGEMENT: Plan Outline Hearing Set for December 1
----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Puerto Rico will
convene a hearing on December 1, 2010, at 9:00 a.m., to consider
adequacy of the Disclosure Statement explaining Carian Management,
Inc.'s proposed Plan of Reorganization. Objections, if any, are
due 15 days prior to the hearing.
The Debtors will begin soliciting votes on the Plan following
approval of the adequacy of the information in the Disclosure
Statement.
According to the Disclosure Statement, the Plan will be
substantially supported by the Debtor's operations and the
possible sale or surrender of assets in payment to the Debtor's
creditor Banco Popular de Puerto Rico (through Westernbank), if
necessary to ensure the Debtor's operation.
The rents generated by the lease of the Debtor's properties will
be sufficient to fund the Plan.
Treatment of Claims and Interests
Class 2 -- With respect to the secured claim of Banco Popular, the
Debtor will combine the two outstanding term loans into a single
loan with an amortization period of 30 years and an interest rate
of the prime rate plus 1%. This will result in a lower monthly
payment for the Debtor. The obligation is secured up to an amount
of $11,892,000. The remaining portion of the obligation will be
treated as unsecured.
Class 3 -- The secured claim of CRIM ($166,369) will be paid over
the course of 72 monthly payments plus interest at the prime rate.
Class 5 -- General unsecured creditors aggregate $5,965,721. AAA
Imports, Inc., will take on the $4,855,504 Westernbank revolving
loan. Carian will accept responsibility for AAA Imports'
obligation as an unsecured debt but will not make any payments on
the obligation unless AAA Imports defaults. With respect to the
remaining claims, the Debtor will distribute a dividend of 10% on
all claims paid over the course of 72 months from the effective
date.
A full-text copy of the Disclosure Statement is available for free
at http://bankrupt.com/misc/CarianManagement_DS.pdf
About Carian Management, Inc.
Dorado, Puerto Rico-based Carian Management, Inc.'s prime business
is the ownership, maintenance and development of the real property
that it leases to its sister company, AAA Imports and other
customers. The Company filed for Chapter 11 protection on May 13,
2010 (Bankr. D. P.R. Case No. 10-04052). Carmen D. Torres, Esq.,
at the Law Offices of C. Conde, assists the Debtor in its
restructuring effort. The Company estimated assets and debts at
$10 million to $50 million as of the petition date.
The Company's affiliate, AAA Imports, Inc., filed a separate
Chapter 11 petition on May 12, 2010.
CAROLINA HEARING: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Carolina Hearing Group, Inc.
aka Hearing and Sound Services
2301 Rexwoods Drive, Suite 106
Raleigh, NC 27607
Bankruptcy Case No.: 10-08699
Chapter 11 Petition Date: October 22, 2010
Court: U.S. Bankruptcy Court
Eastern District of North Carolina (Wilson)
Judge: Randy D. Doub
Debtor's Counsel: James B Angell, Esq.
Philip W. Paine, Esq.
HOWARD, STALLINGS, FROM & HUTSON, PA
P.O. Box 12347
Raleigh, NC 27605-2347
Tel: (919) 821-7700
Fax: (919) 821-7703
E-mail: jangell@hsfh.com
ppaine@hsfh.com
Scheduled Assets: $28,225
Scheduled Debts: $2,521,385
A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/nceb10-08699.pdf
The petition was signed by Brad Baldwin, president.
CATHOLIC CHURCH: Third Circuit Takes Wilm. Affiliates' Appeal
-------------------------------------------------------------
The United States Court of Appeals for the Third Circuit granted
the Non-Debtor Defendants' request to file an appeal pursuant to
Section 158(d)(2) of the of the Judicial and Judiciary Procedures
Code from an order.
The Non-Debtor Defendants are:
-- The Diocese of Wilmington Schools, Inc.;
-- Catholic Cemeteries, Inc.;
-- Siena Hall, Inc.;
-- Children's Home, Inc.;
-- Seton Villa, Inc.;
-- St. Ann's Roman Catholic Church;
-- St. John the Beloved Roman Catholic Church;
-- Holy Spirit Roman Catholic Church;
-- St. Thomas the Apostle Roman Catholic Church;
-- St. Francis De Sales Roman Catholic Church;
-- Catholic Diocese Foundation, formerly known as The Catholic
Foundation of the Diocese of Wilmington, Inc.; and
-- Catholic Youth Organization, Inc., doing business as
Catholic Youth Ministry, Inc.
The Non-Debtor Defendants sought and obtained an order from Judge
Sontchi of the U.S. Bankruptcy Court for the District of Delaware
certifying their appeal of his order partially granting and
partially denying the Second and Fourth Claims for Relief, and the
Phase I Order and Final Judgment for direct appeal to the Third
Circuit.
The Second and Fourth Claims for relief in the adversary
proceeding constitute Phase I of the bifurcated trial in the
adversary proceeding commenced by the Official Committee of
Unsecured Creditors against the Diocese and the Non-Debtor
Defendants.
The Second Claim seeks declaratory relief that no valid trust
exists with respect to the pooled investment account, while the
Fourth Claim seeks declaratory relief that funds deposited into
the PIA are untraceable.
In accordance with his June 28, 2010 opinion holding that the PIA
is property of the bankruptcy estate, except for the investment
made by St. Ann's Roman Catholic Church, Judge Sontchi issued a
final judgment holding that all of the defendants in the adversary
proceeding intended to hold the funds transferred by the Non-
Debtor Defendants for investment into the PIA in a resulting
trust, except with respect to St. Ann.
About the Diocese of Wilmington
The Diocese of Wilmington covers Delaware and the Eastern Shore of
Maryland and serves about 230,000 Catholics. The Delaware diocese
is the seventh Roman Catholic diocese to file for Chapter 11
protection to deal with lawsuits for sexual abuse. Previous
filings were by the dioceses in Spokane, Washington; Portland,
Oregon; Tucson, Arizona; Davenport, Iowa, Fairbanks, Alaska; and
San Diego, California.
The bankruptcy filing automatically stayed eight consecutive abuse
trials scheduled in Delaware scheduled to begin October 19. There
are 131 cases filed against the Diocese, with 30 scheduled for
trial.
The Diocese filed for Chapter 11 on Oct. 18, 2009 (Bankr. D. Del.
Case No. 09-13560). Attorneys at Young Conaway Stargatt & Taylor,
LLP, serve as counsel to the Diocese. The Ramaekers Group, LLC,
is the financial advisor. The petition says assets range
$50,000,001 to $100,000,000 while debts are between $100,000,001
to $500,000,000. (Catholic Church Bankruptcy News; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000).
CATHOLIC CHURCH: Spokane Appeals Contingency Reserve Ruling
-----------------------------------------------------------
The Catholic Bishop of Spokane, also known as The Catholic Diocese
of Spokane, notified the United States Bankruptcy Court for the
Eastern District of Washington that it will take an appeal to the
United States District Court for the Eastern District of
Washington from Judge Williams' order entered on September 15,
2010, granting the Plan Trustee's request to confirm
interpretation of the Diocese's confirmed Plan of Reorganization.
Judge Williams ruled that the Plan is interpreted to allow the
Plan Trustee access to the contingency reserve fund upon incurring
expenses.
The Catholic Bishop of Spokane wants the United States District
Court for the Eastern District of Washington to determine whether
the Washington Bankruptcy Court erred in interpreting the
Diocese's confirmed Plan of Reorganization in allowing the Plan
Trustee access to the Contingency Reserve Fund upon incurring
expenses.
Gloria Z. Nagler, Plan Trustee of the Catholic Bishop of Spokane,
also known as The Catholic Diocese of Spokane, sought for the
ruling from the Bankruptcy Court related to the use of the
$200,000 contingency reserve fund.
Ms. Nagler asserted that use of the Plan's contingency reserve for
administrative professional fees and expenses incurred to enforce
the Plan's provisions is implicit in the Plan, and hence, she
sought judicial confirmation of her intention to use the
contingency reserve for that enforcement.
The Plan expressly provides for creation of a Future Claims fund,
initially funded by the Diocese with $1,000,000, for use by the
Plan Trustee in payment of all allowed Future Tort Claims. Per
the terms of the Plan, the Plan Trustee is to hold $200,000 of the
initial $1,000,000 deposit as a contingency reserve until all
allowed Future Tort Claims have been paid in full.
About The Diocese of Spokane
The Roman Catholic Church of the Diocese of Spokane filed for
chapter 11 protection (Bankr. E.D. Wash. Case No. 04-08822) on
Dec. 6, 2004. Michael J. Paukert, Esq., at Paine, Hamblen,
Coffin, Brooke & Miller, LLP, represents the Spokane Diocese in
its restructuring efforts. When the Debtor filed for protection
from its creditors, it listed $11,162,938 in total assets and
$81,364,055 in total debts.
The Diocese of Spokane, the Tort Claimants Committee, the Future
Claims Representative, and the Executive Committee of the
Association of Parishes delivered an Amended Plan of
Reorganization, and a Disclosure Statement describing that Plan to
the Court on Feb. 1, 2007. The Honorable Patricia C. Williams
approved the disclosure statement on March 8, 2007. On April 24,
2007, the Court confirmed Spokane's second amended joint plan.
That plan is effective May 31, 2007. (Catholic Church Bankruptcy
News; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)
CATHOLIC CHURCH: Fairbanks Asks for Final Decree Closing Case
-------------------------------------------------------------
The Catholic Bishop of Northern Alaska asks the United States
Bankruptcy Court for the District of Alaska to enter a final
decree closing the Diocese's Chapter 11 case pursuant to Section
350 of the Bankruptcy Code.
The Court entered its order confirming the "Debtor's and the
Official Committee of Unsecured Creditors' Third Amended and
Restated Joint Plan of Reorganization for the Catholic Bishop of
Northern Alaska" on February 17, 2010. The effective date of the
Plan occurred on March 19, 2010.
Pursuant to the Plan and Confirmation Order, the Reorganized
Diocese has established and funded a Settlement Trust, and
transferred all assets required to be transferred to the Trust
under the Plan. The Settlement Trustee and Special Arbitrator
have been designated as estate representatives pursuant to Section
1123(b)(3) of the Bankruptcy Code with respect to all claims,
defenses, counterclaims, setoffs and recoupments belonging to the
Reorganized Diocese or the Estate with respect to the Claims of
the Tort Claimants.
Each of the Estate Representative has assumed full responsibility
to undertake, and has begun to undertake, obligations set forth
under the Trust Agreements, including resolving the Tort Claims,
establishing the Trust Administrative Expense Reserve, making
payments to holders of Allowed Tort Claims, collecting, investing,
and distributing funds for the benefit of Allowed Claims, and
fulfilling all other obligations under the Trust Agreements and
Plan, Susan G. Boswell, Esq., at Quarles & Brady LLP, in Tucson,
Arizona, tells the Court.
Similarly, Ms. Boswell says, the Reorganized Diocese has assumed
responsibility for its assets under the Plan. The Reorganized
Diocese itself has commenced making distributions to its creditors
as provided in the Plan, and has paid all fees required to be paid
pursuant to Section 1930 of the Judicial and Judiciary Procedures
Code. She adds that all motions and contested matters have been
resolved, and all adversary proceedings have also been resolved
and dismissed.
"A final decree closing the case after the estate is fully
administered does not deprive the court of jurisdiction to enforce
or interpret its own orders and does not prevent the court from
reopening the case for cause pursuant to [Section] 350(b) of the
Code," Ms. Boswell asserts. Therefore, she points out, in the
unlikely event that some dispute concerning the Plan or
Reorganization case should arise in the future, nothing about
entry of the final decree alters the Court's reserved jurisdiction
under the Plan and the Confirmation Order.
Counsel Makes Correction
In a notice, Ms. Boswell clarifies that all motions, contested
matters, and adversary proceedings have been finally resolved,
with the exception of Adversary No. 08-90019, captioned Berger v.
Catholic Mutual Relief Society of America, which remains pending.
She avers that it was erroneously stated in the request that all
adversary proceedings have been finally resolved.
The Settlement Trustee has been substituted for the Diocese in the
adversary proceeding, and hence, there is no reason for the
administrative bankruptcy case to remain pending while the
Settlement Trustee litigates/settles the adversary proceeding to
conclusion, Ms. Boswell contends.
About the Diocese of Fairbanks
The Roman Catholic Diocese of Fairbanks in Alaska, aka Catholic
Bishop of Northern Alaska, aka Catholic Diocese of Fairbanks, aka
The Diocese of Fairbanks, aka CBNA -- http://www.cbna.info/--
filed for Chapter 11 bankruptcy on March 1, 2008 (Bankr. D. Alaska
Case No. 08-00110). Susan G. Boswell, Esq., at Quarles & Brady
LLP represents the Debtor in its restructuring efforts. Michael
R. Mills, Esq., of Dorsey & Whitney LLP serves as the Debtor's
local counsel and Cook, Schuhmann & Groseclose Inc. as its special
counsel. Judge Donald MacDonald, IV, of the United States
Bankruptcy Court for the District of Alaska presides over
Fairbanks' Chapter 11 case. In its schedules, the Debtor
disclosed total assets of $13,316,864 and total liabilities of
$1,838,719 as of the Petition Date.
The church's plans to file its bankruptcy plan and disclosure
statement on July 15, 2008. Its exclusive plan filing period
expires on January 15, 2009. (Catholic Church Bankruptcy News;
Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).
CATHOLIC CHURCH: Fairbanks Trustee Wins Nod of Travelers Deal
-------------------------------------------------------------
Robert L. Berger, settlement trustee under the Catholic Bishop of
Northern Alaska's Third Amended and Restated Joint Plan of
Reorganization, sought and obtained from the U.S. Bankruptcy Court
for the District of Alaska pursuant to Sections 105 and 363 of the
Bankruptcy Code and Rule 9019 of the Federal Rules of Bankruptcy
Procedure an order:
(a) approving the Settlement Agreement and Release that has been
entered into by the Trustee and certain other parties, as
sellers, and Travelers Casualty and Surety Company,
formerly known as Aetna Casualty and Surety Company, as
purchaser;
(b) approving the settlement and compromise of claims among the
Releasing Parties and Travelers;
(c) finding that the Agreement complies with the Bankruptcy Code
and other applicable law; and
(d) authorizing the Trustee and the Diocese of Fairbanks to sell
back to Travelers the Diocese's rights under certain
contracts of insurance pursuant to the terms of the
Agreement, free and clear of liens, claims, encumbrances
and other interests.
Under the Agreement, Travelers will pay the Trustee $1,500,000
within 10 days after the Conditions to Payment under the Agreement
have been satisfied. The proposed sale of CBNA's rights and
interests in the Policies will be made, free and clear of liens,
with Travelers to receive the protections granted by the
Bankruptcy Code to a bona fide purchaser for value.
Travelers will buy back only those rights under the Policies
belonging to CBNA and the Other Releasing Parties, as defined in
the Agreement, and will not purchase any rights under the Policies
belonging to the Anchorage Archdiocese, the Juneau Diocese, the
Society of Jesus, Oregon Province or any other person that is not
CBNA or one of the Other Releasing Parties under the Agreement.
In addition, the Agreement provides that Travelers will be
designated as a Settling Insurer under CBNA's Plan of
Reorganization and the Confirmation Order, and will become a
beneficiary of the channeling injunction contained in the Plan.
Channeled claims include any claims against Travelers brought by
other Insurers on account of contribution or other claims.
Travelers agrees to release the Trustee and CBNA. In exchange for
this consideration, Travelers will obtain a release from the
Trustee and CBNA with respect to, among other things, claims for
defense and indemnity of claims against CBNA and Other Releasing
Parties for injuries suffered due to sexual abuse by priests,
members of other religious orders, and other persons allegedly
negligently hired, supervised, or maintained by CBNA.
Mr. Berger asserts that the Agreement will provide substantial
assets for the Settlement Trust and for the payment of Future
Claims.
About the Diocese of Fairbanks
The Roman Catholic Diocese of Fairbanks in Alaska, aka Catholic
Bishop of Northern Alaska, aka Catholic Diocese of Fairbanks, aka
The Diocese of Fairbanks, aka CBNA -- http://www.cbna.info/--
filed for Chapter 11 bankruptcy on March 1, 2008 (Bankr. D. Alaska
Case No. 08-00110). Susan G. Boswell, Esq., at Quarles & Brady
LLP represents the Debtor in its restructuring efforts. Michael
R. Mills, Esq., of Dorsey & Whitney LLP serves as the Debtor's
local counsel and Cook, Schuhmann & Groseclose Inc. as its special
counsel. Judge Donald MacDonald, IV, of the United States
Bankruptcy Court for the District of Alaska presides over
Fairbanks' Chapter 11 case. In its schedules, the Debtor
disclosed total assets of $13,316,864 and total liabilities of
$1,838,719 as of the Petition Date.
The church's plans to file its bankruptcy plan and disclosure
statement on July 15, 2008. Its exclusive plan filing period
expires on January 15, 2009. (Catholic Church Bankruptcy News;
Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).
CENTAUR LLC: Creditors Fight Credit Suisse $10.5 Mil. Setoff Bid
----------------------------------------------------------------
Bankruptcy Law360 reports that Centaur LLC's unsecured creditors
and junior lenders are battling Credit Suisse Group AG's attempt
to offset a $10.5 million claim with $50 million in cash tied to a
gaming license for the aborted Valley View Downs project in
Pennsylvania.
About Centaur, LLC
Indianapolis, Indiana-based, Centaur, LLC, aka Centaur Indiana,
LLC -- http://www.centaurgaming.net/-- is a company involved in
the development and operation of entertainment venues focused on
horse racing and gaming.
The Company filed for Chapter 11 bankruptcy protection on March 6,
2010 (Bankr. D. Del. Case No. 10-10799). The Company estimated
its assets and debts at $500 million to $1 billion as of the
Petition Date.
CENTRAL CITY: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Central City Economic Development Council Inc
281 W. 5th Street
P.O. Box 1829
Mansfield, OH 446901
Bankruptcy Case No.: 10-64541
Chapter 11 Petition Date: October 27, 2010
Court: U.S. Bankruptcy Court
Northern District of Ohio (Canton)
Judge: Russ Kendig
Debtor's Counsel: Edwin H. Breyfogle, Esq.
108 Third Street NE
Massillon, OH 44646
Tel: (330)837-9735
Fax: (330)837-8922
E-mail: edwinbreyfogle@sssnet.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ohnb10-64541.pdf
The petition was signed by Talbert Jones, acting executive
director.
CHISM TRAIL: Case Summary & 16 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Chism Trail, Inc.
4082 Highway 61 South
Memphis, TN 38109
Bankruptcy Case No.: 10-31618
Chapter 11 Petition Date: October 25, 2010
Court: U.S. Bankruptcy Court
Western District of Tennessee (Memphis)
Judge: Paulette J. Delk
Debtor's Counsel: Michael Don Harrell, Esq.
1884 Southern Avenue
Memphis, TN 38114
Tel: (901) 274-5484
E-mail: harrellandassoc@bellsouth.net
Scheduled Assets: $2,600,000
Scheduled Debts: $3,848,284
A list of the Company's 16 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/tnwb10-31618.pdf
The petition was signed by Ray Chism, president.
CHRIS WOODWORTH: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Joint Debtors: Chris C. Woodworth
Julie Anne Woodworth
7749 S. El Camino Drive
Tempe, AZ 85284
Bankruptcy Case No.: 10-34354
Chapter 11 Petition Date: October 26, 2010
Court: U.S. Bankruptcy Court
District of Arizona (Phoenix)
Judge: Charles G. Case, II
Debtors' Counsel: Cindy Lee Greene, Esq.
CARMICHAEL & POWELL, P.C.
7301 N. 16th Street, Suite 103
Phoenix, AZ 85020
Tel: (602) 861-0777
Fax: (602) 870-0296
E-mail: c.greene@cplawfirm.com
Scheduled Assets: $385,525
Scheduled Debts: $1,828,515
A list of the Joint Debtors' 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/azb10-34354.pdf
COMMERCE COMMONS: Case Summary & 17 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Commerce Commons, LLC
5785 Centennial Center Boulevard, Suite 230
Las Vegas, NV 89149
Bankruptcy Case No.: 10-30229
Chapter 11 Petition Date: October 27, 2010
Court: U.S. Bankruptcy Court
District of Nevada (Las Vegas)
Judge: Linda B. Riegle
Debtor's Counsel: David A. Colvin, Esq.
MARQUIS & AURBACH
10001 Park Run Drive
Las Vegas, NV 89145
Tel: (702) 382-0711
E-mail: dcolvin@marquisaurbach.com
Scheduled Assets: $8,452,027
Scheduled Debts: $23,149,802
A list of the Company's 17 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/nvb10-30229.pdf
The petition was signed by Terri Sturm, Manager of Sturm
Enterprises, LLC, manager of debtor.
COMMODORE, L.L.C.: Involuntary Chapter 11 Case Summary
------------------------------------------------------
Alleged Debtor: The Commodore, L.L.C.
dba Parc St. Charles Hotel
1515 Poydras Street, Suite 1820
New Orleans, LA 70112
Bankruptcy Case No.: 10-13912
Involuntary Chapter 11 Petition Date: October 21, 2010
Court: U.S. Bankruptcy Court
Eastern District of Louisiana (New Orleans)
Judge: Jerry A. Brown
Debtor's Counsel: Pro Se
Petitioner's Counsel: Jan Marie Hayden, Esq.
650 Poydras Street, Suite 2500
New Orleans, LA 70130
Tel: (504) 299-3300
Fax: (504) 299-3399
E-mail: jhayden@hellerdraper.com
Creditors who signed the Chapter 11 petition:
Petitioners Nature of Claim Claim Amount
----------- --------------- ------------
Dean J. Marcades Plumbing Contract $1,220
dba Dean Mar
59 Walton Way
Miramar Beach, FL 32550
Decatur Hotels, LLC Advances & Mgmt Fees $667,571
317 Magazine Street
New Orleans, LA 70130
Duplantier Hrapmann Hogan & Accounting Fees $1,600
Maher, LLP
1615 Poydras Street, Suite 2100
New Orleans, LA 70112
New Media Solutions, Inc. Media Services $4,000
3433 Highway 190, Suite 333
Mandeville, LA 70471
CONNECTOR 2000: Files Chapter 9 Plan of Reorganization
------------------------------------------------------
Connector 2000 Association Inc., submitted to the U.S. Bankruptcy
Court for the District of South Carolina a proposed Plan of
Adjustment.
According to the Disclosure Statement, the Plan contemplates the
amendment and restatement of the terms of bonds it issued
prepetition. Generally, the amended and restated bonds will
consist in parts of approximately $172,115,908 aggregate principal
amount of (i) senior secured current interest bonds, accruing
interest at 5.80% per annum payable semi-annually, and maturing in
2051; (ii) senior secured capital appreciation bonds, accreting
interest at 5.80% per annum, maturing annually and with a final
maturity in 2051; or (iii) senior secured current interest bonds,
accruing interest or contingent interest at 5.80% per annum semi-
annually, and maturing in 2051. It is estimated that payments on
the Tier 1 Bonds will equal approximately 83.5% of the Debtor's
Projected Net Revenues in each year.
The Amended and Restated Bonds will also include approximately
$29,805,074 aggregate principal amount of (i) senior subordinated
secured capital appreciation bonds accreting interest at 5.80% per
annum, payable in cash (but only if the Debtor is current in
making all payments in respect of the Tier 1 Bonds), and maturing
in 2051; or (ii) senior subordinated secured current interest
bonds, accruing interest and/or contingent interest at 5.80%
per annum semi-annually, and maturing in 2051. It is estimated
that payments on the Tier 2 Bonds will equal approximately 14.5%
of the Debtor's Projected Net Revenues in each year.
The Plan also provides for the release of the Series 1998A, Series
1998B and Series 1998C Bonds, the Senior Bonds Trustee and
Subordinate Bonds Trustee of all of their claims (if any) against
current and former officers, directors and agents of the Debtor
existing as of the effective date of the Plan.
Treatment of Claims
Class 1 - Senior Bondholders Claims - The Debtor will issue to
approximately $29,805,074 in aggregate principal amount of
Tier 2 Bonds on the terms set forth in the Amended Trust
Indenture and which will generally include (i) senior
subordinated secured capital appreciation bonds accreting
interest at 5.80% per annum, payable at the option of the
Debtor in cash (but only if the Debtor is current in
making all payments in respect of the Tier 1 Bonds), and
maturing in 2051; or (ii) senior subordinated secured
current interest bonds, accruing interest and contingent
interest at 5.80% per annum semi-annually, and maturing in
2051.
Class 2 - Subordinate Bondholders Claims - If holders of the
Series C Bonds vote to accept the Plan in the requisite
percentages, and holders of at least _% of the outstanding
accreted amount of the Series C Bonds do not object to
confirmation of the Plan, the holders of the Series C
Bonds will receive their pro rata share of Tier 3 Bonds in
the aggregate principal amount of approximately $4,215,099
on the terms set forth in the Amended Trust Indenture and
which will include (i) junior subordinated secured capital
appreciation bonds accruing interest at 5.80% per annum,
payable at the option of the Debtor in cash (but only if
the Debtor is current in making all payments in respect of
the Tier 1 Bonds and the Tier 2 Bonds), and maturing in
2051; or (ii) junior subordinated secured current interest
bonds, accruing interest or contingent interest at 5.80%
per annum, semiannually, and maturing in 2051.
Class 3 - Bond Trustee Claims - The Debtor does not believe there
are any claims past due amounts outstanding to these
creditors.
Class 4 - Claims of South Carolina Department of Transportation,
an agency of the State of South Carolina - The claims of
SCDOT are general unsecured claims arising under the
License Agreement. It is expected that the distributions
to SCDOT will be $0.
Class 6 - Lehman Brothers, Inc., Claims - The Debtor intends to
object to the claim of Lehman Brothers. However, if the
Court rule that the funds being held by the Trustee in
escrow are subject to any constructive trust or security
interest in favor of Lehman Brothers, then to the extent
the claim of Lehman Brothers exceeds the escrowed funds,
it will be a general unsecured claim. The Debtor does not
expect to have sufficient funds to make any distribution
to the general unsecured portion of the claim if it be
determined Lehman Brothers has a valid claim which exceeds
the escrowed funds.
A full-text copy of the Disclosure Statement is available for free
at http://bankrupt.com/misc/Connector2000_DS.pdf
About Connector 2000
Piedmont, South Carolina-based Connector 2000 Association Inc., is
a non-profit association set up by the South Carolina Department
of Transportation to finance, construct and operate the 16-mile
toll road known as the "Southern Connector" in Greenville County,
and to build the South Carolina Highway 153 Extension.
Connector 2000 filed for Chapter 9 bankruptcy protection on
June 24, 2010 (Bankr. D. S.C. Case No. 10-04467), estimating both
assets and debts between $100 million and $500 million. Judge
David R. Duncan presides over the case. Stanley H. McGuffin,
Esq., at Haynsworth Sinkler Boyd P.A., serves as bankruptcy
counsel.
CROWNBROOK DEBCO: Fights to Stay in Bankruptcy Protection
---------------------------------------------------------
Nicos Polymers Group plans on fighting specialty finance company
Fifth Street Finance Corp.'s efforts to get the company kicked out
of bankruptcy at a hearing Thursday, Dow Jones' DBR Small Cap
reports.
According to the report, Nicos Polymers provided a preview of its
stance on the topic in documents filed with the U.S. Bankruptcy
Court in Manhattan. In the court papers, the report relates, the
company said that it and its parent company were "forced" to file
for bankruptcy protection on Oct. 13, the day before Fifth Street
and its mezzanine fund were scheduled to hold a foreclosure sale.
"Filing at that time was the debtors' sole remedy to preclude an
overzealous lender from taking title to the debtors' assets and
business operations," the report quoted the company as saying.
"It was also the only way for the debtors to preserve and maximize
value for all stakeholders - not just Fifth Street," the company
added.
About Nicos Polymers
Nicos Polymers Group -- http://www.nicospolymers.com/-- is an
industrial plastics recycler. CrownBrook Debco LLC, formed by an
investment group, purchased Nicos Polymers in 2007.
Crownbrook Debco, LLC, dba Nicos Polymers Group, filed for Chapter
11 protection (Bankr. S.D.N.Y. Case No. 10-15345) on Oct. 13, 2010
in Manhattan. Samuel Jason Teele, Esq., at Lowenstein Sandler,
P.C., in New Jersey, serves as counsel to the Debtor. The Debtor
estimated assets of $1,000,001 to $10,000,000 and debts of
$10,000,001 to $50,000,000 in its Chapter 11 petition.
DAMON PURSELL: Can Access Lenders' Cash Collateral Until Dec. 31
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Missouri
entered a second interim order authorizing Damon Pursell
Construction Company to access the cash collateral in which Bank
of the West, MCK Partnership, L.L.C., and Commercial Credit Group,
Inc., claim an interest.
The Debtor's indebtedness consists of:
-- $2,458,302 to MCK;
-- $3,855,706 to BOW; and
-- $1,513,873 to CCG.
The Court authorized the Debtor to use the cash collateral until
December 31, 2010, to fund its business postpetition.
As adequate protection for any diminution in value of the lenders'
collateral, the Debtors will grant the prepetition lenders
replacement liens on the Debtor's property constituting the
collateral, and any proceeds therefrom.
The Debtor will deposit and hold, in escrow pending further order
of the Court, in a separate bank account with the DIP Bank, the
lesser of (1) $40,000, or (2) all excess cash as provided by the
Monthly Operating Reports, on the 15th day of each month,
beginning on October 15, and continuing until the order
terminates.
The Debtor must at all times satisfy each of these conditions:
a. the Debtor must maintain inventory at its quarry with a cost
value of not less than $1,800,000; and
b. the Debtor's accounts receivable aged less than 90 days will
have a value of not less than $800,000.
c. The Debtor must maintain current levels of insurance.
About Damon Pursell Construction Company
Kansas City, Missouri-based Damon Pursell Construction Company
filed for Chapter 11 bankruptcy protection on September 15, 2010
(Bankr. W.D. Mo. Case No. 10-44965). Thomas G. Stoll, Esq., at
Dunn & Davison, LLC, assists the Debtor in its restructuring
effort. In its schedules, the Debtor disclosed $18,458,000 in
assets and $11,981,801 in liabilities as of the Petition Date.
DAMON PURSELL: U.S. Trustee Forms Three-Member Creditors Committee
------------------------------------------------------------------
Nancy J. Gargula, the U.S. Trustee for Region 13 appointed three
members to the official committee of unsecured creditors in the
Chapter 11 case of Damon Pursell Construction Company.
The Creditors Committee members are:
1. Quick Fuel Fleet Services
Attn: David Schier
11815 W. Bradley Road
Milwaukee, WI 53224
Tel: (414) 577-0216
Fax: (414) 368-4904
E-mail: dschier@jacobsenergy.com
2. Buckley Powder Company
Attn: Howard Wichter
42 Inverness Drive East
Englewood, CO 80112
Tel: (303) 790-7007
Fax: (303) 790-7033
E-mail: howard@buckleypowder.com
3. Holliday Sand and Gravel Company
Attn: Mary Kathryn (Katie) Richardson
9660 Legler Road
Lenexa, Kansas 66219
Tel: (913) 319-6525
Fax: (913) 345-4863
E-mail: katie.richardson@ashgrove.com
Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at the Debtor's
expense. They may investigate the Debtor's business and financial
affairs. Importantly, official committees serve as fiduciaries to
the general population of creditors they represent. Those
committees will also attempt to negotiate the terms of a
consensual Chapter 11 plan -- almost always subject to the terms
of strict confidentiality agreements with the Debtors and other
core parties-in-interest. If negotiations break down, the
Committee may ask the Bankruptcy Court to replace management with
an independent trustee. If the Committee concludes reorganization
of the Debtor is impossible, the Committee will urge the
Bankruptcy Court to convert the Chapter 11 cases to a liquidation
proceeding.
About Damon Pursell Construction Company
Kansas City, Missouri-based Damon Pursell Construction Company
filed for Chapter 11 bankruptcy protection on September 15, 2010
(Bankr. W.D. Mo. Case No. 10-44965). Thomas G. Stoll, Esq., at
Dunn & Davison, LLC, assists the Debtor in its restructuring
effort. The Debtor disclosed $18,458,000 in assets and
$11,981,801 in liabilities as of the Petition Date.
DAMON PURSELL: Creditors Committee Taps Lentz Clark as Counsel
--------------------------------------------------------------
The Official Committee of Unsecured Creditors in the Chapter 11
case of Damon Pursell Construction Company asks the U.S.
Bankruptcy Court for the Western District of Missouri for
permission to employ Lentz Clark Deines PA as its counsel.
LCD will, among other things:
a. advise the Committee with respect to its rights, duties and
powers as an official unsecured creditors' committee;
b. advise the Committee with respect to terms, conditions and
documentation of financing agreements, cash collateral
orders and related transactions; and
c. advise the Committee in connection with any potential sale
of assets.
The hourly rates of LCD's personnel are:
Partners $300 - $350
Associates $195
Legal Assistants $90
To the best of the Committee's knowledge, LCD is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
LCD can be reached at:
Jeffrey A. Deines, Esq.
LENTZ CLARK DEINES PA
9260 Glenwood
Overland Park, KS 66212
Tel: (913) 648-0600
Fax: (913) 648-0664
E-mail: jdeines@lcdlaw.com
About Damon Pursell Construction Company
Kansas City, Missouri-based Damon Pursell Construction Company
filed for Chapter 11 bankruptcy protection on September 15, 2010
(Bankr. W.D. Mo. Case No. 10-44965). Thomas G. Stoll, Esq., at
Dunn & Davison, LLC, assists the Debtor in its restructuring
effort. The Debtor disclosed $18,458,000 in assets and
$11,981,801 in liabilities as of the Petition Date.
DARLENE WOODS: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Darlene G. Woods
dba House of Hope Ministries, Inc.
Rosebud Contracting, LLC
Crossroads Nursery
fdba Lavender Thrift & Gift, LLC
P.O. Box 5608
Bend, OR 97708
Bankruptcy Case No.: 10-40002
Chapter 11 Petition Date: October 21, 2010
Court: U.S. Bankruptcy Court
District of Oregon
Judge: Randall L. Dunn
Debtor's Counsel: Anthony V. Albertazzi, Esq.
44 NW Irving Avenue
Bend, OR 97701
Tel: (541) 317-0231
E-mail: a.albertazzi@albertazzilaw.com
Scheduled Assets: $1,954,755
Scheduled Debts: $3,295,842
A list of the Debtor's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/orb10-40002.pdf
DAVID MARCOE: Taps Hanson Baker to Handle Reorganization Case
-------------------------------------------------------------
David Brian Marcoe and Lori Lucille Marcoe ask the U.S. Bankruptcy
Court for the Western District of Washington for permission to
employ Cynthia A. Kuno and Hanson Baker Ludlow Drumheller, P.S. as
counsel.
Hanson Baker will:
a. take all actions necessary to protect and preserve Debtors'
bankruptcy estate, including the prosecution of actions on
Debtors' behalf;
b. prepare the necessary applications, motions, memoranda,
responses, complaints, answers, orders, notices, reports and
other papers required from Debtors as debtors-in-possession
in connection with administration of the cases; and
c. negotiate with creditors concerning a Chapter 11 plan,
prepare a Chapter 11 plan and disclosure statement and
related documents, and take the steps necessary to confirm
and implement a plan of reorganization.
Hanson Baker received an initial security retainer of $40,000 for
prepetition legal work. Prior to filing, Hanson Baker disbursed
the sum of $21,517 to Hanson Baker for fees and costs incurred in
prepetition legal work, including preparing the case for filing.
An additional $1039 was withdrawn for the Chapter 11 filing fee.
The Hanson Baker trust account has a balance of $17,443.
To the best of the Debtors' knowledge, Hanson Baker is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached at:
Cynthia A. Kuno, Esq.
HANSON BAKER LUDLOW DRUMHELLER P.S.
2229 - 112th Avenue NE, Suite 200
Bellevue, WA 98004-2936
Tel: (425) 454-3374
About David Brian Marcoe
Seattle, Washington-based David Brian Marcoe and David Brian
Marcoe and Lori Lucille Marcoe filed for Chapter 11 bankruptcy
protection on September 15, 2010 (Bankr. W.D. Wash. Case No. 10-
20975). Cynthia A. Kuno, Esq., at Hanson Baker Ludlow Drumheller
PS, assists the Debtors in their restructuring effort. The Debtor
disclosed $10,339,222 in assets and $10,573,203 in liabilities.
DAVID MARCOE: Court Fixes December 3 as Claims Bar Date
-------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Washington
has established December 3, 2010, as the last day for any
individual or entity to file proofs of claim against David Brian
Marcoe and Lori Lucille Marcoe.
To file a claim, parties must complete a proof of claim form and
file it with:
Clerk of the U.S. Bankruptcy Court
Seattle Division
700 Stewart Street No. 6301
Seattle, WA 98101
About David Brian Marcoe
Seattle, Washington-based David Brian Marcoe and David Brian
Marcoe and Lori Lucille Marcoe filed for Chapter 11 bankruptcy
protection on September 15, 2010 (Bankr. W.D. Wash. Case No. 10-
20975). Cynthia A. Kuno, Esq., at Hanson Baker Ludlow Drumheller
PS, assists the Debtors in their restructuring effort. The Debtor
disclosed $10,339,222 in assets and $10,573,203 in liabilities.
DBSI INC: Wins Court Confirmation of Chapter 11 Liquidation Plan
----------------------------------------------------------------
DBSI Inc. won court confirmation of its Chapter 11 plan of
liquidation, paving the way for it to pay creditors and avoid
years of expensive litigation over its complex web of affiliates,
Dow Jones' DBR Small Cap reports.
According to the report, court papers show that Judge Peter J.
Walsh of the U.S. Bankruptcy Court in Wilmington, Del., on Tuesday
approved the plan, which was jointly proposed by DBSI's unsecured
creditors and the bankruptcy trustee in charge of DBSI and its
170-plus affiliates.
The report notes that Judge Walsh's ruling caps off a nearly two-
year-long Chapter 11 proceeding during which a court-appointed
investigator concluded DBSI espoused a business model that was
"doomed to fail," and that investors' funds were funneled into
unintended sources such as executives' pockets. At the order of
the bankruptcy court, examiner Joshua R. Hochberg led an
approximately five-month investigation into the fraud allegations
that dogged the Meridian, Idaho, company upon its bankruptcy
filing nearly two years ago, the report says.
About DBSI Inc.
Headquartered in Meridian, Idaho, DBSI Inc. and its affiliates
were engaged in numerous commercial real estate and non-real
estate projects and businesses. On November 10, 2008, and other
subsequent dates, DBSI and 180 of its affiliates filed for Chapter
11 protection (Bankr. D. Del. Case No. 08-12687). Lawyers at
Young Conaway Stargatt & Taylor LLP represent the Debtors as
counsel. The Official Committee of Unsecured Creditors tapped
Greenberg Traurig, LLP, as its bankruptcy counsel. Kurtzman
Carson Consultants LLC is the Debtors' notice claims and balloting
agent. When the Debtors sought protection from their creditors,
they estimated assets and debts between $100 million and
$500 million. Joshua Hochberg, a former head of the Justice
Department fraud unit, served as an Examiner and called the seller
and servicer of fractional interests in commercial real estate an
"elaborate shell game" that "consistently operated at a loss" in
his report released in Oct. 2009. On Sept. 11, 2009, the
Honorable Peter J. Walsh entered an Order appointing James R.
Zazzali as Chapter 11 trustee for the Debtors' estates.
DELPHI CORP: Timken, et al., Oppose Complaints Deadline Extension
-----------------------------------------------------------------
ATS Automation Tooling Systems Inc.; Doshi Prettl International
and The Timken Company and The Timken Corporation separately ask
the Court for relief from a "Fourth Extension Order" dated October
22, 2009, pursuant to Rule 60(b)(1) of the Federal Rules of Civil
Procedure.
To recall, the Debtors filed certain complaints under seal in
2007. The four Service Extension Orders entered on August 17,
2007, March 28, 2008, April 30, 2008 and October 22, 2009,
extended the time in which the Debtors could serve those
complaints for about two years beyond the expiration of the
applicable limitations period plus the additional 120-day service
period provided by Rule 4(m) of the Federal Rules of Civil
Procedure.
The Court entered the Fourth Extension Order on October 22, 2009,
which extended the Debtors' deadline to serve the summons and
sealed adversary complaints to 180 days after consummation of the
Modified First Amended Joint Plan of Reorganization, or through
April 16, 2010. The Plaintiffs unsealed and served the
complaints in March 2010.
Specifically, the Creditors seek to void the Fourth Extension
Order for the reason that:
(a) the Order was entered in error; and
(b) pursuant Rule 60(b)(1) of the Federal Rules of Civil
Procedure, the Creditors should be excused from their
failure to challenge entry of that Order prior to its
entry or to appeal timely the entry of that Order.
Counsel to ATS Automation, Christopher M. Cahill, Esq., at Clark
Hill PLC, in Birmingham, Michigan, argues that entry of the
Fourth Extension Order was erroneous based upon "morphed"
rationale. He notes that In re Global Crossing Estate
Representative v. Alta Partners Holdings LDC, 385 B.R. 52 (Bankr.
S.D.N.Y. 2008), the Court found that it was inappropriate to
enforce a prior order in the case which had extended the time to
serve under Rule 4(m) because that order was based on different
reasons than its predecessor service extension orders. The same
error was committed in the Reorganized Debtors' Chapter 11 cases,
because the First Extension Order is based on categorically
distinct premises than the Fourth Extension Order, Mr. Cahill
points out. As in Global Crossing, here the rationales
"morphed," he stresses.
Mr. Cahill relates that that the First Extension Order was based
on a rich First Plan, and the needs of the Debtors to preserve
the actions "as a precautionary measure" even though the First
Plan would likely obviate the need to pursue them, and to avoid
disruption of the plan process and ongoing business relationships
with potential defendants. In contrast, the Fourth Extension
Motion was premised on the needs of the Debtors with respect to a
complex set of plan effectuation transactions, and with respect
to pursuit of the now larger number of allegedly retained
avoidance actions, he notes. "Those facts and circumstances did
not exist when the Debtors' Modified Plan was confirmed."
Thus, even if the Debtors' motion to preserve the estate claims
and the Service Extension Motions were somehow adequate, the new
circumstances outlined in the Fourth Extension Motion were
clearly a surprise if there ever was one, of which reasonable
notice to the Defendant was not provided, Mr. Cahill maintains.
As with all the other Service Extension Motions, neither the
Creditors nor any other defendants appeared or objected, Mr.
Cahill notes. Rule 60(b)(1) provides that: On motion and just
terms, the court may relieve a party or its legal representatives
from a final judgment, order, or proceeding for the following
reasons: (1) mistake, inadvertence, surprise, or excusable
neglect[.]"
Here, Mr. Cahill insists, the Creditors have presented highly
convincing evidence that the reasons they did not object to the
Fourth Extension Motion or appeal the Fourth Extension Order were
mistake, inadvertence, and surprise -- a condition created
intentionally by the Plaintiffs for reasons set forth in the
Extension Motions.
In addition, these entities filed joinders to the Motions for
Relief filed by ATS Automation, Dosh Prettl and Timken:
(1) Republic Engineered Products, Inc.
(2) Sprimag Inc.
(3) Calsonic Corp. and its affiliates
(4) D&R Technology, LLC
(5) Ahaus Tool and Engineering Inc.
(6) Ex-Cell-O Machine Tools, Inc.
(7) Access One Technology Group, LLC
(8) Victory Packaging LP
(9) Carlisle Companies Incorporated
(10) DSSI LLC and DSSI
(11) Tyco Adhesives, L.P.
(12) Ambrake Corporation
(13) Sunstone Components Group, Inc.
(14) Robert Bosch GmbH and Robert Bosch LLC
(15) Bosch Chassis Systems Columbia L.L.C.
(16) D&S Machine Products, Inc.
(17) Mubea and Mubea, Inc.
(18) NGK Automotive Ceramics USA, Inc.
(19) Barnes & Associates
(20) Vishay Americas, Inc.
(21) Critech Research Inc.
(22) BP Microsystems, L.P.
The Court will consider the Creditors' requests on February 17,
2011. Objections are due no later than February 2.
About Delphi Corp.
Based in Troy, Michigan, Delphi Corporation --
http://www.delphi.com/-- is a global supplier of electronics and
technologies for automotive, commercial vehicle and other market
segments. Delphi operates major technical centers, manufacturing
sites and customer support facilities in 30 countries.
The Company filed for Chapter 11 protection on October 8, 2005
(Bankr. S.D.N.Y. Lead Case No. 05-44481). John Wm. Butler Jr.,
Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden,
Arps, Slate, Meagher & Flom LLP, represented the Debtors in their
restructuring efforts. Robert J. Rosenberg, Esq., Mitchell A.
Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP,
represented the Official Committee of Unsecured Creditors. As of
June 30, 2008, the Debtors' balance sheet showed US$9,162,000,000
in total assets and US$23,742,000,000 in total debts.
The Court confirmed Delphi's plan on January 25, 2008. The Plan
was not consummated after a group led by Appaloosa Management,
L.P., backed out from their proposal to provide US$2,550,000,000
in equity financing to Delphi. At the end of July 2009, Delphi
obtained confirmation of a revised plan, build upon a sale of the
assets to a entity formed by some of the lenders who provided
$4 billion of debtor-in-possession financing, and General Motors
Company.
On October 6, 2009, Delphi Corp.'s Chapter 11 plan of
reorganization became effective. A Master Disposition Agreement
executed among Delphi Corporation, Motors Liquidation Company,
General Motors Company, GM Components Holdings LLC, and DIP Holdco
3, LLC, divides Delphi's business among three separate parties --
DPH Holdings LLC, GM Components, and DIP Holdco 3.
Delphi emerged from Chapter 11 as DPH Holdings. DPH Holdings will
remain responsible for the post-Effective Date administration and
eventual closing of the Chapter 11 cases as well as the
disposition of certain retained assets and payment of certain
retained liabilities as provided under the Modified Plan.
Bankruptcy Creditors' Service, Inc., publishes Delphi Bankruptcy
News. The newsletter tracks the Chapter 11 proceedings of Delphi
Corp. and its debtor-affiliates. (http://bankrupt.com/newsstand/
or 215/945-7000)
DELPHI CORP: JCI Wants Revised Remediation Estimate
---------------------------------------------------
In May 2006, Delphi Corp. agreed to sell a battery manufacturing
plant located in New Brunswick, New Jersey, to Johnson Controls
Inc. under a transfer agreement. The Property was used by Delphi
to manufacture lead/acid automotive batteries and is contaminated
with lead and other hazardous substances. Under the New Jersey
Industrial Site Recovery Act, Delphi could not legally sell the
Property unless it first completed remediation under ISRA or
entered into a remediation agreement with the New Jersey
Department of Environmental Protection.
Subsequently, Delphi entered into a remediation agreement with the
NJDEP. Delphi also agreed to indemnify JCI for environmental
damages arising from pre-closing environmental contamination, pre-
closing compliance matters or pre-closing off-site liability under
the Transfer Agreement. ISRA also requires Delphi to estimate
publicly on July 26 of each year the cost of remediation of the
Property and to verify that an amount equal to the estimated cost
of remediation is deposited in a trust fund.
However, Delphi did not estimate the cost of remediation publicly
on July 26, 2009 or July 26, 2010, Kathleen L. Matsoukas, Esq., at
Barnes & Thornburg LLP, in Chicago, Illinois, tells the Court.
Delphi has also failed to increase the amount in the Trust since
January 2009, despite receiving from NJDEP twice after January
2009 requirements for additional work -- and despite itself
proposing to NJDEP in late 2009 to do more work than was initially
proposed in early 2009, she points out. Delphi's estimate of
total remedial costs is outdated, Ms. Matsoukas tells Judge Drain.
As a result, Delphi is required to provide a new estimate of the
cost of remediation, one substantially more than the $1,825,000
estimated in January 2009, and to increase the amount in the
Trust accordingly.
JCI says it has shared with Delphi information indicating that
the estimated cost of remediation is about $8 million. "Delphi
is simply ignoring its obligation to revise the remediation
estimate and increase the amount in the Trust accordingly and is
thus violating ISRA, which is a violation of the Transfer
Agreement," JCI complains.
Against this backdrop, JCI is concerned that Delphi will fail to
remediate the Property, and the agreements JCI made in good faith
in the Transfer Agreement are jeopardized, Ms. Matsoukas
emphasizes. Delphi's omissions violate ISRA and leave Johnson
Controls Battery Group, Inc., as the current owner, liable to
NJDEP to make up the difference if Delphi fails to complete the
Property's remediation, she argues. These violations of ISRA
trigger the indemnification provisions under the Transfer
Agreement, she asserts.
JCI has filed an administrative claim for indemnification
liability that Delphi owes postpetition, plus additional costs
arising from the damages JCI has sustained post-sale as a result
of Delphi's failure to remediate the Property on a timely basis,
Ms. Matsoukas avers.
By this motion, JCI and JCBG ask the Court to:
(i) require DPH Holdings Corp. to comply with the Transfer
Agreement by:
-- revising its estimate of the cost of the Property's
remediation to reflect $8 million as the actual
anticipated remediation cost;
-- filing other higher estimate with NJDEP;
-- increasing the financial assurance provided to NJDEP to
$8 million through the Trust; or
(ii) in the alternative, compel DPH Holdings to provide
adequate assurance of financial ability to pay JCI's
indemnification claims.
In the event DPH Holdings refuses to provide adequate assurance of
its financial ability to provide indemnification, JCI seeks the
Court's permission to conduct an examination on DPH Holdings
pursuant to Rule 2004 of the Federal Rules of Bankruptcy
Procedure. The examination will help JCI determine if DPH
Holdings has sufficient assets to remediate the Property or honor
its obligation to indemnify if NJDEP forces it to complete the
Property's remediation, Ms. Matsoukas reasons.
About Delphi Corp.
Based in Troy, Michigan, Delphi Corporation --
http://www.delphi.com/-- is a global supplier of electronics and
technologies for automotive, commercial vehicle and other market
segments. Delphi operates major technical centers, manufacturing
sites and customer support facilities in 30 countries.
The Company filed for Chapter 11 protection on October 8, 2005
(Bankr. S.D.N.Y. Lead Case No. 05-44481). John Wm. Butler Jr.,
Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden,
Arps, Slate, Meagher & Flom LLP, represented the Debtors in their
restructuring efforts. Robert J. Rosenberg, Esq., Mitchell A.
Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP,
represented the Official Committee of Unsecured Creditors. As of
June 30, 2008, the Debtors' balance sheet showed US$9,162,000,000
in total assets and US$23,742,000,000 in total debts.
The Court confirmed Delphi's plan on January 25, 2008. The Plan
was not consummated after a group led by Appaloosa Management,
L.P., backed out from their proposal to provide US$2,550,000,000
in equity financing to Delphi. At the end of July 2009, Delphi
obtained confirmation of a revised plan, build upon a sale of the
assets to a entity formed by some of the lenders who provided
$4 billion of debtor-in-possession financing, and General Motors
Company.
On October 6, 2009, Delphi Corp.'s Chapter 11 plan of
reorganization became effective. A Master Disposition Agreement
executed among Delphi Corporation, Motors Liquidation Company,
General Motors Company, GM Components Holdings LLC, and DIP Holdco
3, LLC, divides Delphi's business among three separate parties --
DPH Holdings LLC, GM Components, and DIP Holdco 3.
Delphi emerged from Chapter 11 as DPH Holdings. DPH Holdings will
remain responsible for the post-Effective Date administration and
eventual closing of the Chapter 11 cases as well as the
disposition of certain retained assets and payment of certain
retained liabilities as provided under the Modified Plan.
Bankruptcy Creditors' Service, Inc., publishes Delphi Bankruptcy
News. The newsletter tracks the Chapter 11 proceedings of Delphi
Corp. and its debtor-affiliates. (http://bankrupt.com/newsstand/
or 215/945-7000)
DELPHI CORP: Settles Hewlett Packard Claims
-------------------------------------------
Reorganized DPH Holdings, formerly Delphi Corp., the "EDS Parties"
and the "HP Parties" entered into a U.S. Bankruptcy Court-approved
stipulation for the provision of an allowed general unsecured non-
priority claim to the settlement parties under Section 502(h) of
the Bankruptcy Code.
The EDS Parties consists of HP Enterprise Services, LLC; HP
Enterprise Services UK Ltd. and Hewlett Packard Co. Hewlett-
Packard Company, Hewlett-Packard Financial Services Company and
Hewlett-Packard Mexico, S. de R.L. de C.V. are collectively known
as the HP Parties.
The Reorganized Debtors commenced adversary proceedings to avoid
and recover certain amounts from the HP Parties. To resolve the
Adversary Proceedings with respect to the alleged Transfers, the
Reorganized Debtors and the HP Defendants entered into a
settlement agreement in October 2010, whereby the parties
agreed, among other things, that:
(i) the Reorganized Debtors would withdraw any and all pending
objections with respect to Claim Nos. 12678, 9352 and
10683;
(ii) to the extent not previously allowed, the Reorganized
Debtors would allow the Claims; and
(iii) the Reorganized Debtors would allow Hewlett-Packard
Company to receive, pursuant to Section 502(h), an
additional allowed general unsecured non-priority claim
against Delphi Automotive Systems LLC in the amount set
forth in the Settlement Agreement.
By this stipulation, the Parties agree that any and all claims
objections with respect to the Claims are withdrawn and, to the
extent not previously allowed, the Claims are allowed.
Specifically:
(a) Claim No. 12678 is allowed as an unsecured non-priority
claim for $11,678,813 against DAS, and $4,999,999 against
Delphi Corp.;
(b) Claim No. 9352 is allowed as an unsecured non-priority
claim for $4,921,104 against DAS.; and
(c) Claim No. 10683 is allowed as an unsecured non-priority
claim for $166,642 against DAS LLC.
Pursuant to Section 502(h), the Hewlett-Packard Company will
receive an additional allowed general unsecured non-priority
claim against DAS in the amount set forth in the Settlement
Agreement.
About Delphi Corp.
Based in Troy, Michigan, Delphi Corporation --
http://www.delphi.com/-- is a global supplier of electronics and
technologies for automotive, commercial vehicle and other market
segments. Delphi operates major technical centers, manufacturing
sites and customer support facilities in 30 countries.
The Company filed for Chapter 11 protection on October 8, 2005
(Bankr. S.D.N.Y. Lead Case No. 05-44481). John Wm. Butler Jr.,
Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden,
Arps, Slate, Meagher & Flom LLP, represented the Debtors in their
restructuring efforts. Robert J. Rosenberg, Esq., Mitchell A.
Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP,
represented the Official Committee of Unsecured Creditors. As of
June 30, 2008, the Debtors' balance sheet showed US$9,162,000,000
in total assets and US$23,742,000,000 in total debts.
The Court confirmed Delphi's plan on January 25, 2008. The Plan
was not consummated after a group led by Appaloosa Management,
L.P., backed out from their proposal to provide US$2,550,000,000
in equity financing to Delphi. At the end of July 2009, Delphi
obtained confirmation of a revised plan, build upon a sale of the
assets to a entity formed by some of the lenders who provided
$4 billion of debtor-in-possession financing, and General Motors
Company.
On October 6, 2009, Delphi Corp.'s Chapter 11 plan of
reorganization became effective. A Master Disposition Agreement
executed among Delphi Corporation, Motors Liquidation Company,
General Motors Company, GM Components Holdings LLC, and DIP Holdco
3, LLC, divides Delphi's business among three separate parties --
DPH Holdings LLC, GM Components, and DIP Holdco 3.
Delphi emerged from Chapter 11 as DPH Holdings. DPH Holdings will
remain responsible for the post-Effective Date administration and
eventual closing of the Chapter 11 cases as well as the
disposition of certain retained assets and payment of certain
retained liabilities as provided under the Modified Plan.
Bankruptcy Creditors' Service, Inc., publishes Delphi Bankruptcy
News. The newsletter tracks the Chapter 11 proceedings of Delphi
Corp. and its debtor-affiliates. (http://bankrupt.com/newsstand/
or 215/945-7000)
DYNEGY INC: Urges Stockholders to Vote for Merger With Blackstone
-----------------------------------------------------------------
Dynegy Inc. and Dynegy Holdings Inc. sent a letter to its
stockholders reiterating the recommendation of the Dynegy Board of
Directors that they vote for the proposal to adopt the merger
agreement with an affiliate of The Blackstone Group L.P. at the
Nov. 17, 2010 special meeting of stockholders.
Bruce A. Williamson, president and chief executive officer of the
Company, said, "I am writing to you today to directly respond to
points contained in recent Securities and Exchange Commission
filings made by a Dynegy stockholder who is saying it opposes the
acquisition of Dynegy by an affiliate of The Blackstone Group L.P.
for $4.50 per share in cash. As Dynegy's Special Meeting of
Stockholders on November 17, 2010 approaches, it is important that
all stockholders understand the facts about their company and the
Blackstone transaction when considering, and voting upon, a
proposal to adopt the merger agreement with Blackstone.
As Dynegy has previously communicated:
* No transaction other than the Blackstone proposal
materialized over Dynegy's two-year evaluation of strategic
alternatives;
* The Board concluded that asset sales would not create
stockholder value and that there is significant risk
associated with a stand-alone strategy; and
* Despite the broad solicitation of potentially interested
parties during the 40-day "go-shop" period, no party made a
proposal, much less one that was superior to the Blackstone
offer.
Mr. Williamson said, "Your Board believes this transaction is in
the best interest of Dynegy's stockholders because it provides
immediate, certain and fair value for your shares while reducing
the considerable downside risk facing Dynegy if the Blackstone
transaction is not approved and completed."
Mr. Williamson disclosed that Seneca Capital solicited proxies
against the Blackstone transaction. He said that Dynegy cautions
stockholders to carefully consider Seneca's materials and its
underlying motivations.
Mr. Williamson said, "Seneca may have many reasons to take a risk
on a deal that our other stockholders do not have. Dynegy does
not know all of Seneca's interests in this situation. What Dynegy
does know is that Seneca has not been a significant long-term
holder of Dynegy stock. In fact, Seneca's public filings showed
an ownership position of less than 1% before the Blackstone
transaction was announced. Perhaps indicating Seneca's true
beliefs as to Dynegy's future prospects, Seneca sold approximately
700,000 shares at $2.93 per share on August 12, 2010, the day
before Blackstone made its offer public. Blackstone's offer
represents a 54% premium to Seneca's sale of these shares."
"Clearly Seneca has believed -- within the last two and a half
months -- that $4.50 per share is adequate, as it sold shares of
Dynegy stock below that price. Seneca continues to be an active
trader in the stock. Just weeks before Seneca came out against
the Blackstone transaction, Seneca sold about 500,000 shares of
Dynegy stock in one day.
"Seneca has purchased the vast majority of its position since the
announcement of the Blackstone transaction. Our stockholders
should ask themselves about the motivations of Seneca for
accumulating such a large position following the announcement of
the Blackstone transaction, especially when taking into account
Seneca's sales of Dynegy stock immediately prior to the
announcement. For example, while Seneca reported in its Schedule
13D, filed with the SEC on October 7, 2010, that it holds over-
the-counter European-style call options, providing the right to
purchase 1,986,900 and 904,100 shares of Dynegy common stock,
respectively, at an exercise price of $1.00 per share as of
January 21, 2011, we do not know what other Dynegy-related
securities Seneca might own, including our debt securities and
credit default swaps. We also do not know whether Seneca has
structured trades that would create additional value for Seneca by
capitalizing on and profiting from a failed transaction with
Blackstone. Dynegy believes Seneca's interests are NOT aligned
with those of all Dynegy stockholders.
"Seneca has made misleading statements with regard to valuing the
Blackstone transaction. As an experienced investor, Seneca should
be aware that investors in this industry do NOT usually employ
percent-of-replacement value as a means of valuing a company. The
Blackstone offer of $4.50 per share compares favorably when
measured under traditional financial analysis techniques, such as
comparable market transactions and discounted cash flow analyses,
relates Mr. Williamson.
Message to Employees
Message from the Executive Management Team and an attached
Employee Q & A regarding the announced Agreement and Plan of
Merger dated August 13, 2010, providing for the acquisition of
Dynegy by Denali Parent Inc., an affiliate of The Blackstone Group
L.P.
A full-text copy of the Message from the Dynegy Executive
Management Team and the attached Employee Q & A is available for
free at http://ResearchArchives.com/t/s?6d2d
About Dynegy Inc.
Headquartered in Houston, Texas, DHI is an independent power
producer that owns a portfolio of more than 12,000 MW electric
generating assets. DHI is wholly-owned by Dynegy, Inc.
Dynegy Inc. and Dynegy Holdings each has a 'B-' issuer default
rating from Fitch.
In October 2010, Moody's Investors Service lowered the ratings of
Dynegy Holdings, including its Corporate Family Rating to Caa1
from B3 along with the ratings of various affiliates or parent
company Dynegy Inc. The rating outlook for DHI and Dynegy remains
negative. The rating action follows the expiration of the 40- day
"go shop" period, increasing the probability that Dynegy will be
acquired by an affiliate of The Blackstone Group L.P. in a
transaction valued at approximately $4.7 billion, including the
assumption of existing debt.
ELITE LANDINGS: Hearing on ABRG's Plan Outline Set for Nov. 18
--------------------------------------------------------------
The Hon. Robert J. Kressel of the U.S. Bankruptcy Court for the
District of Minnesota will convene a hearing on November 24, 2010,
at 10:30 a.m., to consider adequacy of the Disclosure Statement
explaining the Plan of Liquidation for Elite Landings, LLC, and
Petters Aviation, LLC, as proposed by Acorn Capital Group, LLC.
Objections, if any, are due seven days prior to the hearing.
Asset Based Resource Group, LLC, successor servicer to Acorn
Capital Group, LLC, and an unsecured creditor, proposed a
competing Plan because it believes that the Debtors' Plan is not
confirmable under the existing circumstances. ABRG related that
as of the date of the Disclosure Statement, the Debtors' Plan has
not yet been confirmed by the Bankruptcy Court. The Bankruptcy
Court will hold a continued hearing on confirmation of the
Debtors' Plan on November 18, 2010.
ABRG will begin soliciting votes on the Plan following approval of
the adequacy of the information in the Disclosure Statement.
According to the Disclosure Statement, the ABRG's Plan provides
for the continued liquidation of the Debtors' businesses and the
prompt distribution of proceeds to creditors with allowed claims.
ABRG says that certain provisions of the Debtors' Plan are not in
the best interests of the Debtors' creditors or their estates and
are reflective of the indirect influence of Douglas A. Kelley, the
receiver of certain of the Debtors' affiliates, over the
Chapter 11 cases.
In particular, the Debtors' Plan proposes, among other things, (i)
to classify claims and interests in 13 separate classes; (ii) to
treat all unsecured creditors of Petters Aviation as part of one
class without a convenience election and without disallowing
insider claims; (iii) to appoint the Debtors' existing president
and chief executive officer as the person responsible for the
Debtors' continued wind-down without any oversight by creditors
for whose benefit the liquidation is being conducted; and (iv) for
existing equity holders to retain their ownership interest in the
Debtors despite the failure to satisfy senior classes in full.
To remedy the problems with the Debtors' Plan, ABRG's Plan
provides, among other things, for (i) a simplified classification
structure with only 6 separate classes of claims and interests;
(ii) the creation of a convenience class available for creditors
whose claims are $150,000 or less (or who elect to reduce their
claim to such amount); (iii) the creation of a creditors' trust
and the appointment of an independent creditors' trustee to manage
the Debtors' remaining affairs; and (iv) the cancellation of the
existing equity interests in Petters Aviation. In light of these
improvements from the Debtors' Plan, ABRG believes, and will
demonstrate at the confirmation hearing, that its Plan is both
confirmable and in the best interests of the
Debtors' creditors and their estates.
A full-text copy of the Disclosure Statement is available for free
at http://bankrupt.com/misc/EliteLandingsABRGPlan.pdf
On October 8, the Debtors submitted a modified Plan of
Liquidation.
As reported in the Troubled Company Reporter on April 28, 2010,
the Debtors' Plan proposes to deal with the assets, liabilities
and ownership interests of each Debtor separately. The assets of
each Debtor to be liquidated are claims against MN Airlines, LLC,
dba Sun Country Airlines, which is also a debtor-in-possession
under Chapter 11 of the U.S. Bankruptcy Code, its parent, MN
Airline Holdings, Inc., which is a debtor-in-possession under
Chapter 11 of the Bankruptcy Code, and claims against various
other entities, which are either in bankruptcy or in receivership
that were at one time within the business ambit of Thomas Petters.
Unsecured creditors holding allowed claims will receive
distributions based on the resolution and the liquidation of the
assets of each Debtor.
A full-text copy of the modified Disclosure Statement, as
amended, is available for free at:
http://bankrupt.com/misc/ELITELANDINGS_ModifiedPlan.pdf
About Elite Landings
Based in Minnetonka, Minnesota, Elite Landings, LLC was, prior to
filing for bankruptcy, engaged in the business of purchasing
Airbus Corporate Jet Aircraft from Airbus S.A.S. and reselling
them. The company filed for Chapter 11 relief on Oct. 9, 2008
(Bankr. D. Minn. Case No. 08-45210). Cass Weil, Esq., and James
A. Rubenstien, Esq., at Moss & Barnett, represent Elite Landings,
LLC as counsel. In its petition, the Company estimated between
$10 million and $50 million in assets and debts.
The company is a wholly owned subsidiary of Petters Aviation, LLC.
Petters Aviation is the owner of 84.4% of the issued and
outstanding stock in MN Airline Holdings, Inc., which, in turn,
owns 100% of the stock in MN Airlines, LLC dba Sun Country
Airlines. Petters Aviation filed its Chapter 11 case on
October 6, 2008.
Both MN Airline Holdings, and MN Airlines, LLC are debtors-in-
possession in Chapter 11 cases pending in the district.
Petters Aviation is a wholly owned subsidiary of Thomas Petters,
Inc., which is in turn owned 100% by Thomas J. Petters,
individually. Thomas Petters, the founder and former CEO of
Petters Group, has been indicted and a criminal proceeding against
him is proceeding in the U.S. District Court for the District of
Minnesota.
About Petters Group Worldwide
Based in Minnetonka, Minn., Petters Group Worldwide LLC is named
for founder and chairman Tom Petters. The group is a collection
of some 20 companies, most of which make and market consumer
products. It also works with existing brands through licensing
agreements to further extend those brands into new product lines
and markets. Holdings include Fingerhut (consumer products via
its catalog and Web site), SoniqCast (maker of portable, WiFi MP3
devices), leading instant film and camera company Polaroid
(purchased for $426 million in 2005), Sun Country Airlines
(acquired in 2006), and Enable Holdings (online marketplace and
auction for consumers and manufacturers' overstock inventory).
Petters formed the company in 1988.
Petters Company, Inc. is the financing and capital-raising unit of
Petters Group Worldwide, LLC. Petters Company, Inc. and Petters
Group Worldwide, LLC, filed separate petitions for Chapter 11
relief on Oct. 11, 2008 (Bankr. D. Minn. Case No. 08-45257 and 08-
45258, respectively). James A. Lodoen, Esq., at Lindquist &
Vennum P.L.L.P., represents the Debtors as counsel. In its
petition, Petters Company, Inc. estimated debts of between
$500 million and $1 billion, while its parent, Petters Group
Worldwide, LLC, estimated debts of not more than $50,000.
As reported in the Troubled Company Reporter on Oct. 7, 2008,
Petters Aviation, LLC,, and affiliates MN Airlines, LLC, doing
business as Sun Country Airlines, Inc., and MN Airline Holdings,
Inc., filed for Chapter 11 bankruptcy protection with the U.S.
Bankruptcy Court for the District of Minnesota on Oct. 6, 2008
(Lead Case No. 08-45136). Petters Aviation, LLC is a wholly owned
unit of Thomas Petters Inc. and owner of MN Airline Holdings,
Inc., Sun Country's parent company.
Polaroid Corp., which was owned by Petters since 2005, filed its
second voluntary petition for Chapter 11 on Dec. 18, 2008 (Bankr.
D. Minn., Lead Case No. 08-46617).
ELLIS AVENUE: Case Summary & 5 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Ellis Avenue Properties
2310 Highland Drive
Las Vegas, NV 89102
Bankruptcy Case No.: 10-30141
Chapter 11 Petition Date: October 26, 2010
Court: U.S. Bankruptcy Court
District of Nevada (Las Vegas)
Judge: Linda B. Riegle
Debtor's Counsel: James D. Greene, Esq.
GREENE INFUSO, LLP
3030 South Jones Boulevard, Suite 101
Las Vegas, NV 89146
Tel: (702) 570-6000
Fax: (702) 463-8401
E-mail: jgreene@greeneinfusolaw.com
Estimated Assets: $0 to $50,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's five largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/nvb10-30141.pdf
The petition was signed by John Bielinski, officer.
EMIVEST AEROSPACE: Wins Approval of 1st Day Motions
---------------------------------------------------
Judge Mary F. Walrath of the U.S. Bankruptcy Court for the
District of Delaware has approved a slew of first-day motions that
will help Emivest Aerospace Corp., which recently sold a corporate
jet to actor Morgan Freeman, stay in business as it seeks to
emerge from Chapter 11 bankruptcy protection, Bankruptcy Law360
reports.
Emivest Aerospace Corporation -- http://www.sj30jet.com/-- is a
U.S.-based aircraft manufacturing company and a subsidiary of
Emirates Investment & Development PSC. Emivest Aerospace
Corporation produces the SJ30 light jet.
Emivest Aerospace Corporation filed for Chapter 11 protection on
Oct. 20, 2010 (Bankr. D. Del. Case No. 10-13391). Emivest
estimated assets and debts between $50 million and $100 million.
Daniel B. Butz, Esq., at Morris, Nichols, Arsht & Tunnell LLP, in
Wilmington, Delaware, serves as counsel to the Debtor.
EMIVEST AEROSPACE: Asks for 60 Days to Prepare Schedules
--------------------------------------------------------
Emivest Aerospace Corporation asks the U.S. Bankruptcy Court for
the District of Delaware to extend the deadline for the filing of
schedules of assets and liabilities and statement of financial
affairs to 60 days after the Petition Date.
The Debtor said that given the size and complexity of its business
and the fact that certain prepetition invoices have not yet been
received or entered into the Debtor's financial accounting
systems, the Debtor hasn't had the opportunity to gather the
necessary information to prepare and filed the Schedules and
Statement.
San Antonio, Texas-based Emivest Aerospace Corporation, fka Sino
Swearingen Aircraft, filed for Chapter 11 bankruptcy protection on
October 20, 2010 (Bankr. D. Del. Case No. 10-13391). Daniel B.
Butz, Esq., at Morris, Nichols, Arsht & Tunnell LLP, assists the
Debtor in its restructuring effort. The Debtor estimated its
assets and debts at $50 million to $100 million.
EMIVEST AEROSPACE: Gets OK to Hire Donlin Recano as Claims Agent
----------------------------------------------------------------
Emivest Aerospace Corporation sought and obtained authorization
from the Hon. Mary F. Walrath of the U.S. Bankruptcy Court for the
District of Delaware to employ Donlin, Recano & Company, Inc., as
claims, noticing and balloting agent.
Donlin Recano will, among other things:
a. maintain an official copy of the Debtor's schedules of
assets and liabilities and statement of financial affairs
listing the Debtor's known creditors and the amounts owed
thereto;
b. notify potential creditors of the existence and amount of
their respective claims, as evidenced by the Debtor's
books and records and as set forth in their schedules;
c. furnish a notice of the last day for the filing of proofs
of claim and a form for the filing of a proof of claim,
after the notice and form are approved by the Court; and
d. file with the Clerk an affidavit or certificate of service
which includes a copy of the notice, indicating the name
and complete address of each party served, and the date
the notice was mailed, within seven days of service.
Donlin Recano will be paid based on the hourly rates of its
personnel:
Clerical $45-$65
Technology/Programming Consultant $155-$195
Junior Case Manager $140-$175
Senior Case Manager $185-$245
Consultant $250-$285
Senior Consultant $295
A copy of the Debtor's standard claims administration and noticing
agreement with Donlin Recano is available for free at:
http://ResearchArchives.com/t/s?6d26
Louis A. Recano, Donlin Recano's CEO, assures the Court that the
firm is "disinterested" as that term is defined in Section 101(14)
of the Bankruptcy Code.
San Antonio, Texas-based Emivest Aerospace Corporation, fka Sino
Swearingen Aircraft, filed for Chapter 11 bankruptcy protection on
October 20, 2010 (Bankr. D. Del. Case No. 10-13391). Daniel B.
Butz, Esq., at Morris, Nichols, Arsht & Tunnell LLP, assists the
Debtor in its restructuring effort. The Debtor estimated its
assets and debts at $50 million to $100 million.
EMIVEST AEROSPACE: Taps Morris Nichols as Bankruptcy Counsel
------------------------------------------------------------
Emivest Aerospace Corporation asks for authorization from the U.S.
Bankruptcy Court for the District of Delaware to employ Morris,
Nichols, Arsht & Tunnel LLP as bankruptcy counsel, nunc pro tunc
to the Petition Date.
Morris Nichols will, among other things:
a. perform necessary services as the Debtor's counsel,
including providing the Debtor with advice, representing
the Debtor, and preparing necessary documents on behalf of
the Debtor in the areas of restructuring and bankruptcy;
b. take necessary actions to protect and preserve the
Debtor's estate during the Debtor's Chapter 11 case,
including the prosecution of actions by the Debtor, the
defense of any actions commenced against the Debtor,
negotiations concerning litigation in which the Debtor is
involved and objecting to claims filed against the estate;
c. prepare or coordinate preparation of motions,
applications, answers, orders, reports, and papers in
connection with the administration of the Debtor's Chapter
11 case; and
d. counsel the Debtor with regard to its rights and
obligations as debtor-in-possession.
Morris Nichols will be paid based on the hourly rates of its
personnel:
Partners $475-$750
Associates $270-$460
Paraprofessionals $195-$250
Case Clarks $130
Robert J. Dehney, Esq., a partner at Morris Nichols, assures the
Court that the firm is "disinterested" as that term is defined in
Section 101(14) of the Bankruptcy Code.
San Antonio, Texas-based Emivest Aerospace Corporation, fka Sino
Swearingen Aircraft, filed for Chapter 11 bankruptcy protection on
October 20, 2010 (Bankr. D. Del. Case No. 10-13391). The Debtor
estimated its assets and debts at $50 million to $100 million.
EMIVEST AEROSPACE: Organizational Meeting to Form Panel on Nov. 4
-----------------------------------------------------------------
Roberta A. DeAngelis, United States Trustee for Region 3, will
hold an organizational meeting on November 4, 2010, at 11:30 a.m.
in the bankruptcy case of Emivest Aerospace Corporation. The
meeting will be held at J. Caleb Boggs Federal Building, 844 King
Street, Room 2112, Wilmington, DE 19801.
The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' cases.
The organizational meeting is not the meeting of creditors
pursuant to Section 341 of the Bankruptcy Code. A representative
of the Debtor, however, may attend the Organizational Meeting, and
provide background information regarding the bankruptcy cases.
To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States
Trustee appoint a committee of unsecured creditors as soon as
practicable. The Committee ordinarily consists of the persons,
willing to serve, that hold the seven largest unsecured claims
against the debtor of the kinds represented on the committee.
Section 1103 of the Bankruptcy Code provides that the Committee
may consult with the debtor, investigate the debtor and its
business operations and participate in the formulation of a plan
of reorganization. The Committee may also perform other services
as are in the interests of the unsecured creditors whom it
represents.
San Antonio, Texas-based Emivest Aerospace Corporation, fka Sino
Swearingen Aircraft, filed for Chapter 11 bankruptcy protection on
October 20, 2010 (Bankr. D. Del. Case No. 10-13391). Daniel B.
Butz, Esq., at Morris, Nichols, Arsht & Tunnell LLP, assists the
Debtor in its restructuring effort. The Debtor estimated its
assets and debts at $50 million to $100 million.
ENERGYCONNECT GROUP: Ends Loan & Security Pacts with Aequitas
-------------------------------------------------------------
EnergyConnect Group Inc. and Aequitas Commercial Finance LLC
terminated on October 20, 2010, the Business Loan Agreement and
the Commercial Security Agreement between the parties dated
February 26, 2009, following Aequitas' election to convert,
effective September 8, 2010, the outstanding balance in the
aggregate amount totaling $3,307,279 under the Loan Agreements,
as evidenced by that certain Convertible Secured Promissory Note
dated February 26, 2009, as amended, into 36,504,180 shares of the
Company's common stock based upon the conversion price of $0.0906
per share.
About EnergyConnect Group
Campbell, Calif.-based EnergyConnect Group, Inc., is a provider of
demand response services to the electricity grid. Demand response
programs provide grid operators with additional electricity
generation capacity by encouraging consumers to curtail their
electricity usage.
The Company's balance sheet at July 3, 2010, showed $13.95 million
in total assets, $8.40 million in total current liabilities,
$3.64 million in long-term liabilities, and a $1.91 million
stockholders' equity.
RBSM LLP, in New York, expressed substantial doubt about the
Company's ability to continue as a going concern after auditing
the Company's annual results for the year ended Jan. 2, 2010. The
independent auditors noted that the Company is experiencing
difficulty in generating sufficient cash flow to meet its
obligations and sustain its operations.
ENERGYCONNECT GROUP: Sets December 22 Annual General Meeting
------------------------------------------------------------
EnergyConnect Group, Inc., will hold its 2010 Annual General
Meeting on December 22, 2010, at 9:30 a.m. Pacific Time. The
Board of Directors of EnergyConnect has set October 29, 2010, as
the record date for the 2010 Annual General Meeting. The meeting
will take place at EnergyConnect headquarters, at 901 Campisi Way,
Suite 260, in Campbell, California.
Pursuant to EnergyConnect's Bylaws, as amended to date,
shareholders must submit any director nominations or other
proposals for business to be conducted at the annual meeting
within ten calendar days from the date of this initial public
announcement of the meeting date. As specified in the Bylaws, as
amended to date, adjournments or postponements of the meeting will
not reset or extend this deadline. The ten day deadline for
nominations and proposals will expire on November 7, 2010.
About EnergyConnect Group
Campbell, Calif.-based EnergyConnect (OTC BB: ECNG)
-- http://www.energyconnectinc.com/-- is a provider of demand
response services to the electricity grid. Demand response
programs provide grid operators with additional electricity
generation capacity by encouraging consumers to curtail their
electricity usage.
The Company's balance sheet at July 3, 2010, showed $13.95 million
in total assets, $8.40 million in total current liabilities,
$3.64 million in long-term liabilities, and a $1.91 million
stockholders' equity.
RBSM LLP, in New York, expressed substantial doubt about the
Company's ability to continue as a going concern, following the
Company's results for the year ended Jan. 2, 2010. The
independent auditors noted that the Company is experiencing
difficulty in generating sufficient cash flow to meet its
obligations and sustain its operations.
ERIC KOCH: Case Summary & 5 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: Eric S. Koch
1042 Clay Avenue
Pelham, NY 10803
Bankruptcy Case No.: 10-15536
Chapter 11 Petition Date: October 22, 2010
Court: United States Bankruptcy Court
Southern District of New York (Manhattan)
Judge: Arthur J. Gonzalez
Debtor's Counsel: Carlos J. Cuevas, Esq.
1250 Central Park Avenue
Yonkers, NY 10704
Tel: (914) 964-7060
Fax: (914) 964-7064
E-mail: ccuevas576@aol.com
Estimated Assets: $500,001 to $1,000,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Debtor's five largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/nysb10-15536.pdf
FANNIE MAE: Suspends Law Firm's Foreclosure Work
------------------------------------------------
American Bankruptcy Institute reports that Fannie Mae and Freddie
Mac said they had suspended all activity on foreclosure cases that
had been referred to a Florida attorney under investigation by
state officials.
Based in McLean, Virginia, Freddie Mac (NYSE: FRE)
-- http://www.FreddieMac.com/-- was established by Congress in
1970 to provide liquidity, stability and affordability to the
nation's residential mortgage markets. Freddie Mac supports
communities across the nation by providing mortgage capital to
lenders. Over the years, Freddie Mac has made home possible for
one in six homebuyers and more than five million renters.
Freddie Mac is under conservatorship and is dependent upon the
continued support of Treasury and FHFA to continue operating its
business. The Company received $6.1 billion and $30.8 billion in
June 2009 and March 2009, respectively, pursuant to draw requests
that FHFA submitted to Treasury on the Company's behalf to address
the deficits in the Company's net worth as of March 31, 2009, and
December 31, 2008, respectively. As a result of funding of the
draw requests, the aggregate liquidation preference on the senior
preferred stock owned by Treasury increased from $14.8 billion as
of December 31, 2008, to $51.7 billion on December 31, 2009.
About Fannie Mae
Federal National Mortgage Association, aka Fannie Mae, is a
government-sponsored enterprise that was chartered by U.S.
Congress in 1938 to support liquidity, stability and affordability
in the secondary mortgage market, where existing mortgage-related
assets are purchased and sold.
Fannie Mae has been under conservatorship, with the Federal
Housing Finance Agency acting as conservator, since September 6,
2008. As conservator, FHFA succeeded to all rights, titles,
powers and privileges of the company, and of any shareholder,
officer or director of the company with respect to the company and
its assets. The conservator has since delegated specified
authorities to Fannie Mae's Board of Directors and has delegated
to management the authority to conduct day-to-day operations.
The U.S. Department of the Treasury owns Fannie Mae's senior
preferred stock and a warrant to purchase 79.9% of its common
stock, and Treasury has made a commitment under a senior preferred
stock purchase agreement to provide Fannie with funds under
specified conditions to maintain a positive net worth.
FAST AMERICAN: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Fast American Restaurants, Inc.
13355 Noel Road, Suite 1645
Dallas, TX 75240
Bankruptcy Case No.: 10-37391
Chapter 11 Petition Date: October 21, 2010
Court: U.S. Bankruptcy Court
Northern District of Texas (Dallas)
Judge: Harlin DeWayne Hale
Debtor's Counsel: Howard Marc Spector, Esq.
SPECTOR & JOHNSON, PLLC
12770 Coit Road
Banner Place, Suite 1100
Dallas, TX 75251
Tel: (214) 365-5377
Fax: (214) 237-3380
E-mail: hspector@spectorjohnson.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
The Company did not file a list of creditors together with its
petition.
The petition was signed by David F. Morris, vice president.
FGIC CORP: Creditors Committee Taps Morrison & Foerster as Counsel
------------------------------------------------------------------
The Hon. Stuart M. Bernstein of the U.S. Bankruptcy Court for the
Southern District of New York authorized the Official Committee of
Unsecured Creditors in the Chapter 11 case of FGIC Corporation to
employ the law firm of Morrison & Foerster LLP as its counsel.
Morrison & Foerster is expected to, among other things:
a) assist and advise the Committee in its consultation with the
Debtor relative to the administration of this case;
b) attend meetings and negotiate with the representatives of
the Debtor;
c) assist and advise the Committee in its examination and
analysis of the conduct of the Debtor's affairs;
The Court document did not disclose the compensation for Morrison
& Foerster services.
To the best of the Committee's knowledge, Morrison & Foerster is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
About FGIC Corp.
New York-based FGIC Corporation is a privately held insurance
holding company. FGIC Corp's main business interest lies in the
holdings of the bond insurer Financial Guaranty Insurance Company
-- http://www.fgic.com/-- and it depends on dividend payments by
FGIC for sustaining its operations. FGIC had stopped paying
dividends to parent FGIC Corp. since January 2008.
FGIC Corp. filed for Chapter 11 bankruptcy protection on August 3,
2010 (Bankr. S.D.N.Y. Case No. 10-14215). The bond insurer
subsidiary did not file for bankruptcy.
Paul M. Basta, Esq., Brian S. Lennon, Esq., and Patrick J. Nash,
Jr., Esq., at Kirkland & Ellis LLP, serve as counsel to the
Debtor. Garden City Group, Inc., is the Debtor's claims and
notice agent. The Company disclosed $11,539,834 in assets and
$391,555,568 in liabilities as of the petition Date.
As reported by the Troubled Company Reporter on August 16, 2010,
FGIC filed a plan of reorganization and disclosure statement. The
Plan negotiated between FGIC Corp. and its key creditors and
shareholders will allow the FGIC Corp. to cancel debt obligations
in the aggregate amount of $391.5 million. The Plan provides that
holders of general unsecured claims against FGIC Corp. -- which
include holders of outstanding debt under FGIC Corp.'s prepetition
revolving credit facility and holders of FGIC Corp.'s 6% Senior
Notes due 2034 -- will receive substantially all of its $11.5
million in cash and the common stock in Reorganized FGIC Corp.
The three largest common shareholders of FGIC Corp., representing
over 90% of its common stock, have agreed to the cancellation of
their equity interests pursuant to the Plan and have agreed to
waive general unsecured claims against the estate in the aggregate
amount of $7.2 million. As agreed upon with FGIC Corp.'s major
creditors, Reorganized FGIC Corp. will be capitalized with no more
than $400,000 to fund its business needs and will continue to
operate as an insurance holding company after the Effective Date
of the Plan.
FIRSTFED FINANCIAL: Court Okays Appointment of C. McKinzie as CEO
-----------------------------------------------------------------
On October 20, 2010, the U.S. Bankruptcy Court for the Central
District of California issued an order approving the appointment
of Carl W. McKinzie as chief executive officer of FirstFed
Financial Corp., effective as of September 1, 2010. During his
service as Chief Executive Officer, Mr. McKinzie will be paid a
salary of $20,000 per month.
Mr. McKinzie, age 70, is a business lawyer with over 40 years of
experience, the last 30 of which he served as a partner of Bingham
McCutchen LLP, an international law firm and as a partner of
Riordan & McKinzie PLC. R&M merged with Bingham in 2003. At
Bingham, Mr. McKinzie advised clients on mergers and acquisitions
and securities transactions, the implementation of complex
financing transactions, and governance issues.
Brian Argrett, who previously served the Company as Chief
Executive Officer, continues to serve as Corporate Secretary and
Chairman of the Board.
About FirstFed Financial
Irvine, Calif.-based FirstFed Financial Corp. is the bank
holding company for First Federal Bank of California and its
subsidiaries. The Bank was closed by federal regulators on
December 18, 2009.
FirstFed Financial Corp. filed for Chapter 11 protection on
Jan. 6, 2010 (Bankr. C.D. Calif. Case No. 10-10150). Jon L.
Dalberg, Esq., at Landau Gottfried & Berger LLP, represents the
Debtor in its restructuring efforts. In its petition, the Debtor
listed assets of between $1 million and $10 million, and debts of
between $100 million and $500 million.
FNB UNITED: Enters Into Consent Order with FRBR for Banking Unit
----------------------------------------------------------------
In a regulatory filing Tuesday, FNB United Corp. discloses that on
October 21, 2010, it entered into a written agreement with the
Federal Reserve Bank of Richmond, in connection with the Consent
Order its wholly owned bank subsidiary, Community One Bank, N.A.,
entered into with the Office of the Comptroller of the Currency
("OCC") on July 22, 2010.
In the agreement, FNB United agreed that it would not declare or
pay any dividends without prior written approval of the FRBR and
the Director of the Division of Banking Supervision and Regulation
of the Board of Governors of the Federal Reserve System. It
further agreed that it would not take dividends or any other form
of payment representing a reduction in capital from the Bank
without the FRBR's prior written approval. The agreement also
provides that neither FNB United nor any of its nonbank
subsidiaries will make any distributions of interest, principal or
other amounts on subordinated debentures or trust preferred
securities without the prior written approval of the FRBR and the
Director.
The Agreement further provides that neither FNB United nor any of
its subsidiaries shall incur, increase or guarantee any debt
without FRBR approval. In addition, FNB United must obtain the
prior approval of the FRBR for the repurchase or redemption of its
shares of stock.
Within 60 days from the date of the Agreement, FNB United is to
submit to the FRBR a written plan to maintain sufficient capital
at FNB United on a consolidated basis. Within 30 days of the
agreement, FNB United is required to submit to the FRBR a
statement of its planned sources and uses of cash for operating
expenses and other purposes for 2011.
A full-text copy of the written agreement is available for free
at http://researcharchives.com/t/s?6d28
About FNB United
Asheboro, N.C.-based FNB United Corp. (Nasdaq:FNBN) is the bank
holding company for CommunityOne Bank, N.A., and the bank's
subsidiary, Dover Mortgage Company. Opened in 1907, CommunityOne
Bank -- http://www.MyYesBank.com/-- operates 45 offices in 38
communities throughout central, southern and western North
Carolina. Through these subsidiaries, FNB United offers a
complete line of consumer, mortgage and business banking services,
including loan, deposit, cash management, wealth management and
internet banking services.
The Company's balance sheet as of June 30, 2010, showed
$2.022 billion in total assets, $1.950 billion in total
liabilities, and a stockholders' equity of $72.5 million.
In its Form 10-Q for the three months ended June 30, 2010, the
Company acknowledged the existence of the certain conditions that
raise substantial doubt its ability to continue as a going
concern, including significant losses that the Company incurred in
2009 and the Bank's agreement to the issuance of a Consent Order
by the OCC, dated July 22, 2010. In the Consent Order, the Bank
and the OCC agreed as to areas of the Bank's operations that
warrant improvement and a plan for making those improvements.
FORD MOTOR: Dangles Cash Premium for Conversion of Notes to Shares
------------------------------------------------------------------
Ford Motor Company has launched offers under which it is offering
to pay a premium in cash to induce the holders of any and all of
its outstanding 4.25% Senior Convertible Notes due December 15,
2036 and the holders of any and all of its outstanding 4.25%
Senior Convertible Notes due November 15, 2016 to convert their
Convertible Notes into shares of Ford's common stock.
The 2036 Convertible Notes were issued in 2006 and the outstanding
principal amount is approximately $579 million. The conversion
rate with respect to the 2036 Convertible Notes is 108.6957 shares
of Ford common stock per $1,000 principal amount.
The 2016 Convertible Notes were issued in 2009 and the outstanding
principal amount is $2.875 billion. The conversion rate with
respect to the 2016 Convertible Notes is 107.5269 shares of Ford
common stock per $1,000 principal amount.
Holders who elect to convert their 2036 Convertible Notes into
shares of Ford common stock pursuant to the applicable Conversion
Offer will receive, for each $1,000 principal amount of their 2036
Convertible Notes converted, the number of shares they would be
entitled to receive upon conversion (i.e., 108.6957 shares), plus
a cash payment equal to $190.00, plus accrued and unpaid interest.
Holders who elect to convert their 2016 Convertible Notes into
shares of Ford common stock pursuant to the applicable Conversion
Offer will receive, for each $1,000 principal amount of their 2016
Convertible Notes converted, the number of shares they would be
entitled to receive upon conversion (i.e., 107.5269 shares), plus
a cash payment equal to $215.00, plus accrued and unpaid interest.
The shares of Ford common stock that may be issued in the
Conversion Offers have been included in Ford's calculation of
diluted earnings per share since the beginning of the year.
The Conversion Offers are being made on additional terms and
conditions which are set forth in an offering circular dated
October 26, 2010 and the related letter of transmittal, both of
which are being made available to holders of the Convertible
Notes. Holders are urged to read the Convertible Notes Offering
Circular and Convertible Notes Letter of Transmittal carefully
when they become available.
The Conversion Offers will each expire at 12:00 midnight, New York
City time, at the end of Tuesday, November 23, 2010, unless
extended or earlier terminated. Any tendered Convertible Notes
may be withdrawn prior to, but not after, the applicable
Expiration Time, and withdrawn Convertible Notes may be re-
tendered by a holder at any time prior to the applicable
Expiration Time.
Consummation of the Conversion Offers is subject to, and
conditioned upon, the satisfaction or, where applicable, waiver of
certain conditions set forth in the Convertible Note Offering
Circular. Subject to applicable law, Ford may amend, extend, or
terminate the Conversion Offers at any time.
About Ford Motor
Headquartered in Dearborn, Michigan, Ford Motor Co. (NYSE: F) --
http://www.ford.com/-- manufactures or distributes automobiles
across six continents. With about 200,000 employees and about 90
plants worldwide, the company's automotive brands include Ford,
Lincoln, Mercury and Volvo. The Company provides financial
services through Ford Motor Credit Company.
Ford Motor's balance sheet at June 30, 2010, showed $179.75
billion in total assets, $183.29 billion in total liabilities, and
a $3.54 billion stockholders' deficit.
* * *
In August 2010, Standard & Poor's Ratings Services raised its
corporate credit rating on Ford Motor Co. and FordMotor Credit Co.
LLC to 'B+' from 'B-'. "The upgrade reflects S&P's reassessment
of Ford's business risk profile to weak from vulnerable, and its
financial risk profile to aggressive from highly leveraged," said
Standard & Poor's credit analyst Robert Schulz. S&P believes Ford
is making progress in stabilizing, and perhaps improving, its U.S.
market shares Still, S&P believes underlying business risks
remain high.
Ford Motor and its unit, Ford Motor Credit, carry 'BB-' issuer
default ratings from Fitch Ratings. In August 2010, when Fitch
raised the rating from 'B', it said, Ford's ratings reflect its
continued strong financial performance and the substantial debt
reduction accomplished in the second quarter."
Ford Motor has a 'B1' corporate family rating from Moody's.
Moody's has placed on review for possible upgrade eleven tranches
from five auto floorplan securitizations sponsored by Ford Motor
Credit Company during 2006 and 2010. In addition, Moody's has
also placed on review for possible upgrade Class B notes issued by
Morgan Stanley Resecuritzation Trust 2010-F backed by Ford Credit
Floorplan Master Owner Trust 2006-4 notes.
Moody's Investors Service raised the Corporate Family Rating of
Ford Motor Company to Ba2 from B1. Other ratings that were raised
include Probability of Default to Ba2 from B1; senior secured
credit facility to Baa3 from Ba1; senior unsecured to Ba3 from B2;
and, preferred stock to B1 from B3. In a related action, Moody's
also raised the CFR and senior unsecured ratings of Ford Motor
Credit Company LLC, FCE Bank Plc, and Ford Credit Canada Limited
to Ba2 from Ba3. The rating outlook for Ford and Ford Credit is
stable.
FORD MOTOR: Posts $1.7 Billion Net Income in Q3 of 2010
-------------------------------------------------------
Ford Motor Company reported third quarter net income of
$1.7 billion a $690 million improvement from third quarter 2009,
as strong products, momentum in North America and continued
success at Ford Credit fueled growth amid still-challenging
business conditions.
Excluding special items, Ford reported a pre-tax operating profit
of $2.1 billion, an improvement of $1.1 billion from a year ago.
Ford has posted pre-tax operating profits for five consecutive
quarters.
Ford's third quarter revenue was $29 billion, a decline of $1.3
billion from the same period a year ago. Excluding Volvo revenue
from 2009, Ford's revenue in the third quarter was up $1.7 billion
compared with the same period a year ago.
Ford North America posted a third quarter pre-tax operating profit
of $1.6 billion, a $1.3 billion improvement from third quarter
2009. The company is on track to gain full-year market share in
the U.S. for the second straight year, marking the first time
since 1993 that Ford has achieved consecutive annual increases.
Ford also announced Automotive debt reduction actions to
strengthen the balance sheet, including further paying down its
revolving credit line by $2 billion in the third quarter;
prepayment of the remaining $3.6 billion of debt owed to the VEBA
retiree health care trust by the end of October; and conversion
offers on two convertible debt securities in the fourth quarter.
"This was another strong quarter and we continue to gain momentum
with our One Ford plan," said Ford President and CEO Alan Mulally.
"Delivering world class products and aggressively restructuring
our business has enabled us to profitably grow even at low
industry volumes in key regions.
"The key drivers for improvement in 2011 will be our growing
product strength, a gradually strengthening economy and an
unrelenting focus on improving the competitiveness of all our
operations," Mr. Mulally added.
Automotive operating-related cash flow was $900 million positive
in the third quarter, primarily reflecting pre-tax operating
profits. Ford finished the third quarter with $23.8 billion in
Automotive gross cash, an increase of $1.9 billion since the
second quarter. Including available credit lines, total Automotive
liquidity was $29.4 billion at the end of the quarter.
The $2 billion revolver payment, made on Sept. 9, lowers Ford's
interest expense without impacting its overall liquidity. As of
Sept. 30, Ford's total Automotive debt was $26.4 billion.
On Friday, Ford will use cash to fully prepay the remaining $3.6
billion of debt it owes the VEBA retiree health care trust. This
will lower ongoing annual interest expense by about $330 million.
Including the VEBA payment in the fourth quarter, Ford will have
reduced its total Automotive debt by $10.8 billion from year-end
2009, which will decrease its ongoing annual interest expense by
about $800 million.
In addition, Ford has launched conversion offers for its senior
convertible debt securities, of which $3.5 billion is outstanding
and $2.6 billion is carried as debt on its Sept. 30, 2010 balance
sheet. Holders will be offered a cash premium as an inducement
for them to convert the debt into shares of Ford common stock.
Ford's debt and interest expense will be reduced to the extent
holders elect to accept the conversion offers. Completion of the
conversion offers, however, will result in fourth quarter special
items charges associated with the cash premium and the non-cash
loss related to the debt retirement. Any shares issued under
these conversion offers are already reflected in Ford's fully
diluted earnings per share calculation.
Even without the benefit of these conversion offers, Ford now
expects its Automotive cash to be about equal to its debt by year
end, earlier than previously expected. This will be an
improvement of $8 billion to $9 billion from the end of last year.
"Our performance through the first nine months has clearly
exceeded our initial expectations and is enabling us to make
additional significant balance sheet improvements in the fourth
quarter," said Lewis Booth, Ford executive vice president and
chief financial officer. "We are now in a period where we are
focusing on growing the business profitably around the world
following the hard work that has been done by the entire Ford team
to fix the fundamentals of the business."
A full-text copy of the Company's earnings release is available
for free at http://ResearchArchives.com/t/s?6d1e
About Ford Motor
Headquartered in Dearborn, Michigan, Ford Motor Co. (NYSE: F) --
http://www.ford.com/-- manufactures or distributes automobiles
across six continents. With about 200,000 employees and about 90
plants worldwide, the company's automotive brands include Ford,
Lincoln, Mercury and Volvo. The Company provides financial
services through Ford Motor Credit Company.
* * *
In August 2010, Standard & Poor's Ratings Services raised its
corporate credit rating on Ford Motor Co. and FordMotor Credit Co.
LLC to 'B+' from 'B-'. "The upgrade reflects S&P's reassessment
of Ford's business risk profile to weak from vulnerable, and its
financial risk profile to aggressive from highly leveraged," said
Standard & Poor's credit analyst Robert Schulz. S&P believes Ford
is making progress in stabilizing, and perhaps improving, its U.S.
market shares Still, S&P believes underlying business risks
remain high.
Ford Motor and its unit, Ford Motor Credit, carry 'BB-' issuer
default ratings from Fitch Ratings. In August 2010, when Fitch
raised the rating from 'B', it said, Ford's ratings reflect its
continued strong financial performance and the substantial debt
reduction accomplished in the second quarter."
Ford Motor has a 'B1' corporate family rating from Moody's.
Moody's has placed on review for possible upgrade eleven tranches
from five auto floorplan securitizations sponsored by Ford Motor
Credit Company during 2006 and 2010. In addition, Moody's has
also placed on review for possible upgrade Class B notes issued by
Morgan Stanley Resecuritzation Trust 2010-F backed by Ford Credit
Floorplan Master Owner Trust 2006-4 notes.
Moody's Investors Service raised the Corporate Family Rating of
Ford Motor Company to Ba2 from B1. Other ratings that were raised
include Probability of Default to Ba2 from B1; senior secured
credit facility to Baa3 from Ba1; senior unsecured to Ba3 from B2;
and, preferred stock to B1 from B3. In a related action, Moody's
also raised the CFR and senior unsecured ratings of Ford Motor
Credit Company LLC, FCE Bank Plc, and Ford Credit Canada Limited
to Ba2 from Ba3. The rating outlook for Ford and Ford Credit is
stable.
FOREST LAKE: Case Summary & 4 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Forest Lake Apartments Housing Associates, LLC
3853 Central Avenue NE
Minneapolis, MN 55421
Bankruptcy Case No.: 10-47911
Chapter 11 Petition Date: October 25, 2010
Court: U.S. Bankruptcy Court
District of Minnesota (Minneapolis)
Judge: Dennis D. O'Brien
Debtor's Counsel: Clinton E. Cutler, Esq.
FREDRIKSON & BYRON, P.A.
200 South Sixth Street, Suite 4000
Minneapolis, MN 55402
Tel: (612) 492-7070
Fax: (612) 347-7077
E-mail: ccutler@fredlaw.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's four largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/mnb10-47911.pdf
The petition was signed by Hyder R. Jaweed, chief manager.
Debtor-affiliate filing separate Chapter 11 petition:
Entity Case No. Petition Date
------ -------- -------------
Newport Investments, LLC 10-47910 10/25/10
FRAMA CONSTRUCTION: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Frama Construction Co., Inc.
Calle Emma No. 26 A
Amelia Distribution Center
Guaynabo, PR 00969
Bankruptcy Case No.: 10-10056
Chapter 11 Petition Date: October 27, 2010
Court: U.S. Bankruptcy Court
District of Puerto Rico (Old San Juan)
Debtor's Counsel: Carmen D. Conde Torres, Esq.
254 San Jose Street, 5th Floor
San Juan, PR 00901-1523
Tel: (787) 729-2900
Fax: (787) 729-2203
E-mail: notices@condelaw.com
Estimated Assets: $0 to $50,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/prb10-10056.pdf
The petition was signed by Francisco Juelle, president.
FRANCISCO CALERO: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Joint Debtors: Francisco Calero
Sylvia Calero
615 87th Streey
North Bergen, NJ 07047
Bankruptcy Case No.: 10-43325
Chapter 11 Petition Date: October 27, 2010
Court: U.S. Bankruptcy Court
District of New Jersey (Newark)
Judge: Morris Stern
Debtors' Counsel: Ronald I. LeVine, Esq.
210 River Street, Suite 24
Hackensack, NJ 07601
Tel: (201) 489-7900
E-mail: levinelaw@verizon.net
Estimated Assets: $0 to $50,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Joint Debtors' 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/njb10-43325.pdf
FRANKLIN WEFALD: Ex-Employee Blamed for Bankruptcy
--------------------------------------------------
Paul A. Specht, staff writer at The Herald, reports that
Cardiologist Frank Wefald filed for personal bankruptcy under
Chapter 11, citing embezzlement and misappropriation of funds by
one of his former employees prompted the filing.
Mr. Specht says filing shows Mr. Wefald owing more than
$1.3 million to banks and health-care companies. Among them are
Four Oaks Bank, $621,000 owed; Sleep Health Inc., $100,000; and
cardiology-equipment provider Digirad Corp., $90,000. He also
owes more than $50,000 in credit-card purchases.
Mr. Wefald was banned from practicing at Johnston Health, a health
care system that runs the Johnston Medical Center-Smithfield in
Smithfield, North Carolina.
Franklin Charles Wefald filed for Chapter 11 protection on Oct. 3,
2010 (Bankr. E.D. N.C. Case No. 10-08068).
Jason L. Hendren, Esq., at Hendren & Malone, PLLC, in Raleigh,
North Carolina, serves as counsel to the Debtor. The Debtor
estimated assets and debts of $1 million to $10 million.
FREDDIE MAC: Issues September 2010 Monthly Volume Summary
---------------------------------------------------------
Freddie Mac formally known as the Federal Home Loan Mortgage
Corporation issued on Oct. 26, 2010, its September 2010 Monthly
Volume Summary.
Freddie Mac said, among other things:
* single-family refinance-loan purchase and guarantee volume
was $31.4 billion in September, reflecting 79% of total
mortgage purchases and issuances.
* Total number of loan modifications were 17,121 in September
2010 and 131,689 for the nine months ended September 30,
2010.
* The aggregate unpaid principal balance (UPB) of our mortgage-
related investments portfolio decreased by approximately
$5.4 billion.
* Total guaranteed PCs and Structured Securities issued
decreased at an annualized rate of 6.1% in September.
* Its single-family delinquency rate decreased to 3.80% in
September. Its multifamily delinquency rate increased to
0.35% in September.
* The measure of its exposure to changes in portfolio market
value (PMVS-L) averaged $171 million in September. Duration
gap averaged 0 months.
A full-text copy of the September 2010 Monthly Volume Summary is
available for free at http://ResearchArchives.com/t/s?6d1d
About Freddie Mac
Based in McLean, Virginia, the Federal Home Loan Mortgage
Corporation, known as Freddie Mac (OTCBB: FMCC) --
http://www.FreddieMac.com/-- was established by Congress in
1970 to provide liquidity, stability and affordability to the
nation's residential mortgage markets. Freddie Mac supports
communities across the nation by providing mortgage capital to
lenders. Over the years, Freddie Mac has made home possible for
one in six homebuyers and more than five million renters.
Freddie Mac is under conservatorship and is dependent upon the
continued support of Treasury and FHFA to continue operating its
business. The Company received $6.1 billion and $30.8 billion in
June 2009 and March 2009, respectively, pursuant to draw requests
that FHFA submitted to Treasury on the Company's behalf to address
the deficits in the Company's net worth as of March 31, 2009, and
December 31, 2008, respectively. As a result of funding of the
draw requests, the aggregate liquidation preference on the senior
preferred stock owned by Treasury increased from $14.8 billion as
of December 31, 2008, to $51.7 billion on December 31, 2009.
GENERGY WORLWIDE: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Genergy Worlwide, Inc.
1370 Broadway
New York, NY 10018
Bankruptcy Case No.: 10-15622
Chapter 11 Petition Date: October 27, 2010
Court: U.S. Bankruptcy Court
Southern District of New York (Manhattan)
Judge: Robert E. Gerber
Debtor's Counsel: Mark A. Frankel, Esq.
BACKENROTH FRANKEL & KRINSKY, LLP
489 Fifth Avenue
New York, NY 10017
Tel: (212) 593-1100
Fax: (212) 644-0544
E-mail: mfrankel@bfklaw.com
Scheduled Assets: $2,225,116
Scheduled Debts: $2,022,890
A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/nysb10-15622.pdf
The petition was signed by Dario Gristina, CEO.
GLG LIFE: ChemPoint to Market Stevia Extracts in U.S. and Europe
----------------------------------------------------------------
GLG Life Tech Corporation announced Tuesday that they have
partnered with ChemPoint.com Inc., an e-distributor of specialty
and fine ingredients, for the marketing, sale and distribution of
GLG's portfolio of high quality stevia extracts within the United
States and Europe. ChemPoint will provide marketing, sales and
order fulfillment, as well as technical support and expertise.
The companies will jointly launch focused campaigns targeting key
segments of the food and beverage industry immediately.
GLG Chairman and CEO Dr. Luke Zhang stated, "ChemPoint's
innovative technological approach to working with customers is
impressive and demonstrates their commitment to effective,
professional service. ChemPoint is able to deliver valuable
technical solutions, strategic marketing, and customer support
which will allow GLG to better service its customers."
Stevia is a natural, calorie free sugar substitute, derived from
the leaves of the stevia plant.
"We welcome this opportunity to partner with GLG Life Tech, a true
world class organization," commented Joe Stanaway, Vice President
Marketing and Sales at ChemPoint. "Their dedication to quality
from seed to formulation and commitment to providing a great
tasting, high purity sweetener is unparalleled. The addition of
GLG stevia to our food ingredient portfolio continues a commitment
to offer our customers the best in innovative sweetener
solutions."
About ChemPoint.com Inc.
ChemPoint.com Inc., as an "e-distributor" of specialty and fine
chemicals in Europe and North America, engages in exclusive
product line relationships with premier manufacturers. From its
European and North American interaction centers, ChemPoint.com
Inc. -- http://www.chempoint.com/-- provides its suppliers with
marketing, sales, customer service and order fulfillment solutions
for targeted customer segments. ChemPoint.com Inc. is a Univar
company. Univar N.V. is a global chemical distributor with a
network of over 200 distribution centers spread across the United
States.
About GLG Life
Vancouver, B.C.-based GLG Life Tech Corporation (Nasdaq: GLGL)
TSX: GLG) -- http://www.glglifetech.com/-- supplies high purity
stevia extracts, an all natural, zero-calorie sweetener used in
food and beverages.
At June 30, 2010, the Company's balance sheet showed
C$249.9 million in total assets, C$99.5 million in total
liabilities, C$6,428 in non controlling interests, and a
stockholders' equity of $150.4 million.
As at June 30, 2010, the Company had an accumulated deficit of
C$12.9 million and working capital of C$13.0 million. Cash
outflow from operations was C$1.3 million and C$1.0 million for
the six months ended June 30, 2010, and 2009, respectively. The
Company has been successful in raising equity financing in fiscal
2009 and renewing loans and obtaining short term loans and credit
facilities of $86.8 million in the second quarter of the current
fiscal year. The Company plans to continue to renew those loans
as they come due; however, if the Company is unable to refinance
its credit facilities as they become due (C$56.0 million in 2010),
the Company will require alternative forms of financing.
"There can be no assurance the Company will be successful in this
endeavor and these circumstances lead to substantial doubt about
the ability of the Company to continue as a going concern."
GREENWOOD ESTATES: Has Access to Cash Collateral Until Nov. 9
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois
authorized, on an interim basis, Greenwood Estates MHC, LLC, to
use cash securing its obligations to Capmark Finance, Inc.
The Court will consider the Debtor's request for further access to
the cash collateral on November 9, 2010, at 10:30 a.m.
The Court granted the Debtor access to the cash collateral to fund
its business operations until November 9, only to the extent of a
prorated amount for the period based on the cash collateral budget
for the October interim period, plus 5% above any line item.
As reported in the Troubled Company Reporter on August 16, 2010,
the Debtor's manufactured home community in Greenwood, Indiana, is
subject to a purported first mortgage in favor of Capmark
purportedly securing a claim of $25 million.
As adequate protection for any diminution in value of the lenders'
collateral, the Debtor will maintain and pay premiums for
insurance to cover all of its assets from fire, theft and water
damage. The Debtor will, upon reasonable request, make available
to Capmark evidence of that which constitutes its collateral or
proceeds. The Debtor will properly maintain its assets in good
repair and properly manage the property. As adequate protection
for use of the rents, income and any other revenues generated from
the Property on and after the Petition Date, the Debtor will grant
Capmark replacement liens upon postpetition rents and property
that the Debtor acquires after the Petition Date.
Any income or revenue generated by the Debtor subsequent to the
Petition Date which remains after the payment of the expenses will
be segregated by depositing that cash in a newly opened bank
account which will contain only the excess cash and won't be
comingled with any other funds.
About Greenwood Estates
Chicago, Illinois-based Greenwood Estates MHC, LLC, filed for
Chapter 11 bankruptcy protection on July 30, 2010 (Bankr. N.D.
Ill. Case No. 10-33988). Eugene Crane, Esq., at Crane Heyman
Simon Welch & Clar, assists the Debtor in its restructuring
effort. The Debtor estimated its assets and debts at $10 million
to $50 million.
GTC BIOTHERAPEUTICS: LFB Seeks to Initiate Private Placement
------------------------------------------------------------
The independent directors of GTC Biotherapeutics Inc. said it
received on September 13, 2010, a letter from LFB Biotechnologies
S.A.S. seeking to initiate discussions with respect to a potential
transaction with GTC comprised of a private placement followed by
a statutory short-form merger to cash out GTC's minority
shareholders.
LFB's letter did not contain a proposed price for either the
private placement or the short-form merger. For clarity, LFB has
not made any offer requiring any action by GTC's board of
directors or shareholders.
On September 17, 2010, the board of directors formed an
independent committee consisting solely of directors having no
affiliation with LFB to engage in any discussions with LFB and to
consider any proposal made by LFB or any other party. GTC's board
of directors and the independent committee, consistent with their
fiduciary duties and in consultation with appropriate advisors,
will carefully consider LFB's request for discussions and any
proposal made during these discussions or proposals made by any
other party.
A full-text copy of the letter of LFB Biotechnologies is available
for free at http://ResearchArchives.com/t/s?6d2c
About GTC Biotherapeutics
Framingham, Mass.-based GTC Biotherapeutics, Inc. (OTC BB: GTCB)
-- http://www.gtc-bio.com/-- develops, supplies and
commercializes therapeutic proteins produced through transgenic
animal technology. ATryn(R), GTC's recombinant human
antithrombin, has been approved for use in the United States and
Europe. ATryn(R) is the first and only therapeutic product
produced in transgenic animals to be approved anywhere in the
world.
In addition to ATryn(R), GTC is developing a portfolio of
recombinant human plasma proteins with known therapeutic
properties. These proteins include recombinant forms of human
coagulation factors VIIa and IX, which are being developed for the
treatment of patients with hemophilia, and recombinant alpha-
fetoprotein, which is being developed for the treatment of
myasthenia gravis and multiple sclerosis.
The Company's balance sheet at July 4, 2010, showed $30.39 million
in assets, $57,75 million in total assets, and a stockholder's
deficit of $27.36 million. Accumulated deficit has now reached
$336.88 million.
According to the Troubled Company Reporter on July 22, 2010,
GTC Biotherapeutics, Inc. has negative working capital of
$13.1 million as of April 4, 2010. The Company had negative
working capital of $16.1 million as of January 3, 2010.
HARRISBURG, PA: Council to Decide on Bankr. Attorneys Within Weeks
------------------------------------------------------------------
Harrisburg, Pa.'s city council may make a decision on hiring
bankruptcy attorneys within a couple of weeks, said Brad
Koplinski, councilman for Pennsylvania's capital city, on
Wednesday, Dow Jones' DBR Small Cap reports.
According to the report, several council members interviewed five
firms - Fox Rothschild of Philadelphia, Cunningham and Chernicoff
of Harrisburg, Van Eck & Van Eck of Harrisburg, Dilworth Paxson of
Philadelphia, and Cravath, Swaine & Moore of New York.
"It was an important step to making sure all our options are fully
considered," the report quoted Mr. Koplinski as saying. The
council can pick "one or a mix of firms," Mr. Koplinski added.
The report notes that the proposed rates range from $200 an hour
to $975 an hour among the five firms, said Koplinski, who added
council members want to negotiate a lower fee. Harrisburg has
already applied for Pennsylvania's fiscal oversight program for
distressed municipalities, known as Act 47, the report says.
About Harrisburg, PA
The city of Harrisburg is coping with debt related to a failed
revamp of an incinerator. The outstanding principal on the
Incinerator debt is $288 million. Total principal and interest on
this debt would amount to approximately $458 million. Debt
service payments on the total incinerator debt are $20 million per
year. Of this total, Dauphin County, Pennsylvania, is responsible
for roughly $10 million and Harrisburg is responsible for the
other $10 million. The city is guarantor on 100% of the
$288 million Incinerator debt.
The City Council of Harrisburg, Pennsylvania, voted 5-2 on
September 28 to seek professional advice on bankruptcy or state
oversight. Harrisburg needed state aid to avoid default on
$3.3 million of bond payments this month.
The city has missed about $8 million in debt-service payments this
year on bonds issued in connection with a trash-to-energy
incinerator. The city owes another $40 million by the end of the
year, and was sued by its home county Dauphin County; bond insurer
Assured Guaranty Municipal Corp., a unit of Assured Guaranty Ltd.;
and bond trustees TD Bank and M&T Bank Corp. over $19 million in
skipped bond payments.
HARRISBURG, PA: City Council Approves Overtime Pay
--------------------------------------------------
Charles Thompson, writing for The Patriot-News, reports that
Harrisburg City Council voted 5-1 to approve $1.4 million in
budget transfers on October 27 that will, among other things, let
several groups of city employees get back overtime pay. But the
council stripped out a $70,000 transfer to the police chief's
office that member Susan Brown Wilson said contained raises the
city can't afford, including one for Barbara Vayo, Mayor Linda
Thompson's senior assistant.
The Patriot-News says Harrisburg firefighters, police dispatchers,
and several officers in the city's Technical Services Division all
saw overtime pay withheld this fall when budgeted allocations for
2010 ran out. With the transfers made, the City Treasurer was
expected to authorize checks Thursday containing the back pay.
On October 19, Romy Varghese, writing for Dow Jones Newswires,
reported that Harrisburg received proposals from six firms that
would advise the capital city on bankruptcy, according to city
Councilman Brad Koplinski. Names of the firms weren't immediately
available.
Dow Jones' Daily Bankruptcy Review reports that councilman Brad
Koplinski on Wednesday said the city council may make a decision
on hiring bankruptcy attorneys within a couple of weeks.
The City Council of Harrisburg, Pennsylvania, voted 5-2 on
September 28 to seek professional advice on bankruptcy or state
oversight. Harrisburg needed state aid to avoid default on $3.3
million of bond payments this month.
About Harrisburg, PA
The city of Harrisburg is coping with debt related to a failed
revamp of an incinerator. The outstanding principal on the
Incinerator debt is $288 million. Total principal and interest on
this debt would amount to approximately $458 million. Debt
service payments on the total incinerator debt are $20 million per
year. Of this total, Dauphin County, Pennsylvania, is responsible
for roughly $10 million and Harrisburg is responsible for the
other $10 million. The city is guarantor on 100% of the
$288 million Incinerator debt.
The city has missed about $8 million in debt-service payments this
year on bonds issued in connection with a trash-to-energy
incinerator. The city owes another $40 million by the end of the
year, and was sued by its home county Dauphin County; bond insurer
Assured Guaranty Municipal Corp., a unit of Assured Guaranty Ltd.;
and bond trustees TD Bank and M&T Bank Corp. over $19 million in
skipped bond payments.
HUGE AMERICAN: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Huge American Restaurants, Inc.
13355 Noel Road, Suite 1645
Dallas, TX 75240
Bankruptcy Case No.: 10-37392
Chapter 11 Petition Date: October 21, 2010
Court: U.S. Bankruptcy Court
Northern District of Texas (Dallas)
Judge: Stacey G. Jernigan
Debtor's Counsel: Howard Marc Spector, Esq.
SPECTOR & JOHNSON, PLLC
12770 Coit Road
Banner Place, Suite 1100
Dallas, TX 75251
Tel: (214) 365-5377
Fax: (214) 237-3380
E-mail: hspector@szpectorjohnson.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
The Company did not file a list of creditors together with its
petition.
The petition was signed by David F. Morris, vice president.
Debtor-affiliates filing separate Chapter 11 petition:
Entity Case No. Petition Date
------ -------- -------------
Fast American Restaurants, Inc. 10-37391 10/21/10
INMOBILIARIA JIMENEZ: Case Summary & Largest Unsecured Creditor
---------------------------------------------------------------
Debtor: Inmobiliaria Jimenez Inc
P.O. Box 1533
Cidra, PR 00739
Bankruptcy Case No.: 10-09941
Chapter 11 Petition Date: October 25, 2010
Court: U.S. Bankruptcy Court
District of Puerto Rico (Old San Juan)
Debtor's Counsel: Victor Gratacos Diaz, Esq.
P.O. Box 7571
Caguas, PR 00726
Tel: (787) 746-4772
E-mail: vgratacd@coqui.net
Scheduled Assets: $4,800,100
Scheduled Debts: $3,662,000
The petition was signed by Adan Jimendez Ortiz, secretary.
The list of unsecured creditors filed together with its petition
contains only one entry:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Crim -- $37,000
P.O. Box 195387
San Juan, PR 00919
INTEGRATED SCIENCE: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Integrated Science & Engineering, Inc.
dba ISE
800 Commerce Drive, Suite 100
Peachtree City, GA 69
Bankruptcy Case No.: 10-14019
Chapter 11 Petition Date: October 26, 2010
Court: U.S. Bankruptcy Court
Northern District of Georgia (Newnan)
Judge: W. Homer Drake
Debtor's Counsel: Jimmy C. Luke, Esq.
FOLTZ MARTIN, LLC
5 Piedmont Center, Suite 750
Atlanta, GA 30305
Tel: (404) 231-9397
Fax: (404) 237-1659
E-mail: jluke@foltzmartin.com
Estimated Assets: $100,001 to $500,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ganb10-14019.pdf
The petition was signed by Lawrence H. Davis, Jr., CEO.
INTERNATIONAL COAL: Posts $25-Mil. Net Income in Third Quarter
--------------------------------------------------------------
International Coal Group Inc. reported its results for the third
quarter of 2010.
Net income was $24.9 million for the third quarter of 2010
compared to net income of $18.7 million for the third quarter of
2009.
The Company's balance sheet at Sept. 30, 2010, showed
$1.47 billion in total assets, $720.28 million in total
liabilities, and stockholder's equity of $748.30 million.
As of September 30, 2010, the Company had $213.2 million in cash
and $22.5 million in borrowing capacity available under its credit
agreement.
Debt outstanding as of September 30, 2010 totaled $341.1 million,
net of a $34.6 million discount, consisting primarily of $115.0
million aggregate principal amount of 4.0% Convertible Senior
Notes and $200.0 million aggregate principal amount of 9.125%
Senior Secured Second-Priority Notes.
A full-text copy of the Company's earnings release is available
for free at http://ResearchArchives.com/t/s?6d2b
About International Coal Group
Scott Depot, West Virginia-based International Coal Group, Inc.
(NYSE: ICO) produces coal in Northern and Central Appalachia and
the Illinois Basin. The Company has 13 active mining complexes,
of which 12 are located in Northern and Central Appalachia, and
one in Central Illinois. ICG's mining operations and reserves are
strategically located to serve utility, metallurgical and
industrial customers throughout the eastern United States.
* * *
In March 2010, Standard & Poor's Ratings Services raised its
corporate credit rating on International Coal Group LLC to 'B+'
from 'B-'. Moody's Investors Service affirmed the ratings of
International Coal Group, including the corporate family rating of
'Caa1'.
JACKIE HOOPER: Case Summary & 17 Largest Unsecured Creditors
------------------------------------------------------------
Joint Debtors: Jackie Wayne Hooper
Carrie Michell Hooper
56507 McFall Place
Hanibal, MO 63401
Bankruptcy Case No.: 10-20593
Chapter 11 Petition Date: October 25, 2010
Court: U.S. Bankruptcy Court
Eastern District of Missouri (Hannibal)
Judge: Kathy A. Surratt-States
Debtors' Counsel: Fredrich J. Cruse, Esq.
THE CRUSE LAW FIRM
718 Broadway
P.O. Box 914
Hannibal, MO 63401-0914
Tel: (573) 221-1333
Fax: (573) 221-1333
E-mail: fcruse@cruselaw.com
Scheduled Assets: $1,163,850
Scheduled Debts: $1,095,444
A list of the Joint Debtors' 17 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/moeb10-20593.pdf
JACKSON 299: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: Jackson 299 Hempstead, LLC
101 Boardwalk
Atlantic City, NJ 08401
Bankruptcy Case No.: 10-43180
Chapter 11 Petition Date: October 26, 2010
Court: U.S. Bankruptcy Court
District of New Jersey (Camden)
Judge: Judith H. Wizmur
Debtor's Counsel: Albert A. Ciardi, III, Esq.
CIARDI CIARDI & ASTIN, P.C.
One Commerce Square
2005 Market Street, Suite 1930
Philadelphia, PA 19103
Tel: (215) 557-3550
Fax: (215) 557-3551
E-mail: aciardi@ciardilaw.com
Estimated Assets: $10,000,001 to $50,000,000
Estimated Debts: $10,000,001 to $50,000,000
The Company did not file a list of creditors together with its
petition.
The petition was signed by Steve Kates, managing member.
Debtor-affiliates filing separate Chapter 11 petition:
Entity Case No. Petition Date
------ -------- -------------
15-35 Hempstead Properties, LLC 10-43178 10/26/10
JEREMIAH O'BRIEN: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Jeremiah J. O'Brien
252 Florida Hill Road
Ridgefield, CT 06877
Bankruptcy Case No.: 10-23657
Chapter 11 Petition Date: October 26, 2010
Court: U.S. Bankruptcy Court
District of Connecticut (Hartford)
Debtor's Counsel: James M. Nugent, Esq.
HARLOW, ADAMS, AND FRIEDMAN
300 Bic Drive
Milford, CT 06460
Tel: (203) 878-0661
E-mail: jmn@quidproquo.com
Scheduled Assets: $6,560,675
Scheduled Debts: $7,480,815
A list of the Debtor's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ctb10-23657.pdf
JIM SHETAKIS: 9th Cir. Says Lease Transfer Voidable, Not Void
-------------------------------------------------------------
Hunt, Ortmann, Blasco, Palffy & Rossell, Inc. appeals the district
court's decision affirming the bankruptcy court's grant of summary
judgment in an adversary proceeding arising from the re-opened
Chapter 11 bankruptcy case of Jim L. Shetakis Distributing Co.,
dba Shetakis Wholesalers, Inc. Hunt Ortmann sought to recover a
lease and option to purchase a property that Shetakis had
transferred to NV Lease Option, LLC, prior to the bankruptcy
court's confirmation of the reorganization plan. Hunt Ortmann
sought a declaration that the transfer was void because it was
made without the notice and hearing required by 11 U.S.C. Sec.
363(b)(1) or, alternatively, to set aside the transfer under 11
U.S.C. Sec. 549.
The United States Court of Appeals for the Ninth Circuit affirms
the bankruptcy court's grant of summary judgment. Circuit Judges
Andrew J. Kleinfeld and Susan Graber, and Judge Cormac J. Carney,
District Judge for the Central District of California, sitting by
designation, hold that the bankruptcy court correctly determined
that Shetakis' transfer of the lease and option to NVLO was
voidable, rather than void. Unauthorized transfers of property
initiated by the debtor are voidable by the trustee under Sec.
549. The transfers are not void like transfers of the debtor's
property by creditors or other third parties. The automatic stay
provisions of Sec. 362 void transfers of the debtor's property by
creditors and other third parties to protect the debtor from all
collection efforts while it attempts to regain its financial
footing. The protection is obviously not necessary for transfers
initiated by the debtor itself.
The bankruptcy court also correctly determined that Hunt Ortmann's
claim to avoid the transfer of the lease and option under Sec. 549
was barred by the two-year statute of limitations.
The case is Hunt, Ortmann, Blasco, Palffy & Rossell, INC., v.
Jim L. Shetakis Distributing Co., dba Shetakis Wholesalers,
Inc.; et al., case no. No. 09-15944 (9th Cir.), and copy of
the Ninth Circuit's memorandum dated October 27, 2010, is
available at http://is.gd/gtPoyfrom Leagle.com.
Las Vegas, Nevada-based Jim L. Shetakis Distributing Co. filed for
Chapter 11 bankruptcy protection on October 18, 2000 (Bankr. D.
Nev. Case No. 00-17939). Timothy S. Cory, Esq., at Timothy S.
Cory & Associates, assists the Debtor in its restructuring effort.
The Debtor estimated its assets and debts at over $1 million.
JJJ ENTERPRISE: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: JJJ Enterprise LLC
dba Elite Express Gas Station
2884 NE Logan Street
Issaquah, WA 98029
Bankruptcy Case No.: 10-22835
Chapter 11 Petition Date: October 27, 2010
Court: U.S. Bankruptcy Court
Western District of Washington (Seattle)
Judge: Marc Barreca
Debtor's Counsel: Larry B. Feinstein, Esq.
VORTMAN & FEINSTEIN
500 Union Street, Suite 500
Seattle, WA 98101
Tel: (206) 223-9595
E-mail: feinstein2010@gmail.com
Scheduled Assets: $2,535,789
Scheduled Debts: $1,890,000
The list of unsecured creditors filed together with its petition
does not contain any entry.
The petition was signed by Wha Wook Park, managing member.
K-V PHARMACEUTICAL: 401(k) Plan Has $44.8MM Available for Benefits
------------------------------------------------------------------
The K-V Pharmaceutical Company Fifth Restated Profit Sharing Plan
and Trust's audited statements of net assets available for plan
benefits as of March 31, 2010, showed total investments of
$44.65 million, total receivables of $294,835, and total
liabilities of $94,126, for net assets available for benefits at
fair value of $44.85 million. Excluding a $32,866 adjustment from
fair value to contract value for fully benefit-responsive
investment contracts, net assets available for benefits at
March 31, 2010, totaled $44.81 million.
The Plan is a defined contribution plan established for the
benefit of all employees of K-V Pharmaceutical Company, ETHEX
Corporation, Ther-Rx Corporation, and Particle Dynamics, Inc. The
Plan was established under the provisions of Section 401(a) of the
Internal Revenue Code (IRC), which includes a qualified cash or
deferred salary arrangement as described in Section 401(k) of the
IRC, for the benefit of eligible employees of the Company. The
Plan was established March 31, 1959, to offer the employees of the
Company a means of saving funds, on a pre-tax basis or after-tax
basis, for retirement. The Plan is subject to the provisions of
the Employee Retirement Income Security Act of 1974 (ERISA).
Participation is voluntary.
The Plan is administered by the executives of the Company.
Fidelity Investments Institutional Services Company, Inc., serves
as the Plan trustee and record keeper.
"Robust metallurgical coal deliveries and solid thermal shipments
led to our strong third-quarter performance," said Ben Hatfield,
president and CEO of ICG. "Despite cost pressures resulting from
proactive regulatory compliance-improvement efforts and heightened
enforcement, we still improved our margins compared to prior
periods. Investment in safety and compliance improvement
initiatives is not only the right thing to do, it is essential for
the financial health of our business."
Mr. Hatfield continued, "Pricing in the metallurgical market was
firm during the quarter, and we are pleased with recent progress
on our contracting efforts for 2011. Since our last earnings
release, we have committed 1.3 million tons of metallurgical coal
at an average price of $150.00 per ton. In the thermal market,
prices and spot demand rebounded sharply during July and August.
Despite a pull-back in September, we were successful in committing
1.5 million tons of thermal coal at an average price of $70.00 per
ton since our last report. We remain encouraged that utility
inventory levels have dropped substantially, but our outlook is
somewhat tempered due to sizeable natural gas inventories and low
natural gas prices."
A full-text copy of the Form 11-K is available for free at:
http://researcharchives.com/t/s?6d29
About K-V Pharmaceutical
Bridgeton, Mo.-based K-V Pharmaceutical Company (NYSE: KVa/KVb)
-- http://kvpharmaceutical.com/-- is a fully-integrated specialty
pharmaceutical company that develops, manufactures, markets and
acquires technology-distinguished branded prescription products.
The Company markets its technology-distinguished products through
Ther-Rx Corporation, its branded drug subsidiary.
On March 2, 2009, the Company entered into a consent decree with
the FDA regarding the Company's drug manufacturing and
distribution, which was entered by the U.S. District Court,
Eastern District of Missouri, Eastern Division on March 6, 2009.
The consent decree requires, among other things, that, before
resuming manufacturing, the Company retain and have an independent
expert undertake a review of the Company's facilities and certify
compliance with the FDA's current good manufacturing practice
regulations.
The Company's balance sheet as of December 31, 2009, showed
$584.46 million in total assets, $440.86 million in total
liabilities, and stockholders' equity of $143.60 million.
As reported in the Troubled Company Reporter on August 17, 2010,
K-V Pharmaceutical has not filed its quarterly report on Form 10-Q
for the period ended June 30, 2010, and its annual report on Form
10-K for the fiscal year ended March 31, 2010.
The Company expects to report in its Form 10-K for the fiscal year
ended March 31, 2010, when filed, a number of material weaknesses
in internal controls over financial reporting. The Company
expects to continue to report a number of material weaknesses in
the Form 10-Q.
In addition, the Company believes that there is substantial doubt
regarding its ability to continue as a going concern and, as a
result, the Company expects that the report of its independent
registered public accounting firm accompanying its annual
consolidated financial statements likely will include an
explanatory paragraph disclosing the existence of substantial
doubt regarding the Company's ability to continue as a going
concern.
KEVEN MCKENNA: Unsec. Creditors Want Case Converted to Chapter 7
----------------------------------------------------------------
Gregory Smith, staff writer at the Providence Journal, reports
that unsecured creditors asked a federal bankruptcy judge to
convert Keven A. McKenna's law firm's Chapter 11 bankruptcy case
to Chapter 7 liquidation, contending that if a liquidation trustee
takes over the firm, their claims are more likely to receive
capable and fair treatment. Mr. McKenna said that their claims
are inflated and mostly without merit.
Mr. McKenna said he wants to pay off all the legitimate claims
against his firm with the cash held at Superior Court and then use
the balance to satisfy his personal creditors, which include the
Internal Revenue Service. His IRS debt ranges from $120,000 to
$210,000. He said that everything will be paid 100%, excepting
four disputed claims against his firm.
Keven A. McKenna owns Keven A. McKenna Law Firm. Mr. McKenna
disclosed $751,000 in assets and $45,700 in liabilities in his
bankruptcy petition. His firm estimated debts of between $100,000
and $500,000. Mr. McKenna's case was dismissed but his personal
bankruptcy protection claim remains active as he continues to
fight a Workers' Compensation Court order that he pay his former
paralegal Summer D. Stone for injuries.
LEHMAN BROTHERS: PT Mobile Ordered to Drop Suit vs. LBSF
--------------------------------------------------------
U.S. Bankruptcy Judge James Peck, who is handling the Chapter 11
cases of Lehman Brothers Holdings Inc. and its units, ordered PT
Mobile-8 Telecom Tbk to drop the lawsuit it filed against Lehman
Brothers Special Financing Inc.
In an order dated October 20, 2010, Judge Peck declared the
lawsuit void ab initio, saying it was a violation of the
automatic stay.
The automatic stay is an injunction that protects a bankrupt
company from its creditors.
Judge Peck also ruled that PT Mobile-8 violated the stay when it
refused to make the necessary payments to LBSF under a pre-
bankruptcy derivative contract. He directed the firm to pay the
amount due and to refrain from taking any action against the
property of LBSF's estate.
PT Mobile-8 was also ordered by the bankruptcy judge to pay the
fees of LBSF's lawyers who represented the company in the lawsuit
as well as the fees of the mediator who was previously assigned
to settle the dispute between LBSF and the firm.
PT Mobile-8 filed the lawsuit in Jakarta, Indonesia, to seek
damages against LBSF in the sum of $15 million. It accused LBSF
of committing a tort under Indonesian law by sending "fictitious
bills" for the amount payable to the firm under the derivative
contract.
The Official Committee of Unsecured Creditors expressed support
to LBSF, saying that an order declaring the lawsuit void and
subjecting PT Mobile-8 to monetary sanctions is appropriate.
About Lehman Brothers
Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States. For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.
Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition
listed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history. Several other affiliates followed thereafter.
The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman. Epiq
Bankruptcy Solutions serves as claims and noticing agent.
On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI
The Bankruptcy Court has approved Barclays Bank Plc's purchase
of Lehman Brothers' North American investment banking and
capital markets operations and supporting infrastructure for
US$1.75 billion. Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees. Nomura also bought
Lehman's operations in the Asia Pacific for US$225 million.
International Operations Collapse
Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on September 15, 2008. The joint administrators have
been appointed to wind down the business.
Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.
Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
LEHMAN BROTHERS: Taps MMOR as Tax Services Provider
---------------------------------------------------
Lehman Brothers Holdings Inc. sought and obtained court approval
to employ MMOR Consulting to provide tax consulting services.
MMOR Consulting has served as one of the "ordinary course"
professionals of the Debtors. Its fees and expenses, however,
exceeded the $1 million compensation cap for OCPs, prompting the
Debtors to seek approval to hire the firm as tax services
provider pursuant to Sections 327 of the Bankruptcy Code.
MMOR Consulting will continue to provide tax consulting services
in connection with the ongoing audits of LBHI and its
subsidiaries by state and local tax authorities in the United
States. Michael Morgese, the firm's president who was designated
to provide the services, will be paid an hourly rate of $275 and
will be reimbursed for his expenses.
In a declaration, Mr. Morgese said that the firm does not hold or
represent interests adverse to the Debtors and their estates.
About Lehman Brothers
Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States. For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.
Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition
listed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history. Several other affiliates followed thereafter.
The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman. Epiq
Bankruptcy Solutions serves as claims and noticing agent.
On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI
The Bankruptcy Court has approved Barclays Bank Plc's purchase
of Lehman Brothers' North American investment banking and
capital markets operations and supporting infrastructure for
US$1.75 billion. Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees. Nomura also bought
Lehman's operations in the Asia Pacific for US$225 million.
International Operations Collapse
Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on September 15, 2008. The joint administrators have
been appointed to wind down the business.
Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.
Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
LEHMAN BROTHERS: Wins Nod for Separate Lazard Deal for LAMCO Work
-----------------------------------------------------------------
Lehman Brothers Holdings Inc. sought court approval to amend an
agreement on the employment of Lazard Freres & Co. LLC.
LBHI proposed to amend the agreement to make a separate
compensation arrangement for the services its investment banker
will provide in connection with the possible sale of LAMCO
Holdings LLC.
LAMCO is a new subsidiary established by LBHI and its affiliated
debtors to provide management services and administer their
assets. Many of LBHI's asset management employees were
transferred to LAMCO in compliance with the Court's April 15,
2010 order.
The proposed amendment calls for an increase in Lazard's monthly
fee from $200,000 to $350,000, retroactive to June 1, 2010. The
firm would also receive $1.25 million in fees upon consummation
of the sale.
About Lehman Brothers
Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States. For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.
Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition
listed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history. Several other affiliates followed thereafter.
The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman. Epiq
Bankruptcy Solutions serves as claims and noticing agent.
On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI
The Bankruptcy Court has approved Barclays Bank Plc's purchase
of Lehman Brothers' North American investment banking and
capital markets operations and supporting infrastructure for
US$1.75 billion. Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees. Nomura also bought
Lehman's operations in the Asia Pacific for US$225 million.
International Operations Collapse
Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on September 15, 2008. The joint administrators have
been appointed to wind down the business.
Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.
Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
LEHMAN BROTHERS: Failed to Back Charges vs. Dimon, Says JPM
-----------------------------------------------------------
JPMorgan Chase & Co. said Lehman Brothers Holdings Inc. has not
proved that its chairman, James Dimon, promised to return
$5 billion in collateral allegedly taken from the company when it
filed for bankruptcy protection two years ago, according to an
October 20 report by Bloomberg News.
The statement came after LBHI identified JPMorgan Chief Executive
James Dimon in its complaint as the bank's official who promised
but failed to return the money on September 12, 2010, three days
before the company's bankruptcy filing. LBHI said Mr. Dimon
promised Lehman's former executive Richard Fuld the money would
be returned on the day before its bankruptcy filing but did not
do so.
"Notwithstanding this newly minted allegation, the claim still
does not contain sufficient details to create a plausible
inference that this supposed promise was ever actually made,"
said JPMorgan's lawyer, Paul Vizcarrondo Jr., Esq., at Wachtell
Lipton Rosen & Katz, in New York.
Mr. Vizcarrondo said the complaint did not provide facts to
support LBHI's "conclusory assertion that JPMorgan had any
fraudulent intent."
JPMorgan is facing a lawsuit by LBHI, which accused the bank of
extracting billions of dollars as collateral from the company on
its final business day.
JPMorgan was LBHI's main clearing bank in the 2008 financial
crisis, lending the company's brokerage more than $100 billion a
day to settle trades and repurchase agreements. The bank
allegedly threatened to discontinue its services unless LBHI
posted excessive collateral.
The lawsuit came two months after an examiner who was appointed
to investigate into what caused LBHI's bankruptcy published the
results of his investigation. The examiner found colorable
claims against JPMorgan in connection with its demands for
collateral, which had direct impact on the company's liquidity
pool.
JPMorgan earlier denied the allegations, arguing that it was the
only major bank that continued to extend credit to LBHI's broker-
dealer unit when the company was in the verge of collapse.
The bank said it had every right to refuse to continue making
clearing advances during those "tumultuous days" but did not do
so, allowing LBI to keep operating and making possible the sale
of its business to U.K.-based Barclays Capital Inc.
In a related development, the U.S. Bankruptcy Court for the
Southern District of New York approved an agreement that JPMorgan
inked with LBHI, the Board of Governors of the Federal Reserve
System and the Official Committee of Unsecured Creditors to
protect the confidentiality of "sensitive information" that may
be shared in connection with the lawsuit.
About Lehman Brothers
Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States. For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.
Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition
listed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history. Several other affiliates followed thereafter.
The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman. Epiq
Bankruptcy Solutions serves as claims and noticing agent.
On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI
The Bankruptcy Court has approved Barclays Bank Plc's purchase
of Lehman Brothers' North American investment banking and
capital markets operations and supporting infrastructure for
US$1.75 billion. Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees. Nomura also bought
Lehman's operations in the Asia Pacific for US$225 million.
International Operations Collapse
Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on September 15, 2008. The joint administrators have
been appointed to wind down the business.
Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.
Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
LEHMAN BROTHERS: CAIXA Proposes to Assign Interest in Note
----------------------------------------------------------
Caixa Geral De Depositos, S.A., a lender under an Uncommitted
Unsecured Master Promissory Note and Guarantee, dated September
14, 2007, issued by Lehman Brothers Bankhaus Aktiengesellschaft,
Lehman Brothers International (Europe), Lehman Commercial Paper
Inc., Lehman Brothers Japan Inc., and Lehman Brothers Holdings
Inc. -- "the Borrowers" -- seeks the Court's authority to assign
or transfer its interests in the Promissory Note and its
attendant claims against LBHI without further order of the Court
or obtaining prior consent from LBHI.
Barry N. Seidel, Esq., at Butzel Long, in New York, attorney for
Caixa Geral de Depositos, S.A., relates that the Borrowers, on
September 14, 2008, issued the Promissory Note to CGD for
$100,000,000. Pursuant to the Promissory Note, on September 25,
2010, LBHI issued to CGD a Borrowing Notice, pursuant to which
LBHI borrowed $100,000,000 from CGD, Mr. Seidel says.
Mr. Seidel tells the Court that under the terms of the Promissory
Note, the commencement of a bankruptcy case by LBHI constitutes
an Event of Default. Moreover, the filing of LBHI's Chapter 11
petition resulted in an automatic acceleration of the amounts due
under the Promissory Note, he adds.
According to Mr. Seidel, interest totaling $148,932 accrued on
the $100,000,000 borrowed by LBHI under the Promissory Note
during the period from August 27, 2008 through the Petition Date.
Therefore, as of the Petition Date, LBHI owed CGD $100,148,932
under the Promissory Note, Mr. Seidel maintains.
CGD, on January 30, 2009, filed a proof of claim against LBHI for
$100,148,932.
Mr. Seidel says CGD has requested that the Borrowers consent to
its assignment of its interests in the Promissory Note but has
not received any response to its request.
As a matter of public policy, the procedural consent provisions
in the Promissory Note should not be strictly enforced in the
context of LBHI's bankruptcy proceeding, because the assignee's
identity is no longer relevant to LBHI, as the Borrower under a
Promissory Note under which no further advances can be requested
and under which there is a payment default, Mr. Seidel asserts.
On the other hand, Mr. Seidel avers, CGD will be prejudiced if it
is not able to transfer its Claim to a willing buyer free of the
consent restrictions in the Promissory Note.
A hearing on the Motion will be held on October 20, 2010.
Objection deadline is October 13.
About Lehman Brothers
Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States. For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.
Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition
listed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history. Several other affiliates followed thereafter.
The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman. Epiq
Bankruptcy Solutions serves as claims and noticing agent.
On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI
The Bankruptcy Court has approved Barclays Bank Plc's purchase
of Lehman Brothers' North American investment banking and
capital markets operations and supporting infrastructure for
US$1.75 billion. Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees. Nomura also bought
Lehman's operations in the Asia Pacific for US$225 million.
International Operations Collapse
Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on September 15, 2008. The joint administrators have
been appointed to wind down the business.
Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.
Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
LEHMAN BROTHERS: LBI Opposes Newport Entities' Probe Plan
---------------------------------------------------------
James W. Giddens, the trustee for the liquidation of the business
of Lehman Brothers Inc. pursuant to the Securities Investor
Protection Act of 1970, asks the Court not to grant the Newport
Entities' request for information.
Certain prime brokerage customers of Lehman Brothers, Inc., and
LibertyView, a group of investment funds, join in Newport Global
Opportunities Fund (Master) L.P. and Newport Global Opportunities
Fund L.P.'s request to access information about their accounts
with Lehman Brothers pursuant to Rule 2004 of the Federal Rules of
Bankruptcy Procedure.
On behalf of the LBI Trustee, James B. Kobak, Jr., Esq., at
Hughes Hubbard & Reed LLP, in New York, tells the Court that
Newport is one of hundreds of hedge fund and similar clients of
the worldwide Lehman enterprise who chose, whether to take
advantage of more liberal margin requirements in the U.K. or for
other reasons, to maintain their securities in accounts at Lehman
Brothers International (Europe) rather than LBI. Nevertheless,
Newport claims to be a "customer" of LBI under SIPA, as if the
decision to deal with LBIE had no legal consequence, except
insofar as it permitted avoidance of U.S. margin requirements or
had other desired effects, Mr. Kobak points out.
From a claims determination perspective, however, use of LBIE as
broker has practical consequences which are significant for
purposes of Newport's continuing Rule 2004 requests, Mr. Kobak
contends. He points out that:
-- to the extent Lehman Brothers' sub-custodied property of
Newport and similar parties with LBI, the books and records
of LBI show LBIE as the "customer"; and
-- as the customer of record, LBIE submitted an "omnibus"
customer claim with respect to the property, which is one
of the largest claims in the SIPA proceeding. The claims
submitted by Newport and similar parties largely duplicate
and overlap with the massive LBIE omnibus claim.
Mr. Kobak tells the Court that Newport has already received
substantial information regarding its own claim determinations
and the larger LBIE/LBI omnibus reconciliation effort. He points
out that the Trustee's professionals and the SIPC have met with
Newport and similar parties on several occasions, both
individually and in groups, to explain the complexities and
progress in reconciling the LBIE omnibus claim, and establishing
an LBI/LBIE protocol to facilitate the effort. Mr. Kobak further
relates that in response to Newport's individual requests, the
Trustee has also provided to Newport a substantial amount of
documentary information relating to the LBI Trustee's
determination of its claims, to which Newport responded by
presenting yet another set of information requests.
Mr. Kobak notes that the LBI Trustee has allowed the LBIE omnibus
claim as a SIPA customer claim in an amount exceeding $6 billion,
and the allocation of that claim among LBIE customers, likely the
principal avenue of recovery for parties like Newport, has not
yet occurred.
Against this background, Mr. Kobak points out that Newport has
offered no cogent reason why it has a need for information from
LBI at this time. He says that the Court previously recognized
that allowing a Rule 2004 discovery for particular claims would
be burdensome to the Trustee and disruptive of the orderly
resolution of claims, and should be reserved for "exceptional
circumstances."
"Yet Newport offers no real explanation for why its demands for
discovery should take precedence over the [LBI] Trustee's ongoing
efforts to deal with LBIE and the hundreds of claims involving
LBIE customers or, for that matter, thousands of non-LBIE
claims," Mr. Kobak relates.
Newport Global Supports Request
Newport argues that, unfortunately, the LBI Trustee's response is
rife with misleading assertions.
On behalf of Newport, David J. Molton, Esq., at Brown Rudnich
LLP, in New York, notes that for over two years, the LBI Trustee
has hidden the facts and offered his own, misstated
interpretation of the subject law as it pertains to Newport.
Mr. Molton contends that if Newport's Request is granted, the
Trustee will no longer be able to maintain an unfair and
inappropriate unilateral control over basic information relating
to Newport's "customer" property.
Mr. Molton argues that the LBI Trustee is wrong on the facts and
asserts that when the full facts are disclosed upon a merits
hearing on the issues, it will become evident to the Court that
the LBIE margin lending agreement -- which LBI induced its prime
brokerage customers to enter -- was used improperly by Lehman by
increasing Lehman's collateral/borrowing base in the form of
hypothecating/borrowing more securities than United States
regulations would allow.
In addition, Mr. Molton asserts that the LBI Trustee is wrong on
the law. He explains that in accordance with the reasoning of
the Court's "Fifth Third" decision: (i) Newport is a party to a
written prime brokerage agreement with LBI; (ii) Newport filed a
"customer" claim for its securities entrusted to LBI; and (iii)
Newport's securities are customer property. Thus, Newport is
most definitely a customer of LBI with respect to its securities.
However, Newport does not seek to try its customer claim at this
stage, Mr. Molton tells the Court. He says that the issue is
transparency.
"Without the information requested in the Motion, Newport remains
unable to understand the interrelationship between LBI and LBIE,
LBI's interpretation of Newport's contracts with LBI, the custody
of Newport's securities and the bases for the Trustee's denials
of Newport's "customer" claims -- apparently in an inexplicable
deference to the LBIE omnibus customer claim," Mr. Molton says.
Mr. Molton further contends that Newport will be unable to
control its ever increasing costs in the SIPA proceeding, have
the ability to assert appropriate claims against LBIE,
participate meaningfully in upcoming corporate events affecting
or involving Newport's securities, and understand the impact of
the recent "reconciliation" of the LBIE omnibus customer claim
and LBIE Protocol, which, according to the Trustee, directly
impact Newport's "customer" claims against LBI.
For these reasons, Newport asks the Court to grant the Request.
About Lehman Brothers
Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States. For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.
Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition
listed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history. Several other affiliates followed thereafter.
The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman. Epiq
Bankruptcy Solutions serves as claims and noticing agent.
On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI
The Bankruptcy Court has approved Barclays Bank Plc's purchase
of Lehman Brothers' North American investment banking and
capital markets operations and supporting infrastructure for
US$1.75 billion. Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees. Nomura also bought
Lehman's operations in the Asia Pacific for US$225 million.
International Operations Collapse
Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on September 15, 2008. The joint administrators have
been appointed to wind down the business.
Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.
Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
LEHMAN BROTHERS: LBI Opposes Mainstay Plea for Collateral Release
-----------------------------------------------------------------
James W. Giddens, as SIPA trustee for Lehman Brothers Inc.,
points out that the linchpin of Mainstay High Yield Opportunities
Fund's request for the release of its collateral is its erroneous
premise that certain securities under LBI's control at State
Street are not "customer property"
under SIPA.
Mainstay High currently seeks relief from the automatic stay so
that Lehman Brothers International (Europe) and Mainstay can
remove LBI as agent, and direct the release to Mainstay of
collateral that was posted by Mainstay in order to secure its
obligations to LBIE. Alternatively, Mainstay asks the Court to
instruct LBI to direct the depository where the collateral is
held to release the collateral to Mainstay pursuant to pre-
liquidation contractual agreements between Mainstay and LBIE.
The Collateral is held by LBI at State Street Bank and Trust Co.
pursuant to agreements which Mainstay entered into in order to
borrow securities from LBIE. LBI acted as agent for LBIE with
regard to those loans.
Mainstay filed a customer claim with LBI seeking the collateral,
and simultaneously authorized LBIE to file a customer claim with
LBI with regard to the same collateral. Mainstay's customer
claim with LBI was denied by the Trustee because Mainstay's
account was actually with LBIE, not LBI.
MainStay repeatedly asserts that, in denying its customer claim,
the Trustee has determined that the Collateral is not customer
property.
The Trustee explains that its determination, as with many other
claims to the accounts of LBIE, actually states that MainStay's
account was with LBIE and that LBIE has filed claims with the
Trustee for funds or property held or believed to be held by LBI
for the benefit of LBIE's customers.
MainStay's own sworn claim recognizes that if the Collateral were
at LBI it would be customer property; the Trustee's denial of
MainStay's customer claim on the grounds that LBIE had asserted
customer claims on behalf of its accountholders does not change
that fact, the Trustee relates.
Accordingly, the Trustee asserts that the Collateral is
unquestionably customer property of the LBI estate, and
MainStay's efforts to make an end-run around the SIPA procedures
for ratable distributions on customer claims should be rejected.
SIPC Also Objects
The Securities Investor Protection Corporation argues that
Mainstay High Yield Opportunities Fund's request is an attempt by
Mainstay to gain immediate access, ahead of all other remaining
customers and creditors, to funds held by Lehman Brothers Inc.
Josephine Wang, Esq., in Washington, D.C., SIPC's general
counsel, relates that Mainstay finds itself in the unfortunate
position of having its pre-liquidation contractual arrangements
with LBI and LBIE preclude it from obtaining expeditious access
to collateral posted with LBI.
Ms. Wang notes that LBIE filed an omnibus customer claim in the
LBI proceeding on behalf of Mainstay and others, but for some
reason that is not apparent, LBIE determined no longer to include
the Mainstay account as part of the omnibus customer claim.
Rather, Mainstay and LBIE purportedly agreed to seek payment of
the collateral outside of the claims process established pursuant
to SIPA, and order of the Court.
"In other words, having had its customer claim seeking to obtain
the collateral denied, and LBIE's claim on its behalf dropped,
Mainstay now seeks to avoid the claims procedures altogether, and
instead seeks to obtain relief through motion practice," Ms. Wang
argues.
Mainstay's efforts not only run counter to the SIPA distribution
scheme and undermine the orderly liquidation of the estate, but
they are based on a faulty premise, Ms. Wang contends.
Mainstay contended that in the Trustee's determination of
Mainstay's customer claim, the Trustee concluded that the
collateral in question was not part of LBI's estate. Ms. Wang
contends that Mainstay is wrong. She explains that the Trustee
actually denied Mainstay's claim because its account was with
LBIE, and not LBI.
Ms. Wang further explains that the Trustee did not base his
determination on a conclusion that the collateral held by LBI for
LBIE was not "customer property" because Mainstay's account was
with LBIE instead of LBI. She points out that the collateral,
which may or may not be the subject of a customer claim by LBIE,
is clearly part of LBI=s estate.
"Any efforts to be afforded 'special' treatment to obtain such
property outside of the established claims process should be
denied," Ms. Wang asserts.
About Lehman Brothers
Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States. For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.
Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition
listed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history. Several other affiliates followed thereafter.
The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman. Epiq
Bankruptcy Solutions serves as claims and noticing agent.
On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI
The Bankruptcy Court has approved Barclays Bank Plc's purchase
of Lehman Brothers' North American investment banking and
capital markets operations and supporting infrastructure for
US$1.75 billion. Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees. Nomura also bought
Lehman's operations in the Asia Pacific for US$225 million.
International Operations Collapse
Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on September 15, 2008. The joint administrators have
been appointed to wind down the business.
Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.
Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
LEHMAN BROTHERS: LBIE's Report on 2 Years of Administration
-----------------------------------------------------------
The Joint Administrators of Lehman Brothers International (Europe)
-- In Administration have updated the creditor community with
details of their progress over the two-year period of the
Administration.
Tony Lomas, Joint Administrator of LBIE and Partner at PwC said:
"We have achieved exceptional progress in the administration,
dealing with some GBP29bn of securities and cash, having now
returned almost GBP12bn of this to clients. Whilst there are
still numerous major challenges to address, our actions to date
have generated significant realizations for creditors which will
be paid to them in due course."
The Joint Administrators' report details the considerable progress
made to date in resolving complex issues through the development
of ground breaking and pragmatic solutions.
Tony Lomas continued:
"Following the successful launch of our innovative Claims
Resolution Agreeement, which has seen almost GBP2bn of Trust
assets returned since March, we have focused on developing a new
approach for the accelerated agreement of unsecured claims. For
those creditors who want to take advantage of it, this will give
them finality and certainty regarding their claims in a much
shorter timescale than could otherwise be acheived."
The Joint Administrators are currently unable to advise LBIE's
creditors on the timing or amount of an interim dividend.
Commenting on this fact, Tony Lomas added:
"Despite our best intentions and the significant progress made on
very many fronts, the Court of Appeal judgment in July relating to
Client Money has unfortunately impacted badly on our ability to
commence distributions in the short term, both to Client Money
claimants and to unsecured creditors. Despite these challenges,
we are determined to return Trust Property and agree creditors'
claims at the earliest possible opportunity such that once the
legal landscape is clearer, distributions can commence."
Key achievements to date:
* GBP11.9bn of cash has been recovered to 14 September 2010,
of which GBP1.8bn was realized within the last six months.
* A framework has been developed for the expedited
resolution of claims for financial trading counterparties.
The mechanism will provide eligible creditors with an
option to achieve finality and certainty regarding its
financial claim against LBIE.
* Considerable progress has been achieved on the many
affiliate company issues in the period, and Court
directions are currently being sought to determine
ownership of substantial assets claimed by different
Lehman affiliates.
* LBIE has returned almost GBP2bn of assets to clients since
the March 2010, bar date under the Claims Resolution
Agreement.
* The pre-Administration Client Money judgment was handed
down by the Court of Appeal in August 2010. The judgment
as it stands has a material impact for both Client Money
claimants and unsecured creditors of LBIE, resulting in
significant delay to distributions and substantial
additional costs. The Administrators now need to embark
on a complex tracing exercise to identify additional
Client Money claimants and cash or assets which might
possibly be subject to a trust claim. Given the
overwhelming adverse impact on the LBIE House estate, the
Administrators have sought permission to appeal to the
Supreme Court.
* A sustained headcount of over 480 Lehman staff and
contractors continue to support the Administration, in
addition to PwC staff and the Administrators' legal
advisers. The contribution and collaboration between the
teams is key to the outstanding achievements made to date.
About Lehman Brothers
Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States. For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.
Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition
listed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history. Several other affiliates followed thereafter.
The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman. Epiq
Bankruptcy Solutions serves as claims and noticing agent.
On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI
The Bankruptcy Court has approved Barclays Bank Plc's purchase
of Lehman Brothers' North American investment banking and
capital markets operations and supporting infrastructure for
US$1.75 billion. Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees. Nomura also bought
Lehman's operations in the Asia Pacific for US$225 million.
International Operations Collapse
Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on September 15, 2008. The joint administrators have
been appointed to wind down the business.
Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.
Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
LENOIR MALL: Case Summary & 5 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Lenoir Mall, LLC
9250 SW 104th Street
Miami, FL 33176
Bankruptcy Case No.: 10-51484
Chapter 11 Petition Date: October 22, 2010
Court: U.S. Bankruptcy Court
Western District of North Carolina (Wilkesboro)
Judge: J. Craig Whitley
Debtor's Counsel: Jimmy R. Summerlin, Jr., Esq.
YOUNG, MORPHIS, BACH & TAYLOR, L.L.P.
P.O. Drawer 2428
400 Second Avenue, NW
Hickory, NC 28603
Tel: (828) 322-4663
Fax: (828) 322-2023
E-mail: jimmys@hickorylaw.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's five largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ncwb10-51484.pdf
The petition was signed by Arnaldo J. Valdes or Richard Sanchez,
member/manager.
LENOX ROAD: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: Lenox Road Inc.
195 Lenox Road
Brooklyn, NY 11226
Bankruptcy Case No.: 10-50116
Chapter 11 Petition Date: October 26, 2010
Court: U.S. Bankruptcy Court
Eastern District of New York (Brooklyn)
Judge: Jerome Feller
Debtor's Counsel: Jay S. Markowitz, Esq.
LAW OFFICES OF JAY MARKOWITZ PC
80-02 Kew Gardens Road, Suite 702
Kew Gardens, NY 11415
Tel: (718) 468-0068
Fax: (718) 261-5776
E-mail: jsmarkow@aol.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $500,001 to $1,000,000
The Company did not file a list of creditors together with its
petition.
The petition was signed by Mark Scheiner, president.
LEONARD ROSS: Taps the Law Firm of Robert M. Yaspan as Counsel
--------------------------------------------------------------
Leonard M. Ross asks the U.S. Bankruptcy Court for the Central
District of California for permission to employ the Law Offices of
Robert M. Yaspan as counsel.
The firm will, among other things:
-- prepare pleadings, attend at Court hearings and work with
the various parties-in-interests in the case;
-- prepare on behalf of the Debtor-in-possession necessary
applications, answers, orders, reports and other legal
papers; and
-- perform all other legal services for the Debtor, which may
be necessary, except legal services which would normally
require the attention of the special counsel for the Debtor,
as ancillary lawsuits or adversary proceedings, requiring
special knowledge, skill or experience.
Mr. Yaspan tells the Court that he received a $60,000 retainer.
As of the filing date, approximately $47,617 had been used.
The hourly rates of the firm's personnel are:
Mr. Yaspan $500
Debra Brand, associate $400
Joseph McCarty, associate $400
Jason Gorowitz, associate $400
Paralegal $125 - $150
Mr. Yaspan assures the Court that the firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The firm can be reached at:
Robert M. Yaspan, Esq.
LAW OFFICES OF ROBERT M. YASPAN
21700 Oxnard Street, Suite 1750
Woodland Hills, CA 921367
Tel: (818) 774-9929
Fax: (818) 774-9989
About Leonard M. Ross
Beverly Hills, California-based Leonard M. Ross, aka Trustee of
Leonard M. Ross Revocable Trust, filed for Chapter 11 bankruptcy
protection on September 15, 2010 (Bankr. C.D. Calif. Case No. 10-
49358). Robert M. Yaspan, Esq., at the Law Offices of Robert M.
Yaspan, assists the Debtor in his restructuring effort. The
Debtor estimated his assets at $100 million to $500 million and
debts at $50 million to $100 million as of the Petition Date.
Affiliates Colony Lodging, Inc. (Bankr. C.D. Calif. Case No. 10-
60909), Rossco Plaza, Inc. (Bankr. C.D. Calif. Case No. 10-60917),
LJR Properties, Ltd. (Bankr. C.D. Calif. Case No. 10-60919), Monte
Nido Estates, LLC (Bankr. C.D. Calif. Case No. 10-60920), WM
Properties, Ltd. (Bankr. C.D. Calif. Case No. 10-60918), and
Rossco Holdings, Inc. (Bankr. C.D. Calif. Case No. 10-60953) filed
separate Chapter 11 petitions.
LOCOMOTIVE SALES: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Locomotive Sales & Leasing Corporation
P. O. Box 5546
Greenville, MS 38704-5546
Bankruptcy Case No.: 10-15133
Chapter 11 Petition Date: October 22, 2010
Court: U.S. Bankruptcy Court
Northern District of Mississippi (Aberdeen)
Debtor's Counsel: Jeffrey A. Levingston, Esq.
LEVINGSTON & LEVINGSTON, PA
P.O. Box 1327
Cleveland, MS 38732
Tel: (662) 843-2791
E-mail: jleving@bellsouth.net
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
The Company did not file a list of creditors together with its
petition.
The petition was signed by S. E. Donald, treasurer.
Debtor-affiliate filing separate Chapter 11 petition:
Entity Case No. Petition Date
------ -------- -------------
WCD Property, Inc. 10-14642 09/24/10
LOEHMANN'S CAPITAL: Cancels Exchange Bid, Mulls Bankruptcy
----------------------------------------------------------
Loehmann's Capital Corp. said Friday that, in connection with its
private offer to exchange its outstanding 12% Senior Secured Class
A Notes due 2011, Senior Secured Class A Floating Rate Notes due
2011 and 13% Senior Secured Class B Notes due 2011, for 12% Senior
Secured Class A Notes due 2014, Senior Secured Class A Floating
Rate Notes due 2014 and 13% Senior Secured Class B Notes due 2014,
it has received valid tenders representing 92.4% in aggregate
outstanding principal amount of the old notes. The consummation
of the exchange offer was conditioned upon the receipt of valid
and unrevoked tenders of at least 97% in principal amount of the
outstanding old notes. As a result, the exchange offer will not
be consummated.
In light of the foregoing, Loehmann's will not make the October
interest payment under the old notes prior to the expiration of
the 30-day grace period. The failure to make the interest payment
will result in defaults under the indenture governing the old
notes and Loehmann's Operating Co.'s revolving credit agreement
with Crystal Financial LLC.
Loehmann's is continuing its discussions with certain significant
holders of the old notes and Crystal regarding forbearance
agreements and is exploring all of its alternatives, including a
possible pre-negotiated reorganization proceeding. While this
dialogue has been generally constructive to date, there can be no
assurance that these negotiations will be successful.
Hang Nguyen, writing for The Orange County Register, reports that
Lekha Rao, a spokesperson for Loehmann's, confirmed Friday: ". . .
a Chapter 11 is one option the company may consider among others."
As reported by the Troubled Company Reporter on Friday, Loehmann's
extended the expiration date of the exchange offer until
5:00 p.m., New York City Time, on October 28, 2010. Loehmann's
said a holder of approximately 34.9% of the aggregate outstanding
principal amount of the old notes agreed to tender the old notes
prior to the new expiration date, which means that Loehmann's
would receive valid tenders representing at least 92.4% in
aggregate outstanding principal amount of the old notes prior to
the new expiration date. Loehmann's did not identify that
bondholder.
Eligible holders who validly tender their old notes at or prior to
the new expiration date, and do not validly withdraw their
tenders, would have received, for each $1,000 principal amount of
old notes tendered, $1,000 principal amount of new notes.
Oct. 1 Interest Payment Missed
As reported by the TCR on October 5, 2010, Loehmann's missed an
October 1, 2010, interest payment on its senior secured notes.
Standard & Poor's believes the company is not likely to make the
payment within the 30-day grace period. S&P has lowered its
corporate credit rating on Loehmann's Holdings Inc. to 'D' from
'CC' and the issue-level rating on the senior secured notes to 'D'
from 'C'.
As reported by the TCR on June 18, 2010, Bill Rochelle, bankruptcy
columnist at Bloomberg News, said Loehmann's hired three financial
advisory firms with experience in turnarounds and bankruptcy
reorganizations. The firms are AlixPartners LLP, Perella Weinberg
Partners and Clear Thinking Group LLC, according to people with
knowledge of the situation.
Reuters on April 6 reported that Loehmann's said it was fulfilling
its financial obligations in response to new questions about its
ability to keep its operations afloat. According to Reuters,
Loehmann's denied a report in The New York Post that it missed a
$6 million interest payment on its debt during the first week of
April. But a source briefed on the situation said the store chain
had delayed payments to CIT Group Inc. in order to make the
interest payment. Reuters also reported that the NY Post, citing
sources close to the situation, also said suppliers to the company
were holding back shipments due to its deteriorating financial
situation.
According to Reuters, a source said CIT had suspended its
factoring approvals for Loehmann's because the company had slowed
payments to vendors and to CIT due to the interest payment. It
was not immediately clear if CIT had reinstated its factoring
approval, Reuters said.
The OC Register's Hang Nguyen notes about two weeks ago,
Loehmann's said it plans to close up to 15 underperforming stores
in the next 12 months and liquidate the inventory in those stores.
Loehmann's has 62 stores, according to its Web site.
In May 1999, Loehmann's Inc. filed a petition in bankruptcy.
Loehmann's emerged from a 14-month Chapter 11 reorganization with
a confirmed plan in September 2000. At the time, it operated 44
stores in 17 states.
Loehmann's Holdings had $150.555 million in total assets,
$65.177 million in total liabilities, and $85.378 million in
shareholders' equity as of July 31, 2004, according to the
company's Form 10-Q report filed in September 2004, the last time
it filed a financial report with the Securities and Exchange
Commission.
About Loehmann's
Loehmann's is a discount retailer with more than 60 stores. The
Bronx, New York-based company is owned indirectly by Istithmar
PJSC, an investment firm owned by the government of Dubai.
LOTT SURPLUS: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Lott Surplus Material, Inc.
dba Lott Contractors
15798 Wise Road
Hamshire, TX 77622
Bankruptcy Case No.: 10-39477
Chapter 11 Petition Date: October 22, 2010
Court: United States Bankruptcy Court
Southern District of Texas (Houston)
Judge: Jeff Bohm
Debtor's Counsel: Ronald J. Sommers, Esq.
NATHAN SOMMERS JACOBS
2800 Post Oak Blvd, 61st Fl
Houston, TX 77056-6102
Tel: (713) 892-4801
Fax: (713) 892-4800
E-mail: efilers@nathansommers.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $10,000,001 to $50,000,000
A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/txsb10-39477.pdf
The petition was signed by Robert S. Lott, president.
MARTIN MAZZARA: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Joint Debtors: Martin Gasper Mazzara
Lori Lynn Mazzara
609 China Doll Place
Henderson, NV 89012
Bankruptcy Case No.: 10-29987
Chapter 11 Petition Date: October 22, 2010
Court: U.S. Bankruptcy Court
District of Nevada (Las Vegas)
Judge: Bruce A. Markell
Debtors' Counsel: Timothy S. Cory, Esq.
8831 W. Sahara Avenue
Lakes Business Park
Las Vegas, NV 89117
Tel: (702) 388-1996
E-mail: tim.cory@corylaw.us
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Joint Debtors' 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/nvb10-29987.pdf
MELE PONO: Case Summary & 17 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Mele Pono Holding Company
6900 So. McCarran Boulevard, Suite 1040
Reno, NV 89509
Bankruptcy Case No.: 10-54198
Chapter 11 Petition Date: October 25, 2010
Court: U.S. Bankruptcy Court
District of Nevada (Reno)
Judge: Gregg W. Zive
Debtor's Counsel: Alan R. Smith, Esq.
505 Ridge Street
Reno, NV 89501
Tel: (775) 786-4579
E-mail: mail@asmithlaw.com
Scheduled Assets: $3,951,300
Scheduled Debts: $10,407,069
A list of the Company's 17 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/nvb10-54198.pdf
The petition was signed by Rosemary Shoong, president.
METRO-GOLDWYN-MAYER: Creditors, Icahn Support Prepack Plan
----------------------------------------------------------
Metro-Goldwyn-Mayer Inc. said Friday its secured lenders voting in
the Company's solicitation process have overwhelmingly approved
its proposed plan of reorganization. MGM will now move
expeditiously to implement that Plan, which will dramatically
reduce its debt load and put the Company in a strong position to
execute its business strategy. MGM is appreciative of the
lenders' support.
The Wall Street Journal's Mike Spector and Lauren A. E. Schuker
reported Saturday that MGM received votes from creditors holding
at least two-thirds of MGM's $4 billion in debt and more than half
of individual debt holders earlier Friday, the thresholds needed
to get the studio's reorganization plan approved in bankruptcy
court, the company said late Friday. MGM said creditors
"overwhelmingly" approved the plan, suggesting the votes
significantly cleared those hurdles. MGM plans to file for
bankruptcy protection in coming days, said a person familiar with
the matter, and could exit court in a month or two.
Ryan Nakashima, writing for The Associated Press, reports a person
familiar with the matter said billionaire investor Carl Icahn
backed the plan. The AP says the source was not authorized to
discuss the issue publicly and spoke on condition of anonymity.
According to the AP, the source said Mr. Icahn voted for the
Spyglass plan even though he had publicly supported a rival bid
from Lions Gate Entertainment Corp., in exchange for
representation on MGM's board.
Mr. Spector and Ms. Schuker had previously reported that if the
plan wins enough support, MGM would file for a Chapter 11
bankruptcy as soon as Sunday. On Saturday, they reported that a
person familiar with the situation said an MGM bankruptcy filing
could be delayed until early this week, citing the deal between
MGM's big creditors and Mr. Icahn. The source said MGM's largest
creditors were on the phone with Mr. Icahn and his representatives
for hours Thursday night and from about 9 a.m. to 6 p.m. Friday,
the person said. They made several tweaks to the Spyglass plan to
appease Mr. Icahn and other creditors, the person said.
The source told the Journal the changes to the Spyglass plan
include:
-- Spyglass will no longer merge a group of their older films
with MGM's library, which would have given Spyglass a
little bit more than a 4% ownership stake in a
restructured MGM. Mr. Icahn had complained the films were
overvalued. MGM's hedge-fund creditors and Gary Barber
and Roger Birnbaum, currently Co-Chairman and Chief
Executive Officer of Spyglass Entertainment, had
negotiated a value of about $80 million for the movies
over the summer, according to people familiar with the
matter. But Mr. Icahn insisted the films were worth only
around $10 million.
-- Messrs. Barber and Birnbaum will no longer be board chairs
of MGM after it exits bankruptcy, the person said, though
they will still sit on the studio's board. Anchorage and
Highland will each designate one director for MGM's new
board, the person said.
-- In addition, the creditors agreed to negotiate in good
faith with Lions Gate over a possible merger, two people
familiar with the matter said. Some of those negotiations
could begin this weekend.
One source told the Journal any deal would happen only after MGM
emerges from bankruptcy.
Another source said many creditors decided to vote for the
Spyglass plan after those films were removed. The person said
Spyglass will still contribute some other assets for a sliver of
equity in the restructured MGM.
Anchorage and Highland bought up more MGM debt in recent days amid
Mr. Icahn's overtures to other creditors, the person familiar with
the situation said, according to the Journal.
CBC News reports that a U.S. Bankruptcy Court's review of the MGM-
Spyglass reorganization plan is expected to take 30 to 60 days.
MGM's Prepackaged Plan
As reported by the TCR on October 8, 2010, the Spyglass plan
provides for MGM's secured lenders to exchange more than $4
billion in outstanding debt for approximately 95.3% of equity in
MGM upon its emergence from Chapter 11. Spyglass would contribute
certain assets to the reorganized company in exchange for
approximately 0.52% of the reorganized company. In addition, two
entities owned by Spyglass affiliates -- Cypress Entertainment
Group, Inc. and Garoge, Inc. -- will merge with and into a
subsidiary of MGM, with the MGM subsidiary as the surviving
entity. The stockholders of Cypress and Garoge will receive
approximately 4.17% of the reorganized company in exchange.
Gary Barber and Roger Birnbaum, currently Co-Chairman and Chief
Executive Officer of Spyglass Entertainment, would serve as the
Co-Chairman and Chief Executive Officer of MGM following the
company's emergence from Chapter 11.
The Journal's Mr. Spector and Ms. Schuker had previously reported
that if MGM gets enough creditor support, it hopes to spend
roughly two months under Chapter 11 bankruptcy protection. When
it exits bankruptcy, MGM's ambitions will be scaled back to making
only a handful of new movies each year. The studio plans to tap a
new $500 million credit line to finance new film production,
people familiar with the matter said, far less than the company
had originally envisioned.
MGM has received a series of forbearance agreements from its
bondholders and lenders, wherein the lenders extended the period
during which MGM won't have to pay principal and interest on its
bank debt, including a revolving credit facility. The latest
forbearance agreement was to expire October 29.
MGM tried to sell itself in March 2010 but received low bids.
According to The Wall Street Journal, Sahara India Pariwar offered
a bit more than $2 billion for MGM in September, but the studio's
creditors rejected the overture.
MGM has hired investment bank Moelis & Company and Skadden, Arps,
Slate, Meagher & Flom. According to the Wall Street Journal,
Moelis media banker Navid Mahmoodzedegan prepared a confidential
book for MGM's prospective buyers and advised on its subsequent
restructuring. The Journal says Skadden's Jay Goffman, Esq.,
prepared bankruptcy papers and helped draw up a "prepackaged"
bankruptcy.
In August 2009, MGM hired the restructuring expert Stephen F.
Cooper to help lead the company.
The Journal also relates Irwin Gold, head of restructuring at Los
Angeles investment bank Houlihan Lokey, advises MGM's creditors.
Icahn Opposes MGM Plan
Mr. Icahn the past two weeks launched a three-headed attack to win
over MGM creditors' support and scuttle its prepackaged bankruptcy
plan with Spyglass:
(A) On Tuesday, Mr. Icahn said his affiliated entities
commenced a tender offer for Metro-Goldwyn-Mayer Inc.
senior secured loans. Tuesday's Tender Offer was at a
purchase price of $0.53 per $1.00 in principal amount and
is conditioned on at least $1.6 billion in principal
amount of Senior Loans being tendered in the Tender
Offer. If Tender Offer condition is satisfied and the
Spyglass Prepackaged Plan is rejected, then the Icahn
affiliates will purchase $1.6 billion in principal amount
of Senior Loans, less those accepted pursuant to the Put
Offer now in progress. This amount plus the amount of
Debt currently owned by the Icahn parties will
approximate 51% of the outstanding Senior Loans. Payment
for tendered Senior Loans accepted in the Tender Offer
will be made immediately following acceptance. Mr.
Icahn, in its sole discretion, may accept tenders as they
are made, whether or not any conditions are satisfied,
and may accept any amount tendered, but in no event will
Mr. Icahn accept more than the $1.6 billion stated.
(B) On Wednesday, Mr. Icahn said his affiliated entities have
been buying MGM senior secured loans outside of the
tender and put offers at a purchase price of $0.50 per
$1.00 in principal amount. Mr. Icahn indicated that his
affiliates had already purchased a substantial amount of
Senior Loans and are seeking to acquire an aggregate of
$500 million in principal amount of Senior Loans. UNLIKE
THE TENDER AND PUT OFFERS, PURCHASES ARE NOT CONDITIONED
ON ANY MINIMUM AMOUNT BEING ACQUIRED AND PAYMENT WILL BE
MADE IMMEDIATELY. Sellers must be record holders of
Senior Loans and must vote against the Spyglass Plan.
Those interested in selling their Senior Loans should
call Vincent Intrieri at 212-702-4328.
(C) As reported by the Troubled Company Reporter on
October 22, 2010, Mr. Icahn offered holders of MGM senior
secured loans the right to put loans to Icahn Affiliates
at a purchase price of $0.45 per $1.00 in principal
amount on a first-come, first-served basis. The offer
would give participating holders of Senior Loans the
right to keep the upside on their MGM position, if there
is one, without taking risk on the downside. The Put
offer is conditioned on a minimum of $963,000,000 in
principal amount in Senior Loans participating in the
offer.
As reported by the Troubled Company Reporter on October 29, 2010,
Lions Gate sued Mr. Icahn in federal court in New York, alleging
Mr. Icahn was "secretly plotting" to merge the studio with MGM.
Patricia Hurtado at Bloomberg News said Lions Gate alleges that
Mr. Icahn realized by June that Lions Gate was in advanced
negotiations with two unidentified studios. Aware that the deals
might dilute his stake in Lions Gate, Mr. Icahn "took drastic and
improper action," Lions Gate said.
Lions Gate Proposal to MGM
Lions Gate on October 25, 2010, sent a letter to MGM in connection
with its proposal for the potential combination of the business of
the Company and MGM. Jon Feltheimer, Co-Chairman and CEO of Lions
Gate, told MGM in the letter that Lions Gate continues to believe
that a merger with MGM represents a unique, value creating
opportunity for the stakeholders of Lions Gate and MGM.
Lions Gate made a presentation on July 13, 2010, to the steering
sub-committee of the MGM lender group. In Monday's letter, Mr.
Feltheimer said Lions Gate believes that recent positive
developments at Lions Gate and MGM, as well as further specific
and actionable opportunities, have the potential to increase cash
flow from Lions Gate's July projections by over $40 million in
fiscal year 2011 and over $120 million over the subsequent five
years.
Specifically:
1) an incremental $10 million to $15 million of annual
overhead savings for a total potential annual overhead
savings of over $100 million per year. This results in
approximately $68 million of savings over five years vs.
the July Projections;
2) Positive developments in Lions Gate's Channel Ventures,
including the recently announced EPIX deal with Netflix,
resulting in significant cash flow improvements;
3) The exercise of MGM's right to `opt-out' of certain
elective distribution right `buyouts'.
About Lions Gate
British Columbia-domiciled and Santa Monica, California-
headquartered Lions Gate is an independent producer and
distributor of motion pictures, home entertainment, television
programming and animation worldwide and holds a majority interest
in the pioneering CinemaNow VOD business.
Lions Gate Entertainment Corp. reported total assets of
$1,592,874,000 against total liabilities of $1,594,454,000,
resulting in total deficiency of $1,580,000 as of June 30, 2010.
As reported by the Troubled Company Reporter on March 10, 2010,
Standard & Poor's Ratings Services revised its rating outlook on
Lions Gate to negative from stable. At the same time, S&P
affirmed ratings on Lions Gate, including the 'B-' corporate
credit rating.
Lions Gate carries Moody's "B2" corporate family rating and
probability of default rating.
Standard & Poor's Ratings Services revised the CreditWatch
implications on its 'B-' corporate credit rating for British
Columbia, Canada-domiciled and Santa Monica, Calif.-headquartered
Lions Gate Entertainment Corp. and its subsidiary, Lions Gate
Entertainment Inc., to developing from negative. S&P initially
placed the rating on CreditWatch with negative implications on
March 24, 2010, in response to investor Carl Icahn's unsolicited
tender offer to acquire all outstanding shares of the
entertainment company's common stock.
About Metro-Goldwyn-Mayer
Metro-Goldwyn-Mayer, Inc., is an independent, privately held
motion picture, television, home video, and theatrical production
and Distribution Company. The Company owns the world's largest
library of modern films, comprising approximately 4,000 titles,
and over 10,400 episodes of television programming. An investor
consortium, comprised of Providence Equity Partners, TPG Capital,
Sony Corporation of America, Comcast Corporation, DLJ Merchant
Banking Partners and Quadrangle Group, acquired MGM from Kirk
Kerkorian for $5 billion in 2005. The studio is now valued at
around $1.9 billion, according to The Wall Street Journal.
MGM RESORTS: Prices $500 Million in Senior Notes at 98.897%
-----------------------------------------------------------
MGM Resorts International has priced $500 million in aggregate
principal amount of its 10% senior notes due 2016 at an issue
price of 98.897%.
The transaction is expected to close on October 28, 2010. The
Company plans to use the net proceeds from the offering, together
with a portion of the proceeds of its October 12, 2010 common
stock offering, to retire the $1.2 billion in commitments under
its senior credit facility which are scheduled to mature in
October 2011. Upon such repayment, the remaining $3.6 billion of
commitments under the Company's senior credit facility will be
extended to February 2014.
The notes will be general unsecured senior obligations of the
Company, guaranteed by substantially all of the Company's wholly-
owned domestic subsidiaries, which also guarantee the Company's
other senior indebtedness, and equal in right of payment with, or
senior to, all existing or future unsecured indebtedness of the
Company and each guarantor.
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 October 18, 2010,
Standard & Poor's Ratings Services revised its rating outlook on
MGM Resorts to stable from developing. At the same time, S&P
affirmed all of its existing ratings on MGM, including the 'CCC+'
corporate credit rating.
The 'CCC+' corporate credit rating reflects MGM's significant debt
burden, S&P's expectation for meaningful declines in cash flow
generation in 2010, and the company's weak liquidity position.
While MGM maintains a leading presence on the Las Vegas Strip,
2010 will be another challenging year for the Strip, and prospects
for a meaningful rebound in 2011 are uncertain. The recent
pricing of the primary offering of common stock has bolstered
liquidity; however, the company's ability to weather the current
downturn and continue to service its debt obligations over the
longer term relies on continued progress toward addressing its
challenging debt maturity schedule, as well as a substantial
rebound in cash flow generation.
The TCR also reported that Fitch Ratings revised the Rating
Outlook for MGM Resorts to Positive following the company's equity
issuance. In addition, Fitch affirmed these ratings: Issuer
Default Rating at 'CCC'; Senior secured notes due 2013, 2014,
2017, and 2020 at 'B+/RR1'; Senior credit facility at 'B-/RR3';
Senior unsecured notes at 'CCC/RR4'; Convertible senior notes due
2015 at 'CCC/RR4'; and Senior subordinated notes at 'C/RR6'.
MGM's 'CCC' IDR continues to reflect a credit profile with
substantial credit risk. MGM's probability of default still
displays a high sensitivity to an uninterrupted recovery in the
Las Vegas market, significant reliance on a favorable refinancing
and capital markets environment due to its heavy debt maturity
schedule, a highly leveraged balance sheet despite potential debt
reduction from the equity issuance, and a weak near-term free cash
profile. In addition, MGM's obligation under the CityCenter
completion guarantee continues to escalate, and Fitch believes the
company is currently under-investing in its properties, which will
likely impact asset quality.
According to the Troubled Company Reporter on Oct. 27, 2010,
Standard & Poor's Ratings Services assigned its 'CCC+' issue-level
rating to Las Vegas-based casino operator MGM Resorts
International's proposed $500 million senior notes due 2016. In
addition, S&P assigned the notes a recovery rating of '4',
indicating its expectation of average (30% to 50%) recovery for
noteholders in the event of a payment default. The company will
use proceeds from the notes offering to repay a portion of the
$1.2 billion owed to lenders under its senior secured credit
facility that have not elected to extent their commitments beyond
the existing maturity date of October 2011.
Fitch Ratings has assigned a rating of 'CCC/RR4' to MGM Resorts
International's proposed $500 million senior unsecured notes due
2016.
MICHAELS STORES: Gets Required Consent to Amend Indenture
---------------------------------------------------------
Pursuant to its previously announced tender offer and consent
solicitation, Michaels Stores Inc. received tenders and consents
from the holders of $658,593,000 of its outstanding 10% Senior
Notes due 2014 by the expiration of the consent payment deadline,
October 20, 2010, at 5:00 p.m. New York City time. The consents
received exceeded the number needed to approve the proposed
amendments to the indenture under which the 2014 Notes were
issued. The terms of the tender offer and consent solicitation
for the 2014 Notes are detailed in Michaels' offer to purchase and
consent solicitation statement dated October 6, 2010.
Michaels Stores has accepted for payment all 2014 Notes tendered
on or prior to the Consent Date, and holders who tendered such
2014 Notes will receive $1,055.00 per $1,000 in principal amount
of the 2014 Notes validly tendered, plus accrued and unpaid
interest Pursuant to the terms of the tender offer. Any holder
who tenders their 2014 Notes after the Consent Date and prior to
the expiration of the tender offer at 12:01 a.m. New York City
time, on November 4, 2010 will receive $1,025.00 per $1,000 in
principal amount of the 2014 Notes validly tendered, plus accrued
and unpaid interest.
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.
Standard & Poor's Ratings Services said it assigned its 'CCC'
issue-level rating and '6' recovery rating to Irving, Texas-based
Michael Stores Inc.'s proposed $800 million 7.75% senior unsecured
notes due 2018, indicating S&P's expectation for negligible (0%-
10%) recovery in the event of a payment default.
MIG INC: Plan Confirmation Hearing Rescheduled Until November 19
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware rescheduled
to November 19, 2010, the hearing to consider the confirmation of
MIG, Inc., fka Metromedia International Group, Inc.'s Plan of
Reorganization, according to the minute entry in a hearing held
October 19.
As reported in the Troubled Company Reporter on September 2, the
material terms of the Plan include:
-- The Debtor will be reorganized pursuant to the Plan,
converted into a Delaware limited liability company and
continue in operation.
-- Allowed Other Class 1 Priority Claims will be paid in full
in cash on the Distribution Date, unless otherwise agreed to
by the Debtors and the holders of the claims.
-- Holders of Allowed Class 2 Secured Workers' Compensation
Obligations Claims will continue to receive cash payments in
the ordinary course.
-- Each holder of an Allowed Class 3 General Unsecured Claim
will be paid in cash on the Distribution Date, 100% of the
Allowed amount of its Class 3 Claim plus interest from
the Petition Date to the Effective Date, in full, final and
complete satisfaction, settlement, release, and discharge of
the Allowed Class 3 Claim.
-- Each holder of an Allowed Class 5 Claim will be entitled to
receive, in full, final and complete satisfaction,
settlement, release, and discharge of the Allowed Class 5
Claim, their Pro Rata share of: (i) the New MIG Notes,
(ii) the New Warrants; (iii) Beneficial Interests in the
Class 5 Trust; (iv) the Excess Cash less Withheld Excess
Cash; and (v) any Withheld Excess Cash.
A full-text copy of the Second Amended Disclosure Statement is
available for free at:
http://bankrupt.com/misc/Metromediainternational_2ndAmendedDS.pdf
About MIG Inc.
Based in Charlotte, North Carolina, MIG Inc. (PINK SHEETS: MTRM,
MTRMP) -- http://www.metromedia-group.com/-- through its wholly
owned subsidiaries, owns interests in several communications
businesses in the country of Georgia. The Company's core
businesses include Magticom Ltd., a mobile telephony operator
located in Tbilisi, Georgia, Telecom Georgia, a long distance
telephony operator, and Telenet, which provides Internet access,
data communications, voice telephony and international access
services.
MIG, Inc., fka Metromedia International Group, Inc., filed for
Chapter 11 bankruptcy protection on June 18, 2009 (Bankr. D. Del.
Case No. 09-12118). Scott D. Cousins, Esq., at Greenberg Traurig
LLP, assists the Company in its restructuring efforts. Debevoise
& Plimpton LLP is the Company's special corporate counsel, while
Potter Anderson & Corroon LLP is the Company's special litigation
counsel. The official committee of unsecured creditors of MIG,
Inc., has retained Baker & McKenzie LLP as its bankruptcy
counsel, nunc pro tunc to June 30, 2009.
In its petition, the Company estimated US$100 million to
US$500 million in assets and US$100 million to US$500 million in
debts. In its formal schedules, the Company said it had assets of
$54,820,681 against debts of $210,183,657.
MOMENTA INC: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Momenta, Inc.
442 First New Hampshire Turnpike
Northwood, NH 03261
Bankruptcy Case No.: 10-14548
Chapter 11 Petition Date: October 23, 2010
Court: United States Bankruptcy Court
District of New Hampshire (Manchester)
Debtor's Counsel: Charles R. Bennett, Jr., Esq.
HANIFY & KING
One Beacon Street
Boston, MA 02108
Tel: (617) 423-0400
E-mail: bankruptcy@hanify.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/nhb10-14548.pdf
The petition was signed by Michael Barker, president.
MOVIE GALLERY: Judge Approves Plan of Liquidation
-------------------------------------------------
Reuters reports that a federal bankruptcy judge approved Movie
Gallery's liquidation plan, wherein most assets will go to secured
creditors, $5 million will go to unsecured creditors, and
shareholders will be wiped out.
The Plan has the support of the Official Committee of Unsecured
Creditors.
A full-text copy of the Disclosure Statement is available
for free at http://bankrupt.com/misc/MG_AmDS-9-9.pdf
About Movie Gallery
Based in Wilsonville, Ore., Movie Gallery, Inc., is the second
largest North American video and game rental company, operating
stores in the U.S. and Canada under the Movie Gallery, Hollywood
Video and Game Crazy brands.
Movie Gallery first filed for Chapter 11 on Oct. 16, 2007 (Bankr.
E.D. Va. Case Nos. 07-33849 to 07-33853). Kirkland & Ellis LLP
and Kutak Rock LLP represented the Debtors. The Company emerged
from bankruptcy on May 20, 2008, with private-investment firms
Sopris Capital Advisors LLC and Aspen Advisors LLC as its
principal owners. William Kaye was appointed plan administrator
and litigation trustee.
Movie Gallery returned to Chapter 11 protection on February 3,
2009 (Bankr. E.D. Va. Case No. 10-30696). Attorneys at
Sonnenschein Nath & Rosenthal LLP and Kutak Rock LLP represent the
Debtors in their second restructuring effort. Kurtzman Carson
Consultants serves as claims and notice agent.
MULLANEY TIRE: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Mullaney Tire Service Inc
P.O. Box 303
Matawan, NJ 07747
Bankruptcy Case No.: 10-42707
Chapter 11 Petition Date: October 22, 2010
Court: U.S. Bankruptcy Court
District of New Jersey (Trenton)
Judge: Kathryn C. Ferguson
Debtor's Counsel: Jules L. Rossi, Esq.
LAW OFFICE OF JULES L. ROSSI
208 Main Street
Asbury Park, NJ 07712
Tel: (732) 774-5520
Fax: (732) 744-5870
E-mail: jlrbk423@aol.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $50,001 to $100,000
The Company did not file a list of creditors together with its
petition.
The petition was signed by Joseph P. Mullaney, president.
NAVISTAR INT'L: Complete Tax-Exempt Bond Financings
---------------------------------------------------
Navistar International Corporation completed on Oct. 26, 2010,
certain tax-exempt bond financings in which:
1) the Illinois Finance Authority issued and sold
$135,000,000 aggregate principal amount of Recovery Zone
Facility Revenue Bonds, Series 2010 due October 15, 2040
and
2) The County of Cook, Illinois issued and sold $90,000,000
aggregate principal amount of Recovery Zone Facility
Revenue Bonds, Series 2010 due October 15, 2040.
The Bonds were issued pursuant to separate, but substantially
identical, Indentures of Trust dated as of October 1, 2010,
between the related Issuer and Citibank, N.A., as Trustee.
The proceeds of the Bonds were loaned by each Issuer to the
Company pursuant to separate, but substantially identical, Loan
Agreements dated as of October 1, 2010. Each Loan Agreement is
a senior unsecured obligation of the Company. The payment of
principal of, and interest on, the Bonds are guaranteed by
separate, but substantially identical, Bond Guarantees dated as
of October 1, 2010, from Navistar, Inc., the wholly-owned and
principal manufacturing subsidiary of the Company to the Trustee.
A full-text copy of the loan agreement with Illinois Finance is
available for free at http://ResearchArchives.com/t/s?6d31
A full-text copy of the loan agreement with the County of Cook is
available for free at http://ResearchArchives.com/t/s?6d32
A full-text copy of the Bond Guarantee with Citibank is available
for free at:
http://ResearchArchives.com/t/s?6d33
http://ResearchArchives.com/t/s?6d34
About Navistar International
Navistar International Corporation (NYSE: NAV) --
http://www.Navistar.com/-- is a holding company whose
subsidiaries and affiliates subsidiaries produce International(R)
brand commercial and military trucks, MaxxForce(R) brand diesel
engines, IC Bus(TM) brand school and commercial buses, Monaco RV
brands of recreational vehicles, and Workhorse(R) brand chassis
for motor homes and step vans. It also is a private-label
designer and manufacturer of diesel engines for the pickup truck,
van and SUV markets. The company also provides truck and diesel
engine parts and service. Another affiliate offers financing
services.
At April 30, 2010, the Company had $8.94 billion in total assets,
$10.14 billion in total liabilities, and a stockholders' deficit
of $1.21 billion.
Navistar has a 'BB-' issuer default rating from Fitch Ratings. In
March 2010, Fitch revised the outlook to "positive" from negative,
citing that the revisions "are driven by improvement
in the financial profile of NFC following the signing of an
operating agreement with GE Capital and by NAV's financial
performance in the past year."
Navistar carries a 'B1' long-term rating from Moody's Investors
Service.
NEWPORT INVESTMENTS: Case Summary & 4 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Newport Investments, LLC
3853 Central Avenue NE
Minneapolis, MN 55421
Bankruptcy Case No.: 10-47910
Chapter 11 Petition Date: October 25, 2010
Court: U.S. Bankruptcy Court
District of Minnesota (Minneapolis)
Judge: Robert J. Kressel
Debtor's Counsel: Clinton E. Cutler, Esq.
FREDRIKSON & BYRON, P.A.
200 South Sixth Street, Suite 4000
Minneapolis, MN 55402
Tel: (612) 492-7070
Fax: (612) 347-7077
E-mail: ccutler@fredlaw.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's four largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/mnb10-47910.pdf
The petition was signed by Hyder R. Jaweed, chief manager.
Debtor-affiliate filing separate Chapter 11 petition:
Entity Case No. Petition Date
------ -------- -------------
Forest Lake Apartments Housing
Associates, LLC 10-47911 10/25/10
NMT MEDICAL: Silicon Valley Bank Agrees to Forbearance
------------------------------------------------------
NMT Medical, Inc., and its unit NMT Heart, Inc., on October 26,
2010, entered into a Forbearance Agreement with Silicon Valley
Bank. Pursuant to the terms of the Forbearance Agreement, the
parties acknowledge that the Borrower is currently in default of
the Loan and Security Agreement, dated as of June 26, 2009,
between the Borrower and the Lender, as amended by a First
Modification Loan Agreement, dated as of May 3, 2010, as a result
of the Borrower's failure to comply with the liquidity covenant
contained in Section 6.9(a) of the Loan Agreement, and that the
Lender agrees to forbear from exercising its rights and remedies
as a result of the Existing Default.
The Company has a two-year $4 million revolving credit facility
with the Lender.
The Forbearance Agreement is effective until November 19, 2010.
On September 9, 2010, NMT Medical received a notification from the
The NASDAQ Stock Market providing notification that, following the
recent resignation of Mr. James J. Mahoney Jr. from all of his
positions on the Board of Directors of the Company, including in
his capacity as a member of the Company's Audit Committee, the
Company no longer complies with Nasdaq's audit committee listing
requirements as set forth in Listing Rule 5605.
However, in accordance with Listing Rule 5605(c)(4)(A), Nasdaq has
provided the Company with a cure period to regain compliance (i)
until the earlier of the date that coincides with the Company's
next annual shareholder's meeting or August 25, 2011, or (ii) if
the next annual shareholders' meeting is held before February 22,
2011, no later than February 22, 2011.
Nasdaq will also make available public notice of the Company's
non-compliance in accordance with its customary practice.
Based in Boston, NMT Medical, Inc., is an advanced medical
technology company that designs, develops, manufactures and
markets proprietary implant technologies that allow interventional
cardiologists to treat structural heart disease through minimally
invasive, catheter-based procedures.
NORTHFIELD INVESTMENTS: Files Schedules of Assets & Liabilities
---------------------------------------------------------------
Northfield Investments, Inc., has filed with the U.S. Bankruptcy
Court for the Western District of North Carolina its schedules of
assets and liabilities, disclosing:
Name of Schedule Assets Liabilities
---------------- ------ -----------
A. Real Property $10,800,000
B. Personal Property $1,094
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $10,185,887
E. Creditors Holding
Unsecured Priority
Claims $3,813
F. Creditors Holding
Unsecured Non-priority
Claims $2,881,572
----------- -----------
TOTAL $10,801,094 $13,071,273
Pineville, North Carolina-based Northfield Investments, Inc. --
fka Regional Property Development Corp, Property Asset Development
Corp, North Regional I LLC, and North Regional II LLC -- filed for
Chapter 11 bankruptcy protection on October 18, 2010 (Bankr. W.D.
N.C. Case No. 10-33044). Richard M. Mitchell, Esq., at Mitchell &
Culp, PLLC, assists the Debtor in its restructuring effort.
NORTHFIELD INVESTMENTS: Gets OK to Tap Mitchell as Bankr. Counsel
-----------------------------------------------------------------
Northfield Investments, Inc., sought and obtained authorization
from the Hon. George R. Hodges of the U.S. Bankruptcy Court for
the Western District of North Carolina to employ Mitchell & Culp,
PLLC, as bankruptcy counsel.
Mitchell & Culp will:
a. provide the Debtor legal advice with respect to its powers
and duties as debtor-in-possession in the continued
operation of its business and management of its property;
b. represent the Debtor in lawsuits pending against the
Debtor; and
c. perform all other legal services for the Debtor which may
be necessary herein.
Richard M. Mitchell, Esq., at Mitchell & Culp, assured the Court
that the firm is a "disinterested person" as that term is defined
in Section 101(14) of the Bankruptcy Code.
Neither the Debtor nor Mitchell & Culp disclosed how the firm will
be compensated for its services.
Pineville, North Carolina-based Northfield Investments, Inc. --
fka Regional Property Development Corp, Property Asset Development
Corp, North Regional I LLC, and North Regional II LLC -- filed for
Chapter 11 bankruptcy protection on October 18, 2010 (Bankr. W.D.
N.C. Case No. 10-33044). According to its schedules, the Debtor
disclosed $10,801,094 in total assets and $13,071,273 in total
debts as of the Petition Date.
NORTHFIELD INVESTMENTS: Sec. 341(a) Meeting Scheduled for Nov. 22
-----------------------------------------------------------------
The U.S. Trustee for the Western District of North Carolina will
convene a meeting of Northfield Investments, Inc.'s creditors on
November 22, 2010, at 2:00 p.m. The meeting will be held at the
U.S. Bankruptcy Administrators Office, 402 West Trade Street,
Suite 205, Charlotte, NC 28202.
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.
Pineville, North Carolina-based Northfield Investments, Inc. --
fka Regional Property Development Corp, Property Asset Development
Corp, North Regional I LLC, and North Regional II LLC -- filed for
Chapter 11 bankruptcy protection on October 18, 2010 (Bankr. W.D.
N.C. Case No. 10-33044). Richard M. Mitchell, Esq., at Mitchell &
Culp, PLLC, assists the Debtor in its restructuring effort.
According to its schedules, the Debtor disclosed $10,801,094 in
total assets and $13,071,273 in total debts as of the Petition
Date.
NV BROOKS: Case Summary & 6 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: NV Brooks Apartments, LLC
aka Brooks Apartments
P.O. Box 22546
Oklahoma City, OK 73123
Bankruptcy Case No.: 10-16503
Chapter 11 Petition Date: October 27, 2010
Court: U.S. Bankruptcy Court
Western District of Oklahoma (Oklahoma City)
Judge: Sarah A. Hall
Debtor's Counsel: G. Rudy Hiersche, Jr., Esq.
105 North Hudson
Hightower Building, Suite 300
Oklahoma City, OK 73102
Tel: (405) 235-3123
E-mail: rudy@hlfokc.com
Scheduled Assets: $4,592,078
Scheduled Debts: $3,460,212
A list of the Company's six largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/okwb10-16503.pdf
The petition was signed by Lew McGinnis, president of Macco Prop,
Inc., managing member.
PREFERRED ALTERNATIVE: Shut; Wants to Reopen Chapter 11 Case
------------------------------------------------------------
Vickey Eckenrode at StarNews Online reports that Preferred
Alternatives Inc. filed an emergency motion to reopen its Chapter
11 bankruptcy case that was completed in 2006. According to the
report, under the company's original 2006 bankruptcy plan, the
case could be reopened and a liquidating agent appointed if the
company failed to make payments to the Internal Revenue Service.
StarNews Online reports that Preferred Alternatives closed its
Wilmington office promptly last week, leaving former workers
scrambling to find placement for their clients. An official with
Preferred Alternatives called the Wilmington location last Tuesday
afternoon and told the administrator the branch was shut down,
local workers said.
Based in Fayetteville, North Carolina, Preferred Alternatives Inc.
and affiliate Preferred Alternatives of Tennessee Inc. provides
mental and health services. The Companies filed for Chapter 11
bankruptcy protection on May 16, 2005 (Bankr. E.D. Tenn. Lead Case
No.05-03960). Judge A. Thomas Small preceded the bankruptcy case.
William P. Janvier, Esq., Everett Gaskins Hancock & Stevens, LLP,
represented the Debtors. The Debtors both estimated assets and
debts of between $1 million and $10 million in their petition.
PRIUM LAKEWOOD: Section 341(a) Meeting Scheduled for Dec. 1
-----------------------------------------------------------
The U.S. Trustee for Region 18 will convene a meeting of Prium
Lakewood Buildings LLC's creditors on December 1, 2010, at 1:00
p.m. The meeting will be held at Courtroom J, Union Station, 1717
Pacific Avenue, Tacoma, WA 98402.
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.
Tacoma, Washington-based Prium Lakewood Buildings LLC owns several
parcels of commercial real property. The properties comprise
Lakewood Colonial Center, an income-producing retail and office
center. Prium Lakewood is owned by Prium Companies LLC.
Prium Lakewood filed for Chapter 11 bankruptcy protection on
October 19, 2010 (Bankr. W.D. Wash. Case No. 10-48621). Timothy
W. Dore, Esq., at Ryan Swanson & Cleveland PLLC, assists Prium
Lakewood in its restructuring effort. Prium Lakewood estimated
its assets and debts at $10 million to $50 million as of the
Petition Date.
Affiliates Chelsea Heights LLC (Bankr. W.D. Wash. Case No. 10-
44959), Prium Kent Retail LLC (Bankr. W.D. Wash. Case No. 10-
45715), Prium Meeker Mall LLC (Bankr. W.D. Wash. Case No. 10-
45713), and Prium Tumwater Buildings LLC (Bankr. W.D. Wash. Case
No. 10-44962) filed separate Chapter 11 petitions.
PRIUM LAKEWOOD: Taps Ryan Swanson as General Counsel
----------------------------------------------------
Prium Lakewood Buildings LLC asks for authorization from the U.S.
Bankruptcy Court for the Western District of Washington to employ
Ryan, Swanson & Cleveland, PLLC, as general counsel. Ryan Swanson
will represent the Debtor in its bankruptcy case.
Ryan Swanson will be paid based on the hourly rates of its
personnel:
Kevin A. Bay $375
Daniel M. Caine $375
Timothy W. Dore $375
Richard J. Hyatt $375
Anne K. Hermes, Paralegal $170
Timothy W. Dore, Esq., a member at Ryan Swanson, assures the Court
that the firm is "disinterested" as that term is defined in
Section 101(14) of the Bankruptcy Code.
Tacoma, Washington-based Prium Lakewood Buildings LLC owns several
parcels of commercial real property. The properties comprise
Lakewood Colonial Center, an income-producing retail and office
center. Prium Lakewood is owned by Prium Companies LLC.
Prium Lakewood filed for Chapter 11 bankruptcy protection on
October 19, 2010 (Bankr. W.D. Wash. Case No. 10-48621). Prium
Lakewood estimated its assets and debts at $10 million to
$50 million as of the Petition Date.
Affiliates Chelsea Heights LLC (Bankr. W.D. Wash. Case No. 10-
44959), Prium Kent Retail LLC (Bankr. W.D. Wash. Case No. 10-
45715), Prium Meeker Mall LLC (Bankr. W.D. Wash. Case No. 10-
45713), and Prium Tumwater Buildings LLC (Bankr. W.D. Wash. Case
No. 10-44962) filed separate Chapter 11 petitions.
QUANTUM COP: Amends Senior Secured Credit Deal With Lenders
-----------------------------------------------------------
Quantum Corporation on Oct. 26, 2010, entered into an amendment to
the Company's senior secured credit agreement dated July 12, 2007,
with the required lenders thereunder. The Amendment, among other
changes, provided the Company with additional flexibility to
issue equity securities and certain debt securities in order
to refinance the Company's outstanding senior subordinated
indebtedness.
A full-text copy of the amended senior secured credit agreement is
available for free at http://ResearchArchives.com/t/s?6d14
About Quantum Corp.
Based in San Jose, California, Quantum Corp. (NYSE:QTM) --
http://www.quantum.com/-- is a storage company specializing in
backup, recovery and archive. Quantum provides a comprehensive,
integrated range of disk, tape, and software solutions supported
by a world-class sales and service organization.
* * *
The company balance sheet for June 30, 2010, showed $477.2 million
in total assets, $216.8 million in total current liabilities,
$351.0 million in total long-term liabilities, and $90.7 million
in stockholders' deficit.
RAMON SOTO: Case Summary & 9 Largest Unsecured Creditors
--------------------------------------------------------
Joint Debtors: Ramon Reyes Soto
Nydia Santiago Morales
P.O. Box 685
Maunabo, PR 00707
Bankruptcy Case No.: 10-09955
Chapter 11 Petition Date: October 25, 2010
Court: United States Bankruptcy Court
District of Puerto Rico (Old San Juan)
Debtor's Counsel: Wanda I. Luna Martinez, Esq.
LUNA LAW OFFICES
PMB 389 P.O. Box 1940000
Sa Juan, PR 00919-0000
Tel: (787) 731-4437
Fax: (787) 200-8837
E-mail: quiebra@gmail.com
Scheduled Assets: $842,345
Scheduled Debts: $1,705,532
A list of the Joint Debtors' nine largest unsecured
creditors filed together with the petition is available for
free at http://bankrupt.com/misc/prb10-09955.pdf
REFCO INC: Wants IRS to Deliver Cantor's Tax Returns
----------------------------------------------------
Debtors Refco Inc. and Refco Group Ltd., LLC, ask U.S. Bankruptcy
Judge Robert Drain to direct the production of certain documents
by the United States Internal Revenue Service.
Arthur H. Ruegger, Esq., at SNR Denton US LLP, in New York,
relates that since 2007 and in an effort to comply with their
fiduciary duties to maximize creditor recoveries, the Debtors have
sought to value RGL's 10% limited partnership interest in Cantor
Index Holdings, L.P., a Delaware partnership engaged in financing
and gaming business. Cantor Index was and is 90% owned by Cantor
Fitzgerald, L.P., Cantor Fitzgerald Securities, and its
affiliates.
As part of this effort, the Debtors have repeatedly sought Cantor
Index's federal tax returns from Cantor in 2008, but to date have
received only a portion of those returns from Cantor. Refco has
yet to receive full executed copies of the final as-filed returns,
according to Mr. Ruegger. At the same time that Refco was
requesting tax returns from Cantor, it also submitted Form 4506
requests with the IRS for the tax returns, but the IRS declined to
provide those returns for the reason that IRS records do not show
RGL as a partner in Cantor Index, he notes.
A copy of the first of several written Form 13873-B notifications
from the Cincinnati office of the IRS was received by Refco in
late April 2009. Subsequently, Refco received additional
notices from the IRS to the same effect. The Debtors asked Cantor
to correct the IRS, but for whatever reason Cantor has refused,
Mr. Ruegger notes. Given Cantor's refusal to produce the returns
and refusal to correct the IRS' misinformation regarding RGL's
status, the Debtors previously applied to the Bankruptcy Court for
authority to subpoena those returns from Cantor. The Court
granted that application in an order entered on March 31, 2010.
Cantor only partially complied with the Court's Order, and has not
permitted inspection or produced documents in response to a
subsequent Inspection Notice and Demand Notice, both notices dated
July 2010.
In mid July 2010, counsel for Cantor FS responded that the
Inspection Notice was overbroad as beyond the scope of the
parties' Partnership Agreement. It also stated that it was in the
process of reviewing and compiling the responsive materials with
respect to both Notices, but produced no materials two month
after.
The Debtors have, therefore, been forced to seek intervention of
the Court by commencing an adversary proceeding in August 2010 by
filing a complaint against Cantor Index and its partners, Adv.
Proc. No. 10-03527, expressly seeking to compel production of the
tax returns that are subject of the March 2010 Order and
encompassed by the Inspection and Demand Notice. However, there
has also been contradictions between certain of the returns and
information from the IRS and Cantor regarding the returns.
In order to have confidence that any tax returns received are
complete and accurate, the Debtors seek an order compelling the
IRS to produce the tax returns so as to be received by not later
than 14 days from the date of service of the subpoena.
The documents which are the subject of Refco Inc.'s 2004 Motion
are significant sources of the data necessary to realize the value
of RGL's interest in Cantor Index, which is property of the
Estate, Mr. Ruegger maintains. "The tax returns are a significant
instrument for such a calculation as they summarize the
profits/losses of the partnership, any applicable tax implications
to the value of the partnership, and will help to identify the
financial impact of any transfers of partnership assets. The
requests clearly relate to property of the estate, matters
affecting the administration of the estates and property of a
debtor, and fall squarely within the expansive discovery permitted
pursuant to Rule 2004(b) of the Federal Rules of Bankruptcy
Procedure."
Mr. Ruegger adds that as RGL was and remains a member of Cantor
Index, the disclosure sought from the IRS is permitted under
Subsection 6103(e)(1)(C) of the U.S. Tax Code.
The Rule 2004 Motion on IRS is scheduled to be heard by the Court
on October 25, 2010.
CFS Responds
Cantor Fitzgerald Securities asks the Court to deny RGL's recent
2004 Motion.
Representing CFS, Francis X. Riley, III, Esq., at Saul Ewing LLP,
in Princeton, New Jersey, asserts that the Returns sought by RGL
pursuant to the requested Rule 2004 subpoena have already been
produced three times, by Cantor Index in 2008 and then again in
2010, and once by the Tax Advocate Service in 2010.
Furthermore, RGL does not and cannot suggest that the requested
subpoena to the IRS is going to enable discovery of the location
of estate property or ensure its possession, he adds.
The only asset to which RGL says the Returns are relevant is its
10% ownership in Cantor Index. Neither Cantor Index nor any of
the partners dispute that RGL has a 10% ownership in the limited
partnership, Mr. Riley reminds the Court. "Therefore, additional
copies of the Returns -- which RGL already has -- are not needed
to discover the existence of RGL 10% interest."
RGL, furthermore, has all of the information it needs to value
that interest -- the Returns and all related company transactions,
Mr. Riley emphasizes.
In this light, it must be determined whether RGL's efforts are
being taken to delay, harass or to pressure Cantor Fitzgerald to
resolve other outstanding disputes it has with affiliated
entities, Mr. Riley tells Judge Drain.
About Refco Inc.
Headquartered in New York, Refco Inc. -- http://www.refco.com/--
was a diversified financial services organization with operations
in 14 countries and an extensive global institutional and retail
client base. Refco's worldwide subsidiaries were members of
principal U.S. and international exchanges, and were among the
most active members of futures exchanges in Chicago, New York,
London and Singapore. Refco was also a major broker of cash
market products, including foreign exchange, foreign exchange
options, government securities, domestic and international
equities, emerging market debt, and OTC financial and commodity
products. Refco was one of the largest global clearing firms for
derivatives. The Company had operations in Bermuda.
The Company and 23 of its affiliates filed for Chapter 11
protection on October 17, 2005 (Bankr. S.D.N.Y. Case No. 05-
60006). J. Gregory Milmoe, Esq., at Skadden, Arps, Slate, Meagher
& Flom LLP, represented the Debtors in their restructuring
efforts. Milbank, Tweed, Hadley & McCloy LLP, represented the
Official Committee of Unsecured Creditors. Refco reported
US$16.5 billion in assets and US$16.8 billion in debts to the
Bankruptcy Court on the first day of its Chapter 11 cases.
The Court confirmed the Modified Joint Chapter 11 Plan of
Refco Inc. and certain of its Direct and Indirect Subsidiaries,
including Refco Capital Markets, Ltd., and Refco F/X Associates,
LLC, on December 15, 2006. That Plan became effective on Dec. 26,
2006. Pursuant to the plan, RJM, LLC, was named plan
administrator to reorganized Refco, Inc., and its affiliates, and
Marc S. Kirschner as plan administrator to Refco Capital Markets,
Ltd.
Bankruptcy Creditors' Service, Inc., publishes Refco Bankruptcy
News. The newsletter tracks the Chapter 11 proceedings undertaken
by Refco Inc. and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
REFCO INC: Submits Post-Confirmation Report for 3rd Quarter
-----------------------------------------------------------
Refco, Inc., and its affiliates, including Refco Capital Markets,
Ltd., delivered to the U.S. Bankruptcy Court for the Southern
District of New York a copy of their post-confirmation quarterly
report for the period from July 1 to September 30, 2010.
Valerie E. DePiro, chief financial officer of Refco Inc. and
Refco Capital Markets, Ltd., relates that a cash balance of
$67,115,000 at the beginning of July 2010 increased to
$71,278,000 at the end of the reporting period. The Reorganized
Debtors received $5,078,000 in total cash and disbursed $915,000
for the third quarter of 2010.
Unaudited Schedule of Cash Receipts and Disbursements
(in thousands)
Beginning Inter- Ending
Debtor Balance Receipts Company Disburs. Balance
----- ------- -------- ------- -------- -------
Refco Capital Markets $21,255 $7 $0 ($147) $21,255
Refco Capital LLC 40,801 5,070 (121) (521) 45,229
Refco F/X Assoc. 5,201 1 - (116) 4,906
Refco Group Ltd. - - - - -
Refco Regulated - - - - -
Refco Inc. 38 - 121 (131) 28
Westminster-Refco - - - - -
------- -------- ------- --------- -------
Totals $67,115 $5,078 $- ($915) $71,278
Schedule of Cash Distributions to Creditors
(in thousands)
Quarter Ended Emergence
Sept 30, 2010 to Date
------------- ---------
Administrative and Operating Expenses $676 $99,506
TREATMENT OF CONTRIBUTING DEBTORS'
CREDITORS AND INTEREST HOLDERS
Priority Tax Claims - 1,613
Class 1 - Non Tax Priority Claims - -
Class 2 - Other Secured Claims - -
Class 3 - Secured Lender Claims - 703,967
Class 4 - Senior Subordinated Note Claims - 335,985
Class 5(a) - Contributing Debtors
General Unsecured Claims 130 148,682
Class 5(b) - Related Claims - -
Class 6 - RCM Intercompany Claims - -
Class 7 - Subordinated Claims - -
Class 8 - Old Equity Interests - -
TREATMENT OF FXA CREDITORS
Priority Tax Claims - 90
Class 1 - FXA Non-Tax Priority Claims - -
Class 2 - FXA Other Secured Claims - -
Class 3 - FXA Secured Lender Claims - -
Class 4 - FXA Sr. Subordinated Note Claims - -
Class 5(a) - FXA General Unsecured Claims 85 21,116
Class 5(b) - Related Claims - -
Class 6 - FXA Convenience Claims - 4,827
Class 7 - FXA Subordinated Claims - -
TREATMENT OF RCM CREDITORS
Priority Tax Claims - -
Class 1 - RCM Non-Tax Priority Claims - -
Class 2 - RCM Other Secured Claims - -
Class 3 - RCM FX/Unsecured Claims 11 449,967
Class 4 - RCM Securities Customer Claims 12 2,644,980
Class 5 - RCM Leuthold Metals Claims - 19,364
Class 6 - Related Claims - -
Class 7 - RCM Subordinated Claims - -
Ms. DePiro tells the Court that all employees were terminated by
the Debtors on September 30, 2008. The Debtors continue to
utilize former employees, from time to time, as contractors to
assist with certain wind-down activities, including effectuating
distributions to creditors. The Debtors compensate the former
employees on an hourly basis.
Ms. DePiro says that the tax claims and notices were received by
the Debtors from the Internal Revenue Service and state taxing
authorities in the aggregate amount of approximately $20 million.
All of the original 47 claims filed have been expunged or
resolved. Allowed Claims total approximately $1.6 million and
have been paid. All insurance policies are fully paid for the
current period.
A full-text copy of the Reorganized Debtors' Post-Confirmation
Quarterly Report for the Third Quarter of 2010 is available at
no charge at http://bankrupt.com/misc/Refco3rdQ2010PostCon.pdf
About Refco Inc.
Headquartered in New York, Refco Inc. -- http://www.refco.com/--
was a diversified financial services organization with operations
in 14 countries and an extensive global institutional and retail
client base. Refco's worldwide subsidiaries were members of
principal U.S. and international exchanges, and were among the
most active members of futures exchanges in Chicago, New York,
London and Singapore. Refco was also a major broker of cash
market products, including foreign exchange, foreign exchange
options, government securities, domestic and international
equities, emerging market debt, and OTC financial and commodity
products. Refco was one of the largest global clearing firms for
derivatives. The Company had operations in Bermuda.
The Company and 23 of its affiliates filed for Chapter 11
protection on October 17, 2005 (Bankr. S.D.N.Y. Case No. 05-
60006). J. Gregory Milmoe, Esq., at Skadden, Arps, Slate, Meagher
& Flom LLP, represented the Debtors in their restructuring
efforts. Milbank, Tweed, Hadley & McCloy LLP, represented the
Official Committee of Unsecured Creditors. Refco reported
US$16.5 billion in assets and US$16.8 billion in debts to the
Bankruptcy Court on the first day of its Chapter 11 cases.
The Court confirmed the Modified Joint Chapter 11 Plan of
Refco Inc. and certain of its Direct and Indirect Subsidiaries,
including Refco Capital Markets, Ltd., and Refco F/X Associates,
LLC, on December 15, 2006. That Plan became effective on Dec. 26,
2006. Pursuant to the plan, RJM, LLC, was named plan
administrator to reorganized Refco, Inc., and its affiliates, and
Marc S. Kirschner as plan administrator to Refco Capital Markets,
Ltd.
Bankruptcy Creditors' Service, Inc., publishes Refco Bankruptcy
News. The newsletter tracks the Chapter 11 proceedings undertaken
by Refco Inc. and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
ROCK WITH US: Case Summary & 4 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Rock With Us, LLC
2965 Lincoln Road
Las Vegas, NV 89115
Bankruptcy Case No.: 10-30130
Chapter 11 Petition Date: October 26, 2010
Court: U.S. Bankruptcy Court
District of Nevada (Las Vegas)
Judge: Linda B. Riegle
Debtor's Counsel: Andrew D. Smith, Esq.
ELLSWORTH, MOODY & BENNION, CHTD.
7881 W. Charleston Boulevard, #210
Las Vegas, NV 89117
Tel: (702) 658-6100
Fax: (702) 658-2502
E-mail: asmith@emblaw.com
Estimated Assets: $500,001 to $1,000,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's four largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/nvb10-30130.pdf
The petition was signed by Ted Michalosky, manager.
Debtor-affiliates filing separate Chapter 11 petition:
Entity Case No. Petition Date
------ -------- -------------
Southwest Stone & Tile, Inc. 10-21383 06/18/10
SEA ISLAND: PBGC to Assume Underfunded Pension Plan
---------------------------------------------------
The Pension Benefit Guaranty Corporation said Friday it is moving
to assume responsibility for the underfunded pension plan covering
almost 2,000 workers and retirees of bankrupt Sea Island Company,
a closely held hospitality and real estate corporation based in
St. Simons Island, Ga.
The pension insurer is stepping in because the underfunded
retirement plan will be unable to make benefit payments and faces
abandonment following the sale of substantially all the company's
assets, in a transaction that does not include the pension plan.
By taking action now, the PBGC prevents further deterioration of
the plan's condition.
The Sea Island Company Retirement Plan is 48% funded, with assets
of $37.3 million to cover benefit liabilities of $77.2 million,
according to PBGC estimates. The agency expects to be responsible
for $36.2 million of the plan's $39.9 million shortfall.
The PBGC will take over the assets and use insurance funds to pay
guaranteed benefits earned under the plan, which terminates as of
October 29, 2010. Retirees and beneficiaries will continue to
receive their monthly benefit checks without interruption, and
other workers will receive their pensions when they are eligible
to retire. Until the PBGC becomes trustee of the pension plan,
the plan will continue to be sponsored by Sea Island Company. The
agency will send notification letters to all plan participants
when it becomes trustee.
Under federal pension law, the maximum guaranteed pension at age
65 for participants in plans that terminate in 2010 is $54,000 per
year. The maximum guaranteed amount is lower for those who retire
earlier or elect survivor benefits. In addition, certain early
retirement subsidies and benefit increases made within the past
five years may not be fully guaranteed.
The PBGC will not have specific information about Sea Island
Company pension benefits until the agency becomes trustee of the
plan. Workers and retirees with general questions about the PBGC
and its benefit guarantees may consult the PBGC Web site,
http://www.pbgc.gov/
Sea Island Company retirees who draw a benefit from the PBGC may
be eligible for the federal Health Coverage Tax Credit. Further
information may be found on the PBGC Web site at
http://www.pbgc.gov/workers-retirees/benefits-
information/content/page13692.html
Assumption of the Sea Island Company plan's unfunded liabilities
will have no significant effect on PBGC's financial statements
because an estimate of the claim will be included in the agency's
fiscal year 2010 financial statements, in accordance with
generally accepted accounting principles.
The PBGC is a federal agency that guarantees payment of private
pension benefits when companies and pension plans fail. It
protects some 44 million Americans in over 29,000 private defined
benefit pension plans. The PBGC pays benefits using insurance
premiums and assets and other recoveries from plans and their
sponsors; it receives no taxpayer funds.
Nov. 4 Sale & Confirmation Hearing
As reported by the Troubled Company Reporter on October 28, 2010,
Sea Island will return to the Court on November 4 to seek
confirmation of its liquidating Chapter 11 plan.
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reported that the Debtors' unsecured creditors and the secured
lenders have agreed to settle a dispute over which assets are
covered by the secured lenders' liens and which aren't. The
lenders have agreed to increase to $6.33 million the fund
available to unsecured creditors from $3 million. The lenders
would also make $217,000 available to finance a liquidating trust.
Directors and officers won't receive releases, although plaintiffs
in lawsuits may only recover from directors' and officers'
liability insurance policies.
The Debtors will also seek approval of the $212.4 million sale of
their assets to a group including Oaktree Capital Management LP,
Avenue Capital Group, Starwood Capital Group Global LP and
Anschutz Corp. The opening bid at last month's auction had been
$197.5 million.
About Sea Island
St. Simons Island, Georgia-based Sea Island Company --
http://www.seaisland.com/-- aka Sea Island Shooting School, Sea
Island Yacht Club, Sea Island Stables, and Cabin Bluff, is a
private resort and real estate development company founded in
1926. Sea Island Company owns and operates Sea Island Resorts,
featuring two of the world's most exceptional destinations: the
Forbes Five-Star Cloister at Sea Island and The Lodge at Sea
Island.
Sea Island filed for Chapter 11 protection on August 10, 2010
(Bankr. S.D. Ga. Case No. 10-21034). Sea Island filed a Chapter
11 plan based upon an agreement to sell substantially all of its
assets to Sea Island Acquisition LP, a limited partnership formed
by investment funds managed by the global investment firms Oaktree
Capital Management, L.P., and Avenue Capital Group.
The Debtor estimated its assets and debts at $500 million to
$1 billion as of the Petition Date.
Affiliates Sea Island Coastal Properties, LLC; Sea Island
Services, Inc.; Sea Island Resort Residences, LLC; Sea Island
Apparel, LLC; First Sea Island, LLC; and Sical, LLC, filed
separate Chapter 11 petitions also on August 10, 2010.
Sarah R. Borders, Esq., Harris Winsberg, Esq., Sarah L. Taub,
Esq., and Jeffrey R. Dutson, Esq., at King & Spalding LLP, assist
the Debtor in its restructuring effort. Robert M. Cunningham,
Esq., at Gilbert, Harrell, Sumerford & Martin PC, is the Debtor's
co-counsel. FTI Consulting, Inc., is the Debtor's restructuring
advisor. EPIQ Bankruptcy Solutions, LLC, is the Debtor's claims
and notice agent.
Donald F. Walton, the U.S. Trustee for Region 21, appointed seven
members to the official committee of unsecured creditors in the
case. The committee has retained Jordi Guso, Esq., at Berger
Singerman, P.A. as its counsel.
SEMGROUP LP: Judge Thwarts Oil Producers' Appeal
------------------------------------------------
Bankruptcy Law360 reports that a federal judge has thwarted
attempts by oil and gas producers to have suits against them
thrown out in a series of tangled disputes with purchasers arising
from the bankruptcy of SemCrude LP, which supposedly didn't pay
the energy producers for hundreds of millions of dollars of oil
and gas before it went into bankruptcy.
According to Law360, Judge Sue L. Robinson of the U.S. District
Court for the District of Delaware on Tuesday shot down more than
a dozen requests from producers to file interlocutory appeals.
About SemGroup, L.P.
SemGroup, L.P. -- http://www.semgrouplp.com/-- is a midstream
service company that provides diversified services for end users
and consumers of crude oil, natural gas, natural gas liquids and
refined products. Services include purchasing, selling,
processing, transporting, terminalling and storing energy.
SemGroup serves customers in the United States, Canada, Mexico and
Wales.
SemGroup L.P. and its debtor-affiliates filed for Chapter 11
protection (Bankr. D. Del. Case No. 08-11525) on July 22, 2008.
John H. Knight, Esq., L. Katherine Good, Esq. and Mark
D. Collins, Esq., at Richards Layton & Finger; Harvey R. Miller,
Esq., Michael P. Kessler, Esq., and Sherri L. Toub, Esq., at Weil,
Gotshal & Manges LLP; and Martin A. Sosland, Esq., and Sylvia A.
Mayer, Esq., at Weil Gotshal & Manges LLP, represent the Debtors
in their restructuring efforts. Kurtzman Carson Consultants
L.L.C. is the Debtors' claims agent. The Debtors' financial
advisors are The Blackstone Group L.P. and A.P. Services LLC.
Margot B. Schonholtz, Esq., and Scott D. Talmadge, Esq., at Kaye
Scholer LLP; and Laurie Selber Silverstein, Esq., at Potter
Anderson & Corroon LLP, represent the Debtors' prepetition
lenders.
SemGroup L.P.'s affiliates, SemCAMS ULC and SemCanada Crude
Company, sought protection under the Companies' Creditors
Arrangement Act (Canada) on July 22, 2008. Ernst & Young, Inc.,
is the appointed monitor of SemCanada Crude Company and its
affiliates' reorganization proceedings before the Canadian
Companies' Creditors Arrangement Act.
SemGroup L.P.'s consolidated, unaudited financial conditions as of
June 30, 2007, showed $5,429,038,000 in total assets and
$5,033,214,000 in total debts.
SemGroup, LP, won confirmation from the Bankruptcy Court of its
Fourth Amended Plan of Reorganization on October 28, 2008. The
Plan, distributing more than $2.5 billion in value to
stakeholders, was declared effective on November 30, 2008.
SMURFIT-STONE: Steven Klinger Intends to Resign as Pres. and COO
----------------------------------------------------------------
St. Louis Business Journal reports that Steven Klinger said he
plans to resign as president and chief operating officer of
Smurfit-Stone Container Corp. effective Dec. 31, 2010. He will
also resign from the Company's board of directors.
The board, the Journal relates, launched a search for a CEO
successor for Patrick More, who also plans to retire.
Smurfit-Stone Container Corp. -- http://www.smurfit-stone.com/--
is one of the leading integrated manufacturers of paperboard and
paper-based packaging in North America and one of the world's
largest paper recyclers. The Company operates 162 manufacturing
facilities that are primarily located in the United States and
Canada. The Company also owns roughly one million acres of
timberland in Canada and operates wood harvesting facilities in
Canada and the United States. The Company employs roughly 21,250
employees, 17,400 of which are based in the United States. For
the quarterly period ended September 30, 2008, the Company
reported roughly US$7.450 billion in total assets and
US$5.582 billion in total liabilities on a consolidated basis.
Smurfit-Stone and its U.S. and Canadian subsidiaries filed for
Chapter 11 protection on January 26, 2009 (Bankr. D. Del. Lead
Case No. 09-10235). Certain of the company's affiliates,
including Smurfit-Stone Container Canada Inc., a wholly owned
subsidiary of SSCE, and certain of its affiliates, filed to
reorganize under the Companies' Creditors Arrangement Act in the
Ontario Superior Court of Justice in Canada.
Smurfit-Stone joined pulp- and paper-related bankruptcies as
rising Internet use hurts magazines and newspapers. Corporacion
Durango SAB, Mexico's largest papermaker, sought U.S. bankruptcy
in October. Quebecor World Inc., a magazine printer and Pope &
Talbot Inc., a pulp-mill operator, also sought cross-border
bankruptcies for their operations in the U.S. and Canada.
James F. Conlan, Esq., Matthew A. Clemente, Esq., Dennis M.
Twomey, Esq., and Bojan Guzina, Esq., at Sidley Austin LLP, in
Chicago, Illinois; and Robert S. Brady, Esq., and Edmon L. Morton,
Esq., at Young Conaway Stargatt & Taylor in Wilmington, Delaware,
serve as the Debtors' bankruptcy counsel. PricewaterhouseCoopers
LLC, serves as the Debtors' financial and investment consultants.
Lazard Freres & Co. LLC acts as the Debtors' investment bankers.
Epiq Bankruptcy Solutions LLC acts as the Debtors' notice and
claims agent.
The Company's Plan of Reorganization, which was confirmed by the
U.S. Bankruptcy Court on June 21, 2010, and recognized by a
Canadian court order, became effective July 1.
The Plan provides that 2.25% of the new Smurfit-Stone common stock
pool will be distributed pro rata to the Company's previous
preferred stockholders and 2.25% percent of the New Smurfit-Stone
common stock pool will be distributed pro rata to the Company's
previous common stockholders.
STATION CASINOS: Wins Court OK for $1.2 Million OT Settlement
-------------------------------------------------------------
Bankruptcy Law360 reports that Station Casinos Inc. has received
bankruptcy court approval of a $1.2 million settlement to resolve
a class action accusing the casino operator of failing to pay
24,000 current and former hourly workers proper overtime wages.
Judge Gregg W. Zive of the U.S. Bankruptcy Court for the District
of Nevada on Tuesday granted final approval to the deal, Law360
says.
About Station Casinos
Station Casinos, Inc., is a gaming and entertainment company that
currently owns and operates nine major hotel/casino properties
(one of which is 50% owned) and eight smaller casino properties
(three of which are 50% owned), in the Las Vegas metropolitan
area, as well as manages a casino for a Native American tribe.
Station Casinos Inc., together with its affiliates, filed for
Chapter 11 protection on July 28, 2009 (Bankr. D. Nev. Case No.
09-52477). Milbank, Tweed, Hadley & McCloy LLP serves as legal
counsel in the Chapter 11 case; Brownstein Hyatt Farber Schreck,
LLP, as regulatory counsel; and Lewis and Roca LLP is local
counsel. Lazard Freres & Co. LLC is investment banker and
financial advisor. Kurtzman Carson Consultants LLC is the claims
and noticing agent.
In its bankruptcy petition, Station Casinos said that it had
assets of $5,725,001,325 against debts of $6,482,637,653 as of
June 30, 2009. About 4,378,929,997 of its liabilities constitute
unsecured or subordinated debt securities.
Bankruptcy Creditors' Service, Inc., publishes Station Casinos
Bankruptcy News. The newsletter tracks the Chapter 11 proceedings
of Station Casinos Inc. and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
STEPHEN MUSSER: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Joint Debtors: Stephen V. Musser
aka Steven V. Musser
Alexandra M. Musser
2615 Strathmore Court
Reno, NV 89521
Bankruptcy Case No.: 10-54179
Chapter 11 Petition Date: October 24, 2010
Court: U.S. Bankruptcy Court
District of Nevada (Reno)
Judge: Gregg W. Zive
Debtors' Counsel: Kevin A. Darby, Esq.
DARBY LAW PRACTICE, LTD.
4777 Caughlin Parkway
Reno, NV 89519
Tel: (775) 322-1237
Fax: (775) 996-7290
E-mail: kevin@darbylawpractice.com
Scheduled Assets: $1,405,458
Scheduled Debts: $2,141,311
A list of the Joint Debtors' 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/nvb10-54179.pdf
SUTTON'S POINTE: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Sutton's Pointe Development, LLC
aka Bayview Condominiums
P.O. Box 241
330 East Maple Road
Birmingham, MI 48009
Bankruptcy Case No.: 10-35651
Chapter 11 Petition Date: October 22, 2010
Court: U.S. Bankruptcy Court
Eastern District of Michigan (Flint)
Judge: Daniel S. Opperman Flint
Debtor's Counsel: Jay S. Kalish, Esq.
28592 Orchard Lake Road, Suite 360
Farmington Hills, MI 48334
Tel: (248) 932-3000
E-mail: JSKalish@aol.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $10,000,001 to $50,000,000
A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/mieb10-35651.pdf
The petition was signed by Marcus W. Yono, member/manager.
TABBY MOUNTAIN: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Tabby Mountain Ranch, LLC
P.O. Box 362
Tabiona, UT 84072
Bankruptcy Case No.: 10-34797
Chapter 11 Petition Date: October 26, 2010
Court: U.S. Bankruptcy Court
District of Utah (Salt Lake City)
Judge: R. Kimball Mosier
Debtor's Counsel: Duane H. Gillman, Esq.
DURHAM JONES & PINEGAR
111 East Broadway, Suite 900
P.O. Box 4050
Salt Lake City, UT 84110-4050
Tel: (801) 415-3000
Fax: (801) 415-3500
E-mail: dhgnotice@djplaw.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
The Company did not file a list of creditors together with its
petition.
The petition was signed by Gary Stringham, member.
TC GLOBAL: Lawrence Hood Resigns as Director
--------------------------------------------
TC Global Inc. said Lawrence Hood resigned as a director of the
Company effective October 20, 2010. Mr. Hood had served as a
director of the Company since February 1994. The Board of
Directors thanked him for his many years of work as a member of
several board committees and for his long service as a member of
the Company's Board of Directors.
Mr. Scott Anderson, who was elected to the Company's Board of
Directors on July 8, 2010 has been named to the Governance and
Nominating Committee and Audit Committee of the Company's Board of
Directors.
About Tully's Coffee
Headquartered in Seattle, Washington, TC Global, Inc., dba Tully's
Coffee -- http://www.tullyscoffeeshops.com/-- is a specialty
coffee retailer and wholesaler. Through company owned, licensed
and franchised specialty retail stores in Washington, Oregon,
California, Arizona, Idaho, Montana, Colorado, Wyoming and Utah,
throughout Asia with Tully's Coffee International, and with its
global alliance partner Tully's Coffee Japan, Tully's premium
coffees are available at 545 branded retail locations globally.
TC Global also has the rights to distribute Tully's coffee through
all wholesale channels internationally, outside of North America,
the Caribbean and Japan.
* * *
According to the Troubled Company Reporter on July 5, 2010,
TC Global Inc. dba Tully's Coffee filed its annual report on Form
10-K for the fiscal year ended March 28, 2010, reporting
$13.7 million in total assets and $16.3 million in total
liabilities, for a $4.1 million total stockholders' deficit.
TELLIGENIX CORP: Converts Case to Chapter 7 Liquidation
-------------------------------------------------------
Richard Burnett at Orlando Sentinel reports that Laurence R.
Pino, founder of Dynetech Corp., has converted the Chapter 11
reorganization case of the Company and its affiliates to Chapter 7
liquidation.
Orlando Business Journal reports that the move comes nearly a year
after Dynetech's parent company, Tellegenix Corp., filed for
Chapter 11, the report says. According to the Orlando Business
Journal, the Chapter 11 filing also came after Texas prosecutors
accused five businesses tied to Dynetech -- including Telligenix;
Business Skills Corp., formerly known as Dynetech Training &
Simulation Corp.; American Cash Flow Corp.; B2G Institute Inc.,
formerly known as B2G Group; and B2G Venture -- of violating the
state's deceptive trade practices and consumer protection law in
its business-training seminars. That suit was filed in Texas
District Court in Harris County on Sept. 18, 2009, the Orlando
Business Journal discloses.
About Telligenix Corp.
Telligenix Corp. -- http://www.telligenix.com/-- provides
educational process management to a number of independently
contracted seminar providers and individuals, including Robert
Allen, and others. Telligenix handles the educational process
management for a number of training institutes and others in the
real estate, investment and entrepreneurship spaces.
Based in Orlando, FLa., Telligenix Corporation sought chapter 11
protection (Bankr. M.D. Fla. Case No. 09-15238) on Oct. 8, 2009;
is represented by R Scott Shuker, Esq., at Latham Shuker Eden &
Beaudine LLP, in Orlando, Fla.; and estimated its assets at less
than $10 million and its debts at $10 million to $50 million at
the time of the filing.
Telligenix is the parent of Dynetech Corp.
TERRESTAR NETWORKS: Proposes Deloitte as CCAA Info. Officer
-----------------------------------------------------------
The Honourable Justice Morawetz of Ontario Superior Court of
Justice (Commercial List) approved the appointment of Deloitte &
Touche Inc. as information officer in TerreStar's recognition
proceedings under the Companies' Creditors Arrangement Act,
R.S.C. 1985, c. C-36, as amended.
The Canadian Court entered the appointment order upon the request
of TerreStar Networks Inc., in its capacity as the foreign
representative of the U.S. Debtors and on its own behalf.
The Information Officer is authorized and empowered, but not
obligated, to provide assistance to the Foreign Representative in
the performance of its duties.
The Information Officer is directed to deliver to the Canadian
Court a report at least once every three months outlining the
status of the CCAA proceedings, the Chapter 11 cases and other
information as the Information Officer believes to be material.
The Information Officer and its counsel will be paid their
reasonable fees and disbursements, in each case at their standard
rates and charges, by the U.S. Debtors as part of the costs of
the CCAA proceedings. The U.S. Debtors are authorized to pay the
Information Officer and its counsel on a bi-weekly basis. Those
payments are not subject to approval in the U.S. Debtors' Chapter
11 cases.
The Information Officer is also empowered to provide any
stakeholder of the U.S. Debtors with information in response to
reasonable requests for information concerning the Canadian
Debtors' assets or businesses.
The U.S. Debtor are authorized to pay the Information Officer a
C$125,000 retainer to be held by the Information Officer as
security for payment of its and its counsel's fees and
disbursements outstanding from time to time.
About TerreStar Networks
Reston, Va.-based TerreStar Corporation (NASDAQ: TSTR)
-- http://www.terrestar.com/-- is in the mobile communications
business through its ownership of TerreStar Networks, its
principal operating subsidiary, and TerreStar Global.
TerreStar Networks, in cooperation with its Canadian partners,
TerreStar Canada and TerreStar Solutions, majority-owned
subsidiaries of Trio 1 and 2 General Partnerships, plans to launch
an innovative wireless communications system to provide mobile
coverage throughout the United States and Canada using integrated
satellite-terrestrial smartphones and other devices. This system
build out will be based on an integrated satellite and ground-
based technology intended to provide communication service in most
hard-to-reach areas and will provide a nationwide interoperable,
survivable and critical communications infrastructure. The
Company intends to provide multiple communications applications,
including voice, data and video services.
As of June 30, 2010, the Company had four wholly owned
subsidiaries, MVH Holdings Inc., Motient Holdings Inc., TerreStar
Holdings Inc., and TerreStar New York Inc. Motient Ventures
Holding Inc., a wholly owned subsidiary of MVH Holdings Inc.,
directly holds approximately 89.3% and 86.5% interest in TerreStar
Networks and TerreStar Global, respectively.
TerreStar Networks Inc. and Its affiliates filed voluntary
petitions for relief under Chapter 11 of the United States
Bankruptcy Code in Manhattan (Bankr. S.D.N.Y. Lead Case No.
10-15446).
The Debtors' parent, TerreStar Corporation (NASDAQ: TSTR), is not
among the Chapter 11 filers.
The Garden City Group, Inc. will act as claims and noticing agent
in the chapter 11 cases. Michel Wunder, Esq., Ryan Jacobs, Esq.,
and Jarvis Hetu, Esq. at Fraser Milner Casgrain LLP and Ira
Dizengoff, Esq. , Arik Preis, Esq., and Ashleigh Blaylock, Esq.,
at Akin Gump Strauss Hauer & Feld LLP , serve as bankruptcy
counsel to the Debtors. Blackstone Advisory Partners LP is the
financial advisor.
Bankruptcy Creditors' Service, Inc., publishes TerreStar
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by TerreStar Networks Inc. and its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
TERRESTAR NETWORKS: CCAA Recognition Proceeding Database
--------------------------------------------------------
Applicant filing recognition
proceedings under the
Companies' Creditors
Arrangement Act of Canada : TerreStar Networks Inc.
CCAA Petition Date : October 20, 2010
Canadian Court : Ontario Superior Court of Justice
(Commercial List)
Information Officer : Deloitte & Touche Inc.
181 Bay Street
Brookfield Place
Suite 1400
Toronto, Ontario
M5J 2V1
Paul Casey
paucasey@deloitte.ca
Tel: 416 775-7172
Fax: 416 601-6690
Jaspreet Dehl
jdehl@deloitte.ca
Tel: 416 601-6633
Fax: 416 601-6690
Counsel to Info. Officer : Bennett Jones LLP
3400 One First Canadian Place
P.O. Box 130
Toronto Ontario
M5X 1A4
Kevin Zych, Esq.
zychk@bennettjones.com
Tel: 416 777-5738
Fax: 416 863-1716
Lee Cassey, Esq.
casseyl@bennettjones.com
Tel: 416 777-6448
Fax: 416 863-1716
Counsel to Applicant : Fraser Milner Casgrain LLP
1 First Canadian Place
100 King Street West
Toronto, Ontario
M5X 1B2
Alex MacFarlane, Esq.
alex.macfarlane@fmc-law.com
Tel: 416 863-4582
Fax: 416 863-4592
Michael Wunder, Esq.
michael.wunder@fmc-law.com
Tel: 416 863-4715
Fax: 416 863-4592
Ryan Jacobs
ryan.jacobs@fmc-law.com
Tel: 416 862-3407
Fax: 416 863-4592
Counsel to TerreStar Canada : Stikeman, Elliott LLP
4000-1155, boulevard Rene-Levesque
Ouest
Montreal, QC H3B 3V2
Sidney Horn
smhorn@stikeman.com
Tel: 514 397-3342
Fax: 514 397-3222
Guy Martel
gmartel@stikeman.com
Tel: 514 397-3163
Fax: 514 397-3222
Counsel to DIP Lenders : Goodmans LLP
Bay Adelaide Centre
333 Bay Street, Suite 3400
Toronto, Ontario
M5H 2S7
David Bish
dbish@goodmans.ca
Tel: 416 597-6276
Fax: 416 979-1234
Brendan O'Neill
boneill@goodmans.ca
Tel: 416 849-6017
Fax: 416 979-1234
Counsel to Harbinger Entities: Olser, Hoskin & Harcourt LLP
100 King Street West
1 First Canadian Place
Suite 6100, P.O. Box 50
Toronto Ontario
M5X 1B8
Steve Golick
sgolick@osler.com
Tel: 416 862-6704
Fax: 416 862-6666
About TerreStar Networks
Reston, Va.-based TerreStar Corporation (NASDAQ: TSTR)
-- http://www.terrestar.com/-- is in the mobile communications
business through its ownership of TerreStar Networks, its
principal operating subsidiary, and TerreStar Global.
TerreStar Networks, in cooperation with its Canadian partners,
TerreStar Canada and TerreStar Solutions, majority-owned
subsidiaries of Trio 1 and 2 General Partnerships, plans to launch
an innovative wireless communications system to provide mobile
coverage throughout the United States and Canada using integrated
satellite-terrestrial smartphones and other devices. This system
build out will be based on an integrated satellite and ground-
based technology intended to provide communication service in most
hard-to-reach areas and will provide a nationwide interoperable,
survivable and critical communications infrastructure. The
Company intends to provide multiple communications applications,
including voice, data and video services.
As of June 30, 2010, the Company had four wholly owned
subsidiaries, MVH Holdings Inc., Motient Holdings Inc., TerreStar
Holdings Inc., and TerreStar New York Inc. Motient Ventures
Holding Inc., a wholly owned subsidiary of MVH Holdings Inc.,
directly holds approximately 89.3% and 86.5% interest in TerreStar
Networks and TerreStar Global, respectively.
TerreStar Networks Inc. and Its affiliates filed voluntary
petitions for relief under Chapter 11 of the United States
Bankruptcy Code in Manhattan (Bankr. S.D.N.Y. Lead Case No.
10-15446).
The Debtors' parent, TerreStar Corporation (NASDAQ: TSTR), is not
among the Chapter 11 filers.
The Garden City Group, Inc. will act as claims and noticing agent
in the chapter 11 cases. Michel Wunder, Esq., Ryan Jacobs, Esq.,
and Jarvis Hetu, Esq. at Fraser Milner Casgrain LLP and Ira
Dizengoff, Esq. , Arik Preis, Esq., and Ashleigh Blaylock, Esq.,
at Akin Gump Strauss Hauer & Feld LLP , serve as bankruptcy
counsel to the Debtors. Blackstone Advisory Partners LP is the
financial advisor.
Bankruptcy Creditors' Service, Inc., publishes TerreStar
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by TerreStar Networks Inc. and its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
TERRESTAR NETWORKS: Proposes to Pay Prepetition Taxes and Fees
--------------------------------------------------------------
In the ordinary course of the business, TerreStar Networks Inc.
and its debtor affiliates:
(a) collect and incur taxes, including certain business,
franchise, personal property, sales and use, goods and
services, excise and other taxes in operating their
business;
(b) charge fees and other similar charges and assessments on
behalf of various taxing, licensing and other governmental
authorities; and
(c) pay Fees to the Authorities for licenses and permits
required to conduct their business in the ordinary
course.
The Debtors pay the Taxes and Fees monthly, quarterly or annually
to the Authorities, in each case as required by applicable laws
and regulations.
Ira S. Dizengoff, Esq., at Akin Gump Strauss Hauer & Feld LLP, in
New York, contends that the Debtors' failure to pay the Taxes and
Fees could materially and adversely impact their business
operations in several ways. He points out that the Authorities
may initiate audits of the Debtors, which would unnecessarily
divert the Debtors' attention from the tasks required by the
reorganization process at a critical time for their business.
The Authorities may also attempt to suspend the Debtors'
operations, file liens, seek to lift the automatic stay and
pursue other remedies that will be administratively burdensome to
the estates, Mr. Dizengoff adds. Certain directors and officers,
he points out, could be subject to personal liability, which
would likely distract those key personnel from their duties
related to the Debtors' restructuring.
Moreover, the Debtors' failure to pay the Fees would cause them
to incur late fees, penalties and other charges in addition to
the Fees, Mr. Dizengoff further notes.
Accordingly, by this motion, the Debtors seek the Court's
authority to pay any amounts that may come due on account of
prepetition claims relating to their business, franchise,
personal property, sales and use, goods and services, excise and
other taxes, as well as certain annual reporting, Federal
Communications Commission and Canadian regulatory fees.
The Debtors' Taxes and Fees are:
A. State Use Taxes
In the ordinary course of business, the Debtors purchase
equipment necessary to their business operations. In lieu of
the Debtors paying or incurring sales or excise taxes in
connection with these purchases, applicable state taxing
authorities require the Debtors to pay use taxes on the
equipment.
The Debtors pay Use Taxes on a monthly basis. They remit
approximately $60,000 in the aggregate in Use Taxes per year
to certain of the Authorities.
As of the Petition Date, the Debtors have approximately $5,000
in accrued, unpaid prepetition Use Taxes.
B. State Property Taxes
Under applicable law, state and local governments in
jurisdictions where the Debtors' operations are located,
including Texas, Virginia, Arizona, Florida, Indiana,
Louisiana, Maryland, North Carolina, North Dakota, New Mexico,
Nevada, Oregon, Utah, and Washington are granted the authority
to levy property taxes against real and personal property.
The Debtors generally do not own real property but typically
pay approximately $300,000 per year in property taxes on their
personal property in the ordinary course of business as the
taxes are invoiced.
The Debtors estimate that, as of the Petition Date, they have
approximately $120,000 in accrued, unpaid Property Taxes that
will come due in the first quarter of 2011.
C. Business Taxes and Annual Reporting Fees
Certain states require the Debtors to pay various business
taxes, which may be based on gross receipts or other bases
determined by the taxing jurisdiction. Certain states also
require the Debtors to pay annual reporting fees to state
governments to remain in good standing for purposes of
conducting business within the state.
The Debtors pay approximately $25,000 per year with respect to
various business taxes and annual reporting fees, according to
Mr. Dizengoff.
The Debtors estimate that there are currently no amounts owing
to the various Authorities with respect to prepetition
business taxes and annual reporting fees. They acknowledge
that if any amounts are owed, some of the business taxes and
annual reporting fees may, under applicable law, be entitled
to a priority claim.
D. Delaware Franchise Taxes
The Debtors pay franchise taxes to the state of Delaware to
operate their business in that state. The Delaware franchise
taxes total $405,000 per year.
The Debtors estimate that, as of the Petition Date, they have
approximately $177,000 in accrued, unpaid Delaware franchise
taxes that will come due in the first quarter of 2011.
E. Canadian Taxes
In connection with the operation of their Canadian affiliates,
the Debtors are responsible for paying Canadian corporation,
retail sales and capital taxes each year. The amount of
Canadian Taxes the Debtors incur varies from year to year.
In 2009, the Debtors paid approximately C$119,000 in Canadian
Taxes and estimate that they will owe approximately C$50,000
in Canadian Taxes for tax year 2010.
The anticipated reduction is based on the phasing out of the
Ontario capital tax in July 2010, which tax comprised the vast
majority of the Debtors' Canadian tax liability, Mr. Dizengoff
explains.
F. FCC and Canadian Regulatory Fees
Section 9 of the Communications Act of 1934 empowers the
Federal Communications Commission to "assess and collect
regulatory fees to recover the costs of . . . enforcement
activities, policy and rulemaking activities, user information
services, and international activities."
As a satellite communications company, the Debtors are subject
to regulation and oversight by the FCC and incur regulatory
fees in the ordinary course of business. The Debtors' annual
FCC Fees are approximately $1,500 that are due in August 2011.
The Debtors estimate that, as of the Petition Date, they have
approximately $240 in accrued prepetition FCC Fees that will
come due in August 2011.
In addition to the FCC Fees, the Debtors, in the ordinary
course of business, incur approximately C$39,000 in Canadian
regulatory fees per year in connection with the operation of
the TerreStar-1 Satellite and five Canadian calibration earth
stations.
The Canadian Regulatory Fees are payable to the Canadian
Government on an annual basis. Included in the Canadian
Regulatory Fees are mobile satellite service license fees,
radio license fees and spectrum fees.
The Debtors estimate that, as of the Petition Date, they have
approximately C$16,250 in accrued prepetition Canadian
Regulatory Fees that will come due in March 2011.
The Debtors also ask Judge Lane to authorize financial
institutions (i) to receive, process, honor and pay all checks
presented for payment and electronic payment requests relating to
the Taxes, whether those checks were presented or electronic
requests were submitted before or after the Petition Date; and
(ii) to rely on the Debtors' designation of any particular check
or electronic payment request related to those Taxes, as
appropriate.
About TerreStar Networks
Reston, Va.-based TerreStar Corporation (NASDAQ: TSTR)
-- http://www.terrestar.com/-- is in the mobile communications
business through its ownership of TerreStar Networks, its
principal operating subsidiary, and TerreStar Global.
TerreStar Networks, in cooperation with its Canadian partners,
TerreStar Canada and TerreStar Solutions, majority-owned
subsidiaries of Trio 1 and 2 General Partnerships, plans to launch
an innovative wireless communications system to provide mobile
coverage throughout the United States and Canada using integrated
satellite-terrestrial smartphones and other devices. This system
build out will be based on an integrated satellite and ground-
based technology intended to provide communication service in most
hard-to-reach areas and will provide a nationwide interoperable,
survivable and critical communications infrastructure. The
Company intends to provide multiple communications applications,
including voice, data and video services.
As of June 30, 2010, the Company had four wholly owned
subsidiaries, MVH Holdings Inc., Motient Holdings Inc., TerreStar
Holdings Inc., and TerreStar New York Inc. Motient Ventures
Holding Inc., a wholly owned subsidiary of MVH Holdings Inc.,
directly holds approximately 89.3% and 86.5% interest in TerreStar
Networks and TerreStar Global, respectively.
TerreStar Networks Inc. and Its affiliates filed voluntary
petitions for relief under Chapter 11 of the United States
Bankruptcy Code in Manhattan (Bankr. S.D.N.Y. Lead Case No.
10-15446).
The Debtors' parent, TerreStar Corporation (NASDAQ: TSTR), is not
among the Chapter 11 filers.
The Garden City Group, Inc. will act as claims and noticing agent
in the chapter 11 cases. Michel Wunder, Esq., Ryan Jacobs, Esq.,
and Jarvis Hetu, Esq. at Fraser Milner Casgrain LLP and Ira
Dizengoff, Esq. , Arik Preis, Esq., and Ashleigh Blaylock, Esq.,
at Akin Gump Strauss Hauer & Feld LLP , serve as bankruptcy
counsel to the Debtors. Blackstone Advisory Partners LP is the
financial advisor.
Bankruptcy Creditors' Service, Inc., publishes TerreStar
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by TerreStar Networks Inc. and its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
TERRESTAR NETWORKS: Proposes Blackstone as Fin'l Advisor
--------------------------------------------------------
TerreStar Networks Inc. and its units seek permission from the
U.S. Bankruptcy Court to employ Blackstone Advisory Partners L.P.
as their financial advisor nunc pro tunc to the Petition Date.
Jeffrey Epstein, TerreStar Networks, Inc.'s president and chief
executive officer, relates that the Debtors selected Blackstone
in April 2010 after interviewing several other potential
candidates and considering the qualifications and proposed
compensation of each candidate. He adds that the Debtors have
been working closely with the Advisor since that time and
Blackstone has become intimately familiar with the Debtors'
business, affairs, assets and contractual arrangements.
As the Debtors' financial advisor, Blackstone will:
(a) assist in the evaluation of the Debtors' business and
prospects;
(b) assist in the development of the Debtors' long-term
business plan and related financial projections;
(c) assist in the development of financial data and
presentations to the Debtors' Board of Directors, various
creditors and other third parties;
(d) analyze various restructuring scenarios and the potential
impact of the scenarios on the recoveries of various
stakeholders impacted by the restructuring;
(e) provide strategic advice with regard to restructuring or
refinancing the Debtors' obligations;
(f) evaluate the Debtors' debt capacity and alternative
capital structures;
(g) participate in negotiations among the Debtors and their
creditors, suppliers, lessors and other interested
parties;
(h) value securities offered by the Debtors in connection with
a restructuring;
(i) advise the Debtors and negotiate with lenders with respect
to potential waivers or amendments of various debt
instruments and preferred stock;
(j) advise and assist the Debtors in evaluating a potential
financing, contact potential sources of capital and assist
the Debtors in negotiating and consummating financing;
(k) analyze the Debtors' financial liquidity and evaluate
alternatives to improve liquidity;
(l) assist in arranging debtor-in-possession financing for the
Debtors;
(m) provide expert witness testimony concerning any financial
advisory services provided by the Advisor;
(n) provide general advice on asset sale alternatives; and
(o) provide other advisory services as are customarily
provided in connection with the analysis and negotiation
of a restructuring as reasonably requested.
The Debtors propose to pay Blacstone's fees and compensate
necessary out-of-pocket expenses according to this fee structure:
(a) A monthly advisory fee of $200,000. One-half of each
Monthly Fee in excess of the first $800,000 in monthly
fees will be credited against the transaction fee;
(b) A transaction fee equal to $8,400,000 payable upon the
consummation of any restructuring pursuant to a bankruptcy
proceeding;
(c) A DIP financing fee of 1% of the face amount of any new
DIP financing provided by a non-affiliate arranged by the
Advisor;
(d) A debt financing fee of 1% of the face amount of any new
debt financing provided by a Non-Affiliate arranged by the
Advisor in connection with a plan of reorganization;
(e) An equity financing fee of 3% of the total amount of new
equity financing provided by a non-affiliate and arranged
by Blackstone in connection with a plan of reorganization;
and
(f) Reasonable out-of-pocket expenses in connection with the
services provided.
Mr. Epstein reveals that before the Petition Date and under the
terms of its engagement, the Debtors paid Blackstone $1,317,054
for services rendered from April 2010 to October 2010 and for
related reasonable out-of-pocket expenses.
In connection with the engagement, the Debtors and Blackstone
also entered into an indemnification agreement, where the Debtors
agreed to indemnify and hold harmless Blackstone and its
affiliates and their partners, members, officers, directors,
employees and agents and each other person, if any, related to,
arising out of or in connection with the retention of the Advisor
by the Debtor. Nevertheless, these conditions apply to the
parties' Indemnification Agreement:
(a) All requests of Indemnified Persons for payment of
indemnity, contribution or otherwise pursuant to the
indemnification provisions of the Indemnification
Agreement will be made by means of an interim or final fee
application and will be subject to the approval of, and
review by, the Court to ensure that the payment conforms
to the terms of the Indemnification Agreement, the
Bankruptcy Code, the Federal Rules of Bankruptcy
Procedure, the Local Rules of Bankruptcy Procedure for the
Southern District of New York and the orders of the Court
and is reasonable based upon the circumstances of the
litigation or settlement in respect of which indemnity is
sought; provided, however, that in no event will an
Indemnified Person be indemnified or receive contribution
to the extent that any claim or expense has resulted from
gross negligence or willful misconduct on the part of that
or any other Indemnified Person.
(b) In no event will an Indemnified Person be indemnified or
receive contribution or other payment under the
Indemnification Agreement if the Debtors, their estates,
or the official committee of unsecured creditors assert a
claim, to the extent that the Court determines by final
order that the claim arose out of gross negligence, or
willful misconduct on the part of that or any other
Indemnified Person.
(c) In the event an Indemnified Person seeks reimbursement for
attorneys' fees from the Debtors pursuant to the
Indemnification Agreement, the invoices and supporting
time records from the attorneys will be annexed to
Blackstone's own interim and final fee applications, and
the invoices and time records will be subject to the U.S.
Trustee Guidelines and the approval of the Court under the
standards of Section 330 of the Bankruptcy Code without
regard to whether the attorney has been retained under
Section 327 of the Bankruptcy Code.
Stevin Zelin, a senior managing director of Blackstone, assures
the Court that his firm is a "disinterested person" as the term
is defined under Section 101(14) of the Bankruptcy Code.
About TerreStar Networks
Reston, Va.-based TerreStar Corporation (NASDAQ: TSTR)
-- http://www.terrestar.com/-- is in the mobile communications
business through its ownership of TerreStar Networks, its
principal operating subsidiary, and TerreStar Global.
TerreStar Networks, in cooperation with its Canadian partners,
TerreStar Canada and TerreStar Solutions, majority-owned
subsidiaries of Trio 1 and 2 General Partnerships, plans to launch
an innovative wireless communications system to provide mobile
coverage throughout the United States and Canada using integrated
satellite-terrestrial smartphones and other devices. This system
build out will be based on an integrated satellite and ground-
based technology intended to provide communication service in most
hard-to-reach areas and will provide a nationwide interoperable,
survivable and critical communications infrastructure. The
Company intends to provide multiple communications applications,
including voice, data and video services.
As of June 30, 2010, the Company had four wholly owned
subsidiaries, MVH Holdings Inc., Motient Holdings Inc., TerreStar
Holdings Inc., and TerreStar New York Inc. Motient Ventures
Holding Inc., a wholly owned subsidiary of MVH Holdings Inc.,
directly holds approximately 89.3% and 86.5% interest in TerreStar
Networks and TerreStar Global, respectively.
TerreStar Networks Inc. and Its affiliates filed voluntary
petitions for relief under Chapter 11 of the United States
Bankruptcy Code in Manhattan (Bankr. S.D.N.Y. Lead Case No.
10-15446).
The Debtors' parent, TerreStar Corporation (NASDAQ: TSTR), is not
among the Chapter 11 filers.
The Garden City Group, Inc. will act as claims and noticing agent
in the chapter 11 cases. Michel Wunder, Esq., Ryan Jacobs, Esq.,
and Jarvis Hetu, Esq. at Fraser Milner Casgrain LLP and Ira
Dizengoff, Esq. , Arik Preis, Esq., and Ashleigh Blaylock, Esq.,
at Akin Gump Strauss Hauer & Feld LLP , serve as bankruptcy
counsel to the Debtors. Blackstone Advisory Partners LP is the
financial advisor.
Bankruptcy Creditors' Service, Inc., publishes TerreStar
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by TerreStar Networks Inc. and its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
TEXAS COMPETITIVE: Signs Supplemental Indenture With BNY
--------------------------------------------------------
Texas Competitive Electric Holdings Company LLC and TCEH Finance,
Inc., a direct, wholly-owned subsidiary of TCEH, on October 20,
2010, entered into a Supplemental Indenture to that certain
Indenture, dated as of October 6, 2010, in each case, among the
Issuer, the guarantors party thereto and The Bank of New York
Mellon Trust Company, N.A., as trustee. Pursuant to the
Indenture, the Issuer issued $350,000,000 aggregate principal
amount of 15% Senior Secured Second Lien Notes due 2021, Series B.
The New Notes will mature on April 1, 2021. Interest on the New
Notes is payable in cash quarterly in arrears on January 1, April
1, July 1 and October 1 of each year at a fixed rate of 15% per
annum, and the first interest payment is due on January 1, 2011.
The New Notes are initially unconditionally guaranteed on a senior
basis, jointly and severally, by the Guarantors, which are the
same guarantors that guarantee the obligations arising under that
certain Credit Agreement, dated as of October 10, 2007, as amended
on August 7, 2009, by and among Energy Future Competitive Holdings
Company, as guarantor, TCEH, as borrower, the other guarantors
party thereto, the lenders party thereto in their capacities as
lenders thereunder and Citibank, N.A., as administrative agent.
The New Notes are secured, on a second-priority basis, by security
interests in all of the assets of TCEH, and the guarantees are
secured on a second priority basis by all of the assets and equity
interests of all of the Guarantors other than EFCH, in each case,
to the extent such assets and equity interests secure obligations
under the TCEH Senior Secured Credit Facilities on a first-
priority basis, subject to certain exceptions and permitted liens;
provided that the Collateral will not include the equity interests
of any Subsidiary Guarantor from time to time to the extent that
the pledge of such equity interests would result in separate
financial statements of such Subsidiary Guarantor being required
to be filed with the Securities and Exchange Commission. The
guarantee from EFCH is not secured.
The New Notes are senior obligations of the Issuer and rank
equally in right of payment with all existing and future senior
debt of the Issuer. The New Notes are effectively subordinated to
TCEH's obligations under the TCEH Senior Secured Credit Facilities
and TCEH's commodity and interest rate hedges that are secured by
a first-priority lien on the Collateral and any future obligations
subject to first-priority liens on the Collateral, to the extent
of the value of the Collateral, and to all secured obligations of
TCEH that are secured by assets other than the Collateral, to the
extent of the value of the assets securing such obligations. The
New Notes are structurally subordinated to all existing and future
debt and liabilities of TCEH's non-guarantor subsidiaries. The
New Notes are effectively senior in right of payment to all
existing and future unsecured debt of the Issuer to the extent of
the value of the Collateral. The New Notes are senior in right
of payment to any future subordinated debt of the Issuer.
The guarantees of the New Notes from the Subsidiary Guarantors
are effectively senior to any unsecured debt of the Subsidiary
Guarantors to the extent of the value of the Collateral. The
Subsidiary Guarantees are effectively subordinated to all debt of
the Subsidiary Guarantors secured by the Collateral on a first-
priority basis or that is secured by assets that are not part of
the Collateral, to the extent of the value of the collateral
securing that debt. EFCH's guarantee ranks equally with its
unsecured debt and is effectively subordinated to any of its
secured debt to the extent of the value of the collateral
securing that debt.
The New Notes and the Indenture restrict TCEH's and its restricted
subsidiaries' ability to, among other things, make restricted
payments, including certain investments; incur debt and issue
preferred stock; incur liens; permit dividend and other payment
restrictions on restricted subsidiaries; merge, consolidate or
sell assets; and engage in transactions with affiliates. These
covenants are subject to a number of important limitations and
exceptions. The New Notes and the Indenture also contain
customary events of default, including, among others, failure to
pay principal or interest on the New Notes or the Guarantees when
due. In general, the New Notes will vote together as a single
class with all other series of second lien senior secured notes
issued under the Indenture, including the Original Second Lien
Notes. As a result, if an event of default occurs, the trustee
r the holders of at least 30% of aggregate principal amount
outstanding of all such notes issued under the Indenture may
declare the principal amount on the New Notes to be due and
payable immediately.
The Issuer may redeem the New Notes, in whole or in part, at any
time on or after October 1, 2015, at specified redemption prices,
plus accrued and unpaid interest, if any. In addition, before
October 1, 2013, the Issuer may redeem up to 35% of the aggregate
principal amount of the New Notes from time to time at a
redemption price of 115.00% of the aggregate principal amount of
the New Notes, plus accrued and unpaid interest, if any, with the
net cash proceeds of certain equity offerings. The Issuer may
also redeem the New Notes at any time prior to October 1, 2015 at
a price equal to 100% of their principal amount, plus accrued and
unpaid interest and a "make-whole" premium. Upon the occurrence
of a change in control, the Issuer must offer to repurchase the
New Notes at 101% of their principal amount, plus accrued and
unpaid interest, if any.
The net proceeds from the issuance of the New Notes have been
deposited into an escrow account and pledged for the benefit of
the holders of the New Notes on a first-priority basis until the
Issuer uses such proceeds to pay, repay or prepay term loans under
the TCEH Senior Secured Credit Facilities and repurchase principal
amounts outstanding of TCEH 2015/2016 Notes. If proceeds remain in
the escrow account on March 31, 2013, an offer to purchase the New
Notes with the remaining proceeds will be made.
A full-text copy of the Supplemental Indenture is available for
free at http://ResearchArchives.com/t/s?6d17
A full-text copy of the Registration Rights Agreement is available
for free at http://ResearchArchives.com/t/s?6d18
Energy Future Holdings Corp. (formerly TXU Corp.), is a Dallas-
based energy company that manages a portfolio of competitive and
regulated energy businesses in Texas. EFH Corp. is a holding
company conducting its operations principally through its
subsidiaries, Texas Competitive Electric Holdings Company LLC
(formerly TXU Energy Company LLC), Oncor Electric Delivery Company
LLC and their subsidiaries.
* * *
According to the Troubled Company Reporter on Oct. 20, 2010,
Fitch Ratings has assigned a rating of 'B/RR2' to Texas
Competitive Electric Holdings Company LLC's issuance of
$350 million 15% senior secured second lien notes due 2021, series
B. The Rating Outlook is Negative.
TIGER LILY: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: Tiger Lily, LLC
939 Getwell Road
Memphis, TN 38111
Bankruptcy Case No.: 10-31576
Chapter 11 Petition Date: October 24, 2010
Court: U.S. Bankruptcy Court
Western District of Tennessee (Memphis)
Judge: Jennie D. Latta
Debtor's Counsel: Samuel Jones, Esq.
100 North Main Street, Suite 946
Memphis, TN 38103
Tel: (901) 523-7883
Fax: (901) 523-1463
E-mail: samueljones@bellsouth.net
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
The Company did not file a list of creditors together with its
petition.
The petition was signed by Chris Bounlath Phouasalith, member.
Debtor-affiliates filing separate Chapter 11 petition:
Entity Case No. Petition Date
------ -------- -------------
Chris Bounlath Phouasalith 10-21282 02/04/10
TOMKINS CORP: PBGC Negotiates $44MM Add'l Pension Plan Funding
--------------------------------------------------------------
The Pension Benefit Guaranty Corporation on Thursday unveiled
agreements with auto parts and building materials maker Tomkins
Corp. that will improve the financial health of pension plans
covering some 13,000 workers and retirees.
Tomkins's U.S. affiliates sponsor 10 pension plans that are
collectively underfunded by more than $200 million.
Under the agreements, Tomkins will contribute an additional
$5 million to its largest pension plan, The Gates Group Retirement
Plan, with more than 11,000 participants. Additionally, the
company will forgo recently enacted pension funding relief, valued
at about $35 million, for all plans. Finally, the company
recently made an additional $3.7 million contribution to its
Selkirk Corp. pension plan.
"PBGC protects pensions, and the right way to do that is not just
to wait until plans fail," said PBGC Director Joshua Gotbaum. "Our
agreements with Tomkins are a good example of how PBGC works to
strengthen and keep plans going."
The agreements were a result of discussions between Tomkins and
the PBGC regarding the September 30, 2010, leveraged buy-out of
Tomkins by Onex Corporation and the Canada Pension Plan Investment
Board and the January 7, 2010 closure of Selkirk's facility in
Winters, Texas.
Unlike situations where the PBGC assumes responsibility for failed
pension plans, the Tomkins plans, with about 13,000 participants,
have not failed and remain ongoing under the company's
sponsorship.
The Employee Retirement Income Security Act of 1974, the federal
pension law that created the PBGC, requires the agency to seek
additional protection when more than 20% of a company's employees
covered by a pension plan lose their jobs due to a cessation of
operations at a facility. The agency works to negotiate
agreements that safeguard pension plans, while recognizing the
business needs of the companies that sponsor them. Since 2007,
under this program, the PBGC has obtained more than $600 million
in additional protection for defined benefit plans covering over
60,000 workers and retirees.
Tomkins, based in London, is a global manufacturer of engineered
auto parts, industrial products, and components for the North
American housing market. The company also makes products that
include power transmission belts, hydraulic hoses, couplings, and
tire pressure gauges.
The PBGC is a federal agency that guarantees payment of private
pension benefits when companies and pension plans fail. It
protects some 44 million Americans in over 29,000 private defined
benefit pension plans. The PBGC pays benefits using insurance
premiums and assets and other recoveries from plans and their
sponsors; it receives no taxpayer funds.
TRIBUNE CO: Aurelius, Noteholder, Files Competing Plan
------------------------------------------------------
Aurelius Capital Management, LP, on behalf of its managed entities
filed with the U.S. Bankruptcy Court in Delaware a Reorganization
Plan that "should allow Tribune Company and its subsidiaries to
emerge from bankruptcy promptly and reliably." Aurelius is the
largest holder of Tribune's Senior Notes and one of the largest
holders of Tribune's subordinated notes known as PHONES. The
Senior Notes and the PHONES -- often referred to as the "Pre-LBO
Bonds" -- were issued prior to the LBO transaction that swiftly
bankrupted Tribune.As with Tribune's business generally, the Pre-
LBO Bonds were severely prejudiced by the LBO, which left Tribune
saddled with $10.3 billion of loans from a group often referred to
as the "LBO Lenders."
Joining Aurelius as co-proponents of the Pre-LBO Bondholder Plan
are all three indenture trustees for the Pre-LBO Bonds. Those
indenture trustees, two of whom are members of the Official
Creditors' Committee, oppose the competing plan filed by Tribune,
the LBO Lenders and the Committee. The Committee is controlled by
trade and pension creditors, most of whom are being paid 100 cents
on the dollar under the Debtor/LBO Lender Plan -- far more than
they were to be paid under the prior version of that plan, which
the Committee had opposed. Thus, the Debtor/LBO Lender Plan is
opposed by all participants in the recent Court-ordered mediation
who are holders of or indenture trustees for Pre-LBO Bonds.
The Pre-LBO Bondholder Plan meets two key objectives:
The Pre-LBO Bondholder Plan would allow Tribune to emerge from
bankruptcy promptly and reliably. In contrast, the Debtor/LBO
Lender Plan would hold Tribune hostage in bankruptcy unless the
Court (i) approves the settlement the LBO Lenders propose to give
themselves over the objection of the true economic stakeholders,
the Pre-LBO Bondholders; (ii) adopts a dubious interpretation of a
"loss-sharing" provision that would benefit cross-holders of Step
1 and Step 2 senior loans at the expense of holders of Step 1-only
loans; (iii) approves giving Tribune's former shareholders free
releases from potential liability for $4.3 billion paid to them in
Step 1 of the LBO transaction; and (iv) determines that the
allowed amount of claims represented by the PHONES is $761 million
rather than the $1.2 billion asserted by them. If the LBO Lenders
do not get their way on any one of these four hotly contested
issues, the Debtor/LBO Plan will fail. The Pre-LBO Bondholder
Plan contains none of these conditions. The Pre-LBO Bondholder
Plan maintains an even playing field with regard to the LBO-
related litigation. Both the Pre-LBO Bondholder Plan and the
Debtor/LBO Lender Plan are "litigation plans," because they both
propose litigation trusts to pursue LBO-related litigation after
Tribune emerges from bankruptcy. The key difference is that the
Debtor/LBO Lender Plan attempts to force a piecemeal settlement of
one portion of that litigation -- claims against the LBO Lenders -
- as the price for Tribune's exit from bankruptcy, while leaving
all other defendants to proceed through the normal litigation and
settlement process.
Mark Brodsky, Chairman of Aurelius Capital Management, LP, offered
his thoughts on the pending plan process: "Tribune was bankrupted
by a transaction that the court-appointed Examiner found to have
been fraudulent. The Company has remained in bankruptcy far
longer than necessary, because of attendant conflicts of interest
and attempts to cover up. The Pre-LBO Bondholder Plan offers a
surer and quicker path for Tribune to emerge from bankruptcy while
preserving a level playing field for resolving all LBO-related
litigation afterward."
About Tribune Co.
Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.
The Company and 110 of its affiliates filed for Chapter 11
protection on December 8, 2008 (Bankr. D. Del. Lead Case No. 08-
13141). The Debtors proposed Sidley Austion LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North Americal LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent. As
of December 8, 2008, the Debtors have $7,604,195,000 in total
assets and $12,972,541,148 in total debts.
Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy
News. The newsletter tracks the chapter 11 proceeding undertaken
by Tribune Company and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
TRIBUNE CO: Creditors Committee Opposes Sitrick Employment
----------------------------------------------------------
The Official Committee of Unsecured Creditors in Tribune Co.'s
Chapter 11 cases asks the U.S. Bankruptcy Court to deny the
Debtors' application to employ Sitrick and Company as their
corporate communications consultants. According to the Committee,
the Application does not identify any particular news articles or
activities that suggest that the reporting of the Tribune
bankruptcy cases requires additional media "tailoring."
The Committee notes that the Debtors have already retained a
public relations firm capable of providing the same services for
which Sitrick is to be retained.
The Committee does not believe that the Debtors have satisfied
their burden demonstrating the retention of Sitrick is in the
estates' best interest.
In their application, the Debtors said they seek to employ
Sitrick, as a leading media relations firm, to provide advice and
render services that would enable them to respond proactively and
effectively to rumors, potential news stories, news stories, blogs
and other digital and traditional media regarding their businesses
and their restructuring.
The Debtors have determined that it is in their estates' best
interests to retain Sitrick to permit them to address various
restructuring-related aspects of their media relations efforts,
and to develop their overall media relations plan for the balance
of their Chapter 11 cases for the period following their
emergence.
The Debtors propose pay Sitrick a non-refundable retainer of
$60,000. Sitrick's fees will be applied against the retainer and
will be determined in accordance with Sitrick's standard hourly
billing rates, which range from $185-$895 per hour, depending on
the professional performing the services. Once the retainer has
been fully applied against time charges, additional time charges
will be billed as incurred. The Debtors will also reimburse
Sitrick for all reasonable and necessary out-of-pocket expenses.
About Tribune Co.
Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.
The Company and 110 of its affiliates filed for Chapter 11
protection on December 8, 2008 (Bankr. D. Del. Lead Case No. 08-
13141). The Debtors proposed Sidley Austion LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North Americal LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent. As
of December 8, 2008, the Debtors have $7,604,195,000 in total
assets and $12,972,541,148 in total debts.
Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy
News. The newsletter tracks the chapter 11 proceeding undertaken
by Tribune Company and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
TRIBUNE CO: Says Law Debenture Fabricating Issues on LBO Payments
-----------------------------------------------------------------
Law Debenture Trust Company of New York, as successor indenture
trustee under an Indenture dated March 19, 1996 between Tribune
Company and Citibank, N.A., for the 6.61% Debentures due 2027 and
the 7-1/4% Debentures due 2096, submitted with the Court a
supplement to its motion to terminate Debtor affiliates'
undisclosed payment of LBO Lenders' fees and expenses.
Law Debenture previously filed a motion reinstating its
application for the entry of an order compelling and directing:
(i) the Debtors to cause any non-debtor affiliate or subsidiary to
terminate the Unauthorized Fee Payments; (ii) the LBO Lenders to
provide an accounting of all unauthorized fee payments; and (iii)
the LBO Lenders to disgorge the unauthorized fee payments.
In response to the supplement, the Debtors assert that Law
Debenture Trust Company of New York attempts to create new
controversies where none exist and to castigate them for alleged
failings that have no basis in fact.
The Debtors complain that the Supplement to the Reinstated Motion
to Terminate Debtor Affiliates' Undisclosed LBO Lenders' Fees and
Expenses incorporates these additional inaccuracies:
-- The Supplement takes aim at retainers totaling $6,150,000
paid in April 2010 following, among other things, the
settling parties' execution of the Settlement Support
Agreement and the stipulated withdrawal of the Fee Motion.
In this regard, Law Debenture incorrectly alleges that the
payment of those retainers was never contemplated by the
parties to the Settlement Support Agreement and enabled
the lenders to violate the Settlement Support Agreement.
-- Contrary to Law Debenture's assertions in respect of the
August 31 Payments, nothing in the stipulated withdrawal
of the Fee Motion executed by JPMorgan Chase Bank, N.A.,
Law Debenture and Centerbridge Credit Advisors speaks to
any understanding respecting the payment of fees in the
event of a termination of the Settlement Support
Agreement.
-- Law Debenture demands relief identical to the relief
already requested in the Reinstatement Motion. To the
extent the relief requested in the Reinstated Motion is
granted, it presumably covers the payments made in August,
as well as any retainers. To the extent that the relief
is denied, the status quo respecting the payments and
retainers remains in place.
The Debtors assert that apart from trying to fabricate
controversies, the Supplement adds nothing new.
Addressing the Debtors' latest response, Law Debenture contends
that its sole purpose in filing its Supplement to Reinstated
Motion was to supplement the record with facts that had transpired
after the Fee Motion was withdrawn and, accordingly, were not
included in the existing record. Specifically, Law Debenture
notes, these two new facts were that:
(i) on August 31, 2010, Tribune (FN) Cable Venture, Inc., made
a series of payments in connection with the fees of the
senior lenders for $3,106,256; and
(ii) on April 29, 2010, TCV made a payment to Davis Polk &
Wardwell LLP, JPMorgan's counsel, for $6,150,000 and a
payment to FTI Consulting or $500,000 for the express
purpose of replenishing the retainer held by each entity.
Debtors File Notices of Lender Fee Payment Summary
The Debtors submitted with the Court several documents reflecting
the summary of fees and expenses paid by TCV to the counsel and
financial advisors for (i) the agent to the senior lenders under a
Credit Agreement dated as of May 17, 2007 and (ii) the senior
lender steering committee and certain other lenders. Payment of
the Lender Fees was made pursuant to the guarantee agreement dated
as of June 4, 2007.
The filed documents are:
-- a full-text copy of the Payment Summary, available for free
at http://bankrupt.com/misc/Tribune_Dec09FeeSummary.pdf
-- a summary of fees and expenses that were paid on or before
April 22, 2010 and April 29, 2010, available for free at:
http://bankrupt.com/misc/Tribune_April2909FeeSummary.pdf
-- a summary of Lender Fees that have been paid since the
filing of the Lender Fee Payment Summary on April 29, 2010,
available for free at:
http://bankrupt.com/misc/Tribune_July3009FeeSummary.pdf
-- a summary of Lender Fees that have been paid since July 30,
2010, available for free at:
http://bankrupt.com/misc/Tribune_Oct2609FeeSummary.pdf
About Tribune Co.
Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.
The Company and 110 of its affiliates filed for Chapter 11
protection on December 8, 2008 (Bankr. D. Del. Lead Case No. 08-
13141). The Debtors proposed Sidley Austion LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North Americal LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent. As
of December 8, 2008, the Debtors have $7,604,195,000 in total
assets and $12,972,541,148 in total debts.
Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy
News. The newsletter tracks the chapter 11 proceeding undertaken
by Tribune Company and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
TRIBUNE CO: Court Approves $11.7MM in Fees for Examiner
-------------------------------------------------------
Pursuant to Sections 330 and 331 of the Bankruptcy Code,
professionals of Tribune Co. and the Official Committee of
Unsecured Creditors filed with the Court applications for fees and
reimbursement of expenses:
A. Debtors
Professional Period Fees Expenses
------------ ------ ---- --------
Sidley Austin LLP 05/01/10-
05/31/10 $2,543,374 $111,081
Alvarez & Marsal North 06/01/10-
America, LLC 08/31/10 1,587,386 1,034
Paul, Hastings, Janofsky 06/01/10-
& Walker LLP 08/31/10 46,872 26
Lazard Freres & Co. LLC 06/01/10-
06/30/10 200,000 8,652
Lazard Freres & Co. LLC 07/01/10-
07/31/10 200,000 22,561
Lazard Freres & Co. LLC 08/01/10-
08/31/10 200,000 23,010
Dow Lohnes PLLC 06/01/10-
08/31/10 715,652 4,891
Jenner & Block LLP 08/01/10-
08/31/10 534,751 14,616
Jenner & Block LLP 06/01/10-
08/31/10 593,565 16,674
PricewaterhouseCoopers 07/01/10-
LLP 07/31/10 138,270 0
PricewaterhouseCoopers 08/01/10-
LLP 08/31/10 275,637 739
PricewaterhouseCoopers 06/01/10-
LLP 08/31/10 581,071 1,229
Stuart Maue 06/01/10-
08/31/10 216,892 932
Daniel J. Edelman, Inc. 08/01/10-
08/31/10 9,132 28
Daniel J. Edelman, Inc. 06/01/10-
08/31/10 29,230 28
Seyfarth Shaw LLP 06/01/10-
08/31/10 166,009 7,854
Mercer (US) Inc. 06/01/10-
06/30/10 214,280 3,440
Mercer (US) Inc. 07/01/10-
07/31/10 171,477 9,395
Mercer (US) Inc. 08/01/10-
08/31/10 58,523 2,504
Mercer (US) Inc. 06/01/10-
08/31/10 444,281 15,340
Ernst & Young LLP 12/01/09-
02/28/10 24,500 0
Ernst & Young LLP 03/01/10-
05/31/10 77,522 0
McDermott Will & Emery 08/01/10-
LLP 08/31/10 248,322 2,140
Sidley Austin serves as the Debtors' counsel. Alvarez & Marsal
serves as the Debtors' restructuring advisors. Paul Hastings
serves as real estate counsel to the Debtors. Lazard Freres acts
as investment banker and financial advisor to the Debtors. Dow
Lohnes is the Debtors' special regulatory counsel. Jenner & Block
serves as special counsel to the Debtors.
PricewaterhouseCoopers acts as the Debtors tax advisors. Stuart
Maue serves as the examiner. Daniel J. Edelman is the Debtors'
corporate communications and investor relations consultants.
Seyfarth Shaw serves as employment litigation counsel to the
Debtors. Mercer acts as compensation consultant to the Debtors.
Ernst & Young serves as the Debtors' valuation services provider.
McDermott Will acts as the Debtors' special counsel.
B. Committee
Professional Period Fees Expenses
------------ ------ ---- --------
Chadbourne & Parke LLP 06/01/10-
08/31/10 $4,282,466 $206,708
Chadbourne & Parke LLP 09/01/10-
09/30/10 1,519,380 16,739
Landis Rath & Cobb LLP 06/01/10-
08/31/10 337,151 17,652
Landis Rath & Cobb LLP 09/01/10-
09/30/10 209,508 5,013
AlixPartners, LLP 06/01/10-
08/31/10 585,180 1,566
Moelis & Company LLC 06/01/10-
08/31/10 600,000 5,003
Zuckerman Spaeder LLP 06/01/10-
08/31/10 438,551 846,788
Zuckerman Spaeder LLP 09/01/10-
09/30/10 246,072 9,190
Committee Members 09/01/10-
09/30/10 - 1,480
Chadbourne & Parke and Landis Rath serve as the Committee's co-
counsel. AlixPartners acts as the Committee's financial advisors.
Moelis & Company serves as investment banker to the Committee.
Zuckerman acts as the Committee's counsel.
In separate filings, the Committee certified to the Court that no
objection was filed as to these professionals' fee applications:
Professional Period
------------ -----------------
Landis Rath & Cobb LLP 08/01/10-08/31/10
AlixPartners, LLP 08/01/10-08/31/10
Chadbourne & Parke LLP 08/01/10-08/31/10
Zuckerman Spaeder LLP 08/01/10-08/31/10
* * *
The Debtors delivered to the Court a proposed order approving fee
applications of their professionals for the period from June 1 to
August 31, 2009, a full-text copy of which is available for free
at http://bankrupt.com/misc/Tribune_FeesJune-Aug09.pdf
The Debtors also submitted to the Court a proposed order approving
the final fee applications of Kenneth N. Klee, the examiner, and
his professionals: (a) Klee, Tuchin, Bogdanoff & Stern LLP,
counsel to the Examiner; (b) Saul Ewing LLP, counsel to the
Examiner; (c) LECG, LLC, financial advisor to the Examiner for the
period from April 30, 2010 through August 20, 2010. A list of the
uncontested fee applications is available for free
at http://bankrupt.com/misc/Tribune_ExaminerFinalFee.pdf
Judge Carey approved the Final Fee Applications of Mr. Klee and
his professionals and authorized the Debtors to pay Mr. Klee and
his professionals $11,679,139 for fees and $374,694 for expenses.
The Court also approved the interim fee applications of the
Debtors' professionals for the period from June 1 to August 31,
2009. The Court authorized the Debtors to pay $16,463,443 and
$383,910 for expenses for the period.
About Tribune Co.
Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.
The Company and 110 of its affiliates filed for Chapter 11
protection on December 8, 2008 (Bankr. D. Del. Lead Case No. 08-
13141). The Debtors proposed Sidley Austion LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North Americal LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent. As
of December 8, 2008, the Debtors have $7,604,195,000 in total
assets and $12,972,541,148 in total debts.
Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy
News. The newsletter tracks the chapter 11 proceeding undertaken
by Tribune Company and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
TRICO MARINE: Reaches Deal with Noteholders on Debt Restructuring
-----------------------------------------------------------------
Trico Marine Services, Inc. have reached an agreement in principle
with the steering committee ("Steering Committee") of holders of
approximately 83% of its 11 7/8% Senior Secured Notes to implement
a comprehensive financial restructuring of Trico Supply.
Under the agreement in principle, which is subject to certain
conditions, all of the current outstanding secured debt of Trico
Supply (including the debt of its subsidiary Trico Shipping),
other than the $22 million priority credit facility ("Priority
Credit Facility"), would be converted into 100% of new common
stock of Trico Supply. In addition, the agreement would include a
new secured credit facility in the amount of up to $100 million,
which would be used to pay down the Priority Credit Facility and
provide Trico Supply with additional working capital and liquidity
to support the business. Trico Supply intends to continue
honoring all trade and related obligations in the normal course of
business.
"We are pleased to have reached this agreement in principle with
the Steering Committee," said Richard A. Bachmann, Trico's
Chairman of the Board of Directors, President and Chief Executive
Officer. "We believe this agreement in principle is an important
step toward reducing Trico Supply's outstanding secured debt while
providing stability and operating flexibility that will benefit
our employees, customers, partners and vendors. We are confident
that these efforts to strengthen Trico Supply's balance sheet will
best position us for the long-term. Lastly, we would like to
thank our hard working employees, loyal customers and vendors and
our creditors for their support during this process."
The parties are in the process of finalizing the negotiation and
documentation of the agreement in principle, including finalizing
the process for implementing the conversion of Trico Supply's
secured debt into its equity. During the month of November, the
parties expect to complete this process, approve the final terms
and request necessary court approvals.
Additionally, Trico Supply and the Steering Committee expect to
execute a forbearance agreement under which the Steering Committee
will agree to forbear from the exercise of remedies through
November 15, 2010 in connection with, among other things, the
scheduled payment of interest due November 1, 2010 on the Senior
Secured Notes.
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 in court documents that it had $30.5 million
in assets and $353.6 million in liabilities as of the Petition
Date. The Company said in a regulatory filing in June that it had
assets of $904 million and liabilities of more than $1 billion.
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. Postlethwaite & Netterville serves as the Debtors'
accountant and Ernst & Young LLP serves as tax advisors.
Pricewaterhousecoopers LLC provides the independent accountants
and tax advisors for the Debtors.
TRUMP ENTERTAINMENT: NJ Commission OKs R. Griffin as New CEO
------------------------------------------------------------
Donald Wittkowski at PressofAtlanticCity.com reports that the New
Jersey Casino Control Commission granted preliminary approval for
Robert F. Griffin to take over as Trump Entertainment's new chief
executive officer. Mr. Griffin must go through the requisite
background checks before a final commission vote on his gaming
license.
Mr. Griffin is replacing current Trump CEO Mark Juliano in a
management shake-up orchestrated by the corporate bondholders who
acquired the three Trump casinos for $225 million in a Chapter 11
bankruptcy sale this year. Mr. Griffin will start at Trump on
Nov. 10, 2010, leaving his present job as president and CEO of MTR
Gaming Group Inc., a casino operator in Pennsylvania, West
Virginia and Ohio.
About Trump Entertainment
Based in Atlantic City, New Jersey, Trump Entertainment Resorts
Inc. (NASDAQ: TRMP) -- http://www.trumpcasinos.com/-- owns and
operates three casino hotel properties in Atlantic City, New
Jersey, which include Trump Taj Mahal Casino Resort, Trump Plaza
Hotel and Casino, and Trump Marina Hotel Casino. The Company
conducts gaming activities and provides customers with casino
resort and entertainment.
Donald Trump is a shareholder of the Company and, as its non-
executive Chairman, is not involved in the daily operations of the
Company. The Company is separate and distinct from Mr. Trump's
privately held real estate and other holdings.
Trump Entertainment Resorts, TCI 2 Holdings, LLC, and other
affiliates filed for Chapter 11 protection on February 17, 2009
(Bankr. D. N.J., Lead Case No. 09-13654). The Company has tapped
Charles A. Stanziale, Jr., Esq., at McCarter & English, LLP, as
lead counsel, and Weil Gotshal & Manges as co-counsel. Ernst &
Young LLP is the Company's auditor and accountant and Lazard
Freres & Co. LLC is the financial advisor. Garden City Group is
the claims agent. The Company disclosed assets of $2,055,555,000
and debts of $1,737,726,000 as of December 31, 2008.
Trump Hotels & Casino Resorts, Inc., filed for Chapter 11
protection on Nov. 21, 2004 (Bankr. D. N.J. Case No. 04-46898
through 04-46925). Trump Hotels' obtained the Court's
confirmation of its Chapter 11 plan on April 5, 2005, and in
May 2005, it exited from bankruptcy under the name Trump
Entertainment Resorts Inc.
UNISYS CORP: Posts $28 Million Net Income in Third-Quarter 2010
---------------------------------------------------------------
Unisys Corporation reported third-quarter 2010 net income of
$28.3 million compared with net income of $61.1 million in the
year-ago quarter. Third-quarter 2010 net income from continuing
operations was $21.8 million compared with $52.4 million in the
year-ago period. Operating results of the company's divested UK-
based Unisys Insurance Services Limited business and health
information management business are being reported as discontinued
operations.
Revenue in the third quarter of 2010 declined 13 percent to
$961 million compared with $1.11 billion in the year-ago quarter.
Foreign currency fluctuations had a one percentage-point negative
impact on revenue in the quarter. U.S. revenue declined 15 percent
to $438 million while revenue from international markets declined
12 percent to $523 million.
"We made further progress on many fronts in the quarter as we
continue to reshape the Unisys business model," said Unisys
Chairman and CEO Ed Coleman. "We achieved a services operating
profit margin of 8 percent -- an important milestone that put us
in our targeted 8 to 10 percent margin range. We also grew
revenue slightly in our IT outsourcing business. Operating
expenses and cash flow improved significantly, reflecting improved
efficiencies across the business.
"After three straight quarters of strong growth, sales of our
ClearPath servers declined, impacting our net income comparisons
against a strong third quarter a year ago. To drive profitable
growth, we continue to enhance our portfolio with innovative
solutions, including new enterprise virtualization capabilities
announced last week for our ClearPath server family. Our more
competitive portfolio positions us to capitalize on emerging
growth markets in our areas of strength."
Unisys reported a third-quarter gross profit margin of 24.7
percent, down from 26.9 percent a year ago, driven by lower sales
of ClearPath enterprise servers in the quarter. Operating expenses
declined 13 percent in the quarter compared to the year-ago
quarter. Despite the expense reduction, third-quarter operating
profit margin declined to 7.9 percent, down from 10.1 percent a
year ago, reflecting the lower ClearPath sales in the current
quarter.
Unisys generated $127 million of cash from operations in the third
quarter of 2010 compared with $94 million of cash from operations
in the third quarter of 2009. Capital expenditures in the third
quarter of 2010 were $46 million compared with $48 million in the
year-ago quarter. The company generated $81 million of free cash
flow in the third quarter of 2010 compared with free cash flow of
$46 million in the third quarter of 2009.
At September 30, 2010, Unisys reported $689 million of cash on
hand, up from $497 million at June 30, 2010. During the quarter
the company completed the sale of its U.K.-based Unisys
Insurance Services Limited. Terms of the transaction were not
disclosed.
A full-text copy of the Company's earnings release is available
for free at http://ResearchArchives.com/t/s?6d1c
About Unisys
Based in Blue Bell, Pennsylvania, Unisys Corporation (NYSE: UIS)
-- http://www.unisys.com/-- provides a portfolio of IT services,
software, and technology that solves critical problems for
clients. With more than 26,000 employees, Unisys serves
commercial organizations and government agencies throughout the
world.
The company's balance sheet for June 30, 2010, showed
$2.714 billion in total assets; against total current liabilities
of $1.160 billion, long-term debt of $835.7 million, long-term
postretirement liabilities of $1.507 billion, long-term deferred
revenue of $150.3 million, other long-term liabilities of
$140.2 million, non-controlling interests of $500,000, and a
stockholders' deficit of $1.080 billion.
* * *
As reported by the Troubled Company Reporter on September 3, 2010,
Fitch Ratings upgraded these ratings for Unisys Corporation:
Issuer Default Rating to 'B+' from 'B'; First lien senior secured
notes to 'BB+/RR1' from 'BB/RR1'; Second lien senior secured notes
to 'BB+/RR1' from 'BB-/RR2'; Senior unsecured notes to 'B+/RR4'
from 'B-/RR5'. Among other things, Fitch said the upgrades and
Stable Outlook reflect an improved liquidity profile as Unisys
reduced and extended its debt maturity schedule in the past year
ended June 30, 2010, thereby providing the company with the
necessary financial flexibility to continue its ongoing business
model transformation.
As reported by the TCR on August 26, 2010, Standard & Poor's
Ratings Services raised its corporate credit rating on Unisys
Corp. to 'B+' from 'B'. The outlook is stable.
"The upgrade reflects Unisys' improved operating performance over
the past nine months and adequate liquidity, which provides some
capacity at the current rating level for potential earnings
volatility," said Standard & Poor's credit analyst Martha Toll-
Reed. The ratings on Unisys Corp. reflect S&P's view that the
company's moderate leverage for the rating and consistently
positive annual free cash flow will provide sufficient cushion in
the near term to mitigate ongoing revenue declines and lack of
operating performance predictability.
As reported by the TCR on August 17, 2010, Moody's Investors
Service upgraded Unisys' corporate family rating and probability
of default rating to B1 from B3. Simultaneously, Moody's upgraded
the company's senior secured 1st lien notes due 2014 to Ba1 from
Ba3, senior secured 2nd lien notes to Ba2 from Ba3, and senior
unsecured notes due 2012, 2015 and 2016 to B2 from Caa1. The
outlook remains stable.
The rating upgrade reflects Unisys' improved operating performance
over the last year including solid free cash flow, reduced balance
sheet debt, improved liquidity profile and credit metrics, which
Moody's expects will continue in the near term. After years of
incurring significant restructuring costs, the company has
positioned itself to generate consistent levels of profits and
cash flow.
UNITED CONTINENTAL: Reports September Traffic Results
-----------------------------------------------------
United Continental Holdings, Inc. (NYSE: UAL) reported September
2010 and year-to-date 2010 operational results for United Air
Lines, Inc. On Oct. 1, United Continental Holdings, Inc.,
formerly UAL Corporation, announced that a wholly-owned subsidiary
merged with Continental Airlines, Inc., and that Continental and
United Air Lines, Inc. are now wholly-owned subsidiaries of United
Continental Holdings, Inc. Stand-alone operational results for
September 2010 for Continental Airlines were reported on Oct. 1.
United's consolidated traffic (Revenue Passenger Miles) in
September 2010 increased 7.6 percent versus September 2009 on a
consolidated capacity increase of 4.4 percent. United's
consolidated load factor increased 2.5 points compared to the same
period last year.
For September 2010, consolidated passenger revenue per available
seat mile (RASM) for United is estimated to have increased between
13.5 and 14.5 percent compared to September 2009, while United's
mainline RASM is estimated to have increased between 14.0 and 15.0
percent compared to the same period last year.
United ended the third quarter of 2010 with an unrestricted cash,
cash equivalents and short-term investments balance of
approximately $4.9 billion.
Beginning with the release of October's operational results in
November, United Continental Holdings, Inc. will issue one news
release with monthly operational results for both United and
Continental on the fifth business day following the end of the
prior month. In November, United Continental Holdings, Inc. will
report October 2010 passenger RASM estimates on an individual
carrier basis based on the respective historical presentations for
each carrier. Currently United and Continental have different
accounting presentations for passenger revenue. United
Continental Holdings, Inc. will publish conformed accounting
presentations for passenger revenue once its review of certain
accounting adjustments and income statement classifications is
completed.
United Preliminary Operational Results
2010 2009 Percent
Sept. Sept. Change
----- ----- -------
Revenue passenger miles ('000)
North America 4,549,020 4,483,981 1.5%
International 4,009,710 3,608,727 11.1%
Atlantic 1,784,114 1,606,258 11.1%
Latin America 221,276 191,087 15.8%
Pacific 2,004,320 1,811,382 10.7%
Mainline 8,558,730 8,092,708 5.8%
Regional 1,395,862 1,155,076 20.8%
Consolidated 9,954,592 9,247,784 7.6%
Available seat miles ('000)
North America 5,409,021 5,445,643 (0.7%)
International 4,719,744 4,415,768 6.9%
Atlantic 2,096,337 1,868,727 12.2%
Latin America 276,203 255,542 8.1%
Pacific 2,347,204 2,291,49 2.4%
Mainline 10,128,765 9,861,411 2.7%
Regional 1,766,997 1,530,288 15.5%
Consolidated 11,895,762 11,391,699 4.4%
Passenger load factor
North America 84.1% 82.3% 1.8pts.
International 85.0% 81.7% 3.3pts.
Atlantic 85.1% 86.0% (0.9pts.)
Latin America 80.1% 74.8% 5.3pts.
Pacific 85.4% 79.0% 6.4pts.
Mainline 84.5% 82.1% 2.4pts.
Regional 79.0% 75.5% 3.5pts.
Consolidated 83.7% 81.2% 2.5pts.
Onboard passengers ('000)
Mainline 4,420 4,425 (-0.1%)
Regional 2,416 2,132 13.3%
Consolidated 6,836 6,557 4.3%
Cargo revenue ton miles ('000)
Total 148,133 145,847 1.6%
Change
------
August 2010 year-over-year consolidated RASM
change 18.5%
August 2010 year-over-year mainline RASM change 18.6% September
2010 estimated year-over-year
consolidated RASM change 13.5 - 14.5%
September 2010 estimated year-over-year
mainline RASM change 14.0 - 15.0%
September 2010 estimated average price per
gallon of fuel, including fuel taxes1 $2.40
Third Quarter 2010 estimated average price
per gallon of fuel, including fuel taxes $2.36
September 2010 2009 Change
---- ---- ------
On-Time Performance 89.7% 87.9% 1.8 pts.
Completion Factor 99.4% 99.2% 0.2 pts.
September 2010 3Q 2010
-------------- -------
Mainline fuel price per gallon (GAAP) $2.43 $2.39
Less: Non-cash, net mark-to-market
gains and (losses) per gallon (0.03) (0.03)
-------------- -------
Mainline fuel price per gallon
excluding non-cash, net mark-to-market
gains and losses $2.40 $2.36
============== =======
GAAP To Non-GAAP Reconciliations
Pursuant to SEC Regulation G, the Company has included the
following reconciliation of reported non-GAAP financial measures
to comparable financial measures reported on a GAAP basis. Since
the Company did not apply cash flow hedge accounting prior to
April 1, 2010, the Company believes that the net fuel hedge
adjustments provide management and investors with a better
perspective of its performance and comparison to its peers because
the adjustments reflect the economic fuel cost during the periods
presented and many of our peers apply cash flow hedge accounting.
The non-cash mark-to-market gain/loss adjustment includes the
reversal of prior period non-cash mark-to-market gain/loss related
to September hedge settlements.
Sept. 3Q
2010 2010
----- -----
Mainline fuel price per gallon (GAAP) $2.43 $2.39
Less: Non-cash, net mark-to-market gains
and (losses) per gallon (0.03) (0.03)
----- -----
Mainline fuel price per gallon $2.40 $2.36
===== =====
About United Continental
United Continental Holdings, Inc. (NYSE: UAL) is the holding
company for both United Airlines and Continental Airlines.
Together with United Express, Continental Express and Continental
Connection, these airlines operate a total of approximately 5,800
flights a day to 371 airports throughout the Americas, Europe and
Asia from their hubs in Chicago, Cleveland, Denver, Guam, Houston,
Los Angeles, New York, San Francisco, Tokyo and Washington, D.C.
United and Continental are members of Star Alliance, which offers
more than 21,200 daily flights to 1,172 airports in 181 countries
worldwide through its 28 member airlines. United's and
Continental's more than 80,000 employees reside in every U.S.
state and in many countries around the world.For more information
about United Continental Holdings, Inc., go to
UnitedContinentalHoldings.com. For more information about the
airlines, see http://www.united.com/and
http://www.continental.com/, and follow each company on Twitter
and Facebook.
United Continental carries 'B2' corporate family and probability
of default ratings, with stable outlook, from Moody's, 'B' issuer
credit ratings, with stable outlook, from Standard & Poor's, and
'B-' issuer default rating from Fitch.
UAL Corp filed for Chapter 11 protection on Dec. 9, 2002 (Bankr.
N.D. Ill. Case No. 02-48191). James H.M. Sprayregen, Esq., Marc
Kieselstein, Esq., David R. Seligman, Esq., and Steven R. Kotarba,
Esq., at Kirkland & Ellis, represented the Debtors in their
restructuring efforts. Fruman Jacobson, Esq., at Sonnenschein
Nath & Rosenthal LLP represented the Official Committee of
Unsecured Creditors. Judge Eugene R. Wedoff confirmed a
reorganization plan for United on Jan. 20, 2006. The Company
emerged from bankruptcy on Feb. 1, 2006.
At June 30, 2010, UAL had $20.134 billion in total assets against
total current liabilities of $8.573 billion, long-term debt of
$6.281 billion, long-term obligations under capital leases of
$1.01 billion, other liabilities and deferred credits of
$7.022 billion, and a stockholders' deficit of $2.756 billion.
UNITED CONTINENTAL: To Form Transborder JV with Air Canada
----------------------------------------------------------
Air Canada and United Continental Holdings, Inc. announced that
the airlines have concluded a Memorandum of Understanding setting
out the principles for a comprehensive revenue-sharing joint
venture that would provide for an enhanced partnership on United
States-Canada transborder flights, and generate substantial
service and pricing benefits for consumers traveling between the
two countries. On October 1, 2010, United Continental Holdings,
Inc. announced the closing of the merger of United Air Lines and
Continental Airlines, combining the carriers' global networks to
create the world's leading airline which will operate under the
name United Airlines.
"Working cooperatively with our partner Air Canada, we can create
a more streamlined travel experience for customers traveling
between the United States and Canada, providing more travel
options and benefits while reducing travel times," said Jeff
Smisek, United Airlines president and chief executive officer.
"This joint venture between United Airlines and Air Canada will
provide many benefits and revenue synergies on this important
market allowing us to compete more effectively," said Calin
Rovinescu, Air Canada's president and chief executive officer.
"As founding members of Star Alliance, Air Canada and United have
benefited from a close relationship, as have our customers through
a simplified travel experience and loyalty rewards. By managing
pricing, scheduling and sales through a stronger joint venture,
the carriers will be better able to serve customers by offering
more travel options."
The Canada-U.S. market is one of the largest air transportation
markets in the world. Air Canada's transborder network to 59 U.S.
cities will be strengthened by United's presence in 210 U.S.
airports. Similarly, United's transborder network to 16 Canadian
cities will be strengthened by Air Canada's network serving 59
communities across Canada.
The joint venture is expected to come into effect in early 2011,
subject to Air Canada and United Airlines making the necessary
filings, obtaining regulatory approvals and finalizing
documentation. The carriers already benefit from anti-trust
immunity granted by the U.S. Department of Transportation (DOT).
About United Continental
United Continental Holdings, Inc. (NYSE: UAL) is the holding
company for both United Airlines and Continental Airlines.
Together with United Express, Continental Express and Continental
Connection, these airlines operate a total of approximately 5,800
flights a day to 371 airports throughout the Americas, Europe and
Asia from their hubs in Chicago, Cleveland, Denver, Guam, Houston,
Los Angeles, New York, San Francisco, Tokyo and Washington, D.C.
United and Continental are members of Star Alliance, which offers
more than 21,200 daily flights to 1,172 airports in 181 countries
worldwide through its 28 member airlines. United's and
Continental's more than 80,000 employees reside in every U.S.
state and in many countries around the world.For more information
about United Continental Holdings, Inc., go to
UnitedContinentalHoldings.com. For more information about the
airlines, see http://www.united.com/and
http://www.continental.com/, and follow each company on Twitter
and Facebook.
United Continental carries 'B2' corporate family and probability
of default ratings, with stable outlook, from Moody's, 'B' issuer
credit ratings, with stable outlook, from Standard & Poor's, and
'B-' issuer default rating from Fitch.
UAL Corp filed for Chapter 11 protection on Dec. 9, 2002 (Bankr.
N.D. Ill. Case No. 02-48191). James H.M. Sprayregen, Esq., Marc
Kieselstein, Esq., David R. Seligman, Esq., and Steven R. Kotarba,
Esq., at Kirkland & Ellis, represented the Debtors in their
restructuring efforts. Fruman Jacobson, Esq., at Sonnenschein
Nath & Rosenthal LLP represented the Official Committee of
Unsecured Creditors. Judge Eugene R. Wedoff confirmed a
reorganization plan for United on Jan. 20, 2006. The Company
emerged from bankruptcy on Feb. 1, 2006.
At June 30, 2010, UAL had $20.134 billion in total assets against
total current liabilities of $8.573 billion, long-term debt of
$6.281 billion, long-term obligations under capital leases of
$1.01 billion, other liabilities and deferred credits of
$7.022 billion, and a stockholders' deficit of $2.756 billion.
UNITED CONTINENTAL: Applauds U.S.-Japan Open Skies Pact
-------------------------------------------------------
United Continental Holdings, Inc. issued this statement on October
25, 2010, after the signing of an historic open skies agreement
between the United States and Japan:
"The open skies agreement will fully liberalize this important
aviation market, allowing for new air services between the two
countries and enabling consumers to benefit from greater choices
and competition.
"With this critical milestone reached, we look forward to
receiving final approval from the U.S. Dept. of Transportation
granting antitrust immunity to United, Continental and our partner
ANA to implement our trans-Pacific joint venture. Early in 2011,
we expect to be able to coordinate our planning and marketing
activities, offering customers improved schedules and greater
access to fare and service options.
"We thank U.S. Secretary of State Hillary Rodham Clinton, U.S.
Secretary of Transportation Ray LaHood, Minister Sumio Mabuchi of
the Japanese Ministry of Land, Infrastructure, Transportation and
Tourism, and the members of their negotiating teams for their hard
work in making this agreement possible."
On October 22, 2010, United Airlines, Continental Airlines and ANA
were granted antitrust immunity (ATI) by the Japanese Minister of
Land, Infrastructure, Transportation and Tourism, in accordance
with the Civil Aeronautics Act, enabling the carriers to establish
a joint venture and to combine their trans-Pacific networks,
according to United Continental's public statement.
The DOT previously granted United, Continental and ANA tentative
ATI approval on Oct. 6, 2010. Benefits of antitrust immunity also
include reduced travel times and connection times for passenger
and cargo travel, the DOT tentatively found in the Oct. 6 show-
cause order.
About United Continental
United Continental Holdings, Inc. (NYSE: UAL) is the holding
company for both United Airlines and Continental Airlines.
Together with United Express, Continental Express and Continental
Connection, these airlines operate a total of approximately 5,800
flights a day to 371 airports throughout the Americas, Europe and
Asia from their hubs in Chicago, Cleveland, Denver, Guam, Houston,
Los Angeles, New York, San Francisco, Tokyo and Washington, D.C.
United and Continental are members of Star Alliance, which offers
more than 21,200 daily flights to 1,172 airports in 181 countries
worldwide through its 28 member airlines. United's and
Continental's more than 80,000 employees reside in every U.S.
state and in many countries around the world.For more information
about United Continental Holdings, Inc., go to
UnitedContinentalHoldings.com. For more information about the
airlines, see http://www.united.com/and
http://www.continental.com/, and follow each company on Twitter
and Facebook.
United Continental carries 'B2' corporate family and probability
of default ratings, with stable outlook, from Moody's, 'B' issuer
credit ratings, with stable outlook, from Standard & Poor's, and
'B-' issuer default rating from Fitch.
UAL Corp filed for Chapter 11 protection on Dec. 9, 2002 (Bankr.
N.D. Ill. Case No. 02-48191). James H.M. Sprayregen, Esq., Marc
Kieselstein, Esq., David R. Seligman, Esq., and Steven R. Kotarba,
Esq., at Kirkland & Ellis, represented the Debtors in their
restructuring efforts. Fruman Jacobson, Esq., at Sonnenschein
Nath & Rosenthal LLP represented the Official Committee of
Unsecured Creditors. Judge Eugene R. Wedoff confirmed a
reorganization plan for United on Jan. 20, 2006. The Company
emerged from bankruptcy on Feb. 1, 2006.
At June 30, 2010, UAL had $20.134 billion in total assets against
total current liabilities of $8.573 billion, long-term debt of
$6.281 billion, long-term obligations under capital leases of
$1.01 billion, other liabilities and deferred credits of
$7.022 billion, and a stockholders' deficit of $2.756 billion.
VILLAGE SERVICES: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Village Services Group, LLC
P.O. Box 1999
Pahrump, NV 89041
Bankruptcy Case No.: 10-30248
Chapter 11 Petition Date: October 27, 2010
Court: U.S. Bankruptcy Court
District of Nevada (Las Vegas)
Judge: Linda B. Riegle
Debtor's Counsel: Gerry G. Zobrist, Esq.
5440 West Sahara Avenue, Suite 105
Las Vegas, NV 89146
Tel: (702) 656-5156
Fax: (702) 656-5157
E-mail: gerry@zobristlaw.com
Estimated Assets: $100,001 to $500,000
Estimated Debts: $1,000,001 to $10,000,000
The Company did not file a list of creditors together with its
petition.
The petition was signed by Brock Metzka, manager.
WASHINGTON TIMES: Court Dismisses Involuntary Chapter 11 Case
-------------------------------------------------------------
The Hon. S. Martin Teel, Jr., of the U.S. Bankruptcy Court for the
District of Columbia has granted The Washington Times LLC's
request to dismiss the involuntary petition that creditors filed
for the Debtor.
The Court allows the Debtor to file a motion seeking entry of
judgment against petitioner Richard Steinbronn.
The Debtor said, "The pendency of the Involuntary Petition is
delaying and jeopardizing an impending sale of the membership
interests of TWT which, if consummated, will avoid an imminent
shutdown of TWT's operations and will provide TWT with a cash
infusion of approximately $3.1 million to pay its creditors."
The Debtor stated that the Involuntary Petition should be
dismissed because (i) Richard Steinbronn, the individual who
purported to file the petition "derivatively and as an individual
with special interest" on behalf of purported petitioners,
Washington Times Aviation LLC and Washington Times Aviation USA
LLC, has no standing to act on behalf of those entities and (ii)
the claim Mr. Steinbronn alleges on his own behalf, in the amount
of $390, is not sufficiently large to satisfy the standing
requirements for a petitioner.
According to the Debtor, the Involuntary Petition was filed by Mr.
Steinbronn in three capacities: (1) "derivatively and as an
individual with special interest, on behalf of creditor Washington
Times Aviation LLC"; (2) "derivatively and as an individual with
special interest, on behalf of creditor Washington Times Aviation
USA LLC"; and (3) in his individual capacity.
Washington, DC-based The Washington Times LLC, aka The Washington
Times, washingtontimes.com, Washington Times National Weekly
Edition, News World Communications, Inc., and News World
Communications is the publisher of The Washington Times newspaper,
which has a daily circulation of approximately 38,587.
Richard Steinbronn, Washington Times Aviation LLC, and Washington
Times Aviation USA LLC, filed on October 21, 2010, an involuntary
Chapter 11 petition for TWT (Bankr. D.C. Case No. 10-01041). TWT
is represented by Richard E. Lear at Holland & Knight LLP.
W.R. GRACE: Construction Unit Opens Facility in Vietnam
-------------------------------------------------------
Grace Construction Products, an operating segment of W. R. Grace &
Co. (NYSE: GRA), is celebrating the official grand opening of its
new manufacturing facility in Hai Duong, near Hanoi, Vietnam with
a ceremony attended by customers, local officials, regional Grace
leaders and employees.
The Hai Duong facility manufactures cement additives and concrete
admixtures. Its establishment enhances service and improves
delivery times to customers in North and Central Vietnam.
"This facility shows our commitment to the growth and development
of customers in Vietnam," said Andrew Bonham, President of Grace
Construction Products and Vice President of W. R. Grace & Co.
"The Hai Duong facility is the latest of our series of emerging
market investments, following new manufacturing sites in
Chongqing, China and Dammam, Saudi Arabia opened earlier
this year."
Grace cement additives can help Vietnam cement producers improve
cement quality, reduce cost and produce in energy-efficient and
environmentally-friendly ways. The company's concrete admixtures
help concrete producers manufacture high strength and durable
concrete.
"Since 2007, when we opened our first specialty construction
materials manufacturing facility in Vietnam in Ho Chi Min City,
both our customers and the overall Vietnamese construction
industry have grown significantly," said Phil Krichilsky, Vice
President and General Manager of Grace Construction Products Asia
Pacific. He added, "Our investment near Hanoi, the country's
second-most populous city, positions us to extend high quality and
consistent service to an increasing number of customers in the
northern and central regions."
Grace developed the plant design in house. By incorporating the
latest technologies, the company created highly efficient,
automated and computerized work processes that shortened new plant
setup time and improved productivity.
In addition to manufacturing cement additives and concrete
admixtures, the 30,000 ft2 facility in Hai Duong houses a sales
and technical service office and a quality control laboratory. The
laboratory staff conducts tests on each batch of product
manufactured onsite, to ensure consistently high product quality.
Like all Grace facilities worldwide, the Hai Duong plant
implements strict quality, environment, health and safety
standards in all production processes. Vietnamese customers
receive additional technical support, product formulation and
testing services from Grace's Asia Pacific Technical Center in
Singapore, an important component of Grace's global network of R&D
centers.
The new plant is located at: W. R. Grace Vietnam Company Limited,
Lot XN12, Dai An Industrial Zone, Km 51, Tu Minh Ward, Highway No.
5, Hai Duong Province, Vietnam. The local telephone number is +84
320 3555 135.
About W.R. Grace
Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA)
-- http://www.grace.com/-- supplies catalysts and silica
products, especially construction chemicals and building
materials, and container products globally.
The Company and its debtor-affiliates filed for Chapter 11
protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139).
David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and Laura
Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP,
represent the Debtors in their restructuring effort. The Debtors
hired Blackstone Group, L.P., for financial advice.
PricewaterhouseCoopers LLP is the Debtors' accountant. Stroock &
Stroock & Lavan, LLP, and Duane Morris, LLP, represent the
Official Committee of Unsecured Creditors. The Creditors
Committee tapped Capstone Corporate Recovery LLC for financial
advice. David T. Austern, the legal representative of future
asbestos personal injury claimants, is represented by Orrick
Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA.
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla
R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official
Committee of Asbestos Personal Injury Claimants. The Asbestos
Committee of Property Damage Claimants tapped Scott Baena, Esq.,
and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod,
LLP, to represent it. Thomas Moers Mayer, Esq., at Kramer Levin
Naftalis & Frankel, LLP, represents the Official Committee of
Equity Security Holders.
W.R. Grace and its debtor affiliates, with the support of the
Official Committee of Asbestos Personal Injury Claimants, the
Asbestos PI Future Claimants' Representative and the Official
Committee of Equity Security Holders, have submitted a proposed
Chapter 11 plan of reorganization. The Chapter 11 plan is built
around an April 2008 settlement for all present and future
asbestos personal injury claims, and a subsequent settlement for
asbestos property damage claims. The Plan confirmation hearing
wrapped up on January 25.
Bankruptcy Creditors' Service, Inc., publishes W.R. Grace
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their
affiliates. (http://bankrupt.com/newsstand/or 215/945-7000)
YRC WORLDWIDE: Teamster Freight Members Ratify Restructuring Plan
-----------------------------------------------------------------
Teamster members who work at YRC Worldwide Inc.'s (YRCW) operating
companies YRC, Holland and New Penn have ratified the
"Restructuring Plan" that is aimed at saving more than 25,000
union jobs. YRC and Holland members ratified the agreement by a
62 percent to 38 percent margin, while members at New Penn
ratified the agreement by a 69 to 31 percent margin. About 67
percent of YRCW Teamsters cast ballots.
The ratified Restructuring Plan is the product of months of
discussions and difficult negotiations by the Teamsters National
Freight Industry Negotiating Committee (TNFINC) in consultation
with Teamster local unions. On September 29, leaders from
Teamster freight local unions unanimously recommended to send the
plan to a membership vote. Union members voted by mail over the
past three weeks and ballots were counted this weekend.
"We realize that in ratifying this Restructuring Plan our members
will continue to make huge sacrifices, which have been very
difficult for our members and their families during the worst
economic recession in decades," said Tyson Johnson, Director of
the Teamsters National Freight Division. "However, we firmly
believe this plan is the only hope for saving our members' jobs as
this recession continues to cause so much hardship."
"As painful as the sacrifices are on an individual level, our
members understood that by approving this Restructuring Plan they
would be setting the stage for the company's existing lenders to
do their part and make this company an attractive investment for
new investors and preserve their jobs," Teamsters General
President Jim Hoffa said.
"As this restructuring moves forward over the next three to six
months, the union will be involved every step of the way."
During negotiations with the company, the union received input
from a team of experienced, respected and independent financial
and restructuring experts it assembled over the past year to
verify the company's financial situation and to assist in
developing this restructuring plan. Through this lengthy and on-
going process, the union has reviewed numerous financial and
operational reports on YRCW and determined that this Restructuring
Plan is the only avenue to save and hopefully grow the respective
companies it operates.
The Restructuring Plan modifies and extends the current National
Master Freight Agreement (NMFA) and Supplemental Agreements for a
two-year period until March 31, 2015 and provides for annual wage
and benefit increases including a resumption of partial pension
contributions beginning in June 2011.
In addition to participating in the debt reduction and equity
investment discussions to create a sustainable company, the union
will require equity ownership of the company and, at a minimum,
one additional board seat. The plan also calls for continued
equal sacrifice-management and non-union employees are required to
participate in cost sharing in an equal manner. The plan has
additional compensation improvements for Teamster members based on
the company's future operating performance.
About YRC Worldwide
Headquartered in Overland Park, Kan., YRC Worldwide Inc. (NASDAQ:
YRCW) -- http://www.yrcw.com/-- is a holding company that through
wholly owned operating subsidiaries offers its customers a wide
range of transportation services. These services include global,
national and regional transportation as well as logistics.
The company's balance sheet for June 30, 2010, showed $2.8 billion
in total assets, $1.1 billion in total current liabilities, $913.4
million in long term debt, $146.2 million deferred income taxes,
$352.6 million pension and post retirement, $359.2 million claims
and other liabilities, $37,000 noncurrent liabilities, and
a $77.2 million stockholders' deficit.
* * *
As reported in the Troubled Company Reporter on March 18, 2010,
KPMG LLP, in Kansas City, Missouri, expressed substantial doubt
about YRC Worldwide's ability to continue as a going concern in
its report on the Company's consolidated financial statements as
of and for the year ended December 31, 2009. The independent
auditors noted that the Company has experienced significant
declines in operations, cash flows, and liquidity.
YRC WORLDWIDE: Renews Asset-Backed Securitization Facility
----------------------------------------------------------
YRC Worldwide Inc. announced an amendment to renew its asset-
backed securitization facility. "We appreciate the continued
support of our ABS lenders as demonstrated by the early renewal of
this important 364-day accounts receivable borrowing facility,"
said Sheila Taylor, Executive Vice President and CFO of YRC
Worldwide.
* The amended ABS has a facility commitment of $325 million as
compared to the company's usage of $195 million at September
30, 2010.
* New maturity date is October 19, 2011, subject to
ratification and the continued effectiveness of the company's
previously announced tentative labor agreement.
* Payment of previously deferred interest and fees of
approximately $13 million was paid upon renewal.
* Payment of the previously negotiated $10 million commitment
fee is now payable in two installments of $5 million on
March 1, 2011 and $5 million on April 30, 2011. An
incremental commitment fee of $5 million is payable on
June 30, 2011 for a total commitment fee of $15 million. In
addition, the interest rate and letter of credit fee increase
by 1%, and the program and administrative fees increase by
0.5%, both on April 30, 2011 and June 30, 2011.
* Subsequent to October 20, 2010 the payment of most of the ABS
interest and fees will continue to be deferred until March 1,
2011. At that date the estimated deferred amount of
approximately $4 million would be payable to the lenders.
After March 1, 2011, the company will begin to make cash
payments of all ABS interest and fees.
* If the company replaces the ABS facility prior to March 1,
2011, then payment of the above $15 million commitment fee
and the accrued portion of the above estimated $4 million of
deferred interest and fees will be waived. If the company
replaces the ABS facility between March 1, 2011 and prior to
April 30, 2011, then $10 million of the $15 million
commitment fee will be waived, and if the ABS facility is
replaced between April 30, 2011 and prior to June 30, 2011,
then $5 million of the $15 million commitment fee will be
waived.
"As part of our comprehensive recovery plan we intend to seek a
replacement facility with an enhanced long-term structure designed
to significantly increase our advance rate," said Mr. Taylor. "In
the interim, our ABS lenders have provided the flexibility we need
to support our current business levels with attractive refinancing
incentives as we progress through 2011."
About YRC Worldwide
Headquartered in Overland Park, Kan., YRC Worldwide Inc. (NASDAQ:
YRCW) -- http://www.yrcw.com/-- is a holding company that through
wholly owned operating subsidiaries offers its customers a wide
range of transportation services. These services include global,
national and regional transportation as well as logistics.
The company's balance sheet for June 30, 2010, showed $2.8 billion
in total assets, $1.1 billion in total current liabilities, $913.4
million in long term debt, $146.2 million deferred income taxes,
$352.6 million pension and post retirement, $359.2 million claims
and other liabilities, $37,000 noncurrent liabilities, and
a $77.2 million stockholders' deficit.
* * *
As reported in the Troubled Company Reporter on March 18, 2010,
KPMG LLP, in Kansas City, Missouri, expressed substantial doubt
about YRC Worldwide's ability to continue as a going concern in
its report on the Company's consolidated financial statements as
of and for the year ended December 31, 2009. The independent
auditors noted that the Company has experienced significant
declines in operations, cash flows, and liquidity.
* Bankruptcy Spending to Drop, Restructuring to Grow, Report Says
-----------------------------------------------------------------
Bankruptcy Law360, citing a new report on corporate legal
spending, says corporate spending on bankruptcy attorneys will
drop in 2011 compared with this year, though their across-the-hall
colleagues in restructuring will beat the legal services market
average.
Spending on bankruptcy work is expected to drop 2 percent in 2011
compared with 2010, but the market for restructuring will grow by
1.4 percent, according to the report.
* S&P Sees Refinancing Risk for Some Speculative-Grade Debt
-----------------------------------------------------------
Dow Jones' DBR Small Cap reports that U.S. companies are poised to
see a "manageable" amount of debt mature in the next several
years, according to a new report from Standard & Poor's, but the
ratings agency warns that issuers of junk debt could face
refinancing risks.
* Siguler Guff & Co Lead Starts Her Own Firm
--------------------------------------------
Maria Boyazny, a Siguler Guff & Co. Managing Director who oversaw
the firm's core distressed debt fund-of-funds business, has set up
her own firm, Dow Jones DBR Small Cap reports.
* BOND PRICING -- For Week From Oct. 25 to 29, 2010
---------------------------------------------------
Company Coupon Maturity Bid Price
------- ------ -------- ---------
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ABITIBI-CONS FIN 7.875% 8/1/2009 17.000
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AMBAC INC 9.375% 8/1/2011 38.943
ANTIGENICS 5.250% 2/1/2025 41.000
AT HOME CORP 0.525% 12/28/2018 0.016
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BALLY TOTAL FITN 14.000% 10/1/2013 1.000
BANK NEW ENGLAND 8.750% 4/1/1999 9.875
BANK NEW ENGLAND 9.875% 9/15/1999 9.000
BANKUNITED FINL 6.370% 5/17/2012 5.000
BLOCKBUSTER INC 9.000% 9/1/2012 1.688
BOWATER INC 6.500% 6/15/2013 29.000
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C&D TECHNOLOGIES 5.500% 11/15/2026 68.625
CAPMARK FINL GRP 5.875% 5/10/2012 36.750
CELL GENESYS INC 3.125% 5/1/2013 35.000
CHAMPION ENTERPR 2.750% 11/1/2037 1.323
CHENIERE ENERGY 2.250% 8/1/2012 46.500
EDDIE BAUER HLDG 5.250% 4/1/2014 5.000
FAIRPOINT COMMUN 13.125% 4/1/2018 7.750
FAIRPOINT COMMUN 13.125% 4/2/2018 8.125
FEDDERS NORTH AM 9.875% 3/1/2014 0.400
FORD MOTOR CRED 8.625% 11/1/2010 100.000
FRANKLIN BANK 4.000% 5/1/2027 1.125
FREEPORT-MC C&G 7.000% 2/11/2011 31.700
GENERAL MOTORS 7.125% 7/15/2013 35.125
GENERAL MOTORS 9.450% 11/1/2011 32.750
GREAT ATLA & PAC 5.125% 6/15/2011 72.000
GREAT ATLA & PAC 6.750% 12/15/2012 55.600
HAWAIIAN TELCOM 9.750% 5/1/2013 1.180
INDALEX HOLD 11.500% 2/1/2014 0.750
KEYSTONE AUTO OP 9.750% 11/1/2013 44.500
LEHMAN BROS HLDG 4.500% 8/3/2011 20.500
LEHMAN BROS HLDG 4.700% 3/6/2013 20.250
LEHMAN BROS HLDG 4.800% 2/27/2013 20.750
LEHMAN BROS HLDG 4.800% 3/13/2014 21.500
LEHMAN BROS HLDG 5.000% 1/22/2013 20.625
LEHMAN BROS HLDG 5.000% 2/11/2013 20.500
LEHMAN BROS HLDG 5.000% 3/27/2013 20.500
LEHMAN BROS HLDG 5.000% 8/3/2014 20.625
LEHMAN BROS HLDG 5.000% 8/5/2015 20.000
LEHMAN BROS HLDG 5.100% 1/28/2013 20.625
LEHMAN BROS HLDG 5.150% 2/4/2015 20.750
LEHMAN BROS HLDG 5.250% 2/6/2012 20.925
LEHMAN BROS HLDG 5.250% 1/30/2014 20.625
LEHMAN BROS HLDG 5.250% 2/11/2015 20.750
LEHMAN BROS HLDG 5.250% 3/5/2018 18.300
LEHMAN BROS HLDG 5.500% 4/4/2016 20.500
LEHMAN BROS HLDG 5.625% 1/24/2013 22.750
LEHMAN BROS HLDG 5.700% 1/28/2018 18.000
LEHMAN BROS HLDG 5.750% 4/25/2011 21.500
LEHMAN BROS HLDG 5.750% 7/18/2011 21.000
LEHMAN BROS HLDG 5.750% 5/17/2013 21.050
LEHMAN BROS HLDG 5.750% 1/3/2017 0.010
LEHMAN BROS HLDG 5.875% 11/15/2017 19.625
LEHMAN BROS HLDG 6.000% 7/19/2012 21.125
LEHMAN BROS HLDG 6.000% 6/26/2015 20.625
LEHMAN BROS HLDG 6.000% 12/18/2015 20.625
LEHMAN BROS HLDG 6.000% 2/12/2018 20.625
LEHMAN BROS HLDG 6.200% 9/26/2014 21.750
LEHMAN BROS HLDG 6.500% 9/20/2027 12.000
LEHMAN BROS HLDG 6.625% 1/18/2012 21.750
LEHMAN BROS HLDG 6.750% 7/1/2022 20.625
LEHMAN BROS HLDG 7.000% 4/16/2019 20.625
LEHMAN BROS HLDG 7.875% 11/1/2009 20.500
LEHMAN BROS HLDG 8.000% 3/17/2023 20.625
LEHMAN BROS HLDG 8.050% 1/15/2019 20.125
LEHMAN BROS HLDG 8.400% 2/22/2023 19.250
LEHMAN BROS HLDG 8.500% 8/1/2015 20.000
LEHMAN BROS HLDG 8.500% 6/15/2022 20.500
LEHMAN BROS HLDG 8.800% 3/1/2015 21.000
LEHMAN BROS HLDG 8.920% 2/16/2017 19.000
LEHMAN BROS HLDG 9.000% 12/28/2022 20.500
LEHMAN BROS HLDG 9.000% 3/7/2023 20.500
LEHMAN BROS HLDG 9.500% 12/28/2022 19.000
LEHMAN BROS HLDG 9.500% 1/30/2023 18.750
LEHMAN BROS HLDG 9.500% 2/27/2023 20.000
LEHMAN BROS HLDG 10.375% 5/24/2024 20.500
LEHMAN BROS HLDG 11.000% 6/22/2022 20.500
LEHMAN BROS HLDG 11.000% 7/18/2022 20.500
LEHMAN BROS HLDG 11.000% 3/17/2028 19.625
LEHMAN BROS HLDG 11.500% 9/26/2022 19.750
LEHMAN BROS INC 7.500% 8/1/2026 11.000
LOCAL INSIGHT 11.000% 12/1/2017 30.000
MAGNA ENTERTAINM 7.250% 12/15/2009 6.000
MERRILL LYNCH 1.850% 3/9/2011 98.500
NETWORK COMMUNIC 10.750% 12/1/2013 35.013
NEWPAGE CORP 10.000% 5/1/2012 63.813
NEWPAGE CORP 12.000% 5/1/2013 35.750
PALM HARBOR 3.250% 5/15/2024 55.750
RAFAELLA APPAREL 11.250% 6/15/2011 74.750
RASER TECH INC 8.000% 4/1/2013 37.000
RESTAURANT CO 10.000% 10/1/2013 31.500
RESTAURANT CO 10.000% 10/1/2013 31.000
SBARRO INC 10.375% 2/1/2015 39.800
SPHERIS INC 11.000% 12/15/2012 3.000
SRI-CALL11/10 11.500% 5/1/2012 100.100
THORNBURG MTG 8.000% 5/15/2013 3.150
TIMES MIRROR CO 7.250% 3/1/2013 49.313
TRANS-LUX CORP 8.250% 3/1/2012 9.500
TRICO MARINE 3.000% 1/15/2027 7.375
TRICO MARINE SER 8.125% 2/1/2013 15.000
VIRGIN RIVER CAS 9.000% 1/15/2012 45.500
WASH MUT BANK FA 5.125% 1/15/2015 0.464
WASH MUT BANK NV 5.950% 5/20/2013 0.625
WASH MUT BANK NV 6.750% 5/20/2036 0.625
WCI COMMUNITIES 4.000% 8/5/2023 1.000
WCI COMMUNITIES 7.875% 10/1/2013 0.250
*********
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 ***