/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/101108.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 8, 2010, Vol. 14, No. 310 Headlines 15-35 HEMPSTEAD: Court Extends Filing of Schedules Until Nov. 24 15-35 HEMPSTEAD: Section 341(a) Meeting Scheduled for Dec. 2 15-35 HEMPSTEAD: Taps Ciardi Ciardi as Bankruptcy Counsel 375 ELM: Voluntary Chapter 11 Case Summary 400 WALNUT: Court Fixes January 19 as Governmental Unit Bar Date 400 WALNUT: Files Schedules of Assets and Liabilities 400 WALNUT: Hearing on Use of Cash Continued Until December 9 400 WALNUT: Plan Contemplates Cure of 4th Walnut Note Defaults 400 WALNUT: Wants April 20 Plan Exclusivity Extension ALFREDO CASAS: Case Summary & 20 Largest Unsecured Creditors ALI MANTEGHI: Case Summary & 20 Largest Unsecured Creditors AMERICAN INT'L: Steve Miller to Take Over if Benmosche Quits ANGIOTECH PHARMA: Sub. Noteholders Sign Inks Recapitalization Deal ARIZONA CHEMICALS: Moody's Assigns 'B1' Corporate Family Rating ASARCO LLC: Plan Admin. Wants Arthur Andersen Claim Denied ASARCO LLC: Plan Admin. Wants Barclays' Fees Considered Disputed AUTOTRADER.COM: Kelly Blue Deal Won't Affect Moody's Ba3 Rating AVIS BUDGET: Fitch Affirms Issuer Default Rating at 'B+' AWAL BANK: Administrator May Be Rethinking Chapter 11 Filing AZ CHEM: S&P Affirms Corporate Credit Ratings at 'B' BLACK ELK: Moody's Assigns 'Caa2' Rating to $150 Mil. Notes BLACK ELK: S&P Assigns Corporate Credit Rating at 'B-' BURLINGTON COAT: Moody's Assigns 'B3' Rating to $1 Bil. Loan BXP 1 LLC: Gets OK to Hire Backenroth Frankel as Bankr. Counsel BXP 1 LLC: Files Schedules of Assets & Liabilities CCGI HOLDINGS: Moody's Retains 'B2' Rating on Senior Secured Loan CCMS LLC: Case Summary & 20 Largest Unsecured Creditors CFRI/GREENLAW: Files New List of 20 Largest Unsecured Creditors CHEMTURA CORP: Submits Technical Amendments to Chapter 11 Plan CLAIRE'S STORES: Bank Debt Trades at 11% Off in Secondary Market CLEARWIRE CORP: Posts $565MM Loss, Notes of Going Concern Doubt CLOVERLEAF ENTERPRISES: Chapter 11 Trustee Takes Over COLONIAL BANCGROUP: Discloses Possible Stake in CBG Florida COMMERCE PARK ASSOC. 2: Voluntary Chapter 11 Case Summary COMMERCE PARK ASSOC. 6: Voluntary Chapter 11 Case Summary CRICKET COMMUNICATIONS: Moody's Puts B3 Rating on $1.2 Bil. Notes CUMULUS MEDIA: Bank Debt Trades at 8% Off in Secondary Market CUMULIS MEDIA: Posts $9.73 Million Net Income in Sept. 30 Quarter DAUFUSKIE ISLAND: Sells Two S.C. Properties for $4.6 Million DBSI INC: GigOptix Transfers Shares to Liquidating Trustee DIANE KING: Case Summary & 6 Largest Unsecured Creditors DYNEGY INC: FERC Approves Blackstone Group Acquisition EASTMAN KODAK: Posts $43 Million Net Loss in September 30 Quarter EATON MOERY: Has Until January 28 to File Reorganization Plan EATON MOERY: Asks Approval of Paragon Factoring Facility EPICEPT CORPORATION: Settles All Ceplene Issues With FDA ERAS NOEL: Voluntary Chapter 11 Case Summary FIRST VIETNAMESE: Closed; Grandpoint Bank Assumes Deposits FQRV LLC: Case Summary & 12 Largest Unsecured Creditors FREESCALE SEMICON: Bank Debt Trades at 5% Off in Secondary Market FX REAL ESTATE: Expects to Lose Las Vegas Business GAVILON LLC: Moody's Assigns 'Ba3' Rating to $900 Mil. Loan GENERAL GROWTH: Commences NYSE "When Issued" Trading GENTA INC: Gets EMA's "Supportive" Advice on Phase 3 Trial GERMANTOWN SETTLEMENT: Judge Orders Liquidation of Key Subsidiary GUITAR CENTER: Bank Debt Trades at 9% Off in Secondary Market GULF COUNTY: Fitch Affirms 'BB' Rating on $5.1 Million Bonds GULFSTREAM INT'L: Proposes $5MM of Financing from Victory Park GULFSTREAM INT'L: Taps Garden City as Claims & Noticing Agent GULFSTREAM INT'L: Receives Delisting Notice From NYSE Amex GULFSTREAM INT'L: Case Summary & 20 Largest Unsecured Creditors HEALTHSOUTH CORP: Earns $42 Million in Third Quarter HANESBRANDS INC: Moody's Affirms 'Ba3' Corporate Family Rating HANESBRANDS INC: S&P Gives Stable Outloook, Affirms 'BB-' Rating HAWKER BEECHCRAFT: Bank Debt Trades at 15% Off in Secondary Market HEALTHSOUTH CORP: Repays Term Loans, Enters New $500MM Facility HOLIDAY ISLE: Chapter 11 Reorganization Case Dismissed INDIO SUN: Files Amended List of Largest Unsecured Creditors INDIO SUN: Files Schedules of Assets and Liabilities INTRALINKS INC: Moody's Upgrades Corporate Family Rating to 'B2' ISTAR FINANCIAL: Posts $83-Mil. Net Loss in Sept. 30 Quarter JACKSON 299: Court Extends Filing of Schedules Until Nov. 24 JACKSON 299: Section 341(a) Meeting Scheduled for Dec. 2 JACKSON 299: Proposes Ciardi Ciardi as Bankruptcy Counsel JAMES OSTBERG: Case Summary & 17 Largest Unsecured Creditors JERRY SHIPLEY: Voluntary Chapter 11 Case Summary JOHN HAYHURST: Voluntary Chapter 11 Case Summary K BANK: Closed; M&T Bank Assumes All Deposits K3 ENTERPRISES: Case Summary & 17 Largest Unsecured Creditors KANSAS CITY SOUTHERN: Fitch Ups Issuer Default Ratings to 'BB' KTM INVESTMENTS: Case Summary & 12 Largest Unsecured Creditors LAND CONSERVANCY: Voluntary Chapter 11 Case Summary LEAP WIRELESS: S&P Assigns 'B-' Rating to $1.2 Billion Notes LENNAR CORPORATION: Fitch Assigns 'BB+' Rating to $350 Mil. Notes LENNAR CORPORATION: Moody's Assigns 'B3' Rating to $435 Mil. Notes LENNY DYKSTRA: Trustee Wants Case Consolidated with Companies LESLIE'S POOLMART: Moody's Assigns 'Ba3' Rating to $305 Mil. Notes LEVEL 3 COMMS: Bank Debt Trades at 6% Off in Secondary Market LEVEL 3 COMMS: Posts $163-Mil. Net Loss in Sept. 30 Quarter LEXICON UNITED: Completes Merger With Pathwhorks PCO MERCER INTERNATIONAL: S&P Affirms 'B' Corporate Credit Rating MESA AIR: Objects to ELFC $558,670 Bill for Engine Leases MESA AIR: Embraer to Buy More Claims as Part of Aircraft Contracts MESA AIR: Raytheon Transfers $18-Mil. Claim to JPMorgan MOLECULAR INSIGHT: Posts $18.3 Million Net Loss in Q3 2010 MOMENTIVE PERFORMANCE: $1BB in Notes to Have Issue Price of 100% MONIKA CATLIN: Case Summary & 20 Largest Unsecured Creditors MPG OFFICE: Plaza and Westin Pasadena Mortgage Loan Extended NAVISTAR INT'L: Aiming for $20 Billion in Revenue NEW CENTURY: Case Summary & 20 Largest Unsecured Creditors ORTHOFIX INTERNATIONAL: Moody's Puts 'B1' Rating on $300 Mil. Loan PALMAS COUNTRY: Plan Confirmation Hearing Set for Dec. 14 PATIENT SAFETY: Names David Dreyer as New Chief Financial Officer PATRICK HACKETT: U.S. Trustee Wants Case Converted to Chapter 7 PATRICK TRANSPORTATION: Case Summary & 18 Largest Unsec Creditors PENSON WORLDWIDE: S&P Cuts Counterparty Credit Rating to 'BB-' PIERCE COMMERCIAL BANK: Closed; Heritage Bank Assumes All Deposits POLYPORE INTERNATIONAL: Moody's Affirms 'B2' Corp. Family Rating PREGIS CORP: S&P Downgrades Corporate Credit Ratings to 'B-' QSGI INC: Court Sets December 2 Disclosure Statement Hearing QUALITY DISTRIBUTION: S&P Raises Corporate Credit Ratings to 'B' RASER TECHNOLOGIES: Amends Thermo No. 1 Forbearance Agreement REAL MEX: Michael Alger Resigns from Board of Directors REDDY ICE: SEC Closes Informal Inquiry REVLON INC: Sept. 30 Balance Sheet Upside-Down by $991.8-Mil. RONALD SCHENA: Court Interprets Sec. 522(d)(10)(E) Exemption SCENIC AMERICA: Case Summary & 20 Largest Unsecured Creditors SENECA GAMING: S&P Assigns 'BB' Rating to $325 Mil. Senior Notes SCHUTT SPORTS: Riddell Says It Didn't Violate Stay SHAKTI KRUPA: Case Summary & 7 Largest Unsecured Creditors SHAWNEE HOSPITALITY: Voluntary Chapter 11 Case Summary SHEARER'S FOODS: S&P Gives Negative Outlook; Affirms 'B' Rating SILVER CREEK: Case Summary & 18 Largest Unsecured Creditors SINGH & SINGH: Voluntary Chapter 11 Case Summary SONOMA VINEYARD: Taps Michael Fallon as Bankruptcy Counsel SPRINT NEXTEL: Says Default by Clearwire Could Have Adverse Impact STEPHEN BALDWIN: Negotiates Settlement Reducing Mortgage STILLWATER MINING: PGM Board Sets Shareholders Meeting on Nov. 15 TAMARACK RESORT: Credit Suisse Wants Case Converted or Dismissed TIMOTHY BARKER: Case Summary & 8 Largest Unsecured Creditors TRIBUNE CO: Bank Debt Trades at 35% Off in Secondary Market UAL CORP: Bank Debt Trades at 5% Off in Secondary Market UNIFI INC: Shareholders Elect Nine Directors UNIGENE LABORATORIES: Names Alex Martin as VP of Business Devt. US ANTIMONY: Reports Delay of Mexican Antimony Mill USG CORP: Moody's Affirms Junk Corporate Family Rating USG CORP: S&P Changes Outlook to Negative, Affirms 'B+' Rating VIRGINIA OAKS: Voluntary Chapter 11 Case Summary VONAGE HOLDINGS: S&P Assigns 'B+' Corporate Credit Rating WEST BARRETT: Case Summary & Largest Unsecured Creditor WESTERN COMMERCIAL: Closed; First California Bank Assumes Deposits WOLVERINE TUBE: Organizational Meeting to Form Panel on Nov. 9 YRC WORLDWIDE: Teamsters Ratify New Labor Contract * Year's Total Bank Failures Eclipse All of 2009 * Moody's: PE-Backed Exchanges Beat Chapter 11 in Recoveries * S&P's 2010 Global Corporate Defaults Tally Now at 50 * Moody's: Global Default Rate Falls to 3.7% in October * Luce Forward's Donabedian in Calif.'s Insolvency Law Committee * BOND PRICING -- For Week From November 1 to 5, 2010 ********* 15-35 HEMPSTEAD: Court Extends Filing of Schedules Until Nov. 24 ---------------------------------------------------------------- The Hon. Gloria M. Burns of the U.S. Bankruptcy Court for the District of New Jersey extended, at the behest of 15-35 Hempstead Properties, LLC, the deadline for the filing of schedules of assets and liabilities, for an additional 15 days, until November 24, 2010. The Debtor said that it is in the process of compiling the information necessary to complete the schedules. The Debtor needs additional time to accurately determine its assets and liabilities. 15-35 Hempstead Properties, LLC, owns real property at 101 Boardwalk in Atlantic City, New Jersey. It filed for Chapter 11 bankruptcy protection on October 26, 2010 (Bankr. D. N. J. Case No. 10-43178). Albert A. Ciardi, III, Esq., at Ciardi Ciardi & Astin, P.C., assists 15-35 Hempstead in its restructuring effort. 15-35 Hempstead estimated its assets and debts at $10 million to $50 million. Affiliate Jackson 299 Hempstead LLC filed a separate Chapter 11 petition on October 26, 2010 (Bankr. D. N. J. Case No. 10-43180). 15-35 HEMPSTEAD: Section 341(a) Meeting Scheduled for Dec. 2 ------------------------------------------------------------ The U.S. Trustee for Region 3 will convene a meeting of 15-35 Hempstead Properties, LLC's creditors on December 2, 2010, at 10:00 a.m. The meeting will be held at Bridge View Building, Suite 102, 800 Cooper Street, Camden, NJ 08101. 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. 15-35 Hempstead Properties, LLC, owns real property at 101 Boardwalk in Atlantic City, New Jersey. It filed for Chapter 11 bankruptcy protection on October 26, 2010 (Bankr. D. N. J. Case No. 10-43178). Albert A. Ciardi, III, Esq., at Ciardi Ciardi & Astin, P.C., assists 15-35 Hempstead in its restructuring effort. 15-35 Hempstead estimated its assets and debts at $10 million to $50 million. Affiliate Jackson 299 Hempstead LLC filed a separate Chapter 11 petition on October 26, 2010 (Bankr. D. N.J. Case No. 10-43180). 15-35 HEMPSTEAD: Taps Ciardi Ciardi as Bankruptcy Counsel --------------------------------------------------------- 15-35 Hempstead Properties, LLC, asks for authorization from the U.S. Bankruptcy Court for the District of New Jersey to employ Ciardi Ciardi & Astin as bankruptcy counsel. Ciardi Ciardi will: a. give legal advice with respect to its powers and duties as debtor-in-possession; b. prepare motions, application, answers, orders, reports and other legal papers as necessary; and c. perform all other legal services. Ciardi Ciardi will be paid based on these rates: Partners $465-$545 Of Counsel $305 Associates $200-$350 Paralegals $120-$180 To the best of the Debtor's knowledge, Ciardi Ciardi is a "disinterested person" as that term defined in Section 101(14) of the Bankruptcy Code. 15-35 Hempstead Properties, LLC, owns a certain parcel of real property at 101 Boardwalk in Atlantic City, New Jersey. It filed for Chapter 11 bankruptcy protection on October 26, 2010 (Bankr. D. N. J. Case No. 10-43178). 15-35 Hempstead estimated its assets and debts at $10 million to $50 million. Affiliate Jackson 299 Hempstead LLC filed a separate Chapter 11 petition on October 26, 2010 (Bankr. D. N. J. Case No. 10-43180). 375 ELM: Voluntary Chapter 11 Case Summary ------------------------------------------ Debtor: 375 Elm Associates, LP 401 E. Elm Street, Suite 150 Conshohocken, PA 19428 Bankruptcy Case No.: 10-19536 Chapter 11 Petition Date: November 1, 2010 Court: United States Bankruptcy Court Eastern District of Pennsylvania (Philadelphia) Judge: Bruce I. Fox Debtor's Counsel: Thomas Daniel Bielli, 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: tbielli@ciardilaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its largest unsecured creditors together with its petition. The petition was signed by Robert P. Shaffer, president of 375 Elm, Inc., general partner of Debtor. 400 WALNUT: Court Fixes January 19 as Governmental Unit Bar Date ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Pennsylvania has established January 19, 2011, as the deadline for governmental units to file proofs of claim against 400 Walnut Associates, L.P. Proofs of claim must be delivered to: Clerk' Office U.S. Bankruptcy Court for the Eastern District of Pennsylvania Robert N.C. Nix, Sr. Building 900 Market Street, Suite 400 Philadelphia, PA 19107 The general claims bar date was October 15. Philadelphia, Pennsylvania-based 400 Walnut Associates, L.P., filed for Chapter 11 bankruptcy protection on July 23, 2010 (Bankr. E.D. Pa. Case No. 10-16094). Aris J. Karalis, Esq., and Robert W. Seitzer, Esq., at Maschmeyer Karalis P.C., represent the Debtor. The Company estimated assets and debts at $10 million to $50 million in its Chapter 11 petition. Affiliates 23S23 Construction, Inc., (Bankr. E.D. Pa. Case No. 09- 12652) and Carriage House Condominiums, LP (Case No. 09-12647) filed separate Chapter 11 petitions in April 2009. 400 WALNUT: Files Schedules of Assets and Liabilities ----------------------------------------------------- 400 Walnut Associates, L.P., filed with the U.S. Bankruptcy Court for the Eastern District of Pennsylvania its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $3,971,481 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $12,676,177 E. Creditors Holding Unsecured Priority Claims $110 F. Creditors Holding Unsecured Non-priority Claims $4,854,671 ----------- ----------- TOTAL $3,971,481 $17,530,958 Philadelphia, Pennsylvania-based 400 Walnut Associates, L.P., filed for Chapter 11 bankruptcy protection on July 23, 2010 (Bankr. E.D. Pa. Case No. 10-16094). Aris J. Karalis, Esq., and Robert W. Seitzer, Esq., at Maschmeyer Karalis P.C., represent the Debtor. The Company estimated assets and debts at $10 million to $50 million in its Chapter 11 petition. Affiliates 23S23 Construction, Inc. (Bankr. E.D. Pa. Case No. 09- 12652) and Carriage House Condominiums, LP (Case No. 09-12647) filed separate Chapter 11 petitions in April 2009. 400 WALNUT: Hearing on Use of Cash Continued Until December 9 ------------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Pennsylvania has continued until December 9, 2010, at 10:30 a.m., the hearing on 400 Walnut Associates, L.P.'s request to further access cash securing its obligation to Sovereign Bank. The Bankruptcy Court previously entered an interim order allowing the Debtor to access cash collateral. As reported in the Troubled Company Reporter on August 6, the Debtor has a secured debt of $11,984,927 to prepetition lender Sovereign Bank, successor-in-interest to Independence Community Bank. The amount owed is in connection with the Debtor's refinancing of the real property located at 400-414 Walnut Street, Philadelphia, Pennsylvania 19106 in February 2004 through Independence Community Bank. The debt has been sold to 4th Walnut Associates, L.P. Aside from debt to Sovereign, the Debtor also owes RAIT Partnership, L.P., as mezzanine lender, $600,000. The debt is secured by a second mortgage on the Property and pledges of the general and limited partnership interests in the Debtor. The Debtor also has other unliquidated debts of approximately $538,000 due numerous trade creditors of which the sum of approximately $510,000 is disputed. The Debtor would use the cash collateral to fund its Chapter 11 case, pay suppliers and other parties. As adequate protection of the interests of the lender against diminution in value of its interests in the property and cash collateral, the Debtor will grant the lender replacement liens. About 400 Walnut Philadelphia, Pennsylvania-based 400 Walnut Associates, L.P., filed for Chapter 11 bankruptcy protection on July 23, 2010 (Bankr. E.D. Pa. Case No. 10-16094). Aris J. Karalis, Esq., and Robert W. Seitzer, Esq., at Maschmeyer Karalis P.C., represent the Debtor. The Company estimated assets and debts at $10 million to $50 million in its Chapter 11 petition. Affiliates 23S23 Construction, Inc. (Bankr. E.D. Pa. Case No. 09- 12652) and Carriage House Condominiums, LP (Case No. 09-12647) filed separate Chapter 11 petitions in April 2009. 400 WALNUT: Plan Contemplates Cure of 4th Walnut Note Defaults -------------------------------------------------------------- 400 Walnut Associates, L.P. and its affiliates submitted to the U.S. Bankruptcy Court for the Eastern District of Pennsylvania a proposed Plan of Reorganization and an explanatory Disclosure Statement. The Debtors propose a December 9, 2010, hearing to consider adequacy of Disclosure Statement. 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 implementation of the Plan will address these components: (i) Plan funding; (ii) management of the property; (iii) the cure of the Debtor's default under the 4th Walnut note; (iv) the extension of the monthly installments of principal and interest under the 4th Walnut note, for an additional five years; and (v) the refinance of the property to pay allowed secured claim of 4th Walnut on or before March 1, 2016. Subject to the Plan being confirmed, 400 Walnut and Turchi, Inc. , will place into a reserve account to be established by the Disbursing Agent cash sufficient to make payments required on the Effective Date to the classes as set forth in the Plan. Under the Plan, Reorganized 400 Walnut will have sufficient funds to make all necessary payments and to continue operations. Unsecured creditors affiliated with 400 Walnut will receive a cash flow note, without interest that will provide for no payments until all secured creditors and administrative claimants are paid. The current equity holders will retain their interests in the Debtor. A full-text copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/400Walnut_DS.pdf About 400 Walnut Philadelphia, Pennsylvania-based 400 Walnut Associates, L.P., filed for Chapter 11 bankruptcy protection on July 23, 2010 (Bankr. E.D. Pa. Case No. 10-16094). Aris J. Karalis, Esq., and Robert W. Seitzer, Esq., at Maschmeyer Karalis P.C., represent the Debtor. The Company estimated assets and debts at $10 million to $50 million in its Chapter 11 petition. Affiliates 23S23 Construction, Inc. (Bankr. E.D. Pa. Case No. 09- 12652) and Carriage House Condominiums, LP (Case No. 09-12647) filed separate Chapter 11 petitions in April 2009. 400 WALNUT: Wants April 20 Plan Exclusivity Extension ----------------------------------------------------- 400 Walnut Associates, L.P., asks the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to extend its exclusive periods to file and solicit acceptances for the proposed Plan of Reorganization until February 19, 2011, and April 20, respectively. The Debtor have already filed a proposed Chapter 11 Plan of Reorganization. The Debtor will begin soliciting votes on the Plan following approval of the adequacy of the information in the explanatory Disclosure Statement. The Debtor relates that it needs more time to discuss Plan support with its creditors, including 4th Walnut Associates, L.P. To date, 4th Walnut has not responded nor supported the Debtor's efforts to reorganize its affairs. Philadelphia, Pennsylvania-based 400 Walnut Associates, L.P., filed for Chapter 11 bankruptcy protection on July 23, 2010 (Bankr. E.D. Pa. Case No. 10-16094). Aris J. Karalis, Esq., and Robert W. Seitzer, Esq., at Maschmeyer Karalis P.C., assists the Debtor in its restructuring effort. The Company estimated its assets and debts at $10 million to $50 million. Affiliates 23S23 Construction, Inc., (Case No. 09-12652) and Carriage House Condominiums, LP (Case No. 09-12647) filed separate Chapter 11 petition in April 2009. ALFREDO CASAS: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Joint Debtors: Alfredo Casas Sonia Casas 3846 Tina Place Stockton, CA 95215 Bankruptcy Case No.: 10-49025 Chapter 11 Petition Date: November 1, 2010 Court: United States Bankruptcy Court Eastern District of California (Sacramento) Judge: Thomas Holman Debtor's Counsel: Mark J. Hannon, Esq. 1114 W Fremont St Stockton, CA 95203-2622 Tel: (209) 942-2229 E-mail: markjhannon@yahoo.com Scheduled Assets: $742,655 Scheduled Debts: $1,670,188 A list of the Joint Debtors' 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/caeb10-49025.pdf ALI MANTEGHI: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Ali A. Manteghi 4500 Mandrake Ct Plano, TX 75093 Bankruptcy Case No.: 10-43851 Chapter 11 Petition Date: November 1, 2010 Court: United States Bankruptcy Court Eastern District of Texas (Sherman) Debtor's Counsel: Mark A. Weisbart, Esq. THE LAW OFFICES OF MARK A. WEISBART 12770 Coit Road, Suite 541 Dallas, TX 75251 Tel: (972) 628-3694 Fax: (972) 628-3687 E-mail: weisbartm@earthlink.net Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Debtor's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/txeb10-43851.pdf AMERICAN INT'L: Steve Miller to Take Over if Benmosche Quits ------------------------------------------------------------ American International Group Inc.'s board of directors unanimously voted to keep Benmosche, president and chief executive officer of AIG, as CEO until AIG completed repayment of its taxpayer obligations, expected to be sometime in 2012. "We are committed to management continuity and ensuring that we have established appropriate, orderly succession plans," AIG said in a statement. "Given the effectiveness of Bob's leadership, his commitment to his role, and the strength of the AIG management team, the Board remains comfortable with its current succession planning timetable," the statement added. AIG, however said that in light of "the news of Bob's health condition," it held a meeting to review its succession planning process. AIG stated, "While Bob continues to perform his job very well, and we have no reason to expect otherwise going forward, we determined on the basis of prudence the following: * In the event that Bob would become unwilling or unable to continue to effectively serve in his current role, our Chairman, Steve Miller, would step in as interim CEO of AIG for as long as it takes to identify and select a long-term replacement for Bob. * The Board intends to review its selection criteria for the next CEO and will continue to discuss succession planning. The choice of a long term successor to the CEO will include a fair evaluation of internal candidates as well as external candidates. The process would then be concluded when, over the next two years, it is appropriate to name Bob's eventual successor." About AIG American International Group, Inc. -- http://www.aig.com/-- is an international insurance organization with operations in more than 130 countries and jurisdictions. AIG companies serve commercial, institutional and individual customers through one of the most extensive worldwide property-casualty networks of any insurer. In addition, AIG companies are leading providers of life insurance and retirement services around the world. AIG common stock is listed on the New York Stock Exchange, as well as the stock exchanges in Ireland and Tokyo. In September 2008, AIG experienced a liquidity crunch when its credit ratings were downgraded below "AA" levels by Standard & Poor's, Moody's Investors Service and Fitch Ratings. AIG almost collapsed under the weight of bad bets it made insuring mortgage- backed securities. The Company, however, was bailed out by the Federal Reserve, but even after an initial infusion of $85 billion, losses continued to grow. The later rescue packages brought the total to $182 billion, making it the biggest federal bailout in U.S. history. AIG has been working to protect and enhance the value of its key businesses, execute an orderly asset disposition plan, and position itself for the future. AIG has sold a number of its subsidiaries and other assets to pay down loans received from the U.S. government, and continues to seek buyers of its assets. ANGIOTECH PHARMA: Sub. Noteholders Sign Inks Recapitalization Deal ------------------------------------------------------------------ Angiotech Pharmaceuticals Inc. has 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. "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." 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 issued and outstanding at the completion of the recapitalization transaction, subject to potential dilution. A full-text copy of the Recapitalization Support Agreement is available for free at http://ResearchArchives.com/t/s?6da9 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. Moody's Investors Service downgraded the probability of default rating of Angiotech Pharmaceuticals, Inc., to Ca/LD from Ca and affirmed the Corporate Family Rating at Ca. The company's other existing debt ratings were affirmed. The outlook is developing. ARIZONA CHEMICALS: Moody's Assigns 'B1' Corporate Family Rating --------------------------------------------------------------- Moody's Investors Service assigned ratings to Arizona Chemicals Holdings Corporation, a specialty chemical manufacturer, for its recapitalization in connection with American Securities LLC's definitive agreement to acquire ACHC from Rhone Capital LLC's. The total transaction consideration is estimated to be just over $790 million including fees and expenses. The acquisition is expected to be financed with aggregate proceeds of $470 million from a first lien term loan facility issued by AZ Chem US Inc. an indirect subsidiary of ACHC, and about $320 million of an equity contribution consisting of approximately $240 million in cash from AmSec and approximately $80 million of rollover equity from remaining owners. The existing ratings for AZ Chem Sweden Holdings AB and the ratings for its subsidiaries were raised one notch. The rating outlooks are stable. Moody's assigned these ratings to: Arizona Chemicals Holdings Corporation -- Corporate family rating, B1 -- Probability of default rating, B1 AZ Chem US Inc. (New) -- $50 million Senior Sec Revolver due 2015, B1 (LGD 3, 47%) -- $470 million 1st lien Senior Secured Term Loan due 2016, B1 (LGD 3, 47%) Ratings raised and to be withdrawn at closing AZ Chem Sweden Holdings AB -- Corporate family rating, to B1 from B2 -- Probability of default rating, to B1 from B2 AZ Chem US Inc. -- $50 million guaranteed First Lien Revolving Credit Facility due 2012, to Ba3 LGD 3, 32% from B1 (LGD 3, 33%) -- $140 million First Lien Term Loan due 2013, to Ba3 LGD 3, 32% from B1 (LGD 3, 33%) -- $136 million Second Lien Term Loan due 2014, to B3 LGD 5, 76% from Caa1 (LGD 5, 79%) AZ Chem Sweden AB -- $100 million equivalent Euro First Lien Term Loan due 2013, to Ba3 LGD 3, 32% from B1 (LGD 3, 33%) The ratings are subject to the review of executed documents. Ratings Rationale The B1 corporate family rating assigned to ACHC is constrained by weak pro forma credit metrics. On a pro forma basis Moody's expects at December 31, 2011, debt to EBITDA (excluding non- recurring items and reflecting Moody's standard analytical adjustments) will approach 3.9 times and EBITDA to Interest will be about 3.7 times. Moody's expects pro forma free cash flow to debt of about 9% in the fiscal year ending December 31, 2011. Other factors constraining the ratings include (1) the small revenue base of Arizona and reliance on a single primary business - crude tall oil based products, (2) difficult operating performance in 2008 due in part to unusual one-time items, and (3) the narrow financial disclosure, going forward, provided by an issuer with non-SEC filings. An additional concern is the desire to see a longer track record of sustainable margin improvement. Margins have improved markedly due to cost cutting initiatives, customer mix improvements, and currently favorable market conditions in competitive chemistries. Often margins can be pressured as competitors and customers react to higher price points which may result in the need to share productivity gains to maintain volumes. The key factors supporting the B1 corporate family rating are the company's market positions, geographic diversification, and long- lived customer and supplier relationships. In addition, the ratings are further aided by high barriers to entry, adequate operating margins and a strong relationship with International Paper -- a key raw material provider. The stable ratings outlook anticipates modest overall revenue growth and relative operating margin stability driven primarily by productivity initiatives and the benefits of cost rationalization. The stable outlook reflects Moody's expectation that ACHC will generate modest amounts of free cash flow over the next two years and be unable to meaningfully reduce leverage. However, the outlook also assumes that ACHC will be able to maintain shares in key end-markets and successfully avoid any material margin erosion. The rating currently has limited upside due to the high leverage from the recapitalization. An upward revision to the rating could be considered once the company develops a successful track record of margin stability over 4-8 quarters and demonstrates improved credit metrics. The rating could be pressured if EBITDA margins were to fall below 8% and free cash flow too debt were to fall below 4% Headquartered in Jacksonville - Florida, AZ Chem US Inc. is a global leader in the production and sales of pine based specialty chemicals. Estimated revenue for the LTM period ended September 30, 2010, was over $846 million. ASARCO LLC: Plan Admin. Wants Arthur Andersen Claim Denied ---------------------------------------------------------- Mark A. Roberts, in his capacity as Plan Administrator, asks Judge Schmidt to disallow and extinguish Claim No. 3511 filed by Arthur Andersen, LLP. Under the Claim, Arthur Andersen seeks allowance of a general unsecured claim in an unliquidated amount based on an alleged prepetition agreement for certain tax preparation services associated with the carryback of net operating losses related to specified liability losses under Section 172(F) of the Internal Revenue Code. The Prepetition Agreement provided, in pertinent part, that the amount of interest recovered or credited to the company as a result of the 10-year carryback provision will be calculated similar to the tax on a "with and without" basis. That is, the amount of interest recovered or credited would be compared with the hypothetical amount of interest that would have been recovered if the 10-year carryback provisions had not been applied. The Agreement was subsequently modified. Dion W. Hayes, Esq., at McGuirewoods LLP, in Richmond, Virginia, relates that to date, Arthur Andersen has not furnished a "with and without" analysis as required under the Agreement to determine the actual tax and interest savings attributable to application of the carryback provision. Hence, he asserts, Arthur Andersen failed to include supporting documentation with its proof of claim sufficient to constitute prima facie evidence of its validity. Without the analysis, ASARCO is unable to determine the amount due and owing to Arthur Andersen, and Arthur Andersen has not met its burden to prove ASARCO's liability for the Claim in any amount, Mr. Hayes contends. He adds that, to the extent any amount is due and owing, Section 502(b) of the Bankruptcy Code requires that Arthur Andersen's Claim be valued "as of the date of the filing of [ASARCO's chapter 11 petition]." A hearing will be held on November 19, 2010, to consider the Plan Administrator's objection. Responses A. Colorado School of Mines Colorado School of Mines, holder of Claim No. 18309, relates that it seeks to recover costs it incurred investigating and cleaning up environmental contamination caused by the Debtors and other potentially responsible parties at a former mining research center located in Golden, Colorado. According to the Colorado School of Mines, the contamination was caused by research materials brought to and left at the Site by multiple companies in the mining industry, including the Debtors, for experimentation and development of new technologies and products. The Debtors are liable under the Comprehensive Environmental Response, Compensation and Liability Act because they, or their predecessors, arranged for disposal or treatment of hazardous substances at the Site, James B. Holden, Esq., Senior Assistant Attorney General, in Denver, Colorado -- james.holden@state.co.us -- asserts. He points out that the Debtors are liable under CERCLA because they were owners and operators of a facility or facilities located at the Site at the time of disposal of hazardous substances at the Site. Colorado has incurred, and will continue to incur, response costs in excess of $10 million to clean up the contamination at the Site, Mr. Holden reveals. He adds, among other things, that Colorado is trying to remediate the Site to meet standards protective of human health or environment after being contaminated by the activities of Debtors. B. Tony A. Padilla In support of his Claim Nos. 17716, 18434 and 18563 and of his response to the Plan Administrator's objection to the Claims, Tony A. Padilla filed with the Court an exhibit containing the case, IUE-CWA v. Visteon Corporation (In re Visteon Corp.). He asserts that the case marks the first time that a Circuit Court of Appeals ruled against a bankrupt employer in its attempt to unilaterally terminate non-vested retiree welfare benefits. * * * In an order signed by Judge Schmidt, the Plan Administrator and Christopher F. Schultz agreed that Claim No. 18098 is allowed as a Class 3 General Unsecured Claim in the reduced amount of $8,000. All amounts asserted in the Claim in excess of the Allowed Amounts and any other claims that could be asserted in the Claim are disallowed and extinguished. The Court also directed the Plan Administrator to pay to the Claimant the Allowed Amount with no interest or other amounts no later than 10 days after the order becomes final. About Asarco LLC Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/-- is an integrated copper mining, smelting and refining company. Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent. ASARCO LLC filed for Chapter 11 protection on August 9, 2005 (Bankr. S.D. Tex. Case No. 05-21207). Attorneys at Baker Botts L.L.P., and Jordan, Hyden, Womble & Culbreth, P.C., represented the Debtor in its restructuring efforts. On December 9, 2009, Grupo Mexico, S.A.B., consummated the Chapter 11 plan that it sponsored for Asarco LLC. The Plan, which was confirmed both by the bankruptcy and district courts, reintegrated Asarco LLC back to parent Grupo Mexico concluding the four-year Chapter 11 proceeding. Bankruptcy Creditors' Service, Inc., publishes ASARCO Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by ASARCO LLC and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) ASARCO LLC: Plan Admin. Wants Barclays' Fees Considered Disputed ---------------------------------------------------------------- Counsel to the plan administrator for Asarco LLC, Dion W. Hayes, Esq., at McGuirewoods LLP, in Richmond, Virginia, wrote to the Bankruptcy Court, asserting concerns regarding a proposed order granting the final fee application of Barclays Capital Inc. for services rendered as financial advisor and investment banker to the Debtors. Barclays seeks payment of $12,441,774 in fees and $1,200,421 in expenses for the period from August 30, 2005, through December 9, 2009. Mr. Hayes, who represents Plan Administrator Mark A. Roberts, says he wants to notify the Court of the existence of a dispute with respect to the Proposed Order. He notes that Reorganized ASARCO LLC's counsel, Martin Brimmage, Esq., said at a hearing held on June 28, 2010, that ASARCO is going to withdraw the objection to the "final fee application at this time and not present any further argument on it." In ASARCO's amended supplemental brief addressing Barclays' Assignment Theory, however, ASARCO asserted that the Court has authority to order the disgorgement of Barclays' excess fees, Mr. Hayes points out. Because the Brief asks for disgorgement of certain of Barclays' fees, the Plan Administrator asserts that the Court should consider the (i) Fee Application to be subject of a dispute, and (ii) Proposed Order in conjunction with Barclays' Fee Enhancement Motion, which is fully tried, briefed and argued, and under advisement with the Court. Barclays Responds In response, Janet M. Weiss, Esq., at Gibson, Dunn & Crutcher LLP, in New York, tells Judge Schmidt that contrary to the Plan Administrator's assertion, Mr. Brimmage's statement was not merely an indication of an intent to withdraw the objection. She insists that Mr. Brimmage orally withdrew the objection and the Court acknowledged the withdrawal at that time. The Plan Administrator tries to confuse the issue by implying that ASARCO may have already reasserted the objection by its spurious request to disgorge Barclays' fees in ASARCO's improperly filed Brief filed two months after the withdrawal, Ms. Weiss asserts. The allegation is irrelevant because ASARCO could not have reasserted the objection in the Brief nor can the Plan Administrator reassert the objection now, she points out. Ms. Weiss further contends that further basis for ignoring the Plan Administrator's nonsensical request is that he never objected to the Final Fee Application, and he cites no authority for arguing on behalf of ASARCO. "The Plan Administrator's attempt to prevent payment of fees to which it never objected should not be countenanced," she says. About Asarco LLC Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/-- is an integrated copper mining, smelting and refining company. Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent. ASARCO LLC filed for Chapter 11 protection on August 9, 2005 (Bankr. S.D. Tex. Case No. 05-21207). Attorneys at Baker Botts L.L.P., and Jordan, Hyden, Womble & Culbreth, P.C., represented the Debtor in its restructuring efforts. On December 9, 2009, Grupo Mexico, S.A.B., consummated the Chapter 11 plan that it sponsored for Asarco LLC. The Plan, which was confirmed both by the bankruptcy and district courts, reintegrated Asarco LLC back to parent Grupo Mexico concluding the four-year Chapter 11 proceeding. Bankruptcy Creditors' Service, Inc., publishes ASARCO Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by ASARCO LLC and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) AUTOTRADER.COM: Kelly Blue Deal Won't Affect Moody's Ba3 Rating --------------------------------------------------------------- Moody's Investors Service said that AutoTrader.com, Inc.'s (Ba3 Corporate Family Rating) credit ratings and stable outlook unchanged following announced acquisition of Kelly Blue Book. According to the company, Kelly Blue Book is one of the most influential brands in the automotive industry as it provides vehicle buyers and sellers with new- and used-vehicle information, and therefore appears to be a good fit with AutoTrader.com's core operations and product offerings to auto dealers. Moody's expects that the company is considering its financing options for the acquisition. Considering the incremental debt and EBITDA contribution of both Kelly Blue Book and vAuto, if the company does not exceed 4.0x leverage (including Moody's standard adjustments) for a sustained period of time (the trigger that could put downward pressure on the rating), Moody's would not expect the transaction to negatively impact the company's credit rating. The Kelly Blue Book acquisition is expected to close by the end of the year. The last rating action on AutoTrader.com was on May 12, 2010, when Moody's assigned first time ratings to the company. AutoTrader.com's ratings were assigned by evaluating factors Moody's believe are relevant to the credit profile of the issuer, such as i) the business risk and competitive position of the company versus others within its industry, ii) the capital structure and financial risk of the company, iii) the projected performance of the company over the near to intermediate term, and iv) management's track record and tolerance for risk. These attributes were compared against other issuers both within and outside of AutoTrader.com's core industry and AutoTrader.com's ratings are believed to be comparable to those of other issuers of similar credit risk. AutoTrader.com, Inc., with its headquarters in Atlanta, GA, is the Internet's leading automotive classifieds marketplace and consumer information website. AutoTrader.com is controlled by Cox Enterprises, Inc. (Baa3 senior unsecured). AVIS BUDGET: Fitch Affirms Issuer Default Rating at 'B+' -------------------------------------------------------- Fitch Ratings has removed from Rating Watch Evolving and subsequently affirmed Avis Budget Group and its subsidiary's ratings: Avis Budget Group, Inc. -- Long-term Issuer Default Rating at 'B+'. Avis Budget Car Rental, LLC -- Long-term IDR at 'B+'; -- Senior secured debt at 'BB-/RR3'; -- Senior unsecured debt at 'B-/RR6'. The Rating Outlook is Stable Approximately $3.3 billion of debt is affected by these actions. The rating affirmation recognizes that ABG's operating trends have stabilized and downward pressure on EBITDA has eased. Additionally, concerns regarding funding, liquidity and refinancing risks have lessened over the past year. The company has extended debt maturities and has sufficient funding capacity to meet fleeting requirements over the next couple of years. The Stable Outlook reflects Fitch's expectation that ABG will continue to show gradual improvement in near-term operating performance, which corresponds with a modest economic recovery and improvement in airline travel and rental car demand as well as the company's continued efforts to lower costs by optimizing fleet utilization and operating efficiency. Fitch recognizes that ABG intends to continue to pursue a potential acquisition of Dollar Thrifty. Fitch believes the acquisition would clearly represent a complementary strategic fit to ABG's value-oriented Budget brand and may strengthen its market position in the U.S. rental car industry. Even so, the outcome of the transaction remains uncertain until a regulatory review has been completed and a definitive agreement with Dollar Thrifty is executed. Fitch will assess and incorporate the impact of the potential acquisition of Dollar Thrifty on AVIS' current ratings when the regulatory review has been completed and the subsequent intentions of both parties to proceed with the acquisition and terms of the transaction are disclosed. If terms of the transaction are not materially different from AVIS' most recent offer, the acquisition of Dollar Thrifty would not adversely affect current ratings and could result in positive rating momentum if ABG is able to demonstrate relatively soon after the merger that integration is proceeding well and that pro forma leverage targets are achievable. Notching of the senior secured rating relative to the IDR reflects collateral available to support repayment of the senior secured facilities combined with recovery value estimates in the used car market, particularly on values for Ford, General Motors, and Chrysler vehicles. It also includes an estimated recovery value for the trademark. A Recovery Rating of 'RR3'reflects above- average recovery prospects for the secured facilities. Notching of the unsecured rating below the IDR reflects ABG's significant reliance on secured funding, namely asset securitization, and the potential lack of unencumbered assets available to support repayment of unsecured debt in a distressed scenario. A Recovery Rating of 'RR6' for the unsecured notes indicates below-average recovery expectations. AWAL BANK: Administrator May Be Rethinking Chapter 11 Filing ------------------------------------------------------------ Bill Rochelle, the bankruptcy columnist for Bloomberg News, says that the administrator for Awal Bank BSC may be rethinking whether to pursue the Chapter 11 case begun Oct. 21. The bank first filed for bankruptcy protection under Chapter 15 of the U.S. Bankruptcy Code in 2009. Awal said it intended for the Chapter 11 case to have "very limited scope." Mr. Rochelle relates that at the first hearing held Oct. 26, the bankruptcy judge in Manhattan balked at the idea of having no creditors' committee, no lists of assets and debt, distributions made to creditors by the court in Bahrain, and payment to professionals without bankruptcy court approval. The judge said he might eventually give approval, though not without notice to creditors. The bank on November 4, according to Mr. Rochelle, said it is assessing "creditor views in relation to Chapter 11." Awal's administrator will later "determine whether to further pursue the Chapter 11 case," according to a statement. About Awal Bank Awal Bank BSC is a Bahrain lender owned by Saudi Arabian Saad Group. Awal Bank was principally an investment company that provides wholesale banking services in Bahrain including the acceptance of deposits and the making of loans. Awal Bank was taken into administration by the Central Bank of Bahrain on July 30, 2009, after defaulting on loans. U.S. lawyers for the bank said last year that under Bahrain law, Awal's administrator had two years to decide if the bank should liquidate or be returned to management and shareholders. Stewart Hey, Esq., at Charles Russell LLP, as external administrator of Awal Bank BSC, made a voluntary petition under Chapter 15 of the U.S. Bankruptcy Code for the bank (Bankr. S.D.N.Y. Case No. 09-15923) on Sept. 30, 2009, following the administration proceedings. Earlier this year, the bank began experiencing a liquidity squeeze, brought on in part, by the global economic crisis. The bank has ceased to operate as a going concern since it was place into administration. In the Chapter 15 petition, the bank estimated both assets and debts at more than $1 billion. Awal Bank filed a chapter 11 petition (Bankr. S.D.N.Y. Case No. 10-15518) in Manhattan on October 21, 2010. The Debtor estimated $50 million to $100 million and debts in excess of $1 billion as of the petition date. Awal filed the Chapter 11 petition because the ability to bring lawsuits is limited in Chapter 15. Awal needs Chapter 11 powers so that its administrator can sue in the U.S. to recover preferences and fraudulent transfers. AZ CHEM: S&P Affirms Corporate Credit Ratings at 'B' ---------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'B' corporate credit ratings on AZ Chem US and on its newly formed parent AZ Chem Intermediate Holdings Inc. (into which its current parent Arizona Chem Sweden Holdings AB is expected to be merged shortly after the transaction closes). The outlook is stable. At the same time, S&P removed all ratings on AZ Chem US and AZ Chem Intermediate from CreditWatch with positive implications, where they had been placed on May 18, 2010, following the company's announcement that it planned an IPO and would use proceeds to pay down debt. The CreditWatch placement also recognized a continuing improvement in operating performance and leverage-related credit metrics. In addition, S&P assigned a 'B+' issue-level rating and '2' recovery rating (indicating S&P's expectation for substantial recovery (70%-90%) in the event of a payment default) to a proposed $50 million first-lien senior secured revolving credit facility due 2015 and a $470 million term loan due 2016. S&P will withdraw existing issue-level ratings and recovery ratings on AZ Chem US's and Arizona Chemical Aktiebolag's debt following the successful completion of the proposed transaction and paydown of existing debt. The company will use proceeds from the proposed debt to refinance existing debt and to partly fund American Securities LLC's acquisition of 75% of AZ Chem's parent holding company from Rhone Capital LLC. Rhone Capital, along with International Paper Co. and management, will retain about 25% of the stake in the company. BLACK ELK: Moody's Assigns 'Caa2' Rating to $150 Mil. Notes ----------------------------------------------------------- Moody's Investors Service assigned a Caa2 first-time rating to Black Elk Energy Offshore Operations, LLC's proposed $150 million senior secured notes due 2015 and a Caa2 Corporate Family Rating. Proceeds from the note offering will be used to repay the company's existing indebtedness under its current revolving credit facility (which upon repayment will be terminated), to fund the Bureau of Ocean Energy Management, Regulation and Enforcement collateral requirements with respect to their portion of their plugging and abandonment obligations for the Nippon Properties acquisition, and to fund a portion of its planned capital expenditures for development and drilling in 2010 and 2011. The outlook is stable. Ratings Rationale "Within its niche strategy of exploiting end of life developments by the technical expertise of highly experienced managers, Moody's consider BEE to be a proficient firm that pursues a cogent exploitation strategy," commented Francis J. Messina, Moody's Vice-President/Senior Analyst. BEE's Caa2 CFR rating reflects the company's small size and scale of reserves and production; early stage of business formation; low portion of prove developed producing reserves, which totaled 43% at year-end 2009; and, substantial future development cost of its PUD and PDNP reserves relative to its size and scale. BEE's ratings are supported by seasoned management, positive production trends, a quality asset base, and a good opportunity to add new production. BEE has had a successful, but limited, track record of exploitation. Founded in 2007, the company has grown through three acquisitions, the third of which recently closed. BEE's year end 2010 average daily production is projected at 11.8 thousand barrels of oil equivalent, which is among the smallest E&P companies Moody's rates. The company's smaller scale and early stage business formation exhibits a higher level of risk as it executes on its growth strategy. Consequently, Moody's anticipates BEE will continue to be actively acquisitive and the Limited Liability structure adds to the risk. Additionally, BEE's Caa2 CFR rating reflects high financial leverage. Total debt plus future development costs (which includes the P&A expense) to proved developed reserves approaches $20.42/Boe, with an estimated reserve life at year-end 2010 of 3.6 years proved developed, approaching 4.5 years total proved. BEE will continue to need significant resources to develop its current PDNP and PUD reserves bookings estimated at 57% of total proved reserves. Moody's estimated BEE's FAS 69 total at approximately $241 million. After the notes sale, Moody's estimates that BEE's liquidity will approach $67.4 million. The company has indicated it is working with institutions to secure a credit facility. The proposed $150 million senior secured note offering will be used to repay outstanding borrowings, collateral requirements with respect to a portion their plugging and abandonment obligations for the Nippon Properties acquisition, and to fund a portion of its planned capital expenditures for development and drilling in 2010 and 2011. Should BEE secure a credit facility, Moody's anticipates the facility will be senior to the $150 million notes. At this time, there are limited covenant requirements. The stable outlook is based on an expectation that BEE restrains its capital expenditures to levels largely in line with its operating cash flows and cash total while achieving its production growth targets. The outlook could be changed to negative if spending were to materially exceed operating cash flow, production targets are not attained, or capital and operating costs exceed Moody's estimate. The rating could be downgraded if the company were to significantly increase debt through further property acquisitions and/or outspend its operating cash flows and raise leverage on PD reserves above its current range. The ratings for the senior notes reflect both the overall probability of default of the company, to which Moody's assigns a PDR of Caa2, and a loss given default of LGD 4, 59%. The Caa2 rating of the senior secured notes reflects its position in BEE's capital structure in accordance with Moody's Loss Given Default Methodology. Black Elk Energy Offshore Operations, LLC, is a Texas limited liability company based in Houston, Texas. Black Elk Energy Finance Corp. (co-borrower) is a Texas corporation and a wholly- owned subsidiary of Black Elk Energy Offshore Operations, LLC that has no material assets and was formed for the sole purpose of co- issuing some of the indebtedness of Black Elk Energy Offshore Operations, LLC, including the notes. BLACK ELK: S&P Assigns Corporate Credit Rating at 'B-' ------------------------------------------------------ Standard & Poor's Ratings Services assigned its preliminary 'B-' corporate credit rating to Houston-based E&P company Black Elk Energy Offshore Operations LLC. The outlook is negative. In addition, S&P assigned a preliminary 'B-' issue-level rating to Black Elk's proposed $150 million senior secured note offering due 2015. Black Elk Energy Finance Corp. will be a co-issuer on the notes. S&P assigned a preliminary '4' recovery rating on the notes, indicating expectations of average (30%-50%) recovery in the event of a default. The company plans to use the proceeds from the notes offering to repay borrowings under its existing revolving facility (which will be terminated at the close of the note offering), to help fund 2011 capital expenditures, and to collateralize surety bonds for the recently acquired properties from Nippon Oil Exploration U.S.A Ltd. Pro forma for the notes offering, Black Elk will have about $263 million in adjusted debt. "The ratings on Black Elk reflect the company's vulnerable business risk profile due to its small reserve and production base, very short reserve life, and an acquisitive growth strategy," said Standard & Poor's credit analyst Patrick Jeffrey. In addition, the ratings are based on the company's geographically concentrated reserves and production in the Gulf of Mexico region and in a highly cyclical, capital-intensive, and competitive industry. The ratings also reflect S&P's assessment that the company's liquidity is less-than-adequate liquidity because it will not have a revolving credit facility at the close of the note offering and may have to fund a portion of its capital expenditures with cash balances. The negative outlook reflects the company's limited near-term liquidity because it will not have a revolving credit facility at the closing of the transaction, as well as uncertainty about the operating environment in the Gulf of Mexico region over the next few months due to the Macondo oil spill. S&P would consider a downgrade if the company is not able to put a revolving credit facility in place and potential operating challenges in the Gulf of Mexico materially affects its liquidity. S&P would consider a stable outlook if the company is able to put a revolving credit facility in place, demonstrates stable operating performance, and maintains adequate liquidity as it addresses increased regulatory requirements in the Gulf of Mexico region. BURLINGTON COAT: Moody's Assigns 'B3' Rating to $1 Bil. Loan ------------------------------------------------------------ Moody's Investor Service assigned Burlington Coat Factory Warehouse Corp.'s proposed $1 billion senior secured term loan a B3 rating. All other ratings including the company's B3 Corporate Family Rating and SGL-3 Speculative Grade Liquidity Rating were affirmed. The rating outlook is stable. The $1 billion senior secured term loan due 2016 is part of a $1.5 billion refinancing announced by Burlington. The proceeds of the total $1.5 billion refinancing will be used to repay the company's $852.6 million term loan due 2013, $305 million senior unsecured notes due 2014, and the $99 million 14.5% holdco notes. The remaining proceeds will largely be used to finance a dividend to Burlington's equity owners. Ratings Rationale The affirmation of Burlington's B3 Corporate Family Rating reflects that its credit metrics will remain weak despite the improvement in operating performance made during the past year. The proposed debt-financed dividend will offset all the positive momentum in credit metrics. Pro forma for the proposed debt issuance, debt/EBITDA is 6.3 times and EBITA/interest is 1.3 times. The affirmation also considers that the proposed refinancing will eliminate scheduled debt maturities from now until the expiration of the $600 million asset based revolving credit facility in 2014. The B3 also incorporates Moody's view that the planned dividend is significant in size when compared to the owners' original $470 million equity investment and to the company's free cash flow generation. Additionally, the dividend comes at a time when the management team is in midst of executing ongoing strategic initiatives to further improve Burlington's operating performance. Other concerns include the company's second tier competitive position. Burlington is significantly smaller in terms of revenues and store count than the off-price industry's two largest competitors, TJX and Ross Stores. In addition, its operating margins and comparable store sales performance continue to lag its peers. The stable outlook reflects that the improved inventory management and cost reductions have led to improvements in Burlington Coat's operating performance that Moody's believes are sustainable. It also reflects Moody's opinion that operating performance will only modestly improve given Burlington Coat's second tier competitive position. Thus, credit metrics will remain weak over the next twelve months. The stable outlook also anticipates that Burlington will be able to maintain adequate liquidity. Rating assigned and subject to the review of final documentation: -- $1 billion senior secured term loan due 2016 at B3 (LGD 3, 44%) Ratings affirmed and LGD point estimates changed: -- Corporate Family Rating at B3 -- Probability of Default Rating at B3 -- $872 million senior secured term loan due 2013 at B3 (LGD 3, to 44% from 45%) -- 11.125% senior unsecured notes due 2014 at Caa1 (LGD 4, to 67% from 69%) -- Speculative Grade Liquidity rating at SGL-3 The ratings on the $872 million senior secured term loan and the 11.125% senior unsecured notes will be withdrawn upon their repayment. Ratings could be downgraded if Burlington's liquidity weakens, profitability deteriorates, or comparable store sales remain negative. Specifically, ratings could be downgraded if EBITDA less capital expenditures to interest expense approaches 1.0 time. An upgrade would require stability in comparable store sales and further improvements in operating margins. In addition, Burlington Coat would need to demonstrate sufficient cushion around its financial covenants and maintain adequate liquidity. Specifically, ratings could be upgraded if debt to EBITDA can be sustained below 6.0 times and EBITDA less capital expenditures to interest expense be sustained above 1.3 times. The last rating action for Burlington Coat was on January 27, 2010 when its Corporate Family Rating of B3 and stable outlook were affirmed. Burlington Coat Factory Warehouse Corp., headquartered in Burlington, NJ, is a nationwide off-price apparel retailer that operates 459 stores in 44 states and Puerto Rico. Revenues are about $3.6 billion. BXP 1 LLC: Gets OK to Hire Backenroth Frankel as Bankr. Counsel --------------------------------------------------------------- BXP 1 LLC sought and obtained authorization from the U.S. Bankruptcy Court for the Eastern District of New York to employ Backenroth Frankel & Krinsky, LLP, as bankruptcy counsel. BFK will: (a) provide the Debtor with legal counsel with respect to its powers and duties as a debtor-in-possession in the continued operation of its business and management of its property during the Chapter 11 case; (b) prepare applications, answers, orders, reports, and other legal documents which may be required in connection with the Chapter 11 case; (c) provide the Debtor with legal services with respect to formulating and negotiating a plan of reorganization with creditors; and (d) perform other legal services for the Debtor as may be required during the course of the Chapter 11 case, including but not limited to, the institution of actions against third parties, objections to claims, and the defense of actions which may be brought by third parties against the Debtor. BFK will be paid based on these rates: Paralegal $125 Scott A. Krinsky $425 Mark A. Frankel $485 Abraham J. Backenroth $550 Mark A. Frankel, Esq., a member at BFK, assured the Court that the firm is a "disinterested person" as that term defined in Section 101(14) of the Bankruptcy Code. Porter Ranch, California-based BXP 1 LLC filed for Chapter 11 bankruptcy protection on October 27, 2010 (Bankr. S.D.N.Y. Case No. 10-15608). According to its schedules, the Debtor disclosed $19,356,812 in total assets and $13,931,125 in total debts as of the Petition Date. BXP 1 LLC: Files Schedules of Assets & Liabilities -------------------------------------------------- BXP 1 LLC has filed with the U.S. Bankruptcy Court for the Southern District of New York its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ------ ----------- A. Real Property $17,900,000 B. Personal Property $1,456,812 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $13,706,545 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $224,580 ----------- ----------- TOTAL $19,356,812 $13,931,125 Porter Ranch, California-based BXP 1 LLC filed for Chapter 11 bankruptcy protection on October 27, 2010 (Bankr. S.D.N.Y. Case No. 10-15608). Backenroth Frankel & Krinsky, LLP, assists the Debtor in its restructuring effort. CCGI HOLDINGS: Moody's Retains 'B2' Rating on Senior Secured Loan ----------------------------------------------------------------- Moody's says the final change in the financing for CCGI Holdings Corporation does not affect the company's CFR or instrument ratings. However, given that there is a greater proportion of senior secured debt in the capital structure, the LGD point estimates for the senior secured debt have changed from B2 (LGD3- 33%) to B2 (LGD3-34%). The last rating announcement was on October 20, 2010, when Moody's upgraded CCGI Holding Corporation's senior secured facilities to B2 from B3. CCMS LLC: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------- Debtor: CCMS, LLC dba The Concord Group 292-294 Roosevelt Drive Seymour, CT 06483 Bankruptcy Case No.: 10-33321 Chapter 11 Petition Date: November 1, 2010 Court: United States Bankruptcy Court District of Connecticut (New Haven) Judge: Lorraine Murphy Weil Debtor's Counsel: Ira B. Charmoy, Esq. ZELDES NEEDLE & COOPER 1000 Lafayette Blvd. P.O. Box 1740 Bridgeport, CT 06601 Tel: (203) 333-9441 Fax: (203) 333-1489 E-mail: icharmoy@znclaw.com Scheduled Assets: $972,163 Scheduled Debts: $1,270,445 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/ctb10-33321.pdf The petition was signed by Paul V. Pontillo, member. CFRI/GREENLAW: Files New List of 20 Largest Unsecured Creditors --------------------------------------------------------------- CFRI/Greenlaw Dyer Road, LLC, has filed with the U.S. Bankruptcy Court for the Central District of California a new list of its 20 largest unsecured creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Southern California Edison Utility $64,693 P.O. Box 300 Rosemead, CA 91772-0001 Orange County Internet Sublessee Xchange (Debtor is lessor) $61,862 DEPT LA 22960 Pasadena, CA 91185-2960 Thomson Reuters, Inc Vendor $30,761 2422 Avenida de la Carlota Suite 330 Laguna Hills, CA 92653 Fire Protection Safety Vendor $8,143 Service Revenue Enhancement Vendor $1,640 Group City of Santa Ana Business License $1,396 Apeline Landscape Services, Vendor $1,394 Inc. Cal Protection Fire Safety Vendor $840 Services Prime Building, Inc. Vendor $825 Comet Lighting & Electric, Vendor $770 Inc. Fuentes Maintenance Vendor $420 TSCM Corporation Vendor $210 Able Building Maintenance Vendor $158 Co. Waste Management of Orange Vendor $116 County AT&T Corporation Vendor $32 About CFRI/Greenlaw Santa Ana, California-based CFRI/Greenlaw Dyer Road, LLC, filed for Chapter 11 bankruptcy protection on July 8, 2010 (Bankr. C.D. Calif. Case No. 10-19345). Howard J. Weg, Esq., David B. Shemano, Esq., and Lorie Ball, Esq., at Peitzman, Weg & Kempinsky LLP, in Los Angeles, represent the Debtor as counsel. The Company disclosed $30,101,904 in assets and $33,610,022 in liabilities. CHEMTURA CORP: Submits Technical Amendments to Chapter 11 Plan -------------------------------------------------------------- On October 21, 2010, the Bankruptcy Court for the Southern District of New York entered a Bench Decision on Confirmation approving confirmation of the joint chapter 11 plan of reorganization of Chemtura Corporation and 27 of its affiliated debtors and debtors in possession. According to a regulatory filing, on October 29, 2010, the Debtors filed technical amendments to the Plan and submitted to the Bankruptcy Court the proposed Findings of Fact, Conclusions of Law and Order Confirming the Joint Chapter 11 Plan of Chemtura Corporation, et al. The Proposed Confirmation Order provides, among other things, that the Distribution Record Date will apply to all distributions except those with respect to classes of holders of publicly traded debt or equity securities. With respect to classes of holders of publicly traded debt or equity securities, distributions pursuant to the Plan will be made on or as soon as practicable after the effective date of the Plan. The Company continues to take actions and work toward emerging from chapter 11 as soon as practicable. The effective date for the Plan has not yet been set. Further information regarding distributions to each class under the Plan will be provided after a confirmation order is issued by the Bankruptcy Court. A full-text copy of the Securities and Exchange filing is available for free at http://researcharchives.com/t/s?6dbd About Chemtura Corp. Based in Middlebury, Connecticut, Chemtura Corporation (CEM) -- http://www.chemtura.com/-- with 2008 sales of $3.5 billion, is a global manufacturer and marketer of specialty chemicals, crop protection products, and pool, spa and home care products. Chemtura Corporation and 26 of its U.S. affiliates filed voluntary petitions for relief under Chapter 11 on March 18, 2009 (Bankr. S.D.N.Y. Case No. 09-11233). M. Natasha Labovitz, Esq., at Kirkland & Ellis LLP, in New York, serves as bankruptcy counsel. Wolfblock LLP serves as the Debtors' special counsel. The Debtors' auditors and accountant are KPMG LLP; their investment bankers are Lazard Freres & Co.; their strategic communications advisors are Joele Frank, Wilkinson Brimmer Katcher; their business advisors are Alvarez & Marsal LLC and Ray Dombrowski serves as their chief restructuring officer; and their claims and noticing agent is Kurtzman Carson Consultants LLC. As of December 31, 2008, the Debtors had total assets of $3.06 billion and total debts of $1.02 billion. CLAIRE'S STORES: Bank Debt Trades at 11% Off in Secondary Market ---------------------------------------------------------------- Participations in a syndicated loan under which Claire's Stores, Inc., is a borrower traded in the secondary market at 89.31 cents- on-the-dollar during the week ended Friday, November 5, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 1.11 percentage points from the previous week, The Journal relates. The Company pays 275 basis points above LIBOR to borrow under the facility. The bank loan matures on May 29, 2014, and carries Moody's Caa2 rating and Standard & Poor's B- rating. The loan is one of the biggest gainers and losers among 198 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. Claire's Stores, Inc. -- http://www.clairestores.com/-- operates as a specialty retailer of fashion accessories and jewelry for preteens and teenagers, as well as for young adults in North America and internationally. It offers jewelry products that comprise costume jewelry, earrings, and ear piercing services; and accessories, including fashion accessories, hair ornaments, handbags, and novelty items. Based in Pembroke Pines, Florida, Claire's Stores operates under two brands: Claire's(R), which operates worldwide and Icing(R), which operates only in North America. As of January 31, 2009, Claire's Stores, Inc., operated 2,969 stores in North America and Europe. Claire's Stores, Inc., also operates through its subsidiary, Claire's Nippon, Co., Ltd., 213 stores in Japan as a 50:50 joint venture with AEON, Co., Ltd. The Company also franchises 198 stores in the Middle East, Turkey, Russia, South Africa, Poland and Guatemala. The Company's balance sheet at July 31, 2010, showed $2.76 billion in total assets, $2.641 billion in total liabilities, and a stockholders' deficit of $62.33 million The Company incurred a net loss of $8.34 million in the three months ended July 31, 2010, compared with a net loss of $3.73 million in the three months ended August 1, 2009. CLEARWIRE CORP: Posts $565MM Loss, Notes of Going Concern Doubt --------------------------------------------------------------- Clearwire Corporation filed its quarterly report on Form 10-Q, reporting a net loss of $564.6 million on $147.0 million of revenue for the three months ended September 30, 2010, compared with a net loss of $305.4 million on $68.8 million of revenue for the same period last year. During the first nine months of fiscal 2010, the Company incurred $1.55 billion of net losses, as compared to $829.9 million of net losses for the comparable period last year. Revenue for the first nine months of fiscal 2010 was $376.2 million, compared to revenue of $194.5 million for the first nine months of fiscal 2009. The Company's balance sheet at September 30, 2010, showed $10.52 billion in total assets, $3.90 billion in total liabilities, and stockholders' equity of $6.62 billion. "Based on our current projections, we do not expect our available cash and short-term investments to be sufficient to cover our estimated liquidity needs for the next twelve months. Without additional financing sources, we forecast that our cash and short- term investments would be depleted as early as the middle of 2011. Thus, we will be required to raise additional capital in the near- term in order to continue operations. Further, we also need to raise substantial additional capital over the long-term to fully implement our business plans," Clearwire said in the filing. "Our expected continued losses from operations and the uncertainty about our ability to obtain sufficient additional capital raise substantial doubt about our ability to continue as a going concern." A complete text of the Form 10-Q is available for free at: http://researcharchives.com/t/s?6d83 About Clearwire Corporation Kirkland, Wash.-based Clearwire Corporation (NASDAQ: CLWR) -- http://www.clearwire.com/-- through its operating subsidiaries, is a leading provider of wireless broadband services. The Company is the first mobile broadband service provider to launch a 4G mobile broadband network in the United States based on the 802.16e standard, which the Company refers to as mobile Worldwide Interoperability for Microwave Access, or WiMAX. The mobile WiMAX standard facilitates fourth generation wireless services, which are commonly referred to in the wireless industry as 4G mobile broadband services. CLOVERLEAF ENTERPRISES: Chapter 11 Trustee Takes Over ----------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Judge Paul Mannes in Greenbelt, Maryland, ordered the appointment of a Chapter 11 trustee for Cloverleaf Enterprises Inc., owner of the Rosecroft Raceway track. The U.S. Trustee named James J. Murphy to serve as Cloverleaf's trustee. Mr. Murphy has 30 years' experience in horse racing, according to the U.S. Trustee. According to the report, the U.S. Trustee, an official of the Justice Department, sought either conversion of the case to liquidation in Chapter 7 or the appointment of a trustee in Chapter 11. The U.S. Trustee said Cloverleaf's Rosecroft Raceway track halted operations in July and lost its racing license. In April, Judge Mannes denied a motion to sell the assets, saying the sale "primarily benefits" the track's sole shareholder. Cloverleaf Enterprises Inc. -- http://www.rosecroft.com/-- owns the Rosecroft Raceway, a harness track in Fort Washington, Maryland. The Company filed for Chapter 11 protection (Bankr. D. Md. Case No. 09-20056) on June 3, 2009, represented by Nelson C. Cohen, Esq., at Zuckerman Spaeder LLP in Washington, D.C. The Company estimated $10 million to $50 million in assets and $1 million to $10 million in debts in its Chapter 11 petition. The Company's operations were halted in June 2010. COLONIAL BANCGROUP: Discloses Possible Stake in CBG Florida ----------------------------------------------------------- On November 3, 2010, The Colonial Bancgroup, Inc., filed with the U.S. Bankruptcy Court for the Middle District of Alabama, Northern Division, a Notice of Filing of Third Amendment to Schedule B - Personal Property (the Third Amendment) in which the Company (i) deleted the Attachment to Schedule B - Item 13, as amended [Doc. No. 655, pg. 2], in its entirety, and substituted in lieu thereof the amended Item 13 for the purpose of providing information regarding the Company's possible ownership interest in CBG Florida REIT Corp., and (ii) deleted the Attachment to Schedule B - Item 21, as amended [Doc. No. 854, pgs. 2-5], in its entirety, and substituted in lieu thereof the amended Item 21 for the purpose of providing an update regarding the Company's recent tax filings and information regarding the Company's possible claims arising out of the disposition of the preferred securities of CBG Florida REIT Corp. A complete text of the Third Amendment is available for free at: http://researcharchives.com/t/s?6d86 About The Colonial BancGroup Headquartered in Montgomery, Alabama, The Colonial BancGroup, Inc., (NYSE: CNB) owned Colonial Bank, N.A, its banking subsidiary. Colonial Bank -- http://www.colonialbank.com/-- operated 354 branches in Florida, Alabama, Georgia, Nevada and Texas with over $26 billion in assets. On August 14, 2009, Colonial Bank was seized by regulators and the Federal Deposit Insurance Corporation was named receiver. The FDIC sold most of the assets to Branch Banking and Trust, Winston-Salem, North Carolina. BB&T acquired $22 billion in assets and assumed $20 billion in deposits of the Bank. The Colonial BancGroup filed for Chapter 11 bankruptcy protection (Bankr. M.D. Ala. Case No. 09-32303) on August 25, 2009. W. Clark Watson, Esq., at Balch & Bingham LLP, and Rufus T. Dorsey IV, Esq., at Parker Hudson Rainer & Dobbs LLP, assist the Debtor in its restructuring effort. In its schedules, the Debtor disclosed $45 million in total assets and $380 million in total liabilities as of the Petition Date. COMMERCE PARK ASSOC. 2: Voluntary Chapter 11 Case Summary --------------------------------------------------------- Debtor: Commerce Park Associates 2, LLC 207 Quaker Lane, Suite 300 West Warwick, RI 02893 Bankruptcy Case No.: 10-14635 Chapter 11 Petition Date: November 2, 2010 Court: United States Bankruptcy Court District of Rhode Island (Providence) Debtor's Counsel: Richard Riendeau, Esq. 207 Quaker Lane, Suite 300 West Warwick, RI 02893 Tel: (401) 828-3500 Estimated Assets: $1,000,001 to $100,000,000 Estimated Debts: $1,000,001 to $100,000,000 The Debtor did not file a list of its largest unsecured creditors together with its petition. The petition was signed by Melissa A. Faria, manager. COMMERCE PARK ASSOC. 6: Voluntary Chapter 11 Case Summary --------------------------------------------------------- Debtor: Commerce Park Associates 6, LLC 207 Quaker Lane, Suite 300 West Warwick, RI 02893 Bankruptcy Case No.: 10-14636 Chapter 11 Petition Date: November 2, 2010 Court: United States Bankruptcy Court District of Rhode Island (Providence) Debtor's Counsel: Richard Riendeau, Esq. 207 Quaker Lane, Suite 300 West Warwick, RI 02893 Tel: (401) 828-3500 Estimated Assets: $1,000,001 to $100,000,000 Estimated Debts: $1,000,001 to $100,000,000 The Debtor did not file a list of its largest unsecured creditors together with its petition. The petition was signed by Melissa A. Faria, manager. CRICKET COMMUNICATIONS: Moody's Puts B3 Rating on $1.2 Bil. Notes ----------------------------------------------------------------- Moody's has assigned a B3 rating to Cricket Communications, Inc.'s new $1.2 billion senior unsecured note offering scheduled to mature on October 15, 2020. Cricket is a wholly-owned subsidiary of Leap Wireless International, Inc. The proceeds will be used to tender for the $1.1 billion outstanding principal amount of the company's 9.375% unsecured senior notes due in 2014, and for general corporate purposes. The outlook on Leap is negative. Leap Wireless International, Inc. -- Corporate Family Rating - B2 -- Probability of Default Rating - B2 -- Sr. Unsec. Conv. Notes, 4.5% due 7/2014 - aa1, LGD-6 (95%) -- SGL / Short-Term Rating - SGL-1 -- Outlook - Negative Cricket Communications, Inc. -- Sr. Secured Notes, 7.75% 5/2016 - Ba2, LGD-2 (15%) -- Sr. Unsec. Notes, 10%, 7/2015. - B3, LGD-4 (67%) -- Sr. Unsec. Notes, 9.375%, 7/2014 - B3, LGD-4 (67%) -- Sr. Unsec. Notes, (new) 2020 - B3, LGD-4 (67%) Ratings Rationale The new notes are rated B3 (LGD-4, 67%), one notch below the company's B2 CFR due to their subordination to Cricket's existing $1.1b senior secured notes (rated Ba2, LGD-2) due in 2016. The B2 Corporate Family Rating derives support from a strong liquidity profile and the company's valuable spectrum assets. Nevertheless, Moody's is concerned that Leap's financial and operating performance have deteriorated recently as intense competition, market saturation and operational missteps have resulted in subscriber losses and a rapid deceleration of revenue growth. During the second and third quarters of this year, the Company's operating performance has fallen well short of Moody's expectations and Moody's no longer expect the Company to turn free cash flow positive in the second half of 2010. Moody's Senior Vice President Dennis Saputo comments, "Leap finds itself in a challenging position with declining gross adds, high churn and little to no market pricing power." Leap's subscriber growth has slowed and Moody's estimates that net adds for FY'10 will be less than 300,000, a steep drop from 942,000 in FY'08 and 1,124,000 in FY'09. ARPU (average revenue per user) has followed the negative trend and has weakened margins. "This combination of forces is likely to cause a material deterioration in Leap's credit profile if current trends do not reverse," Saputo added. Specifically, Moody's is concerned that ARPU will continue to weaken while churn remains elevated. Leap's countermeasures include promoting its "All-In-Monthly" service plans, eliminating reactivation and other fees, up-selling higher priced data plans, expanding its selection of smartphones, accessing a broader market via "Big-Box" stores and offering nation-wide coverage. If these initiatives are unsuccessful and churn remains high, the resulting weak cash flows will be insufficient to fund the company's current LTE network upgrade plan (which is scheduled to be substantially completed in early 2013) and could cause Debt to EBITDA to increase to above 6.0 times. Although Leap's 3G network will remain active for several years, Moody's believe that a 4G network such as LTE will be needed to compete for customers who increasingly demand data services and Leap has indicated it plans to provide this capability broadly during 2012. While Moody's do believe that a wholesale partnerships for 4G services may be an effective stop-gap for Leap should it choose to limit its capital spending to conserve cash, Moody's also view the wholesale model as having little economic benefit for the non-facilities-based carrier who leases capacity. The two most important factors that will influence Leap's future cash flows are churn and ARPU. If current trends continue, the rating will likely face downward pressure in the near term, barring any changes in the current growth profile or revenue/EBITDA model. Specifically, if churn remains above 4.5% and ARPU stays below $37 the rating will be at risk. Management believes that it can alter the current trajectory for both these metrics and that they have taken the appropriate steps to do so during the second half of 2010. Moody's last rating action for Leap Wireless International, Inc., was on November 3, 2010, when Moody's changed the company's outlook to negative from stable. Leap Wireless International Inc. is a regional U.S. wireless operator offering an unlimited service for a flat monthly fee to about 5.4 million subscribers in 35 states and the District of Columbia, through Cricket Communications, Inc. ("Cricket") and its operating subsidiaries. The company is headquartered in San Diego, CA. CUMULUS MEDIA: Bank Debt Trades at 8% Off in Secondary Market ------------------------------------------------------------- Participations in a syndicated loan under which Cumulus Media Inc. is a borrower traded in the secondary market at 91.70 cents-on- the-dollar during the week ended Friday, November 5, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 1.03 percentage points from the previous week, The Journal relates. The Company pays 175 basis points above LIBOR to borrow under the facility. The bank loan matures on June 11, 2014, and carries Moody's Caa1 rating and Standard & Poor's B-rating. The loan is one of the biggest gainers and losers among 198 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Cumulus Media Based in Atlanta, Georgia, Cumulus Media Inc. (NASDAQ: CMLS) -- http://www.cumulus.com/-- is the second largest radio broadcaster in the United States based on station count, controlling 350 radio stations in 68 U.S. media markets. In combination with its affiliate, Cumulus Media Partners, LLC, the Company believes it is the fourth largest radio broadcast company in the United States when based on net revenues. Cumulus Media Inc.'s balance sheet at June 30, 2010, showed $324.1 million in total assets, $683.6 million in total liabilities, and a $359.5 million stockholders' deficit. Cumulus Media carries a 'Caa1' corporate family rating, and 'Caa2' probability-of-default rating from Moody's Investors Service. CUMULIS MEDIA: Posts $9.73 Million Net Income in Sept. 30 Quarter ----------------------------------------------------------------- Cumulus Media Inc. reported financial results for the three and nine months ended September 30, 2010. The Company reported net income of $9.73 million on $67.45 million of net revenues for the three months ended Sept. 30, 2010, compared with a net loss of $143.99 million on $65.13 million of net revenues for the same period a year ago. The Company's balance sheet at Sept. 30, 2010, showed $324.06 million in total assets, $673.31 million in total liabilities, and a stockholder's deficit of $349.25 million. Net revenues for the three months ended September 30, 2010 increased $2.3 million to $67.4 million compared to $65.1 million for the three months ended September 30, 2009, primarily due to an increase in revenue from national accounts, political revenue generated by mid-term elections, and increases in internet related revenues. The Company believes that continued incremental growth in advertising revenue throughout the fourth quarter of 2010 will be driven primarily by increases in national revenue and cyclical political spending. Lew Dickey, Chairman & CEO stated, "We continue to innovate the radio business model to achieve industry leading EBITDA growth. Our technology platform is driving increased efficiencies as our LTM EBITDA margins improved 100 bps to 31%. Our management systems are directing scores of new sellers generating thousands of new advertisers across our platform while keeping cost of sales in check. Our low cost of capital and expanding margins combine to enable us to generate considerable free cash flow to accelerate our de-leveraging." A full-text copy of the earnings release is available for free at http://ResearchArchives.com/t/s?6d80 A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6d81 About Cumulus Media Based in Atlanta, Georgia, Cumulus Media Inc. (NASDAQ: CMLS) -- http://www.cumulus.com/-- is the second largest radio broadcaster in the United States based on station count, controlling 350 radio stations in 68 U.S. media markets. In combination with its affiliate, Cumulus Media Partners, LLC, the Company believes it is the fourth largest radio broadcast company in the United States when based on net revenues. Cumulus Media carries a 'Caa1' corporate family rating, and 'Caa2' probability-of-default rating from Moody's Investors Service. DAUFUSKIE ISLAND: Sells Two S.C. Properties for $4.6 Million ------------------------------------------------------------ American Bankruptcy Institute reports that Daufuskie Island Properties LLC has sold off two pieces of its South Carolina property for a combined $4.6 million in credit bids. Based in Hilton Head Island, South Carolina, Daufuskie Island Properties LLC -- http://www.daufuskieislandresort.com/-- operated the Daufuskie Island Resort & Breathe Spa. The company is owned by Gayle and Bill Dixon, a San Francisco Bay area couple. Daufuskie Island Properties sought Chapter 11 protection (Bankr. D. S.C. Case No. 09-00389) on Jan. 20, 2009. As reported in the Troubled Company Reporter on Jan. 19, 2010, the resort property was sold for $49.5 million to Montauk Resorts LLC, and the sale proceeds will be distributed to creditors pursuant to a liquidating Chapter 11 plan by the Chapter 11 Trustee. DBSI INC: GigOptix Transfers Shares to Liquidating Trustee ---------------------------------------------------------- GigOptix, Inc. disclosed that approximately 1.7 million shares and warrants to purchase an additional 660,473 shares, at a weighted average exercise price of $32.35, of GigOptix Common Stock, formerly held by Stellar Technologies LLC and iTerra Communications LLC, have been transferred to the DBSI Liquidating Trust under a plan of liquidation confirmed by the United States Bankruptcy Court for the District of Delaware that became effective on October 29, 2010. The shares remain subject to a lock up agreement through December 27, 2010. "We view the confirmation of the plan of liquidation in the DBSI, Inc. bankruptcy proceeding to be a positive development," commented Dr. Avi Katz, Chief Executive Officer and Chair of the Board of GigOptix. "There is now greater clarity in regards to the ownership and control of these shares. We have already begun a dialogue with the trustee with a goal of serving the objectives of the liquidating trust, GigOptix and our shareholders." About GigOptix, Inc. GigOptix is a leading supplier of high performance electronic and electro-optic components that enable next generation 40G and 100G fiber-optic telecommunications and data-communications networks. The Company offers a broad portfolio of high speed electronic devices including polymer electro-optic modulators, modulator drivers, laser drivers and receiver amplifiers for telecom, datacom, Infiniband and consumer optical systems, covering serial and parallel communication technologies from 1G to 100G. GigOptix also offers the widest range of mixed-signal and RF ASIC solutions in the market including Standard Cell, Hybrid and Structured ASICs targeting the Consumer, Industrial, Defense & Avionics industries. 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. DIANE KING: Case Summary & 6 Largest Unsecured Creditors -------------------------------------------------------- Debtor: Diane R. King 1141 E. Bay Shore Drive Virginia Beach, VA 23451 Bankruptcy Case No.: 10-75208 Chapter 11 Petition Date: November 1, 2010 Court: United States Bankruptcy Court Eastern District of Virginia (Norfolk) Judge: Frank J. Santoro Debtor's Counsel: John M. Ryan, Jr., Esq. CROWLEY, LIBERATORE, & RYAN, P.C. 1435 Crossways Boulevard, Suite 300 Chesapeake, VA 23320 Tel: (757) 333-4500 Fax: (757) 333-4501 E-mail: jryan@mclfirm.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 tp $10,000,000 A list of the Debtor's six largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/vaeb10-75208.pdf DYNEGY INC: FERC Approves Blackstone Group Acquisition ------------------------------------------------------ Dynegy Inc. said that the Federal Energy Regulatory Commission has approved the joint application of Dynegy and an affiliate of The Blackstone Group L.P. relating to the acquisition of Dynegy by an affiliate of The Blackstone Group L.P. In addition, the FERC order, dated October 29, 2010, approved the joint application of an affiliate of The Blackstone Group L.P. and NRG Energy for the acquisition by NRG of three Dynegy power generation facilities operating in California and one in Maine, which will occur concurrent with the completion of the acquisition of Dynegy by an affiliate of The Blackstone Group L.P. Completion of the acquisition of Dynegy by an affiliate of The Blackstone Group L.P. is subject to additional conditions, including approval of the proposal to adopt the merger agreement by the affirmative vote of holders of a majority of Dynegy's outstanding shares at a special meeting of Dynegy stockholders currently scheduled for November 17, 2010. The Dynegy-Blackstone and Blackstone-NRG transactions have received Hart-Scott-Rodino antitrust clearance. Other pending regulatory approvals include the issuance of a declaratory ruling or approval of the New York Public Service Commission and the expiration of the notice period under a prior filing with the California PUC. As noted in a news release announcing the transactions on August 13, 2010, the consummation of the merger transaction between Dynegy and Blackstone is contingent upon the concurrent closing of the NRG Energy asset sale transaction. Assuming the previously noted stockholder vote is successful and the other conditions to closing are met, both transactions are expected to close by the end of November 2010. About Dynegy Inc. Through its subsidiaries, Houston, Texas-based Dynegy Inc. (NYSE:DYN) -- http://www.dynegy.com/-- produces and sells electric energy, capacity and ancillary services in key U.S. markets. The power generation portfolio consists of approximately 12,200 megawatts of baseload, intermediate and peaking power plants fueled by a mix of natural gas, coal and fuel oil. 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. Moody's said Dynegy's financial profile is expected to be quite fragile, particularly during 2011 and 2012, when the company is projected to generate both negative operating cash flow and negative free cash flow due to weak operating margins and the required funding of their capital investment programs. To the extent that the transactions with Blackstone and NRG are not completed, Moody's said downward rating pressure at DHI and Dynegy will continue to exist given the weak financial prospects for the company over the next few years coupled with the liquidity concerns. EASTMAN KODAK: Posts $43 Million Net Loss in September 30 Quarter ----------------------------------------------------------------- Eastman Kodak Company filed its quarterly report on Form 10-Q, showing a net loss of $43.0 million on $1.758 billion of net sales for the three months ended Sept. 30, 2010, compared with a net loss of $111.0 million on $1.78 billion of net sales for the same period a year earlier. The Company's balance sheet at Sept. 30, 2010, showed $6.92 billion in total assets, $7.14 billion in total liabilities, and a stockholder's deficit of $213.0 million. "Our third-quarter performance was marked by continued acceleration in our strategic digital growth businesses, positive cash generation, improved profit margins, and continued operational improvements across the company," said Antonio M. Perez, Chairman and Chief Executive Officer, Eastman Kodak Company. "I am particularly pleased with the performance of our core growth businesses -- Consumer Inkjet, Commercial Inkjet, Packaging Solutions, and Workflow Software and Services. Revenue growth in these businesses continues to accelerate and in the third-quarter grew by a combined 23%. We also enjoyed growth in equipment unit placements, which will drive future consumable sales. All of these factors give me increased confidence that we are on track for a strong fourth-quarter performance, and continued improvement as we move forward." A full-text copy of the Company's earnings release is available for free at http://ResearchArchives.com/t/s?6d56 A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6d55 About Eastman Kodak Headquartered in Rochester, New York, Eastman Kodak Company (NYSE:EK) -- http://www.kodak.com/-- provides imaging technology products and services to the photographic and graphic communications markets. On February 19, 2010, Moody's revised its rating outlook on the Company from negative to stable, and affirmed its B3 corporate rating and Caa1 senior unsecured rating. On February 11, 2010, S&P revised its B- rating outlook on the Company to stable from negative. All ratings on the Company, including the B- Corporate Rating, were affirmed. EATON MOERY: Has Until January 28 to File Reorganization Plan ------------------------------------------------------------- The Hon. James G. Mixon the U.S. Bankruptcy Court for the Eastern District of Arkansas extended Eaton Moery Environmental Services, Inc.'s exclusive periods to file and solicit acceptances for the proposed Plan of Reorganization until January 28, 2011, and March 28, respectively. Wynne, Arkansas-based Eaton Moery Environmental Services, Inc., dba Delta Environmental Services, Inc., filed for Chapter 11 bankruptcy protection on June 30, 2010 (Bankr. E.D. Ark. Case No. 10-14713). James F. Dowden, P.A., serves as the Debtor's bankruptcy counsel. The Company estimated its assets at $10 million to $50 million and $1 million to $10 million in liabilities. EATON MOERY: Asks Approval of Paragon Factoring Facility -------------------------------------------------------- Eaton Moery Environmental Services, Inc., asks the U.S. Bankruptcy Court for the Eastern District of Arkansas for authorization to: -- obtain financing from Paragon Financial Group, Inc.; and -- use cash collateral. The Debtor will use the cash collateral and financing for working capital. The Debtor was unable to borrow money from any source on a secured or unsecured basis on terms that Paragon is willing to provide. The lending proposal involves factoring the Debtor's Accounts Receivable. The average outstanding Accounts Receivable balance for the is $700,000. The Debtor is required to pay $9,000 for due diligence and lender's attorney fees. The Debtor requests that the Court make it a non-refundable disbursement. As adequate protection, the Debtor will grant the lender a first lien on the Debtor's Accounts Receivable. The Accounts Receivable constitute collateral for the bondholders for whom the Bank of the Ozarks serves as trustee. The current outstanding debt on the bonds is approximately $4.4 million. The Debtor asserts the bondholders are adequately protected due to additional security which collateralizes the debt in the form of $6.8 million of real estate. The Paragon loan would prime Bank of Ozarks, trustee, as to the extent of their lending on Accounts Receivable, but Bank of Ozarks, would be adequately protected due to the equity cushion. Terms of the Factoring Facility Guarantors: All shareholders holding 10% or more ownership Advance Rate: 85% Initial Factoring Line: $1,000,000 Term of Agreement: 12 months Collateral: Minimum of first security interest in accounts receivable and proceeds. Conditions: among other things: Paragon must be granted superpriority lien; and the minimum invoice size that can be factored is $250. The Debtor scheduled a hearing on November 18 at 9:00 a.m., to consider its request to use the cash collateral and incur secured debt. About Eaton Moery Wynne, Arkansas-based Eaton Moery Environmental Services, Inc., dba Delta Environmental Services, Inc., is a corporation responsible for collection and management of refuge and debris, i.e., garbage, in eastern Arkansas. filed for Chapter 11 bankruptcy protection on June 30, 2010 (Bankr. E.D. Ark. Case No. 10-14713). James F. Dowden, P.A., serves as the Debtor's bankruptcy counsel. The Company estimated its assets at $10 million to $50 million and $1 million to $10 million in liabilities. EPICEPT CORPORATION: Settles All Ceplene Issues With FDA -------------------------------------------------------- EpiCept Corporation has reached an agreement on all outstanding issues with the U.S. Food and Drug Administration on a regulatory path forward for Ceplene, the Company's product for the remission maintenance and prevention of relapse of patients with acute myeloid leukemia in first complete remission. Ceplene is approved in the European Union for this indication and is marketed there by Meda AB. The FDA indicated that a new trial should be conducted to demonstrate Ceplene's activity in conjunction with low-dose interleukin-2 (IL-2) as remission maintenance therapy for AML patients in first complete remission. EpiCept has reached agreement with the FDA for a two-arm, randomized, open-label trial that will compare the efficacy of Ceplene plus low-dose IL-2 to standard of care in this indication. Based on FDA guidance, the primary endpoint of the trial will be overall patient survival. The Company's previous Phase III trial demonstrated a statistically significant prolongation of the primary endpoint of leukemia-free survival and extended overall survival by more than one year in patients in their first complete remission. As a next step, EpiCept will submit a detailed Phase III protocol. The FDA, via the Special Protocol Assessment procedure, will provide guidance on specific sections of the protocol including the adaptive design with prospectively defined rules for sample size selection for both futility and expected success. The Company also recently filed an application with the FDA to grant Ceplene fast track status. In addition to other benefits, if granted, this should permit an expedited review of the Ceplene New Drug Application (NDA) "We are committed to Ceplene as an important medical breakthrough that needs to be available to AML patients in the United States as it is currently in Europe," said Jack Talley, President and Chief Executive Officer of EpiCept "We intend to work closely with the FDA to produce an optimal trial design that is achievable and can be conducted in a reasonable timeframe. The framework under which we are working with the FDA provides us with a realistic pathway to conduct the study ourselves or with a partner. We will now determine the appropriate next steps for funding and conducting this trial, with the intent of commencing such a study in 2011." About EpiCept Corporation EpiCept is focused on the development and commercialization of pharmaceutical products for the treatment of cancer and pain. The Company's lead product is Ceplene(R), which has been granted full marketing authorization by the European Commission for the remission maintenance and prevention of relapse in adult patients with Acute Myeloid Leukemia (AML) in first remission. The Company has two oncology drug candidates currently in clinical development that were discovered using in-house technology and have been shown to act as vascular disruption agents in a variety of solid tumors. The Company's pain portfolio includes EpiCept(TM) NP-1, a prescription topical analgesic cream in late-stage clinical development designed to provide effective long-term relief of pain associated with peripheral neuropathies. The Company's balance sheet as of June 30, 2010, showed $11.4 million in total assets, $21.6 million in total liabilities, and stockholders' deficit of $10.2 million. As reported in the Troubled Company Reporter on March 18, 2010, Deloitte & Touche LLP in Parsippany, New Jersey, expressed substantial doubt against EpiCept Corporation's ability as a going concern after auditing the Company's financial statements for the year ended December 31, 2009. The independent auditors noted that the Company has recurring losses from operations and a stockholders' deficit of $9.1 million at December 31, 2009. ERAS NOEL: Voluntary Chapter 11 Case Summary -------------------------------------------- Joint Debtors: Eras Roy Noel, Jr. Pamela Noel 40011 Tesoro Lane Palmdale, CA 93551 Bankruptcy Case No.: 10-57095 Chapter 11 Petition Date: November 1, 2010 Court: United States Bankruptcy Court Central District Of California (Los Angeles) Judge: Victoria S. Kaufman Debtor's Counsel: Haleh C. Naimi, Esq. ADVOCATE SOLUTIONS, INC. 9701 Wilshire Blvd., Ste 1000, 6th Flr Beverly Hills, CA 90212 Tel: (310) 601-7157 Fax: (310) 317-7151 E-mail: hnaimi@advocatesolutionsinc.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Joint Debtors did not file a list of its largest unsecured creditors together with its petition. FIRST VIETNAMESE: Closed; Grandpoint Bank Assumes Deposits ---------------------------------------------------------- First Vietnamese American Bank of Westminster, Calif., was closed on Friday, November 5, 2010, by the California Department of Financial Institutions, which appointed the Federal Deposit Insurance Corporation as receiver. To protect the depositors, the FDIC entered into a purchase and assumption agreement with Grandpoint Bank of Los Angeles, Calif., to assume all of the deposits of First Vietnamese American Bank. The sole branch of First Vietnamese American Bank will reopen during normal banking hours as a branch of Grandpoint Bank. Depositors of First Vietnamese American Bank will automatically become depositors of Grandpoint Bank. Deposits will continue to be insured by the FDIC, so there is no need for customers to change their banking relationship in order to retain their deposit insurance coverage up to applicable limits. Customers of First Vietnamese American Bank should continue to use their existing branch until they receive notice from Grandpoint Bank that it has completed systems changes to allow other Grandpoint Bank branches to process their accounts as well. As of September 30, 2010, First Vietnamese American Bank had around $48.0 million in total assets and $47.0 million in total deposits. Grandpoint Bank did not pay the FDIC a premium for the deposits of First Vietnamese American Bank. In addition to assuming all of the deposits of the failed bank, Grandpoint Bank agreed to purchase essentially all of the assets. Customers who have questions about the transaction can call the FDIC toll-free at 1-800-760-3639. Interested parties also can visit the FDIC's Web site at: http://www.fdic.gov/bank/individual/failed/firstvietnamese.html The FDIC estimates that the cost to the Deposit Insurance Fund will be $9.6 million. Compared to other alternatives, Grandpoint Bank's acquisition was the least costly resolution for the FDIC's DIF. First Vietnamese American Bank is the 143rd FDIC-insured institution to fail in the nation this year, and the twelfth in California. The last FDIC-insured institution closed in the state was Western Commercial Bank, Woodland Hills, earlier on November 5. FQRV LLC: Case Summary & 12 Largest Unsecured Creditors ------------------------------------------------------- Debtor: FQRV, LLC 500 North Claiborne Avenue New Orleans, LA 70112 Bankruptcy Case No.: 10-14074 Chapter 11 Petition Date: November 1, 2010 Court: United States Bankruptcy Court Eastern District of Louisiana (New Orleans) Judge: Elizabeth W. Magner Debtor's Counsel: Robin B. Cheatham, Esq. ADAMS & REESE LLP One Shell Square 701 Poydras Street, Suite 4500 New Orleans, LA 70139 Tel: (504) 581-3234 Fax: (504) 566-0210 E-mail: cheathamrb@arlaw.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 12 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/laeb10-14074.pdf The petition was signed by Ronald Nakamoto. Debtor-affiliate that filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- Basin Stree #2 Limited Partnership 06-11359 11/30/06 FREESCALE SEMICON: Bank Debt Trades at 5% Off in Secondary Market ----------------------------------------------------------------- Participations in a syndicated loan under which Freescale Semiconductor, Inc., is a borrower traded in the secondary market at 94.82 cents-on-the-dollar during the week ended Friday, November 5, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 1.13 percentage points from the previous week, The Journal relates. The Company pays 425 basis points above LIBOR to borrow under the facility. The bank loan matures on Feb. 16, 2016, and carries Moody's B2 rating and Standard & Poor's B- rating. The loan is one of the biggest gainers and losers among 198 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Freescale Semiconductor Freescale Semiconductor, Inc. -- http://www.freescale.com/-- once Motorola's Semiconductor Products Sector, is one of the oldest and most diverse makers of microchips in the world. It produces many different kinds of chips for use in automobiles, computers, industrial equipment, wireless communications and networking equipment, and other applications. The company's global client roster includes such blue-chip companies as Alcatel-Lucent, Bosch, Cisco Systems, Fujitsu, Hewlett-Packard, QUALCOMM, and Siemens, as well as former parent Motorola. Freescale nets about half of its sales from the Asia/Pacific region. The Blackstone Group, The Carlyle Group, Permira Advisers, and TPG Capital own the company. Freescale Semiconductor Inc. carries 'Caa1' corporate family and probability of default ratings from Moody's Investors Service. Moody's said in September 2010, "Freescale's Caa1 CFR continues to be constrained by the company's substantial leverage and thin interest coverage, as well as Moody's expectation of very modest free cash flow generation relative to its large debt load. The CFR also reflects a significantly reduced earnings contribution from the company's cellular segment, offset by modest earnings from Freescale's recent entry into higher growth sub-segments within consumer and industrial markets." Freescale carries a B-/Stable/-- corporate credit rating from Standard & Poor's. "The rating on Freescale," said Standard & Poor's credit analyst Lucy Patricola, "reflects S&P's expectation that the company will continue on its current path to generate over $800 million of EBITDA for 2010. S&P expects leverage to remain high but free cash flow to be slightly positive, preserving existing cash balances of $1 billion." The parent, Freescale Semiconductor Holdings I, Ltd., carries an Issuer Default Rating of 'CCC' from Fitch Ratings. FX REAL ESTATE: Expects to Lose Las Vegas Business -------------------------------------------------- FX Real Estate and Entertainment Inc. filed its quarterly report on Form 10-Q, reporting a net loss of $11.35 million on $4.36 million of revenue for the three months ended Sept. 30, 2010, compared with a net loss of $10.42 million on $4.55 million of revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2010, showed $142.34 million in total assets, $525.36 million in total liabilities, and a stockholder's deficit of $383.02 million. The Company noted that on April 21, 2010, its Las Vegas subsidiary, namely FX Luxury Las Vegas I, LLC, filed a voluntary petition for relief under chapter 11 of the United States Bankruptcy Code (Bankr. D. Nev. Case No. 10-17015). As has been previously disclosed, the Bankruptcy Court terminated the Las Vegas Subsidiary's exclusivity to present a plan of organization or liquidation in the Chapter 11 Bankruptcy Proceeding and is allowing interested parties to present competing plans to the Bankruptcy Court. The first lien lenders and the second lien lenders had filed competing plans of reorganization with the Bankruptcy Court prior to October 12, 2010. On October 12, 2010, a majority-in-interest of the second lien lenders, with the support of the first lien lenders, filed a third amended plan of reorganization with the Bankruptcy Court. These second lien lenders have requested the Bankruptcy Court to approve such plan of reorganization on November 8, 2010 The first lien lenders are not permitted to proceed with their pending trustee's sale of the Las Vegas Property so long as the Bankruptcy Court stay remains in effect. The Company stated in the SEC filing, "Invariably, under a Bankruptcy Court-approved plan of liquidation or reorganization, the Company will surrender ownership of the Las Vegas Property. Under the Liquidation Plan, it is extremely unlikely the Company will receive any material interest or benefit of any nature. The loss of the Las Vegas Property, which was substantially the entire business of the Company, will have a material adverse effect on the Company's business and financial condition." A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6d57 About FX Real Estate FX Real Estate and Entertainment Inc. owns 17.72 contiguous acres of land located at the southeast corner of Las Vegas Boulevard and Harmon Avenue in Las Vegas, Nevada. The Las Vegas Property is currently occupied by a motel and several commercial and retail tenants with a mix of short and long-term leases. On June 23, 2009, as a result of the default under the first mortgage loan, the first lien lenders had a receiver appointed to take control of the property. The Company is headquartered in New York City. * * * As reported in the Troubled Company Reporter on April 15, 2010, LL Bradford, in Las Vegas, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company is in default under the mortgage loan, has limited available cash, has a working capital deficiency and will need to secure new financing or additional capital in order to pay its obligations. The Company disclosed in its Form 10-Q for the quarter ended June 30, 2010, that it has no current cash flow and cash on hand as of August 13, 2010, is not sufficient to fund its short-term liquidity requirements, including its ordinary course obligations as they come due. On April 21, 2010, the Company's remaining Las Vegas subsidiary, namely FX Luxury Las Vegas I, LLC, filed for Chapter 11 in the U.S. Bankruptcy Court for the District of Nevada (Case No. 10-17015). GAVILON LLC: Moody's Assigns 'Ba3' Rating to $900 Mil. Loan ----------------------------------------------------------- Moody's Investors Service assigned a Ba3 rating to Gavilon LLC's new $900 million senior secured term loan due 2016 and affirmed Gavilon's Ba3 corporate family rating. Moody's also downgraded its rating on the extended $2.25 billion senior secured asset based revolving credit facility due 2013 to Ba2 from Ba1. Proceeds from the new debt will be used to repay the remaining PIK seller notes (approximately $550 million), fund the acquisition of the DeBruce Companies, and support ongoing working capital needs. The rating outlook remains stable. Ratings Rationale "Gavilon's refinancing greatly expands its financial flexibility just as higher commodity prices and an early harvest have driven up working capital needs," stated John Rogers a Senior Vice President at Moody's. "Gavilon's refinancing of the holdco PIK notes were previously factored into the CFR." Gavilon's Ba3 Corporate Family Rating reflects the company's modest scale relative to other rated global companies in the merchandising and distribution of agricultural commodities (grains, fertilizers, feed ingredients, oils, fats, etc), the size of its trading and distribution operations for non- agricultural products (crude oil, natural gas, biofuels, weather, etc.), and a lack of meaningful vertical forward integration (relative to larger agricultural commodity competitors and vertically integrated mid-stream oil companies). However, Moody's believe these negatives are offset by the relatively large amount of shareholders equity ($2.1 billion as of 6/30/10) on the balance sheet and management's desire to maintain an elevated level of financial flexibility. The ratings are also supported by the detailed disclosure of its derivative and commodity exposures, and an incentive compensation program for traders that discourages excessive risk taking. The acquisition of DeBruce is supportive of ratings as it lowers Gavilon's risk profile through the addition of significant agriculture commodities operations and a more conservative business model. While this is a meaningful increase in debt, Gavilon has remained largely unlevered since the end of 2008 due to the drop in commodity prices, The ratings had anticipated that the company would incur additional debt to grow its merchandising business. The stable outlook reflects the expectation of relatively strong financial metrics over the next 12 months (2011) due to expectations of strong agricultural markets, improved operating and logistics footprint with the addition of DeBruce, and limited increases in commodity prices from current levels. If the company is able to demonstrate continued adherence to conservative risk management policies, maintain a very strong liquidity profile, and there is no significant negative event in its operations (large trading loss or inventory write-down), there could be upside to the ratings over the next two years. If commodity price volatility increases the variability of earnings and cash flow over time, there is a meaningful reduction in shareholders equity or another large write-down related to its operations, Moody's could reassess the appropriateness of the Ba3 CFR. The senior secured asset-based credit facility was lowered to Ba2, one notch above the CFR due to the increased level of senior secured debt in the capital structure, despite a first lien access to a substantial amount of collateral (receivables and inventory constitute a majority of assets on the balance sheet). Gavilon may upsize the ABL facility by another $250 million depending on demand. The ABL has a working capital borrowing base formula combined with terms and conditions that provide more onerous restrictions and more timely access to information if availability declines below 10%. In addition, lenders get cash dominion once availability has fallen below $250 million for five consecutive days. The ABL also has a $500 million accordion facility that is subject to the approval of the banks. The Ba3 rating on the senior secured term loan reflects good collateral coverage with a first lien on fixed assets and a second lien on working capital. The term loan is composed of two parts: an initial draw of $575 million, which will be used to repay the PIK seller notes, and a $325 million delayed draw feature, which is will be used to fund a portion of the DeBruce acquisition. While the DeBruce transaction is subject to regulatory approval, Gavilon currently does not expect a second request from the Department of Justice and expects to close the transaction by the end of November. Ratings Assigned: Issuer: Gavilon LLC -- $2.25 billion senior secured asset based revolving credit facility due 2013, Ba2 (LGD3, 41%) -- $900 million senior secured term loan due 2016, Ba3 (LGD4, 54%) Ratings Affirmed: -- Corporate Family Rating, Ba3 -- Probability of Default Rating, Ba3 These ratings are subject to the review of executed documents. Gavilon's ratings were assigned by evaluating factors Moody's believe to be relevant to the credit profile of the issuer, such as i) its business risk and competitive position versus others within its industry, ii) its capital structure and financial and liquidity risk profile, and (iii) management's track record and tolerance for risk. These attributes were compared against other issuers both within and outside of Gavilon's core agricultural and energy merchandising operations where Gavilon's ratings are believed to be comparable to those of other issuers of similar credit risk. Gavilon LLC, headquartered in Omaha, Nebraska, is a global merchandiser and distributor of agricultural commodities (grains, fertilizers, feed ingredients, oils, fats, etc), and petroleum and fuel commodities (crude oil, natural gas, biofuels, etc). Gavilon is majority owned by an affiliate of Ospraie Management L.L.C. Revenues for the LTM ending June 30, 2010 were $7.4 billion. GENERAL GROWTH: Commences NYSE "When Issued" Trading ---------------------------------------------------- General Growth Properties, Inc. disclosed that NYSE "when issued" trading is commencing in both "new" GGP common stock and the common stock of the spin-off company called The Howard Hughes Corporation. NYSE "when issued" trading will be conducted under the symbols "GGP WI" and "HHC WI," respectively. "When issued" trading in both stocks will continue leading up to and including the day GGP emerges from bankruptcy. GGP's existing common stock is traded on the NYSE under the symbol "GGP" and will continue to trade regular way leading up to and including the day GGP emerges from bankruptcy. "New" GGP and THHC will commence regular way trading the day following the day GGP emerges from bankruptcy. About General Growth Based in Chicago, Illinois, General Growth Properties, Inc. -- http://www.ggp.com/-- is the second-largest U.S. mall owner, having ownership interest in, or management responsibility for, more than 200 regional shopping malls in 44 states, as well as ownership in master planned community developments and commercial office buildings. The Company's portfolio totals roughly 200 million square feet of retail space and includes more than 24,000 retail stores nationwide. General Growth is a self- administered and self-managed real estate investment trust. The Company's common stock is trading in the pink sheets under the symbol GGWPQ. General Growth Properties Inc. and its affiliates filed for Chapter 11 protection on April 16, 2009 (Bankr. S.D.N.Y., Case No. 09-11977). Marcia L. Goldstein, Esq., Gary T. Holtzer, Esq., Adam P. Strochak, Esq., and Stephen A. Youngman, Esq., at Weil, Gotshal & Manges LLP, serve as bankruptcy counsel. Kirkland & Ellis LLP is co-counsel. Kurtzman Carson Consultants LLC has been engaged as claims agent. The Company also hired AlixPartners LLP as financial advisor and Miller Buckfire Co. LLC, as investment bankers. The Debtors disclosed $29,557,330,000 in assets and $27,293,734,000 in debts as of December 31, 2008. Bankruptcy Creditors' Service, Inc., publishes General Growth Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by General Growth Properties Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) GENTA INC: Gets EMA's "Supportive" Advice on Phase 3 Trial ---------------------------------------------------------- Genta Incorporated has received Scientific Advice from the European Medicines Agency on the Company's clinical development plan for tesetaxel in patients with advanced gastric cancer, which includes a pivotal, randomized, controlled, Phase 3 trial. The EMA's written advice is supportive of Genta's proposed Phase 3 trial in patients with advanced gastric cancer whose disease has progressed on 1st-line chemotherapy. The EMA issued the advice following its established consultative review process, which provides development clarity toward a potential regulatory submission for marketing approval. Genta is currently discussing plans for this Phase 3 trial with other regulatory agencies, including the U.S. Food and Drug Administration. Further information about the trial will be provided upon completion of the Company's ongoing regulatory discussions. Tesetaxel has been designated an Orphan Drug by both FDA and EMA for treatment of patients with advanced gastric cancer. FDA has also granted Fast Track designation for tesetaxel in patients with advanced gastric cancer. About Genta Berkeley Heights, New Jersey, Genta Incorporated (OTCBB: GETA.OB) -- http://www.genta.com/-- is a biopharmaceutical company with a diversified product portfolio that is focused on delivering innovative products for the treatment of patients with cancer. * * * Genta Incorporated's balance sheet at June 30, 2010, showed $24.11 million in total assets, $6.39 million in total current liabilities, $145.17 million in total long-term liabilities, and a stockholders' deficit of $127.44 million. GERMANTOWN SETTLEMENT: Judge Orders Liquidation of Key Subsidiary ----------------------------------------------------------------- A federal judge in Philadelphia has ordered that a key subsidiary of Germantown Settlement be liquidated to settle more than $9.2 million in debts, Christopher K. Hepp at The Philadelphia Inquirer reports. The Philadelphia Inquirer says Chief Bankruptcy Judge Stephen Raslavich also held the subsidiary, Greater Germantown Housing Development Corp., in contempt of court for refusing to sign a loan agreement to keep it afloat while in bankruptcy. According to the report, Judge Raslavich warned that he would order the arrest of Emanuel V. Freeman, president of both Settlement and GGHDC, if he did not sign the agreement or appear in court tomorrow, November 9, 2010. The Philadelphia Inquirer reports that late in October another Settlement subsidiary, Greater Germantown Education Development Corp., had its bankruptcy case dismissed, allowing its creditors to begin seizing property that had once served as the Germantown Settlement Charter School. The city's Redevelopment Authority has also filed a legal claim on the Germantown YWCA and plans to sell the property Dec. 7 to recoup $1.3 million it loaned Settlement, according to The Philadelphia Inquirer. About Germantown Settlement Germantown Settlement is a social-service provider funded by taxpayers in Philadelphia. Philadelphia, Pennsylvania-based Germantown Settlement, aka Germantown Community Center, filed for Chapter 11 protection (Bankr. E.D. Pa. Case No. 10-12615) on April 1, 2010. Its affiliate, Greater Germantown Housing Development Corporation, also filed for Chapter 11 bankruptcy protection (Bankr. E.D. Pa. Case No. 10-12614). Germantown Settlement estimated its assets and debts at $1 million to $10 million as of the petition date. Greater Germantown estimated its assets and debts at $10 million to $50 million. Judge Bruce I. Fox presides over the Chapter 11 cases. Albert A. Ciardi, III, Esq., and Thomas Daniel Bielli, Esq., at Ciardi Ciardi & Astin, P.C., serve as the Debtors' counsel. GUITAR CENTER: Bank Debt Trades at 9% Off in Secondary Market ------------------------------------------------------------- Participations in a syndicated loan under which Guitar Center, Inc., is a borrower traded in the secondary market at 90.78 cents- on-the-dollar during the week ended Friday, November 5, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 1.06 percentage points from the previous week, The Journal relates. The Company pays 350 basis points above LIBOR to borrow under the facility. The bank loan matures on October 9, 2014, and carries Moody's B3 rating and Standard & Poor's B- rating. The loan is one of the biggest gainers and losers among 198 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. Guitar Center, Inc., headquartered in Westlake Village, Calif., is the largest musical instrument retailer with 312 stores and a direct response segment, which operates its websites. It operates three distinct musical retail business -- Guitar Center (about 70% of revenue), Music & Arts (about 7% of revenue), and Musician's Friend (its direct response subsidiary with 24% of revenue). Total revenue is about $2 billion. Guitar Center carries 'Caa1' corporate family and probability of default ratings from Moody's Investors Service. In December 2009, Moody's said, "The Caa1 Corporate Family Rating reflects Guitar Center's very weak credit metrics, particularly its interest coverage, as a result of its very high level of debt." GULF COUNTY: Fitch Affirms 'BB' Rating on $5.1 Million Bonds ------------------------------------------------------------ Fitch Ratings has affirmed these Gulf County, Florida revenue bonds as part of its continuous surveillance efforts: -- $5.1 million limited ad valorem revenue bonds affirmed at 'BB'; -- $13.3 million gas tax revenue bonds affirmed at 'A'. The Rating Outlook for the bonds is revised to Stable from Negative. Rating Rationale: For the limited ad valorem revenue bonds: -- The Outlook revision to Stable from Negative reflects the county's demonstrated willingness and ability to raise revenues from non-pledged sources to make debt service payments as well as the short maturity of the bonds. -- The 'BB' rating is based on the continued declines in pledged revenues, which are now insufficient to fully fund debt service requirements, due to continued severe declines in assessed value. -- Overall financial flexibility for the government remains sound, including healthy fund balance levels, a 50% cash funded debt service reserve fund and unspent bond proceeds. For the gas tax revenue bonds: -- The revision of the Outlook to Stable reflects indications of stabilization in pledged revenues in fiscal 2010 after declines in the last two audited years. -- Debt service coverage remains satisfactory. Key Rating Driver For The Limited Ad Valorem Revenue Bonds: Fitch expects that the county will continue to levy sufficient revenues from a combination of pledged and non-pledged sources for the next two fiscal years, at which time the bonds will mature. Key Rating Driver For The Gas Tax Revenue Bonds: -- Continuation of the recent trend of stabilization in pledged revenue; -- Full replenishment of debt service reserve fund. Security: The limited ad valorem revenue bonds are secured by a pledge of the ad valorem taxing power of the county within its Gulfside municipal service taxing unit and its Interior MSTU, not to exceed 6 mills in the Gulfside MTSU and 4 mills within the Interior MTSU. The bonds are additionally secured by a debt service reserve fund, 50% of which is cash funded. The gas tax revenue bonds are secured by a lien and pledge of the local option gas tax, the county gas tax and the constitutional gas tax received by the county, as well as a DSRF. The fund was originally derived from a surety provided by MBIA, upon whose downgrade to below investment grade the county was required to replace the surety with cash over a five-year period. The DSRF is anticipated to be fully replenished by fiscal 2014. Credit Summary: The limited ad valorem bonds were approved by voters of the MTSUs to fund the cost of beach reconstruction at Cape San Blas, which is recognized as of the county's premier beaches. The MSTUs contain a small number of predominantly residential parcels that appreciated significantly during the housing market run-up. However, AV within the Gulfside MSTU and the Interior MSTU, which generate the pledged revenue, in aggregate has declined over 50% from its over the past few years, including a combined decrease of over 26%, in fiscal 2011. The declines in TAV have lowered coverage provided by pledged revenues dramatically, to 0.67 times in fiscal 2011 from 1.4x in fiscal 2007. However, the county has the ability to increase the millage rate in each of the MSTUs to 10 mills, and did so in fiscal 2010 and fiscal 2011 to meet debt service obligations. The county reports no change in its 96% property tax collection rate. AV in the combined MTSUs could fall an additional 25% while still enabling the county to make debt service payments from the aggregate MTSU ad valorem revenues, including pledged and non-pledged revenues. Fitch believes this is a possibility but also recognizes the very limited repayments needed to fully redeem the bonds; the final maturity of the bonds is in fiscal 2013, and that year's payment will be partially funded with available cash in the DSRF. After experiencing declines in fiscal 2008 and fiscal 2009, fiscal 2010 gas tax estimates show signs of stabilization with nominal 1.8% growth. Despite the 4.2% decrease in pledged revenue in fiscal 2009, coverage remained adequate at 1.27x maximum annual debt service and is projected to increase marginally to 1.29x in fiscal 2010. Following a downgrade of its surety provider, the county was required to cash fund the DSRF to MADS ($995,544) in equal installments over five years. The county made its first payment in fiscal 2010. The obligation to pay debt service is senior to the obligation to replenish the reserve fund. While the county is able to use any legally available revenue to make the payment, it has been using residual gas tax reserves. The county is located on the Gulf of Mexico in Florida's Panhandle, approximately 35 miles southeast of Panama City and 100 miles southwest of Tallahassee. The county is mostly rural and sparsely populated with a 2009 population of 15,755. The local economy remains limited, anchored by a state prison, the Gulf Correctional Institution. The GCI, designated a 'major facility' within the Florida DOC, has served as a major employer since the 1990s. More recent developments include the opening of Sacred Heart Hospital in March 2010, expanding the county's health care presence. The county does not report any negative tourism impact from the oil spill. The unemployment rate is down from its prior peak of 12.4% in February 2010 but at 10.1% in August 2010 was above the 9.5% rate in August 2009. Wealth levels are very low, and an above-average number of residents live below the poverty level. Financial operations have historically been sound with operating surpluses in the past five audited fiscal years. However, financial results are expected to weaken over the next few years due to a structural imbalance. The county estimates using a maximum of $1.6 million of fund balance in fiscal 2010, which compares favorably to the $2.2 million budgeted use of reserves. The draw on reserves in fiscal 2010 is projected to leave the unreserved fund balance at over 28% of spending, which is still sound. However, the fiscal 2011 budget includes the use of $2.6 million of reserves, which would lower the unreserved fund balance to roughly 15% of spending and increase the county's reliance on non-recurring sources. The county maintains no fund balance policy. The fiscal 2009 audit is unqualified but was found to contain significant deficiencies regarding the county's internal controls. However, none were considered to be a material weakness. Debt levels are low and are expected to remain so given the county's stated capital plans. The fiscal 2010-2014 CIP contains $28.1 million in committed projects as well as an additional $11 million in the last two years of the plan which are categorized as 'planned funding', which are dependent mainly on state and federal grants. The planned funding projects are predominantly related to roads and sewer projects. The county has no plans for additional debt. GULFSTREAM INT'L: Proposes $5MM of Financing from Victory Park -------------------------------------------------------------- Gulfstream International Group, Inc., et al., seek authority from the U.S. Bankruptcy Court for the Southern District of Florida to obtain postpetition secured financing from Victory Park Capital Advisors, LLC. The DIP lenders have committed to provide up to $5.0 million, with $1.5 million to be provided on an interim basis to avoid immediate and irreparable harm. A copy of the DIP financing agreement is available for free at: http://bankrupt.com/misc/GULFSTREAM_dipfinancingpact.pdf Brian K. Gart, Esq., at Berger Singerman, P.A., explains that the Debtors need the money to fund their Chapter 11 case, pay suppliers and other parties. The DIP facility will incur interest at 15% per annum. The Debtors will prepay three interest payments under the Loan on the initial closing date. In the event of a default of event of default, the DIP Term Loan will bear interest at 20% per annum on any outstanding advances. The Loan will be secured by: (i) a perfected first priority lien on all assets; (ii) a first priority pledge of the capital stock and equity interest held directly or indirectly by each of the Debtors; and (iii) constructive control over the Debtors' bank accounts in similar form and substance of lockbox and control accounts customary for transactions of this nature exercisable upon an event of default and stay relief from the Court. The DIP lien is subject to a carve-out for U.S. Trustee and Clerk of Court fees; up to $200,000 in fees payable to professional employed in the Debtors' case; and fees of the committee in pursuing actions challenging the Lender's lien. The Debtors are required to pay a host of fees to the Lender, including: (i) the DIP Term Loan Fee: payment of 2% fee, payable in cash to the Lender on the initial closing date; (ii) a 3% success fee, fully earned as of the Final Hearing, payable in cash to the Lender on the due date; and (iii) a maintenance fee of $5,000 per month. The Loan Obligations will become due and payable in full in cash 90 days after the commencement of the bankruptcy cases; or 30 days after the entry of the interim court order if the final court order has not been entered prior to the expiration of the 30-day period. The Debtors and Lender will continue to cooperate to develop an agreement for a sale of the Debtors' assets free and clear of liens and claims, or a Plan of Reorganization, under which the Lender and the Debtors would be co-sponsors. Mr. Gart said that the Debtors also ask for the Court's permission to use the junior lenders' cash collateral says, to provide additional liquidity. The Debtors will use the collateral pursuant to a budget, a copy of which is available for free at: http://bankrupt.com/misc/GULFSTREAM_budget.pdf As adequate protection of the junior lenders' interests in the DIP facility collateral, the Debtors propose that the junior lenders be granted valid, binding, enforceable and perfected additional and replacement liens in all property of the Debtors' estates. The junior lenders have not consented to the use. The Lender consents to the Debtors' requested use of the cash collateral. About Gulfstream International Gulfsteram International Airlines (NYSE Amex:GIA) serves the public as a regional air carrier based in Fort Lauderdale, Florida. GIA operates a fleet of turboprop Beechcraft 19000 aircraft, and specializes in providing travelers with access to niche locations not typically covered by major carriers. Specifically, GlA operates more than 150 scheduled flights per day, serving nine destinations in Florida, 10 destinations in the Bahamas, five destinations from Continental Airline's hub under the Department of Transportation's Essential Air Service Program and supports charter service to Cuba through a services agreement with Gulfstream Air Charter, Inc., an entity otherwise unrelated to the Debtors. GIA operates as a Continental Connection carrier, as well as for United Airlines, Northwest Airlines and Copa Airlines, through respective code share agreements. GIA has 620 employees, including 530 working full-time. Fort Lauderdale, Florida-based Gulfstream International Group, Inc., filed for Chapter 11 bankruptcy protection on November 4, 2010 (Bankr. S.D. Fla. Case No. 10-44131). Brian K Gart, Esq., at Berger Singerman, P.A., assists the Debtor in its restructuring effort. The Debtor estimated its assets at $100,001 to $500,000 and debts at $1 million to $10 million. Affiliates Gulfstream International Group, Inc., Gulfstream International Airline, Inc., Gulfstream Training Academy, Inc., GIA Holdings Corp., Inc., and Gulstream Connection, Inc., filed separate Chapter 11 petitions on November 4, 2010. GULFSTREAM INT'L: Taps Garden City as Claims & Noticing Agent ------------------------------------------------------------- Gulfstream International Group, Inc., et al., ask for authorization from the U.S. Bankruptcy Court for the Southern District of Florida to employ The Garden City Group, Inc., as claims, noticing, balloting and solicitation agent, nunc pro tunc to the Petition Date. GCG will, among other things: a. prepare and serve required notices in the Debtors' Chapter 11 cases; b. maintain copies of all proofs of claim and proofs of interest filed in the Debtors' Chapter 11 cases; c. maintain official claims registers in the Debtors' Chapter 11 cases by docketing proofs of claim and proofs of interest in a claims database; and d. work with restructuring counsel to coordinate the design, printing and mailing of plan booklets and all necessary ballots. GCG will be paid based on these rates: Administrative & Data Entry $45-$55 Mailroom and Claims Control $55 Project Administrators $70-$85 Quality Assurance Staff $80-$125 Project Supervisors $95-$110 Systems & Technology Staff $100-$200 Graphic Support for Web Site $125 Project Managers $125-$150 Directors, Sr. Consultants and Assistant VP $175-$275 Vice President and Above Capped at $295 Senior Management $295 A copy of the Debtors' bankruptcy administration agreement with GCG is available for free at: http://bankrupt.com/misc/GULFSTREAM_gcgpact.pdf Jeffrey S. Stein, GCG's vice president, assures the Court that the firm is a "disinterested person" as that term defined in Section 101(14) of the Bankruptcy Code. About Gulfstream International Gulfsteram International Airlines (NYSE Amex:GIA) serves the public as a regional air carrier based in Fort Lauderdale, Florida. GIA operates a fleet of turboprop Beechcraft 19000 aircraft, and specializes in providing travelers with access to niche locations not typically covered by major carriers. Specifically, GlA operates more than 150 scheduled flights per day, serving nine destinations in Florida, 10 destinations in the Bahamas, five destinations from Continental Airline's hub under the Department of Transportation's Essential Air Service Program and supports charter service to Cuba through a services agreement with Gulfstream Air Charter, Inc., an entity otherwise unrelated to the Debtors. GIA operates as a Continental Connection carrier, as well as for United Airlines, Northwest Airlines and Copa Airlines, through respective code share agreements. GIA has 620 employees, including 530 working full-time. Fort Lauderdale, Florida-based Gulfstream International Group, Inc., filed for Chapter 11 bankruptcy protection on November 4, 2010 (Bankr. S.D. Fla. Case No. 10-44131). Brian K Gart, Esq., at Berger Singerman, P.A., assists the Debtor in its restructuring effort. The Debtor estimated its assets at $100,001 to $500,000 and debts at $1 million to $10 million. Affiliates Gulfstream International Group, Inc., Gulfstream International Airline, Inc., Gulfstream Training Academy, Inc., GIA Holdings Corp., Inc., and Gulstream Connection, Inc., filed separate Chapter 11 petitions on November 4, 2010. GULFSTREAM INT'L: Receives Delisting Notice From NYSE Amex ---------------------------------------------------------- Gulfstream International Group, Inc. disclosed that on November 3, 2010, it received notice from the NYSE Amex, LLC indicating that the Exchange intends to strike the Company's common stock from listing on the Exchange by filing a delisting application with the Securities and Exchange Commission. In its letter, the Exchange stated that it has determined that the Company has failed to comply with continued listing standards set forth in Sections 1003(a)(i) and 1003(a)(ii) of the Exchange Company Guide, respectively, which state, in relevant part, that the Exchange will normally consider suspending dealings in, or removing from the list, securities of a company which (a) has stockholders' equity of less than $2,000,000 if such company has sustained losses from continuing operations and/or net losses in two out of its three most recent fiscal years; or (b) has stockholders' equity of less than $4,000,000 if such company has sustained losses from continuing operations and/or net losses in three out of its four most recent fiscal years, respectively. In addition, the Exchange advised the Company that it is not in compliance with Section 801(h) of the Company Guide in that it does not currently maintain a board of directors comprised of at least 50% independent directors, or an audit committee comprised of at least two independent directors. The Exchange rules provides for an appeal of the above decision by requesting a hearing in accordance with appropriate procedures as outlined by the Company Guide. The Company will not request a hearing. Accordingly, the Exchange will initiate the delisting process with respect to the Company's common stock and will suspend trading in accordance with Part 12 of the Company Guide. The Company is considering whether to take the necessary steps to have its common stock traded on the Over-the-Counter Bulletin Board. About Gulfstream International Gulfsteram International Airlines (NYSE Amex:GIA) serves the public as a regional air carrier based in Fort Lauderdale, Florida. GIA operates a fleet of turboprop Beechcraft 19000 aircraft, and specializes in providing travelers with access to niche locations not typically covered by major carriers. Specifically, GlA operates more than 150 scheduled flights per day, serving nine destinations in Florida, 10 destinations in the Bahamas, five destinations from Continental Airline's hub under the Department of Transportation's Essential Air Service Program and supports charter service to Cuba through a services agreement with Gulfstream Air Charter, Inc., an entity otherwise unrelated to the Debtors. GIA operates as a Continental Connection carrier, as well as for United Airlines, Northwest Airlines and Copa Airlines, through respective code share agreements. GIA has 620 employees, including 530 working full-time. Fort Lauderdale, Florida-based Gulfstream International Group, Inc., filed for Chapter 11 bankruptcy protection on November 4, 2010 (Bankr. S.D. Fla. Case No. 10-44131). Brian K Gart, Esq., at Berger Singerman, P.A., assists the Debtor in its restructuring effort. The Debtor estimated its assets at $100,001 to $500,000 and debts at $1 million to $10 million. Affiliates Gulfstream International Group, Inc., Gulfstream International Airline, Inc., Gulfstream Training Academy, Inc., GIA Holdings Corp., Inc., and Gulstream Connection, Inc., filed separate Chapter 11 petitions on November 4, 2010. GULFSTREAM INT'L: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Gulfstream International Group, Inc. 3201 Griffin Road, 4th Floor Fort Lauderdale, FL 33312 Bankruptcy Case No.: 10-44131 Chapter 11 Petition Date: November 4, 2010 Court: United States Bankruptcy Court Southern District of Florida (Fort Lauderdale) Judge: John K. Olson Debtors' Counsel: Brian K Gart, Esq. BERGER SINGERMAN, P.A. 350 E Las Olas Blvd #1000 Ft Lauderdale, FL 33301 Tel: (954) 525-9900 E-mail: bgart@bergersingerman.com Debtor's Financial Advisors: JETSTREAM AVIATION CAPITAL, LLC and JETSTREAM AVIATION MANAGEMENT, LLC 2601 South Bayshore Drive, Suite 630 Miami, FL 33133 Tel: (305) 447-1920 Debtor's Claims & Notice Agent: GARDEN CITY GROUP Estimated Assets: $100,001 to $500,000 Estimated Debts: $1,000,001 to $10,000,000 The petition was signed by David F. Hackett, chief executive officer and president. Debtor-affiliates that filed separate Chapter 11 petitions: Debtor Case No. ------ -------- Gulfstream International Airline, Inc. 10-44133 Gulfstream Training Academy, Inc. 10-44134 GIA Holdings Corp., Inc. 10-44139 Gulstream Connection, Inc. A list of Gulfstream International Group's 20 largest unsecured creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Gulfstream Funding II LLC c/o Mr. Douglas E. Halley 861 Maggies Way Waterbury Center, VT 05677 Unsecured Loan $1,646,238 Shelter Island Opportunity Fund, LLC One East 52nd Street, Sixth Floor New York, New York Put Warrant $1,050,000 Glenn Richard Hicks Roth DCG & T Dividends 21 Tanfield Road payable and Tiburon, CA 94920 liquidated damages owed to preferred shareholder $36,314 Bahama Investments Family Dividends 940 Sykes Loop Drive payable and Merritt Island, FL 32953 liquidated damages owed to preferred shareholder $30,012 Macnab, Craig Dividends payable and liquidated damages owed to preferred shareholder $30,012 The Richard S. Friedman Dividends 2008 Rev. Trust payable and liquidated damages owed to preferred shareholder $15,456 Ruben & Ann B. Kueffner Trust Dividends payable and liquidated damages owed to preferred shareholder $11,254 Macathel LP Dividends payable and liquidated damages owed to preferred shareholder $9,003 Splvak, Kenin Dividends payable and liquidated damages owed to preferred shareholder $7,503 Wolfe Axelrod Weinberger Assoc. Dividends payable and liquidated damages owed to preferred shareholder $7,503 Margaret B. Heglund Liv. Trust Dividends payable and liquidated damages owed to preferred shareholder $7,503 Regina C. Lemmer Revoc. Trust Dividends payable and liquidated damages owed to preferred shareholder $7,503 James Tiamo Money Purchase Plan Dividends payable and liquidated damages owed to preferred shareholder $7,503 Tara Arnold IRA DCG&T Dividends payable and liquidated damages owed to preferred shareholder $4,502 Gregory McDaniel SEP IRA Dividends payable and liquidated damages owed to preferred shareholder $4,202 Kurtzman, Chana & Zvi Kurtzman Dividends payable and liquidated damages owed to preferred shareholder $3,751 Auerbach Family Trust Dividends payable and liquidated damages owed to preferred shareholder $3,751 Brier, Andrea Lynn R/O DCG & T Dividends payable and liquidated damages owed to preferred shareholder $3,751 Heglund, Norman C. Dividends payable and liquidated damages owed to preferred shareholder $3,751 McNamara, Larry and Betty Dividends payable and liquidated damages owed to preferred shareholder $3,751 HEALTHSOUTH CORP: Earns $42 Million in Third Quarter ---------------------------------------------------- HealthSouth Corporation reported net income of $41.9 million for the three months ended Sept. 30, 2010, compared with net income of $24.8 million for the same period a year ago. Consolidated net operating revenues were $490.7 million for the third quarter of 2010 compared to $470.4 million for the third quarter of 2009, or an increase of 4.3%. This increase was attributable to higher net patient revenue per discharge and a 2.5% increase in patient discharges. Net patient revenue per discharge increased 2.7% quarter over quarter due primarily to the Medicare pricing changes that became effective October 1, 2009. Same store discharges were 0.4% higher quarter over quarter. The Company's balance sheet at Sept. 30, 2010, showed $1.80 billion in total assets, $2.19 billion in total liabilities, $387.4 million in Convertible perpetual preferred stock, and a stockholder's deficit of $782.3 million. "The third quarter was another solid quarter for HealthSouth. We grew net operating revenues from a combination of better pricing and stronger discharges, managed our expenses in a disciplined manner, and, most importantly, continued to generate strong cash flows from operations," said Jay Grinney, President and Chief Executive Officer of HealthSouth. "During the quarter, we also demonstrated the strength of our development efforts by completing two acquisitions -- one in southwest Houston, Texas and the other in Ft. Smith, Arkansas -- and opening a new, 25-bed hospital in Bristol, Virginia. Although the operating environment remains challenging, we are very encouraged by the performance of our hospitals and, as a result, are increasing our Adjusted Consolidated EBITDA guidance for the year." A full-text copy of the Company's earnings release is available for free at http://ResearchArchives.com/t/s?6d54 About HealthSouth Corp. Birmingham, Alabama-based HealthSouth Corporation (NYSE: HLS) -- http://www.healthsouth.com/-- is the nation's largest provider of inpatient rehabilitative healthcare services. Operating in 26 states across the country and in Puerto Rico, HealthSouth serves patients through its network of inpatient rehabilitation hospitals, long-term acute care hospitals, outpatient rehabilitation satellites, and home health agencies. The Company's balance sheet at June 30, 2010, showed $1.7 billion in total assets, $2.1 billion in total liabilities, and a shareholders' deficit of $817.3 million. HealthSouth carries a 'B1' corporate family rating with "stable" outlook, from Moody's. It has 'B' foreign and local issuer credit ratings, with "positive" outlook, from Standard & Poor's. On October 1, 2010, according to the Troubled Company Reporter, HealthSouth's B1 Corporate Family Rating from Moody's reflects the continued reduction in debt outstanding and management's commitment to strengthening the company's balance sheet. Moody's last rating on HealthSouth was on November 16, 2009 when Moody's assigned a Caa1 (LGD5, 80%) rating to the company's senior unsecured notes due 2020 and a Ba3 (LGD2, 25%) rating to the new tranche of term loan due 2014 created in the company's credit agreement amendment. Moody's also affirmed HealthSouth's B2 Corporate Family and Probability of Default Ratings at that time. HANESBRANDS INC: Moody's Affirms 'Ba3' Corporate Family Rating -------------------------------------------------------------- Moody's Investors Service affirmed Hanesbrands Inc.'s Ba3 Corporate Family and Probability of Default ratings, and its SGL-2 Speculative Grade Liquidity Rating. Moody's also assigned a B1 rating to Hanesbrands' proposed $750 million senior unsecured notes. Proceeds from the new note offering are expected to be used to repay existing senior secured debt. The rating outlook remains stable. Ratings Rationale Hanesbrands' Ba3 Corporate Family Rating reflects the company's significant scale of operation, its portfolio of well known brands and the benefits of a vertically integrated supply chain. The rating also takes into consideration the relatively stable demand for the basic apparel products sold by the company, as well as the commoditized nature of the product categories in which the company competes. Hanesbrands' ratings are constrained by its moderate financial leverage with debt/EBITDA in the low 4 times range in the most recent LTM period and high customer concentration, with three large retailers accounting for over 50% of FY 2009 sales. The B1 rating assigned to the proposed senior unsecured notes is one-notch lower than the Corporate Family Rating. This reflects the unsecured notes junior ranking relative to the company's secured credit facilities, which have a lien on substantially all assets of the company. The stable rating outlook anticipates that Hanesbrands will continue to realize benefits from its significant investments in the reconfiguration of its global supply chain. Additionally, Moody's expects the company will successfully integrate the recently acquired "Gear For Sports" business, and continue to deleverage, albeit not at a sufficient pace to justify a higher rating in the near-term. The stable outlook also acknowledges rising product costs, especially for cotton. While the company is taking cost and pricing actions to address input cost increases, the ability to pass through pricing may be challenged given the overall weak environment for consumer spending. The ratings could be upgraded if Hanesbrands continues to improve its leverage and continues to demonstrate further improvement in performance as a result of cost savings achieved from its global manufacturing reconfiguration. Quantitatively, ratings could be upgraded if reported operating margins are sustained above 10%, debt/EBITDA is sustained below 3.5 times, and EBITDA/interest is sustained above 3.25 times. Ratings could be lowered if the company's margins were to materially erode or if continued increases in raw materials are not offset by other cost savings or other actions to preserve margins. Quantitatively if debt/EBITDA is likely to be sustained above 5 times or EBITDA/interest is sustained below 2.7 times, ratings could be lowered. Ratings could also be lowered if there were any erosion in the company's liquidity profile. These ratings were affirmed and LGD assessments amended: -- Corporate Family Rating at Ba3 -- Probability of Default Rating at Ba3 -- $600 million senior secured revolving credit facility expiring 2013 at Ba1 (LGD 2, 21%) -- $691 million senior secured term loan due 2015 at Ba1 (LGD 2, 21%) -- $491million senior unsecured floating rate notes due 2014 at B1 (to LGD 4, 62% from LGD 5, 75%) -- $500 million senior unsecured notes due 2016 at B1 (to LGD 4, 62% from LGD 5, 75%) -- Speculative Grade Liquidity Rating at SGL-2 This rating was assigned: -- $750 million senior unsecured notes due 2020 at B1 (LGD 4,62%) Hanesbrands Inc. is a manufacturer and marketer of branded innerwear and outerwear apparel. The company markets products under the "Hanes", "Champion", "Playtex", "Bali", "Wonderbra", "Gear For Sports" and "L'eggs" brands. Annual revenues are approximately $4.3 billion. HANESBRANDS INC: S&P Gives Stable Outloook, Affirms 'BB-' Rating ---------------------------------------------------------------- Standard & Poor's Ratings Services said that it revised its outlook on Winston-Salem, North Carolina-based Hanesbrands Inc. to stable from negative and affirmed the 'BB-' corporate credit on the company. At the same time, S&P assigned a 'BB-' senior unsecured rating to the company's proposed $750 million senior unsecured notes due 2020. S&P assigned a '4' recovery rating to the notes, indicating S&P's expectation for average (30% to 50%) recovery for noteholders in the event of a payment default. Concurrently, S&P raised its ratings on the company's existing unsecured notes to 'BB-' and revised the recovery rating to a '4', indicating S&P's expectation for average (30% to 50%) recovery for noteholders in the event of a payment default, from '5'. The company has stated that it will use the proceeds from the proposed unsecured notes to refinance existing debt including borrowings under its senior secured credit facilities and debt associated with its recent $227 million acquisition of Gear For Sports. However, if the transaction is not completed as contemplated, S&P would lower S&P's unsecured debt ratings to 'B+' and revise the recovery rating to '5'. "S&P revised its outlook on Hanesbrands due to the company's improved operating performance and credit metrics over the past year and its view that the company will be able to at least sustain its current credit metrics," said Standard & Poor's credit analyst Linda Phelps. "The ratings on Hanesbrands reflect S&P's view that it has a fair business risk profile reflecting its participation in the highly competitive apparel sector and commodity-like nature of some of its products, S&P's expectations for continued weak consumer spending, and difficult retail environment." In addition, the company has an aggressive financial profile due to its high leverage following its spin-off from Sara Lee Corp. in 2006. S&P believes Hanesbrands' operating performance has stabilized and that credit metrics will gradually improve. The company benefits from its strong portfolio of brand names, including Hanes, Champion, Playtex, Just My Size, and Bali and top market positions in most of the product categories in which it competes. These categories are also large and growing modestly. The categories it participates in are very competitive. Hanesbrands competes against Russell Corp. (not rated) and Fruit of the Loom (not rated), which are both operating divisions of Berkshire Hathaway Inc. (AA+/Stable/A-1+). Other competitors include Warnaco Group Inc. (BBB-/Stable/--) and Limited Brands (BB/Stable/B-1) in its various categories. Hanesbrands enjoys significant operating scale (with more than $4 billion in revenues) which provides it with operating efficiencies and the ability to provide high service levels to large national retailers. The replenishment nature of many of the company's apparel essential products (women's intimate apparel, T-shirts, men's and kids' underwear, socks, hosiery, casual wear, and activewear) support a more stable cash flow and are less susceptible to fashion risk as compared with other apparel companies. However, in S&P's view, Hanesbrands products are more commodity-like and are subject to significant competition including competition from private label products. The outlook is stable, reflecting S&P's view that its operation performance and cash flow generation will remain relatively stable over the near term and that the credit metrics will gradually improve as the company continues to reduce debt levels. S&P could raise the ratings if the company's sales continue to grow, operating margins are sustainable at more than 13.5%, and leverage approaches 3.5x. EBITDA would need to rise about 27% for leverage to decline to 3.5x. However, S&P could lower the ratings if the operating performance weakens materially, possibly due to a weak economy and retail environment and rising production costs, resulting in deteriorating credit protection measures, including leverage rising to more than 5x. The company's leverage could reach 5x if EBITDA were to decline about 11% from EBITDA levels for the trailing 12-months ended Oct. 2, 2010. HAWKER BEECHCRAFT: Bank Debt Trades at 15% Off in Secondary Market ------------------------------------------------------------------ Participations in a syndicated loan under which Hawker Beechcraft is a borrower traded in the secondary market at 84.66 cents-on- the-dollar during the week ended Friday, November 5, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 2.13 percentage points from the previous week, The Journal relates. The Company pays 200 basis points above LIBOR to borrow under the facility. The bank loan matures on March 26, 2014, and carries Moody's Caa1 rating and Standard & Poor's CCC+ rating. The loan is one of the biggest gainers and losers among 198 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Hawker Beechcraft Hawker Beechcraft Acquisition Company, LLC, headquartered in Wichita, Kansas, is a leading manufacturer of business jets, turboprops and piston aircraft for corporations, governments and individuals worldwide. The Company's balance sheet at June 27, 2010, showed $3.420 billion in total assets, $3.408 billion in total liabilities, and stockholders' equity of $11.6 million. Hawker Beechcraft reported a net loss of $56.8 million on $639.3 million of total sales for the three months ended June 27, 2010, compared with net income of $172.2 million on $816.3 million of sales for the three months ended June 28, 2009. Hawker Beechcraft carries 'Caa2' corporate family and probability of default ratings from Moody's Investors Service. HEALTHSOUTH CORP: Repays Term Loans, Enters New $500MM Facility --------------------------------------------------------------- HealthSouth Corporation said it has repaid all outstanding term loans under its previous credit agreement. By executing an amendment to its previous credit agreement, the Company terminated its existing $400 million secured revolving credit facility and $60 million synthetic letter of credit facility and put in place a newly amended and restated credit agreement. This new credit agreement provides for a senior secured revolving credit facility of up to $500 million with an initial rate of three month LIBOR plus 3.5%, including a $260 million letter of credit subfacility, maturing in October 2015. The Company used a $100.0 million draw on the new revolver, along with $128.6 million of available cash and net proceeds from the $525 million of senior unsecured notes offering completed earlier this month to repay in full the $743.1 million outstanding under the previous credit agreement. Barclays Bank PLC serves as the administrative and collateral agent. "This $500 million revolving credit facility, together with the $525 million of senior notes we recently issued, have allowed HealthSouth to complete a comprehensive recapitalization of our balance sheet resulting in reduced refinancing risks and enhanced flexibility," said Doug Coltharp, Executive Vice President and Chief Financial Officer of HealthSouth. "We are very appreciative of the financial commitments and relationship support provided by each of the institutions participating in our new revolver." About HealthSouth Corp. Birmingham, Alabama-based HealthSouth Corporation (NYSE: HLS) -- http://www.healthsouth.com/-- is the nation's largest provider of inpatient rehabilitative healthcare services. Operating in 26 states across the country and in Puerto Rico, HealthSouth serves patients through its network of inpatient rehabilitation hospitals, long-term acute care hospitals, outpatient rehabilitation satellites, and home health agencies. The Company's balance sheet at June 30, 2010, showed $1.7 billion in total assets, $2.1 billion in total liabilities, and a shareholders' deficit of $817.3 million. HealthSouth carries a 'B1' corporate family rating with "stable" outlook, from Moody's. It has 'B' foreign and local issuer credit ratings, with "positive" outlook, from Standard & Poor's. On October 1, 2010, according to the Troubled Company Reporter, HealthSouth's B1 Corporate Family Rating from Moody's reflects the continued reduction in debt outstanding and management's commitment to strengthening the company's balance sheet. Moody's last rating on HealthSouth was on November 16, 2009 when Moody's assigned a Caa1 (LGD5, 80%) rating to the company's senior unsecured notes due 2020 and a Ba3 (LGD2, 25%) rating to the new tranche of term loan due 2014 created in the company's credit agreement amendment. Moody's also affirmed HealthSouth's B2 Corporate Family and Probability of Default Ratings at that time. HOLIDAY ISLE: Chapter 11 Reorganization Case Dismissed ------------------------------------------------------ The Hon. Margaret A. Mahoney of the U.S. Bankruptcy Court for the Southern District of Alabama dismissed the Chapter 11 case of Holiday Isle, LLC. As reported in the Troubled Company Reporter on August 6, 2010, RBC Real Estate Finance Inc., secured creditor, asked the Court to dismiss the Debtor's case due to substantial or continuing loss to or diminution of the estate and the absence of a reasonable likelihood of rehabilitation, inability to effectuate substantial consummation of a confirmed plan, material default by the Debtor with respect to a confirmed plan, and lack of good faith in refiling the Debtor's Chapter 11 petition. The Debtor is ordered to pay the U.S. Trustee $325 for unpaid Chapter 11 quarterly fees due for the quarter beginning July 1, 2010. About Holiday Isle Mobile, Alabama-based Holiday Isle, LLC, is limited liability company and its sole member is The Mitchell Company, Inc. Holiday Isle for Chapter 11 bankruptcy protection on July 23, 2010 (Bankr. S.D. Ala. Case No. 10-03365). Irvin Grodsky, Esq., who has an office in Mobile, Alabama, assisted the Debtor in its restructuring effort. The Company estimated its assets and debts at $10 million to $50 million. This is the Debtor's second stint in Chapter 11. The Debtor previously commenced a Chapter 11 proceeding on October 23, 2008 (Bankr. S.D. Ala. Case No. 08-14135). INDIO SUN: Files Amended List of Largest Unsecured Creditors ------------------------------------------------------------ Indio Sun LLC, filed with the U.S. Bankruptcy Court for the Central District of California amended list of its largest unsecured creditors to reflect the changes in some amounts of claim. William O'Hara also replaced Franchise Tax Board as member of the Committee. Entity Claim Amount ------ ------------ William O'Hara $118,750 6394 Caminito Del Pastel San Diego, CA 92111 Sterling Pile $107,499 909 Magnolia Street South Pasadena, CA 91030 Robert A. Bernheimer PLC $70,040 45-025 Manitou Dr, Suite 3 Indian Wells, CA 92210 CV Strategies $35,508 45-025 Manitou Dr, Suite 13 Indian Wells, CA 92210 Exponent Inc. $30,382 Richard Fuchs $28,250 The Altum Group $11,403 Ronald Halprin $11,000 James Merckland $10,000 Kramer & Olsen CPA $9,078 Ronald J. Sokol, PLC $11,236* Gartenberg Gelfand Wasson $7,821 & Selden AT&T Teleconference $83* Coast Business Services $870 Law Seminars International $447 National Registered Agents $300 AT&T $311* * Previous list provided these amounts: Ronald J. Sokol, PLC $8,375 AT&T Teleconference $1,600 AT&T $83 A full-text copy of the amended list is available for free at: http://bankrupt.com/misc/cdca_10-33217_amended.pdf San Diego, California-based Indio Sun LLC, fdba Palm Desert Heights Development Group LLC, filed for Chapter 11 bankruptcy protection on July 25, 2010 (Bankr. C.D. Calif. Case No. 10- 33217). Sandford Frey, Esq., who has an office in Los Angeles, California, assists the Company in its restructuring efforts. The Company estimated assets of $10 million to $50 million and up to $10 million in debts in its Chapter 11 petition. INDIO SUN: Files Schedules of Assets and Liabilities ---------------------------------------------------- Indio Sun LLC, filed with the U.S. Bankruptcy Court for the Central District of California its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $18,500,000 B. Personal Property $300 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $5,141,250 E. Creditors Holding Unsecured Priority Claims $800 F. Creditors Holding Unsecured Non-priority Claims $596,181 ----------- ----------- TOTAL $18,500,300 $5,738,231 San Diego, California-based Indio Sun LLC, fdba Palm Desert Heights Development Group LLC, filed for Chapter 11 bankruptcy protection on July 25, 2010 (Bankr. C.D. Calif. Case No. 10- 33217). Sandford Frey, Esq., who has an office in Los Angeles, California, assists the Company in its restructuring efforts. The Company estimated assets of $10 million to $50 million and up to $10 million in debts in its Chapter 11 petition. INTRALINKS INC: Moody's Upgrades Corporate Family Rating to 'B2' ---------------------------------------------------------------- Moody's Investors Service upgraded IntraLinks, Inc.'s corporate family and probability of default ratings to B2 from B3 with a stable ratings outlook. Concurrently, Moody's also affirmed the B1 ratings for the Company's first-lien senior secured credit facilities and the Caa1 ratings for its second-lien term loan facilities, and assigned a speculative grade liquidity rating of SGL-2. Ratings Rationale The ratings upgrade reflects IntraLinks' material reduction in debt using the proceeds from its recent IPO and Moody's expectations of strong revenue and EBITDA growth driven by expanding customer base outside the financial services industry. IntraLinks used a significant portion of the $142 million in net proceeds from its August 2010 IPO and subsequent over-allotment option to retire approximately $135 million of debt, including the full redemption of its $104 million of HoldCo senior PIK loans and approximately $31 million of second-lien secured term loans. As a result, the Company's debt-to-EBITDA leverage has reduced to approximately 3.5x for the LTM 3Q 2010 period from 6.6x (incorporating Moody's standard analytical adjustments). The upgrade also incorporates Moody's expectations that IntraLinks will continue to execute well on its long-term growth strategy and generate strong revenue and EBITDA growth through diversification into new industries and deeper penetration of existing enterprise customer base. At the same time, the Company's core Debt Capital Markets and M&A segments should grow modestly helped by improved conditions within the financial services end-market. IntraLinks' B2 corporate family rating is supported by the Company's good market position as a leading provider of on-demand secure information exchange solutions to financial services and enterprise corporate customers, moderate financial leverage, expectations of improving free cash flow driven by revenue growth and increasing profitability, and growing end-market and geographical revenue diversity. Conversely, IntraLinks' rating is constrained by the Company's small overall scale, niche product offering, still high (albeit improved) end-market concentration within the volatile financial services segment, and limited free cash flow generation. The rating also reflects Moody's view that while IntraLinks' has a good market position and operating history as a pure-play provider of secure online workspaces, the virtual data room market remains a niche market with low barriers to entry and is susceptible to competitive threats from new and existing market participants. The stable ratings outlook reflects Moody's view that IntraLinks' credit metrics will continue to strengthen in the next 12-to-24 months from solid revenue and EBITDA growth, led by growth in Enterprise segment, and improving profitability, particularly as the Company penetrates new vertical markets and identifies additional use-types for its product offerings. IntraLinks' SGL-2 liquidity rating reflects Moody's opinion that the Company's liquidity will remain good over the next 12 to 18 months supported by its moderate cash levels, improving cash flow generation prospects, and access to an undrawn revolving credit facility. Moody's notes that consistent with its Moody's Loss Given Default Methodology, the ratings for the senior secured bank facilities were not raised commensurate with the upgrade in the corporate family rating due to the redemption of IntraLinks' HoldCo senior PIK loans, which eliminated sizeable first-loss absorption layer in the capital structure. These ratings were upgraded: -- Corporate Family Rating to B2 from B3 -- Probability of Default Rating to B2 from B3 This rating was assigned: * Speculative Grade Liquidity Rating -- SGL-2 These ratings were affirmed: * $15 million Senior Secured Revolving Credit Facility at B1 (LGD3, 35%) -- Pt. estimate revision from (LGD2, 25%) * $128 million 1st lien Secured Term Loan at B1 (LGD3, 35%) -- Pt. estimate revision from (LGD2, 25%) * $15 million 2nd lien Term Loan B at Caa1 (LGD5, 86%) -- Pt. estimate revision from (LGD4, 66%) * $18 million 2nd lien Term Loan C at Caa1 (LGD5, 86%) -- Pt. estimate revision from (LGD4, 66%) This rating was withdrawn: * $102 million of HoldCo. Senior PIK loan (Fully Repaid) Headquartered in New York, NY, IntraLinks, Inc., is a leading provider of on-demand solutions for businesses to securely collaborate, communicate and exchange critical information inside and outside the enterprise. The Company reported revenues of $171 million for the last-twelve-month period ended September 30, 2010. ISTAR FINANCIAL: Posts $83-Mil. Net Loss in Sept. 30 Quarter ------------------------------------------------------------ iStar Financial Inc. reported an adjusted loss allocable to common shareholders for the third quarter of $70.9 million compared with $234.2 million or for the third quarter 2009. Net loss allocable to common shareholders for the third quarter was $83.5 million compared to $251.3 million for the third quarter 2009. The Company's balance sheet at Sept. 30, 2010, showed $10.47 billion in total assets, $8.70 billion in total liabilities, and stockholder's equity of $1.76 billion. Revenues for the third quarter 2010 were $134.4 million versus $178.2 million for the third quarter 2009. The year-over-year decrease is primarily due to a smaller asset base resulting from loan repayments and sales and a reduction of interest income resulting from performing loans moving to non-performing status. A full-text copy of the Company's earnings release is available for free at http://ResearchArchives.com/t/s?6d50 About iStar Financial New York-based iStar Financial Inc. (NYSE: SFI) provides custom- tailored investment capital to high-end private and corporate owners of real estate, including senior and mezzanine real estate debt, senior and mezzanine corporate capital, as well as corporate net lease financing and equity. The Company, which is taxed as a real estate investment trust, provides innovative and value added financing solutions to its customers. * * * As reported by the Troubled Company Reporter on July 13, 2010, Standard & Poor's Ratings Services lowered its long-term counterparty credit rating on iStar Financial to 'CCC' from 'B-'. At the same time, S&P lowered the senior unsecured debt rating to 'CCC-' from 'CCC+.' The outlook is negative. iStar's limited funding flexibility and the severe credit quality deterioration in its loan portfolio continue to put negative pressure on the rating. "S&P's analysis indicates that the firm should not become insolvent and has ample liquidity to operate through 2010, but management faces a significant challenge with $3.0 billion in debt coming due in 2011 and $3.5 billion due in 2012," said Standard & Poor's credit analyst Jeffrey Zaun. In the longer term, the company's concentration in highly cyclical commercial real estate will limit the ratings. Although credit- market turmoil and a severe recession impeded capital formation through 2009, the firm's capital ratios improved slightly in first-quarter 2010. Management has been able to execute a rapid pull-back in operations through a protracted and severe recession in CRE markets. JACKSON 299: Court Extends Filing of Schedules Until Nov. 24 ------------------------------------------------------------ The Hon. Gloria M. Burns of the U.S. Bankruptcy Court for the District of New Jersey extended, at the behest of Jackson 299 Hempstead, LLC, the deadline for the filing of schedules of assets and liabilities and statement of financial affairs an additional 15 days until November 24, 2010. The Debtor said that it is in the process of compiling the information necessary to complete the Schedules. The Debtors need additional time to accurately determine its assets and liabilities. Jackson 299 Hempstead, LLC, owns a certain parcel of real property at 101 Boardwalk in Atlantic City, New Jersey. It filed for Chapter 11 bankruptcy protection on October 26, 2010 (Bankr. D. N.J. Case No. 10-43180). Albert A. Ciardi, III, Esq., at Ciardi Ciardi & Astin, P.C., assists Jackson 299 in its restructuring effort. Jackson 299 estimated its assets and debts at $10 million to $50 million. Affiliate 15-35 Hempstead Properties, LLC, filed a separate Chapter 11 petition on October 26, 2010 (Bankr. D. N.J. Case No. 10-43178). JACKSON 299: Section 341(a) Meeting Scheduled for Dec. 2 -------------------------------------------------------- The U.S. Trustee for Region 3 will convene a meeting of Jackson 299 Hempstead, LLC's creditors on December 2, 2010, at 10:00 a.m. The meeting will be held at Bridge View Building, Suite 102, 800 Cooper Street, Camden, NJ 08101. 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. Jackson 299 Hempstead, LLC, owns a certain parcel of real property at 101 Boardwalk in Atlantic City, New Jersey. It filed for Chapter 11 bankruptcy protection on October 26, 2010 (Bankr. D. N.J. Case No. 10-43180). Albert A. Ciardi, III, Esq., at Ciardi Ciardi & Astin, P.C., assists the Debtor in its restructuring effort. The Debtor estimated its assets and debts at $10 million to $50 million. Affiliate 15-35 Hempstead Properties, LLC, filed a separate Chapter 11 petition on October 26, 2010 (Bankr. D. N. J. Case No. 10-43178). JACKSON 299: Proposes Ciardi Ciardi as Bankruptcy Counsel --------------------------------------------------------- Jackson 299 Hempstead, LLC, asks for authorization from the U.S. Bankruptcy Court for the District of New Jersey to employ Ciardi Ciardi & Astin as bankruptcy counsel. Ciardi Ciardi will: a. give legal advice with respect to its powers and duties as debtor-in-possession; b. prepare motions, application, answers, orders, reports and other legal papers as necessary; and c. perform all other legal services for the Debtor. Ciardi Ciardi will be paid based on these rates: Partners $465-$545 Of Counsel $305 Associates $200-$350 Paralegals $120-$180 To the best of the Debtor's knowledge, Ciardi Ciardi is a "disinterested person" as that term defined in Section 101(14) of the Bankruptcy Code. Jackson 299 Hempstead, LLC, owns real property at 101 Boardwalk in Atlantic City, New Jersey. It filed for Chapter 11 bankruptcy protection on October 26, 2010 (Bankr. D. N.J. Case No. 10-43180). Jackson 299 estimated its assets and debts at $10 million to $50 million. Affiliate 15-35 Hempstead Properties, LLC, filed a separate Chapter 11 petition on October 26, 2010 (Bankr. D. N. J. Case No. 10-43178). JAMES OSTBERG: Case Summary & 17 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: James Ostberg dba Garland Self Storage dba H & L Auto Sales 305 Willowcrest Garland, TX 75040 Bankruptcy Case No.: 10-37782 Chapter 11 Petition Date: November 1, 2010 Court: United States Bankruptcy Court Northern District of Texas (Dallas) Judge: Harlin DeWayne Hale Debtor's Counsel: Eric A. Liepins, Esq. ERIC A. LIEPINS, P.C. 12770 Coit Rd., Suite 1100 Dallas, TX 75251 Tel: (972) 991-5591 E-mail: eric@ealpc.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Debtor's 17 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/txnb10-37782.pdf JERRY SHIPLEY: Voluntary Chapter 11 Case Summary ------------------------------------------------ Joint Debtors: Jerry D. Shipley Cathleen A. Shipley c/o H. Joseph Acosta, Esq. Looper Reed & McGraw, P.C. 1601 Elm Street, Suite 4600 Dallas, TX 75201 Bankruptcy Case No.: 10-37700 Chapter 11 Petition Date: November 1, 2010 Court: United States Bankruptcy Court Northern District of Texas (Dallas) Judge: Harlin DeWayne Hale Debtor's Counsel: Hirtzan Joseph Acosta, Esq. LOOPER REED & MCGRAW P.C. 1601 Elm Street, Suite 4100 Dallas, TX 75201 Tel: (214) 954-4135 Fax: (214) 953-1332 E-mail: jacosta@lrmlaw.com Estimated Assets: $100,001 to $500,000 Estimated Debts: $1,000,001 to $10,000,000 The Joint Debtors did not file a list of its largest unsecured creditors together with its petition. JOHN HAYHURST: Voluntary Chapter 11 Case Summary ------------------------------------------------ Debtor: John K. Hayhurst 3410 Oakhurst St. Dallas, TX 75214 Bankruptcy Case No.: 10-37802 Chapter 11 Petition Date: November 1, 2010 Court: United States Bankruptcy Court Northern District of Texas (Dallas) Judge: Stacey G. Jernigan Debtor's Counsel: Vickie L. Driver, Esq. COFFIN & DRIVER, PLLC 7557 Rambler Rd., Ste. 110 Dallas, TX 75231 Tel: (214) 377-4848 Fax: (214) 377-4858 E-mail: vdriver@coffindriverlaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its largest unsecured creditors together with its petition. K BANK: Closed; M&T Bank Assumes All Deposits --------------------------------------------- K Bank of Randallstown, Md., was closed on Friday, November 5, 2010, by the Maryland Office of Financial Regulation, which appointed the Federal Deposit Insurance Corporation as receiver. To protect the depositors, the FDIC entered into a purchase and assumption agreement with Manufacturers and Traders Trust Company (M&T Bank) of Buffalo, N.Y., to assume all of the deposits of K Bank, except certain brokered deposits. Brokered deposit customers should contact their brokers directly about the status of their accounts. The seven branches of K Bank will reopen during normal banking hours as branches of M&T Bank. Depositors of K Bank will automatically become depositors of M&T Bank. Deposits will continue to be insured by the FDIC, so there is no need for customers to change their banking relationship in order to retain their deposit insurance coverage up to applicable limits. Customers of K Bank should continue to use their existing branch until they receive notice from M&T Bank that it has completed systems changes to allow other M&T Bank branches to process their accounts as well. As of September 30, 2010, K Bank had around $538.3 million in total assets and $500.1 million in total deposits. M&T Bank did not pay the FDIC a premium for the deposits of K Bank. In addition to assuming all of the deposits of the failed bank, M&T Bank agreed to purchase around $410.8 million of the failed bank's assets. The FDIC will retain the balance of the assets for later disposition. The FDIC and M&T Bank entered into a loss-share transaction on $289.0 million of K Bank's assets. M&T Bank will share in the losses on the asset pools covered under the loss-share agreement. The loss-share transaction is projected to maximize returns on the assets covered by keeping them in the private sector. The transaction also is expected to minimize disruptions for loan customers. For more information on loss share, visit: http://www.fdic.gov/bank/individual/failed/lossshare/index.html Customers who have questions about the transaction can call the FDIC toll-free at 1-800-830-4697. Interested parties also can visit the FDIC's Web site at: http://www.fdic.gov/bank/individual/failed/kbank.html The FDIC estimates that the cost to the Deposit Insurance Fund will be $198.4 million. Compared to other alternatives, M&T Bank's acquisition was the least costly resolution for the FDIC's DIF. K Bank is the 140th FDIC-insured institution to fail in the nation this year, and the fourth in Maryland. The last FDIC- insured institution closed in the state was Ideal Federal Savings Bank, Baltimore, on July 9, 2010. K3 ENTERPRISES: Case Summary & 17 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: K3 Enterprises LLC dba AutoSpa Express 7610 Union Park Ave. Midvale, UT 84047 Bankruptcy Case No.: 10-35209 Chapter 11 Petition Date: November 2, 2010 Court: United States Bankruptcy Court District of Utah (Salt Lake City) Judge: Joel T. Marker 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 A list of the Company's 17 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/utb10-35209.pdf The petition was signed by David R. Neuman, managing member. KANSAS CITY SOUTHERN: Fitch Ups Issuer Default Ratings to 'BB' -------------------------------------------------------------- Fitch Ratings has upgraded the foreign and local currency Issuer Default Ratings of Kansas City Southern de Mexico, S.A. de C.V., to 'BB' from 'BB-'. Fitch has also upgraded to 'BB' from 'BB-' these senior unsecured obligations of KCSM: -- US$175 million 7.625% senior notes due 2013; -- US$165 million 7.375% senior notes due 2014; -- US$130 million 12.500% senior notes due 2016. Fitch has also assigned a rating of 'BB' to this senior unsecured obligation: -- US$300 million 8.000% senior notes due 2018. The Rating Outlook is Stable. The rating upgrade reflects KCSM's business recovery and solid operational performance during the last 12 month period ended Sept. 30, 2010. The ratings also reflect the company's improved leverage profile following stronger cash flow generation, along with its solid business position and diversified revenue base as a leading provider of railway transportation services in Mexico. Also incorporated into the ratings is the strong business and credit relationship between KCSM and its fully controlling company, Kansas City Southern. KCSM is well positioned to benefit from the improvement in the Mexican economy and cross-border trade with the United States, as nearly 80% of the company's revenues are derived from international freight. After contracting -2.6 and -6.5% during 2009, the U.S. and Mexican economies are expected to grow 2.7% and 2.5% during 2010, and 4.4% and 3.6% during 2011, respectively. Positive Business Momentum, Recovery Expected to Continue: KCSM's business operations recovered strongly in conjunction with its controlling shareholder, KCS, during the first nine months of 2010. In this period, KCSM's revenues were US$582.4 million, a 33% increase over similar period of 2009. The increase in the company's revenue reflects a 26% increase in total carload units and a 6% increase in revenue per carload unit, with all the businesses achieving positive revenue growth rates. At the consolidated level, KCS also achieved a similar trend. During the first nine months of 2010, KCS's revenues were US$1.3 billion, a 25% increase over similar period of 2009. The increase in KCS's revenue reflects a 16% increase in total carload units and an 8.8% increase in revenue per carload unit. The sectors driving the revenue recovery were chemical & petroleum, industrial & consumer products and agriculture & mineral, which represented approximately 23%, 24%, and 27%, respectively, of KCSM's total revenue during the first nine months of 2010. Fitch projects that KCSM will generate approximately US$792 million and US$884 million in revenues during fiscal year 2010 (FY2010) and FY2011, respectively. Stable Consolidated Credit Profile, Adequate Liquidity: Operationally and strategically, KCSM is a major component for KCS's consolidated business. By the end of September 2010, KCSM's LTM revenues, EBITDAR, free cash flow, and total debt represented 44%, 48%, 43%, and 48%, respectively, of KCS's consolidated business. Also factored into the ratings is the recent improvement in the consolidated business profile. KCS's leverage ratios have improved considerably, as demonstrated by the company's consolidated total adjusted debt/operating EBITDAR reducing to 3.6 times for the LTM Sept. 30, 2010, from over 5.2x for the same period in 2009. KCS's consolidated liquidity position is adequate and is supported by cash balances of US$69 million and access to approximately US$220 million of additional financial flexibility provided by its revolvers credit facilities as of Sept. 30, 2010. KCS's FCF for the LTM Sept. 30, 2010, was US$182.9 million, which compares well with the negative FCF of US$142 million for the same period in 2009. KCSM also had sufficient liquidity as of Sept. 30, 2010, with approximately US$12 million in cash and equivalents and access to a US$95 million of its recently secure revolver credit facility. The company's next debt maturity is the US$175 million 7.625% senior notes due Dec. 1, 2013. KCSM has a good track record in accessing credit markets. Improving Cash Flow Generation, 31% Increase in LTM EBITDAR, Debt Reduction: The company's EBITDAR recovered strongly for the LTM ended Sept. 30, 2010 to US$369 million, a 31% increase over the US$281 million generated in the LTM period ended Sept. 30, 2009. In addition, the company's cash from operations for the LTM ended Sept. 30, 2010 was US$178 million, a 35% increase over the CFO for the LTM period ending September 2009. KCSM also generated positive FCF of US$79 million during the LTM Sept. 30, 2010. This recovery in cash flows allowed for the company's total adjusted debt to decrease by 14% between September 2009 and September 2010 through debt prepayments. By the end of September 2010, the company had approximately US$1.3 billion in total debt. This debt consists primarily of US$902 million of on-balance-sheet debt, most of which is unsecured, and an estimated US$439 million of off-balance-sheet debt associated with lease obligations. KCSM's ratings reflect the expectation that the company's leverage will be in the 3.25x to 3.50x range by the end of 2011. The company's net debt/EBITDAR ratio was 3.6x at the end of September 2010, which positively compares with the company's leverage of 5.2x at the end of September 2009. This is consistent with the average leverage ratio of 3.6x maintained by the company between FY2006 and FY2008. Fitch expects to see further reductions in the company's financial leverage ratios. Main Concern, Sustainability of Global Economic Recovery: The company is exposed to fuel cost volatility and other industry- related risks, such as revenue volatility and high operating leverage. The greatest risk to KCSM is the potential for another weakening of the U.S. economy, affecting also the Mexican economy, in a 'double-dip' recession. Under that severe scenario, it is likely that the company's FCF would decline materially and leverage could rise to a level inconsistent with the current ratings. KTM INVESTMENTS: Case Summary & 12 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: KTM Investments, Inc. dba Big Willy's 500 S. Broadway Joshua, TX 76058 Bankruptcy Case No.: 10-37793 Chapter 11 Petition Date: November 1, 2010 Court: United States Bankruptcy Court Northern District of Texas (Dallas) Judge: Stacey G. Jernigan Debtor's Counsel: Eric A. Liepins, Esq. ERIC A. LIEPINS, P.C. 12770 Coit Rd., Suite 1100 Dallas, TX 75251 Tel: (972) 991-5591 E-mail: eric@ealpc.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 12 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/txnb10-37793.pdf The petition was signed by Mohammad Farooqui, president. LAND CONSERVANCY: Voluntary Chapter 11 Case Summary --------------------------------------------------- Debtor: Land Conservancy of Elkins Park, Inc. 1750 Ashbourne Road Elkins Park, PA 19027 Bankruptcy Case No.: 10-19522 Chapter 11 Petition Date: November 11, 2010 Court: United States Bankruptcy Court Eastern District of Pennsylvania (Philadelphia) Judge: Eric L. Frank Debtor's Counsel: Edmond M. George, Esq. OBERMAYER REBMANN MAXWELL & HIPPEL, LLP 1617 John F. Kennedy Blvd. One Penn Center, Suite 1900 Philadelphia, PA 19103 Tel: (215) 665-3140 E-mail: edmond.george@obermayer.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its largest unsecured creditors together with its petition. The petition was signed by David D. Dobson, president. LEAP WIRELESS: S&P Assigns 'B-' Rating to $1.2 Billion Notes ------------------------------------------------------------ Standard & Poor's Ratings Services said it assigned its issue- level and recovery rating to San Diego-based Leap Wireless International Inc. subsidiary Cricket Communications Inc.'s proposed $1.2 billion senior unsecured notes due 2020. S&P assigned a 'B-' issue-level rating (at the same level as the 'B-' corporate credit rating on Leap). S&P also assigned a '4' recovery rating to the debt, indicating S&P's expectation of average (30%-50%) recovery for noteholders in the event of a payment default. Leap said it plans to use proceeds to finance the purchase of all of its outstanding 9.375% senior notes due 2014 in a tender offer and redemption of any nontendered amounts under indenture provisions, and for general corporate purposes. S&P does not expect the company's financial profile, which S&P considers highly leveraged, to change as a result of this refinancing. Liquidity remains adequate, and S&P has assumed in its ratings that leverage, currently at about 6.3x debt to EBITDA, will remain above 6.0x over at least the next year. Moreover, S&P expects that the company will report no better than break-even free operating cash flow through 2011. The corporate credit rating on Leap is 'B-' and remains unchanged; the rating outlook is stable. The ratings on Leap reflect a business risk profile assessment of weak, given the company's participation in the prepaid wireless segment, which is price competitive and characterized by high customer churn, and its fairly limited operating history. Although Leap has demonstrated success in attracting subscribers to its less expensive wireless service, S&P believes national players may begin to more aggressively target the company's subscriber base with their own tailored pricing plans as the wireless industry matures. Moreover, in the second and third quarters of 2010, the company experienced material net reductions in subscribers for the first time. Ratings List Leap Wireless International Inc. Corporate Credit Rating B-/Stable/-- New Rating Cricket Communications Inc. Senior Unsecured $1.2 bil notes due 2020 B- Recovery Rating 4 LENNAR CORPORATION: Fitch Assigns 'BB+' Rating to $350 Mil. Notes ----------------------------------------------------------------- Fitch Ratings expects to assign a 'BB+' rating to Lennar Corporation's proposed offering of $350 million of convertible senior unsecured notes due 2020. This issue will be ranked on a pari passu basis with all other senior unsecured debt. Proceeds from the notes offering will be used for general corporate purposes, including repayment or repurchase of existing senior notes or other indebtedness, purchases of, or investments in, portfolios of distressed mortgage or other debt instruments, and acquisition of land suitable for residential development. Fitch's current Issuer Default Rating for Lennar is 'BB+'. The Rating Outlook is Stable. The ratings and Outlook for Lennar reflect the company's healthy liquidity position, geographic and product line diversity, lessened joint venture exposure as well as the challenges still facing the housing market. As expected, housing metrics (new home sales, existing home sales and housing starts) have sharply contracted following the expiration of the national housing tax credit. Clearly, the credit 'stole' demand from upcoming months. Fitch tends to think that the summer and fall months will be most affected by the 'pull forward' of the housing credit but 'normalized' demand may not be evident until late winter and some ratcheting up in demand (in response to even lower home prices, low mortgage rates and better employment and consumer confidence) may not be apparent until next spring. As such, Fitch recently moderated its housing forecasts for 2010 and 2011. Fitch currently projects new housing starts to increase 3.6% in 2010 and 15.8% in 2011. New home sales are forecast to fall 13.9% in 2010 and grow 14% in 2011. Fitch expects existing home sales will decline 7.5% in 2010 and increase 6% in 2011. Lennar had unrestricted cash of $865.7 million and restricted cash of $131.5 million as of Aug. 31, 2010. On Nov. 2, 2010, the company entered into a letter of credit agreement with an aggregate commitment of up to $150 million. The facility may be increased to $200 million subject to additional commitments. The new letter of credit agreement replaces existing cash- collateralized letter of credit agreements with two banks with a capacity totaling $225 million. This transaction frees up approximately $121 million of cash previously restricted to collateralize outstanding letters of credit. The company has ramped up its investments in its newest segment, Rialto Investments. This segment provides advisory services, due- diligence, workout strategies, ongoing asset management services and acquires and monetizes distressed loans and securities portfolios. (Management has considerable expertise in this highly specialized business.) In February 2010, the company acquired indirectly 40% managing member equity interests in two limited liability companies in partnership with the FDIC, for approximately $243 million (net of transaction costs and a $22 million working capital reserve). Lennar has also invested $64 million in a fund formed under the Federal government's Public-Private Investment Program, which is focused on acquiring securities backed by real estate loans. On Sept. 30, 2010, Rialto completed the acquisitions of approximately $740 million of distressed real estate assets, in separate transactions, from three financial institutions. The company paid $310 million for the distressed real estate assets, of which $125 million was funded by a 5-year senior unsecured note provided by one of the selling financial institutions. On a pro forma basis, Rialto Investments had $752.3 million of debt, of which $125 million is guaranteed by Lennar. Future ratings and Outlooks will be influenced by broad housing market trends as well as company specific activity, such as trends in land and development spending, general inventory levels, speculative inventory activity (including the impact of high cancellation rates on such activity), gross and net new order activity, debt levels and especially free cash flow trends and uses, and the company's cash position. LENNAR CORPORATION: Moody's Assigns 'B3' Rating to $435 Mil. Notes ------------------------------------------------------------------ Moody's Investors Service assigned B3 rating to Lennar's proposed $435 million convertible senior notes offering. At the same time, Moody's affirmed the company's existing corporate family of B2, existing senior unsecured note rating of B3, existing convertible senior note rating of B3, and speculative grade liquidity rating of SGL-2. The rating outlook remains positive. The $350 million convertible senior notes will rank pari passu with Lennar's existing senior unsecured and unsubordinated debt, will be convertible into cash or Lennar's common stock or both, and will mature on December 15, 2020. The use of proceeds are designated for general corporate purposes, which may include retirement of existing indebtedness, investment in portfolios of distressed assets, and acquisition of land. The B2 corporate family rating considers that Lennar's may not be able to generate cash flow, as it increases its investment in land and distressed assets. The rating also incorporates Lennar's long land position and the industry's largest (albeit greatly reduced) off-balance sheet joint venture exposure. The latter has been a major focus of the company's attention, and it has opted, or been required, to reduce its maximum recourse unconsolidated joint venture debt from $1.8 billion at fiscal year-end 2006 to $180 million at August 31, 2010. Lennar has not materially reduced its reported debt over the same time period, in contrast to most of its homebuilding peers. Its pro forma adjusted gross homebuilding debt/capitalization at August 31, 2010, exceeded 50%, a debt leverage metric more typically associated with that of a single B credit. At the same time, Lennar's ratings are supported by the company's improving gross margin performance, positive steps towards strengthening its liquidity profile from lengthening its debt maturity schedule, diminished level of impairment charges versus peak stress periods, and progress in reducing its formerly outsized joint venture investments. The positive outlook reflects Moody's belief that the company's credit profile may improve over the next twelve to eighteen months if it proves able to return to consistent profitability, and maintains the capital structure discipline required to consistently drive down adjusted debt-to-capital ratios. Additionally, the outlook presumes that the company will maintain capital structure discipline as it pursues additional growth opportunities during the next few years, including expanding its portfolio of troubled real estate loans. Lennar's SGL-2 rating reflects that its strong internal liquidity (defined as unrestricted cash plus cash flow) and lack of any covenant compliance pressures offset its lack of external liquidity (i.e., lack of a revolver). Lennar has a large land supply in various parts of the country and, now, real estate portfolios as well, making its alternate liquidity somewhat stronger than that of the typical homebuilder. These rating actions were taken: -- B3 (LGD4,61%) assigned to the new $435 million convertible senior notes due 2020 -- Corporate family rating affirmed at B2 -- Probability of default rating affirmed at B2 -- Existing senior unsecured notes affirmed at B3 (LGD4,61%) -- Existing convertible senior notes at B3 (LGD4, 61%) -- Speculative grade liquidity rating affirmed at SGL-2 The rating on convertible senior notes has been notched below that of the corporate family rating because of the presence in the capital structure both of secured on-balance sheet recourse debt and secured off-balance sheet recourse debt. If the proportion of secured debt in the capital structure were to be reduced, the rating on the senior unsecured notes could return to parity with the corporate family rating. The ratings could benefit if the company were to restore bottom- line profitability and/or resume growing its free cash flow (without assistance from tax refunds), improve its debt leverage, and continue to strengthen its liquidity. The ratings and/or outlook could come under pressure if quarterly losses begin to widen substantially; impairments were to again rise materially; the company were to experience even sharper-than- expected reductions in its trailing twelve-month cash flow generation; and/or adjusted debt leverage were to exceed 70%. Moody's last rating action for Lennar Corporation occurred on April 26, 2010, when the B3 ratings were assigned to new senior unsecured and convertible senior note offerings, and the rating outlook was revised to positive from stable. Founded in 1954 and headquartered in Miami, FL, Lennar is one of the country's largest homebuilders. Total revenues and net income for the LTM period ending August 31, 2010, were $2.8 billion and $99 million, respectively. LENNY DYKSTRA: Trustee Wants Case Consolidated with Companies ------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that David K. Gottlieb, the Chapter 7 bankruptcy trustee for Lenny Dykstra, asked the bankruptcy judge in California to consolidate Mr. Dykstra's liquidation with three corporations claimed to be alter egos for Mr. Dykstra. According to the report, Mr. Gottlieb contends that Mr. Dykstra used the companies -- Car Wash Corp., Car Wash III and South Corona Center -- to "conceal assets and interfere" with creditors. He also says that the companies' revenue was "squandered" on Dykstra's "personal needs." The Chapter 11 trustee, Mr. Rochelle relates, warned that unless the companies' assets and liabilities are combined with Dykstra's, there will be "few assets with which to satisfy claims of creditors." The trustee wants to bring fraudulent transfer claims on behalf of the companies. The motion is scheduled for hearing on Dec. 1. About Lenny Dykstra Lenny Dykstra is a former Major League Baseball all-star player. He was center fielder for the New York Mets and Philadelphia Phillies. He filed for Chapter 11 bankruptcy protection (Bankr. C.D. Calif. Case No. 09-18409) on July 7, 2009, in Woodland Hills, California. The Law Office of M. Jonathan Hayes, in Northridge, California, represents the Debtor. The Debtor estimated up to $50,000 in assets and $10 million to $50 million in debts in his Chapter 11 petition. A Chapter 11 trustee was appointed in September 2009, and the case was converted to a liquidation in Chapter 7 on November 20, 2009. The trustee -- Arturo M. Cisneros -- was investigating the disposition of personal property both before and after the Chapter 11 filing. In August 2010, Mr. Cisneros stepped down as Chapter 7 trustee following issues with his failing to disclose the extent of his business with J.P. Morgan Chase & Co., which happens to be largest creditor in Mr. Dykstra's case. LESLIE'S POOLMART: Moody's Assigns 'Ba3' Rating to $305 Mil. Notes ------------------------------------------------------------------ Moody's Investors Service assigned a Ba3 rating to Leslie's Poolmart Inc.'s proposed $305 million senior secured term loan and $75 million revolver (undrawn at close), and revised the company's ratings outlook to positive from stable. The company's B3 Corporate Family and Probability of Default ratings were affirmed. The ratings are subject to the receipt and review of final documentation upon closing of the proposed refinancing transaction. Proceeds from the funding will be used to refinance the company's existing 7.75% notes and to repurchase shares from a minority shareholder. These ratings were assigned: -- $305 million Sr. Secured Term Loan due 2017 at Ba3 (LGD-2, 20%) -- $75 million Sr. Secured Revolver due 2015 at Ba3 (LGD-2, 20%) These ratings were affirmed -- Corporate Family Rating at B3 -- Probability of Default Rating at B3 The ratings outlook was revised to Positive from Stable Upon completion of the tender offer, this rating will be withdrawn: -- $170M 7.75% Sr. Unsecured Notes due 2013 at B1 (LGD-2, 24%) Ratings Rationale The outlook change to positive reflects Leslie's consistent sales and profitability growth, and Moody's view that this will be sustained through further profitable retail store expansion and growth within its commercial operations. Stronger operating performance should drive improved credit metrics, although modest free cash flow will likely lead to little discretionary debt reduction in the near-to-intermediate term. Leslie's B3 Corporate Family Rating is constrained by the company's weak credit metrics stemming from its very high consolidated debt load. The rating also reflects Leslie's small scale relative to other rated global retailers and its very high seasonality. Positive consideration is given to Leslie's adequate liquidity and consistent operating performance in a difficult retail environment, as profitability remains strong and comparable store sales relatively stable. The rating also reflects the company's leading position in the very narrow pool supply sub- sector of retail and national footprint. Leslie's ratings could be upgraded if the company can continue to sustainably grow operating profit and maintain margin stability, while improving credit metrics and maintaining adequate liquidity, with revolver borrowing limited to seasonal funding and not as a permanent source of capital. Specific metrics include debt/EBITDA sustained below 6x and EBITDA-Capex/Interest near 2.0x. Conversely, deterioration in operating performance, credit metrics or liquidity could negatively impact the company's outlook. The last rating action on Leslie's was on October 28, 2009, when Moody's affirmed the company's B3 Corporate Family Rating with a stable outlook. LEVEL 3 COMMS: Bank Debt Trades at 6% Off in Secondary Market ------------------------------------------------------------- Participations in a syndicated loan under which Level 3 Communications Inc. is a borrower traded in the secondary market at 93.63 cents-on-the-dollar during the week ended Friday, November 5, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 1.32 percentage points from the previous week, The Journal relates. The Company pays 225 basis points above LIBOR to borrow under the facility. The bank loan matures on March 1, 2014, and carries Moody's B1 rating and Standard & Poor's B+ rating. The loan is one of the biggest gainers and losers among 198 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. As reported by the Troubled Company Reporter on Sept. 16, 2010, Standard & Poor's assigned its 'CCC' issue-level rating and '6' recovery rating to Level 3 Communications Inc.'s proposed aggregate $175 million of convertible senior notes due 2016. The company intends to use the proceeds from the new notes for general corporate purposes, including the potential repurchase or redemption of its 5.25% convertible senior notes due in 2011. This facilities-based provider of communications services and transport reported just under $6.3 billion of consolidated debt at June 30, 2010. Headquartered in Broomfield, Colorado, Level 3 Communications, Inc., is a publicly traded international communications company with one of the world's largest communications and Internet backbones. Level 3 Communications carries a 'Caa1' corporate family rating, and 'Caa2' probability of default rating, with negative outlook from Moody's, a 'B-' issuer default rating from Fitch, and 'B-' long term issuer credit ratings from Standard & Poor's. LEVEL 3 COMMS: Posts $163-Mil. Net Loss in Sept. 30 Quarter ----------------------------------------------------------- Level 3 Communications Inc. reported solid third quarter 2010 results, highlighted by Core Network Services revenue growth, margin expansion and Consolidated Adjusted EBITDA growth. Consolidated revenue was $912 million for the third quarter 2010, compared to Consolidated revenue of $908 million for the second quarter 2010 and $916 million for the third quarter 2009. The net loss for the third quarter 2010 decreased to $163 million compared to a net loss of $169 million for the second quarter 2010. The net loss for the third quarter 2009 was $170 million. The Company's balance sheet at Sept. 30, 2010, showed $8.36 billion in total assets, $8.45 billion in total liabilities, and a stockholder's deficit of $86.0 million. Consolidated Adjusted EBITDA was $218 million in the third quarter 2010, compared to $209 million in the second quarter 2010 and $213 million in the third quarter 2009. "Our dedication to customer service excellence has improved our customers' experience and was reflected in our results this quarter, with sequential and year-over-year growth in Core Network Services revenue," said James Crowe, CEO of Level 3. "At the same time, we continued our disciplined approach to managing costs and improving margins during the quarter. With our investments in the business in 2010, we have good momentum as we look to 2011." A full-text copy of the Company's earnings release is available for free at http://ResearchArchives.com/t/s?6d53 Headquartered in Broomfield, Colorado, Level 3 Communications, Inc., is a publicly traded international communications company with one of the world's largest communications and Internet backbones. Level 3 Communications carries a 'Caa1' corporate family rating, and 'Caa2' probability of default rating, with negative outlook from Moody's, a 'B-' issuer default rating from Fitch, and 'B-' long term issuer credit ratings from Standard & Poor's. LEXICON UNITED: Completes Merger With Pathwhorks PCO ---------------------------------------------------- Lexicon United Incorporated completed on October 21, 2010, its previously announced merger with Pathworks PCO of Florida, Inc., pursuant to which Pathworks-Florida became a wholly-owned subsidiary of the Company. Pathworks-Florida engages in the business of development, installation and operation of fiber optic telecommunications delivery systems for multi-family residential units. One of the Company's shareholders, Pathworks, Inc., is a party to a Master Agreement with CenturyTel Services Group, LLC, pursuant to which, Pathworks, has rights with respect to bulk content pricing and tariffs applicable to services to be provided in certain identified markets. In furtherance of its performance under the Master Agreement, Pathworks has assigned certain of its rights and responsibilities under the Master Agreement to Pathworks-Florida. In exchange, Pathworks-Florida has entered into a royalty agreement with Pathworks whereby Pathworks-Florida would pay Pathworks a royalty for the first five years of service provided to Pathworks-Florida customers and thereafter such service would continue to be provided by Pathworks-Florida on a royalty-free basis Pursuant to the terms of the Merger, at the Closing, Pathworks- Florida shareholders exchanged all of their issued and outstanding Pathworks-Florida stock for an aggregate of 8,715,000 shares of the Company's common stock, which equaled 47% of the pro-forma, fully-diluted shares of the Company's common stock immediately following the Closing. At the Closing, James A. Grimwade, a shareholder of Pathworks- Florida, was appointed to the board of directors of the Company. About Lexicon United Austin, Tex.-based Lexicon United Incorporated and its subsidiary, ATN Capital e Participacoes Ltd., a Brazilian limited company, are engaged in the business of purchasing, managing and collecting defaulted consumer receivables for its own account and managing, collecting and servicing portfolios of defaulted and charged-off account receivables for large financial institutions in Brazil. These receivables are acquired from consumer credit originators, primarily credit card issuers in Brazil. As reported in the Troubled Company Reporter on May 25, 2010, Meyler & Company, LLC, in Middletown, N.J., expressed substantial doubt about the Company's ability to continue as a going concern following the Company's 2009 results. The independent auditors noted that the Company continues to have negative cash flows from operations, recurring losses from operations, and has a stockholders' deficit. MERCER INTERNATIONAL: S&P Affirms 'B' Corporate Credit Rating ------------------------------------------------------------- Standard & Poor's Ratings Services said it affirmed its 'B' long- term corporate credit rating on Vancouver, B.C.-based pulp manufacturer Mercer International Inc. The outlook is stable. At the same time, Standard & Poor's assigned its 'B' issue-level rating (the same as the corporate rating on Mercer), and '4' recovery rating, to the company's proposed US$300 million new senior unsecured notes. A '4' recovery rating indicates S&P's expectation for average (30%-50%) recovery in a default scenario. The proceeds from the new notes will be used to retire the existing US$310 million senior unsecured notes due February 2013. "The ratings on Mercer reflect S&P's view of the company's limited product diversity, significant earnings volatility for its single product, and its vulnerability to changes in foreign exchange rates," said Standard & Poor's credit analyst Jatinder Mall. "S&P believes these weaknesses are mitigated in part by the company's low cost position, good market position in the northern bleached softwood kraft pulp industry, and additional electricity revenues at Celgar, putting the company in a better position to absorb lower NBSK prices," Mr. Mall added. Through its Rosenthal and Celgar facilities, Mercer produces NBSK pulp. These two subsidiaries are restricted by the terms of the company's senior unsecured note indenture. As a result, Standard & Poor's bases its assessment of the company's credit risk on the business risk and financial risk profiles of the restricted group only. Standard & Poor's considers Mercer's business risk profile as vulnerable. The company is a single commodity pulp producer with limited asset diversity. Therefore, an unplanned outage at either of the two mills would likely affect cash flows significantly. S&P considers the company's mills to be at the lower end of the industry production cost curve as they are modern, have high production capacity, and are net energy producers. Standard & Poor's considers the company's financial risk profile as aggressive. With the surge in pulp prices in the first half of 2010, Mercer's credit metrics have improved significantly. The stable outlook reflects S&P's expectation that Mercer will generate good levels of earnings and cash flows in the next several quarters despite modestly lower NBSK pulp prices. As a result, S&P expects liquidity (including availability under the revolving credit facilities) to be above ?100 million in 2011. S&P could take a negative rating action if cash flow falls significantly below S&P's expectations to approximately break-even levels, due to a meaningful deterioration in selling prices or a decline in demand, if input costs increase without a corresponding increase in selling prices, or if the U.S. dollar weakens relative to the Canadian dollar or to the euro. If any or a combination of these factors occurs, S&P think liquidity could decline well below S&P's expected levels. A positive rating action is unlikely in the next 12 months considering the cyclicality of Mercer's single product and the low likelihood of it paying down debt. MESA AIR: Objects to ELFC $558,670 Bill for Engine Leases --------------------------------------------------------- To recall, Engine Lease Finance Corporation, for itself and as Servicer for and on behalf of Deucalion Engine Leasing (Ireland) Limited, asks the Bankruptcy Court for the allowance and payment of administrative expenses against Mesa Air Group Inc. aggregating $558,670. The Debtors' counsel, John W. Lucas, Esq., at Pachulski Stang Ziehl & Jones LLP, in New York, notes the ELFC seeks an administrative expense claim for parts that were listed in its engine leases that were not returned when the engines were surrendered after rejection of the lease. ELFC speculates that the missing parts were used postpetition and removed by the Debtors. ELFC is simply wrong, he tells the Court. The Debtors are not in possession of the missing parts and have no record of ever having received them, Mr. Lucas says. ELFC has no evidence to the contrary and, therefore, has not established any entitlement to an administrative expense claim, he asserts. The fact that the underlying leases require the missing parts to be returned is irrelevant, Mr. Lucas adds. He notes that under Section 1110 of the Bankruptcy Code and the case law interpreting this provision, the Debtors are not required to return the equipment in accordance with the underlying leases. All that is required is that the Debtors return whatever equipment is in their possession -- or was as of the Petition Date -- and that the Debtors do so in a reasonable manner, he says. ELFC also argues that it is entitled to an administrative expense claim for breach of lease provisions that require the Debtors to return all parts in a serviceable condition. These administrative claims, however, are barred by the express terms of the Rejection Procedures Order, Mr. Lucas points out. While the Rejection Procedures Order reserved the rights of aircraft parties to assert that "missing parts" and "wrong parts" are entitled to administrative priority, as well as the Debtors' right to dispute those assertions, the order relegated lease return condition claims to prepetition general unsecured claim status, Mr. Lucas reminds the Court. The Debtors ask the Court to sustain their objection and to deny the Motion. About Mesa Air Group Mesa currently operates 130 aircraft with approximately 700 daily system departures to 127 cities, 41 states, Canada, and Mexico. Mesa operates as Delta Connection, US Airways Express and United Express under contractual agreements with Delta Air Lines, US Airways and United Airlines, respectively, and independently as Mesa Airlines and go! Mokulele. This operation links Honolulu to the neighbor island airports of Hilo, Kahului, Kona and Lihue. The Company, founded by Larry and Janie Risley in New Mexico in 1982, has approximately 3,500 employees. Mesa Air Group Inc. and its units filed their Chapter 11 petitions Jan. 5 in New York (Bankr. S.D.N.Y. Case No. 10-10018), listing assets of $976 million against debt totaling $869 million as of Sept. 30, 2009. Richard M. Pachulski, Esq., and Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones LLP, serve as local counsel. Imperial Capital LLC is the investment banker. Epiq Bankruptcy Solutions is claims and notice agent. Bankruptcy Creditors' Service, Inc., publishes Mesa Air Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by Mesa Air Group Inc. and its units. (http://bankrupt.com/newsstand/or 215/945-7000). MESA AIR: Embraer to Buy More Claims as Part of Aircraft Contracts ------------------------------------------------------------------ Embraer - Empresa Brasileira de Aeronautica S.A., a substantial claimholder, notifies the Bankruptcy Court of its intention to acquire or otherwise accumulate certain claims against the Debtors, by virtue of Embraer's payment to the owner participant in certain leveraged lease transactions in satisfaction of its contractual obligations. To recall, on February 8 and August 26, 2010, Embraer filed a Notice of Status as a Substantial Claimholder and Amended Notice of Status as a Substantial Claimholder with the Court. The Debtors consented to the acquisition by Refine, Inc., an indirectly controlled wholly owned subsidiary of Embraer, as trustee of certain claims pursuant to a Side Letter entered into by and between Embraer and the Debtors, dated October 6, 2010. According to the Notice to Acquire, Embraer is required to satisfy certain contractual obligations to Citicorp North America, Inc. in connection with a leveraged lease transaction involving four ERJ-145 aircraft. Upon satisfaction of the obligations, Citicorp NA is required to make the Proposed Transfer, through which Refine, as trustee, will acquire or otherwise accumulate claims against Mesa Airlines, Inc. and Mesa Air Group, Inc., as guarantor. The claims arise under certain Tax Indemnity Agreements entered into by Mesa Airlines and the owner participant with respect to the Citicorp NA Aircraft and arise under certain indemnity provisions of certain Participation Agreements for the Citicorp NA Aircraft, each through Embraer's subrogation and other rights, in the aggregate principal amount with respect to each of Mesa Airlines and Mesa of approximately $20,000,000. Upon satisfaction of the Obligations, the contingent claims of Embraer against Mesa Airlines and Mesa arising under the indemnity provisions of the Participation Agreements for the Citicorp NA Aircraft in the aggregate principal amount with respect to each of Mesa Airlines and Mesa of approximately $16,200,000, will no longer be contingent. About Mesa Air Group Mesa currently operates 130 aircraft with approximately 700 daily system departures to 127 cities, 41 states, Canada, and Mexico. Mesa operates as Delta Connection, US Airways Express and United Express under contractual agreements with Delta Air Lines, US Airways and United Airlines, respectively, and independently as Mesa Airlines and go! Mokulele. This operation links Honolulu to the neighbor island airports of Hilo, Kahului, Kona and Lihue. The Company, founded by Larry and Janie Risley in New Mexico in 1982, has approximately 3,500 employees. Mesa Air Group Inc. and its units filed their Chapter 11 petitions Jan. 5 in New York (Bankr. S.D.N.Y. Case No. 10-10018), listing assets of $976 million against debt totaling $869 million as of Sept. 30, 2009. Richard M. Pachulski, Esq., and Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones LLP, serve as local counsel. Imperial Capital LLC is the investment banker. Epiq Bankruptcy Solutions is claims and notice agent. Bankruptcy Creditors' Service, Inc., publishes Mesa Air Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by Mesa Air Group Inc. and its units. (http://bankrupt.com/newsstand/or 215/945-7000). MESA AIR: Raytheon Transfers $18-Mil. Claim to JPMorgan ------------------------------------------------------- The Bankruptcy Clerk recorded that Raytheon Aircraft Credit Corporation transferred a $17,973,795 claim against Mesa Air Group to JPMorgan Chase Bank, N.A., in the Debtors' bankruptcy cases in October 2010. About Mesa Air Group Mesa currently operates 130 aircraft with approximately 700 daily system departures to 127 cities, 41 states, Canada, and Mexico. Mesa operates as Delta Connection, US Airways Express and United Express under contractual agreements with Delta Air Lines, US Airways and United Airlines, respectively, and independently as Mesa Airlines and go! Mokulele. This operation links Honolulu to the neighbor island airports of Hilo, Kahului, Kona and Lihue. The Company, founded by Larry and Janie Risley in New Mexico in 1982, has approximately 3,500 employees. Mesa Air Group Inc. and its units filed their Chapter 11 petitions Jan. 5 in New York (Bankr. S.D.N.Y. Case No. 10-10018), listing assets of $976 million against debt totaling $869 million as of Sept. 30, 2009. Richard M. Pachulski, Esq., and Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones LLP, serve as local counsel. Imperial Capital LLC is the investment banker. Epiq Bankruptcy Solutions is claims and notice agent. Bankruptcy Creditors' Service, Inc., publishes Mesa Air Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by Mesa Air Group Inc. and its units. (http://bankrupt.com/newsstand/or 215/945-7000). MOLECULAR INSIGHT: Posts $18.3 Million Net Loss in Q3 2010 ---------------------------------------------------------- Molecular Insight Pharmaceuticals, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $18.3 million on $456,753 of revenue for the three months ended September 30, 2010, compared with a net loss of $21.4 million on $101,239 of revenue for the same period of 2009. "We have funded our operations from inception on January 10, 1997, through September 30, 2010, mainly through the issuance of bonds and warrants, common stock, redeemable convertible preferred stock, convertible notes and other notes, research funding from government grants and upfront license payments from collaborations," the Company said in the filing. "We have incurred significant net losses and negative operating cash flows since inception. At September 30, 2010, we had an accumulated deficit of $346.0 million including the $53.2 million net losses incurred for the nine months ended September 30, 2010. We currently have five clinical stage product candidates in development and will need to spend significant capital to fulfill planned operating goals and continue to conduct clinical and non- clinical trials, achieve regulatory approvals and, subject to such approvals, successfully produce products for commercialization. As such, we expect to continue to incur significant net losses and negative operating cash flows in the foreseeable future." The Company's balance sheet at September 30, 2010, showed $36.5 million in total assets, $198.4 million in total liabilities, and a stockholders' deficit of $161.9 million. As reported in the Troubled Company Reporter on March 17, 2010, Deloitte & Touche LLP expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's 2009 results. The independent auditors noted of the Company's difficulties in meeting its bond indenture covenants and its recurring losses from operations. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?6d84 About Molecular Insight Molecular Insight Pharmaceuticals, Inc. (NASDAQ: MIPI) -- http://www.molecularinsight.com/-- is a clinical-stage biopharmaceutical company and pioneer in molecular medicine. The Company is focused on the discovery and development of targeted therapeutic and imaging radiopharmaceuticals for use in oncology. Molecular Insight has five clinical-stage candidates in development. MOMENTIVE PERFORMANCE: $1BB in Notes to Have Issue Price of 100% ---------------------------------------------------------------- Momentive Performance Materials said on October 27, 2010, it priced (i) $635,000,000 aggregate principal amount of 9.0% Second- Priority Springing Lien Dollar Notes due 2021 at an issue price of 100%, plus accrued interest from the issue date, if any, and EUR150,000,000 aggregate principal amount of 9.5% Second-Priority Springing Lien Euro Notes due 2021 at an issue price of 100%; and (ii) priced $440,000,000 aggregate principal amount of 9% Second- Priority Senior Secured Notes due 2020 at an issue price of 100%. The closing of both note offering is expected to occur on November 5, 2010, and is subject to customary conditions. About Momentive Performance Momentive Performance Materials, Inc., is a producer of silicones and silicone derivatives, and is engaged in the development and manufacture of products derived from quartz and specialty ceramics. As of Dec. 31, 2008, the Company had 25 production sites located worldwide, which allows it to produce the majority of its products locally in the Americas, Europe and Asia. Momentive's customers include companies in industries, such as Procter & Gamble, 3M, Goodyear, Unilever, Saint Gobain, Motorola, L'Oreal, BASF, The Home Depot and Lowe's. As of March 30, 2010, Momentive had $3.22 billion in total assets, $3.79 billion in total liabilities, and stockholders' deficit of $565.8 million. Momentive carries a 'CCC-' corporate credit rating from Standard & Poor's Ratings Services. Standard & Poor's Ratings Services said that it affirmed all its ratings on Hexion Specialty Chemicals Inc., including the 'B-' corporate credit rating. The outlook is stable. At the same time, S&P placed all its ratings on Momentive Performance Materials Inc., including the 'CCC+' corporate credit rating, on CreditWatch with positive implications. Standard & Poor's Ratings Services said that it raised its corporate credit rating on Momentive Performance Materials Inc. to 'B-' from 'CCC+'. In addition, S&P raised its second lien, senior unsecured, and subordinated debt ratings by one notch to 'CCC' (two notches below the corporate credit rating) from 'CCC-'. The recovery ratings on these classes of debt remain unchanged at '6', indicating S&P's expectation of negligible (0%-10%) recovery in the event of a payment default. Moody's Investors Service assigned a Caa1 rating to the guaranteed senior unsecured notes due 2020 of Momentive Performance Materials Inc. Proceeds from the notes will be used to fund the repayment of roughly $1.2 billion of guaranteed senior unsecured notes due 2014 under the tender offer announced last week. The new notes contain a springing lien and would obtain a second lien on existing collateral if and when the existing $200 million second lien notes are repaid. The outlook is stable. MONIKA CATLIN: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Monika L. Catlin 4488 E. Thomas Rd., #2020 Phoenix, AZ 85018 Bankruptcy Case No.: 10-35498 Chapter 11 Petition Date: November 2, 2010 Court: United States Bankruptcy Court District of Arizona (Phoenix) Judge: Randolph J. Haines Debtor's Counsel: Lawrence D. Hirsch, Esq. DECONCINI MCDONALD YETWIN & LACY, PC 7310 N 16th St #330 Phoenix, AZ 85020 Tel: (602) 282-0472 Fax: (602) 282-0520 E-mail: lhirsch@dmylphx.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Debtor's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/azb10-35498.pdf Debtor-affiliate that filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- Damopa Investments 09-33936 12/31/09 MPG OFFICE: Plaza and Westin Pasadena Mortgage Loan Extended ------------------------------------------------------------ MPG Office Trust Inc. said on October 29, 2010, it extended its mortgage loan secured by Plaza Las Fuentes and the Westin Pasadena Hotel. This loan is now scheduled to mature on September 29, 2011. The Company has two one-year extensions remaining on this loan, subject to certain conditions. The Company said, "As part of the conditions to extend this loan, we made a $9.0 million paydown using a combination of $6.4 million of unrestricted cash and $2.6 million of restricted cash held by the lender. Per the terms of the amended loan, the principal payment amount will be increased to $300.0 thousand per month. The loan now bears interest at LIBOR plus 3.75%. As required, we entered into an interest rate cap agreement that limits the LIBOR portion of the interest rate to 4.75%." A full-text copy of the Second Amendment To Loan Agreement is available for free at http://ResearchArchives.com/t/s?6d7e A full-text copy of the Second Modification Of Guarantor Documents is available for free at http://ResearchArchives.com/t/s?6d7f About MPG Office Trust MPG Office Trust Inc. is a self-administered and self-managed real estate investment trust. It is the largest owner and operator of Class A office properties in the Los Angeles Central Business District and are primarily focused on owning and operating high- quality office properties in the high-barrier-to-entry Southern California market. The Company's balance sheet at June 30, 2010, showed $3.37 billion in total assets, $4.26 billion in total liabilities, and a $778.95 million stockholders' deficit. MPG Office reported a net loss available to common stockholders of $53.5 million for the quarter ended June 30, 2010, compared to a net loss available to common stockholders of $380.5 million for the quarter ended June 30, 2009. NAVISTAR INT'L: Aiming for $20 Billion in Revenue ------------------------------------------------- Navistar International Corporation presented at the 34th Annual Gabelli & Company Automotive Aftermarket Symposium in Las Vegas on November 1, 2010. The slide presentation said that Navistar has a goal of $20 billion in revenue, and $1.8 billion in segment profit at average of cycle. Navistar had $8.773 billion in revenues for nine months ended July 31, 2010, compared with $8.284 billion in the same period in 2009. Its fiscal year ends in March 31, 2011. A full-text copy of the slide presentation, which contains financial and operating information, is available for free at http://ResearchArchives.com/t/s?6d82 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. NEW CENTURY: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: New Century Commercial and Mortgage Corp. 4700 W. Century Blvd. Inglewood, CA 90304 Bankruptcy Case No.: 10-57194 Chapter 11 Petition Date: November 2, 2010 Court: United States Bankruptcy Court Central District Of California (Los Angeles) Judge: Sheri Bluebond Debtor's Counsel: M Jonathan Hayes, Esq. LAW OFFICE OF M JONATHAN HAYES 9700 Reseda Bl Ste201 Northridge, CA 91324 Tel: (818) 882-5600 Fax: (818) 882-5610 E-mail: jhayes@polarisnet.net 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/cacb10-57194.pdf The petition was signed by Kenneth Gharib. Debtor-affiliate that filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- KB In & Out,Inc. 10-31004 05/25/10 ORTHOFIX INTERNATIONAL: Moody's Puts 'B1' Rating on $300 Mil. Loan ------------------------------------------------------------------ Moody's Investors Service assigned a B1 rating to the new $300 million credit facility of Orthofix International N.V. and its subsidiary Orthofix Holdings Inc. (US), including a $100 million term loan and a $200 million revolver, both due 2015. Moody's also affirmed the B1 Corporate Family Rating and the B2 Probability of Default Rating. The rating outlook remains stable. The B1 Corporate Family Rating is supported by Orthofix's moderate financial leverage, its ability and willingness to repay debt with free cash flow and the company's strong market position in spinal stimulation, which has helped the company to grow these revenues at above-market growth rates. The rating is also supported by the improvement in liquidity following the recent refinancing transaction which reduced interest rates, increased revolver availability, and improved cushion under financial covenants. The rating is constrained by the company's modest scale relative to many of its competitors, especially in the spinal hardware market, which is highly competitive and facing increasing industry-wide pricing pressure. The B1 rating is also constrained by the risks associated with pending litigation, which includes a number of subpoenas, investigations and qui tam complaints. The litigation pertains to products that comprise a significant portion of Orthofix's revenue, including spinal hardware and bone- growth stimulation devices (together, about 60% of total revenue). Ratings Rationale A key factor to a positive outlook or upgrade would be the favorable resolution of some of the more material litigation items that are currently outstanding, in particular the litigation related to bone-growth stimulation devices, as it is a key component of Orthofix's revenue. If there is progress made on this front and if Orthofix continues to improve the profitability in the spine business and reduce leverage, Moody's could consider a positive rating action. Orthofix's current credit metrics position it solidly in the B1 rating category. However, if the company were to experience a disruption to one of its key markets (namely, spine or stimulation) or an escalation in litigation risk such that Moody's believed the company faced either a fundamental change in business practices or material cash outlays, Moody's could change the outlook to negative or downgrade the ratings. Further, if the company were to pursue a more aggressive acquisition strategy that resulted in adjusted leverage above 4.0 times, there could be downward rating pressure. Ratings Assigned: -- $200 million senior secured revolver due 2015, rated B1 (LGD3, 32%); and -- $100 million senior secured term loan due 2015, rated B1 (LGD3, 32%). Ratings Affirmed: -- Corporate Family Rating of B1 -- Probability of Default Rating of B2 PALMAS COUNTRY: Plan Confirmation Hearing Set for Dec. 14 --------------------------------------------------------- The U.S. Bankruptcy Court for the District of Puerto Rico approved on October 28, 2010, the disclosure statement referring to Palmas Country Club, Inc.'s Chapter 11 plan of reorganization. As a result, the Debtor and parties in interest may now solicit acceptances or rejections of the Debtor's Plan of Reorganization pursuant to 11 U.S.C. Sec. 1125. Objections to confirmation of the Plan are due 21 days prior to the date of the hearing on confirmation of the Plan, which the Court has set for December 14, 2010, at 2:00 p.m. at the U.S. Post Office and Courthouse Building, Courtroom 2, 300 Recinto Sur Street, Old San Juan, Puerto Rico. As reported in the Troubled Company Reporter on October 11, 2010, under Palmas Country Club's plan, certain assets identified as the "Club Facilities" will be sold to Tourism Development Fund ("TDF") in payment of substantially all amounts outstanding under the parties' Financing Agreements. Upon closing of the Sale, TDF intends to sell the Club Facilities to Palmas Athletic Club, Inc. ("PAC"), a non-profit entity created by certain Palmas del Mar residents specifically to operate and preserve the Club Facilities. If the Sale is finally approved, the Debtor's secured creditors will be deemed to have been paid in full, except for amounts owed pursuant to the TDF Loan Agreement that will be paid only to the extent there is cash available after paying post- petition maintenance expenses. Additionally, the real property taxes owed to secured creditor Municipal Revenue Collection Center in the amount of $133,800, will be paid in full by TDF as a condition of the Sale. Any resulting deficiency claim of TDF will be deemed an unsecured claim in Class 6. TDF has voluntarily elected to forgo any dividend for the TDF Deficiency Claim. The Plan also provides for the payment of approximately 6% of allowed unsecured claims, except for the TDF Deficiency Claim, in one lump sum payment to be made on or before 30 days after the Effective Date if the Plan is funded with the Parent Company Contribution. If the Plan is funded with TDF Contingent Contribution, then this class will receive approximately __% of their claims. All equity interests in Debtor will be canceled and equity holders will receive no distribution. The Plan will be funded by $198,000 from Palmas del Mar Properties, Inc., the Debtor's parent company if the releases herein requested are granted. Of this amount, $98,000 will be used to pay CRIM for personal property taxes and $100,000 for distribution to general unsecured creditors and holders of unliquidated and contingent claims. If the releases are not granted, then the Plan will be funded by a $150,000 contribution from TDF. A full-text copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/PALMASCOUNTRY_DS.pdf About Palmas Country Club, Inc. Humacao, Puerto Rico-based Palmas Country Club, Inc., owns certain real estate facilities located in Palmas del Mar, Humacao, Puerto Rico, consisting of an 18 hole championship golf course known as the Flamboyan Course, an 18 hole golf course known as Palm Course, a 22,200 square feet golf clubhouse, a 5,600 square feet beach club house, a tennis club, and other related facilities. Palmas filed for Chapter 11 bankruptcy protection on August 4, 2010 (Bankr. D. P.R. Case No. 10-07072). Alexis Fuentes- Hernandez, Esq., at Fuentes Law Offices, assists the Debtor in its restructuring effort. The Debtor disclosed $23,973,011 in assets and $58,546,398 in liabilities as of the Petition Date. PATIENT SAFETY: Names David Dreyer as New Chief Financial Officer ----------------------------------------------------------------- Patient Safety Technologies Inc. appointed David Dreyer as Vice President and Chief Financial Officer. Mr. Dreyer will be responsible for the finance, accounting and reporting requirements for the Company and its wholly-owned operating subsidiary, SurgiCount Medical, as well as play a key role in various strategic initiatives and operational improvements. "We are pleased to welcome David to the team and look forward to the addition of a proven healthcare executive with a depth of public company experience," said Brian E. Stewart, President and Chief Executive Officer. Mr. Dreyer is a certified public accountant and brings over 20 years of experience as a Chief Financial Officer and senior executive in the healthcare industry. He has been the CFO of multiple publicly traded companies and has worked for a wide range of organizations in his career, including AMN Healthcare Services, AlphaStaff Inc., Sicor, Inc., Elan Pharma, Athena Neurosciences, Syntex Corporation and Arthur Andersen & Company. David brings an extensive background in SEC reporting, corporate governance and SOX compliance as well as financial reporting, forecasting and the implementation of ERP systems. He has successfully led numerous financings as well as a variety of strategic M&A and divestiture transactions. "I am very excited at the future opportunities SurgiCount Medical offers, and look forward to working with Brian, the board of directors and the entire management team," commented Mr. Dreyer. About Patient Safety Technologies Patient Safety Technologies, Inc. (OTC: PSTX) -- http://www.surgicountmedical.com/-- through its wholly owned operating subsidiary SurgiCount Medical, Inc., provides the Safety-Sponge(TM) System, a system designed to improve the standard of patient care and reduce health care costs by preventing the occurrence of surgical sponges and other retained foreign objects from being left inside patients after surgery. RFOs are among one of the most common surgical errors. * * * In its March 31, 2010 report, Squar, Milner, Peterson, Miranda & Williamson, LLP, in San Diego, California, noted that the Company's significant recurring net losses through December 31, 2009, and significant working capital deficit as of December 31, 2009, raise substantial doubt about the Company's ability to continue as a going concern. The Company's balance sheet at March 31, 2010, showed $10.1 million in total assets and $15.3 million in total liabilities, for a $5.1 million total stockholders' deficit. PATRICK HACKETT: U.S. Trustee Wants Case Converted to Chapter 7 --------------------------------------------------------------- Watertown Daily Times reports that a trustee overseeing the U.S. Bankruptcy Court action of Patrick Hackett Hardware Co. has filed a motion asking convert the firm's Chapter 11 proceeding to a Chapter 7 liquidation. Watertown Daily Times relates U.S. Trustee Tracy H. Davis said in court documents filed November 2, 2010, that the Company's failure to file financial paperwork in a timely manner has delayed the case significantly and otherwise hindered her ability to act as a trustee in the matter. The trustee, according to the report, cites several instances in asking for the bankruptcy conversion, including the company's failure to submit monthly operating reports since May and objections to the amended disclosure statement filed last month, court records show. A hearing on the latest motion is scheduled Dec. 9 in federal bankruptcy court in Utica. About Patrick Hackett Patrick Hackett Hardware Company began in 1830 as a hardware store in upstate New York. Hacketts now operates full-service department stores and a specialty store, selling a full line of clothes, consumer electronics, cell phones, shoes, housewares, hardware and others. Patrick Hackett filed for Chapter 11 on November 10, 2009 (Bankr. N.D. N.Y Case No. 09-63135). The Debtor estimated less than $10 million in total assets in its Chapter 11 petition. Hackett's Stores, Inc., is the parent company of Patrick Hackett. Hackett's Stores (Pink Sheets:HCKI) is a holding of Seaway Valley Capital Corporation (Pink Sheets:SEVA). Hackett's Stores is not nor has ever been in bankruptcy or bankruptcy protection. PATRICK TRANSPORTATION: Case Summary & 18 Largest Unsec Creditors ----------------------------------------------------------------- Debtor: Patrick Transportation Company 2860 Hedley Street Philadelphia, PA 19137 Bankruptcy Case No.: 10-19520 Chapter 11 Petition Date: November 1, 2010 Court: United States Bankruptcy Court Eastern District of Pennsylvania (Philadelphia) Judge: Bruce I. Fox Debtor's Counsel: Albert A. Ciardi, III 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: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 18 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/paeb10-19520.pdf The petition was signed by Patrick Gault, president. PENSON WORLDWIDE: S&P Cuts Counterparty Credit Rating to 'BB-' -------------------------------------------------------------- Standard & Poor's Ratings Services said it lowered its counterparty credit rating on Penson Worldwide Inc. to 'BB-' from 'BB'. At the same time, Standard & Poor's lowered the 'BB-' rating on the company's $200 million senior second lien secured debt to 'B+'. The outlook on the counterparty rating is stable. "The downgrade reflects S&P's concerns about the company's ability to withstand the harsh operating environment in which it is currently operating, characterized by undulating market volumes and low interest rates," said Standard & Poor's credit analyst Vikas Jhaveri. "Penson has increased financial leverage in recent months resulting in a heavy interest burden in future quarters. The company's interest coverage and leverage metrics have weakened relative to its peers, and although income levels may bounce back, the volatility associated with it is a concern. While the company has taken cost cutting measures to alleviate pressure on profitability, S&P believes that this further indicates management's concerns about a rebound in business fundamentals." The downgrade also reflects Standard & Poor's opinion of lower financial flexibility following the amendments to its financial covenants on its credit facility. "S&P expects the company to return to modest profitability in the coming quarters," said Mr. Jhaveri. "However, if the company continues experiencing quarterly losses or if the company takes undue risks or sees material deterioration in liquidity and capital, S&P could revise the outlook to negative. PIERCE COMMERCIAL BANK: Closed; Heritage Bank Assumes All Deposits ------------------------------------------------------------------ Pierce Commercial Bank of Tacoma, Wash., was closed on Friday, November 5, 2010, by the Washington Department of Financial Institutions, which appointed the Federal Deposit Insurance Corporation as receiver. To protect the depositors, the FDIC entered into a purchase and assumption agreement with Heritage Bank of Olympia, Wash., to assume all of the deposits of Pierce Commercial Bank. The sole branch of Pierce Commercial Bank will reopen during normal banking hours as a branch of Heritage Bank. Depositors of Pierce Commercial Bank will automatically become depositors of Heritage Bank. Deposits will continue to be insured by the FDIC, so there is no need for customers to change their banking relationship in order to retain their deposit insurance coverage up to applicable limits. Customers of Pierce Commercial Bank should continue to use their existing branch until they receive notice from Heritage Bank that it has completed systems changes to allow other Heritage Bank branches to process their accounts as well. As of September 30, 2010, Pierce Commercial Bank had around $221.1 million in total assets and $193.5 million in total deposits. Heritage Bank will pay the FDIC a premium of 1.0 percent to assume all of the deposits of Pierce Commercial Bank. In addition to assuming all of the deposits of the failed bank, Heritage Bank agreed to purchase essentially all of the assets. Customers who have questions about the transaction can call the FDIC toll-free at 1-800-760-3641. Interested parties also can visit the FDIC's Web site at: http://www.fdic.gov/bank/individual/failed/piercecommercial.html The FDIC estimates that the cost to the Deposit Insurance Fund will be $21.3 million. Compared to other alternatives, Heritage Bank's acquisition was the least costly resolution for the FDIC's DIF. Pierce Commercial Bank is the 142nd FDIC-insured institution to fail in the nation this year, and the eleventh in Washington. The last FDIC-insured institution closed in the state was Shoreline Bank, Shoreline, on October 1, 2010. POLYPORE INTERNATIONAL: Moody's Affirms 'B2' Corp. Family Rating ---------------------------------------------------------------- Moody's Investors Service affirmed the Corporate of Family and Probability of Default ratings of Polypore International, Inc., at B2. In a related action, Moody's affirmed the ratings of Polypore's bank credit facility and senior subordinated notes at Ba2, and B3, respectively. The rating outlook was changed to positive from stable. The positive rating outlook reflects Moody's expectation that Polypore's solid growth trends and operating performance will continue to support debt paydown following the company's announcement of its $75 million notice of redemption under the 8.75% senior subordinated notes. While the announced redemption represents a modest reduction (about 10%) of the funded debt structure as of October 2, 2010, the action is a step at addressing the company's high debt levels relative to its revenue base (about 131% on a Moody's adjusted basis as of October 2, 2010). Moreover, the company has demonstrated strong credit metrics for the assigned rating with LTM EBIT/interest (including Moody's standard adjustments) of approximately 2.3x and Debt/EBITDA of approximately 4.4x. The affirmation of the Polypore's B2 ratings reflect Polypore's high leverage, modest revenue base and asset base complemented by the company's diverse end-markets and history of steady free cash flow generation. Portions of Polypore's business are well positioned within growth industries such as healthcare, and lithium batteries used in consumer electronics and electronic drive vehicles. The ratings benefit from the company's strong geographic diversity with about 77% of the company's sales generated outside the U.S. The company's lead-acid battery separator and healthcare businesses have solid recurring revenue bases. While about two-thirds of the company business are tied to cyclical industrial and automotive applications, most of the automotive business is in the aftermarket. Polypore is expected to have a good liquidity profile over the next twelve months. As of October 2, 2010, cash balances were $162.7 million. The company's liquidity also is supported by a $90 million revolving credit of which approximately $81.6 million was available as of October 2, 2010. Polypore's revolving credit has historically remained unfunded and is expected to remain so over the near-term. Consistent with the historical trends, Polypore is expected to be free cash flow positive over the next twelve months. The principal financial covenant under the senior secured bank facilities is a senior secured leverage ratio test of 3.0x. Polypore's anticipated operating performance over the near- term should support comfortable covenant cushions under this covenant. These ratings are affirmed: Polypore International, Inc. -- B2 Corporate Family Rating; -- B2, Probability of Default Rating; -- Ba2 (LGD2, 23%), for the $90 million guaranteed senior secured revolving credit facility due July 2013; -- Ba2 (LGD2, 23%) for the $348 million (remaining amount) guaranteed senior secured term loan due July 2014; -- B3 (LGD5, 77%) for the US$ guaranteed senior subordinated notes due May 2012; -- B3 (LGD5, 77%) Euro guaranteed senior subordinated notes due May 2012 The last rating action was on May 5, 2008, when the Corporate Family Rating was raised to B2. Polypore International, Inc., headquartered in Charlotte, NC, is a leading worldwide developer, manufacturer and marketer of specialized polymer-based membranes used in lead acid and lithium batteries as well as filtration processes used in healthcare and other industrial applications. Warburg Pincus, directly or indirectly, owns about 40% of Polypore's common stock. Net sales in 2009 were $517 million. PREGIS CORP: S&P Downgrades Corporate Credit Ratings to 'B-' ------------------------------------------------------------ Standard & Poor's Ratings Services said it lowered its ratings on Deerfield, Ill.-based Pregis Corp., including lowering the corporate credit ratings to 'B-' from 'B'. The outlook is negative. "The downgrade reflects the deterioration in Pregis' financial profile as the company has been unable to pass through significant resin price increases due to competitive industry pricing conditions," said Standard & Poor's credit analyst Ket Gondha. This has materially affected earnings and liquidity during a time when the company needs to complete a refinancing of its revolving credit facility that matures in October 2011. "While S&P expects Pregis to obtain another appropriately sized credit facility in a timely fashion," added Mr. Gondha, "S&P expects credit metrics will remain elevated due to a challenging operating environment that limits its ability to generate meaningful improvements in earnings, free operating cash flow, and liquidity. QSGI INC: Court Sets December 2 Disclosure Statement Hearing ------------------------------------------------------------ On October 19, 2010, the U.S. Bankruptcy Court entered an order setting a hearing for December 2, 2010, to consider approval of the disclosure statement with respect to QSGI, Inc., QSGI-CCSI, Inc., and Qualtech Services Group, Inc.'s Chapter 11 Plan of Reorganization, dated October 8, 2010. Pursuant to the Plan, each holder of an Allowed General Unsecured Claim will receive a pro-rata Distribution of $1,000,000 in value of additional common stock in the reorganized debtor, or up to a maximum aggregate of 10,000,000 shares of the stock. Preferred stockholders Pike Capital Partners, LP, and Guerilla Partners, LP, will have their shares converted to an aggregate of 425,000 shares of common stock in the Reorganized Debtor, to be distributed pro-rata among the preferred shareholders. Common stockholders will retain all common stock and Equity Interests under the Reorganization Plan. Under the Plan, the Reorganized Debtor will merge with KruseCom, LLC, or an entity to be formed by, affiliated with or related to KruseCom, LLC, upon a future date. Upon the Effective Date, the Reorganized Debtor will be authorized to issue up to 2,000,000,000 shares of commons stock. The Reorganized Debtor will be capitalized in part by KruseCom, LLC, in a sufficient sum to allow it to engage and operate the core business of the Reorganized Debtor, but only to the extent of the completion of period SEC filings and the resolution, settlement or satisfaction of all claims of the Internal Revenue Service. A full-text copy of the Company's Chapter 11 plan of reorganization is available for free at: http://ResearchArchives.com/t/s?6c68 Palm Beach, Florida-based QSGI, Inc., and its affiliates provide technology services and maintenance geared towards both uses of enterprise class hardware as well as the uses of business - competing hardware. The Debtors filed for Chapter 11 protection on July 2, 2009 (Bankr. S.D. Fla. Lead Case No. 09-23658). Bradley S. Shraiberg, Esq., at Shraiberg, Ferrara, Landau P.A., represented the Debtors in their restructuring effort. The Debtors estimated assets and debts at $10 million and $50 million. QUALITY DISTRIBUTION: S&P Raises Corporate Credit Ratings to 'B' ---------------------------------------------------------------- Standard & Poor's Ratings Services said that it has raised its corporate credit ratings on U.S.-based Quality Distribution Inc. to 'B' from 'B-'. S&P also removed the ratings from CreditWatch, where S&P had placed them with positive implications on Oct. 28, 2010, following the launch of the bond offering. The outlook is stable. "The rating action reflects the improvement in Quality Distribution's financial profile after completing its refinancing," said Standard & Poor's credit analyst Anita Ogbara. "Following the transaction, S&P expects Quality Distribution to benefit from lower interest expense, improved cash flow adequacy, and a substantial reduction in debt maturities over the next few years." The ratings on Quality Distribution reflect its market position as the largest bulk tank truck carrier in North America. The company's low margins, participation in a highly fragmented industry, and highly leveraged financial profile more than offset this strength. Given improving chemicals volumes and stable pricing trends, S&P expects Quality Distribution to generate funds from operations in the $30 million-$40 million range in 2010. S&P characterize the company's business risk as weak and financial risk as highly leveraged. The outlook is stable. S&P's revised rating incorporates an expectation of further improvement in operating performance, profitability, and cash flow over the next few quarters. "S&P could lower the ratings if liquidity becomes constrained or if FFO to total debt consistently falls into the high single-digit percent area on a sustained basis. Although less likely, S&P could raise the ratings on the company if earnings improvement results consistently in FFO to total debt in the upper-teen percentage range," Ms. Ogbara added. RASER TECHNOLOGIES: Amends Thermo No. 1 Forbearance Agreement ------------------------------------------------------------- Raser Technologies Inc. entered on Oct. 26, 2010, into the First Amendment to Amendment, Consent and Forbearance Agreement with Thermo No. 1 BE-01, LLC, The Prudential Insurance Company of America, Zurich American Insurance Company and Deutsche Bank Trust Company Americas amending the Amendment, Consent and Forbearance Agreement entered between the parties on July 9, 2010 relating to the repayment of a substantial portion of the debt financing for the Thermo No. 1 geothermal power plant. Pursuant to the Amendment, the Company received an immediate release of $1,100,000 from the Thermo No. 1 Plant escrow funds, the end of the forbearance period was changed from June 29, 2011 to February 1, 2011 and the Company's repayment obligation to the lenders, which is now due on or before February 1, 2011, was increased from $6,000,000 to $6,250,000. In addition, pursuant to a Letter Agreement among the Company, Evergreen Clean Energy, LLC, and Raser Power Systems, LLC, dated October 27, 2010, Evergreen agreed to advance certain funds to the Company from time to time, including an initial advance of $1,150,000 on October 28, 2010. As additional consideration for the Letter Agreement, the Company and Raser Power agreed not to solicit additional potential purchasers for the purchase of any interests in Thermo on or before November 30, 2010, and agreed to pay a break-up fee in certain circumstances. The Company's obligation to repay the initial advance of $1,150,000 was made pursuant to a Secured Promissory Note, dated October 28, 2010, issued by the Company to Evergreen. The terms of the Secured Promissory Note allow for the Company to receive advances from Evergreen in one or more loans for up to $2,500,000. Principal and accrued interest on all Loans will be payable to Evergreen on the earlier of June 30, 2011 or the date on which the Company closes a transaction for the sale of its Thermo No. 1 Plant. The Loans bear interest at the rate of 12% per annum or, with respect to any amounts not paid to Evergreen by the Maturity Date, at the rate of 18% per annum. The Company's obligations under the Secured Promissory Note are secured by a first priority security interest in, and lien on all of the Company's right, title, and interest in its Alvord prospect (formerly the Borax Lake prospect) located in Harney County, Oregon and certain transformer equipment, pursuant to the Deed of Trust and Security Agreement, dated October 28, 2010, executed by Raser Power for the benefit of Evergreen and the Security Agreement, dated as of October 28, 2010, between Raser Power and Evergreen. The Company used the $1,100,000 it received from the Thermo No. 1 plant escrow funds and the $1,150,000 loan it received from Evergreen to satisfy its semi-annual interest payment obligation of $2,200,000 to the holders of the Company's 8.00% Convertible Senior Notes due 2013, which was required to be paid by November 1, 2010 in order to avoid a payment default on the Convertible Notes. A full-text copy of the Amended Forbearance Agreement is available for free at http://ResearchArchives.com/t/s?6d7c About Raser Technologies Provo, Utah-based Raser Technologies, Inc. (NYSE: RZ) -- http://www.rasertech.com/-- is an environmental energy technology company focused on geothermal power development and technology licensing. Raser's Power Systems segment develops clean, renewable geothermal electric power plants with one operating plant in southern Utah and eight active and early stage projects in four western United States: Utah, New Mexico, Nevada and Oregon, as well as a concession for 100,000 acres in Indonesia. Raser's Transportation and Industrial segment focuses on extended-range plug-in-hybrid vehicle solutions and using Raser's award-winning Symetron(TM) technology to improve the torque density and efficiency of the electric motors and drive systems used in electric and hybrid-electric vehicle powertrains and industrial applications. The Company's balance sheet as of June 30, 2010, showed $90.0 million in total assets, $130.6 million in total liabilities, and a stockholders' deficit of $40.6 million. * * * Hein & Associates LLP, in Denver, Colo., expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted that the Company has suffered recurring losses, has used significant cash for operating activities since inception, has significant purchase commitments in 2010 and has a lack of sufficient working capital. Raser Technologies did not make the $2.2 million semi-annual interest payment due October 1, 2010, on its 8% Convertible Senior Notes Due 2013. The Company satisfied the semi-annual interest payment obligation after receiving $1.10 million from the Thermo No. 1 plant escrow funds and $1.15 million from a loan with Evergreen Clean Energy, LLC, late in October 2010. REAL MEX: Michael Alger Resigns from Board of Directors ------------------------------------------------------- Effective October 26, 2010, Michael Alger resigned from Real Mex Restaurants' Board of Directors, and Anthony DiLucente was appointed as a director of the Company at the direction of Sun Capital Partners, Inc. Mr. DiLucente and Mr. Alger are employed by Sun Capital, which is an affiliate of stockholders of the Company's parent. There are no other arrangements or understandings between the new director and any other person pursuant to which the new director was appointed to the Board of Directors of the Company. Furthermore, the new director is not a party to any transactions that would require disclosure pursuant to Item 404(a) of Regulation S-K. The new director will not be compensated for serving as a director of the Company; however he will be reimbursed for reasonable out-of-pocket expenses in connection with his travel to and attendance at meetings of the Board of Directors and the committees thereof. About Real Mex Based in Cypress, California, Real Mex Restaurants, Inc., owns and operates restaurants, primarily through its major subsidiaries El Torito Restaurants, Inc., Chevys Restaurants, LLC, and Acapulco Restaurants, Inc. The Company operated 183 restaurants as of March 28, 2010, of which 152 were located in California and the remainder were located in 12 other states, primarily under the trade names El Torito Restaurant(R), Chevys Fresh Mex(R) and Acapulco Mexican Restaurant Y Cantina(R). In addition, the Company franchised or licensed 34 restaurants in 12 states and two foreign countries as of March 28, 2010. The Company's other major subsidiary, Real Mex Foods, Inc., provides internal production, purchasing and distribution services for the restaurant operations and also provides distribution services and manufactures specialty products for sale to outside customers. Moody's Investors Service affirmed Real Mex Restaurant Inc.'s Speculative Grade Liquidity rating at SGL-3. Real Mex's long term ratings, including its Caa2 Corporate Family Rating, and stable outlook are unaffected by the announcement. REDDY ICE: SEC Closes Informal Inquiry -------------------------------------- Reddy Ice Holdings Inc. said on October 29, 2010, its counsel was informed by the Securities and Exchange Commission that the SEC has closed its informal inquiry with respect to the Company and that the SEC will take no action with regard to the Company. About Reddy Ice Reddy Ice Holdings, Inc. -- http://www.reddyice.com/-- manufactures and distributes packaged ice in the United States. The company serves variety of customers in 31 states and the District of Columbia under the Reddy Ice brand name. The Company's balance sheet for June 30, 2010, showed $507.05 million in total assets, $50.47 million in total current liabilities, $450.63 million in total long-term obligations, $16.56 million in deferred taxes and contingencies, and a stockholders' deficit of $10.62 million. * * * As reported by the Troubled Company Reporter on August 17, 2010, Moody's Investors Service lowered Reddy Ice Holdings' corporate family and probability-of-default ratings to B3 from B2, and its $12 million senior discount notes due 2012 to Caa2 from Caa1. Moody's also lowered the rating on Reddy Ice Corporations' $300 million first lien senior secured notes due 2015 to B2 from B1 and the $139 million second lien notes due 2015 to Caa2 from Caa1. The ratings outlook remains negative. The speculative grade liquidity rating was affirmed at SGL-3. The ratings downgrade was prompted by Reddy Ice's elevated financial leverage through the first half of 2010 due to weaker than expected operating performance and the expectation that leverage will remain elevated. The B3 corporate family rating considers ongoing operational risks related to weather as well as increasing acquisition activity. Reddy Ice carries 'B-' issuer credit ratings, with "negative" outlook, from Standard & Poor's. Moody's Investors Service said Reddy Ice Holdings, Inc.'s (the entity that wholly owns Reddy Ice Corporation) announcement that it has amended and restated its credit agreement, consisting of a $50 million revolving credit facility (not rated), does not affect the B3 corporate family rating, nor the existing instrument ratings and the negative ratings outlook. REVLON INC: Sept. 30 Balance Sheet Upside-Down by $991.8-Mil. ------------------------------------------------------------- Revlon Inc. filed its quarterly report on Form 10-Q, showing net income of $12.5 million on $319.0 million of net sales for the three months ended Sept. 30, 2010, compared with net income of $23.1 million on $326.2 million net sales for the same period a year ago. The Company's balance sheet at $794.8 million in total assets, $317.4 million in total current liabilities, $1.1 billion in long- term debt, $58.4 million in long-term debts (affiliates), $48.1 million in redeemable preferred stock, $199.2 million in long-term pension, $61.4 million on other long-term liabilities, and a stockholder's deficit of $991.8 million. A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6d51 About Revlon Inc. Headquartered in New York City, Revlon, Inc. (NYSE: REV) -- http://www.revloninc.com/-- is a worldwide cosmetics, hair color, beauty tools, fragrances, skincare, anti-perspirants/deodorants and personal care products company. The Company's brands, which are sold worldwide, include Revlon(R), Almay(R), Mitchum(R), Charlie(R), Gatineau(R), and Ultima II(R). RONALD SCHENA: Court Interprets Sec. 522(d)(10)(E) Exemption ------------------------------------------------------------ WestLaw reports that individual Chapter 11 debtors who elected their federal bankruptcy exemptions were barred from invoking any federal non-bankruptcy exemptions, except where the non-title 11 law explicitly provided for protection of debtors in bankruptcy. Moreover, a federal bankruptcy exemption for the debtor's "right to receive" payment under a stock bonus, pension, profit-sharing, annuity, or similar plan or contract on account of illness, disability, death, age, or length of service under 11 U.S.C. Sec. 522(d)(10)(E) did not extend to military retirement benefits already paid. An individual Chapter 11 debtor could not exempt account funds traceable to such retirement pay, though the account was a segregated account, into which were deposited only retirement payments to which the debtor was entitled based on his service in the military. In re Schena, --- B.R. ----, 2010 WL 4026807 (Bankr. D. N.M.) (Starzynski, J.). A copy of the Honorable James S. Starzynski's Memorandum Opinion dated Oct. 14, 2010, is available at http://is.gd/gKi7ofrom Leagle.com. Ronald A. and Rachael Schena sought chapter 11 protection (Bankr. D. N.M. Case No. 09-13165) on July 21, 2009, and are represented by Louis Puccini Jr., Esq., at Puccini Law, P.A., in Albuquerque, N.M. A copy of the Debtors' chapter 11 petition, estimating assets and debts at less than $10 million, is available at http://bankrupt.com/misc/nmb09-13165.pdfat no charge. SCENIC AMERICA: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Scenic America, Inc. P.O. Box 759 Bealeton, VA 22712-0759 Bankruptcy Case No.: 10-19290 Chapter 11 Petition Date: November 1, 2010 Court: United States Bankruptcy Court Eastern District of Virginia (Alexandria) Judge: Stephen S. Mitchell Debtor's Counsel: Ann E. Schmitt, Esq. CULBERT & SCHMITT, PLLC 30C Catoctin Circle SE Leesburg, VA 20175 Tel: (703) 737-6377 Fax: (703) 737-6370 E-mail: aschmitt@culbert-schmitt.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/vaeb10-19290.pdf The petition was signed by Sandy Merriman, president. SENECA GAMING: S&P Assigns 'BB' Rating to $325 Mil. Senior Notes ---------------------------------------------------------------- Standard & Poor's Ratings Services said it assigned Seneca Gaming Corp.'s proposed $325 million senior notes due 2018 S&P's issue- level rating of 'BB'. S&P also assigned its 'BB' issue-level rating to SGC's proposed $225 million senior secured credit facility due 2015, consisting of a $50 million revolving credit facility and a $175 million term loan facility. The corporation intends to use the proceeds from the proposed issuance to refinance its existing $500 million 7.25% senior notes due May 2012. At the same time, S&P affirmed its 'BB' issuer credit rating on SGC. The rating outlook is negative. "The 'BB' issuer credit rating reflects SGC's limited diversity as an operator of three casinos in western New York," said Standard & Poor's credit analyst Michael Listner, "and an expectation for heightened competition as the regional gaming market in which it operates further develops, as well as an uncertainty surrounding the ongoing negotiation between the Seneca Nation of Indians and the State of New York regarding the exclusivity provisions in its gaming compact." In addition to S&P's expectation for a heightened level of refinancing risk given these ongoing negotiations, the limited clarity around the terms of a potential settlement and the financial and competitive impact that the settlement could have on SGC's operations are key rating factors. Good credit measures that are in line with the current rating and consistent operating trends over the economic cycle partially offset those factors. In addition, S&P believes that the measures taken to provision for the payment of the disputed exclusivity fees through an established control account exhibit a willingness on the part of the Nation to work toward a resolution of the dispute. SCHUTT SPORTS: Riddell Says It Didn't Violate Stay -------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Riddell Inc., which won a patent judgment that forced Schutt Sports Inc. to file for bankruptcy, responded to a motion by Schutt asking the bankruptcy judge in Delaware to hold it in contempt of the automatic stay for sending messages to Schutt customers saying the company was in bankruptcy and might go out of business. New York-based Riddell, according to the report, said the communications weren't in contempt of the stay because they didn't amount to an effort to collect the $29 million judgment. Referring to the right of free speech, Riddell cited cases saying that communications are protected by the First Amendment to the U.S. Constitution so long as there is no intent to coerce payment of a claim. Riddell said speech is protected even if it has an "actual adverse effect on someone's business." About Schutt Sports Headquartered in Litchfield, Illinois, Schutt Sports, Inc. -- fka Schutt Manufacturing Company, Schutt Sports Manufacturing Co., Schutt Sports Distribution Company, and Schutt Athletic Sales Company -- and its affiliates manufacture team sporting equipment, primarily for football, baseball and softball. Schutt Sports filed for Chapter 11 bankruptcy protection on September 6, 2010 (Bankr. D. Del. Case No. 10-12795). Victoria Watson Counihan, Esq., at Greenberg Traurig, LLP, assists the Debtor in its restructuring effort. Ernst & Young is the Debtor's financial advisor. Oppenheimer & Co., Inc., is the Debtor's investment banker. The Official Committee of Unsecured Creditors tapped Lowenstein Sandler PC as its counsel. The Debtor estimated is assets and debts at $50 million to $100 million as of the Petition Date. SHAKTI KRUPA: Case Summary & 7 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Shakti Krupa, Inc. dba Dalton Inn fdba Econo Lodge 2007 Tampico Way Dalton, GA 30720 Bankruptcy Case No.: 10-16488 Chapter 11 Petition Date: November 1, 2010 Court: United States Bankruptcy Court Eastern District of Tennessee (Chattanooga) Judge: John C. Cook Debtor's Counsel: David J. Fulton, Esq. SCARBOROUGH, FULTON & GLASS 701 Market Street, Suite 1000 Chattanooga, TN 37402 Tel: (423) 648-1880 Fax: (423) 648-1881 E-mail: djf@sfglegal.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 seven largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/tneb10-16488.pdf The petition was signed by Niraj Sheth, chief financial officer. SHAWNEE HOSPITALITY: Voluntary Chapter 11 Case Summary ------------------------------------------------------ Debtor: Shawnee Hospitality, LLC dba Hampton Inn 3400 Parkwood Blvd. Frisco, TX 75034 Bankruptcy Case No.: 10-43828 Chapter 11 Petition Date: November 1, 2010 Court: United States Bankruptcy Court Eastern District of Texas (Sherman) Judge: Brenda T. Rhoades Debtor's Counsel: Arthur I. Ungerman, Esq. 8140 Walnut Hill Lane, Suite 301 Dallas, TX 75231 Tel: (972) 239-9055 Fax: (972) 239-9886 E-mail: arthur@arthurungerman.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its largest unsecured creditors together with its petition. The petition was signed by Nariender K. Dhillon, managing member. SHEARER'S FOODS: S&P Gives Negative Outlook; Affirms 'B' Rating --------------------------------------------------------------- Standard & Poor's Ratings Services revised its outlook on Ohio- based Shearer's Foods Inc. to negative from stable. At the same time, Standard & Poor's affirmed its 'B' corporate credit rating on Shearer's. The issue-rating on the senior secured credit facilities is 'B' (the same level as the corporate credit rating) with a recovery of '3', indicating S&P's expectation for meaningful (50% to 70%) recovery in the event of a payment default. The senior secured credit facilities consist of a $20 million first-lien revolving credit facility and a $119 million term loan B, each due 2015. "The outlook revision reflects S&P's estimate of the company's less than 15% EBITDA covenant cushion on its total and senior leverage covenants, which S&P does not expect to improve in the near term and S&P's view that the company's liquidity is less than adequate," said Standard & Poor's credit analyst Alison Sullivan. Shearer's intends to increase production capacity to meet additional chip demand, and finance the expansion through cash, revolver borrowings, and $9.9 million in bonds from the state of Ohio. The company is seeking to amend its credit facility to modify financial covenants through June 2011, and permit the additional Ohio State bonds, in addition to other items. S&P estimate that covenant cushion could remain limited in the near term, even if the amendment (under current proposed terms) is approved. In addition, S&P believes if there are delays in plant construction, unfavorable product mix shifts, or if business with key customers falls below expectations, covenant cushion may tighten further. The ratings on Shearer's Foods Inc. reflect S&P's view that the company has a vulnerable business risk profile due to its narrow product focus, relatively high customer concentration, and limited international presence. The ratings also reflect S&P's opinion that Shearer's financial profile is highly leveraged given its significant debt burden and aggressive financial policy. The negative outlook reflects S&P's estimate of less than 15% EBITDA covenant cushion on the company's total and senior leverage covenants. S&P would consider a lower rating if covenant cushion falls below 10%, there are delays in plant construction, unfavorable product mix shifts such that EBITDA declines, or if business with key customers falls below expectations. S&P would consider a stable rating if the company maintains adequate liquidity, covenant cushion above 15%, and increases liquidity such that sources exceed uses by 1.2x. Although unlikely over the near term, S&P would consider an upgrade if the company demonstrates consistent operating performance, adequate liquidity, reduces debt leverage to less than 3x, and maintains a financial policy consistent with a higher rating. This could result from low double-digit sales growth, a 40% increase in EBITDA, and applying all excess cash flow to debt reduction, over the outlook period. Shearer's is a producer and distributor of co-packed (grouping products together in batches as part of a promotional campaign), private label, and branded snack foods. Privately held, the company is the largest manufacturer of kettle chips in the U.S., and competes within a narrow sector of the $33 billion North American snack food industry. In addition to kettle chips, products include potato chips, tortilla chips, pretzels, multigrain chips, ready-to-eat popcorn, and cheese curls. On March 31, 2010, Shearer's acquired Snack Alliance, another private label and co-pack producer for chips and snack foods. The company is vulnerable to changes in consumer tastes given its narrow product focus. Shearer's has also relatively high customer concentration with its top two customers accounting for about 45% of sales. Given the company's small size, a change in one of its key customers' strategies could impact its profitability. The company also lacks geographic diversity because only 8% of sales are international. SILVER CREEK: Case Summary & 18 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Silver Creek Hospitality San Angelo, LLC fdba Penta San Angelo, LLC 441 Rio Concho Drive San Angelo, TX 76903 Bankruptcy Case No.: 10-60242 Chapter 11 Petition Date: November 2, 2010 Court: United States Bankruptcy Court Northern District of Texas (San Angelo) Judge: Robert L. Jones Debtor's Counsel: John Thomas Richer, Esq. HALL ESTILL HARDWICK GABLE GOLDEN NELSON 320 South Boston Avenue, Suite 200 Tulsa, OK 74103-3706 Tel: (918) 594-0612 Fax: (918) 594-0505 E-mail: jricher@hallestill.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 18 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/txnb10-60242.pdf The petition was signed by Anil Patel, manager of sole member, Penta Hospitality, LLC. SINGH & SINGH: Voluntary Chapter 11 Case Summary ------------------------------------------------ Debtor: Singh & Singh, LLC dba Econolodge 2925 West Washington Stephenville, TX 76401 Bankruptcy Case No.: 10-47190 Chapter 11 Petition Date: November 1, 2010 Court: United States Bankruptcy Court Northern District of Texas (Ft. Worth) Judge: Russell F. Nelms Debtor's Counsel: Rakhee V. Patel, Esq. PRONSKE & PATEL, P.C. 2200 Ross Avenue, Suite 5350 Dallas, TX 75201 Tel: (214) 658-6500 Fax: (214) 658-6509 E-mail: rpatel@pronskepatel.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its largest unsecured creditors together with its petition. The petition was signed by Harmohinder Singh, managing member. SONOMA VINEYARD: Taps Michael Fallon as Bankruptcy Counsel ---------------------------------------------------------- Sonoma Vineyard Estates LLC asks the U.S. Bankruptcy Court for Northern District of California for authority to employ the Law Offices f Michael C. Fallon. as its bankruptcy counsel. Michael Fallon will provide, among other things, provide general representation of the Debtor in its bankruptcy case and perform all necessary legal services for the Debtor. Michael Fallon will be paid based on the hourly rates of its professionals: Michael Fallon $400 per hour Legal Assistant $150 per hour Michael C. Fallon, Esq., assures the Court that he has not had any connection with the Debtor, its creditors, or any party in interest, or its respective attorneys or accountants, the United States Trustee, or any person employed in the Office of the United States Trustee, and that, to the best of his knowledge, he does not represent any interest adverse to the Debtor or its estate. Napa, California-based Sonoma Vineyard Estates LLC filed for Chapter 11 bankruptcy protection on September 7, 2010 (Bankr. N.D. Calif. Case No. 10-13447). In its schedules, the Debtor disclosed $10,000,038 in total assets and $6,998,010 in total liabilities as of the Petition Date. SPRINT NEXTEL: Says Default by Clearwire Could Have Adverse Impact ------------------------------------------------------------------ Sprint Nextel Corporation filed its quarterly report on Form 10-Q for the three months ended September 30, 2010. The Company disclosed in the filing that it owns a 54% economic interest in cash-strapped wireless broadband services provider Clearwire Corporation as of September 30, 2010. As a result, Clearwire could be considered a subsidiary under certain agreements relating to its indebtedness. Sprint accounts for its investment in Clearwire using the equity method of accounting and, as a result, it records its share of Clearwire's net income or net loss, which could adversely affect its consolidated results of operations. As of September 30, 2010, Sprint's 54% non-controlling interest in Clearwire, in the form of 532 million shares of Class B Voting in Clearwire Corporation and 532 million Class B Non-voting in Clearwire Communications LLC had a carrying value of $3.5 billion. Clearwire has disclosed it will be required to raise additional capital in the near term in order to continue its current operations, and that as of September 30, 2010, there is substantial doubt about its ability to continue as a going concern. Clearwire reported a net loss of $1.55 billion in the first nine months of 2009. "If viewed as a subsidiary, certain actions or defaults [of its loan agreements] by Clearwire would result in a potential breach of covenants, including potential cross-default provisions, under certain agreements relating to our indebtedness, which could have a material adverse effect on our business, financial condition, liquidity and results of operations," the Company disclosed in the filing. Sprint, however, disclosed in the filing that it could elect to take certain actions, at its own discretion and control, which would eliminate the potential for Clearwire to be considered a subsidiary of the Company. Sprint discloses, however, that it does not intend to sell its 54% ownership interest in the foreseeable future. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?6d85 About Clearwire Corporation Kirkland, Wash.-based Clearwire Corporation (NASDAQ: CLWR) -- http://www.clearwire.com/-- through its operating subsidiaries, is a leading provider of wireless broadband services. The Company is the first mobile broadband service provider to launch a 4G mobile broadband network in the United States based on the 802.16e standard, which the Company refers to as mobile Worldwide Interoperability for Microwave Access, or WiMAX. The mobile WiMAX standard facilitates fourth generation wireless services, which are commonly referred to in the wireless industry as 4G mobile broadband services. About Sprint Nextel Overland Park, Kan.-based Sprint Nextel Corp. (NYSE: S) -- http://www.sprint.com/-- is a communications company offering a comprehensive range of wireless and wireline communications products and services that are designed to meet the needs of individual consumers, businesses, government subscribers and resellers. STEPHEN BALDWIN: Negotiates Settlement Reducing Mortgage -------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Stephen Baldwin negotiated a settlement reducing the amount owed to the first-mortgage lender Bankers Trust Co. With unpaid interest and fees, the balance on the first mortgage in September was $925,000. The principal will be reduced to $790,000. The new mortgage will bear 5.5% interest and require an $8,214 monthly payment, including principal, interest, taxes and insurance. Mr. Baldwin also owes $292,000 on a second mortgage. The second mortgage probably will be converted to an unsecured claim and lose its lien on the home, according to Mr. Rochelle. Hollywood actor Stephen Baldwin and his wife filed for Chapter 11 bankruptcy protection on July 21, 2009 (Bankr. S.D.N.Y. Case No. 09-23296). Bruce Weiner, Esq., at Rosenberg, Musso & Weiner, LLP, assists the Debtors in their restructuring effort. Mr. Baldwin and his wife listed assets of $1.1 million against debt totaling $2.3 million. The Baldwins filed for Chapter 11 protection to stop the foreclosure of their home in Upper Grandview, New York. The Baldwins' petition said the home was worth $1.1 million and had $1.2 million in mortgages. STILLWATER MINING: PGM Board Sets Shareholders Meeting on Nov. 15 ----------------------------------------------------------------- The Board of Directors said a special meeting of shareholders of Marathon PGM Corporation will be held November 15, 2010, at 9:30 a.m. (Toronto time), at the Toronto Board of Trade, First Canadian Place in Toronto, Ontario, Canada. In the letter, shareholders of Marathon will be asked to consider and, if deemed advisable, to pass a special resolution approving a statutory arrangement pursuant to Section 192 of the Canada Business Corporations Act whereby a wholly owned subsidiary of Stillwater Mining Company will acquire all of the outstanding common shares of Marathon, as well as certain related transactions. Under the Transaction, shareholders will receive 0.112 of a common share of Stillwater, Cdn. $1.775 in cash, plus 0.5 of a common share of a new public exploration and development company in exchange for each common share of Marathon, all in accordance with the arrangement agreement dated September 7, 2010, entered into between Stillwater, Marathon and Marathon Gold and amended by an amending agreement dated October 4, 2010. The Board of Directors of Marathon said it has determined that the consideration being offered pursuant to the Transaction is fair to shareholders and that the Transaction is in the best interests of Marathon and recommends that shareholders vote in favour of the special resolution. The recommendation of the Special Committee and the Board of Directors is based on various factors, including the opinion of Haywood Securities Inc., financial advisor to the Special Committee, to the effect that the consideration to be received by the Marathon Shareholders pursuant to the Arrangement is fair, from a financial point of view. To be effective, the Transaction must be approved by a resolution passed by two-thirds of the votes cast at the special meeting. The Transaction is also subject to certain conditions and the approval of the Ontario Superior Court of Justice. The board said, "The accompanying Notice of Special Meeting and Management Proxy Circular provide a full description of the Transaction and include certain additional information to assist you in considering how to vote on the Transaction. You are encouraged to consider carefully all of the information in the accompanying Management Proxy Circular including the documents incorporated by reference therein. If you require assistance, you should consult your financial, legal or other professional advisors." About Stillwater Mining Billings, Montana-based Stillwater Mining Company -- http://www.stillwatermining.com/-- is the only U.S. producer of palladium and platinum and is the largest primary producer of platinum group metals outside of South Africa and Russia. The Company's shares are traded on the New York Stock Exchange under the symbol "SWC." As reported by the Troubled Company Reporter on July 13, 2009, Standard & Poor's Ratings Services placed its ratings, including its 'B-' corporate credit rating on Stillwater Mining, on CreditWatch with negative implications. "The CreditWatch listing reflects S&P's concern regarding the possible loss of the supply contract between Stillwater and General Motors Corp. The company's platinum group metals supply agreements with GM and Ford Motor Co. include provisions that guarantee a minimum purchase price for palladium and platinum even when prices fall below stipulated levels, a benefit to Stillwater given the relatively low PGM prices," said Standard & Poor's credit analyst Maurice Austin. Moody's Investors Service commented that Stillwater Mining Company's Caa1 CFR and stable rating outlook are not currently impacted by the company's announcement that it has entered into a definitive agreement to acquire Canada based Marathon PGM Corporation. TAMARACK RESORT: Credit Suisse Wants Case Converted or Dismissed ---------------------------------------------------------------- Credit Suisse AG, Cayman Islands Branch, wants the Chapter 11 reorganization case of Tamarack Resort LLC dismissed or converted to a liquidation in Chapter 7. According to Bloomberg News, the secured creditor contends that the reorganization must end in view of continuing losses, gross mismanagement, unauthorized use of cash collateral, and lack of insurance. Bill Rochelle, the bankruptcy columnist for Bloomberg News, notes the motion to dismiss or convert comes on the heels of a ruling by the bankruptcy judge denying a $2 million secured loan for the golf and ski resort in Valley County, Idaho. Tamarack said it needed the loan to winterize the property. Credit Suisse is saying the Debtor's estate is insolvent and has been "grossly mismanaged," Dow Jones' DBR Small Cap reports. Tamarack owner Jean-Pierre Boespflug, trying desperately to arrange a sale, said he plans to oppose the motion, according to The Associated Press. Mr. Boespflug told The AP on Wednesday that he plans to fight the motion when it goes before Myers in early December. The AP notes Mr. Boespflug wants to keep the resort together, including lifts on leased Idaho state land, saying it will fetch a higher price than if it's sold at salvage values. The AP reports that Credit Suisse Group last week asked U.S. Bankruptcy Judge Terry Myers to set the stage for the final sale of Tamarack assets, either under a U.S. trustee or a state court judge's supervision. The AP says the bankruptcy court has scheduled hearings in Boise for Dec. 6 and Dec. 7, if needed, to consider Credit Suisse's request to terminate the reorganization effort and move toward a liquidation sale. According to The AP, Mr. Boespflug, a French-born businessman who estimates he'll lose some $45 million in Tamarack, also has said he hopes to keep it in one piece, if not to salvage his investment then to preserve his vision: A destination ski, lake, golf and real-estate development in rural Idaho, about 90 miles north of Boise. About Tamarack Resort Tamarack Resort LLC, a golf and ski resort in Valley County, Idaho, was sent to Chapter 7 after creditors submitted an involuntary petition (Bankr. D. Idaho Case No. 09-03911). The petitioning creditors include an affiliate of Bank of America Corp. owed $4.7 million. On April 9, 2010, Bankruptcy Judge Terry Myers signed an order converting Tamarack Resort LLC's involuntary chapter 7 case to a chapter 11 reorganization. The project's 27.5% owner, VPG Investments Inc., filed for Chapter 11 reorganization in 2008, only to have the petition dismissed in October 2008 at the request of the secured creditor, Credit Suisse, Caymans Islands Branch. VPG was controlled by Mexican businessman Alfredo Miguel Afif. Credit Suisse, the agent for the secured lenders, characterized VPG's Chapter 11 case as "a classic example of a bad faith filing" made "solely as a litigation tactic" to stop foreclosure. TIMOTHY BARKER: Case Summary & 8 Largest Unsecured Creditors ------------------------------------------------------------ Joint Debtors: Timothy C. Barker Kelli R. Barker 60178 NE 15th Street Pratt, KS 67124 Bankruptcy Case No.: 10-13744 Chapter 11 Petition Date: November 2, 2010 Court: United States Bankruptcy Court District of Kansas (Wichita) Judge: Robert E. Nugent Debtor's Counsel: Nicholas R. Grillot, Esq. REDMOND & NAZAR, LLP 245 N. Waco, Suite 402 Wichita, KS 67202 Tel: (316) 262-8361 Fax: (316) 263-0610 E-mail: ngrillot@redmondnazar.com Scheduled Assets: $527,369 Scheduled Debts: $1,659,546 A list of the Joint Debtors' eight largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/ksb10-13744.pdf TRIBUNE CO: Bank Debt Trades at 35% Off in Secondary Market ----------------------------------------------------------- Participations in a syndicated loan under which Tribune Co. is a borrower traded in the secondary market at 65.35 cents-on-the- dollar during the week ended Friday, November 5, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents a drop of 1.16 percentage points from the previous week, The Journal relates. The Company pays 300 basis points above LIBOR to borrow under the facility, which matures on May 17, 2014. Moody's has withdrawn its rating while Standard & Poor's does not rate the bank debt. The loan is one of the biggest gainers and losers among 198 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. Headquartered in Chicago, Illinois, Tribune Co. -- http://www.tribune.com/-- is a media company, operating businesses in publishing, interactive and broadcasting, including ten daily newspapers and commuter tabloids, 23 television stations, WGN America, WGN-AM and the Chicago Cubs baseball team. The Company and 110 of its affiliates filed for Chapter 11 protection on 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) UAL CORP: Bank Debt Trades at 5% Off in Secondary Market -------------------------------------------------------- Participations in a syndicated loan under which United Air Lines Inc. is a borrower traded in the secondary market at 95.23 cents- on-the-dollar during the week ended Friday, November 5, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 1.00 percentage points from the previous week, The Journal relates. The Company pays 200 basis points above LIBOR to borrow under the facility. The bank loan matures on February 1, 2014, and carries Moody's Ba3 rating and Standard & Poor's BB- rating. The loan is one of the biggest gainers and losers among 198 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. As reported by the Troubled Company Reporter on September 28, 2010, Standard & Poor's Ratings Services said that it has raised its ratings, including the CCR, on UAL Corp. and subsidiary United Air Lines Inc. to 'B' from 'B-', based on S&P's view of the credit quality of a consolidated United Continental Holdings, Inc., which will own United and Continental Airlines. S&P raised or affirmed its ratings on United's EETC's. S&P removed all ratings from CreditWatch, where S&P placed them May 3, 2010. The outlook on the CCR is stable. "S&P's upgrade on UAL and United is based on its evaluation of the consolidated credit quality of UCHI, which UAL and Continental Airlines will form upon a merger that they hope to close on Oct. 1, 2010," said Standard & Poor's credit analyst Philip Baggaley. "The upgrade reflects also the rapid progress that UAL has made in restoring its financial performance and liquidity since mid-2009. UCHI will own Continental and United, and plans to merge the two airlines' operations later (targeted for late 2011-early 2012). Once the merger is fully implemented and operational changes completed (likely 2013), the combined entity should benefit from various revenue and cost synergies that the managements of the two airlines estimate at $1 billion- $1.2 billion annually. There will also be one-time merger integration costs that management estimates at $1.2 billion spread over three years. S&P expects that UHCI--helped by much improved earnings at both Continental and, especially, United this year- should generate fully adjusted EBITDA interest coverage of around 2x and funds flow to debt in the low-teens percent range over the next several years. S&P characterizes UAL's (based on UCHI's consolidated credit profile) business risk profile as weak and its financial profile as highly leveraged." 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. UNIFI INC: Shareholders Elect Nine Directors -------------------------------------------- On October 27, 2010, Unifi Inc.'s shareholders elected nine nominees as directors at the 2010 Annual Meeting of Shareholders. The nine elected directors are: * William J. Armfield, IV * R. Roger Berrier, Jr. * Archibald Cox, Jr. * William L. Jasper * Kenneth G. Langone * George R. Perkins, Jr. * William M. Sams * G. Alfred Webster * Stephen Wener About Unifi Unifi, Inc. (NYSE: UFI) -- http://www.unifi.com/and http://www.repreve.com/-- is a diversified producer and processor of multi-filament polyester and nylon textured yarns and related raw materials. The Company adds value to the supply chain and enhances consumer demand for its products through the development and introduction of branded yarns that provide unique performance, comfort and aesthetic advantages. Key Unifi brands include, but are not limited to: AIO(R) - all-in-one performance yarns, SORBTEK(R), A.M.Y.(R), MYNX(R) UV, REPREVE(R), REFLEXX(R), MICROVISTA(R) and SATURA(R). Unifi's yarns and brands are readily found in home furnishings, apparel, legwear, and sewing thread, as well as industrial, automotive, military, and medical applications. As reported by the Troubled Company Reporter on November 20, 2009, Moody's Investors Service revised Unifi, Inc.'s ratings outlook to stable from negative. Moody's affirmed the company's Caa1 Corporate Family and Probability of Default Ratings, and the Caa2 rating on its senior secured notes due 2014. Standard & Poor's Ratings Services said that it placed its ratings, including the 'B-' corporate credit rating, on Greensboro, N.C.-based Unifi Inc. on CreditWatch with positive implications. Moody's Investors Service upgraded Unifi Inc.'s Corporate Family Rating and Probability of Default ratings to B3 from Caa1. Concurrently, the rating on Unifi's 11.5% senior secured notes was upgraded to Caa1 from Caa2. The ratings outlook is positive. UNIGENE LABORATORIES: Names Alex Martin as VP of Business Devt. --------------------------------------------------------------- Unigene Laboratories Inc. appointed of Alex Martin to the newly created position of Vice President of Business Development and Head of Commercial Operations. Mr. Martin will report directly to Unigene's President and Chief Executive Officer, Ashleigh Palmer. "Alex brings tremendous expertise to Unigene, with over 20 years of experience in the life sciences, including a strong track record in business development at large and small companies. Alex's role is the second newly created VP-level position announced by Unigene in the past month and is further testament to Unigene's commitment to strengthening our leadership and organizational infrastructure," stated Mr. Palmer. "Unigene is now prepared to accelerate the implementation of our new strategy, which we believe will take us to the next growth platform. This will be accomplished by maximizing the assets in our drug delivery and manufacturing technology business unit, Unigene Biotechnologies, as well as managing and further progressing our advanced clinical-stage partnerships and active preclinical pipeline." Mr. Martin said, "I am extremely delighted to join Unigene during this exciting time. The formation of the Unigene Biotechnologies business unit alongside Unigene Therapeutics provides the Company with a great opportunity to reveal its true value to potential partners and other key audiences. I look forward to taking full advantage of the growing therapeutic peptides market to help Unigene realize its goals and establish itself as a partner of choice for peptide drug delivery and therapeutic development." Mr. Martin brings to Unigene over 20 years of experience in the life sciences industry, both in large pharmaceutical companies and small, successful start-up ventures. He joins Unigene from Affectis Pharmaceuticals AG, where he most recently served as Chief Executive Officer. Prior to Affectis, Mr. Martin was Chief Operating Officer of Intercept Pharmaceuticals, where he was also responsible for business development and finance activities. Earlier, he served as Chief Business Officer and Chief Financial Officer at BioXell. During his tenure at BioXell, Mr. Martin led the company's business development efforts and took the company public in 2006. He also held management positions of increasing responsibility at Novartis Pharma AG, Medscape and SmithKline Beecham. Mr. Martin received his BA degree from Cornell University and his MBA degree from Harvard Business School. About Unigene Unigene Laboratories, Inc. OTCBB: UGNE) -- http://www.unigene.com/ -- is a biopharmaceutical company focusing on the oral and nasal delivery of large-market peptide drugs. Unigene's balance sheet at June 30, 2010, showed $27.60 million in total assets, $60.32 million in total liabilities, and $32.72 million in stockholders' deficit. Grant Thornton LLP, in New York, expressed substantial doubt about Unigene Laboratories' ability to continue as a going concern following the Company's 2009 results. The firm noted that the Company has incurred a net loss of $13,400,000 during the year ended December 31, 2009 and has an accumulated deficit of approximately $143,000,000 as of December 31, 2009. As of that date, the Company's current liabilities exceeded its current assets by $1,251,000 and its total liabilities exceeded total assets by $30,442,000. US ANTIMONY: Reports Delay of Mexican Antimony Mill --------------------------------------------------- United States Antimony Corporation announced a delay in the start- up of its newly constructed antimony mill in Queretaro, Mexico, due to the selection of the area as a UNESCO "World Heritage Site". The Governor of Queretaro has offered his full support in relocating the mill to a site closer to both the Soyatal and Los Juarez antimony properties. John Lawrence, CEO of USAC, commented, "Despite the delay, the new site's lower transportation costs will expand USAC's gross margins significantly." He also said, "USAC's unaudited Q3 revenue for both the Antimony and BRZ Zeolite Divisions set all-time record highs. BRZ sold 2,138 tons of zeolite to the West Valley Demonstration Project near Buffalo, New York under the direction of the Department of Energy for the remediation of radioactive strontium 90 in the groundwater. Antimony prices continue to set all-time record highs as the market contends with potential restrictions on Chinese supplies. Thompson Falls, Mont.-based United States Antimony Corporation produces and sells antimony and zeolite products. The Company's balance sheet at June 30, 2010, showed $4.72 million in total assets, $1.32 million in total liabilities, and a $3.92 million stockholders' equity. DeCoria, Maichel & Teague, P.S., in Spokane, Wash., expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's 2009 results. The independent auditors noted that of the Company's negative working capital and accumulated deficit. USG CORP: Moody's Affirms Junk Corporate Family Rating ------------------------------------------------------ Moody's Investors Service assigned a B2 rating to USG Corporation's new senior unsecured notes, and affirmed its Caa1 Corporate Family Rating and Caa1 Probability of Default Rating. USG's speculative grade liquidity rating remains SGL-3. The outlook is stable. These ratings/assessments were affected by this action: -- Corporate Family Rating affirmed at Caa1; -- Probability of Default Rating affirmed at Caa1; -- $300.0 million senior unsecured notes due 2014 (guaranteed) affirmed at B2 (LGD2, 28%); -- Senior unsecured notes due 2018 (guaranteed) rated B2 (LGD2, 28%); -- $500 million senior unsecured notes due 2016 (not guaranteed) affirmed at Caa2 (LGD5, 76%); -- $500 million senior unsecured notes due 2018 (not guaranteed) affirmed at Caa2 (LGD5, 76%). Shelf registration: senior unsecured notes (P) Caa2. -- $239 million of Industrial Revenue Bonds with various maturities (not guaranteed) affirmed at Caa2 (LGD5, 76%). The company's speculative grade liquidity remains SGL-3. Ratings Rationale A B2 rating is assigned to the proposed $300 million senior unsecured notes due 2018, which are pari passu with the company's existing $300.0 million senior unsecured notes due 2014. The higher ratings on these debt instruments relative to the other unsecured debt in USG's capital structure reflects the upstream guarantees provided by USG's material domestic subsidiaries, which do not provide guarantees to the other unsecured debt instruments. Proceeds from the note issuance will be used for general corporate purposes. The Caa1 Corporate Family Rating results from weak operating performance. Low capacity utilization rates of approximately 45% at its gypsum manufacturing facilities make it difficult for USG to overcome its high fixed costs. Moody's projects that potential demand increases for wallboard from North American new home construction and repair and remodeling will not be adequate to generate sufficient volumes and operating profits to cover USG's interest expense over the intermediate term. Furthermore, the non-residential construction end market, which accounts for about 30% of USG's revenues, is expected to face stagnant growth well into 2011. The amount of profits derived from the company's worldwide ceilings business is not enough to make up shortfalls in the gypsum and distribution businesses. For the last twelve months through September 30, 2010 operating margins remain substandard at negative 4.9% and leverage is very high at debt-to- EBITDA of 27.2 times (ratios adjusted per Moody's methodology). The company's inability to generate positive earnings will result in very weak credit metrics for the foreseeable future and will require cash to fund operating shortfalls. Moody's believes that USG's ongoing restructuring initiatives continue to be insufficient, leaving its cost position untenably high at current throughput levels. Notwithstanding efforts to rationalize its facilities and reduce staff, USG's credit metrics remain untenably weak. For example, Moody's view that additional interest associated with the proposed note issuance will extend an already lengthy period of time before USG is able to generate sufficient free cash flow to cover (EBITDA - CAPEX)/interest expense at least 1.0 times (adjusted per Moody's methodology). USG's SGL-3 speculative grade liquidity rating reflects Moody's belief that the company will maintain an adequate liquidity profile over the next twelve months. Cash on hand, marketable securities, and availability under the company's revolving credit facilities aggregate to about $975 million (equivalent) at 3Q10 pro forma for the proposed note issuance, providing the company a great deal of ability to fund future cash shortfalls over the intermediate term. The stable outlook incorporates Moody's view that the combination of cash on hand, marketable securities, and revolver availability gives USG financial flexibility to contend with uncertainties in the North American economy and the resulting impact on the company's end markets over the near term. However, longer term stability will depend upon further cost rationalization or a meaningful improvement in wall board demand. The last rating action was on June 24, 2010, at which time Moody's downgraded the Corporate Family Rating to Caa1. USG Corporation is a leading producer and distributor of building materials in the Unites States, Canada and Mexico. The company manufactures and markets gypsum wallboard and operates a specialty distribution business that sells to professional contractors. It also manufactures ceiling tiles and ceiling grids used primarily in commercial applications. Revenues for the last twelve months through September 30, 2010, totaled approximately $3.0 billion. USG CORP: S&P Changes Outlook to Negative, Affirms 'B+' Rating -------------------------------------------------------------- Standard & Poor's Ratings Services said that it revised its outlook on wallboard and ceiling tile manufacturer USG Corp. to negative from stable and affirmed the 'B+' corporate credit rating. At the same time, S&P assigned a 'BB' issue-level rating (two notches above the corporate credit rating) to USG's proposed $300 million senior unsecured notes based on preliminary terms and conditions. S&P assigned a '1' recovery rating to the proposed notes, indicating its expectation of very high (90% to 100%) recovery in the event of a payment default. S&P also lowered the issue-level ratings on the company's $500 million senior unsecured notes due 2016, $500 million notes due 2018, and IRBs to 'B' from 'B+' and revised the recovery rating to '5' from '4', indicating that lenders can expect modest (10% to 30%) recovery in the event of a default. USG will use proceeds from the proposed notes as a source of additional liquidity and for general corporate purposes. The notes are expected to be sold pursuant to Rule 144A of the Securities Act of 1933. "The outlook revision to negative reflects S&P's expectation that USG's operating results and cash flow are likely to continue to suffer during the next several quarters due to still contracting commercial construction activity and the ongoing depressed level of housing starts," said Standard & Poor's credit analyst Thomas Nadramia. Furthermore, the recent increased weakness in housing starts has made it more likely, in S&P's view, that any meaningful recovery in housing starts may be deferred until late into 2011 or 2012, delaying any improvement in USG's credit measures and its ability to cover interest and fixed charges from operating cash flow until 2012 at the earliest. The negative outlook also reflects USG's incurrence of additional debt to bolster liquidity, which will require additional servicing costs, thereby reducing already weak operating cash flow further in the near term. VIRGINIA OAKS: Voluntary Chapter 11 Case Summary ------------------------------------------------ Debtor: Virginia Oaks Venture LLC P.O. Box 2412 Saratoga, CA 95070 Bankruptcy Case No.: 10-43856 Chapter 11 Petition Date: November 1, 2010 Court: United States Bankruptcy Court Eastern District of Texas (Sherman) Debtor's Counsel: Joyce W. Lindauer, Esq. 8140 Walnut Hill Lane, Suite 301 Dallas, TX 75231 Tel: (972) 503-4033 Fax: (972) 503-4034 E-mail: courts@joycelindauer.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its largest unsecured creditors together with its petition. The petition was signed by Stephen Henry, authorized representative. VONAGE HOLDINGS: S&P Assigns 'B+' Corporate Credit Rating --------------------------------------------------------- Standard & Poor's Ratings Services said it assigned its preliminary 'B+' corporate credit rating to Holmdel, N.J.-based Vonage Holdings Corp. The outlook is stable. Additionally, S&P assigned a preliminary 'BB-' issue-level rating and preliminary '2' recovery rating to co-borrowers Vonage Holdings Corp. and Vonage America Inc.'s proposed $200 million senior secured first-lien term loan. The '2' recovery rating indicates expectations for substantial (70%-90%) recovery in the event of payment default. The company intends to use the proceeds from the term loan, coupled with about $106 million of cash from the balance sheet, to refinance existing debt and pay about $13 million of related fees and expenses. S&P expects total funded debt outstanding to be about $200 million following completion of the proposed refinancing. "The ratings on Vonage reflect its vulnerable business risk profile, which is characterized by substantial competition for residential local and long-distance telephony service and pricing pressure," said Standard & Poor's credit analyst Allyn Arden. Other factors include low barriers to entry, technology risk, lack of any sustainable competitive advantages, and litigation risk. Tempering factors include moderate leverage for the rating level and adequate liquidity, including S&P's assumption that the company will maintain positive net free cash flow generation. Vonage provides residential local and long-distance services to about 2.4 million customers. The company uses voice over Internet protocol technology to provide low-cost local and long-distance communications services. Its platform enables subscribers to make and receive phone calls anywhere with a broadband connection and also offers enhanced features, including voicemail to text and service and number portability. WEST BARRETT: Case Summary & Largest Unsecured Creditor ------------------------------------------------------- Debtor: West Barrett Parkway Shopping Center, LLC Suite 500, 1619 Collins Road, NW Kennesaw, GA 30152 Bankruptcy Case No.: 10-92845 Chapter 11 Petition Date: November 1, 2010 Court: United States Bankruptcy Court Northern District of Georgia (Atlanta) Debtor's Counsel: Richard W. Summers, Esq. LAW OFFICES OF RICHARD W. SUMMERS, P.C. 3023 Maple Drive Atlanta, GA 30305 Tel: (404) 842-1404 Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 In its list of 20 largest unsecured creditors, the Company placed only one entry: Entity Nature of Claim Claim Amount ------ --------------- ------------ Cobb County Tax Property Taxes $78,000 Commissioner 736 Whitlock Avenue Marietta, GA 30064 The petition was signed by Rita Zubavichute, managing member. WESTERN COMMERCIAL: Closed; First California Bank Assumes Deposits ------------------------------------------------------------------ Western Commercial Bank of Woodland Hills, Calif., was closed on Friday, November 5, 2010, by the California Department of Financial Institutions, which appointed the Federal Deposit Insurance Corporation as receiver. To protect the depositors, the FDIC entered into a purchase and assumption agreement with First California Bank of Westlake Village, Calif., to assume all of the deposits of Western Commercial Bank. The sole branch of Western Commercial Bank will reopen during normal banking hours as a branch of First California Bank. Depositors of Western Commercial Bank will automatically become depositors of First California Bank. Deposits will continue to be insured by the FDIC, so there is no need for customers to change their banking relationship in order to retain their deposit insurance coverage up to applicable limits. Customers of Western Commercial Bank should continue to use their existing branch until they receive notice from First California Bank that it has completed systems changes to allow other First California Bank branches to process their accounts as well. As of September 30, 2010, Western Commercial Bank had around $98.6 million in total assets and $101.1 million in total deposits. First California Bank will pay the FDIC a premium of 0.5 percent to assume all of the deposits of Western Commercial Bank. In addition to assuming all of the deposits of the failed bank, First California Bank agreed to purchase essentially all of the assets. The FDIC and First California Bank entered into a loss-share transaction on $83.9 million of Western Commercial Bank's assets. First California Bank will share in the losses on the asset pools covered under the loss-share agreement. The loss-share transaction is projected to maximize returns on the assets covered by keeping them in the private sector. The transaction also is expected to minimize disruptions for loan customers. For more information on loss share, visit: http://www.fdic.gov/bank/individual/failed/lossshare/index.html Customers who have questions about the transaction can call the FDIC toll-free at 1-800-405-6318. Interested parties also can visit the FDIC's Web site at: http://www.fdic.gov/bank/individual/failed/westerncommercial_ca.ht ml The FDIC estimates that the cost to the Deposit Insurance Fund will be $25.2 million. Compared to other alternatives, First California Bank's acquisition was the least costly resolution for the FDIC's DIF. Western Commercial Bank is the 141st FDIC-insured institution to fail in the nation this year, and the eleventh in California. The last FDIC-insured institution closed in the state was Los Padres Bank, Solvang, on August 20, 2010. Inadequate Capital and Weakened Fin'l Condition The California Department of Financial Institutions said it closed Western Commercial Bank due to inadequate capital and weakened financial condition. Western Commercial Bank is a federally insured, state-chartered bank based in Woodland Hills with total assets of approximately $100 million. Its deposits are federally insured for up to $250,000 by the Federal Deposit Insurance Corporation (FDIC). The FDIC was appointed the receiver of Western Commercial Bank by the DFI. The FDIC has accepted a bid to acquire Western Commercial Bank and assume its deposits, including all uninsured deposits. Maintaining the integrity of financial services remains the primary mission of the DFI. The DFI oversees the secure operation of California's state-chartered financial institutions. The DFI ensures public confidence in financial institutions by protecting the interests of depositors, borrowers, shareholders and consumers through enforcement of state laws. In addition to posting information about the DFI and its licensees, the DFI's website features consumer tips on a variety of financial topics and consumer information brochures in seven languages. The DFI reports to Dale E. Bonner, Secretary of the Business, Transportation and Housing Agency and Governor Arnold Schwarzenegger. WOLVERINE TUBE: Organizational Meeting to Form Panel on Nov. 9 -------------------------------------------------------------- Roberta A. DeAngelis, United States Trustee for Region 3, will hold an organizational meeting on November 9, 2010, at 10:00 a.m. in the bankruptcy case of Wolverine Tube, Inc., et al. The meeting will be held at J. Caleb Boggs Federal Building, 844 King Street, Room 5209, 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. About Wolverine Tube Wolverine Tube, Inc., is a global manufacturer and distributor of copper and copper alloy tube, fabricated products, and metal joining products. The Company currently operates seven facilities in the United States, Mexico, China, and Portugal. It also has distribution operations in the Netherlands and the United States. Wolverine Tube Inc. and its affiliates filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 10-13522) on November 1, 2010. Wolverine Tube is filing a Chapter 11 reorganization plan supported by holders of 71% of the $131 million in senior secured notes and Plainfield Asset Management LLC, a secured noteholder and preferred shareholder. Wolverine Tube disclosed assets of $115.6 million against debt totaling $237.5 million in documents attached to the petition. Cozen O'Connor, Esq., Mark E. Felger, Esq., and Simon E. Fraser, Esq., at Cozen O' Connor, in Wilmington, Delaware, represent the Debtors. Scott K. Rutsky, Esq., and Adam T. Berkowitz, Esq., at Proskauer Rose LLP, is the corporate and tax counsel. Deloitte Financial Advisory Services LLP is the financial advisor. Donlin Recano & Company, Inc., is the claims agent. YRC WORLDWIDE: Teamsters Ratify New Labor Contract -------------------------------------------------- YRC Worldwide Inc. said that majority of its employees represented by the International Brotherhood of Teamsters voting "yes" to ratify a modified labor agreement. The new labor contract extends the previous agreement slated to expire in 2013, until March 31, 2015. Importantly, the new labor contract addresses the company's competitiveness, re-entry into multi-employer pension funds and progress toward long-term growth. "This new labor contract positions our company for improved performance by providing a long-term market competitive cost structure as well as enhanced efficiency to meet the demands of today's transportation and supply chain customers," said Mike Smid, President of YRC Inc. and Chief Operations Officer of YRC Worldwide. "Given the progress we have made over the last two quarters, this new labor agreement provides a strong foundation for long-term growth." 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. * Year's Total Bank Failures Eclipse All of 2009 ------------------------------------------------ The number of bank failures in 2010 eclipsed the total bank failures seen last year as the Federal Deposit Insurance Corp. announced the closure of four more banks November 5. The Federal Deposit Insurance Corp. announced the failures of banks in Maryland, California and Washington for a total of 143 bank failures so far this year. In all of 2009, 140 banks failed. Regulators shuttered on Friday Western Commercial Bank, Woodland Hills, CA; First Vietnamese American Bank, Westminster, CA; Pierce Commercial Bank, Tacoma, WA; and K Bank, Randallstown, MD, costing the FDIC's insurance fund another $254.5 million. Of the group, K Bank is the largest, with $538.3 million in assets. 2010 Failed Banks List The FDIC was appointed as receiver for the closed banks. To protect the depositors, the FDIC entered into a purchase and assumption agreement with various banks that agreed to assume the deposits of most of the closed banks. The FDIC also entered into loss-share transactions on assets bought by the banks. For this year, the failed banks are: Loss-Share Transaction Party FDIC Cost Assets of Bank That Assumed to Insurance Closed Bank Deposits & Bought Fund Closed Bank (millions) Certain Assets (millions) ----------- ---------- -------------- ----------- Western Commercial $98.6 California Bank $25.2 First Vietnamese $48.0 Grandpoint Bank $9.6 Pierce Commercial $221.1 Heritage Bank $21.3 K Bank $538.3 Manufacturers & Traders $198.4 The Gordon Bank $29.4 Morris Bank $9.0 Progress Bank of Fla. $110.7 Bay Cities Bank $25.0 First Arizona $272.2 No Acquirer $32.8 First Bank of Jack. $81.0 Ameris Bank $16.2 Hillcrest Bank, KS $1,650.0 Hillcrest Bank, N.A. $329.7 First Suburban $148.7 Seaway Bank and Trust $31.4 First Nat'l of Barn. $131.4 United Bank $33.9 Premier Bank $1,180.0 Providence Bank. $406.9 WestBridge Bank $91.5 Midland States Bank $18.7 Security Savings Bank $508.4 Simmons First $82.2 Wakulla Bank $424.1 Centennial Bank $113.4 Shoreline Bank $104.2 GBC International $41.4 Haven Trust Bank $148.6 First Southern $31.9 North County Bank $288.8 Whidbey Island $72.8 First Commerce $248.2 Community & Southern $71.4 Bank of Ellijay $168.8 Community & Southern $55.2 Bramble Savings Bank $47.5 Foundation Bank $14.6 Maritime Savings Bank $350.5 North Shore Bank $83.6 The Peoples Bank $447.2 Community & Southern $98.9 ISN Bank $81.6 Customers Bank $23.9 Horizon Bank $187.8 Bank of the Ozarks $58.9 Los Padres Bank $870.4 Pacific Western $8.7 Pacific State Bank $312.1 Rabobank, N.A. $32.6 ShoreBank $2,160.0 Urban Partnership $367.7 Butte Community Bank $498.8 Rabobank, N.A. $17.4 Sonoma Valley Bank $337.1 Westamerica Bank $10.1 Imperial Savings & Loan $9.4 River Community $3.5 Community National $67.9 CenterState Bank of Fla. $10.3 Independent National $156.2 CenterState Bank of Fla. $23.2 Palos Bank and Trust $493.4 First Midwest Bank $72.0 Ravenswood Bank $264.6 Northbrook Bank & Trust $68.1 Northwest Bank & Trust $167.7 State Bank and Trust $39.8 Bayside Savings Bank $66.1 Centennial Bank, Conway $16.2 Coastal Community Bank $362.9 Centennial Bank, Conway $94.5 The Cowlitz Bank $529.3 Heritage Bank $68.9 LibertyBank $768.2 Home Federal Bank $115.3 The Cowlitz Bank $529.3 Heritage Bank $68.9 Coastal Community $372.9 Centennial Bank $94.5 Bayside Savings $66.1 Centennial Bank $16.2 NorthWest Bank $167.7 State Bank and Trust $39.8 Williamsburg First $139.3 First Citizens Bank $8.8 Thunder Bank, Sylvan $32.6 The Bennington State $4.5 Community Security $108.0 Roundbank, Waseca $18.6 Crescent Bank $1,010.0 Renasant Bank $242.4 Sterling Bank $407.9 IBERIABANK $45.5 Home Valley Bank $251.8 South Valley Bank $37.1 SouthwestUSA Bank $214.0 Plaza Bank, Irvine $74.1 Turnberry Bank $263.9 NAFH National $34.4 First National Bank $682.0 NAFH National $74.9 Mainstreet Savings $97.4 Commercial Bank $11.4 Woodlands Bank $376.2 Bank of the Ozarks $115.0 Metro Bank of Dade $442.3 NAFH National $67.6 Olde Cypress Community $168.7 CenterState Bank $31.5 USA Bank, Port Chester $193.3 New Century Bank $61.7 Bay National Bank $282.2 Bay Bank, FSB $17.4 Ideal Federal Savings $6.3 -- None -- $2.1 Home National Bank $644.5 RCB Bank, Claremore $78.7 First National $252.5 The Savannah Bank $68.9 High Desert $80.3 First American $20.9 Peninsula Bank $644.3 Premier American $194.8 Nevada Security Bank $480.3 Umpqua Bank $80.9 Washington First $520.9 East West Bank $158.4 TierOne Bank $2,800.0 Great Western Bank $297.8 Arcola Homestead $17.0 -- None -- $3.2 First National Bank $60.4 Jefferson Bank $12.6 Sun West Bank $360.7 City National Bank $96.7 Granite Community $102.9 Tri Counties Bank $17.3 Bank of Fla- Southeast $595.3 EverBank $71.4 Bank of Fla- Southwest $559.9 EverBank $91.3 Bank of Fla- Tampa Bay $245.2 EverBank $40.3 Pinehurst Bank $61.2 Coulee Bank $6.0 Southwest Community $96.6 Simmons First Nat'l $29.0 New Liberty Bank $109.1 Bank of Ann Arbor $25.0 Satilla Community Bank $135.7 Ameris Bank $31.3 Midwest Bank & Trust $3,170.0 Firstmerit Bank $216.4 1st Pacific Bank $335.8 City National Bank $87.7 Access Bank $32.0 PrinsBank, Prinsburg $5.5 Towne Bank of Ariz $120.2 Commerce Bank $41.8 The Bank of Bonifay $242.9 First Federal Bank $78.7 Frontier Bank $3,500.0 Union Bank, NA $1,370.0 BC National Banks $67.2 Community First $11.4 Champion Bank $187.3 BankLiberty $52.7 CF Bancorp $1,650.0 First Michigan Bank $615.3 Westernbank PR $11,940.0 Banco Popular de PR $3,310.0 R-G Premier Bank $5,920.0 Scotiabank de PR $1,230.0 Eurobank, SJ, PR $2,560.0 Oriental Bank & Trust $743.9 Lincoln Park Savings $199.9 Northbrook Bank $48.4 Peotone Bank $130.2 First Midwest $31.7 Wheatland Bank $437.2 Wheaton Bank $133.0 New Century Bank $485.6 MB Financial $125.3 Citizens Bank&Trust $77.3 Republic Bank $20.9 Broadway Bank $1,200.0 MB Financial $394.3 Amcore Bank $3,800.0 Harris $220.3 Lakeside Community $53.0 People's United $11.2 Innovative Bank $268.9 Center Bank $37.8 City Bank $1,130.0 Whidbey Island $323.4 Butler Bank $233.2 People's United $22.9 AmericanFirst Bank $90.5 TD Bank, N.A. $10.5 First Federal $393.3 TD Bank, N.A. $6.0 Riverside National $3,420.0 TD Bank, N.A. $491.8 Tamalpais Bank $628.9 Union Bank, N.A. $81.1 Beach First National $585.1 Bank of NC $130.3 McIntosh Commercial $362.9 CharterBank, West Point $123.3 Desert Hills Bank $496.6 New York Community Bank $106.7 Unity National Bank $292.2 Bank of the Ozarks $67.2 Key West Bank $88.0 Centennial Bank $23.1 State Bank of Aurora $28.2 Northern State Bank $4.2 First Lowndes Bank $137.2 First Citizens Bank $38.3 Bank of Hiawassee $377.8 Citizens South Bank $137.7 Appalachian Community $1,010.0 Community & Southern $419.3 Advanta Bank Corp. $1,600.0 - None - $635.6 Century Security $96.5 Bank of Upson $29.9 American National $70.3 National Bank and Trust $17.1 The Park Avenue Bank $520.1 Valley National Bank $50.7 Statewide Bank $243.2 Home Bank, Lafayette $38.1 Old Southern Bank $315.6 Centennial Bank $94.6 LibertyPointe Bank $209.7 Valley National $24.8 Sun American Bank $535.7 First-Citizens Bank $103.8 Waterfield Bank $155.6 {FDIC Created} $51.0 Centennial Bank $215.2 Zions Bank $96.3 Bank of Illinois $211.7 Heartland Bank $53.7 Rainier Pacific Bank $446.2 Umpqua Bank, Roseburg $95.2 Carson River Community $51.1 Heritage Bank of Nevada $7.9 George Washington $412.8 FirstMerit Bank $141.4 La Jolla Bank $3,600.0 OneWest Bank, FSB $882.3 The La Coste Nat'l $53.9 Community National $3.7 Marco Community Bank $119.6 Omaha Bank $38.1 1st American State $18.2 Community Development $3.1 First National Bank $832.6 Community & Southern $260.4 Florida Community $875.5 Premier American Bank $352.6 American Marine Bank $373.2 Columbia State Bank $58.9 Marshall Bank, N.A. $59.9 United Valley Bank $4.1 First Regional Bank $2,180.0 First-Citizens Bank $825.5 Comm. Bank & Trust $1,210.0 SCBT, N.A. $354.5 Charter Bank $1,200.0 Charter, Albuquerque $201.9 Evergreen Bank $488.5 Umpqua Bank, Roseburg $64.2 Columbia River Bank $1,100.0 Columbia State Bank $172.5 Bank of Leeton $20.1 Sunflower Bank $8.1 Premier American Bank $350.9 Bond Street subsidiary $85.0 Town Community $69.6 Bank First American $17.8 St. Stephen State $24.7 First State Bank $7.2 Barnes Banking $827.8 {DINB Created} $271.3 Horizon Bank $1,400.0 Washington Federal $539.1 In 2009, there were 140 failed banks, compared with just 25 for 2008. A complete list of banks that failed since 2000 is available at: http://www.fdic.gov/bank/individual/failed/banklist.html 829 Banks Now in FDIC's Problem List The Federal Deposit Insurance Corporation said the number of institutions on its "Problem List" rose to 829 at June 30, 2010 from 775 at March 31, 2010. However, the total assets of "problem" institutions declined from $431 billion to $403 billion. Also, while the number of "problem" institutions is the highest since March 31, 1993, when there were 928, it is the smallest net increase since the first quarter of 2009. The FDIC said 45 insured institutions failed during the second quarter. On Tuesday, the FDIC said commercial banks and savings institutions insured by the agency reported an aggregate profit of $21.6 billion in the second quarter of 2010, a $26 billion improvement from the $4.4 billion net loss the industry posted in the second quarter of 2009. The Deposit Insurance Fund balance improved for the second quarter in a row. The DIF balance -- the net worth of the fund -- improved from negative $20.7 billion to negative $15.2 billion during the second quarter. The improvement stemmed primarily from assessment revenues and from a reduction in the contingent loss reserve, which covers the costs of expected failures. The reserve declined from $40.7 billion to $27.5 billion during the quarter. The FDIC's liquid resources -- cash and marketable securities -- remained strong. Liquid resources stood at $44 billion at the end of the second quarter, a decline from $63 billion at the end of the first quarter. The decline in cash balances reflects previously anticipated outlays, primarily related to three bank failures in Puerto Rico on April 30th. "As we expected," Chairman Bair said, "demands on cash have increased this year. But our projections indicate that our current resources are more than enough to resolve anticipated failures." Total insured deposits declined by 0.7% ($39 billion) during the quarter. Problem Institutions Failed Institutions -------------------- ------------------- Year Number Assets (Mil) Number Assets (Mil) ---- ------ ------------ ------ ------------ 2009 702 $402,800 140 $169,700 2008 252 $159,405 25 $371,945 2007 76 $22,189 3 $2,615 2006 50 $8,265 0 $0 2005 52 $6,607 0 $0 2004 80 $28,250 4 $170 A copy of the FDIC's Quarterly Banking Profile for the quarter ended March 31, 2010, is available for free at: http://bankrupt.com/misc/FDIC_QBP_Q1_10.pdf * Moody's: PE-Backed Exchanges Beat Chapter 11 in Recoveries ------------------------------------------------------------ Private equity-owned companies that have defaulted and emerged since the onset of the recession have seen average firm-wide recoveries in the upper 50% range, similar to recoveries for companies without private equity sponsors, Moody's Investors Service said in a new report. Early evidence suggests that leveraged buyouts and large dividend recapitalizations by private equity firms have not led to lower firm-wide recovery rates or higher default rates for sponsored companies. "By emphasizing distressed exchanges and employing more bank debt in the capital structures of sponsored companies, private equity firms have been able to keep recoveries in line with historic averages," said David Keisman, senior vice president at Moody's. Distressed exchanges tend to have higher recoveries than bankruptcies, and bank debt usually has higher recoveries than other debt instruments. Private equity is involved in about half of the rated companies that have defaulted since the onset of the U.S. recession. Although many of these companies remain vulnerable to subsequent defaults, at this point it appears that private equity-backed companies have successfully navigated the worst of the current default cycle, Moody's said. A review of 62 private equity-backed companies that defaulted, and subsequently emerged from default, between the beginning of 2008 and the third quarter of 2010 indicated average firm-wide recoveries of 55.8%, compared with 55.7% for 64 non-PE companies that defaulted and emerged during the same time period and 54.7% for all companies in Moody's Ultimate LGD database, which covers more than 4,200 defaulted instruments from more than 850 issuers going back to the 1980s. On a pro forma basis that takes private restructurings into account, Moody's estimated that private equity firms did a little better, with recoveries of 58.5% compared with 56.55% for non-PE companies. The ability of private equity to produce these higher firm-wide recoveries reflects a larger weighting of distressed exchanges among PE-backed defaults, as well as more substantial use of bank debt in the capital structure. "By managing the type of default toward more distressed exchanges, private equity firms have had an easier time influencing recovery rates than they would have in Chapter 11 restructurings that play out in court," Mr. Keisman said. Bank debt has also been an important driver of recoveries for a number of PE-backed companies. Private equity firms have used second-lien and unsecured bank debt heavily in the capital structures of sponsored companies. This subordinated debt supported recoveries of about 85% for first-lien bank debt. The subordinated bank debt had recoveries of about 42%, but when it had a cushion of non-bank debt instruments recoveries rose to about 61%. The full report "Cheating Death: Private Equity Manages Solid Recoveries for Defaulted Debt of Sponsored Companies," is available at www.moodys.com. * S&P's 2010 Global Corporate Defaults Tally Now at 50 ------------------------------------------------------ Four U.S.-based corporate issuers defaulted last week, raising the year-to-date 2010 global corporate default tally to 73, according to a report published today by Standard & Poor's. By region, the current year-to-date default tallies are 50 in the U.S., three in Europe, nine in the emerging markets, and 11 in the other developed region (Australia, Canada, Japan, and New Zealand). According to the report, titled "Global Corporate Default Update (Oct. 29 - Nov. 4, 2010) (Premium)," so far this year, missed interest or principal payments are responsible for 27 defaults, Chapter 11 and foreign bankruptcy filings account for 22, distressed exchanges account for 19, receiverships account for three, regulatory directives and administration account for one default each. Of the global corporate defaulters in 2010, 42% of issues with available recovery ratings had recovery ratings of '6' (indicating our expectation for negligible recovery of 0% to 10%), 12% of the issues had recovery ratings of '5' (modest recovery prospects of 10% to 30%), 8% had recovery ratings of '4' (average recovery prospects of 30% to 50%), and 17% had recovery ratings of '3' (meaningful recovery prospects of 50% to 70%). And for the remaining two rating categories, 12% of the issues had recovery ratings of '2' (substantial recovery prospects of 70% to 90%) and 10% had recovery ratings of '1' (very high recovery prospects of 90% to 100%). * Moody's: Global Default Rate Falls to 3.7% in October ------------------------------------------------------- The trailing 12-month global speculative-grade default rate dropped to 3.7% in October 2010, down from a level of 4.0% in September, said Moody's Investors Service in a new report. A year ago, the global default rate was much higher at 13.4%. The ratings agency's default rate forecasting model now predicts that the global speculative-grade default rate will fall to 2.8% by the end of this year before declining to 1.9% by October 2011. "Defaults continue to come in near, but generally below, our expectations," said Albert Metz, Moody's Director of Credit Policy Research. "Issuers are able to find the liquidity they need when they need it." In the U.S., the speculative-grade default rate fell to 3.6% in October from 4.0% in September, while in Europe, the default rate declined to 2.8% in October from 3.5% in October. The U.S. and European default rate stood at 14.6% and 10.6% respectively, at this time last year. Among U.S. speculative-grade issuers, Moody's forecasting model foresees the default falling to 2.9% by December 2010 and then declining to 2.2% a year from now. In Europe, the forecasting model projects the speculative-grade default rate will end the year at 2.1% before dropping to 1.2% by October 2011. A total of five Moody's-rated corporate debt issuers defaulted in October, which sends the year-to-date default count to 45. This is below Moody's January projection that 63 defaults would have been recorded through the first ten months of the year. In comparison, a total of 247 defaults were recorded in the comparable time period last year. Across regions, all of October's defaults were by North American issuers except for Hipotecaria Su Casita, S.A. de C.V., which is based in Latin America. Across industries over the coming year, default rates are expected to be highest in the Hotel, Gaming, & Leisure sector in the U.S. and the Durable Consumer Goods sector in Europe. Measured on a dollar volume basis, the global speculative-grade bond default rate edged lower to 1.4% in October, down from 2.0% in September. Last year, the global dollar-weighted default rate was noticeably higher at 19.3%. In the U.S., the dollar-weighted speculative-grade bond default rate ended at 1.1% in October, down from the level of 1.8% in September. The comparable rate was 20.1% in October 2009. In Europe, the dollar-weighted speculative-grade bond default rate edged lower to 2.4% in October from 2.6% in September. At this time last year, the European speculative-grade bond default rate was 12.0%. Moody's speculative-grade corporate distress index -- which measures the percentage of rated issuers that have debt trading at distressed levels -- came in at 14.1% in October, down from the level of 15.0% in September. A year ago, the index was much higher at 27.2%. In the leveraged loan market, no Moody's-rated loan defaulters defaulted in October. Therefore the year-to-date loan default count remained unchanged at 19. The trailing 12-month U.S. leveraged loan default rate fell from 4.1% in September to 3.6% in October. A year ago, the loan default rate was 11.5%. * Luce Forward's Donabedian in Calif.'s Insolvency Law Committee ---------------------------------------------------------------- Luce, Forward, Hamilton & Scripps LLP, a California law firm, said Tuesday that Senior Associate Diana Donabedian was appointed to the Insolvency Law Committee of the Business Law Section of the State Bar of California by the Section's Executive Committee. The Insolvency Law Committee of the Business Law Section provides a forum for interested bankruptcy practitioners to act for the benefit of all lawyers in the state in the areas of legislation, education and promoting efficiency of practice. Ms. Donabedian's role as a member of the Insolvency Law Committee includes formally serving on one of the five subcommittees (Education, Legislation, Publications, Website and Community Outreach), working on affirmative legislative proposals, preparing comments on proposed legislation, and working on constituency outreach. "Diana is a perfect example of the attorneys at Luce Forward who, in addition to their individual practices, offer local, state and federal organizations in the legal sector valuable insight and knowledge that translates to education and policy reform," says Kurt L. Kicklighter, Luce Forward's managing partner. "We are particularly proud and appreciative of Diana's hard work and her appointment to the Insolvency Law Committee is well deserved." Ms. Donabedian, who is located in Luce Forward's San Francisco office, focuses her practice on insolvency, receiverships and complex litigation. She represents Chapter 7 panel trustees, Chapter 11 trustees, creditors' committees and receivers in a broad range of insolvency and litigation matters. She also has substantial experience in non-bankruptcy commercial litigation. Her practice spans the state, federal and bankruptcy courts. Other memberships include the Bench-Bar Liaison Committee for the United States Bankruptcy Court for the Northern District of California and the Bay Area Bankruptcy Forum. Luce, Forward, Hamilton & Scripps LLP is a full-service California law firm with a national reputation in more than 30 different areas of law. Since its founding in San Diego in 1873, Luce Forward has grown to become home to approximately 200 attorneys in six offices statewide including San Diego, San Francisco, Los Angles, Carmel Valley/Del Mar, Orange County and Rancho Santa Fe. * BOND PRICING -- For Week From November 1 to 5, 2010 ----------------------------------------------------- Company Coupon Maturity Bid Price ------- ------ -------- --------- 155 E TROPICANA 8.750% 4/1/2012 22.000 ABITIBI-CONS FIN 7.875% 8/1/2009 20.500 ADVANTA CAP TR 8.990% 12/17/2026 12.000 AFFINITY GROUP 10.875% 2/15/2012 49.500 AHERN RENTALS 9.250% 8/15/2013 54.000 AMBAC INC 7.500% 5/1/2023 20.000 AMBAC INC 9.375% 8/1/2011 20.000 AMBASSADORS INTL 3.750% 4/15/2027 26.250 AMER GENL FIN 5.000% 11/15/2010 99.000 ANTIGENICS 5.250% 2/1/2025 41.000 AT HOME CORP 0.525% 12/28/2018 0.504 BAC-CALL11/10 5.000% 5/15/2014 98.200 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 0.900 BOWATER INC 6.500% 6/15/2013 32.500 BOWATER INC 9.500% 10/15/2012 33.000 C&D TECHNOLOGIES 5.500% 11/15/2026 68.625 CAPMARK FINL GRP 5.875% 5/10/2012 34.375 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 49.500 DUNE ENERGY INC 10.500% 6/1/2012 70.500 EDDIE BAUER HLDG 5.250% 4/1/2014 5.000 FAIRPOINT COMMUN 13.125% 4/1/2018 7.125 FAIRPOINT COMMUN 13.125% 4/2/2018 7.750 FEDDERS NORTH AM 9.875% 3/1/2014 0.400 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 34.875 GENERAL MOTORS 9.450% 11/1/2011 34.200 GREAT ATLA & PAC 5.125% 6/15/2011 74.000 GREAT ATLA & PAC 6.750% 12/15/2012 57.633 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 21.750 LEHMAN BROS HLDG 5.000% 1/22/2013 20.625 LEHMAN BROS HLDG 5.000% 2/11/2013 20.750 LEHMAN BROS HLDG 5.000% 3/27/2013 20.375 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 21.125 LEHMAN BROS HLDG 5.250% 1/30/2014 19.625 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 19.625 LEHMAN BROS HLDG 5.600% 1/22/2018 20.375 LEHMAN BROS HLDG 5.625% 1/24/2013 22.375 LEHMAN BROS HLDG 5.700% 1/28/2018 20.500 LEHMAN BROS HLDG 5.750% 4/25/2011 20.000 LEHMAN BROS HLDG 5.750% 7/18/2011 20.525 LEHMAN BROS HLDG 5.750% 5/17/2013 21.750 LEHMAN BROS HLDG 5.750% 1/3/2017 0.010 LEHMAN BROS HLDG 5.875% 11/15/2017 21.250 LEHMAN BROS HLDG 6.000% 7/19/2012 21.250 LEHMAN BROS HLDG 6.000% 6/26/2015 20.625 LEHMAN BROS HLDG 6.000% 12/18/2015 20.750 LEHMAN BROS HLDG 6.000% 2/12/2018 19.325 LEHMAN BROS HLDG 6.200% 9/26/2014 22.125 LEHMAN BROS HLDG 6.500% 9/20/2027 12.000 LEHMAN BROS HLDG 6.625% 1/18/2012 21.250 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 20.000 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 10.000% 3/13/2023 20.750 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 26.000 MAGNA ENTERTAINM 7.250% 12/15/2009 6.000 MERRILL LYNCH 1.720% 3/9/2011 98.500 NETWORK COMMUNIC 10.750% 12/1/2013 35.013 NEWPAGE CORP 10.000% 5/1/2012 64.625 NEWPAGE CORP 12.000% 5/1/2013 37.205 PALM HARBOR 3.250% 5/15/2024 55.750 PL-CALL12/10 5.375% 12/15/2024 93.781 RAFAELLA APPAREL 11.250% 6/15/2011 74.438 RASER TECH INC 8.000% 4/1/2013 37.000 RESTAURANT CO 10.000% 10/1/2013 31.000 RESTAURANT CO 10.000% 10/1/2013 37.125 SBARRO INC 10.375% 2/1/2015 49.100 SPHERIS INC 11.000% 12/15/2012 3.000 THORNBURG MTG 8.000% 5/15/2013 3.250 TIMES MIRROR CO 7.250% 3/1/2013 47.500 TOM'S FOODS INC 10.500% 11/1/2004 1.704 TRANS-LUX CORP 8.250% 3/1/2012 9.500 TRICO MARINE 3.000% 1/15/2027 4.000 TRICO MARINE SER 8.125% 2/1/2013 11.250 VIRGIN RIVER CAS 9.000% 1/15/2012 45.500 WASH MUT BANK FA 5.650% 8/15/2014 0.350 WASH MUT BANK NV 6.750% 5/20/2036 0.625 WCI COMMUNITIES 7.875% 10/1/2013 0.250 WOLVERINE TUBE 15.000% 3/31/2012 32.000 ********* 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 ***