/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/101110.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, November 10, 2010, Vol. 14, No. 312 Headlines 15-35 HEMPSTEAD: Asks for Court OK to Use Cash Collateral 20 MAR VISTA: Case Summary & 20 Largest Unsecured Creditors 347 LINDEN: Case Summary & 4 Largest Unsecured Creditors 4805 LLC: Voluntary Chapter 11 Case Summary ADVANTA CORP: Wants Solicitation Deadline Extended Until March 4 AFFINION GROUP: Moody's Assigns 'B3' Rating to $475 Mil. Notes AFFINION GROUP: S&P Assigns 'B-' Rating to $475 Mil. Notes AG ENERGY: U.S. Trustee Names Three to Creditors Committee ALLY FINANCIAL: DBRS BB Issuer Rating Unmoved by 3Q10 Results AMBAC FIN'L: Wants to Limit Stock/Claims Trading to Save NOLs AMBAC FIN'L: Asks for Dec. 22 Extension for Schedules AMBAC FIN'L: Seeks Nod of Kurtzman as Claims Agent AMERICAN INT'L: Reports $2.4 Billion Net Loss for 3rd Quarter AMERICAN INT'L: Mulls Options, IPO for ILFC Unit AMERICAN INT'L: Appoints Sankaran as New Chief Risk Officer AMF INCORPORATED: Case Summary & 20 Largest Unsecured Creditors ANGIOTECH PHARMACEUTICALS: S&P Withdraws 'D' Corp. Credit Rating ARAB UNION: A.M. Best Assigns 'bb+' Issuer Credit Rating ARCHDESIGN INC: Case Summary & 3 Largest Unsecured Creditors ARMSTRONG WORLD: S&P Puts 'BB' Rating on CreditWatch Negative ATLANTIC BROADBAND: S&P Assigns 'B+' Rating to $600 Mil. Loan AVIS BUDGET: DBRS 'B' Issuer Rating Unmoved by Q3 Results BALTIMORE INNER: Case Summary & 8 Largest Unsecured Creditors BANNERMAN HOLDINGS: SunTrust Appeals Ruling on Claim, Collateral BAYOU GROUP: Goldman's Bid to Toss $21MM Arbitration Award Denied BEAZER HOMES: Fitch Assigns 'B-/RR4' Rating to $200 Mil. Notes BEAZER HOMES: S&P Assigns 'CCC' Rating to $200 Mil. Notes BEAZER HOMES: Moody's Assigns 'Caa2' Rating to $200 Mil. Notes BERNADETTE BUSINESS: Case Summary & 20 Largest Unsecured Creditors BERRY PLASTICS: To Issue $800 Million 2nd Lien Notes BERRY PLASTICS: Moody's Assigns 'Caa1' Rating to New Senior Notes BERRY PLASTICS: Estimates $1.15-Bil. in Net Sales for Fiscal Q4 BRIGHAM EXPLORATION: Reports $700,000 Net Loss for 3rd Qtr 2010 BROCK TUCY: Promises to Fully Pay Unsecured Creditors in 5 Years BXP 1 LLC: Asks for Court's Nod to Use Apartment Proceeds CABLEVISION SYSTEMS: RNS Balance Sheet Upside Down by $493MM CALFRAC WELL: S&P Gives Stable Outlook; Affirms 'B+' Rating CHARLES SHOFF: Case Summary & 12 Largest Unsecured Creditors CHEMTURA CORP: Reports $12 Million Net Profit in Q3 CHEMTURA CORP: Judge Mulls $20MM Reserve for Pentair Water CHENIERE ENERGY: Posts $40 Million Net Loss in Sept. 30 Quarter CHRYSLER LLC: Reports $84 Million Net Loss for Q3 2010 CINCINNATI BELL: Fitch Maintains 'B/RR4' Rating on Senior Notes CINCINNATI BELL: S&P Affirms 'B+' Ratings to $775 Mil. Notes CINCINNATI BELL: Moody's Assigns 'B2' Rating to $275 Mil. Notes CITIGROUP INC: SEC Subpoenas Brokers on Probe of Debt Funds COMPANIA MEXICANA: Bankruptcy Court Grants Ch. 15 Protection COMFORCE CORP: Reports $2.3MM Net Income in Third Quarter COMPTON PETROLUEM: Posts $4.3 Million Net Loss in Sept. 30 Qtr. CONNECTOR 2000: Trial Over Ch. 9 Filing Deferred Pending Talks CONTINENTAL COMMON: Section 341(a) Meeting Scheduled for Dec. 2 CONTINENTAL COMMON: Taps Franklin Skierski as Gen. Bankr. Counsel DANIEL KULLBERG: Case Summary & 12 Largest Unsecured Creditors DAIRY DEPOT: Case Summary & 20 Largest Unsecured Creditors DAVID SINGER: Voluntary Chapter 11 Case Summary DAVID VAN DOOZER: Case Summary & 18 Largest Unsecured Creditors DELTA PETROLEUM: Board Sets Target Bonuses for 2011 DERMONTTI DAWSON: House, Other Assets to Be Auctioned Nov. 15 DISH NETWORK: Earns $255 Million in September 30 Quarter DOLLAR THRIFTY: DBRS's 'B' Issuer Rating Unmoved by Q3 Results DWAYNE GREENE: Case Summary & 19 Largest Unsecured Creditors DYNEGY INC: Proxy Advisory Firm Recommends Blackstone Deal DYNEGY INC: Posts $24 Million Net Loss for 3rd Quarter 2010 EMMIS COMMUNICATIONS: Has Until May to Regain NASDAQ Compliance FAIRVUE CLUB: First State Wants to Take Over Operations FANNIE MAE: Reports $1.3 Billion Net Loss for 3rd Quarter 2010 FRANKLIN PACIFIC: Judge Rejects Disclosure Statement FX LUXURY: Judge Approves 2nd-Lien Lenders' Reorganization Plan GARLOCK SEALING: Judge Agrees Shorter Notice Time on Hearing GEN ART: Ten Paces' CJ Follini Named Winning Bidder GENERAL GROWTH: Completes Restructuring, Emerges from Ch. 11 GENERAL GROWTH: New GGP Commences Public Offering of 135MM Shares GREEN BANKSHARES: Defers Payments to Trust Preferred Holders GREGORY JEFFERS: Voluntary Chapter 11 Case Summary HAMBONE DOG: Wants Continued Access to Lenders' Cash Collateral HARRAH'S ENTERTAINMENT: Lowers 3rd Quarter Net Loss to $164-Mil. HARRAH'S ENTERTAINMENT: Commences IPO of 31.25-Mil. Shares HARRISBURG, PA: City Council to Vote on Hiring Bankruptcy Attys. HARRISBURG, PA: DCED Hearing on Act 47 Bid Continued to Nov. 17 HAZLETON GENERAL: Moody's Upgrades Bond Ratings to 'Ba1' HERTZ CORP: DBRS's 'BB' Issuer Rating Unmoved by Q3 Results HOR CHIN: Voluntary Chapter 11 Case Summary HUDSON'S' FURNITURE: Nears Emergence From Chapter 11 ICAHN ENTERPRISES: Moody's Assigns 'Ba3' Rating to $500 Mil. Notes INT'L LEASE FINANCE: AIG Mulls Options, Including IPO JAMES WHITELAW: Case Summary & 12 Largest Unsecured Creditors JULIUS JOHNSON: Section 341(a) Meeting Scheduled for Dec. 3 KRYSTAL AIR: Seeks Court OK to Use Aircraft Revenues KRYSTAL AIR: Case Summary & 20 Largest Unsecured Creditors LAKERIDGE CENTRE: Wants to Hire Allan Smith as Bankruptcy Counsel LEVEL 3: Has Until May 2011 to Obtain NASDAQ Compliance LEVEL 3 COMMS: Posts $163-Mil. Net Loss in Sept. 30 Quarter LGV HOLDINGS: Case Summary & 4 Largest Unsecured Creditors LIBBEY INC: Posts $2.3 Million Net Income in Third Quarter MARVKY CORP: May Employ Mason Coplen as Bankruptcy Counsel MARVKY CORP: U.S. Trustee Unable to Form Creditors Committee MASHANTUCKET PEQUOT: Names Tropicana's Butera as President & CEO MAUREEN COAKLEY: Case Summary & 10 Largest Unsecured Creditors MAYA ASSURANCE: A.M. Best Assigns 'bb' Issuer Credit Rating MEADOWS OF JUPITER: Case to Be Consolidated with 2 Others MESA AIR: Amends Chapter 11 Plan & Disclosure Statement METRO-GOLDWYN-MAYER: Sec. 341 Meeting of Creditors Set for Nov. 30 METRO-GOLDWYN-MAYER: Proposes $500-Mil. Exit Financing Deal METRO-GOLDWYN-MAYER: Asks for Nod of Cair, Zolfo Services Pact METRO-GOLDWYN-MAYER: Proposes Residuals and Participation Payments METROPCS WIRELESS: S&P Assigns 'B' Rating to $1 Bil. Notes MICHELE DI COSOLA: Chapter 15 Case Summary & Creditors List MIKE CARTER: To Restructure More Than $28-Mil. Debts MNMS, LP: Voluntary Chapter 11 Case Summary MOBILE MINI: Moody's Assigns 'B2' Rating to $200 Mil. Notes MOMENTIVE PERFORMANCE: Noteholders Accept Exchange for New Notes MOMENTIVE SPECIALTY: 90.52% of $355MM Notes Tendered for Exchange NEW ISLAND: Case Summary & 12 Largest Unsecured Creditors NEXSTAR BROADCASTING: Posts $3-Mil. Net Loss in Sept. 30 Qtr. NORBORD INC.: DBRS Downgrades Issuer Rating to BB (Low) NORTEL NETWORKS: Accuses Communications Test of Counterfeiting NORTEL NETWORKS: Wants to Sell LP Interests for $22.8 Million NPS PHARMACEUTICAL: Posts $15.7 Million Net Loss in Third Quarter ORANGE COUNTY NURSERY: Minority Shareholders Have Valid Claim OXIGENE INC: Posts $13.5 Million Net Loss in Third Quarter PAID INC: Posts $344,200 Net Loss in September 30 Quarter PATRICK SCHMIDT: Case Summary & 7 Largest Unsecured Creditors PEARL COS: Files Ch. 11 Plan, Has No Agreement with Unsecureds PETCO ANIMAL: S&P Raises Assigns 'B' Rating to $1.1 Bil. Loan PETER BUCKLIN: Creditors Committee Has 7 Members PHILIP OSTROM: Case Summary & 20 Largest Unsecured Creditors POINT BLANK: Lender Steel Partners Pushes for Sale By Year's End PRECISION DRILLING: S&P Raises Corporate Credit Rating to 'BB+' QWEST COMMUNICATIONS: Reports $90-Mil. Third Quarter Net Loss RADIENT PHARMACEUTICALS: Issues Warrants to Buy 2.75MM Shares RADIO ONE: Posts $1.03-Mil. Net Income in Third Quarter RAINBOW SUNSET: Wants Conversion to Ch. 7 After Losing Property RAINBOW SUNSET: U.S. Trustee Unable to Form Creditors Committee REDDY ICE: Posts $9 Million Net Income in Third Quarter RIVIERA MARINE: U.S. Bankruptcy Court Recognizes Australian Case ROBERT ALLAN SPORTSWEAR: Case Summary & Unsecured Creditors RONALD RUNYEON: Case Summary & 19 Largest Unsecured Creditors RYLAND GROUP: Posts $29.9MM Net Loss in Third Quarter SAN DIEGO, CA: Former City Attorney Suggests Bankruptcy SBC PROPERTIES: Case Summary & 11 Largest Unsecured Creditors SEDA FRANCE: Owes Aegis Texas $1.8 Million SHADY HARBOR: Case Summary & 8 Largest Unsecured Creditors SHAPPIRE RESOURCES: Case Summary & 4 Largest Unsecured Creditors SHAW GROUP: S&P Raises Corporate Credit Rating From 'BB+' SHERWOOD ASSOCIATES: Case Summary & 2 Largest Unsecured Creditors SHS RESORT: Proposes Up to $3MM of Financing From Olympia SHS RESORT: Asks for Court's Nod to Use Cash Collateral SOLUTIA INC: Moody's Raises Corporate Family Rating to 'Ba3' ST. VINCENT'S CATHOLIC: Physician Not Released by Chapter 11 Plan STARS PETROLEUM: Case Summary & 11 Largest Unsecured Creditors STEPHEN SELVAGGIO: Voluntary Chapter 11 Case Summary SUNESIS PHARMA: Files 10-Q; Posts $5.1MM Net Loss in Q3 2010 SWB WACO: Wants Continued Access to Sterling's Cash Collateral SWB WACO: Creditors have Until November 30 to File Proofs of Claim TBS INTERNATIONAL PLC: Forbearance Agreements Expire November 14 TENNECO INC: S&P Raises Corporate Credit Rating to 'BB-' TERRESTAR NETWORKS: Files 2015.3 Report for Controlled Entities TERRESTAR NETWORKS: Marathon Has 22MM Shares of Parent's Stock TERRESTAR NETWORKS: Nasdaq to Delist Corp.'s Common Stock TEXAS HILL: Chapter 11 Trustee to Auction Real Property Today TEXAS RANGERS: Challenges Scout's $1.4MM Severance Claim TOPS HOLDING: Moody's Junks Corporate Family Rating From 'B3' TOYS R: Moody's Confirms Corporate Family Rating at 'B1' TRONOX INC: Gets Last-Minute Objections to Reorganization Plan TROPICANA ENTERTAINMENT: Former CEO Butera Joins Foxwoods Casino UNION FOR TRADITIONAL JUDAISM: Netivot Shalom Wins Auction for HQ US FIDELIS: To Auction Off Property to Pay Creditors VALLEJO, CA: A Step Closer to Bankruptcy Exit with Budget Plan VALLEJO, CA: City Council to Consider 5-Year Budget on Nov. 16 VALLEJO, CA: Council Decision on IBEW Work Terms Delayed Anew VAZGEN MIRZAKHANYAN: Case Summary & 18 Largest Unsecured Creditors VELTEX CORPORATION: Numerous Defendants to $35MM Suit in Default VICTOR VALLEY: Prime Healthcare Disputes Outcome of Auction WASHINGTON MUTUAL: Denies Misleading Bondholders; FDIC Concurs WASTE2ENERGY HOLDINGS: Has Defaulted on Debentures of $127,500 WEST FRASER: DBRS Confirms Issuer Rating at BB (High) WILD WEST WORLD: Remaining Buildings, Trees Sold at Auction WOLVERINE TUBE: Gets Court's Interim Nod to Use Cash Collateral WOLVERINE TUBE: Taps Prokauer Rose as Special Corporate Counsel WOLERINE TUBE: Wants Deloitte Financial as Financial Advisor * Steady Bankruptcy Stats Belie Growing Business Woes * Upcoming Meetings, Conferences and Seminars ********* 15-35 HEMPSTEAD: Asks for Court OK to Use Cash Collateral --------------------------------------------------------- 15-35 Hempstead Properties, LLC, seeks authority from the U.S. Bankruptcy Court for the District of New Jersey to use cash collateral until January 2011. In February 2007, the Debtor and debtor-affiliate Jackson 299 Hempstead LLC purchased a property at Boardwalk and New Hampshire in Atlantic City, New Jersey, and provided a first priority mortgage to New York Community Bank in the amount of $17,2 million. Jennifer E. Cranston, Esq., at Ciardi Ciardi & Astin, explains that the Debtor needs to use the bank's cash collateral to fund its Chapter 11 case, pay suppliers and other parties. The Debtor will use the collateral pursuant to a budget, a copy of which is available for free at: http://bankrupt.com/misc/15-35_HEMPSTEAD_budget.pdf In exchange for using the cash collateral, the Debtor proposes to grant the Bank a replacement lien to the extent that the Bank has a lien prepetition which isn't subject to challenge and in the same extent, priority and validity as existed prepetition. 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). 20 MAR VISTA: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: 20 Mar Vista LLC 7621 Reynolds Cir Huntington Beach, CA 92647 Bankruptcy Case No.: 10-25743 Chapter 11 Petition Date: November 4, 2010 Court: United States Bankruptcy Court Central District Of California (Santa Ana) Judge: Robert N. Kwan Debtor's Counsel: David G. Epstein, Esq. THE DAVID EPSTEIN LAW FIRM P.O. Box 4848 Laguna Beach, CA 92652 Tel: (949) 715-1500 Fax: (949) 715-2570 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/cacb10-25743.pdf The petition was signed by Paul Bissin, managing member. 347 LINDEN: Case Summary & 4 Largest Unsecured Creditors -------------------------------------------------------- Debtor: 347 Linden LLC 51 Forest Road, Suite #316-90 Monroe, NY 10950 Tel: (845) 629-2727 Bankruptcy Case No.: 10-50413 Chapter 11 Petition Date: November 3, 2010 Court: U.S. Bankruptcy Court Eastern District of New York (Brooklyn) Judge: Joel B. Rosenthal Debtor's Counsel: David Carlebach, Esq. 40 Exchange Place, Suite 1306 New York, NY 10005 Tel: (212) 785-3041 Fax: (212) 785-3618 E-mail: david@carlebachlaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's four largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/nyeb10-50413.pdf The petition was signed by Abraham Hoffman, managing member. 4805 LLC: Voluntary Chapter 11 Case Summary ------------------------------------------- Debtor: 4805, LLC P.O. Box 15195 Phoenix, AZ 85060 Bankruptcy Case No.: 10-35852 Chapter 11 Petition Date: November 5, 2010 Court: United States Bankruptcy Court District of Arizona (Phoenix) Judge: Sarah Sharer Curley Debtor's Counsel: Jerry L. Cochran, Esq. COCHRAN LAW FIRM, PC 2929 E. Camelback Rd., Suite 118 Phoenix, AZ 85016 Tel: (602) 952-5300 Fax: (602) 952-7010 E-mail: jcochran@cochranlawfirmpc.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its largest unsecured creditors together with its petition. The petition was signed by Michael J. Peloquin, manager. ADVANTA CORP: Wants Solicitation Deadline Extended Until March 4 ---------------------------------------------------------------- Advanta Corp. and its affiliated debtors ask the U.S. Bankruptcy Court for the District of Delaware to further extend their exclusive periods to file a Chapter 11 plan and to solicit acceptances of that plan by an additional 60 days, or until January 5, 2011, and March 4, 2011, respectively. As reported in the Troubled Company Reporter on November 3, 2010, the Debtors filed on November 2 a proposed Chapter 11 plan and an explanatory disclosure statement. The Debtors say the proposed plan provides for substantial recovery to creditors, including retail noteholders. Among other things, the Disclosure Statement says there will be a 64.4% to 100.0% recovery for holders of investment note claims and certain RediReserve certificate claims, and a recovery range of 37.7% to 71.3% for holders of general unsecured claims. There will be no distributions to the preferred or common stockholders of Advanta Corp. nor continuing interest in Advanta Corp. on the part of the preferred or common stockholders. The Debtors say an extension is warranted because they need a full and fair opportunity to prosecute the proposed plan and solicit acceptances thereto, without the deterioration and disruption that is likely to be caused by the filing of competing plans by non- Debtor parties. The Debtors add that an extension will increase the likelihood of a greater distribution to the Debtors' stakeholders. The hearing to consider approval of the Disclosure Statement is scheduled for December 16, 2010, at 3:30 p.m. About Advanta Corp. Advanta Corp. -- http://www.advanta.com/-- has had a 59-year history of being a leading innovator in the financial services industry and of providing great value to its stakeholders, including its senior retail note holders and shareholders, prior to the recent reversals. It has also been a major civic and charitable force in the communities in which it is based, particularly in the Greater Philadelphia area. In June 2009, the Federal Deposit Insurance Corporation placed significant restrictions on the activities and operations of Advanta Bank Corp., a wholly owned subsidiary of the Company, as the Bank's capital ratios were below required regulatory levels. On November 8, 2009, Advanta Corp. filed for Chapter 11 (Bankr. D. Del. Case No. 09-13931). Attorneys at Weil, Gotshal & Manges LLP, and Richards, Layton & Finger, P.A., serve as bankruptcy counsel. Alvarez & Marsal is the financial advisor. The Garden City Group, Inc., serves as claims agent. The filing did not include Advanta Bank Corp. The petition says that Advanta Corp.'s assets totaled $363,000,000 while debts totaled $331,000,000 as of September 30, 2009. AFFINION GROUP: Moody's Assigns 'B3' Rating to $475 Mil. Notes -------------------------------------------------------------- Moody's Investors Service has assigned a B3 rating to the proposed $475 million senior unsecured notes due 2018 of Affinion Group, Inc. Proceeds from the notes issuance are expected to be used to refinance the company's existing 10.125%, $443 million senior unsecured notes and related transaction fees. These ratings have been assigned subject to Moody's review of final documentation following completion of the notes offering. Moody's has also affirmed the B2 corporate family and probability of default rating and, the SGL-1 speculative grade liquidity rating. The rating outlook is stable. These instrument ratings and LGD assessments have been affected: Affinion Group, Inc. Rating assigned: -- $475 million senior unsecured notes due 2018 at B3 (LGD4, 60%); Ratings Affirmed: -- Corporate Family Rating at B2; -- Probability of Default Rating at B2; -- Speculative Grade Liquidity Rating at SGL-1; -- $125 million 5 year senior secured revolver, Ba2 (LGD2, 18% from LGD2, 20%); -- $875 million 6 year senior secured term loan, Ba2 (to LGD2, 18% from LGD2, 20%); -- $356 million senior subordinated notes due 2015, Caa1 (to LGD5, 82% from LGD5, 81%); Affinion Group Holdings, Inc. -- $325M senior unsecured notes due 2015, Caa1 (LGD6, 93%); This rating will be withdrawn upon closing of the transaction and subject to final review of terms: -- $443 million senior unsecured notes due 2013, at B3. Ratings Rationale The B2 CFR reflects weak financial strength metrics for the rating category, lower member counts in both their North American membership and supplemental insured product lines, and the risk that a difficult economic environment could continue to pressure consumer response rates to the company's product offerings. The ratings are supported by the company's large member base, direct marketing expertise, track record of steady financial performance and growth opportunities in international markets. The stable outlook anticipates steady revenues and profitability in 2010 and improving free cash flow. Moody's expect Affinion to use a significant portion of post-refinancing cash balance for either acquisitions or debt repayments during 2011. The rating outlook could be changed to positive if a sustained improvement in profitability or debt reduction results in debt to EBITDA of less than 5 times and free cash flow to debt of about 8%. The ratings could be pressured by a material decline in profitability resulting from (i) the loss of a top affinity partner, (ii) a sharp decline in the member base, or (iii) the failure to achieve growth in average revenue per member. A debt- financed dividend or recapitalization could also pressure the ratings. The ratings could be downgraded if Debt to EBITDA and free cash flow to debt are sustained at over 6.5 times and below 2%, respectively. Affinion is a leading provider of marketing services and loyalty programs to many of the largest financial service companies globally. The company provides credit monitoring and identity- theft resolution, accidental death and dismemberment insurance, discount travel services, loyalty programs, various checking account and credit card enhancement services. Apollo Management V, L.P., owns 97% of Affinion's common stock AFFINION GROUP: S&P Assigns 'B-' Rating to $475 Mil. Notes ---------------------------------------------------------- Standard & Poor's Ratings Services assigned its issue-level and recovery ratings to Affinion Group Inc.'s $475 million Rule 144A privately placed senior notes due 2018. S&P assigned the notes a rating of 'B-' (two notches lower than the 'B+' corporate credit rating on the company) with a recovery rating of '6', indicating S&P's expectation of negligible (0% to 10%) recovery for lenders in the event of a payment default. The company plans to use proceeds to refinance its $450 million 10.125% senior notes due October 2013. Total debt at the company was $2.0 billion as of Sept. 30, 2010. The corporate credit rating on Affinion Group Holdings Inc. and its Affinion Group Inc. subsidiary is 'B+' and the rating outlook is negative. The negative outlook incorporates S&P's expectation that debt leverage will remain high and reflects risks associated with management's willingness to finance acquisitions with debt. S&P also expect EBITDA, excluding the impact of the July 2010 Connexions acquisition, to be relatively flat in full-year 2010 due to the company's plan to increase marketing investment and commissions to restore revenue growth. S&P's 2010 base case suggests that lease-adjusted gross debt leverage will rise to roughly 6.6x in 2010, slightly below its 7x target for Affinion at a 'B' corporate credit rating. S&P expects debt leverage to decline modestly in 2011, based on its outlook for a slight uptick in performance as a result of its increased investment spending. Still, S&P could lower the rating if Affinion is unable to trim its leverage because of debt-financed acquisitions, because operating performance deteriorates in 2011, or due to potential special dividends over the intermediate term. Ratings List Affinion Group Holdings Inc. Affinion Group Inc. Corporate Credit Rating B+/Negative/-- New Rating Affinion Group Inc. $475M Rule 144A sr nts due 2018 B- Recovery Rating 6 AG ENERGY: U.S. Trustee Names Three to Creditors Committee ---------------------------------------------------------- Nancy J. Gargula, United States Trustee for Region 13, has appointed three creditors to serve as members of the Official Committee of Unsecured Creditors in the Chapter 11 case of AG Energy Resources, Inc. The three Committee Members are: (1) John L. Chullen Attorney At Law 901 W. Washington St. Benton, IL 62812 Tel: (618) 438-0031 E-mail: chullenlaw@frontier.com (2) Charles Webster Finance Commissioner 500 West Main, POB 640 Benton, IL 62812 Tel: (618) 439-3445 E-mail: mrleadfoot@frontier.com (3) Kenneth D. Sentel Manager 15022 State Highway 34 E. PO Box 483 Benton, IL 62812 Tel: (618) 435-2602 E-mail: sales@ksbit.com About AG Energy Benton, Illinois-based Ag Energy Resources, Inc., filed for Chapter 11 bankruptcy protection on September 23, 2010 (Bankr. S.D. Ill. Case No. 10-41440). Keith D. Price, Esq., at Sanberg Phoenix and Goutard, in St Louis, Missouri, serves as counsel to the Debtor. In its schedules, the Debtor disclosed $14,133,914 in total assets and $9,651,006 in total liabilities as of the Petition Date. ALLY FINANCIAL: DBRS BB Issuer Rating Unmoved by 3Q10 Results ------------------------------------------------------------- DBRS has commented that the ratings of Ally Financial Inc. (Ally or the Company) and certain related subsidiaries, including its Issuer and Long-Term Debt rating of BB (low), are unaffected by the Company's announcement of 3Q10 results. The trend on all ratings is Stable. Ally's 3Q10 results evidence continuing solid momentum across the franchise. For the quarter, Ally reported net income of $269 million, a 52% decline from the prior quarter. However, the decline was largely attributable to non-core items. For the quarter, core pre-tax income, as defined as income from continuing operations before taxes and original issue discount (OID) was $636 million, 10% lower on a linked-quarter basis. Performance benefited from rather resilient net revenue generation, improving credit performance, lower non-interest expense and strong consumer origination volumes. However, net interest income decreased slightly owed to the migration towards higher-quality, lower yielding automotive finance assets. Indeed, net interest margin declined 30 basis points quarter-on-quarter to 2.5%. During the quarter, Ally increased its reserve for mortgage repurchases which resulted in a $344 million pre-tax expense. For the third consecutive quarter, all business segments reported profits. Global Automotive generated core pre-tax income of $756 million, driven by solid results in both the North American and International Operations. In the North American Operations, pre-tax income fell slightly to $568 million largely attributed to the repositioning of the balance sheet. U.S. origination volumes increased 48.2% year-on-year to $8.3 billion, on good penetration of both GM and Chrysler retail sales. The Company continues to shift from subvented to standard business. While only 36% of retail originations are being driven by manufacturer incentive programs, retail sales penetration remained stable at 34.2% for GM and 49.4% for Chrysler, evidencing the Company's solid competitive position and its ability to leverage its strong relationships with auto dealers. The Mortgage Operations segment reported pre-tax income from continuing operations of $154 million, its third consecutive quarterly profit. Results were negatively impacted by the aforementioned repurchase reserve charge. This resulted in a $275 million build in reserves. At September 30, 2010, this reserve totaled $1.1 billion. Revenue increased for the quarter driven by solid servicing income remains and gains on sale of core originations. Benefiting from strong refinancing activity, new loan volumes increased 52% on a linked-quarter basis to $20.5 billion. Credit trends continue to evidence that the peak of the current cycle has passed. Non-performing loans have declined by 73% from a year ago to $1.6 billion. This improvement reflects the actions taken to reduce the risk of the mortgage operations. Moreover, the Company recorded lower loan loss provision charges, which at $9 million compared favorably to $220 million in the prior quarter. Provision expense benefited from the continued run-off of legacy higher-risk assets, the sale of the resort finance portfolio and improved credit trends in the auto finance loan book. Within the global retail auto portfolio, delinquencies fell close to historical levels, declining to 2.26%. The Company continues to make progress in diversifying its funding profile and improving liquidity. Net deposits grew by $2.6 billion, or 7.6%, quarter-on-quarter to $36.9 billion, on strong CD retention rates of 88%. As such, retail deposits account for 29% of total funding. Ally continues to demonstrate consistent access to the capital markets, generating $30.5 billion of funding year-to-date. Capital remains sound with Tier 1 capital ratio increasing to 15.4%, owed to the positive earnings, while risk-weighted assets increased slightly due to the strong new origination volumes partially offset by the sale of the European mortgage assets. AMBAC FIN'L: Wants to Limit Stock/Claims Trading to Save NOLs ------------------------------------------------------------- Ambac Financial Group Inc. asks Judge Shelley Chapman to approve on an interim basis certain procedures relating to transfers of its equity interests and claims in its Chapter 11 case. Since 1991, the Debtor and its subsidiaries have filed a consolidated U.S. federal income tax return. The Ambac consolidated group has significant net operating losses. As of June 30, 2010, the Debtor reported consolidated NOLs of about $7 billion. "Those NOLs are valuable tax assets because the Internal Revenue Code of 1986 permits corporations to carry forward NOLs and other losses to offset future income, thereby reducing tax liability in future tax periods and permits members of a consolidated group to utilize consolidated tax attributes," Peter A. Ivanick, Esq., at Dewey & LeBoeuf LLP, in New York, tells the Court. Almost all of the consolidated NOL is attributable to losses recognized by Ambac Assurance Corporation, he notes. The U.S. federal income tax liabilities of the Debtor and the individual subsidiaries included in the Debtor's consolidated group and their ability to utilize certain group tax benefits or attributes are governed by a tax sharing agreement. Under the TSA, each subsidiary is entitled to any tax refunds resulting from the carry back of that subsidiary's tax NOLs or other tax benefits to any prior tax year of such subsidiary determined on a stand alone basis. In December 2009, the parties to the TSA entered into an amendment granting AAC a trust or security interest under the TSA in U.S. federal income tax refunds allocable to AAC NOL carrybacks. The parties executed another amendment to the TSA in June 2010 providing, among other things, that the Ambac consolidated tax group be "divided" into two subgroups (1) comprised of the Debtor and its non-AAC subsidiaries -- the Debtor Subgroup, and (2) comprised of AAC and its subsidiaries -- the AAC Subgroup. Mr. Ivanick relates that the Debtor is required, under the June 2010 Amendment, to compensate AAC on a current basis if the Debtor uses NOLs attributable to a member of the AAC Subgroup to offset certain income attributable to the Debtor Subgroup. The June 2010 Amendment, however, permits the Debtor to utilize AAC Subgroup NOLs without any payment or compensation to AAC if the NOLs are used to offset income recognized by the Debtor Subgroup relating to the restructuring, modification, cancelation, or settlement of any debt, liability, or other obligation outstanding as of March 15, 2010 -- Debtor CODI. As of September 30, 2010, the Debtor had outstanding debt of about $1.622 billion, consisting of $1.222 billion in senior notes and $400 million in subordinated notes. Mr. Ivanick says the Debtor may generate up to $1.622 billion of Debtor CODI in connection with the restructuring of its current debt, permitting the Debtor to utilize up to $1.622 billion of the consolidated group's NOLs to offset or otherwise exclude that income without having to compensate the AAC Subgroup. Although the Debtor's Tax Attributes remaining after the effective date of a reorganization plan may be significantly reduced as a result of the Debtor CODI realized pursuant to that plan, those Tax Attributes will be available to the reorganized Debtor to offset income realized through the taxable year that includes the plan's effective date, he states. Accordingly, by this motion, the Debtor seeks to preserve consolidated NOLs and other tax attributes allocable under the June 2010 Amendment. Section 382 of the Internal Revenue Code limits the amount of taxable income that can be offset by a corporation's NOLs in taxable years following an ownership change. Based on the Debtor's current and projected financial condition, it is possible that a bankruptcy plan may distribute a majority of the stock of the reorganized Debtor to its creditors in exchange for all or part of their Claims, which could result in an ownership change for purposes of section 382, Mr. Ivanick points out. In addition, if too many equity holders transfer their Ambac Stock prior to the effective date of that bankruptcy plan, those transfers may trigger an ownership change that would not qualify for the special bankruptcy relief provisions because that ownership change would not occur pursuant to a confirmed chapter 11 plan, he stresses. To manage those potentially adverse consequences and to preserve flexibility in crafting a Chapter 11 plan that maximizes the Debtor's ability to reduce future federal income taxes, the Debtor proposes certain uniform procedures, enabling it to monitor changes in ownership in Ambac Stock and Claims. The Proposed Procedures are: (A) Procedures for Transfers of Ambac Stock. Each Substantial Equityholder -- an entity that beneficially owns at least 13,500,000 shares of Ambac Stock -- must file with the Court and serve upon the Debtor, a notice of that status on or before 20 days after the Petition Date or 10 days after becoming a Substantial Equityholder. About 15 days prior to the consummation of any Ambac Stock transaction that would result in a change of the amount of Ambac Stock Beneficially Owned by an Entity, that Entity must file with the Court an advance written notice of the intended Ambac Stock transaction. The Debtor will have 10 days to object to any proposed transaction described in the notice on the grounds that the transaction might adversely affect the Debtor's ability to utilize its tax attributes. If the Debtor objects, the transaction will not be effective unless approved by a final and non-appealable order of the Court. If the Debtor does not timely object, the transaction in the Proposed Ambac Stock Transaction Notice may proceed. Any Further Ambac Stock transactions by the Entity providing the Proposed Ambac Stock Transaction Notice will be the subject of additional notices. (B) Procedures for Transfers of Claims. Once the Debtor files a Reporting Notice with the Court, each Substantial Claimholder -- an entity that beneficially owns an aggregate amount of Claims that equals or exceeds the a threshold amount of $55,000,000 -- will be required to serve a "Substantial Claimholder Notice" on the Debtor within 20 days so that the Debtor can assess the feasibility of implementing a Section 382(l)(5) Plan and the need for petitioning the Court for a Sell Down Order. (I) If the Debtor determines that a Sell Down Order is required, it may ask the Court to enter that order. The Sell Down Order would (1) authorize the Debtor to issue Sell Down Notices to Substantial Claimholders ordering that Substantial Claimholder to transfer Beneficial Ownership of certain of their Claims within 30 days and to not subsequently acquire additional Claims; and (2) provide that all other Entities which have not received Sell Down Notices will not be entitled to acquire Beneficial Ownership of more than 4.5% of the New Ambac Stock to be issued pursuant to the Section 382(l)(5) Plan. Once a Substantial Claimholder has transferred its Claims pursuant to a Sell Down Notice, it will serve upon the Debtor and its counsel a notice of compliance with the terms of the Sell Down Notice applicable to such Substantial Claimholder. (II) If the Debtor determines that no Sell Down Notices are necessary to implement the Section 382(l)(5) Plan, the Debtor may ask the Court to enter a Claims Acquisition Notice Order. Pursuant to this order: (1) any Entity proposing to acquire Claims in a transaction following which that Entity would have Beneficial Ownership of Claims that would entitle that Entity to receive New Ambac Stock exceeding the amount to which that Entity would have been entitled based upon the holdings reported on that Entity's Substantial Claimholder Notice; and (2) Any Entity that would become a Potential Substantial New Stockholder -- an Entity which holds more than 4.5% of the New Ambac Stock, by virtue of a proposed acquisition of Beneficial Ownership of Claims -- will be required, at least 15 days prior to the consummation of that transaction, to serve upon the Debtor advance written notice of the intended Claims acquisition. A transaction described in a Proposed Claims Acquisition Notice that is not approved by the Debtor within 10 days will be deemed rejected. Any further Claims acquisitions by the Entity providing the Proposed Claims Acquisition Notice will be the subject of additional notices. The Claims Acquisition Notice Order will also require any Entity which has acquired Beneficial Ownership of Claims as to which approval from the Debtor would have been required, but for the fact that the acquisition occurred prior to the entry of the Claims Acquisition Notice Order, to serve notice of that fact on the Debtor within 15 days of the entry of the Claims Acquisition Notice Order. If the Debtor determines that the retention by that Entity of those Claims could jeopardize the implementation of the 382(l)(5) Plan, the Debtor will serve a Sell Down Notice on that Entity. (C) Participation Restriction. To permit reliance by the Debtor on Section 1.382-9(d)(3) of Subchapter A of the Treasury Regulations, any Substantial Claimholder that participates in formulating any chapter 11 plan of or on behalf of the Debtor will not disclose to the Debtor that any Claims of which that Substantial Claimholder has Beneficial Ownership are Newly Traded Claims -- Claims (a) with respect to which an Entity acquired Beneficial Ownership after the date that was 18 months before the Petition Date; and (b) that are not ordinary course claims, of which the same Entity has always had Beneficial Ownership. Mr. Ivanick insists that entering an interim order on the Debtor's Motion nunc pro tunc to the Petition Date will prevent the loss of the Tax Attributes pending determination of final approval of the Procedures while allowing holders of Ambac Stock and Claims ample time to consider the Procedures. The Court will consider the Debtor's request on an interim basis on November 9, 2010. About Ambac Financial Ambac Financial Group, Inc., headquartered in New York City, is a holding company whose affiliates provided financial guarantees and financial services to clients in both the public and private sectors around the world. Ambac Financial filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code in Manhattan (Bankr. S.D.N.Y. Case No. 10-15973) on November 8, 2010. Ambac said it will continue to operate in the ordinary course of business as "debtor-in-possession" under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and the orders of the Bankruptcy Court. Ambac's bond insurance unit, Ambac Assurance Corp., did not file for bankruptcy. AAC is being restructured by state regulators in Wisconsin. AAC is domiciled in Wisconsin and regulated by the Office of the Commissioner of Insurance of the State of Wisconsin. The parent company is not regulated by the OCI. Ambac's consolidated balance sheet -- which includes non-debtor Ambac Assurance Corp -- showed $30.05 billion in total assets, $31.47 billion in total liabilities, and a $1.42 billion stockholders' deficit, at June 30, 2010. On an unconsolidated basis, Ambac said in a court filing that it has assets of ($394.5 million) and total liabilities of $1.6826 billion as of June 30, 2010. Bank of New York Mellon Corp., as trustee to seven different types of notes, is listed as the largest unsecured creditor, with claims totaling about $1.62 billion. The Vanguard Group, Inc., holds 5.46% of the stock of Ambac and is its largest shareholder. Peter A. Ivanick, Esq., Allison H. Weiss, Esq., and Todd L. Padnos, Esq., at Dewey & LeBoeuf LLP represent the Debtor. The Blackstone Group LP is the Debtor's financial advisor. Kurtzman Carson Consultants LLC is the claims and notice agent. Bankruptcy Creditors' Service, Inc., publishes AMBAC BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by Ambac Financial Group Inc. (http://bankrupt.com/newsstand/or 215/945-7000) AMBAC FIN'L: Asks for Dec. 22 Extension for Schedules ----------------------------------------------------- Ambac Financial Group Inc. asks Judge Shelley Chapman to grant it additional time to file its (i) schedule of assets and liabilities; (ii) schedule of current income and expenditures; (iii) schedule of executory contracts and unexpired leases; and (iv) statement of financial affairs. Section 521 of the Bankruptcy Code and Rule 1007 of the Federal Rules of Bankruptcy Procedure require a debtor to file the required Schedules and Statements within 14 days after the Petition Date. Peter A. Ivanick, Esq., at Dewey & Leboeuf LLP, in New York, states that due to the emergency filing of its Chapter 11 case and the complexity of its holdings, the Debtor anticipates it will be unable to complete its Schedules within the 14-day period required by Rule 1007(c). To prepare the Schedules, the Debtor must compile information from books, records, and documents relating to vast numbers of assets, liabilities, claims, and contracts, Mr. Ivanick points out. "Collecting the necessary information requires the Debtor, its employees, and professionals to expend an enormous amount of time, effort, and resources," he stresses. Mr. Ivanick further notes that the Debtor continues to negotiate with the Office of the Commissioner of Insurance of the State of Wisconsin and the ad hoc committee of senior noteholders regarding a settlement of significant issues that affect both Ambac Assurance Corporation and the Debtor. To maximize the value of AAC and the Debtor's estate, it is important that the Debtor's employees and professionals continue to focus their attention on and participate in these negotiations in the early days of the Debtor's Chapter 11 case, he asserts. Moreover, he relates that although the Debtor is mobilizing its resources to expeditiously prepare the Schedules, those resources are limited. Against this backdrop, the Debtor anticipates it will require at least 30 additional days to complete the Schedules. Accordingly, the Debtor seeks a 30-day extension of the deadline to file the Schedules, through and including December 22, 2010. The Debtor further asks the Court to waive a requirement to file the equity list within 14 days of the Petition Date under Rule 1007 and provide notice of commencement to equity security holders under Rule 2002 of the Federal Rules of Bankruptcy Procedure. Mr. Ivanick relates that the Debtor is a public company with over 302 million shares of common stock outstanding. The Debtor's common stock is actively traded on the New York Stock Exchange and thus, the holders of the common stock change on a daily basis, he points out. Against this backdrop, the Debtor believes that preparing the Equity List and sending notice to all parties on the Equity List will be expensive and time consuming and will serve little or no beneficial purpose. If it becomes necessary for those equity security holders to file proofs of interest, the Debtor will provide them with notice of the bar date and an opportunity to assert their interests, Mr. Ivanick says. Ambac also intends to file with the Securities and Exchange Commission a Form 8-K, describing the commencement of the Debtor's Chapter 11 case, he adds. For those reasons, equity security holders will not be prejudiced, he assures the Court. About Ambac Financial Ambac Financial Group, Inc., headquartered in New York City, is a holding company whose affiliates provided financial guarantees and financial services to clients in both the public and private sectors around the world. Ambac Financial filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code in Manhattan (Bankr. S.D.N.Y. Case No. 10-15973) on November 8, 2010. Ambac said it will continue to operate in the ordinary course of business as "debtor-in-possession" under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and the orders of the Bankruptcy Court. Ambac's bond insurance unit, Ambac Assurance Corp., did not file for bankruptcy. AAC is being restructured by state regulators in Wisconsin. AAC is domiciled in Wisconsin and regulated by the Office of the Commissioner of Insurance of the State of Wisconsin. The parent company is not regulated by the OCI. Ambac's consolidated balance sheet -- which includes non-debtor Ambac Assurance Corp -- showed $30.05 billion in total assets, $31.47 billion in total liabilities, and a $1.42 billion stockholders' deficit, at June 30, 2010. On an unconsolidated basis, Ambac said in a court filing that it has assets of ($394.5 million) and total liabilities of $1.6826 billion as of June 30, 2010. Bank of New York Mellon Corp., as trustee to seven different types of notes, is listed as the largest unsecured creditor, with claims totaling about $1.62 billion. The Vanguard Group, Inc., holds 5.46% of the stock of Ambac and is its largest shareholder. Peter A. Ivanick, Esq., Allison H. Weiss, Esq., and Todd L. Padnos, Esq., at Dewey & LeBoeuf LLP represent the Debtor. The Blackstone Group LP is the Debtor's financial advisor. Kurtzman Carson Consultants LLC is the claims and notice agent. Bankruptcy Creditors' Service, Inc., publishes AMBAC BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by Ambac Financial Group Inc. (http://bankrupt.com/newsstand/or 215/945-7000) AMBAC FIN'L: Seeks Nod of Kurtzman as Claims Agent -------------------------------------------------- Ambac Financial Group, Inc., seeks the Court's authority to employ Kurtzman Carson Consultants LLC as its claims and noticing agent to assume full responsibility for the distribution of notices and the maintenance, processing and docketing of proofs of claim filed in its Chapter 11 case. The terms of KCC's proposed retention are set forth in the Services Agreement between the Debtor and KCC, dated as of November 5, 2010. Peter A. Ivanick, Esq., at Dewey & LeBoeuf LLP, in New York, informs the Court that as of June 30, 2010, about 302,022,750 shares of Ambac's common stock were outstanding. He notes that though the exact number of beneficial holders is unknown, it is almost certainly more than one thousand. Hence, he asserts, in view of the number of equity security holders and the complexity of the Debtor's business, the appointment of a claims agent is necessary. As claims agent, KCC will, among other things: (a) notify all potential creditors of the filing of the bankruptcy petition and of the setting of the date for the first meeting of creditors pursuant to Section 341(a) of the Bankruptcy Code; (b) maintain an official copy of the Debtor's schedule of assets and liabilities and statement of financial affairs; (c) notify all potential creditors of the existence and amount of their claims as evidenced by the Debtor's books and records; (d) furnish a notice of the last date for the filing of proofs of claim and a form for the filing of a proof of claim, after the notice and form are approved by the Court; (e) maintain a post office box for receiving claims; and (f) file with the Clerk of Court an affidavit or certificate of service, which includes a copy of the notice, a list of persons to whom it was mailed, and the date mailed, within seven days of service. In addition, KCC will assist the Debtor with: (i) maintaining and updating the master mailing lists of creditors; (ii) to the extent necessary, gathering data in conjunction with the preparation of the Debtor's Schedules; (iii) tracking and administration of claims; and (iv) performing other administrative tasks pertaining to the administration of the case as may be requested by the Debtor or the Clerk's Office. The Debtor proposes that the cost of KCC's services be paid from the Debtor's bankruptcy estate according to the KCC Agreement and as provided by Section 156(c) of the Judicial and Judiciary Procedures Code and Section 503(b)(1)(A) of the Bankruptcy Code. KCC will also be reimbursed for its reasonable out-of-pocket expenses incurred. KCC's consulting services and rates are: Position Hourly Rate -------- ----------- Clerical $40 - $60 Project Specialist $80 - $140 Technology/Programming Consultant $140 - $190 Consultant $165 - $220 Senior Consultant $225 - $275 Senior Managing Consultant $295 Weekend, holidays and overtime Waived Immediately prior to the commencement of its bankruptcy case, the Debtor paid KCC a $100,000 retainer, Mr. Ivanick tells the Court. As of the Petition Date, the retainer had not been drawn upon. The KCC Agreement also provides that the Debtor will indemnify and hold harmless KCC, its officers, employees, and agents under certain circumstances specified in the KCC Agreement, except in circumstances of gross negligence or willful misconduct. Both the Debtor and KCC believe that the provisions are customary and reasonable for noticing and claims agents in Chapter 11 cases. Albert Kass, KCC's Vice President of Corporate Restructuring Services, assures the Court that KCC neither holds nor represents any interest adverse to the Debtor's estate in connection with any matter on which it would be employed, and that it is a "disinterested person," as referenced in Section 327(a) of the Bankruptcy Code and as defined in Section 101(14) of the Bankruptcy Code. In connection with its retention as claims agent, KCC represents that: -- it will not consider itself employed by the United States government and will not seek any compensation from the Government in its capacity as the notice and claims agent in the case; -- by accepting employment in the Debtor's case, it waives any rights to receive compensation from the Government; -- in its capacity as claims agent, it will not be an agent of the Government and will not act on behalf of the Government; and -- it will not employ any past or present employees of the Debtor in connection with its work as the notice and claims agent in the Debtor's case. About Ambac Financial Ambac Financial Group, Inc., headquartered in New York City, is a holding company whose affiliates provided financial guarantees and financial services to clients in both the public and private sectors around the world. Ambac Financial filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code in Manhattan (Bankr. S.D.N.Y. Case No. 10-15973) on November 8, 2010. Ambac said it will continue to operate in the ordinary course of business as "debtor-in-possession" under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and the orders of the Bankruptcy Court. Ambac's bond insurance unit, Ambac Assurance Corp., did not file for bankruptcy. AAC is being restructured by state regulators in Wisconsin. AAC is domiciled in Wisconsin and regulated by the Office of the Commissioner of Insurance of the State of Wisconsin. The parent company is not regulated by the OCI. Ambac's consolidated balance sheet -- which includes non-debtor Ambac Assurance Corp -- showed $30.05 billion in total assets, $31.47 billion in total liabilities, and a $1.42 billion stockholders' deficit, at June 30, 2010. On an unconsolidated basis, Ambac said in a court filing that it has assets of ($394.5 million) and total liabilities of $1.6826 billion as of June 30, 2010. Bank of New York Mellon Corp., as trustee to seven different types of notes, is listed as the largest unsecured creditor, with claims totaling about $1.62 billion. The Vanguard Group, Inc., holds 5.46% of the stock of Ambac and is its largest shareholder. Peter A. Ivanick, Esq., Allison H. Weiss, Esq., and Todd L. Padnos, Esq., at Dewey & LeBoeuf LLP represent the Debtor. The Blackstone Group LP is the Debtor's financial advisor. Kurtzman Carson Consultants LLC is the claims and notice agent. Bankruptcy Creditors' Service, Inc., publishes AMBAC BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by Ambac Financial Group Inc. (http://bankrupt.com/newsstand/or 215/945-7000) AMERICAN INT'L: Reports $2.4 Billion Net Loss for 3rd Quarter ------------------------------------------------------------- American International Group Inc. reported a net loss attributable to AIG of $2.4 billion for the third quarter of 2010 compared to net income of $455 million in the third quarter of 2009. Income from continuing insurance operations was stable, at $2.1 billion. The net loss in the quarter is primarily attributable to: * Restructuring-related charges of $4.5 billion, as follows: -- a $1.3 billion deferred tax asset valuation allowance charge in connection with a net decrease in underlying asset values supporting the DTA, -- as previously disclosed, a $1.9 billion loss on the pending sale of American General Finance, Inc., and -- as previously disclosed, a $1.3 billion goodwill impairment charge in connection with the pending sale of AIG Star Life Insurance Co., Ltd., and AIG Edison Life Insurance Company. * $1.2 billion amortization of the prepaid commitment fee asset, including $762 million of net accelerated amortization expense resulting from a $4.6 billion repayment and reduction in the maximum credit available under the Federal Reserve Bank of New York Credit Facility, primarily from International Lease Finance Corporation's previously announced repayment of loans from AIG. * $465 million in impairment charges on certain aircraft in ILFC's fleet, reflecting management's outlook related to the future recovery of the airline industry which resulted in lower estimated future lease rates, as well as impairments related to sales and potential sales of aircraft. * Partially offsetting these charges is a $1.4 billion tax benefit related to a deferred tax valuation allowance release. Increases in deferred tax liabilities associated with components of other comprehensive income reduced the gross deferred tax asset, allowing for the release of a portion of the valuation allowance that had been previously established through a charge to earnings. The U.S. federal income tax effects of current period activity are generally offset by changes in AIG's deferred tax asset valuation allowance due to limitations on AIG's ability to fully recognize income taxes; therefore all amounts in this press release are before income taxes, unless otherwise noted. As a result of the announced sales of ALICO, AGF, AIG Star and AIG Edison, the results of these entities are reported as discontinued operations. In addition, although the previously announced sale of Nan Shan was not approved by regulatory authorities in Taiwan, AIG is pursuing other opportunities to divest Nan Shan and believes a sale will be completed within 12 months. Therefore, AIG continues to report Nan Shan as a discontinued operation. Discontinued operations loss before income taxes totaled $2.5 billion, including the loss on the pending sale of AGF and the AIG Star and AIG Edison goodwill impairment charge discussed above, compared to income before taxes of $312 million in the comparable 2009 period. AIG's continuing insurance operations earned $2.1 billion and $1.9 billion before tax in the third quarter of 2010 and the third quarter of 2009, respectively. AIG's consolidated balance sheet at Sept. 30, 2010, showed $871.965 billion in assets, $761.225 billion in debts, and $80.842 billion in shareholders' equity. A full-text copy of the earnings release is available for free at http://ResearchArchives.com/t/s?6df4 A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6df5 About AIG American International Group, Inc. -- http://www.aig.com/-- is an international insurance organization with operations in more than 130 countries and jurisdictions. AIG companies serve commercial, institutional and individual customers through one of the most extensive worldwide property-casualty networks of any insurer. In addition, AIG companies are leading providers of life insurance and retirement services around the world. AIG common stock is listed on the New York Stock Exchange, as well as the stock exchanges in Ireland and Tokyo. In September 2008, AIG experienced a liquidity crunch when its credit ratings were downgraded below "AA" levels by Standard & Poor's, Moody's Investors Service and Fitch Ratings. AIG almost collapsed under the weight of bad bets it made insuring mortgage- backed securities. The Company, however, was bailed out by the Federal Reserve, but even after an initial infusion of $85 billion, losses continued to grow. The later rescue packages brought the total to $182 billion, making it the biggest federal bailout in U.S. history. AIG has been working to protect and enhance the value of its key businesses, execute an orderly asset disposition plan, and position itself for the future. AIG has sold a number of its subsidiaries and other assets to pay down loans received from the U.S. government, and continues to seek buyers of its assets. AMERICAN INT'L: Mulls Options, IPO for ILFC Unit ------------------------------------------------ Serena Ng and Erik Holm, writing for Dow Jones Newswires, report that American International Group Inc. Chief Executive Robert Benmosche said in an interview Friday that the Company plans to consider several "strategic" options for its aircraft-leasing unit, International Lease Finance Corp., in 2011, including a possible initial public offering of the business. "If we think an IPO can get us value embedded in ILFC, we would consider the IPO option," Mr. Benmosche said, according to Dow Jones. ILFC "is a very important investment, and we want a good return on it," whether from a sale of the business or a listing. He added that AIG would be reluctant to sell or deconsolidate ILFC if it doesn't get good value for the unit. Dow Jones relates Mr. Benmosche said the focus in the near-term is to help improve and stabilize ILFC's balance sheet and financing needs. Dow Jones notes ILFC on Friday reported an operating loss of $218 million in the third quarter, compared to a profit of $365 million in the same quarter a year earlier. The loss was tied to $422 million in charges as the company lowered its expectations for how many planes it will be able to lease. Dow Jones says ILFC has $7.3 billion in debt maturing in the next four quarters, but in the first nine months of 2010, the unit agreed to sell 64 planes and issued secured and unsecured debt totaling about $8.8 billion. AIG doesn't guarantee any of the debt obligations of ILFC. "I think as we evolve into 2011 we'll find the right strategic option for ILFC," Mr. Benmosche said. In a separate report, Shira Ovide and Ms. Ng relate that Chapdelaine Credit Partners said in a research note, "ILFC has dramatically improved its liquidity, but we suspect that the company will have to demonstrate additional improvement and a more detailed funding plan in anticipation of an IPO." According to Ms. Ovide and Ms. Ng, a person familiar with the matter said an ILFC IPO could value the company at $6 billion to $8 billion. However, no one has made any offer for the unit. According to Ms. Ovide and Ms. Ng, the person familiar with the matter said to push ILFC out of the nest, AIG would have to sell in dribs and drabs -- possibly taking three years to sell down to a minority stake. They relate that ILFC will have to prove it can continue to raise capital on its own, without relying on the guarantees of AIG for cheap financing. ILFC has raised billions of dollars in liquidity on its own, in part to repay the $4 billion it was forced to borrow from the Federal Reserve Bank of New York as part of AIG's government bailout. About ILFC International Lease Finance Corporation, headquartered in Los Angeles, California, is a major owner-lessor of commercial aircraft. * * * ILFC carries Moody's Investors Service's B1 corporate family rating. According to the Troubled Company Reporter on August 13, 2010, Moody's said ILFC's B1 CFR is based on strengths including its competitive positioning in the aircraft leasing industry, modern aircraft fleet and history of earnings growth. ILFC's rating also incorporates one notch of rating uplift associated with support from AIG. Constraints on the firm's rating and rating outlook concern operating pressures resulting from the economic downturn and its effect on lease rates, lease renewals and aircraft valuations, as well as Moody's view that AIG support will likely diminish over time. Moody's said that it will monitor ILFC's evolving operational and funding strategies and their effect on its credit profile, particularly in light of recent changes in the ILFC management team. ILFC has extended the maturity of $2.2 billion of its revolving bank facility to 2012 from 2011 and obtained additional covenant flexibility with respect to pledging assets for additional secured financings. ILFC carries Standard & Poor's "BBB-/Negative/--" corp. credit rating, and Fitch's 'BB' long-term issuer default rating. About AIG American International Group, Inc. -- http://www.aig.com/-- is an international insurance organization with operations in more than 130 countries and jurisdictions. AIG companies serve commercial, institutional and individual customers through one of the most extensive worldwide property-casualty networks of any insurer. In addition, AIG companies are leading providers of life insurance and retirement services around the world. AIG common stock is listed on the New York Stock Exchange, as well as the stock exchanges in Ireland and Tokyo. In September 2008, AIG experienced a liquidity crunch when its credit ratings were downgraded below "AA" levels by Standard & Poor's, Moody's Investors Service and Fitch Ratings. AIG almost collapsed under the weight of bad bets it made insuring mortgage- backed securities. The Company, however, was bailed out by the Federal Reserve, but even after an initial infusion of $85 billion, losses continued to grow. The later rescue packages brought the total to $182 billion, making it the biggest federal bailout in U.S. history. AIG has been working to protect and enhance the value of its key businesses, execute an orderly asset disposition plan, and position itself for the future. AIG has sold a number of its subsidiaries and other assets to pay down loans received from the U.S. government, and continues to seek buyers of its assets. AMERICAN INT'L: Appoints Sankaran as New Chief Risk Officer ----------------------------------------------------------- American International Group, Inc., said Sid Sankaran will join AIG as Senior Vice President, Chief Risk Officer. Mr. Sankaran will report to AIG Executive Vice President, Finance, Risk, and Investments, Peter D. Hancock. He will succeed Robert Lewis, who last month announced that he would retire from AIG following a smooth transition period. Mr. Sankaran's direct reports will include the Chief Risk Officers of all AIG business units and the leadership of the Corporate Enterprise Risk Management functions. "Sid Sankaran comes to AIG with the broad-ranging risk management experience that an enterprise of this scope must have," said Robert H. Benmosche, AIG President and CEO. "We are on our way to fulfilling our commitment to repay the government; now is the time to concentrate on re-establishing AIG as a world-class insurance organization. Risk Management is crucial to that task, and Sid is well qualified to take on this important leadership role." Mr. Sankaran joins AIG from Oliver Wyman Financial Services, where he was a partner in the Finance and Risk practice and headed the firm's Toronto office. He had served since 2006 as Canadian Market Manager and recently was a member of the Oliver Wyman Financial Services Global Management Committee, working for the past five years with financial services executives on risk management issues. He also conducted strategy and risk-focused studies of financial services companies, including insurers, banks, securities firms, and specialty finance companies in North America and Europe. Earlier in his career, Mr. Sankaran served at Mercer Risk, Finance & Insurance consulting and at MMC Enterprise Risk, focusing on insurance company valuation and Mergers and Acquisitions. He holds a Bachelor of Mathematics degree in actuarial science from the University of Waterloo in Ontario, Canada. He completed actuarial examinations from the Society of Actuaries. 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. AMF INCORPORATED: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: AMF Incorporated 2900 IDS Center 80S 8th Street Minneapolis, MN 55402 Bankruptcy Case No.: 10-48318 Chapter 11 Petition Date: November 5, 2010 Court: U.S. Bankruptcy Court District of Minnesota (Minneapolis) Judge: Nancy C. Dreher Debtor's Counsel: Douglas W. Kassebaum, Esq. James L. Baillie, Esq. FREDRIKSON & BYRON, P.A. 200 South Sixth Street, Suite 4000 Minneapolis, MN 55402 Tel: (612) 492-7292 (612) 492-7013 Fax: (612) 492-7077 E-mail: dkassebaum@fredlaw.com jbaillie@fredlaw.com Estimated Assets: $0 to $50,000 Estimated Debts: $50,000,001 to $100,000,000 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/mnb10-48318.pdf The petition was signed by David Steichen, vice president and secretary. ANGIOTECH PHARMACEUTICALS: S&P Withdraws 'D' Corp. Credit Rating ---------------------------------------------------------------- Standard & Poor's Ratings Services said it withdrew its ratings, including its 'D' long-term corporate credit rating, on Vancouver- based Angiotech Pharmaceuticals Inc. at the company's request. ARAB UNION: A.M. Best Assigns 'bb+' Issuer Credit Rating -------------------------------------------------------- A.M. Best Europe - Rating Services Limited has assigned a financial strength rating of B (Fair) and issuer credit rating of "bb+" to Arab Union Reinsurance Company (AURe) (Syria). The outlook for both ratings is stable. The ratings of AURe reflect its solid level of risk-adjusted capitalization, robust financial performance and good business position in Syria and Libya. Offsetting factors are the company's marginal business profile relative to regional reinsurers and weak risk management. AURe is an established reinsurance company owned equally by the governments of Syria and Libya. AURe is headquartered in Damascus, Syria and has a branch in Tripoli, Libya, benefitting from 10% obligatory cessions from these markets. Moreover, AURe is a regional reinsurer servicing clients mainly in the Middle East and North African region. In A.M. Best's view, while AURe benefits from the expansion of the local markets, the company faces significant challenges attracting quality foreign business in unfamiliar and competitive markets, which is indicative of its low premium base of US$28 million at year end 2009. In A.M. Best's opinion, AURe's prospective capital position is likely to remain solid, continuing to benefit from full earnings retention and a low level of underwriting risk compared to its capital base, given its marginal profile. Moreover, in A.M. Best's view AURe has a very basic risk management framework, which needs significant development to ensure risks are controlled and mitigated effectively. AURe's has consistently produced good financial performance with pre-tax profits of SYP134 million (US$3 million) in 2009, with technical profits supported by stable returns from its conservative investment profile. A.M. Best expects AURe's combined ratio to remain between 94%-98% in the two years, provided underwriting is controlled, particularly expenses. Investment performance is largely reliant on its concentration in cash and deposits (75% of invested assets) yielding 4-5% returns. Furthermore, A.M. Best has some concern regarding AURe's concentration of its investments in a single private investment, which is generating very low returns. ARCHDESIGN INC: Case Summary & 3 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Archdesign, Inc. 1295 E. Dunne Ave. #215 Morgan Hill, CA 95037 Bankruptcy Case No.: 10-61491 Chapter 11 Petition Date: November 4, 2010 Court: United States Bankruptcy Court Northern District of California (San Jose) Judge: Arthur S. Weissbrodt Debtor's Counsel: Charles B. Greene, Esq. LAW OFFICES OF CHARLES B. GREENE 84 W Santa Clara St. #770 San Jose, CA 95113 Tel: (408) 279-3518 E-mail: cbgattyecf@aol.com Scheduled Assets: $5,542,186 Scheduled Debts: $8,666,500 A list of the Company's three largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/canb10-61491.pdf The petition was signed by Waiyan Ho, president. ARMSTRONG WORLD: S&P Puts 'BB' Rating on CreditWatch Negative ------------------------------------------------------------- Standard & Poor's Ratings Services placed its ratings, including the 'BB' corporate credit rating, on Armstrong World Industries Inc. on CreditWatch with negative implications, meaning the rating could be affirmed or lowered following the completion of S&P's review. "This CreditWatch listing follows Armstrong's announcement that its board of directors plans to pursue a recapitalization to pay to shareholders a special cash dividend of approximately $800 million, to be funded in part by cash on the company's balance sheet," said Standard & Poor's credit analyst Thomas Nadramia. To fund the remaining portion of the dividend and refinance the company's existing $430 million credit agreement, Armstrong would issue $800 million of new debt. The proposed refinancing and dividend are conditioned on the company's ability to secure the requisite debt financing. Lancaster, Pa.-based Armstrong World Industries is a manufacturer of vinyl and wood flooring and ceiling systems for the residential and commercial markets. In resolving the CreditWatch listing, Standard & Poor's will assess Armstrong's operating strategies and financial policy in light of the sizable dividend and new financing, as well as the impact of these actions on the company's credit measures. Based on the current proposal and significant amount of new debt, S&P thinks it is likely that S&P would lower the corporate credit rating by one notch. ATLANTIC BROADBAND: S&P Assigns 'B+' Rating to $600 Mil. Loan ------------------------------------------------------------- Standard & Poor's Ratings said it assigned its 'B+' issue-level rating and '3' recovery rating to Quincy, Mass.-based cable TV provider Atlantic Broadband Finance LLC's proposed $600 million secured credit facility. The proposed facility consists of a $25 million four-year revolving credit facility and a $575 million five-year term loan B. The '3' recovery rating indicates S&P's expectation for meaningful (50%-70%) recovery in the event of a payment default. The company intends to use the proceeds to repay the existing secured loans, repay preferred securities that reside at the parent Atlantic Broadband Group LLC, and pay a $110 million dividend to shareholders. In addition, S&P affirmed the 'B+' corporate credit rating on the company. S&P will withdraw the ratings on the existing credit facility when the transaction closes. The outlook is stable. "The ratings on cable TV provider Atlantic Broadband reflect a highly leveraged financial profile, aggressive competition from direct-to-home satellite TV providers for video services and local telephone companies for high-speed data and telephone services, and cost disadvantages from the company's relatively small scale," said Standard & Poor's credit analyst Naveen Sarma. Tempering factors include its operations in less populated second-tier markets, which provide some protection from local telephone companies deploying facilities-based video offerings in the intermediate term; its position as the dominant provider of pay-TV services in its markets; and growth potential from HSD, digital video, and cable telephone services. AVIS BUDGET: DBRS 'B' Issuer Rating Unmoved by Q3 Results --------------------------------------------------------- DBRS has commented that the ratings of Avis Budget Group, Inc. (Avis Budget or the Company), including its Issuer Rating of B (high) are unaffected following the Company's announcement of 3Q10 earnings results. The trend on all ratings is Stable. DBRS's comment follows Avis Budget's earnings release indicating pre-tax income of $144 million for 3Q10, a noteworthy increase from $83 million a year ago. For the quarter, adjusted EBITDA, which excludes restructuring and transaction related costs, grew 32.7% to $219 million, the Company's best quarter since 2005. Importantly, for the second consecutive quarter all three operating segments reported year-on-year growth in adjusted EBITDA and margins. The results benefited from a shift of business volumes from unprofitable channels, lower fleet costs, recovering travel volumes and the Company's initiatives to reduce fixed costs. DBRS views the quarter's results as evidencing solid momentum across the franchise. Importantly, the third quarter was Avis Budget's first quarter of positive year-on-year revenue growth since mid- 2008. For the quarter, total revenue increased 3% to $1.5 billion, largely attributed to a 4% increase in rental days as demand from both corporate and leisure travelers strengthened. Average daily rate decreased 2%, reflecting challenging comparisons due to significant leisure price gains achieved a year ago, as well as a shift in business mix to longer rentals and by faster growth in the Budget brand than at Avis. Rate related pressure on revenues was somewhat mitigated by the 3% increase in domestic ancillary revenue. Further, profitability was supported by lower fleet costs. Depreciation costs decreased slightly to $352 million, reflecting a 5% decline in per-unit fleet costs, as the used- vehicle market remained favorable, partially offset by a 4% increase in average fleet. Liquidity remains well-managed, underpinned by good access to the capital markets. At September 30, 2010, Avis Budget had $3.2 billion of total liquidity available, including over $623 million of cash, a $1.2 billion corporate revolving facility with no borrowings currently outstanding and more than $1.4 billion of available capacity under the Company's vehicle backed financing programs. DBRS notes that Avis Budget successfully completed a $700 million asset-backed offering in October, which refinances the $600 million of domestic term ABS maturing in 2011. Avis Budget and Dollar Thrifty Automotive Group, Inc. (DTAG) continue to cooperate in pursuit of anti-trust clearance for Avis Budget's proposed acquisition of DTAG. DBRS continues to monitor developments regarding the potential acquisition and may provide further commentary or take rating actions as developments warrant. BALTIMORE INNER: Case Summary & 8 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Baltimore Inner Harbor, LLC 130 S. 18th Street, Suite 704 Philadelphia, PA 19103 Bankruptcy Case No.: 10-19623 Chapter 11 Petition Date: November 4, 2010 Court: U.S. Bankruptcy Court Eastern District of Pennsylvania (Philadelphia) Judge: Eric L. Frank Debtor's Counsel: Jennifer E. Cranston, Esq. CIARDI CIARDI & ASTIN, P.C. One Commerce Square 2005 Market Street, Suite 1930 Philadelphia, PA 19103 Tel: (215) 557-3550 E-mail: jcranston@ciardilaw.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Robert Ambrosi, member. Debtor's List of eight Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Carpenters Pension Fund of Baltimore-- $4,000,000 c/o Gem Group The Constellation Center One 6009 Oxon Hill Road, Suite 416 Oxon Hill, MD 20745 Mid-Atlantic Regional Council -- $4,000,000 c/o Gem Group The Constellation Center One 6009 Oxon Hill Road, Suite 416 Oxon Hill, MD 20745 ARC Consolidated Funding, LLC -- $3,076,029 1401 N. Broad Street Clifton, NJ 07013 Mid-Atlantic Regional Council -- $1,000,000 c/o Gem Group The Constellation Center One 6009 Oxon Hill Road, Suite 416 Oxon Hill, MD 20745 Director of Finance -- $423,364 City of Baltimore Collection Division 200 Holiday Street Baltimore, MD 21210 ARC Properties -- $49,356 John Voneif -- $12,000 Gallagher, Evelius & Jones, LLP -- $3,760 BANNERMAN HOLDINGS: SunTrust Appeals Ruling on Claim, Collateral ---------------------------------------------------------------- Tradingmarkets.com reports that SunTrust Bank has appealed to U.S. District Court for the Eastern North Carolina a ruling that awarded the bank property valued at $4.64 million in Chapter 11 bankruptcy of Bannerman Holdings LLC. Prepetition, SunTrust Bank sued the Company and its guarantors in Superior Court here for repayment of debt. Bankruptcy Judge Stephani W. Humrickhouse's Oct. 20 order awarded SunTrust 11 of the remaining unsold condos, plus an adjacent parking lot as full satisfaction of the debt. Bannerman Holdings retained four units. The bank, after several appraisals it ordered of the property, eventually reduced its claim to the $4.64 million Judge Humrickhouse approved in her order. The settlement exceeded SunTrust's claim by $137,000, the judge said in the order. Based in Wilmington, North Carolina, Bannerman Holdings LLC filed for Chapter 11 bankruptcy protection on Feb. 12, 2010 (Bankr. E.D. N.C. Case No.: 10-01053). Judge Stephani W. Humrickhouse presides over the case. George M. Oliver, Esq., at Oliver & Friesen, PLLC, represents the Debtor in its restructuring effort. In its schedules, the Debtor disclosed assets of $8,394,190 and debts of $5,387,116. BAYOU GROUP: Goldman's Bid to Toss $21MM Arbitration Award Denied ----------------------------------------------------------------- Bankruptcy Law360 reports that Judge Jed S. Rakoff of the U.S. District Court for the Southern District of New York on Monday shot down Goldman Sachs Execution & Clearing LP's bid to vacate a $20.6 million arbitration award, upholding a win for Bayou Group LLC's unsecured creditors committee, which has said GSEC turned a blind eye to fraud at several now-defunct Bayou hedge funds. About Bayou Group Based in Chicago, Illinois, Bayou Group LLC operated and managed hedge funds. The hedge fund that turned out to be a Ponzi scheme and a receiver was subsequently appointed. The Company and its affiliates were sent to Chapter 11 on May 30, 2006 (Bankr. S.D.N.Y. Lead Case No. 06-22306) to pursue recoveries for the benefit of defrauded investors. Elise Scherr Frejka, Esq., at Dechert LLP, represents the Debtors in their restructuring efforts. Joseph A. Gershman, Esq., and Robert M. Novick, Esq., at Kasowitz, Benson, Torres & Friedman, LLP, represent the Official Committee of Unsecured Creditors. Kasowitz, Benson, Torres & Friedman LLP is counsel to the Unofficial Committee of the Bayou Onshore Funds. Sonnenschein Nath & Rosenthal LLP represents certain investors. Bayou Group estimated assets and debts of more than $100 million in the Chapter 11 petition. Bayou has filed lawsuits against former investors who allegedly received fictitious profits and an inequitably large return of their principal investments. Jeff J. Marwil, Esq., at Jenner & Block, was appointed on April 28, 2006, as the federal equity receiver. The receiver commenced adversary proceedings to recover certain fraudulent transfers made by Bayou Group to investors. The Bayou fraud resulted in three guilty pleas. Daniel Marino, the head of finance, was sentence to a 20-year prison term despite his cooperation with prosecutors. James Marquez, a Bayou co-founder, was sentenced to four years and three months in prison and told to pay $6.2 million in restitution. Another founder, Samuel Israel III, was sentenced to 20 years following his guilty plea in September 2005. BEAZER HOMES: Fitch Assigns 'B-/RR4' Rating to $200 Mil. Notes -------------------------------------------------------------- Fitch Ratings expects to assign a 'B-/RR4' rating to Beazer Homes USA, Inc.'s proposed offering of $200 million of senior unsecured notes due 2019. The company intends to use the net proceeds from this offering to fund or replenish cash that has been used to fund the prior redemption or repurchase of its outstanding senior notes. Additionally, following the completion of the proposed notes offering, the company expects to issue a notice for the redemption in full of its outstanding 6.5% senior notes due 2013, although no specific date for the redemption has been established. Fitch currently rates Beazer: -- Issuer Default Rating 'B-'; -- Secured revolving credit facility 'BB-/RR1'; -- Second lien secured notes 'BB-/RR1'; -- Senior unsecured notes 'B-/RR4'; -- Convertible subordinated notes 'CC/RR6'; -- Junior subordinated debt 'CC/RR6'. The Rating Outlook is Stable. The Recovery Rating of 'RR1' on Beazer's secured credit revolving credit facility and second-lien secured notes indicates outstanding recovery prospects for holders of these debt issues. The 'RR4' on Beazer's senior unsecured notes indicates average recovery prospects for holders of these debt issues. Beazer's exposure to claims made pursuant to performance bonds and joint venture debt and the possibility that part of these contingent liabilities would have a claim against the company's assets were considered in determining the recovery for the unsecured debtholders. The 'RR6' on the company's mandatory convertible subordinated notes and junior subordinated notes indicates poor recovery prospects for holders of these debt issues in a default scenario. Fitch applied a liquidation value analysis for these RRs. The ratings and Outlook for Beazer reflect the company's healthy liquidity position, improved capital structure 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 expects that the summer and fall months will likely 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. 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. BEAZER HOMES: S&P Assigns 'CCC' Rating to $200 Mil. Notes --------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'CCC' credit rating and its '6' recovery rating to Beazer Homes USA Inc.'s proposed $200 million senior notes due 2019. The '6' recovery rating reflects S&P's expectation for negligible (0%-10%) recovery in the event of default. The proposed notes will be guaranteed by substantially all of the company's subsidiaries and will rank equally with $855 million of existing senior unsecured notes and will be subordinated to $261 million of existing senior secured notes and other secured indebtedness. Beazer will use proceeds to replenish cash that it previously used to repurchase the company's senior notes due 2012 and its convertible notes due 2024 at par. "S&P's ratings on Beazer reflect a heavy interest burden that S&P expects to weigh on the company's bottom line profitability in 2011 despite recent modest improvements in operations," says credit analyst James Fielding. "This interest burden contributes to S&P's vulnerable business risk assessment." Although Beazer's business and liquidity profiles have improved, S&P doesn't anticipate raising its ratings on the company over the next 12 months because S&P expects costs associated with the company's heavy debt load will weigh on profitability. S&P would lower its ratings if the company acquires land more aggressively than anticipated such that its unrestricted cash balance falls significantly below $400 million. Furthermore, the ratings could come under pressure if the housing market takes second severe downward turn that contributes to larger-than-anticipated losses and a sharp reduction in tangible net worth. BEAZER HOMES: Moody's Assigns 'Caa2' Rating to $200 Mil. Notes -------------------------------------------------------------- Moody's Investors Service assigned a Caa2 rating to Beazer Homes' proposed $200 million senior unsecured notes offering due May 2019. The proceeds from the notes offering will be used to replenish the cash that was used previously to repurchase outstanding senior notes. All other ratings, including Caa1 corporate family rating, Caa1 probability of default rating, B1 rating for senior secured debt, Caa2 rating for senior unsecured debt, and SGL-3 speculative grade liquidity rating, were affirmed. The rating outlook is stable. These rating actions were taken: -- Caa2 (LGD4, 63%) rating assigned to the proposed $200 million senior unsecured notes offering due 2019; -- Corporate family rating affirmed at Caa1; -- Probability of default rating affirmed at Caa1; -- Senior secured notes affirmed at B1 (LGD2, 15%); -- Senior unsecured notes affirmed at Caa2 (LGD4, 63%); -- Speculative grade liquidity assessment affirmed at SGL-3. -- All of Beazer's debt is guaranteed by its principal operating subsidiaries. Ratings Rationale The Caa1 corporate family rating reflects Moody's expectation that Beazer has reduced costs sufficiently that it will continue to reduce losses in fiscal 2011. The impairments and other charges are likely to be less material going forward, given the company's improving gross margin performance, stabilizing pricing environment, and increasing absorptions. However, Moody's expectation is that Beazer's cash flow performance will weaken in 2011, as the benefits of inventory liquidation have largely played out. The ratings also reflect the company's extended debt maturity profile, improved Moody's-adjusted debt leverage, and increased net worth position. The stable rating outlook reflects Moody's belief that the industry's fundamental credit conditions have stabilized although they remain weak, that Beazer's liquidity position has improved such that it should be able to navigate the next 18 months without a significant need for capital, and that the company will continue to strengthen its debt leverage even as it pursues additional growth opportunities during the next 18 months. The outlook and/or ratings could come under pressure if the company were to deplete its cash reserves either through sharper- than-expected operating losses or through a sizable investment or other transaction. Although in the near term it is unlikely, over a longer time horizon the outlook and/or ratings could improve if the company were to become and remain profitable, maintain adequate liquidity, continue to grow its tangible equity base, and reduce adjusted debt leverage to below 65%. Headquartered in Atlanta, Georgia, Beazer Homes USA, Inc. is one of the country's ten largest single-family homebuilders with operations in 16 states. Homebuilding revenues and consolidated net income for the 12 months ended September 30, 2010 were approximately $1.0 billion and $(34) million, respectively. BERNADETTE BUSINESS: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: Bernadette Business Forms, Inc. dba Bernadette Print Group Jet Envelope 601 Cannonball Lane O Fallon, MO 63366 Bankruptcy Case No.: 10-52722 Chapter 11 Petition Date: November 4, 2010 Court: U.S. Bankruptcy Court Eastern District of Missouri (St. Louis) Judge: Barry S. Schermer Debtor's Counsel: Robert E. Eggmann, Esq. LATHROP & GAGE 7701 Forsyth Boulevard, Suite 400 Clayton, MO 63105 Tel: (314) 613-2800 Fax: (314) 613-2801 E-mail: reggmann@lathropgage.com Scheduled Assets: $4,349,430 Scheduled Debts: $12,586,272 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/moeb10-52722.pdf The petition was signed by George Mitschele, Jr., president. BERRY PLASTICS: To Issue $800 Million 2nd Lien Notes ---------------------------------------------------- Berry Plastics Corporation, an Apollo Management, L.P. and Graham Partners portfolio company, said it intends to issue $800 million of second priority senior secured notes due 2020. Berry intends to use the net proceeds from the offering to fund its previously announced cash tender offers and related consent solicitations for certain of its outstanding notes. The closing of the Tender Offers and related consent solicitations remain subject to the satisfaction of the terms and conditions of such Tender Offers. A full-text copy of the Company's statement is available for free at http://ResearchArchives.com/t/s?6df2 About Berry Plastics Berry Plastics Corporation manufactures and markets plastic packaging products, plastic film products, specialty adhesives and coated products. At January 2, 2010 the Company had more than 80 production and manufacturing facilities, primarily located in the United States. Berry is a wholly-owned subsidiary of Berry Plastics Group, Inc. Berry Group is primarily owned by affiliates of Apollo Management, L.P. and Graham Partners. Berry, through its wholly owned subsidiaries operates five reporting segments: Rigid Open Top, Rigid Closed Top, Flexible Films, Tapes/Coatings and Specialty Films. The Company's customers are located principally throughout the United States, without significant concentration in any one region or with any one customer. On December 3, 2009, Berry Plastics obtained control of 100% of the capital stock of Pliant upon Pliant's emergence from reorganization pursuant to a proceeding under Chapter 11 for a purchase price of $602.7 million. Pliant is a leading manufacturer of value-added films and flexible packaging for food, personal care, medical, agricultural and industrial applications. The acquired business is primarily operated in Berry's Specialty Films reporting segment. The Company's balance sheet at July 3, 2010, showed $5.71 billion in total assets, $5.44 billion in total liabilities, and $268.5 million in stockholders' equity. * * * Berry Plastics has a 'B3' corporate family rating, with stable outlook, from Moody's Investors Service. Moody's said in April 2010 that Berry's B3 CFR reflects weakness in certain credit metrics, financial aggressiveness and acquisitiveness and a continued difficult operating and competitive environment especially in the flexible plastics and tapes segments. The rating also reflects the Company's exposure to more cyclical end markets, relatively weak contracts with customers and a high percentage of commodity products. BERRY PLASTICS: Moody's Assigns 'Caa1' Rating to New Senior Notes ----------------------------------------------------------------- Moody's Investors Service assigned a Caa1 rating to the new second priority senior secured notes of Berry Plastics Corporation and affirmed the company's B3 Corporate Family Rating and stable ratings outlook. Moody's also affirmed the SGL-3 speculative grade liquidity rating. Moody's took these rating actions for Berry Plastics Corporation: -- Assigned $800 million second priority senior secured notes due 2020, Caa1 (LGD 5, 72%) -- Affirmed $1,200 million senior secured term loan due 2015, B1 (LGD 3, 30% from 32%) -- Affirmed $680 million first priority senior secured floating rate notes due 2015, B1 (LGD 3, 30% from 32%) -- Affirmed $370 million first priority senior secured 8.125% notes due 2015, B1 (LGD 3, 30% from 32%) -- Affirmed $775 million second priority senior secured 8.875% notes due 2014, Caa1 (LGD 5, 72% from 66%) (To be withdrawn after the transaction is completed) -- Affirmed $225 million second priority senior secured floating rate notes due in 2014, Caa1 (LGD 5, 72% from 66%) -- Affirmed $500 million second priority senior secured 9.5% notes due 2018, Caa1 (LGD 5, 72% from 66%) -- Affirmed $265 million senior subordinated notes due 2016, Caa2 (LGD 6, 93% from 92%) -- Affirmed Corporate Family Rating, B3 -- Affirmed Probability of Default Rating, B3; -- Affirmed Speculative Grade Liquidity Rating, SGL-3 Moody's took these rating actions for Berry Plastics Group, Inc.: -- Affirmed $500 million senior unsecured term loan due 2014 ($52 million outstanding), Caa2 (LGD 6, 96%) The rating outlook is stable. The ratings are subject to receipt and review of the final documentation. Ratings Rationale The rating is in response to Berry's announcement on November 5, 2010 that it intends to issue $800 million of second priority senior secured notes due 2020. Berry intends to use the net proceeds from the offering to fund its previously announced cash tender offers and related consent solicitations for certain of its outstanding notes. Berry's B3 Corporate Family Rating reflects weakness in certain credit metrics, financial aggressiveness and acquisitiveness and a continued difficult operating and competitive environment especially in the flexible plastics and tapes segments. The rating also reflects the company's exposure to more cyclical end markets, relatively weak contracts with customers and a high percentage of commodity products. Strengths in Berry's competitive profile include its scale, concentration of sales in food and beverage packaging and potential synergies from the Pliant acquisition longer term. The company's strengths also include moderate liquidity and a strong competitive position in rigid plastic containers. Berry also has a history of producing innovative products despite the large percentage of commodity products. What Could Change the Rating -- Down The rating could be downgraded if there is deterioration in the credit metrics and/or liquidity and/or further deterioration in the operating and competitive environment. Additional debt financed acquisitions or excessive acquisitions, regardless of financing, could also prompt a downgrade. Specifically, the rating could be downgraded if total adjusted total debt to EBITDA remains above 7.0 times, EBITA to gross interest coverage remains below 1.0 time, and free cash flow to debt remains negative. What Could Change the Rating -- Up An upgrade is not anticipated given the company's high leverage. However, the ratings could be upgraded if adjusted total debt to EBITDA moves below 6.0 times, free cash flow to debt moves up to the mid to high single digit range, the EBITA margin improves to the high single digit range, and EBITA to gross interest coverage moves above 1.2 times on a sustained basis within the context of a stable operating and competitive environment. An upgrade would also be dependent upon maintenance of good liquidity and less aggressive financial and acquisition policies. BERRY PLASTICS: Estimates $1.15-Bil. in Net Sales for Fiscal Q4 --------------------------------------------------------------- Berry Plastics Corporation estimated that its net sales will total approximately $1.154 million during its fiscal 2010 fourth quarter -- three months ended Oct. 2, 2010 -- representing an increase of 45% over $795 million in the fiscal 2009 fourth quarter. The increase in sales is a result of acquisition volume growth attributed to the acquisitions of Pliant and Superfos of 34%, net selling price increases of 10% and base volume increases of 1%. Also, the Company estimates that its fiscal 2010 fourth quarter Adjusted EBITDA, excluding unrealized cost reductions, will be $153 million compared to $159 million for the fourth fiscal quarter of 2009. The Company estimates a net loss of $3 million for the quarter ended Oct. 2, 2010, compared with an actual net income of $9 million for the quarter ended Sept. 26, 2009. The Company expects to have $148 million cash at October 2, 2010. A full-text copy of the Company's filing with the Securities and Exchange Commission is available for free at http://ResearchArchives.com/t/s?6df3 About Berry Plastics Berry Plastics Corporation manufactures and markets plastic packaging products, plastic film products, specialty adhesives and coated products. At January 2, 2010 the Company had more than 80 production and manufacturing facilities, primarily located in the United States. Berry is a wholly-owned subsidiary of Berry Plastics Group, Inc. Berry Group is primarily owned by affiliates of Apollo Management, L.P. and Graham Partners. Berry, through its wholly owned subsidiaries operates five reporting segments: Rigid Open Top, Rigid Closed Top, Flexible Films, Tapes/Coatings and Specialty Films. The Company's customers are located principally throughout the United States, without significant concentration in any one region or with any one customer. On December 3, 2009, Berry Plastics obtained control of 100% of the capital stock of Pliant upon Pliant's emergence from reorganization pursuant to a proceeding under Chapter 11 for a purchase price of $602.7 million. Pliant is a leading manufacturer of value-added films and flexible packaging for food, personal care, medical, agricultural and industrial applications. The acquired business is primarily operated in Berry's Specialty Films reporting segment. The Company's balance sheet at July 3, 2010, showed $5.71 billion in total assets, $5.44 billion in total liabilities, and $268.5 million in stockholders' equity. * * * Berry Plastics has a 'B3' corporate family rating, with stable outlook, from Moody's Investors Service. Moody's said in April 2010 that Berry's B3 CFR reflects weakness in certain credit metrics, financial aggressiveness and acquisitiveness and a continued difficult operating and competitive environment especially in the flexible plastics and tapes segments. The rating also reflects the Company's exposure to more cyclical end markets, relatively weak contracts with customers and a high percentage of commodity products. BRIGHAM EXPLORATION: Reports $700,000 Net Loss for 3rd Qtr 2010 --------------------------------------------------------------- Brigham Exploration Company said it had record quarterly production volumes and reported record revenues and operating income, excluding the impact of unrealized hedging losses, in the third quarter of 2010. The Company's reported net loss for the third quarter 2010 was $0.7 million versus net income of $0.5 million for the same period last year. The Company said, "Our after-tax earnings in the third quarter 2010 excluding the loss on the early redemption of our Senior Notes due 2014 and unrealized mark-to-market hedging losses were $18.1 million as compared to our after-tax earnings in the third quarter 2009 excluding our unrealized mark-to-market hedging gains and the non-cash write-down of the carrying value of our inventory were $0.3 million." The Company's balance sheet at Sept. 30, 2010, showed $1.02 billion in total assets, $447.84 million in total liabilities, and stockholder's equity of $574.68 million. A full-text copy of the earnings release is available for free at http://ResearchArchives.com/t/s?6dad A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6ddd About Brigham Exploration Austin, Texas-based Brigham Exploration Company (NASDAQ: BEXP) -- http://www.bexp3d.com/-- is an independent exploration, development and production company that utilizes advanced exploration, drilling and completion technologies to systematically explore for, develop and produce domestic onshore oil and natural gas reserves. In late 2007, the majority of the Company's drilling capital expenditures shifted from its historically active areas in the Onshore Gulf Coast, the Anadarko Basin and West Texas to the Williston Basin in North Dakota and Montana, where the Company is currently targeting the Bakken, Three Forks and Red River objectives. * * * Brigham carries 'Caa1' corporate family and probability of default ratings, with 'positive' outlook, from Moody's Investors Service. It has a 'B' corporate credit rating, with 'stable' outlook from Standard & Poor's Ratings Services. Moody's noted in June 2010 that that "[W]hile Brigham's recent results and 2010-11 drilling program are positive and provide cash flow visibility, the company remains very small measured by production and proven reserves and future growth and full-cycle reinvestment costs are fairly undiversified, being largely reliant on Bakken/Three Forks." Moody's Investors Service assigned a Caa2 rating to Brigham Exploration Company's proposed offering of $250 million senior unsecured notes due 2018. The Caa2 rating reflects the senior unsecured status of the notes, its position in the capital structure, and is consistent with the ratings on Brigham's other existing senior unsecured debt. Brigham's Caa1 Corporate Family Rating and SGL-1 Speculative Grade Liquidity Rating remain unchanged. The rating outlook is positive. Standard & Poor's Ratings Services assigned issue-level and recovery ratings to Austin, Texas-based Brigham Exploration Co.'s proposed $250 million senior unsecured notes due 2018. The issue- level rating is 'B+' (one notch above the corporate credit rating on the company). The recovery rating on this debt is '2', indicating S&P's expectation of substantial (70% to 90%) recovery in the event of a payment default. BROCK TUCY: Promises to Fully Pay Unsecured Creditors in 5 Years ---------------------------------------------------------------- Brock P. Tucy and Maple Park Properties, Inc., submitted to the U.S. Bankruptcy Court for the District of Massachusetts a proposed Chapter 11 Plan and an explanatory 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 Plan contemplates that the Debtors continue their business of owning an operating a recreational park. The Debtors propose to pay their administrative creditors, priority tax claims, and secured creditors to the extent of the value of the collateral securing their claims from cash on hand and future revenues. It also proposes to pay the unsecured creditors 100% dividend payable in five annual installments, the first installment to be June 1, 2011. Under the Plan, all quarterly disbursement fees, accrued prior to confirmation will be paid in full, on or before the date of confirmation of the Debtors' Plan. Funding for the implementation of the Plan will be derived from an investor who agreed to invest $500,000 in exchange for 25% interest in the real estate and 25% of the ownership interest in Maple Park. Pursuant to the Plan, Digital Federal Credit Union and Peter D' Angelo will receive payments of interest commencing 30 days after confirmation at the rate of 5% per annum with a balloon to be paid in the 61st month on account of their secured claims. Mr. D' Angelo will receive payments of interest commencing on the 61st month with a balloon payment on the 120th month on account of his unsecured claim. Payments to the allowed unsecured claims will commence on the 13th month and be paid 100% over a period of 48 months. Mr. Tucy will retain a 75% beneficial interest in BKT Realty Trust and Glen Charlie Realty Trust and 75% shareholder of Maple Park Properties, Inc. A full-text copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/BrockTucy_DS.pdf About Brock P. Tucy East Wareham, Massachusetts-based Brock P. Tucy owns and operates a recreation park known as Yogi Bear Jelly Stone Park with 332 developed RV sites located at East Wareham, Massachusetts filed for Chapter 11 protection on December 16, 2009 (Bankr. D. Mass. Case No. 09-22152). Norman Novinsky, Esq., at Novinsky & Associates represents the Debtor. The Company disclosed $18,190,005 in assets and $7,381,151 in debts as of the Petition Date. BXP 1 LLC: Asks for Court's Nod to Use Apartment Proceeds --------------------------------------------------------- BXP 1 LLC seeks authority from the U.S. Bankruptcy Court for the Eastern District of New York to use, until April 2011, their lenders' cash collateral. Each of the Debtor's six apartment buildings appears to be encumbered by a mortgage in favor of the Bluestone Group as well as statutory liens in favor of the City of New York. Mark Frankel, Esq., at Backenroth Frankel & Krinsky, LLP, explains that the Debtor needs to use the proceeds from the apartment buildings to fund its Chapter 11 case, pay suppliers and other parties. The Debtor will use the collateral pursuant to a budget, a copy of which is available for free at: http://bankrupt.com/misc/BXP1_budget.pdf The Debtor will (a) furnish the Mortgagee with monthly operating reports required by the United States Trustee, and (b) provide the Mortgagee with a replacement lien on the Debtor's assets to the extent of any erosion of the Mortgagee's cash collateral as a result of the Debtor's use of the rents. The Debtor will continue to employ a managing agent subject to the Mortgagee's approval. Limiting the use of cash collateral further serves to adequately protect the Mortgagee. The Court has set a hearing for November 29, 2010, at 11:00 a.m. to consider the application of the Debtor to use cash collateral. Porter Ranch, California-based BXP 1 LLC owns six apartment buildings in the Bronx, New York. It 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. 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. CABLEVISION SYSTEMS: RNS Balance Sheet Upside Down by $493MM ------------------------------------------------------------ According to a filing with the Securities and Exchange Commission, Rainbow National Services LLC and its subsidiaries has $1.337 billion in assets, $1.831 billion in debts and a member's deficiency of $493.951 million at Sept. 30, 2010. Rainbow National Services reported net income of $39.4 million on $228.16 million of net revenue for three months ended Sept. 30, 2010, compared with net income of $41.50 million on $206.175 million of revenue for three months ended Sept. 30, 2009. The financial statements of RNS, an indirect wholly-owned subsidiary of Cablevision Systems Corporation and CSC Holdings LLC, were furnished to RNS bondholders in accordance with the requirements of the Indenture, dated as of August 20, 2004, relating to RNS' and RNS Co-Issuer Corporation's $300,000,000 8- 3/4% Senior Notes due 2012 and the Indenture, dated as of August 20, 2004, relating to RNS' and RNS Co-Issuer Corporation's $325,000,000 10-3/8% Senior Subordinated Notes due 2014. A full-text copy of the financial statements is available for free at http://ResearchArchives.com/t/s?6df0 A full-text copy of a management's discussion and analysis of financial condition and results of operations is available for free at http://ResearchArchives.com/t/s?6df1 About Cablevision Systems Headquartered in Bethpage, New York, Cablevision Systems Corporation is predominantly a domestic cable TV multiple system operator serving around 3.1 million subscribers in and around the New York metropolitan area. Among other entertainment-and media- related business ventures, the company also owns and distributes programming to cable television and direct broadcast satellite providers throughout the United States through its Rainbow National Services subsidiary. The Company's balance sheet at June 30, 2010, showed $7.63 billion in total assets, $13.81 billion in total liabilities, and a stockholders' deficit $6.19 billion. * * * As reported in the Troubled Company Reporter on July 27, 2010, Fitch Ratings has affirmed the 'BB-' Issuer Default Ratings assigned to Cablevision Systems and its wholly owned subsidiary CSC Holdings LLC. The rating outlook is "stable." As of March 31, 2010, CVC had approximately $11.4 billion of debt outstanding. Fitch noted that the Company's liquidity position and financial flexibility have strengthened when considering, among other things, the Company's improved free cash flow generation, and access to $1.4 billion of available borrowing capacity from revolvers. Cablevision carries a 'Ba2' long term corporate family rating from Moody's and 'BB' issuer credit ratings from Standard & Poor's. CALFRAC WELL: S&P Gives Stable Outlook; Affirms 'B+' Rating ----------------------------------------------------------- Standard & Poor's Ratings Services revised its outlook on Calgary, Alta.-based fracturing service provider Calfrac Well Services Ltd. to stable from negative. Standard & Poor's affirmed the 'B+' corporate credit rating on Calfrac. At the same time, S&P assigned a 'B+' issue-level rating (the same as the corporate credit rating) and '3' recovery rating to the company's proposed US$400 million senior unsecured notes due 2020. The '3' recovery rating indicates S&P's expectation of meaningful (50%-70%) recovery in the event of a payment default. "The outlook revision reflects S&P's view of industry conditions, which have improved since 2009," said Standard & Poor's credit analyst Aniki Saha-Yannopoulos. Fueling this improvement are stable oil prices, more horizontal drilling, and increased drilling in the shale plays. High demand for pressure pumping services have benefited Calfrac's EBITDA generation and uplifted its margins. "S&P expects that Calfrac will continue to benefit from this environment through 2010," added Ms. Saha-Yannopoulos. Concurrently, S&P expects debt/EBITDA measures will improve for the company through 2011. Standard & Poor's views Calfrac's business profile as weak. The ratings incorporate S&P's assessment of the company's concentration in the North American market, large exposure to the inherently volatile fracturing services, and dependence on exploration and production companies' capital budgets, which fluctuate with commodity prices. The ratings also incorporate S&P's opinion of the company's dominant market position in Canada, its ability to participate in the unconventional oil and gas developments in North America, and its flexible capital expenditure budget. Calfrac is an oilfield services provider with operations in Canada, the U.S., Mexico, Argentina, and Russia. The company provides hydraulic fracturing and well stimulation services. Pro forma for the notes offering, as of Sept. 30, 2010, Calfrac will have approximately C$450 million of adjusted gross debt, adjusted for operating leases. S&P understands that the company will use proceeds from the notes offering to refinance its 2015 notes, repay borrowings under the revolver, and for general corporate purposes. In S&P's view, Calfrac's weak business risk profile reflects the company's geographic concentration and high exposure to the volatile pressure pumping business. Almost 85% of the company's revenues are generated in the North American market. Seasonality in the Canadian market compresses Calfrac's second-quarter operations while sustained weak gas prices affect the company's EBITDA and EBITDA margins. The company's leverage towards the fracturing business (which is almost 90% of revenues) also exposes Calfrac to the volatility of its clients' capital budgets. Pressure pumping is a highly competitive business; weak commodity prices cause E&P companies to cut back their capital expenditure budgets, and thus, drilling and completion of wells. An oversupply in the pressure pumping market, when capital budgets are reduced during low gas prices, leads to intense pricing pressure and hence narrow margins, as evidenced by Calfrac and its competitors during 2008 and 2009. In S&P's opinion, in spite of improving margins in the current market, sustained low commodity prices and intense competitive pressure could negatively affect Calfrac's operations and EBITDA margins. The outlook on Calfrac is stable. S&P expects improved industry conditions and higher pressure pumping requirements through 2011 will allow Calfrac to generate strong EBITDA and EBITDA margins. Concurrent with the strong operations, S&P expects the company's financial measures to improve substantially to below 2x debt/EBITDA in 2011. S&P will consider a negative rating action if S&P note industry conditions to deteriorate or the company's debt to EBITDA increase above 4x due to acquisitions or other management policies. Given the company's current scope and lack of operational diversity, S&P does not anticipate any positive rating actions. CHARLES SHOFF: Case Summary & 12 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Charles R. Shoff 760 Brush Hill Road Irwin, PA 15642 Bankruptcy Case No.: 10-27883 Chapter 11 Petition Date: November 4, 2010 Court: U.S. Bankruptcy Court Eastern District of Pennsylvania (Pittsburgh) Debtor's Counsel: Michael J. Henny, Esq. LAW OFFICES OF MICHAEL J. HENNY Suite 2828 Gulf Tower 707 Grant Street Pittsburgh, PA 15219 Tel: (412) 261-2640 Fax: (412) 391-0221 E-mail: m.henny@hennylaw.com Estimated Assets: $100,001 to $500,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Debtor's 12 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/pawb10-27883.pdf CHEMTURA CORP: Reports $12 Million Net Profit in Q3 --------------------------------------------------- Chemtura Corporation reported net earnings from continuing operations attributable to Chemtura on a GAAP basis of $12 million for the third quarter of 2010 and net earnings on a managed basis of $21 million. Net sales for the third quarter of 2010 were $710 million, an increase of $101 million compared with third quarter 2009 net sales of $609 million. The increase in net sales was attributable to increased sales volumes of $91 million and an increase in selling prices of $18 million, partially offset by unfavorable foreign currency translation of $6 million and the sale of the sodium sulfonate business which had a $2 million impact. The Company's balance sheet at Sept. 30, 2010, showed $3.88 billion in total assets, $730.0 million in total current liabilities, $1.82 billion in total liabilities not subject to compromise, $2.10 billion in liabilities subject to compromise, and a stockholder's deficit of $45 million. Gross profit for the third quarter of 2010 was $160 million, an increase of $1 million compared with the same quarter last year. Gross profit as a percentage of sales decreased to 23% in the quarter as compared with 26% in the same quarter last year primarily due to a widening lag between increases in raw material costs and resulting increases in selling prices. Raw material costs have increased from the lows seen in the middle of 2009. The increase in gross profit was primarily due to $18 million in higher selling prices and $13 million in higher sales volume. The higher volume also resulted in $19 million of favorable manufacturing costs. These favorable impacts were offset by a $33 million increase in raw material and energy costs, a $5 million increase in distribution costs, $4 million related to costs associated with the registration of chemicals in the European Union under REACh legislation, $3 million associated with environmental reserve adjustments and a $4 million increase in other costs. The operating profit for the third quarter of 2010 was $69 million compared with operating profit of $31 million for the third quarter of 2009. The increase in operating profit was primarily due to a $40 million credit for changes in estimates related to expected allowable claims, a $2 million gain on sale of business, a $2 million decrease in restructuring charges, a $1 million increase in gross profit, a $1 million increase in equity income and a $1 million decrease in depreciation and amortization, which was offset by a $9 million increase in selling, general and administrative and research and development costs. SGA&R included an expense of $3 million for an unfavorable decision against the Company at the conclusion of a long-standing Canadian trade dispute case resulting in the payment of a portion of the counterparty's legal costs. Interest expense of $35 million in the third quarter of 2010 was $17 million higher than the same period in 2009. The higher interest expense resulted from the determination it was probable that obligations for interest on unsecured bankruptcy claims would ultimately be paid based on the estimated claim recoveries reflected in the plan of reorganization filed during the second quarter of 2010. The amount of post-petition interest recorded during the third quarter of 2010 was $21 million. The increase was also the result of recording interest expense associated with $455 million in aggregate principal amount of the Senior Notes and the $295 million Term Loan (both issued as part of the exit financing facilities contemplated under the Plan), partially offset by lower financing costs under the Amended DIP Credit Facility entered into in February 2010. Other income, net was $8 million in the third quarter of 2010 which was unchanged from the third quarter of 2009. Reorganization items, net in the third quarter of 2010 was $33 million compared with $20 million in the third quarter of 2009. Reorganization items primarily comprised professional fees directly associated with the Chapter 11 reorganization and the impact of negotiated claims settlement for which Bankruptcy Court approval has been obtained or requested. The increase is primarily due to higher professional fees related to the disclosure statement approval, solicitation and confirmation hearing activities during the third quarter of 2010. Net earnings from continuing operations attributable to Chemtura for the third quarter of 2010 was $12 million, or $0.05 per share, compared with net earnings from continuing operations attributable to Chemtura of $10 million, or $0.04 per share, for the third quarter of 2009. Earnings from discontinued operations for the third quarter of 2009 was $2 million (net of a $1 million tax provision). The loss on sale of discontinued operations for the third quarter of 2010 was $3 million, which represents an adjustment related to the sale of the polyvinyl chloride additives business. The loss on sale of discontinued operations in the third quarter of 2009 was $4 million, which represented an adjustment for a loss contingency related to the sale of the OrganoSilicones business in July 2003. A full-text copy of the earnings release is available for free at http://ResearchArchives.com/t/s?6dee A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6def 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. CHEMTURA CORP: Judge Mulls $20MM Reserve for Pentair Water ---------------------------------------------------------- The judge overseeing Chemtura Corp.'s bankruptcy is mulling whether to rope off $20 million for Pentair Water Pool and Spa Inc. to serve as insurance while the company appeals a ruling concerning a reserve fund, Bankruptcy Law360 reports. Judge Robert E. Gerber heard arguments on Monday in the U.S. Bankruptcy Court for the Southern District of New York on whether to set aside cash and stock, according to Law360. 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. CHENIERE ENERGY: Posts $40 Million Net Loss in Sept. 30 Quarter --------------------------------------------------------------- Cheniere Energy Inc. reported a net loss of $40.6 million for the quarter ended September 30, 2010, compared with a net loss of $42.5 million for the comparable 2009 period. Revenue was $68.25 million in the third quarter of 2010 compared with $56.33 million in the same period in 2009. The Company's balance sheet at Sept. 30, 2010, showed $2.61 billion in total assets, $354.40 million in total current liabilities, $2.59 billion in long-term debt, $74.63 million in long-term debt - related to parties, $30.73 million in deferred revenue, $2.31 million in other non-current liabilities, and a stockholder's deficit of $431.01 million. As of September 30, 2010, the Company had unrestricted cash and cash equivalents, accounts receivable and other working capital from LNG and natural gas marketing activities of $89.3 million that will be available to Cheniere, which excludes cash and cash equivalents available to Cheniere Partners. A full-text copy of the earnings release is available for free at http://ResearchArchives.com/t/s?6de0 A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6de1 About Cheniere Energy Cheniere Energy, Inc. (NYSE Amex: LNG) -- http://www.cheniere.com/ -- is a Houston-based energy company primarily engaged in LNG related businesses, and owns and operates the Sabine Pass LNG receiving terminal and Creole Trail pipeline in Louisiana. Cheniere is pursuing related business opportunities both upstream and downstream of the Sabine Pass LNG receiving terminal. Cheniere is also the founder and holds a 30% limited partner interest in another LNG receiving terminal. CHRYSLER LLC: Reports $84 Million Net Loss for Q3 2010 ------------------------------------------------------ Chrysler Group LLC reported a net loss of $84 million for the third quarter ended September 30, 2010, compared with $172 million net loss for the second quarter 2010, driven by the increase in operating profit. Net loss year-to-date 2010 was $453 million. Based on better than forecasted financial results achieved to date, Chrysler has upgraded its full year 2010 guidance, first provided on November 4, 2009. The new targets for the year are: -- Net Revenues of ~$42 billion (previously $40 billion to $45 billion); -- Operating Profit of ~$700 million, up from $0.0 to $200 million; -- Modified EBITDA of ~$3.3 billion, up from $2.5 billion to $2.7 billion; -- Positive Free Cash Flow of ~$500 million, up from a negative $1.0 billion. Chrysler said cash at the end of the third quarter 2010 was $8.260 billion compared to $7.841 billion at the end of the second quarter 2010, primarily due to the finalization of the Mexican development banks loan for $400 million which was fully drawn during the quarter. An additional $2.3 billion remains available to be drawn under Chrysler Group's U.S. Treasury and Canadian and Ontario government loan agreements, bringing total available liquidity above $10.5 billion. Chrysler said Gross Industrial Debt at September 30, 2010, increased to $12.0 billion, primarily due to the finalization of the Mexican development banks loan, capitalized interest on the VEBA Trust Note, and additions of other financial obligations. Net Industrial Debt increased to $3.8 billion from $3.4 billion at the end of the second quarter. Worldwide vehicle sales were 401,000 units for third quarter 2010, a decrease of 1% compared to 407,000 units in second quarter 2010, with the Jeep and Ram brands posting gains. U.S. market share improved for the fifth consecutive quarter since the Company's formation to 9.6% in third quarter 2010 from 9.4% in the second quarter 2010 and 8.0% in third quarter 2009. In addition, Canadian market share was a strong 12.8% although volumes decreased in line with the seasonal Canadian auto industry decrease. Throughout the quarter, the new Jeep Grand Cherokee drove dealership consumer traffic in both the U.S. and Canada. Copies of Chrysler's earnings report are available at: http://is.gd/gRrN6 http://is.gd/gRs8t http://is.gd/gRsdq "A year ago, Chrysler Group laid out clear and concise five year financial goals and after three consecutive quarters of better than forecasted results, we are not only living up to our commitments but we are also exceeding our 2010 financial objectives," said Sergio Marchionne, Chief Executive Officer, Chrysler Group LLC. Jeff Bennett, writing for Dow Jones Newswires, reports that although Chrysler has yet to make money this year while U.S. competitors Ford Motor Co. and General Motors Co. have reported surging profits, the third-quarter loss was Chrysler's smallest since its exit from bankruptcy, suggesting that Mr. Marchionne's efforts to revive the company may be paying off. Mr. Bennett, however, reports that Chrysler continues to be squeezed by thin profit margins. Chrysler generated $593 in operating profit for each vehicle produced. Ford generated $2,710 per vehicle in the third quarter, helping Ford report a $1.7 billion profit. Mr. Bennett also notes about 80% of Chrysler's dealers said they were profitable in the third quarter. Dealers, as a group, have invested about $265 million since June 2009 to upgrade or renovate their showrooms. About Chrysler Chrysler Group LLC, formed in 2009 from a global strategic alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge, Ram Truck, Mopar(R) and Global Electric Motorcars (GEM) brand vehicles and products. Headquartered in Auburn Hills, Michigan, Chrysler Group LLC's product lineup features some of the world's most recognizable vehicles, including the Chrysler 300, Jeep Wrangler and Ram Truck. Fiat will contribute world-class technology, platforms and powertrains for small- and medium-sized cars, allowing Chrysler Group to offer an expanded product line including environmentally friendly vehicles. Chrysler LLC and 24 affiliates on April 30, 2009, sought Chapter 11 protection from creditors (Bankr. S.D.N.Y (Mega-case), Lead Case No. 09-50002). Chrysler hired Jones Day, as lead counsel; Togut Segal & Segal LLP, as conflicts counsel; Capstone Advisory Group LLC, and Greenhill & Co. LLC, for financial advisory services; and Epiq Bankruptcy Solutions LLC, as its claims agent. Chrysler has changed its corporate name to Old CarCo following its sale to a Fiat-owned company. As of December 31, 2008, Chrysler had $39,336,000,000 in assets and $55,233,000,000 in debts. Chrysler had $1.9 billion in cash at that time. In connection with the bankruptcy filing, Chrysler reached an agreement with Fiat SpA, the U.S. and Canadian governments and other key constituents regarding a transaction under Section 363 of the Bankruptcy Code that would effect an alliance between Chrysler and Italian automobile manufacturer Fiat. Under the terms approved by the Bankruptcy Court, the company formerly known as Chrysler LLC on June 10, 2009, formally sold substantially all of its assets, without certain debts and liabilities, to a new company that will operate as Chrysler Group LLC. Fiat has a 20% equity interest in Chrysler Group. Dow Jones reports that the U.S. and Canadian governments provided Chrysler with $4.5 billion to finance its bankruptcy case. Those loans are to be repaid with the proceeds of the bankruptcy estate's liquidation. CINCINNATI BELL: Fitch Maintains 'B/RR4' Rating on Senior Notes --------------------------------------------------------------- Fitch Ratings is maintaining the 'B/RR4' rating on Cincinnati Bell Inc.'s latest offering of $275 million of 8 3/8% senior unsecured notes due 2020. The notes are being issued as additional notes under the indenture governing the company's issuance of $500 million of 8 3/8% senior unsecured 2020 notes in October 2010, previously rated 'B/RR4'. The company's Issuer Default Rating is 'B', and the Rating Outlook is Stable. The proceeds will be used to repay the remaining outstanding borrowings on the company's senior secured credit facilities plus fees and expenses related to the note offering. The credit facilities had approximately $756 million outstanding on Sept. 30, 2010, and were partially reduced by the $500 million offering in October 2010. Fitch's 'B' IDR for CBB reflects expectations for relatively high, albeit stable leverage and its diversified revenue profile. In addition, its wireline and wireless businesses generate strong free cash flows. Risk factors incorporated into the rating include the competitive pressure on CBB's wireline and wireless segments, as well as the expansion of its data center business. The $525 million acquisition of CyrusOne Networks, LLC, a data center operator, closed in June 2010. The acquisition represented CBB's first significant step outside of its traditional service territory. Following the transaction, CBB stated it is considering further expansion of the data center business both nationally and internationally, which in Fitch's view entails additional risk. As a result of the CyrusOne acquisition, Fitch estimates CBB's pro forma year-end 2010 leverage will rise to approximately 5.0 times (x) from 4.1x at the end of 2009. In Fitch's view, leverage may be slow in returning to historical levels as the data center business - even with the acquisition - is not yet of a sufficient scale where its growth rates will significantly overcome the effects of competitive pressures on EBITDA in the wireline and wireless business. CBB's debt on Sept. 30, 2010 totaled $2.48 billion, an increase of $500 million from Dec. 31, 2009, with the rise stemming from the acquisition of CyrusOne in June 2010. At the end of Sept. 30, 2010, the company did not have any debt outstanding on its $210 million secured revolving credit facility, and the amount available was $185.4 million, after the effect of letters of credit. On June 11, 2010, the company entered into a new credit facility consisting of a $210 million revolving line of credit and a $760 million secured term loan. The new revolver, which matures in June 2014, replaced a facility of the same size that would have matured in August 2012. The $760 million secured term loan B facility, which would have matured in 2017, was used to repay the $204 million outstanding on the previous term loan B facility, to close the acquisition and to pay related fees and expenses. The repayment of the term loan B facility eliminates potential refinancing risk in 2014, when the facility would have matured under certain circumstances. Pro forma for the current and October debt offerings, and excluding capital leases and the undrawn revolver, there are no debt maturities until 2015, when approximately $252 million of senior unsecured notes mature. CBB's $100 million accounts receivable securitization program (no outstanding amount as of Sept. 30, 2010) had an additional $82.1 million in borrowing capacity at the end of the third quarter of 2010. The receivables facility expires in March 2012, subject to annual bank renewals in the second quarter of each year. Cash amounted to approximately $34 million on Sept. 30, 2010, and over the last 12 months, the company generated $55 million in free cash flow under Fitch's definition. CBB's 2010 guidance calls for the company to generate approximately $120 million in FCF (as defined by the company). Fitch believes the incremental interest expense associated with the acquisition and the slightly negative to break-even FCF position of CyrusOne could cause FCF to remain under $100 million in 2010 (as defined by Fitch). CBB expects its 2010 capital spending to be similar to the $195 million spent in 2009, but it will vary depending on the level of investment in the data center business. CINCINNATI BELL: S&P Affirms 'B+' Ratings to $775 Mil. Notes ------------------------------------------------------------ Standard & Poor's Ratings Services said it affirmed its 'B+' issue-level ratings on Cincinnati-based Cincinnati Bell Inc.'s $775 million senior unsecured notes due 2020 following a $275 million add-on. The '4' recovery rating on the debt remains unchanged and indicates S&P's expectation of average (30%-50%) recovery for noteholders in the event of a payment default. These notes are an add-on to the 2020 notes that were issued in October 2010. The company said it plans to use proceeds from the proposed bond to repay the remaining $260 million outstanding under its existing bank debt and to pay related fees and expenses. S&P does not expect the company's financial risk profile, which S&P views as highly leveraged, to materially change as a result of this proposed issuance. Pro forma for the proposed bond issuance and repayment of the company's bank facility, CBI's leverage, including S&P's adjustments, increases by approximately 0.1x to about 5.7x, based on pro forma debt to last-12-month EBITDA. This includes the addition of underfunded pension and other post- employment benefit obligations, operating leases, accrued interest, and 50% of preferred stock as debt. The corporate credit rating on CBI is 'B+' and the rating outlook is negative. The rating reflects the company's highly leveraged financial risk profile, with expectations for limited discretionary cash flow after capital spending, which is currently elevated to expand its data center business. S&P considers the business risk profile to be weak, primarily because of the significant competitive pressures facing its core wireline business, which contributes the majority of consolidated revenues and EBITDA. Also, CBI's wireless operations remain subject to intense competition from both national wireless providers and regional competitors, and the company is concentrated in a single market. Tempering factors include CBI's healthy EBITDA margins at its core wireline business (despite ongoing access-line erosion) and growing contributions from its technology solutions business, which S&P believes offers better growth characteristics than the wireline business. Ratings List Cincinnati Bell Inc. Corporate Credit Rating B+/Negative/-- Rating Affirmed; Recovery Rating Unchanged Cincinnati Bell Inc. Senior Unsecured $775 mil Notes due 2020 B+ Recovery Rating 4 CINCINNATI BELL: Moody's Assigns 'B2' Rating to $275 Mil. Notes --------------------------------------------------------------- Moody's Investors Service assigned a B2 rating to Cincinnati Bell, Inc's proposed $275 million issuance of senior unsecured notes due 2020. The company expects to use the net proceeds primarily to pay down the $266 million outstanding Tranche B term loan, maturing 2017. As part of the rating action, Moody's upgraded the ratings on CBB's existing senior secured debt to Ba1 from Ba2, given the added loss absorption provided by the new junior-ranking notes and in accordance with Moody's Loss Given Default Methodology. Moody's affirmed the company's B1 Corporate Family Rating and Probability of Default Rating. Moody's has taken these rating actions: Assignments: -- $275 million Senior Unsecured Regular Bond/Debenture, Assigned B2 - LGD4, 57% Upgrades: Issuer: Cincinnati Bell Inc. -- Senior Secured Bank Credit Facility, Upgraded to Ba1, LGD2, 15% from Ba2, LGD2, 25% -- Senior Secured Regular Bond/Debenture, Upgraded to Ba1, LGD2, 15% from Ba2, LGD2, 25% Ratings Rationale The Company's B1 CFR reflects CBB's relatively high leverage for a telecommunications company and poor expected free cash flow generation as the company intends to expand the staged buildout of its data center business. The company has been devoting a greater share of its capital budget over the past three years to grow the data center business, and the acquisition of CyrusOne marks the company's first significant expansion outside the core Ohio, Kentucky and Indiana service territories. At the same time, Moody's anticipates that downward pressure on the Company's revenue will persist due to continuing access line losses in CBB's incumbent wireline territories and intense competition in wireless segment. As such, even though Moody's does not expect the company to resume its share repurchases, nearly all free cash flow generation will be consumed by increased capital expenditures in its wireless and technology solutions segments, in addition to pension contributions over the next two to three years. The ratings benefit from CBB's solid market position as an incumbent residential telecommunications provider and the revenue diversification it derives from its wireless network and business customer base. The stable outlook is based on Moody's expectations that CBB will be able to maintain stable EBITDA levels by offsetting access line losses through increased efficiencies in its incumbent wireline operations and by growing data and broadband revenues in its wireless segment. Positive rating pressure could develop if CBB can resume generating consistent positive free cash flow, while EBITDA growth or debt reduction leads to leverage of under 5.0x (total adjusted debt-to-EBITDA). Moody's believes in order to achieve the target leverage CBB needs to generate meaningful free cash flow growth in addition to committing the cash flow to debt reduction. However, given competitive pressures faced by the Company, Moody's believes CBB faces significant challenges in achieving this goal over the rating horizon. Moody's will likely review the rating for a downgrade if the Company's EBITDA comes under pressure either due to higher-than- expected access line losses in its ILEC operations, declining profitability of its wireless operations, or lack of a pick-up in demand for its data center businesses, such that debt-to-EBITDA cannot be maintained below 6.0x (Moody's adjusted). The rating will also likely come under downward pressure if the Company's liquidity position deteriorates further. As the ratings incorporate expectations of the Company generating modest positive free cash flow, a larger distribution to shareholders or large capital commitments that could create a free cash flow deficit over the rating horizon would also negatively affect ratings. CITIGROUP INC: SEC Subpoenas Brokers on Probe of Debt Funds ----------------------------------------------------------- American Bankruptcy Institute reports that a Securities and Exchange Commission investigation of soured Citigroup Inc. debt funds has subpoenaed former in-house brokers, some of whom contend the bank misled investors about how risky the funds were. About Citigroup Inc. Based in New York, Citigroup Inc. (NYSE: C) -- is a global diversified financial services holding company whose businesses provide a broad range of financial services to consumer and corporate customers. As reported in the Troubled Company Reporter on November 25, 2008, the U.S. government entered into an agreement with Citigroup to provide a package of guarantees, liquidity access, and capital. The U.S. Treasury and the Federal Deposit Insurance Corporation agreed to provide protection against the possibility of unusually large losses on an asset pool of roughly $306 billion of loans and securities backed by residential and commercial real estate and other such assets, which will remain on Citigroup's balance sheet. As a fee for this arrangement, Citigroup issued preferred shares to the Treasury and FDIC. The Federal Reserve agreed to backstop residual risk in the asset pool through a non-recourse loan. Citigroup, the third-biggest U.S. bank, received $45 billion in bailout aid. Citigroup sold assets to repay the bailout funds. COMPANIA MEXICANA: Bankruptcy Court Grants Ch. 15 Protection ------------------------------------------------------------ A bankruptcy court on Monday granted Chapter 15 bankruptcy recognition to Compania Mexicana de Aviacion SA de CV, after the Mexican airline cleared up a dispute over fees owed to a group of U.S. airports and federal agencies, Bankruptcy Law360 reports. Law360 says Judge Martin Glenn of the U.S. Bankruptcy Court for the Southern District of New York approved the debtor's Chapter 15 petition after it submitted a joint agreement resolving an objection. About Mexicana Airlines Compania Mexicana de Aviacion or Mexicana Airlines -- http://www.mexicana.com/-- is a privately held airline and a subsidiary of Nuevo Grupo Aeronautico. Founded in 1921, Mexicana is the oldest commercial carrier in North America. Charles Lindbergh piloted the first trip for Mexicana between Brownsville, Texas, and Mexico City. Grupo Mexicana de Aviacion is the parent of Compania Mexicana. Two other units are Aerovias Caribe S.A. de C.V. (Mexicana Click) and Mexicana Inter S.A. de C.V. (Mexicana Link). Compania Mexicana de Aviacion or Mexicana Airlines, Mexico's largest airline, filed for bankruptcy in the U.S. and Mexico on August 2, 2010. In the U.S., the company filed in the U.S. Bankruptcy Court in Manhattan for Chapter 15 bankruptcy protection (case no. 10-14182), and in Mexico, it filed for the equivalent of Chapter 11. Maru E. Johansen, foreign representative of Compania Mexicana, estimated in the Chapter 15 petition that the company has assets of US$500 million to US$1 billion and debts of more than US$1 billion. William C. Heuer, Esq., at Duane Morris LLP, serves as counsel to Ms. Johansen. Mexicana de Aviacion stated that despite its bankruptcy filing, it expects to continue to operate normally, and that such filings Bankruptcy Creditors' Service, Inc., publishes Mexicana Airlines Bankruptcy News. The newsletter tracks the chapter 11 proceedings and the ancillary proceedings undertaken by Compania Mexicana de Aviacion and its units. (http://bankrupt.com/newsstand/or 215/945-7000). COMFORCE CORP: Reports $2.3MM Net Income in Third Quarter --------------------------------------------------------- COMFORCE Corporation reported results for its third quarter ended September 26, 2010. As previously announced, on November 1, 2010, COMFORCE entered into a definitive merger agreement with an affiliate of ABRY Partners, LLC, pursuant to which, and upon the terms and conditions thereof, Merger Sub will merge with and into COMFORCE with COMFORCE continuing as the surviving corporation and a wholly controlled subsidiary of ABRY. The merger is subject to the adoption of the merger agreement by the holders of at least a majority of COMFORCE's outstanding common stock and the satisfaction of certain other customary conditions which are set forth in the merger agreement. COMFORCE reported net income of $2.3 million for the third quarter of 2010, compared to $1.1 million for the third quarter of 2009. Net income available to common stockholders for the third quarter of 2010 was $2.1 million, or $0.12 per basic share and $0.07 per diluted share, compared to $804,000, or $0.05 per basic share and $0.03 per diluted share for the third quarter of 2009. The Company's balance sheet at Sept. 26, 2010, showed $181.01 million in total assets, $191.54 million in total liabilities, and a stockholder's deficit of $10.52 million. The Company reported revenues rose 22.8% to $171.6 million for the third quarter of 2010, compared to revenues of $139.7 million for the third quarter of 2009. Sequentially, revenues for the third of quarter 2010 improved 4.9% from the prior quarter. Revenues of PRO Unlimited, the Company's Human Capital Management segment, increased $29.7 million, or 29.7% over the third quarter of 2009, and sequentially 5.0% over second quarter 2010. This growth was primarily due to an increase in services provided to both new and existing clients. PRO Unlimited reported gross profit for the third quarter of 2010 of $15.3 million, compared to $12.4 million for the third quarter of 2009. Staff Augmentation revenue increased $2.4 million, or 6.0% in the third quarter of 2010 compared to the same period last year reflecting an increase in client demand for services in this segment. Sequentially Staff Augmentation revenues improved 5.1% over second quarter 2010. Gross profit for the third quarter of 2010 was $24.3 million, or 14.2% of sales, compared to gross profit of $19.9 million, or 14.3% of sales for the same period last year. The slight decrease in gross profit as a percentage of sales was primarily the result of pricing pressures and lower sales volume on higher margin services, which were partially offset by a decrease in payroll related tax expense as a result of the enactment of the Hiring Incentives to Restore Employment Act in March 2010. COMFORCE's selling, general and administrative expenses were $18.6 million in the third quarter of 2010, compared to $16.4 million the same quarter last year. SG&A expenses as a percentage of net sales were 10.8% for the third quarter of 2010, compared to 11.7% for the third quarter of 2009, primarily due to COMFORCE's ongoing initiatives to reduce expenses and control costs as revenues increased. The Company reported operating income of $4.9 million for the third quarter of 2010, compared to operating income of $2.6 million for the third quarter of 2009. Interest expense for the third quarter of 2010 was $835,000 compared to $398,000 for the third quarter of 2009. The increase in interest expense was primarily due to the Company's higher borrowings and interest rates under its credit facility, as amended in November 2009, which was partially offset by the elimination of interest expense associated with the repayment of $1.9 million principal on the Company's 8% Convertible Notes. Income before income taxes was $4.0 million for the third quarter of 2010, compared to $1.9 million for the same period last year. The Company recognized a provision for income taxes of $1.7 million in the third quarter of 2010, compared to $883,000 in the third quarter of 2009. A full-text copy of the earnings release is available for free at http://ResearchArchives.com/t/s?6dde A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6ddf About COMFORCE Based in Woodbury, New York, COMFORCE Corporation (NYSE Amex: CFS) provides outsourced staffing management services that enable Fortune 1000 companies and other large employers to consolidate, automate and manage staffing, compliance and oversight processes for their contingent workforces. The Company also provides specialty staffing, consulting and other outsourcing services to Fortune 1000 companies and other large employers for their healthcare support services, technical and engineering, information technology, telecommunications and other staffing needs. In addition, the Company provides funding and back office support services to independent consulting and staffing companies. COMPTON PETROLUEM: Posts $4.3 Million Net Loss in Sept. 30 Qtr. --------------------------------------------------------------- Compton Petroleum Corporation reported a net loss of $4.34 million or $0.02 per diluted share for the third quarter ended September 30, 2010. The Company recorded $12.99 million in net earnings for the third quarter of 2009. Revenue was $37.86 million in the third quarter of 2010, compared with $40.29 million in the same period in 2009. The Company's balance sheet at Sept. 30, 2010, showed $1.81 billion in total assets, $857.02 million in total liabilities, and stockholder's equity of $954.53 million. Compton anticipates that the current low price level for natural gas will remain in place through 2011, resulting in Management's continued prudent approach to capital investment decisions. Management will continue to focus on its strategy of optimizing asset value, reducing costs, and carefully managing the Corporation's capital structure. This approach has improved Compton's operating efficiencies and partially offset the impact of lower natural gas prices on cash flows generated by operations. Compton's focus on evaluating assets, drilling and operating practices and implementing cost control initiatives over the past year is resulting in improved returns on investment. Subsequent to September, the Company completed its Plan of Arrangement, which amended its $150 million senior credit facility as follows: (a) increase the Facility to $225.0 million, comprised of a revolving term facility authorized at $210.0 million and a revolving working capital facility authorized at $15.0 million; (b) reduce the interest margins by 0.50% from previous levels; and (c) change the tenor of the Facility such that if not extended at lenders option in 2011 the undrawn portion of the Facility will be cancelled and the amount outstanding will convert to a 365 day non-revolving term facility maturing on July 2, 2012. "The Plan of Arrangement was an important step in improving the stability of our capital structure and will have a positive impact on debt and interest costs," said Tim Granger, President and Chief Executive Officer. "In this challenging natural gas price environment, we are focusing on improving operational efficiencies and managing cash flows. This strategy is proving itself with continuing strong operating results quarter-over-quarter." A full-text copy of the earnings release is available for free at http://ResearchArchives.com/t/s?6de2 Au full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6de3 About Compton Petroleum Compton Petroleum Corporation is an exploration and production company. The Company explores for, develops, and produces oil and gas in western Canada. Compton's interests include the areas of Shekille, Senex, Deep Basin, Rimbey, and Vulcan/Gladys, all in Alberta, Canada. Moody's Investors Service has withdrawn Compton Petroleum's ratings following the repayment of its rated debt. Ratings withdrawn include the 'Caa1' Corporate Family Rating and Probability of Default Rating, and the 'Caa2' senior unsecured notes rating. CONNECTOR 2000: Trial Over Ch. 9 Filing Deferred Pending Talks -------------------------------------------------------------- A federal judge is putting an upcoming trial in the Connector 2000 bankruptcy case on hold, as the nonprofit behind a South Carolina toll road tries to reach an out-of-court settlement with the state's Department of Transportation, Dow Jones' DBR Small Cap reports. According to the report, Judge David R. Duncan of the U.S. Bankruptcy Court in Spartanburg, S.C., Monday issued a stay in Connector 2000's Chapter 9 proceedings, effectively putting the brakes on a Dec. 6 trial involving the company's right to seek protection under the arm of the Bankruptcy Code reserved for municipalities. According to the judge's order, the report notes, the company and its adversary in these proceedings, the South Carolina Department of Transportation, are currently in settlement negotiations, attempting to agree on a plan of reorganization. If they succeed, the SCDOT's objection to the company's Chapter 9 proceeding, which necessitated the trial, would be resolved, the report adds. About Connector 2000 Piedmont, South Carolina-based Connector 2000 Association Inc., is a non-profit association set up by the South Carolina Department of Transportation to finance, construct and operate the 16-mile toll road known as the "Southern Connector" in Greenville County, and to build the South Carolina Highway 153 Extension. Connector 2000 filed for Chapter 9 bankruptcy protection on June 24, 2010 (Bankr. D. S.C. Case No. 10-04467), estimating both assets and debts between $100 million and $500 million. Judge David R. Duncan presides over the case. Stanley H. McGuffin, Esq., at Haynsworth Sinkler Boyd P.A., serves as bankruptcy counsel. CONTINENTAL COMMON: Section 341(a) Meeting Scheduled for Dec. 2 --------------------------------------------------------------- The U.S. Trustee for Region 6 will convene a meeting of Continental Common, Inc.'s creditors on December 2, 2010, at 3:00 p.m. The meeting will be held at the Office of the U.S. Trustee, 1100 Commerce Street, Room 976, Dallas, TX 75242. 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. Dallas, Texas-based Continental Common, Inc., filed for Chapter 11 bankruptcy protection on October 28, 2010 (Bankr. N.D. Tex. Case No. 10-37542). Melissa S. Hayward, Esq., at Franklin Skierski Lovall Hayward LLP, assists the Debtor in its restructuring effort. The Debtor estimated its assets and debts at $10 million to $50 million. CONTINENTAL COMMON: Taps Franklin Skierski as Gen. Bankr. Counsel ----------------------------------------------------------------- Continental Common, Inc., asks for authorization from the U.S. Bankruptcy Court for the Northern District of Texas to employ Franklin Skierski Lovall Hayward, LLP, as general bankruptcy counsel. FSLH will perform the legal services that will be necessary during the Debtor's Chapter 11 case. FSLH will be paid based on these rates: Melissa Hayward $315 Robert Johnson $200 Paralegal $150 Melissa S. Hayward, Esq., a partner at FSLH, assures the Court that the firm is a "disinterested person" as that term defined in Section 101(14) of the Bankruptcy Code. Dallas, Texas-based Continental Common, Inc., filed for Chapter 11 bankruptcy protection on October 28, 2010 (Bankr. N.D. Tex. Case No. 10-37542). The Debtor estimated its assets and debts at $10 million to $50 million. DANIEL KULLBERG: Case Summary & 12 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Daniel Steven Kullberg P.O. Box 82983 San Diego, CA 92138 Bankruptcy Case No.: 10-19681 Chapter 11 Petition Date: November 3, 2010 Court: United States Bankruptcy Court Southern District of California (San Diego) Debtor's Counsel: Bruce R. Babcock, Esq. LAW OFFICE OF BRUCE R. BABCOCK 4808 Santa Monica Ave. San Diego, CA 92107 Tel: (619) 222-2661 E-mail: brbab@hotmail.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Debtor's 12 largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/casb_10-19681.pdf DAIRY DEPOT: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Dairy Depot, Inc. 2 Reynolds Street Norwalk, CT 06855 Bankruptcy Case No.: 10-78708 Chapter 11 Petition Date: November 3, 2010 Court: U.S. Bankruptcy Court Eastern District of New York (Central Islip) Judge: Alan S. Trust Debtor's Counsel: Constantine Dimopoulos, Esq. MANIATIS DIMOPOULOS & LOMBARDI LLP 700 White Plains Road, Suite 338 Scarsdale, NY 10583 Tel: (914) 472-4242 Fax: (914) 472-5074 E-mail: cgd@mdlattorneys.com Scheduled Assets: $788,250 Scheduled Debts: $2,113,737 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/nyeb10-78708.pdf The petition was signed by Bruno Iacono, president. DAVID SINGER: Voluntary Chapter 11 Case Summary ----------------------------------------------- Debtor: David L. Singer aka Fast Haul aka All Seasons aka David Singer Hauling P.O. Box 21317 Piedmont, CA 94620 Bankruptcy Case No.: 10-72829 Chapter 11 Petition Date: November 5, 2010 Court: United States Bankruptcy Court Northern District of California (Oakland) Judge: Roger L. Efremsky Debtor's Counsel: Kenneth Bauer, Esq. LAW OFFICES OF KENNETH BAUER 500 Ygnacio Valley Rd. #328 Walnut Creek, CA 94596 Tel: (925) 945-7945 E-mail: rkenbauer@comcast.net Estimated Assets: Not Indicated 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. DAVID VAN DOOZER: Case Summary & 18 Largest Unsecured Creditors --------------------------------------------------------------- Joint Debtors: David A. Van Doozer Deanna Gwyn Van Doozer P.O. Box 692 Canby, OR 97013 Tel: (503) 266-6342 Bankruptcy Case No.: 10-40626 Chapter 11 Petition Date: November 5, 2010 Court: U.S. Bankruptcy Court District of Oregon Judge: Elizabeth L. Perris Debtors' Counsel: Gary U. Scharff, Esq. 621 SW Morrison Street, #1300 Portland, OR 97205 Tel: (503) 493-4353 E-mail: gs@scharfflaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Joint Debtors' 18 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/orb10-40626.pdf DELTA PETROLEUM: Board Sets Target Bonuses for 2011 --------------------------------------------------- On November 3, 2010, the Compensation Committee of the Board of Directors of Delta Petroleum Corporation set the target bonus amounts for 2011 under its performance-based annual incentive plan. The plan provides for a target bonus amount expressed as a percentage of a participant's base salary. For 2011, Carl Lakey, our chief executive officer, will have a target bonus of 150% of base salary, compared to a target bonus of 70% of base salary for Mr. Lakey in 2010. There has been no change in the target bonus percentage of 70% of base salary for our other executive officers for 2011. About Delta Petroleum Delta Petroleum Corporation (NASDAQ Global Market: DPTR) -- http://www.deltapetro.com/-- is an oil and gas exploration and development company based in Denver, Colorado. The Company's core areas of operations are the Rocky Mountain and Gulf Coast Regions, which comprise the majority of its proved reserves, production and long-term growth prospects. The Company's balance sheet at June 30, 2010, showed $1.24 billion in total assets, $347.06 million in total current liabilities, $358.47 million in total long-term liabilities, and stockholders' equity of $535.53 million. * * * As reported in the Troubled Company Reporter on March 15, 2010, KPMG LLP, in Denver, expressed substantial doubt about the Company's ability to continue as a going concern after auditing the Company's financial statements for the year ended December 31, 2009. The independent auditors noted that of the Company's ongoing losses and working capital deficiency, and that in addition, outstanding borrowings under the Company's credit facility are due January 15, 2011. In July 2010, Standard & Poor's Ratings Services revised its outlook on Delta Petroleum Corp. to negative from developing. At the same time, S&P affirmed its ratings on the company, including the 'CCC' corporate credit rating. According to the Troubled Company Reporter on Sept. 14, 2010, Standard & Poor's Ratings Services revised its recovery rating on Delta Petroleum Corp.'s unsecured debt to '4' from '3', indicating S&P's expectation for average recovery in the range of 30% to 50% in the event of default. At the same time, S&P affirmed its 'CCC' issue-level rating on this debt (the same as the corporate credit rating). DERMONTTI DAWSON: House, Other Assets to Be Auctioned Nov. 15 ------------------------------------------------------------- Karla Ward, writing for the Lexington Herald-Leader, reports that the house and other properties of former National Football League player Dermontti Dawson are set to be sold at auction next week: -- The home at 24 Avenue of Champions that Mr. Dawson shared with his wife, Regina, is scheduled to be sold at 10 a.m. Monday. The auction will be held at the house, valued at $1 million. -- An auction of Mr. Dawson's vehicles, firearms, watches, jewelry, household goods and personal memorabilia will be held at 1 p.m. Monday at Heritage Hall. As reported by the Troubled Company Reporter on Jul 6, 2010, Dermontti Dawson filed for Chapter 7 bankruptcy in Lexington, Kentucky. Mr. Dawson is a former University of Kentucky football standout who has been hailed as one of the greatest centers in National Football League history. According to documents included in his Chapter 7 bankruptcy filing, Mr. Dawson has assets totaling $1,417,891.27 and liabilities totaling $69,659,693.26. At the time of the bankruptcy filing, Mr. Dawson told the Herald- Leader that his "personal guaranty exposure on the debts of numerous real estate interests has led to the Chapter 7 filing." DISH NETWORK: Earns $255 Million in September 30 Quarter -------------------------------------------------------- DISH Network Corporation filed its quarterly report on Form 10-Q, reporting a net income of $244.98 million on $3.20 billion of total revenue for the three months ended Sept. 30, 2010, compared with net income of $80.49 million on $2.89 billion for the same period a year ago. The Company's balance sheet at Sept. 30, 2010, showed $9.29 billion in total assets, $10.71 billion in total liabilities, and a stockholder's deficit of $1.42 billion. A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6ded About DISH Network DISH Network Corporation is the third largest pay television provider in the United States with 14.1 million subscribers as of Dec. 31, 2009. Annual revenues approximate $11.6 billion. The Company's balance sheet at June 30, 2010, showed $9.03 billion in total assets and $10.61 billion in total liabilities, and a stockholders' deficit of $1.58 billion. * * * Dish Network carries a 'Ba3' corporate family rating, with "stable outlook", from Moody's. In March 2010, Moody's said the ratings are not affected by the announcement that a U.S. appeals court upheld a lower court's ruling that despite changes made by Dish to its DVR software, the company was still infringing on TiVo Inc.'s patents. Dish and TiVo have been in litigation since 2004 over TiVo's patent infringement claim. As a result of the ruling, the Company owes approximately $300 million in damages through July 2009 and potentially additional charges should the company be required to pay for patent infringements since July 2009. Dish announced that it will be seeking a further review of the court's latest decision by the full Federal Circuit. Moody's noted that if the company fails to win on the further review, it will have to pay a sizable sum to TiVo, but it will still have to contend with the future of its DVR product offering. Its last hope is to gain approval for a design around the TiVo patents, but if unsuccessful, Dish will need to negotiate a licensing arrangement with TiVo to avoid the risk of having to disable and replace millions of DVRs at significant expense. DOLLAR THRIFTY: DBRS's 'B' Issuer Rating Unmoved by Q3 Results -------------------------------------------------------------- DBRS has commented that the ratings of Dollar Thrifty Automotive Group, Inc. (DTAG or the Company), including its Issuer Rating of B (high) are unaffected following the Company's announcement of 3Q10 earnings results. The trend on all ratings remains Stable. DBRS's comment follows DTAG's earnings release indicating net income of $49.2 million for 3Q10, a 63% increase from the comparable period a year ago. On an underlying basis, DTAG reported corporate adjusted EBITDA of $81.8 million. Excluding merger-related expenses of approximately $11.9 million, corporate adjusted EBITDA was $93.7 million, the best quarterly performance in the Company's history. The still favorable used vehicle market was the primary driver of the solid results. Indeed, vehicle depreciation and lease charges declined 16.7% year-on-year to $85.7 million. Also benefiting the quarter's results was a modest improvement in rental days and sound pricing discipline. Moreover, results benefited from the continuing management focus on cost control efforts. DBRS considers the quarter's results as very respectable. Recovering demand and the Company's pricing strategies continue to drive solid revenue generation. Total vehicle rental revenue increased 1.6% year-on-year to $425.5 million. Revenue per day (RPD) grew to $50.97, or a 0.2% increase year-on-year, evidencing good pricing discipline. Importantly, despite the tepid economic recovery and slower than anticipated growth in leisure travel demand, DTAG experienced solid growth of 1.4% in rental days. Going forward, DBRS expects rental demand to continue to recover slowly as consumer sentiment recovers from historically low levels. DTAG continues to demonstrate solid fleet management. Fleet utilization remained relatively stable year-on-year at 84.0%, despite the average fleet increasing 1.7%. Moreover, fleet costs continue to benefit from the healthy used vehicle market and changes to disposition operations utilizing the Company's own sales force. Vehicle depreciation per unit for 3Q10 totaled $262 per month, 16.8% lower than a year ago, evidencing still strong resale values. DBRS notes that gains on sales of risk vehicles declined to $10 million from $16.8 million in 3Q09. The Company has largely cycled through the 2008 and 2009 vehicles which were depreciated during the trough of the used vehicle market. Going forward, the Company anticipates fleet costs will increase over the near-term to more normal levels due to lower gains on vehicle dispositions. The Company continues to have solid access to the capital markets. In the ten months ending October 31, 2010, DTAG completed $950 million of new fleet financings in the U.S. and an additional $150 million fleet financing facility in Canada. At quarter end, the Company had over $1.0 billion of available liquidity to address near-term maturities. DTAG's next medium term note maturity is $600 million, which will begin to amortize in December 2010. DBRS views this maturity profile as manageable. DWAYNE GREENE: Case Summary & 19 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Dwayne B. Greene 5232 Wildmarsh Drive Raleigh, NC 27613-6570 Bankruptcy Case No.: 10-09078 Chapter 11 Petition Date: November 3, 2010 Court: U.S. Bankruptcy Court Eastern District of North Carolina (Wilson) Judge: J. Rich Leonard Debtor's Counsel: J.M. Cook, Esq. ATTORNEY AT LAW P.O. Box 2241 Raleigh, NC 27602 Tel: (919) 675-2411 E-mail: J.M.Cook@jmcookesq.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Debtor's 19 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/nceb10-09078.pdf DYNEGY INC: Proxy Advisory Firm Recommends Blackstone Deal ---------------------------------------------------------- Dynegy Inc. on Tuesday commenced mailing a letter to stockholders reiterating the recommendation of the Dynegy Board of Directors that they vote in favor of the Agreement and Plan of Merger, dated as of August 13, 2010, providing for the acquisition of Dynegy by Denali Parent Inc., an affiliate of The Blackstone Group L.P. Bruce A. Williamson, Dynegy's Chairman, President and CEO, told stockholders in the letter, which is dated November 8, that independent proxy advisory firm Institutional Shareholder Services issued a report on November 7 recommending that Dynegy stockholders vote for the merger at the November 17 Special Meeting of Stockholders. ISS concluded that Blackstone's premium offer is fair to Dynegy stockholders, "Based on the lack of any competing bids from the go-shop process, moreover, as well as our own analysis of the likely stand-alone value of the stock without this transaction, we believe the offer represents a fair price with a reasonable premium, and recommend shareholders vote FOR the merger." ISS recognizes that Dynegy continues to face challenges, many of which are beyond its control, including low and declining commodity prices and continued economic weakness, and commented on Dynegy's stand-alone prospects absent the Blackstone transaction: "[F]undamentals seem to have deteriorated since announcement, with the average price for natural gas on the 5-year forward curve having decreased 7.1% and analysts having cut their estimates. Based on the historical relationship with peers and the current consensus 2011 EBITDA estimates, the stock standalone value would be $2.66." ISS said Blackstone's $4.50 per share cash offer represents a 69% premium to ISS's estimated share price of $2.66 per share for Dynegy on a stand-alone basis. On August 13, 2010, Dynegy entered into an Agreement and Plan of Merger with Denali Parent Inc., and Denali Merger Sub Inc., a wholly owned subsidiary of Parent, providing for the merger of Merger Sub with and into Dynegy. Both Parent and Merger Sub are affiliates of The Blackstone Group L.P. In the Blackstone Merger, Dynegy stockholders will receive $4.50 in cash for each outstanding share of Dynegy common stock they own in a transaction valued at $4.7 billion, including the assumption of existing debt. Dynegy will be the surviving corporation in the Blackstone Merger and will continue to do business following the Blackstone Merger. Dynegy will cease to be a publicly traded company. Concurrently with the execution of the Merger Agreement, Merger Sub entered into a Purchase and Sale Agreement with NRG Energy, Inc., pursuant to which NRG will, simultaneously with the closing of the Blackstone Merger, acquire the Casco Bay, Moss Landing, Morro Bay and Oakland power generation facilities and related assets currently owned by Dynegy for cash consideration of $1.36 billion. The completion of the Blackstone Merger between Dynegy and Merger Sub is contingent upon the concurrent closing of the NRG Sale. The NRG Sale will not occur if the Blackstone Merger is not consummated. 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. Dynegy's board said November 2 that despite the broad solicitation of potentially interested parties during the 40-day "go-shop" period, no party made a proposal, much less one that was superior to the Blackstone offer. 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. DYNEGY INC: Posts $24 Million Net Loss for 3rd Quarter 2010 ----------------------------------------------------------- Dynegy Inc. and Dynegy Holdings Inc. on Tuesday delivered to the Securities and Exchange Commission the company's third quarter financial results for the period ended September 30, 2010. Net loss attributable to Dynegy Inc. was $24 million for the third quarter 2010 from $212 million for the 2009 third quarter. Net loss attributable to Dynegy Inc. was $70 million for the nine- month period from $892 million for the year ago period. Dynegy said consolidated revenues were $775 million for the three months ended September 30, 2010, from $673 million for the same period in 2009. Consolidated revenues were $1.872 billion for the nine months ended September 30, 2010, from $2.027 billion for the same period a year ago. At September 30, 2010, Dynegy had $11.121 billion in total assets, $8.231 billion in total liabilities, and $2.890 billion in stockholders' equity. A full-text copy of Dynegy's quarterly report is available at no charge at http://ResearchArchives.com/t/s?6df9 On August 13, 2010, Dynegy entered into an Agreement and Plan of Merger with Denali Parent Inc., and Denali Merger Sub Inc., a wholly owned subsidiary of Parent, providing for the merger of Merger Sub with and into Dynegy. Both Parent and Merger Sub are affiliates of The Blackstone Group L.P. In the Blackstone Merger, Dynegy stockholders will receive $4.50 in cash for each outstanding share of Dynegy common stock they own in a transaction valued at $4.7 billion, including the assumption of existing debt. Dynegy will be the surviving corporation in the Blackstone Merger and will continue to do business following the Blackstone Merger. Dynegy will cease to be a publicly traded company. Concurrently with the execution of the Merger Agreement, Merger Sub entered into a Purchase and Sale Agreement with NRG Energy, Inc., pursuant to which NRG will, simultaneously with the closing of the Blackstone Merger, acquire the Casco Bay, Moss Landing, Morro Bay and Oakland power generation facilities and related assets currently owned by Dynegy for cash consideration of $1.36 billion. The completion of the Blackstone Merger between Dynegy and Merger Sub is contingent upon the concurrent closing of the NRG Sale. The NRG Sale will not occur if the Blackstone Merger is not consummated. 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. Dynegy's board said November 2 that despite the broad solicitation of potentially interested parties during the 40-day "go-shop" period, no party made a proposal, much less one that was superior to the Blackstone offer. 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. EMMIS COMMUNICATIONS: Has Until May to Regain NASDAQ Compliance --------------------------------------------------------------- Emmis Communications Corporation received notification from the Nasdaq Stock Market on November 1, 2010, that the Company's Class A Common Stock had closed below the minimum $1.00 per share bid requirement for 30 consecutive business days and therefore is not in compliance with Nasdaq Marketplace Rule 5450(a)(1). The Company has until May 2, 2011, to regain compliance with the Minimum Bid Price Rule. During this period, the Company's Class A Common Stock will continue to trade on the Nasdaq Global Select Market. "This news is not unexpected," said Emmis Chairman and CEO, Jeff Smulyan. "We are actively evaluating our alternatives and are confident we have a variety of options to address this situation prior to May 2, 2011." If at any time before May 2, 2011, the bid price of the Company's Class A Common Stock closes at $1.00 per share or more for a minimum of 10 consecutive business days, Nasdaq will notify the Company that it has achieved compliance with the Minimum Bid Price Rule. If the Company does not regain compliance with the Minimum Bid Price Rule by May 2, 2011, Nasdaq will notify the Company that its Class A Common Stock will be delisted from the Nasdaq Global Select Market. Nasdaq rules would then permit the Company to appeal any delisting determination by the Nasdaq staff to a Listing Qualifications Panel. The Company intends to actively evaluate and monitor the bid price for its Class A Common Stock between now and May 2, 2011, and consider implementation of various options available to the Company if its Class A Common Stock does not trade at a level that is likely to regain compliance. The notification does not affect the listing of the Company's 6.25% Series A Cumulative Convertible Preferred Stock, which will continue to trade on the Nasdaq Global Select Market under the symbol "EMMSP." About Emmis Headquartered in Indianapolis, Indiana, Emmis Communications Corporation -- http://www.emmis.com/-- owns and operates radio stations and magazine publications in the U.S. and in Europe. At February 28, 2010, the Company had $498,168,000 in total assets; $487,246,000 in total liabilities and $140,459,000 in Series A Cumulative Convertible Preferred Stock; and a shareholders' deficit of $178,959,000. At February 28, 2010, the Company had non-controlling interests of $49,422,000 and total deficit of $129,537,000. As of April 15, 2010, the Company had not paid the Preferred Stock dividend for six consecutive quarterly periods. * * * In April 2009, Moody's cut its corporate family rating on the Company to 'Caa2'. In May 2009, S&P raised its corporate credit rating on the Company to 'CCC+'. In June, S&P withdrew the 'CCC+' Corp. Credit Rating at the Company's request. FAIRVUE CLUB: First State Wants to Take Over Operations ------------------------------------------------------- Eric Miller at Summer County Publications reports that First State Bank made a request to take control of operations at Fairvue Club Properties after the federal bankruptcy court denied confirmation of the ownership's Chapter 11 restructuring plan. The bank said Company owner Leon Moore had been paying for the operation of the club out of his own pocket because the business had been experiencing negative cash flow. The filing asserts that the Company owners have ceased attempting to restructure their debt, according to the report. Summery County Publications relates that the Court sustained an objection by debtor American Security Bank & Trust regarding the feasibility of the proposed debt restructure, finding that the plan does not provide a reasonable framework for assuring success of the plan. The Club at Fairvue Plantation has suspended operations. About Fairvue Club Properties Gallatin, Tennessee-based Fairvue Club Properties, LLC, filed for Chapter 11 (Bankr. M.D. Tenn. Case No. 09-13807) on December 1, 2009. William L. Norton, III, Esq., at Bradley Arant Boult Cummings LLP, assists the Debtor in its restructuring effort. The Company disclosed $13,287,625 in assets and $17,215,175 in liabilities as of the Petition Date. FANNIE MAE: Reports $1.3 Billion Net Loss for 3rd Quarter 2010 -------------------------------------------------------------- Fannie Mae reported a net loss of $1.3 billion in the third quarter of 2010, compared to a net loss of $1.2 billion in the second quarter of the year. The Company said in a statement that it continues to focus on building a strong new book of business and returning to profitability, and its operating results reflect stabilizing credit-related expenses and increasing revenues. The company's net loss attributable to common stockholders was $3.5 billion, including $2.1 billion in dividend payments to the U.S. Treasury. To eliminate the company's net worth deficit of $2.4 billion as of September 30, 2010, more than 85 percent of which is the dividend payment to Treasury, the Federal Housing Finance Agency has requested $2.5 billion on the company's behalf from Treasury. Upon receiving those funds, the company's total obligation to Treasury for its senior preferred stock will be $88.6 billion. The company has paid a total of $8.1 billion in dividends to Treasury. "Our operating results reflect our ongoing efforts to manage the credit-related expenses in our legacy business and build a new, profitable book of business," said Fannie Mae President and CEO Michael J. Williams. "The loans we have acquired since the beginning of 2009 reflect our commitment to realistic, common- sense lending standards and sustainable homeownership. Their credit profile remains strong, and we expect these loans to be profitable over their lifecycle. We are building this new book of business while we continue to provide liquidity to America's housing market as it struggles to recover, and to support programs to help families stay in their homes and avoid foreclosure whenever possible." A full-text copy quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6de8 A full-text copy of earnings release is available for free at http://ResearchArchives.com/t/s?6de9 About Fannie Mae Federal National Mortgage Association, aka Fannie Mae, is a government-sponsored enterprise that was chartered by U.S. Congress in 1938 to support liquidity, stability and affordability in the secondary mortgage market, where existing mortgage-related assets are purchased and sold. Fannie Mae has been under conservatorship, with the Federal Housing Finance Agency acting as conservator, since September 6, 2008. As conservator, FHFA succeeded to all rights, titles, powers and privileges of the company, and of any shareholder, officer or director of the company with respect to the company and its assets. The conservator has since delegated specified authorities to Fannie Mae's Board of Directors and has delegated to management the authority to conduct day-to-day operations. The U.S. Department of the Treasury owns Fannie Mae's senior preferred stock and a warrant to purchase 79.9% of its common stock, and Treasury has made a commitment under a senior preferred stock purchase agreement to provide Fannie with funds under specified conditions to maintain a positive net worth. FRANKLIN PACIFIC: Judge Rejects Disclosure Statement ---------------------------------------------------- Bankruptcy Judge Vincent Zurzolo on Wednesday denied approval of the disclosure statement for Franklin Pacific Finance LLLP's reorganization plan, American Bankruptcy Institute reports. According to the Disclosure Statement, the Debtor intends to pay creditors and interest-holders from future earnings from continued operations of the Debtor, including rental income, interest income, potential sales or refinances of properties, and note payments due to the Debtor. Most likely, general unsecured creditors can expect payment beginning 30 days after the Effective Date of this Plan in the amount of 1/3 of each creditors' unsecured claim plus 4% interest and continuing every month for 2 additional months. Under the Plan, plan payments will occur from year 2011 to 2012. About Franklin Pacific Santa Monica, California-based Franklin Pacific Finance, LLLP, engages in the business of acquiring and operating real estate assets and loans secured by real estate assets, equipment, vehicles and business assets, unsecured loans. The Company acquires assets and loans as portfolios or in stand-alone transactions. The Company filed for Chapter 11 bankruptcy protection on May 24, 2010 (Bankr. C.D. Calif. Case No. 10-30727). Leslie A. Cohen, Esq., Esq., and Jaime Williams, Esq., at Leslie Cohen Law, P.C., in Santa Monica, California, serve as counsel to the Debtor. The Company estimated its assets and debts at $10 million to $50 million as of the petition date. FX LUXURY: Judge Approves 2nd-Lien Lenders' Reorganization Plan --------------------------------------------------------------- Bankruptcy Law360 reports that Judge Bruce A. Markell of the U.S. Bankruptcy Court for the District of Nevada on Monday signed off on a restructuring plan for FX Luxury Las Vegas I LLC, the owner of 17.7 acres along the Las Vegas Strip, according to an attorney representing second-lien lenders who will take control of the CKX Inc. affiliate. About FX Luxury New York-based FX Luxury Las Vegas I, LLC, fka Metroflag BP, LLC, owns approximately 17.72 contiguous acres of real property located at the southeast corner of Las Vegas Boulevard and Harmon Avenue in Las Vegas, Nevada, which secures mortgage loans in the aggregate principal amount of $454 million as of April 21, 2010. FX Luxury is the remaining Las Vegas subsidiary of FX Real Estate and Entertainment Inc. The Company filed for Chapter 11 bankruptcy protection on April 21, 2010 (Bankr. D. Nev. Case No. 10-17015). Deanna L. Forbush, Esq., at Fox Rothschild, LLP, assists the Company in its restructuring effort as the Company's bankruptcy counsel. Greenberg Traurig, LLP, is the Company's special counsel. Sierra Consulting Group, LLC, is the Company's financial advisor. The Company disclosed $139,636,791 in assets and $492,568,036 in debts at the time of the filing. GARLOCK SEALING: Judge Agrees Shorter Notice Time on Hearing ------------------------------------------------------------ Bankruptcy Law360 reports that the judge overseeing Garlock Sealing Technologies LLC's bankruptcy has agreed to shorten the notice time for an upcoming hearing on an evolving nationwide war over document discovery that pits bankrupt companies and insurers against asbestos trust funds and claims processors. Judge George R. Hodges of the U.S. Bankruptcy Court for the Western District of North Carolina on Thursday agreed to a request filed by a group of personal injury funds, according to Law360. About Garlock Sealing Headquartered in Palmyra, NY, Garlock Sealing Technologies LLC is an EnPro Industries, Inc. company (NYSE: NPO). For more than a century, Garlock has been helping customers efficiently seal the toughest process fluids in the most demanding applications. On June 5, 2010, Garlock filed a voluntary Chapter 11 petition (Bankr. W.D. N.C. Case No. 10-31607) in Charlotte, North Carolina, to establish a trust to resolve all current and future asbestos claims against Garlock under Section 524(g) of the U.S. Bankruptcy Code. The Debtor estimated $500 million to $1 billion in assets and up to $500 million in debts as of the Petition Date. Affiliates The Anchor Packing Company and Garrison Litigation Management Group, Ltd., also filed for bankruptcy. The filing covers only Garlock operations in Palmyra, New York and Houston, Texas. Garlock Rubber Technologies, Garlock Helicoflex, Pikotek, Technetics, Garlock Europe and Garlock operations in Canada, Mexico or Australia are not affected by the filing, nor is EnPro Industries or any other EnPro operating subsidiary. Albert F. Durham, Esq., at Rayburn Cooper & Durham, P.A., represents the Debtor in its Chapter 11 effort. Garland S. Cassada, Esq., at Robinson Bradshaw & Hinson, serves as counsel for asbestos matters. The Official Committee of Asbestos Personal Injury Claimants in the Chapter 11 cases is represented by Travis W. Moon, Esq., at Hamilton Moon Stephens Steele & Martin, PLLC, in Charlotte, NC, Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, in New York, and Trevor W. Swett III, Esq., Leslie M. Kelleher, Esq., and Jeanna Rickards Koski, Esq., in Washington, D.C. 20005. Joseph W. Grier, III, the Court-appointed legal representative for future asbestos claimants, has retained A. Cotten Wright, Esq., at Grier Furr & Crisp, PA, and Richard H. Wyron, Esq., and Jonathan P. Guy, Esq., at Orrick, Herrington & Sutcliffe LLP, as his co- counsel. About 124,000 asbestos claims are pending against Garlock in state and federal courts across the country. The Company says majority of pending asbestos actions against it is stale and dormant -- almost 110,000 or 88% were filed more than four years ago and more than 44,000 or 35% were filed more than 10 years ago. A schedule of the pending asbestos actions is available for free at: http://bankrupt.com/misc/Garlock_PendingAsbestosActions.pdf GEN ART: Ten Paces' CJ Follini Named Winning Bidder --------------------------------------------------- The bankruptcy trustee for Gen Art has identified the winning stalking horse bidder -- CJ Follini of Ten Paces Media. The winning bid was in the "hundreds of thousands" of dollars and it is anticipated that the final sale will close within weeks. Mr. Follini was the founder and CEO of the successful digital media studios -- Gun For Hire Production Centers -- with locations in the West Village, NYC, Toronto, Vancouver, Miami, and Los Angeles. Winner of the 1998 CRAINSNY Small Business Award, Gun For Hire was a mecca for emerging film and digital talent during the first Internet boom of the late 1990's. Mr. Follini is also film and documentary producer whose latest project won the Pare Lorentz Award for Best Documentary. Gen Art, a showcase devoted to young talent and young audiences with branches in New York, Los Angeles and Chicago, entered bankruptcy in May unable to withstand the precipitous drop due to the recession in advertising and corporate sponsorship - 80% of its revenue. At its zenith, Gen Art was the premier launching pad for emerging fashion designers, filmmakers and artists and was considered the keenest eye for young creatives in the United States. While various companies such as IMG, UEG, Hachette and Gilt Groupe, all expressed serious interest in acquiring Gen Art in recent months, Mr. Follini beat out the others in the current bid process with a clear plan for acquisition and revitalization of the organization. Ian Gerard, the former CEO and co-founder of Gen Art, is optimistic about the organization's revival. "The brand has too much value, credibility and a loyal following among consumers and entertainment talent to just disappear." And now it appears Mr. Follini concurs with that assessment. Announcement of Gen Art's official re-launch date under new management will be made shortly. About Gen Art Productions Gen Art Productions Inc. operates as an art and entertainment company that showcases fashion designers, filmmakers, musicians, DJs, and visual artists. The company was founded in 1993 and is based in New York, New York with additional offices in Los Angeles and San Francisco, California; Miami, Florida; and Chicago, Illinois. As of September, 2009, Gen Art Productions Inc. operates as a subsidiary of Rock Media & Entertainment. On June 2, 2010, an involuntary petition for liquidation under Chapter 7 was filed against Gen Art Productions Inc. in the U.S. Bankruptcy Court for the Southern District of New York, Manhattan. GENERAL GROWTH: Completes Restructuring, Emerges from Ch. 11 ------------------------------------------------------------ General Growth Properties, Inc. has successfully completed the final steps of its financial restructuring and has emerged from Chapter 11. The emergence marks the conclusion of one of the largest and most complex bankruptcy cases in U.S. corporate history. "Today marks the successful end of one chapter in GGP's history and the beginning of another," said Adam Metz, chief executive officer of GGP. "Over the past nineteen months, we have taken extraordinary steps to remake GGP's entire financial structure while at the same time refocusing our operations across all of our shopping mall properties. I am especially grateful to our employees for their commitment and dedication throughout this challenging process. We continue the important work of executing on the many operational and financial improvements we initiated during the reorganization process." In its historic restructuring, GGP successfully: Consensually restructured approximately $15 billion of project- level debt Recapitalized with $6.8 billion in new equity capital Paid all creditor claims in full Achieved substantial recovery for equity holders As part of its plan of reorganization, GGP has split itself into two separate and independent publicly traded corporations. GGP shareholders as of the record date of November 1, 2010 received common stock in both companies. The new GGP, which will commence trading tomorrow on The New York Stock Exchange under the ticker symbol "GGP," is the second-largest shopping mall owner and operator in the country, with more than 183 regional malls in 43 states. The spin-off company, The Howard Hughes Corporation, consists of GGP's portfolio of master planned communities and other strategic real estate development opportunities. This company will trade under the ticker symbol "HHC" on The New York Stock Exchange. UBS Investment Bank and Miller Buckfire & Co., LLC are serving as financial advisors to General Growth Properties in connection with the restructuring, and Weil, Gotshal & Manges LLP and Kirkland & Ellis LLP are acting as legal counsel to the Company. 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) GENERAL GROWTH: New GGP Commences Public Offering of 135MM Shares ----------------------------------------------------------------- General Growth Properties, Inc. has commenced a public offering of 135,000,000 shares of common stock of New GGP, pursuant to the company's registration statement filed with the Securities and Exchange Commission. The underwriters will have an option to purchase an additional 20,250,000 shares of common stock from the company at the public offering price, less the underwriting discounts. GGP's agreements with Brookfield Asset Management, Fairholme Funds, Inc., Pershing Square Capital Management and Teacher Retirement System of Texas, which were an integral feature of GGP's plan of reorganization, provide the company with the flexibility to replace $2.15 billion of the $6.8 billion in equity commitments, funded today by the plan sponsors in connection with GGP's emergence from bankruptcy on more favorable terms through a clawback provision. New GGP will use the proceeds of the offering to fund this clawback. To the extent there are any excess proceeds, such proceeds will be used for general corporate purposes. Goldman, Sachs & Co. and Deutsche Bank Securities are serving as joint global coordinators for the offering. Wells Fargo Securities, RBC Capital Markets, Barclays Capital, UBS Investment Bank and Morgan Stanley are serving as joint book-running managers for the offering, Macquarie Capital and TD Securities are serving as senior co-managers and Piper Jaffray is serving as co-manager. 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) GREEN BANKSHARES: Defers Payments to Trust Preferred Holders ------------------------------------------------------------ Green Bankshares, Inc. (NASDAQ: GRNB), the holding company for GreenBank, has given notice to the U.S. Treasury Department that it is suspending the payment of regular quarterly cash dividends on the Company's Fixed Rate Cumulative Perpetual Preferred Stock, Series A, issued to the U.S. Treasury Department. Deferral of these dividends for six periods will trigger board appointment rights for the holder of the Series A Preferred Stock. The dividends will continue to be accrued for payment in the future and will be reported for the duration of the deferral period as a preferred dividend requirement that is deducted from income available to common shareholders for financial statement purposes. Additionally the Company has also exercised its rights to defer regularly scheduled interest payments on all of its issues of junior subordinated debentures, relating to outstanding trust preferred securities (TRUPs), having an outstanding principal amount of $88.6 million. Under the terms of the trust documents, the Company may defer payments of interest for up to 20 consecutive quarterly periods without default or penalty. The regularly scheduled interest payments will continue to be accrued for payment in the future and reported as an expense for financial statement purposes. Together, the deferral of interest payments on TRUPs and suspension of dividend payments to the U.S. Treasury Department should preserve about $5.1 million per year in bank level capital. Green Bankshares says that it made the decision to suspend these payments in consultation with the Federal Reserve Bank of Atlanta. Greeneville, Tenn.-based Green Bankshares, Inc., with total assets of approximately $2.6 billion and about $2.2 billion in liabilities as of Sept. 30, 2010, is the holding company for GreenBank. GreenBank, which traces its origin to 1890, has 63 branches across East and Middle Tennessee, and one branch each in Bristol, Virginia, and Hot Springs, North Carolina. It also provides wealth management services through its GreenWealth Division and residential mortgage lending through its Mortgage Division. In addition, GreenBank conducts separate businesses through three wholly owned subsidiaries: Superior Financial Services, Inc., a consumer finance company; GCB Acceptance Corporation, a consumer finance company specializing in automobile lending; and Fairway Title Co., a title insurance company. GREGORY JEFFERS: Voluntary Chapter 11 Case Summary -------------------------------------------------- Joint Debtors: Gregory W. Jeffers Elizabeth Ann Jeffers 15982 Monroe Road 743 Paris, MO 65275 Bankruptcy Case No.: 10-20621 Chapter 11 Petition Date: November 5, 2010 Court: U.S. Bankruptcy Court Eastern District of Missouri (Hannibal) Judge: Kathy A. Surratt-States Debtors' Counsel: Spencer P. Desai, Esq. DESAI LAW FIRM LLC Pierre Laclede Center 7733 Forsyth Boulevard, Suite 2075 St. Louis, MO 63105 Tel: (314) 881-0800 Fax: (314) 881-0820 E-mail: sdesai@desailawfirmllc.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 creditors together with its petition. HAMBONE DOG: Wants Continued Access to Lenders' Cash Collateral --------------------------------------------------------------- Hambone Dog Properties, LLC, asks the U.S. Bankruptcy Court for the Eastern District of North Carolina to authorize its continued access to cash in which various lenders claim an interest. The Debtor granted various lenders, including Carolina Bank, Crescent State Bank, RBC Bank, and Suntrust Bank, security interest in all or substantially all of its assets. The Debtor will use the cash proceeds generated from the rental of its properties to fund its operations postetition. The Debtor will require necessary funds for operating its business and other expenses, including insurance, repairs, maintenance, utilities, and other expenses. The Debtor also needs to pay the 2010 ad valorem taxes amounting to $97,916. The Debtor also relates that it has negotiated lease terms with RCR Marketing, LLC, the successful bidder, and has filed a motion with the Court seeking approval of those lease terms. About Hambone Dog Properties, LLC Sanford, North Carolina-based Hambone Dog Properties, LLC, filed for Chapter 11 bankruptcy protection on July 6, 2010 (Bankr. E.D.N.C. Case No. 10-05375). Nigle B. Barrow, Jr., Esq., who has an office in Raleigh, North Carolina, represents the Debtor. The Company disclosed $16,679,610 in assets and $12,159,710 in liabilities as of the Petition Date. HARRAH'S ENTERTAINMENT: Lowers 3rd Quarter Net Loss to $164-Mil. ---------------------------------------------------------------- Harrah's Entertainment Inc. filed its quarterly report on Form 10-Q, reporting a net loss of $164.8 million on $2.29 billion of net revenues for the quarter ended Sept. 30, 2010, compared with a net loss of $1.71 billion on $2.29 billion of net revenues for the same period a year ago. The Company's balance sheet at Sept. 30, 2010, showed $29.28 billion in total assets, $28.22 billion in total liabilities, and stockholder's equity of $1.06 billion. A full-text Copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6dea About Harrah's Entertainment Las Vegas, Nevada-based Harrah's Entertainment, Inc. -- http://www.harrahs.com/-- through its wholly owned subsidiary, Harrah's Operating Company, Inc., operates nearly 40 casinos across the United States, primarily under the Harrah's(R), Caesars(R) and Horseshoe(R) brand names; Harrah's also owns the London Clubs International family of casinos and the World Series of Poker(R). Private equity firms Apollo Global Management and TPG Capital LP acquired Harrah's in January for $31 billion. Harrah's carries 'Caa3' corporate family and probability of default ratings, with "positive outlook", from Moody's Investors Service. It has 'B-' issuer credit ratings, with "stable" outlook, from Standard & Poor's. HARRAH'S ENTERTAINMENT: Commences IPO of 31.25-Mil. Shares ---------------------------------------------------------- Harrah's Entertainment Inc. has commenced an initial public offering of 31,250,000 shares of common stock. All shares included in the initial public offering are being sold by the Company to be listed under the name Caesars Entertainment Corporation. The estimated range for the initial public offering price is $15.00 to $17.00 per share. The Company has applied to have the shares listed on the Nasdaq Global Select Market under the symbol "CZR." The Company has granted the underwriters a 30-day option to purchase up to an additional 4,687,500 shares of common stock on the same terms and conditions. The Company intends to use the net proceeds from the offering to fund a near-term pipeline of growth projects and for general corporate purposes. Citi, Credit Suisse Securities (USA) LLC, BofA Merrill Lynch, Deutsche Bank Securities and Goldman, Sachs & Co. will act as the joint bookrunners for the offering. About Harrah's Entertainment Las Vegas, Nevada-based Harrah's Entertainment, Inc. -- http://www.harrahs.com/-- through its wholly owned subsidiary, Harrah's Operating Company, Inc., operates nearly 40 casinos across the United States, primarily under the Harrah's(R), Caesars(R) and Horseshoe(R) brand names; Harrah's also owns the London Clubs International family of casinos and the World Series of Poker(R). Private equity firms Apollo Global Management and TPG Capital LP acquired Harrah's in January for $31 billion. The Company's balance sheet at Sept. 30, 2010, showed $29.28 billion in total assets, $28.22 billion in total liabilities, and stockholder's equity of $1.06 billion. Harrah's carries 'Caa3' corporate family and probability of default ratings, with "positive outlook", from Moody's Investors Service. It has 'B-' issuer credit ratings, with "stable" outlook, from Standard & Poor's. HARRISBURG, PA: City Council to Vote on Hiring Bankruptcy Attys. ---------------------------------------------------------------- Dow Jones' Small Cap reports that the city council in Harrisburg, Pa., was expected to vote on hiring bankruptcy attorneys, as a competing effort to deal with the capital city's severe fiscal crisis remains in limbo. The report relates that either Fox Rothschild of Philadelphia or Cravath, Swaine & Moore of New York would be selected and put up for a vote at the council meeting, said Councilman Brad Koplinski. According to the report, the fees are still being worked out, as well as the means of paying for them, said Koplinski, who anticipates the compensation coming from the city's 2011 budget or state assistance. The report notes that the proposed rates from law firms responding to the council's request had ranged from $200 an hour to $975 an hour. Meanwhile, the report says, the state's Department of Community and Economic Development is reconvening a hearing on Harrisburg Mayor Linda Thompson's application to the oversight program for distressed municipalities, known as Act 47. About Harrisburg, PA The city of Harrisburg is coping with debt related to a failed revamp of an incinerator. The outstanding principal on the Incinerator debt is $288 million. Total principal and interest on this debt would amount to approximately $458 million. Debt service payments on the total incinerator debt are $20 million per year. Of this total, Dauphin County, Pennsylvania, is responsible for roughly $10 million and Harrisburg is responsible for the other $10 million. The city is guarantor on 100% of the $288 million Incinerator debt. The City Council of Harrisburg, Pennsylvania, voted 5-2 on September 28 to seek professional advice on bankruptcy or state oversight. Harrisburg needed state aid to avoid default on $3.3 million of bond payments this month. The city has missed about $8 million in debt-service payments this year on bonds issued in connection with a trash-to-energy incinerator. The city owes another $40 million by the end of the year, and was sued by its home county Dauphin County; bond insurer Assured Guaranty Municipal Corp., a unit of Assured Guaranty Ltd.; and bond trustees TD Bank and M&T Bank Corp. over $19 million in skipped bond payments. HARRISBURG, PA: DCED Hearing on Act 47 Bid Continued to Nov. 17 --------------------------------------------------------------- The Pennsylvania Department of Community and Economic Development will hear further testimony at a Nov. 17 public hearing regarding the city of Harrisburg's request to be designated as "financially distressed" under Act 47, the agency said November 9. The continuation of the public hearing is one of several rulings issued Tuesday by DCED on motions proposed by a citizens group over the city's application for an Act 47 designation. The official order, including the additional rulings, is available at http://www.newpa.com/by searching keyword "Act 47" and clicking on the link titled "Municipalities Financial Recovery Act of 1987," or at http://is.gd/gSYND DCED also has engaged a fiscal consultant to coordinate its efforts to assist the city in addressing its immediate financial challenges, even prior to formal action on the Act 47 request. Robert O'Donnell, of O'Donnell Associates, will immediately begin work with DCED and will provide assistance to the mayor, city council, other city officials and other stakeholders to identify options and achieve consensus on actions to relieve Harrisburg's financial difficulties. Mr. O'Donnell, a former speaker of the Pennsylvania House, is an attorney with a multi-state practice in government relations and public finance. His clients have included numerous government entities, public pension funds, municipal bond insurers, and private corporations. The continued public hearing will take place at 4 p.m. on Wednesday, Nov. 17, at the Harrisburg Government Center, 10 N. Second St., Harrisburg. Individuals requiring special accommodations to attend the hearing should contact DCED at least five days prior to the hearing. After that hearing, DCED Secretary Austin Burke will review the entire record and will rule on Harrisburg's request for Act 47 designation. For more information on the hearing, contact Fred A. Reddig, 1-888-223-6837, 4th Floor, Commonwealth Keystone Building, Harrisburg, PA 17120. For more information on Act 47, visit http://www.newpa.com/or call 1-866-466-3972. About Harrisburg, PA The city of Harrisburg is coping with debt related to a failed revamp of an incinerator. The outstanding principal on the Incinerator debt is $288 million. Total principal and interest on this debt would amount to approximately $458 million. Debt service payments on the total incinerator debt are $20 million per year. Of this total, Dauphin County, Pennsylvania, is responsible for roughly $10 million and Harrisburg is responsible for the other $10 million. The city is guarantor on 100% of the $288 million Incinerator debt. The City Council of Harrisburg, Pennsylvania, voted 5-2 on September 28 to seek professional advice on bankruptcy or state oversight. Harrisburg needed state aid to avoid default on $3.3 million of bond payments this month. The city has missed about $8 million in debt-service payments this year on bonds issued in connection with a trash-to-energy incinerator. The city owes another $40 million by the end of the year, and was sued by its home county Dauphin County; bond insurer Assured Guaranty Municipal Corp., a unit of Assured Guaranty Ltd.; and bond trustees TD Bank and M&T Bank Corp. over $19 million in skipped bond payments. As reported by the Troubled Company Reporter on November 4, 2010, Dow Jones' DBR Small Cap said Harrisburg doesn't have enough money now to make two debt payments totaling $305,952 on November 15. Chuck Ardo, spokesman for Mayor Linda Thompson, said the city intends to make the payments. HAZLETON GENERAL: Moody's Upgrades Bond Ratings to 'Ba1' -------------------------------------------------------- Moody's has upgraded the bond rating for Hazleton General Hospital and Hazleton-St. Joseph Medical Center (PA) to Ba1 from Ba2, affecting $20.6 million in rated debt as listed at the end of this report. Hazleton General Hospital guarantees the bonds issued for Hazleton-St. Joseph and operates under the parent, Greater Hazleton Health Alliance. The rating outlook is stable at the higher rating level. Ratings Rationale The rating upgrade reflects GHHA's improved operating performance, unrestricted liquidity growth and improved debt measures. Legal Security: As of December 31, 2006, HSJ was merged into HGH and HGH assumed the liabilities, including debt, of HSJ. HGH has granted a mortgage lien on substantially all of its property and equipment for the bondholders. Debt service reserve funds exist for the outstanding bonds. Interest Rate Derivatives: None Strengths * Following several years of variable operating performance, GHHA has strengthened operating performance over the last three years, particularly in 2009 and through nine months of 2010, resulting in a 16.7% operating cash flow margin through nine months of 2010 compared with a 6.0% operating cash flow margin in fiscal year 2007; previous Wellspring engagement (phase one of GHHA's "Good to Great" initiative) identified $5.0 million in expense savings impacting FY 2009; separately, phase two of GHHA's "Good to Great" initiatives have identified $4.8 million in additional cost savings for net revenue improvement impacting FY2010 * Strong balance sheet measures and liquidity relative to the rating category with 183 days cash on hand as of September 30, 2010 compared to a low point of 79 days cash on hand as of fiscal year end 2008 as a result of improved operating performance and moderate capital spending; all unrestricted investments can be liquidated within a month * Dominant market position with 65% market share in its primary service area of Hazleton, Pennsylvania; limited hospital and physician group competition * Modest debt level and manageable future capital spending with no debt plans, resulting in very good peak debt service coverage of 6.7 times and favorably low 2.0 times debt-to-cash flow based on nine months of FY 2010 results * Conservative debt structure with 100% fixed rate debt and no exposure to derivatives Challenges * Challenged service area demographics with an expected decline in population, an aging population and high percentage of Medicare, high unemployment and low income levels relative to the state and national medians * Declining admissions trends in three of the last five years as a result of growing observation stay volume and the local economy; additionally, outpatient surgeries are down 6% in nine months of 2010 although surgical cases including pain cases show 2% growth through the period * Uncertainty regarding the extension of a Medicare wage index reclass, which currently provides an additional $3 million annually in payments, although management is confident that GHHA will be approved for another three-year renewal of its wage index reclass * Unionized hospital and home health staff present some risk although favorable three-year union contracts were recently negotiated Recent Developments/Results The rating upgrade to Ba1 from Ba2 on the bonds reflects the improved and good operating performance demonstrated by GHHA. Through nine months of FY 2010, GHHA reported strong margins with a 8.1% operating margin and 16.7% operating cash flow margin, up from 2.9% and 12.2% respectively in FY 2009, and -1.3% and 8.0% respectively in FY 2008 as a result of "Good to Great" revenue cycle and cost savings initiatives. GHHA's "Good to Great" initiative which focuses on financial quality started in late 2008 with cost savings initiatives, developed with the assistance of Wellspring Partners, and identified $5.2 million in costs savings and resulted in over $4.0 million of savings in FY 2009. A 2009/2010 Wellspring net revenue improvement initiative identified $6.2 million in net revenue improvements that is expected to result in approximately a $4.8 million improvement realized in FY 2010 as phase two of "Good to Great". The revenue initiatives are focused on improving clinical documentation, case management, managed care rates and charge capture. The managed care initiative has already resulted in improved payer contracts and GHHA is in the process of negotiating to participate in other health plans which will provide additional reimbursement opportunities. Management has adopted "Good to Great" as a regular process and has entered into phase two which has identified over $3.0 million in additional cost savings as well as $4.4 million in additional net revenue improvements. Despite overall performance improvement, Moody's believe volume declines will continue to challenge GHHA to sustain improved margins and revenue growth. Revenue growth has been modest at 2 to 3% annually for several years, prior to FY 2010 when revenue growth improved to over 6%. From FY 2007 to FY 2009, inpatient admissions declined 15.6%. In FY 2009, admissions declined 12.7% and declined another 2.0% through nine months of 2010, primarily due to a weaker economy and, in FY 2009, a shift to observation stays. GHHA's primary service area of Hazleton, PA continues to be challenged by high unemployment and low income levels resulting in a decline in patients seeking services. Admissions and observation cases combined decreased 6% in FY 2009. Although outpatient visits grew 6% through nine months of FY 2010, total outpatient surgeries alone (including surgeries at a joint venture ambulatory surgery center) declined 6% through nine months of FY 2010 although combined outpatient surgeries including pain cases grew 2% during that period. GHHA still maintains a leading market position in its primary service area with 65% market share despite declining volume trends and being challenged with outmigration to larger healthcare systems including Aa2-rated Geisinger Health System and A1-rated Lehigh Valley Health Network. GHHA continues to implement strategies to address volume decline and outmigration by continuing to recruit physicians in particular specialties including cardiology. Finally, the ability to sustain current margins is partly dependent on the continuation of the hospital's Medicare wage index reclass, which renews in early 2011 and provides $3 million annually in additional payments. Following a history of variable cash levels, GHHA's balance sheet metrics continue to improve given the strong operating cash flow performance, modest capital spending and investment returns. As of September 30, 2010, unrestricted liquidity increased to $47.9 million (183 days cash on hand) from $32.6 million (126 days cash on hand) as of FYE 2009. Cash-to-debt improved to 128% as of September 30, 2010 from 84% at fiscal yearend 2009. Management estimates modest capital spending of less than $3.5 million in FY 2010 and $4.4 million in FY 2011, under depreciation expense, with no large capital plans or plans to issue debt. Although GHHA's pension plan was frozen in 2006 and converted to a defined contribution plan, it was underfunded by $14.2 million as of December 31, 2009, with future funding levels estimated to be below expense levels. GHHA's debt measures are adequate for the rating category as leverage continues to decline as indicated by the 33% debt-to- revenue ratio at September 30, 2010 from 37% at FYE 2009. Debt coverage measures are strong through nine months of FY 2010 with 6.7 times Moody's-adjusted maximum annual debt service coverage and 2.0 times debt-to-cash flow, both of which are improved over the prior year. GHHA's debt structure is all fixed rate bonds with no derivatives exposure. Outlook The stable outlook at the higher rating level reflects Moody's belief that GHHA will be able to sustain recent improvement and that cash will be maintained given operating improvement and manageable capital plans. What could change the rating -- Up Multiple years of sustained improvement in operations, given economic challenges; stability of inpatient volumes and consistent growth in outpatient visits and surgeries, revenue growth higher than historical rates, which averaged a modest 2 to 3% to ensure long-term sustainability; maintenance of balance sheet and liquidity levels with no material additional debt issuance What could change the rating -- Down Significant volume losses resulting in material decline in operating performance, loss of physicians or increase in competition within the service area; decline in unrestricted cash and investments and liquidity; additional borrowing or sizeable capital plans Key Indicators Assumptions & Adjustments: -- Based on financial statements for Greater Hazleton Healthcare Alliance -- First number reflects audited FY 2009 for the year ended December 31, 2009 -- Second number reflects unaudited nine months of FY 2010 ending September 30, 2010 (annualized) -- Investment returns smoothed at 6% unless otherwise noted * Inpatient admissions: 6,804; 6,739 * Total operating revenues: $105.5 million; $112.1 million * Moody's-adjusted net revenue available for debt service: $14.7 million; $21.3 million * Total debt outstanding: $38.7million; $37.3 million * Maximum annual debt service (MADS): $3.3 million; $3.2 million * MADS Coverage with reported investment income: 4.5 times; 6.5 times * Moody's-adjusted MADS Coverage with normalized investment income: 4.5 times; 6.7 times * Debt-to-cash flow: 3.1 times; 2.0 times * Days cash on hand: 126 days; 183 days * Cash-to-debt: 84%; 128% * Operating margin: 2.9%; 8.1% * Operating cash flow margin: 12.2%; 16.7% Rated Debt (as of September 30, 2010): -- Series 1997 (Hazleton General Hospital) fixed rate debt ($8.7 million), rated Ba1 -- Series 1996 (Hazleton-St. Joseph Medical Center) fixed rate debt ($11.9 million), rated Ba1 Last Rating Action: The last rating action was on November 2, 2009, when the municipal scale Ba2 rating and stable outlook were affirmed. That rating was subsequently recalibrated to Ba2 on May 7, 2010. HERTZ CORP: DBRS's 'BB' Issuer Rating Unmoved by Q3 Results ----------------------------------------------------------- DBRS has commented that the ratings of Hertz Corporation (Hertz or the Company), including its Issuer Rating of BB are unaffected following the Company's announcement of 3Q10 financial results. The trend on all ratings is Stable. DBRS's comment follows Hertz's earnings release indicating a noteworthy increase in pre-tax profit to $158.3 million for 3Q10 compared to $75.8 million in 3Q09. On an underlying basis, corporate EBITDA grew 12.7% year-on-year to $437.2 million. Importantly, the results evidence good momentum across all businesses with revenue growth in all three operating segments. Earnings were driven by an 8.9% year-on-year increase in worldwide revenues, excluding the effects of foreign currency movements, to $2.2 billion. Revenue growth was primarily driven by increasing demand and solid pricing gains across both the U.S. and European car rental segments. Within equipment rental, the pace of decline in pricing slowed to 2.9% compared to 8.6% a year ago, providing early indications of stabilization and overall good pricing discipline. Indeed, given recent trends of monthly improvement in pricing, Hertz expects that equipment pricing will be close to flat year-on-year in the near-term. Moreover, revenue generation benefited from continued growth in both the off-airport business and Advantage, the Company's cost-conscious leisure travel brand. Although direct operating expenses increased on a dollar basis 3.5%, largely owed to seasonality and the continuing expansion of the Company's off-airport operations and the Advantage brand, as a percentage of revenues direct operating expenses were 200 basis points lower at 53%. DBRS sees this improvement as demonstrating the continued focus of management on costs while diversifying the revenue base. DBRS considers the results as evidence that the strategic actions by management to diversify the revenue base and streamline the fixed cost base are positively impacting the income statement. The growth in worldwide car rental revenue was broad based, evidencing good momentum across the franchise. U.S. car rental revenue increased 11.4% year-on-year, while European car rental revenue, excluding the effects of foreign currency movements, improved 8.3%. Importantly, the increase in car rental revenue was driven by growth in both the rate per day and in transaction volume. Rental rate revenue per transaction day (RPD) increased 1.1%, as the Company realized solid pricing gains in the off- airport market and incremental growth in RPD in the U.S. on- airport and European operations. Worldwide rental transaction days increased a notable 8.2%, as corporate travel demand increased in both the U.S. and Europe, while growth in leisure demand was more modest. Moreover, off-airport demand continues to demonstrate solid growth with volumes increasing 10.4% year-on- year. For the quarter, Hertz Equipment Rental Corporation (HERC) generated $281.2 million of revenue, a 0.2% increase year-on-year. Importantly, this was the first quarter of positive revenue growth in HERC in two years, providing indications of stabilization. The Company continues to demonstrate sound fleet management. U.S. fleet utilization remained relatively stable year-on-year at 82.2%, despite the average fleet increasing 9.4%. Moreover, fleet costs continue to benefit from the healthy used-vehicle market and continuing development of more profitable remarketing channels. U.S. vehicle depreciation per unit for 3Q10 totaled $311 per month, 2.5% lower than a year ago, while European unit costs declined 11.8%. The Company continues to enjoy good access to the capital markets. Hertz successfully issued $1.3 billion of fleet debt and $700 million of corporate debt in 3Q10. Remaining maturities to be refinanced in 2H10 are minimal, consisting of some international fleet financing. At September 30, 2010, corporate liquidity totaled a very solid $2.3 billion. HOR CHIN: Voluntary Chapter 11 Case Summary ------------------------------------------- Debtor: Hor Chin 14 Franklin Avenue Yonkers, NY 10705 Bankruptcy Case No.: 10-24321 Chapter 11 Petition Date: November 4, 2010 Court: United States Bankruptcy Court Southern District of New York (White Plains) Judge: Robert D. Drain Debtor's Counsel: Anne J. Penachio, Esq. PENACHIO MALARA LLP 235 Main Street, Sixth Floor White Plains, NY 10601 Tel: (914) 946-2889 Fax: (914) 946-2882 E-mail: apenachio@pmlawllp.com penachio.anne@gmail.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. HUDSON'S' FURNITURE: Nears Emergence From Chapter 11 ---------------------------------------------------- Clint Engel at Furniture Today reports that Hudson's Furniture Showroom said it is in the process of emerging from Chapter 11 bankruptcy protection after court confirmation of its reorganization plan on Oct. 28, 2010. About Hudson's Furniture Sanford, Florida-based Hudson's Furniture Showroom, Inc., owns and operates several retail furniture stores in Florida, including stores in the cities of Sarasota, Lakeland, Pinellas Park, Tampa, Brandon, Melbourne, Ormond Beach, Altamonte Springs, Ocoee, Orlando and Clearwater, Florida. The Company filed for Chapter 11 bankruptcy protection on March 3, 2010 (Bankr. M.D. Fla. Case No. 10-03322). Justin M. Luna, Esq.; Mariane L. Dorris, Esq.; and Victoria I. Minks, Esq., at Latham Shuker Eden & Beaudine LLP, assists the Company in its restructuring effort. The Company estimated assets and debts at $10 million to $50 million in its Chapter 11 petition. The Company's affiliates -- A&J Rentals, LLC; Hud Twenty-Five Ocoee, LLC; Hud Twenty-Three Tampa, LLC; and Hud-Five, LLC -- filed separate Chapter 11 petitions on October 13, 2009. ICAHN ENTERPRISES: Moody's Assigns 'Ba3' Rating to $500 Mil. Notes ------------------------------------------------------------------ Moody's Investors Service has assigned a rating of Ba3 to $500 million of new senior unsecured notes to be issued in the private placement market by Icahn Enterprises L.P., the proceeds of which will be used for general corporate purposes. The outlook on the ratings remains negative. Moody's Ba3 rating on the senior unsecured debt issued by Icahn Enterprises L.P. is based on the risks/uncertainties of the company's investment strategies and the strengths of its subsidiary businesses. The company has multiple sources of earnings and debt service capacity including: a) hedge fund and investment management fees; b) earnings from its controlling stakes in its subsidiaries; and c) earnings from gains on the sales of its subsidiaries. Each of the three earnings streams can be volatile because of the inherent unpredictability in buying and selling majority stakes in companies as well as reliance on a portfolio which is concentrated in a limited number of companies. Moody's rating reflects the risks and volatility of activist investing and the potential need to support the company's subsidiaries. In Moody's view, Icahn Enterprises presently faces a) greater uncertainty as to the timing of corporate asset sales and b) an elevated dependency on debt to maintain the standby liquidity typically needed to execute activist investing strategies. The negative outlook reflects the volatility of earnings in the company's investment management segment and the company's challenges for realizing gains on sales of corporate assets in a challenging economic environment. While the issuance elevates the company's overall leverage to $3.05 billion, net debt metrics remain unchanged. Since the company is retaining cash at the holding company, its liquidity position improves to $2.7 billion on a pro forma basis. Moody's views the credit impact of the new issuance as neutral due to the company's strong liquidity profile, its debt maturities spread out over the medium term, and Moody's expectation for the company's growth in operating earnings. Moody's will continue to monitor Icahn Enterprises closely regarding the possible utilization of its large liquidity position for potential acquisitions and any divestures of its majority stakes. Moody's added that Icahn Enterprises' succession planning remains an important rating consideration due to the company's dependency on Mr. Icahn to execute strategies and trigger change as an activist investment firm. Moody's noted that these criteria could lead to a rating downgrade: deteriorating valuations or credit strength of the operating segments, liquidity at the holding company dropping to below $1.50 billion, or continued declines in fee paying assets under management to under 25% of total AUM. These criteria could return the rating to a stable outlook or potentially lift the rating: earnings improvements lead to a better potential for upstreaming dividends from subsidiaries, the company successfully executes a monetization of one of its subsidiary investments, the company moves to improve its franchise value by increasing the mix of fee paying AUM and/or public ownership, and governance issues regarding succession are more clearly addressed. The last rating action on Icahn Enterprises was on January 8, 2010, when Moody's affirmed the company's ratings. Icahn Enterprises L.P. is a publicly traded master limited partnership that is 92.5% owned by Carl C. Icahn. The primary business strategy of Icahn Enterprises is generating returns for investors in its activist hedge funds and direct equity investing in companies to unlock value. The company operates multiple business segment including investment management, automotive metals, real estate, home fashion, railcar and food packaging. The company's investment management business had $6.6 billion in assets under management as of September 30, 2010. INT'L LEASE FINANCE: AIG Mulls Options, Including IPO ----------------------------------------------------- Serena Ng and Erik Holm, writing for Dow Jones Newswires, report that American International Group Inc. Chief Executive Robert Benmosche said in an interview Friday that the Company plans to consider several "strategic" options for its aircraft-leasing unit, International Lease Finance Corp., in 2011, including a possible initial public offering of the business. "If we think an IPO can get us value embedded in ILFC, we would consider the IPO option," Mr. Benmosche said, according to Dow Jones. ILFC "is a very important investment, and we want a good return on it," whether from a sale of the business or a listing. He added that AIG would be reluctant to sell or deconsolidate ILFC if it doesn't get good value for the unit. Dow Jones relates Mr. Benmosche said the focus in the near-term is to help improve and stabilize ILFC's balance sheet and financing needs. Dow Jones notes ILFC on Friday reported an operating loss of $218 million in the third quarter, compared to a profit of $365 million in the same quarter a year earlier. The loss was tied to $422 million in charges as the company lowered its expectations for how many planes it will be able to lease. Dow Jones says ILFC has $7.3 billion in debt maturing in the next four quarters, but in the first nine months of 2010, the unit agreed to sell 64 planes and issued secured and unsecured debt totaling about $8.8 billion. AIG doesn't guarantee any of the debt obligations of ILFC. "I think as we evolve into 2011 we'll find the right strategic option for ILFC," Mr. Benmosche said. In a separate report, Shira Ovide and Ms. Ng relate that Chapdelaine Credit Partners said in a research note, "ILFC has dramatically improved its liquidity, but we suspect that the company will have to demonstrate additional improvement and a more detailed funding plan in anticipation of an IPO." According to Ms. Ovide and Ms. Ng, a person familiar with the matter said an ILFC IPO could value the company at $6 billion to $8 billion. However, no one has made any offer for the unit. According to Ms. Ovide and Ms. Ng, the person familiar with the matter said to push ILFC out of the nest, AIG would have to sell in dribs and drabs -- possibly taking three years to sell down to a minority stake. They relate that ILFC will have to prove it can continue to raise capital on its own, without relying on the guarantees of AIG for cheap financing. ILFC has raised billions of dollars in liquidity on its own, in part to repay the $4 billion it was forced to borrow from the Federal Reserve Bank of New York as part of AIG's government bailout. About ILFC International Lease Finance Corporation, headquartered in Los Angeles, California, is a major owner-lessor of commercial aircraft. * * * ILFC carries Moody's Investors Service's B1 corporate family rating. According to the Troubled Company Reporter on August 13, 2010, Moody's said ILFC's B1 CFR is based on strengths including its competitive positioning in the aircraft leasing industry, modern aircraft fleet and history of earnings growth. ILFC's rating also incorporates one notch of rating uplift associated with support from AIG. Constraints on the firm's rating and rating outlook concern operating pressures resulting from the economic downturn and its effect on lease rates, lease renewals and aircraft valuations, as well as Moody's view that AIG support will likely diminish over time. Moody's said that it will monitor ILFC's evolving operational and funding strategies and their effect on its credit profile, particularly in light of recent changes in the ILFC management team. ILFC has extended the maturity of $2.2 billion of its revolving bank facility to 2012 from 2011 and obtained additional covenant flexibility with respect to pledging assets for additional secured financings. ILFC carries Standard & Poor's "BBB-/Negative/--" corp. credit rating, and Fitch's 'BB' long-term issuer default rating. 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. JAMES WHITELAW: Case Summary & 12 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: James G. Whitelaw aka James Graham Whitelaw 127 South Pamet Road Truro, MA 02666 Bankruptcy Case No.: 10-22087 Chapter 11 Petition Date: November 3, 2010 Court: U.S. Bankruptcy Court District of Massachusetts (Boston) Judge: William C. Hillman Debtor's Counsel: Stephen M. Kaplan, Esq. P.O. Box 686 Needham, MA 02494-0012 Tel: (781) 559-8033 Fax: (888) 380-9457 E-mail: stevekaplanECF@aol.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Debtor's 12 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/mab10-22087.pdf JULIUS JOHNSON: Section 341(a) Meeting Scheduled for Dec. 3 ----------------------------------------------------------- The U.S. Trustee for Region 4 will convene a meeting of Julius Everette Johnson's creditors on December 3, 2010, at 10:00 a.m. The meeting will be held at the Office of the U.S. Trustee, 701 East Broad Street, Suite 4300, Richmond, Virginia. 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. Richmond, Virginia-based Julius Everette Johnson filed for Chapter 11 bankruptcy protection on October 29, 2010 (Bankr. E.D. Va. Case No. 10-37538). David H. Worrell, Jr., Esq., at The Worrell Law Firm, assists the Debtor in its restructuring effort. The Debtor estimated its assets and debts at $10 million to $50 million. KRYSTAL AIR: Seeks Court OK to Use Aircraft Revenues ---------------------------------------------------- Krystal Air LLC will appear before the U.S. Bankruptcy Court for the Central District of California at 3:00 p.m. today to seek permission to immediately use revenues generated by its luxury charter jet services. Those funds serve as collateral securing its obligations to its lender. In March 2007, the Debtor purchased its aircraft with financing provided by General Electric Capital Corporation (together with General Electric Capital Solutions, VFS Financing Inc., and any after acquiring lender, including PNC Bank, N.A., collectively, "Lender"). In connection with the financing, the Debtor executed a promissory note for $14.3 million and an aircraft security agreement granting its Lender a security interest in the aircraft. The Debtor said it was forced to file for bankruptcy to continue operating the aircraft in an effective and cost-efficient manner, to preserve and maximize the value of the aircraft for the benefit of all creditors. The Debtor said it tried to renegotiate the terms of the promissory note with the Lender, to no avail. The Lender has declared the Debtor in default on the Note. Founded in 1998, Krystal Air LLC is a luxury charter airline. It employs its own pilot and copilot to steer its Gulfstream G-IV long-range jet through the skies. Based in Brea, Calif., Krystal Air's home airport is Van Nuys Airport in Los Angeles County. Krystal Air filed for Chapter 11 protection on Nov. 3, estimating $1 million to $10 million in assets and $10 million to $50 million in debts. KRYSTAL AIR: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Krystal Air, LLC Van Nuys Airport 16461 Sherman Way Van Nuys, CA 91406 Bankruptcy Case No.: 10-23983 Chapter 11 Petition Date: November 3, 2010 Court: United States Bankruptcy Court Central District Of California (San Fernando Valley) Judge: Geraldine Mund Debtor's Counsel: Ron Bender, Esq. LEVENE, NEALE, BENDER, YOO & BRILL LLP 10250 Constellation Blvd Ste 1700 Los Angeles, CA 90067 Tel: (310) 229-1234 E-mail: rb@lnbrb.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $10,000,001 to $50,000,000 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/cacb10-23983.pdf The petition was signed by Edward Grech, Trustee of Grech Family Trust, Debtor's manager. LAKERIDGE CENTRE: Wants to Hire Allan Smith as Bankruptcy Counsel ----------------------------------------------------------------- Lakeridge Centre Office Complex, LP, asks the U.S. Bankruptcy Court for the District of Nevada for authority to employ The Law Offices of Allan R. Smith as its bankruptcy counsel. The firm will render, among other things, these professional services: a. give legal advice with respect to the powers and duties of the Debtor as debtor-in-possession; b. negotiate, prepare and file a plan or plans or reorganization and disclosure statements in connection with said plans, and otherwise promote the financial rehabilitation of the Debtor; and c. take all necessary action to protect and preserve the Debtor's estate, including the prosecution of actions on the Debtor's behalf, the defense of any actions commenced against the Debtor, negotiations concerning all litigation in which the Debtor is or will become involved, and the evaluation and objection to claims filed against the estate. The Debtor has agreed to compensate the firm at these hourly rates: Professional Hourly Rate ------------ ----------- Alan R. Smith, Esq. $450 Contract Attorneys $350 Paraprofessionals $205 Other paraprofessional services $75-$105 On September 8, 2010, the Debtor paid the firm an advance retainer of $25,000 for commencement of the Chapter 11 case. Alan R. Smith , Esq., a member at The Law Offices of Alan R. Smith, assures the Court that he does not hold an interest adverse to the Debtor's estate and that he is a "disinterested person" as that term is defined under Section 101(14) of the Bankruptcy Code. About Lakeridge Centre Reno, Nevada-based Lakeridge Centre Office Complex, LP, owns a commercial office complex and vacant property located in Southwest Reno, Nevada. Lakeridge Centre filed for Chapter 11 bankruptcy protection on September 8, 2010 (Bankr. D. Nev. Case No. 10-53612), estimating its assets and debts at $10 million to $50 million as of the petition date. Affiliates West Shore Resort Properties III, LLC (Bankr. D. Nev. Case No. 10-51101) and West Shore Resort Properties, LLC (Bankr. D. Nev. Case No. 10-50506) filed separate Chapter 11 petitions. LEVEL 3: Has Until May 2011 to Obtain NASDAQ Compliance ------------------------------------------------------- On November 3, 2010, Level 3 Communications Inc. received a notice from The Nasdaq Stock Market advising the Company that for 30 consecutive trading days preceding the date of the Notice, the bid price of the Company's common stock had closed below the $1.00 per share minimum required for continued listing on The Nasdaq Global Market pursuant to Nasdaq Marketplace Rule 5450(a)(1). The Notice has no effect on the listing of the Company's common stock at this time. If compliance with the Minimum Bid Price Rule cannot be demonstrated by May 2, 2011, Nasdaq will provide written notification to the Company that the Company's common stock is subject to delisting. At that time, the Company may either appeal Nasdaq's delisting determination to a Nasdaq Listing Qualifications Panel or apply to transfer its common stock to The Nasdaq Capital Market, provided that the Company meets the initial listing criteria, with the exception of bid price, as set forth in Nasdaq Marketplace Rule 5505. If the Company was to elect to apply for such transfer, and if it meets the other initial listing criteria and its application is approved, the Company will be notified that it has been granted an additional 180 calendar days in which to regain compliance with the Minimum Bid Price Rule while on The Nasdaq Capital Market. If the Company's application is not approved, Nasdaq will provide written notification that the Company's common stock will be delisted. At that time, the Company may appeal the delisting determination to a Nasdaq Panel. The Company intends to continue to monitor the bid price for its common stock. If the Company's common stock does not trade at a level that is likely to regain compliance with the Nasdaq requirements, the Company's Board of Directors will consider whatever options may be available to it to achieve compliance, including, but not limited to implementing a reverse stock split, which was previously authorized by the Company's stockholders at the 2010 Annual Meeting in May 2010. The Company's Board of Directors has taken no action at this time to implement a reverse stock split. About Level 3 Communications 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. 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. 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. filed its quarterly report on Form 10-Q, reporting a net loss of $163.0 million on $912.0 million of total revenues for the three months ended Sept. 30, 2010, compared with a net loss of $170.0 million on $916.0 million of total revenues for the same period a year ago. 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. A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6deb 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. LGV HOLDINGS: Case Summary & 4 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: LGV Holdings, LLC P.O. Box 573 Warrenton, NC 27589 Bankruptcy Case No.: 10-09063 Chapter 11 Petition Date: November 3, 2010 Court: U.S. Bankruptcy Court Eastern District of North Carolina (Wilson) Judge: Randy D. Doub Debtor's Counsel: Douglas Q. Wickham, Esq. HATCH, LITTLE & BUNN, LLP P.O. Box 527 Raleigh, NC 27602 Tel: (919) 856-3940 Fax: 919 856-3950 E-mail: dqwickham@hatchlittlebunn.com Scheduled Assets: $2,283,562 Scheduled Debts: $1,626,399 A list of the Company's four largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/nceb10-09063.pdf The petition was signed by Bill Riggan, managing member. LIBBEY INC: Posts $2.3 Million Net Income in Third Quarter ---------------------------------------------------------- Libbey Inc. filed its quarterly report on Form 10-Q with the Securities and Exchange Commission. The Company reported that sales for the third quarter of 2010 were $200.0 million, compared to $186.9 million in the third quarter of 2009, an increase of 7.0%. Libbey reported net income of $2.3 million for the third quarter ended September 30, 2010, compared to net income of $3.5 million in the prior-year quarter. The Company's balance sheet at Sept. 30, 2010, showed $814.78 million in total assets, $806.43 million in total liabilities, and stockholder's equity of $8.35 million. Libbey had a stockholders' deficit of $11.6 million at June 30, 2010. A full-text copy of the Company's earnings release is available for free at http://ResearchArchives.com/t/s?6ced A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6ddc About Libbey Inc. Based in Toledo, Ohio, since 1888, Libbey, Inc., operates glass tableware manufacturing plants in the United States in Louisiana and Ohio, as well as in Mexico, China, Portugal and the Netherlands. Libbey supplies tabletop products to foodservice, retail, industrial and business-to-business customers in over 100 countries. * * * Libbey carries 'B' issuer credit ratings, with stable outlook, from Standard & Poor's Ratings Services. On October 28, 2009, Libbey restructured a portion of its debt by exchanging the old 16% Senior Subordinated Secured Payment-in- Kind Notes due December 2011 of subsidiary Libbey Glass Inc., having an outstanding principal amount as of October 28, 2009, of $160.9 million for (i) $80.4 million principal amount of new Senior Subordinated Secured Payment-in-Kind Notes due 2021 of Libbey Glass, and (ii) 933,145 shares of common stock and warrants exercisable for 3,466,856 shares of common stock of Libbey Inc. On February 8, 2010, Libbey used the proceeds of a $400.0 million debt offering of 10.0% Senior Secured Notes due 2015 of Libbey Glass Inc., as well as cash on hand, to (i) repurchase the $306.0 million then outstanding Floating Rate Senior Secured Notes due 2011 of Libbey Glass, (ii) repay the $80.4 million New PIK Notes and (iii) pay related fees and expenses. Concurrent with the closing of the offering of the Senior Secured Notes, Libbey entered into an amended and restated $110 million Asset Based Loan facility which, among other terms, extended the maturity date to 2014. MARVKY CORP: May Employ Mason Coplen as Bankruptcy Counsel ---------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Texas has granted Marvky Corporation permission to employ John Akard, Jr., Esq. (Of Counsel), as lead counsel and the firm Mason, Coplen & Banks, P.C., as its bankruptcy counsel. The allowance for compensation for Mason, Coplen & Banks, P.C., shall be made on application to the Court. About Marvky Corporation Houston, Texas-based Marvky Corporation filed for Chapter 11 bankruptcy protection on September 6, 2010 (Bankr. S.D. Tex. Case No. 10-37786). John Akard, Jr., Esq., at John Akard, Jr. P.C., assists the Debtor in its restructuring effort. The Debtor estimated its assets at $10 million to $50 million and debts at $1 million to $10 million as of the petition date. MARVKY CORP: U.S. Trustee Unable to Form Creditors Committee ------------------------------------------------------------ Judy A. Robbins, United States Trustee for Region 7, has informed the U.S. Bankruptcy Court for the Southern District of Texas that that she has been unable to solicit sufficient interest from creditors to serve on the Unsecured Creditors' Committee of Marvky Corporation, as a result of which an Unsecured Creditors' Committee has not been appointed in the Debtor's bankruptcy case. About Marvky Corporation Houston, Texas-based Marvky Corporation filed for Chapter 11 bankruptcy protection on September 6, 2010 (Bankr. S.D. Tex. Case No. 10-37786). John Akard, Jr., Esq., at John Akard Jr. P.C., assists the Debtor in its restructuring effort. The Debtor estimated its assets at $10 million to $50 million and debts at $1 million to $10 million as of the petition date. MASHANTUCKET PEQUOT: Names Tropicana's Butera as President & CEO ---------------------------------------------------------------- The Mashantucket Pequot Tribal Council unveiled Friday its appointment of Scott Butera as President and CEO of Mashantucket Pequot Gaming Enterprises. Mr. Butera brings more than two decades of casino and finance industry expertise to the table, having held prominent positions throughout the casino management sector and on Wall Street. The former CEO of Tropicana Entertainment, Mr. Butera was lauded by Casino Connection Magazine as a "turnaround artist" who helped the Trump Organization emerge from bankruptcy in 2005. Accordingly, he brings with him a results-driven reputation for improving employee morale and maximizing profit potential. "We are thrilled to welcome Scott Butera as our new President and CEO of Foxwoods Resort Casino and MGM Grand at Foxwoods. Mr. Butera is recognized as one of the most innovative business leaders in the gaming industry today," says Rodney A. Butler, Chairman of the Mashantucket Pequot Tribal Council. Mr. Butera is no stranger to economic adversity, and his track record of proven results will undoubtedly boost our team members with confidence as he steers Foxwoods and MGM Grand at Foxwoods into a profitable and prosperous future," Mr. Butler says. "Special thanks are extended to William Sherlock, who has been serving as our Interim President for these past several months and has been instrumental in identifying Mr. Butera for this position. Mr. Sherlock will continue to work with us through the end of December, and has agreed to be available as an advisor in the future as needed," says Mr. Butler. As President and CEO of the Mashantucket Pequot Gaming Enterprises, Mr. Butera will be responsible for providing strategic leadership to position the company as the east coast premiere entertainment destination. Mr. Butera will oversee day to day operation, property marketing and development of executive staff, and will advise the Tribal Council as to strategic direction, financial performance and other pertinent developments. "It's an honor to be appointed the new President and CEO of Foxwoods Resort Casino and MGM Grand at Foxwoods, and to lead this amazing team of distinguished gaming and resort professionals," said Mr. Butera. "As North America's largest resort casino, Foxwoods is a true industry leader, and I look forward bringing my own experience and insight to the Mashantucket Pequot Tribal Nation, who has done so much for the state of Connecticut and this region," he states. Prior to his appointment with the Mashantucket Pequot Gaming Enterprises, Mr. Butera joined Tropicana Entertainment as President on March 19, 2008, and was the principal architect behind Tropicana's successful financial and operational restructuring, which represents Mr. Butera's second multi-billion dollar restructuring in the gaming industry. On June 6, 2008, he was named Chief Executive Officer and appointed a member of the Board of Managers. Mr. Butera is also a member of the Tropicana Entertainment Regulatory Gaming Compliance Committee. On June 30, 2008, Mr. Butera was appointed to the boards of each of Tropicana's direct and indirect Debtor-corporate subsidiaries. Prior to joining Tropicana Entertainment, Mr. Butera held a number of executive positions in the gaming industry, including as Chief Operating Officer of the Cosmopolitan Resort Casino in Las Vegas, Nevada, President of Metroflag Management LLC, a casino resort development company located in Las Vegas, and President, Chief Operating Officer, and Executive Vice President of Trump Hotels & Casino Resorts, Inc., during which time he was the principal architect of the company's financial and operational restructuring. Mr. Butera also served previously as an Executive Director for UBS Investment Bank, which culminated a fifteen-year career as an investment banker focused on the gaming, lodging, and real estate industries. Mr. Butera holds a Masters in Business Administration from New York University's Leonard N. Stern School of Business and is a graduate of Trinity College in Hartford, Connecticut, where he was recently appointed to the Board of Fellows. The Troubled Company Reporter on November 9, 2010, ran a story on Mr. Butera's resignation. Mr. Butera's new employer was not identified in the statement released by Tropicana. About Tropicana Entertainment Tropicana Entertainment Inc. is a publicly reporting company that, along with its affiliates, owns or operates nine casinos and resorts in Indiana, Louisiana, Mississippi, Nevada and New Jersey. The Company owns approximately 6,000 rooms, 9,000 slot positions and 250 table games. In addition, the Company owns a development property in Aruba. The company is based in Las Vegas, Nevada. Tropicana Entertainment LLC and certain affiliates filed for Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08- 10856). Kirkland & Ellis LLP and Mark D. Collins, Esq., at Richards Layton & Finger, represent the Debtors in their restructuring efforts. Their financial advisor is Lazard Ltd. Their notice, claims, and balloting agent is Kurtzman Carson Consultants LLC. Epiq Bankruptcy Solutions LLC is the Debtors' Web site administration agent. AlixPartners LLP is the Debtors' restructuring advisor. Stroock & Stroock & Lavan LLP and Morris Nichols Arsht & Tunnell LLP represent the Official Committee of Unsecured Creditors in this case. Capstone Advisory Group LLC is financial advisor to the Creditors' Committee. The OpCo Debtors, a group of Tropicana entities owning casinos and resorts in Atlantic City, New Jersey and Evansville, Indiana obtained confirmation from the Bankruptcy Court of a reorganization plan. On April 29, 2009, non-debtor units of the OpCo Debtors, designated as the New Jersey Debtors -- Adamar of New Jersey, Inc., and its affiliate, Manchester Mall, Inc. -- filed for Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to effectuate a sale of the Atlantic City Resort and Casino to a group of Investors-led by Carl Icahn. Judge Judith H. Wizmur presides over the cases. Manchester Mall is a wholly owned subsidiary of Adamar that owns and operates certain real property utilized in the New Jersey Debtors' business operations. Effective March 8, Tropicana Entertainment successfully emerged from the Chapter 11 reorganization process as an Carl Icahn-owned entity. A group of Tropicana entities, known as the LandCo Debtors, which own Tropicana casino property in Las Vegas, have obtained approval of a separate Chapter 11 plan. Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz, Meisel, Forman & Leonard, in Hackensack, New Jersey, represented the New Jersey Debtors. Kurtzman Carson Consultants LLC acts as their claims and notice agent. Adamar disclosed $500 million to $1 billion both in total assets and debts in its petition. Manchester Mall disclosed $1 million to $10 million in total assets, and less than $50,000 in total debts in its petition. Debtors Adamar of New Jersey Inc. and Manchester Mall Inc. have merged into Adamar of NJ In Liquidation, LLC. The merger and name change is in accordance with an Amended and Restated Purchase Agreement, which governs the sale and transfer of the operations of the Tropicana Casino and Resort - Atlantic City, including substantially all of the New Jersey Debtors' assets, to Tropicana Entertainment Inc., Tropicana Atlantic City Corp., and Tropicana AC Sub Corp., free and clear of any and all liens, claims and encumbrances. About Mashantucket Pequot Mashantucket Pequot Tribal Nation owns and operates Foxwoods Resort Casino in Ledyard, Connecticut. The Wall Street Journal's Mike Spector reported in July 2010 that the tribe was in talks with banks and bondholders about how best to restructure more than $2 billion in debt that it can no longer afford. According to Mr. Spector's report, a mid-July deadline for a big payment to lenders loomed, and people familiar with the matter said the tribe wants bondholders to wipe out a significant portion of its roughly $1.3 billion in bond debt, in some cases paring the tribe's obligations by at least half. As reported by the Troubled Company Reporter on August 30, 2010, Standard & Poor's Ratings Services withdrew its ratings on the Mashantucket Western Pequot Tribe. S&P lowered its issuer credit rating on the Tribe to 'D' on Nov. 16, 2009, following the Tribe's announcement that it did not make the full interest payment due on its notes. MAUREEN COAKLEY: Case Summary & 10 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Maureen B. Coakley 96 Bianca Road Duxbury, MA 02332 Bankruptcy Case No.: 10-22107 Chapter 11 Petition Date: November 4, 2010 Court: U.S. Bankruptcy Court District of Massachusetts (Boston) Judge: Henry J. Boroff Debtor's Counsel: Richard A. Mestone, Esq. Mestone Hogan LLC 459 Broadway, Suite 204 Everett, MA 02149 Tel: (617) 381-6700 Fax: (617) 381-6703 E-mail: richard.mestone@mestonehogan.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Debtor's 10 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/mab10-22107.pdf MAYA ASSURANCE: A.M. Best Assigns 'bb' Issuer Credit Rating ----------------------------------------------------------- A.M. Best Co. has assigned a financial strength rating of B (Fair) and issuer credit rating of "bb" to Maya Assurance Company (Maya) (Long Island City, NY). The outlook for both ratings is stable. The ratings reflect Maya's fair risk-adjusted capitalization and the operational and financial risks of a relatively new company growing in highly competitive markets. Offsetting these factors are the company's generally favorable operating performance since commencing operations in March 2006 and its expertise within the for-hire-livery market in the Greater New York City metropolitan area. Maya's rating outlook is reflective of A.M. Best's expectation that the company will maintain risk-adjusted capital that supports the current ratings. Maya's business plans and operating strategies appear well- conceived, conservative and largely draw upon well-established relationships with its brokers and customers. Having successfully launched Maya in the competitive New York livery vehicle market, management plans to gradually grow and transform it into a diversified commercial lines carrier, which will focus primarily on small and mid-sized businesses in a broader geographic region as opportunities arise. Plans call for initial expansion into commercial automobile insurance, where management believes Maya will be able to leverage its existing infrastructure and technology for efficiently handling underwriting and claims. As a young company, Maya is challenged with above-average risks including the execution of its business plans, limited product and geographic diversification, above-average dependence on reinsurers and the potential for adverse deviation relating to reserves. As with any recently formed company, A.M. Best will closely monitor Maya's progress to ensure that targeted results are attained and that its capitalization is in compliance with A.M. Best's standards relative to its ratings. MEADOWS OF JUPITER: Case to Be Consolidated with 2 Others --------------------------------------------------------- Brian Bandell at South Florida Business Journal notes that there is pending motion to consolidate the Chapter 11 bankruptcy cases of Meadows of Jupiter Florida Condo and Apartments at Jupiter, which companies filed separate Chapter 11 cases in U.S. Bankruptcy Court in West Palm Beach. Business Journal reports that Meadows of Jupiter is the larger case. Meadows of Jupiter owns the 173 unsold units in the Mallards Cove Condominium while Apartments at Jupiter owns 119 units in the Shell Trace Apartments at the same address. Meadows of Jupiter received a $15 million mortgage with Orion Bank, which failed in 2009. IberiaBank acquired its assets. That mortgage matured on May 1, 2010. No foreclosure lawsuit was filed. Meadows of Jupiter's petition says it owes $6 million to IberiaBank and $5.7 million for another mortgage to North Palm Beach-based Meadows of Jupiter. Based in Jupiter, Florida, Meadows of Jupiter Florida Condo LLC filed for Chapter 11 bankruptcy protection on Oct. 29, 2010 (Bankr. S.D. Fla. Case No. 10-43407). Judge Paul G. Hyman, Jr., preceded the case. David L. Merrill, Esq., represents the Debtor in its restructuring efforts. The Debtor estimated assets of between $1 million and $10 million, and $10 million and $50 million. MESA AIR: Amends Chapter 11 Plan & Disclosure Statement ------------------------------------------------------- Mesa Air Group, Inc. and its affiliated debtors and debtors-in- possession delivered to the U.S. Bankruptcy Court for the Southern District of New York an amended Joint Plan of Reorganization and an amended Disclosure Statement, both dated November 4, 2010. According to Michael J. Lotz, president of the Debtors, the Amended Plan effectuates a reorganization of the Debtors through the issuance by the ultimate corporate parent -- Reorganized Mesa Air Group -- of (i) New 8% Notes (Series A) to the holders of the 2012 Noteholder Claim and (ii)(1) New Common Stock, New Warrants to acquire shares of the New Common Stock, and New 8% Notes (Series B) to the holders of General Unsecured Claims and Subrogation Claims and (2) the U.S. Air Note to U.S. Airways, which will preserve the Debtors' business operations and going concern value. Holders of Interests will neither receive, nor retain, any property under the Plan. The Plan will be funded by way of the Debtors' cash on hand, revenues from ordinary course operations and proceeds of asset sales. There will be no substantive consolidation of the Debtors' Estates under the Plan. On the effective date of the Amended Plan, Reorganized Mesa Air Group will be deemed to own all of the ownership interests in each other Reorganized Debtor. The Amended Plan includes additional provisions with respect to US Airways, Inc., certain CRJ 700 aircraft leases, certain CRJ 900 aircraft leases, and that certain credit agreement with Export Development Canada, among others. The Amended Plan also introduces a new set of unsecured non- amortized notes to be issued by Reorganized Mesa Air Group for the benefit of holders of a 2012 Noteholder Claim pursuant to the New Notes Indenture in the aggregate principal amount of $19,400,000 and due five years from the effective date of the Amended Plan. There will be no payments due before maturity of the New 8% Notes (Series A) except to the extent there is a "Spirit Liquidity Event," which will be subject to certain payment priorities. Each holder of an Allowed 2012 Noteholder Claim will receive its pro rata share of the New 8% Notes (Series A). "Spirit Liquidity Event" is defined under the Amended Plan as the "net proceeds, if any, received by Nilchii from the sale of common stock of or payment on notes from Spirit Airlines distributed by Indigo to Nilchii in accordance with the terms of that certain Amended and Restated Limited Liability Company Agreement of Indigo Miramar LLC, as thereafter amended." The unsecured non-amortized notes to be issued by Reorganized Mesa Air Group for the benefit of Class 3 and Class 5 creditors, exclusive of the holders of a 2012 Noteholder Claim, pursuant to the New Notes Indenture in the aggregate principal amount of $43,200,000 and due five years from the Effective Date, are referred to as the New 8% Notes (Series B). In the event there are excess proceeds from any Spirit sale, following a Spirit Liquidity Event, and the New 8% Notes (Series A) and US Airways Notes are paid in full, Reorganized Mesa Air Group will b required to use the proceeds to pre-pay the New 8% Notes (Series B), subject to certain payment priorities. Mr. Lotz notes that as of November 1, 2010, the Debtors have consolidated assets of $146,600,000, and consolidated liabilities of approximately $2,080,000,000. As of November 1, 2010, approximately 92% of the Debtors' consolidated passenger revenues are derived from their code-share "revenue guarantee" agreements with their Principal Carriers: U.S. Airways, 70%; and United Airlines, 22%. The Debtors' remaining passenger revenues are generated from their independent go! Mokulele operations in Hawaii. Other Amended Plan provisions include: (a) The Debtors may elect, on the Effective Date, to cure and reinstate applicable Allowed Secured Tax Claims as of the first date when last payable without interest, fees or penalties, and, as so cured and reinstated, will receive a lump sum payment in full on the Effective Date. (b) The CRJ 700 and CRJ 900 Aircraft Leases will be assumed. Upon assumption, these leases will vest in and be fully enforceable by the applicable Reorganized Debtor in accordance with the applicable terms of the Leases. (c) On the Effective Date, the ACE Insurance Program and the Debtors' obligations under the program will be deemed and treated as executory contracts and assumed under the Amended Plan by the Debtors pursuant to Sections 365 and 1123(b)(2) of the Bankruptcy Code, and will also continue as obligations of the Reorganized Debtors. The ACE Companies' claims under the Ace Insurance Program (1) will continue to be secured by any and all collateral or security provided by the Debtors in accordance with the terms of the program, (2) will be paid by and enforceable against the Reorganized Debtors in the ordinary course of business after the Effective Date, and (3) will not be discharged, impaired or released by the Amended Plan or confirmation order. (d) The Debtors will assume the US Airways Code-Share Agreement, as modified by the US Airways Tenth Amendment, by separate motion and continue to provide services to US Airways through September 2015. As provided under the US Airways Tenth Amendment, if (1) the Plan is not confirmed by January 17, 2011, which date may be extended to March 18, 2011, in a form approved by US Airways; (2) the Plan has not become effective by February 17, 2011; or (3) the US Airways Tenth Amendment is approved by the Court and is thereafter modified, vacated, stayed or amended without US Airways' consent, US Airways will have the right to declare the order approving the Tenth Amendment vacated and of not further effect. If US Airways has not elected to vacate the order approving the US Airways Tenth Amendment, the Debtors will have the right to make the same vacatur. Upon a vacatur by either US Airways or the Debtors, (x) US Airways will retain all amounts under the US Airways Tenth Amendment that would have otherwise been due to the Debtors had the order approving the US Airways Tenth Amendment not been entered and such amounts will not be subject to disgorgement, set-off, offset, recovery or return, (y) US Airways and the Debtors will have all of their respective rights under the US Airways Code-Share Agreement, and (z) the new payment terms under the US Airways Tenth Amendment will survive any assumption of the US Airways Agreement and remain in effect without modification. The Debtors also added language with respect to the risk of a delayed confirmation of the Amended Plan until certain Administrative Expense Claims are resolved. As of November 4, 2010, approximately $45,800,000 of Administrative Expense Claims had been asserted against the debtors' estates on account of surrender and return condition claims asserted pursuant to Section 1110 of the Bankruptcy Code and other asserted postpetition breaches. The Debtors anticipate that certain aircraft counterparties will assert additional Asserted Administrative Claims. As of November 1, 2010, the Debtors project that they will hold approximately $50,500,000 in Cash on Hand. A blacklined version of the Amended Disclosure Statement and Amended Plan, reflecting changes made against the September 17, 2010 Plan, as well as related exhibits, is available at no charge at http://bankrupt.com/misc/Mesa_BlacklineAmPlan&DS110410.pdf The Voting Record for voting on the Plan is November 18, 2010. The Voting Deadline is on December 23, 2010, at 4:00 p.m., Eastern Time. The Court has set January 10, 2011, at 10:00 a.m., prevailing Eastern Time, for the confirmation hearing to determine whether the Amended Plan has been accepted by the requisite number of Creditors and whether the other requirements for confirmation have been satisfied. On October 8, 2010, the Debtors and the Official Committee of Unsecured Creditors agreed that any further extensions of the exclusivity periods beyond December 1, 2010, and February 1, 2011, would be subject to co-exclusivity between the Debtors and the Creditors' Committee beginning February 10, 2011, and April 13, 2011. The Debtors intend to file a motion seeking a further extension of their exclusivity periods subject to the arrangement with the Creditors' Committee. Treatment of Claims Under Amended Plan The Debtors' November 4, 2010 Amended Joint Plan of Reorganization presents a summary of the treatment, on a consolidated basis, of Creditors and holders of Interests of Mesa Air Group, Inc. and its affiliated debtors and debtors-in- possession: Estimated Amount/Value Estimated Class of Claims Recovery Treatment ----- ------------ --------- --------- Administrative $19,100,000 100% Full payment Claims Priority Tax $7,324,000 100% Paid over time Claims Secured Tax $4,544,000 100% Paid over time Claims Class 1 de minimis 100% Paid in full on the Priority Non-Tax Effective Date, when Claims Allowed or as agreed Class 2 $1,476,000 100% Unless reinstated, on Secured Claims the Effective Date, The Debtors may elect to (i) abandon or surrender property, or (ii) pay in cash Class 3 $2,035,691,000 Pro rata share of the General Restructured Unsecured Unsecured Equity and Claims New 8% Notes (Series B) Class 4 $8,225,000 0-100% Cash equal to De Minimis distribution Convenience percentage Claims Class 5 TBD Pro rata share of 510(a) Subrogation the Restructured Claims Unsecured Equity or New 8% Notes Class 6 $19,400,000 100% Pro rata share of 2012 Noteholder New 8% Claims Notes (Series A) Class 7 N/A 0% All existing Interests Interests in Mesa Air Group will be deemed extinguished Under the Amended Plan, Administrative Claims, Secured Tax Claims, Secured Tax Claims, and Priority Tax Claims are unclassified and are not entitled to vote. Classes 1(a)-(l) are not impaired under the Amended Plan and are deemed to have accepted the Plan. Classes 2(a)-(l), Classes 3(a)-(l), Classes 4(a)-(l), Classes 5(a)-(b), and Classes 6(a)- (l) are impaired under the Plan and entitled to vote to accept or reject it. Classes 7(a)-(l) are impaired under the Plan, but are presumed to reject the Plan. The Class 1 Priority Non-Tax Claims, which are unimpaired and are deemed to accept the Plan, have subclasses associated with certain Debtors: Class 1(a) Mesa Air Group, Inc. Class 1(b) Mesa Air New York, Inc. Class 1(c) Mesa In-Flight, Inc. Class 1(d) Freedom Airlines, Inc. Class 1(e) Mesa Airlines, Inc. Class 1(f) MPD, Inc. Class 1(g) Regional Aircraft Services, Inc. (RASI) Class 1(h) Mesa Air Group - Airline Inventory Management, LLC (MAGAIM) Class 1(i) Nilchii, Inc. Class 1(j) Air Midwest, Inc. Class 1(k) Ritz Hotel Management Corp. (RHMC) Class 1(l) Patar, Inc. The Class 2 Secured Claims, which are impaired and entitled to vote on the Plan, other than Aircraft Secured Claims Reinstated, have subclasses associated with certain Debtors. Each secured creditor is also identified in a separate class: Class 2(a) Mesa Air Group Class 2(b) Mesa Air New York Class 2(c) Mesa In-Flight Class 2(d) Freedom Class 2(e) Mesa Airlines Class 2(f) MPD Class 2(g) RASI Class 2(h) MAGAIM Class 2(i) Nilchii Class 2(j) Air Midwest Class 2(k) RHMC Class 2(l) Patar The Class 3 General Unsecured Claims, which are impaired and entitled to vote on the Plan, have subclasses associated with certain Debtors: Class 3(a) Mesa Air Group Class 3(b) Mesa Air New York Class 3(c) Mesa In-Flight Class 3(d) Freedom Class 3(e) Mesa Airlines Class 3(f) MPD Class 3(g) RASI Class 3(h) MAGAIM Class 3(i) Nilchii Class 3(j) Air Midwest Class 3(k) RHMC Class 3(l) Patar The Class 4 De Minimis Convenience Claims, which are impaired and entitled to vote on the Plan, have subclasses associated with certain Debtors: Class 4(a) Mesa Air Group Class 4(b) Mesa Air New York Class 4(c) Mesa In-Flight Class 4(d) Freedom Class 4(e) Mesa Airlines Class 4(f) MPD Class 4(g) RASI Class 4(h) MAGAIM Class 4(i) Nilchii Class 4(j) Air Midwest Class 4(k) RHMC Class 4(l) Patar The Class 5 Subrogation Claims, which are impaired and entitled to vote on the Plan, have subclasses associated with certain Debtors: Class 5(a) Mesa Air Group Class 5(b) Mesa Air New York The Class 6 2012 Noteholder Claims, which are impaired and entitled to vote on the Plan, have subclasses associated with certain Debtors: Class 6(a) Mesa Air Group Class 6(b) Mesa Air New York Class 6(c) Mesa In-Flight Class 6(d) Freedom Class 6(e) Mesa Airlines Class 6(f) MPD Class 6(g) RASI Class 6(h) MAGAIM Class 6(i) Nilchii Class 6(j) Air Midwest Class 6(k) RHMC Class 6(l) Patar The Class 7 Interests, which are impaired and deemed to reject the Plan, have subclasses associated with certain Debtors: Class 6(a) Mesa Air Group Class 6(b) Mesa Air New York Class 6(c) Mesa In-Flight Class 6(d) Freedom Class 6(e) Mesa Airlines Class 6(f) MPD Class 6(g) RASI Class 6(h) MAGAIM Class 6(i) Nilchii Class 6(j) Air Midwest Class 6(k) RHMC Class 6(l) Patar The estimated recovery of Class 3 General Unsecured Claims are: Class 3(a) Mesa Air Group 5.8% Class 3(b) Mesa Air New York 100% Class 3(c) Mesa In-Flight 0% Class 3(d) Freedom Airlines 7.7% Class 3(e) Mesa Airlines 5.7% Class 3(f) MPD 100% Class 3(g) RASI 0% Class 3(h) MAGAIM 100% Class 3(i) Nilchii 100% Class 3(j) Air Midwest 3.6% Class 3(k) RHMC 0% Class 3(l) Patar 0% The estimated recovery percentage for Class 4 De Minimis Convenience Claims are: Class 4(a) Mesa Air Group 1.4% Class 4(b) Mesa Air New York 100% Class 4(c) Mesa In-Flight 0% Class 4(d) Freedom Airlines 7.7% Class 4(e) Mesa Airlines 2.4% Class 4(f) MPD 100% Class 4(g) RASI 0% Class 4(h) MAGAIM 100% Class 4(i) Nilchii 100% Class 4(j) Air Midwest 3.6% Class 4(k) RHMC 0% Class 4(l) Patar 0% As of November 4, 2010, more than 1,445 proofs of claim have been filed against the Debtors, which are estimated to aggregate $2,080,000,000. This amount excludes duplicates and claims that have been superseded. The Proofs of Claim can be broken down as and estimated to be: (i) $19,100,000 in Administrative Expense Claims; (ii) $7,300,000 in Priority Tax Claims; (iii) $4,500,000 in Secured Tax Claims; (iv) De minimis amount for Priority Non-Tax Claims; (v) $1,400,000 in Secured Claims; (vi) $2,030,000,000 in General Unsecured Claims; (vii) $8,200,000 in De Minimis Convenience Claims; and (viii) $19,400,000 in 2012 Noteholder Claims. The Debtors say that if they are unsuccessful on some anticipated claims objections, the estimates of General Unsecured Claims could increase by $500,000,000. The Administrative Expenses Claims relate to professional fees; claims asserted pursuant to Section 503(b)(9) of the Bankruptcy Code; reclamation claims; and other expenses that were incurred during the Chapter 11 cases. Certain aircraft counterparties have also asserted Administrative Expense Claims in connection with the Debtors' rejection of certain aircraft equipment leases and other asserted postpetition breaches. The Debtors are contesting the validity of the aircraft-related Administrative Expense Claims and have filed objections to certain of these claims and intend to object to the others in the near term. The Debtors are in the process of analyzing the remainder of claims, other than Reclamation Claims, and have filed objections or are in the process of preparing objections to the validity, among other defects, of the claims. 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). METRO-GOLDWYN-MAYER: Sec. 341 Meeting of Creditors Set for Nov. 30 ------------------------------------------------------------------ A meeting of the creditors of Metro-Goldwyn-Mayer Studios Inc. and its 159 debtor-affiliates has been set for November 30, 2010, at 2:30 p.m., prevailing Eastern Time, at 80 Broad Street, 4th Floor, in New York. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in the Debtors' bankruptcy cases. Attendance by the Debtors' creditors at the meeting is welcome, but not required. The Section 341(a) meeting offers the creditors a one-time opportunity to examine the Debtors' representative under oath about the Debtors' financial affairs and operations that would be of interest to the general body of creditors. About Metro-Goldwyn-Mayer Studios Metro-Goldwyn-Mayer Studios Inc. -- http://www.mgm.com/-- -- is actively engaged in the worldwide production and distribution of motion pictures, television programming, home video, interactive media, music, and licensed merchandise. The company owns the world's largest library of modern films, comprising around 4,100 titles. Operating units include Metro- Goldwyn-Mayer Studios Inc., Metro-Goldwyn-Mayer Pictures Inc., United Artists Films Inc., MGM Television Entertainment Inc., MGM Networks Inc., MGM Distribution Co., MGM International Television Distribution Inc., Metro-Goldwyn-Mayer Home Entertainment LLC, MGM ON STAGE, MGM Music, MGM Consumer Products and MGM Interactive. In addition, MGM has ownership interests in domestic and international TV channels reaching over 130 countries. As of September 30, 2010, the Debtors' unaudited consolidated financial statements, as prepared in accordance with accounting principles generally accepted in the United States for interim financial statements, included $2,673,772,000 in total assets and $3,451,493,000 in total liabilities Excluding certain adjustments made by the Company in accordance with GAAP, the Debtors' total outstanding liabilities would be $5,766,721,000, which includes the total face value of outstanding principal and accrued, but unpaid, interest under the Credit Agreement and interest rate swap agreements. Metro-Goldwyn-Mayer Inc. and 160 of its affiliates on November 3 filed Chapter 11 cases (Bankr. S.D.N.Y. Lead Case No. 10-15774), to seek confirmation of their "pre-packaged" plan of reorganization. Jay M. Goffman, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, in New York, serves as bankruptcy counsel to the Debtors. Klee, Tuchin, Bogdanoff & Stern LLP is the legal counsel. Moelis & Company is the financial advisor. Donlin Recano & Company, Inc., is the claims and notice agent. CAIR Management, LLC, Stephen F. Cooper, and Zolfo Cooper Management LLC, is the Debtors' management service providers. Bankruptcy Creditors' Service, Inc., publishes METRO-GOLDWYN-MAYER BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by Metro-Goldwyn-Mayer Inc. and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) METRO-GOLDWYN-MAYER: Proposes $500-Mil. Exit Financing Deal ----------------------------------------------------------- Metro-Goldwyn-Mayer Studios Inc. and its affiliated debtors seek approval from the U.S. Bankruptcy Court for the Southern District of New York of an agreement they entered into with JPMorgan Chase Bank N.A. and J.P. Morgan Securities Inc. for exit financing. The deal contemplates a $500 million facility, which consists of a six-year term loan facility and a five-year revolving facility. The loan will be used to consummate the transaction contemplated under the Debtors' Joint Prepackaged Plan of Reorganization as well as for working capital and general corporate purposes of the Debtors. Under the deal, the Debtors are required to reimburse JPMorgan Chase and J.P. Morgan Securities for their fees and expenses incurred in connection with the exit financing and to maintain a deposit for those fees and expenses. In case the deposit is drawn upon and reduced to below $200,000, the Debtors will have to provide additional funds to J.P. Morgan Securities. The Debtors are also required to indemnify JPMorgan Chase and J.P. Morgan Securities for claims and damages stemming from the exit financing, except those resulting from negligence or willful misconduct. The deal is formalized in a seven-page letter, a copy of which is available for free at: http://bankrupt.com/misc/MGM_CommitmentLetter.pdf Proposed Exit Financing The salient terms and conditions governing the $500 million exit financing are: Borrower: Metro-Goldwyn-Mayer Inc. Guarantors: MGM Holdings II Inc. and its existing and future subsidiaries Lead Arranger/ J.P. Morgan Securities LLC Bookrunner: Administrative Agent: JPMorgan Chase Bank, N.A. Lenders: A syndicate of banks, financial institutions and other entities including certain lenders under MGM Inc.'s prepetition credit agreement arranged by J.P. Morgan Securities. A. Term facilities Type/Amount: A six-year term loan facility in an amount to be determined but, when aggregated with the amount of revolving facility, to equal $500 million. The term loans will be repayable in equal quarterly installments in an aggregate amount of 1% of the term facility for each 12-month period. Availability: The term loans will be made in a single drawing on the closing date. B. Revolving Facility Type/Amount: A five-year revolving facility in an amount to be determined but, when aggregated with the original principal amount of term facility, to equal $500 million. Availability: The revolving facility will be available on a revolving basis during the period commencing on the closing date and ending on the "Revolving Termination Date," which is five years after the closing date. The Closing date means the date when all conditions to obtain the exit financing have been satisfied including issuance of the order confirming the restructuring Plan, payment by the loan party to J.P. Morgan Securities, the lenders and the administrative agent of their fees, among others. Maturity: The Revolving Termination Date. Purpose: The proceeds of the revolving loans and term loans will be used to fund payments under the restructuring plan, for related fees and expenses, and for working capital and other general corporate purposes of MGM Holdings and its subsidiaries. Borrowing Base/Other Borrowings under the revolving commitment, Limitations: when added to outstanding principal amount of the term loans, will not exceed a borrowing base consisting of (i) a 50-100% advance rate against eligible receivables (net of third-party payments), with advance rates based on credit quality, caps and eligibility criteria to be mutually determined, and (ii) a 25% advance rate against an independently appraised library value exclusive of eligible receivables. Collateral: The obligations of each loan party with respect to the facilities and any swap agreements or cash management services provided by any lender will be secured by a perfected first priority security interest in substantially all of its tangible and intangible assets, including intellectual property, real property and capital stock of Metro-Goldwyn-Mayer Inc. and each direct subsidiary of the loan parties except for (i) assets subject to permitted liens existing on the closing date and constituting first priority security interests to be mutually agreed, (ii) those assets as to which the administrative agent will determine in consultation with Metro- Goldwyn-Mayer Inc. that the cost of obtaining a security interest therein are excessive in relation to the value of the security to be afforded thereby and (iii) other assets agreed between the administrative agent and Metro-Goldwyn- Mayer Inc. The loan parties will not be required to pledge, and the lenders will not take a security interest in, assets that the loan parties are prohibited by contract existing on the closing date from encumbering. A full-text summary of the details of the exit financing is available for free at: http://bankrupt.com/misc/MGM_Exitfacility.pdf "The exit facility is necessary for the Debtors to successfully emerge from Chapter 11 and to have sufficient funding to implement their business plan," says Jay Goffman, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, in New York. "JPMorgan Chase Bank was a natural fit to arrange this exit financing due to its history as the administrative agent under the original credit agreement and its dominant market position in the entertainment industry," Mr. Goffman says, referring to the credit agreement that MGM Studios' affiliates entered into in April 8, 2005. In consideration of JPMorgan Chase and J.P. Morgan Securities' undertaking to arrange the exit financing, the Debtors also seek approval of an agreement which calls for the payment of fees and expenses to JPMorgan Chase and J.P. Morgan Securities upon the closing of the exit financing, and to grant administrative expense priority status to those fees and expenses. The terms governing the proposed payment of fees and expenses of the deal are contained in a letter agreement, which the Debtors intend to file under seal. The Debtors have already filed a motion to keep confidential the letter agreement, which reportedly contains "sensitive and confidential information." The Debtors ask Judge Stuart Bernstein to consider approval of their requests at the hearing scheduled for November 12, 2010. About Metro-Goldwyn-Mayer Studios Metro-Goldwyn-Mayer Studios Inc. -- http://www.mgm.com/-- -- is actively engaged in the worldwide production and distribution of motion pictures, television programming, home video, interactive media, music, and licensed merchandise. The company owns the world's largest library of modern films, comprising around 4,100 titles. Operating units include Metro- Goldwyn-Mayer Studios Inc., Metro-Goldwyn-Mayer Pictures Inc., United Artists Films Inc., MGM Television Entertainment Inc., MGM Networks Inc., MGM Distribution Co., MGM International Television Distribution Inc., Metro-Goldwyn-Mayer Home Entertainment LLC, MGM ON STAGE, MGM Music, MGM Consumer Products and MGM Interactive. In addition, MGM has ownership interests in domestic and international TV channels reaching over 130 countries. As of September 30, 2010, the Debtors' unaudited consolidated financial statements, as prepared in accordance with accounting principles generally accepted in the United States for interim financial statements, included $2,673,772,000 in total assets and $3,451,493,000 in total liabilities Excluding certain adjustments made by the Company in accordance with GAAP, the Debtors' total outstanding liabilities would be $5,766,721,000, which includes the total face value of outstanding principal and accrued, but unpaid, interest under the Credit Agreement and interest rate swap agreements. Metro-Goldwyn-Mayer Inc. and 160 of its affiliates on November 3 filed Chapter 11 cases (Bankr. S.D.N.Y. Lead Case No. 10-15774), to seek confirmation of their "pre-packaged" plan of reorganization. Jay M. Goffman, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, in New York, serves as bankruptcy counsel to the Debtors. Klee, Tuchin, Bogdanoff & Stern LLP is the legal counsel. Moelis & Company is the financial advisor. Donlin Recano & Company, Inc., is the claims and notice agent. CAIR Management, LLC, Stephen F. Cooper, and Zolfo Cooper Management LLC, is the Debtors' management service providers. Bankruptcy Creditors' Service, Inc., publishes METRO-GOLDWYN-MAYER BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by Metro-Goldwyn-Mayer Inc. and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) METRO-GOLDWYN-MAYER: Asks for Nod of Cair, Zolfo Services Pact -------------------------------------------------------------- Metro-Goldwyn-Mayer Studios Inc. and its affiliates ask the U.S. Bankruptcy Court for the Southern District of New York to approve their standard services agreement with CAIR Management LLC, Zolfo Cooper Management LLC and Stephen Cooper. Pursuant to the agreement, the Debtors have procured the services, through CAIR and Zolfo Cooper, of Mr. Cooper, the Managing Member of CAIR, as vice-chairman and member of the Office of the Chief Executive Officer; and Adam Murphy, a subcontractor to CAIR, and Bret Fernandes, senior director at Zolfo Cooper, as associate directors of the Debtors. Under the agreement, Mr. Cooper will be responsible for the overall design of CAIR's and Zolfo Cooper's engagement and will be assisted by the two other officers. He will be authorized to make decisions concerning the Debtors' restructuring and will have rights, duties and responsibilities of a CEO under the supervision of the Debtors' boards of directors. The Debtors agreed to pay $375,000 for the monthly fees of CAIR and Zolfo Cooper. Of the amount, $112,500 will go to Zolfo Cooper and $262,500 to CAIR. Mr. Murphy will receive $75,000 from CAIR's share of the monthly fee. The Debtors also agreed to reimburse CAIR and Zolfo Cooper for their expenses and may voluntarily pay the expense of the firms' lawyers. CAIR will also receive a "success fee" payable in cash upon confirmation of a restructuring plan or upon the closing of a sale of all or substantially all of the equity securities or assets and business of the Debtors. The success fee in the sum of $4 million will be in addition to, and not in lieu of, all professional fees charged to the Debtors in connection with the agreement. "In addition to the specific knowledge they have acquired about the Debtors' businesses, Mr. Cooper and the additional associate directors assigned to this engagement have extensive experience providing management services to distressed companies," according to Jay Goffman, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, in New York. A copy of the Services Agreement is available without charge at http://bankrupt.com/misc/MGM_CAIRAgreement.pdf About Metro-Goldwyn-Mayer Studios Metro-Goldwyn-Mayer Studios Inc. -- http://www.mgm.com/-- -- is actively engaged in the worldwide production and distribution of motion pictures, television programming, home video, interactive media, music, and licensed merchandise. The company owns the world's largest library of modern films, comprising around 4,100 titles. Operating units include Metro- Goldwyn-Mayer Studios Inc., Metro-Goldwyn-Mayer Pictures Inc., United Artists Films Inc., MGM Television Entertainment Inc., MGM Networks Inc., MGM Distribution Co., MGM International Television Distribution Inc., Metro-Goldwyn-Mayer Home Entertainment LLC, MGM ON STAGE, MGM Music, MGM Consumer Products and MGM Interactive. In addition, MGM has ownership interests in domestic and international TV channels reaching over 130 countries. As of September 30, 2010, the Debtors' unaudited consolidated financial statements, as prepared in accordance with accounting principles generally accepted in the United States for interim financial statements, included $2,673,772,000 in total assets and $3,451,493,000 in total liabilities Excluding certain adjustments made by the Company in accordance with GAAP, the Debtors' total outstanding liabilities would be $5,766,721,000, which includes the total face value of outstanding principal and accrued, but unpaid, interest under the Credit Agreement and interest rate swap agreements. Metro-Goldwyn-Mayer Inc. and 160 of its affiliates on November 3 filed Chapter 11 cases (Bankr. S.D.N.Y. Lead Case No. 10-15774), to seek confirmation of their "pre-packaged" plan of reorganization. Jay M. Goffman, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, in New York, serves as bankruptcy counsel to the Debtors. Klee, Tuchin, Bogdanoff & Stern LLP is the legal counsel. Moelis & Company is the financial advisor. Donlin Recano & Company, Inc., is the claims and notice agent. CAIR Management, LLC, Stephen F. Cooper, and Zolfo Cooper Management LLC, is the Debtors' management service providers. Bankruptcy Creditors' Service, Inc., publishes METRO-GOLDWYN-MAYER BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by Metro-Goldwyn-Mayer Inc. and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) METRO-GOLDWYN-MAYER: Proposes Residuals and Participation Payments ------------------------------------------------------------------ Metro-Goldwyn-Mayer Inc. and its affiliates seek the U.S. Bankruptcy Court's approval to make certain residuals and participations payments incurred in the ordinary course of business. Pursuant to industry-wide collective bargaining agreements, the film and television programs produced by the Debtors, and other studios in the United States, are produced using writers, directors, actors and other similar persons or "talents" who are members of various guilds and unions. Certain Debtors, as producers and distributors of film and television programs, are signatories to all Collective Bargaining Agreements. As part of Talents' gross compensation package, the Collective Bargaining Agreements require the payment of residuals, which is compensation due to the Talent represented by their Guilds and Unions, or their members, for the Debtors' reuse of MGM Library product. More specifically, explains Jay M. Goffman, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, New York, following the initial release of most film or television programs contained in the MGM Library, the Debtors must pay Residuals for any subsequent exploitation of the MGM Library product, including its distribution through video/DVD, pay television, basic cable, free television, new media, and in the case of television motion pictures, subsequent theatrical distribution. Residuals can represent a significant portion of a Talent's total Compensation, relates Mr. Goffman. In addition, a separate payment is generally required to accompany the Residual payments in order to fund pension, health, and welfare plans for the benefit of a Talent and their families, he says. Mr. Goffman relates that the Debtors are obligated to pay Residuals for all MGM Library product covered under the Collective Bargaining Agreements. The Debtors' failure to pay Residuals when due may result in interest, late fees and other economic penalties. The Debtors could also be determined to be in breach of the Collective Bargaining Agreements and could lose their right to utilize unionized Talent, he says. Currently, the Debtors have over 50,000 distinct payees in their Residuals payment system. For the fiscal quarter ending June 30, 2010, the Debtors issued approximately 18,000 Residuals checks totaling approximately $10.25 million. According to what has been accounted for in the ordinary course of business, the Debtors estimate that, as of September 30, 2010, the amount of outstanding prepetition Residuals totaled approximately $14 million -- inclusive of certain audit claims asserted by the Guilds and Unions with respect to prepetition activity. Aside from Residuals payments required under Guild agreements, the Debtors, and other studios in the United States, also offer certain parties bonuses based on box office performance, deferments based on gross proceeds, or a share -- or "participation" -- in a film or television program's revenue stream through individual profit participation agreements. The Debtors use Participations to attract and retain namebrand producers and other Talent. For the fiscal quarter ending September 30, 2010, the Debtors paid approximately $35 million in Participations relating to MGM Library product. According to what has been accounted for in the ordinary course of business, the Debtors estimate that, as of September 30, 2010, the amount of outstanding Participations is approximately $70 million -- inclusive of certain audit claims asserted by third parties with respect to prepetition activity. The Debtors have determined, in the exercise of their business judgment, that making Residuals and Participations Payments is critical to their continuing business operations and is in the best interests of their estates and stakeholders. About Metro-Goldwyn-Mayer Studios Metro-Goldwyn-Mayer Studios Inc. -- http://www.mgm.com/-- -- is actively engaged in the worldwide production and distribution of motion pictures, television programming, home video, interactive media, music, and licensed merchandise. The company owns the world's largest library of modern films, comprising around 4,100 titles. Operating units include Metro- Goldwyn-Mayer Studios Inc., Metro-Goldwyn-Mayer Pictures Inc., United Artists Films Inc., MGM Television Entertainment Inc., MGM Networks Inc., MGM Distribution Co., MGM International Television Distribution Inc., Metro-Goldwyn-Mayer Home Entertainment LLC, MGM ON STAGE, MGM Music, MGM Consumer Products and MGM Interactive. In addition, MGM has ownership interests in domestic and international TV channels reaching over 130 countries. As of September 30, 2010, the Debtors' unaudited consolidated financial statements, as prepared in accordance with accounting principles generally accepted in the United States for interim financial statements, included $2,673,772,000 in total assets and $3,451,493,000 in total liabilities Excluding certain adjustments made by the Company in accordance with GAAP, the Debtors' total outstanding liabilities would be $5,766,721,000, which includes the total face value of outstanding principal and accrued, but unpaid, interest under the Credit Agreement and interest rate swap agreements. Metro-Goldwyn-Mayer Inc. and 160 of its affiliates on November 3 filed Chapter 11 cases (Bankr. S.D.N.Y. Lead Case No. 10-15774), to seek confirmation of their "pre-packaged" plan of reorganization. Jay M. Goffman, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, in New York, serves as bankruptcy counsel to the Debtors. Klee, Tuchin, Bogdanoff & Stern LLP is the legal counsel. Moelis & Company is the financial advisor. Donlin Recano & Company, Inc., is the claims and notice agent. CAIR Management, LLC, Stephen F. Cooper, and Zolfo Cooper Management LLC, is the Debtors' management service providers. Bankruptcy Creditors' Service, Inc., publishes METRO-GOLDWYN-MAYER BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by Metro-Goldwyn-Mayer Inc. and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) METROPCS WIRELESS: S&P Assigns 'B' Rating to $1 Bil. Notes ---------------------------------------------------------- Standard & Poor's Ratings Services said it assigned its 'B' issue- level rating to MetroPCS Wireless Inc.'s $1 billion 6 5/8% senior notes due 2020. The note offering represents an upsizing from the previously proposed $500 million issue. The recovery rating on this debt is '4', indicating S&P's expectation of average (30%- 50%) recovery for noteholders in the event of a payment default. (For the recovery analysis, see Standard & Poor's recovery report on MetroPCS, to be published on RatingsDirect subsequent to the release of this report.) The company plans to use proceeds to redeem all of the $950 million outstanding principal amount of its existing 9 1/4% senior notes due 2014 and for general corporate purposes. Richardson, Texas-based MetroPCS Communications' overall leverage, which is about 4.4x on a rolling-12-month basis (including S&P's adjustments) through Sept. 30, 2010, net of anticipated debt repayments, will not change as a result of this transaction, although S&P expects the refinancing to modestly improve the company's overall interest costs. The 'B' corporate credit rating on parent MetroPCS is unchanged; the rating outlook is positive. The rating reflects a challenging business model that targets lower income customers, a highly competitive environment, and aggressive debt leverage. Ratings List MetroPCS Communications Inc. Corporate Credit Rating B/Positive/-- New Ratings MetroPCS Wireless Inc. Senior Unsecured $1 bil notes due 2020 B Recovery Rating 4 MICHELE DI COSOLA: Chapter 15 Case Summary & Creditors List ----------------------------------------------------------- Chapter 15 Petitioner: Michele Di Cosola Chapter 15 Debtor: Michele Di Cosola aka Mike Di Cosola 266 Thrasher Street Bloomingdale, IL 60108 Chapter 15 Case No.: 10-49437 Chapter 15 Petition Date: November 3, 2010 Court: U.S. Bankruptcy Court Northern District of Illinois (Chicago) Judge: Eugene R. Wedoff Debtor's Counsel: Pro Se Scheduled Assets: $42,087,207 Scheduled Assets: $42,995,902 A list of the Debtor's 27 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/ilnb10-49437.pdf MIKE CARTER: To Restructure More Than $28-Mil. Debts ---------------------------------------------------- Duane Marsteller at Bradenton.com reports that Mike Carter Construction Inc. and several affiliates sought Chapter 11 protection in Tampa to restructure more than $28 million in debts. The Companies were forced to file for bankruptcy after they failed to persuade their primary lender to restructure debts. The affiliates are: Assets Debts ------------ -------------- * Design Team West Inc. $2.20 million $2.19 million * R.D. Marina LLC $5.40 million $11.97 million * R.D. Marina II Inc. $0.44 million $11.35 million * Mike Carter I LLC $2.20 million $2.40 million * Michael and Jaymie Carter $8.40 million $10.80 million Based in Bradenton, Florida, Mike Carter Construction Inc. filed for Chapter 11 bankruptcy protection on Oct. 29, 2010 (Bankr. M.D. Fla. Case No. 10-26156). Judge Catherine Peek McEwen presides over the case. Richard C. Prosser, Esq., at Stichter, Riede, Blain & Prosser PA, represents the Debtor in its restructuring efforts. The Debtor estimated both assets and debts of between $1 million and $10 million in its Chapter 11 petition. MNMS, LP: Voluntary Chapter 11 Case Summary ------------------------------------------- Debtor: MNMS, LP 623 Selvaggio Drive, Suite 200 Nazareth, PA 18064 Bankruptcy Case No.: 10-23283 Chapter 11 Petition Date: November 5, 2010 Court: U.S. Bankruptcy Court Eastern District of Pennsylvania (Reading) Judge: Richard E. Fehling Debtor's Counsel: Erv D. McLain, Esq. MCLAIN & ASSOCIATES 561 Main Street, Suite 275 Bethlehem, PA 18018 Tel: (610) 866-9700 E-mail: erv_mclain@mclainlawpc.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Company did not file a list of creditors together with its petition. The petition was signed by Stephen F. Selvaggio, member. Debtor-affiliates filing separate Chapter 11 petition: Entity Case No. Petition Date ------ -------- ------------- Selvaggio Enterprises, Inc. -- -- MOBILE MINI: Moody's Assigns 'B2' Rating to $200 Mil. Notes ----------------------------------------------------------- Moody's Investors Service assigned a (P)B2 rating to Mobile Mini, Inc.'s $200 million senior unsecured notes, a Rule 144A private offering announced by the company. The outlook on Mobile Mini's ratings, including its B1 corporate family rating, is stable. Ratings Rationale Mobile Mini said that it intends to use Note proceeds to fund a tender offer and consent solicitation, also announced, for its $193 million senior notes due 2014 and to pay associated fees and expenses. Moody's expects that Mobile Mini's leverage will not materially change as a result of the Notes issuance and debt repayment; consequently, the transaction has no effect on Mobile Mini's ratings. "In combination, the Notes issuance and debt redemption could lower Mobile Mini's borrowing costs and extend its debt maturity profile, which would be credit positives," said Moody's senior analyst Mark Wasden. "However, Mobile Mini's leverage remains high, after modest improvements since its acquisition of Mobile Storage Group in 2008. Mobile Mini's B1 corporate family rating incorporates Moody's expectation that the company will further reduce debt levels and restore historic profitability." Mobile Mini noted that consummation of the tender offer is conditioned on a successful Notes offering of at least $200 million and upon receipt of necessary consents to adopt amendments to its 2014 notes indenture to eliminate restrictive covenants and events of default. If the tender offer for the 2014 notes is not successful, Moody's believes the firm could use the Notes proceeds to repay other indebtedness, such as its revolving line of credit. Moody's said that Mobile Mini's ratings continue to reflect its strong market position in the portable storage leasing industry in the U.S. and the U.K., the long-term cash flow generating capacity from its investment in long-lived mobile storage units, and its modest near-term liquidity risks. Besides high leverage, rating constraints include the company's reduced earnings and profitability, its limited alternate liquidity sources, and its concentrated exposure to the construction and retail sectors. In its last Mobile Mini rating action dated June 27, 2008, Moody's downgraded Mobile Mini's Corporate Family and Senior Unsecured ratings to B1 and B2, respectively, from Ba3 and B1, respectively. Mobile Mini, Inc., is a Tempe, Arizona based provider of portable storage solutions. MOMENTIVE PERFORMANCE: Noteholders Accept Exchange for New Notes ---------------------------------------------------------------- Momentive Performance Materials Inc. received tenders from the holders of (i) $450,592,000 aggregate principal amount of their 9.75% Senior Notes due 2014, (ii) EUR155,611,000 aggregate principal amount of their 9.00% Senior Notes due 2014 and (iii) $74,792,167 aggregate principal amount of their 10.125% / 10.875% Senior Toggle Notes due 2014 by the expiration of the early tender payment deadline, November 4, 2010. The tenders received by the Company for each series of Notes, together with the $234.3 million principal amount of the 2006 9.75% Notes, EUR88.2 million principal amount of the 2006 9.00% Notes, and $139.4 million principal amount of the Senior Toggle Notes owned by Apollo Management, L.P., which principal amounts will be exchanged by Apollo, represent in the aggregate approximately 95.58% of the 2006 9.75% notes, 99.99% of the 2006 9.00% Notes and 99.41% of the Senior Toggle Notes. Apollo will enter into an agreement to exchange the entire amount of its current holdings of each series of Notes for new debt of the Company at an exchange ratio determined based on the tender consideration offered to holders of the Notes, and intended to give Apollo an aggregate value equivalent to that which it would receive if it had received the total consideration in the tender offers and used the proceeds thereof to invest in such new debt. The new debt will have the same terms as the new notes issued by the Company to finance the tender offers. The complete terms and conditions of the tender offers for the Notes are detailed in the Company's Offer to Purchase dated October 22, 2010 and the related Letter of Transmittal. The Company currently expects to accept for payment, subject to conditions set forth in the Tender Offer Documents, all of the Notes validly tendered prior to the Early Tender Date on November 5, 2010. Each holder who validly tendered its Notes prior to the Early Tender Date will receive, if such Notes are accepted for purchase pursuant to the tender offers, the total consideration of (1) $1,053.75 per $1,000 principal amount of 2006 9.75% Notes tendered, which includes $1,043.75 as the tender offer consideration and $10.00 as an early tender payment; (2) EUR1,050.00 per EUR1,000 principal amount of 2006 9.00% Notes tendered, which includes ?1040.00 as the tender offer consideration and EUR10.00 as an early tender payment; and (3) $1,056.25 per $1,000 principal amount of Senior Toggle Notes tendered, which includes $1,046.25 as the tender offer consideration and $10.00 as an early tender payment. In addition, accrued interest up to, but not including, the applicable payment date of the Notes will be paid in cash on all validly tendered and accepted Notes. Each tender offer is scheduled to expire at 11:59 p.m., New York City time, on November 19, 2010, unless extended or earlier terminated. Because the Early Tender Date has passed, tendered Notes may no longer be withdrawn at any time, except to the extent that the Company is required by law to provide additional withdrawal rights. Holders who validly tender their Notes after the Early Tender Date will receive only the tender offer consideration and will not be entitled to receive an early tender payment if such Notes are accepted for purchase pursuant to the tender offers. All the conditions set forth in the Tender Offer Documents remain unchanged. If any of the conditions are not satisfied, the Company may terminate the tender offers and return tendered Notes not previously accepted. The Company has the right to waive any of the foregoing conditions with respect to the Notes of any or all series and to consummate any or all of the tender offers. In addition, the Company has the right, in its sole discretion, to terminate the tender offers at any time, subject to applicable law. Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC and J.P. Morgan Securities LLC will act as Dealer Managers for the tender offers for the 2006 9.75% Notes and Senior Toggle Notes, and Citigroup, Credit Suisse and J.P. Morgan Securities Ltd. will act as the Dealer Managers for the tender offer for the 2006 9.00% Notes. 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. MOMENTIVE SPECIALTY: 90.52% of $355MM Notes Tendered for Exchange ----------------------------------------------------------------- Pursuant to its previously announced tender offer, Momentive Specialty Chemicals Inc. received tenders from the holders of $355,241,000 aggregate principal amount of their 9.75% Senior Notes due 2014 by the expiration of the early tender payment deadline, November 4, 2010. The tenders received by the Company for the Notes, together with the approximately $127 million principal amount of the Notes owned by Apollo Management, L.P., which principal amount will be exchanged by Apollo, represent in the aggregate approximately 90.52% of the Notes. Apollo will enter into an agreement to exchange the entire amount of its current holdings of Notes for new debt of the Company at an exchange ratio determined based on the tender consideration offered to holders of the Notes, which is intended to give Apollo an aggregate value equivalent to that which it would receive if it had received the total consideration in the tender offer and used the proceeds thereof to invest in the new debt. The new debt will have the same terms as the new notes issued by the Company to finance the tender offer. The complete terms and conditions of the tender offer for the Notes are detailed in the Company's Offer to Purchase dated October 22, 2010 and the related Letter of Transmittal. The Company currently expects to accept for payment, subject to conditions set forth in the Tender Offer Documents, all of the Notes validly tendered prior to the Early Tender Date on November 5, 2010. Each holder who validly tendered its Notes prior to the Early Tender Date will receive, if such Notes are accepted for purchase pursuant to the tender offers, the total consideration of $1,053.75 per $1,000 principal amount of Notes tendered, which includes $1,043.75 as the tender offer consideration and $10.00 as an early tender payment. In addition, accrued interest up to, but not including, the applicable payment date of the Notes will be paid in cash on all validly tendered and accepted Notes. The tender offer is scheduled to expire at 11:59 p.m., New York City time, on November 19, 2010, unless extended or earlier terminated. Because the Early Tender Date has passed, tendered Notes may no longer be withdrawn at any time, except to the extent that the Company is required by law to provide additional withdrawal rights. Holders who validly tender their Notes after the Early Tender Date will receive only the tender offer consideration and will not be entitled to receive an early tender payment if such Notes are accepted for purchase pursuant to the tender offers. All the conditions set forth in the Tender Offer Documents remain unchanged. If any of the conditions are not satisfied, the Company may terminate the tender offer and return tendered Notes not previously accepted. The Company has the right to waive any of the foregoing conditions with respect to the Notes and to consummate any or all of the tender offers. In addition, the Company has the right, in its sole discretion, to terminate the tender offer at any time, subject to applicable law. This announcement shall not constitute an offer to purchase or a solicitation of an offer to sell any securities. The tender offer is being made only through, and subject to the terms and conditions set forth in, the Tender Offer Documents and related materials. Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC and J.P. Morgan Securities LLC will act as Dealer Managers for the tender offer. About Momentive Specialty Momentive Specialty Chemicals, Inc., headquartered in Columbus, Ohio, is a leading producer of thermoset resins (epoxy, formaldehyde and acrylic). The company is also a supplier of specialty resins for inks and specialty coatings sold to a diverse customer base as well as a producer of commodities such as formaldehyde, bisphenol A, epichlorohydrin, versatic acid and related derivatives. The Company's balance sheet at Sept. 30, 2010, showed $3.22 billion in total assets, $5.20 billion in total liabilities, and a stockholder's deficit of $1.99 billion. Momentive Performance carries a 'CCC-' corporate credit rating from Standard & Poor's Ratings Services. It has a 'CCC+' corporate credit rating from Standard & Poor's. NEW ISLAND: Case Summary & 12 Largest Unsecured Creditors --------------------------------------------------------- Debtor: New Island Associates a California Limited Partnership 2421 Cheremoya Ave. Los Angeles, CA 90068 Bankruptcy Case No.: 10-57621 Chapter 11 Petition Date: November 4, 2010 Court: United States Bankruptcy Court Central District Of California (Los Angeles) Judge: Sheri Bluebond Debtor's Counsel: Michael Jay Berger, Esq. LAW OFFICES OF MICHAEL JAY BERGER 9454 Wilshire Blvd 6th Flr. Beverly Hills, CA 90212-2929 Tel: (310) 271-6223 Fax: (310) 271-9805 E-mail: michael.berger@bankruptcypower.com Scheduled Assets: $3,192,863 Scheduled Debts: $2,138,494 A list of the Company's 12 largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/cacb10-57621.pdf The petition was signed by Richard Elfman, general partner. NEXSTAR BROADCASTING: Posts $3-Mil. Net Loss in Sept. 30 Qtr. ------------------------------------------------------------- Nexstar Broadcasting Group Inc. filed its quarterly report on Form 10-Q, reporting a net loss of $2.99 million on $73.13 million of net revenues for the three months ended Sept. 30, 2010, compared with a net loss of $18.39 million on $60.40 million of net revenues for the same period a year ago. The Company's balance sheet at Sept. 39, 2010, showed $607.58 million in total assets, $797.43 million in total liabilities, and a stockholder's deficit of $189.85 million. A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6ddb About Nexstar Broadcasting Group Irving, Texas-based Nexstar Broadcasting Group Inc. currently owns, operates, programs or provides sales and other services to 62 television stations in 34 markets in the states of Illinois, Indiana, Maryland, Missouri, Montana, Texas, Pennsylvania, Louisiana, Arkansas, Alabama, New York, Rhode Island, Utah and Florida. N exstar's television station group includes affiliates of NBC, CBS, ABC, FOX, MyNetworkTV and The CW and reaches approximately 13 million viewers or approximately 11.5% of all U.S. television households. * * * As reported by the Troubled Company Reporter on August 30, 2010, Standard & Poor's Ratings Services raised its corporate credit rating on Nexstar Broadcasting Group to 'B' from 'B-'. The rating outlook is stable. "The 'B' corporate credit rating reflects S&P's expectation that Nexstar's core ad revenue will continue growing modestly in 2010 and 2011," said Standard & Poor's credit analyst Deborah Kinzer. The EBITDA growth resulting from the rebound in core advertising, combined with political ad revenue from the 2010 midterm elections, should, in S&P's view, enable Nexstar to reduce its leverage significantly by the end of the year. NORBORD INC.: DBRS Downgrades Issuer Rating to BB (Low) ------------------------------------------------------- DBRS has downgraded the Issuer Rating of Norbord Inc. (Norbord or the Company) from BB to BB (low) and has changed the trend to Stable from Negative. The Company's Secured Debentures rating has been downgraded from BBB (low) to BB (high). The downgrades reflect the fact that the Company's performance is below expectations. Norbord has reversed its loss-making trend but its financial profile is still not compatible with a BB rating and soft conditions in the construction industry are likely to lead to further weakness in the Company's operating performance going forward. Furthermore, DBRS deems the reduction of Brookfield Asset Management Inc. (BAM) shareholdings in Norbord to 52% (from 75%) a slight negative. Implied support from BAM is a major consideration for the rating. The trend change to Stable from Negative indicates that DBRS expects further deterioration in the Company's financial profile to be moderate and be within the BB (low) range. The Company's financial profile has been on a weakening trend in line with the decline in the construction sector over the last few years. Even though the Company's financial profile has deteriorated, its solid business profile, ample liquidity to meet operating needs, and the implied support of its majority owner BAM have supported the rating at a level above that reflected by the Company's financial metrics. DBRS has given strong consideration to the fact that the Company is one of the lowest-cost producers of oriented strand board (OSB) and is well positioned to benefit from the recovery of the industry and to restore its financial profile to be compatible with the BB rating as the industry recovers. Initially, DBRS had expected the residential construction sector to stage a meaningful recovery around late 2010. Yet even though construction activities appeared to have bottomed in mid-2009, the pace of recovery has been tepid. However, a number of one-off factors have led to a demand/supply imbalance during the first half of 2010. (1) During the latter part of 2009, in anticipation of weak construction activities, most producers in North America curtailed production, limiting supply to match the weak demand conditions. Additionally, dealers in the supply chain were running down their inventory. Inventory in the supply channels was extremely lean. (2) The weather in the southeastern United States was much wetter than normal, preventing loggers from accessing the trees. (3) Sentiment among builders was turning positive at the early part of 2010, supported by encouraging economic news and government incentives, and housing starts were showing sequential improvement. This demand/supply imbalance led to a sharp increase in OSB prices. Furthermore, Norbord was able to operate at much higher utilization rates, benefiting from the imbalance. The strong performance in the second quarter of 2010 allowed Norbord to strengthen its financial profile. Although Norbord has used free cash flow to reduce debt, leverage remained aggressive for a cyclical company. However, the short product conditions were corrected in the last half of Q2 2010. Demand petered out, with most restocking at supply channels complete and housing starting to plateau at an annualized rate of approximately 600,000 units - well below expectations. OSB prices retreated back to the 2009 price range of $160 to $190 by mid-July. Operating results at Norbord in Q3 2010, although still profitable, were much weaker than the previous quarter accordingly. Going forward, DBRS believes that there are still significant headwinds facing the construction industry. (1) The boost from the homebuyer tax credit in the United States expired at the end of April 2010. The lack of stimulus and the negative impact of pulled forward sales could dampen demand for the rest of 2010 and into 2011. (2) The persistent high unemployment rate in the United States and its impact on the confidence of potential homebuyers could continue to dampen demand and further delay a meaningful recovery in the housing market despite favorable mortgage rates. (3) Credit availability remains tight and weighs on builders' ability to start new projects. Consequently, DBRS believes that residential construction and the resultant demand for building products are not likely to show a meaningful improvement until late 2011, much later than our initial expectation of end-2010. Norbord has done a good job at controlling cash usage and using excess cash for debt reduction. However, the balance sheet remains aggressive for a cyclical company, and the recent improvement in operating results and associated credit metrics is not likely to be sustainable in view of still-weak market conditions. DBRS believes that the Company's financial profile should weaken further in the near term, albeit moderately. Nevertheless, DBRS believes that the worst is over for the construction industry for this cycle but the Company's financial profile should not show meaningful improvement until construction activities rebound, now expected in late 2011 - much later than originally anticipated. DBRS deems the sell-down of BAM's shareholdings to 52% from 75% as a slightly negative factor. BAM had owned between 30% and 40% of Norbord shares since the Company went public in 1987, with BAM's ownership increasing to 75% in late 2008 when it backstopped Norbord's rights offering. This recent divestiture has lowered BAM's investment in/exposure to Norbord to closer to pre-2008 levels. Nevertheless, as majority owner, potential support from BAM is still intact, in DBRS's view. However, the implied support from BAM is a critical support to Norbord's current rating and any further significant sell-down by BAM would have negative rating implications. Pursuant to DBRS rating methodology for leveraged finance, DBRS has created a default scenario for Norbord in order to analyze when and under what circumstances a default could hypothetically occur and the potential recovery of the Company's debt in the event of such default. The scenario assumes that the U.S. economy fails to recover and falls into a recession again later in 2011. This would lead to continued deterioration in the demand for OSB. In addition, it is assumed that the Canadian dollar remains high relative to its U.S. counterpart in 2010 and 2011. Under this scenario, the Company would exhaust its liquidity in late 2012. DBRS has determined Norbord's estimated value at default using an EBITDA multiple valuation approach, consistent with a view that default would likely result in the restructuring and/or recapitalization of the assets with value as a going concern versus the sale of its individual assets. EBITDA multiples utilized are applied to cyclically normalized EBITDA at default as opposed to the actual low EBITDA values expected at the time of default, reflecting the forward-looking nature of the valuation. The valuation considers the issuer and the specific debt instruments, allocating value proceeds accordingly. DBRS has forecast the economic value of the components of the enterprise at approximately $493 million using a 4.0 times multiple of normalized EBITDA for Norbord. Based on the default scenario above, the Secured Debentures have recovery estimated between 70% and 90%, hence the assigned recovery rating of RR2. NORTEL NETWORKS: Accuses Communications Test of Counterfeiting -------------------------------------------------------------- Nortel Networks Inc. is alleging Communications Test Design Inc., a company it contracted to refurbish its digital telephones, illegally used Nortel trade secrets to build phones from scratch and sell $25 million of counterfeit devices to unsuspecting customers, Bankruptcy Law360 reports. CTDI has made no attempt to explain its suspect actions from 2005 to 2009, particularly its failure to disclose the sales in its royalty reports, Nortel said Monday. About Nortel Networks Nortel Networks (OTC BB: NRTLQ) -- http://www.nortel.com/-- delivers communications capabilities that make the promise of Business Made Simple a reality for the Company's customers. The Company's next-generation technologies, for both service provider and enterprise networks, support multimedia and business-critical applications. Nortel's technologies are designed to help eliminate the barriers to efficiency, speed and performance by simplifying networks and connecting people to the information they need, when they need it. Nortel Networks Corp., Nortel Networks Inc., and other affiliated corporations in Canada sought insolvency protection under the Companies' Creditors Arrangement Act in the Ontario Superior Court of Justice (Commercial List). Ernst & Young was appointed to serve as monitor and foreign representative of the Canadian Nortel Group. The Monitor sought recognition of the CCAA Proceedings in the U.S. by filing a bankruptcy petition under Chapter 15 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 09-10164). Mary Caloway, Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as the Chapter 15 petitioner's counsel. Nortel Networks Inc. and 14 affiliates filed separate Chapter 11 petitions on January 14, 2009 (Bankr. D. Del. Case No. 09-10138). Judge Kevin Gross presides over the case. James L. Bromley, Esq., at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as general bankruptcy counsel; Derek C. Abbott, Esq., at Morris Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware counsel. The Chapter 11 Debtors' other professionals are Lazard Freres & Co. LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims and notice agent. Certain of Nortel's European subsidiaries also made consequential filings for creditor protection. The Nortel Companies related in a press release that Nortel Networks UK Limited and certain subsidiaries of the Nortel group incorporated in the EMEA region have each obtained an administration order from the English High Court of Justice under the Insolvency Act 1986. The applications were made by the EMEA Subsidiaries under the provisions of the European Union's Council Regulation (EC) No. 1346/2000 on Insolvency Proceedings and on the basis that each EMEA Subsidiary's centre of main interests is in England. Under the terms of the orders, representatives of Ernst & Young LLP have been appointed as administrators of each of the EMEA Companies and will continue to manage the EMEA Companies and operate their businesses under the jurisdiction of the English Court and in accordance with the applicable provisions of the Insolvency Act. Several entities, particularly, Nortel Government Solutions Incorporated have material operations and are not part of the bankruptcy proceedings. As of September 30, 2008, Nortel Networks Corp. reported consolidated assets of US$11.6 billion and consolidated liabilities of US$11.8 billion. The Nortel Companies' U.S. businesses are primarily conducted through Nortel Networks Inc., which is the parent of majority of the U.S. Nortel Companies. As of September 30, 2008, NNI had assets of about US$9 billion and liabilities of US$3.2 billion, which do not include NNI's guarantee of some or all of the Nortel Companies' about US$4.2 billion of unsecured public debt. NORTEL NETWORKS: Wants to Sell LP Interests for $22.8 Million ------------------------------------------------------------- The Hon. Kevin J. Carey of the U.S. Bankruptcy Court for the will convene a hearing on November 23, 2010, at 10:00 a.m. (Eastern Standard Time), to consider Nortel Networks Inc., et al.'s request to sell certain limited partnership and limited liability corporation interests. Objections, if any, are due November 16 at 4:00 p.m. The Debtors will sell the limited partnership interests in the 19 venture capital fund investments held by both NVLLC and NNI and the membership interests in MILCOM held by NNI, to CS Strategic Partners IV VC Holdings, L.P., and Amberbrook V, LLC. The aggregate purchase price for all of the funds will be $22,774,057, plus any capital contributions made by the Debtors. The total portion of the purchase price allocated to funds where rights of first refusal may be exercised is $5,836,069. The Debtors relate that the purchasers submitted a joint bid that represented the highest offer, which was an increase of approximately 10% over their initial bid price and approximately 9% higher than the next highest bid price. The Debtors believe that the sale of the LP Interests to the purchasers without an auction is the best way to maximize value for their estates. About CS CS is part of the Alternative Investments group of Credit Suisse, which has more than $160 billion under management. CS, together with its affiliate and predecessor funds, has completed over 570 transactions and holds approximately 1,050 funds. About Amberbrook Amberbrook's managing member is Willowridge Partners, Inc., which was founded in 1995 and completed over 225 transactions acquiring interests in more than 350 separate private equity partnerships and direct holdings in over 100 companies, with a specialty in older fund interests like the LP Interests. Willowridge Partners, Inc., is already a limited partner in six of the thirteen groups of funds being sold in the transaction. About Nortel Networks Nortel Networks (OTC BB: NRTLQ) -- http://www.nortel.com/-- delivers communications capabilities that make the promise of Business Made Simple a reality for the Company's customers. The Company's next-generation technologies, for both service provider and enterprise networks, support multimedia and business-critical applications. Nortel's technologies are designed to help eliminate the barriers to efficiency, speed and performance by simplifying networks and connecting people to the information they need, when they need it. Nortel Networks Corp., Nortel Networks Inc., and other affiliated corporations in Canada sought insolvency protection under the Companies' Creditors Arrangement Act in the Ontario Superior Court of Justice (Commercial List). Ernst & Young was appointed to serve as monitor and foreign representative of the Canadian Nortel Group. The Monitor sought recognition of the CCAA Proceedings in the U.S. by filing a bankruptcy petition under Chapter 15 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 09-10164). Mary Caloway, Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as the Chapter 15 petitioner's counsel. Nortel Networks Inc. and 14 affiliates filed separate Chapter 11 petitions on January 14, 2009 (Bankr. D. Del. Case No. 09-10138). Judge Kevin Gross presides over the case. James L. Bromley, Esq., at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as general bankruptcy counsel; Derek C. Abbott, Esq., at Morris Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware counsel. The Chapter 11 Debtors' other professionals are Lazard Freres & Co. LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims and notice agent. Certain of Nortel's European subsidiaries also made consequential filings for creditor protection. The Nortel Companies related in a press release that Nortel Networks UK Limited and certain subsidiaries of the Nortel group incorporated in the EMEA region have each obtained an administration order from the English High Court of Justice under the Insolvency Act 1986. The applications were made by the EMEA Subsidiaries under the provisions of the European Union's Council Regulation (EC) No. 1346/2000 on Insolvency Proceedings and on the basis that each EMEA Subsidiary's centre of main interests is in England. Under the terms of the orders, representatives of Ernst & Young LLP have been appointed as administrators of each of the EMEA Companies and will continue to manage the EMEA Companies and operate their businesses under the jurisdiction of the English Court and in accordance with the applicable provisions of the Insolvency Act. Several entities, particularly, Nortel Government Solutions Incorporated have material operations and are not part of the bankruptcy proceedings. As of September 30, 2008, Nortel Networks Corp. reported consolidated assets of US$11.6 billion and consolidated liabilities of US$11.8 billion. The Nortel Companies' U.S. businesses are primarily conducted through Nortel Networks Inc., which is the parent of majority of the U.S. Nortel Companies. As of September 30, 2008, NNI had assets of about US$9 billion and liabilities of US$3.2 billion, which do not include NNI's guarantee of some or all of the Nortel Companies' about US$4.2 billion of unsecured public debt. NPS PHARMACEUTICAL: Posts $15.7 Million Net Loss in Third Quarter ----------------------------------------------------------------- NPS Pharmaceuticals reported a net loss of $15.7 million for the third quarter 2010, compared with a net loss of $7.8 million for the third quarter 2009. Revenues were $21.054 million in the quarter ended Sept. 30, 2010, compared with $20.119 in the same period in 2009. The Company's balance sheet at Sept. 30, 2010, showed $228.82 million in total assets, $378.65 million in total liabilities, and a stockholder's deficit of $149.82 million. "This year continues to be marked by strong execution with two product development programs progressing well and on schedule," said Francois Nader, MD, president and chief executive officer of NPS Pharmaceuticals. "We look forward to a number of near-term milestones including top line results from our Phase 3 STEPS study of GATTEX in short bowel syndrome and randomization of the last patient in our Phase 3 REPLACE study of NPSP558 in hypoparathyrodism. "Our market research continues to confirm the high patient and physician support for and commercial promise of GATTEX and NPSP558. And as a result of another successful financing, we further strengthened our cash position and we expect to deliver full-year cash burn at the lower end of our prior guidance." A full-text copy of the earnings release is available for free at http://ResearchArchives.com/t/s?6db6 A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6db7 About NPS Pharmaceuticals Based in Bedminster, New Jersey, NPS Pharmaceuticals Inc. (Nasdaq: NPSP) -- http://www.npsp.com/-- is developing new treatment options for patients with rare gastrointestinal and endocrine disorders. NPS noted in its Form 10-K for the year ended Dec. 31, 2009, it has not been profitable since our inception in 1986. As of December 31, 2009, it had an accumulated deficit of $922.7 million. "Currently, we are not a self-sustaining business and certain economic, operational and strategic factors may require us to secure additional funds." The Company though believes its existing capital resources at December 31, 2009, along with the receipt of $38.4 million from the sale of its REGPARA royalty stream, should be sufficient to fund its current and planned operations through at least January 1, 2011. ORANGE COUNTY NURSERY: Minority Shareholders Have Valid Claim ------------------------------------------------------------- Under California law, WestLaw reports, once a state court entered its prepetition decree in their involuntary dissolution action, the minority shareholders of a Chapter 11 debtor, which was a closely held corporation, had an enforceable right to payment for their shares, either in the amount of the appraised value if the debtor tendered such amount by the court-imposed deadline or for the shares' actual value upon the debtor's forced dissolution. Therefore, the minority shareholders had a claim, under the Bankruptcy Code, for the value of their shares had the debtor been dissolved where the debtor failed to make the payment prepetition and the trustee did not make the payment within 60 days of the debtor's petition filing. In re Orange County Nursery, Inc., --- B.R. ----, 2010 WL 3984740 (C.D. Cal.). Orange County Nursery, Inc. -- http://www.ocnursery.com/-- located in Moonpark, Calif., supplies growers and landowners in Orange and San Diego counties with a variety of nursery stock including bareroot fruit and nut trees, ball and burlap citrus trees, and ornamental plants. Orange County Nursery sought chapter 11 protection (Bankr. C.D> Calif. Case No. 09-10165) on Jan. 22, 2009, and is represented by David S. Kupetz, Esq., at Sulmeyer Kupetz in Los Angeles. At the time of the filing, the Debtor estimated assets of more than $10 million and debts of less than $10 million. OXIGENE INC: Posts $13.5 Million Net Loss in Third Quarter ---------------------------------------------------------- OXiGENE, Inc., reported a consolidated net loss for the three- month period ended September 30, 2010, of $13.5 million compared to a consolidated net loss of $6.9 million for the same three- month period of 2009. The Company did not record any revenues during those periods. In July 2010, the Company submitted three applications requesting certification for qualified investments in a qualifying therapeutic discovery project under section 48D of the Internal Revenue Code. In November 2010 the Company was notified that it was awarded a grant in the amount of approximately $0.24 million for each of the three project applications submitted for a total of approximately $0.72 million. "An important highlight of the third quarter of 2010 was the presentation of additional highly encouraging data from the FACT trial about the safety and activity of ZYBRESTAT(TM) as a potential treatment for anaplastic thyroid cancer. These data included results showing improvement in overall survival and meaningful survival benefit in multiple subgroups of patients, including patients who were heavily pretreated with surgery, radiation or chemotherapy as well as patients younger than 60 years of age," said Peter J. Langecker, M.D., Ph.D., OXiGENE's Chief Executive Officer. "For the remainder of 2010, we will remain focused on three key areas of our business: financing our operations, working to establish strategic partnerships and pursuing guidance from the FDA based on our analysis of the FACT trial as well as the outcomes of our other clinical programs. We are pleased with the progress of our clinical programs and look forward to achieving additional milestones that have the potential to add significant value to these programs." At September 30, 2010, OXiGENE had cash, cash equivalents and restricted cash of approximately $6.5 million compared with approximately $14.1 million at December 31, 2009. The Company's balance sheet at September 30, 2010, showed $7.7 million in total assets, $15.2 million in total liabilities, and a stockholders' deficit of $7.5 million. A full-text copy of the earnings release is available for free at: http://researcharchives.com/t/s?6df7 About OxiGENE Inc. South San Francisco, Calif.-based OXiGENE (Nasdaq: OXGN) -- http://www.oxigene.com/-- is a clinical-stage biopharmaceutical company developing novel therapeutics to treat cancer and eye diseases. As reported in the Troubled Company Reporter on March 22, 2010, Ernst & Young LLP, in Boston, expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted that the Company has incurred recurring operating losses and will be required to raise additional capital, alternative means of financial support, or both, prior to January 1, 2011, in order to sustain operations. PAID INC: Posts $344,200 Net Loss in September 30 Quarter --------------------------------------------------------- Paid, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $344,194 on $4.2 million of revenue for the three months ended September 30, 2010, compared with net income of $209,806 on $2.1 million of revenue for the same period of 2009. The Company's balance sheet at September 30, 2010, showed $4.1 million in total assets, $1.3 million in total liabilities, and stockholders' equity of $2.8 million. As reported in the Troubled Company Reporter on March 15, 2010, CCR LLP, in Westborough, Mass., expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted of the Company's substantial net losses and accumulated deficit of $39.53 million at December 31, 2009. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?6df8 About Paid, Inc. Based in Worcester, Massachusetts, Paid, Inc. (OTC BB: PAYD) -- http://www.paid.com/-- provides businesses and clients with brand management, brand marketing, product merchandising, online merchandise and fulfillment services, website development, and hosting and authentication services for the entertainment, sports and collectible industries. PATRICK SCHMIDT: Case Summary & 7 Largest Unsecured Creditors ------------------------------------------------------------- Joint Debtors: Patrick H. Schmidt Rebecca S. Schmidt 1620 E Earll Phoenix, AZ 85016 Bankruptcy Case No.: 10-35744 Chapter 11 Petition Date: November 4, 2010 Court: United States Bankruptcy Court District of Arizona (Phoenix) Judge: Randolph J. Haines Debtor's Counsel: Robert M. Cook, Esq. LAW OFFICES OF ROBERT M. COOK PLLC 219 W Second St. Yuma, AZ 85364 Tel: (928) 782-7771 Fax: (928) 782-7778 E-mail: robertmcook@yahoo.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Joint Debtors' seven largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/azb10-35744.pdf PEARL COS: Files Ch. 11 Plan, Has No Agreement with Unsecureds -------------------------------------------------------------- Pearl Cos. filed a creditor-repayment plan with the court overseeing its bankruptcy case even though it failed to reach an agreement with unsecured creditors regarding the terms of the document, Dow Jones' DBR Small Cap reports. According to the report, Pearl filed the creditor-repayment plan with the U.S. Bankruptcy Court in Fort Lauderdale, Fla. The report relates that the plan explains that the company and its principals intend on paying creditors through available funds and future revenue. The report notes that holders of gift cards that Pearl had issued, for example, will receive the full amount of the unused portion of the gift card as a credit against purchases. Unsecured creditors with claims of $3,000 or less will get 20% of their claim paid in five separate payments. Pearl estimates that this group of creditors will be owed a total of $153,000, the report notes. Meanwhile, the report says, unsecured creditors with claims in excess of $3,000 will be paid 20% of their claim in 15 separate payments. The unsecured claims of Perlmutter Management of Florida Inc, the report adds. Pearl Cos. filed a Chapter 11 petition on April 9, 2010, in Fort Lauderdale, Florida (Bankr. S.D. Fla. Case No. 10-19336). Pearl Cos. has six arts-and-crafts stores now in operation. In its petition, it disclosed assets of $7.9 million and debt totaling $10.9 million. PETCO ANIMAL: S&P Raises Assigns 'B' Rating to $1.1 Bil. Loan ------------------------------------------------------------- Standard & Poor's Ratings Services said it assigned its 'B' issue- level rating with a '4' recovery rating to PETCO Animal Supplies Inc.'s proposed $1.1 billion term loan. In addition, S&P assigned a 'CCC+' issue-level rating with a '6' recovery rating to the company's proposed $625 million senior unsecured notes. Concurrently, S&P affirmed all existing ratings on PETCO, including S&P's 'B' corporate credit rating. The outlook is stable. The rating action follows PETCO's planned dividend recapitalization. The company intends to use proceeds from the proposed debt issuance to refinance existing debt and pay up to a $700 million dividend to its owners. A $250 million revolving credit facility is unrated and will be undrawn at time of closing of the transaction. "Although leverage increases after the refinancing and dividend payment, S&P affirmed the rating based on its better view of the business," said Standard & Poor's credit analyst Mariola Borysiak. The ratings reflect what S&P considers PETCO's fair business profile characterized by its successful participation in a very competitive and fragmented pet products industry. It also reflects S&P's expectation that PETCO's sales and operating margins will continue to stabilize as the economy slowly recovers and consumers add less discretionary but higher margin hardgood merchandise to their shopping baskets, and the company further benefits from cost efficiencies. PETER BUCKLIN: Creditors Committee Has 7 Members ------------------------------------------------ Robert D. Miller, Jr., the United States Trustee for Region 18, has amended the appointment of Committee Of Unsecured Creditors in the Chapter 11 case of Peter M. Bucklin as to the mailing address of Ferdinand Schmitz IV only. The members of the Creditors Committee are: (1) Kenneth R. Maiolini 8000 Old Redwood Hwy Cotati, CA 94931 Telephone: (707) 792-4980 Fax: (707) 792-4988 (2) Karl Schottstaedt 1205 B Street Petaluma, CA 94952 Telephone: (707) 763-4937 Fax: (707) 981-8529 (3) Richard Joy P.O. Box 2769 Fair Oaks, CA 95628 Telephone: (916) 961-3190 Fax: (916) 962-2964 (4) Fred W. Taylor, Trustee Cascade Acceptance Corp. Money Purchase Pension Trust P. O. Box 340 Mill Valley, CA 94942 Telephone: (415) 388-4214 Fax: (415) 388-8660 (5) Ferdinand Schmitz IV 505 N McClurg Ct., Apt. 3703 Chicago, IL 60611 Telephone: (312) 436-1190 Fax: 312-441-0730 (6) Timothy C. Espinoza 215 Raspberry Ln. Sebastopol, CA 95472 Telephone: (707) 874-3201 Fax: (707) 874-3201 (7) Randall O'Dell, President O'Dell Engineering 1165 Scenic Drive, Suite A Modesto, CA 95350 Telephone: (209) 571-1765 Fax: (209) 571-2466 About Peter M. Bucklin Eagle Point, Oregon-based Peter M. Bucklin -- dba PMB Development Co. and The Peter M. and Joan B. Bucklin Revocable Trust -- filed for Chapter 11 bankruptcy protection on July 23, 2010 (Bankr. D. Ore. Case No. 10-64467). Thomas W. Stilley, Esq., who has an office in Portland, Oregon, assists the Debtor in his restructuring effort. The Debtor estimated its assets and debts at $10 million to $50 million as of the Petition Date. PHILIP OSTROM: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Joint Debtors: Philip S. Ostrom Sherry Sue Luna P.O. Box 148 Patagonia, AZ 85624 Bankruptcy Case No.: 10-35837 Chapter 11 Petition Date: November 5, 2010 Court: United States Bankruptcy Court District of Arizona (Tucson) Judge: Eileen W. Hollowell Debtor's Counsel: Eric Slocum Sparks, Esq. ERIC SLOCUM SPARKS PC 110 S Church Ave #2270 Tucson, AZ 85701 Tel: (520) 623-8330 Fax: (520) 623-9157 E-mail: eric@ericslocumsparkspc.com Scheduled Assets: $709,358 Scheduled Debts: $1,856,278 A list of the Joint Debtors' 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/azb10-35837.pdf POINT BLANK: Lender Steel Partners Pushes for Sale By Year's End ---------------------------------------------------------------- Dow Jones' Small Cap reports that Point Blank Solutions Inc.'s bankruptcy lender is pushing for a fast-track sale in the case, saying such a transaction is the only way to save the company from facing a "true liquidity crisis" come January. Headquartered in Pompano Beach, Florida, Point Blank Solutions, Inc. -- http://www.pointblanksolutionsinc.com/-- designs and produces body armor systems for the U.S. Military, Government and law enforcement agencies, as well as select international markets. The Company maintains facilities in Pompano Beach, Florida, and Jacksboro, Tennessee. The Company's former chief executive officer and chief operating officer were convicted in September 2010 of orchestrating a $185 million fraud. Point Blank Solutions, formerly DHB Industries, filed for Chapter 11 protection on April 14, 2010 (Bankr. D. Del. Case No. 10-11255). Laura Davis Jones, Esq., and Timothy P. Cairns, Esq., at Pachulski Stang Ziehl & Jones LLP, serve as bankruptcy counsel to the Debtor. Olshan Grundman Frome Rosenweig & Wolosky LLP serves as corporate counsel. T. Scott Avila of CRG Partners Group LLC is the restructuring officer. Epiq Bankruptcy Solutions serves as claims and notice agent. The U.S. Trustee has appointed an Official Committee of Unsecured Creditors and a separate Official Committee of Equity Security Holders in the case. The Equity Committee has tapped Morrison Cohen LLP, and The Bayard, P.A., as counsel. Robert M. Hirsh, Esq., and Heike M. Vogel, Esq., at Arent Fox LLP, serve as counsel to the Creditors Committee, and Frederick B. Rosner, Esq., and Brian L. Arban, Esq., at Messana Rosner & Stern LLP, serve as co- counsel. PRECISION DRILLING: S&P Raises Corporate Credit Rating to 'BB+' --------------------------------------------------------------- Standard & Poor's Ratings Services said it raised its long-term corporate credit and senior unsecured debt ratings on Calgary, Alta.-based Precision Drilling Corp. to 'BB+' from 'BB' following a review of the company's business risk and financial risk profiles. At the same time, Standard & Poor's raised its senior secured debt rating on Precision's term loan A and term loan B to 'BBB' from 'BBB-'; however, S&P expects the company will repay these facilities with the proceeds of the US$550 million senior unsecured bond issue. The '1' recovery rating on the senior secured debt is unchanged. Standard & Poor's also assigned its 'BB+' issue-level rating and '4' recovery rating to Precision's proposed US$550 million senior unsecured bond issue. The outlook is stable. Standard & Poor's also withdrew its 'BBB-' senior secured debt rating on the revolving credit facility. The '1' recovery rating reflects S&P's expectation of very high recovery (90%-100%) of principal in the event of a default, while a '4' recovery rating reflects S&P's expectation of modest recovery (30%-50%). The upgrade reflects S&P's assessment of the company's financial risk profile, which S&P believes has improved since its year-end 2008 debt-financed acquisition of U.S.-based Grey Wolf Inc. "In S&P's opinion, Precision's financial risk profile has benefited from the company's ability to generate positive free cash flow, through effective cost management at both peaks and troughs of the hydrocarbon price cycle," said Standard & Poor's credit analyst Michelle Dathorne. "As Precision remains focused on maintaining its balance sheet leverage at the moderate levels consistent with its long-term financial policies, S&P believes the credit profile and ratings are fairly stable at the current levels," Ms. Dathorne added. The ratings on Precision reflect Standard & Poor's opinion of the company's participation in the cyclical and highly volatile oilfield services sector, the diminished cash flow generation profile associated with the current weak outlook for natural gas exploration and production, and the company's improved) capital structure. S&P believes that offsetting these factors, which hamper Precision's overall credit profile, are the company's good cost management, the size and expanded geographic diversification of its drilling and service rig fleet, and the large number of rigs with deep drilling capabilities in the U.S. and Western Canada's Sedimentary Basin markets. Precision operates in North America's principal oil and gas basins, notably the WCSB. The company also has land rigs positioned in several high-growth markets in the U.S. With 353 drilling and 200 service rigs, and 20 snubbing units, it now has one of North America's largest land drilling rig fleets. The stable outlook reflects S&P's expectation that Precision will sustain the balance-sheet improvements it has achieved in 2009 and 2010. Although S&P's near-term forecasts do not include a material improvement in North America industry conditions for the oilfield services sector, without a material debt-financed acquisition, S&P believes the company's financial risk profile is unlikely to deteriorate during S&P's forecast period, given its ability to manage its costs and maintain operating margins at cyclical downturns. S&P believes Precision's overall credit profile is fairly stable at the 'BB+' rating level. Because the company's financial risk profile and financial targets are in line with their long-term policy ranges, which Standard & Poor's views as appropriate for the 'BB+' rating, there appears to be little likelihood of an upgrade in 2011 and 2012. A negative rating action could occur if the company accelerates its growth initiatives through a material debt-financed acquisition, such that its financial risk profile again deteriorates to early 2009 levels. QWEST COMMUNICATIONS: Reports $90-Mil. Third Quarter Net Loss ------------------------------------------------------------- Qwest Communications reported financial results for the third quarter 2010. For the quarter, the company reported improved sequential and year-over-year revenue comparisons across all segments, expanded adjusted EBITDA margin and strong free cash flow. Qwest also continued to strengthen its balance sheet. Net loss for the third quarter was $90 million compared to net income of $136 million in the prior year. The current quarter includes pre-tax charges totaling $71 million for severance and realignment, merger-related expenses and a one-time adjustment to USF fees. The current quarter also includes a $229 million pre- and post-tax charge related to the conversion option on convertible notes. This charge is due to strong appreciation of Qwest's stock price during the third quarter. The prior-year period includes pre-tax charges totaling $27 million for severance and realignment, and litigation reserve. The Company's balance sheet at Sept. 30, 2010, showed $18.96 billion in total assets, $20.38 billion in total liabilities, and a stockholder's deficit of $1.43 billion. The third quarter reported loss per share was 5 cents compared to earnings per share of 8 cents in the third quarter 2009. Excluding special items, earnings per share were 11 cents compared to 9 cents in the year-ago period, an increase of 22 percent. Special items for the quarter are discussed in the Consolidated Financial Results section below. The company continues to make steady progress in improving revenue trends. Reported revenues were flat sequentially for the first time in 8 quarters and declined 4 percent on a year-over-year basis. After normalizing for the effects of the company's transition to a new wireless business model, third quarter consolidated net operating revenue declined 3 percent year over year. This compares to a normalized decline of 4 percent last quarter. Adjusted EBITDA of $1.12 billion for the quarter increased 3 percent sequentially. Adjusted EBITDA margin increased 240 basis points year over year and 90 basis points sequentially to 38.2 percent. "I am very pleased we delivered strong operating and financial results in the third quarter," said Edward A. Mueller, Qwest chairman and CEO. "We are confident we will continue our solid execution, and we are raising our revenue, adjusted EBITDA and cash flow outlook to the top-end of our 2010 guidance. Under difficult market conditions, solid subscriber additions on the FTTN network, stable results in Business Markets, improving revenue trends in Wholesale, and increased margins demonstrate our disciplined focus on strategic growth opportunities. During the quarter, we also made substantial progress on the approval process including overwhelming support from both companies' shareholders, moving us closer to completing our merger with CenturyLink." A full-text copy of the earnings release is available for free at http://ResearchArchives.com/t/s?6d9a A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6d9b About Qwest Based in Denver, Colorado, Qwest Communications (NYSE: Q) -- http://www.qwest.com/-- offers residential customers a new generation of fiber-optic Internet service, high-speed Internet solutions, as well as digital home phone, wireless service available through Verizon Wireless and DIRECTV services. Qwest is also the choice of 95% of Fortune 500 companies, offering a full suite of network, data and voice services for small businesses, large businesses, government agencies and wholesale customers. Additionally, Qwest participates in Networx, the largest communications services contract in the world, and is recognized as a leader in the network services market by leading technology industry analyst firms. Qwest carries a 'Ba1' corporate family and probability of default ratings from Moody's and has 'BB' issuer credit ratings from Standard & Poor's. "Our high debt levels pose risks to our viability and may make us more vulnerable to adverse economic and competitive conditions, as well as other adverse developments," the Company said in its Form 10-K for the year ended Dec. 31, 2009. At Dec. 31, the Company's consolidated debt was approximately $14.2 billion. Approximately $5.8 billion of its debt obligations come due over the next three years. This amount includes $1.265 billion of our 3.50% Convertible Senior Notes due 2025, which it may elect to redeem at any time on or after November 20, 2010 and holders may require the Company to repurchase for cash on November 15, 2010. The Company's balance sheet at June 30, 2010, showed $18.95 billion in total assets, $20.20 billion in total liabilities, and a stockholders' deficit of $1.24 billion. Fitch Ratings is maintaining the Rating Watch Positive on the 'BB' Issuer Default Rating assigned to Qwest Communications International, Inc. and its subsidiaries. Concurrently, Fitch has affirmed the 'BBB-' issue rating assigned to Qwest's $1.035 billion senior secured credit facility and the senior unsecured debt issued by Qwest Corporation. Approximately $13.1 billion of debt outstanding as of June 30, 2010, including $7.9 billion of debt outstanding at QC, is affected by Fitch's action. RADIENT PHARMACEUTICALS: Issues Warrants to Buy 2.75MM Shares ------------------------------------------------------------- Radient Pharmaceutical Corporation issued common stock purchase warrants to purchase, in the aggregate, up to approximately 2,756,000 shares of its common stock on October 31, 2007, December 21, 2007, March 5, 2008 and September 15, 2008 to various investors. The Company said, "As a result of private negotiations, we re- priced approximately 105,856 of these warrants held by 5 of the investors to $0.52 per share. The original price of the warrants that were re-priced was $3.68, $4.74 and $2.69. The remaining unexercised warrants remain exercisable at their original exercise price as set forth above. The 105,856 warrants have now been exercised, pursuant to which we received approximately $55,000." "The foregoing information has been disclosed herein as it is material to the private warrant re-pricing and should not be construed as an offer to sell or solicitation of an offer to buy our securities," said the Company. Previously Filed Forms of Warrants Corrected Meanwhile, Radient Pharmaceuticals filed a current report on Form 8-Ks to disclose the third closing of sale of notes and warrants, which took place on April 13 & 28, 2010. The Company said it realized that we inadvertently included the wrong Form of Warrant as Exhibit 10.3 to the April 13 8-K. Therefore, The Company is filing this amendment to incorporate by reference the correct Forms of Warrant, which we filed on October 8, 2010 in an amendment to the April 13 8-K. The only differences between the warrant actually issued and the one that we originally incorporated by reference in the initial 8- K, are as follows: * the exercise price of the April 13 warrant is initially $0.38 per shares, subject to adjustment and the exercise price of the April 13 warrant is subject to adjustment due to stock splits, recapitalization, reorganization or consolidations. Additionally, if we issue additional securities at a price less than the then current exercise price, the exercise price shall be automatically reduced to equal the price of the additional securities. Finally, the April 13 warrant expires on April 13, 2015. * the exercise price of the April 26 warrant is initially $0.89 per shares, subject to adjustment and the exercise price of the April 26 warrant is subject to adjustment due to stock splits, recapitalization, reorganization or consolidations. Additionally, if we issue additional securities at a price less than the then current exercise price, the exercise price shall be automatically reduced to equal the price of the additional securities. Finally, the April 26 warrant expires on April 26, 2015. About Radient Pharmaceuticals Headquartered in Tustin, Calif., Radient Pharmaceuticals Corporation -- http://www.Radient-Pharma.com/-- is engaged in the research, development, manufacturing, sale and marketing of its ONKO-SURE(TM) a proprietary IVD Cancer Test in the United States, Canada, China, Chile, Europe, India, Korea, Taiwan, Vietnam and other markets throughout the world. Radient said in October 2010 it incurred a trigger event on the 12% Convertible Notes issued in first and second quarter of 2010 due to its failure to have the related registration statement declared effective by June 1, 2010. The Company filed on Sept. 7, 2010, an Event of Default under those same notes occurred since it did not hold the related shareholder meeting by August 31, 2010. The Company's balance sheet as of June 30, 2010, showed $27.1 million in assets, $32.3 million in total liabilities, and stockholders' deficit of $5.2 million. As reported in the Troubled Company Reporter on April 19, 2010, KMJ Corbin & Company LLP, in Costa Mesa, Calif., expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted that the Company incurred a significant operating loss and negative cash flows from operations in 2009 and had a working capital deficit of $4.2 million at December 31, 2009 RADIO ONE: Posts $1.03-Mil. Net Income in Third Quarter ------------------------------------------------------- Radio One Inc. filed its quarterly report on Form 10-Q, reporting net income of $1.03 million on $74.49 billion of net revenue for the three months ended Sept. 30, 2010, compared with net income of $14.23 million on $74.65 million of net revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2010, showed $1.04 billion in total assets, $791.18 million in total liabilities, and stockholder's equity of $209.15 million. A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6dcb About Radio One Lanham, Maryland-based Radio One, Inc. (Nasdaq: ROIAK and ROIA) -- http://www.radio-one.com/-- is a diversified media company that primarily targets African-American and urban consumers. The Company is one of the nation's largest radio broadcasting companies, currently owning 53 broadcast stations located in 16 urban markets in the United States. The Company owns a controlling interest in Reach Media, Inc. -- http://www.blackamericaweb.com/-- owner of the Tom Joyner Morning Show and other businesses associated with Tom Joyner. Beyond its core radio broadcasting business, Radio One owns Interactive One -- http://www.interactiveone.com/-- an online platform serving the African-American community through social content, news, information, and entertainment, which operates a number of branded sites, including News One, UrbanDaily, HelloBeautiful, Community Connect Inc. -- http://www.communityconnect.com/-- an online social networking company, which operates a number of branded Web sites, including BlackPlanet, MiGente, and Asian Avenue and an interest in TV One, LLC -- http://www.tvoneonline.com/-- a cable/satellite network programming primarily to African- Americans. Ernst & Young LLP, in Baltimore, Maryland, expressed substantial doubt about the Company's ability to continue as a going concern in its report on the Company's restated consolidated financial statements for 2009. The independent auditors noted that in June and July 2010 the Company violated certain covenants of its loan agreements, which ultimately may result in significant amounts of outstanding debt becoming callable by lenders. Moody's Investors Service has repositioned Radio One Inc.'s Probability of Default Rating to Caa2/LD, from Caa2, following expiration of the 30-day grace period under the indenture governing the company's 6.375% senior subordinated notes due 2013. The August interest payment was not made in accordance with the scheduled terms, and Moody's treats the failure to meet the original contractual terms as a limited default. All of Radio One's debt ratings remain under review for possible downgrade, including Radio One's Caa1 corporate family rating. In August 2010, Radio One Inc., warned in a regulatory filing that it may have to file for bankruptcy absent an extension of a forbearance agreement or waiver from its lenders. RAINBOW SUNSET: Wants Conversion to Ch. 7 After Losing Property --------------------------------------------------------------- Rainbow Sunset Pavilion Building A, LLC, asks the U.S. Bankruptcy Court for the District of Nevada to convert its Chapter 11 case to one under under Chapter 7 of the Bankruptcy Code. The Debtor notes that since the automatic stay on its primary asset, a real property located at 6325 South Rainbow Blvd., in Las Vegas, Nev., has been lifted and will be sold, it has no resources to fund its operations. Further, the Debtor relates that despite efforts to sell some or all of the property, it is unable to sell the assets in an orderly fashion outside the context of a Chapter 7 liquidation. About Rainbow Sunset Las Vegas, Nevada-based Rainbow Sunset Pavilion Building A, LLC, filed for Chapter 11 bankruptcy protection on September 7, 2010 (Bankr. D. Nev. Case No. 10-26963). Jon E. Field, Esq., at Field Law Group, assists the Debtor in its restructuring effort. The Debtor estimated its assets and debts at $10 million to $50 million as of the petition date. RAINBOW SUNSET: U.S. Trustee Unable to Form Creditors Committee --------------------------------------------------------------- August B. Landis, Acting U.S. Trustee for Region 17, has informed the U.S. Bankruptcy Court for the District of Nevada that he is presently unable to appoint a committee of unsecured creditors in Rainbow Sunset Pavilion Building A, LLC's Chapter 11 case because the Debtor did not list a sufficient number of eligible creditors to form a committee. About Rainbow Sunset Las Vegas, Nevada-based Rainbow Sunset Pavilion Building A, LLC, filed for Chapter 11 bankruptcy protection on September 7, 2010 (Bankr. D. Nev. Case No. 10-26963). Jon E. Field, Esq., at Field Law Group, assists the Debtor in its restructuring effort. The Debtor estimated its assets and debts at $10 million to $50 million as of the petition date. REDDY ICE: Posts $9 Million Net Income in Third Quarter ------------------------------------------------------- Reddy Ice Holdings Inc. said revenues for the third quarter of 2010 were $120.1 million, compared to $115.4 million in the same quarter of 2009. The Company's net income was $9.0 million in the third quarter of 2010, compared to net income of $10.0 million in the same period of 2009. Net income per diluted share was $0.39 in the third quarter of 2010 compared to a net income per diluted share of $0.44 in the same period of 2009. During the third quarter of 2010, the Company settled its claims related to the ongoing antitrust investigations and related litigation against one of its insurance carriers and received $5.0 million. "Revenues increased over the prior year for the second consecutive quarter. The current trend is the result of a more stable economic environment, generally improved weather conditions and increased distribution as compared to 2009, offset by the impacts of increased competitive activity," commented Chief Executive Officer and President Gilbert M. Cassagne. "We are disappointed by our margins during the quarter, which continue to be impacted by cost increases for certain items, higher costs in connection with certain initiatives that were begun in the second quarter and competitive pressures. However, we continue to believe that our customer and operational initiatives, some of which were just recently launched, will provide meaningful benefits in the coming periods. In fact, we have recently seen monthly improvements in our year over year pro forma Adjusted EBITDA results, with September actually increasing over the prior year." In connection with the Company's ongoing acquisition strategy, three acquisitions were completed during the third quarter of 2010, bringing the year-to-date total to eleven. The three acquisitions had an aggregate purchase price of approximately $3.5 million, bringing the year-to-date total to $12.6 million. Annual revenues and Adjusted EBITDA associated with these eleven acquisitions are approximately $10.4 million and $3.4 million, respectively. "We are pleased to be able to continue acquiring quality ice businesses at attractive prices," commented Mr. Cassagne. "We will continue to evaluate acquisition opportunities as part of our ongoing acquisition strategy and look forward to deploying additional capital in this area." On October 29, 2010, the Company announced that its counsel had been notified by the Antitrust Division of the Department of Justice that the Division would take no action against the Company or any of its employees in connection with the Division's investigation of the packaged ice industry. Also, on October 29, 2010, the Company's counsel was informed by the Securities and Exchange Commission that the SEC had closed its informal inquiry with respect to the Company and that the SEC would take no action with regard to the Company. The Company's balance sheet at Sept. 30, 2010, showed total assets of $514.812 million; current liabilities of $44.46 million, long term obligations of $450.66 million, and deferred taxes and other liabilities of $20.93 million; and a stockholder's deficit of $1.239 million. A full-text copy of the earnings release is available for free at http://ResearchArchives.com/t/s?6dbf A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6dda 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. * * * 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. RIVIERA MARINE: U.S. Bankruptcy Court Recognizes Australian Case ---------------------------------------------------------------- The Hon. Caryl E. Delano of the U.S. Bankruptcy Court for the Middle District of Florida recognized the Chapter 15 cases of Riviera Marine (Int.) Pty Ltd., et al., as a foreign main proceeding. Riviera Group -- http://www.riviera.com.au/--is a luxury boat builder based in Queensland, Australia. Riviera Group was placed into voluntary receivership in May 2009. Deloitte partners Chris Campbell, Vaughan Strawbridge and Richard Hughes were appointed receivers and managers of Riviera. According to the Brisbane Times, Mr. Campbell said it was proposed to sell Riviera as a going concern after a restructuring of the company. The Brisbane Times said Riviera shed 117 of its Gold Coast staff in January 2009 and cut more than 300 staff from its Coomera headquarters in 2008. The company also closed its production line for three weeks, from April 10 to May 5, in a bid to clear stock held by international dealers, the Brisbane Times added. In July 2010, Riviera Group said it has received written notice on June 25, 2010, that the Deed of Company Arrangement established in conjunction with Riviera's creditors in January this year has now been completed and the company has now officially exited from administration. Riviera Marine (Int.) Pty Ltd., part of a group of Australian companies that manufacture and sell luxury boats, sought bankruptcy protection in the U.S. (Bankr. M.D. Fla. Case No. 10-21722). The Company estimated assets and debt of as much as $50 million each in the Chapter 15 petition. Four affiliates also sought protection. Daniel C. Guarnieri, Esq., at Nelson Hesse, LLP, in Sarasota, Florida, serves as counsel to Stephen James Parbery, foreign representative of Riviera. ROBERT ALLAN SPORTSWEAR: Case Summary & Unsecured Creditors ----------------------------------------------------------- Debtor: Robert Allan Sportswear Inc P.O. Box 153 Castaic, CA 91310 Bankruptcy Case No.: 10-57649 Chapter 11 Petition Date: November 5, 2010 Court: United States Bankruptcy Court Central District Of California (Los Angeles) Judge: Richard M. Neiter Debtor's Counsel: Steven R. Fox, Esq. LAW OFFICES OF STEVEN R. FOX 17835 Ventura Blvd Ste 306 Encino, CA 91316 Tel: (818) 774-3545 Fax: (818) 774-3707 E-mail: emails@foxlaw.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/cacb10-57649.pdf The petition was signed by Robert Keigher, president. RONALD RUNYEON: Case Summary & 19 Largest Unsecured Creditors ------------------------------------------------------------- Joint Debtors: Ronald D. Runyeon Linda Sue Simmons 1118 Dog Creek Road Kingston Springs, TN 37082-9216 Bankruptcy Case No.: 10-12006 Chapter 11 Petition Date: November 4, 2010 Court: U.S. Bankruptcy Court Middle District of Tennessee (Nashville) Judge: George C. Paine II Debtors' Counsel: Elliott Warner Jones, Esq. Warner Jones, Esq. EMERGE LAW, PLC 1600 Division Street, Suite 675 Nashville, TN 37203 Tel: (615) 916-5264 Tel: (615) 916-5262 Fax: (615) 916-5261 E-mail: elliott@emergelaw.net warner@emergelaw.net Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $1,000,001 to $10,000,000 Debtor's List of 19 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Sallie Mae, Inc. Student Loans $74,069 P.O. Box 9500 Wilkes Barre, PA 18773-9500 NCO Financial Systems Inc. Citibank SD, N.A./ $30,653 P.O. Box 15630 The Home Depot Dept 72 Acct. No. 4479 Wilmington, DE 19850 Metropolitan Trustee Real Property Taxes $27,126 800 2nd Avenue N., Suite 2 P.O. Box 196358 Nashville, TN 37219-6358 Bank of America Visa -- $25,076 Chase -- $24,805 Cardmember Service Metropolitan Trustee Real Property Taxes $18,951 Capital One Bank USA, N.A. -- $14,038 Lowe's Business -- $11,393 Capital One Bank USA, N.A. -- $4,385 American Express Costco Wholesale $5,458 TrueEarnings Business Receivable Management Services Erie Insurance $1,449 Exchange Cheatham County Trustee Real Property Taxes $780 DebtAlert American Express $522 Small Business Network Acct. No. 21003 Dr. Ronald Hunter - Dr. Jeff -- $693 Hunter Campbell McRae & Assoc Surveying Boundary Survey $500 ExxonMobil -- $374 Credit Card Center Humphreys County Trustee Real Property Taxes $322 Dickson County Trustee Real Property Taxes $257 D&S, Ltd. GE Money Bank/ unknown Lowe's RYLAND GROUP: Posts $29.9MM Net Loss in Third Quarter ----------------------------------------------------- The Ryland Group Inc. filed its quarterly report on Form 10-Q with the Securities and Exchange Commission For the third quarter ended September 30, 2010, the Company reported a consolidated net loss of $29.9 million compared to a consolidated net loss of $52.5 million for the same period in 2009. The Company reported total revenues of $212.74 million for the three months ended Sept. 30, 2010, compared with $327.83 million in the third quarter of 2009. The Company's balance sheet at Sept. 30, 2010, showed $1.70 billion in total assets, $1.11 billion in total liabilities, and stockholder's equity of $585.75 million. A full-text copy of the Company's earnings release is available for free at http://ResearchArchives.com/t/s?6d30 A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6de4 About Ryland Group Headquartered in Calabasas, California, The Ryland Group, Inc. (NYSE: RYL) -- http://www.ryland.com/-- is one of the nation's largest homebuilders and a leading mortgage-finance company. Since its founding in 1967, Ryland has built more than 285,000 homes and financed more than 240,000 mortgages. The Company currently operates in 15 states and 19 homebuilding divisions across the country and is listed on the New York Stock Exchange under the symbol "RYL." * * * As reported by the Troubled Company Reporter on June 21, 2010, Fitch Ratings has affirmed Ryland Group, Inc.'s ratings -- Issuer Default Rating at 'BB'; and Senior unsecured debt at 'BB'. The Rating Outlook has been revised to Stable from Negative. Ryland Group carries Moody's "Ba3" corporate family rating, "Ba3" probability of default rating, "Ba3" senior unsecured notes rating, and "SGL-2" speculative grade liquidity rating. Ryland Group carries Standard & Poor's Ratings Services' 'BB-' corporate credit and senior unsecured note ratings. SAN DIEGO, CA: Former City Attorney Suggests Bankruptcy ------------------------------------------------------- Jim Patton, reporting for San Diego 6, says former San Diego City Attorney Mike Aguirre, in a news conference at the downtown Westgate Hotel, said bankruptcy will offer the city immediate relief from its $73 million pension obligation and allow for restructuring of benefits. San Diego 6 relates that Mr. Aguirre is proffering his bankruptcy plan to the city mayor's "Sustainability Task Force," a group of local business leaders who are reviewing ideas for fixing the city's finances. According to San Diego 6, the Mayor's office issued an immediate and succinct response: "We welcome all good ideas. We have yet to see any from Mike." San Diego 6 also says the Mayor referenced the former City Attorney in a recent newspaper editorial, "No American city has ever eliminated vested pension benefits through bankruptcy. Those who claim this is an option are misleading you, or have been misled themselves." SBC PROPERTIES: Case Summary & 11 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: SBC Properties, LLC P.O. Box 2162 Glens Falls, NY 12801 Bankruptcy Case No.: 10-14136 Chapter 11 Petition Date: November 4, 2010 Court: U.S. Bankruptcy Court Northern District of New York (Albany) Judge: Robert E. Littlefield, Jr. Debtor's Counsel: Opal Fayne Hinds, Esq. LAW OFFICE OF OPAL HINDS 514 State Street Schenectady, NY 12305 Tel: (518) 893-8100 E-mail: opalhinds@1sthindslaw.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 11 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/nynb10-14136.pdf The petition was signed by Sophie B. Cefalu, manager. SEDA FRANCE: Owes Aegis Texas $1.8 Million ------------------------------------------ Jacon Dirr at Houston Business Journal reports that Seda France Inc. said it owes $1.8 million to Houston-based Aegis Texas Venture Fund II LP, which loaned the Company $2.5 million in 2008 via the Texas Certified Capital Company. Based in Austin, Texas, Seda France Inc. filed for Chapter 11 bankruptcy protection on Oct. 18, 2010 (bankr. W.D. Tex. Case No. 10-12948). Judge Craig A. Gargotta presides over the case. Kell C. Mercer, Esq., at Brown, McCarrol, LLP, represents the Debtor. The Debtor estimated assets and debts between $1 million and $10 million in the Chapter 11 petition. SHADY HARBOR: Case Summary & 8 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Shady Harbor Marina, LLC Route 144, 70 Shady Harbor Drive P.O. Box 436 New Baltimore, NY 12124 Bankruptcy Case No.: 10-14125 Chapter 11 Petition Date: November 3, 2010 Court: U.S. Bankruptcy Court Northern District of New York (Albany) Judge: Robert E. Littlefield, Jr. Debtor's Counsel: Francis J. Brennan, Esq. NOLAN & HELLER, LLP 39 North Pearl Street Albany, NY 12207 Tel: (518) 449-3300 E-mail: fbrennan@nolanandheller.com Scheduled Assets: $2,168,369 Scheduled Debts: $3,096,248 A list of the Company's eight largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/nynb10-14125.pdf The petition was signed by Charles Minetti, Sr., managing member. SHAPPIRE RESOURCES: Case Summary & 4 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Shappire Resources LLC 2770 Cold Plains Drive Hacienda Heights, CA 91745 Bankruptcy Case No.: 10-57493 Chapter 11 Petition Date: November 4, 2010 Court: United States Bankruptcy Court Central District Of California (Los Angeles) Judge: Alan M. Ahart Debtor's Counsel: Jaime G. Monteclaro, Esq. LAW OFFICES OF JAIME G. MONTECLARO 10900 E 183rd St Ste 320 Cerritos, CA 90703 Tel: (562) 865-9356 Fax: (562) 246-0200 E-mail: attymonteclaro@gmail.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's four largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cacb10-57493.pdf The petition was signed by Susana Tubianosa, president. SHAW GROUP: S&P Raises Corporate Credit Rating From 'BB+' --------------------------------------------------------- Standard & Poor's Ratings Services said that it has raised its ratings on Baton Rouge La.-based The Shaw Group Inc., including the corporate credit rating, to 'BBB-' from 'BB+'. The outlook is stable. "The ratings upgrade reflects S&P's assessment that the company's track record of operating performance supports a satisfactory business risk profile and that Shaw's financial policy is moderate, marked by low levels of recourse debt and large cash balances," said Standard & Poor's credit analyst Dan Picciotto. "Although S&P believes cash flow generation is likely to decline in 2011, the company has generated a meaningful amount of free cash flow over the past several years (more than $1.7 billion over the last four fiscal years). S&P continues to believe that long- term prospects in many of the company's end markets are good despite the potential for moderation in performance due to lingering effects of the economic downturn and risks associated with large projects." Due to the investment-grade ratings, S&P's recovery methodology is no longer applicable and, as a result, S&P has withdrawn its '3' recovery rating on the company's senior secured credit facility. The ratings on Shaw also reflect the company's intermediate financial risk profile marked by an improved track record of free cash flow generation and moderate financial policies including maintenance of large cash balances and minimal recourse debt obligations. S&P expects government demand in the environmental and infrastructure segment will remain robust over the next 12 months and that secular growth in the nuclear power industry (where Shaw has good positions as a construction firm and technology partner) could partly offset potential volatility in the company's other end markets. S&P describes Shaw's business risk profile as satisfactory, characterized by leading market positions in some segments and a good scope of operations. These factors are somewhat offset by the company's thin operating margins, exposure to cyclical end markets and what S&P considers to be above-average risks in the construction industry. The outlook is stable. At the current rating, S&P expects Shaw to continue to generate meaningful free operating cash flow over the operating cycle and to maintain an intermediate financial risk profile, including at least adequate liquidity. S&P is unlikely to raise the rating in the near term based on S&P's current business risk profile assessment, which is likely to be a constraint. "For a rating upgrade, S&P would expect further improvement in Shaw's diversification profile, sustained margin improvement, and meaningfully higher free operating cash flow generation," Mr. Picciotto added. "S&P could lower the ratings if the company's liquidity becomes less than adequate (possibly due to large working capital swings) or if credit measures deteriorate significantly (possibly due to cost overruns on projects), for instance, if FFO to total debt appears likely to decline to less than 30% and S&P does not expect any rapid near- term improvement. S&P would consider large, excess cash balances as an offset to weaker credit measures." SHERWOOD ASSOCIATES: Case Summary & 2 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Sherwood Associates Limited Partnership c/o James Stanley, President Mainland Development Co. 245 Commercial Street, 4th Floor Portland, ME 04101 Bankruptcy Case No.: 10-11700 Chapter 11 Petition Date: November 4, 2010 Court: U.S. Bankruptcy Court District of Maine (Bangor) Debtor's Counsel: Daniel Cummings, Esq. NORMAN, HANSON & DETROY, LLC P.O. Box 4600 Portland, ME 04112-4600 Tel: (207) 774-7000 Fax: (207) 775-0806 E-mail: dcummings@nhdlaw.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 two largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/meb10-11700.pdf The petition was signed by James Stanley, president of Mainland Development Co., general partner. SHS RESORT: Proposes Up to $3MM of Financing From Olympia --------------------------------------------------------- S.R.S. Resort, LLC, seeks authority from the U.S. Bankruptcy Court for the Middle District of Florida to obtain two post-petition credit facilities from Olympia Development Group, Inc., which is an insider of the Debtor. The First Credit Facility proposes an unsecured line of credit intended to fund operational shortfalls which will consist of these terms: A. Maximum loan amount is $1,500,000. B. Interest rate is 5.75% per annum, to be paid monthly in arrears. C. Loan term is 36 months; interest only due monthly for the life of the loan, with a balloon payment of all principal due at the conclusion of the loan term. D. Lender to receive administrative priority for all funds advanced. A copy of the term sheet of the First Credit Facility is available for free at: http://bankrupt.com/misc/SHS_RESORT_1stcreditfacility.pdf The Second Credit Facility will fund capital expenditures and be secured by a priming lien on the Debtor's assets, and will consist of these terms: A. Maximum loan amount is $1,500,000. B. Interest rate is 5.75% per annum, to be paid monthly in arrears. C. Loan term is 36 months; interest only due monthly for the life of the loan, with a balloon payment of all principal due at the conclusion of the loan term. D. Lender to receive priming lien on Debtor's real and personal property for all funds advanced. A copy of the term sheet of the Second Credit Facility is available for free at: http://bankrupt.com/misc/SHS_RESORT_2ndcreditfacility.pdf Hugo S. deBeaubien, Esq., at Shumaker, Loop & Kendrick, LLP, explains that the Debtor needs the money to fund its Chapter 11 case, pay suppliers and other parties. Safety Harbor, Florida-based S.H.S. Resort, LLC, aka Safety Harbor Resort and Spa, filed for Chapter 11 bankruptcy protection on October 28, 2010 (Bankr. M.D. Fla. Case No. 10-25886). Steven M. Berman, Esq., and Hugo S. de Beaubien, Esq., at Shumaker, Loop & Kendrick, LLP, assists the Debtor in its restructuring effort. The Debtor estimated its assets and debts at $10 million to $50 million. SHS RESORT: Asks for Court's Nod to Use Cash Collateral ------------------------------------------------------- S.H.S. Resort, LLC, asks for authority from the U.S. Bankruptcy Court for the Middle District of Florida to use the cash collateral of Wells Fargo Bank, N.A., until January 28, 2011. On October 5, 2006, the Debtor executed a Renewal and Consolidation Promissory Note Secured by Mortgage in favor of Wells Fargo Bank, N.A., providing for a loan to the Debtor in the amount of $29,700,000. Wells Fargo asserts the balance due on the Note is approximately $29,700,000. Wells Fargo also asserts a lien on the Debtor's cash collateral from its operations. Hugo S. deBeaubien, Esq., at Shumaker, Loop & Kendrick, LLP, explains that the Debtor needs the money to fund its Chapter 11 case, pay suppliers and other parties. The Debtor will use the collateral pursuant to a budget, a copy of which is available for free at http://bankrupt.com/misc/SHS_RESORT_budget.pdf The Debtor says that it will be able to pay Wells Fargo surplus revenue after meeting its operating expenses and tax obligations on a monthly basis. According to the Debtor, the payment of surplus cash to Wells Fargo will act to provide adequate protection to Wells Fargo in at least two ways. First, Wells Fargo will get the benefit of the cash collateral generated from operations, net of operating expenses. Second, Wells Fargo's collateral will be preserved due to the continued operations of the hotel and spa. The payments will pay down the balance of the secured claim Wells Fargo may hold. The Debtor will, prior to any hearing on the Debtor's request to use the cash collateral, work with Wells Fargo to try to resolve any issues with respect to the use of the cash collateral. Safety Harbor, Florida-based S.H.S. Resort, LLC, aka Safety Harbor Resort and Spa, filed for Chapter 11 bankruptcy protection on October 28, 2010 (Bankr. M.D. Fla. Case No. 10-25886). Steven M. Berman, Esq., and Hugo S. de Beaubien, Esq., at Shumaker, Loop & Kendrick, LLP, assists the Debtor in its restructuring effort. The Debtor estimated its assets and debts at $10 million to $50 million. SOLUTIA INC: Moody's Raises Corporate Family Rating to 'Ba3' ------------------------------------------------------------ Moody's Investors Service raised the Corporate Family Rating of Solutia Inc. to Ba3 from B1. Moody's also raised the ratings of Solutia's existing senior secured credit facilities to Ba1 from Ba2, and raised the ratings of its outstanding senior unsecured notes to B1 from B2. In addition Moody's affirmed the company's Speculative Grade Liquidity rating of SGL-2. The outlook is stable. Ratings Raised: -- Corporate Family Rating to Ba3 from B1 -- Probability of Default Rating to Ba3 from B1 -- Senior Secured Credit Facility due 2015 to Ba1, LGD2, 20% from Ba2, LGD2, 22% -- Senior Secured Term Loan B due 2017 to Ba1, LGD2, 20% from Ba2, LGD2, 22% -- 8.75% senior unsecured notes due 2017 to B1, LGD5, 75% from B2, LGD5, 73% -- 7.875% senior unsecured notes due 2020 to B1, LGD5, 75% from B2, LGD5, 76% Rating Rationale The upgrade to a Ba3 CFR reflects the prospect of a continuing, sustainable, and significant improvement in operating income and credit metrics generated by Solutia's businesses over the next several years. This view of improved performance is supported by the improved performance in the past four quarters ending September 30, 2010. During this time there has been a significant increase in adjusted EBITDA with management projecting $500 million for the full year ending December 31, 2010, (not including the full year impact of recent acquisitions). For the first 9 months of 2010 EBITDA was up 38%, year over year, to $388 million. There has also been meaningful improvement in Funds From Operations rising to $211 million - an increase of 12% over fiscal year 2009 (FFO; defined as Cash Flow From Operations less the change in working capital) over the LTM time period ending September 30, 2010. Solutia's improved performance is being aided by volume improvements across all business lines and geographies. "Solutia has improved on a sustainable basis in regards to the profitability of its wholly owned operations," stated Bill Reed, Vice President at Moody's. "In addition, the cash generated in 2011 will continue to improve its financial flexibility in managing significant debt maturities in 2017 and beyond." The move to a Ba3 CFR reflects both the recent relatively stable operating performance, including margin improvement, in a difficult global economic environment, indicating the prospect for further healthy cash flow generation, notwithstanding incremental increases in debt to fund growth. The rating also incorporates Moody's anticipation that major material debt financed acquisitions are unlikely, and that Solutia's remaining business lines will generate, over time, cash flow that is positive and improving relative to existing debt levels. After emerging from bankruptcy in early 2008, Solutia remains highly leveraged with balance sheet debt of $1.5 billion at the end of September 2010. Leverage remains high, particularly after adjusting debt for rent and pensions, which adds roughly $114 million and $366 million, respectively. Interest coverage for the LTM period ending September 30, 2010 (based on Moody's adjusted debt), as measured by EBITDA/Interest, is about 2.1 times while leverage as measured by Debt/EBITDA is 4.6 times. In Moody's projections, adjusted debt for 2011 is estimated at about $1.9 billion and pro forma adjusted debt to book capital would be just above 65% at December 31, 2011. Moody's note that even with fresh start accounting, tangible net worth is a negative $1 billion at the end of September 30, 2010. While Moody's recognize that good progress has been made in the elimination, classification and/or sharing of environmental, legal and pension liabilities, there remains some uncertainty as to the ultimate scope of these liabilities, particularly the environmental liabilities. Moody's believe that these environmental liabilities are subject to changing governmental policy and regulations, discovery of unknown conditions, judicial proceedings, method and extent of remediation, existence of other potentially responsible parties and future changes in both measurement and remediation technologies. Additional positive factors supporting the ratings include: (i) strong geographic, product and operational diversity; (ii) sizeable market leadership in the markets Solutia serves; (iii) sizeable revenue base -- projected to exceed $1.9 billion in 2010; and (iv) the ability to share on a 50/50 basis with Monsanto environmental liabilities at certain sites if the costs exceed $325 million. Moody's also believe that the acquisition of Vistasolar for Euro 240 million in cash, notwithstanding the high multiple paid, is a logical and strong strategic fit for the company. While, the stable outlook reflects the high leverage at the end of 2010, Moody's expect at the end of 2011 and 2012 leverage will likely move close to 3.8 times. In addition, Moody's concerns over Solutia's prior business profile were addressed with the sale in 2009 of the integrated nylon business. With the sale of this business Solutia's remaining businesses are both higher margin and less exposed to volatile raw material prices. Moody's also note that a noteworthy percentage of EBITDA is derived from a single reasonably stable product line, Crystex(R), that also has a high degree of customer concentration with the bulk of EBITDA being derived from tire manufacturers. Solutia's stable outlook also considers the strength of its franchise in terms of its market positions and long-lived customer relationships. If operating performance is weaker than anticipated such that debt to EBITDA exceeds 4.3 times or material increases in environmental liabilities were to occur, the outlook or rating could turn negative. Over time, if Solutia's credit metrics improve faster than expected, such that debt/EBITDA metrics improve to less than 3.2 times on a permanent basis or if environmental liabilities were deemed to be much improved a positive change in the outlook or rating could occur. The Ba1 senior secured rating recognizes that the credit facilities will be secured by a first-priority lien on all material property and assets (tangible and intangible) of the borrower and the guarantors. The B1 rating on the unsecured notes reflects their junior position in the capital structure and the prospect of limited protection after the first lien lenders have been provided for in a distressed scenario. The Speculative Grade Liquidity SGL-2 rating reflects the company's good liquidity and Moody's expectation of reasonable retained cash flow, in excess of $244 million, for the fiscal year ending 2010. The rating is supported by Solutia's favorable debt maturity profile, ample availability under its revolving credit facility, and flexibility under the financial covenants for the company's credit facility. Solutia, headquartered in St. Louis, Missouri, produces and sells a diverse portfolio of performance materials and specialty chemicals. End markets for Solutia's products include automotive, architectural (residential and commercial), aerospace, process manufacturing, construction, electronic/electrical, and industrial. Net sales for the LTM period ending September 30, 2010, were $2.0 billion. ST. VINCENT'S CATHOLIC: Physician Not Released by Chapter 11 Plan ----------------------------------------------------------------- WestLaw reports that a patient's medical malpractice claims against a physician, for which no timely proof of claim had been filed, were not enjoined by the hospital's Chapter 11 plan of reorganization or confirmation order. Regardless of whether the physician was entitled to indemnification from the hospital, he was a non-debtor, third party not subject to the hospital's bankruptcy discharge. Brash v. Richards, --- N.Y.S.2d ----, 2010 WL 4227238, 2010 N.Y. Slip Op. 20432 (N.Y. Sup.). Saint Vincents Catholic Medical Centers -- http://www.svcmc.org/- - was anchored by St. Vincent's Hospital Manhattan, an academic medical center located in Greenwich Village and the only emergency room on the Westside of Manhattan from Midtown to Tribeca, St. Vincent's Westchester, a behavioral health hospital in Westchester County, and continuing care services that include two skilled nursing facilities in Brooklyn, another on Staten Island, a hospice, and a home health agency serving the Metropolitan New York area. Saint Vincent Catholic Medical Centers of New York and six of its affiliates first filed for Chapter 11 protection on July 5, 2005 (Bankr. S.D.N.Y. Case No. 05-14945 through 05-14951). St. Vincents Catholic Medical Centers returned to bankruptcy court by filing another Chapter 11 petition (Bankr. S.D.N.Y. Case No. 10-11963) on April 14, 2010. The Debtor estimated assets of $348 million against debts totaling $1.09 billion in the new petition. Although the hospitals emerged from the prior reorganization in July 2007 with a Chapter 11 plan said to have "a realistic chance" of paying all creditors in full, the bankruptcy left the medical center with more than $1 billion in debt. The new filing occurred after a $64 million operating loss in 2009 and the last potential buyer terminated discussions for taking over the flagship hospital. Adam C. Rogoff, Esq., and Kenneth H. Eckstein, Esq., at Kramer Levin Naftalis & Frankel LLP, represent the Debtor in its Chapter 11 proceeding. STARS PETROLEUM: Case Summary & 11 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Stars Petroleum, Inc. 1910 Main Street Ramona, CA 92065 Bankruptcy Case No.: 10-19724 Chapter 11 Petition Date: November 4, 2010 Court: United States Bankruptcy Court Southern District of California (San Diego) Debtor's Counsel: Jackie Robert Geller, Esq. LAW OFFICE OF JACKIE R. GELLER 6540 Lusk Blvd, Suite C-228 San Diego, CA 92121 Tel: (858) 535-9933 E-mail: jgellerattorney@gmail.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 11 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/casb10-19724.pdf The petition was signed by Theresa Kurtenbach, vice president. STEPHEN SELVAGGIO: Voluntary Chapter 11 Case Summary ---------------------------------------------------- Joint Debtors: Stephen F. Selvaggio Teresa A. Selvaggio 3711 Knollcroft Avenue Bethlehem, PA 18045 Bankruptcy Case No.: 10-23282 Chapter 11 Petition Date: November 5, 2010 Court: U.S. Bankruptcy Court Eastern District of Pennsylvania (Reading) Judge: Richard E. Fehling Debtors' Counsel: Erv D. McLain, Esq. MCLAIN & ASSOCIATES 561 Main Street, Suite 275 Bethlehem, PA 18018 Tel: (610) 866-9700 E-mail: erv_mclain@mclainlawpc.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The Joint Debtors did not file a list of creditors together with its petition. Debtor-affiliate filing separate Chapter 11 petition: Entity Case No. Petition Date ------ -------- ------------- MNMS LP 10-23283 11/05/10 SUNESIS PHARMA: Files 10-Q; Posts $5.1MM Net Loss in Q3 2010 ------------------------------------------------------------ Sunesis Pharmaceuticals , Inc. filed on November 4, 2010, its quarterly report on Form 10-Q for the three months ended September 30, 2010. The Company reported a net loss of $5.1 million on $0 revenue for the third quarter ended September 30, 2010, compared with a net loss of $4.9 million on $12,500 of revenue for the same period last year. Since its inception, the Company has funded its operations primarily through the issuance of common and preferred stock, the receipt of funds from its collaboration partners, and from research grants and debt financings. Cash, cash equivalents and marketable securities totaled $40.8 million as of September 30, 2010, as compared to $4.3 million as of December 31, 2009. The increase of $36.5 million was primarily due to net proceeds of $26.7 million from the third closing of the private placement (of up to $15.0 million of units consisting of Series A convertible preferred stock and warrants to purchase common stock, and up to $28.5 million in common stock) and $24.7 million from sales of the Company's common stock through Cantor Fitzgerald & Co., or Cantor, partially offset by $15.2 million of net cash used in operating activities. No debt was outstanding as of September 30, 2010. The Company's balance sheet at September 30, 2010, showed $43.0 million in total assets, $3.5 million in total liabilities, $54,789 in non-current portion of deferred rent, and stockholders' equity of $39.4 million. As reported in the Troubled Company Reporter on April 6, 2010, Ernst & Young, LLP, in Palo Alto, Calif., 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 recurring losses from operations. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?6dbc About Sunesis Pharmaceuticals South San Francisco, Calif.-based Sunesis Pharmaceuticals, Inc. (NASDAQ: SNSS) -- http://www.sunesis.com/-- is biopharmaceutical company focused on the development and commercialization of new oncology therapeutics for the treatment of solid and hematologic cancers. SWB WACO: Wants Continued Access to Sterling's Cash Collateral -------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District will convene a hearing on December 21, 2010, at 9:00 a.m., to consider SWB Waco SH, L.P.'s request for continued access to the cash collateral of Sterling Bank. As reported in the Troubled Company Reporter on September 21, the Debtor is party to the Construction Real Estate Lien Note dated April 22, 2008, by and between the Debtor and the Bank in the maximum principal amount of $18 million. Concurrent with the execution of the note, the Debtor executed a Construction Deed of Trust, Security Agreement, and Financing Statement. The Debtor and the Bank assert that the Bank's prepetition claims are secured by perfected liens and security interests in an apartment complex in Waco, Texas, and any and all rents, proceeds, product, profits or offspring of the foregoing. The Debtor needs access to the cash collateral to fund its Chapter 11 case, pay suppliers and other parties. In exchange for using the cash collateral, the Debtor will grant the bank a first priority, perfected replacement lien and security interest in all postpetition rents and other estate property to the extent that cash collateral is used by the Debtor. About SWB Waco SH, L.P. Sugar Land, Texas-based SWB Waco SH, L.P., owns a recently constructed 375 bed apartment complex, which is part of a re- development project of the downtown Waco area and serves primarily as an off-campus student housing facility for Baylor University. SWB Waco filed for Chapter 11 bankruptcy protection on September 7, 2010 (Bankr. S.D. Texas Case No. 10-38001). David Ronald Jones, Esq., at Porter And Hedges LLP, and the law firm of Walker & Patterson, P.C., assist the Debtor in its restructuring effort. The Debtor estimated its assets and debts at $10 million to $50 million as of the petition date. SWB WACO: Creditors have Until November 30 to File Proofs of Claim ------------------------------------------------------------------ The Hon. Marvin Isgur of the the U.S. Bankruptcy Court for the Southern District of Texas has established November 30, 2010, as the deadline for any individual or entity to file proofs of claim against SWB Waco SH, L.P. Sugar Land, Texas-based SWB Waco SH, L.P., owns a recently constructed 375 bed apartment complex, which is part of a re- development project of the downtown Waco area and serves primarily as an off-campus student housing facility for Baylor University. SWB Waco filed for Chapter 11 bankruptcy protection on September 7, 2010 (Bankr. S.D. Texas Case No. 10-38001). David Ronald Jones, Esq., at Porter And Hedges LLP, and the law firm of Walker & Patterson, P.C., represents the Debtor. The Debtor estimated assets and debts at $10 million to $50 million as of the Petition Date. TBS INTERNATIONAL PLC: Forbearance Agreements Expire November 14 ---------------------------------------------------------------- TBS International plc announced Monday its operating results for the three ended September 30, 2010. The Company reported a net loss of $10.4 million for the third quarter ended September 30, 2010, after loss attributable to the non-controlling interests, compared to a net loss of $18.1 million for the same period in 2009. Total revenues were $99.8 million, an increase of 34.3% compared to total revenues of $74.3 million for the same period in 2009. EBITDA, which is a non-GAAP measure, increased to $21.9 million for the quarter ended September 30, 2010, from $10.5 million in 2009. Joseph E. Royce, Chairman, Chief Executive Officer and President stated: "The TBS results for the third quarter 2010 reflect the continuing downward pressure on dry cargo freight rates that began in May, as evidenced by the Baltic Dry Indices, particularly the Indices for handysize and handymax vessels. "We are concentrating on sustaining cargo volumes and seeking to increase market share, despite the lower freights rates, and we continue to employ our Five Star Service to retain our competitive advantage." Ferdinand V. Lepere, Senior Executive Vice President and Chief Financial Officer, commented: "As already announced on October 1, 2010, we have entered into forbearance agreements with our lenders expiring on November 14, 2010. As a result, during this 45-day period, we will not be making the principal payments due on such facilities. Our lenders have agreed to forbear from exercising their rights and remedies that arise from the failure to make these principal payments when due. We are in discussions with our banks to restructure the repayment terms of certain facilities and modify our loan covenants. The long-term portion of our outstanding debt as of September 30, 2010, is classified as current debt in our balance sheet. During this forbearance period, we have continued to operate our business as usual, including paying our vendors and paying interest on our debt. "At September 30, 2010, our net debt to capitalization ratio was 37.8%. Our cash balance at the end of September 30, 2010, was approximately $15.9 million, excluding $6.6 million of restricted cash to be used to fund payments for our newbuilding program. During the nine months ended September 30, 2010, we made scheduled debt repayments in the amount of $48.0 million. The Company's balance sheet at September 30, 2010, showed $906.8 million in total assets and $513.2 million in shareholders' equity. Information on total liabilities was not provided. Total debt, including current portion, amounted to $328.3 million. A full-text copy of the earnings release is available for free at: http://researcharchives.com/t/s?6df6 About TBS International plc Dublin 2, Ireland-based TBS International plc (NASDAQ: TBSI) -- http://www.tbsship.com/-- is a fully-integrated transportation service company that provides worldwide shipping solutions to a diverse client base of industrial shippers. As reported in the Troubled Company Reporter on March 19, 2010, PricewaterhouseCoopers LLP, in New York, 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 believes it will not be in compliance with the financial covenants under its credit facilities during 2010, which under the agreements would make the debt callable. "This has created uncertainty regarding the Company's ability to fulfill its financial commitments as they become due." TENNECO INC: S&P Raises Corporate Credit Rating to 'BB-' -------------------------------------------------------- Standard & Poor's Ratings Services said it has raised its corporate credit rating on Lake Forest, Ill.-based auto supplier Tenneco Inc. to 'BB-' from 'B'. The outlook is stable. At the same time, S&P raised its issue-level ratings on the company's senior secured first-lien debt to 'BB+', on the senior unsecured debt to 'BB-', and on the subordinated debt to 'B'. The recovery ratings are unchanged. "The upgrade reflects S&P's opinion that Tenneco's credit profile has recovered to levels consistent with the 'BB-' rating and that the company can sustain the improvement," said Standard & Poor's credit analyst Lawrence Orlowski. "S&P believes the recovery in light-vehicle production in North America and Europe will continue and that the company can sustain its current profitability because of tighter cost controls, enhanced operational efficiency, and ongoing expansion in the commercial-vehicle market," he continued. S&P expects U.S. light-vehicle sales to increase by roughly 10% in 2010, to about 11.4 million units, as the global economy responds to relaxed monetary policies and fiscal stimulus programs and as vehicle demand rebounds. The company implemented assorted restructuring initiatives and tighter cost controls beginning in 2008 in response to falling auto sales, and Tenneco is benefiting from these cost reductions as production recovers in light vehicles. Moreover, with lower fixed costs, the company has laid the foundation for higher profitability, even if auto demand is slow to return to more normal levels. Revenue in the third quarter was $1.54 billion, up 23% from a year ago, because of higher global original equipment (OE) production and aftermarket sales. The gross margin was 17.0% in the third quarter, compared with 16.8% in the same quarter a year earlier, because of higher production and greater manufacturing efficiencies. Tenneco remains highly exposed to vehicle production by virtually all of its large customers, including General Motors Co. (BB- /Stable/--) and Ford Motor Co. (B+/Positive/--). The company is geographically diverse (North America accounted for 45% of 2009 revenues; Europe, South America, and India 44%; and Asia-Pacific 11%), but this factor and its business diversity (emissions control and ride control make up approximately two-thirds and one- third of revenue, respectively) did not protect it against the auto production declines in 2008 and early 2009. Tenneco is launching programs with 11 commercial-vehicle customers between the fourth quarter of 2009 and the fourth quarter of 2011. The company estimates that its commercial-vehicle business will generate 15% of global OE revenue in 2011 and between 25% and 30% in 2012. Although this business adds to the company's revenue and business diversity, S&P has taken a cautious stance toward the strength of commercial-vehicle demand in North America and Europe in the near term. S&P expects double-digit sales growth for commercial vehicles in North America and slight growth in Europe for 2010, but S&P believes sales will still be significantly below the levels of 2008. S&P views Tenneco's liquidity as adequate under its criteria, based on its prospects for free cash generation, cash, and available borrowing capacity. As of Sept. 30, 2010, the company had $184 million in cash and $614 million in unused borrowing capacity under its revolving credit facilities. The outlook is stable. S&P expects demand for light vehicles to continue recovering but remain weak by historical standards. S&P expects less of a recovery in commercial vehicles. If the recent uptick in auto demand signals a return to higher, steadier sales, S&P would expect to see expanding gross margins and rising EBITDA. To raise its corporate credit rating, S&P would expect to see consistently strong free cash flow generation and adjusted debt to EBITDA comfortably below 3.0x on a sustainable basis. This could occur if, for example, the company's revenues rose more than 5% in 2011 and gross margins were more than 18%. S&P could lower the rating if global vehicle demand began to decline again, thereby pushing the company's leverage above 3.5x. This could occur, for instance, if revenue was flat and the gross margin fell below 16.5%. TERRESTAR NETWORKS: Files 2015.3 Report for Controlled Entities --------------------------------------------------------------- In accordance with Rule 2015.3 of the Federal Rules of Bankruptcy Procedure, TerreStar Networks Inc. and its units submitted to the Court a periodic report as of December 31, 2009 on the value, operations and profitability of entities in which they hold a "substantial or controlling interest." Under the report, the Debtors reveal that their estates hold a substantial controlling interest in these entities: % of Interest Entity of Estate Net Book Value ------ ------------- -------------- TerreStar Global Ltd 86.5% (US$12,075,656) TerreStar Solutions Inc., 20.0% (C$1,471,601) fka 4491190 Canada Inc. TerreStar Global oversees the development stage of TerreStar's European Mobile Satellite Services business. TerreStar Solutions oversees the development of a retail satellite and mobile telephone business. The Report also includes a balance sheet, statement of cash flow and statement of income of the 12-month period ended December 2009 covered by the Entity Report. A full-text copy of the Report is available for free at: http://bankrupt.com/misc/TrStr2015Rep.pdf About TerreStar Networks Reston, Va.-based TerreStar Corporation (NASDAQ: TSTR) -- http://www.terrestar.com/-- is in the mobile communications business through its ownership of TerreStar Networks, its principal operating subsidiary, and TerreStar Global. TerreStar Networks, in cooperation with its Canadian partners, TerreStar Canada and TerreStar Solutions, majority-owned subsidiaries of Trio 1 and 2 General Partnerships, plans to launch an innovative wireless communications system to provide mobile coverage throughout the United States and Canada using integrated satellite-terrestrial smartphones and other devices. This system build out will be based on an integrated satellite and ground- based technology intended to provide communication service in most hard-to-reach areas and will provide a nationwide interoperable, survivable and critical communications infrastructure. The Company intends to provide multiple communications applications, including voice, data and video services. As of June 30, 2010, the Company had four wholly owned subsidiaries, MVH Holdings Inc., Motient Holdings Inc., TerreStar Holdings Inc., and TerreStar New York Inc. Motient Ventures Holding Inc., a wholly owned subsidiary of MVH Holdings Inc., directly holds approximately 89.3% and 86.5% interest in TerreStar Networks and TerreStar Global, respectively. TerreStar Networks Inc. and Its affiliates filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code in Manhattan (Bankr. S.D.N.Y. Lead Case No. 10-15446). The Debtors' parent, TerreStar Corporation (NASDAQ: TSTR), is not among the Chapter 11 filers. The Garden City Group, Inc. will act as claims and noticing agent in the chapter 11 cases. Michel Wunder, Esq., Ryan Jacobs, Esq., and Jarvis Hetu, Esq. at Fraser Milner Casgrain LLP and Ira Dizengoff, Esq. , Arik Preis, Esq., and Ashleigh Blaylock, Esq., at Akin Gump Strauss Hauer & Feld LLP , serve as bankruptcy counsel to the Debtors. Blackstone Advisory Partners LP is the financial advisor. Bankruptcy Creditors' Service, Inc., publishes TerreStar Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by TerreStar Networks Inc. and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TERRESTAR NETWORKS: Marathon Has 22MM Shares of Parent's Stock -------------------------------------------------------------- In a Form 3 filing with the Securities and Exchange Commission, Marathon Asset Management LLP reported that it is deemed to have indirect beneficial ownership of 22,547,001 shares of TerreStar Corp. common stock. The reported shares of TerreStar Common Stock are held by one or more funds and accounts advised by Marathon. Marathon, in its capacity as the investment manager of the Funds and Accounts, has sole power to vote and direct the disposition of all Shares held by the Funds and Accounts. Thus, for the purposes of Reg. Section 240.13d-3, Marathon may be deemed to beneficially own 22,547,001 Shares, or 16.2% of the deemed issued and outstanding TerreStar Shares as of November 4, 2010. Marathon's interest in those securities is limited to the extent of its pecuniary interest in the Funds and Accounts, if any. About TerreStar Networks Reston, Va.-based TerreStar Corporation (NASDAQ: TSTR) -- http://www.terrestar.com/-- is in the mobile communications business through its ownership of TerreStar Networks, its principal operating subsidiary, and TerreStar Global. TerreStar Networks, in cooperation with its Canadian partners, TerreStar Canada and TerreStar Solutions, majority-owned subsidiaries of Trio 1 and 2 General Partnerships, plans to launch an innovative wireless communications system to provide mobile coverage throughout the United States and Canada using integrated satellite-terrestrial smartphones and other devices. This system build out will be based on an integrated satellite and ground- based technology intended to provide communication service in most hard-to-reach areas and will provide a nationwide interoperable, survivable and critical communications infrastructure. The Company intends to provide multiple communications applications, including voice, data and video services. As of June 30, 2010, the Company had four wholly owned subsidiaries, MVH Holdings Inc., Motient Holdings Inc., TerreStar Holdings Inc., and TerreStar New York Inc. Motient Ventures Holding Inc., a wholly owned subsidiary of MVH Holdings Inc., directly holds approximately 89.3% and 86.5% interest in TerreStar Networks and TerreStar Global, respectively. TerreStar Networks Inc. and Its affiliates filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code in Manhattan (Bankr. S.D.N.Y. Lead Case No. 10-15446). The Debtors' parent, TerreStar Corporation (NASDAQ: TSTR), is not among the Chapter 11 filers. The Garden City Group, Inc. will act as claims and noticing agent in the chapter 11 cases. Michel Wunder, Esq., Ryan Jacobs, Esq., and Jarvis Hetu, Esq. at Fraser Milner Casgrain LLP and Ira Dizengoff, Esq. , Arik Preis, Esq., and Ashleigh Blaylock, Esq., at Akin Gump Strauss Hauer & Feld LLP , serve as bankruptcy counsel to the Debtors. Blackstone Advisory Partners LP is the financial advisor. Bankruptcy Creditors' Service, Inc., publishes TerreStar Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by TerreStar Networks Inc. and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TERRESTAR NETWORKS: Nasdaq to Delist Corp.'s Common Stock --------------------------------------------------------- The NASDAQ Stock Market announced on November 4, 2010, that it will delist the common stock of TerreStar Corporation. TerreStar Corporation's stock was suspended on October 29, 2010 and has not traded on NASDAQ since that time. NASDAQ is expected to file a Form 25 with the Securities and Exchange Commission to complete the delisting. The delisting becomes effective ten days after the Form 25 is filed. The Company's common stock is quoted on the Pink OTC Markets Inc. under the symbol "TSTRQ." However, the Company can give no assurance that trading in its common stock will continue on the Pink Sheets or on any other securities exchange or quotation medium. NASDAQ Stock Market subsequently filed with the SEC the Form 25 Notification of Removal from Listing of TerreStar Stock on November 5, 2010. About TerreStar Networks Reston, Va.-based TerreStar Corporation (NASDAQ: TSTR) -- http://www.terrestar.com/-- is in the mobile communications business through its ownership of TerreStar Networks, its principal operating subsidiary, and TerreStar Global. TerreStar Networks, in cooperation with its Canadian partners, TerreStar Canada and TerreStar Solutions, majority-owned subsidiaries of Trio 1 and 2 General Partnerships, plans to launch an innovative wireless communications system to provide mobile coverage throughout the United States and Canada using integrated satellite-terrestrial smartphones and other devices. This system build out will be based on an integrated satellite and ground- based technology intended to provide communication service in most hard-to-reach areas and will provide a nationwide interoperable, survivable and critical communications infrastructure. The Company intends to provide multiple communications applications, including voice, data and video services. As of June 30, 2010, the Company had four wholly owned subsidiaries, MVH Holdings Inc., Motient Holdings Inc., TerreStar Holdings Inc., and TerreStar New York Inc. Motient Ventures Holding Inc., a wholly owned subsidiary of MVH Holdings Inc., directly holds approximately 89.3% and 86.5% interest in TerreStar Networks and TerreStar Global, respectively. TerreStar Networks Inc. and Its affiliates filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code in Manhattan (Bankr. S.D.N.Y. Lead Case No. 10-15446). The Debtors' parent, TerreStar Corporation (NASDAQ: TSTR), is not among the Chapter 11 filers. The Garden City Group, Inc. will act as claims and noticing agent in the chapter 11 cases. Michel Wunder, Esq., Ryan Jacobs, Esq., and Jarvis Hetu, Esq. at Fraser Milner Casgrain LLP and Ira Dizengoff, Esq. , Arik Preis, Esq., and Ashleigh Blaylock, Esq., at Akin Gump Strauss Hauer & Feld LLP , serve as bankruptcy counsel to the Debtors. Blackstone Advisory Partners LP is the financial advisor. Bankruptcy Creditors' Service, Inc., publishes TerreStar Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by TerreStar Networks Inc. and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TEXAS HILL: Chapter 11 Trustee to Auction Real Property Today ------------------------------------------------------------- The Hon. James M. Marlar of the U.S. Bankruptcy Court for the District of Delaware authorized Edward Burr, the Chapter 11 trustee in the reorganization cases of Texas Hill Enterprises, GP, and Texas Hill Diamante Cooling, LLC, to sell their real property in an auction today, November 10, 2010. There is no stalking horse bidder for the real property. The sale will begin at 8:30 a.m., and will be free and clear of all liens, claims and encumbrances. Roll, Arizona-based Texas Hill Enterprises, GP, dba Texas Hill Farms, filed for Chapter 11 bankruptcy on April 15, 2010 (Bankr. D. Ariz. Case No. 10-11121). Daniel P. Collins, Esq., and Allysse M. Medina, Esq., at Collins, May, Potenza, Baran & Gillespie, represents the Debtor. The Company estimated assets at $10 million to $50 million and debts at $1 million to $10 million. TEXAS RANGERS: Challenges Scout's $1.4MM Severance Claim -------------------------------------------------------- Eric Morath, writing for Dow Jones' Daily Bankruptcy Review, reports that Texas Rangers Baseball Partners is asking the Bankruptcy Court to reject a Venezuelan scout's demand for a $1.41 million payment. DBR relates Roney Calderon claims to have scouted for the team from 1994 to 2001. Mr. Calderon is seeking to collect severance payments he says are owed to him under a Venezuelan Labor Court decision. He's also asking for his legal bills to be covered. According to DBR, Mr. Calderon is seeking to lay claim to a portion of the $593 million generated from sale of the Texas Rangers baseball team. According to DBR, TRBP told the Bankruptcy Court that Mr. Calderon entered into a termination agreement in 2001 that provides him severance payments. TRBP said it made "most, if not all" of those payments, but Mr. Calderon filed suit in Venezuela claiming he was owed more. Courts in that country awarded Mr. Calderon an $183,534 judgment in 2002. DBR relates that in addition to saying it has largely paid any debt owed to Mr. Calderon, TRBP said even if he is owed more, that's now the responsibility of the new owners. About Texas Rangers Baseball Texas Rangers Baseball Partners owns and operates the Texas Rangers Major League Baseball Club, a professional baseball club in the Dallas/Fort Worth Metroplex. TRBP is a Texas general partnership, in which subsidiaries of HSG Sports Group LLC own a 100% stake. Controlled by Thomas O. Hicks, HSG also indirectly wholly-owns Dallas Stars, L.P., which owns and operates the Dallas Stars National Hockey League franchise. The Texas Rangers have had five owners since the club moved to Arlington in 1972. Mr. Hicks became the fifth owner in the history of the Texas Rangers on June 16, 1998. In its petition, Texas Rangers Baseball Partners said it had both assets and debt of less than $500 million. Martin A. Sosland, Esq., at Weil, Gotshal & Manges LLP, serves as bankruptcy counsel to the Debtor. Forshey & Prostok LLP is the conflicts counsel. Parella Weinberg Partners LP serves as financial advisor. Lenders to the Texas Rangers sought to force the baseball team's equity owners -- Rangers Equity Holdings, L.P. and Rangers Equity Holdings GP, LLC -- into bankruptcy court protection (Bankr. N.D. Tex. Case No. 10-43624 and 10-43625). The lenders, a group that includes investment funds Monarch Alternative Capital and Kingsland Capital Management, filed an involuntary bankruptcy petition on May 28 against the two companies. The two companies were not included in the May 24 Chapter 11 filing of TRBP. U.S. Bankruptcy Judge Stacey G. C. Jernigan on August 5 confirmed the fourth amended version of the Prepackaged Plan of Reorganization of Texas Rangers Baseball Partners. The judge's confirmation order clears the way for a group of Hall of Fame pitcher Nolan Ryan, and Pittsburgh sports attorney and minor- league team owner Charles Greenberg to purchase the Texas Rangers. The Ryan group paid $385 million in cash and assumed $208 million in liabilities. The Ryan group outbid Dallas Mavericks owner Mark Cuban at an auction. TOPS HOLDING: Moody's Junks Corporate Family Rating From 'B3' ------------------------------------------------------------- Moody's Investors Service downgraded the Corporate Family and Probability of Default Ratings of Tops Holding Corp. to Caa1 from B3, and downgraded the rating of its $350 million of secured bonds to Caa1 from B3. The rating outlook is stable. This concludes the review for possible downgrade started on August 10, 2010. Ratings were placed on review following the return of the full amount of equity capital which owners contributed to finance the purchase Penn Traffic stores in February 2010. The lowered rating reflects Tops' high leverage and weak fixed charge coverage, limited operating history as an independent company, its relatively modest size relative to competitors, and recent aggressive financial policies. The ratings are supported by the historically stable operating performance of Tops' legacy stores, good position in its markets, and the potential for the Penn Traffic acquisition to be accretive to credit metrics in the intermediate term. Ratings Rationale The rating outlook is stable, and reflects the expectation that Tops will invest in a moderate level of store growth and acquisition over the medium term. It assumes that the company will return cash to shareholders within the level of its covenants. The stable outlook also reflects the view that the Caa1 rating adequately reflects the risk of the company's high leverage and moderately high probability of default over the next several years. A rating upgrade is unlikely without demonstrated operating improvements. Ratings could rise if Tops demonstrates sustained EBITA to interest above 1.1 times while maintaining adequate liquidity and a balanced financial policy. An upgrade would also require demonstration that the integration of Penn Traffic stores was accomplished without undue financial or operational stress. Ratings could be downgraded if EBITA to interest fails to be maintained at least at 1.0 times, if liquidity becomes constrained, or if Tops fails to invest sufficiently in stores to maintain its competitiveness. Ratings could also be downgraded if financial policies cause metrics to weaken further, which could occur through significant distributions to shareholders without repaying debt, or through an acquisition which causes pro-forma credit metrics to deteriorate from current levels. These ratings were downgraded and point estimates adjusted: -- Corporate Family and Probability of Default Ratings to Caa1 from B3; -- $350 million secured notes to Caa1 (LGD 4, 51%) from B3 (LGD3, 49%) Privately owned Tops Markets, LLC headquartered in Williamsville, New York, operates a chain of 71 owned Tops supermarkets and 5 franchised stores ("legacy stores") in western New York state, with approximately $1.7 billion of annual revenues. In February 2010, Tops acquired 79 stores from the bankruptcy estate of Penn Traffic. Tops continues to operate 55 stores, of which 7 may sold or closed as a result of a preliminary FTC order. The remaining 48 stores are in the final process of being re-branded as Tops stores. Tops' primary markets have historically been the Buffalo and Rochester metro areas, and will expand to the south and east with the acquisition of the Syracuse-based Penn Traffic stores. The company is 75% owned by Morgan Stanley Capital Partners, with remaining ownership held largely by a unit of HSBC and company management. TOYS R: Moody's Confirms Corporate Family Rating at 'B1' -------------------------------------------------------- Moody's Investors Service confirmed the ratings of Toys "R" Us, Inc., including the B1 Corporate Family and Probability of Default ratings, and affirmed SGL-2 Speculative Grade Liquidity rating. These rating actions conclude the review for possible upgrade that commenced on August 13, 2010. The rating outlook is stable. Ratings confirmed and LGD point estimates adjusted include: Toys "R" Us, Inc. -- Corporate Family Rating at B1 -- Probability of Default Rating at B1 -- Senior unsecured notes at B3 (LGD 6, 93%) Toys "R" Us Delaware, Inc. -- 8.75% debentures due 2021 at B2 (LGD 5, 74%) -- Senior secured term loan at B1 (LGD 3, 42%) -- Senior secured notes at B1 (LGD 3, 42%) Toys "R" Us Property Company I, LLC -- Senior unsecured notes at B2 (LGD 5, 74%) Toys "R" Us Property Company II, LLC -- Senior secured notes at Ba1 (LGD 2, 14%) Rating affirmed: -- Speculative Grade Liquidity rating at SGL-2 "The confirmation of Toys' B1 Corporate Family Rating, which concludes Moody's review for possible upgrade, recognizes that while Toys continues to maintain an active IPO registration, which was filed in May 2010, there is limited visibility as to the timing of a potential IPO. The confirmation also acknowledges that despite the soft sales environment, the company continues to perform well through a combination of disciplined inventory management, effective merchandising, and expense control," stated Moody's Senior Analyst Charlie O'Shea. The stable outlook and SGL-2 Speculative Grade Liquidity rating reflect Moody's view that Toys is well positioned for a solid Holiday 2010 and incorporates the significant flexibility provided by its unrated $1.85 billion secured revolving credit facility that expires in August 2015. Ratings could be upgraded if debt/EBITDA is sustained below 5 times. This could occur either as a result of improvements in operating performance, or as a result of a successful IPO and application of proceeds sufficient to reduce debt. Ratings could be downgraded if debt/EBITDA was sustained above 5.5 times, which could occur either as a result of a degradation in operating performance or the institution of a more aggressive financial policy. Toys "R" Us, Inc., is a specialty retailer of toys, with annual revenues of around $13 billion. TRONOX INC: Gets Last-Minute Objections to Reorganization Plan -------------------------------------------------------------- Bankruptcy Law360 reports that six objections to Tronox Inc.'s reorganization plan have been filed at the last minute, including objections brought by the plaintiffs in a securities class action against the bankrupt titanium dioxide maker, Anadarko Petroleum Corp., Travelers Casualty and Surety Co., and others. Law360 says the objections, filed on the Friday deadline, allege that the plan is "overly broad, ambiguous and improper," including provisions related to third-party releases, according to court documents. About Tronox Inc. Tronox Inc., aka New-Co Chemical, Inc., and 14 other affiliates filed for Chapter 11 protection on January 13, 2009 (Bankr. S.D.N.Y. Case No. 09-10156). The case is before Hon. Allan L. Gropper. Richard M. Cieri, Esq., Jonathan S. Henes, Esq., and Colin M. Adams, Esq., at Kirkland & Ellis LLP in New York, represent the Debtors. The Debtors also tapped Togut, Segal & Segal LLP as conflicts counsel; Rothschild Inc. as investment bankers; Alvarez & Marsal North America LLC, as restructuring consultants; and Kurtzman Carson Consultants serves as notice and claims agent. An official committee of unsecured creditors and an official committee of equity security holders have been appointed in the cases. The Creditors Committee has retained Paul, Weiss, Rifkind, Wharton & Garrison LLP as counsel. Until September 30, 2008, Tronox Inc. was publicly traded on the New York Stock Exchange under the symbols TRX and TRX.B. Since then, Tronox Inc. has traded on the Over the Counter Bulletin Board under the symbols TROX.A.PK and TROX.B.PK. As of December 31, 2008, Tronox Inc. had 19,107,367 outstanding shares of class A common stock and 22,889,431 outstanding shares of class B common stock. TROPICANA ENTERTAINMENT: Former CEO Butera Joins Foxwoods Casino ---------------------------------------------------------------- The Mashantucket Pequot Tribal Council unveiled Friday its appointment of Scott Butera as President and CEO of Mashantucket Pequot Gaming Enterprises. Mr. Butera brings more than two decades of casino and finance industry expertise to the table, having held prominent positions throughout the casino management sector and on Wall Street. The former CEO of Tropicana Entertainment, Mr. Butera was lauded by Casino Connection Magazine as a "turnaround artist" who helped the Trump Organization emerge from bankruptcy in 2005. Accordingly, he brings with him a results-driven reputation for improving employee morale and maximizing profit potential. "We are thrilled to welcome Scott Butera as our new President and CEO of Foxwoods Resort Casino and MGM Grand at Foxwoods. Mr. Butera is recognized as one of the most innovative business leaders in the gaming industry today," says Rodney A. Butler, Chairman of the Mashantucket Pequot Tribal Council. Mr. Butera is no stranger to economic adversity, and his track record of proven results will undoubtedly boost our team members with confidence as he steers Foxwoods and MGM Grand at Foxwoods into a profitable and prosperous future," Mr. Butler says. "Special thanks are extended to William Sherlock, who has been serving as our Interim President for these past several months and has been instrumental in identifying Mr. Butera for this position. Mr. Sherlock will continue to work with us through the end of December, and has agreed to be available as an advisor in the future as needed," says Mr. Butler. As President and CEO of the Mashantucket Pequot Gaming Enterprises, Mr. Butera will be responsible for providing strategic leadership to position the company as the east coast premiere entertainment destination. Mr. Butera will oversee day to day operation, property marketing and development of executive staff, and will advise the Tribal Council as to strategic direction, financial performance and other pertinent developments. "It's an honor to be appointed the new President and CEO of Foxwoods Resort Casino and MGM Grand at Foxwoods, and to lead this amazing team of distinguished gaming and resort professionals," said Mr. Butera. "As North America's largest resort casino, Foxwoods is a true industry leader, and I look forward bringing my own experience and insight to the Mashantucket Pequot Tribal Nation, who has done so much for the state of Connecticut and this region," he states. Prior to his appointment with the Mashantucket Pequot Gaming Enterprises, Mr. Butera joined Tropicana Entertainment as President on March 19, 2008, and was the principal architect behind Tropicana's successful financial and operational restructuring, which represents Mr. Butera's second multi-billion dollar restructuring in the gaming industry. On June 6, 2008, he was named Chief Executive Officer and appointed a member of the Board of Managers. Mr. Butera is also a member of the Tropicana Entertainment Regulatory Gaming Compliance Committee. On June 30, 2008, Mr. Butera was appointed to the boards of each of Tropicana's direct and indirect Debtor-corporate subsidiaries. Prior to joining Tropicana Entertainment, Mr. Butera held a number of executive positions in the gaming industry, including as Chief Operating Officer of the Cosmopolitan Resort Casino in Las Vegas, Nevada, President of Metroflag Management LLC, a casino resort development company located in Las Vegas, and President, Chief Operating Officer, and Executive Vice President of Trump Hotels & Casino Resorts, Inc., during which time he was the principal architect of the company's financial and operational restructuring. Mr. Butera also served previously as an Executive Director for UBS Investment Bank, which culminated a fifteen-year career as an investment banker focused on the gaming, lodging, and real estate industries. Mr. Butera holds a Masters in Business Administration from New York University's Leonard N. Stern School of Business and is a graduate of Trinity College in Hartford, Connecticut, where he was recently appointed to the Board of Fellows. The Troubled Company Reporter on November 9, 2010, ran a story on Mr. Butera's resignation. Mr. Butera's new employer was not identified in the statement released by Tropicana. About Tropicana Entertainment Tropicana Entertainment Inc. is a publicly reporting company that, along with its affiliates, owns or operates nine casinos and resorts in Indiana, Louisiana, Mississippi, Nevada and New Jersey. The Company owns approximately 6,000 rooms, 9,000 slot positions and 250 table games. In addition, the Company owns a development property in Aruba. The company is based in Las Vegas, Nevada. Tropicana Entertainment LLC and certain affiliates filed for Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08- 10856). Kirkland & Ellis LLP and Mark D. Collins, Esq., at Richards Layton & Finger, represent the Debtors in their restructuring efforts. Their financial advisor is Lazard Ltd. Their notice, claims, and balloting agent is Kurtzman Carson Consultants LLC. Epiq Bankruptcy Solutions LLC is the Debtors' Web site administration agent. AlixPartners LLP is the Debtors' restructuring advisor. Stroock & Stroock & Lavan LLP and Morris Nichols Arsht & Tunnell LLP represent the Official Committee of Unsecured Creditors in this case. Capstone Advisory Group LLC is financial advisor to the Creditors' Committee. The OpCo Debtors, a group of Tropicana entities owning casinos and resorts in Atlantic City, New Jersey and Evansville, Indiana obtained confirmation from the Bankruptcy Court of a reorganization plan. On April 29, 2009, non-debtor units of the OpCo Debtors, designated as the New Jersey Debtors -- Adamar of New Jersey, Inc., and its affiliate, Manchester Mall, Inc. -- filed for Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to effectuate a sale of the Atlantic City Resort and Casino to a group of Investors-led by Carl Icahn. Judge Judith H. Wizmur presides over the cases. Manchester Mall is a wholly owned subsidiary of Adamar that owns and operates certain real property utilized in the New Jersey Debtors' business operations. Effective March 8, Tropicana Entertainment successfully emerged from the Chapter 11 reorganization process as an Carl Icahn-owned entity. A group of Tropicana entities, known as the LandCo Debtors, which own Tropicana casino property in Las Vegas, have obtained approval of a separate Chapter 11 plan. Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz, Meisel, Forman & Leonard, in Hackensack, New Jersey, represented the New Jersey Debtors. Kurtzman Carson Consultants LLC acts as their claims and notice agent. Adamar disclosed $500 million to $1 billion both in total assets and debts in its petition. Manchester Mall disclosed $1 million to $10 million in total assets, and less than $50,000 in total debts in its petition. Debtors Adamar of New Jersey Inc. and Manchester Mall Inc. have merged into Adamar of NJ In Liquidation, LLC. The merger and name change is in accordance with an Amended and Restated Purchase Agreement, which governs the sale and transfer of the operations of the Tropicana Casino and Resort - Atlantic City, including substantially all of the New Jersey Debtors' assets, to Tropicana Entertainment Inc., Tropicana Atlantic City Corp., and Tropicana AC Sub Corp., free and clear of any and all liens, claims and encumbrances. About Mashantucket Pequot Mashantucket Pequot Tribal Nation owns and operates Foxwoods Resort Casino in Ledyard, Connecticut. The Wall Street Journal's Mike Spector reported in July 2010 that the tribe was in talks with banks and bondholders about how best to restructure more than $2 billion in debt that it can no longer afford. According to Mr. Spector's report, a mid-July deadline for a big payment to lenders loomed, and people familiar with the matter said the tribe wants bondholders to wipe out a significant portion of its roughly $1.3 billion in bond debt, in some cases paring the tribe's obligations by at least half. As reported by the Troubled Company Reporter on August 30, 2010, Standard & Poor's Ratings Services withdrew its ratings on the Mashantucket Western Pequot Tribe. S&P lowered its issuer credit rating on the Tribe to 'D' on Nov. 16, 2009, following the Tribe's announcement that it did not make the full interest payment due on its notes. UNION FOR TRADITIONAL JUDAISM: Netivot Shalom Wins Auction for HQ ----------------------------------------------------------------- According to jstandard.com, Cong. Netivot Shalom won the bankruptcy auction for the Teaneck headquarters of the Union for Traditional Judaism and the Institute of Traditional Judaism. The Debtor said it expects to emerge from Chapter 11 by the end of the year. Union for Traditional Judaism, a not-for-profit organization that trains and places rabbis, along with the Institute of Traditional Judaism Inc., filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 10-22958) on May 14 in White Plains, New York. The petition says assets and debt are both more than $1 million. US FIDELIS: To Auction Off Property to Pay Creditors ---------------------------------------------------- Kelsey Volkmann at St. Louis Business Journal reports that US Fidelis co-founder Darain Atkinson said the Company plans to auction off a 144-acre farm -- which includes 90 acres of tillable land, woods, a creek and pastures -- in Wentzville to help pay off creditors in the Company's Chapter 11 bankruptcy. The Journal relates the property will be sold in seven different tracts at 1:00 p.m., on Nov. 20, 2010. The Company has reached a settlement with 11 states that bars the company from telemarketing or selling in Arkansas, Idaho, Iowa, Kansas, North Carolina, Ohio, Oregon, Pennsylvania, Texas, Washington and Wisconsin. Bankruptcy Law360 reports that former owners also agreed to turn over nearly all of their assets as part of the settlement of claims that they misled consumers through the use of deceptive marketing practices. The attorneys general of 11 states revealed that the multistate settlement requires brothers Darian and Cory Atkinson to surrender at least 90 percent of their assets, Law360 says. Wentzville, Missouri-based US Fidelis, Inc., was a marketer of vehicle service contracts developed by independent and unrelated companies. The Company filed for Chapter 11 bankruptcy protection on March 1, 2010 (Bankr. E.D. Mo. Case No. 10-41902). Robert E. Eggmann, Esq., at Lathrop & Gage, assists the Company in its restructuring effort. According to the schedules, the Company had assets of $74,386,836, and total debts of $25,770,655 as of the petition date. VALLEJO, CA: A Step Closer to Bankruptcy Exit with Budget Plan -------------------------------------------------------------- American Bankruptcy Institute reports that the City Council of Vallejo, Calif., will consider a five-year budget as part of a plan to exit the biggest bankruptcy in the state since Orange County sought court protection in 1994. Vallejo on May 23, 2008, filed a petition for protection under the provisions of chapter 9 of the U. S. Bankruptcy Code. On June 17, 2008, the City filed a motion to reject its collective bargaining agreements with each of its four labor groups: Vallejo Police Officers Association; International Brotherhood of Electrical Workers; Confidential Administrative, Managerial and Professional Association, and IAFF. Prior to the hearing for the consideration of the rejection of the agreements, the City reached supplemental agreements with VPOA and CAMP. On August 27, 2009, the City and IAFF signed a stipulation that allowed the City to reject the IAFF agreement that would have run through June 2010. On September 1, 2009, the Bankruptcy Court granted the City's motion to reject the IBEW agreement. The City and IAFF spent 5 days in mediation and commenced binding arbitration hearings in January 2010. Additional hearing dates had been scheduled later this month. During the interim period, the City and IAFF resumed negotiations and reached an agreement on the terms of a new agreement on February 18, 2010. VALLEJO, CA: City Council to Consider 5-Year Budget on Nov. 16 -------------------------------------------------------------- Alison Vekshin, writing for Bloomberg News, reported that the City Council of Vallejo will consider a five-year budget as part of its plan to exit bankruptcy. According to Blooomberg, JoAnn West, a Vallejo spokeswoman on bankruptcy issues, said Friday in a telephone message, that the council will hear details of the general-fund plan on Nov. 16. Bloomberg reported that Ms. West said the seven-member legislative body will vote on Nov. 30 on whether to adopt the proposal. If it does, the fiscal road map will be included in the exit plan and presented to a bankruptcy judge, she said. Ms. West told Bloomberg a copy of the budget proposal will likely be released on the city's Web site on Nov. 12. U.S. Bankruptcy Judge Michael McManus in Sacramento ordered the city to devise an exit plan by Jan. 18. "I expect the bankruptcy case will continue well beyond Jan. 18," James Paul, Esq., a partner at Downey Brand LLP, in Sacramento, told Bloomberg in a telephone on Friday. Mr. Paul represents Vallejo's retirees. Mr. Paul told Bloomberg he expects the retirees committee to object to health-benefit cuts that it anticipates in the plan. About City of Vallejo Vallejo -- http://www.ci.vallejo.ca.us/-- is a city in Solano County, California in the United States. As of the 2000 census, the city had a total population of 116,760. It is located in the San Francisco Bay Area on the northern shore of San Pablo Bay. It was named for General Mariano Guadalupe Vallejo. Vallejo filed for protection under Chapter 9 of the U.S. Bankruptcy Code (Bankr. E.D. Calif. Case No. 08-26813) on May 23, 2008, after it was unable to persuade labor unions to accept salary concessions as the recession began cutting into local government tax collections nationwide. Marc A. Levinson, Esq., and Norman C. Hile, Esq., at Orrick, Herrington & Sutcliffe LLP in Sacramento, California, represent the City. The city estimated $500 million to $1 billion in assets and $100 million to $500 million in debts in its petition. According to Vallejo's comprehensive annual report for the year ended June 30, 2007, the city has $983 million in assets and $358 million in debts. VALLEJO, CA: Council Decision on IBEW Work Terms Delayed Anew ------------------------------------------------------------- The Vallejo Times-Herald staff writer Jessica A. York reported that the Vallejo City Council on Tuesday was to consider delaying for the second time in two weeks a decision to impose its own working conditions on its largest city employees union. The Times-Herald relates the council was set in August to impose the working conditions last offered to the International Brother of Electrical Workers, following a negotiation impasse. Instead, council members agreed to give union leaders several months to come up with alternatives to save the city more than $3 million. According to the Times-Herald, the IBEW alternatives scheduled to come before the council last month were delayed, and were again on Tuesday's agenda, along with a note that the issue will be delayed again until Nov. 16 -- the same night the city is expected to open its bankruptcy exit strategy to public discussion. The report says the working conditions will replace IBEW's contract, which was thrown out in bankruptcy court last year, and would have expired in June. About City of Vallejo Vallejo -- http://www.ci.vallejo.ca.us/-- is a city in Solano County, California in the United States. As of the 2000 census, the city had a total population of 116,760. It is located in the San Francisco Bay Area on the northern shore of San Pablo Bay. It was named for General Mariano Guadalupe Vallejo. Vallejo filed for protection under Chapter 9 of the U.S. Bankruptcy Code (Bankr. E.D. Calif. Case No. 08-26813) on May 23, 2008, after it was unable to persuade labor unions to accept salary concessions as the recession began cutting into local government tax collections nationwide. Marc A. Levinson, Esq., and Norman C. Hile, Esq., at Orrick, Herrington & Sutcliffe LLP in Sacramento, California, represent the City. The city estimated $500 million to $1 billion in assets and $100 million to $500 million in debts in its petition. According to Vallejo's comprehensive annual report for the year ended June 30, 2007, the city has $983 million in assets and $358 million in debts. VAZGEN MIRZAKHANYAN: Case Summary & 18 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: Vazgen Mirzakhanyan 3338 Stephans Circle Glendale, CA 91208 Bankruptcy Case No.: 10-57624 Chapter 11 Petition Date: November 4, 2010 Court: United States Bankruptcy Court Central District Of California (Los Angeles) Judge: Barry Russell Debtor's Counsel: Jerome S. Cohen, Esq. 3731 Wilshire Blvd Ste 514 Los Angeles, CA 90010 Tel: (213) 388-8188 Fax: (213) 388-6188 E-mail: jsc@jscbklaw.com Scheduled Assets: $604,000 Scheduled Debts: $1,394,036 A list of the Debtor's 18 largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/cacb10-57624.pdf Debtor-affiliate that filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- Zharmen Mirzakhanyan 10-42831 08/06/10 VELTEX CORPORATION: Numerous Defendants to $35MM Suit in Default ---------------------------------------------------------------- On February 22, 2010, Veltex Corporation had engaged the services of Blecher & Collins, P.C., a business litigation firm, to recover damages to the corporation by various entities and individuals. Blecher & Collins had been retained to commence the prosecution of claims against former officers and directors, law firms, accounting and bookkeeping firms, and transfer agents, and to investigate and pursue potential claims against banks. Maxwell M. Blecher and Maryann R. Marzano pilot the litigation team on behalf of Veltex Corporation. In August of 2008, Utah state court Judge Kate A. Toomey removed the past and former board of directors and management, which included Javeed A. Matin, Saasha Campbell and Mazhar Ul Haque. The new current Veltex board of directors, which were elected by the shareholders in 2009, and management, are fully dedicated and determined to seeing the that all property which has been wrongfully removed be returned to the corporation with maximum value and in a timely fashion. On March 10, 2010, Blecher & Collins filed a 96 page federal complaint on behalf of Veltex Corporation in the United States District Court, Central District of California (Western Division - Los Angeles) entitled, Veltex Corporation vs. Javeed Azziz Matin et al, case number 2:10-cv-01746-ABC-PJW. That case alleges damages from 22 individual and corporate defendants in excess of $35,000,000. The corporation believes that the final total damages could be substantially higher given the amount of fraudulent transfer and conveyance of corporate assets discovered to date. The investigation and accounting of damages is continuing. On July 16, 2010, Blecher & Collins, on behalf of Veltex Corporation, filed a 330 page (including exhibits) First Amended Complaint with the Court. To date, numerous defendants have been found in default by the clerk of the Court and one individual defendant has settled with the corporation under a Confidential and Non-Disclosure Agreement. The Court has set a trial date for January 2012. The corporation is currently reviewing individual state claims against certain named defendants. On November 1, 2010, the United States Securities and Exchange Commission, the SEC, filed a parallel suit in the United States District Court, Central District of California entitled, Securities and Exchange Commission vs. Javeed A. Matin and Wilshire Equity, Inc., case number 5-2010cv01686. That case alleges similar counts to Veltex's claim and is against two defendants, Javeed A. Matin and Wilshire Equity, Inc., that the corporation has also named in the March 10, 2010 complaint. On November 1, 2010, a SEC administrative law judge entered an Order instituting a Cease-and-Desist Proceeding and a Cease-and- Desist Order against Mazhar Ul Haque. Mr. Haque is also a named individual defendant in the corporations March 10, 2010 complaint. On December 29, 2009, Veltex Corporation filed an Adversary Proceeding complaint in the United States Bankruptcy Court in case 2:09-AP-03558-PC against former Veltex receiver Lee G. Scharf alleging willful and malicious conduct and breach of fiduciary duty, among others. Damages to the corporation alleged in the complaint are in excess of $500,000 (Five Hundred Thousand) dollars. Mr. Scharf filed for bankruptcy on September 9, 2009. Veltex Corporation has a similar complaint filed in the State of Utah alleging similar issues against Mr. Scharf. These matters pending against Mr. Scharf are currently ongoing and will be updated as developments warrant. Veltex Corporation has retained the services of foremost Los Angeles bankruptcy attorney Stella Havkin of the firm Litwak & Havkin in Los Angeles. The Salt Lake City Utah law firm of Cohne, Rappaport & Segal, P.C. has been retained by Veltex and attorney Jeffery L. Silvestrini is lead counsel in the matter pending against Mr. Scharf in Utah State Court before the Honorable Kate A. Toomey. On February 24, 2010, Veltex Corporation entered in a Standstill and Confidentiality Agreement with a major Los Angeles private corporation. Due diligence has been conducted and completed, however, due to the fluidity of the monetary damages to Veltex and until such time that values can be placed in regards to the current litigation, both firms have agreed to remain in place and reestablish talks that may result in better financial terms for both parties. Blecher & Collins is recognized as one of the premier complex business litigation law firms in the country. Founded by Maxwell M. Blecher in 1971 and based in Los Angeles, California, the firm excels in handling a full range of complex business and commercial litigation. Blecher & Collins is uniquely positioned to provide unparalleled legal representation to Veltex with its team of highly experienced attorneys. Blecher & Collins has successfully prosecuted business and securities fraud claims, claims for embezzlement and banking fraud, and legal and accounting malpractice claims. Blecher & Collins has successfully challenged major corporations such as Eastman Kodak, Johnson & Johnson and AT&T, among others. Blecher & Collins is an AV peer-review rated firm is proud to count among its alumni two California state court judges and a federal court magistrate. Veltex Corporation maintains its corporate headquarters in Chicago, Illinois. VICTOR VALLEY: Prime Healthcare Disputes Outcome of Auction ----------------------------------------------------------- Dow Jones' Small Cap reports that Prime Healthcare Services Foundation, the failed bidder for Victor Valley Community Hospital, says the California nonprofit's flawed auction resulted in a deal that's not in the best interest of anyone. Victor Valley Community Hospital -- http://www.vvch.org/-- operates a health care facility. It has a rural nonprofit hospital operator in Southern California. Victor Valley Community Hospital filed for Chapter 11 protection on September 13, 2010 (Bankr. C.D. Calif. Case No. 10-39537 The Debtor estimated assets and debts of $10 million to $50 million in its Chapter 11 petition. Debt includes $4.5 million owed to the bank lender. Unsecured creditors are owed $16.5 million. Mary D. Lane, Esq., Samuel R. Maizel, Esq., and Scotta E. McFarland, Esq., at Pachulski Stang Ziehl & Jones LLP. WASHINGTON MUTUAL: Denies Misleading Bondholders; FDIC Concurs -------------------------------------------------------------- Peg Brickley, writing for Dow Jones' Daily Bankruptcy Review, reports that Washington Mutual said accusations that it misled investors suffer from "numerous fatal flaws." Washington Mutual argues that the right to claim damages belongs to the Federal Deposit Insurance Corp., which has agreed to settle the charges. Ms. Brickley relates the FDIC, in a filing Thursday with the U.S. Bankruptcy Court in Wilmington, Del., sided with the Debtor, urging the court to dismiss WaMu bondholders' claims. The FDIC said it alone has the right to sue or not sue over the alleged misleading of the market about WaMu, and it has decided to settle, not sue. Global Settlement & Plan As reported by the Troubled Company Reporter, the Debtor on October 6, 2010, filed with the Court a proposed Plan of Reorganization and Disclosure Statement. The Plan and Disclosure Statement are premised upon consummating an amended and restated global settlement agreement and JPMorgan Chase Bank, N.A. The Plan, Disclosure Statement, and the Settlement have the full support of the FDIC, JPMC, certain debtholders, and Washington Mutual Bank, and the Official Committee of Unsecured Creditors. The Plan contemplates, among other things, distribution of funds to holders of allowed claims against the estate in excess of roughly $7 billion, including roughly $4 billion of previously disputed funds on deposit with JPMC. WMI believes the Settlement will result in significant recoveries for the estate's stakeholders and is in the best interests of the estate. Pursuant to the settlement, DBR notes the FDIC has agreed to hand over to JPMorgan $2.1 billion worth of tax refunds that, according to WaMu bondholders, should be used to pay them, not pad the coffers of its new owner. What the FDIC received in return was a split of the tax refunds and immunity from lawsuits over its role in the deal. The Bankruptcy Court will consider confirmation of the Plan at a hearing at 1:00 p.m. on Dec. 1, 2010, in Wilmington, Del. Objections, if any, must be filed and served by 4:00 p.m., prevailing Eastern Time, on Nov. 19, 2010. Copies of the debtor's solicitation documents, the plan, and the disclosure statement are available at http://kccllc.net/wamu/at no charge. Backlash DBR also reports that WaMu bondholder attorney Evan Flaschen, Esq., at Bracewell & Giuliani, said the FDIC was operating with a blatant conflict in supporting the settlement, buying a litigation shield for itself in its corporate role, with money that belongs to WaMu creditors. "As the receiver, the FDIC gave up these huge refunds to get a release as FDIC corporate," DBR quotes Mr. Flaschen as saying. "That release has no benefit to the receivership. It has a huge benefit to FDIC corporate." DBR relates Mr. Flaschen said many WaMu investors would like to pursue damage claims against the FDIC, but fear backlash. As reported by the Troubled Company Reporter, Dan Fitzpatrick, writing for The Wall Street Journal, said Joshua Hochberg, the court-appointed examiner for WaMu, held in a 369-page report submitted November 1 to the Bankruptcy Court that he found no evidence that FDIC and JPMorgan acted improperly when regulators seized WaMu and sold its banking assets to JPMorgan for $1.88 billion in September 2008 and gave JPMorgan $188 billion in deposits and a coast-to-coast presence for the first time. There are "no known facts to establish the government acted in bad faith," the examiner's report said. The Journal also said Mr. Hochberg concluded that a proposed billion-dollar settlement between the bank's parent company, JPMorgan and the FDIC is reasonable. According to the Journal, the examiner, however, noted that the FDIC's bidding process was "less than optimal" and "could have been better." According to the Journal, the examiner said the facts don't suggest an "unfair process," "or that a different process would have changed the outcome." FDIC's bidding procedures, the examiner said, have to be viewed in the context of the uncertainty and panic that gripped the financial system in September 2008. About Washington Mutual Based in Seattle, Washington, Washington Mutual Inc. -- http://www.wamu.com/-- is a holding company for Washington Mutual Bank as well as numerous non-bank subsidiaries. Washington Mutual Bank was taken over on Sept. 25, 2008, by U.S. government regulators. The next day, WaMu and its affiliate, WMI Investment Corp., filed separate petitions for Chapter 11 relief (Bankr. D. Del. 08-12229 and 08-12228, respectively). WaMu owns 100% of the equity in WMI Investment. When WaMu filed for protection from its creditors, it disclosed assets of $32,896,605,516 and debts of $8,167,022,695. WMI Investment estimated assets of $500,000,000 to $1,000,000,000 with zero debts. WaMu is represented by Brian Rosen, Esq., at Weil, Gotshal & Manges LLP in New York City; Mark D. Collins, Esq., at Richards, Layton & Finger P.A. in Wilmington, Del.; and Peter Calamari, Esq., and David Elsberg, Esq., at Quinn Emanuel Urquhart Oliver & Hedges, LLP. Fred S. Hodera, Esq., at Akin Gump Strauss Hauer & Fled LLP in New York City and David B. Stratton, Esq., at Pepper Hamilton LLP in Wilmington, Del., represent the Official Committee of Unseucred Creditors. Stephen D. Susman, Esq., at Susman Godfrey LLP and William P. Bowden, Esq., at Ashby & Geddes, P.A., represent the Equity Committee. Stacey R. Friedman, Esq., at Sullivan & Cromwell LLP and Adam G. Landis, Esq., at Landis Rath & Cobb LLP in Wilmington, Del., represent JP Morgan Chase, which acquired WaMu's assets prior to the Petition Date. WASTE2ENERGY HOLDINGS: Has Defaulted on Debentures of $127,500 -------------------------------------------------------------- Waste2Energy Holdings, Inc., disclosed in a regulatory filing Wednesday, that on October 30, 2010, a total of $87,500 of principal amount of the Company's 12% Senior Convertible Debentures became due. On November 2, 2010, $40,000 of principal amount of the Debentures became due. The Company did not make the required payment on the maturity date or by the cure period provided by the Debentures and as result an Event of Default under the Debentures has occurred. As a result of the Event of Default, the outstanding principal amount of the Debentures plus accrued but unpaid interest, liquidated damages and other amounts owing in respect thereof through the date of the acceleration will become at the election of the holder of the Debenture immediately due and payable in cash at the Mandatory Default Amount. Commencing 5 days after the occurrence of any Event of Default that results in the eventual acceleration of the Debenture, the interest rate on the Debenture will accrue at an interest rate equal to the lesser of 17% per annum or the maximum rate permitted under applicable law. As used in the Debentures, Mandatory Default Amount means the sum of (a) the outstanding principal amount of the Debenture, plus all accrued and unpaid interest hereon, divided by the Conversion Price of the Debenture on the date the Mandatory Default Amount is either (A) demanded (if demand or notice is required to create an Event of Default) or otherwise due or (B) paid in full, whichever has a lower Conversion Price, multiplied by the VWAP on the date the Mandatory Default Amount is either (x) demanded or otherwise due or (y) paid in full, whichever has a higher VWAP, and (b) all other amounts, costs, expenses and liquidated damages due in respect of this Debenture. Subject to the terms of the Debenture, the VWAP is the most recent bid price per share of the Common Stock reported in the "Pink Sheet" published by Pink OTC Markets Inc. About Waste2Energy Holdings Greenville, S.C.-based Waste2Energy Holdings, Inc. (Pink Sheets: WTEZ) -- http://www.waste2energy.com/-- is a "cleantech" technology company that designs, builds, installs and sells waste to energy plants that generate "Renewable Green Power" converting biomass or other solid waste streams traditionally destined for landfills into clean renewable energy. The Company's balance sheet at June 30, 2010, showed $3.4 million in total assets, $11.7 million in total liabilities, and a stockholders' deficit of $8.3 million. As reported in the Troubled Company Reporter on July 19, 2010, Marcum LLP, in New York, expressed substantial doubt the Company's ability to continue as a going concern, following its results for the fiscal year ended March 31, 2010. The independent auditors noted that the Company has incurred a significant loss from continuing operations of $11.7 million and used cash of $5.2 million for continuing operations which resulted in an accumulated deficit of $30.4 million and a working capital deficiency of $6.6 million as of March 31, 2010. WEST FRASER: DBRS Confirms Issuer Rating at BB (High) ----------------------------------------------------- DBRS has confirmed the Issuer Rating and the Secured Debentures rating of West Fraser Timber Co. Ltd. (West Fraser or the Company) at BB (high), and has changed the trends from Negative to Stable. The confirmation recognizes the solid improvement -- well above DBRS's expectations -- in the Company's financial profile. In addition, DBRS believes that the Company has reversed its loss- making performance and its financial profile should remain compatible with the current rating even though operating results may weaken in the near term due to the still-depressed housing market. Prior to 2010, operating performance at West Fraser had deteriorated sharply, in line with the prolonged downturn in the construction market, and the Company had reported losses in three consecutive years. During the first nine months of 2010, higher prices led to a significant increase in earnings in both the lumber and pulp and paper businesses. Lumber prices were helped by a combination of factors which led to a demand/supply imbalance. (1) During the latter part of 2009, in anticipation of weak construction activities, most producers in North America curtailed production, limiting supply to match the weak demand conditions. Dealers in the supply chain were also running down their inventory to reduce carrying costs and conserve cash. Inventory in the supply channels was extremely lean. (2) The weather in the southeast United States was much wetter than normal, preventing loggers from accessing the trees. (3) Sentiment among builders was turning positive, supported by encouraging economic news and government incentives, and housing starts were showing sequential improvement. Hence, a modest increase in lumber demand from restocking and a slight increase in housing starts coinciding with record-low lumber inventory levels throughout the supply chain led to a sharp run-up in lumber prices in the middle of Q1 2010. However, the surge in lumber prices was not sustainable and lumber prices started to retreat in the second half of Q2 2010. Nevertheless, disciplined response from producers and increasing demand from China have supported prices in Western Canada, where the decline was less severe than in the United States. In addition, operating results at the lumber operations were buoyed by much higher capacity utilization and benefited from cost-reduction initiatives implemented during the downturn. The Company's pulp and paper business segment has also reported higher earnings due to favourable global demand and pricing. Furthermore, the Company's discipline in controlling cash usage and using the resultant free cash to pay down debt led to the significant improvement in its financial profile. Going forward, DBRS believes that there are still significant headwinds facing the construction industry. New home sales have been weaker than expected and housing inventory has remained at high levels despite modest new construction, low mortgage rates and a temporary boost from government grants for home buyers (expired on April 30, 2010). More worryingly, with housing prices remaining weak and high unemployment rates, more homeowners are facing financial difficulties (negative equity in houses, increasing delinquencies, etc.) and, ultimately, more foreclosures. It is not unreasonable to assume that more houses will be on the market in the near future, adding to the situation of oversupply and placing more downward pressure on new home construction. Further delay in the recovery of new home construction would prolong the weak demand for lumber. Lately, softening demand from China has weighed on pulp prices, adding further downward pressure on the Company's operating results. Hence, DBRS expects West Fraser's results to be weaker until meaningful demand materializes in late 2011. Notwithstanding the risk of weakness in the housing market and the resultant impact on the Company's operating results in the near term, DBRS expects the Company to have no problems funding its operations internally. Nevertheless, DBRS believes that the worst is over for the current cycle in the construction industry. Even though West Fraser's operating results may weaken in the near term, the Company's financial profile would still be compatible with the current rating. DBRS does not expect any downside risk to the current rating in the near term. However, if the Company could demonstrate that its recovery is sustainable and maintain the strength of its financial profile, that may lead to positive rating actions. DBRS has simulated a default scenario for West Fraser in order to analyze the potential recovery for the Company's secured debt in the event of default. The scenario assumes a prolonged period of severe economic conditions regardless of how hypothetical or unlikely the conditions may be, in which product demand and prices plummet. EBITDA quickly declines and turns negative over the forecasted period. DBRS assumes that the Company would be reorganized as a going concern in the event of default, and has thus derived a recovery rating of RR3 for the secured debt, which corresponds to recovery prospects of between 50% and 70%. WILD WEST WORLD: Remaining Buildings, Trees Sold at Auction ----------------------------------------------------------- Josh Heck, writing for The Wichita Business Journal, reports that the remaining assets of Wild West World LLC were auctioned off on Saturday. Mr. Heck relates the assets were sold for pennies on the dollar. Items sold include 30 buildings and close to 200 trees. Eric Malone, of Malone & Associates Auctioneers, conducted the sale, according to Wichita Business Journal. Jacqueline Palank, writing for Dow Jones' Daily Bankruptcy Review, reports that Wild West World had sold off many of its assets -- like its merry-go-round, bumper cars, roller coasters and Ferris Wheel -- before its bankruptcy proceeding was dismissed in November 2009. DBR relates the park's founder, Thomas Etheredge, was sentenced to 60 months in prison in April 2010 after a state jury found him guilty of seven counts of securities fraud. Mr. Etheredge, according to the Office of the Kansas Securities Commissioner, defrauded the theme park's private investors by failing to disclose his criminal history as well as his failure to pay taxes. He also touted a religious conversion he allegedly experienced in prison two decades prior to induce fellow members of his church to invest in the park, which securities officials said was a tactic he had relied on before. About Wild West World Headquartered in Valley Center, Kansas, Wild West World LLC operates an amusement park business. The Company filed for Chapter 11 protection on July 9, 2007 (Bankr. D. Kans. Case No. 07-11620). Restoration Farms Inc., Wild West's parent company, filed for chapter 11 protection on August 9, 2007 (Bankr. D. Kans. Case No. 07-11913). Tom Gilman, Esq., at Redmond & Nazar LLP represented the Debtor in its restructuring efforts. In its schedules filed with the Court, the Debtor disclosed total assets of $22,979,898 and total debts of $25,601,177. WOLVERINE TUBE: Gets Court's Interim Nod to Use Cash Collateral --------------------------------------------------------------- Wolverine Tube, Inc., et al., sought and obtained interim authorization from the Hon. Peter J. Walsh of the U.S. Bankruptcy Court for the District of Delaware to use cash collateral. The Debtors and the U.S. Bank National Association, as trustee and collateral agent, are parties to a certain indenture, dated as of April 28, 2009, pursuant to which Wolverine Tube issued a total of $121.6 million in 15% senior secured notes due 2012 to various holders. The Notes were issued in connection with an offer that Wolverine Tube launched on February 26, 2009, to holders of their then-existing 10-1/2% senior notes due 2009 and their then- existing 10-1/2% senior exchange notes due 2009 to exchange the notes for the Notes and a cash payment. This transaction was consummated on April 28, 2009, whereby $83.3 million in aggregate principal amount of the 10-1/2% senior notes and $38.3 million in aggregate principal amount of the of 10-1/2% senior exchange notes were exchanged for $121.6 million in aggregate principal amount of the notes. The remaining $16.1 million of the 10-1/2% senior notes was repaid on the closing date of the exchange offer. The Notes initially carried an interest rate of 15%, which increased to 16% beginning in April 2010. As of the Petition Date, approximately $131.7 million in principal, inclusive of PIK interest plus approximately $7.5 million of accrued and unpaid cash interest on the Notes was outstanding. Mark E. Felger, Esq., at Cozen O'Connor, explained that the Debtors need the money to fund their Chapter 11 case, pay suppliers and other parties. The Debtors will use the collateral pursuant to a weekly budget, a copy of which is available for free at http://bankrupt.com/misc/WOLVERINE_TUBE_budget.pdf The Debtors promise to provide the lenders monthly reports. No later than 10 business days prior to the end of each four-week period beginning with the four-week period ending November 28, 2010, the Debtors will submit for the Ad Hoc Noteholder Group's and Plainfield Asset Management LLC's review and approval a supplemental budget for the subsequent 13-week period commencing on the first Monday following the expiration of the current approved budget. The Debtors will provide to the Ad Hoc Noteholder Group and Plainfield by Thursday 12:00 noon (Eastern time) of each calendar week, weekly variance reports for the period ending the preceding weekly period on a cumulative basis from the Petition Date to the last day of the preceding weekly period. The member of the Debtors' senior management will be available to meet on a bi-weekly basis with the Senior Indenture Trustee, Plainfield and the Ad Hoc Noteholder Group. The Debtors' right to use cash collateral under the interim court order will terminate (i) 150 days after the Petition Date (if the requisite noteholders provide written consent); 30 days after the Petitions Date (if the final court order hasn't been entered by the Court on or before such date; and (iii) the date of delivery by the senior indenture trustee to the Debtors of the termination declaration indicating the occurrence of any of the termination events. The adequate protection obligations due to the adequate protection parties will constitute joint and several superpriority claims against the Debtors. As security for the adequate protection obligations, the Debtors will grant adequate protection liens to the senior indenture trustee, for its own benefit and the benefit of the adequate protection parties. The Court has set a final hearing for November 24, 2010, at 9:30 a.m., prevailing Eastern time, on the Debtors' request to use cash collateral. The Ad Hoc Noteholder Group is represented by Sidley Austin LLP. Plainfield is presented by Kramer Levin Naftalis & Frankel LLP. About Wolverine Tube Huntsville, Alabama-based 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 filed for Chapter 11 bankruptcy protection on November 1, 2010 (Bankr. D. Del. Case No. 10-13522). Cozen O'Connor, Esq., Mark E. Felger, Esq., and Simon E. Fraser, Esq., who have offices in Wilmington, Delaware, assist the Debtor in its restructuring effort. Scott K. Rutsky, Esq., and Adam T. Berkowitz, Esq., at Proskauer Rose LLP, are the Debtor's special corporate and tax counsel. Deloitte Financial Advisory Services LLP is the Debtor's financial advisor. Donlin Recano & Company, Inc., is the Debtor's claim agent. The Debtor disclosed $115,624,000 in total assets and $237,548,000 in total debts. Affiliates Tube Forming, L.P. (Bankr. D. Del. Case No. 10-13523), Wolverine Joining Technologies, LLC (Bankr. D. Del. Case No. 10- 13524), TF Investor Inc. (Bankr. D. Del. Case No. 10-13525), and WT Holding Company, Inc. (Bankr. D. Del. Case No. 10-13526) filed separate Chapter 11 petitions. WOLVERINE TUBE: Taps Prokauer Rose as Special Corporate Counsel --------------------------------------------------------------- Wolverine Tube, Inc., et al., ask for authorization from the U.S. Bankruptcy Court for the District of Delaware to employ Proskauer Rose LLP as special corporate and tax counsel, nunc pro tunc to the Petition Date. Proskauer Rose will provide corporate and tax services as and to the extent requested by the Debtors. Proskauer Rose will work closely with the Debtors' other retained professionals to avoid any unnecessary duplication of effort. Proskauer Rose will be paid based on these rates: Partners $525-$995 Senior Counsel $395-$775 Associates $295-$675 Paraprofessionals $140-$275 Scott K. Rutsky, Esq., a member at Proskauer Rose, assures the Court that the firm is a "disinterested person" as that term defined in Section 101(14) of the Bankruptcy Code. Huntsville, Alabama-based 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 filed for Chapter 11 bankruptcy protection on November 1, 2010 (Bankr. D. Del. Case No. 10-13522). Cozen O'Connor, Esq., Mark E. Felger, Esq., and Simon E. Fraser, Esq., who have offices in Wilmington, Delaware, assist the Debtor in its restructuring effort. Deloitte Financial Advisory Services LLP is the Debtor's financial advisor. Donlin Recano & Company, Inc., is the Debtor's claim agent. The Debtor disclosed $115,624,000 in total assets and $237,548,000 in total debts. Affiliates Tube Forming, L.P. (Bankr. D. Del. Case No. 10-13523), Wolverine Joining Technologies, LLC (Bankr. D. Del. Case No. 10- 13524), TF Investor Inc. (Bankr. D. Del. Case No. 10-13525), and WT Holding Company, Inc. (Bankr. D. Del. Case No. 10-13526) filed separate Chapter 11 petitions. WOLERINE TUBE: Wants Deloitte Financial as Financial Advisor ------------------------------------------------------------ Wolverine Tube, Inc., et al., ask for authorization from the U.S. Bankruptcy Court for the District of Delaware to employ Deloitte Financial Advisory Services LLP as financial advisor, nunc pro tunc to the Petition Date. FAS will, among other things: a. assist in the preparation of contingency plans to reflect the impact of restructuring alternatives, and assist in their revision of relevant management cash flow projections and business plans; b. assist the Debtors' finance personnel with their financial assessment of the Debtors' business, including their assessment of the Debtors' financial information that has been, and that will be provided by the Debtors to their creditors; c. provide advice in connection with the Debtors' refinement of its cash management and cash flow forecasting process, including the monitoring of actual cash flow versus the Debtors' projections; and d. attend and participate in hearings and meetings on matters within the scope of the services to be performed. Deloitte Financial will be paid based on these rates: Partner, Principal, Director $540 Senior Manager $460 Manager $400 Other Employees $150-$300 John W. Little, Deloitte Financial's principal, assures the Court that the firm is a "disinterested person" as that term defined in Section 101(14) of the Bankruptcy Code. Huntsville, Alabama-based 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 filed for Chapter 11 bankruptcy protection on November 1, 2010 (Bankr. D. Del. Case No. 10-13522). Cozen O'Connor, Esq., Mark E. Felger, Esq., and Simon E. Fraser, Esq., who have offices in Wilmington, Delaware, assist the Debtor in its restructuring effort. Scott K. Rutsky, Esq., and Adam T. Berkowitz, Esq., at Proskauer Rose LLP, are the Debtor's special corporate and tax counsel. Donlin Recano & Company, Inc., is the Debtor's claim agent. The Debtor disclosed $115,624,000 in total assets and $237,548,000 in total debts. Affiliates Tube Forming, L.P. (Bankr. D. Del. Case No. 10-13523), Wolverine Joining Technologies, LLC (Bankr. D. Del. Case No. 10- 13524), TF Investor Inc. (Bankr. D. Del. Case No. 10-13525), and WT Holding Company, Inc. (Bankr. D. Del. Case No. 10-13526) filed separate Chapter 11 petitions. * Steady Bankruptcy Stats Belie Growing Business Woes ----------------------------------------------------- While the overall statistics on business bankruptcy filings during the 12-month period ending in September remained roughly comparable to those from the previous year, general business distress has grown in ways not captured by the statistics, which ignore out-of-court resolutions and other significant changes in the market, attorneys told Law360. Business bankruptcy cases filed in federal courts for fiscal year 2010 totaled 58,322, compared with 58,721 during the previous year. * Upcoming Meetings, Conferences and Seminars --------------------------------------------- Nov. 11, 2010 AMERICAN BANKRUPTCY INSTITUTE Detroit Consumer Bankruptcy Conference Hyatt Regency Dearborn, Dearborn, Mich. Contact: 1-703-739-0800; http://www.abiworld.org/ Nov. 29, 2010 RENAISSANCE AMERICAN MANAGEMENT, INC. & BEARD GROUP, INC. 17th Annual Distressed Investing Conference The Helmsley Park Lane Hotel, New York City Contact: 1-903-595-3800; http://www.renaissanceamerican.com/ Dec. 9-11, 2010 AMERICAN BANKRUPTCY INSTITUTE Winter Leadership Conference Camelback Inn, a JW Marriott Resort & Spa, Scottsdale, Ariz. Contact: 1-703-739-0800; http://www.abiworld.org/ Dec. 2-4, 2010 AMERICAN BANKRUPTCY INSTITUTE 22nd Annual Winter Leadership Conference Camelback Inn, Scottsdale, Arizona Contact: 1-703-739-0800; http://www.abiworld.org/ January 26-28, 2011 TURNAROUND MANAGEMENT ASSOCIATION TMA Distressed Investing Conference Aria Las Vegas Contact: http://www.turnaround.org/ Jan. 27-28, 2011 AMERICAN BANKRUPTCY INSTITUTE Rocky Mountain Bankruptcy Conference Westin Tabor Center, Denver, Colo. Contact: 1-703-739-0800; http://www.abiworld.org/ Feb. 3-5, 2011 AMERICAN BANKRUPTCY INSTITUTE Caribbean Insolvency Symposium Westin Casuarina Resort & Spa, Grand Cayman Island Contact: 1-703-739-0800; http://www.abiworld.org/ Feb. 24-25, 2011 AMERICAN BANKRUPTCY INSTITUTE Valcon Four Seasons Las Vegas, Las Vegas, Nev. Contact: 1-703-739-0800; http://www.abiworld.org/ Mar. 4, 2011 AMERICAN BANKRUPTCY INSTITUTE Bankruptcy Battleground West Hyatt Regency Century Plaza, Los Angeles, Calif. Contact: 1-703-739-0800; http://www.abiworld.org/ Mar. 7-9, 2011 AMERICAN BANKRUPTCY INSTITUTE Conrad Duberstein Moot Court Competition Duberstein U.S. Courthouse, New York, N.Y. Contact: 1-703-739-0800; http://www.abiworld.org/ Mar. 10, 2011 AMERICAN BANKRUPTCY INSTITUTE Nuts and Bolts - Florida Tampa, Fla. Contact: 1-703-739-0800; http://www.abiworld.org/ Mar. 10-12, 2011 AMERICAN BANKRUPTCY INSTITUTE SUCL/ Alexander L. Paskay Seminar on Bankruptcy Law and Practice Marriott Tampa Waterside, Tampa, Fla. Contact: 1-703-739-0800; http://www.abiworld.org/ Mar. 17-19, 2011 AMERICAN BANKRUPTCY INSTITUTE Byrne Judicial Clerkship Institute Pepperdine University School of Law, Malibu, Calif. Contact: 1-703-739-0800; http://www.abiworld.org/ Mar. 31-Apr. 3, 2011 AMERICAN BANKRUPTCY INSTITUTE Annual Spring Meeting Gaylord National Resort & Convention Center, National Harbor, Md. Contact: 1-703-739-0800; http://www.abiworld.org/ April 27-29, 2011 TURNAROUND MANAGEMENT ASSOCIATION TMA Spring Conference JW Marriott, Chicago, IL Contact: http://www.turnaround.org/ May 5, 2011 AMERICAN BANKRUPTCY INSTITUTE Nuts and Bolts - New York City Association of the Bar of the City of New York, New York, N.Y. Contact: 1-703-739-0800; http://www.abiworld.org/ May 6, 2011 AMERICAN BANKRUPTCY INSTITUTE New York City Bankruptcy Conference Hilton New York, New York, N.Y. Contact: 1-703-739-0800; http://www.abiworld.org/ June 6, 2011 AMERICAN BANKRUPTCY INSTITUTE Canadian-American Cross-Border Insolvency Symposium Fairmont Royal York, Toronto, Ont. Contact: 1-703-739-0800; http://www.abiworld.org/ June 9-12, 2011 AMERICAN BANKRUPTCY INSTITUTE Central States Bankruptcy Workshop Grand Traverse Resort and Spa, Traverse City, Mich. Contact: http://www.abiworld.org/ July 21-24, 2011 AMERICAN BANKRUPTCY INSTITUTE Northeast Bankruptcy Conference Hyatt Regency Newport, Newport, R.I. Contact: 1-703-739-0800; http://www.abiworld.org/ July 27-30, 2011 AMERICAN BANKRUPTCY INSTITUTE Southeast Bankruptcy Workshop The Sanctuary at Kiawah Island, Kiawah Island, S.C. Contact: 1-703-739-0800; http://www.abiworld.org/ Aug. 4-6, 2011 AMERICAN BANKRUPTCY INSTITUTE Mid-Atlantic Bankruptcy Workshop Hotel Hershey, Hershey, Pa. Contact: 1-703-739-0800; http://www.abiworld.org/ Oct. 14, 2011 AMERICAN BANKRUPTCY INSTITUTE NCBJ/ABI Educational Program Tampa Convention Center, Tampa, Fla. Contact: 1-703-739-0800; http://www.abiworld.org/ Oct. __, 2011 AMERICAN BANKRUPTCY INSTITUTE International Insolvency Symposium Dublin, Ireland Contact: 1-703-739-0800; http://www.abiworld.org/ Oct. 25-27, 2011 TURNAROUND MANAGEMENT ASSOCIATION Hilton San Diego Bayfront, San Diego, CA Contact: http://www.turnaround.org/ Dec. 1-3, 2011 AMERICAN BANKRUPTCY INSTITUTE 23rd Annual Winter Leadership Conference La Quinta Resort & Spa, La Quinta, Calif. Contact: 1-703-739-0800; http://www.abiworld.org/ April 3-5, 2012 TURNAROUND MANAGEMENT ASSOCIATION TMA Spring Conference Grand Hyatt Atlanta, Atlanta, Ga. Contact: http://www.turnaround.org/ Apr. 19-22, 2012 AMERICAN BANKRUPTCY INSTITUTE Annual Spring Meeting Gaylord National Resort & Convention Center, National Harbor, Md. Contact: 1-703-739-0800; http://www.abiworld.org/ July 14-17, 2012 AMERICAN BANKRUPTCY INSTITUTE Southeast Bankruptcy Workshop The Ritz-Carlton Amelia Island, Amelia Island, Fla. Contact: 1-703-739-0800; http://www.abiworld.org/ Aug. 2-4, 2012 AMERICAN BANKRUPTCY INSTITUTE Mid-Atlantic Bankruptcy Workshop Hyatt Regency Chesapeake Bay, Cambridge, Md. Contact: 1-703-739-0800; http://www.abiworld.org/ November 1-3, 2012 TURNAROUND MANAGEMENT ASSOCIATION TMA Annual Convention Westin Copley Place, Boston, Mass. Contact: http://www.turnaround.org/ Nov. 29 - Dec. 2, 2012 AMERICAN BANKRUPTCY INSTITUTE Winter Leadership Conference JW Marriott Starr Pass Resort & Spa, Tucson, Ariz. Contact: 1-703-739-0800; http://www.abiworld.org/ April 10-12, 2013 TURNAROUND MANAGEMENT ASSOCIATION TMA Spring Conference JW Marriott Chicago, Chicago, Ill. Contact: http://www.turnaround.org/ October 3-5, 2013 TURNAROUND MANAGEMENT ASSOCIATION TMA Annual Convention Marriott Wardman Park, Washington, D.C. Contact: http://www.turnaround.org/ The Meetings, Conferences and Seminars column appears in the Troubled Company Reporter each Wednesday. Submissions via e-mail to conferences@bankrupt.com are encouraged. Last Updated: November 3, 2010 ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers" public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. A list of Meetings, Conferences and Seminars appears in each Wednesday's edition of the TCR. Submissions about insolvency- related conferences are encouraged. Send announcements to conferences@bankrupt.com/ On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. For copies of court documents filed in the District of Delaware, please contact Vito at Parcels, Inc., at 302-658-9911. For bankruptcy documents filed in cases pending outside the District of Delaware, contact Ken Troubh at Nationwide Research & Consulting at 207/791-2852. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors" Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland, USA. Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Howard C. Tolentino, Joseph Medel C. Martirez, Denise Marie Varquez, Philline Reluya, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2010. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $775 for 6 months delivered via e- mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Christopher Beard at 240/629-3300. *** End of Transmission ***