/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/101124.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 24, 2010, Vol. 14, No. 326 Headlines 135TH ST.: Case Summary & 8 Largest Unsecured Creditors 556 HOLDING: Judge OKs $19.35 Million Sale of Museum Building A CORDERO BADILLO: Section 341(a) Meeting Scheduled for Dec. 20 AE BIOFUELS: Delays Filing of Form 10-Q for Third Quarter ALBERT VASQUEZ: Case Summary & 20 Largest Unsecured Creditors A.L.F. - ARDMORE: Case Summary & Unsecured Creditor AMACORE GROUP: Delays Filing of Third Quarter Form 10-Q AMBAC FIN'L: AAC Reviews RMBS Transactions for Potential Breaches AMBAC FIN'L: Proposes Stipulation With BoNY Mellon AMBAC FIN'L: U.S. Trustee Forms 5-Member Creditors Committee AMERICA'S SUPPLIERS: DollarDays CEO Gets New Two-Year Contract AMERICAN AXLE: 3-Year Business Backlog Up 20% to $850-Mil. AMERICAN INT'L: Said to Be Reviving Sale of Nan Shan Unit AMERICAN MEDIA: Intends to Pay Prepetition Trade Creditors Claims AMERICAN MEDIA: Proposes to File Fee Letters Under Seal AMERICAN MEDIA: To Honor Prepetition Obligations to Customers AMERICAN MEDIA: To Pay Prepetition Taxes & Fees AMERICAN MEDIA: Wants to Pay Shippers & Warehousemen Claims AMF BOWLING: Moody's Junks Corporate Family Rating From 'B3' ANTS SOFTWARE: Earns $88,100 in September 30 Quarter ARVINMERITOR INC: Earns $2 Million in September 30 Quarter ASARCO LLC: Fifth Circuit Dismisses Appeal on Confirmation Order ASARCO LLC: Files Post-Confirmation Report for Third Quarter ASARCO LLC: Plan Admin. Wants Until Jan. 21 for Claims Objections ASARCO LLC: Settles EPA's Blue Ledge Claim for $2.4 Million ASIAN ART: Working with Lender to Fix Woes; Taps Bankruptcy Atty. BANK OF GRANITE: Posts $4.3 Million Net Loss in Q3 2010 BERNARD MADOFF: Former Aide to Remain in Federal Custody BLACK CROW: GECC Wants to File Competing Plan BLUE DOLPHIN: Posts $69,100 Net Loss in September 30 Quarter BON-TON STORES: Fitch Affirms Issuer Default Rating at 'B-' BOS SUPPLY.: Closes Down; Files Chapter 7 Petition BOSTON GENERATING: Wants Plan Exclusivity Until March BUFFALO INN: Case Summary & 20 Largest Unsecured Creditors BURGENER-CLARK, LLC: Case Summary & 19 Largest Unsecured Creditors CAMBIUM LEARNING: Moody's Assigns 'B2' Corporate Family Rating CARA OPERATIONS: DBRS Assigns Issuer Rating of 'B' CARLO D'ALELIO: Case Summary & 20 Largest Unsecured Creditors CB HOLDING: Organizational Meeting to Form Panel on Nov. 30 CB SETTLE INN: Owner Intends to Keep the Hotels in Business CELL THERAPEUTICS: In Talks with 2 Funds for $150MM Investment CENTRAL WAYNE ENERGY: Dispute on $11.2MM COSI Claim Continues CHANCELLOR'S PARK: Case Summary & 7 Largest Unsecured Creditors CHARDON RUBBER: PBGC Assumes Underfunded Pension Plan CHINATEL GROUP: Has Deal for Control of 34,000-KM Cable in China CHIP IN: Case Summary & 4 Largest Unsecured Creditors CKPS INTERNATIONAL: Case Summary & 20 Largest Unsecured Creditors CLEAR CHANNEL: Fitch Assigns 'CCC' Issuer Default Rating CNOSSEN DAIRY: Taps J. Bennett as Bankruptcy Counsel CNOSSEN DAIRY: Wants Filing of Schedules Extended Until Dec. 6 CNOSSEN DAIRY: Wants to Hire Templeton Smithee as Local Counsel CONSPIRACY ENTERTAINMENT: Delays Filing of Form 10-Q for Q3 CPG INT'L: Moody's Gives Positive Outlook; Keeps Caa1 Note Ratings CU PHAN: Case Summary & 20 Largest Unsecured Creditors CURLEE DENNIS: N.D. Calif. Court Dismisses Chapter 11 Case DEL MONTE: S&P Puts 'BB' Corp. Rating on CreditWatch Negative DENNY HECKER: Trustee Wants to Compel Turnover of Motorcycles DPAC TECHNOLOGIES: Posts $219,300 Net Loss in September 30 Quarter DTC TALLEVAST: Case Summary & 7 Largest Unsecured Creditors DYNEGY INC: Mulls Options After Shareholders Thumbed Down Merger DYNEGY INC: Adopts Stockholder Protection Rights Plan ECHO THERAPEUTICS: Net Loss Down to $582,840 in Q3 2010 ECOSPHERE TECHNOLOGIES: Delays Form 10-Q for Third Quarter ECOSPHERE TECHNOLOGIES: Thomas Wolfe Resigns as Director EDWARD WALTER: Voluntary Chapter 11 Case Summary ELEPHANT TALK: Incurs $25 Mil. Net Loss in Third Quarter ENERJEX RESOURCES: Incurs $954,105 Net Loss in Sept. 30 Quarter ESTES HOLDING: Case Summary & 3 Largest Unsecured Creditors EXIDE TECHNOLOGIES: Objects to Chloride Group, LIGA Claims EXIDE TECHNOLOGIES: Seeks Dismissal of Suit vs. EnerSys EXIDE TECHNOLOGIES: Wants Until Jan. 31 to Object to Claims FANNIE MAE: CFO David Johns Will Resign by Year's End FIRST NATIONAL: Mulling Wind-Down; Insolvent After Bank Closed FLINT TELECOM: Posts $2.09 Million Net Loss in Third Quarter FLORIDA GAMING: Posts $2 Million Net Loss in Q3 2010 FORMTECH INDUSTRIES: Magna Loses Setoff & Recoupment Argument FRANKLIN CREDIT: Posts $20.3 Million Net Loss in Q3 2010 FRED LEIGHTON: Former Owner Arrested; Faces Fraud Charges GENERAL GROWTH: Has Deal Estimating Seaport Plaintiffs Claims GENERAL GROWTH: Proposes to Release Professional Fee Holdbacks GENERAL MOTORS: Saudi Prince Buys 1% Stake for $500 Million GENERAL MOTORS: APS Also Providing Services to GM Europe GENERAL MOTORS: LFR Can Hire Outside Consultants GENERAL MOTORS: Ramp Chevrolet Says Motion vs. New GM Warranted GLOBAL CROSSING: Completes $150MM Private Offering of Sr. Notes GOLDEN EAGLE: Delays Filing of Quarterly Report on Form 10-Q GREATER SALEM: Files for Chapter 11 After Properties Auctioned Off GREATER SALEM: Case Summary & 10 Largest Unsecured Creditors GREENWICH SENTRY: Aims to File Ch. 11 Plan to Settle Suits GREENWICH SENTRY: Voluntary Chapter 11 Case Summary GUANGZHOU GLOBAL: Earns $198,807 in September 30 Quarter GULF STATES: LAD/Northlake Claims Disallowed as Untimely HANMI FINANCIAL: Gets Waiver from Woori on Securities Deal HARVEY RUSSELL: Voluntary Chapter 11 Case Summary HEALTHSPORT INC: Posts $914,300 Net Loss in September 30 Quarter HOLY TEMPLE: Case Summary & 3 Largest Unsecured Creditors HONOLULU SYMPHONY: Mulling Conversion to Ch. 7 Liquidation HYTHIAM INC: Incurs $1.94 Million Net Loss in Sept. 30 Quarter IAP WORLDWIDE: S&P Raises Corporate Credit Rating to 'B' IKECHUKWU IBEANUSI: Case Summary & 15 Largest Unsecured Creditors IMEDICOR INC: Incurs $1.61 Million Net Loss in Sept. 30 Quarter IMPLANT SCIENCES: Delays Filing of Form 10-Q for Sept. 30 Qtr. INCREDIBLE PETS: Case Summary & 20 Largest Unsecured Creditors INOVA TECHNOLOGY: Starts Work on $350,000 Projects JOHN BARTUCCI: Case Summary & 6 Largest Unsecured Creditors JORGE MARTINEZ: Case Summary & 18 Largest Unsecured Creditors JOSE BARRIONUEVO: Case Summary & 20 Largest Unsecured Creditors JUMBOLAIR INC: Taylor Bean Court Approves Sale of Mortgage Loan LACK'S STORES: Court Extends Filing of Schedules Until Jan. 1 LACK'S STORES: Has Access to Cash Collateral Until February LACK'S STORES: Gets Permission to Conduct Store Closing Sales LISA CHASE: Case Summary & 18 Largest Unsecured Creditors LOCAL INSIGHT: Organizational Meeting to Form Panel on Dec. 1 MARINA BIOTECH: Files 10-Q; Posts $8.3 Million Net Loss in Q3 2010 MASSEY ENERGY: Board Reviews Options, Hires Advisors MCNAIR GRADING: Case Summary & 20 Largest Unsecured Creditors MECHANICAL TECHNOLOGY: Posts $902,000 Net Loss in Q3 2010 METROPOLITAN 885: Files Schedules of Assets & Liabilities MGIC INVESTMENT: S&P Raises Ratings on Preferred Debt to 'CC' MGL CONSULTING: Case Summary & 21 Largest Unsecured Creditors MICHAEL YOUNESSI: Case Summary & 16 Largest Unsecured Creditors MIG INC: Wins Confirmation of Full-Payment Plan After Deal MILLENNIUM SOUTHEAST: Vancouver Takes Control of Olympic Village MOMENTIVE PERFORMANCE: Has $159.9MM Add'l Commitment from Lender MORTGAGEBROKERS.COM: Posts $28,368 Net Loss for September 30 Qtr. MPG OFFICE: Names David Weinstein as New CEO MYRA PLANT: Case Summary & 17 Largest Unsecured Creditors NAZARIO PERLAS: Case Summary & 18 Largest Unsecured Creditors NEW CLINTON: Voluntary Chapter 11 Case Summary NEW ORIENTAL: Delays Form 10-Q for Third Quarter NEW VISION: S&P Assigns 'B' Preliminary Corporate Credit Rating NORTEL NETWORKS: GENBAND Wants Arbitration for Sale Price Dispute NOVELOS THERAPEUTICS: Incurs $1.22 Mil. Net Loss in Sept. 30 Qtr. NUTRACEA: Wants to Sell 49% of Interest for $7.72 Million NUVEEN INVESTMENTS: Swings to $59 Million Profit in Q3 2010 NXT NUTRITIONALS: Incurs $9 Million Net Loss in Sept. 30 Quarter OHIO VALLEY AMUSEMENT: Puts Former Owner in Chapter 7 Bankruptcy OMNIRELIANT HOLDINGS: Delays Filing Form 10-Q for Sept. 30 Qtr. ONE MADISON: Plan to Infuse $40MM Capital, Finish Project Filed PACIFIC AVENUE: Bankruptcy Judge Approves Sale of EpiCentre's Debt PACIFIC ENERGY: Pitches $2.9 Mil. Settlement Over Platform Deal PACIFIC ETHANOL: Posts $12.1 Million Net Loss in Q3 2010 PARMALAT SPA: Documents Won't Be Unsealed Until 2011 PARMALAT SPA: Prosecutors Want Tanzi Arrested, Demand 20 Years PFF BANCORP: Settles $44-Mil. Federal Tax Refund PHOENIX DEVELOPMENT: Voluntary Chapter 11 Case Summary POINT BLANK: Board Observer Reports to Committees PURADYN FILTER: September 30 Balance Sheet Upside-Down by $6MM PURESPECTRUM INC: Delays Filing of Form 10-Q for Sept. 30 Qtr. QUALITY MAINTENANCE: Case Summary & 18 Largest Unsecured Creditors QUANTUM CORP: Prices $125 Million Conv. Senior Subordinate Notes RADIENT PHARMACEUTICALS: To Report Hike in Net Loss for Jan.-Sept. RCLC INC: Delays Filing of Form 10-Q for Sept. 30 Quarter REFCO INC: Court Approves Whittelsey Settlement REFCO INC: IRS Directed by Bankr. Court to Produce Documents REFCO INC: LLC Trustee Proposes to Subordinate Late Claims REGIONS FINANCIAL: Moody's Corrects Press Release on Ratings RELIANCE INTERMEDIATE: DBRS Confirms Senior Notes at BB (High) RICK SALVINO: Case Summary & 6 Largest Unsecured Creditors ROBERT LECKIE: Case Summary & 20 Largest Unsecured Creditors ROBERT WALSH: Case Summary & 8 Largest Unsecured Creditors SAINT VINCENTS: To Sell Off Remaining Assets Next Month SB PARTNERS: Lowers Net Loss to $179,285 in Q3 2010 SEMGROUP LP: Court Approves Accord in Commodities Trading Suit SEP RIVERPARK: Files Schedules of Assets & Liabilities SEP RIVERPARK: Section 341(a) Meeting Scheduled for Dec. 6 SIERRA STAINLESS: Case Summary & 20 Largest Unsecured Creditors SIONITA ANGELES: Case Summary & 20 Largest Unsecured Creditors SIX FLAGS: Del. Bankr. Ct. Dismiss Suit vs. Parc SOMERSET INTERNATIONAL: Posts $318,500 Net Loss in Q3 2010 STAINLESS STEEL: Case Summary & 20 Largest Unsecured Creditors SUZETTE WASHINGTON: Case Summary & 9 Largest Unsecured Creditors TAMARACK RESORT: Has $40MM Offer; Homeowners to Operate Resort TAYLOR BEAN: Court Approves Sale of Jumbolair Mortgage Loan TAYLOR BEAN: Wants Plan Exclusivity Extended Until April TAYLOR BEAN: Proposes Settlement Resolving Trust Claims TBS INT'L: Lenders Extend Forbearance Until Dec. 29 TEMPUS RESORTS: Section 341(a) Meeting Scheduled for Dec. 20 TERRESTAR NETWORKS: Can Honor Prepetition Insurance Policies TERRESTAR NETWORKS: Proposes to Reject 6 Motient Property Leases TERRESTAR NETWORKS: Proposes to Reject Telx Group Contracts TEXAS RANGERS: Judge Lynn Castigated Lawyers, Transcript Shows TIMOTHY RICE: Case Summary & 20 Largest Unsecured Creditors TIREX CORPORATION: SEC Grants Firm Waiver of Re-Audit TRANSFIELD ER: Chapter 15 Case Summary TRONOX INC: Court OKs Partnership & Stockholder Interests Transfer TWIN CITY LOFTS: Section 341(a) Meeting Scheduled for Dec. 20 VAN DYKE: Case Summary & 9 Largest Unsecured Creditors VERTIS HOLDINGS: Taps Kurtzman Carson as Noticing & Claims Agent VERTIS HOLDINGS: Wants Deadline for Filing of Schedules Extended VERTIS HOLDINGS: Taps FTI Consulting as Financial Advisor VERTIS HOLDINGS: Wants Perella Weinberg as Investment Banker VHGI HOLDINGS: Posts $92,100 Net Loss in September 30 Quarter VICTOR TIBALDEO: Case Summary & 18 Largest Unsecured Creditors VILLA DE SANTA: Case Summary & 17 Largest Unsecured Creditors VITRO SAB: Extends Tender Offer Until December 7 WASHINGTON LOOP: Case Summary & 20 Largest Unsecured Creditors WASHINGTON MUTUAL: Noteholders Lodge Contingent Objection to Plan WEGENER CORPORATION: Recurring Losses Cue Going Concern Doubt WIRELESS AGE: Settles Debt; Nears Completion of Restructuring WISE METALS: Deposits $158-Mil. in Trust with BoNY Mellon WOUND MANAGEMENT: Posts $1.7 Million Net Loss in Q3 2010 * 860 Banks Now in FDIC's Problem List; Highest Since 1993 * Ex-Oppenheimer Analyst Says U.S. Banks to Close 5,000 Branches * Trading of U.S. Bankruptcy Claims Slumps in October * Several Charged in Canada for Bankruptcy Fraud * Thompson Hine Restructuring Group Taps John Isbell * Upcoming Meetings, Conferences and Seminars ********* 135TH ST.: Case Summary & 8 Largest Unsecured Creditors ------------------------------------------------------- Debtor: 135th St. Property, LLC c/o Tiffany and O'Shea, LLC 11124 NE Halsey #685 Portland, OR 97220 Bankruptcy Case No.: 10-41036 Chapter 11 Petition Date: November 19, 2010 Court: United States Bankruptcy Court District of Oregon Judge: Randall L. Dunn Debtor's Counsel: Robert J. Vanden Bos, Esq. VANDEN BOS & CHAPMAN, LLP 319 SW Washington #520 Portland, OR 97204 Tel: (503) 241-4869 E-mail: vbcservice@yahoo.com Scheduled Assets: $2,858,140 Scheduled Debts: $2,436,857 A list of the Company's eight largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/orb10-41036.pdf The petition was signed by Michael O'Shea, representative. 556 HOLDING: Judge OKs $19.35 Million Sale of Museum Building ------------------------------------------------------------- A bankruptcy judge approved the sale of the building that houses the Chelsea Art Museum in a deal that resolves a dispute with its lender over the right to sell the property, Dow Jones' Small Cap reports. According to the report, Judge Allan L. Gropper of the U.S. Bankruptcy Court in Manhattan on Friday approved New York real- estate developer Albanese Development Corp.'s $19.35 million offer for the property, court papers show. The report relates that Lender Hudson Realty Capital, which had previously fought for the right to sell the property on West 22nd Street after taking over the deed to the building, consented to the sale. It's slated to receive $13.05 million of the sale proceeds to cover the principal, interest, fees and other expenses it's owed on the loan, the report notes. In a separate order signed by Judge Gropper, the report discloses, Hudson Realty Capital also agreed to the invalidation of its taking over the deed. The sale allows the building's current tenants, including the museum and its founder Dorothea Keeser, to remain tenants through 2011, the report adds. About 556 Holding 556 Holding LLC is the entity that owns the building that houses the Chelsea Art Museum. The building was built in 1850 and located in the Chelsea neighborhood on the west side of Manhattan. The building is worth $20 million, says 556 Holding. New York-based 556 Holding LLC filed for Chapter 11 bankruptcy protection on August 6, 2010 (Bankr. S.D.N.Y. Case No. 10-14267). Richard Engman, Esq., at Jones Day, assists the Debtor in its restructuring effort. The Debtor estimated its assets and debts at $10 million to $50 million. An affiliate, KDMJ Realty, Inc., filed a separate Chapter 11 petition on August 6, 2010 (Bankr. S.D.N.Y. Case No. 10-14268). A CORDERO BADILLO: Section 341(a) Meeting Scheduled for Dec. 20 --------------------------------------------------------------- The U.S. Trustee for Region 21 will convene a meeting of A Cordero Badillo Inc.'s creditors on December 20, 2010, at 2:00 p.m. The meeting will be held at the Ochoa Building, 500 Tanca Street, First Floor, San Juan, PR 00901. 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. Catano, Puerto Rico-based A. Cordero Badillo, Inc., aka Supermercados Grande, filed for Chapter 11 bankruptcy protection on November 12, 2010 (Bankr. D. P.R. Case No. 10-10705). Charles Alfred Cuprill, Esq., at Charles A Curpill, PSC Law Office, assists the Debtor in its restructuring effort. The Debtor estimated its assets and debts at $10 million to $50 million. AE BIOFUELS: Delays Filing of Form 10-Q for Third Quarter --------------------------------------------------------- AE Biofuels Inc. said it could not timely file its quarterly report on Form 10-Q for the period ended Sept. 30, 2010, with the Securities and Exchange Commission because the Company's management has not completed their review of the Company's financial statements. AE Biofuels reported a net loss $2.23 million on $1.81 million of sales for the three months ended June 30, 2010, compared with a net loss of $2.46 million on $994,462 of sales for the same period a year earlier. The Company's balance sheet at June 30, 2010, showed $18.99 million in total assets, $21.23 million in total current liabilities, $5.26 million in long-term debt, and a stockholders' deficit of $7.49 million. About AE Biofuels Cupertino, Calif.-based AE Biofuels, Inc. (OTC BB: AEBF) -- http://www.aebiofuels.com/-- develops, acquires, constructs, and operates "next-generation" fuel grade ethanol and biodiesel facilities. The Company currently operates a biodiesel manufacturing facility with a nameplate capacity of 55 million gallons per year (MGY) in Kakinada, India and has a next- generation integrated cellulose and starch ethanol demonstration facility in Butte, Montana. ALBERT VASQUEZ: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Joint Debtors: Albert Martin Vasquez dba El Saguarito Mexican Food Blanca Julia Vasquez 6020 N. Swan Road Tucson, AZ 85718 Bankruptcy Case No.: 10-37292 Chapter 11 Petition Date: November 18, 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: $495,624 Scheduled Debts: $1,119,712 A list of the Joint Debtors' 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/azb10-37292.pdf A.L.F. - ARDMORE: Case Summary & Unsecured Creditor --------------------------------------------------- Debtor: A.L.F. - Ardmore, LLC fka Heartland Plaza Of Ardmore, LLC P.O. Box 7793 Edmond, OK 73013 Bankruptcy Case No.: 10-17017 Chapter 11 Petition Date: November 21, 2010 Court: United States Bankruptcy Court Western District of Oklahoma (Oklahoma City) Debtor's Counsel: L. David McBride, Esq. MCBRIDE & ASSOCIATES, P.C. 3035 Northwest 63rd Street, Suite 229 Oklahoma City, OK 73116 Tel: (405) 842-7626 E-mail: ldmsr@okwills.com Scheduled Assets: $3,406,050 Scheduled Debts: $1,881,533 In its list of 20 largest unsecured creditors, the Company placed only one entry: Entity Nature of Claim Claim Amount ------ --------------- ------------ Carter County Treasurer Trade debt $46,000 20 B. Street SW #104 Ardmore, OK 73401 The petition was signed by Kane Sherman, member. AMACORE GROUP: Delays Filing of Third Quarter Form 10-Q ------------------------------------------------------- The Amacore Group Inc. said it could not timely file its quarterly report on Form 10-Q for the period ended Sept. 30, 2010 because it is unable to provide a reasonable estimate of revenues, operating expenses, other income or net loss for the three and nine months ended September 30, 2010, as the Company is in process of closing its books and records for the applicable periods and assessing the historical accounting treatment of its indefinite-lived intangible assets and preferred stock and common stock warrants accounted for as permanent equity. The Troubled Company Reporter reported on Amacore Group's second quarter results on August 20, 2010. Amacore incurred a $5,229,222 net loss for the three months ended June 30, 2010, from a $905,276 net loss for the same period in 2009. The Company recorded total revenue of $4,305,000 for the three months ended June 30, 2010. The Company's balance sheet at June 30, 2010, showed $8,595,986 in total assets, $25,985,443 in total liabilities and a $17,147,252 stockholders' deficit. About The Amacore Group Based in Maitland, Florida, The Amacore Group, Inc., (OTC BB: ACGI) -- http://www.amacoregroup.com/-- is primarily a provider and marketer of healthcare related products, including healthcare benefits, vision and dental networks, and administrative services such as billing, fulfillment, patient advocacy, claims administration and servicing. * * * In its March 31, 2010 report, McGladrey & Pullen, LLP in Orlando, Florida, raised substantial doubt about the Company's ability to continue as a going concern. The auditor said the Company has suffered recurring losses from operations and has not generated sufficient cash flows from operations to meet its needs. AMBAC FIN'L: AAC Reviews RMBS Transactions for Potential Breaches ----------------------------------------------------------------- Ambac Assurance Corporation is conducting a review of certain residential mortgage-backed securities or RMBS that the company insured to determine whether there were breaches of representations and warranties made by the sponsors of those securities at the time those securities were issued. The RMBS review was disclosed in an Ambac Financial Group, Inc.'s regulatory filing with the U.S. Securities and Exchange Commission dated November 18, 2010. AFG serves as the holding company of AAC. AAC is the operating unit of AFG, who has recently filed for protection under the U.S. Bankruptcy Code. AFG Managing Director, Corporate Secretary and Assistant General Counsel Anne Gill Kelly relates that the review includes forensic analyses of loan origination files and process and a re- underwriting of loans to determine whether there were breaches of representations and warranties made by the sponsors of those securities at the time those securities were issued. AAC believes, based on its review, that the sponsors of the securities are obligated to pay sums, which may in certain cases be material, to the issuers of some or all of the RMBS to AAC in respect of those breaches of representations and warranties. Ms. Kelly says AAC has either sought repurchase or intends to seek repurchase of certain loans. AAC believes, based on its review and internal calculations, that any recoveries will vary from security to security. AAC's review with respect to these RMBS is ongoing, and AAC may expand its review from time to time: * First Franklin Mortgage Loan Asset-Backed Certificates, Series 2007-FFC * Nomura Asset Acceptance Corporation, Alternative Loan Trust, 2007-1 * Nomura Asset Acceptance Corporation, Alternative Loan Trust, 2007-3 * Citigroup HELOC Trust 2006-NCB1 * GMAC Home Equity Loan Trust 2005-HE3 * Chevy Chase Funding LLC, Series 2007-1 * Chevy Chase Funding LLC, Series 2007-2 * Countrywide Asset-Backed Certificates, Series 2005-16 * Countrywide Asset-Backed Certificates, Series 2005-17 * Countrywide Asset-Backed Certificates, Series 2006-11 * Countrywide Asset-Backed Certificates, Series 2006-13 * Option One Mortgage Loan Trust 2007-FXD1 AAC has also initiated litigation with respect to these RMBS: * SACO I Trust 2005-10 Mortgage-Backed Certificates, Series 2005-10 * SACO I Trust 2006-2 Mortgage-Backed Certificates, Series 2006-2 * SACO I Trust 2006-8 Mortgage-Backed Notes, Series 2006-8 * Bear Stearns Second Lien Trust 2007-1, Mortgage-Backed Notes, Series 2007-1 * Countrywide Revolving Home Equity Loan Asset Backed Notes, Series 2004-K * Countrywide Revolving Home Equity Loan Asset Backed Notes, Series 2004-L * Countrywide Revolving Home Equity Loan Asset Backed Notes, Series 2004-M * Countrywide Revolving Home Equity Loan Asset Backed Notes, Series 2004-N * Countrywide Revolving Home Equity Loan Asset Backed Notes, Series 2004-O * Countrywide Revolving Home Equity Loan Asset Backed Notes, Series 2004-T * Countrywide Revolving Home Equity Loan Asset Backed Notes, Series 2005-F * Countrywide Revolving Home Equity Loan Asset Backed Notes, Series 2006-B * Countrywide Revolving Home Equity Loan Asset Backed Notes, Series 2006-C * Countrywide Home Equity Loan Asset Backed Notes, Series 2006-S1 * Countrywide Home Equity Loan Asset Backed Notes, Series 2006-S4 * Countrywide Home Equity Loan Asset Backed Notes, Series 2006-S6 * Home Equity Mortgage Trust 2007-1 Ms. Kelly relates that the claims in those litigations include claims against the sponsor for breaches of representations and warranties among other claims. There can be no assurance as to the outcome of the review or those litigations, she says. According to AFG's quarterly report on Form 10-Q for the quarter ended September 30, 2010, the company has estimated subrogation recoveries of $2.395 billion as of September 30, 2010, an increase from $2.036 billion as of December 31, 2009. The amount of estimated recovery is included in AFG's loss reserves. The recoveries are based principally on contractual claims arising from RMBS transactions which AAC has insured and represent the amount AFG will ultimately recover. A related report by Tom Hals of Reuters relates that AAC's actions signal the company's riding the growing momentum of mortgage "putbacks" -- forcing banks to buy back mortgage securities -- driven by Pacific Investment Management Co. and other big investors. According to Mr. Hals, those investors have forged alliances to fight banks they claim shoveled faulty loans into mortgaged bonds. Mr. Hals relates that Federal Home Loan Mortgage Corp. or Freddie Mac, and the Federal National Mortgage Association or Fannie Mae declared in securities filings that they have been able to cut their losses by billions of dollars with putbacks. According to JPMorgan Chase, the putbacks could cost the banking industry as high as $90 billion, Mr. Hals notes. "In cases where we determine a valid defect, Bank of America will act responsibly. In cases where we do not find a valid defect, we will vigorously contest the claim and will defend our interests and the interests of shareholders," Jerome Dubrowski of Bank of America told Reuters. Countrywide, a Bank of America unit, issued some of the RMBS subject to review. 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: Proposes Stipulation With BoNY Mellon -------------------------------------------------- Ambac Financial Group, Inc., asks Judge Shelley C. Chapman of the U.S. Bankruptcy Court for the Southern District of New York to authorize its entry into a stipulation it negotiated with The Bank of New York Mellon for the termination of certain purchase contracts and a pledge of collateral. The Debtor and BoNY Mellon are party to these agreements: (i) An Indenture, dated February 15, 2006, between the Debtor and BoNY Mellon, as trustee; (ii) A Supplemental Indenture No. 1, dated March 12, 2008, between the Debtor and BoNY Mellon, as trustee; (iii) A Pledge Agreement, dated March 12, 2008, between the Debtor, BoNY Mellon, as collateral agent, custodial agent, and securities intermediary, and BoNY Mellon, as purchase contract agent; and (iv) A Purchase Contract Agreement, dated March 12, 2008, between the Debtor and BoNY Mellon, as purchase contract agent. The Debtor issued $250,000,000 in aggregate principal amount of 9.50% senior notes due on February 15, 2021, pursuant to the Indenture and Supplemental Indenture. The Debtor also issued 5,000,000 Corporate Units pursuant to the Purchase Contract Agreement. Each Corporate Unit has a "stated amount" of $50 and consists of: (A) a Purchase Contract, which obligates the holder to purchase, and obligates the Debtor to sell to that Holder, newly issued shares of the Debtor's common stock on May 17, 2011; and (B) a 5% interest in $1,000 in aggregate principal amount of the 9.50% Senior Notes, to be held by BoNY Mellon, as collateral agent, to secure Holders' obligations to purchase Common Stock pursuant to the Purchase Contracts -- the Pledge. Each Corporate Unit Holder had the option to convert its Corporate Units into Treasury Units by substituting the 9.50% Senior Notes held by BoNY Mellon, as collateral agent, with zero- coupon U.S. treasury securities of an equal amount. Under certain circumstances, Treasury Unit Holders could reconvert their units into Corporate Units. The Corporate and Treasury Units are referred to collectively as the "Equity Units." Pursuant to the Purchase Contract Agreement, the commencement of the Debtor's bankruptcy case constitutes a "Termination Event." The Purchase Contract Agreement and the Pledge Agreement provides that upon the occurrence of that Termination Event, both Agreements terminate and BNYM is deemed authorized to release the Collateral to Equity Unit Holders. The Pledge Agreement further provides that upon the occurrence of that Termination Event, BoNY Mellon is required to resign as collateral agent. On November 10, 2010, BoNY Mellon notified the Debtor that it resigned as collateral agent, custodial agent, and securities intermediary under the Pledge Agreement, effective upon the appointment of a successor collateral agent, custodial agent, and securities intermediary. The Debtor and BoNY Mellon have engaged in discussions concerning the effect of the Debtor's bankruptcy on the Purchase Contracts and the Pledge. As a result of those discussions, the Debtor and BNYM entered into the Stipulation modifying the automatic stay to the extent applicable, so that: (1) The Purchase Contracts and the Pledge of Collateral by Equity Unit Holders will be terminated. (2) BoNY Mellon, in its capacities as collateral agent, custodial agent, securities intermediary, and purchase contract agent, is permitted to transfer: (a) each Corporate Unit Holder's pro rata share of the 9.50% Senior Notes Collateral to that Corporate Unit Holder, free and clear of the Pledge; and (b) each Treasury Unit Holder's pro rata share of the Treasury Securities Collateral to that Treasury Unit Holder, free and clear of the Pledge pursuant to the Purchase Contract Agreement. The Purchase Contracts, which form a part of each Equity Unit, are executory contracts. Section 365(e)(1) of the Bankruptcy Code provides that "[n]otwithstanding a provision in an executory contract . . . an executory contract . . . of the debtor may not be terminated or modified . . . at any time after the commencement of the case solely because of a provision in such contract . . . that is conditioned on . . . the commencement of a case under this title." Allison H. Weiss, Esq., at Dewey & LeBoeuf LLP, in New York, says that the Purchase Contracts would likely be considered Financial Accommodation Contracts because they require Equity Unit Holders to purchase Common Stock, that is a "security" of the Debtor, as defined under Section 101(49) of the Bankruptcy Code, on the Purchase Contract Settlement Date. She further notes that Section 555 of the Bankruptcy Code provides an exception to the general rule prohibiting enforcement of ipso facto clauses if the contract in question is a "Securities Contract" within the meaning of the Bankruptcy Code. Here, the Purchase Contracts would likely be considered "Securities Contracts," as they require Equity Unit Holders to purchase Common Stock on the Purchase Contract Settlement Date, she points out. A Termination Event has occurred as a result of the commencement of the Debtor's bankruptcy case, and although the provisions in the Purchase Contract Agreement and the Pledge Agreement providing for the termination of the Purchase Contracts and the Pledge, upon the occurrence of a Termination Event are ipso facto clauses, those provisions are nevertheless enforceable in bankruptcy because the Purchase Contracts may be considered Financial Accommodation and Securities Contracts, Ms.Weiss maintains . The Court will consider the Debtor's request on November 30, 2010. Objections are due November 23. 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: U.S. Trustee Forms 5-Member Creditors Committee ------------------------------------------------------------ Pursuant to Section 1102 of the Bankruptcy Code, Tracy Hope Davis, United States Trustee for Region 2, named on November 17, 2010, five creditors to serve as members of the Official Committee of Unsecured Creditors in Ambac Financial Group, Inc.'s Chapter 11 case. The Committee members are: (1) The Bank of New York Mellon Trust Company, N.A. Attn: Martin Feig, Vice President 101 Barclay Street - 8 West New York, New York 10286 Tel: (212) 815-5383 Fax: (732) 667-4756 (2) Law Debenture Trust Company of New York Attn: Anthony A. Bocchino, Managing Director 400 Madison Avenue - 4th Floor New York, New York 10017 Tel: (212) 750-6471 Fax: (212) 750-1361 (3) Halcyon Master Fund LP Attn: John W. Greene, Jr., Managing Principal 477 Madison Avenue - 8th Floor New York, New York 10022 Tel: (212) 303-9455 (4) ValueWorks LLC Attn: Charles Lemonides, Principal 1450 Broadway - 42nd Floor New York, New York 10018 Tel: (212) 819-1818 Fax: (212) 819-1463 (5) One State Street, LLC Attn: Eli Levitin, Managing Director One State Street Plaza - 29th Floor New York, New York 10004 Telephone: (212) 344-5210 Fax: (212) 363-8454 The organizational meeting for the formation of the unsecured creditors committee was held on November 17, 2010, in New York, as facilitated by the U.S. Trustee. Section 1102 requires the U.S. Trustee to appoint a committee of unsecured creditors to increase participation of those kind of creditors in a Chapter 11 proceeding. The Creditors' Committee ordinarily consists of the persons, willing to serve, that hold the seven largest unsecured claims against the debtor of the kinds represented on the committee. BoNY Mellon, as trustee to seven different types of notes, is listed as the Debtor's largest unsecured creditor, with claims totaling $1.62 billion. One Street, one of the Debtor's largest unsecured creditors, has a $198,110 claim. Section 1103 of the Bankruptcy Code provides that an unsecured creditors' committee may consult with the debtor; investigate the debtor and its business operations; and participate in the formulation of a plan of reorganization. The Committee may also perform other services as are in the interests of the unsecured creditors whom it represents. About 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) AMERICA'S SUPPLIERS: DollarDays CEO Gets New Two-Year Contract -------------------------------------------------------------- On November 11, 2010, America's Suppliers Inc. entered into an employment agreement, with Marc Joseph pursuant to which Mr. Joseph will continue to serve as President and Chief Executive Officer of DollarDays International Inc., a wholly-owned subsidiary of the Company and Chief Executive Officer and President of Wow My Universe, Inc., a wholly-owned subsidiary of the Company. The Joseph Agreement has a two-year term and provides for a base salary of $180,000. In addition, the Joseph Agreement provides for: i) a bonus of $30,000 cash compensation for services provided in fiscal year 2010, ii) warrants to purchase 150,000 shares of common stock of the Company, on terms to be determined by the Board of Directors of the Company, iii) $15,000 cash compensation in the event DollarDays achieves 100% of certain performance milestones established by the Board, iv) warrants to purchase 100,000 shares of common stock of the Company, on terms to be determined by the Board, in the event DollarDays achieves 100% of certain performance milestones established by the Board, v) warrants to purchase 50,000 shares of common stock of the Company, on terms to be determined by the Board, in the event DollarDays achieves 115% of certain performance milestones established by the Board, vi) warrants to purchase 50,000 shares of common stock of the Company, on terms to be determined by the Board, in the event DollarDays achieves 125% of certain performance milestones established by the Board and vii) warrants to purchase 50,000 shares of common stock of the Company, on terms to be determined by the Board, in the event DollarDays achieves 135% of certain performance milestones established by the Board. In the event the Joseph Agreement is terminated by the Company or Mr. Joseph for any reason or no reason, Mr. Joseph shall receive all compensation due as of the termination date and severance equal to 9 months' base salary. A full-text copy of the Joseph Agreement is available for free at http://ResearchArchives.com/t/s?6f79 About America's Suppliers Scottsdale, Ariz.-based America's Suppliers, Inc. develops software programs that allow the Company to provide general merchandise for resale to businesses. DollarDays International, Inc., the Company's wholly owned subsidiary, is an Internet based wholesaler of general merchandise to small independent resellers through its Web site http://www.DollarDays.com/. Orders are placed by customers through the Web site where, upon successful payment, the merchandise is shipped directly from the vendors' warehouses. At September 30, 2010, the Company had total assets of $2,003,445, including total current assets of $1,504,154; total liabilities, all current, of $2,110,541; and total deficit of $107,096. As reported in the Troubled Company Reporter on March 26, 2010, MaloneBailey, LLP, in Houston, expressed substantial doubt about the Company's ability to continue as a going concern following the Company's 2009 results. The independent auditors noted that Company has suffered an accumulated deficit of $6,949,006 as of December 31, 2009. AMERICAN AXLE: 3-Year Business Backlog Up 20% to $850-Mil. ---------------------------------------------------------- American Axle & Manufacturing Holdings Inc. said that its backlog of new and incremental business launching from 2011 through 2013 is estimated at $850 million in future annual sales. AAM's new business backlog for 2011 - 2013 is more than 20% higher than the previous three year backlog for 2010 - 2012. AAM's $850 million new and incremental business backlog for 2011 - 2013 reflects its successful efforts to diversify the business by increasing AAM's exposure to global growth markets, advancing and innovating AAM's product portfolio, and growing AAM's customer base. AAM's new business backlog for 2011 - 2013 supports AAM's goal of achieving a $3 billion sales target in 2013, which would result in a compound annual growth rate in sales of approximately 10% for the next three calendar years. "The continued expansion of AAM's new business backlog demonstrates that we are successfully delivering on our long-term strategic goals of expanding and diversifying AAM's product portfolio, customer base, served markets and global manufacturing footprint," said American Axle & Manufacturing Co-Founder, Chairman of the Board & CEO, Richard E. Dauch. "We are especially pleased with the first orders for AAM's EcoTrac brand of fuel- efficient and environment-friendly driveline products. EcoTrac enhances AAM's technology leadership position and provides our customers with better fuel efficiency, lower CO2 emissions, along with superior ride and handling performance." AAM values its new and incremental business backlog based on production volume estimates and program design direction provided by its customers. The actual sales value of these awards will depend on product volumes, program launch timing and foreign currency exchange. AAM does not include sales of unconsolidated joint ventures in its new business backlog. About American Axle Headquartered in Detroit, Michigan, American Axle & Manufacturing Holdings Inc. (NYSE: AXL) -- http://www.aam.com/-- is a Tier I supplier to the automotive industry. American Axle manufactures, engineers, designs and validates driveline and drivetrain systems and related components and chassis modules for light trucks, sport utility vehicles, passenger cars, crossover vehicles and commercial vehicles. AXL has financial support from GM, its largest customer which accounted for 78% of sales in 2009. * * * As reported by the Troubled Company Reporter on August 5, 2010, Moody's Investors Service raised American Axle's Corporate Family Rating and Probability of Default Rating to B2 from Caa1. The raising of American Axle's CFR rating to B2 reflects the company's improved operating performance over the past two quarters and Moody's belief that this improvement will be sustained over the intermediate term, supported by stable automotive vehicle production in North America and cost structure improvements completed by the company in 2009. These conditions no longer support the default risk indicated by the Caa rating. American Axle carries a long-term issuer default rating of 'B' from Fitch. The TCR reported on July 28, 2010 that Fitch's credit concerns for AXL are focused on high leverage which is expected to decline considerably over the balance of 2010, negative cash flows in recent years, underfunded pension plans, limited sales diversification, risks to vehicle sales expectations which could be optimistic if the jobless economic recovery restricts vehicle volumes or if a double-dip recession occurs. American Axle carries a 'B-' corporate credit rating from Standard & Poor's Ratings Services. S&P, which revised its outlook on AXL to "positive" from "stable" in July 2010, believes American Axle will generate a significant amount of positive free cash flow in 2010 because of its improved cost structure. Standard & Poor's Ratings Services said it has raised its corporate credit rating on American Axle & Manufacturing Holdings Inc. to 'B+' from 'B-'. The outlook is stable. At the same time, S&P raised its issue-level ratings on the company's senior secured debt to 'BB-' and on the unsecured debt to 'B-'. AMERICAN INT'L: Said to Be Reviving Sale of Nan Shan Unit --------------------------------------------------------- Dow Jones Newswires' Nisha Gopalan reports a person familiar with the matter said Monday that American International Group Inc. has invited four Taiwan parties to conduct due diligence on its Nan Shan Life Insurance Co. unit. Dow Jones says the four approached in recent days are Chinatrust Financial Holding Co. Fubon Financial Holding Co., Cathay Financial Holding Co. and the chairman of Ruentex Group. According to Dow Jones, the source said the invitation "to these firms means the deal is back on the block, but it's in very early stages. That source added, "But these are all Taiwan companies so the aim is to get strategics to bid." Dow Jones notes Taiwan regulators rejected AIG's proposed sale of Nan Shan to battery maker China Strategic Holdings Ltd. and partner Primus Financial Holdings Ltd. in August because of doubts about China Strategic's financial strength and commitment to Nan Shan, which controls more than 30% of Taiwan's life-insurance market. The $2.15 billion deal between AIG and the China Strategic consortium had been struck in October 2009. 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 MEDIA: Intends to Pay Prepetition Trade Creditors Claims ----------------------------------------------------------------- American Media Inc. and its units sought and obtained interim order from the Bankruptcy Court authorizing them to pay prepetition claims of general unsecured trade creditors in the ordinary course of business. The Court also directed banks and financial institutions to receive, process, honor and pay all checks presented for payment and electronic payment requests. In the ordinary course of business, the Debtors incur numerous fixed, liquidated and undisputed obligations to their Trade Creditors who provide, among other things, paper, printing services, distribution services, office supplies and other basic business necessities for the operation of their businesses. According to the Debtors, allowing the payment of the Trade Claims will minimize any disruption to their businesses and will therefore allow for a smooth reorganization in their Chapter 11 cases. To meet the demands inherent in the time-sensitive news publishing industry, the Debtors rely on suppliers and vendors to deliver the materials necessary to put out their weekly and monthly publications, to provide the space to display the publications, and to print and deliver those publications before their content becomes obsolete. Without those vendors, the value of the Debtors' business operations would be significantly diminished and, in some cases, operations may arrest altogether. A. Printing and Pre-Press Operational Vendors Maintenance of good business relations with the outside vendors that perform the Debtors' printing and pre-press operations, which involve the conversion of electronic editorial and advertising files into printed publications, is essential for the Debtors' successful reorganization. The Debtors outsource a number of printing and pre-press operations, including (i) transmittal of files electronically to third party printing plants for production, (ii) printing of their publications, and (iii) transportation and delivery services. B. Paper Suppliers The Debtors also purchase large quantities of paper products at a reduced cost compared to other potential paper sources. If these reduced-cost Trade Creditors stop supplying the Debtors with goods, the Debtors relate that they would have to purchase those goods from more expensive vendors, who may lack the ability to provide the necessary goods in the type and quantities the Debtors require, all of which would negatively impact the Debtors' revenue and impair their ability to operate. C. Subscription Needs Other Trade Creditors handle all of the Debtors' subscription needs for the Debtors' United States and Canada operations, including handling all of the billing and revenue collection services and the storage of subscribers' personal account information. The Debtors maintain that certain Trade Creditors track information on the number of magazine copies sold in the United States and Canada, which information is then made available to third parties, like advertisers. According to the Debtors, this audited information is critical to the Debtors' advertisers who make spending decisions based on the number of subscribers or copies sold, and no other companies provide these or similar services. D. Distribution Services The Debtors rely on certain Trade Creditors to distribute the single copies of their publications to approximately 103,000 retail outlets in the United States and Canada, representing what the Debtors believe to be substantially complete coverage of periodical outlets in these countries. These Trade Creditors also process returns of the Debtors' publications, bill and collect from the retailers, and make payments to the Debtors' national distributors. Without these Trade Creditors, the Debtors would be unable to circulate their magazines for sale and thus they would lose a substantial portion of their revenue stream. E. Retail Incentives and Rack Costs The Debtors' publications at supermarkets, convenience stores, pharmacies, newsstands and other retail outlets are sold from racks, displays and retail display pockets placed at specific locations at the retailers' businesses. The Debtors are responsible for three types of charges payable to these retailers; specifically, (a) fees paid in exchange for use of the actual space at the checkout counter for display purposes, (b) retail display allowances, which are fees paid based on quarterly claim forms from the retailer, generally equal to 10% of the cover price for each magazine sold, and (c) retail display pockets, which are fees fixed per pocket the retailer devotes to the Debtors' publications. F. Miscellaneous Services Other Trade Creditors provide vital editorial services and editorial content to the Debtors, including overseeing the quality control, overall layout and content of certain of the Debtors' publications. Other Trade Creditors support the various IT infrastructure needs of the Debtors, like hardware and software support for the editorial staff, accounting, human resources, legal departments, internet web sites for the Debtors' various digital properties, and other essential functions. The Debtors estimate that, over the anticipated duration of their Chapter 11 cases, they will owe approximately $20.4 million on account of undisputed Trade Claims for prepetition goods and services that become due and payable after the Petition Date. Of that, the Debtors are seeking to pay approximately $7.3 million to Trade Creditors within the first 20 days of these cases. The Debtors believe that payment of the Trade Claims will not create an imbalance of their cash flows because the majority of these obligations have customary payment terms and will not be immediately payable. The Debtors represent that they have sufficient availability of funds to pay the amounts described herein in the ordinary course of business by virtue of expected cash flows from ongoing business operations and anticipated access to cash collateral. Christopher Polimeni, executive vice president for Finance and Planning, chief financial officer and treasurer of American Media, Inc., stated in a declaration in support of the Motion that the Motion should be granted because: (a) it will help avoid the irreparable harm and disruption to the Debtors' business and thus maximize the value of their estate; (b) it will enable the Debtors to stabilize relationships with vendors critically important to their business; (c) it will cause no harm to the Debtors' other generally unsecured creditors since the Plan provides for all holders of general unsecured claims to be paid in full; and (d) the administrative agent for the lenders of the Debtors' prepetition credit facility, whose cash collateral is being used to pay the Trade Creditors, has consented to the relief sought in the Motion. The final hearing on the Motion will be held on December 8, 2010. About American Media Based in New York, American Media, Inc., publishes celebrity journalism and health and fitness magazines in the U.S. These include Star, Shape, Men's Fitness, Fit Pregnancy, Natural Health, and The National Enquirer. In addition to print properties, AMI manages 14 different Web sites. The company also owns Distribution Services, Inc., the country's #1 in-store magazine merchandising company. American Media, Inc., and 15 units, including American Media Operations, Inc., filed for Chapter 11 protection in Manhattan (Bankr. S.D.N.Y. Case No. 10-16140) on November 17, 2010. American Media filed together with the petition, a pre-packaged Chapter 11 plan where holders of notes and bank debt would receive either cash, new notes or stock. American Media said it would try to emerge from court protection against creditors in 60 days or less. Judge Martin Glenn presides over the case. Ira S. Dizengoff, Esq., Arik Preis, Esq., Meredith A. Lahaie, Esq., Stefanie L. Kurlanzik, Esq., and Kevin M. Eide, Esq., at Akin, Gump, Strauss, Hauer & Feld, LLP, in New York, serve as the Debtors' bankruptcy counsel. Moelis & Company is the Debtors' financial advisors and investment bankers. Kurtzman Carson Consultants LLC is the claims and notice agent. AMI estimated assets of $0 to $50,000 and debts of $500 million to $1 billion in its Chapter 11 petition. AMO, AMI's operating unit, estimated assets of $100 million to $500 million and debts of $500 million to $1 billion in its Chapter 11 petition. Bankruptcy Creditors' Service, Inc., publishes American Media Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by American Media Inc. and its units. (http://bankrupt.com/newsstand/or 215/945-7000) AMERICAN MEDIA: Proposes to File Fee Letters Under Seal ------------------------------------------------------- American Media Inc. and its units seek the U.S. Bankruptcy Court's authority to file under seal copies of the fee letters in connection with their proposed new financing and a backstop commitment deals. The Debtors ask the Court to direct that the Fee Letters will remain under seal and confidential and not be made available to anyone without the consent of the Debtors or further order of the Court. The Debtors assert that the information contained in the Fee Letters falls well within the scope of confidential information that may be protected pursuant to Section 107(b)(1) of the Bankruptcy Code. Redacted copies of New Revolver Fee Letter and one of the New Notes Offering Fee Letters are available for free at: http://bankrupt.com/misc/AMI_RedactedFeeLetters.pdf As published in the Troubled Company Reporter on November 22, the Debtors are seeking authority to assume or enter into, as applicable, certain agreements related to a new financing and a backstop commitment. The Agreements refer to: * an engagement letter related to notes offerings that will enable the Debtors to fund $385 million of New First Lien Financing and up to approximately $140 million of New Second Lien Financing; * a commitment letter related to an approximately $40 million New Revolver Facility; * a backstop agreement pursuant to which Avenue Capital Management II, L.P., and Angelo, Gordon & Co., L.P., as backstop parties, have committed to purchase any New Second Lien Notes distributed to holders of Term Facility Claims under the Plan; * certain escrow agreements related to the New First Lien Financing and the New Second Lien Financing, if necessary; and * certain fee agreements related to the New Revolver Facility and the Notes Offerings. Contemporaneously with negotiating the Restructuring Support Agreement, the Debtors also entered into negotiations with various financial institutions with respect to the terms of new financing they would require to consummate their restructuring and fund ongoing working capital needs. In connection with those negotiations, the Debtors contacted five banks and sought proposals for $525 million in new first lien financing to refinance their total outstanding indebtedness under the 2009 Credit Agreement. However, none of the banks contacted were able to generate enough market interest to fund a facility of the requested magnitude, Ira S. Dizengoff, Esq., at Akin Gump Strauss Hauer & Feld LLP, in New York, relates. The Debtors, faced with the reality that they would not be able to raise more than $385 million in first lien financing and would thus be unable to pay all of their prepetition secured lenders in full and in cash, entered into discussion with certain of their bondholders with respect to the terms of potential second lien financing. As a result of those discussions, the Debtors and those bondholders negotiated a backstop agreement that would provide holders of Term Facility claims with a mechanism, should they wish, to receive payment in full and in cash of their claims under a plan of reorganization. The Debtors ultimately realized that they could not secure a commitment from the banks to place the new second lien financing and thus, executed the Backstop Agreement to ensure the successful consummation of the consensual restructuring described under the Plan of Reorganization. Indeed, without the agreement of the Backstop Parties, the Debtors would likely have been unable to propose a plan of reorganization acceptable to the prepetition secured lenders, Mr. Dizengoff tells the Court. The Debtors delivered to the Court on November 18, 2010, exhibits to the motion, including the Engagement Letter, Commitment Letter and Backstop Agreement, full-text copies of which are available for free at http://bankrupt.com/misc/AMI_FinancingExh.pdf About American Media Based in New York, American Media, Inc., publishes celebrity journalism and health and fitness magazines in the U.S. These include Star, Shape, Men's Fitness, Fit Pregnancy, Natural Health, and The National Enquirer. In addition to print properties, AMI manages 14 different Web sites. The company also owns Distribution Services, Inc., the country's #1 in-store magazine merchandising company. American Media, Inc., and 15 units, including American Media Operations, Inc., filed for Chapter 11 protection in Manhattan (Bankr. S.D.N.Y. Case No. 10-16140) on November 17, 2010. American Media filed together with the petition, a pre-packaged Chapter 11 plan where holders of notes and bank debt would receive either cash, new notes or stock. American Media said it would try to emerge from court protection against creditors in 60 days or less. Judge Martin Glenn presides over the case. Ira S. Dizengoff, Esq., Arik Preis, Esq., Meredith A. Lahaie, Esq., Stefanie L. Kurlanzik, Esq., and Kevin M. Eide, Esq., at Akin, Gump, Strauss, Hauer & Feld, LLP, in New York, serve as the Debtors' bankruptcy counsel. Moelis & Company is the Debtors' financial advisors and investment bankers. Kurtzman Carson Consultants LLC is the claims and notice agent. AMI estimated assets of $0 to $50,000 and debts of $500 million to $1 billion in its Chapter 11 petition. AMO, AMI's operating unit, estimated assets of $100 million to $500 million and debts of $500 million to $1 billion in its Chapter 11 petition. Bankruptcy Creditors' Service, Inc., publishes American Media Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by American Media Inc. and its units. (http://bankrupt.com/newsstand/or 215/945-7000) AMERICAN MEDIA: To Honor Prepetition Obligations to Customers ------------------------------------------------------------- American Media Inc. and its affiliates sought and obtained the U.S. Bankruptcy Court's interim authority to honor certain prepetition obligations to customers and certain retail outlets utilized to distribute their publications, and to otherwise continue customer and distribution programs and practices in the ordinary course of business. The Debtors also sought and obtained the Court's order authorizing and directing financial institutions to receive, process, honor and pay all checks presented for payment and electronic payment requests. Prior to the Petition Date and in the ordinary course of business, the Debtors engaged in certain practices to develop and sustain a positive reputation in the marketplace for their publications and maximize their sales and advertising revenues. These practices include, among other things, (1) rebates, credits and warranties to advertisers that purchase advertising in the Debtors' publications, (2) refunds paid or credited to wholesalers and distributors of the Debtors' publications for unsold copies, (3) honoring subscriptions paid in advance by subscribers to the Debtors' publications, and (4) the payment of prizes to winners of contests run by the Debtors in their publications. According to the Debtors, the goals of the Customer and Distribution Programs have been and are to meet competitive pressures, ensure customer satisfaction, maximize sales, and generate goodwill, thereby retaining current customers, attracting new ones, and ultimately enhancing net revenues. The Debtors believe that, as of the Petition Date, their liability for prepetition Customer and Distribution Programs total $36,074,065: Advertising Rebates and Credits $1,501,965 Advertising Refund 642,000 Prepaid Subscriptions 33,780,000 Prepetition Subscription Cancellations 135,000 Contest Prizes 15,100 The final hearing on the Motion will be held on December 8, 2010. About American Media Based in New York, American Media, Inc., publishes celebrity journalism and health and fitness magazines in the U.S. These include Star, Shape, Men's Fitness, Fit Pregnancy, Natural Health, and The National Enquirer. In addition to print properties, AMI manages 14 different Web sites. The company also owns Distribution Services, Inc., the country's #1 in-store magazine merchandising company. American Media, Inc., and 15 units, including American Media Operations, Inc., filed for Chapter 11 protection in Manhattan (Bankr. S.D.N.Y. Case No. 10-16140) on November 17, 2010. American Media filed together with the petition, a pre-packaged Chapter 11 plan where holders of notes and bank debt would receive either cash, new notes or stock. American Media said it would try to emerge from court protection against creditors in 60 days or less. Judge Martin Glenn presides over the case. Ira S. Dizengoff, Esq., Arik Preis, Esq., Meredith A. Lahaie, Esq., Stefanie L. Kurlanzik, Esq., and Kevin M. Eide, Esq., at Akin, Gump, Strauss, Hauer & Feld, LLP, in New York, serve as the Debtors' bankruptcy counsel. Moelis & Company is the Debtors' financial advisors and investment bankers. Kurtzman Carson Consultants LLC is the claims and notice agent. AMI estimated assets of $0 to $50,000 and debts of $500 million to $1 billion in its Chapter 11 petition. AMO, AMI's operating unit, estimated assets of $100 million to $500 million and debts of $500 million to $1 billion in its Chapter 11 petition. Bankruptcy Creditors' Service, Inc., publishes American Media Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by American Media Inc. and its units. (http://bankrupt.com/newsstand/or 215/945-7000) AMERICAN MEDIA: To Pay Prepetition Taxes & Fees ----------------------------------------------- American Media Inc. and its units sought and obtained the Bankruptcy Court's interim order authorizing them to pay certain sales and use, real and personal property, business, franchise and other taxes, as well as certain annual reporting fees. The Court also authorized financial institutions to receive, process, honor, and pay checks presented for payment and electronic payment requests. In the ordinary course of business, the Debtors: (a) collect and incur taxes, including certain sale and use, real and personal property, business, franchise and other taxes in operating their businesses and (b) pay fees and other similar charges and assessments to various taxing, licensing and other governmental authorities for licenses and permits required to conduct the Debtors' businesses in the ordinary course. The Debtors pay the Taxes and Fees monthly, quarterly or annually to the Authorities, in each case as required by applicable laws and regulations. The Debtors asserted that their failure to pay the Taxes and Fees could materially and adversely impact their business operations in several ways. According to the Debtors, the Authorities may: -- initiate audits, which would unnecessarily divert their attention from the tasks required by the reorganization process at a critical time for their businesses; and -- also attempt to suspend their operations, file liens, seek to lift the automatic stay and pursue other remedies that will be administratively burdensome to their estates. Furthermore, the Debtors noted, certain directors and officers could be subject to personal liability, which would likely distract those key personnel from their duties related to their restructuring. With respect to the Fees, the Debtors asserted that their failure to pay those Fees to the Authorities and other relevant third parties would cause them to incur late fees, penalties and other charges in addition to the Fees. (A) Sales and Use Taxes The Debtors remit sales taxes in connection with the sale of products to their customers. The Debtors are also responsible for remitting use taxes on account of the purchase of goods used in their businesses. Use taxes typically arise if a supplier does not have business operations in the state in which it is supplying goods and does not charge state taxes. B. State Property Taxes Under applicable law, state and local governments in jurisdictions where the Debtors' operations are located, including New York, California, Florida, Michigan, and Tennessee, are granted the authority to levy property taxes against real and personal property. C. Business Taxes and Annual Reporting Fees Certain states require the Debtors to pay various business taxes. These taxes may be based on gross receipts or other bases determined by the taxing jurisdiction. Further, certain states require the Debtors to pay annual reporting fees to state governments to remain in good standing for purposes of conducting business within the state. D. Franchise Taxes The Debtors pay franchise taxes to certain of the Authorities to operate their businesses in the applicable taxing jurisdiction. States assess franchise taxes in one of these manners: (a) a flat franchise tax on all businesses; (b) a franchise tax based on net operating income; and (c) a franchise tax on capital employed in the businesses. E. Miscellaneous Taxes and Fees Various state and local laws require the Debtors to obtain and pay fees for a wide range of licenses and permits from a number of local, state and federal regulatory agencies. In addition, the Debtors are also required by applicable law to pay certain foreign taxes and fees, import/export fees, customs fees and duties. The method for calculating amounts due under those licenses and permits and the deadlines for paying those amounts varies by jurisdiction. The Debtors told the Court that they owed this amounts with respect to Taxes and Fees as of the Petition Date: Sales and Use Taxes $75,000 State Property Taxes $1,000 Business Taxes and Annual Reporting Fees $35,000 Franchise Taxes $11,000 The final hearing on the Motion will be held on December 8, 2010. About American Media Based in New York, American Media, Inc., publishes celebrity journalism and health and fitness magazines in the U.S. These include Star, Shape, Men's Fitness, Fit Pregnancy, Natural Health, and The National Enquirer. In addition to print properties, AMI manages 14 different Web sites. The company also owns Distribution Services, Inc., the country's #1 in-store magazine merchandising company. American Media, Inc., and 15 units, including American Media Operations, Inc., filed for Chapter 11 protection in Manhattan (Bankr. S.D.N.Y. Case No. 10-16140) on November 17, 2010. American Media filed together with the petition, a pre-packaged Chapter 11 plan where holders of notes and bank debt would receive either cash, new notes or stock. American Media said it would try to emerge from court protection against creditors in 60 days or less. Judge Martin Glenn presides over the case. Ira S. Dizengoff, Esq., Arik Preis, Esq., Meredith A. Lahaie, Esq., Stefanie L. Kurlanzik, Esq., and Kevin M. Eide, Esq., at Akin, Gump, Strauss, Hauer & Feld, LLP, in New York, serve as the Debtors' bankruptcy counsel. Moelis & Company is the Debtors' financial advisors and investment bankers. Kurtzman Carson Consultants LLC is the claims and notice agent. AMI estimated assets of $0 to $50,000 and debts of $500 million to $1 billion in its Chapter 11 petition. AMO, AMI's operating unit, estimated assets of $100 million to $500 million and debts of $500 million to $1 billion in its Chapter 11 petition. Bankruptcy Creditors' Service, Inc., publishes American Media Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by American Media Inc. and its units. (http://bankrupt.com/newsstand/or 215/945-7000) AMERICAN MEDIA: Wants to Pay Shippers & Warehousemen Claims ----------------------------------------------------------- American Media Inc. and its units sought and obtained the Court's interim order authorizing them to pay $272,000 for certain prepetition shipping charges. The Court also authorized financial institutions to honor all related checks and electronic payment requests. The Debtors' businesses depend entirely upon the timely printing and distribution of their celebrity journalism and health and fitness publications. With respect to the production of their publications, the Debtors direct the delivery of raw paper from paper mills or purchasing agents to their contracted third-party printers. The Debtors purchase paper supplies by two different methods: (i) approximately 15% of the Debtors' paper supplies is purchased directly from paper mills selected for location and ability to handle the Debtors' high-volume requests; and (ii) approximately 85% of the Debtors' paper supplies is purchased through purchasing agents who are able to obtain the most favorable price by soliciting bids from many different smaller paper mills. On average, the Debtors estimate that they purchase approximately $4.2 million worth of raw paper per month to produce their total average newsstand and subscription circulation of approximately 7.5 million copies per issue for all publications. The Debtors' publications are distributed to newsstands primarily by three wholesalers, which represent 81% of the newsstand distribution market, as well as several smaller wholesalers who represent the remaining 19%. The Wholesalers obtain the finished publications directly from the Debtors' printers and distribute the finished products to the retail outlets in the United States and Canada. While many publications go directly from the printers to retail locations, certain publications are stored for a time by "break agents" who aggregate and maximize the shipment of the Debtors' publications with other publishers' products in order to increase transportation efficiency. The Debtors' businesses depend on two separate and equally important transportation processes: (a) the frequent delivery of paper products in support of printing operations and (b) the frequent, sometimes daily, delivery of finished publications to approximately 103,000 retail outlets and subscribers. The Debtors contract with shippers including, without limitation, the Wholesalers, railroads, truckers, and short-distance delivery personnel to ship, transport, store, and deliver paper and other printing raw materials, as well as finished publications, to and from the Debtors' vendors, the Debtors' printers, and the Debtors' customers. When necessary, the Debtors and the Debtors' agents also utilize certain third-party warehousemen to store paper supplies and finished publications while in transit. Pursuant to agreements between the Debtors and their printers, the Debtors' paper supplies are stored on-site at the printers. The Debtors also employ third-party logistics coordinators for the in-bound, out- bound, and inter-facility transport of goods and finished products. As of the Petition Date, the Debtors estimate that the Prepetition Shipping Charges are approximately $80,000. The Debtors maintain that the total proposed amount to be paid to the Shipping and Warehousing Parties is minimal compared to the importance of the Shipping and Warehousing Parties to the their businesses and the losses they Debtors may suffer if their operations are disrupted. The final hearing will be held on December 8, 2010. About American Media Based in New York, American Media, Inc., publishes celebrity journalism and health and fitness magazines in the U.S. These include Star, Shape, Men's Fitness, Fit Pregnancy, Natural Health, and The National Enquirer. In addition to print properties, AMI manages 14 different Web sites. The company also owns Distribution Services, Inc., the country's #1 in-store magazine merchandising company. American Media, Inc., and 15 units, including American Media Operations, Inc., filed for Chapter 11 protection in Manhattan (Bankr. S.D.N.Y. Case No. 10-16140) on November 17, 2010. American Media filed together with the petition, a pre-packaged Chapter 11 plan where holders of notes and bank debt would receive either cash, new notes or stock. American Media said it would try to emerge from court protection against creditors in 60 days or less. Judge Martin Glenn presides over the case. Ira S. Dizengoff, Esq., Arik Preis, Esq., Meredith A. Lahaie, Esq., Stefanie L. Kurlanzik, Esq., and Kevin M. Eide, Esq., at Akin, Gump, Strauss, Hauer & Feld, LLP, in New York, serve as the Debtors' bankruptcy counsel. Moelis & Company is the Debtors' financial advisors and investment bankers. Kurtzman Carson Consultants LLC is the claims and notice agent. AMI estimated assets of $0 to $50,000 and debts of $500 million to $1 billion in its Chapter 11 petition. AMO, AMI's operating unit, estimated assets of $100 million to $500 million and debts of $500 million to $1 billion in its Chapter 11 petition. Bankruptcy Creditors' Service, Inc., publishes American Media Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by American Media Inc. and its units. (http://bankrupt.com/newsstand/or 215/945-7000) AMF BOWLING: Moody's Junks Corporate Family Rating From 'B3' ------------------------------------------------------------ Moody's Investors Service lowered AMF Bowling Worldwide, Inc., corporate family and probability-of-default ratings to Caa1 from B3, and the first lien senior secured credit facilities to B2 from B1. Moody's also affirmed the Caa2 rating on the second lien term loan. The ratings outlook remains negative. Ratings downgraded: -- Corporate Family Rating to Caa1 from B3; -- Probability-of-Default Rating to Caa1 from B3; -- $40 million 1st lien revolving credit facility due 2012 to B2 (LGD3, 30%) from B1 (LGD3, 30%); -- $227 million 1st lien term loan due 2013 to B2 (LGD3, 30%) from B1 (LGD3, 30%). Ratings affirmed: -- $80 million 2nd lien term loan due 2013 at Caa2 (LGD5, 80%). Point estimate revised from (LGD5, 79%). Ratings Rationale The ratings downgrade was prompted by AMF's ongoing elevated financial leverage and Moody's concern over the company's ability to improve its credit metrics given the soft consumer spending environment. These issues heighten Moody's concern over the company's ability to address pending medium-term debt maturities, the first being the revolving credit facility in June 2012. However, the rating derives some support from AMF's ongoing efforts to control costs and expectations for adequate near-term liquidity, supported by a meaningful unrestricted cash balance. The Caa1 corporate family rating reflects AMF's high leverage, weak interest coverage, significant medium-term debt maturities, high fixed costs, and growth-oriented capital expenditures that have constrained cash flows. The rating also considers a weak consumer spending environment that has pressured same center revenues, and the seasonality of league bowling revenues. Notwithstanding these risks, the rating recognizes the benefits of AMF's focus on its bowling operations, its cost reduction initiatives, and adequate liquidity profile. The negative outlook reflects Moody's expectation that same center revenues and operating profits will remain under pressure. The rating could be downgraded if AMF's operating performance deteriorates and/or if it appears likely that it will be unable to address pending debt obligations. Additionally, the ratings could be pressured if AMF's liquidity weakens through an increase in borrowing levels or perceived covenant issues. It is unlikely that AMF's ratings will be upgraded barring sustained positive improvements in same center revenues and/or meaningful and permanent debt reduction. Headquartered in Richmond, Virginia, AMF Bowling Worldwide, Inc., is the largest operator of bowling centers in the world with approximately 307 centers in operation, including eight centers outside the United States. ANTS SOFTWARE: Earns $88,100 in September 30 Quarter ---------------------------------------------------- ANTs software inc. filed its quarterly report on Form 10-Q, reporting net income of $88,053 on $1.69 million of revenue for the three months ended September 30, compared with a net loss of $14.06 million on $1.38 million of revenue for the same period of 2009. The Company has an accumulated deficit of $141.35 million as of September 30, 2010. The Company's balance sheet as of September 30, 2010, showed $31.17 million in total assets, $17.82 million in total liabilities, and stockholders' equity of $13.35 million. Weiser LLP, in New York, expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's 2009 results. The independent auditors noted that the Company has incurred significant recurring operating losses, decreasing liquidity, and negative cash flows from operations. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?6f7c San Francisco, Calif.-based ANTs software inc. developed the ANTs Compatibility Server, or ACS and continues to develop additional ACS products. The ACS brings the promise of a fast, cost- effective method to move applications from one database to another and enables enterprises to achieve cost efficiencies by consolidating their applications onto fewer databases. The Company's IT managed services and professional services division provides pre- and post-sales services related to the ACS and application migration, application and database architecting, monitoring and management. ARVINMERITOR INC: Earns $2 Million in September 30 Quarter ---------------------------------------------------------- ArvinMeritor Inc. reported financial results for its fourth quarter and full fiscal year ended Sept. 30, 2010. Net income was $2 million compared to a net loss of $14 million in the prior year's fourth quarter. For the fourth quarter of fiscal year 2010, ArvinMeritor posted sales of $956 million, up thirty-seven percent from the same period last year. This increase in sales was primarily due to stronger truck demand in Europe and the Americas. As compared to the third quarter of fiscal year 2010, sales in the fourth quarter were slightly lower. Net income and income from continuing operations on a GAAP basis, as well as adjusted income from continuing operations for the fourth quarter of fiscal year 2010, include approximately $7 million of income related to a gain on the curtailment of the company's U.K. pension plan. Adjusted EBITDA was $70 million, compared to $43 million in the fourth quarter of fiscal year 2009. Adjusted EBITDA margin was 7.3 percent in the fourth quarter of fiscal year 2010 compared to 6.2 percent in the same period last year. The favorable impact of higher sales volumes in our commercial truck business segment, as well as stronger demand in Asia Pacific, improved overall margins despite reduced demand for certain military OEM and service products versus the prior year. "Adjusted EBITDA was up 63 percent compared to the same period in fiscal year 2009 primarily due to recovering volumes in the global commercial vehicle markets," said Chairman, CEO and President Chip McClure. "Free cash flow for the quarter was $42 million, an improvement of $20 million from the same period last year resulting in our sixth consecutive quarter of positive free cash flow," said McClure. The Company's balance sheet at Sept. 30, 2010, showed $2.87 billion in total assets, $1.39 billion in total current liabilities, $1.029 billion in long-term debt, $1.16 billion in retirement benefits, $321 million in other liabilities, and a stockholders' deficit of $1.054 billion. Stockholders' deficit was $909.0 million at June 30, 2010. A full-text copy of the earnings release is available for free at http://ResearchArchives.com/t/s?6f46 About ArvinMeritor Based in Troy, Michigan, ArvinMeritor, Inc. -- http://www.arvinmeritor.com/-- supplies integrated systems, modules and components to the motor vehicle industry. The Company celebrated its centennial anniversary in 2009. The Company serves commercial truck, trailer and specialty original equipment manufacturers and certain aftermarkets, and light vehicle manufacturers. ArvinMeritor has 'B3' corporate family and probability of default ratings from Moody's Investors Service. In July 2010, when Moody's raised the ratings to 'B3' from 'Caa1', it noted that about 52% of the company's fiscal 2010 revenues to date are from North America, where demand is expected to strengthen in the second half of the year. But with 21% of the Company's revenue from Europe, a slower pace of economic recovery is expected to constrain overall growth. Tight credit markets also may limit near-term growth in commercial vehicle purchases, Moody's said. ASARCO LLC: Fifth Circuit Dismisses Appeal on Confirmation Order ---------------------------------------------------------------- The United States Court of Appeals for the Fifth Circuit dismissed the appeal filed by Sterlite (USA) Inc., Sterlite Industries (India), Ltd., and the United Steel, Paper and Forestry, Rubber, Manufacturing, Energy, Allied Industrial and Service Workers International Union, AFL-CIO against the order confirming the plan of reorganization proposed by Asarco Incorporated and Americas Mining Company for the Debtors. AMC and Asarco Inc. sought dismissal of the Appeal, arguing that it is equitably moot and that Sterlite lacks standing to appeal. In a 5-page order dated November 12, 2010, Circuit Judges Emilio Garza, Fortunato Benavides and Marcia Crone held that all three prongs of equitable mootness favor dismissal of the Appeal. Three factors that a court typically considers in determining whether to apply equitable mootness are: (1) Whether a stay has been obtained; (2) Whether the plan has been 'substantially consummated'; and (3) Whether the relief requested would affect either the rights of parties not before the court or the success of the plan of reorganization. The Fifth Circuit noted that the Appellants have not sought a stay and the confirmed Parent's Plan has been substantially consummated with the distribution of billions of dollars to pay creditors' claims. The Fifth Circuit further acknowledged that settlements of environmental claims have been reached with the federal government and numerous states, and numerous other transactions, including real property transfers, have already occurred. As to whether the relief requested would affect the rights of parties not before the court or would jeopardize the success of the reorganization plan, the Appellants have maintained that they do not want to unravel the Parent's Plan but instead seek a limited remedy -- an order that would substitute Sterlite as the primary equity holder. The Appellants added that the finite relief sought would not affect third parties. "There is ample reason to think that substituting Sterlite as the primary equity-holder would have a far-reaching impact," the Fifth Circuit opined. "It would be difficult to maintain anything resembling the status quo if the primary equity holder were replaced by Sterlite." In that instance, a change in the equity holder's identity would affect numerous complex financial transactions, the Fifth Circuit pointed out. About Asarco LLC Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/-- is an integrated copper mining, smelting and refining company. Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent. ASARCO LLC filed for Chapter 11 protection on August 9, 2005 (Bankr. S.D. Tex. Case No. 05-21207). Attorneys at Baker Botts L.L.P., and Jordan, Hyden, Womble & Culbreth, P.C., represented the Debtor in its restructuring efforts. On December 9, 2009, Grupo Mexico, S.A.B., consummated the Chapter 11 plan that it sponsored for Asarco LLC. The Plan, which was confirmed both by the bankruptcy and district courts, reintegrated Asarco LLC back to parent Grupo Mexico concluding the four-year Chapter 11 proceeding. Bankruptcy Creditors' Service, Inc., publishes ASARCO Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by ASARCO LLC and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) ASARCO LLC: Files Post-Confirmation Report for Third Quarter ------------------------------------------------------------ Mark A. Roberts of Alvarez and Marsal North America, LLC, as Plan Administrator, prepared a post-confirmation report for the period from July 1 to September 30, 2010, for ASARCO LLC and its affiliates. The Chapter 11 Plan for the ASARCO LLC Debtors was declared effective on December 9, 2009. On that date, the Plan Administrator received funds, totaling $3,633,127,834, which were intended to pay for allowed claim amounts and reserved for unresolved claims. The Plan Administrator prepared tables on a summary of plan distributions and administrative expenses incurred by the Debtors within the reporting period. ASARCO LLC, et al. Post-Confirmation Report For Quarter Ended September 30, 2010 Current Balance Quarter Paid to Date Due ------------ ------------- ------- Plan Admin. Fees & Expenses --------------------------- Plan Admin. Compensation $166,845 $1,257,541 - Legal Fees 2,276,601 3,596,061 - Other Professional Fees 9,701,970 10,976,575 - All Other Expenses 7 53,393 - Distributions ------------- Admin. Expenses: Debtor Prof. Fees 68,802 12,312,799 - Non-Professional Fees 40,491 302,931,869 - Secured Creditors 3,000,000 3,238,416 - Priority Creditors 146,418 1,047,365 - Unsecured Creditors 1,824,063 3,072,267,689 - Equity Security Holders - - - Other Payments/Transfers - 133,295,535 - ------------- ------------- ------- Total Plan Payments $17,225,195 $3,540,977,243 - ============= ============= ======= ASARCO LLC, et al. Post-Confirmation Report For Quarter Ended September 30, 2010 Current Balance Debtor Professional Fees Quarter Paid to Date Due ------------------------ ------------ ------------- ------- AlixPartners LLP - $585,531 - Anderson Kill & Olick, PC Op Acct - 770,434 - Baker Botts LLP - 1,097,117 - Ballared Spahr, LLP - 1,205 - Barclays Capital Inc. - 5,417,409 - Bates White, LLC - 85,458 - Casecentral, Inc. - 17,178 - Charter Oak Financial Consultants - 140,597 - Colvin Chaney Saenz & Rodriguez LLP - 85 - Creta Law Firm - 23,397 - Elias, Meginnes, Riffle & Seghetti - 1,125 - Encore - 3,181 - Equivalent Data - 1,474 - Eric L. Hiser, PLC - 1,687 - Exponent, Inc. - 9,979 - Fennemore Craig $46,277 239,882 - Friday, Eldredge & Clark, LLP - 727 - FTI Consulting, Inc. - 1,570,045 - Fulbright & Jaworski L.L.P. - 14,525 - George A. Tsiolis - 29,114 - Gibson, Dunn & Crutcher LLP - 106,870 - Gnarus Advisors - 10,073 - Goodstein Law Group PLLC - 2,202 - Grant Thornton LLP - 256,830 - Hanna Brophy MacLean McAleer - 767 - Hawley Troxell - 983 - Herold Law Operating Account - 51,143 - Intralinks Operating Account - 12,089 - Jennings, Strouss & Salmon, PLC - 26,235 - Jordan, Hyden, Womble & Culbreth - 247,610 - Keegan Linscott & Kenon - 137,666 - Kramer Rayson LLP - 12,623 - Law Office Of Robert C. Pate - 26,202 - Legal Analysis Systems Inc. 3,575 11,706 - Little Pedersen Fankhauser - 36 - Merrill Communications - 26,836 - Mooney, Wright & Moore, PLLC - 9,997 - Oppenheimer, Blend, Harrison & Tate - 130,180 - Patton Boggs LLP - 43,041 - Poore, Roth & Robinson, P.C. - 170 - Porter & Hedges, L.L.P. - 43,849 - Porzio Bromberg & Newman PC - 64,853 - Quarles & Brady Streich Lang 13,791 103,446 - Reed Smith LLP - 269,948 - Sitrick and Company Inc. 5,160 5,160 - Stone Pigmann Regular Checking - 1,081 - Stutzman, Bromberg, Esserman & Plifka - 673,916 - The Claro Group, LLC - 7,087 - The Rangel Law Firm, PC - 6,903 - W D Hilton Jr. - 13,150 - ------------- ------------- ------- Total $68,802 $12,312,799 - ============= ============= ======= The Post-Confirmation Report was delivered to the Court on November 18, 2010. About Asarco LLC Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/-- is an integrated copper mining, smelting and refining company. Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent. ASARCO LLC filed for Chapter 11 protection on August 9, 2005 (Bankr. S.D. Tex. Case No. 05-21207). Attorneys at Baker Botts L.L.P., and Jordan, Hyden, Womble & Culbreth, P.C., represented the Debtor in its restructuring efforts. On December 9, 2009, Grupo Mexico, S.A.B., consummated the Chapter 11 plan that it sponsored for Asarco LLC. The Plan, which was confirmed both by the bankruptcy and district courts, reintegrated Asarco LLC back to parent Grupo Mexico concluding the four-year Chapter 11 proceeding. Bankruptcy Creditors' Service, Inc., publishes ASARCO Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by ASARCO LLC and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) ASARCO LLC: Plan Admin. Wants Until Jan. 21 for Claims Objections ----------------------------------------------------------------- Mark A. Roberts of Alvarez and Marsal North America LLC, the Reorganized Asarco's Plan Administrator, asks the Bankruptcy Court to extend the time by which he can file objections to claims pursuant to Section 14.2 of the Confirmed Plan of Reorganization and Rule 9006(b)(1)(1) of the Federal Rules of Bankruptcy Procedure, through and including January 21, 2011. The current Claims Objection Deadline expired on November 19, 2010. The Plan Administrator is concerned that unmeritorious claims might be allowed merely by the passage of time, Dion W. Hayes, Esq., at McGuirewoods LLP, in Richmond, Virginia, tells the Court. He avers that the requested extension will not prejudice the holders of Disputed Claims because Postpetition Interest continues to accrue and will be paid on the Allowed Amount, if any, of a Disputed Class 3 Claim, if and when it becomes an Allowed Claim. Mr. Hayes assures the Court that the Plan Administrator and Reorganized ASARCO LLC will not use the sought extension to delay payment to claimants, who are appropriately entitled to distributions under the Confirmed Plan. About Asarco LLC Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/-- is an integrated copper mining, smelting and refining company. Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent. ASARCO LLC filed for Chapter 11 protection on August 9, 2005 (Bankr. S.D. Tex. Case No. 05-21207). Attorneys at Baker Botts L.L.P., and Jordan, Hyden, Womble & Culbreth, P.C., represented the Debtor in its restructuring efforts. On December 9, 2009, Grupo Mexico, S.A.B., consummated the Chapter 11 plan that it sponsored for Asarco LLC. The Plan, which was confirmed both by the bankruptcy and district courts, reintegrated Asarco LLC back to parent Grupo Mexico concluding the four-year Chapter 11 proceeding. Bankruptcy Creditors' Service, Inc., publishes ASARCO Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by ASARCO LLC and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) ASARCO LLC: Settles EPA's Blue Ledge Claim for $2.4 Million ----------------------------------------------------------- Reorganized ASARCO LLC notified the Bankruptcy Court and parties- in-interest that, together with the Plan Administrator Mark A. Roberts, it entered into a settlement agreement with the United States of America, on behalf of the United States Department of Agriculture Forest Service and the United States Environmental Protection Agency, regarding the Blue Ledge Claim. The Blue Ledge Claim, also known as Claim No. 18284, was asserted for response costs and natural resource damages at the Blue Ledge Mine in Siskiyou County, California. The Settlement is subject to a 15-day public comment period, and the Government will file a further notice of public comments received and any response thereto, or the lack thereof, upon the expiration of the public comment period. The parties agree that: -- The EPA will have an Allowed General Unsecured Claim for $2,350,000, and the Department of Agriculture will have the same claim for $50,000; -- Payment of the Settlement Amount or costs, with no interest prepetition or postpetition, will be made after the filing of the Notice; and -- Distributions received by the EPA for its allowed claims will be deposited in the Blue Ledge Mine Special Account within the EPA Hazardous Substance Superfund to be retained and used to conduct or finance response actions at or in connection with the Site, to be transferred by the EPA to the Superfund. The Settlement in no way impairs the scope and effect of ASARCO's discharge under Section 1140 of the Bankruptcy Code as to any third parties or as to any claims that are not addressed by the Settlement, the parties aver. ASARCO also agrees to dismiss with prejudice the complaint it commenced in the United States District for the Eastern District of California, Sacramento Division, Case No. 2:10-cv-00802-JAM- KJN. ASARCO and the Plan Administrator also agree to withdraw their joint notice of objection to the Blue Ledge Claim filed in the bankruptcy case, upon the Settlement becoming effective. About Asarco LLC Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/-- is an integrated copper mining, smelting and refining company. Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent. ASARCO LLC filed for Chapter 11 protection on August 9, 2005 (Bankr. S.D. Tex. Case No. 05-21207). Attorneys at Baker Botts L.L.P., and Jordan, Hyden, Womble & Culbreth, P.C., represented the Debtor in its restructuring efforts. On December 9, 2009, Grupo Mexico, S.A.B., consummated the Chapter 11 plan that it sponsored for Asarco LLC. The Plan, which was confirmed both by the bankruptcy and district courts, reintegrated Asarco LLC back to parent Grupo Mexico concluding the four-year Chapter 11 proceeding. Bankruptcy Creditors' Service, Inc., publishes ASARCO Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by ASARCO LLC and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) ASIAN ART: Working with Lender to Fix Woes; Taps Bankruptcy Atty. ----------------------------------------------------------------- Jacqueline Palank, writing for Dow Jones' Daily Bankruptcy Review, reports that the Asian Art Museum's chief finance and operating officer, Mark McLoughlin, told the San Francisco Chronicle that officials are working to resolve the museum's financial woes. The museum is facing a December 21 expiration of its $120 million letter of credit from J.P. Morgan Chase. The museum is preparing for a meeting this week with city officials and lender J.P. Morgan Chase. Ms. Palank notes Mr. McLoughlin told The Wall Street Journal last week that while the museum has hired a bankruptcy attorney to help it negotiate with creditors, it doesn't plan to seek bankruptcy protection. The Chronicle first floated the possibility of the museum's bankruptcy in a Nov. 15 article, citing "knowledgeable sources." Ms. Palank relates Moody's Investors Service last week put the museum's private fundraising arm, the Asian Art Museum Foundation, on watch for a possible downgrade of its credit rating in relation to its $120.4 million in outstanding variable rate revenue bonds. According to Moody's, its decision was prompted by the upcoming expiration of the letter of credit, which supports the bonds. Moody's says it's concerned about the "likelihood of renewal or replacement" of the financing agreement. In a press release last week, the museum blamed its financial challenges on the economic downturn, which has dried up donations for numerous cultural and nonprofit organizations and even led to the bankruptcy filings of some. DBR notes the city of San Francisco owns the museum building and its collection of more than 17,000 pieces of art produced in a 6,000-year span. The assets would be exempted from a bankruptcy filing by the museum foundation. The museum foundation owns minor assets as well as $70 million in endowment money, according to Mr. McLoughlin. Together, the city and the museum foundation provide funding for the museum's staff, facilities and operations; the museum has an annual operating budget of roughly $17 million. BANK OF GRANITE: Posts $4.3 Million Net Loss in Q3 2010 ------------------------------------------------------- Bank of Granite Corporation filed its quarterly report on Form 10-Q, reporting a net loss of $4.3 million on $7.4 million of net interest income for the three months ended September 30, 2010, compared with a net loss of $3.7 million on $8.2 million of net interest income for the same period of 2009. In 2009, Bank of Granite entered into a Stipulation and Consent to the issuance of an Order to Cease and Desist ("Order") by the Federal Deposit Insurance Corporation and the North Carolina Commissioner of Banks. Based on the Company's Consent, the FDIC and the Commissioner jointly issued the Order on August 27, 2009. The Order requires the Bank to achieve and maintain Tier 1 Leverage Capital Ratio of not less than 8 percent and a Total Risk-Based Capital of not less than 12 percent for the life of the Order. "The Bank has not achieved the required capital levels mandated by the Order," the Company said in the filing. The Company's balance sheet as of September 30, 2010, showed $947.1 million in total assets, $918.9 million in total liabilities, and stockholders' equity of $28.2 million. Dixon Hughes PLLC, in Charlotte, N.C., expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's 2009 results. The independent auditors noted that the Company incurred net losses in 2009 and 2008, primarily from higher provisions for loan losses, and that the Company's wholly-owned bank subsidiary is under a regulatory order that requires, among other provisions, higher regulatory capital requirements. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?6f7d Granite Falls, N.C.-based Bank of Granite Corporation is a Delaware corporation that was organized June 1, 1987, as a bank holding company. The Company's only businesses are the ownership and operation of Bank of Granite, a state bank chartered under the laws of North Carolina on August 2, 1906, and Granite Mortgage, Inc., a mortgage bank chartered under the laws of North Carolina on June 24, 1985. Granite Mortgage discontinued its origination activities during 2009. The Company conducts its community banking business operations from 20 full-service offices located in Burke, Caldwell, Catawba, Forsyth, Iredell, Mecklenburg, Watauga, and Wilkes counties in North Carolina. BERNARD MADOFF: Former Aide to Remain in Federal Custody -------------------------------------------------------- Sonja Isger, Jane Musgrave and Michael LaForgia, writing for The Palm Beach Post News, report a magistrate judge ruled Monday that Annette Bongiorno, 62, who is accused of playing an essential role in convicted Ponzi schemer Bernard Madoff's $65 billion fraud, will remain in federal custody until she can prove the assets pledged to secure her release weren't paid for with stolen money. The Post News relates Ms. Bongiorno will pay to fly with U.S. marshals to New York, where she'll face multiple charges of securities fraud and tax evasion for her purported role in the Madoff scheme. According to the Post News, before the ruling by U.S. Magistrate Judge Ann Vitunac, Ms. Bongiorno's attorney Maurice Sercarz had argued for Ms. Bongiorno's release on bond. According to the Post News, Mr. Sercarz said five of Ms. Bongiorno's friends and family members were ready to put up $2 million in property and other assets toward posting a $5 million bond. Ms. Bongiorno was arrested Thursday, at the same time that another key Madoff employee, JoAnn "Jodi" Crupi, was taken into custody in New Jersey. About Bernard L. Madoff Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff orchestrated the largest Ponzi scheme in history, with losses topping US$50 billion. On December 15, 2008, the Honorable Louis A. Stanton of the U.S. District Court for the Southern District of New York granted the application of the Securities Investor Protection Corporation for a decree adjudicating that the customers of BLMIS are in need of the protection afforded by the Securities Investor Protection Act of 1970. The District Court's Protective Order (i) appointed Irving H. Picard, Esq., as trustee for the liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP as his counsel, and (iii) removed the SIPA Liquidation proceeding to the Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland, J.). Mr. Picard has retained AlixPartners LLP as claims agent. On April 13, 2009, former BLMIS clients filed an involuntary Chapter 7 bankruptcy petition against Bernard Madoff (Bankr. S.D.N.Y. 09-11893). The case is before Hon. Burton Lifland. The petitioning creditors -- Blumenthal & Associates Florida General Partnership, Martin Rappaport Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert US$64 million in claims against Mr. Madoff based on the balances contained in the last statements they got from BLMIS. On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff Securities International Limited in London under bankruptcy protection pursuant to Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. 09-16751). The Chapter 15 case was later transferred to Manhattan. In June 2009, Judge Lifland approved the consolidation of the Madoff SIPA proceedings and the bankruptcy case. Judge Denny Chin of the U.S. District Court for the Southern District of New York on June 29, 2009, sentenced Mr. Madoff to 150 years of life imprisonment for defrauding investors in United States v. Madoff, No. 09-CR-213 (S.D.N.Y.) As of October 29, 2010, a total of US$5.69 billion in claims by investors has been allowed, with US$741.2 million to be paid by the Securities Investor Protection Corp. Investors are expected to receive additional distributions from money recovered by Mr. Picard. BLACK CROW: GECC Wants to File Competing Plan --------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that General Electric Capital Corp., the secured lender, reacted to the reorganization plan proposed by Black Crow Media Group LLC by filing a motion asking the bankruptcy judge in Jacksonville, Florida, to terminate the exclusive right of the Debtor to file a plan. According to the report, GECC, owed $38.9 million at the outset of the reorganization in January, contends that the Black Crow plan can't be confirmed because it violates numerous provisions in bankruptcy law. The bankruptcy judge scheduled a preliminary hearing on Dec. 29. Black Crow filed a plan on Nov. 8, just as the exclusive right to propose a reorganization plan was expiring. Unless exclusivity is terminated, GECC is precluded from filing a plan of its own until Jan. 11 when Black Crow's exclusive right to solicit acceptances runs out. The Plan, according to Mr. Rochelle, offers alternatives to GECC: 1. The first option would allow GECC to take $13 million in cash and walk away; 2. The second option would give GECC a 10-year note for about $15.6 million, representing the value of the collateral. The note would pay 4% interest and 1% a year in principal, plus a portion of excess cash flow. For the deficiency claim, GECC would receive 20% of sale proceeds above $3 million; and 3. If GECC votes against the plan, it would take the second option if the judge approves the plan. Mr. Rochelle adds that the Plan would pay unsecured creditors in full over five years. Unsecured claims are less than $700,000. About Black Crow Daytona Beach, Florida-based Black Crow Media Group, LLC, owns and operates 17 FM and 5 AM radio stations in Daytona Beach, Live Oak, Valdosta, Huntsville, Alabama, and Jackson, Tennessee. Black Crow filed for Chapter 11 protection in January, two days before a hearing in U.S. district court where GECC was seeking appointment of a receiver following default on term loans and a revolving credit. The Company filed for Chapter 11 bankruptcy protection on January 11, 2010 (Bankr. M.D. Fla. Case No. 10-00172). The Company's affiliates -- Black Crow Media, LLC, et al. -- also filed separate Chapter 11 petitions. Mariane L. Dorris, Esq., and R. Scott Shuker, Esq., at Latham Shuker Eden & Beaudine LLP, assist the Company in its restructuring effort. The Company estimated assets of $10 million to $50 million and debts of $50 million to $100 million in its Chapter 11 petition. BLUE DOLPHIN: Posts $69,100 Net Loss in September 30 Quarter ------------------------------------------------------------ Blue Dolphin Energy Company filed its quarterly report on Form 10-Q, reporting a net loss of $69,082 on $740,309 of revenue for the three months ended September 30, 2010, compared with a net loss of $321,386 on $484,518 of revenue for the same period of 2009. At September 30, 2010, the Company had an accumulated deficit of $31.07 million. The Company's balance sheet as of September 30, 2010, showed $5.74 million in total assets, $3.12 million in total liabilities, and stockholders' equity of $2.62 million. UHY LLP, in Houston, Tex., expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's 2009 results. The independent auditors noted that the Company has suffered recurring losses and negative cash flows from operations. A full-text copy of the Form 10-Q is available for free at http://researcharchives.com/t/s?6f7b Houston, Tex.-based Blue Dolphin Energy Company (NASDAQ: BDCO) -- http://www.blue-dolphin.com/-- is engaged in the gathering and transportation of natural gas and condensate and production of oil and gas. BON-TON STORES: Fitch Affirms Issuer Default Rating at 'B-' ----------------------------------------------------------- Fitch Ratings has affirmed its ratings on The Bon-Ton Stores, Inc., including the Issuer Default Rating at 'B-'. The Rating Outlook has been revised to Positive from Stable. The Outlook revision recognizes improvement in the company's credit metrics and liquidity position over the last 12 months. Adjusted debt/EBITDAR for the latest 12 month period ended Oct. 30, 2010, has improved to 5.7 times from 7.0x in the comparable year ago period, given an improvement in EBITDA and continued debt paydown with free cash flow. Fitch expects Bon-Ton will end the current fiscal year with an adjusted debt/EBITDAR of 5.1x-5.3x (compared to 5.9x at the end of 2009 and 7.6x at the end of 2008) on EBITDA of $235-245 million and debt pay down of approximately $70 to $90 million. For 2011, Fitch is concerned about the potential impact of apparel cost increases that could rise in the mid-to-high single digit range due to increases in price of cotton and wage pressures in China. As a result, this could pressure EBITDA and leverage could potentially increase if Bon-Ton is unable to pass some of the cost increases through higher retails or offset it with cost efficiencies in areas such as sourcing or improved product mix. Fitch would expect leverage metrics to be sustained in the low 5x range to consider a one-notch upgrade. From a liquidity perspective, at Oct. 30, 2010 Bon-Ton had $18.4 million in cash and cash equivalents and $387 million available under its $675 million asset-based revolving credit facility (after deducting the minimum borrowing availability of $75 million the company must maintain at all times). This is a significant improvement from the $171 million in excess availability at the end of third quarter of 2009. Bon-Ton has maintained excess capacity of over $300 million (after deducting the $75 million) since the beginning of fiscal 2010 versus a level of below $100 million for much of the period between March through September 2009. Depending on whether the company pays down borrowings under its credit facility or pays down the $75 million second lien term loans due November 2013 which currently carries an interest of 15.75%, Fitch expects credit facility borrowings to be in the range of $60 million to $140 million at year end (versus $120 million at the end of 2009). As a result, the company's liquidity position is expected to remain strong and Fitch expects Bon-Ton to continue to pay down debt in 2011 from free cash flow. The ratings continue to reflect Bon-Ton's high financial leverage and below industry average comparable store sales trends and operating profitability. The company's comparable store sales trends have been negative for eight of the past 10 years, although its overall market share of the department store sector has been relatively stable (with the sector being in a secular decline for many years). Fitch expects Bon-Ton's comparable store sales trends to be in the flat to +1% range going forward, in line with expectations that the industry will grow +/-1% in 2011 and 2012. These expectations do not reflect any benefit from potential retail price increases to pass through any cost inflation. In terms of profitability, Bon-Ton's EBITDA margins have improved to 7.8% for the LTM period ending Oct. 30, 2010 from 6.2% in the year ago period and below 5% in 2008. However, the company's margins have typically been 150 to 300 basis points lower than its large department store peers (excluding luxury) over the past five years and is currently over 350 basis points lower than investment grade rated retailers such as Kohl's, J.C. Penney and Macy's. Bon-Ton would have to see a sustained improvement in top line growth to close the margin gap. The issue ratings are derived from the IDR and the relevant Recovery Rating, based on Fitch's recovery analysis that places a liquidation value of just over $900 million under a distressed scenario. The $675 million senior secured credit facility due June 4, 2013 is rated 'BB-/RR1', indicating outstanding (91%-100%) recovery prospects in a distressed scenario. The facility is secured by a first lien on substantially all of the assets of the borrowing entities and guarantors, except for certain mortgaged real property supporting the mortgage loan facilities. Covenants require a minimum excess availability of $75 million with limitations on debt, dividends, and capital expenditures. The $75 million term loan facility due Nov. 18, 2013 has a second lien on the assets supporting the credit facility and is also rated 'BB-/RR1'. The $238 million mortgage loan facility due March 6, 2016, is rated 'B/RR3', indicating good (51%-70%) recovery prospects in a distressed scenario. The facility is secured by mortgages on 23 stores and one distribution center. These properties are owned by bankruptcy- remote special purpose entities. The $510 million of senior unsecured notes due March 15, 2014 are rated 'CC/RR6', and are considered to have poor (0%-10%) recovery prospects in a distressed scenario. Fitch has affirmed Bon-Ton's ratings with a Positive Outlook: The Bon-Ton Stores, Inc. -- Issuer Default Rating at 'B-'. The Bon-Ton Department Stores, Inc. -- IDR at 'B-'; -- $675 million senior secured credit facility at 'BB-/RR1'; -- $75 million second lien term loan facility at 'BB-/RR1'; -- $510 million senior unsecured notes at 'CC/RR6'. Bonstores Realty One and Two, LLC -- IDR at 'B-'; -- $238 million mortgage loan facility at 'B/RR3'. BOS SUPPLY.: Closes Down; Files Chapter 7 Petition -------------------------------------------------- B.O.S. Better Online Solutions Ltd.'s two U.S. subsidiaries that are part of its Supply Chain division: BOS Supply Chain Solutions (Summit) Inc. and its holding company, BOS Supply Chain Solutions(Lynk) Inc. have filed with the US Bankruptcy Court a Chapter 7 petition. As a result, BOS will record an approximate $660,000 non-cash write-off in the fourth quarter of 2010, but does not expect any adverse financial impact on its continuing operations. Avidan Zelicovski, BOS' president commented: "Summit's operations and financial condition were adversely affected by the global economic crisis in the civil aerospace industry, which began in early 2009, and is still felt today. Summit ended 2009 with a net loss of $3 million, and recorded a net loss of $70,000 in the first nine months of 2010. Last month, we reported on a significant reduction of orders from one of Summit's major customers. This has led us to examine various alternatives for Summit in light of a further substantial reduction of Summit's revenues expected in 2011 and its $3.5 million bank debt. We concluded that closing Summit would best serve our existing profitable and growing Israeli based activities in both the RFID and Mobile division and the Supply Chain division, which had generated in the first nine months of 2010 revenues of $9.2 million and $12.5 million, respectively." Yuval Viner, BOS CEO added: "This act will end the uncertainty that has surrounded our U.S. Supply Chain operation since our last announcement. We are continuing to expand the sales of our RFID and Mobile solutions, in which our software platform (BOS ID) is a key element, both in Israel and abroad. We are in the process of commercializing BOS ID as an essential tool for system integrators deploying RFID and other data capture solutions. In our Supply Chain division, we plan to work through our Israeli subsidiary to expand our penetration of international markets, and we continue to enlist new manufacturer representations. We anticipate that we will end the fourth quarter of 2010 and the full year of 2010 with a net profit, excluding the Summit write-off discussed above." About BOS B.O.S. Better Online Solutions Ltd. is a leading Israeli provider of RFID and Supply Chain solutions to global enterprises. BOS' RFID and Supply Chain offerings are helping customers worldwide improve the efficiency of their enterprise logistics and organizational monitoring and control. BOS' RFID and mobile division offers both turnkey integration services as well as stand-alone products, including best-of-breed RFID and AIDC hardware and communications equipment, BOS middleware, and industry-specific software applications. The Company's Supply Chain division provides RFID and electronic components consolidation services to the aerospace, defense, medical and telecommunications industries as well as to enterprise customers worldwide. BOSTON GENERATING: Wants Plan Exclusivity Until March ----------------------------------------------------- Joseph Checkler of Dow Jones' Daily Bankruptcy Review reports that Boston Generating LLC said it is seeking an extension until March 2011 of its exclusive period to propose a Chapter 11 plan. The Company cited complexity of its bankruptcy case and that it's made "good faith progress" toward exiting Chapter 11. According to the report, the Company's initial deadline to file a plan is on Dec. 16, 2010. The extension of time was filed to safeguard against the possibility a bankruptcy judge rules against the Company's sale to Constellation Energy Group Inc. "Because the closing of the sale and the resolution of administrative and priority claims are prerequisites to confirmation of a plan in these Chapter 11 Cases, the Debtors require additional time to file and solicit a plan," Mr. Checkler quotes the company as stating. A hearing is scheduled for Dec. 7, 2010, to consider the extension request. About Boston Generating New York-based Boston Generating, LLC, owns nearly 3,000 megawatts of mostly modern natural gas-fired power plants in the Boston area. Privately held Boston Generating is an indirect subsidiary of US Power Generating Co., and considers itself as the third- largest fleet of plants in New England. Boston Generating filed for Chapter 11 protection on August 18, 2010 (Bankr. S.D.N.Y. Case No. 10-14419). Boston Generating estimated its assets and debts at more than $1 billion as of the Petition Date. EBG Holdings LLC; Fore River Development, LLC; Mystic, LLC; Mystic Development, LLC; BG New England Power Services, Inc.; and BG Boston Services, LLC, filed separate Chapter 11 petitions. D. J. Baker, Esq., at Latham & Watkins LLP, serves as bankruptcy counsel for the Debtors. JPMorgan Securities is the Debtors' investment banker. Perella Weinberg Partners, LP, is the Debtors' financial advisor. Brown Rudnick LLP is the Debtors' regulatory counsel. FTI Consulting, Inc., is the Debtors' restructuring consultant. Anderson Kill & Olick, P.C., is the Debtors' conflicts counsel. The Garden City Group, Inc., is the Debtors' claims agent. The Official Committee of Unsecured Creditors has tapped the law firm of Jager Smith P.C. as its counsel. BUFFALO INN: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Buffalo Inn, Inc. 1814 West Foothill Boulevard Upland, CA 91786 Bankruptcy Case No.: 10-47501 Chapter 11 Petition Date: November 19, 2010 Court: U.S. Bankruptcy Court Central District of California (Riverside) Judge: Meredith A. Jury Debtor's Counsel: Michael Jay Berger, Esq. 9454 Wilshire Boulevard, 6th Floor Beverly Hills, CA 90212-2929 Tel: (310) 271-6223 Fax: (310) 271-9805 E-mail: michael.berger@bankruptcypower.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/cacb10-47501.pdf The petition was signed by Richard Rinard, president. Debtor-affiliate that filed separate Chapter 11 petition: Entity Case No. Petition Date ------ -------- ------------- Richard J. Rinard 10-46358 11/09/10 BURGENER-CLARK, LLC: Case Summary & 19 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: Burgener-Clark, LLC 4180 La Jolla Village Drive, Suite 315 La Jolla, CA 92037 Bankruptcy Case No.: 10-20536 Chapter 11 Petition Date: November 19, 2010 Court: U.S. Bankruptcy Court Southern District of California (San Diego) Judge: Laura S. Taylor Debtor's Counsel: K. Todd Curry, Esq. CURRY & ASSOCIATES 525 B. Street, Suite 1500 San Diego, CA 92101 Tel: (619) 238-0004 Fax: (619) 238-0006 E-mail: tcurry@currylegal.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 19 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/casb10-20536.pdf The petition was signed by Craig W. Clark, manager. CAMBIUM LEARNING: Moody's Assigns 'B2' Corporate Family Rating -------------------------------------------------------------- Moody's Investors Service assigned a B2 Corporate Family Rating to Cambium Learning Group, Inc. and a B2 rating to its proposed $175 million of new senior secured notes. Concurrently, Moody's assigned a Speculative Grade Liquidity Rating of SGL-2. The ratings outlook is stable. On November 19, 2010, Cambium announced it intends to offer $175 million of senior secured notes due 2016 in an offering pursuant to Rule 144A and enter into a new $40 million asset-based revolving credit facility (unrated by Moody's). The company intends to use the net proceeds from the offering to repay in full outstanding indebtedness under its subsidiary's existing secured credit facility and senior unsecured notes, pay related fees and expenses and for general corporate purposes. The offering will be subject to the closing of the new asset-based revolving credit facility as well as other customary closing conditions. Ratings Rationale Cambium's B2 CFR reflects the company's solid credit metrics and good liquidity profile, despite continued funding pressures for its products and services. Moody's expects financial leverage and interest coverage (EBITDA less capex/interest expense) to be maintained below 4.8 times and above 1.5 times, respectively, over the medium term. The ratings are further supported by the diversity of the company's customer base, in which 87 of the largest 100 school districts in the US are customers, and no single customer accounts for more than 5% of sales. Nonetheless, Cambium's revenue size is relatively modest and the company competes against much larger companies in a highly fragmented industry. The B2 rating is further constrained by the company's reliance on federal and state funding of education programs, which are heavily concentrated in reading and math intervention. While Moody's expects funding for intervention products to be stable to positive over the long-term, current state and local government budget pressures are not expected to moderate rapidly and the federal stimulus package is scheduled to expire in September 2011. The SGL-2 rating reflects Moody's expectations that Cambium will maintain a good liquidity profile over the next twelve months. Free cash flow after pre-publication costs is expected to be positive, with seasonal fluctuations based on typical working capital needs. The upsized revolver commitment and maturity extension further enhance the company's liquidity profile and Moody's anticipate minimal revolver usage in 2011. The new revolver is expected to contain a springing fixed charge covenant with ample cushion, though it is not expected to spring in the next four quarters. The stable outlook incorporates Moody's expectations that the funding environment will not materially worsen from already weak levels and Cambium's 2011 consolidated revenue and earnings will remain fairly flat with 2010. However, the outlook or ratings could be pressured if order volume further weakens or the company makes sizable debt-financed acquisitions such that liquidity deteriorates and financial leverage is sustained above 5 times. While unlikely in the near term, the ratings could be raised if Cambium realizes sustained revenue growth while maintaining a good liquidity profile, such that interest coverage and free cash flow to debt are expected to exceed 2 times and 10% on an ongoing basis. Moody's assigned these ratings (and LGD point estimate) to Cambium Learning Group, Inc.: -- Corporate Family Rating, B2 -- Probability of Default Rating, B2 -- Proposed $175 million senior secured notes due 2016, B2 (LGD4, 54%) -- Speculative Grade Liquidity Rating, SGL-2 Existing ratings at subsidiary Cambium Learning, Inc., will be withdrawn upon closing of the transaction and ensuing repayment of outstanding debt obligations. The ratings for Cambium Learning Group, Inc. are subject to successful completion of the proposed transaction and Moody's review of final documentation. For additional information, please refer to the Credit Opinion to be posted on moodys.com. Cambium's ratings were assigned by evaluating factors Moody's believe are relevant to the credit profile of the issuer, such as i) the business risk and competitive position of the company versus others within its industry, ii) the capital structure and financial risk of the company, iii) the projected performance of the company over the near-to-intermediate term, and iv) management's track record and tolerance for risk. These attributes were compared against other issuers both within and outside of Cambium's core industry and Cambium's ratings are believed to be comparable to those of other issuers of similar credit risk. Headquartered in Dallas, Texas, Cambium Learning Group, Inc., provides research-based education solutions for students in Pre-K through 12th grade, including intervention curricula, educational technologies and services primarily focused on serving the needs of the nation's most challenged learners and enabling students to realize their full potential. The company reported adjusted combined revenue in the twelve months ended September 30, 2010 of approximately $189 million. CARA OPERATIONS: DBRS Assigns Issuer Rating of 'B' -------------------------------------------------- DBRS has assigned a provisional Issuer Rating of B to Cara Operations Limited. DBRS has assigned a provisional B rating to Cara's proposed $200 million issue of Senior Secured Second-Lien Notes (the Notes), based on a RR4 recovery rating. The Notes will rank behind a proposed $175 million new credit facility (with a first-priority lien) that will replace the existing $350 million current credit facility. The provisional ratings will be confirmed on the successful completion of the refinancing plan discussed below. The ratings will be reassessed if the refinancing plan is not completed as described. The Issuer Rating is supported by the following factors. Cara is the largest full-service restaurant operator and the third- largest restaurant operator in Canada. The Company has transformed itself over the last six years from a highly diversified food-service company by divesting most of its non-restaurant businesses, including Second Cup Limited, Air Terminal Restaurants, Summit Food Service Distributors and Cara Airline Solutions. This leaves the family restaurant operations (679 locations) as the core business. Cara has recently centralized the operations to support the five banners: Swiss Chalet (194), Harvey's (251), Milestones (42), Montana's (88) and Kelsey's (103). The restaurant portfolio is mostly in Ontario and the group offers a diverse set of menus. Some brands are quite well known, creating loyalty and equity value. Using its centralized operating platform to provide common support functions, the Company is now in a position to increase the number of restaurants, including locations out west and in Atlantic Canada. The expansion plans include the use of franchisee restaurants to create stable royalty earnings streams and limit the amount of growth capital needed. Most new sites will be leased and the franchisees must fund a large portion of the start-up costs. With this, the composition of earnings and cash flow will shift, with less emphasis on consolidated corporate-owned restaurants and more on the royalty fees, rents, supplies, etc., it receives from the franchisees. The latter type of income tends to be more stable. In fact, the Company is currently converting a number of existing corporate-owned restaurants into franchise sites. This will be mostly complete this year. The Company's efforts to reduce its size and diversification over the years so that it can focus on a core segment have created long-term opportunities and short-term challenges. The key longer-term opportunity is to take advantage of the fact that there are few competitors in the restaurant sector that have the same combination of scale, efficiencies, banner diversification and brand equity. The common platform makes it readily scalable, with increasing margins. The main near-term concerns pertain to the fact that (1) the divesting has lowered earnings and cash flow and (2) the funds from the divesting only partially reduced the leverage incurred when the Company went private in 2004. This situation will continue over the next several years until the Company can grow the size of its restaurant base. This, coupled with the fact that the remaining core business is quite sensitive to economic conditions, means that until conditions improve and the base grows, Cara will have an elevated financial risk profile. Hence, maintaining near-term liquidity during this period will remain very important. Successful execution of the business plan and managing the financial risk will require full support from management and the board of directors. As a private company, the board is controlled by the owners. DBRS has inquired about governance practices and its dividend policy, and it appears that good governance will continue to be the norm. The Notes are part of a larger refinancing plan to revise Cara's capital structure. The refinancing includes (1) entering into a new credit facility that amends and restates the current credit facility (the new credit facility assumes a successful $200 million Note issue); (2) the issuance of $200 million in Notes; and (3) the termination of a portion of existing interest rate swap agreements. All three are to take place concurrently on the closing of the Note offering. This would allow the Company to repay the current credit facility. CARLO D'ALELIO: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Joint Debtors: Carlo D'Alelio Susan G. Gorra D'Alelio fka Susan F. Gorra 21 Norman Avenue Gloucester, MA 01930 Bankruptcy Case No.: 10-22563 Chapter 11 Petition Date: November 18, 2010 Court: United States Bankruptcy Court District of Massachusetts (Boston) Judge: Henry J. Boroff Debtor's Counsel: Timothy M. Mauser, Esq. LAW OFFICE OF TIMOTHY MAUSER, ESQ. Suite 240, One Center Plaza Boston, MA 02114 Tel: (617) 338-9080 Fax: (617) 275-8990 E-mail: tmauser@mauserlaw.com Scheduled Assets: $862,540 Scheduled Debts: $1,657,801 A list of the Joint Debtors' 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/mab10-22563.pdf CB HOLDING: Organizational Meeting to Form Panel on Nov. 30 ----------------------------------------------------------- Roberta A. DeAngelis, United States Trustee for Region 3, will hold an organizational meeting on November 30, 2010, at 12:00 p.m. in the bankruptcy case of CB Holding Corp. The meeting will be held at J. Caleb Boggs Federal Building, 844 King Street, Room 5209, Wilmington, DE 19801. The sole purpose of the meeting will be to form a committee or committees of unsecured creditors in the Debtors' cases. The organizational meeting is not the meeting of creditors pursuant to Section 341 of the Bankruptcy Code. A representative of the Debtor, however, may attend the Organizational Meeting, and provide background information regarding the bankruptcy cases. To increase participation in the Chapter 11 proceeding, Section 1102 of the Bankruptcy Code requires that the United States Trustee appoint a committee of unsecured creditors as soon as practicable. The Committee ordinarily consists of the persons, willing to serve, that hold the seven largest unsecured claims against the debtor of the kinds represented on the committee. Section 1103 of the Bankruptcy Code provides that the Committee may consult with the debtor, investigate the debtor and its business operations and participate in the formulation of a plan of reorganization. The Committee may also perform other services as are in the interests of the unsecured creditors whom it represents. New York-based CB Holding Corp. own and operate the Charlie Brown's Steakhouse, Bugaboo Steak House, and The Office Beer Bar & Grill. The Company currently operates 20 Charlie Brown's Steakhouse, 12 Bugaboo Creek Steak House and seven The Office. The Company and its affiliates filed for Chapter 11 bankruptcy protection on November 17, 2010 (Bankr. D. Del. Case No. 10- 13683). Christopher M. Samis, Esq., and Mark D. Collins, Esq., at Richards, Layton & Finger, P.A., assist the Debtors in their restructuring effort. The Garden City Group, Inc., is the Debtors' notice, claims and solicitation agent. CB Holding estimated its assets at $100 million to $500 million and debts at $50 million to $100 million. CB SETTLE INN: Owner Intends to Keep the Hotels in Business ----------------------------------------------------------- Ryan Johnson at Grand Forks Herald reports that Dave Graf, managing member of the Settle Inn & Suites, 1211 N. 47th St., and the GuestHouse Inn, 710 First Ave. N., in Grand Forks, North Dakota, said that he refinanced the hotels' mortgages five years ago with mortgage-backed security loans, but the terms have become difficult to keep up with after the recession and the accompanying downturn that's hit the hotel industry. Mr. Graf, president of CB Settle Inn Limited Partnership, the entity that controls the hotels, said there are no layoffs or changes of management planned for the two Grand Forks hotels or the three other units owned by the Company, according to the report. CB Settle Inn Limited Partnership filed for Chapter 11 protection on October 1, 2010 (Bankr. D. Neb. Case No. 10-82866). Robert V. Ginn, Esq., at Husch Blackwell Sanders, in Omaha, Nebraska, serves as counsel. The Debtor estimated assets and debts of $1,000,001 to $10,000,000. A list of the Company's 15 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/neb10-82866.pdf Bellevue Settle Inn Limited Partnership filed a separate Chapter 11 petition (Bankr. D. Neb. Case No. 10-82865). CELL THERAPEUTICS: In Talks with 2 Funds for $150MM Investment -------------------------------------------------------------- Members of the management team of Cell Therapeutics Inc. held a presentation for investors and analysts in Milan, Italy, on November 18, 2010. Cell Therapeutics told investors that it has many attractive undervalued and under-resourced late-stage assets or technology platforms. It added that several large institutional funds preliminarily interested in putting money to work behind CTI's proven acquisition track record. According to Cell Therapeutics, it is in preliminary discussions with two funds interested in committing up to $75 million each at any time over two years for targeted acquisitions or licensing transactions. A full-text copy of the Slide Presentation is available for free at http://ResearchArchives.com/t/s?6f7a About Cell Therapeutics Headquartered in Seattle, Washington, Cell Therapeutics, Inc. (NASDAQ and MTA: CTIC) -- http://www.CellTherapeutics.com/-- is a biopharmaceutical company committed to developing an integrated portfolio of oncology products aimed at making cancer more treatable. The Company's balance sheet at September 30, 2010, showed $46.6 million in total assets, $38.9 million in total liabilities, $13.4 million in common stock purchase warrants, and a stockholders' deficit of $5.7 million. Stonefield Josephson, Inc., in San Francisco, 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 that the Company has sustained loss from operations, incurred an accumulated deficit, and has substantial monetary liabilities in excess of monetary assets as of December 31, 2009. CENTRAL WAYNE ENERGY: Dispute on $11.2MM COSI Claim Continues ------------------------------------------------------------- The Hon. James F. Schneider signed off on a Stipulation and Order extending the time to oppose or otherwise respond to the objection of the Liquidating Committee designated by the Official Committee of Unsecured Creditors in the bankruptcy case of Central Wayne Energy Recovery Limited Partnership to Claim No. 91-1 filed by COSI Central Wayne, Inc. COSI and the Debtor were parties to a Management, Operation & Maintenance Agreement dated January 28, 1998. The Operating Agreement is among the contracts the Debtor rejected in December 2004. On January 7, 2005, COSI filed Claim No. 91-1 for $11,264,456 based on the Debtor's rejection of the Operating Agreement. On October 20, 2010 the Liquidating Committee filed an objection to Claim Nos. 91-1. COSI's response to the Objection is due November 19, 2010. The parties are engaged in good faith settlement discussions which may result in a resolution of the Objection without further litigation. Pursuant to the Stipulation, COSI's time to oppose or otherwise respond to the Objection is extended to December 3, 2010. A copy of the Stipulation and Order, dated November 19, 2010, is available at http://is.gd/hDloBfrom Leagle.com. COSI Central Wayne is represented by: Susan J. Klein, Esq. GORDON, FEINBLATT, ROTHMAN, HOFFBERGER & HOLLANDER, LLC 233 E. Redwood Street Baltimore, MD 21202 Telephone: (410) 576-4137 Facsimile: (410) 576-4040 E-mail: sklein@gfrlaw.com The Liquidating Committee is represented by: Thomas D. Renda, Esq. MILES & STOCKBRIDGE, P.C. 10 Light Street Baltimore, MD 21202 Telephone: (410) 385-3418 Facsimile: (410) 385-3700 E-mail: trenda@milesstockbridge.com About Central Wayne Energy Recovery Headquartered in Baltimore, Maryland, Central Wayne Energy Recovery LP owned a waste-to-energy system facility that converts the heat energy generated by incinerating waste to electricity. The Company filed for chapter 11 protection (Bankr. D. Md. Case No. 03-82780) on December 29, 2003. Maria Chavez Ruark, Esq., Piper Rudnick LLP, represented the Debtor. When the Company filed for protection from its creditors, it listed more than $10 million in assets and more than $100 million in debts. As reported by the Troubled Company Reporter on December 22, 2005, the U.S. Bankruptcy Court for the District of Maryland confirmed Central Wayne Energy Recovery LP's First Amended Plan of Liquidation. CHANCELLOR'S PARK: Case Summary & 7 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Chancellor's Park, LLC dba Sterling Park Apartments 1722-A Sherwood Street Greensboro, NC 27403 Bankruptcy Case No.: 10-12120 Chapter 11 Petition Date: November 18, 2010 Court: United States Bankruptcy Court Middle District of North Carolina (Greensboro) Debtor's Counsel: Dirk W. Siegmund, Esq. IVEY, MCCLELLAN, GATTON, & TALCOTT, LLP Suite 500, 100 S. Elm St. P.O. Box 3324 Greensboro, NC 27402-3324 Tel: (336) 274-4658 Fax: (336) 274-4540 E-mail: dws@imgt-law.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's seven largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/ncmb10-12120.pdf The petition was signed by Allen R. Sharpe, manager/member. CHARDON RUBBER: PBGC Assumes Underfunded Pension Plan ----------------------------------------------------- The Pension Benefit Guaranty Corporation assumed responsibility for the underfunded pension plan covering more than 840 former workers and retirees of Chardon Rubber Co., a designer and manufacturer of rubber and plastic components based in Chardon, Ohio. The PBGC stepped in because Chardon Rubber has sold substantially all of its assets in bankruptcy proceedings and there will be no sponsor left to fund or administer the plan. Retirees will continue to receive their monthly benefit payments without interruption, and other workers will receive their pensions when they are eligible to retire. According to PBGC estimates, the Chardon Rubber Company Retirement Plan is 57% funded, with assets of $16.8 million to cover $29.5 million in benefit liabilities. The PBGC expects to be responsible for $12.4 million of the $12.7 million shortfall. The PBGC will take over the assets and use insurance funds to pay guaranteed benefits earned under the plan. The plan ended on Dec. 31, 2009, and the agency assumed responsibility for the plan on Sept. 23, 2010. Within the next several weeks, the PBGC will send notification letters to all participants in the Chardon Rubber plan. Under provisions of the Pension Protection Act of 2006, the maximum guaranteed pension the PBGC can pay is determined by the legal limits in force on the date of the plan sponsor's bankruptcy. Therefore participants in the plan are subject to the limits in effect when Chardon Rubber filed for bankruptcy protection on May 15, 2009, which set a maximum guaranteed amount of $54,000 per year for a 65-year-old. The maximum guaranteed amount is lower for those who retire earlier or elect survivor benefits. In addition, certain early retirement subsidies and benefit increases made within the five years immediately before the May 15, 2009 bankruptcy date may not be fully guaranteed. Chardon Rubber was founded in 1978 and offered mixing, molding, rubber extruding, forming and engineering services to the transportation, appliance, custom mixing and construction sectors. The company experienced declining sales in 2007 and was unable to complete restructuring efforts due to the downturn in the real estate and credit markets in 2008. After entering into a sale agreement with Westinghouse Air Brake Technologies Corp., Chardon Rubber filed for Chapter 11 protection in the U.S. Bankruptcy Court in Cleveland, Ohio. Workers and retirees with questions may consult the PBGC Web site, http://www.pbgc.gov/or call toll-free at 1-800-400-7242. For TTY/TDD users, call the federal relay service toll-free at 1-800-877-8339 and ask for 800-400-7242. Chardon Rubber retirees who draw a benefit from the PBGC may be eligible for the federal Health Coverage Tax Credit. Further information may be found on the PBGC Web site at http://www.pbgc.gov/workers-retirees/benefits- information/content/page13692.html Assumption of the plan's unfunded liabilities will increase the PBGC's claims and was not previously included in the agency's fiscal year 2009 financial statements. The PBGC is a federal corporation created under the Employee Retirement Income Security Act of 1974. It currently guarantees payment of basic pension benefits earned by 44 million American workers and retirees participating in over 29,000 private-sector defined benefit pension plans. The agency receives no funds from general tax revenues. Operations are financed largely by insurance premiums paid by companies that sponsor pension plans and by investment returns. About Chardon Rubber Chardon Rubber Co. was founded in 1978 and offered mixing, molding, rubber extruding, forming and engineering services to the transportation, appliance, custom mixing and construction sectors. The company experienced declining sales in 2007 and was unable to complete restructuring efforts due to the downturn in the real estate and credit markets in 2008. After entering into a sale agreement with Westinghouse Air Brake Technologies Corp., Chardon Rubber filed for Chapter 11 protection (Bankr. N.D. Ohio Case No. 09-14348) on May 15, 2009, in Cleveland. As reported by the Troubled Company Reporter on May 20, 2009, Bill Rochelle, bankruptcy columnist at Bloomberg News, said Chardon Rubber had a deal to sell all assets to Westinghouse for $3.87 million. Judge Pat E. Morgenstern-Clarren handled the case. Jean Robertson, Esq., at Calfee, Halter & Griswold LLC, served as the Debtor's counsel. The Company estimated $1 million to $10 million in assets, and $10 million to $50 million in debts. Bloomberg, citing court documents, said Chardon owed $2.2 million to the first-lien bank lender and another $300,000 on a second-lien claim. Trade suppliers were owed $2.5 million. CHINATEL GROUP: Has Deal for Control of 34,000-KM Cable in China ---------------------------------------------------------------- ChinaTel Group Inc. has entered into two related stock subscription and shareholder agreements with Shanghai Ying Yue Network Technology Ltd and Azur Capital under which ChinaTel will control approximately 34,000 kilometers of fiber optic cable that connects all major population centers within the People's Republic of China. ChinaTel said it is investing 9 million shares of its Series A common stock and financing $7 million towards equipment and services sufficient to upgrade the first 9,000 km of the fiber for transmission of data to a 100GB standard. The business model of the new venture is to charge tariffs to telecommunications operators, meeting the growing demand for increased data transmission capacity as networks evolve to 4G platforms. ChinaTel will use the fiber for its own wireless broadband projects, and the venture will sell excess capacity to other operators. "This acquisition will allow ChinaTel to control its own destiny as to all its current and future broadband operations in China," observed ChinaTel's CEO George Alvarez. "A fiber backbone network is the central nervous system that supports the last mile wireless solutions ChinaTel is deploying. Transport and interconnection fees typically represent 20-35% of total network operating costs. ChinaTel has not only secured control over one of the major costs of the networks it will operate as a joint venture partner, but has also created a revenue source that is independent of those relationships, through the sale of excess data transmission capacity to other operators, including major incumbent operators such as China Mobile, China Unicom and China Telecom, other 3.5 GHz wireless operators, and other ISP license holders." ChinaTel will begin work immediately on the engineering needed to develop a request for proposal so that an equipment contract for the first 9,000 km can be awarded. ChinaTel expects to award the contract to ZTE Corporation, who will finance 85% of the equipment under the global strategic partnership between ChinaTel and ZTE. The cost to upgrade the balance of the 34,000 km of backbone fiber is expected to be paid for out of transport fee revenues from the first 9,000 km. In addition to the nationwide backbone, YYNT owns and has granted the venture an option to purchase metro rings of fiber in many major metropolitan areas. The transaction has been structured with a goal to allow ChinaTel to report the results of the venture's operations on ChinaTel's consolidated financial statements in the same manner as its other subsidiaries. ChinaTel will own 49% of the PRC-based company that will own the fiber, but will control that entity's board of directors. YYNT will have the right to appoint all five directors, three of whom will irrevocably be at the request of ChinaTel. ChinaTel will also own 51% of a Cayman Islands-based parent company and its PRC-based subsidiary, a wholly foreign owned enterprise that will contractually be entitled to 100% of the net economic benefit of the venture. The total value of all parties' capital contributions is $40.5 million. ChinaTel expects to recoup the value of its $20.5 million investment through redemption of preferred shares the Cayman parent company will issue. About China Tel Based in San Diego, California, and Shenzhen, China, China Tel Group, Inc. (OTC BB: CHTL) -- http://www.ChinaTelGroup.com/-- provides high speed wireless broadband and telecommunications infrastructure engineering and construction services. Through its controlled subsidiaries, the Company provides fixed telephony, conventional long distance, high-speed wireless broadband and telecommunications infrastructure engineering and construction services. ChinaTel is presently building, operating and deploying networks in Asia and South America: a 3.5GHz wireless broadband system in 29 cities across the People's Republic of China with and for CECT-Chinacomm Communications Co., Ltd., a PRC company that holds a license to build the high speed wireless broadband system; and a 2.5GHz wireless broadband system in cities across Peru with and for Perusat, S.A., a Peruvian company that holds a license to build high speed wireless broadband systems. The Company's balance sheet at June 30, 2010, showed $8.9 million in total assets, $26.2 million in total liabilities, and a stockholders' deficit of $17.3 million. Mendoza Berger & Company, LLP, in Irvine, 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 that the Company has incurred a net loss of $56.0 million for 2009, cumulative losses of $165.4 million since inception, a negative working capital of $68.8 million and a stockholders' deficit of $63.2 million, and that the Company's viability is dependent upon its ability to obtain future financing and the success of its future operations. CHIP IN: Case Summary & 4 Largest Unsecured Creditors ----------------------------------------------------- Debtor: Chip In, LLC 8400 Old Statesville Road Charlotte, NC 28269 Bankruptcy Case No.: 10-33427 Chapter 11 Petition Date: November 18, 2010 Court: United States Bankruptcy Court Western District of North Carolina (Charlotte) Judge: J. Craig Whitley Debtor's Counsel: James H. Henderson, Esq. JAMES H. HENDERSON, P.C. 1201 Harding Place Charlotte, NC 28204-2248 Tel: (704) 333-3444 Fax: (704) 333-5003 E-mail: henderson@title11.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/ncwb10-33427.pdf The petition was signed by J. Michael Granger, manager. CKPS INTERNATIONAL: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: CKPS International Foods LLC 3317 Buford Highway, Suite 410 Atlanta, GA 30329 Bankruptcy Case No.: 10-94778 Chapter 11 Petition Date: November 19, 2010 Court: United States Bankruptcy Court Northern District of Georgia (Atlanta) Debtor's Counsel: Stephen F. Suarino, Esq. SUARINO LAW, PC Suite 140, 1770 Indian Trail-Lilburn Rd. Norcross, GA 30093 Tel: (678) 597-1388 Fax: (678) 597-1190 E-mail: attorney@suarinolaw.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/ganb10-94778.pdf The petition was signed by Kyung Taik Kim, managing member. CLEAR CHANNEL: Fitch Assigns 'CCC' Issuer Default Rating -------------------------------------------------------- Fitch Ratings has assigned initial ratings for Clear Channel Communications, Inc. and Clear Channel Worldwide Holdings, Inc. CCWW is an indirect wholly owned subsidiary of Clear Channel Outdoor Holdings, Inc., Clear Channel's 89% owned subsidiary that houses the domestic and international outdoor advertising operations. The ratings are: Clear Channel -- Long-term Issuer Default Rating at 'CCC'; -- Senior secured term loans and senior secured revolving credit facility at 'CCC/RR4'; -- Senior unsecured leveraged buyout notes at 'C/RR6'; -- Senior unsecured legacy notes at 'C/RR6'. CCWW -- Long-term IDR at 'B'; -- Senior unsecured notes at 'BB-/RR2'. The Rating Outlook is Stable. Fitch's ratings concerns center on the company's highly leveraged capital structure, with significant maturities in 2014 and 2016; the considerable interest burden that pressures free cash flow generation; technological threats and secular pressures in radio broadcasting; and the company's exposure to cyclical advertising revenue. The ratings are supported by the company's leading position in both the outdoor and radio industries, as well as the positive fundamentals and digital opportunities in the outdoor advertising space. The July 2008 LBO left Clear Channel very highly leveraged, and Fitch estimates that total debt/latest 12 months EBITDA was 12.8 times at Sept. 30, 2010, with secured leverage of 8.8x. These metrics are substantially worse than they were at the LBO (Fitch estimates approximately 9x and 6x for total and secured leverage, respectively), with the majority of the deterioration due to the decline in operating profits experienced during the economic downturn. The company is currently in a significantly weaker position from which to grow into its capital structure and address its maturities. Fitch believes that Clear Channel's current liquidity position will enable it to repay the $1.7 billion of debt maturing through 2013, most of which is unsecured notes that were issued prior to the LBO. The company can handle these maturities through a combination of accessible cash on hand as well as dividends from CCOH. Excluding $665 million of cash held at CCOH as well as $254 million of CCOH funds swept to Clear Channel for cash management purposes (which are due to CCOH on demand), Clear Channel had $782 million of cash at Sept. 30. CCOH can currently dividend $500 million of cash to its shareholders under the CCWW indenture. Further, under the provision that CCWW can issue subordinated debt and dividend the proceeds to CCOH shareholders if total leverage remains below 6.0x, Fitch estimates that Clear Channel could currently receive $1.4 billion. Fitch assumes that Clear Channel's secured lenders and LBO note holders would be willing to amend their loan provision to allow such debt issuance. Other sources of liquidity are minimal - most free cash flow is at CCOH, given Clear Channel's significant interest burden, and the RCF and ABL facilities are fully drawn. Clear Channel faces significantly larger challenges in addressing its capital structure beginning in 2014. There are significant maturity walls in 2014 and 2016 of $3.7 billion and $12.5 billion, respectively, with the majority of it bank loans. Given the absolute dollar amount as well as Clear Channel's weak credit profile, Fitch believes it could prove difficult for the company to successfully meet these maturities. There are several routes the company can take to address these maturities, discussed below. -- Cash repayment will be minimal; Fitch expects cumulative free cash flow of no more than $500 million through 2013, most of it at the CCOH level. -- Clear Channel may be able to refinance a small portion of its debt in the high yield market, although it could prove difficult to find willing lenders beyond 2016. -- The company could work with its bank lenders to amend and extend the maturity of a portion of the term loans and RCF, reducing the 2014/2016 wall and allowing CCU more time to grow, cut costs, and delever. This would also result in materially higher interest expense, eating further into the company's already limited free cash flow. -- CCOH could make more debt-funded dividends, given Fitch's expectations for ongoing EBITDA expansion in the outdoor segment. As stated, Fitch believes Clear Channel's creditors would consent to this. Fitch believes Clear Channel could receive nearly $1 billion of incremental cash, assuming expected EBITDA growth materializes. -- Clear Channel could look to extend and reduce the $1.5 billion of legacy notes that mature after 2013 via a coercive debt exchange. While this does not help the company get past the bank maturities, it could be a bank requirement for an amend/extend. -- Sales of non-core radio stations in smaller markets could bring proceeds of a few hundred million dollars. -- Fitch does not believe an IPO or another exit strategy is currently a viable option, given Clear Channel's leverage and current market multiples. Significant deleveraging would have to occur before an exit strategy is likely. In Fitch's view, there is a scenario where the company employs several, if not all, of these alternatives, which enable it to successfully address its 2014 and 2016 maturities. However, this scenario involves some fairly aggressive assumptions and several events going in the company's favor, particularly with regards to the 2016 wall. If the scenario does not play out as such, Fitch believes a default is a real possibility. The key to Clear Channel's success in managing these maturities is the amount of flexibility provided by the bank lenders. This will depend on Clear Channel's ability to reduce secured leverage to a level where the banks would be willing to recommit capital. Fitch believes that this level is likely below 6x, as this is where the banks originally lent during the credit boom, as well as the challenges associated with the final funding/closing of the deal. Additionally, the banks would have to believe that any leeway would provide Clear Channel with the ability to improve its capital structure, not merely prolonging the inevitable. If the lenders do not think the improvement will materialize, Fitch believes that they would prefer to seek value from recovery as soon as possible. The ratings at CCOH incorporate Fitch's favorable outlook on the outdoor industry and CCOH's position within it. The ratings also consider Fitch's expectations that total leverage is likely to migrate towards 6x over the next several years as CCU seeks to maximize its cash from the subsidiary. The ratings also incorporate the legal provisions that separate the two entities and protect the subsidiary, including dividend restrictions, lack of guarantee, and CCOH protection from a CCU default. However, there are strong operational ties to the weaker parent, including centralized treasury and senior management overlap. Additionally, the parent can pull cash out of the sub (with restrictions), which it will rely on to service a portion of its debt. Clear Channel's radio business (49% of revenue and 59% of segment EBITDA) benefits from its position as the largest terrestrial radio broadcaster in the U.S. Fitch believes that most of the operating weakness in 2009 was cyclical, as evidenced by the strong recovery seen in 2010. That said, Clear Channel is subject to the same secular challenges facing the entire radio industry, specifically, modest secular declines in listenership driven by the proliferation of alternative sources of entertainment. While Fitch does not expect massive audience or revenue declines, these dynamics will likely pressure advertising revenue growth, and could eventually weigh on margins. However, given the high EBITDA margins and low capex requirements associated with the radio business, there is significant headroom to absorb these pressures while remaining profitable. Clear Channel (via its ownership of CCOH) is also the largest player in Outdoor (48% of revenue, 38% of segment EBITDA) and benefits from scale as well as a diverse global presence. Fitch's bullish view on outdoor is driven by the industry's relative immunity to audience fragmentation, given a captive audience and a low price point relative to other forms of advertising. Regulation provides an additional benefit for incumbents by serving as a barrier to entry. As outdoor is a lagging industry, Fitch expects the cyclical recovery to continue into 2011. Over the longer term, Fitch expects outdoor to take share from other forms of local advertising that are under secular pressure, such as newspaper, yellow pages, and lower rated TV and radio stations. Fitch expects low/mid single digit top line growth and margin expansion from operating leverage, recent contract restructuring and inventory rationalization, as well as nascent but growing digital opportunities, to drive high single digit EBITDA growth going forward. Consolidated debt at Sept. 30, 2010, was $21.2 billion. Debt held at Clear Channel was $18.6 billion and consisted primarily of: -- $1.1 billion secured term loan A, maturing July 2014; -- $9.1 billion secured term loan B, maturing January 2016; -- $696 million secured term loan C (asset sale facility) maturing January 2016; -- $1 billion secured delayed draw term loan, maturing January 2016; -- $1.8 billion outstanding under the $2 billion secured RCF, maturing July 2014; -- $354 million outstanding under the secured ABL facility, maturing July 2014; -- $796 million senior unsecured cash pay notes, maturing August 2016; -- $830 million senior unsecured PIK toggle notes, maturing August 2016; and -- $2.9 billion senior unsecured legacy notes, with maturities of 2011-2027. The bank debt and the LBO notes (cash pay and PIK) are guaranteed by Clear Channel Capital I (holding company of Clear Channel), and by Clear Channel's wholly owned domestic subsidiaries. There is no guarantee from CCOH or its subsidiaries. The legacy notes are not guaranteed. The term loans, RCF and ABL facility are secured by the capital stock of Clear Channel; Clear Channel's non- broadcasting assets ('non principal property'), and a second priority lien on the broadcasting receivables that securitize the ABL facility. The 'principal property' assets of Clear Channel (domestic radio broadcasting property, including any proceeds from the sale of FCC licenses) cannot be pledged as collateral until the legacy notes are retired. Therefore, in Fitch's view the collateral package is not overly valuable. However, the bank debt's guarantee is contractually senior to that of the LBO notes, as well as any future guaranteed debt, and as a result, this debt is still first in line. There was approximately $2.6 billion of debt at CCWW at Sept. 30, consisting primarily of: -- $500 million series A senior unsecured notes, maturing December 2018; and -- $2 billion series B senior unsecured notes, maturing December 2018. The notes are guaranteed by CCOH, Clear Channel Outdoor, Inc., a wholly owned subsidiary of CCOH, and the majority of the domestic operating subsidiaries of CCOH. Clear Channel's Recovery Ratings reflect Fitch's expectation that the enterprise value of the company, and hence, recovery rates for its creditors, will be maximized in a restructuring scenario (going concern), rather than a liquidation. Fitch employs a 6x distressed enterprise value multiple reflecting the value of the company's radio broadcasting licenses in top U.S. markets. Fitch applies a 25% discount (approximately the level at which the company would breach its consolidated senior leverage covenant) to Sept. 30, 2010 LTM Radio EBITDA. Additionally, Fitch assumes that Clear Channel would receive 89% of the value of a sale of CCOH after the CCOH creditors had been repaid. Fitch estimates the adjusted distressed enterprise valuation in restructuring to be approximately $5.6 billion. Fitch also assumes that in a bankruptcy scenario that Clear Channel has maximized the debt- funded dividends from CCOH and used the proceeds to repay bank debt. The 'CCC' rating for the bank debt reflects Fitch's expectations for recovery near the middle of the 31%-50% range under a bankruptcy scenario. The 'C' rating on the senior unsecured legacy and LBO notes reflects Fitch's expectations for minimal recovery prospects due to their position below the banks in the capital structure. CCOH's Recovery Ratings also reflect Fitch's expectation that enterprise value would be maximized as a going concern. Fitch stresses outdoor EBITDA by 35%, to approximately the level where the company could not cover its fixed charges, and applies a 7x valuation multiple. Fitch estimates the enterprise value would be $2.6 billion. Although this indicates recovery of near 100% for the CCOH notes, Fitch notches the debt up two notches from the IDR given the unsecured nature of the debt. CNOSSEN DAIRY: Taps J. Bennett as Bankruptcy Counsel ---------------------------------------------------- Cnossen Dairy asks for authorization from the U.S. Bankruptcy Court for the Northern District of Texas to employ J. Bennett White, P.C., as bankruptcy counsel. The Firm will: (a) give the Debtor legal advice with respect to its powers and duties as debtor-in-possession in the continued operation of the business and management of property; (b) prepare applications, answers, orders, pleadings, reports, and other legal papers; and (c) perform all other legal services for Debtor as debtor-in- possession which may be necessary herein. The Firm will be paid based on the rates of its professionals: J. Bennett White $250 Other Attorneys $175-$200 J. Bennett White, Esq., an attorney at the Firm assures the Court that the firm is a "disinterested person" as that term defined in Section 101(14) of the Bankruptcy Code. Hereford, Texas-based Cnossen Dairy filed for Chapter 11 bankruptcy protection on November 12, 2010 (Bankr. N.D. Tex. Case No. 10-20760). J. Bennett White, Esq., at J. Bennett White, P.C., is serving as bankruptcy counsel to the Debtor. Templeton, Smithee, Hayes, Heinrich & Russell, LLP, is the local counsel. The Debtor estimated its assets and debts at $50 million to $100 million. CNOSSEN DAIRY: Wants Filing of Schedules Extended Until Dec. 6 -------------------------------------------------------------- Cnossen Dairy asks the U.S. Bankruptcy Court for the Northern District of Texas to extend the deadline for the filing of schedules of assets and liabilities and statement of financial affairs until December 6, 2010. The Schedules and the Statement are to be filed within 14 days, or by November 26, 2010. The Debtor says that it needs the extension because its counsel is scheduled to be out of the country from November 20, 2010, until November 28, 2010. Its counsel will be relocating its office the week of November 29, 2010. J. Bennett White, Esq., an attorney at the Firm assures the Court that the firm is a "disinterested person" as that term defined in Section 101(14) of the Bankruptcy Code. Hereford, Texas-based Cnossen Dairy filed for Chapter 11 bankruptcy protection on November 12, 2010 (Bankr. N.D. Tex. Case No. 10-20760). J. Bennett White, Esq., at J. Bennett White, P.C., is serving as bankruptcy counsel to the Debtor. Templeton, Smithee, Hayes, Heinrich & Russell, LLP, is the local counsel. The Debtor estimated its assets and debts at $50 million to $100 million. CNOSSEN DAIRY: Wants to Hire Templeton Smithee as Local Counsel --------------------------------------------------------------- Cnossen Dairy asks for authorization from the U.S. Bankruptcy Court for the Northern District of Texas to employ Templeton, Smithee, Hayes, Heinrich & Russell, LLP, as its local counsel. Templeton Smithee will: a. assist as local counsel in representing the Debtor in its Chapter 11 case and to advise the Debtor as to its rights, duties and powers as debtors in possession; b. assist in representing the Debtor at hearings, meetings of creditors, conferences, trials, and other proceedings in their case; and c. to perform such other legal services as may be necessary in connection with their case. The Firm will assist J. Bennett White, P.C., the Debtor's proposed bankruptcy counsel. Templeton Smithee will be paid based on the rates of its professionals: Coleman Young $250 Tamme Aureli, Paralegal $75 Coleman Young, Esq., an attorney at Templeton Smithee, assures the Court that the firm is a "disinterested person" as that term defined in Section 101(14) of the Bankruptcy Code. Hereford, Texas-based Cnossen Dairy filed for Chapter 11 bankruptcy protection on November 12, 2010 (Bankr. N.D. Tex. Case No. 10-20760). Templeton, Smithee, Hayes, Heinrich & Russell, LLP, is the local counsel. The Debtor estimated its assets and debts at $50 million to $100 million. The Debtor estimated its assets and debts at $50 million to $100 million. CONSPIRACY ENTERTAINMENT: Delays Filing of Form 10-Q for Q3 ----------------------------------------------------------- Conspiracy Entertainment Holdings Inc. said it could not timely file its quarterly report on Form 10-Q with the Securities and Exchange Commission because the compilation, dissemination and review of the information required to be presented in the report for the relevant period has imposed time constraints that have rendered timely filing of the Form 10-Q impracticable without undue hardship and expense to the Company. The Troubled Company Reporter on September 1, 2010, reported that Conspiracy Entertainment posted net income of $19,374 on $2.5 million of revenue for the three months ended June 30, 2010, compared to a net loss of $1.7 million on $755,223 of revenue for the same period of 2009. The Company's balance sheet at June 30, 2010, showed $4.7 million in total assets, $9.4 million in total liabilities, and a stockholders' deficit of $4.7 million. About Conspiracy Entertainment Conspiracy Entertainment Holdings, Inc. (OTC BB: CPYE) through its wholly owned subsidiary, Conspiracy Entertainment Corporation, is a developer, publisher and marketer of entertainment software in North America and Western Europe. Conspiracy Entertainment was founded in 1997 and is based in Santa Monica, California. CPG INT'L: Moody's Gives Positive Outlook; Keeps Caa1 Note Ratings ------------------------------------------------------------------ Moody's Investors Service has changed the rating outlook of CPG International I Inc. to positive from stable to reflect its improved operating performance and declining leverage. At the same time, Moody's lowered the speculative grade liquidity rating to SGL-3 from SGL-2 due to the nearing maturity of its asset based lending facility as early as January 2012. These ratings were affirmed: -- Corporate Family Rating at B3; -- Probability of Default Rating at B3, -- The Caa1 (LGD4, 59% from 61%) on the $150 million senior unsecured notes due July 2013; and -- The Caa1 (LGD4, 59% from 61%) on the $128 million senior unsecured notes due July 2012 The positive outlook is reflective of CPG's ability to gain market share within its AZEK and Scranton product lines despite weakness in the North American residential and commercial building markets, grow its revenue base and enhance profitability over the past few quarters. While earnings volatility is inherent in the business, due to both its exposure to resin costs and to seasonal order trends, Moody's anticipates that CPG will continue to benefit from the ongoing conversion to their low maintenance products for exterior housing applications from traditional wood and metal products. Moody's expects this trend to support the company's improved credit metrics over the ratings horizon. Despite Moody's favorable outlook for CPG's operating performance, the SGL-3 reflects the possibility that the maturity of CPG's $65 million asset based lending facility could come due in January 2012 if the $128 million senior unsecured notes are not refinanced. The January 2012 maturity would precede the April 2012 maturity of its $25 million term loan and July 2012 maturity of the $128 million senior unsecured notes. While these maturities will increase CPG's refinancing risk as they near, Moody's notes that high cash balances and ongoing cash generation should support CPG's liquidity profile over the next twelve months. The ratings could be upgraded over the near term if the refinancing needs were addressed and CPG maintained its conservative financial profile, including adjusted leverage below 5.0x. While Moody's does not currently expect a downgrade over the near term, ratings momentum will likely be tempered as the maturities approach or if liquidity deteriorates further. Leverage exceeding 6.0x for an extended period or material debt financed acquisitions could result in ratings and/or outlook pressure. The last rating action on CPG was the May 19, 2009, downgrade of the CFR to B3 from B2. CPG, headquartered in Scranton, Pennsylvania, is a manufacturer and fabricator of engineered and branded synthetic products designed to replace wood and metal in a variety of building materials and industrial applications. Sales for the twelve months ended September 30, 2010, were approximately $325 million. CU PHAN: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------ Debtor: Cu Ngoc Phan 1 Nightshore Newport Beach, CA 92657 Tel: (949) 633-6987 Bankruptcy Case No.: 10-26527 Chapter 11 Petition Date: November 19, 2010 Court: U.S. Bankruptcy Court Central District of California (Santa Ana) Judge: Robert N. Kwan Debtor's Counsel: Joseph M. Aliberti, Esq. LAW OFFICE JOSEPH M. ALIBERTI 260 Newport Center Drive, Suite 100 Newport Beach, CA 92660 Tel: (949) 724-0550 Fax: (949) 743-5858 E-mail: jma@alibertilaw.com Scheduled Assets: $1,715,612 Scheduled Debts: $2,784,489 A list of the Debtor's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cacb10-26527.pdf CURLEE DENNIS: N.D. Calif. Court Dismisses Chapter 11 Case ---------------------------------------------------------- The Hon. Edward D. Jellen dismisses the Chapter 11 case of Curlee C. Dennis, at the behest of August P. Landis, Acting United States Trustee. Curlee C. Dennis filed a voluntary chapter 13 petition (Bankr. N.D. Calif. Case No. 10-47895) on July 13, 2010. On August 6, 2010, the court converted the case to chapter 11 on Mr. Dennis's motion. A copy of the Court's decision is available at http://is.gd/hDvTP from Leagle.com. DEL MONTE: S&P Puts 'BB' Corp. Rating on CreditWatch Negative ------------------------------------------------------------- Standard & Poor's Ratings Services said that it placed its 'BB' corporate credit rating and other ratings on San Francisco-based Del Monte Foods Co., and subsidiary Del Monte Corp., on CreditWatch with negative implications, meaning that the ratings could either be lowered or affirmed following the completion of S&P's review. The CreditWatch placement follows reports that Del Monte may be subject to a takeover by a private equity firm. "In S&P's opinion, a meaningfully debt-financed transaction would weaken Del Monte's credit protection measures below current levels, which include lease and pension adjusted total debt to EBITDA of about 2.6x and funds from operations to total debt of about 30%, for the 12 months ended Aug. 1, 2010," said Standard & Poor's credit analyst Alison Sullivan. S&P expects Del Monte to maintain leverage (as measured by average debt to EBITDA) of below 3x to maintain the current ratings. S&P could consider a downgrade of the ratings if leverage weakens to near 4x. Del Monte had $1.3 billion of total reported debt outstanding as of Aug. 1, 2010. Currently, S&P view the company's business risk profile as fair and its financial risk profile as significant. S&P will resolve the CreditWatch when more information regarding a potential transaction and financing becomes available. S&P will then assess the company's financial policy and the impact of any potential transaction on the company's capital structure. DENNY HECKER: Trustee Wants to Compel Turnover of Motorcycles ------------------------------------------------------------- According to twincities.com, Matt Burton, a lawyer working for Randy Seaver, the trustee for the bankruptcy estate of Denny Hecker, asked a federal bankruptcy judge to Mr. Hecker to turn over: * documentation related to the purchases of the 2006 Harley- Davidson Screamin' Eagle motorcycle and a Yamaha 50 dirt bike; and * any items Mr. Hecker purchased in June from Golf Galaxy using a money order acquired with money he liquidated from insurance policies. A hearing on the request is set for Dec. 8, 2010. Mr. Hecker used a Visa card and the name "Warehouse Merchandising" to bid on the two motorcycles. Since the auction occurred before Mr. Hecker says he liquidated the insurance money, the trustee is trying to find out where Mr. Hecker got the money to purchase the items. The Harley-Davidson was sold for $15,900, and the Yamaha dirt bike at $950 at the auction, says report. About Denny Hecker Dennis E. Hecker owned and operated dozens of auto dealerships, car rental franchises, and other businesses until 2009. He filed a voluntary chapter 7 petition (Bankr. D. Minn. Case No. 09-50779) on June 4, 2009, after his auto empire collapsed into bankruptcy. Chrysler Financial filed a dischargeability action (Bankr. D. Minn. Adv. Pro. No. 09-5019) on July 8, 2009. Chrysler Financial alleged that $83 million of $350 million owed is nondischargeable under 11 U.S.C. Sec. 523(a) because Mr. Hecker allegedly obtained it through the use of false pretenses, false representations, fraud, defalcation, and embezzlement. The Honorable Robert J. Kressel granted Chrysler Financial's motion for sanctions and ordered $83 million of the judgment against Mr. Hecker, together with accrued interest, not dischargeable in the Chapter 7 bankruptcy case. Mr. Hecker has pleaded guilty to two fraud charges: concealing assets from the bankruptcy court and lying to get multimillion- dollar loans for his dealerships and leasing operation. DPAC TECHNOLOGIES: Posts $219,300 Net Loss in September 30 Quarter ------------------------------------------------------------------ DPAC Technologies Corp. filed its quarterly report on Form 10-Q, reporting a net loss of $219,294 on $1.9 million of revenue for the three months ended September 30, 2010, compared with a net loss of $383,591 on $1.4 million of revenue for the same period of 2009. At September 30, 2010, the Company had a cash balance of $29,000 and a deficit in working capital of $1.4 million. This compares to a cash balance of $18,000 and a deficit in working capital of $1.3 million at December 31, 2009. The Company's balance sheet as of September 30, 2010, showed $9.6 million in total assets, $6.7 million in total liabilities, and stockholders' equity of $2.9 million. Maloney + Novotny in Cleveland, Ohio, 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 continued operating losses, declines in working capital balances and the inherent risk in extending or refinancing its bank line of credit [which matures on December 15, 2010]. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?6f77 Hudson, Ohio-based DPAC Technologies Corp. (OTC BB: DPAC) -- http://www.dpactech.com/-- provides embedded wireless networking products for machine-to-machine communication applications. DPAC's Airborne(TM) and AirborneDirect(TM) wireless products are used by major OEMs in the transportation, instrumentation and industrial control, homeland security, medical diagnostics and logistics markets to provide remote data collection and control. DTC TALLEVAST: Case Summary & 7 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: DTC Tallevast, LLC 15051 S Tamiami Trl 203 Fort Myers, FL 33908-5182 Bankruptcy Case No.: 10-28019 Chapter 11 Petition Date: November 21, 2010 Court: United States Bankruptcy Court Middle District of Florida (Tampa) Debtor's Counsel: Christopher D. Smith, Esq. SMITH & DINE, P.A. 5391 Lakewood Ranch Blvd., Suite 203 Sarasota, FL 34240 Tel: (941) 907-4774 Fax: (941) 907-3040 E-mail: chris@smithdine.com Scheduled Assets: $2,115,402 Scheduled Debts: $3,102,360 A list of the Company's seven largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/flmb10-28019.pdf The petition was signed by Edward D. Adkins, manager. DYNEGY INC: Mulls Options After Shareholders Thumbed Down Merger ---------------------------------------------------------------- Dynegy Inc. said the proposal to adopt its merger agreement with The Blackstone Group did not receive necessary votes to be adopted, based on a preliminary count of the votes cast. The merger agreement has been terminated. Dynegy held a Special Meeting of Stockholders on November 23. The Blackstone Group had offered to acquire Dynegy for $5.00 per share in cash. Dynegy expects to immediately commence an open strategic alternatives process to solicit proposals from potentially interested parties and to carefully review its standalone restructuring alternatives. Rebecca Smith and Gina Chon, writing for The Wall Street Journal, relate the defeat came at the hands of activist investor Carl Icahn and hedge fund Seneca Capital LP, which recently bought a combined 22% stake in the company and urged others to reject Blackstone's offer. The Journal reports people familiar with the matter said Seneca is likely to make an offer of more than $6 a share, with the participation of a partner. Seneca said in investor presentations that Dynegy was worth around $6.50 a share. The Journal relates Mr. Icahn has said he may make a bid and a person familiar with the matter said he is willing to put in writing an offer of a $2 billion credit facility. Mr. Icahn was unavailable to comment. "We appreciate the consideration and perspectives of all Dynegy stockholders," said Bruce A. Williamson, Chairman, President and Chief Executive Officer of Dynegy Inc. "We are now moving forward and will initiate an open strategic alternatives process to maximize stockholder value. We thank our stockholders for their support and we remain committed to taking the steps necessary to enhance stockholder value." Open Strategic Alternatives Process As part of the open strategic alternatives process, Dynegy's financial advisors will contact a broad group of potential strategic and financial buyers, including Seneca Capital and Icahn Associates. Dynegy invites other interested third parties to contact Dynegy or its financial advisors. There can be no assurance that the solicitation of proposals will result in Dynegy receiving any proposal from a third party. The company does not intend to disclose developments with respect to this review unless and until the Dynegy Board of Directors has approved a course of action. A Special Committee of independent directors will oversee the open strategic alternatives process. Patricia A. Hammick, Dynegy's lead independent director, will act as the Chair of the Special Committee. In addition to Mrs. Hammick, the Special Committee will include David W. Biegler, Victor E. Grijalva, Howard B. Sheppard and William L. Trubeck. Dynegy also intends to add an additional outside independent director to its Board and to the Special Committee immediately through discussions it will commence with Seneca Capital. "We are committed to moving Dynegy forward and, because we believe stockholders will not approve the transaction with Blackstone, the Board will initiate an open strategic alternatives process to maximize stockholder value," said, Bruce A. Williamson, Chairman, President and Chief Executive Officer of Dynegy Inc. "We will immediately engage interested parties, including Seneca Capital and Icahn Associates, who may have an interest in making an offer to acquire Dynegy. We look forward to maintaining an open and productive dialogue with our stockholders and believe the steps being taken by the Dynegy Board make it clear that we are continuing to actively work to enhance stockholder value." Restructuring Advisors In addition to evaluating the potential sale of the company, the Special Committee will evaluate the company's forecasts and current commodity and financial market conditions as well as Dynegy's strategic alternatives. Dynegy intends to retain an independent financial restructuring advisor to conduct a review that will include strategic alternatives to create stockholder value, including management's previous analysis of individual asset sales, debt restructuring and cost cutting opportunities. The independent financial restructuring advisor will present its recommendations to the Special Committee. Goldman, Sachs & Co. and Greenhill & Co., LLC are serving as financial advisors for the open strategic alternatives process. Sullivan & Cromwell LLP is serving as legal counsel to Dynegy. Seneca on Board Dynegy will engage with Seneca Capital regarding the immediate appointment of a qualified, independent candidate to the Dynegy Board of Directors. The Dynegy Board currently consists of six members, five of whom are independent. Dynegy said the independent Inspector of the Meeting, IVS Associates, Inc., will tabulate all proxies and ballots submitted at the Special Meeting. Final results will be released after the votes have been tabulated and certified, which Dynegy expects to occur within approximately two weeks. About Dynegy Inc. Through its subsidiaries, Houston, Texas-based Dynegy Inc. (NYSE:DYN) -- http://www.dynegy.com/-- produces and sells electric energy, capacity and ancillary services in key U.S. markets. The power generation portfolio consists of approximately 12,200 megawatts of baseload, intermediate and peaking power plants fueled by a mix of natural gas, coal and fuel oil. Dynegy Inc. and Dynegy Holdings each has a 'B-' issuer default rating from Fitch. In October 2010, Moody's Investors Service lowered the ratings of Dynegy Holdings, including its Corporate Family Rating, to Caa1 from B3 along with the ratings of various affiliates or parent company Dynegy Inc. The rating outlook for DHI and Dynegy remains negative. The rating action follows the expiration of the 40-day "go shop" period, increasing the probability that Dynegy will be acquired by an affiliate of The Blackstone Group L.P. in a transaction valued at approximately $4.7 billion, including the assumption of existing debt. Moody's said Dynegy's financial profile is expected to be quite fragile, particularly during 2011 and 2012, when the company is projected to generate both negative operating cash flow and negative free cash flow due to weak operating margins and the required funding of their capital investment programs. To the extent that the transactions with Blackstone and NRG are not completed, Moody's said downward rating pressure at DHI and Dynegy will continue to exist given the weak financial prospects for the company over the next few years coupled with the liquidity concerns. DYNEGY INC: Adopts Stockholder Protection Rights Plan ----------------------------------------------------- Dynegy Inc. said its Board of Directors has adopted a Stockholder Protection Rights Plan and declared a dividend of one stock purchase right for each share of common stock held by stockholders of record as of the close of business on December 2, 2010. The Board of Directors adopted this short term, narrowly tailored Rights Plan to prevent any person from obtaining control or de facto control of Dynegy without offering a control premium to all Dynegy stockholders. The issuance of the Rights is not intended to prevent a sale of control of the company that is determined by the Board of Directors to be fair, advisable and in the best interests of all Dynegy stockholders. The Rights Plan provides that, unless terminated earlier by the company, the Rights will expire following Dynegy's next annual meeting of stockholders after the filing of Dynegy's annual report on Form 10-K for the fiscal year 2010, unless the Rights Plan is approved by Dynegy's stockholders (in which case it will expire at the first subsequent annual meeting at which it is not approved by a stockholder vote). The Rights will be distributable to stockholders on the next business day following the earliest of (i) the tenth business day after the commencement of a tender or exchange offer that, if consummated, would result in any person owning 10% or more of Dynegy's common stock (unless Dynegy's Board of Directors decides to delay the distribution), (ii) Dynegy announcing that a person or group has acquired 10% or more of Dynegy's common stock, and (iii) any person or group acquiring more than 30% of Dynegy's common stock. Following such distribution, each Right will entitle its holder to purchase fractions of Participating Preferred Stock having economic and voting terms similar to those of one share of the Company's common stock for an exercise price of $12.50 (subject to adjustment). The Rights will be exercisable for shares of Dynegy common stock if Dynegy announces that a person or group has acquired 10% or more of Dynegy's common stock or any person or group acquires more than 30% of Dynegy's common stock. Under the Rights Plan, synthetic ownership of Dynegy's common stock in the form of certain derivative securities counts towards the 10% and 30% ownership thresholds, if Dynegy's Board of Directors determines that the owner of such derivative securities is seeking to use the existence of such securities for the purpose or effect of changing or influencing control of the company. Dynegy's Board has made such a determination with respect to certain Icahn affiliated entities and with respect to Seneca Capital entities. The Rights Plan exempts any person owning 10% or more of Dynegy's common stock as of the announcement of the Rights Plan. However, the Rights also will be exercisable if a person or group that already owns 10% or more of Dynegy's common stock acquires any additional shares (including through derivatives, but other than pursuant to a dividend or distribution paid or made by the company or pursuant to a stock split or reclassification). The Rights Plan also exempts from its provisions all-cash, fully financed offers for all outstanding shares of Dynegy's common stock that provide for a per share price in excess of $5.00 and meet certain other requirements. If the Rights become exercisable for Dynegy's common stock, all Rights holders (other than the person or group triggering the Rights) will be entitled to purchase Dynegy's common stock at a 50% discount. For example, if at the time the Rights become exercisable for Dynegy's common stock the exercise price is still $12.50 and Dynegy's common stock has a per share market value of $5, each Right would be exercisable for five shares of common stock ($25 of market value) at an exercise price of $12.50, i.e., five shares of common stock at a 50% discount. Rights held by the person or group triggering the Rights will become void and will not be exercisable. If any person or group acquires between 10% and 50% of Dynegy's common stock, Dynegy's Board of Directors may, at its option, cause the exchange of one share of Dynegy common stock for each Right. The distribution of the Rights is not taxable to stockholders. Until their distribution, the Rights will trade with Dynegy's common stock. The Dynegy Board may terminate the Rights Plan prior to the time the Rights are triggered. Further details about the Rights Plan will be contained in a Form 8-K to be filed with the Securities and Exchange Commission by Dynegy. Dynegy will also mail a letter to stockholders regarding the Rights Plan along with a summary of certain terms of the Rights Plan. About Dynegy Inc. Through its subsidiaries, Houston, Texas-based Dynegy Inc. (NYSE:DYN) -- http://www.dynegy.com/-- produces and sells electric energy, capacity and ancillary services in key U.S. markets. The power generation portfolio consists of approximately 12,200 megawatts of baseload, intermediate and peaking power plants fueled by a mix of natural gas, coal and fuel oil. Dynegy Inc. and Dynegy Holdings each has a 'B-' issuer default rating from Fitch. In October 2010, Moody's Investors Service lowered the ratings of Dynegy Holdings, including its Corporate Family Rating, to Caa1 from B3 along with the ratings of various affiliates or parent company Dynegy Inc. The rating outlook for DHI and Dynegy remains negative. The rating action follows the expiration of the 40-day "go shop" period, increasing the probability that Dynegy will be acquired by an affiliate of The Blackstone Group L.P. in a transaction valued at approximately $4.7 billion, including the assumption of existing debt. Moody's said Dynegy's financial profile is expected to be quite fragile, particularly during 2011 and 2012, when the company is projected to generate both negative operating cash flow and negative free cash flow due to weak operating margins and the required funding of their capital investment programs. To the extent that the transactions with Blackstone and NRG are not completed, Moody's said downward rating pressure at DHI and Dynegy will continue to exist given the weak financial prospects for the company over the next few years coupled with the liquidity concerns. ECHO THERAPEUTICS: Net Loss Down to $582,840 in Q3 2010 ------------------------------------------------------- Echo Therapeutics, Inc., filed its quarterly report on Form 10-Q, reporting net loss of $582,840 for three months ended September 30, 2010, compared with net loss of $1,183,114 for the same period in 2009. For nine months ended September 30, the Company incurred net loss of $2,999,947 compared with net loss of $9,249,294 for the same period in 2009. The Company's balance sheet at September 30, showed total assets of $10,231,058, total liabilities of $2,369,326, and stockholders' equity of $7,861,732. A full-text copy of the Company's Form 10-Q is available for free at http://ResearchArchives.com/t/s?6f62 Going Concern Doubt Wolf & Company, P.C., expressed substantial doubt about the Company's ability to continue as a going concern after auditing the Company's financial statements for the year ended December 31, 2009. The independent auditors noted that the Company has suffered recurring losses from operations, has a significant accumulated deficit, has a significant working capital deficit and has been unable to raise sufficient capital to fund its operations. In the Form 10-Q, the Company stated, "As of September 30, the Company had cash of approximately $221,000, a working capital deficit of approximately $1,817,000 and an accumulated deficit of approximately $70,394,000. Although the Company has issued securities through senior promissory notes, secured promissory notes and a series of private placements to raise capital in order to fund its operations, it is not known whether the Company will be able to continue this practice or obtain other types of financing to meet its cash operating expenses. This, in turn, raises substantial doubt about the Company's ability to continue as a going concern. The management continues to pursue additional financing to fund its operations and the financing is expected to be obtained before the end of 2010; however, no assurances can be given as to the success of these plans." About Echo Therapeutics Franklin, Massachusetts-based Echo Therapeutics, Inc. is a transdermal medical device company with deep expertise in advanced skin permeation technology that is initially focused on diabetes care and needle-free drug delivery. ECOSPHERE TECHNOLOGIES: Delays Form 10-Q for Third Quarter ---------------------------------------------------------- Ecosphere Technologies Inc. said it could not timely file its quarterly report on Form 10-Q with the Securities and Exchange Commission because the Company is delaying the filing pending the outcome of discussions among the directors of Ecosphere Energy Services LLC, the Company's majority-owned subsidiary. The Board of Directors of EES is comprised of five designees of the Company and four designees of the non-controlling members of EES. The discussions are related to the restructuring of agreements relating to EES. The resolution of these discussions may significantly affect the disclosure in the Form 10-Q and the Company's future financial condition. The Troubled Company Reporter reported on September 24, 2010, that EES had net income of $4.7 million on $2.1 million of revenue for the three months ended June 30, 2010, compared with a net loss of $18.5 million on $154,041 of revenue for the same period of 2009. The Company's balance sheet at June 30, 2010, showed $9.9 million in total assets, $7.9 million in total liabilities, $3.8 million in redeemable convertible cumulative preferred stock, and a stockholders' deficit of $1.8 million. About Ecosphere Technologies Stuart, Fla.-based Ecosphere Technologies, Inc. (OTC BB: ESPH) -- http://www.ecospheretech.com/-- is a diversified water engineering and environmental services company. Ecosphere Technologies provides environmental services and technologies for use in large-scale and sustainable applications across industries, nations and ecosystems. As reported in the Troubled Company Reporter on April 6, 2010, Salberg & Company, P.A., in Boca Raton, Fla., 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 net loss for 2009, and working capital, stockholders' and accumulated deficits at December 31, 2009. ECOSPHERE TECHNOLOGIES: Thomas Wolfe Resigns as Director -------------------------------------------------------- Thomas Wolfe resigned as a director of Ecosphere Technologies Inc. on November 11, 2010, according to a Form 8-K filed with the Securities and Exchange Commission. About Ecosphere Technologies Stuart, Fla.-based Ecosphere Technologies, Inc. (OTC BB: ESPH) -- http://www.ecospheretech.com/-- is a diversified water engineering and environmental services company. Ecosphere Technologies provides environmental services and technologies for use in large-scale and sustainable applications across industries, nations and ecosystems. As reported in the Troubled Company Reporter on April 6, 2010, The Company's balance sheet at June 30, 2010, showed $9.9 million in total assets, $7.9 million in total liabilities, $3.8 million in redeemable convertible cumulative preferred stock, and a stockholders' deficit of $1.8 million. Salberg & Company, P.A., in Boca Raton, Fla., 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 net loss for 2009, and working capital, stockholders' and accumulated deficits at December 31, 2009. EDWARD WALTER: Voluntary Chapter 11 Case Summary ------------------------------------------------ Debtor: Edward Jeffrey Walter P.O. Box 2309 Vancouver, WA 98668 Bankruptcy Case No.: 10-49511 Chapter 11 Petition Date: November 18, 2010 Court: United States Bankruptcy Court Western District of Washington (Tacoma) Judge: Paul B. Snyder Debtor's Counsel: Roger J. Sharp, Esq. SHARP LAW PC 4400 NE 77th Ave Ste 275 Vancouver, WA 98662 Tel: (360) 635-1653 E-mail: bankruptcyplus@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. ELEPHANT TALK: Incurs $25 Mil. Net Loss in Third Quarter -------------------------------------------------------- Elephant Talk Communications Inc. filed its quarterly report on Form 10-Q, reporting a net loss of $25.84 million on $9.04 million on revenues for the three months ended Sept. 30, 2010, compared with a net loss of $5.63 million on $11.45 million of revenues for the same period a year ago. The Company's balance sheet at Sept. 30, 2010, showed $41.68 million in total assets, $69.79 million in total liabilities, and a stockholders' deficit of $28.10 million. Stockholders' deficit was $14.9 million at June 30, 2010. A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6f56 About Elephant Talk Lutz, Fla.-based Elephant Talk Communications, Inc. (OTC BB: ETAK) -- http://www.elephanttalk.com/-- is an international provider of business software and services to the telecommunications and financial services industry. * * * As reported in the Troubled Company Reporter on April 7, 2010, BDO Seidman, LLP expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's results for 2009. The independent auditors noted that the Company incurred a net loss of $17.4 million, used cash in operations of $5.4 million and had an accumulated deficit of $62.3 million. ENERJEX RESOURCES: Incurs $954,105 Net Loss in Sept. 30 Quarter --------------------------------------------------------------- EnerJex Resources Inc. filed its quarterly report on Form 10-Q, reporting a net loss of $954,105 on $897,219 of oil and natural gas revenues for the three months ended Sept. 30, 2010, compared with a net loss of $543,763 on $1.39 million of oil and natural gas revenues for the same period a year ago. The Company's balance sheet at Sept. 30, 2010, showed $6.41 million in total assets, $14.05 million in total liabilities, and a stockholders' deficit of $7.63 million. A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6f73 As reported in the Troubled Company Reporter on July 21, 2010, Weaver & Martin, LLC, in Kansas City, Missouri, expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's results for the year ended March 31, 2010. The independent auditors noted that the Company has suffered recurring losses and had negative cash flows. About EnerJex Resources Overland Park, Kansas-based EnerJex Resources, Inc., formerly known as Millennium Plastics Corporation, is an oil and natural gas acquisition, exploration and development company. The Company's oil and natural gas acquisition and development activities are currently focused in Eastern Kansas. ESTES HOLDING: Case Summary & 3 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Estes Holding Company I, LLC aka Estes Holdings I, LLC 4175 Blackstone Avenue Fresno, CA 93726 Bankruptcy Case No.: 10-63380 Chapter 11 Petition Date: November 19, 2010 Court: U.S. Bankruptcy Court Eastern District of California (Fresno) Judge: W. Richard Lee Debtor's Counsel: Riley C. Walter, Esq. 8305 N. Fresno Street, #410 Fresno, CA 93720 Tel: (559) 435-9800 Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's three largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/caeb10-63380.pdf The petition was signed by Jim Estes, member. EXIDE TECHNOLOGIES: Objects to Chloride Group, LIGA Claims ---------------------------------------------------------- Exide Technologies asks the Bankruptcy Court to disallow and expunge Claim No. 2877 filed by Chloride Group and Claim No. 2674 filed by Louisiana Insurance Guaranty Association. Exide argues that both creditors did not file documents in support of their claims and that they failed to allege facts or damages necessary to support a compensable claim. Louisiana Insurance filed Claim No. 2674 on account of the payment it made to a certain Jessie Lee Williams who got injured while working for Savard Labor and Professional Staffing at Exide Corp. in Louisiana. Chloride Group, meanwhile, asserts trademark rights under a trademark exchange agreement. About Exide Technologies Headquartered in Princeton, New Jersey, Exide Technologies (NASDAQ: XIDE) -- http://www.exide.com/-- manufactures and distributes lead acid batteries and other related electrical energy storage products. The Company filed for Chapter 11 protection on April 14, 2002 (Bankr. Del. Case No. 02-11125). Matthew N. Kleiman, Esq., and Kirk A. Kennedy, Esq., at Kirkland & Ellis, and James E. O'Neill, Esq., at Pachulski Stang Ziehl & Jones LLP represented the Debtors in their successful restructuring. The Court confirmed Exide's Amended Joint Chapter 11 Plan on April 20, 2004. The plan took effect on May 5, 2004. While it has emerged from Bankruptcy, reorganized Exide is still resolving claims filed against it in the Bankruptcy Court. * * * Reorganized Exide carries 'B' issuer credit ratings from Standard & Poor's. In August 2010, when it affirmed the ratings, S&P explained, "The ratings on Exide reflect S&P's expectation that sales and profitability will improve gradually as demand increases. The ratings also reflect Exide's vulnerable business risk profile, marked by tough competition in the automotive and industrial battery businesses, exposure to volatile lead prices, and high fixed costs and capital intensity." Exide has 'B3' corporate family and probability of default ratings from Moody's Investors Service. In July 2008, Moody's upgraded the rating to 'B3' from 'Caa1'. EXIDE TECHNOLOGIES: Seeks Dismissal of Suit vs. EnerSys ------------------------------------------------------- Exide Technologies asks the Bankruptcy Court to deny the motion to dismiss its complaint against EnerSys. Exide earlier filed a complaint seeking a declaratory judgment that the rights of EnerSys under their pre-bankruptcy agreement constitute a claim that was discharged by confirmation of the Exide's Joint Plan of Reorganization. The agreement refers to EnerSys' license to use the Exide trademark on industrial batteries. The complaint was filed after the U.S. Court of Appeals for the Third Circuit handed down a ruling that the agreement was not an executory contract because EnerSys performed its obligations under that agreement prior to Exide's bankruptcy filing. Exide's lawyer, James O'Neill, Esq., at Pachulski Stang Ziehl & Jones LLP, says EnerSys argues in its motion to dismiss for a narrow interpretation of "claim" which is inconsistent with controlling case law. Mr. O'Neill refutes in particular EnerSys' argument that its right to an equitable remedy under the agreement does not give rise to a right to payment and, therefore, does not constitute a claim under the Bankruptcy Code. Mr. O'Neill argues that EnerSys has a "claim" under the agreement as defined under Section 101(5) of the Bankruptcy Code. Section 101(5) provides that a claim means a "right to an equitable remedy for breach of performance if that breach gives rise to a right to payment, whether or not that right to an equitable remedy is reduced to judgment, fixed, contingent, matured, unmatured, disputed, undisputed, secured or unsecured." Mr. O'Neill further argues that EnerSys' motion should be denied because the complaint states a claim upon which relief may be granted to Exide. "The complaint alleges that EnerSys' rights under the agreement constitute a claim that was discharged by confirmation of the plan," Mr. O'Neill says, adding that the complaint also alleges that the trademark vested in Exide free of EnerSys' right to use the trademark under the agreement. According to Mr. O'Neill, Exide's entitlement to relief is based on the proposition that the damages suffered by EnerSys from the use of the trademark can be calculated with reasonable certainty, making any of EnerSys' rights under the agreement a claim according to Section 101(5). EnerSys Responds EnerSys points out that Exide did not breach any performance obligations owed to EnerSys under the agreement prior to the confirmation of the restructuring plan. "As a result, regardless of whether money damages would or would not be easy to calculate, EnerSys' rights under the trademark agreement cannot possibly give rise to dischargeable claims," says EnerSys' lawyer, Maria Aprile Sawczuk, Esq., at Stevens & Lee P.C., in Wilmington, Delaware. Ms. Sawczuk further argues that even if Exide had breached the agreement pre-confirmation, EnerSys' rights would still not be dischargeable claims since money damages would not be a viable alternative to EnerSys' equitable rights to enjoin any breach of the agreement. She points out that the trademarks are unique assets for which no reliable information about substitutes is readily available, and without the information, no court could determine the amount of damages with the required degree of certainty. EnerSys informs the Court that it has already completed the briefing, and asks for oral argument in connection with its motion to dismiss the complaint. About Exide Technologies Headquartered in Princeton, New Jersey, Exide Technologies (NASDAQ: XIDE) -- http://www.exide.com/-- manufactures and distributes lead acid batteries and other related electrical energy storage products. The Company filed for Chapter 11 protection on April 14, 2002 (Bankr. Del. Case No. 02-11125). Matthew N. Kleiman, Esq., and Kirk A. Kennedy, Esq., at Kirkland & Ellis, and James E. O'Neill, Esq., at Pachulski Stang Ziehl & Jones LLP represented the Debtors in their successful restructuring. The Court confirmed Exide's Amended Joint Chapter 11 Plan on April 20, 2004. The plan took effect on May 5, 2004. While it has emerged from Bankruptcy, reorganized Exide is still resolving claims filed against it in the Bankruptcy Court. * * * Reorganized Exide carries 'B' issuer credit ratings from Standard & Poor's. In August 2010, when it affirmed the ratings, S&P explained, "The ratings on Exide reflect S&P's expectation that sales and profitability will improve gradually as demand increases. The ratings also reflect Exide's vulnerable business risk profile, marked by tough competition in the automotive and industrial battery businesses, exposure to volatile lead prices, and high fixed costs and capital intensity." Exide has 'B3' corporate family and probability of default ratings from Moody's Investors Service. In July 2008, Moody's upgraded the rating to 'B3' from 'Caa1'. EXIDE TECHNOLOGIES: Wants Until Jan. 31 to Object to Claims ----------------------------------------------------------- Exide Technologies seeks an order from the U.S. Bankruptcy Court for the District of Delaware further extending the period within which it may file objections to claims until January 31, 2011. James O'Neill, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware, says the proposed extension will give Exide enough time to evaluate or even resolve the remaining claims that were filed against the company. Over 6,100 proofs of claim aggregating $4.4 billion were filed against Exide. These do not include about 1,100 proofs of claim that were filed as unliquidated claims. As of October 29, 2010, about 6,062 claims have been reviewed and resolved, reducing the total amount of outstanding claims by over $3.4 billion. Exide has also completed 21 quarterly distributions to creditors under its confirmed restructuring plan, consisting of distributions on approximately 2,608 claims for about $1.67 billion. Since July 28, 2010, Exide has not filed any omnibus objections to claims but has filed individual objections to claims and made considerable progress including continued settlement negotiations with respect to the remaining claims, according to Mr. O'Neill. The Court will consider approval of the proposed extension at the hearing scheduled for December 16, 2010. By application of Del.Bankr.LR 9006-2, the Claims Bar Date is extended until the conclusion of that hearing. Claimants have until December 9, 2010, to file their objections to the proposed extension. About Exide Technologies Headquartered in Princeton, New Jersey, Exide Technologies (NASDAQ: XIDE) -- http://www.exide.com/-- manufactures and distributes lead acid batteries and other related electrical energy storage products. The Company filed for Chapter 11 protection on April 14, 2002 (Bankr. Del. Case No. 02-11125). Matthew N. Kleiman, Esq., and Kirk A. Kennedy, Esq., at Kirkland & Ellis, and James E. O'Neill, Esq., at Pachulski Stang Ziehl & Jones LLP represented the Debtors in their successful restructuring. The Court confirmed Exide's Amended Joint Chapter 11 Plan on April 20, 2004. The plan took effect on May 5, 2004. While it has emerged from Bankruptcy, reorganized Exide is still resolving claims filed against it in the Bankruptcy Court. * * * Reorganized Exide carries 'B' issuer credit ratings from Standard & Poor's. In August 2010, when it affirmed the ratings, S&P explained, "The ratings on Exide reflect S&P's expectation that sales and profitability will improve gradually as demand increases. The ratings also reflect Exide's vulnerable business risk profile, marked by tough competition in the automotive and industrial battery businesses, exposure to volatile lead prices, and high fixed costs and capital intensity." Exide has 'B3' corporate family and probability of default ratings from Moody's Investors Service. In July 2008, Moody's upgraded the rating to 'B3' from 'Caa1'. FANNIE MAE: CFO David Johns Will Resign by Year's End ----------------------------------------------------- On November 12, 2010, David M. Johnson, Executive Vice President and Chief Financial Officer of Fannie Mae formally, the Federal National Mortgage Association, said he would be resigning from the Company no later than the end of 2010. Until a successor to Mr. Johnson is named, David C. Hisey will assume Mr. Johnson's responsibilities as Chief Financial Officer. Mr. Hisey has been Fannie Mae's Executive Vice President and Deputy Chief Financial Officer since November 2008. Mr. Hisey previously served as Executive Vice President and Chief Financial Officer from August to November 2008, as Senior Vice President and Controller from February 2005 to August 2008 and as Senior Vice President, Financial Controls and Operations from January to February 2005. Prior to joining Fannie Mae, Mr. Hisey was Corporate Vice President of Financial Services Consulting, Managing Director and practice leader of the Lending and Leasing Group of BearingPoint, Inc., a management consulting and systems integration company. Prior to joining BearingPoint in 2000, Mr. Hisey was an audit partner with KPMG, LLP. Mr. Hisey serves as the Company's principal accounting officer and is a certified public accountant. There have been no changes to Mr. Hisey's compensation. 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. FIRST NATIONAL: Mulling Wind-Down; Insolvent After Bank Closed -------------------------------------------------------------- First National Bancshares Inc. said it could not timely file its quarterly report on Form 10-Q for the period ended Sept. 30, 2010, with the Securities and Exchange Commission because it is currently unable to estimate the change in its results of operations as it is evaluating the financial effect of the closure of its wholly owned national bank subsidiary. However, as a result of the closure of the Bank, the amount of the Company's liabilities currently exceed the amount of its remaining assets. Accordingly, the Company is currently evaluating the methods of the winding down the Company's operations. In July this year, the Office of the Comptroller of the Currency closed First National Bank of the South, the Company's wholly owned national banking association subsidiary, and the Federal Deposit Insurance Corporation was appointed as receiver of the Bank. The Company's principal assets are the capital stock held in the Bank, and the only source of income for the Company was the Bank. As a result of these events, the Company is without the personnel or resources to complete the Form 10-Q. The Company will conduct no business other than in connection with the winding down of its operations. About First National Bancshares First National Bancshares, Inc., (FNSC.OB) is a holding company, based in Spartanburg, South Carolina. First National Bancshares was incorporated in 1999 to conduct general banking business. The Company's balance sheet as of March 31, 2010, showed $676.1 million in total assets, $685.0 million in total liabilities, and a stockholders' deficit of $8.9 million. Liabilities included $605.36 million in deposits at its bank subsidiary. On July 16, 2010, the Company's wholly owned national bank subsidiary, First National Bank of the South, was closed by the Office of the Comptroller of the Currency, and the Federal Deposit Insurance Corporation was named as receiver of the Bank. The Company is currently exploring methods of winding down its operations. According to the FDIC, First National Bank of the South had total assets of $682.0 million and total deposits of $610.1 million at March 31, 2010. FLINT TELECOM: Posts $2.09 Million Net Loss in Third Quarter ------------------------------------------------------------ Flint Telecom Group, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $2.09 million on $4.44 million of revenue for the three months ended September 30, 2010, compared with a net loss of $3.05 million on $4.60 million of revenue for the same period of 2009. The Company's balance sheet as of September 30, 2010, showed $2.16 million in total assets, $14.84 million in total liabilities, and a stockholders' deficit of $12.68 million. Flint had an accumulated stockholders' deficit of $12.67 million and a working capital deficit of $12.91 million as of September 30, 2010. "As of the date of this filing we are currently in default on a number of notes payable and other debt repayment plans," the Company said in the Form 10-Q. "We have also not made any dividend payments on our Series E preferred stock as these payments have become due." As reported in the Troubled Company Reporter on October 26, 2010, L.L, Bradford & Company, LLC, in Las Vegas, Nev., expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's results for the fiscal year ended June 30, 2010. The independent auditors noted that the Company has suffered losses from operations, negative cash flows from operations and current liabilities exceed current assets. A full-text copy of the Form 10-Q is available for free at http://researcharchives.com/t/s?6f80 About Flint Telecom Overland Park, Kan.-based Flint Telecom Group, Inc. (OTC BB: FLTT) -- http://www.flinttelecomgroup.com/-- delivers next-generation IP communications Products and Services. As part of the Company's ongoing emphasis on streamlining its operations and reaching sustainable profitability, during the year ended June 30, 2010, the Company shut down and disposed of four operating companies: CVC Int'l, Phone House Inc. of Florida, Dial-Tone Communications and Starcom Alliance. FLORIDA GAMING: Posts $2 Million Net Loss in Q3 2010 ---------------------------------------------------- Florida Gaming Corporation filed its quarterly report on Form 10-Q, showing a net loss of $2.01 million on $2.00 million of revenue for the three months ended March 31, 2010, compared with a net loss of $1.60 on $3.29 million of revenue for the same period of 2009. The Company's cash and cash equivalents at September 30, 2010, was $505,731. At September 30, 2010, the Company had a negative working capital of $17.36 million. During the nine months ended September 30, 2010, net cash used in Company's operating activities was $948,931 compared to net cash used in operating activities of $2.03 million during the nine months ended September 30, 2010. The Company's balance sheet as of September 30, 2010, showed $15.40 million in assets, $20.77 million in total liabilities, and a stockholders' deficit of $5.37 million. King + Company, PSC, in Louisville, Kentucky, expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's 2009 results. The independent auditors noted that the Company has suffered recurring losses from operations and cash flow deficiencies. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?6f65 Florida Gaming Corporation operates live Jai Alai games at frontons in Ft. Pierce, and Miami, Florida through its Florida Gaming Centers, Inc. subsidiary. The Company also conducts intertrack wagering (ITW) on jai alai, horse racing and dog racing from its facilities. Poker is played at the Miami and Ft. Pierce Jai-Alai, and dominoes are played at the Miami Jai-Alai. In addition, the Company operates Tara Club Estates, Inc., a residential real estate development located near Atlanta in Walton County, Georgia. Approximately 46.2% of the Company's common stock is controlled by the Company's Chairman and CEO either directly or beneficially through his ownership of Freedom Holding, Inc. The Company is based in Miami, Florida. FORMTECH INDUSTRIES: Magna Loses Setoff & Recoupment Argument ------------------------------------------------------------- WestLaw reports that former customers of Chapter 11 debtors failed the same transaction test in seeking to recoup damages resulting from the debtors' rejection of their supply contracts from the accounts receivable that were owed by them and were sold to the buyer of substantially all of the debtors' assets. The auto parts for which payment was owed pursuant to the accounts receivable had already been delivered to the former customers, whereas their recoupment claim did not relate to the debtors' performance or to delivered goods, but to breach of future obligations unconnected to the accounts receivable. In re Formtech Industries, LLC, --- B.R. ----, 2010 WL 4663699 (Bankr. D. Del.) (Walrath, J.). A copy of the Honorable Mary F. Walrath's Memorandum Opinion in HHI Formtech, LLC v. Magna Powertrain USA, Inc., et al., Adv Pro. No. 10-50186 (Bankr. D. Del. Nov. 17, 2010), is available at: http://www.deb.uscourts.gov/Opinions/2010/mfw111710_10-50186.pdf Based in Royal Oak, Michigan, FormTech Industries LLC -- http://www.formtech2.com/-- is one of the largest manufacturers of forged automotive parts in North America. The Company and its affiliate, FormTech Industries Holdings LLC, sought Chapter 11 protection (Bankr. D. Del. Case Nos. 09-12964 and 09-12965) on Aug. 26, 2009. Lynn M. Brimer, Esq., Meredith E. Taunt, Esq., and Andrew A. Ayar, Esq., at Strobl & Sharp, P.C., represent the Debtors. The Debtors selected Steven M. Yoder, Esq., Jeremy W. Ryan, Esq., and, R. Stephen McNeill, Esq., at Potter Anderson & Corroon LLP, as Delaware co-counsel, and Kurtzman Carson Consultants LLC, as claims agent. In its petition, FormTech Industries LLC estimated assets of $100 million to $500 million, and debts of $50 million to $100 million. KPS Capital Partners, LP's portfolio company, Hephaestus Holdings, Inc., acquired substantially all of FormTech's assets in Oct. 2009 for about $40 million. FRANKLIN CREDIT: Posts $20.3 Million Net Loss in Q3 2010 -------------------------------------------------------- Franklin Credit Holding Corporation filed its quarterly report on Form 10-Q, reporting a net loss attributed to common stockholders of $20.3 million on $4.1 million of total revenues for the three months ended September 30, 2010, compared with a net loss attributed to common stockholders of $9.6 million on $21.0 million of total revenues for the same period of 2009. The Company is expressly prohibited by its bank, The Huntington National Bank, from acquiring or originating loans. "Any event of default under the March 31, 2009 Restructuring Agreements, as amended, or failure to successfully renew these Restructuring Agreements or enter into new credit facilities with Huntington prior to their scheduled maturity, could entitle Huntington to declare the Company's indebtedness immediately due and payable. Without the continued cooperation and assistance from Huntington, the consolidated Franklin Holding's ability to continue as a viable business is in substantial doubt, and it may not be able to continue as a going concern. At September 30, 2010, and December 31, 2009, the Company's stockholders' deficit was $839.7 million and $806.8 million, respectively." The Company's balance sheet as of September 30, 2010, showed $530.1 million in total assets, $1.370 billion in total liabilities, and a stockholders' deficit of $839.7 million. Marcum LLP, in New York, 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 and stockholders' deficit. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?6f7f Franklin Credit Holding Corporation (OTC BB: FCMC) -- http://www.franklincredit.com/-- is a specialty consumer finance company primarily engaged in the servicing and resolution of performing, reperforming and nonperforming residential mortgage loans, including specialized loan recovery servicing, and in the analysis, pricing, due diligence and acquisition of residential mortgage portfolios for third parties. The Company's executive, administrative and operations offices are located in Jersey City, N.J. FRED LEIGHTON: Former Owner Arrested; Faces Fraud Charges --------------------------------------------------------- Bankruptcy Law360 reports that the former owner of Fred Leighton Holdings Inc. was arrested Monday by U.S. postal inspectors on charges that he lied during the company's Chapter 11 proceedings and embezzled more than $40 million in connection with $217 million in loans from a Bank of America Corp. subsidiary and others as part of a scheme to profit from the bankruptcy. Fred Leighton Holding, Inc. -- http://www.fredleighton.com/-- is a New York-based jewelry retailer owned by Ralph O. Emerian. Fred Leighton has decked countless red-carpet-dwellers in diamonds, including Sarah Jessica Parker, Nicole Kidman, and Catherine Zeta- Jones. Fred Leighton and its affiliates filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code on April 15, 2008 (Bankr. S.D.N.Y., Case No. 08-11363). Joshua Joseph Angel, Esq., and Frederick E. Schmidt, Esq., at Herrick, Feinstein LLP, in New York, represent the Debtors. The Official Committee of Unsecured Creditors has retained Michael Z. Brownstein, Esq., and Rocco A. Cavaliere, Esq., at Blank Rome LLP, as counsel. Fred Leighton listed total assets of $128,551,467 and total liabilities of $134,814,367 in its schedules. The Bankruptcy Court approved in November 2009 the sale of Fred Leighton Holding Inc.'s business operations for $25.8 million in cash to investors including a group of private equity firms and estate jewelry seller Windsor Jewelers Inc. GENERAL GROWTH: Has Deal Estimating Seaport Plaintiffs Claims ------------------------------------------------------------- General Growth Properties, Inc., South Street Seaport Limited Partnership, Seaport Marketplace, LLC, and the "Seaport Plaintiffs" entered into a stipulation estimating the maximum aggregate amount of claims filed by the Seaport Plaintiffs against GGP and the Seaport Debtors. A list of the Seaport Plaintiffs is available for free at: http://bankrupt.com/misc/ggp_SeaportPlaintiffs.pdf In November 2004, the Seaport Plaintiffs filed a series of complaints in the Supreme Court of the State of New York, New York County, alleging that the Seaport Debtors, among other things, breached the Seaport Plaintiffs' leases at the property commonly known as the South Street Seaport. The Supreme Court Appellate Division, First Department, later affirmed the dismissal of all defendants except Seaport L.P. and its general partner, Seaport Marketplace LLC, and dismissed all claims except for the breach of lease claims. Each of the complaints and counterclaims filed by the parties has been consolidated into a single action before the New York Supreme Court. The Seaport Plaintiffs filed 55 claims in these Chapter 11 cases arising from the Seaport Litigation. To resolve their disputes, the parties agree that the Seaport Plaintiffs will file one proof of claim against Seaport Marketplace, LLC, and one proof of claim against Seaport L.P. The Consolidated Proofs of Claim will contain all of the claims of the Seaport Plaintiffs against the particular Seaport Debtor arising from the Seaport Litigation. The Consolidated Proofs of Claim will be deemed timely filed in the Chapter 11 cases. The maximum amount asserted on each Consolidated Proof of Claim will not exceed $20,000,000. If the Seaport Litigation results in a recovery for the Seaport Plaintiffs, the Seaport Debtors will be jointly and severally liable for the total amount of that judgment; provided, however, that under no circumstances will the total recovery for the Seaport Plaintiffs arising from the Seaport Litigation exceed $20,000,000 for all purposes, including estimation, voting and distribution. The Seaport Plaintiffs will not file any proofs of claim against any other Debtors for claims arising from the Seaport Litigation, other than the Consolidated Proofs of Claim. The Parties clarify that this stipulation is not an adjudication of the merits of the Seaport Litigation or the Seaport Claims, as the Seaport Debtors believe that the Seaport Litigation will ultimately result in no recovery for the Seaport Plaintiffs. The Parties' Stipulation will be deemed null and void if it is not approved by the U.S. Bankruptcy Court for the Southern District of New York on or before December 31, 2010. ilable for free at http://bankrupt.com/misc/ggp_sept2010mor.pdf 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. General Growth Properties on November 9, 2010, successfully completed the final steps of its financial restructuring and emerged from Chapter 11. GGP successfully 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 November 10 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. 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: Proposes to Release Professional Fee Holdbacks -------------------------------------------------------------- General Growth Properties Inc. and its units seek the Bankruptcy Court's permission to pay a portion of the substantial holdbacks of professional fees that have accumulated during the pendency of their Chapter 11 cases: Current Proposed Period Holdback Holdback ------ -------- -------- First Interim 20% 0% Second Interim 20% 10% Third Interim 20% 10% Monthly Statements July 2010 20% 10% In April 2010, the Court adjourned the hearing to consider the Second Interim Fee Applications until the time the Court establishes a final fee hearing. On the instruction of the Court and with the consent of the Fee Committee, the Second and Third Interim Fee Applications, along with any further applications for final allowances, will be considered collectively at the time of the final fee hearing. In accordance with the Interim Compensation Order, the Debtors have continued to pay 80% of the professional fees and 100% of the expenses incurred during the Second and Third Interim periods Specifically, the Debtors seek the Court's permission to promptly pay: (i) the full amount of the holdbacks related to the First Interim Fee Applications which have already been fully considered and approved by the Court; (ii) 50% of the amounts held back in connection with the Second and Third Interim Fee Applications, reserving 10% of the total professional fees sought during these periods to allow the Court flexibility to make necessary adjustments at the final fee hearing; and (iii) 50% of the amounts held back in connection with the monthly statements filed to cover professional fees for services rendered between July and October 2010, reserving 10% of the total professional fees sought during these periods to allow the Court flexibility to make necessary adjustments at the final fee hearing. The Debtors also seek a minor modification of the Interim Compensation Order to eliminate the requirement that professionals file fourth interim fee applications. Releasing certain holdbacks is an appropriate exercise of the Court's discretion given the successful confirmation of consensual plans of reorganization for all Debtors and the significant amount of professional fees withheld throughout the course of the Chapter 11 cases, Adam P. Strochak, Esq., at Weil, Gotshal & Manges LLP, in New York, asserts. As the Court noted at the confirmation hearing on October 21, 2010, the work of the Professionals for the Debtors and their creditor and shareholder constituencies facilitated the successful outcome of the Chapter 11 cases, he relates. Authorizing the Debtors to promptly pay certain holdbacks will also permit the Debtors to pay professionals before year end for services rendered while still maintaining a sufficient reserve for this Court to make any necessary adjustments at the time of the final fee hearing, Mr. Strochak insists. In addition, modification of the Interim Compensation Order will minimize costs to the Debtors' estates while not detracting from the ability of the Fee Committee, the U.S. Trustee for Region 3 or any party in interest to review the fees and expenses of the Professionals in the Debtors' Chapter 11 cases, Mr. Strochak points out. Indeed, incorporating the period July 2010 to October 2010 in the final fee application will save the Debtors' estates to cost of preparation and review of an unnecessary set of interim applications, he maintains. At the Debtors' behest, the Court shortened the notice period on the Motion to Release and set the Motion to Release for hearing on November 18, 2010. Objections are due November 16. 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. General Growth Properties on November 9, 2010, successfully completed the final steps of its financial restructuring and emerged from Chapter 11. GGP successfully 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 November 10 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. 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 MOTORS: Saudi Prince Buys 1% Stake for $500 Million ----------------------------------------------------------- Dow Jones Newswires' Summer Said reports Saudi Arabia's billionaire Prince Alwaleed bin Talal said Tuesday he purchased a $500 million stake in General Motors Co., equal to roughly 1% of the company. Dow Jones notes Prince Alwaleed, long the Middle East's wealthiest businessman, is among foreign investors that bought a chunk of GM through the company's initial public offering last week. About 10% of the shares sold in the company's IPO went to investors outside North America, GM said. According to Dow Jones, Prince Alwaleed's Kingdom Holding Co. said the decision to invest was based on "the global strength of the General Motors brand, the relatively attractive offering price, and the company's growth prospects in Brazil and China." GM declined to comment on the prince's stake. Prince Alwaleed is currently the largest single shareholder in bailed-out bank Citigroup Inc. Dow Jones says China's largest auto maker, SAIC Motor Corp., bought $500 million of shares in the IPO. SAIC and GM have had a partnership in China since the 1990s, where GM now sells more vehicles than in the U.S. Dow Jones also relates the Treasury confirmed Tuesday that it received $11.7 billion in net proceeds from selling 358.5 million of its GM common shares in the IPO. About General Motors With its global headquarters in Detroit, Michigan, General Motors Company -- http://www.gm.com/-- is one of the world's largest automakers. GM employs 205,000 people in every major region of the world and does business in some 157 countries. GM and its strategic partners produce cars and trucks in 31 countries, and sell and service these vehicles through the following brands: Buick, Cadillac, Chevrolet, FAW, GMC, Daewoo, Holden, Jiefang, Opel, Vauxhall and Wuling. GM's largest national market is China, followed by the United States, Brazil, Germany, the United Kingdom, Canada, and Italy. GM's OnStar subsidiary is the industry leader in vehicle safety, security and information services. General Motors Co. is 60.8% owned by the U.S. Government. It was formed to acquire the operations of General Motors Corporation through a sale under 11 U.S.C. Sec. 363 following Old GM's bankruptcy filing. The deal was closed on July 10, 2009, and Old GM changed its name to Motors Liquidation Co. Old GM remains subject to a pending Chapter 11 reorganization case before the U.S. Bankruptcy Court for the Southern District of New York. At June 30, 2010, GM had $131.899 billion in total assets, $101.00 billion in total liabilities, $6.998 billion in preferred stock, and $23.901 billion in stockholders' equity. New GM has a 'BB-' corporate credit rating from Standard & Poor's and a 'BB-' issuer default rating from Fitch. About Motors Liquidation General Motors Corporation and three of its affiliates filed for Chapter 11 protection on June 1, 2009 (Bankr. S.D.N.Y. Lead Case No. 09-50026). The Honorable Robert E. Gerber presides over the Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin, Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP, assist the Debtors in their restructuring efforts. Al Koch at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as the Chief Executive Officer for Motors Liquidation Company. GM is also represented by Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP is providing legal advice to the GM Board of Directors. GM's financial advisors are Morgan Stanley, Evercore Partners and the Blackstone Group LLP. The U.S. Trustee has appointed an Official Committee of Unsecured Creditors and a separate Official Committee of Unsecured Creditors Holding Asbestos-Related Claims. Lawyers at Kramer Levin Naftalis & Frankel LLP serve as bankruptcy counsel to the Creditors Committee. Attorneys at Butzel Long serve as counsel regarding supplier contract matters. FTI Consulting, Inc., serves as financial advisors to the Creditors Committee. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, represents the Asbestos Committee. Legal Analysis Systems, Inc., serves as asbestos valuation analyst. Bankruptcy Creditors' Service, Inc., publishes General Motors Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by General Motors Corp. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) GENERAL MOTORS: APS Also Providing Services to GM Europe -------------------------------------------------------- Albert A. Koch, a managing director of AlixPartners, LLP, an affiliate of AP Services, LLC, which has been employed by General Motors Company as crisis managers in its Chapter 11 cases, disclosed that his firm entered into an amendment to an engagement letter to provide consulting services to General Motors Europe in connection with the Opel/Vauxhall business. The engagement letter was entered into by AlixPartners and General Motors Company post-closing of the sale to assist GM and General Motors Europe with certain performance improvement and integration tasks. Mr. Koch says the GME Engagement does not involve matters for GM directly opposite or in potential conflicts with the Debtors. He adds that AlixPartners and APS will continue to ensure that no confidential information related to one party is disclosed to the other, except to the extent they obtain mutual client consent. He assures the Court that APS continues to holds no adverse interest as to the matters for which it has been employed by the Debtors. At the start of the bankruptcy cases, Old GM received approval to employ, pursuant to Section 363 of the Bankruptcy Code, AP Services, LLC, as their crisis managers and designate Albert A. Koch, as chief restructuring officer, nunc pro tunc to the Petition Date. As Chief Restructuring Officer, Mr. Koch is assisting the Debtors in evaluating and implementing strategic and tactical options through the restructuring process, including any sale of assets. APS will provide certain temporary staff to assist Mr. Koch and to facilitate the Debtors in their restructuring efforts. Mr. Koch and the Temporary Staff also agreed to: (a) assist the Debtors and their advisors in the negotiation and completion of the sale of assets and operations contemplated by the Debtors to a U.S. Treasury-sponsored purchaser; (b) support the negotiation of, and participate in the review of the proposed structure of the Transaction, including the assets to be sold and transferred to New GM and the liabilities to be assumed by New GM as part of the purchase price, and the negotiation and implementation of various transitional contractual relationships between the Debtors and New GM; (c) communicate directly with the Chairman of the Board of Directors, and ultimately the entire Board of Directors in respect of any issues that APS considers germane to its assignments; and (d) assist the Debtors in relation to their investment in subsidiaries and affiliates and business counterparts and any other actions consistent with the Bankruptcy Code and applicable authorities. The Debtors have agreed to pay APS pursuant to the firm's standard hourly rates: Name Rate/Hour ---- --------- Managing Directors $685-$995 Directors $510-$685 Vice Presidents $350-$500 Associates $260-$360 Analysts $235-$260 Paraprofessionals $180-$200 Independent Contractors TBD Mr. Koch is charging $835 per hour. The Debtors are also reimbursing APS for all reasonable and necessary expenses incurred including transportation costs, lodging, food, telephone, copying and messenger services. Conditioned upon the completion of a successful sale of a substantial portion of their assets to New GM pursuant to Section 363 of the Bankruptcy Code, the Debtors agreed to pay APS $13,000,000, and a fee that will be determined at the Debtors' sole discretion. The payment of the Success Fee will be due and payable accordingly: (a) $6,500,000 at closing of the Transaction; and (b) $6,500,000 on the first anniversary of the closing of the sale. The Discretionary Fee will be paid as and when directed by the Debtors. About General Motors With its global headquarters in Detroit, Michigan, General Motors Company -- http://www.gm.com/-- is one of the world's largest automakers. GM employs 205,000 people in every major region of the world and does business in some 157 countries. GM and its strategic partners produce cars and trucks in 31 countries, and sell and service these vehicles through the following brands: Buick, Cadillac, Chevrolet, FAW, GMC, Daewoo, Holden, Jiefang, Opel, Vauxhall and Wuling. GM's largest national market is China, followed by the United States, Brazil, Germany, the United Kingdom, Canada, and Italy. GM's OnStar subsidiary is the industry leader in vehicle safety, security and information services. General Motors Co. is 60.8% owned by the U.S. Government. It was formed to acquire the operations of General Motors Corporation through a sale under 11 U.S.C. Sec. 363 following Old GM's bankruptcy filing. The deal was closed on July 10, 2009, and Old GM changed its name to Motors Liquidation Co. Old GM remains subject to a pending Chapter 11 reorganization case before the U.S. Bankruptcy Court for the Southern District of New York. At June 30, 2010, GM had US$131.899 billion in total assets, US$101.00 billion in total liabilities, US$6.998 billion in preferred stock, and US$23.901 billion in stockholders' equity. New GM has a 'BB-' corporate credit rating from Standard & Poor's and a 'BB-' issuer default rating from Fitch. About Motors Liquidation General Motors Corporation and three of its affiliates filed for Chapter 11 protection on June 1, 2009 (Bankr. S.D.N.Y. Lead Case No. 09-50026). The Honorable Robert E. Gerber presides over the Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin, Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP, assist the Debtors in their restructuring efforts. Al Koch at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as the Chief Executive Officer for Motors Liquidation Company. GM is also represented by Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP is providing legal advice to the GM Board of Directors. GM's financial advisors are Morgan Stanley, Evercore Partners and the Blackstone Group LLP. The U.S. Trustee has appointed an Official Committee of Unsecured Creditors and a separate Official Committee of Unsecured Creditors Holding Asbestos-Related Claims. Lawyers at Kramer Levin Naftalis & Frankel LLP serve as bankruptcy counsel to the Creditors Committee. Attorneys at Butzel Long serve as counsel regarding supplier contract matters. FTI Consulting, Inc., serves as financial advisors to the Creditors Committee. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, represents the Asbestos Committee. Legal Analysis Systems, Inc., serves as asbestos valuation analyst. Bankruptcy Creditors' Service, Inc., publishes General Motors Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by General Motors Corp. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) GENERAL MOTORS: LFR Can Hire Outside Consultants ------------------------------------------------ Motors Liquidation Co. and LFR, Inc., entered into a Bankruptcy Court-approved stipulation to modify certain terms of the firm's employment, nunc pro tunc to the Petition Date, including: (1) LFR is authorized to hire outside consultants, including TEA, Inc., for specific tasks in connection with services sought by the Debtors; and (2) subject to Court approval of LFR's fees and expenses, LFR will be entitled to the reimbursement for costs associated therewith. The amendments will address the concerns raised by the Fee Examiner regarding LFR's use of TEA and other niche subcontractors. Motors Liquidation Co. and its affiliates have received approval from the Bankruptcy Court to hire LFR, Inc., Brownfield Partners, LLC, and The Claro Group as their environmental management and consulting services providers, nunc pro tunc to the Petition Date. LFR and Brownfield are assisting the Debtors in: * determining the costs of actual or potential environmental liabilities arising from the Debtors' prepetition, historic operations; * strategic planning related to optimization of asset value net of environmental costs and disposition of environmentally impaired assets; and * management support of environmental management or compliance activities. LFR will be paid in accordance with these hourly rates: LFR Professional Hourly Rate ---------------- ----------- Corporate Officer $335 Principal $200 Senior Associate $184 Senior $168 Senior Project $152 Project $137 Senior Staff $115 Staff II $102 Staff I $89 Reproduction/Admin $54 Information Systems/ Database Specialist $64 to $100 Field and Technical Support $57 to $98 Engineering Design/CADD $67 to $94 Project Assistant/ Admin Support $62 to $94 Construction Engineering $87 to $92 Technical Editor $70 to $91 The Debtors will also reimburse LFR and Brownfield's out-of-pocket expenses. About General Motors With its global headquarters in Detroit, Michigan, General Motors Company -- http://www.gm.com/-- is one of the world's largest automakers. GM employs 205,000 people in every major region of the world and does business in some 157 countries. GM and its strategic partners produce cars and trucks in 31 countries, and sell and service these vehicles through the following brands: Buick, Cadillac, Chevrolet, FAW, GMC, Daewoo, Holden, Jiefang, Opel, Vauxhall and Wuling. GM's largest national market is China, followed by the United States, Brazil, Germany, the United Kingdom, Canada, and Italy. GM's OnStar subsidiary is the industry leader in vehicle safety, security and information services. General Motors Co. is 60.8% owned by the U.S. Government. It was formed to acquire the operations of General Motors Corporation through a sale under 11 U.S.C. Sec. 363 following Old GM's bankruptcy filing. The deal was closed on July 10, 2009, and Old GM changed its name to Motors Liquidation Co. Old GM remains subject to a pending Chapter 11 reorganization case before the U.S. Bankruptcy Court for the Southern District of New York. At June 30, 2010, GM had US$131.899 billion in total assets, US$101.00 billion in total liabilities, US$6.998 billion in preferred stock, and US$23.901 billion in stockholders' equity. New GM has a 'BB-' corporate credit rating from Standard & Poor's and a 'BB-' issuer default rating from Fitch. About Motors Liquidation General Motors Corporation and three of its affiliates filed for Chapter 11 protection on June 1, 2009 (Bankr. S.D.N.Y. Lead Case No. 09-50026). The Honorable Robert E. Gerber presides over the Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin, Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP, assist the Debtors in their restructuring efforts. Al Koch at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as the Chief Executive Officer for Motors Liquidation Company. GM is also represented by Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP is providing legal advice to the GM Board of Directors. GM's financial advisors are Morgan Stanley, Evercore Partners and the Blackstone Group LLP. The U.S. Trustee has appointed an Official Committee of Unsecured Creditors and a separate Official Committee of Unsecured Creditors Holding Asbestos-Related Claims. Lawyers at Kramer Levin Naftalis & Frankel LLP serve as bankruptcy counsel to the Creditors Committee. Attorneys at Butzel Long serve as counsel regarding supplier contract matters. FTI Consulting, Inc., serves as financial advisors to the Creditors Committee. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, represents the Asbestos Committee. Legal Analysis Systems, Inc., serves as asbestos valuation analyst. Bankruptcy Creditors' Service, Inc., publishes General Motors Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by General Motors Corp. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) GENERAL MOTORS: Ramp Chevrolet Says Motion vs. New GM Warranted --------------------------------------------------------------- General Motors, LLC, is asking the U.S. Bankruptcy Court for the Southern District of New York to enforce against Ramp Chevrolet, Inc., the wind-down agreement approved in Old GM's bankruptcy cases. Despite New GM making clear in Ramp's bankruptcy proceeding that any dispute concerning the Wind-Down Agreements, including New GM's calculation of the amount of the final wind-down payment, must be adjudicated in the GM Bankruptcy Court, Ramp Chevrolet filed before the Ramp Bankruptcy Court a contempt motion against New GM based on New GM's calculation of the final Wind-Down Payment based on the Wind-Down Agreements, Arthur Steinberg, Esq., at King & Spalding LLP, in New York, counsel to New GM, contends. General Motors LLC or New GM is not only seeking to "enforce" the Sale Order, it is seeking to prohibit Ramp Chevrolet, Inc., a debtor-in-possession, from exercising its rights under the Bankruptcy Code to object to New GM's proof of claim and, prohibiting the U.S. Bankruptcy Court for the Eastern District of New York from exercising a core function of adjudicating the GM Claim, Eric J. Snyder, Esq., at Wilk Auslander LLP, in New York -- esnyder@wilkauslander.com -- counsel to Ramp Chevrolet, contends, in response to New GM's allegations. Mr. Snyder points out that New GM provides no basis that would allow the GM Bankruptcy Court to grant this extraordinary form of relief. The issues presented in the Ramp Objection relate solely to issues of law and, since the claims adjudication process is a core function, the Ramp Bankruptcy Court has jurisdiction over the Ramp Objection, Mr. Snyder clarifies. Judge Robert E. Grossman, who oversees Ramp's Chapter 11 case, has already determined, in the context of the Ramp Objection, that he will opine as to whether the Ramp Objection requires an interpretation of the Wind- Down Agreement. If that interpretation is necessary, Judge Grossman stated that he would defer to the jurisdiction of the GM Bankruptcy Court to make that determination. Thus, until Judge Grossman has made that threshold determination, it is premature for New GM to seek a determination in the GM Bankruptcy Court, Mr. Snyder asserts. Mr. Snyder further argues that New GM did not preserve its set-off rights under the WDA because it neither (i) sought intervention by the GM Bankruptcy Court when Ramp filed a motion to assume the WDA; nor (ii) objected to the Assumption Motion. "New GM cannot now seek to assert it set-off rights under the doctrine of res judicata, estoppel and waiver," he insists. Moreover, by filing the GM Claim in the Ramp Bankruptcy Court, New GM consented to the jurisdiction of the Ramp Bankruptcy Court to adjudicate its rights under the GM Claim, he points out. Thus, New GM is estopped from arguing that the GM Bankruptcy Court has exclusive jurisdiction, he maintains. Accordingly, Ramp Chevrolet urges Judge Gerber to (i) defer consideration of the Motion to Enforce until Judge Grossman has ruled on the Ramp Objection; or (ii) deny the Motion to Enforce "By focusing on the fact that it is a debtor in bankruptcy seeking to assert bankruptcy-based defenses, Ramp conflates the issue of the appropriate forum and the merits of its claims, Mr. Steinberg argues," New GM's counsel, Arthur Steinberg, Esq., at King & Spalding LLP, in New York, argues. As the GM Bankruptcy Court has previously decided, the starting point for the forum analysis is the WDAs that Ramp executed and that the GM Bankruptcy Court approved in its 363 Sale Order, agreements the GM Bankruptcy Court specifically found constituted "valid and binding contracts, enforceable in accordance with their terms," Mr. Steinberg insists. Mr. Steinberg further notes that at an October 27, 2010 hearing before the Ramp Bankruptcy Court, Ramp asserted that its assumption of the WDA did not matter because assumption does not vitiate its ability to assert defenses under Section 553 of the Bankruptcy Code. While the Ramp Bankruptcy Court recently identified the implication of Ramp's assumption of the WDA as a threshold question that determination still requires consideration of the parties' respective rights and obligations under the WDAs, a dispute that the WDAs expressly provide are to be resolved in the GM Bankruptcy Court, he asserts. Ramp now asserts that its assumption motion itself was an adjudication of disputed terms of the WDA and New GM is now barred from asserting otherwise. If Ramp intended the assumption motion to be an enforceable and binding adjudication of New GM's rights under the WDA, then Ramp specifically violated of the WDA because that motion was required to be brought in the GM Bankruptcy Court, Mr. Steinberg contends. New GM viewed assumption as effectively a ratification of the WDA, rather than resolution of any controversy implicating the GM Bankruptcy Court's reservation of exclusive jurisdiction, he points out. "Recognizing that it cannot avoid the implication of its assumption, Ramp now grossly mischaracterizes the Assumption Motion and the Assumption Order," Mr. Steinberg tells the GM Bankruptcy Court. Not only did the Assumption Motion not challenge the enforceability of the terms of the WDAs, but the Assumption Order specifically provides that any payment responsibility by New GM was "pursuant to the terms" of the WDA, he points out. * * * As a separate matter, Johnny K. Domiano, Jr., Esq., at Adams and Reese, LLP, in New Orleans, Louisiana -- johnny.domiano@arlaw.com -- on behalf of Leson Chevrolet Company, Inc., filed with the Court a declaration appending a copy of a letter from Edwin A. Stoutz, Esq., of Stoutz & Stoutz to the Louisiana Motor Vehicle Commission, directing the Commission to dismiss the action filed by Leson. The declaration is in compliance with the Court's November 2, 2010, order directing Leson to, among other things, file evidence of dismissal of the Leson Action immediately. About General Motors With its global headquarters in Detroit, Michigan, General Motors Company -- http://www.gm.com/-- is one of the world's largest automakers. GM employs 205,000 people in every major region of the world and does business in some 157 countries. GM and its strategic partners produce cars and trucks in 31 countries, and sell and service these vehicles through the following brands: Buick, Cadillac, Chevrolet, FAW, GMC, Daewoo, Holden, Jiefang, Opel, Vauxhall and Wuling. GM's largest national market is China, followed by the United States, Brazil, Germany, the United Kingdom, Canada, and Italy. GM's OnStar subsidiary is the industry leader in vehicle safety, security and information services. General Motors Co. is 60.8% owned by the U.S. Government. It was formed to acquire the operations of General Motors Corporation through a sale under 11 U.S.C. Sec. 363 following Old GM's bankruptcy filing. The deal was closed on July 10, 2009, and Old GM changed its name to Motors Liquidation Co. Old GM remains subject to a pending Chapter 11 reorganization case before the U.S. Bankruptcy Court for the Southern District of New York. At June 30, 2010, GM had US$131.899 billion in total assets, US$101.00 billion in total liabilities, US$6.998 billion in preferred stock, and US$23.901 billion in stockholders' equity. New GM has a 'BB-' corporate credit rating from Standard & Poor's and a 'BB-' issuer default rating from Fitch. About Motors Liquidation General Motors Corporation and three of its affiliates filed for Chapter 11 protection on June 1, 2009 (Bankr. S.D.N.Y. Lead Case No. 09-50026). The Honorable Robert E. Gerber presides over the Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin, Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP, assist the Debtors in their restructuring efforts. Al Koch at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as the Chief Executive Officer for Motors Liquidation Company. GM is also represented by Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP is providing legal advice to the GM Board of Directors. GM's financial advisors are Morgan Stanley, Evercore Partners and the Blackstone Group LLP. The U.S. Trustee has appointed an Official Committee of Unsecured Creditors and a separate Official Committee of Unsecured Creditors Holding Asbestos-Related Claims. Lawyers at Kramer Levin Naftalis & Frankel LLP serve as bankruptcy counsel to the Creditors Committee. Attorneys at Butzel Long serve as counsel regarding supplier contract matters. FTI Consulting, Inc., serves as financial advisors to the Creditors Committee. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, represents the Asbestos Committee. Legal Analysis Systems, Inc., serves as asbestos valuation analyst. Bankruptcy Creditors' Service, Inc., publishes General Motors Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by General Motors Corp. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) GLOBAL CROSSING: Completes $150MM Private Offering of Sr. Notes --------------------------------------------------------------- Global Crossing Limited has completed its offering of $150 million in aggregate principal amount of its 9% senior notes due 2019 in a private offering to qualified institutional buyers in accordance with Rule 144A and Regulation S under the Securities Act of 1933, as amended. Global Crossing intends to use net proceeds of the offering to refinance Global Crossing Limited's 5% Convertible Senior Notes due 2011 and to pay related premium, fees and expenses. In addition, today Global Crossing called for redemption all $144 million of such 5% Convertible Senior Notes outstanding, which in accordance with the applicable indenture are being redeemed at 101% of principal amount. The redemption date is December 16, 2010. About Global Crossing Based in Hamilton, Bermuda, Global Crossing Limited (NASDAQ: GLBC) is a global IP and Ethernet solutions provider with the world's first integrated global IP-based network. The company offers a full range of data, voice and collaboration services with an industry leading customer experience and delivers service to approximately 40% of the Fortune 500, as well as to 700 carriers, mobile operators and ISPs. It delivers converged IP services to more than 700 cities in more than 70 countries around the world. * * * As reported by the Troubled Company Reporter on March 31, 2010, Standard & Poor's Ratings Services raised all its ratings on Global Crossing, including the corporate credit rating to 'B' from 'B-'. The outlook is stable. Standard & Poor's Ratings Services said it assigned its 'CCC+' issue-level rating and '6' recovery rating to Bermuda-based Global Crossing Ltd.'s proposed $150 million of senior unsecured notes due 2019. The '6' recovery rating indicates S&P's expectation for negligible (0%-10%) recovery in the event of a payment default. GOLDEN EAGLE: Delays Filing of Quarterly Report on Form 10-Q ------------------------------------------------------------ Golden Eagle International Inc. said it could not timely file its quarterly report on Form 10-Q for the period ended Sept. 30, 2010, because of a change in the Company's auditor within the period, which has adversely affected the financial review of the Company's 10-Q. Golden Eagle reported a net loss of $345,607 on zero revenues for the three months ended June 30, 2010, compared with a net loss of $495,411 on $3.36 million of revenues for the same period a year earlier. Going Concern Chisholm, Bierwolf, Nilson & Morrill, in Bountiful, Utah, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has a significant working capital deficit, has incurred significant losses since inception, and is dependent of financing to continue operations. The Company's balance sheet at June 30, 2010, showed $5.16 million in total assets, $3.19 million in total liabilities, and $1.97 million in stockholders' equity. About Golden Eagle Based in Salt Lake City, Golden Eagle International, Inc. Golden Eagle International, Inc. (OTC BB: MYNG) was previously focused on minerals exploration and mining and milling operations in Bolivia through its Bolivian-based wholly-owned subsidiary, Golden Eagle International, Inc. (Bolivia). However, in late 2008 the Company suspended these operations, and in March 2010 transferred control of its Bolivian assets and operations to an unaffiliated third party. The Company expects to transfer ownership of those assets and operations during the second quarter of 2010, although there can be no assurance that it will be able to complete the transactions with the purchaser. GREATER SALEM: Files for Chapter 11 After Properties Auctioned Off ------------------------------------------------------------------ Greater Salem Church filed for Chapter 11 protection on November 19, 2010 (Bankr. W.D. N.C. Case No. 10-33445). The Charlotte Observer reports that Greater Salem Church filed its bankruptcy petition after its properties were auctioned off in a foreclosure sale. The Debtor disclosed assets of $5.1 million and liabilities of about $5 million. The Church said it owes $4.9 million to Evangelical Christian Credit Union; $33,775, Internal Revenue Service; $16,118, Church Mutual Insurance; and $18,000, Sherrill & Emehel, PA. The Charlotte Observer relates that Evangelical Christian made a $5.1 million bid for Greater Salem's main building and two related properties at a November 12 foreclosure auction. The report relates that months earlier, the Evangelical Christian had foreclosed on the properties after Greater Salem defaulted on a $5 million loan it received in July 2008. The initial foreclosure documents filed in August said the church had not made a full payment on the note since September 2009. GREATER SALEM: Case Summary & 10 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Greater Salem Church 5318 Salem Church Road Charlotte, NC 28216 Bankruptcy Case No.: 10-33445 Chapter 11 Petition Date: November 19, 2010 Court: United States Bankruptcy Court Western District of North Carolina (Charlotte) Judge: George R. Hodges Debtor's Counsel: Richard M. Mitchell, Esq. MITCHELL & CULP, PLLC 1001 Morehead Square Drive, Suite 330 Charlotte, NC 28203 Tel: (704) 333-0630 Fax: (704) 333-4975 E-mail: rmmatty@mitchellculp.com Scheduled Assets: $5,100,000 Scheduled Debts: $4,993,508 A list of the Company's 10 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/ncwb10-33445.pdf The petition was signed by Blease L. Turner, vice chairman. GREENWICH SENTRY: Aims to File Ch. 11 Plan to Settle Suits ---------------------------------------------------------- Greenwich Sentry, L.P., and an affiliate filed for Chapter 11 protection on November 19, 2010 (Bankr. S.D.N.Y. Case No. 10-16229) hoping to settle lawsuits filed against it in connection with its investments with Bernard L. Madoff. An affiliate, Fairfield Sentry Limited, filed for Chapter 11 protection in June 2010 (Bankr. S.D.N.Y. Case No. 10-13164). Mark McKeefry, general counsel and assistant secretary of Fairfield Greenwich (Bermuda), Ltd., a general partner of the Debtors, said in a court filing, "The principal purpose of these Chapter 11 cases is to preserve the remaining assets of the Debtors' estates for the benefit of their creditors and other parties in interest, rather than dissipating those assets in the defense of the various litigations . . . or which may be commenced in the future. The Debtors intend to seek a comprehensive settlement of all litigation that may ultimately impact the Debtors and their estates." Mr. McKeefry added, "The Debtors anticipate that if such settlements are reached, they would be accomplished through a joint plan of reorganization that would provide the maximum protections available under applicable law to the non-debtors that ultimately agree to make substantial contributions to funding the costs of those settlements. Only by stanching the substantial and debilitating costs of litigation that are being incurred not only by the Debtors, but also by their affiliates and associated personnel, can maximum value be delivered to the parties holding valid claims. It is, therefore, expected that the protections afforded by Chapter 11 will allow the Debtors to maximize the value available not only from the Debtors, but also from their affiliates and associated personnel, for the benefit of all stakeholders." Irving H. Picard, the trustee for the Madoff estate, has filed a lawsuit seeking to recover $206 million that the Debtors have received from phony profits in Mr. Madoff's Ponzi scheme. In addition, the Debtors are parties in several civil actions, pending in various courts and in different states of litigation, arising out of their accounts at BLMIS. Greenwich Sentry itself has filed a customer claim against Mr. Picard for approximately $314 million basing from the last account statements it received from Bernard L. Madoff Investment Securities LLC. Greenwich and its affiliates operate as private investment partnerships. Greenwich Sentry wants the bankruptcy court to enforce a stay of the civil suits. GREENWICH SENTRY: Voluntary Chapter 11 Case Summary --------------------------------------------------- Debtor: Greenwich Sentry, L.P. 575 Madison Avenue, 8th Floor New York, NY 10022 Bankruptcy Case No.: 10-16229 Chapter 11 Petition Date: November 19, 2010 Court: United States Bankruptcy Court Southern District of New York (Manhattan) Debtor's Counsel: Paul R. DeFilippo, Esq. WOLLMUTH MAHER & DEUTSCH LLP 500 Fifth Avenue, 12th Floor New York, NY 10110 Tel: (212) 382-3300 Fax: (212) 382-0050 E-mail: pdefilippo@wmd-law.com Estimated Assets: $100,000,001 to $500,000,000 Estimated Debts: $100,000,001 to $500,000,000 The petition was signed by Jeffrey Tucker, director of Fairfield Greenwich (Bermuda), Ltd., general partner. The Debtor did not file its list of largest unsecured creditors when it filed its petition. Debtor-affiliates that filed separate Chapter 11 petitions: Petition Debtor Case No. Date ------ -------- ---- Fairfield Sentry Limited 10-13164 06/14/10 Greenwich Sentry Partners, L.P. 10-16230 11/19/10 Assets: $1,000,001 to $10,000,000 Debts: $1,000,001 to $10,000,000 GUANGZHOU GLOBAL: Earns $198,807 in September 30 Quarter -------------------------------------------------------- Guangzhou Global Telecom Inc. filed its quarterly report on Form 10-Q, reporting net income of $198,807 on $9.18 million of sales for the three months ended Sept. 30, 2010, compared with a net loss of $79,948 on $6.39 million of sales for the same period a year earlier. The Company's balance sheet at Sept. 30, 2010, showed $2.43 million in total assets, $5.31 million in total liabilities, and a stockholders' deficit of $2.88 million. A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6f72 About Guangzhou Global Tallahassee, Fl.-based Guangzhou Global Telecom, Inc., was incorporated as Avalon Development Enterprises, Inc., on March 29, 1999, under the laws of the State of Florida. The Company, through its subsidiaries, is now principally engaged in the distribution and trading of rechargeable phone cards, cellular phones and accessories within cities in the People's Republic of China. GULF STATES: LAD/Northlake Claims Disallowed as Untimely -------------------------------------------------------- The Hon. Elizabeth W. Magner disallows as untimely Claim 54 filed by the Louisiana Acute Dialysis Services and Claim 56 filed by Northlake Nephrology/Dr. John Simon in the bankruptcy case of Gulf States Long Term Acute Care of Covington. On September 15, 2009, LADS filed Claim 54 for $17,385.92, and Northlake filed Claim 56 for $28,500. The Debtor objected to Claim 54, 55, 56, and 59. At the hearing on October 12, 2010, Claim 55 and 59 were withdrawn by oral motion. Dr. Simon is the owner of LADS and Northlake. July 31, 2009, was the deadline for non-governmental parties to file proofs of claim. Both Dr. Simon and LADS were served with the Notice of Bar Date. Northlake was not. A copy of the Court's Reasons for Decision, dated November 19, 2010, is available at http://is.gd/hDnWofrom Leagle.com. Based in Covington, Louisiana, Gulf States Long Term Acute Care of Covington, LLC, filed for Chapter 11 bankruptcy protection (Bankr. E.D. La. Case No. 09-11116) on April 20, 2009. William E. Steffes, Esq., at Steffes Vingiello & McKenzie LLC, in Baton Rouge, Louisiana, served as the Debtor's counsel. In its petition, the Debtor estimated $0 to $50,000 in assets, and $1 million to $10 million in debts. The Debtor's plan of reorganization was confirmed on February 22, 2010. HANMI FINANCIAL: Gets Waiver from Woori on Securities Deal ---------------------------------------------------------- On November 15, 2010, Hanmi Financial Corporation received a waiver from Woori Finance Holdings Co. Ltd. with respect to the exclusivity provisions of the Securities Purchase Agreement dated May 25, 2010, as amended by Amendment No. 1 to Securities Purchase Agreement dated September 30, 2010. The waiver allows Hanmi to pursue, if needed, further fundraising efforts and/or alternative proposals to acquire control of the Company. Although the Outside Date in the Agreement is November 15, 2010, the agreement remains effective and the parties are currently negotiating the terms of a potential amendment while Woori is seeking regulatory approvals. However, no assurances can be given as to whether the parties will reach an agreement on such an amendment or what the terms of such an amendment may be, or that the necessary regulatory approvals will be granted or, if granted, within what time frame or with which conditions such regulatory approvals will be granted. About Hanmi Financial Headquartered in Los Angeles, Hanmi Financial Corp. (Nasdaq: HAFC) -- http://www.hanmi.com/-- is the holding company for Hanmi Bank, a state chartered bank with headquarters located at 3660 Wilshire Boulevard, Penthouse Suite A, in Los Angeles. Hanmi Bank provides services to the multi-ethnic communities of California, with 27 full-service offices in Los Angeles, Orange, San Bernardino, San Francisco, Santa Clara and San Diego counties, and a loan production office in Washington State. As reported in the Troubled Company Reporter on March 17, 2010, KPMG LLP, in Los Angeles, expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted the Company and its wholly-owned subsidiary Hanmi Bank, are currently operating under a formal supervisory agreement with the Federal Reserve Bank of San Francisco and the California Department of Financial Institutions, which restricts certain operations of the Company and requires the Company to, among other things, increase contributed equity capital at Hanmi Bank by $100 million by July 31, 2010, and achieve specified capital ratios by July 31, 2010, and December 31, 2010. HARVEY RUSSELL: Voluntary Chapter 11 Case Summary ------------------------------------------------- Debtor: Harvey Russell Auto World, Inc. 1210 S. Gloster Street Tupelo, MS 38801 Bankruptcy Case No.: 10-15732 Chapter 11 Petition Date: November 19, 2010 Court: United States Bankruptcy Court Northern District of Mississippi (Aberdeen) Judge: David W. Houston III Debtor's Counsel: Craig M. Geno, Esq. HARRIS JERNIGAN & GENO, PLLC P.O. Box 3380 Ridgeland, MS 39158-3380 Tel: (601) 427-0048 E-mail: cmgeno@harrisgeno.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 Harvey Russell, president. HEALTHSPORT INC: Posts $914,300 Net Loss in September 30 Quarter ---------------------------------------------------------------- HealthSport, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $914,329 on $0 revenue for the three months ended September 30, 2010, compared with a net loss of $1.30 million on $91,623 of revenue for the same period of 2009. At September 30, 2010, the Company had a working capital deficit of $4.12 million. The Company has incurred substantial losses to date and has an accumulated deficit at September 30, 2010, of $67.10 million. The Company these conditions raise substantial doubt about its ability to continue as a going concern. The Company's balance sheet as of September 30, 2010, showed $9.85 million in total assets, $4.58 million in total liabilities, and stockholders' equity of $5.27 million. Rose, Snyder & Jacobs, in Encino, 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 that the Company has incurred significant operating losses and negative cash flows from operations during the year ended December 31, 2009. A full-text copy of the Form 10-Q is available for free at http://researcharchives.com/t/s?6f6b Woodland Hills, Calif.-based HealthSport, Inc. (OTC BB: HSPO) -- http://www.healthsportinc.com/ -- is a technology company specializing in the development and manufacture of proprietary, oral thin film products for the delivery of nutritional supplements and pharmaceuticals. HOLY TEMPLE: Case Summary & 3 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Holy Temple Pentecostal Church of God aka Holy Temple Ministries 740 Great Bridge Blvd Chesapeake, VA 23320 Bankruptcy Case No.: 10-75491 Chapter 11 Petition Date: November 18, 2010 Court: United States Bankruptcy Court Eastern District of Virginia (Norfolk) Judge: Stephen C. St. John Debtor's Counsel: Seth A. Schoenfeld, Esq. JOHN W. LEE, P.C. 291 Independence Blvd., Suite 530 Virginia Beach, VA 23462 Tel: (757) 961-8553 Fax: (757) 961-3488 E-mail: sas74a@aol.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's three largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/vaeb10-75491.pdf The petition was signed by James D. Brinkley Jr., trustee. HONOLULU SYMPHONY: Mulling Conversion to Ch. 7 Liquidation ---------------------------------------------------------- James R. George at Pacific Business News reports that Honolulu Symphony Society is considering changing its Chapter 11 bankruptcy to a Chapter 7 liquidation. "At this time, the board of directors of the Honolulu Symphony Society will take no action on a decision about the future of the organization until after the Dec. 13 court hearing. The board of directors, with legal counsel, continues to evaluate all options, including Chapter 7. Financial sustainability for the future and viability for the present will remain key factors in any decision," Mr. George quotes Symphony Society Executive Director Majken Mechling as stating. Honolulu Symphony filed for Chapter 11 protection on Dec. 18, 2009 in its hometown (Bankr. D. Hawaii Case No. 09-02978), saying assets are less than $500,000 while debt exceeds $1 million. The symphony blamed the filing on a decline in donations which left the orchestra unable to cover costs, since ticket sales represent only 30% of the budget. The symphony said it would use Chapter 11 to reorganize fundraising activities. HYTHIAM INC: Incurs $1.94 Million Net Loss in Sept. 30 Quarter -------------------------------------------------------------- Hythiam Inc. filed its quarterly report on Form 10-Q, reporting a net loss of $1.94 million on $104,000 of total revenue for the three months ended Sept. 30, 2010, compared with a net loss of $8.84 million on $268,000 of total revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2010, showed $3.48 million in total assets, $4.11 million in total liabilities, and a stockholders' deficit of $634,000. Stockholders' deficit was $588,000 at June 30, 2010. As reported in the Troubled Company Reporter on April 19, 2010, BDO Seidman, LLP, in Los Angeles, expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted that the Company has suffered recurring losses from operations and negative cash flows from operating activities. A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6f70 About Hythiam, Inc. Based in Los Angeles, Hythiam, Inc., is a healthcare services management company, providing through its Catasys(R) subsidiary specialized behavioral health management services for substance abuse to health plans. IAP WORLDWIDE: S&P Raises Corporate Credit Rating to 'B' -------------------------------------------------------- Standard & Poor's Ratings Services said it has raised its ratings on Cape Canaveral, Florida-based IAP Worldwide Services Inc., including the corporate credit rating, to 'B' from 'B-'. The outlook is stable. "The rating action reflects IAP's improved operating performance and adequate liquidity profile, resulting in credit measures that justify a higher rating," said Standard & Poor's credit analyst Dan Picciotto. "The ratings also reflect S&P's expectation that IAP's EBITDA will not decline meaningfully in the upcoming year such that covenant headroom declines to less than 20%," he continued. S&P considers the company's financial risk profile to be highly leveraged, based in part on its view that IAP's owner, Cerberus Capital Management L.P., could pursue very aggressive financial policies. The ratings on IAP also reflect the company's weak business risk profile, marked by revenue concentration from large contracts and the less-predictable nature of contingency operations. IAP provides contingency operations, facilities management, and technical services to the U.S. military and civilian agencies and has close to $1.2 billion in annual revenues. Revenues and margins can vary based on the size of certain high-margin contingency operations. To a lesser extent, they depend on the operations and maintenance portion of the overall U.S. defense budget. Governmental delays in appropriations can hurt operating results, and the company has thin margins. Liquidity is adequate under S&P's criteria. The company has a good cash balance, about $70 million as of Sept. 30, 2010. The outlook is stable. At the current ratings, S&P expects IAP to maintain adequate liquidity, including good headroom under covenants, and to generate positive free cash flow. S&P could raise the corporate credit rating if S&P believed that Cerberus Capital was likely to adopt a less aggressive financial policy and that IAP's profits would not depend meaningfully on potentially volatile emergency disaster relief services. On the other hand, S&P could lower the ratings if liquidity became less than adequate. For instance, S&P could lower the ratings if headroom under covenants fell below 20% and S&P expected further deterioration in operating performance. IKECHUKWU IBEANUSI: Case Summary & 15 Largest Unsecured Creditors ----------------------------------------------------------------- Joint Debtors: Ikechukwu U. Ibeanusi Pearl N. Ibeanusi 3805 Adriatic Way San Bruno, CA 94066 Bankruptcy Case No.: 10-34582 Chapter 11 Petition Date: November 19, 2010 Court: U.S. Bankruptcy Court Northern District of California (San Francisco) Judge: Dennis Montali Debtors' Counsel: Robert G. Jackson, Esq. LAW OFFICES OF ROBERT G. JACKSON 2171 Junipero Serra Boulevard, #620 Daly City, CA 94014 Tel: (650) 757-6422 E-mail: robgjackson@yahoo.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Joint Debtors' 15 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/canb10-34582.pdf IMEDICOR INC: Incurs $1.61 Million Net Loss in Sept. 30 Quarter --------------------------------------------------------------- iMedicor, Inc., formerly Vemics, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $1.61 million on $48,597 of revenues for the three months ended Sept. 30, 2010, compared with a net loss of $2.61 million on $65,832 of revenues for the same period a year ago. The Company's balance sheet at Sept. 30, 2010, showed $4.62 million in total assets, $8.78 million in total liabilities, and a stockholders' deficit of $4.15 million. Demetrius & Company, L.L.C., in Wayne, N.J., expressed substantial doubt about the Company's ability to continue as a going concern following the Company's 2009 results. The independent auditors noted that the Company has incurred operating losses since its inception and has a net working capital deficit. A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6f6f About iMedicor Inc. Nanuet, N.Y.-based iMedicor, Inc., formerly Vemics, Inc., builds portal-based, virtual work and learning environments in healthcare and related industries. The Company's focus is twofold: iMedicor, the Company's web-based portal which allows Physicians and other healthcare providers to exchange patient specific healthcare information via the internet while maintaining compliance with all Health Insurance Portability and Accountability Act of 1996 ("HIPAA") regulations, and; recently acquired ClearLobby technology, the Company's web-based portal adjunct which provides for direct communications between pharmaceutical companies and physicians for the dissemination of information on new drugs without the costs related to direct sales forces. The Company's solutions allow physicians to use the internet in ways previously unavailable to them due to HIPAA restrictions to quickly and cost- effectively exchange and share patient medical information and to interact with pharmaceutical companies and review information on new drugs offered by these companies at a time of their choosing. IMPLANT SCIENCES: Delays Filing of Form 10-Q for Sept. 30 Qtr. -------------------------------------------------------------- Implant Sciences Corporation said it could not timely file its quarterly report on Form 10-Q with the Securities and Exchange Commission. The Company said it was unable, without unreasonable effort and expense, to prepare its accounting records and schedules in sufficient time to enable its independent registered public accounting firm to complete its review of its financial statements to be contained in its Quarterly Report on Form 10-Q for the period ended September 30, 2010. Implant Sciences also said in October that it could not timely file its annual report on Form 10-K for the fiscal year ended June 30, 2010. About Implant Sciences Implant Sciences Corporation (OBB: IMSC.OB) -- http://www.implantsciences.com/-- develops, manufactures and sells sensors and systems for the security, safety and defense (SS&D) industries. The Company's balance sheet at March 31, 2010, showed $6.22 million in total assets and $15.34 million in total liabilities and $5 million in series E convertible preferred stock, for a stockholders' deficit of $14.12 million. As reported by the Troubled Company Reporter on January 15, 2010, Implant Sciences renegotiated its credit agreements with its senior secured investor, DMRJ Group LLC. DMRJ increased Implant Sciences' line of credit from $3,000,000 to $5,000,000; extended the maturity of all of Implant Sciences' indebtedness from December 10, 2009, to June 10, 2010; waived all existing defaults through the new maturity date; reduced the interest rate payable on Implant Sciences' obligations to 15% per annum; and removed all profit sharing arrangements from the agreements. Implant Sciences' total indebtedness to DMRJ, including all principal and accrued interest, now stands at $7,570,000. INCREDIBLE PETS: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Incredible Pets, U.S.A., Inc. dba Pets O Rama 1616 E. Main Street Waxahachie, TX 75165 Bankruptcy Case No.: 10-38120 Chapter 11 Petition Date: November 18, 2010 Court: United States Bankruptcy Court Northern District of Texas (Dallas) Judge: Stacey G. Jernigan Debtor's Counsel: Linda S. LaRue, Esq. QUILLING, SELANDER, CUMMISKEY & LOWNDS 2001 Bryan Street, Suite 1800 Dallas, TX 75201 Tel: (214) 871-2100 Fax: (214) 871-2111 E-mail: llarue@qsclpc.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/txnb10-38120.pdf The petition was signed by Lammert DeHaan, president. INOVA TECHNOLOGY: Starts Work on $350,000 Projects -------------------------------------------------- Inova Technology has commenced work on two network solutions projects for Ft. Hancock Independent School District that have a combined value of approximately $350,000. The projects are expected to be completed by the end of the calendar year. "The Ft Hancock projects are one of several major projects that we are implementing right now. Everyone at Desert is working very hard in order to get these projects completed as quickly as possible in order to be able to start working on numerous other projects in our pipeline", said CEO, Mr. Adam Radly. Inova currently has several projects in its pipeline -- including several that are larger than the Ft Hancock projects -- and will provide more detailed information about its pipeline before the end of calendar 2010. About Inova Technology Based in Las Vegas, Nevada, Inova Technology, Inc. (OTC BB: INVA) -- http://www.inovatechnology.com/-- through its subsidiaries, provides information technology (IT) consulting services in the United States. It also manufactures radio frequency identification (RFID) equipment; and provides computer network solutions. The company was formerly known as Edgetech Services Inc. and changed its name to Inova Technology, Inc., in 2007. The Company's balance sheet at July 31, 2010, showed $11.86 million in total assets, $16.72 million in total liabilities, and a stockholders' deficit of $4.86 million. As reported in the Troubled Company Reporter on August 26, 2010, MaloneBailey, LLP, in Houston, expressed substantial doubt about the Company's ability to continue as a going concern, following its results for the fiscal year ended April 30, 2010. The independent auditors noted that Inova incurred losses from operations for fiscal 2010 and 2009 and has a working capital deficit as of April 30, 2010. JOHN BARTUCCI: Case Summary & 6 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: John J. Bartucci 42 East Pleasant Grove Road Jackson, NJ 08527 Bankruptcy Case No.: 10-45774 Chapter 11 Petition Date: November 18, 2010 Court: United States Bankruptcy Court District of New Jersey (Trenton) Judge: Raymond T. Lyons Jr. Debtor's Counsel: Eugene D. Roth, Esq. LAW OFFICE OF EUGENE D. ROTH Valley Pk. East 2520 Hwy 35, Suite 307 Manasquan, NJ 08736 Tel: (732) 292-9288 Fax: (732) 292-9303 E-mail: erothesq@gmail.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 six largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/njb10-45774.pdf JORGE MARTINEZ: Case Summary & 18 Largest Unsecured Creditors ------------------------------------------------------------- Joint Debtors: Jorge A. Martinez Darlene C. Martinez 4847 N. Skyline Drive Eagle, ID 83616 Bankruptcy Case No.: 10-03802 Chapter 11 Petition Date: November 18, 2010 Court: United States Bankruptcy Court District of Idaho (Boise) Judge: Terry L. Myers Debtor's Counsel: D Blair Clark, Esq. 1513 Tyrell Lane, Suite 130 Boise, ID 83706 Tel: (208) 475-2050 Fax: (208) 475-2055 E-mail: dbc@dbclarklaw.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/idb10-03802.pdf JOSE BARRIONUEVO: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Joint Debtors: Jose L. Barrionuevo aka Jose Luis Barrionuevo fdba International Marketing Systems Barrionuevo Insurance Agency Finanzas Exito Y Mas General Hispanic Financial Services Flor M. Barrionuevo aka Flor De Maria Barrionuevo 5931 Annandale Way Dublin, CA 94568 Bankruptcy Case No.: 10-73313 Chapter 11 Petition Date: November 18, 2010 Court: U.S. Bankruptcy Court Northern District of California (Oakland) Judge: Edward D. Jellen Debtors' Counsel: Ronda N. Edgar, Esq. LAW OFFICES OF RONDA N. EDGAR 675 N. 1st Street, #700 San Jose, CA 95112 Tel: (408) 573-1222 E-mail: rondaedgar@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' 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/canb10-73313.pdf JUMBOLAIR INC: Taylor Bean Court Approves Sale of Mortgage Loan --------------------------------------------------------------- Eric Morath, writing for Dow Jones' Daily Bankruptcy Review, reports that a bankruptcy judge on Friday cleared Taylor Bean & Whitaker Mortgage Corp. to sell a mortgage loan for Jumbolair Inc., a private Ocala, Fla., runway and luxury-housing development, at a bankruptcy-court auction for $2.11 million. DBR reports an entity called Jumbo Holding LLC outbid Gissy Holdings II LLC to gain control of the property, according to court papers filed in the Jacksonville bankruptcy court. DBR says the sale has the potential to restart development in the luxury community, where both sedans and Cessnas can roll through the neighborhood. DBR notes according to court papers, Jumbolair hasn't made payments on its $7.36 million mortgage since January 2009, but Taylor Bean's bankruptcy stalled foreclosure efforts. The loan is secured by a lien on the 7,550-foot paved airstrip and other community property, but not the land and homes owned by the residents. With the loan sold, foreclosure on the property, and eventually new home building, can begin. About Taylor Bean Taylor, Bean & Whitaker Mortgage Corp. grew from a small Ocala- based mortgage broker to become one of the largest mortgage bankers in the United States. In 2009, Taylor Bean was the country's third largest direct-endorsement lender of FHA-insured loans of the largest wholesale mortgage lenders and issuer of mortgage backed securities. It also managed a combined mortgage servicing portfolio of approximately $80 billion. The company employed more that 2,000 people in offices located throughout the United States. Taylor Bean filed for Chapter 11 bankruptcy protection August 24 (Bankr. M.D. Fla. Case No. 09-07047). Taylor Bean filed the Chapter 11 petition three weeks after federal investigators searched its offices. The day following the search, the Federal Housing Administration, Ginnie Mae and Freddie Mac prohibited the company from issuing new mortgages and terminated servicing rights. Taylor Bean estimated more than $1 billion in both assets and liabilities in its bankruptcy petition. Edward J. Peterson, III, Esq., at Stichter, Riedel, Blain & Prosser, PA, in Tampa, Florida, represents the Debtor. Troutman Sanders LLP is special counsel. BMC Group, Inc., serves as claims agent. LACK'S STORES: Court Extends Filing of Schedules Until Jan. 1 ------------------------------------------------------------- The Hon. Jeff Bohm of the U.S. Bankruptcy Court for the Southern District of Texas extended, at the behest of Lack's Stores, Incorporated, et al., the deadline for the filing of schedules of assets and liabilities and statements of financial affairs for an additional 31 days, through January 1, 2011. The Debtors said that due to the size and complexity of their businesses and their prepetition focus on restructuring their financial affairs, they have not yet had a sufficient opportunity to complete the drafting of Schedules and Statements and do not anticipate having the Schedules and Statements ready for filing within the 14-day period prescribed by Bankruptcy Rule 1007(c). About Lack's Stores Victoria, Texas-based Lack's Stores, Incorporated, is one of the largest, independently-owned retail furniture chains in the United States. Lack's Stores is a chain of 36 retail stores and operates under the trade styles Lacks and Lacks Home Furnishings. The Company sells a complete line of furnishings for the home including furniture, bedding, major appliances and home electronics. The stores are located in South, Central, and West Texas. Lack's Stores filed for Chapter 11 bankruptcy protection on November 16, 2010 (Bankr. S.D. Tex. Case No. 10-60149). Katherine D. Grissel, Esq., Michaela Christine Crocker, Esq., and Richard H. London, Esq., at Vinson & Elkins LLP, assist the Debtor in its restructuring effort. The Debtor estimated its assets and debts at $100 million to $500 million. Affiliates Lack Properties, Inc., Lack's Furniture Centers, Inc., and Merchandise Acceptance Corporation filed separate Chapter 11 petitions. LACK'S STORES: Has Access to Cash Collateral Until February ----------------------------------------------------------- Lack's Stores, Incorporated, et al., sought and obtained interim authorization from the Hon. Jeff Bohm of the U.S. Bankruptcy Court for the Southern District of Texas to use cash collateral until February 2011. Prepetition, Lack's Stores entered into that certain Second Amended and Restated Loan and Security Agreement dated as of July 10, 2007, with The CIT Group/Business Credit, Inc., as agent, and the other lenders from time to time party thereto. The Senior Credit Agreement, with a stated maturity date of October 31, 2010, is a revolving credit facility. As of the Petition Date, the aggregate principal amount of the advances currently outstanding under the Senior Credit Agreement is approximately $86 million, having been gradually reduced from $105 million since January of 2009. Lack's obligations under the Senior Credit Agreement are guaranteed by Merchandise Acceptance, Lack's Furniture, Lack Properties, and Melvin Lack. The Senior Lenders allege that the obligations under the Senior Credit Agreement are secured by a lien on substantially all of the Debtors' assets excluding certain real estate. The Senior Lenders do not, however, have dominion over all of the Debtors' bank accounts. Michaela C. Crocker, Esq., at Vinson & Elkins L.L.P., explains that the Debtors need access to cash generated by its business that is considered as cash collateral in order to fund their Chapter 11 case, pay suppliers and other parties. The Debtors will use the collateral pursuant to a budget, a copy of which is available for free at http://bankrupt.com/misc/LACK'S_STORES_budget.pdf According to the Debtors, the Senior Lenders are grossly oversecured and they hold a sizeable equity cushion in their alleged collateral. The value of the prepetition collateral substantially exceeds the sum total of the indebtedness to the Senior Lenders (approximately $86,000,000), and the resulting equity cushion will protect the Senior Lenders against any decrease in the value of their interests in the prepetition collateral for the duration of the requested use of Cash Collateral. In exchange for the use of Cash Collateral, the Debtors propose to grant the Agent for the benefit of the Senior Lenders replacement liens in their prepetition collateral. As additional adequate protection to the Agent and the Senior Lenders, the Debtors will make the payments to the Agent (a) in the form of an interest payment of $570,000 on December 3, 2010; and (b) in the form of a loan paydown in the amount of $500,000 on each of November 26, December 3, and December 10, 2010. The Debtors will furnish or make available to the Agent and the Senior Lenders any information in the Debtors' possession or within the Debtors' control relating to projected revenues and expenses, actual revenue and expenses, variances from the interim budget and store closings. The Court has set a final hearing for December 15, 2010, at 2:30 p.m. on the Debtors' request to use cash collateral. About Lack's Stores Victoria, Texas-based Lack's Stores, Incorporated, is one of the largest, independently-owned retail furniture chains in the United States. Lack's Stores is a chain of 36 retail stores and operates under the trade styles Lacks and Lacks Home Furnishings. The Company sells a complete line of furnishings for the home including furniture, bedding, major appliances and home electronics. The stores are located in South, Central, and West Texas. Lack's Stores filed for Chapter 11 bankruptcy protection on November 16, 2010 (Bankr. S.D. Tex. Case No. 10-60149). Katherine D. Grissel, Esq., Michaela Christine Crocker, Esq., and Richard H. London, Esq., at Vinson & Elkins LLP, assist the Debtor in its restructuring effort. The Debtor estimated its assets and debts at $100 million to $500 million. Affiliates Lack Properties, Inc., Lack's Furniture Centers, Inc., and Merchandise Acceptance Corporation filed separate Chapter 11 petitions. LACK'S STORES: Gets Permission to Conduct Store Closing Sales ------------------------------------------------------------- Lack's Stores, Incorporated, et al., sought and obtained authorization from the U.S. Bankruptcy Court for the Southern District of Texas to sell the merchandise, furniture, fixtures, and equipment through store closing sales, free and clear of any and all liens, claims, and encumbrances. The Court has approved the sale guidelines. A copy of the sale guidelines is available for free at: http://bankrupt.com/misc/LACK'S_STORES_saleguidelines.pdf The Debtor is authorized to hire a joint venture comprised of Hilco Merchant Merchant Resources, LLC, and SB Capital Group, LLC as consultant. Prior to the filing of the bankruptcy cases, the Debtors advanced $400,000 to Hilco/SB to cover certain start-up expenses for the Store Closing Sales, including advertising and supervision. The Debtors anticipate making additional payments in the amount of approximately $600,000 to cover the remaining start- up expenses to be incurred during the first three weeks of the store closing sales. The Debtors expect the store closing sales to wrap up in sixty to ninety days. A final hearing will be held on December 15, 2010, at 2:30 p.m. About Lack's Stores Victoria, Texas-based Lack's Stores, Incorporated, is one of the largest, independently-owned retail furniture chains in the United States. Lack's Stores is a chain of 36 retail stores and operates under the trade styles Lacks and Lacks Home Furnishings. The Company sells a complete line of furnishings for the home including furniture, bedding, major appliances and home electronics. The stores are located in South, Central, and West Texas. Lack's Stores filed for Chapter 11 bankruptcy protection on November 16, 2010 (Bankr. S.D. Tex. Case No. 10-60149). Katherine D. Grissel, Esq., Michaela Christine Crocker, Esq., and Richard H. London, Esq., at Vinson & Elkins LLP, assist the Debtor in its restructuring effort. The Debtor estimated its assets and debts at $100 million to $500 million. Affiliates Lack Properties, Inc., Lack's Furniture Centers, Inc., and Merchandise Acceptance Corporation filed separate Chapter 11 petitions. LISA CHASE: Case Summary & 18 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Lisa Chase 29 Ober Street Beverly, MA 01915 Bankruptcy Case No.: 10-22697 Chapter 11 Petition Date: November 19, 2010 Court: United States Bankruptcy Court District of Massachusetts (Boston) Judge: Henry J. Boroff Debtor's Counsel: Richard N. Gottlieb, Esq. LAW OFFICES OF RICHARD N. GOTTLIEB Eleven Beacon Street, Suite 625 Boston, MA 02108 Tel: (617) 742-4491 E-mail: rnglaw@verizon.net Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Debtor's 18 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/mab10-22697.pdf LOCAL INSIGHT: Organizational Meeting to Form Panel on Dec. 1 ------------------------------------------------------------- Roberta A. DeAngelis, United States Trustee for Region 3, will hold an organizational meeting on December 1, 2010, at 10:00 a.m. in the bankruptcy case of Local Insight Media Holdings, Inc., et al. The meeting will be held at J. Caleb Boggs Federal Building, 844 King Street, Room 2112, Wilmington, DE 19801. The sole purpose of the meeting will be to form a committee or committees of unsecured creditors in the Debtors' cases. The organizational meeting is not the meeting of creditors pursuant to Section 341 of the Bankruptcy Code. A representative of the Debtor, however, may attend the Organizational Meeting, and provide background information regarding the bankruptcy cases. To increase participation in the Chapter 11 proceeding, Section 1102 of the Bankruptcy Code requires that the United States Trustee appoint a committee of unsecured creditors as soon as practicable. The Committee ordinarily consists of the persons, willing to serve, that hold the seven largest unsecured claims against the debtor of the kinds represented on the committee. Section 1103 of the Bankruptcy Code provides that the Committee may consult with the debtor, investigate the debtor and its business operations and participate in the formulation of a plan of reorganization. The Committee may also perform other services as are in the interests of the unsecured creditors whom it represents. Wilmington, Delaware-based Local Insight Media Holdings, Inc., is a publisher of print and online yellow page directories in the United States. It filed for Chapter 11 bankruptcy protection on November 17, 2010, (Bankr. D. Del. Case No. 10-13677). Affiliates Local Insight Media Holdings II, Inc. (Bankr. D. Del. Case No. 10-13679), Local Insight Media Holdings III, Inc. (Bankr. D. Del. Case No. 10-13682), LIM Finance Holdings, Inc. (Bankr. D. Del. Case No. 10-13680), LIM Finance, Inc. (Bankr. D. Del. Case No. 10-13681), LIM Finance II, Inc. (Bankr. D. Del. Case No. 10- 13687), Local Insight Regatta Holdings, Inc. (Bankr. D. Del. Case No. 10-13686), The Berry Company LLC (Bankr. D. Del. Case No. 10- 13678), Local Insight Listing Management, Inc. (Bankr. D. Del. Case No. 10-13685), Regatta Investor Holdings, Inc. (Bankr. D. Del. Case No. 10-13725), Regatta Investor Holdings II, Inc. (Bankr. D. Del. Case No. 10-13741), Regatta Investor LLC (Bankr. D. Del. Case No. 10-13684), Regatta Split-off I LLC (Bankr. D. Del. Case No. 10-13721), Regatta Split-off II LLC (Bankr. D. Del. Case No. 10-13753), Regatta Split-off III LLC (Bankr. D. Del. Case No. 10-13737), Regatta Holding I, L.P. (Bankr. D. Del. Case No. 10-13748), Regatta Holding II, L.P. (Bankr. D. Del. Case No. 10- 13715), and Regatta Holding III, L.P. (Bankr. D. Del. Case No. 10- 13745) filed separate Chapter 11 petitions. Richard M. Cieri, Esq., Christopher J. Marcus, Esq., and Ross M. Kwasteniet, Esq., at Kirkland & Ellis LLP, assist the Debtors in their restructuring effort. Curtis A. Hehn, Esq., Laura Davis Jones, Esq., and Michael Seidl, Esq., at Pachulski Stang Ziehl & Jones LLP, are the Debtors' co-counsel. The Debtors' investment banker and financial advisor is Lazard Freres & Co. LLC. The Debtors' independent auditor is Deloitte & Touche LLP. The Debtors' claims agent is Kurtzman Carson Consultants LLC. The Debtors' interim management and restructuring advisors are Alvarez & Marsal North America, LLC, and Avarez & Marsal Private Equity Performance Improvement Group, LLC. Local Insight Media Holdings estimated assets of less than $50,000 and liabilities of $100 million to $500 million in its Chapter 11 petition. In its latest Form 10-Q with the Securities and Exchange Commission, Local Insight Regatta reported consolidated assets of $796,270,000 against consolidated debts of $669,612,000 as of September 30, 2010. MARINA BIOTECH: Files 10-Q; Posts $8.3 Million Net Loss in Q3 2010 ------------------------------------------------------------------ Marina Biotech, Inc., formerly MDRNA, Inc., filed on November 15, 2010, its quarterly report on Form 10-Q for the third quarter ended September 30, 2010. The Company reported a net loss of $8.27 million on $1.13 million of license and other revenue for the three months ended September 30, 2010, compared with a net loss of $7.01 million on $64,000 of license and other revenue for the same period of 2009. "As of September 30, 2010, we had an accumulated deficit of approximately $284.88 million and expect to incur losses in the future as we continue our research and development activities," the Company said in the filing. The Company's balance sheet as of September 30, 2010, showed $36.73 million in total assets, $20.39 million in total liabilities, and stockholders' equity of $16.34 million. As reported in the Troubled Company Reporter on March 26, 2010, KPMG LLP, in Seattle, Washington, expressed substantial doubt about MDRNA, Inc.'s ability to continue as a going concern, following the Company's 2009 results. The independent auditors noted of the Company's recurring losses, recurring negative cash flows from operations, and accumulated deficit. A full-text copy of the Form 10-Q is available for free at http://researcharchives.com/t/s?6f6a Bothell, Wash.-based Marina Biotech, Inc. (Nasdaq: MRNA) -- http://www.marinabio.com/-- is a biotechnology company, focused on the development and commercialization of therapeutic products based on RNA interference (RNAi). Marina Biotech's pipeline currently includes a clinical program in Familial Adenomatous Polyposis (a precancerous syndrome) and two preclinical programs - in hepatocellular carcinoma and bladder cancer. MASSEY ENERGY: Board Reviews Options, Hires Advisors ---------------------------------------------------- Massey Energy Company's Board of Directors, as part of its annual review of the Company's strategy, has directed the Company to engage in a formal review of strategic alternatives to enhance shareholder value. The Board's Strategic Alternatives Review Committee will advise and report to the Board on this process. The Company has retained Perella Weinberg Partners LP and Cravath, Swaine & Moore LLP as financial and legal advisors, respectively, to advise the committee and the Board in its review. The Company has not set a definitive timetable for completion of its evaluation and there can be no assurance that this process will lead to the approval or completion of any transaction. The Company does not intend to disclose developments regarding this process unless and until its Board of Directors approves a specific transaction or otherwise concludes its review of strategic alternatives. * * * The Wall Street Journal's Kris Maher reported Monday that Massey directors were to meet through Tuesday at the Greenbrier Resort in White Sulphur Springs, W.Va., to hold their annual strategy-review session. According to the Journal, the board's review comes in the wake of an offer from Alpha Natural Resources Inc. of Abingdon, Va., the nation's fourth largest coal producer, and several other expressions of interest from coal and steel miners. According to the Journal, industry experts said they believe mounting pressure from federal regulators on Massey's operations is adding to the board's desire to explore a deal. On Friday, the federal Mine Safety and Health Administration released a list of 13 mines across the country with a pattern of safety violations that could face tougher oversight and potential closure if problems aren't fixed. Three of the mines on the list are operated by Massey. According to the Journal, one person familiar with Alpha's thinking said the company would be comfortable with a bid of between $47 a share and $50 a share. An Alpha spokesman declined to comment. The Journal said an Alpha-Massey deal would create the nation's biggest producer of metallurgical coal, which is in high demand from steelmakers in China and India. Alpha would greatly increase the life of its coal reserves by adding Massey's 1.3 billion tons of metallurgical coal reserves. The Journal said a person familiar with the matter said Massey Chief Executive Don Blankenship prefers to keep the company independent. Several shareholders who have spoken to Mr. Blankenship in the past week say that he would prefer to delay considering any sale until after government investigations into an April accident that killed 29 Massey miners are complete and the Company releases its own findings. The Journal said Mr. Blankenship and Massey declined to comment on the board's deliberations, according to a spokesman. The Journal further said the board is expected to explore interest from other companies, including Luxembourg-based ArcelorMittal, the world's biggest steelmaker; Arch Coal Inc. of St. Louis; and Pittsburgh-based Consol Energy Inc. The board will also discuss a potential joint venture with Coal India Ltd., which is in talks to buy stakes in Massey coal mines. About Massey Energy Massey Energy Company (NYSE: MEE) -- http://www.masseyenergyco.com/-- headquartered in Richmond, Virginia, with operations in West Virginia, Kentucky and Virginia, is the largest coal company in Central Appalachia and is included the S&P 500 index. Total assets were $4.703 billion and total liabilities were $2.812 billion as of September 30, 2010. As reported by the Troubled Company Reporter on November 4, 2010, The Wall Street Journal's Kris Maher said the U.S. Labor Department filed a preliminary injunction in U.S. District Court for the Eastern District of Kentucky to close Massey's Freedom Mine No. 1 in Pike County, Kentucky, until safety hazards are addressed. According to the report, federal officials say they issued nearly 2,000 citations between July 2008 and June 2010 for safety violations at the mine. They also noted that six major roof falls had occurred since August 2010 at the mine, which employs about 130 miners. Massey has reported a net loss of $41.4 million for the quarter ended September 30, 2010. For the first nine months of 2010, Massey recorded a net loss of $96.5 million. As reported by the Troubled Company Reporter on October 22, 2010, Standard & Poor's Ratings Services placed its ratings on Massey, including its 'BB-' corporate credit rating, on CreditWatch with developing implications. The CreditWatch listing followed press reports suggesting that Massey is exploring strategic options, including a sale to another coal producer or a private-equity firm, an acquisition of another company, or remaining independent. "The outcome of the strategic alternatives could have a negative effect on S&P's assessment of the company's overall business and financial risk profiles, given the potential for a debt financed acquisition of another coal company or leveraged buyout by a private equity firm or strategic buyer," said S&P credit analyst Marie Shmaruk. Alternatively, S&P said, the company's business and financial risk profiles could improve if it makes an acquisition that expands the company's geographic and product diversity or it is acquired by a stronger entity and any potential transaction is funded in such a way that results in improved credit measures. MCNAIR GRADING: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: McNair Grading, Inc. 12864 US Highway 19 Griffin, GA 30224 Bankruptcy Case No.: 10-14368 Chapter 11 Petition Date: November 19, 2010 Court: United States Bankruptcy Court Northern District of Georgia (Newnan) Debtor's Counsel: Christopher W. Terry, Esq. STONE & BAXTER, LLP Suite 800 - Fickling & Company Bldg. 577 Mulberry Street Macon, GA 31201 Tel: (478) 750-9898 Fax: (478) 750-9899 E-mail: cterry@stoneandbaxter.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/ganb10-14368.pdf The petition was signed by James S. McNair, owner/president. MECHANICAL TECHNOLOGY: Posts $902,000 Net Loss in Q3 2010 --------------------------------------------------------- Mechanical Technology, Incorporated, filed its quarterly report on Form 10-Q, reporting a net loss of $705,000 on $1.98 million of revenue for the three months ended September 30, 2010, compared with a net loss of $902,000 on $1.97 million of revenue for the same period of 2009. The Company has incurred significant losses and had a consolidated accumulated deficit of $122.76 million and a working capital surplus of $1.12 million at September 30, 2010. The Company's balance sheet as of 2010, showed $3.27 million in total assets, $1.69 million in total liabilities, and stockholders' equity of $1.59 million. As reported in the Troubled Company Reporter on April 13, 2010, PricewaterhouseCoopers in Albany, New York, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses from operations and has an accumulated deficit. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?6f67 Albany, N.Y.-based Mechanical Technology, Incorporated, operates in two segments, the New Energy segment conducted through MTI MicroFuel Cells, Inc., and the Test and Measurement Instrumentation segment, through MTI Instruments, Inc. MTI Micro is developing and commercializing off-the-grid power solutions for various portable electronic devices. The Company's patented proprietary direct methanol fuel cell technology platform, called Mobion, converts 100% methanol fuel to usable electricity capable of providing continuous power as long as necessary fuel flows are maintained. MTI Instruments is a worldwide supplier of metrology, portable balancing equipment and inspection systems for semiconductor wafers. METROPOLITAN 885: Files Schedules of Assets & Liabilities --------------------------------------------------------- Metropolitan 885 Third Avenue Leasehold, LLC, has filed with the U.S. Bankruptcy Court for the Northern District of New York its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ------ ----------- A. Real Property $130,000,000 B. Personal Property $9,878,012 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $210,000,000 E. Creditors Holding Unsecured Priority Claims $5,603 F. Creditors Holding Unsecured Non-priority Claims $332,080 ----------- ----------- TOTAL $139,878,012 $210,337,682 A copy of the schedules is available for free at: http://bankrupt.com/misc/METROPOLITAN_885_sal.pdf New York-based Metropolitan 885 Third Avenue Leasehold, LLC, filed for Chapter 11 bankruptcy protection on November 16, 2010 (Bankr. S.D.N.Y. Case No. 10-16103). Marc E. Richards, Esq., at Blank Rome, LLP, assists the Debtor in its restructuring effort. The Garden City Group, Inc., is the Debtor's claims agent. MGIC INVESTMENT: S&P Raises Ratings on Preferred Debt to 'CC' ------------------------------------------------------------- Standard & Poor's Ratings Services said it raised its unsolicited ratings on MGIC Investment Corp.'s preferred convertible debt by one category to 'CC' from 'C'. The ratings on MGIC's remaining issuances and on its operating companies remain unchanged. On Sept. 15, 2010, Standard & Poor's placed the 'C' unsolicited rating on MGIC Investment Corp.'s convertible junior subordinated debentures due 2063 on CreditWatch with positive implications. S&P had lowered the rating to 'C' after MTG opted to defer the interest payments that had been scheduled for April 1 and October 1, 2009, and April 1, 2010. When an issuer elects to exercise its option to defer interest, it is S&P's policy to lower the rating on that obligation to 'C'. The company subsequently terminated the optional deferral of interest, and paid the $57.5 million deferred interest payments, including the compound interest on each, on Oct. 1, 2010. The company has also paid the scheduled Oct. 1, 2010, interest payment. The unsolicited ratings and outlook on the subordinated debt issue will change in tandem with the ratings on MTG and its operating subsidiaries. The outlook on MTG is negative, largely reflecting the current macroeconomic conditions as well as the increasing litigation risk associated with rescission activity. In addition to the changes in ratings and outlook of MTG, S&P will lower the rating on the subordinated debt offering to 'C' if the company again opts to defer its interest payments. MGIC Investment Corp. (Unsolicited Rating) Counterparty Credit Rating Local Currency CCC+/Negative/-- Senior Unsecured CCC+ Rating raised MGIC Investment Corp. (Unsolicited Rating) To From -- ---- Subordinated Debt CC C/Watch Pos MGL CONSULTING: Case Summary & 21 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: MGL Consulting Corporation 3330 Egypt Lane, Suite E400 Magnolia, TX 77354 Bankruptcy Case No.: 10-40478 Chapter 11 Petition Date: November 19, 2010 Court: United States Bankruptcy Court Southern District of Texas (Houston) Judge: Karen K. Brown Debtor's Counsel: J. Craig Cowgill, Esq. J. CRAIG COWGILL & ASSOCIATES, P.C. 8100 Washington, Suite 120 Houston, TX 77007 Tel: (713) 956-0254 Fax: (713) 956-6284 E-mail: jccowgill@cowgillholmes.com Scheduled Assets: $396,439 Scheduled Debts: $1,453,617 A list of the Company's 21 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/txsb10-40478.pdf The petition was signed by Melinda LeGaye, president. MICHAEL YOUNESSI: Case Summary & 16 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Michael Younessi 4022 Morningstar Drive Huntington Beach, CA 92649 Bankruptcy Case No.: 10-26435 Chapter 11 Petition Date: November 18, 2010 Court: U.S. Bankruptcy Court Central District of California (Santa Ana) Debtor's Counsel: Vahid Naziri, Esq. ANH LEGAL GROUP, P.C. 6230 Canoga Avenue, Suite 790 Woodland Hills, CA 91367 Tel: (818) 888-6614 Fax: (818) 888-6615 E-mail: ecf@anhlegal.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $10,000,001 to $50,000,000 A list of the Debtor's 16 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cacb10-26435.pdf MIG INC: Wins Confirmation of Full-Payment Plan After Deal ---------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that MIG Inc. received confirmation of a Chapter 11 plan on Nov. 19, after a settlement with the Official Committee of Unsecured Creditors. According to Mr. Rochelle, under the Plan, unsecured creditors are to be paid in full. The settlement came about when MIG was facing motions by the committee to end the company's exclusive right to propose a reorganization plan, appoint a Chapter 11 trustee, or dismiss the case. Mr. Rochelle adds that under the Confirmed Plan, preferred shareholders are receiving new secured notes bearing interest that begins at 15.5% and rises to 20%. Originally, the plan called for 10% interest. The new notes are secured by all the assets and the stock of reorganized MIG. The loan documents call for excess cash to be paid against the notes and require a portion of proceeds from a public offering to be used in payment of the notes. MIG said all along that the company is worth enough to pay all creditors in full, according to Mr. Rochelle. About MIG Inc. Based in Charlotte, North Carolina, MIG Inc. (PINK SHEETS: MTRM, MTRMP) -- http://www.metromedia-group.com/-- through its wholly owned subsidiaries, owns interests in several communications businesses in the country of Georgia. The Company's core businesses include Magticom Ltd., a mobile telephony operator located in Tbilisi, Georgia, Telecom Georgia, a long distance telephony operator, and Telenet, which provides Internet access, data communications, voice telephony and international access services. MIG, Inc., fka Metromedia International Group, Inc., filed for Chapter 11 bankruptcy protection on June 18, 2009 (Bankr. D. Del. Case No. 09-12118). Scott D. Cousins, Esq., at Greenberg Traurig LLP, assists the Company in its restructuring efforts. Debevoise & Plimpton LLP is the Company's special corporate counsel, while Potter Anderson & Corroon LLP is the Company's special litigation counsel. The official committee of unsecured creditors of MIG, Inc., has retained Baker & McKenzie LLP as its bankruptcy counsel, nunc pro tunc to June 30, 2009. In its petition, the Company estimated US$100 million to US$500 million in assets and US$100 million to US$500 million in debts. In its formal schedules, the Company said it had assets of $54,820,681 against debts of $210,183,657. MILLENNIUM SOUTHEAST: Vancouver Takes Control of Olympic Village ---------------------------------------------------------------- Marcella Bernardo at CKNW reports that Vancouver taxpayers are now the owners of the Olympic Village at False Creek. The City has now assumed control of the property because the project is now in receivership. As reported in yesterday's Troubled Company Reporter, the Canadian Press, the City of Vancouver announced Wednesday that it has negotiated an agreement with the accounting firm Ernst and Young to assume control of the Millennium Southeast False Creek Properties and the Millennium Water development, as the Olympic Village condominium project is now called. Announcing a mutual agreement had been reached with Millennium Developments to avoid a long court battle, Mayor Gregor Robertson admits it could be years before taxpayers recover their losses, according to CKNW. The Mayor, the CKNW report discloses, said, "I have never said that taxpayers were risk-free on this project. I think for the last two years since 'daylighting' the financial details of the project, I've said taxpayers are on the hook and there's considerable risk due to the financing arrangements made by the previous council." Including the 200-million dollar value of the land, taxpayers are still owed approximately 740-million dollars, the report adds. Olympic Village is an accommodation centre built for an Olympic Games, usually within an Olympic Park or elsewhere in a host city. Olympic Villages are built to house all participating athletes, as well as officials, athletic trainers, and other staff. MOMENTIVE PERFORMANCE: Has $159.9MM Add'l Commitment from Lender ---------------------------------------------------------------- On November 15, 2010, Momentive Performance USA Materials Inc. and Momentive Performance Materials GmbH obtained $159.5 million of additional commitments from an existing revolving facility lender to provide new revolving loans under a new or extended revolving facility under the Company's senior secured credit facilities. Including the commitments previously announced, the Company has obtained commitments to extend the full $300 million under the existing revolving credit facility. The commitments for the new revolving facility are subject to customary conditions and will take effect on these date as applicable: 1) in the case of a commitment party that is not an existing revolver lender, at the Company's option, on or no more than five business days prior to December 3, 2012, or 2) in the case of a commitment party that is an existing revolver lender, the earlier of A) the existing revolver maturity date or B) in the event the Company obtains an amendment to its senior secured credit facilities that extends the revolver maturity date, the date on which such amendment becomes effective. The commitments for the new revolving facility will mature on December 3, 2014. In the event more than $500 million in term loans mature prior to 91 days after the extended revolver maturity date, the revolver loans outstanding under the new revolving facility must be repaid in full at least 91 days prior to such maturity date of such term loans and revolver loans may not be drawn thereunder until such term loans are repaid and/or their maturity date extended to a date not earlier than 91 days after the extended revolver maturity date. The new revolving facility, which cannot be drawn until the commitment effective date, will bear interest at a rate of LIBOR plus 4.75%. The terms and conditions of the Company's existing revolving credit facility remain in full force and effect and have not been altered by these new commitments. 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 a stockholders' deficit of $565.8 million. Momentive carries a 'CCC-' corporate credit rating from Standard & Poor's Ratings Services. MORTGAGEBROKERS.COM: Posts $28,368 Net Loss for September 30 Qtr. ----------------------------------------------------------------- MortgageBrokers.com Holdings Inc. filed its quarterly report on Form 10-Q, reporting a net loss of $28,368 on $3.69 million of revenues for the three months ended Sept. 30, 2010, compared with net income of $643,176 on $5.02 million for the same period a year earlier. The Company's balance sheet at Sept. 30, 2010, showed $1.35 million in total assets, $2.13 million in total liabilities, and a stockholders' deficit of $775,734. As reported in the Troubled Company Reporter on April 22, 2010, McGovern, Hurley, Cunningham, LLP, in Toronto, 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 operating losses, negative working capital, and total capital deficiency. A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6f40 About MortgageBrokers.com Holdings Based in Toronto, Canada, MortgageBrokers.com Holdings, Inc., provides mortgage brokerage services in the Canadian provincial markets of Newfoundland, Nova Scotia, New Brunswick, Prince Edward Island, Ontario, Saskatchewan and Alberta. The Company's balance sheet at June 30, 2010, showed $1.9 million in total assets, $2.6 million in total liabilities, and a stockholders' deficit of $730,222. MPG OFFICE: Names David Weinstein as New CEO -------------------------------------------- A.D. Pruitt, writing for The Wall Street Journal, reports that MPG Office Trust Inc. on Monday named David Weinstein, an independent board member and real-estate executive, as its new chief executive officer. MPG accepted the resignation of Nelson C. Rising, effective November 15, 2010. The letter submitted by Mr. Rising states: "I believe the Board of Directors and I do not share a common vision for the strategic direction of the Company and a capital structure necessary to achieve it." The Journal reports that people familiar with the matter said Mr. Rising butted heads with the board on numerous issues including raising equity, selling properties and whether the company should be put on the block. The Troubled Company Reporter ran a story on Mr. Rising's resignation on November 16. The Journal says Mr. Weinstein wouldn't comment on behalf of the company regarding the reasons for Mr. Rising's exit. According to the Journal, Mr. Weinstein said in an interview the company is open to a wide range of strategies, but a sale isn't one of them. "The company is not for sale. . . . Aside from that, everything is an option," Mr. Weinstein said. The Journal's sources said some board members felt Mr. Rising was shopping around the company, the largest owner of office buildings in downtown Los Angeles, despite their instructions not to do so. Mr. Rising disputes this and says he always kept the board fully informed about what he was doing. The Journal notes, according to people familiar with the matter, during the past two years, the company has fielded a number of acquisition and merger inquiries from other REITs and private- equity investors, including office landlord Brookfield Properties Corp. and Kennedy Wilson, a Beverly Hills, Calif.-based real- estate firm. A representative for Kennedy Wilson had no immediate comment. The sources also told the Journal Patrick Soon-Shiong, a billionaire physician who founded biotech company Abraxis BioScience, also made an overture in December 2008. But he backed out of a deal partly because there are too many lender consents required, these people said. A representative for Mr. Soon-Shiong had no immediate comment. About MPG Office Trust MPG Office Trust Inc. is a self-administered and self-managed real estate investment trust. It is the largest owner and operator of Class A office properties in the Los Angeles Central Business District and are primarily focused on owning and operating high- quality office properties in the high-barrier-to-entry Southern California market. The Company's balance sheet at Sept. 30, 2010, showed $3.26 billion in total assets, $4.16 billion in total liabilities, and a stockholder's deficit of $897.21 million. MYRA PLANT: Case Summary & 17 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Myra M. Plant aka Myra Marie Plant dba Boutique Intern'l Hospitality Gp LLC dba The Campbell House Inn 252 Pearl St Eugene, OR 97401 Bankruptcy Case No.: 10-66933 Chapter 11 Petition Date: November 21, 2010 Court: United States Bankruptcy Court District of Oregon Judge: Frank R Alley III Debtor's Counsel: Stephen Behrends, Esq. BEHRENDS SWINGDOFF HAINES & CRITCHLOW, PC P.O. Box 10552 Eugene, OR 97440 Tel: (541) 344-7472 E-mail: sbehrends@oregon-attorneys.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 17 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/orb10-66933.pdf NAZARIO PERLAS: Case Summary & 18 Largest Unsecured Creditors ------------------------------------------------------------- Joint Debtors: Nazario D. Perlas Loreta O. Perlas 17608 Harvest Avenue Cerritos, CA 90703 Bankruptcy Case No.: 10-59524 Chapter 11 Petition Date: November 18, 2010 Court: U.S. Bankruptcy Court Central District of California (Los Angeles) Debtors' Counsel: Matthew E. Faler, Esq. 17330 Brookhurst Street, Suite 240 Fountain Valley, CA 92708 Tel: (714) 465-4433 Fax: (714) 965-7823 E-mail: mfaler@faler-law.com Estimated Assets: $100,001 to $500,000 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/cacb10-59524.pdf NEW CLINTON: Voluntary Chapter 11 Case Summary ---------------------------------------------- Debtor: New Clinton Auto Service, Inc. dba New Clinton Auto Wash dba AAA Muffler Shocks & Springs dba New Clinton Auto Sales dba Auto Lab #137 366 North Gratiot Ave. Clinton Township, MI 48036 Bankruptcy Case No.: 10-74966 Chapter 11 Petition Date: November 18, 2010 Court: United States Bankruptcy Court Eastern District of Michigan (Detroit) Judge: Marci B. McIvor Debtor's Counsel: Michael A. Greiner, Esq. FINANCIAL LAW GROUP, P.C. 29405 Hoover Warren, MI 48093 Tel: (586) 693-2000 Fax: (586) 693-2000 E-mail: mike@financiallawgroup.com Scheduled Assets: $87,500 Scheduled Debts: $1,048,126 The Debtor did not file a list of its largest unsecured creditors together with its petition. The petition was signed by Valerian Fernandes, president. NEW ORIENTAL: Delays Form 10-Q for Third Quarter ------------------------------------------------ New Oriental Energy & Chemical Corp. said it could not timely file its quarterly report on Form 10-Q with the Securities and Exchange Commission due to delays in compiling the information for the preparation of the financial statements and management's discussion and analysis for the report. New Oriental reported a net loss of $2.6 million on $13.7 million of revenue for the three months ended June 30, 2010, compared with a net loss of $3.2 million on $8.4 million of revenue for the same period last year. The Company's balance sheet at June 30, 2010, showed $77.7 million in total assets, $78.2 million in total liabilities, and a stockholders' deficit of $470,784. About New Oriental New Oriental Energy & Chemical Corp. (NASDAQ: NOEC) -- http://www.neworientalenergy.com/-- was incorporated in the State of Delaware on November 15, 2004. The Company is an emerging coal-based alternative fuels and specialty chemical manufacturer based in Henan Province, in the Peoples' Republic of China. The Company's core products are urea and other coal-based chemicals primarily utilized as fertilizers. All of the Company's sales are made through a network of distribution partners in the Peoples' Republic of China. As reported in the Troubled Company Reporter on July 2, 2010, Weinberg & Company, P.A., in Boca Raton, Florida, expressed substantial doubt about 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 incurred a net loss of $12.8 million and has negative cash flows from operations of $7.5 million for the year ended March 31, 2010, and has a working capital deficit of $44.1 million at March 31, 2010. NEW VISION: S&P Assigns 'B' Preliminary Corporate Credit Rating --------------------------------------------------------------- Standard & Poor's Ratings Services assigned Los Angeles- and Atlanta-based TV broadcaster New Vision Television LLC its preliminary 'B' corporate credit rating. The rating outlook is stable. At the same time, S&P assigned guaranteed subsidiary NVT Networks LLC's proposed senior secured credit facilities a preliminary issue-level rating of 'B+' (one notch higher than S&P's preliminary 'B' corporate credit rating on the parent company). The recovery rating on this debt is '2', indicating S&P's expectation of substantial (70% to 90%) recovery for lenders in the event of a payment default. The proposed credit facilities consist of a $10 million revolving credit facility due 2014 and a $74 million term loan due 2014. The credit facilities will be guaranteed on a senior secured basis by the parent and the parent's local marketing agreement, joint sales agreement, and shared services agreement partners. The company is offering to exchange the new term loan borrowings for between 3.25 million and 4.00 million of Class A equity units held by prepetition lenders from its 2009 bankruptcy. The final amount of the term loan will be determined by the number of units tendered, with a minimum of 3.25 million units required for completion. All ratings are subject to S&P's final review of transaction documentation. "The preliminary 'B' rating on New Vision Television LLC reflects the company's vulnerable business risk profile characterized by its small portfolio of TV stations in small and midsize markets," said Standard & Poor's credit analyst Deborah Kinzer. "It also reflects S&P's expectation that the company will be able to achieve positive discretionary cash flow in the near term and that leverage will remain manageable in 2011, when S&P expects EBITDA to decline significantly because of the absence of political ad revenues in a nonelection year." New Vision operates 12 TV major-network-affiliated stations in eight small and midsize markets ranked from No. 22 (Portland, Ore.) to No. 153 (Rochester, Minn./Mason City, Ia.). In addition, the company has a CW station, two MyTV stations, and a Telemundo station on secondary digital tiers, creating three additional duopolies. The company's stations have strong revenue rankings in several of their respective markets, with No.1 and No.2 market cluster positions. Two markets contribute almost half of total broadcast cash flow, which increases the potential effects of regional economic volatility on ad demand and the company's financial performance. NORTEL NETWORKS: GENBAND Wants Arbitration for Sale Price Dispute ----------------------------------------------------------------- GENBAND Inc., asks the U.S. Bankruptcy Court for the District of Delaware to grant relief from automatic stay to allow arbitration to commence; and compel the commencement of arbitration between Nortel Networks Inc., et al., and GENBAND pursuant to the terms of the asset sale agreement dated as of December 22, 2009. GENBAND explains that arbitration will resolve a dispute with respect to the purchase price adjustment. GENBAND relates that in a letter in the disagreement notice, Nortel informed GENBAND that it did not intend to waive its right to pursue all available remedies, including judicial relief, in order to resolve disputes in connection with the purchase price adjustment. GENBAND states that refusing to arbitrate dispute on to the purchase price adjustment violated the agreed terms of ASA. GENBAND proposes a hearing on December 8, 2010, at 10:00 a.m., to consider its motion to commence arbitration on purchase price adjustment. Objections, if any, are due December 1 at 4:00 p.m. 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. NOVELOS THERAPEUTICS: Incurs $1.22 Mil. Net Loss in Sept. 30 Qtr. ----------------------------------------------------------------- Novelos Therapeutics Inc. filed its quarterly report on Form 10-Q, reporting a net loss of $1.22 million on $8,333 of revenue for the three months ended Sept. 30, 2010, compared with an net loss of $2.74 million on $13,702 of revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2010, showed $3.49 million in total assets, $6.36 million in total current liabilities, $375,000 in commitments and contingencies, $13.77 million in redeemable preferred stock, and a stockholders' deficit of $17.01 million. Stockholders' deficit was $16.1 million at June 30, 2010. A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6f55 Newton, Mass.-based Novelos Therapeutics, Inc. (OTC BB: NVLT) -- http://www.novelos.com/-- is a biopharmaceutical company developing oxidized glutathione-based compounds for the treatment of cancer and hepatitis. As reported in the Troubled Company Reporter on April 8, 2010, Stowe & Degon LLC, in Westborough, Mass., expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted of the Company's continuing losses and stockholders' deficiency at December 31, 2009. NUTRACEA: Wants to Sell 49% of Interest for $7.72 Million --------------------------------------------------------- The Hon. Charles G. Case, II of the U.S. Bankruptcy Court for the District of Arizona will convene a hearing on December 7, 2010, at 1:30 p.m., to consider and the sale of minority interest in Nutra S.A., Nutracea's subsidiary. Pursuant to the Plan proposed by NutraCea and the Official Committee of Unsecured Creditors, the Debtor moves for: 1) the entry of an order approving the sale of up to 49% of Debtor's membership interest in Nutra SA, LLC, its wholly- owned subsidiary, together with the other rights and preferences, to an investment fund owned by a private equity firm for not less than $7.725 million; and 2) an order that the Plan is deemed amended to authorize the sale and that the amendment is non-adverse and does not require re-solicitation or re-voting or, alternatively, that any required re-solicitation or re-voting has been accomplished through the notice and hearing procedure on this motion. The Debtor's Plan was confirmed on October 27, 2010. It provides for the payment in full of all allowed claims, with interest, and leaves the rights of shareholders unimpaired. It further provides that the funds necessary to pay allowed claims will come from the sale or monetization of Debtor's non-core assets, including: (a) its Phoenix production facility; (b) its Montana production facility; (c) its excess equipment; and (d) all or a part of its ownership interest in its wholly-owned subsidiary, Nutra SA, LLC. The Plan establishes certain payment benchmarks that must be satisfied and, if they are not, the designated Plan Agent will be authorized to sell the pledged assets. The obligations owing to unsecured creditors will be secured by a lien on all of Debtor's assets, which will be administered by the Plan Agent. Under the terms of the Membership Interest Purchase Agreement between Debtor and Investor, the Investor will purchase, at the initial closing, a 37.27% interest in Nutra SA, for which it will pay a total of $7.725 million. Of that amount, $5 million will be paid to Debtor and $2.725 million will be paid to Nutra SA. The sale will be effectuated through a series of purchases and contributory purchases by and from Debtor and Nutra SA. In addition, the Investor will commit, for a period of two years, to purchase up to an additional 11.73% of Nutra SA for a total of $5.175 million, if additional funding is needed for the Phase 1 Projects. Even if the full additional investment is made by the Investor and its ownership interest increases to 49%, the value of Debtor's interest will have markedly improved. It will have gone from 100% of a company worth $17,304,500 (using the mid-range of Lakeshore's valuation numbers) to 51% of a company worth $45.79 million. Thus, the value of Debtor's ownership interest, without taking Investor's liquidation preference into account, will have increased from $17.30 million to $23.35 million, after receiving $5 million at closing. In return for its investment, the Investor will be granted a preference on any distribution. The preference will be in an amount equal to two times its investment, minus any distributions that it has already received. The Investor's investment may increase to much as $12.9 million if additional funds are needed for the Phase 1 Projects. After the Investor received the amount of its distribution preference, the Debtor will have a distribution preference equal to two times its deemed investment, which, at the initial closing, will be $13 million. About NutraCea Phoenix, Arizona-based NutraCea is a world leader in production and utilization of stabilized rice bran. NutraCea holds many patents for stabilized rice bran production technology and proprietary products derived from SRB. NutraCea's proprietary technology enables the creation of food and nutrition products to be unlocked from rice bran, normally a waste by-product of standard rice processing. Nutracea filed for Chapter 11 bankruptcy protection November 10, 2009 (Bankr. D. Ariz. Case No. 09-28817). S. Cary Forrester, Esq., at Forrester & Worth, PLLC, represents the Debtor. The Company estimated assets at $50 million to $100 million and debts at $10 million to $50 million. NUVEEN INVESTMENTS: Swings to $59 Million Profit in Q3 2010 ----------------------------------------------------------- Nuveen Investments Inc. reported net income of $59.73 million on $187.31 million of total operating revenues for the three months ended Sept. 30, 2010, compared with a net loss of $3.01 million on $161.56 million of total operating revenues for the same period a year ago. The Company's balance sheet at Sept. 30, 2010, $9.96 billion in total assets, $8.52 billion in total liabilities, and stockholders' equity of $1.04 million. A full-text copy of the earnings release is available for free at http://ResearchArchives.com/t/s?6f42 A full-text copy of the financial results is available for free at http://researcharchives.com/t/s?6f8c About Nuveen Investments Founded in 1898, Nuveen Investments, Inc., based in Chicago, Illinois, provides investment management services to high-net- worth and institutional investors and the financial consultants and advisors who serve them. The Company derives substantially all of its revenues from providing investment advisory services and distributing managed account products, closed-end exchange- traded funds and open-end mutual funds. Nuveen carries a 'Caa1' corporate family rating from Moody's Investors Service and a 'B-' long-term counterparty credit rating from Standard & Poor's ratings service. At the end of July 2010, Moody's changed the outlook for its he ratings to positive from stable following the company's announcement that it has entered into an agreement to acquire the long-only assets of First American Fund Advisors, a subsidiary of US Bancorp (Aa3/P- 1/Neg). Moody's stated that Nuveen's outlook change reflects improving fundamentals at Nuveen and expected near-term financial and longer-term strategic benefits of the FAF Advisors acquisition. However, Moody's still views Nuveen's leverage as "clearly excessive, particularly in the context of elevated market volatility." The Caa1 corporate family rating incorporates a high potential for a modest capital restructuring, Moody's said. NXT NUTRITIONALS: Incurs $9 Million Net Loss in Sept. 30 Quarter ---------------------------------------------------------------- NXT Nutritionals Holdings Inc. filed its quarterly report on Form 10-Q, reporting a net loss of $9.07 million on $3,220 of sales for the three months ended Sept. 30, 2010, compared with a net loss of $16.13 million on $236,843 of sales for the same period a year ago. The Company's balance sheet at Sept. 30, 2010, showed $3.13 million in total assets, $12.40 million in total liabilities, and a stockholders' deficit of $9.26 million. Berman & Company, P.A., in Boca Raton, Fla., expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted that the Company has a net loss of $24.0 million and net cash used in operations of $2.1 million for 2009; and has a working capital deficit of $1.5 million, and a stockholders' deficit of $3.3 million at December 31, 2009. A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6f6e About NXT Nutritionals Holyoke, Mass.-based NXT Nutritionals Holdings, Inc. (OTC: NXTH) - - http://www.nxtnutritionals.com/-- through its wholly owned subsidiary NXT Nutritionals, Inc., is engaged in developing and marketing of a proprietary, patent-pending, all-natural sweetener sold under the brand name SUSTA(TM) and other food and beverage products. SUSTA(TM) is being sold as a stand-alone product and it is the common ingredient for all of the Company's products. OHIO VALLEY AMUSEMENT: Puts Former Owner in Chapter 7 Bankruptcy ---------------------------------------------------------------- The Hon. Patrick M. Flatley places Francis C. Tucker in bankruptcy under Chapter 7 of the Bankruptcy Code. Ohio Valley Amusement Company, Alexas Intertainment, LLC, and Al Hart filed an involuntary Chapter 7 petition against Mr. Tucker (Bankr. N.D. W.Va. Case No. 09-914) on April 27, 2009. Mr. Tucker filed an answer contesting the petition, and two motions to dismiss. The Court denied the motions to dismiss and held a trial on the contested petition from June 1 through June 3, 2010. The court finds that the Petitioners have established grounds for relief under 11 U.S.C. Sec. 303. From 1980 through 2006, Mr. Tucker operated a video lottery business. He organized OVA to hold the necessary licenses, equipment and real estate leases, and was OVA's president and sole shareholder. In February 2003, Mr. Tucker authorized OVA's Chapter 11 bankruptcy petition. The case lingered until 2007, when a group of investors doing business as H.E.B., LLC, intervened. HEB formed Alexas as a special purpose entity to become a participant in the OVA bankruptcy case. Alexas gained control over the destiny of OVA by, among other things, purchasing claims against the OVA bankruptcy estate to promote a plan of reorganization. The plan, backed by a substantial infusion of capital by Alexas, was confirmed on December 14, 2007. The outstanding stock in OVA was canceled, and new stock was issued to Alexas (49%), Rodney Berry (2%), and Mr. Tucker's brother, Tom Tucker (49%), thus, leaving Mr. Tucker with no interest in OVA. HEB later sold its membership interests in Alexas to Singleton. Consequently, he participates in the management of OVA and holds a 49% ownership interest in OVA. OVA's claim against Mr. Tucker arises from a March 27, 2002 promissory note he executed on behalf of Mound City, Inc. and OVA to Northern Hancock Bank. MCI and OVA both signed as borrowers on the Northern Note; additionally, Mr. Tucker signed a personal guaranty for the borrowers' obligations to Northern. OVA's Chapter 11 plan provided for OVA to "continue to be bound by its guarantee of the prepetition debts of Mound City, Inc. owed to Northern," but for Northern to receive no distribution under the plan. After confirmation, Northern filed a complaint in the Circuit Court of Hancock County, West Virginia, seeking a judgment against MCI, OVA and Mr. Tucker, jointly and severally, for the amount due on the Northern Note. O n March 18, 2009, Northern executed an assignment of the state court action, which recites that Northern had already assigned its rights in the Note and collateral to OVA. On the same date, Northern's president, Mark A. Mangano, signed a written statement asserting that Northern assigned all of its rights in the Northern Note to OVA. The petition alleges that OVA holds a $258,034.84 claim against Tucker based on the Commercial Guaranty. In addition, Mr. Tucker owes OVA $5,021.11 based on an award of sanctions issued by the Bankruptcy Court on March 31, 2009 due to Mr. Tucker's failure to attend a scheduled deposition. A copy of the Court's memorandum decision, dated November 21, 2010, is available at http://is.gd/hDCXgfrom Leagle.com. OMNIRELIANT HOLDINGS: Delays Filing Form 10-Q for Sept. 30 Qtr. --------------------------------------------------------------- OmniReliant Holdings Inc. said it could not timely file its quarterly report on Form 10-Q with the Securities and Exchange Commission the Company requires additional time for compilation and review to insure adequate disclosure of certain information required to be included in the report. As reported by the Troubled Company Reporter on October 30, 2010, the Company incurred net loss of $30.8 million on $25.9 million of revenue for fiscal year ended June 30, 2010, compared with a net loss of $2.6 million on $9.8 million of revenue for fiscal 2009. Meeks International LLC, in Tampa, Florida, expressed substantial doubt about the Company's ability to continue as a going concern following the Company's fiscal 2010 results. The independent auditors noted that the Company has incurred significant recurring losses from operations and is dependent on outside sources of financing for continuation of its operations. The Company's balance sheet at June 30, 2010, showed $14.7 million in total assets, $9.5 million in total liabilities, $7.8 million in redeemable preferred stock, and a stockholders' deficit of $2.6 million. About OmniReliant Holdings Clearwater, Fla.-based OmniReliant Holdings, Inc. (OTC BB: ORHI) - - http://www.omnireliant.com/-- is a consumer products company which focuses its efforts on building demonstrable brands globally by deploying direct-to-consumer marketing channels internationally that include live shopping, infomercials, eCommerce and traditional "brick-and-mortar" channels of distribution. As of June 30, 2010, the Company's business segments consist of (i) Consumer Products, (ii) Fashing Goods, and (iii) eCommerce. The Consumer Products segment has historically been engaged in identifying affordable and demonstrable products to market principally to domestic customers through direct to consumer channels such as television infomercials, live shopping networks, and ecommerce channels. The newly formed Fashion Goods segment is engaged in the business of sourcing and distributing designer fashion goods and accessories on a discounted basis to both the Business-to-Business ("B2B") wholesale and Business-to-Consumer ("B2C") retail channels of distribution. The newly formed eCommerce segment is engaged in retail and wholesale distribution of specific products and types or categories of products that do not fit into the Company's Consumer Products or Fashion Goods segments. ONE MADISON: Plan to Infuse $40MM Capital, Finish Project Filed --------------------------------------------------------------- The Wall Street Journal's Josh Barbanel reports that Ian Bruce Eichner has joined forces with Ira Shapiro and Marc Jacobs, the developers of the One Madison Park project, and a contractor on the project in a plan filed late last week in U.S. bankruptcy court to restructure the financing for the project. As part of that plan, Mr. Eichner would put in $40 million in fresh capital and get control of the development. The Journal relates One Madison Park is an unfinished, 50-story bronze glass tower on East 22nd Street that is Manhattan's most visible monument to the recent housing bust. One Madison Park has been the subject of numerous lawsuits, a foreclosure action, an involuntary bankruptcy action and is now under the control of a court-appointed trustee. According to the Journal, Mr. Eichner is a developer best known in the latest cycle for losing a major Las Vegas casino development. "This means ultimately the project will be built," said Barry Slotnick, a Manhattan lawyer who represents the owners of a construction contractor, Kraus Hi-Tech Home Automation, who have been working with Mr. Eichner on the plan, according to the Journal. The Journal says the mortgage holder, iStar Financial Inc., which is also facing pressure from its own creditors, has not yet taken a position in court. Under the plan, iStar's debt, which it put at $233.5 million including interest and fees in court filings, would be reduced to $124 million. "We have just received papers and will proceed to protect our position," said Andrew G. Backman, a spokesman for iStar, in an interview, according to the Journal. He declined to elaborate. The Journal relates the One Madison Park project came to halt in February when iStar moved to foreclose on it. At that point, the first purchasers had closed on about a dozen apartments and others were under contract. The report says the foreclosure action was delayed in June when some worried buyers filed an involuntary bankruptcy petition in Delaware, asking the court to liquidate four companies controlled by the developers. IStar opposed the bankruptcy filing as did the developers, Messrs. Shapiro and Jacobs. The Journal reports that on Friday, Bankruptcy Judge Kevin Gross approved the switch to a Chapter 11 proceeding. As part of the bankruptcy filing, Mr. Eichner has agreed to provide $250,000 interim financing, during the bankruptcy reorganization. PACIFIC AVENUE: Bankruptcy Judge Approves Sale of EpiCentre's Debt ------------------------------------------------------------------ Susan Stabley at Charlotte Business Journal reports that a federal bankruptcy judge has approved the sale of the EpiCentre's debt. EpiCentre developer Pacific Avenue said the buyer is Blue Air 2010 LLC. Pacific Avenue obtained approval despite objections that some details regarding the buyer's identity and terms of the deal have not been disclosed, says Ms. Stabley. About Pacific Avenue Pacific Avenue, LLC, is a North Carolina limited liability company whose principal place of business is located in Charlotte, North Carolina. Together with Pacific Avenue II, LLC, the Company owns and operates the EpiCentre, a mixed-use commercial development consisting of approximately 302,000 rentable square feet of office and retail/entertainment space, plus an underground parking deck, located at 210 E. Trade St. in the city block surrounded by the light rail line, Fourth Street, College Street, and Trade Street in uptown Charlotte, North Carolina. Linda W. Simpson, the U.S. Bankruptcy Administrator for the Western District of North Carolina, appointed six members to the official committee of unsecured creditors in the Chapter 11 case of Pacific Avenue, LLC. Pacific Avenue, LLC, filed for Chapter 11 bankruptcy protection on July 22, 2010 (Bankr. W.D. N.C. Case No. 10-32093). Joseph W. Grier, III, Esq., at Grier, Furr & Crisp, P.A., assists the Company in its restructuring effort. The Company estimated up to $50,000 in assets and $50 million to $100 million in debts in its bankruptcy petition. The Company's affiliate, Pacific Avenue II, filed a separate Chapter 11 petition. PACIFIC ENERGY: Pitches $2.9 Mil. Settlement Over Platform Deal --------------------------------------------------------------- Marathon Oil Co. and Pacific Energy Resources Ltd. have pitched a $2.9 million settlement over the decommissioning of an Alaska offshore platform, which is expected to cost at least $21 million, and a related fuel gas contract, Bankruptcy Law360 reports. About Pacific Energy Headquartered in Long Beach, California, Pacific Energy Resources Ltd. -- http://www.pacenergy.com/-- engaged in the acquisition and development of oil and gas properties, primarily in the United States. The Company and seven of its affiliates filed for Chapter 11 protection on March 8, 2009 (Bankr. D. Del. Lead Case No. 09-10785). The Debtor estimated between $100 million and $500 million in assets and debts in its Chapter 11 petition. Attorneys at Pachulski Stang Ziehl & Jones LLP, serve as bankruptcy counsel to the Debtors. The Debtors also tapped Rutan & Tucker LLP as special corporation and litigation counsel; Schully, Roberts, Slattery & Marino, PLC, as special oil and gas and transactional counsel; Devlin Jensen as special Canadian counsel; Scott W. Winn, at Zolfo Cooper Management, LLC, as chief restructuring officer; Lazard Freres & Co. LLC as investment banker; and Albrecht & Associates, Inc., as agent for the Debtors in the sale of their oil and gas properties. Omni Management Group, LLC, is the claims, balloting, notice and administrative agent for the Debtors. PACIFIC ETHANOL: Posts $12.1 Million Net Loss in Q3 2010 -------------------------------------------------------- Pacific Ethanol, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $12.12 million on $46.04 million of revenue for the three months ended September 30, 2010, compared with a net loss of $11.86 million on $71.89 million of revenue for the same period of 2009. "We believe that current and future available capital resources, revenues generated from operations, and other existing sources of liquidity, including our credit facility and the remaining net proceeds from our private offering of Notes and Warrants on October 6, 2010, will be adequate to meet our anticipated working capital and capital expenditure requirements for at least the next twelve months," the Company said in the filing. The Company's balance sheet as September 30, 2010, showed $55.47 million in total assets, $51.54 million in total liabilities, and stockholders' equity of $3.93 million. Hein & Associates LLP, in Irvine, 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 that the Company does not have sufficient liquidity to meet its anticipated working capital, debt service and other liquidity needs in the very near term. A full-text copy of the Form 10-Q is available for free at http://researcharchives.com/t/s?6f71 About Pacific Ethanol Sacramento, Calif.-based Pacific Ethanol, Inc. (NASDAQ CM: PEIX) -- http://www.pacificethanol.net/-- produces and sells low-carbon renewable fuels and co-products, including wet distillers grain ("WDG"), a nutritional animal feed. The Company sells ethanol to integrated oil companies and gasoline marketers who blend ethanol into gasoline, and provides transportation, storage and delivery of ethanol through third-party service providers in the Western United States, primarily in California, Nevada, Arizona, Oregon, Colorado, Idaho and Washington. On May 17, 2009, five indirect wholly-owned subsidiaries of Pacific Ethanol, Inc., namely, Pacific Ethanol Madera LLC, Pacific Ethanol Columbia, LLC, Pacific Ethanol Stockton, LLC, and Pacific Ethanol Magic Valley, LLC, and Pacific Ethanol Holding Co. LLC each commenced a case by filing voluntary petitions for relief under Chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware. The cases are consolidated (for procedural purposes only) and are jointly administered under Case No. 09-11713. Neither Pacific Ethanol, Inc., as the parent company, nor any of its other direct or indirect subsidiaries, including Kinergy Marketing LLC and Pacific Ag. Products, LLC, have filed petitions for relief under the Bankruptcy Code. On June 29, 2010, the Debtors declared effective their amended joint plan of reorganization with the Bankruptcy Court, which was structured in cooperation with certain of the Debtors' secured lenders. Under the Plan, on the Effective Date, 100% of the ownership interests in the Debtors was transferred to a newly- formed limited liability company ("New PE Holdco") which was wholly-owned by certain prepetition lenders, resulting in each of the Debtors becoming direct or indirect wholly-owned subsidiaries of New PE Holdco. On October 6, 2010, the Company purchased a 20% ownership interest in New PE Holdco from a number of the existing owners. PARMALAT SPA: Documents Won't Be Unsealed Until 2011 ---------------------------------------------------- On behalf of Grant Thornton International, Inc., and Grant Thornton LLP, James L. Bernard, Esq., at Stroock & Stroock & Lavan, LLP, in New York, wrote to Judge Lewis A. Kaplan of the United States District for the Southern District of New York regarding the Court's protective order entered on August 3, 2005, in Parmalat's multidistrict litigation. Grant Thornton seeks extension of the date in the Court's endorsement on the Protective Order, which indicates that "notwithstanding anything to the contrary herein, any papers filed under seal in this action may be made part of the public record on or after 8/3/2010, unless the Court otherwise orders." On August 3, 2010, the Court extended the date to November 3, 2010, after Defendants Bank of America Corporation, Bank of America, N.A., and Banc of America Securities LLC asked for extension. Grant Thornton asked the Court to continue the unsealing date until at least August 3, 2011, to reflect the fact that the litigation remains active and ongoing in the Second Circuit. Judge Kaplan granted Grant Thornton's extension request. Dismissal Stipulations Pursuant to Rule 41(a)(1)(A)(ii) of the Federal Rules of Civil Procedure, Defendants Bank of America Corporation, Bank of America, N.A., and Banc of America Securities LLC entered into separate stipulations for the dismissal of the claims asserted by these Plaintiffs against the Bank of America Defendants: (a) John Hancock Life Insurance Company, John Hancock Variable Life Insurance Company and John Hancock Insurance Company of Vermont; (b) Monumental Life Insurance Company, Transamerica Occidental Life Insurance Company and Transamerica Life Insurance Company; (c) The Prudential Insurance Company; (d) Allstate Life Insurance Company; and (e) Aviva Life Insurance Company. The parties agree to dismiss the claims with prejudice and without costs to any party. Judge Kaplan approved the stipulations. About Parmalat S.p.A. Headquartered in Milan, Italy, Parmalat S.p.A. -- http://www.parmalat.net/-- sells nameplate milk products that can be stored at room temperature for months. It also has about 40 brand product lines, which include yogurt, cheese, butter, cakes and cookies, breads, pizza, snack foods and vegetable sauces, soups and juices. The Company's U.S. operations filed for Chapter 11 protection on February 24, 2004 (Bankr. S.D.N.Y. Case No. 04-11139). Gary Holtzer, Esq., and Marcia L. Goldstein, Esq., at Weil Gotshal & Manges LLP, represent the Debtors. When the U.S. Debtors filed for bankruptcy protection, they reported more than USUS$200 million in assets and debts. The U.S. Debtors emerged from bankruptcy on April 13, 2005. Parmalat S.p.A. and its Italian affiliates filed separate petitions for Extraordinary Administration before the Italian Ministry of Productive Activities and the Civil and Criminal District Court of the City of Parma, Italy on December 24, 2003. Dr. Enrico Bondi was appointed Extraordinary Commissioner in each of the cases. The Parma Court has declared the units insolvent. On June 22, 2004, Dr. Bondi filed a Sec. 304 Petition, Case No. 04-14268, in the United States Bankruptcy Court for the Southern District of New York. Parmalat has three financing arms: Dairy Holdings Ltd., Parmalat Capital Finance Ltd., and Food Holdings Ltd. Dairy Holdings and Food Holdings are Cayman Island special-purpose vehicles established by Parmalat S.p.A. The Finance Companies are under separate winding up petitions before the Grand Court of the Cayman Islands. Gordon I. MacRae and James Cleaver of Kroll (Cayman) Ltd. serve as Joint Provisional Liquidators in the cases. On January 20, 2004, the Liquidators filed Sec. 304 petition, Case No. 04-10362, in the United States Bankruptcy Court for the Southern District of New York. In May 2006, the Cayman Island Court appointed Messrs. MacRae and Cleaver as Joint Official Liquidators. Gregory M. Petrick, Esq., at Cadwalader, Wickersham & Taft LLP, and Richard I. Janvey, Esq., at Janvey, Gordon, Herlands Randolph, represent the Finance Companies in the Sec. 304 case. The Honorable Robert D. Drain presided over the Parmalat Debtors' U.S. cases. On June 21, 2007, the U.S. Court granted Parmalat permanent injunction. PARMALAT SPA: Prosecutors Want Tanzi Arrested, Demand 20 Years -------------------------------------------------------------- Prosecutors for the Italian government asked that Calisto Tanzi, Parmalat S.p.A. founder and former chief executive officer, be arrested to prevent him from escaping the country or committing other crimes, ANSA reported. An appeals court in Italy previously affirmed the 10-year sentence handed down to Mr. Tanzi in December 2008 for his role in Parmalat's collapse. Prosecutors had asked for a stiffer sentence for Mr. Tanzi, who was sentenced to 10 years in prison for securities-laws violations, leading to Parmalat's collapse in 2003. Although sentenced to 10 years in a separate market-rigging trial in Milan nearly two years ago, Mr. Tanzi continues to live in his estate near Parma, the Associated Press reported. The report added that it is rare in Italy for people to serve jail time at an advanced age. In another development, Parma prosecutors have demanded a 20-year- sentence for Mr. Tanzi in his fraud trial, AP reported. According to ANSA, other sentence requests included: -- 12 years for Mr. Tanzi's brother, Giorgio Tanzi; -- nine years and six months for ex-Parmalat chief financial officer Fausto Tonna; -- seven years and six months for ex-marketing director Domenico Barili; -- six years for Luciano Silingardo, a former independent board member at Parmalat Finanziaria; -- six years for Camillo Florini, an ex-executive in the group's tourism division; and -- five years for ex-Parmalat Venezuela chief Giovanni Bonici, who also headed Bonlat. Mr. Tanzi's lawyers will make their rebuttal this month, the AP report said. About Parmalat S.p.A. Headquartered in Milan, Italy, Parmalat S.p.A. -- http://www.parmalat.net/-- sells nameplate milk products that can be stored at room temperature for months. It also has about 40 brand product lines, which include yogurt, cheese, butter, cakes and cookies, breads, pizza, snack foods and vegetable sauces, soups and juices. The Company's U.S. operations filed for Chapter 11 protection on February 24, 2004 (Bankr. S.D.N.Y. Case No. 04-11139). Gary Holtzer, Esq., and Marcia L. Goldstein, Esq., at Weil Gotshal & Manges LLP, represent the Debtors. When the U.S. Debtors filed for bankruptcy protection, they reported more than USUS$200 million in assets and debts. The U.S. Debtors emerged from bankruptcy on April 13, 2005. Parmalat S.p.A. and its Italian affiliates filed separate petitions for Extraordinary Administration before the Italian Ministry of Productive Activities and the Civil and Criminal District Court of the City of Parma, Italy on December 24, 2003. Dr. Enrico Bondi was appointed Extraordinary Commissioner in each of the cases. The Parma Court has declared the units insolvent. On June 22, 2004, Dr. Bondi filed a Sec. 304 Petition, Case No. 04-14268, in the United States Bankruptcy Court for the Southern District of New York. Parmalat has three financing arms: Dairy Holdings Ltd., Parmalat Capital Finance Ltd., and Food Holdings Ltd. Dairy Holdings and Food Holdings are Cayman Island special-purpose vehicles established by Parmalat S.p.A. The Finance Companies are under separate winding up petitions before the Grand Court of the Cayman Islands. Gordon I. MacRae and James Cleaver of Kroll (Cayman) Ltd. serve as Joint Provisional Liquidators in the cases. On January 20, 2004, the Liquidators filed Sec. 304 petition, Case No. 04-10362, in the United States Bankruptcy Court for the Southern District of New York. In May 2006, the Cayman Island Court appointed Messrs. MacRae and Cleaver as Joint Official Liquidators. Gregory M. Petrick, Esq., at Cadwalader, Wickersham & Taft LLP, and Richard I. Janvey, Esq., at Janvey, Gordon, Herlands Randolph, represent the Finance Companies in the Sec. 304 case. The Honorable Robert D. Drain presided over the Parmalat Debtors' U.S. cases. On June 21, 2007, the U.S. Court granted Parmalat permanent injunction. PFF BANCORP: Settles $44-Mil. Federal Tax Refund ------------------------------------------------ Bankruptcy Law360 reports that a bankruptcy judge approved a settlement Monday that will divide a $44 million federal tax refund between PFF Bancorp Inc. and the Federal Deposit Insurance Corp., avoiding costly litigation from both sides. About PFF Bancorp PFF Bancorp Inc. -- http://www.pffbank.com/-- was a non- diversified unitary savings and loan holding company within the meaning of the Home Owners' Loan Act with headquarters formerly located in Rancho Cucamonga, California. Bancorp is the direct parent of each of the remaining Debtors. Prior to filing for bankruptcy, Bancorp was also the direct parent of PFF Bank & Trust, a federally chartered savings institution, and said bank's subsidiaries. PFF Bancorp Inc. and its affiliates sought Chapter 11 protection on December 5, 2008 (Bankr. D. Del. Case No. 08-13127 to 08-13131). Chun I. Jang, Esq., and Paul N. Heath, Esq., at Richards, Layton & Finger, P.A., represent the Debtors in their restructuring efforts. Kurtzman Carson Consultants LLC serves as the Debtors' claims agent. Jason W. Salib, Esq., at Blank Rome LLP, represents the official committee of unsecured creditors as counsel. PHOENIX DEVELOPMENT: Voluntary Chapter 11 Case Summary ------------------------------------------------------ Debtor: Phoenix Development and Land Investment, LLC 1020 Barber Creek Drive, Suite 200 Watkinsville, GA 30677 Bankruptcy Case No.: 10-32128 Chapter 11 Petition Date: November 19, 2010 Court: United States Bankruptcy Court Middle District of Georgia (Athens) Debtor's Counsel: Ernest V. Harris, Esq. HARRIS & LIKEN, LLP P.O. Box 1586 Athens, GA 30603 Tel: (706) 613-1953 Fax: (706) 613-0053 E-mail: ehlaw@bellsouth.net Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its largest unsecured creditors together with its petition. The petition was signed by Conway Broun, manager. POINT BLANK: Board Observer Reports to Committees ------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Point Blank Solutions Inc. was authorized by the bankruptcy judge last week to name Eric J. Rosenbloom to be an observer of the board of directors. According to Mr. Rochelle, the special position on the board was cobbled together as a compromise resulting from a motion by the creditors' committee seeking the appointment of a Chapter 11 trustee. Mr. Rosenbloom was general counsel for Hilco/Great American Group. He will report to the official committees representing stockholders and unsecured creditors. About Point Blank 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. PURADYN FILTER: September 30 Balance Sheet Upside-Down by $6MM -------------------------------------------------------------- Puradyn Filter Technologies Incorporated's balance sheet at September 30, 2010, showed total assets of $1,996,583, total liabilities of $7,984,914, and a stockholders' deficit of $5,988,331. For three months ended September 30, the Company incurred net loss of $132,023 compared with net loss of $533,743 for the same period in 2009. For nine months ended September 30, the Company incurred net loss of $837,312 compared with net loss of $1,667,141 for the same period in 2009. The Company incurred net losses each year since inception and has relied on the sale of its stock from time to time and loans from third parties and from related parties to fund its operations. The Company has been addressing the liquidity and working capital issues and continues to attempt to raise additional capital with institutional and private investors and current stockholders. The Company also continues to implement cost reductions in an effort to improve margins and anticipate these cost reductions will positively impact the results of operations during the balance of 2010 and beyond. A full-text copy of the Company's Form 10-Q is available for free at http://ResearchArchives.com/t/s?6f61 About Puradyn Filter Boynton Beach, Fla.-based Puradyn Filter Technologies Incorporated (OTC BB: PFTI) -- http://www.puradyn.com/-- designs, manufactures, markets and distributes worldwide the puraDYN(R) bypass oil filtration system for use with substantially all internal combustion engines and hydraulic equipment that use lubricating oil. Going Concern Doubt Webb and Company, P.A., in Boynton Beach, Florida, expressed substantial doubt about the Company's ability to continue as a going concern after auditing the Company's financial statements for the year ended December 31, 2009. The independent auditors noted that the Company has suffered recurring losses from operations, its total liabilities exceed its total assets, and it has relied on cash inflows from an institutional investor and current stockholder. PURESPECTRUM INC: Delays Filing of Form 10-Q for Sept. 30 Qtr. -------------------------------------------------------------- Purespectrum Inc. said it could not timely file its quarterly report on Form 10-Q with the Securities and Exchange Commission because the company needs additional time to prepare and review the quarterly report for the period ended September 30, 2010. The Company incurred net losses from operations of $5.1 million for the six months ended June 30, 2010. In addition, at June 30, 2010, the Company has an accumulated deficit of $19.3 million and negative working capital of $826,114. The Company's balance sheet at June 30, 2010, showed $2.4 million in total assets, $2.5 million in total liabilities, and a stockholders' deficit of $112,212. About PureSpectrum Inc. Savannah, Ga.-based PureSpectrum, Inc. (OTC: PSRU) -- http://www.purespectrumlighting.com/-- is engaged in the development, marketing, licensing, and contract manufacturing of lighting technology for use in residential, commercial, and industrial applications worldwide. QUALITY MAINTENANCE: Case Summary & 18 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: Quality Maintenance, Inc. 308 W. Hwy 66 Milan, NM 87021 Bankruptcy Case No.: 10-15752 Chapter 11 Petition Date: November 18, 2010 Court: United States Bankruptcy Court New Mexico (Albuquerque) Judge: Robert H. Jacobvitz Debtor's Counsel: Don F. Harris, Esq. 1120 Pennsylvania St, NE Albuquerque, NM 87110 Tel: (505) 299-4529 Fax: (505) 299-4524 E-mail: harrislaw@comcast.net Scheduled Assets: $57,605 Scheduled Debts: $1,316,947 A list of the Company's 18 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/nmb10-15752.pdf The petition was signed by Maurice Duffy, president. QUANTUM CORP: Prices $125 Million Conv. Senior Subordinate Notes ---------------------------------------------------------------- Quantum Corp. has priced a private placement of $125 million aggregate principal amount of 3.50% Convertible Senior Subordinated Notes due 2015 to be issued to qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933, as amended. The Company has granted the initial purchasers of the notes an over-allotment option to purchase up to an additional $10 million aggregate principal amount of notes for a period of 30 days from November 9, 2010. In addition, Quantum expects to grant the initial purchasers of the notes an over-allotment option to purchase up to an additional $10 million aggregate principal amount of notes from the company. The notes will be Quantum's unsecured senior subordinated obligations and will bear interest semiannually at a rate of 3.50 percent per annum. The notes will be convertible, at the option of the holders, into shares of the company's common stock at an initial conversion rate of 230.8003 shares per $1,000 principal amount of notes. At the initial conversion rate, the notes will be convertible into shares of common stock at a conversion price of approximately $4.33 per share, representing a conversion premium of 32.5 percent over the last reported sale price of the company's common stock on November 9, 2010, which was $3.27 per share. The conversion rate will be adjusted for certain dilutive and concentrative events and will be increased upon conversion in connection with certain corporate transactions. The notes will be convertible at any time prior to the close of business on the business day immediately preceding the maturity date of the notes. The holders of the notes will have the ability to require Quantum to repurchase the notes in whole or in part for cash in the event of a fundamental change . In such case, the repurchase price would generally be 100 percent of the principal amount of the notes plus any accrued and unpaid interest. Quantum intends to use the net proceeds from the private placement primarily to repay in full all amounts outstanding under its 12 percent senior subordinated term loan agreements with EMC and to use any remaining net proceeds to repay amounts owed under its senior secured credit agreement with Credit Suisse. About Quantum Corp. Based in San Jose, California, Quantum Corp. (NYSE:QTM) -- http://www.quantum.com/-- is a storage company specializing in backup, recovery and archive. Quantum provides a comprehensive, integrated range of disk, tape, and software solutions supported by a world-class sales and service organization. The Company's balance sheet at Sept. 30, 2010, showed $459.56 million in total assets, $192.65 million in total current liabilities, $350.59 million in total long-term liabilities, and a stockholders' deficit of $83.68 million. RADIENT PHARMACEUTICALS: To Report Hike in Net Loss for Jan.-Sept. ------------------------------------------------------------------ Radient Pharmaceuticals Corporation said it could not timely file its quarterly report on Form 10-Q for the period ended Sept. 30, 2010, with the Securities and Exchange Commission. The Company said its expects to report a decrease in revenues and an increase in net loss for the nine months ended September 30, 2010 as compared to the nine months ended September 30, 2009 due to the deconsolidation of its Chinese subsidiary, JPI, which occurred in the third quarter of our 2009 fiscal year. The Company said it will report the third quarter 2010 revenues and net loss when it finalizes its third quarter 2010 financial statements by November 22, 2010. 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. RCLC INC: Delays Filing of Form 10-Q for Sept. 30 Quarter --------------------------------------------------------- RCLC Inc. formerly known as Ronson Corporation said it could not timely file its quarterly report on Form 10-Q with the Securities and Exchange Commission. The Company said it has determined that additional time is required in order to complete its Quarterly Report on Form 10-Q for its quarter ended September 30, 2010, and the financial statements included the report. Due to circumstances, the work necessary to complete the Form 10-Q could not be accomplished in sufficient time to permit the filing on the due date of November 15, 2010, without unreasonable effort and expense. The Company's sale of its aviation services business was completed on October 15, 2010. In addition, there has been expenditure of significant time and effort by management and staff to satisfy the required substantial additional reporting requirements of the U.S Trustee in connection with the Company's bankruptcy proceedings.. Additionally, the Company has continued to reduce personnel further impacting our ability to timely satisfy this periodic filing obligation. For these reasons, despite diligent efforts, the Form 10-Q could not be completed by the November 15, 2010 filing date. About RCLC Inc. RCLC, Inc., formerly known as Ronson Corporation, in Woodbridge, New Jersey, historically, has been engaged principally in these businesses -- Consumer Products; and Aviation-Fixed Wing and Helicopter Services. Trenton, New Jersey-based Ronson Aviation, Inc., filed for Chapter 11 protection on August 17, 2010 (Bankr. D. N.J. Case No. 10- 35315). The Debtor estimated its assets at $10 million to $50 million and its debts at $1 million to $10 million. Affiliates RCLC, Inc. (Bankr. D. N.J. Case No. 10-35313), and RCPC Liquidating Corporation (Bankr. D. N.J. Case No. 10-35318) filed separate Chapter 11 petitions on August 17, 2010, each estimating their assets at $1 million to $10 million and debts at $1 million to $10 million. The cases, along with RCLC, Inc.'s, are jointly administered, with RCLC, Inc., as the lead case. Michael D. Sirota, Esq., at Cole, Schotz, Meisel, Forman & Leonard, assists the Debtors their restructuring effort. The Company's foreign subsidiary, RCC, Inc., formerly known as Ronson Corporation of Canada Ltd. is not included in the filing. REFCO INC: Court Approves Whittelsey Settlement ----------------------------------------------- Albert Togut, in his capacity as Chapter 7 trustee of Refco LLC, received approval from the Bankruptcy Court of a settlement agreement he negotiated with Mark Whittelsey. Mr. Whittelsey filed a claim against Refco LLC for $436,482 for alleged unpaid commissions. In support of his claim, Mr. Whittelsey asserted that in 2001, he was a floor trader for Refco LLC and that Refco LLC agreed to split the commissions he earned from trading with 40% to Mr. Whittelsey and 60% to Refco LLC. He further asserted that Refco LLC failed to pay him his share of commissions that had been generated between November 2004 and November 2005. Mr. Whittelsey subsequently provided to the Chicago Board of Trade, and to the Refco LLC Chapter 7 Trustee, spreadsheets that listed the contracts for which he claimed he was owed commissions. Refco LLC agreed to transfer its memberships in the Chicago Board of Trade to Man Financial Inc., now known as MF Global Inc., free and clear of claims of the CBOT and its members in connection with the sale of substantially all of Refco LLC's assets, including a transfer of its futures commission merchant business, to MFG. In order to do so in accordance with CBOT rules, the Chapter 7 Trustee deposited with CBOT cash in an amount equal to the value of Refco LLC's memberships. Mr. Whittelsey is one of the CBOT members that filed CBOT claims against Refco LLC. The Chapter 7 Trustee filed with the CBOT a written objection to the Whittelsey Claim, but the CBOT informed the Chapter 7 Trustee that it was allowing the Whittelsey Claim. The CBOT thereafter paid $436,482 from the Deposit to Mr. Whittelsey. The Chapter 7 Trustee objected to the CBOT's decision to allow the Whittelsey Claim in full, and also objected to the Payment. Counsel for the Chapter 7 Trustee and counsel for Mr. Whittelsey thereafter communicated and exchanged documents and other information regarding the basis for the Whittelsey Claim and for the Chapter 7 Trustee's objections to the Whittelsey Claim and the Payment, in an effort to narrow the issues in dispute and to potentially resolve the Chapter 7 Trustee's objections to the Whittelsey Claim and the Payment without litigation. As a result of those efforts, the Chapter 7 Trustee and Mr. Whittelsey have agreed to resolve any disputes regarding the Whittelsey Claim and the Payment without the cost, expense, and uncertainty of litigation, and without any admission of liability, on agreed upon terms and conditions. The parties particularly agree that Mr. Whittelsey will pay $47,500 to the Chapter 7 Trustee without delay, upon the Court's final and non-appealable approval of the parties' Settlement. Moreover, the parties will also exchange mutual releases. About Refco Inc. Headquartered in New York, Refco Inc. -- http://www.refco.com/-- was a diversified financial services organization with operations in 14 countries and an extensive global institutional and retail client base. Refco's worldwide subsidiaries were members of principal U.S. and international exchanges, and were among the most active members of futures exchanges in Chicago, New York, London and Singapore. Refco was also a major broker of cash market products, including foreign exchange, foreign exchange options, government securities, domestic and international equities, emerging market debt, and OTC financial and commodity products. Refco was one of the largest global clearing firms for derivatives. The Company had operations in Bermuda. The Company and 23 of its affiliates filed for Chapter 11 protection on October 17, 2005 (Bankr. S.D.N.Y. Case No. 05-60006). J. Gregory Milmoe, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, represented the Debtors in their restructuring efforts. Milbank, Tweed, Hadley & McCloy LLP, represented the Official Committee of Unsecured Creditors. Refco reported US$16.5 billion in assets and US$16.8 billion in debts to the Bankruptcy Court on the first day of its Chapter 11 cases. The Court confirmed the Modified Joint Chapter 11 Plan of Refco Inc. and certain of its Direct and Indirect Subsidiaries, including Refco Capital Markets, Ltd., and Refco F/X Associates, LLC, on December 15, 2006. That Plan became effective on Dec. 26, 2006. Pursuant to the plan, RJM, LLC, was named plan administrator to reorganized Refco, Inc., and its affiliates, and Marc S. Kirschner as plan administrator to Refco Capital Markets, Ltd. Bankruptcy Creditors' Service, Inc., publishes Refco Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by Refco Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) REFCO INC: IRS Directed by Bankr. Court to Produce Documents ------------------------------------------------------------ Bankruptcy Judge Robert Drain granted Refco Inc. and Refco Group Ltd.'s request for the direction of document production by the Internal Revenue Service. Refco Inc. and RGL are authorized to issue a subpoena on IRS; and the IRS is directed to produce any and all of Cantor Index's federal tax return for the years 2002 through the present, including original returns as well as amendments, supplements, or modifications, so as to be received on or before 14 days after the service of the Subpoena, to SNR Denton US LLP, at 1221 Avenue of the Americas, in New York, New York 10020, attention: Arthur H. Ruegger. The Court's order is without prejudice to Refco Inc.'s and RGL's right to apply for further discovery from IRS, or of any other person or entity, Judge Drain clarified. About Refco Inc. Headquartered in New York, Refco Inc. -- http://www.refco.com/-- was a diversified financial services organization with operations in 14 countries and an extensive global institutional and retail client base. Refco's worldwide subsidiaries were members of principal U.S. and international exchanges, and were among the most active members of futures exchanges in Chicago, New York, London and Singapore. Refco was also a major broker of cash market products, including foreign exchange, foreign exchange options, government securities, domestic and international equities, emerging market debt, and OTC financial and commodity products. Refco was one of the largest global clearing firms for derivatives. The Company had operations in Bermuda. The Company and 23 of its affiliates filed for Chapter 11 protection on October 17, 2005 (Bankr. S.D.N.Y. Case No. 05-60006). J. Gregory Milmoe, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, represented the Debtors in their restructuring efforts. Milbank, Tweed, Hadley & McCloy LLP, represented the Official Committee of Unsecured Creditors. Refco reported US$16.5 billion in assets and US$16.8 billion in debts to the Bankruptcy Court on the first day of its Chapter 11 cases. The Court confirmed the Modified Joint Chapter 11 Plan of Refco Inc. and certain of its Direct and Indirect Subsidiaries, including Refco Capital Markets, Ltd., and Refco F/X Associates, LLC, on December 15, 2006. That Plan became effective on Dec. 26, 2006. Pursuant to the plan, RJM, LLC, was named plan administrator to reorganized Refco, Inc., and its affiliates, and Marc S. Kirschner as plan administrator to Refco Capital Markets, Ltd. Bankruptcy Creditors' Service, Inc., publishes Refco Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by Refco Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) REFCO INC: LLC Trustee Proposes to Subordinate Late Claims ---------------------------------------------------------- Albert Togut, solely as the Chapter 7 Trustee for the estate of Refco LLC, asks Judge Robert Drain to subordinate eight claims because they were received after the Bar Date. The Late-Filed Claims are: Claimant Claim No. Date Received Claim Amt. -------- --------- ------------- ----------- Calyon Financial SNC 537 07/19/06 $6,106 ABN AMRO Bank NV 542 07/18/06 28,146 Australian Branch AP Services LLC 543 07/28/06 1,157,885 Century Group Holdings LL 548 07/18/06 50,146 Rechtsanwalte 558 12/12/06 1,128,186 Victor Proeh 559 10/13/06 1,675 Arakal Family Trust 568 01/30/07 45,642 Kevin J Hall 579 03/03/07 69,902 Representing the Chapter 7 Trustee, Scott E. Ratner, Esq., at Togut, Segal & Segal LLP, in New York, notes that the Claims Bar Date set in the case of Refco LLC was July 17, 2006. He adds that the Chapter 7 Trustee mailed a written notice of the Bar Date to Refco LLC's known creditors and former customers on March 26, 2006. Moreover, he avers, the Chapter 7 Trustee caused a notice of the Bar Date to be published in the national and global editions of The Wall Street Journal, The Times of London and The Financial Times on April 20, 2006. Accordingly, the holders of the Late Claims had actual notice of both the commencement of the Refco LLC case and their responsibility to timely file proofs of claim, but they each failed to do so, Mr. Ratner asserts. Because the Claims were submitted late, they should be subordinated to all timely filed allowed claims including the intercompany claims allowed for $575 million pursuant to a Court- approved stipulation dated April 24, 2007, Mr. Ratner contends. Moreover, the Claimants should not be permitted to extend retroactively the time to file late proofs of claim because they are not able to demonstrate "excusable neglect." About Refco Inc. Headquartered in New York, Refco Inc. -- http://www.refco.com/-- was a diversified financial services organization with operations in 14 countries and an extensive global institutional and retail client base. Refco's worldwide subsidiaries were members of principal U.S. and international exchanges, and were among the most active members of futures exchanges in Chicago, New York, London and Singapore. Refco was also a major broker of cash market products, including foreign exchange, foreign exchange options, government securities, domestic and international equities, emerging market debt, and OTC financial and commodity products. Refco was one of the largest global clearing firms for derivatives. The Company had operations in Bermuda. The Company and 23 of its affiliates filed for Chapter 11 protection on October 17, 2005 (Bankr. S.D.N.Y. Case No. 05-60006). J. Gregory Milmoe, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, represented the Debtors in their restructuring efforts. Milbank, Tweed, Hadley & McCloy LLP, represented the Official Committee of Unsecured Creditors. Refco reported US$16.5 billion in assets and US$16.8 billion in debts to the Bankruptcy Court on the first day of its Chapter 11 cases. The Court confirmed the Modified Joint Chapter 11 Plan of Refco Inc. and certain of its Direct and Indirect Subsidiaries, including Refco Capital Markets, Ltd., and Refco F/X Associates, LLC, on December 15, 2006. That Plan became effective on Dec. 26, 2006. Pursuant to the plan, RJM, LLC, was named plan administrator to reorganized Refco, Inc., and its affiliates, and Marc S. Kirschner as plan administrator to Refco Capital Markets, Ltd. Bankruptcy Creditors' Service, Inc., publishes Refco Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by Refco Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) REGIONS FINANCIAL: Moody's Corrects Press Release on Ratings ------------------------------------------------------------ Moody's Investors Service has made a correction to first paragraph to replace 'left all long-term ratings under review' with 'placed all long-term ratings under review', and to include Regions Bank's BFSR placed on review for possible downgrade. Revised release is: Moody's downgraded the ratings of Regions Financial Corporation (senior to Ba3 from Ba1) and its subsidiaries, including its lead bank, Regions Bank (long-term deposits to Ba1 from Baa3, short- term to Not-Prime from Prime-3), and placed all long-term ratings under review for further possible downgrade. Regions Bank's BFSR also was placed on review for possible downgrade. Ratings Rationale The downgrade and review follows Regions' announcement of senior leadership changes in its risk management organization. On November 15, 2010, Regions announced the resignation of its Chief Risk Officer, the retirement of the Director of Credit Risk, and that the head of Problem Asset Management had left the company. Regions has continued to face significant asset quality issues given its credit concentrations as demonstrated by substantial inflows of non-performing assets in 3Q10. This, coupled with the significant leadership changes in the company's risk management organization, raises serious concerns regarding the firm's controls and the path of future asset quality charges. This was a key concern that led to the rating action. Additionally, given these developments, Moody's said that during its review it will consider if its more severe stress scenario better reflects the probable path of Regions asset quality and the implications that this would have on Regions' capital base over the next several quarters. These actions had no impact on the FDIC-guaranteed debt issued by Regions Bank, which remains at Aaa with a stable outlook. Moody's last rating action on Regions was on November 1, 2010, when the holding company's senior rating was lowered to Ba1 from Baa3 and the bank's long-term deposits were lowered to Baa3 from Baa1 as a result of the removal of systemic support assumptions from the company's ratings. The principal methodologies used in this rating were Bank Financial Strength Ratings: Global Methodology published in February 2007, Incorporation of Joint-Default Analysis into Moody's Bank Ratings: A Refined Methodology published in March 2007 and Moody's Guidelines for Rating Bank Hybrid Securities and Subordinated Debt Published in November 2009. Regions Financial Corporation headquartered in Birmingham, Alabama, reported total assets of $134 billion at September 30, 2010. Issuer: AmSouth Bancorporation Downgrades: -- Subordinate Regular Bond/Debenture, Downgraded to B1 from Ba2 Outlook Actions: -- Outlook, Changed to Rating Under Review From Negative Issuer: AmSouth Bank Downgrades: -- Subordinate Regular Bond/Debenture, Downgraded to Ba3 from Ba1 Outlook Actions: -- Outlook, Changed to Rating Under Review From Negative Issuer: Regions Asset Management Company, Inc. Downgrades: -- Preferred Stock Preferred Stock, Downgraded to B1 from Ba2 Outlook Actions: -- Outlook, Changed to Rating Under Review From Negative Issuer: Regions Bank Downgrades: -- Issuer Rating, Downgraded to Ba2 from Baa3 -- OSO Rating, Downgraded to NP from P-3 -- Deposit Rating, Downgraded to NP from P-3 -- OSO Senior Unsecured OSO Rating, Downgraded to Ba2 from Baa3 -- Multiple Seniority Bank Note Program, Downgraded to a range of Ba3 to NP from a range of Ba1 to P-3 -- Subordinate Regular Bond/Debenture, Downgraded to Ba3 from Ba1 -- Senior Unsecured Deposit Rating, Downgraded to Ba1 from Baa3 Outlook Actions: -- Outlook, Changed to Rating Under Review From Negative Issuer: Regions Financial Corporation Downgrades: -- Issuer Rating, Downgraded to Ba3 from Ba1 -- Multiple Seniority Shelf, Downgraded to a range of (P)B3 to (P)Ba3 from a range of (P)B1 to (P)Ba1 -- Subordinate Regular Bond/Debenture, Downgraded to B1 from Ba2 -- Subordinate Shelf, Downgraded to (P)B1 from (P)Ba2 -- Senior Unsecured Regular Bond/Debenture, Downgraded to Ba3 from Ba1 Outlook Actions: -- Outlook, Changed to Rating Under Review From Negative Issuer: Regions Financing Trust II Downgrades: -- Preferred Stock Preferred Stock, Downgraded to B2 from Ba3 -- Preferred Stock Shelf, Downgraded to (P)B2 from (P)Ba3 Outlook Actions: -- Outlook, Changed to Rating Under Review From Negative Issuer: Regions Financing Trust III Downgrades: -- Preferred Stock Preferred Stock, Downgraded to B2 from Ba3 Outlook Actions: -- Outlook, Changed to Rating Under Review From Negative Issuer: Union Planters Bank, National Association Downgrades: -- Subordinate Regular Bond/Debenture, Downgraded to Ba3 from Ba1 Outlook Actions: -- Outlook, Changed to Rating Under Review From Negative Issuer: Union Planters Corporation Downgrades: -- Subordinate Regular Bond/Debenture, Downgraded to B1 from Ba2 -- Senior Unsecured Regular Bond/Debenture, Downgraded to Ba3 from Ba1 Outlook Actions: -- Outlook, Changed to Rating Under Review From Negative Issuer: Union Planters Preferred Funding Corp. Downgrades: -- Preferred Stock Preferred Stock, Downgraded to B2 from Ba3 Outlook Actions: -- Outlook, Changed to Rating Under Review From Negative RELIANCE INTERMEDIATE: DBRS Confirms Senior Notes at BB (High) -------------------------------------------------------------- DBRS has confirmed the Senior Notes of Reliance Intermediate Holdings LP's (HoldCo or the Company) at BB (high) with a Stable trend. The rating confirmation reflects the strong operating characteristics of HoldCo's subsidiary Reliance LP (OpCo), largely driven by the water heater rental and HVAC businesses, which accounts for the majority of OpCo's EBITDA, coupled with financial and structural considerations. The strength of OpCo is predominantly reflected in the stable cash flow stream generated from the water heater and HVAC business segment that services a portfolio of more than 1.2 million rental water heaters in Ontario. In addition, this segment has related activities that complement the water heater rental business, including the retail sale, rental, service and maintenance, and financing of HVAC equipment. The Company's security segment has approximately 362,000 customers providing residential and commercial electronic security system sales, installation, service, monitoring, and related commercial activities across Canada. HoldCo has reasonably modest business risk due to its stable customer base, and a relatively stable financial profile. The risk of this underlying business is viewed as moderate, given its established presence in the Ontario market, the value proposition offered to customers, high customer retention rates and its non-cyclical nature. Maintenance capital expenditures are significant and predominately reflect the cost of preserving the long-term operation of the existing water heater assets. These maintenance capital expenditures, however, remain stable and predictable, thus reducing the volatility of free cash flows. OpCo also benefits to an extent from the modest diversification provided by the security and HVAC businesses. While the security business carries higher volatility than the water heater and HVAC rental businesses, its contribution is viewed as manageable for the assigned rating. Rating considerations largely focus on the ability of OpCo to service its substantial financial obligations given the strong cash flow from the underlying business operations and its ability to make stable distributions to HoldCo. Holdco's ability to service the HoldCo Notes is entirely dependent on distributions from OpCo. Holdco's rating of BB (high) incorporates its 100% interest in OpCo's strong operating businesses (which is predominantly reflected in the stable cash flow stream generated from the water heater and HVAC business segments), as well as its subordinate position to OpCo's debt. RICK SALVINO: Case Summary & 6 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Rick James Salvino 2637 Scenic Crest Lane Corona, CA 92881 Bankruptcy Case No.: 10-47622 Chapter 11 Petition Date: November 21, 2010 Court: U.S. Bankruptcy Court Central District of California (Riverside) Judge: Ellen Carroll Debtor's Counsel: Winfield S. Payne, III, Esq. WINFIELD PAYNE AND ASSOCIATES 3403 10th Street, Suite 751 Riverside, CA 92501 Tel: (951) 276-9300 E-mail: wpaynelaw@aol.com Scheduled Assets: $7,701,328 Scheduled Debts: $4,284,451 A list of the Debtor's six largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cacb10-47622.pdf ROBERT LECKIE: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Joint Debtors: Robert Leckie Alesandra Leckie 10750 Renegade Court Reno, NV 89511 Bankruptcy Case No.: 10-54545 Chapter 11 Petition Date: November 18, 2010 Court: United States Bankruptcy Court District of Nevada (Reno) Judge: Gregg W. Zive Debtor's Counsel: Kevin A. Darby, Esq. DARBY LAW PRACTICE, LTD. 4777 Caughlin Pkwy Reno, NV 89519 Tel: (775) 322-1237 Fax: (775) 996-7290 E-mail: kevin@darbylawpractice.com Scheduled Assets: $1,173,600 Scheduled Debts: $2,924,112 A list of the Joint Debtors' 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/nvb10-54545.pdf ROBERT WALSH: Case Summary & 8 Largest Unsecured Creditors ---------------------------------------------------------- Joint Debtors: Robert Walsh Lorraine Walsh 46 Laura Lane Morristown, NJ 07960 Bankruptcy Case No.: 10-45765 Chapter 11 Petition Date: November 18, 2010 Court: United States Bankruptcy Court District of New Jersey (Newark) Judge: Novalyn L. Winfield Debtor's Counsel: Richard Honig, Esq. HELLRING, LINDEMAN, GOLDSTEIN & SIEGAL One Gateway Center, 8th Floor Newark, NJ 07102 Tel: (973) 621-9020 E-mail: rbhonig@hlgslaw.com Scheduled Assets: $3,245,250 Scheduled Debts: $2,609,676 A list of the Joint Debtors' eight largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/njb10-45765.pdf Debtor-affiliate that filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- Walsh Securities, Inc. 10-44845 11/09/10 SAINT VINCENTS: To Sell Off Remaining Assets Next Month ------------------------------------------------------- Dow Jones' Daily Bankruptcy Review reports that the remains of St. Vincent's Catholic Medical Center in Greenwich Village will go on sale next month at discount prices. 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 effort. SB PARTNERS: Lowers Net Loss to $179,285 in Q3 2010 --------------------------------------------------- SB Partners filed its quarterly report on Form 10-Q, reporting a net loss of $179,285 on $637,190 of total revenue for the three months ended Sept. 30, 2010, compared with a net loss of $19,000,000 on $610,301 of total revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2010, showed $37.27 million in total assets, $38.78 million in total liabilities, and a stockholders' deficit of $1.51 million. As reported in the Troubled Company Reporter on June 15, 2010, Dworken, Hillman, LaMorte and Sterczala, P.C., in Shelton, Connecticut, expressed substantial doubt about SB Partners' ability to continue as a going concern, following its 2009 results. The independent auditors noted that the partnership's unsecured credit facility matured on February 28, 2009, and the partnership has not yet been able to arrange a replacement loan, extension or refinancing. A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6f41 Milford, Conn.-based SB Partners is a New York limited partnership engaged in acquiring, operating and holding for investment a varying portfolio of real estate interests. As of June 30, 2010, the partnership owns an industrial flex property in Maple Grove, Minnesota and warehouse distribution centers in Lino Lakes, Minnesota and Naperville, Illinois. In addition, the Company has a 30% interest in Sentinel Omaha, LLC. Sentinel Omaha is a real estate investment company which currently owns 24 multifamily properties and 1 industrial property in 17 markets. Sentinel Omaha is an affiliate of the partnership's general partner. SEMGROUP LP: Court Approves Accord in Commodities Trading Suit -------------------------------------------------------------- The Hon. Brendan Linehan Shannon approves the settlement among Bettina Whyte, as Trustee for the SemGroup Litigation Trust, and Thomas L. Kivisto, Gregory C. Wallace, Brent Cooper, Kevin L. Foxx, and Alex G. Stallings. Judge Shannon rejects the objection from PricewaterhouseCoopers LLP. The Trustee alleges 30 counts against Thomas L. Kivisto, Gregory C. Wallace, Brent Cooper, Kevin L. Foxx, Alex G. Stallings, and Westback Purchasing Co., LLC, primarily related to the Defendants' involvement with the Debtors' commodities trading, certain interested transactions, and the Debtors' financial and other support of Westback. The Complaint asserts claims for fraudulent transfer, breach of fiduciary duty, breach of contract, and unjust enrichment. Following oral argument, on March 29-30, 2010, the Individual Defendants and the Trustee participated in a mediation before the Honorable Nicholas Politan. Thereafter, the parties continued settlement discussions and on June 11, 2010, they reached agreement on the key terms of a settlement to fully and finally resolve all potential or actual claims and disputes between the Individual Defendants and the Trustee related to the facts and circumstances underlying the Complaint. The Settlement provides that the Individual Defendants will cause $30 million to be paid to the Litigation Trust from the Individual Defendants' director and officer insurance policies and the Settling Parties will agree to mutual releases. The Settlement is conditioned upon the entry of a Court order partially lifting the automatic stay, and approving a contribution bar that would discharge the Individual Defendants from all liability to any other person for contribution or indemnity relating to the released claims. PwC argues that the Contribution Bar does not comport with due process principles and may affect PwC's ability to seek contribution from the Individual Defendants in the event that PwC is found liable in separate litigation between PwC and the Trustee currently pending in Oklahoma federal court. PwC contends that the Contribution Bar should not be approved because it would or could operate to extinguish the rights of entities who are not parties to the Adversary and who were not involved in negotiating the Settlement. The Settling Parties disagree and argue that PwC has been afforded sufficient due process through its participation in this proceeding. Moreover, due process is not an issue because the Contribution Bar does not deprive PwC of any rights. The Settling Parties contend that pursuant to Oklahoma law, PwC could not maintain a direct contribution claim against the Individual Defendants, but would be limited to seeking setoff or judgment reduction for the $30 million to be paid pursuant to the Settlement. The Court agrees that PwC was afforded sufficient notice of the Settlement and its terms and had an opportunity to object. PwC took advantage of that opportunity and submitted its written Objection prior to the Settlement Motion Hearing. PwC also presented oral argument at the Hearing and was afforded the opportunity to provide subsequent briefing on its Objection. In these circumstances, due process does not require anything further. The case is BETTINA WHYTE, LITIGATION TRUSTEE, on behalf of the Litigation Trust, Plaintiff, v. THOMAS L. KIVISTO, GREGORY C. WALLACE, WESTBACK PURCHASING CO., LLC, BRENT COOPER, KEVIN L. FOXX and ALEX G. STALLINGS, Defendants, Adv. Pro. No. 09-50189, and a copy of the Court's opinion, dated November 19, 2010, is available at http://is.gd/hDtMifrom Leagle.com. About SemGroup L.P. SemGroup, L.P. -- http://www.semgrouplp.com/-- is a midstream service company that provides diversified services for end users and consumers of crude oil, natural gas, natural gas liquids and refined products. Services include purchasing, selling, processing, transporting, terminalling and storing energy. SemGroup serves customers in the United States, Canada, Mexico and Wales. SemGroup L.P. and its debtor-affiliates filed for Chapter 11 protection (Bankr. D. Del. Case No. 08-11525) on July 22, 2008. John H. Knight, Esq., L. Katherine Good, Esq. and Mark D. Collins, Esq., at Richards Layton & Finger; Harvey R. Miller, Esq., Michael P. Kessler, Esq., and Sherri L. Toub, Esq., at Weil, Gotshal & Manges LLP; and Martin A. Sosland, Esq., and Sylvia A. Mayer, Esq., at Weil Gotshal & Manges LLP, represent the Debtors in their restructuring efforts. Kurtzman Carson Consultants L.L.C. is the Debtors' claims agent. The Debtors' financial advisors are The Blackstone Group L.P. and A.P. Services LLC. Margot B. Schonholtz, Esq., and Scott D. Talmadge, Esq., at Kaye Scholer LLP; and Laurie Selber Silverstein, Esq., at Potter Anderson & Corroon LLP, represent the Debtors' prepetition lenders. SemGroup L.P.'s affiliates, SemCAMS ULC and SemCanada Crude Company, sought protection under the Companies' Creditors Arrangement Act (Canada) on July 22, 2008. Ernst & Young, Inc., is the appointed monitor of SemCanada Crude Company and its affiliates' reorganization proceedings before the Canadian Companies' Creditors Arrangement Act. SemGroup L.P.'s consolidated, unaudited financial conditions as of June 30, 2007, showed $5,429,038,000 in total assets and $5,033,214,000 in total debts. SemGroup LP won confirmation from the Bankruptcy Court of its Fourth Amended Plan of Reorganization on October 28, 2008. The Plan, distributing more than $2.5 billion in value to stakeholders, was declared effective on November 30, 2008. SEP RIVERPARK: Files Schedules of Assets & Liabilities ------------------------------------------------------ SEP Riverpark Plaza, L.L.C., has filed with the U.S. Bankruptcy Court for the Western District of Oklahoma its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ------ ----------- A. Real Property $19,055,000 B. Personal Property $110,623 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $11,227,204 E. Creditors Holding Unsecured Priority Claims $700,464 F. Creditors Holding Unsecured Non-priority Claims $99,017 ----------- ----------- TOTAL $19,165,623 $12,026,685 A copy of the Schedules is available for free at: http://bankrupt.com/misc/SEP_RIVERPARK_sal.pdf Oklahoma City, Oklahoma-based SEP Riverpark Plaza, L.L.C., aka Riverpark Plaza Apartments, filed for Chapter 11 bankruptcy protection on November 11, 2010 (Bankr. W.D. Okla. Case No. 10- 16832). G. Rudy Hiersche, Jr., Esq., who has an office in Oklahoma City, Oklahoma, assists the Debtor in its restructuring effort. SEP RIVERPARK: Section 341(a) Meeting Scheduled for Dec. 6 ---------------------------------------------------------- The U.S. Trustee for Region 20 will convene a meeting of SEP Riverpark Plaza, L.L.C.'s creditors on December 6, 2010, at 3:30 p.m. The meeting will be held at 215 Dean A. McGee Avenue, Room 119, Oklahoma City, OK 73102. 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. Oklahoma City, Oklahoma-based SEP Riverpark Plaza, L.L.C., aka Riverpark Plaza Apartments, filed for Chapter 11 bankruptcy protection on November 11, 2010 (Bankr. W.D. Okla. Case No. 10- 16832). G. Rudy Hiersche, Jr., Esq., who has an office in Oklahoma City, Oklahoma, assists the Debtor in its restructuring effort. According to its schedules, the Debtor disclosed $19,165,623 in total assets and $12,026,685 in total debts. SIERRA STAINLESS: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Sierra Stainless, Inc. 23 Airpark Vista Blvd. Dayton, NV 89403 Bankruptcy Case No.: 10-54574 Chapter 11 Petition Date: November 19, 2010 Court: United States Bankruptcy Court District of Nevada (Reno) Judge: Gregg W. Zive Debtor's Counsel: Alan R. Smith, Esq. THE LAW OFFICES OF ALAN R. SMITH 505 Ridge St. Reno, NV 89501 Tel: (775) 786-4579 Fax: (775) 786-3066 E-mail: mail@asmithlaw.com Scheduled Assets: $500,373 Scheduled Debts: $3,484,904 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/nvb10-54574.pdf The petition was signed by Vincent Frere, president. SIONITA ANGELES: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Sionita Angeles 4991 Partrige Circle La Palma, CA 90623 Bankruptcy Case No.: 10-26531 Chapter 11 Petition Date: November 19, 2010 Court: U.S. Bankruptcy Court Central District of California (Santa Ana) Debtor's Counsel: Matthew E. Faler, Esq. 17330 Brookhurst Street, Suite 240 Fountain Valley, CA 92708 Tel: (714) 465-4433 Fax: (714) 965-7823 E-mail: mfaler@faler-law.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Debtor's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cacb10-26531.pdf SIX FLAGS: Del. Bankr. Ct. Dismiss Suit vs. Parc ------------------------------------------------ In SIX FLAGS, INC., Plaintiff, v. PARC MANAGEMENT, LLC, PARC OPERATIONS, LLC, PARC 7F-OPERATIONS CORPORATION, PARC ELITCH GARDENS, LLC, PARC WHITE WATER BAY, LLC, PARC FRONTIER CITY, LLC, PARC SPLASHTOWN, LLC, PARC WATERWORLD, LLC, and PARC ENCHANTED PARCS, LLC, Defendants, Adv. Pro. No. 10-50061 (Bankr. D. Del.), Six Flags sued the Parc defendants for turnover of property of the estate, damages, and declaratory relief resulting from Parc's alleged breach of the terms of an unsecured promissory note. In April 2007, Parc acquired nine amusement parks from Six Flags for $312 million. Parc paid $275 million in cash and the remainder was financed by Six Flags through an unsecured subordinated promissory note with a face value of $37 million that Parc agreed to pay, with interest, over 10 years. Contemporaneously, Parc entered into a number of sale-leaseback transactions with a non- party, CNL Financial Group, Inc., whereby CNL purchased the parks from Parc then leased them back to Parc. Six Flags also assisted Parc in this financing arrangement by executing a Limited Rent Guaranty, guaranteeing Parc's lease obligations or deferring payments under the Note up to a maximum amount of $9,999,999. In the Complaint, Six Flags claims that as a result of Parc's refusal to pay the $1,001,875 on January 1, 2009 and $1,000,000 on January 1, 2010, it is entitled to turnover of $2,001,875 plus statutory interest pursuant to 11 U.S.C. Sec. 542(b). Six Flags also claims that it was damaged for $2,001,875 when Parc breached the terms of the Note by failing to pay the Excess Amounts. Six Flags also alleges that it has been damaged in an as yet undetermined amount when Parc further breached the terms of the Note by failing pay additional interest. Finally, Six Flags claims that it is entitled to a declaratory judgment for future breaches of the Contested Provision in the Note. Parc sought dismissal, arguing that the complaint failed to state breach of contract claims because at equalization as provided in the Note the Deferred Amount is added to the balloon payment and is no longer subject to reduction, creating a "one-time" Excess Amount at Equalization. Parc next argues that even if the Court were to agree with Six Flags' interpretation of the Contested Provision, the Excess Amounts were not permitted by the a separate subordination agreement. The Hon. Christopher Sontchi grants, without prejudice, the Defendants' motion to dismiss Count I of the Complaint for turnover of property; grants the motion to dismiss Count II; grants, without prejudice, the motion to dismiss Count III of the Complaint for breach of contract; and grants the motion to dismiss Count IV of the Complaint for declaratory judgment. The Court says the only plausible Excess Payment that Six Flags alleges Parc did not pay is $1,875. It is plausible that this alleged debt is matured and may be subject to turnover. However, as this alleged amount is de minimis, the Motion to Dismiss is granted, without prejudice. Six Flags' rights to plead turnover related to the alleged Excess Amount of $1,875 is reserved. A copy of the Court's opinion dated November 19, 2010, is available at http://is.gd/hDAwDfrom Leagle.com. The Parc defendants are represented by: Raymond H. Lemisch, Esq. BENESCH, FRIEDLANDER, COPLAN & ARONOFF LLP PNC Bank Center Delaware Avenue 222 Delaware Avenue, Suite 801 Wilmington, DE 19801-1611 Telephone: 302-442-7005 Facsimile: 302-442-7012 E-mail: rlemisch@beneschlaw.com - and - David M. Wells, Esq. GUNSTER, YOAKLEY & STEWART, P.A. 225 Water Street, Suite 1750 Jacksonville, FL 32202-5185 Telephone: (866) 915-7185 (904) 354-1980 Facsimile: (904) 354-2170 E-mail: dwells@gunster.com Headquartered in New York City, Six Flags, Inc., is the world's largest regional theme park company with 20 parks across the United States, Mexico and Canada. Six Flags filed for Chapter 11 protection on June 13, 2009 (Bankr. D. Del. Lead Case No. 09-12019). Paul E. Harner, Esq., Steven T. Catlett, Esq., and Christian M. Auty, Esq., at Paul, Hastings, Janofsky & Walker LLP in Chicago, Illinois, served as the Debtors' lead counsel. Daniel J. DeFranceschi, Esq., and L. Katherine Good, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware, served as local counsel. Cadwalader Wickersham & Taft LLP, served as special counsel. Houlihan Lokey Howard & Zukin Capital Inc., served as financial advisors, while KPMG LLC served as accountants. Kurtzman Carson Consultants LLC served as claims and notice agent. As of March 31, 2009, Six Flags had $2,907,335,000 in total assets and $3,431,647,000 in total liabilities. The Court on April 29, 2010, confirmed the Modified Fourth Amended Plan of Reorganization of Six Flags Inc. and its debtor- affiliates. On April 30, the Debtors consummated their restructuring through a series of transactions contemplated by the Plan and the Plan became effective pursuant to its terms. On the Effective Date, Six Flags, Inc. changed its corporate name to "Six Flags Entertainment Corporation." SOMERSET INTERNATIONAL: Posts $318,500 Net Loss in Q3 2010 ---------------------------------------------------------- Somerset International Group, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $318,492 on $932,400 of revenue for the three months ended September 30, 2010, compared with a net loss of $348,531 on $1.03 million of revenue for the same period of 2009. The Company's balance sheet as of September 30, 2010, showed $4.32 million in total assets, $8.72 million in total liabilities, and a stockholders' deficit of $4.40 million. "Currently, the Company does not have significant cash or other material assets, nor does it have operations or a source of revenue which is adequate to cover its administrative costs for a period in excess of one year and allow it to continue as a going concern," the Company said in the filing. The Company discloses it will require financing to fund its current operations and will require additional financing to acquire or develop other business opportunities. The Company believes the aforementioned conditions raise substantial doubt about its ability to continue as a going concern. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?6f66 Based in Bedminster, N.J., Somerset International Group Inc. (PNK: SOSI.PK) -- http://www.somersetinternational.com/-- was incorporated under the laws of the State of Delaware in 1968. The Company in the business of acquiring profitable or near term profitable private small and medium sized businesses that provide proprietary security products and solutions for people and enterprises -- from personal safety to information security -- and maximizing the profitability of our acquired entities and to act as a holding company for such entities. STAINLESS STEEL: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Stainless Steel Fabricating, Inc. 202 Industrial Drive Columbus, WI 53925 Bankruptcy Case No.: 10-18550 Chapter 11 Petition Date: November 19, 2010 Court: United States Bankruptcy Court Western District of Wisconsin (Madison) Debtor's Counsel: Rebecca R. DeMarb, Esq. DEMARB LAW OFFICE, LLC 122 W. Washington Avenue, Suite 808 Madison, WI 53703 Tel: (608) 310-3305 E-mail: rebecca@demarblaw.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/wiwb10-18550.pdf The petition was signed by George Hall, president. SUZETTE WASHINGTON: Case Summary & 9 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Suzette G. Washington 1169 Mescal Street Seaside, CA 93955 Tel: (831) 595-7460 Bankruptcy Case No.: 10-61910 Chapter 11 Petition Date: November 18, 2010 Court: U.S. Bankruptcy Court Northern District of California (San Jose) Judge: Stephen L. Johnson Debtor's Counsel: Mitchell L. Abdallah, Esq. ABDALLAH LAW GROUP 980 9th Street, 16th Floor Sacramento, CA 95814 Tel: (916)446-1974 E-mail: mitch@abdallahlaw.net Scheduled Assets: $930,144 Scheduled Debts: $1,263,688 A list of the Debtor's nine largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/canb10-61910.pdf TAMARACK RESORT: Has $40MM Offer; Homeowners to Operate Resort -------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Tamarack Resort LLC received an offer from Green Valley Holdings LLC to purchase the golf and ski resort in Valley County, Idaho, for $40 million. Mr. Rochelle relates that although Tamarack isn't operating, there is agreement for the homeowners' association to lease the ski resort for the coming winter season. The land is leased from the State of Idaho. The association will pay the state $80,000 to extend the time for assuming the lease until June 2011. Credit Suisse has paid the state almost $300,000 in rent that was due in January. Credit Suisse will pay the state another $125,000 for 2011. Meanwhile, according to Mr. Rochelle, a hearing is scheduled for Dec. 6 and 7, to consider a request to dismiss the Chapter 11 case or convert it. After the bankruptcy judge refused to approve $2 million in secured financing, the secured lender Credit Suisse AG, Cayman Islands Branch, filed a motion to dismiss the Chapter 11 reorganization or convert to a liquidation in Chapter 7. About Tamarack Resort Tamarack Resort LLC, a golf and ski resort in Valley County, Idaho, was sent to Chapter 7 after creditors submitted an involuntary petition (Bankr. D. Idaho Case No. 09-03911). The petitioning creditors include an affiliate of Bank of America Corp. owed $4.7 million. On April 9, 2010, Bankruptcy Judge Terry Myers signed an order converting Tamarack Resort LLC's involuntary chapter 7 case to a chapter 11 reorganization. The project's 27.5% owner, VPG Investments Inc., filed for Chapter 11 reorganization in 2008, only to have the petition dismissed in October 2008 at the request of the secured creditor, Credit Suisse, Caymans Islands Branch. VPG was controlled by Mexican businessman Alfredo Miguel Afif. Credit Suisse, the agent for the secured lenders, characterized VPG's Chapter 11 case as "a classic example of a bad faith filing" made "solely as a litigation tactic" to stop foreclosure. TAYLOR BEAN: Court Approves Sale of Jumbolair Mortgage Loan ----------------------------------------------------------- Eric Morath, writing for Dow Jones' Daily Bankruptcy Review, reports that a bankruptcy judge on Friday cleared Taylor Bean & Whitaker Mortgage Corp. to sell a mortgage loan for Jumbolair Inc., a private Ocala, Fla., runway and luxury-housing development, at a bankruptcy-court auction for $2.11 million. DBR reports an entity called Jumbo Holding LLC outbid Gissy Holdings II LLC to gain control of the property, according to court papers filed in the Jacksonville bankruptcy court. DBR says the sale has the potential to restart development in the luxury community, where both sedans and Cessnas can roll through the neighborhood. DBR notes according to court papers, Jumbolair hasn't made payments on its $7.36 million mortgage since January 2009, but Taylor Bean's bankruptcy stalled foreclosure efforts. The loan is secured by a lien on the 7,550-foot paved airstrip and other community property, but not the land and homes owned by the residents. With the loan sold, foreclosure on the property, and eventually new home building, can begin. About Taylor Bean Taylor, Bean & Whitaker Mortgage Corp. grew from a small Ocala- based mortgage broker to become one of the largest mortgage bankers in the United States. In 2009, Taylor Bean was the country's third largest direct-endorsement lender of FHA-insured loans of the largest wholesale mortgage lenders and issuer of mortgage backed securities. It also managed a combined mortgage servicing portfolio of approximately $80 billion. The company employed more that 2,000 people in offices located throughout the United States. Taylor Bean filed for Chapter 11 bankruptcy protection August 24 (Bankr. M.D. Fla. Case No. 09-07047). Taylor Bean filed the Chapter 11 petition three weeks after federal investigators searched its offices. The day following the search, the Federal Housing Administration, Ginnie Mae and Freddie Mac prohibited the company from issuing new mortgages and terminated servicing rights. Taylor Bean estimated more than $1 billion in both assets and liabilities in its bankruptcy petition. Edward J. Peterson, III, Esq., at Stichter, Riedel, Blain & Prosser, PA, in Tampa, Florida, represents the Debtor. Troutman Sanders LLP is special counsel. BMC Group, Inc., serves as claims agent. TAYLOR BEAN: Wants Plan Exclusivity Extended Until April -------------------------------------------------------- Taylor, Bean & Whitaker Mortgage Corp., et al., ask the U.S. Bankruptcy Court for the Middle District of Florida to extend until April 23, 2011, their exclusive period to solicit acceptances for the proposed Plan of Liquidation. The Debtors filed their request for an extension before the exclusive period was set to expire on November 23, 2010. The Plan Proponents need sufficient time to properly solicit votes and tabulate ballots following the final Disclosure Statement hearing; and out of an abundance of caution to allow for the possibility of further modifications to the Second Amended Plan that may necessitate an extension of the voting deadline. As reported in the Troubled Company Reporter on September 27, the Plan proposed by the Debtor and the Official Committee of Unsecured Creditors contemplates the formation of a single liquidating trust for the benefit of creditors, which will succeed to all assets of the Debtors. The Plan trustee will, among other things, liquidate the non-cash assets transferred to the plan trust, reconcile claims against the Debtors, make distributions to holders of allowed claims, and wind down the Chapter 11 cases and the Debtors' respective estates. In addition, the Plan provides for the establishment of a cash reserve for disputed claims within any particular class. The process of distributing cash under the Plan will be completed over time. A full-text copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/TaylorBean_DS.pdf The Court set a hearing on January 19, to consider confirmation of the Debtors' Plan. Objections, if any, are due 5:00 p.m., Prevailing Eastern Time, on January 12. About Taylor Bean Taylor, Bean & Whitaker Mortgage Corp. grew from a small Ocala- based mortgage broker to become one of the largest mortgage bankers in the United States. In 2009, Taylor Bean was the country's third largest direct-endorsement lender of FHA-insured loans of the largest wholesale mortgage lenders and issuer of mortgage backed securities. It also managed a combined mortgage servicing portfolio of approximately $80 billion. The company employed more that 2,000 people in offices located throughout the United States. Taylor Bean filed for Chapter 11 bankruptcy protection August 24 (Bankr. M.D. Fla. Case No. 09-07047). Taylor Bean filed the Chapter 11 petition three weeks after federal investigators searched its offices. The day following the search, the Federal Housing Administration, Ginnie Mae and Freddie Mac prohibited the company from issuing new mortgages and terminated servicing rights. Taylor Bean estimated more than $1 billion in both assets and liabilities in its bankruptcy petition. Edward J. Peterson, III, Esq., at Stichter, Riedel, Blain & Prosser, PA, in Tampa, Florida, represents the Debtor. Troutman Sanders LLP is special counsel. BMC Group, Inc., serves as claims agent. TAYLOR BEAN: Proposes Settlement Resolving Trust Claims ------------------------------------------------------- Taylor, Bean & Whitaker Mortgage Corp., et al., ask the U.S. Bankruptcy Court for the Middle District of Florida to approve settlements as to certain claims and potential causes of action arising out of and relating to: -- mortgage loans held by 12 separate trusts which were established pursuant to mortgage-backed securitizations; and -- the servicing of the mortgage loans by the Debtors. The stipulation was entered among (i) the Debtors; (ii) Wells Fargo, N.A., in its capacity as master servicer, trust administrator and securities administrator, and successor servicer; (iii) the applicable trustee of each trust; (iv) if applicable the entities which provided insurance to holders of certain certificates issued by some of the trusts; and The Official Committee of Unsecured Creditors in the Chapter 11 cases of the Debtor. The parties agree that it will be in their best interests to resolve their disputes through a compromise. The terms of the settlement include, among other things: -- the settlement agreements provide for the recognition of the TBW claim of $101,350,000 and the offsetting upon the damage claims of $10,150,060, and the terms and conditions upon which the Debtor may be paid up to $90,748,236 for the TBW claim, which amount is net of the recouped amount and certain specific issues. -- Funds available to pay that portion of the TBW claims comprised of the servicing fees include funds on deposit in the custodial accounts at Regions. Funds available to pay that portion of the TBW claims comprised of servicing advances and for Wells Fargo, the trustees and the insurers to recoup the offsetting damage claims consist of funds which are from sources designated in the servicing agreements as the permissible sources or reimbursement of servicing advances. As of September 30, 2010, the eligible funds totaled $76,554,196 and will increase thereafter as new funds are received from those sources. -- The monetary terms and conditions of the settlement agreements considered in the aggregate include: (i) the transfer to Wells Fargo, the Trusts and its certificateholders, and the insurers, as applicable, of $96,334,684 from funds totaling $101,766,141 held in custodial accounts of the Trusts at Regions and in the accounts which remain the subject of Colonial Bank Freeze; (ii) TBW's retention of the remaining 45,431,457 of those funds in satisfaction of that portion of the TBW claim attributable to the servicing fees, thereby reducing the TBW claim from $101,350,000 to $95,918,603; (iii) the payment of the recouped amount of $101,160,160 from the eligible funds, thereby further reducing the TBW claim to $85,768,543; and (iv) the payment of the remaining amount of the TBW clam from eligible funds on hand at the effective date, and for each trust where the eligible fund funds are less than then the remaining amount of the TBW claim, from eligible funds collected after the effective date. The Debtors relate that the settlement agreements have resolved numerous claims and issues significant to the Debtors' cases. Without the resolution, the Debtor would be forced to expend significant resources on protracted litigation, thereby diminishing the ultimate distribution to creditors. The Debtors also ask that the Court set December 17 at 5:00 p.m., prevailing Eastern Time, as the deadline for filing objections. If no objections are filed, enter an order authorizing the Debtor to enter the compromises with the parties. The Committee filed the motion in behalf of the Debtors. About Taylor Bean Taylor, Bean & Whitaker Mortgage Corp. grew from a small Ocala- based mortgage broker to become one of the largest mortgage bankers in the United States. In 2009, Taylor Bean was the country's third largest direct-endorsement lender of FHA-insured loans of the largest wholesale mortgage lenders and issuer of mortgage backed securities. It also managed a combined mortgage servicing portfolio of approximately $80 billion. The company employed more that 2,000 people in offices located throughout the United States. Taylor Bean filed for Chapter 11 bankruptcy protection August 24 (Bankr. M.D. Fla. Case No. 09-07047). Taylor Bean filed the Chapter 11 petition three weeks after federal investigators searched its offices. The day following the search, the Federal Housing Administration, Ginnie Mae and Freddie Mac prohibited the company from issuing new mortgages and terminated servicing rights. Taylor Bean estimated more than $1 billion in both assets and liabilities in its bankruptcy petition. Edward J. Peterson, III, Esq., at Stichter, Riedel, Blain & Prosser, PA, in Tampa, Florida, represents the Debtor. Troutman Sanders LLP is special counsel. BMC Group, Inc., serves as claims agent. TBS INT'L: Lenders Extend Forbearance Until Dec. 29 --------------------------------------------------- TBS International plc said various lender groups have agreed to continue to forbear from November 15, 2010, to December 29, 2010, from exercising their rights and remedies which arise from the Company's failure to make principal payments when due. The Company said it will not make principal payments due on its financing facilities during the extended forbearance period, but it will continue to pay interest on those facilities at the default interest rate. The Company and its lenders continue to negotiate amendments to its various financing facilities that will change the current payment schedules and cure any existing defaults, and TBS believes that appropriate amendments to its various financing facilities will be executed prior to the expiration of the deferral. The new forbearance agreements replace the Company's minimum cash liquidity covenant during the forbearance period, providing that the Company's cash balance as of the last business day of any week or averaged weekly cash balance must not fall below $15.0 million. Each lender who consented to the forbearance agreements will receive a consent fee equal to 0.05% of its total outstanding loan amount. About TBS International plc Dublin, 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." TEMPUS RESORTS: Section 341(a) Meeting Scheduled for Dec. 20 ------------------------------------------------------------ The U.S. Trustee for Region 21 will convene a meeting of Tempus Resorts International, Ltd.'s creditors on December 20, 2010, at 10:00 a.m. The meeting will be held at 6th Floor Suite 600, 135 West Central Boulevard, Orlando, FL 32801. 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. Orlando, Florida-based Tempus Resorts International, Ltd., filed for Chapter 11 bankruptcy protection on November 19, 2010 (Bankr. M.D. Fla. Case No. 10-20709). Elizabeth A. Green, Esq., at Baker & Hostetler LLP, assists the Debtor in its restructuring effort. It estimated its assets and debts at $100 million to $500 million. Affiliates Tempus Palms International, Ltd. (Bankr. M.D. Fla. Case No. 10-20712); Tempus Golf Development, LLC (Bankr. M.D. Fla. Case No. 10-20714); Tempus Select, LLC (Bankr. M.D. Fla. Case No. 10- 20715); Backstage Myrtle Beach, LLC (Bankr. M.D. Fla. Case No. 10- 20716); Tempus Resorts Management, Ltd. (Bankr. M.D. Fla. Case No. 10-20717); Tempus Resorts Realty, LLC (Bankr. M.D. Fla. Case No. 10-20718); Tempus International Marketing Enterprises, Ltd. (Bankr. M.D. Fla. Case No. 10-20719); and Time Retail, LLC (Bankr. M.D. Fla. Case No. 10-20720) filed separate Chapter 11 petition. Tempus Resorts estimated its assets and debts at $100,000 to $500,000. Tempus Golf Debt. Estimated its assets and debts at $1 million to $10 million. Tempus Palms International estimated its assets at $100 million to $500 million. TERRESTAR NETWORKS: Can Honor Prepetition Insurance Policies ------------------------------------------------------------ TerreStar Networks Inc. and its units won approval from Judge Sean Lane of the U.S. Bankruptcy Court for the Southern District of New York for authority to continue administering their prepetition insurance coverage policies and practices. In addition, they ask the Court to authorize financial institutions to honor all related checks and electronic payment requests. In connection with the operation of their business and the management of their properties, the Debtors maintain a comprehensive insurance program that provides coverage related to, among other things, satellite in-orbit activities, property liability, general liability, directors' and officers' liability, employment practices liability and business automobile liability. Ira S. Dizengoff, Esq., at Akin Gump Strauss Hauer & Feld LLP, in New York, reveals that the Debtors' annual premiums last year together with the associated taxes and fees for the Insurance Programs totaled approximately $4,007,345. Debtor TerreStar Networks Inc. is the named insured under the Satellite Policy, which is provided by a consortium of 21 insurers, a list of which is available for free at: http://bankrupt.com/misc/TSN_21Insurers.pdf The current Satellite Policy covers the period from July 1, 2010 to June 30, 2011, and has a limit of $200 million for in-orbit coverage. Mr. Dizengoff reveals that the Debtors paid a premium of approximately $3,149,189 for the Satellite Policy, which included all satellite in-orbit coverage fees and all broker fees payable to Aon Inc., the Debtors' insurance broker for the Satellite Policy. The full premium payment of $3,149,189 was paid on July 28, 2010. The Debtors employ several insurance agents including Marsh USA, Edgewood Partners, Armfield, Harrison & Thomas, Inc., and International Space Brokers to assist with the procurement and negotiation of their Insurance Programs. All broker fees incurred by the Debtors in connection with the Insurance Programs are absorbed into the Insurance Premiums and no separate broker fees are paid to the Insurance Agents, according to Mr. Dizengoff. The Insurance Programs are essential to the preservation of the value of the Debtors' business, property and assets; and failure to pay premiums for the Policies when due may harm the Debtors' estates in several ways, including the loss of insurance coverage and subsequent need to obtain replacement insurance on an emergency basis, likely at a higher price, Mr. Dizengoff asserts. The Debtors do not believe that there are any outstanding prepetition Insurance Premium obligations as of the Petition Date. However, several of the Debtors' directors' and officers' insurance policies will expire in the coming months, Mr. Dizengoff notes. The Debtors aver that they have sufficient availability of funds to pay the amounts in the ordinary course of business by virtue of cash reserves, expected cash flows from ongoing business operations and anticipated access to debtor-in-possession financing. About TerreStar Networks Reston, Va.-based TerreStar Corporation (NASDAQ: TSTR) -- http://www.terrestar.com/-- is in the mobile communications business through its ownership of TerreStar Networks, its principal operating subsidiary, and TerreStar Global. TerreStar Networks, in cooperation with its Canadian partners, TerreStar Canada and TerreStar Solutions, majority-owned subsidiaries of Trio 1 and 2 General Partnerships, plans to launch an innovative wireless communications system to provide mobile coverage throughout the United States and Canada using integrated satellite-terrestrial smartphones and other devices. This system build out will be based on an integrated satellite and ground- based technology intended to provide communication service in most hard-to-reach areas and will provide a nationwide interoperable, survivable and critical communications infrastructure. The Company intends to provide multiple communications applications, including voice, data and video services. As of June 30, 2010, the Company had four wholly owned subsidiaries, MVH Holdings Inc., Motient Holdings Inc., TerreStar Holdings Inc., and TerreStar New York Inc. Motient Ventures Holding Inc., a wholly owned subsidiary of MVH Holdings Inc., directly holds approximately 89.3% and 86.5% interest in TerreStar Networks and TerreStar Global, respectively. TerreStar Networks Inc. and Its affiliates filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code in Manhattan (Bankr. S.D.N.Y. Lead Case No. 10-15446). The Debtors' parent, TerreStar Corporation (NASDAQ: TSTR), is not among the Chapter 11 filers. The Garden City Group, Inc., will act as claims and noticing agent in the Chapter 11 cases. Michel Wunder, Esq., Ryan Jacobs, Esq., and Jarvis Hetu, Esq. at Fraser Milner Casgrain LLP and Ira Dizengoff, Esq., Arik Preis, Esq., and Ashleigh Blaylock, Esq., at Akin Gump Strauss Hauer & Feld LLP, serve as bankruptcy counsel to the Debtors. Blackstone Advisory Partners LP is the financial advisor. Bankruptcy Creditors' Service, Inc., publishes TerreStar Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by TerreStar Networks Inc. and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TERRESTAR NETWORKS: Proposes to Reject 6 Motient Property Leases ---------------------------------------------------------------- TerreStar Networks Inc. and its units ask the Bankruptcy Court for authority to reject six unexpired leases and subleases of non- residential real property as of October 19, 2010, pursuant to Section 365(a) of the Bankruptcy Code. The Real Property Leases are: (1) A commercial lease agreement between Motient Communications Inc., formerly known as Ardis Company, as tenant, and Knightsbridge II, as landlord, dated as of January 31, 1991 (2) A sublease agreement between Motient, as sublessor and Xata Corporation, as successor to Geologic Solutions Inc., affiliate and permitted assignee of Logo Acquisition Corporation, as sublessee, dated as of September 14, 2006 (3) A sublease agreement between Motient, as sublessor and Extend Health, Inc., as sublessee, dated as of August 20, 2007 (4) A sublease agreement between Motient, as sublessor, and Rollin J. Soskin & Associates, Ltd., as sublessee, effective as of November 2006 (5) A sublease agreement between Motient, as sublessor, and Amphenol T&M Antennas, Inc., as sublessee, dated as of September 10, 2007 (6) A commercial and industrial lease agreement between TerreStar Networks Inc., as tenant, and BCI Northwood Flex, L.C., as landlord, dated as of October 22, 2007 The Debtors have reviewed and determined that the Leases are no longer of any value or utility to them or to their estates. The Debtors neither occupy nor require the office space located in the Knightsbridge Building and the BCI Building. The Debtors also do not believe that any material value can be obtained in an assumption and assignment of the Leases. The Debtors note that if the Leases are not rejected, they would incur unnecessary monthly expenses aggregating $380,488. About TerreStar Networks Reston, Va.-based TerreStar Corporation (NASDAQ: TSTR) -- http://www.terrestar.com/-- is in the mobile communications business through its ownership of TerreStar Networks, its principal operating subsidiary, and TerreStar Global. TerreStar Networks, in cooperation with its Canadian partners, TerreStar Canada and TerreStar Solutions, majority-owned subsidiaries of Trio 1 and 2 General Partnerships, plans to launch an innovative wireless communications system to provide mobile coverage throughout the United States and Canada using integrated satellite-terrestrial smartphones and other devices. This system build out will be based on an integrated satellite and ground- based technology intended to provide communication service in most hard-to-reach areas and will provide a nationwide interoperable, survivable and critical communications infrastructure. The Company intends to provide multiple communications applications, including voice, data and video services. As of June 30, 2010, the Company had four wholly owned subsidiaries, MVH Holdings Inc., Motient Holdings Inc., TerreStar Holdings Inc., and TerreStar New York Inc. Motient Ventures Holding Inc., a wholly owned subsidiary of MVH Holdings Inc., directly holds approximately 89.3% and 86.5% interest in TerreStar Networks and TerreStar Global, respectively. TerreStar Networks Inc. and Its affiliates filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code in Manhattan (Bankr. S.D.N.Y. Lead Case No. 10-15446). The Debtors' parent, TerreStar Corporation (NASDAQ: TSTR), is not among the Chapter 11 filers. The Garden City Group, Inc., will act as claims and noticing agent in the Chapter 11 cases. Michel Wunder, Esq., Ryan Jacobs, Esq., and Jarvis Hetu, Esq. at Fraser Milner Casgrain LLP and Ira Dizengoff, Esq., Arik Preis, Esq., and Ashleigh Blaylock, Esq., at Akin Gump Strauss Hauer & Feld LLP, serve as bankruptcy counsel to the Debtors. Blackstone Advisory Partners LP is the financial advisor. Bankruptcy Creditors' Service, Inc., publishes TerreStar Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by TerreStar Networks Inc. and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TERRESTAR NETWORKS: Proposes to Reject Telx Group Contracts ----------------------------------------------------------- TerreStar Networks Inc. and its units ask the Bankruptcy Court for authority to reject the executory contract they entered into with The Telx Group, Inc., pursuant to Section 365(a) of the Bankruptcy Code. The Contracts consists of (i) the TerreStar Master Interconnections Facilities License Agreement between TSN and Telx, which includes two Facility Specific Rider agreements; and (ii) a letter agreement dated May 14, 2010, between TSN and Telx- Dallas LLC. Upon review, the Debtors ascertained that the Telx Contracts are no longer necessary for their business operations. The Debtors assert that rejection of the Contracts is appropriate as they have never used the New York Licensed Area and have neither used the services of nor occupied the Dallas Licensed Area since 2008. Instead, the Contracts only represent a net drain to the Debtors' estates. The Debtors cite that rejection of the Contracts will enable them to save about $28,000 per month for the use of the Dallas Licensed Area, and about $22,000 for the use of the New York Licensed Area. 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 RANGERS: Judge Lynn Castigated Lawyers, Transcript Shows -------------------------------------------------------------- Eric Morath, writing for Dow Jones' Daily Bankruptcy Review, reports that transcripts unsealed this week revealed that Judge D. Michael Lynn of the Fort Worth, Texas, bankruptcy court called lawyers involved in Texas Rangers' bankruptcy into his chambers July 9 to warn about "trying the case in the media." The chambers conference occurred about a month before Judge Lynn approved the team's sale out of Chapter 11. Mr. Morath reports the judge expressed contempt for sports reporters, lawyers talking to the media and baseball's designated- hitter rule at the closed-door meeting with attorneys. According to the transcripts, Mr. Morath relates, Judge Lynn said he typically doesn't read about cases he's overseeing but admitted it was impossible to avoid hearing about the high-profile Rangers - and he wasn't happy about what he read. "Sports reporters, I've found, are convinced they know more, and actually know less, than even the business reporters," Judge Lynn said, DBR says. According to the DBR report, Judge Lynn took specific aim at current Rangers managing partner Chuck Greenberg, a sports attorney, who at the time was bidding for the team. The judge said he felt Mr. Greenberg was holding himself out as an attorney when he questioned Judge Lynn's decisions in the media. Judge Lynn said he would bring an ethics complaint against Mr. Greenberg in his home state of Pennsylvania if such behavior continued. The report notes Judge Lynn also asked Martin Sosland, Esq., a partner with Weil, Gotshal & Manges LLP, which represented the Rangers in bankruptcy, why he didn't file the petition in New York, where the firm files most of it high-profile cases. "You file all these wonderful big cases where only business reporters pay any attention and there are no fans involved," Judge Lynn said, implying the case received more intense media attention because the Rangers play a few miles from his courtroom. DBR relates before Mr. Sosland responded, Judge Lynn said "I appreciate your confidence in this court, I think." DBR also says Mr. Sosland pointed out that Judge Lynn has handled other major cases, such as Pilgrim's Pride Corp.'s filing. The report notes Judge Lynn also revealed that William Snyder, the chief restructuring officer appointed to represent the team, had received death threats. The judge said he notified U.S. Marshals of the threats. Bill Rochelle, the bankruptcy columnist at Bloomberg News, reports that, added that according to the transcript, Judge Lynn also said that "people who are trying their case in the media are trying to bully me. I do not like being bullied." In the conference, Judge Lynn also referred to a prior hearing in which some lawyers were participating by telephone conference call. Thinking the call had been discontinued when the line was still open into the courtroom, a lawyer for Major League Baseball said, in substance, that the league would terminate the Rangers' franchise if the disposition of the team weren't to MLB's liking. Judge Lynn said that the statement was "very unprofessional." If it were to occur again, Judge Lynn said he would end the lawyer's right to participate in the case and refer the matter to disciplinary authorities. 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. TIMOTHY RICE: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Joint Debtors: Timothy A. Rice Sandra T. Rice 14645 Stonewall Drive Silver Spring, MD 20905 Bankruptcy Case No.: 10-36407 Chapter 11 Petition Date: November 19, 2010 Court: United States Bankruptcy Court District of Maryland (Greenbelt) Debtor's Counsel: Jeffrey M. Sherman, Esq. JACKSON & CAMPBELL 1120 20th Street NW, South Tower Washington, DC 20036 Tel: (202) 457-1613 Fax: (202) 457-1678 E-mail: jsherman@jackscamp.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' 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/mdb10-36407.pdf TIREX CORPORATION: SEC Grants Firm Waiver of Re-Audit ----------------------------------------------------- The Securities & Exchange Commission recently approved a request by The Tirex Corporation, owner of a patented tire recycling technology, the TCS System, to waive a re-audit on some of its previous financial filings. Tirex is in the process of filing audits by M&K CPAS PLLC of Houston, Texas, for the fiscal years ended June 30, 2008 (restated) and 2009. "While the Company plans to report minor adjustments to the years 2001 to 2008," according to Tirex President, John L. Threshie Jr., "it not only would have been costly and time-consuming to have it re-audited, it wouldn't have revealed any significant changes to influence investors. We are working closely with the SEC and M&K to be sure we are in compliance and can once again get current in our filings," Mr. Threshie added. Important Recent Corporate Development The formerly announced North American scrap tire recycling expert working with Tirex has completed a TCS technology market study and identified its first market location. "We are currently negotiating relationships in that market to integrate our technology and better business opportunities with established companies," said Mr. Threshie. About Tirex Tirex's TCS process freezes scrap tire pieces with cold air -- as opposed to expensive liquid nitrogen -- and then "breaks" the rubber into granules in a patented "fracturing mill," instead of cutting and shredding it. This process also separates the marketable strands of steel and fiber from the frozen ground rubber with an environmentally-friendly, economically-attractive, "green" tire recycling system. TRANSFIELD ER: Chapter 15 Case Summary -------------------------------------- Chapter 15 Petitioner: Casey McDonald, Bob Yap Cheng Ghee and Patrick Cowley, as joint liquidators of Transfield ER Cape Ltd. in the liquidation proceedings in a British Virgin Islands court. Chapter 15 Debtor: Transfield ER Cape Ltd. C/O TrustNet(BVI) Ltd. TrustNet Chambers P.O. Box 3444 Road Town, Tortola British Virgin Islands Chapter 15 Case No.: 10-16270 Chapter 15 Petition Date: November 22, 2010 Court: U.S. Bankruptcy Court Southern District of New York (Manhattan) About the Debtor: Transfield ER Cape Ltd. is an operator of bulk cargo ships. TERC has pending liquidation proceedings in British Virgin Islands court. TERC's main bankruptcy in the British Virgin Islands is already recognized by the English High Court of Justice, Chancery Division. In addition, TERC has received a winding up order from a Singapore court, which appointed the same Joint Liquidators (Mr. McDonald, Mr. Cowley, and Mr. Yap) as liquidators. U.S. Bankruptcy Judge: Martin Glenn Foreign Representatives' Counsel: James H. Power, Esq. HOLLAND & KNIGHT, LLP 31 West 52nd Street New York, NY 10019 Tel: (212) 513-3200 Fax: (212) 385-9010 E-mail: james.power@hklaw.com Estimated Assets: $273.1 million Estimated Debts: $432 million The foreign representatives did not file a list of the Debtor's creditors together with the petition. TRONOX INC: Court OKs Partnership & Stockholder Interests Transfer ------------------------------------------------------------------ The Hon. Allan L. Gropper of the U.S. Bankruptcy Court for the Southern District of New York approved the stipulation on transfer of partnership interests in The Landwell Company, L.P., and stockholder interests in Basic Management, Inc., as contemplated in Tronox Inc., et al.'s Plan of Reorganization. The stipulation was entered among the Debtors; the Henderson Environmental Response Trust; and parties-in-interest, Landwell, its general partner, Basic Land Company and limited partners, and BMI and its stockholders. The stipulation parties consent to the transfer of all of Debtors' partnership and stockholder interests to the Henderson Trust. The Henderson Trust will be deemed an assignee of Landwell and a stockholder of BMI. The purchase price for the partnership and stockholder interests will be determined in these manner: (a) For a period of 30 days beginning the day following the Effective Date of the Plan, the Transfer Parties will engage in good faith negotiations to establish the prices upon which Landwell/BMI or its partners or stockholders may purchase the partnership or stockholder interests. (b) For a period commencing immediately upon expiration or termination of the Negotiation Period, the Transfer Parties will conduct appraisals of the Partnership and Stockholder Interests, currently estimated by the Transfer Parties to take approximately 90 days but to be completed soon as practicable within reasonable commercial standards and not to be delayed by any party. (c) The cost of appraisals will include all fees incurred by an appraiser, including all service fees, costs and disbursements. If the Transfer Parties jointly select one independent appraiser, then all Appraisal Costs will be borne one-half by the Henderson Trust and one-half by Landwell/BMI. (d) The Appraisal Period will terminate five business days after each of the Transfer Parties receives the final appraisal report(s) prepared by the jointly selected independent appraiser or panel of three independent appraisers, as applicable. A final appraisal report will be a writing evidencing the appraised fair market value of each of the Partnership and Stockholder Interests, without any pending requests for additional information or other items pending further evaluation by the appraiser or appraisers. If the Transfer Parties are unable or unwilling to jointly select one appraiser and three independent appraisers are appointed, then each Selected Appraiser will submit to the Transfer Parties its Final Appraisal Report and these process will commence: (i) Partnership Interests. If the higher of the two Partnership Interest appraisal values stated within each Selected Appraiser's Final Appraisal Report is no less than 110% of the lower of the other, then the two will be averaged together and the Independent Appraiser will not be used. (ii) Stockholder Interests. If the higher of the two Stockholder Interest appraisal values stated within each Selected Appraiser's Final Appraisal Report is no less than 110% of the lower of the other, then the two will be averaged together and the Independent Appraiser will not be used. 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. TWIN CITY LOFTS: Section 341(a) Meeting Scheduled for Dec. 20 ------------------------------------------------------------- The U.S. Trustee for Region 2 will convene a meeting of Twin City Lofts, LLC's creditors on December 20, 2010, at 2:00 p.m. The meeting will be held at 271 Cadman Plaza East, Room 4529, Brooklyn, New York. 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. Brooklyn, New York-based Twin City Lofts, LLC, filed for Chapter 11 bankruptcy protection on November 11, 2010 (Bankr. E.D. N.Y. Case No. 10-50625). David Carlebach, Esq., at Law Offices Of David Carlebach, assists the Debtor in its restructuring effort. According to its schedules, the Debtor disclosed $10,000,000 in total assets and $4,724,562 in total debts. VAN DYKE: Case Summary & 9 Largest Unsecured Creditors ------------------------------------------------------ Debtor: Van Dyke Crossings, LLC 218 E. Bearss Ave., Suite 409 Tampa, FL 33613 Bankruptcy Case No.: 10-27992 Chapter 11 Petition Date: November 19, 2010 Court: United States Bankruptcy Court Middle District of Florida (Tampa) Debtor's Counsel: Herbert R. Donica, Esq. DONICA LAW FIRM PA 106 S Tampania Avenue #250 Tampa, FL 33609 Tel: (813) 878-9790 Fax: (813) 878-9746 E-mail: ecf-hrd@donicalaw.com Scheduled Assets: $2,811,700 Scheduled Debts: $2,432,350 A list of the Company's nine largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/flmb10-27992.pdf The petition was signed by Ronald E. Scaglione, manager. Debtor-affiliate that filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- Southeast Capital, LLC 10-32028 09/30/10 VERTIS HOLDINGS: Taps Kurtzman Carson as Noticing & Claims Agent ---------------------------------------------------------------- Vertis Holdings, Inc., et al., ask for authorization from the U.S. Bankruptcy Court for the Southern District of New York to employ Kurtzman Carson Consultants LLC as noticing and claims agent. KCC will, among other things: (a) prepare and serve required notices in these Chapter 11 Cases; (b) maintain an official copy of the Debtors' schedules of assets and liabilities and statement of financial affairs, listing the Debtors' known creditors and the amounts owed thereto; (c) provide access to the public for examination of copies of the proofs of claim or proofs of interest filed in the Chapter 11 cases without charge during regular business hours (if necessary); and (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. KCC will be paid based on the rates of its professionals: Clerical $40-$60 Project Specialist $80-$140 Technology/Programming Consultant $140-$190 Consultant $165-$220 Senior Consultant $225-$275 Senior Managing Consultant $295 A copy of KCC's service agreement with the Debtors is available for free at http://bankrupt.com/misc/VERTIS_HOLDINGS_kccpact.pdf Albert Kass, KCC's President of Corporate Restructuring Services, assures the Court that the firm is a "disinterested person" as that term defined in Section 101(14) of the Bankruptcy Code. Baltimore, Maryland-based Vertis Holdings, Inc., filed for Chapter 11 bankruptcy protection on November 17, 2010 (Bankr. S.D.N.Y. Case No. 10-16170). Mark McDermott, Esq., at Skadden Arps Slate Meagher & Flom, LLP, assists the Debtor in its restructuring effort. Kurtzman Carson Consultants LLC is the Debtors' claims and notice agent. The Debtor estimated its assets and debts at more than $1 billion. On November 17, 2010, affiliates American Color Graphics, Inc. (Bankr. S.D.N.Y. Case No. 10-16169), Vertis Holdings, Inc. (Bankr. S.D.N.Y. Case No. 10-16170), Vertis, Inc. (Bankr. S.D.N.Y. Case No. 10-16171), ACG Holdings, Inc. (Bankr. S.D.N.Y. Case No. 10- 16172), Webcraft, LLC (Bankr. S.D.N.Y. Case No. 10-16173), and Webcraft Chemicals, LLC (Bankr. S.D.N.Y. Case No. 10-16174) filed separate Chapter 11 petitions. VERTIS HOLDINGS: Wants Deadline for Filing of Schedules Extended ---------------------------------------------------------------- Vertis Holdings, Inc., et al., ask the U.S. Bankruptcy Court for the Southern District of New York to extend the deadline for the filing of schedules of assets and liabilities, schedules of current income and current expenditures, schedules of executory contracts and unexpired leases, statements of financial affairs and lists of equity holders until the third business day after the December 16 hearing on confirmation of the Debtors' plan of reorganization. Due to the complexity of their operations and the voluminous nature of the information required to be gathered and reviewed, the Debtors anticipate that they will be unable to complete their Schedules and Statements by the current deadline imposed by Bankruptcy Rule 1007. The Debtors submit that the large amount of information that must be assembled and compiled, and the many employee and professional hours required for the completion of the Schedules and Statements, constitute good and sufficient cause for granting the extension. In addition, the initial postpetition period is a critical time period within which the Debtors must also devote their time and attention to the stabilization of their business operations. Baltimore, Maryland-based Vertis Holdings, Inc., filed for Chapter 11 bankruptcy protection on November 17, 2010 (Bankr. S.D.N.Y. Case No. 10-16170). Mark McDermott, Esq., at Skadden Arps Slate Meagher & Flom, LLP, assists the Debtor in its restructuring effort. Kurtzman Carson Consultants LLC is the Debtors' claims and notice agent. The Debtor estimated its assets and debts at more than $1 billion. On November 17, 2010, affiliates American Color Graphics, Inc. (Bankr. S.D.N.Y. Case No. 10-16169), Vertis Holdings, Inc. (Bankr. S.D.N.Y. Case No. 10-16170), Vertis, Inc. (Bankr. S.D.N.Y. Case No. 10-16171), ACG Holdings, Inc. (Bankr. S.D.N.Y. Case No. 10- 16172), Webcraft, LLC (Bankr. S.D.N.Y. Case No. 10-16173), and Webcraft Chemicals, LLC (Bankr. S.D.N.Y. Case No. 10-16174) filed separate Chapter 11 petitions. VERTIS HOLDINGS: Taps FTI Consulting as Financial Advisor --------------------------------------------------------- Vertis Holdings, Inc., et al., ask for authorization from the U.S. Bankruptcy Court for the Southern District of New York to employ FTI Consulting, Inc., as restructuring and financial advisor, nunc pro tunc to the Petition Date. FTI Consulting will, among other things: (a) assist the Debtors with information and analyses required pursuant to the Debtors' postpetition financing; (b) assist with the identification and implementation of short-term cash management procedures; (c) assist in the preparation of information and analysis necessary for the confirmation of a plan of reorganization in the Debtors' Chapter 11 cases, including information contained in the disclosure statement; and (d) assist in the preparation of financial information for distribution to creditors and others, including, but not limited to, cash receipts and disbursement analysis, analysis of various asset and liability accounts, and analysis of proposed transactions for which this Court's approval is sought. FTI Consulting will be paid based on the rates of its professionals: Senior Managing Director $755-$885 Directors/Managing Directors $545-$725 Consultant/Senior Consultants $270-$515 Paraprofessionals $1,110-$225 In addition to the hourly rates, FTI Consulting's engagement agreement with the Debtors provides that FTI will have earned a Performance Fee of $1,250,000 either (i) upon confirmation of a plan of reorganization through a Chapter 11 bankruptcy proceeding or (ii) upon an approved sale by the Court of a substantial portion of the assets of the Debtors. If neither of these have occurred by February 1, 2011, then the Performance Fee will be reduced at the rate of $50,000 per month, but in no event will the Performance Fee be reduced below $0. Randall S. Eisenberg, FTI Consulting Senior Managing Director, assures the Court that the firm is a "disinterested person" as that term defined in Section 101(14) of the Bankruptcy Code. Baltimore, Maryland-based Vertis Holdings, Inc., filed for Chapter 11 bankruptcy protection on November 17, 2010 (Bankr. S.D.N.Y. Case No. 10-16170). Mark McDermott, Esq., at Skadden Arps Slate Meagher & Flom, LLP, assists the Debtor in its restructuring effort. Kurtzman Carson Consultants LLC is the Debtors' claims and notice agent. The Debtor estimated its assets and debts at more than $1 billion. On November 17, 2010, affiliates American Color Graphics, Inc. (Bankr. S.D.N.Y. Case No. 10-16169), Vertis Holdings, Inc. (Bankr. S.D.N.Y. Case No. 10-16170), Vertis, Inc. (Bankr. S.D.N.Y. Case No. 10-16171), ACG Holdings, Inc. (Bankr. S.D.N.Y. Case No. 10- 16172), Webcraft, LLC (Bankr. S.D.N.Y. Case No. 10-16173), and Webcraft Chemicals, LLC (Bankr. S.D.N.Y. Case No. 10-16174) filed separate Chapter 11 petitions. VERTIS HOLDINGS: Wants Perella Weinberg as Investment Banker ------------------------------------------------------------ Vertis Holdings, Inc., et al., ask the U.S. Bankruptcy Court for the Southern District of New York to employ Perella Weinberg Partners LP as investment banker and financial advisor, nunc pro tunc to the Petition Date. Perella Weinberg will, among other things: (a) keep up to date with the business, operations, properties, financial condition and prospects of the Debtors; (b) continue to review the financial condition and outlook of the Debtors; (c) assist in the development of financial data and presentations to the Debtors' board of directors, various creditors and other parties; and (d) analyze the financial liquidity of the Debtors and evaluating alternatives. The Debtors have agreed to this compensation structuring for Perella Weinberg: (a) a monthly investment banking and financial advisory fee of $150,000, due and payable in advance on each monthly anniversary of the engagement date; (b) a transaction fee in the amount of $4,000,000, payable promptly upon consummation of a restructuring, provided that the Transaction Fee will be reduced by the Monthly Fees paid to Perella Weinberg in excess of $600,000; and (c) the Debtors will reimburse Perella Weinberg for all reasonable out-of-pocket expenses arising in connection with the engagement agreement, provided that the Debtors will not be obligated to reimburse Perella Weinberg for expenses in excess of $250,000 in the aggregate during the term of the engagement, without the prior consent of the Debtors. Michael A. Kramer, a partner at Perella Weinberg, assures the Court that the firm is a "disinterested person" as that term defined in Section 101(14) of the Bankruptcy Code. Baltimore, Maryland-based Vertis Holdings, Inc., filed for Chapter 11 bankruptcy protection on November 17, 2010 (Bankr. S.D.N.Y. Case No. 10-16170). Mark McDermott, Esq., at Skadden Arps Slate Meagher & Flom, LLP, assists the Debtor in its restructuring effort. Kurtzman Carson Consultants LLC is the Debtors' claims and notice agent. The Debtor estimated its assets and debts at more than $1 billion. On November 17, 2010, affiliates American Color Graphics, Inc. (Bankr. S.D.N.Y. Case No. 10-16169), Vertis Holdings, Inc. (Bankr. S.D.N.Y. Case No. 10-16170), Vertis, Inc. (Bankr. S.D.N.Y. Case No. 10-16171), ACG Holdings, Inc. (Bankr. S.D.N.Y. Case No. 10- 16172), Webcraft, LLC (Bankr. S.D.N.Y. Case No. 10-16173), and Webcraft Chemicals, LLC (Bankr. S.D.N.Y. Case No. 10-16174) filed separate Chapter 11 petitions. VHGI HOLDINGS: Posts $92,100 Net Loss in September 30 Quarter ------------------------------------------------------------- VHGI Holdings, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $92,094 on $40,592 of revenue for the three months ended September 30, 2010, compared with net income of $43,512 on $154,811 of revenue for the same period of 2009. The Company has an accumulated deficit of $5.80 million as of September 30, 2010. The Company's balance sheet as of September 30, 2010, showed $3.85 million in total assets, $1.63 million in total liabilities, and stockholders' equity of $2.22 million. Pritchett, Siler & Hardy, P.C., in Salt Lake City, expressed substantial doubt about VHGI Holdings, Inc.'s ability to continue as a going concern, following the Company's 2009 results. The independent auditors noted that the Company has substantial losses and has a working capital deficit. A full-text copy of the Form 10-Q is available for free at http://researcharchives.com/t/s?6f7e Lexington, Ky.-based VHGI Holdings, Inc. (OTC BB: VHGI) -- http://www.vhgigold.com/-- is a diverse company with assets and interests focusing on opportunities within the Precious Metals markets and Energy markets as well as some Healthcare related assets. VHGI Gold LLC, a wholly owned subsidiary of VHGI, has recently initiated steps to leverage the company's operating history and corporate resources within the Gold Mining industry and intends to pursue these opportunities through lease-purchase opportunities, acquisitions and joint ventures. VICTOR TIBALDEO: Case Summary & 18 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Victor Tibaldeo, Sr. 780 NE 69th St #1710 Miami, FL 33181 Bankruptcy Case No.: 10-45696 Chapter 11 Petition Date: November 21, 2010 Court: United States Bankruptcy Court Southern District of Florida (Miami) Judge: A. Jay Cristol Debtor's Counsel: Joel M. Aresty, Esq. 13499 Biscayne Blvd #T-3 North Miami, FL 33181 Tel: (305) 899-9876 Fax: (305) 723-7893 E-mail: aresty@mac.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 18 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/flsb10-45696.pdf Debtor-affiliate that filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- Victor Pianos and Organs, Inc. 10-14721 02/25/10 VILLA DE SANTA: Case Summary & 17 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Villa De Santa Monika, LLC 1525 Fourth Street, Suite B Sarasota, FL 34236 Bankruptcy Case No.: 10-27813 Chapter 11 Petition Date: November 18, 2010 Court: U.S. Bankruptcy Court Middle District of Florida (Tampa) Judge: Caryl E. Delano Debtor's Counsel: Amy C. Boohaker, Esq. LAW OFFICE OF AMY C. BOOHAKER, PA 1800 Second Street, Suite 715 Sarasota, FL 34236 Tel: (941) 366-9690 Fax: (941) 366-9605 E-mail: ab@boohakerlaw.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 17 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/flmb10-27813.pdf The petition was signed by Monika Tran-Tomlinson, MGRM. VITRO SAB: Extends Tender Offer Until December 7 ------------------------------------------------ Vitro S.A.B. de C.V. disclosed an extension of the expiration time for its tender offer and exchange offer and consent solicitation and responded to misleading statements made by dissident minority bondholder group. Vitro extends the expiration time at the request of holders wishing to participate in the solicitation transactions. On November 22, 2010, Vitro issued a supplement to its tender offer and exchange offer and consent solicitation statement dated November 1, 2010. This supplement includes certain technical changes to the procedures described in the offer documents to facilitate participation in the solicitation transactions and provides certain updating disclosure. As described in further detail in the supplement, Vitro is extending the expiration time at the request of market participants, in spite of having the required majority to implement the Concurso Plan, to facilitate participation in the solicitation transactions. Vitro has been receiving numerous procedural questions regarding the solicitation transactions and has been working, and will continue to work, diligently to answer any questions of bondholders to ensure their participation in such transactions. Both offers were previously scheduled to expire at 9:00 a.m., New York City time, on December 1, 2010. Vitro is extending the expiration time for both offers to 5:00 p.m., New York City time, on December 7, 2010. Following the expiration time, Vitro plans to initiate promptly the previously announced pre-packed insolvency process in Mexico. Both offers apply to all three series of Vitro's outstanding senior notes, which are described in the following table: Series of Senior Notes CUSIP No. Outstanding Principal Amount 8.625% Senior Notes due 2012 92851RAC1; P98100AA1 $300,000,000 11.75% Senior Notes due 2013 92851FAD5; P98022AB5 $216,000,000 9.125% Senior Notes due 2017 92851RAD9; P98100AB9 $700,000,000 Vitro is also changing the definition of the term "Record Date" in the offer documentation to 5:00 p.m., New York City time, on November 30, 2010. This change was also requested by holders who purchased senior notes after November 1, 2010 and who wish to participate in the solicitation transactions. Vitro responds to misleading statements of minority dissident bondholders clearly aimed at disrupting Vitro's restructuring process On November 17, 2010, a minority group of four bondholders representing approximately US$75 million, or approximately 6% of the outstanding bond debt to be restructured, commenced involuntary cases under Chapter 11 of the U.S. Bankruptcy Code in the Northern District of Texas against Vitro's U.S. subsidiaries which are guarantors of the bond debt. The bankruptcy petition was signed only by these four bondholders. No other bondholders have stepped forward to initiate litigation against Vitro notwithstanding the unsubstantiated statements made by the advisors to these dissident bondholders in an effort to influence creditor participation and manipulate the market in Vitro's securities. In view of these and other irregularities, Vitro has engaged the law firm of Susman Godfrey, L.L.P. as special litigation US Counsel, in order to analyze the potential rights that Vitro may exercise in the United States against this ad hoc group of dissident bondholders and its advisors. The allegations regarding the transactions and the disclosure provided in Vitro's offer documents are baseless Vitro's exchange offer and consent solicitation, including the restructuring plan pursuant to the Mexican insolvency law, has been structured, prepared and negotiated, at arms length, with the advice and approval of some of the leading insolvency law practitioners in Mexico. Accordingly, Vitro is confident that any challenges that may be brought against its restructuring plan based on these minority bondholders' baseless allegations will not succeed. Bondholders who consent pursuant to the offer documents will not in fact be subject to adverse consequences that have not been disclosed by Vitro. The ad hoc bondholder group has clearly not carefully reviewed the disclosure as thoroughly as they claim. In the event that Vitro waives the conditions of the exchange offer and consent solicitation or otherwise amends the exchange offer and consent solicitation in a manner that is materially adverse to holders of the debt subject to restructuring, noteholders will be informed and allowed to withdraw their consent, as described in greater detail in the offer documents. Actions by dissident holders will not change proposal; Vitro expects success As described in the offer documentation, Vitro engaged in active, good faith negotiations with a group of institutional bondholders for over a year and a half (including paying more than US$4.3 million in fees and expenses of such group's legal and financial advisors). After more than year of negotiations with this group of bondholders, the Company in October of this year presented its final restructuring proposal to the group indicating that if it was not accepted by the group it would go to the market without the support of the group. At the time, the differences between Vitro's offer and the Bondholder's ad hoc Committee request was only marginal. The restructuring proposal reflected in the offer documentation represents Vitro's final restructuring proposal. Vitro will not engage in any further negotiations with the dissent, minority bondholder group who have initiated legal actions against Vitro's U.S. subsidiaries, or to otherwise improve the terms of its proposed restructuring reflected in the offer documentation. As described in the offer documentation, Vitro fully intends to file its Concurso Plan for approval in Mexico shortly after the expiration of the solicitation transactions. The public statements made by the dissent bondholder group alleging that bondholders who choose to participate in Vitro's outstanding restructuring offer will be worse off than those who do not participate are blatantly misleading and false and contrary to the express terms of the restructuring offer described in the offer documentation. As described in the offer documentation, bondholders who do not participate in the Company's restructuring offer and consent to the Concurso Plan on or prior to the expiration date of the offer will give up a substantial upfront cash consent fee, currently offered to all creditors, of no less than 5% and no more than 10% of the principal amount of bonds they hold (which will be payable shortly after the expiration of the restructuring offer and regardless of whether the Concurso Plan is ultimately approved or not). Bondholders who do not participate in the restructuring offer will nonetheless receive the same pro rata portion of the Restructuring Consideration described in the offer documentation upon approval of the Company Concurso Plan, but they will not receive the upfront cash consent fee previously described. The dissident minority's group's public (and misguided) allegations of legal impropriety relating to certain transactions entered into by the Company with respect to the settlement of certain financial derivative claims, certain intercompany claims and the consent fee described in the solicitation statement (and referenced above) amount to nothing but baseless allegations. All of the Company's transactions relating to the settlement of certain financial derivative claims and the intercompany claims that will be participating in the Company's Concurso Plan were reviewed and approved by some of the leading corporate and insolvency law practitioners in Mexico and implemented in accordance with applicable Mexican law. Accordingly, the Company is fully confident that the spurious challenges that may be brought in respect of these transactions will be discredited and set aside by the relevant Mexican court. Despite the desperate attempts by dissident holders to disrupt the process, Vitro continues to expect that both offers will be concluded successfully. "Due to a clear reflection of a divided ad doc Bondholder Committee, Vitro strongly encourages its bondholders to objectively analyze the terms and conditions of the tender offer, and the exchange offer and consent solicitation," stated Mr. Claudio Del Valle, Chief Restructuring Officer of Vitro, "and we also urge each of them to respond to the tender offer and the exchange offer and consent solicitation promptly." Further information related to tender offer and exchange offer and consent solicitation procedures D.F. King & Co., Inc. will act as the depositary for the tender offer and information and exchange agent for the exchange offer and consent solicitation for holders of senior notes. Questions regarding the tender offer and exchange offer and consent solicitation and requests for additional copies of the tender offer and exchange offer and consent solicitation materials may be directed to D.F. King & Co., Inc. at (800) 431-9633 (toll free) or (212) 269-5550 (bankers and brokers). Holders of restructured debt other than the senior notes may contact Vitro at +52 (81) 8863-1731. About Vitro SAB Headquartered in Monterrey, Mexico, Vitro, S.A.B. de C.V. (BMV: VITROA; NYSE: VTO), through its two subsidiaries, Vitro Envases Norteamerica, SA de C.V. and Vimexico, S.A. de C.V., is a global glass producer, serving the construction and automotive glass markets and glass containers needs of the food, beverage, wine, liquor, cosmetics and pharmaceutical industries. Knighthead Master Fund, L.P., Lord Abbett Bond-Debenture Fund, Inc., Davidson Kempner Distressed Opportunities Fund LP, and Brookville Horizons Fund, L.P., commenced involuntary bankruptcy cases under Chapter 11 of the U.S. Bankruptcy Code against Vitro Asset Corp. -- aka American Asset Holding Corp., Imperial Arts Corp., VK Corp., and Oriental Glass, Inc. -- on November 17, 2010 (Bankr. N.D. Tex. Case No. 10-47470). Affiliates Vitro Chemicals, Fibers & Mining, LLC (Bankr. N.D. Tex. Case No. 10-47472); Vitro America, LLC (Bankr. N.D. Tex. Case No. 10-47473); Troper Services, Inc. (Bankr. N.D. Tex. Case No. 10- 47474); Super Sky Products, Inc. (Bankr. N.D. Tex. Case No. 10- 47475); Super Sky International, Inc. (Bankr. N.D. Tex. Case No. 10-47476); VVP Holdings, LLC (Bankr. N.D. Tex. Case No. 10-47477); Amsilco Holdings, Inc. (Bankr. N.D. Tex. Case No. 10-47478); B.B.O. Holdings, Inc. (Bankr. N.D. Tex. Case No. 10-47479); Binswanger Glass Company (Bankr. N.D. Tex. Case No. 10-47480); Crisa Corporation (Bankr. N.D. Tex. Case No. 10-47481); VVP Finance Corporation (Bankr. N.D. Tex. Case No. 10-47482); VVP Auto Glass, Inc. (Bankr. N.D. Tex. Case No. 10-47483); V-MX Holdings, LLC (Bankr. N.D. Tex. Case No. 10-47484); and Vitro Packaging, LLC (Bankr. N.D. Tex. Case No. 10-47485) are also subject to involuntary petitions by the petitioning creditors. WASHINGTON LOOP: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Washington Loop, LLC 37894 Washington Loop Road Punta Gorda, FL 33055 Bankruptcy Case No.: 10-27981 Chapter 11 Petition Date: November 19, 2010 Court: U.S. Bankruptcy Court Middle District of Florida (Tampa) Debtor's Counsel: Lynn V. H. Ramey, Esq. THE LAW OFFICES OF LYNN RAMEY P.O. Box 2163 Tampa, FL 33611 Tel: (813) 787-3467 E-mail: lynn@lynnrameylaw.com Estimated Assets: $0 to $50,000 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/flmb10-27981.pdf The petition was signed by Lovina Lehr, managing member. WASHINGTON MUTUAL: Noteholders Lodge Contingent Objection to Plan ----------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist at Bloomberg News, reports that Washington Mutual Inc. senior noteholders filed a "limited objection" to the reorganization plan that comes up for approval at a confirmation hearing on Dec. 1 through Dec. 3. According to Mr. Rochelle, the noteholders admit their objection will be moot if, as they hope, the plan ends up paying them in full, with interest. Their objection relates to what they described as the "debtor's flawed waterfall distribution scheme." The examiner for WaMu concluded in his Nov. 1 report that the plan and its proposed settlement with the Federal Deposit Insurance Corp. and JPMorgan Chase & Co. "reasonably resolves contentious issues." WaMu's revised plan will distribute over $7 billion to creditors. 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 WEGENER CORPORATION: Recurring Losses Cue Going Concern Doubt ------------------------------------------------------------- Wegener Corporation filed on November 15, 2010, its annual report on Form 10-K for the fiscal year ended September 3, 2010. Habif, Arogeti & Wynne, LLP, in Atlanta, Ga., expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses from operations and has a capital deficiency. The Company reported a net loss of $2.31 million on $8.92 million of revenue for the fiscal year ended September 3, 2010, compared with a net loss of $2.60 million on $12.66 million of revenue for the fiscal year ended August 28, 2009. The Company's balance sheet as of September 3, 2010, showed $8.36 million in total assets, $8.49 million in total liabilities, and a stockholders' deficit of $131,688. A full-text copy of the Form 10-K is available for free at http://researcharchives.com/t/s?6f69 Johns Creek, Ga.-based Wegener Corporation -- http://www.wegener.com/-- was formed in 1977 and is a Delaware corporation. The Company conducts its continuing business through Wegener Communications, Inc. (WCI), a wholly-owned subsidiary. WCI, a Georgia corporation, is an international provider of digital video and audio solutions for broadcast television, radio, telco, private and cable networks. WIRELESS AGE: Settles Debt; Nears Completion of Restructuring ------------------------------------------------------------- Wireless Age Communications, Inc. is nearing the completion of restructuring activities and would like to update shareholders on the company's progress. Wireless Age also would like to make the disclosure that Chairman, President and CEO, John Simmonds, will undergo open-heart surgery within the coming weeks, with his expected recovery over the holidays. Over the past year, Wireless Age has undergone significant restructuring including an agreement to settle debt between the company and subsidiaries, with the last installment of $600,000 potentially to be paid before year-end, which is in addition to the $150,000 already paid to the receiver, for total settlement of $750,000 for all outstanding debt, which previously totaled CAD $8.4 million. Chairman, President and CEO, John Simmonds stated, "The settlement of this debt is instrumental to Wireless Age's restructuring as it will clean up the balance sheet, and is intended to be done in conjunction with the submission of audited financial statements of fiscal years 2008, 2009 and 2010 (submittal early 2011), allowing the company to qualify to list on the OTC Bulletin Board as a SEC fully reporting company." The company stated it intends to complete these actions along with a suitable name change of all appropriate businesses to provide a united front. The company has successfully changed business direction with the acquisition of 70% of Sunbay Energy, a waste-to-energy company with advanced stage projects in Ontario and Quebec. Albert Pope was appointed CEO of Sunbay Energy by Wireless Age's board of Directors. Mr. Pope has over thirty years of experience in international corporate finance and business management. He began his business career on Wall Street where he held senior positions at the Deltec Securities unit of Deltec Banking, and J.P. Morgan, where he was the officer responsible for Latin America within the Corporate Finance Division. Mr. Pope also served as President of Montenay Energy, the U.S. subsidiary of Montenay, S.A., a leading French company in energy and waste management. Albert Pope, CEO of Sunbay Energy stated, "We look forward to advancing our current projects in Quebec and Ontario in the same manner in which we have since acquisition; by unlocking immediate acreative value for shareholders, through value conscious strategies, such as acquiring large parcels of land at little or no cost to the company, and developing vertical and horizontal synergies in the EPC and fabrication industries." "Many municipalities are recognizing Municipal solid waste (MSW) can be part of a solution, whereas before, MSW was considered a problem. North America is many years behind most of Europe and other parts of the world in terms of waste disposal solutions-which provides a unique and lucrative opportunity for a first mover to create modular solutions with a proven technology such as Sunbay." In recent weeks, Wireless Age has also recently entered into a credit agreement with EnWise Power Solutions Inc. in which Wireless Age provided EnWise $50,000, allowing Wireless Age the option to convert the $50,000 secured note into a 60% ownership in EnWise Power Solutions Inc., upon approval from Ontario's Bankruptcy Insolvency Act Trustee. Founded in 2006, the EnWise group of companies was developed with a commitment to building a culture of energy conservation by providing straightforward and affordable ways for homeowners to protect the environment, lower energy bills and improve the overall comfort of their homes. John G. Simmonds, Chairman, President & CEO, Wireless Age, stated, "It is our intention to provide EnWise with the resources to expand its business throughout Canada, and eventually the United States. EnWise also provides us with a developed brand and proven platform to expand our institutional energy solutions business in Canada, the USA, and then overseas." Peter Hwang, CEO, EnWise Power Solutions Inc., has over 12 years experience in asset backed finance, and was co-founder and Vice-President of Easy Lease Corp., a successfully asset backed financing and syndication company. Peter is also the founder of EnWise Power Solutions Inc. With the following acquisition, and pending acquisition, Wireless Age has positioned itself as a growing leader in clean-tech, with a portfolio of companies with large potential upside and limited downside for shareholder returns due to the attractive relative value they were acquired for or proposed to be acquired for, in the eyes of management. John G. Simmonds, Chairman, President & CEO of Wireless Age stated, "2011 is shaping up to become one of the most exciting years for the company as deals close and the business plan is executed. Notwithstanding additional potential complimentary and value conscious acquisitions for the portfolio, the company has a great deal of work ahead, but with the team we have assembled I trust we can execute accordingly and be successful." About Wireless Age Headquartered in Mississauga, Ontario, Canada, Wireless Age Communications Inc. (OTC BB: WLSA.OB) -- http://www.thewirelessage.com/-- through its 99.7% owned subsidiary, Wireless Age Communications Ltd., is in the business of operating retail cellular and telecommunications outlets in cities in western Canada. The Company, through its other wholly owned subsidiary Wireless Source Distribution Ltd., is in the business of distributing two-way radio products, prepaid phone cards, wireless accessories and various battery and ancillary electronics products in Canada. * * * As reported by the Troubled Company Reporter on April 29, 2009, the receiver for Wireless Age signed a deal to sell the assets in Manitoba and Saskatchewan. The Saskatchewan assets of Wireless Communications and the assets of Wireless Source will be sold to IM Wireless Ltd. for C$7 million. Wireless Communications' Manitoba assets would be sold to MTS Allstream Inc. and 4L Communications Inc. for C$115,000. SaskTel served Wireless Communications and Wireless Source with notice under the Bankruptcy and Insolvency Act in January 2009 and secured a court order to appoint an interim receiver. The receiver expected C$7.65 million to be available after closing with C$1.25 million available for unsecured creditors, before the receiver's fees and after repayment of C$6.4 million to SaskTel. WISE METALS: Deposits $158-Mil. in Trust with BoNY Mellon --------------------------------------------------------- On November 16, 2010, Wise Metals Group LLC and Wise Alloys Finance Corporation irrevocably deposited $158,988,502 to be held in trust with the Bank of New York Mellon, as trustee under the Indenture dated as of May 5, 2004, by and among the Company, the Guarantors party thereto and the Bank of New York Mellon, an amount sufficient to pay and discharge the entire indebtedness on the Notes and all other amounts payable under the Indenture. The funds will be used to pay the interest payment that was due on November 15, 2010 plus additional interest payable on such interest payment to holders of the Notes, who hold them of record on December 1, 2010. The payment will be made on December 10, 2010. The remaining funds will be used to pay principal of the Notes plus accrued interest from November 15, 2010 to the redemption date of December 15, 2010. About Wise Metals Based in Baltimore, Md., Wise Metals Group LLC includes Wise Alloys, the world's third-leading producer of aluminum can stock for the beverage and food industries; Wise Recycling, one of the largest, direct-from-the-public collectors of aluminum beverage containers in the United States; Listerhill Total Maintenance Center, specializing in providing maintenance, repairs and fabrication to manufacturing and industrial plants worldwide; Alabama Electric Motor Service specializing in electric motor and pump service, repair and replacement; and Alabama Spares And Parts providing on-site spare part inventory management and procurement services. The Company's balance sheet at June 30, 2010, revealed $534.25 million in total assets, $658.57 million in total current liabilities, $171.04 million in total non-current liabilities, and a $392.27 million members' deficit. WOUND MANAGEMENT: Posts $1.7 Million Net Loss in Q3 2010 -------------------------------------------------------- Wound Management Technologies, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $1.69 million on $111,652 of revenue for the three months ended September 30, 2010, compared with a net loss of $258,844 on $102,926 of revenue for the same period of 2009. "Historically, we have financed our operations primarily from the sale of debt and equity securities," the Company said in the filing. Financing activities generated $1.91 million for the nine months ended September 30, 2010, and $805,559 for the nine months ended September 30, 2009. The Company's balance sheet at September 30, 2010, showed $7.04 million in total assets, $4.75 million in total liabilities, and stockholders' equity of $2.29 million. Pritchett, Siler & Hardy, P.C., in Salt Lake City, expressed substantial doubt aobut the Company's ability to continue as a going concern, following the Company's 2009 results. The independent auditors noted that the Company has incurred substantial losses and has a working capital deficit. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?6f68 About Wound Management Fort Worth, Tex.-based Wound Management Technologies, Inc., through its subsidiary, Wound Care Innovations, LLC, distributes collagen-based wound care products in the United States. * 860 Banks Now in FDIC's Problem List; Highest Since 1993 ---------------------------------------------------------- The Federal Deposit Insurance Corporation said in is latest quarterly banking profile that the number of institutions on its "Problem List" rose to 860 as of Sept. 30, 2010 from 829 at June 30, 2010. There were 775 banks on the list at the end of the first quarter. The FDIC, however, pointed out that the total assets of "problem" institutions declined from $403 billion to $379 billion. The number of "problem" institutions is the highest since March 31, 1993, when there were 928. Forty-one insured institutions failed during the third quarter, bringing the total number of failures for the first three quarters of the year to 127. The number of insured commercial banks and savings institutions reporting quarterly financial results fell from 7,830 in the second quarter to 7,760 in the third quarter. Five new reporting institutions were added during the quarter, while 30 institutions were absorbed into other charters through mergers. The FDIC noted that the number of employees (full-time equivalent) increased for a second consecutive quarter, after falling in each of the previous 12 quarters. The 0.4% (8,195) increase lifted the industry's total employment to 2.04 million, which is still 8.2% below the peak of 2.22 million reported in first quarter 2007. The Deposit Insurance Fund (DIF) balance improved for the third consecutive quarter. The DIF balance -- the net worth of the fund -- improved from negative $15.2 billion to negative $8 billion during the third quarter. The improvement stemmed primarily from assessment revenues and from a reduction in the contingent loss reserve. This reserve, which covers the costs of expected failures, declined from $27.5 billion to $21.3 billion during the quarter. While part of the decline reflects the removal of amounts reserved for banks that failed, part also reflects lower costs for future failures. The FDIC added that its liquid resources -- cash and marketable securities -- remained strong. Liquid resources stood at $43.7 billion at the end of the third quarter, essentially unchanged from the second quarter. "While we expect demands on cash to continue," Chairman Bair said, "our projections indicate that our current resources are more than enough to resolve anticipated failures and meet outstanding obligations for banks that have already failed." Total insured deposits declined by 0.3% ($15 billion) during the quarter. Chairman Bair said, "The industry has come a long way in cleaning up balance sheets, building capital, and adjusting to changes in financial markets and the economy. But the adjustments are not over, and this is no time for complacency." Profit Improvements Commercial banks and savings institutions insured by the FDIC reported an aggregate profit of $14.5 billion in the third quarter of 2010, a $12.5 billion improvement from the $2 billion the industry earned in the third quarter of 2009. This is the fifth consecutive quarter that earnings have registered a year-over-year increase. "The industry continues making progress in recovering from the financial crisis. Credit performance has been improving, and we remain cautiously optimistic about the outlook," said FDIC Chairman Sheila C. Bair. "Lower provisions for loan losses are driving bank earnings by allowing a larger share of revenues to reach the bottom line." But Chairman Bair also said, "At this point in the credit cycle it is too early for institutions to be reducing reserves without strong evidence of sustainable, improving loan performance and reduced loss rates. When it comes to the adequacy of reserves, institutions should always err on the side of caution." Problem Institutions Failed Institutions -------------------- ------------------- Year Number Assets (Mil) Number Assets (Mil) ---- ------ ------------ ------ ------------ 2009 702 $402,800 140 $169,700 2008 252 $159,405 25 $371,945 2007 76 $22,189 3 $2,615 2006 50 $8,265 0 $0 2005 52 $6,607 0 $0 2004 80 $28,250 4 $170 A copy of the FDIC's Quarterly Banking Profile for the quarter ended Sept. 30, 2010, is available for free at: http://bankrupt.com/misc/FDIC_QBP_Q3_10.pdf Bank Failures U.S. bank failures this year have reached 149 as of November 19. The number of bank failures in 2010 have eclipsed the total bank failures seen last year. In all of 2009, 140 banks failed. The FDIC was appointed as receiver for the closed banks. To protect the depositors, the FDIC entered into a purchase and assumption agreement with various banks that agreed to assume the deposits of most of the closed banks. The FDIC also entered into loss-share transactions on assets bought by the banks. For this year, the failed banks are: Loss-Share Transaction Party FDIC Cost Assets of Bank That Assumed to Insurance Closed Bank Deposits & Bought Fund Closed Bank (millions) Certain Assets (millions) ----------- ---------- -------------- ----------- Gulf State Community $112.1 Centennial Bank $42.7 First Banking Center $750.7 First Michigan Bank $142.6 Allegiance Bank $106.6 VIST Bank $14.2 Darby Bank & Trust $654.7 Ameris Bank $136.2 Copper Star Bank $204.0 Stearns Bank $43.6 Tifton Banking $143.7 Ameris Bank $24.6 Western Commercial $98.6 California Bank $25.2 First Vietnamese $48.0 Grandpoint Bank $9.6 Pierce Commercial $221.1 Heritage Bank $21.3 K Bank $538.3 Manufacturers & Traders $198.4 The Gordon Bank $29.4 Morris Bank $9.0 Progress Bank of Fla. $110.7 Bay Cities Bank $25.0 First Arizona $272.2 No Acquirer $32.8 First Bank of Jack. $81.0 Ameris Bank $16.2 Hillcrest Bank, KS $1,650.0 Hillcrest Bank, N.A. $329.7 First Suburban $148.7 Seaway Bank and Trust $31.4 First Nat'l of Barn. $131.4 United Bank $33.9 Premier Bank $1,180.0 Providence Bank. $406.9 WestBridge Bank $91.5 Midland States Bank $18.7 Security Savings Bank $508.4 Simmons First $82.2 Wakulla Bank $424.1 Centennial Bank $113.4 Shoreline Bank $104.2 GBC International $41.4 Haven Trust Bank $148.6 First Southern $31.9 North County Bank $288.8 Whidbey Island $72.8 First Commerce $248.2 Community & Southern $71.4 Bank of Ellijay $168.8 Community & Southern $55.2 Bramble Savings Bank $47.5 Foundation Bank $14.6 Maritime Savings Bank $350.5 North Shore Bank $83.6 The Peoples Bank $447.2 Community & Southern $98.9 ISN Bank $81.6 Customers Bank $23.9 Horizon Bank $187.8 Bank of the Ozarks $58.9 Los Padres Bank $870.4 Pacific Western $8.7 Pacific State Bank $312.1 Rabobank, N.A. $32.6 ShoreBank $2,160.0 Urban Partnership $367.7 Butte Community Bank $498.8 Rabobank, N.A. $17.4 Sonoma Valley Bank $337.1 Westamerica Bank $10.1 Imperial Savings & Loan $9.4 River Community $3.5 Community National $67.9 CenterState Bank of Fla. $10.3 Independent National $156.2 CenterState Bank of Fla. $23.2 Palos Bank and Trust $493.4 First Midwest Bank $72.0 Ravenswood Bank $264.6 Northbrook Bank & Trust $68.1 Northwest Bank & Trust $167.7 State Bank and Trust $39.8 Bayside Savings Bank $66.1 Centennial Bank, Conway $16.2 Coastal Community Bank $362.9 Centennial Bank, Conway $94.5 The Cowlitz Bank $529.3 Heritage Bank $68.9 LibertyBank $768.2 Home Federal Bank $115.3 The Cowlitz Bank $529.3 Heritage Bank $68.9 Coastal Community $372.9 Centennial Bank $94.5 Bayside Savings $66.1 Centennial Bank $16.2 NorthWest Bank $167.7 State Bank and Trust $39.8 Williamsburg First $139.3 First Citizens Bank $8.8 Thunder Bank, Sylvan $32.6 The Bennington State $4.5 Community Security $108.0 Roundbank, Waseca $18.6 Crescent Bank $1,010.0 Renasant Bank $242.4 Sterling Bank $407.9 IBERIABANK $45.5 Home Valley Bank $251.8 South Valley Bank $37.1 SouthwestUSA Bank $214.0 Plaza Bank, Irvine $74.1 Turnberry Bank $263.9 NAFH National $34.4 First National Bank $682.0 NAFH National $74.9 Mainstreet Savings $97.4 Commercial Bank $11.4 Woodlands Bank $376.2 Bank of the Ozarks $115.0 Metro Bank of Dade $442.3 NAFH National $67.6 Olde Cypress Community $168.7 CenterState Bank $31.5 USA Bank, Port Chester $193.3 New Century Bank $61.7 Bay National Bank $282.2 Bay Bank, FSB $17.4 Ideal Federal Savings $6.3 -- None -- $2.1 Home National Bank $644.5 RCB Bank, Claremore $78.7 First National $252.5 The Savannah Bank $68.9 High Desert $80.3 First American $20.9 Peninsula Bank $644.3 Premier American $194.8 Nevada Security Bank $480.3 Umpqua Bank $80.9 Washington First $520.9 East West Bank $158.4 TierOne Bank $2,800.0 Great Western Bank $297.8 Arcola Homestead $17.0 -- None -- $3.2 First National Bank $60.4 Jefferson Bank $12.6 Sun West Bank $360.7 City National Bank $96.7 Granite Community $102.9 Tri Counties Bank $17.3 Bank of Fla- Southeast $595.3 EverBank $71.4 Bank of Fla- Southwest $559.9 EverBank $91.3 Bank of Fla- Tampa Bay $245.2 EverBank $40.3 Pinehurst Bank $61.2 Coulee Bank $6.0 Southwest Community $96.6 Simmons First Nat'l $29.0 New Liberty Bank $109.1 Bank of Ann Arbor $25.0 Satilla Community Bank $135.7 Ameris Bank $31.3 Midwest Bank & Trust $3,170.0 Firstmerit Bank $216.4 1st Pacific Bank $335.8 City National Bank $87.7 Access Bank $32.0 PrinsBank, Prinsburg $5.5 Towne Bank of Ariz $120.2 Commerce Bank $41.8 The Bank of Bonifay $242.9 First Federal Bank $78.7 Frontier Bank $3,500.0 Union Bank, NA $1,370.0 BC National Banks $67.2 Community First $11.4 Champion Bank $187.3 BankLiberty $52.7 CF Bancorp $1,650.0 First Michigan Bank $615.3 Westernbank PR $11,940.0 Banco Popular de PR $3,310.0 R-G Premier Bank $5,920.0 Scotiabank de PR $1,230.0 Eurobank, SJ, PR $2,560.0 Oriental Bank & Trust $743.9 Lincoln Park Savings $199.9 Northbrook Bank $48.4 Peotone Bank $130.2 First Midwest $31.7 Wheatland Bank $437.2 Wheaton Bank $133.0 New Century Bank $485.6 MB Financial $125.3 Citizens Bank&Trust $77.3 Republic Bank $20.9 Broadway Bank $1,200.0 MB Financial $394.3 Amcore Bank $3,800.0 Harris $220.3 Lakeside Community $53.0 People's United $11.2 Innovative Bank $268.9 Center Bank $37.8 City Bank $1,130.0 Whidbey Island $323.4 Butler Bank $233.2 People's United $22.9 AmericanFirst Bank $90.5 TD Bank, N.A. $10.5 First Federal $393.3 TD Bank, N.A. $6.0 Riverside National $3,420.0 TD Bank, N.A. $491.8 Tamalpais Bank $628.9 Union Bank, N.A. $81.1 Beach First National $585.1 Bank of NC $130.3 McIntosh Commercial $362.9 CharterBank, West Point $123.3 Desert Hills Bank $496.6 New York Community Bank $106.7 Unity National Bank $292.2 Bank of the Ozarks $67.2 Key West Bank $88.0 Centennial Bank $23.1 State Bank of Aurora $28.2 Northern State Bank $4.2 First Lowndes Bank $137.2 First Citizens Bank $38.3 Bank of Hiawassee $377.8 Citizens South Bank $137.7 Appalachian Community $1,010.0 Community & Southern $419.3 Advanta Bank Corp. $1,600.0 - None - $635.6 Century Security $96.5 Bank of Upson $29.9 American National $70.3 National Bank and Trust $17.1 The Park Avenue Bank $520.1 Valley National Bank $50.7 Statewide Bank $243.2 Home Bank, Lafayette $38.1 Old Southern Bank $315.6 Centennial Bank $94.6 LibertyPointe Bank $209.7 Valley National $24.8 Sun American Bank $535.7 First-Citizens Bank $103.8 Waterfield Bank $155.6 {FDIC Created} $51.0 Centennial Bank $215.2 Zions Bank $96.3 Bank of Illinois $211.7 Heartland Bank $53.7 Rainier Pacific Bank $446.2 Umpqua Bank, Roseburg $95.2 Carson River Community $51.1 Heritage Bank of Nevada $7.9 George Washington $412.8 FirstMerit Bank $141.4 La Jolla Bank $3,600.0 OneWest Bank, FSB $882.3 The La Coste Nat'l $53.9 Community National $3.7 Marco Community Bank $119.6 Omaha Bank $38.1 1st American State $18.2 Community Development $3.1 First National Bank $832.6 Community & Southern $260.4 Florida Community $875.5 Premier American Bank $352.6 American Marine Bank $373.2 Columbia State Bank $58.9 Marshall Bank, N.A. $59.9 United Valley Bank $4.1 First Regional Bank $2,180.0 First-Citizens Bank $825.5 Comm. Bank & Trust $1,210.0 SCBT, N.A. $354.5 Charter Bank $1,200.0 Charter, Albuquerque $201.9 Evergreen Bank $488.5 Umpqua Bank, Roseburg $64.2 Columbia River Bank $1,100.0 Columbia State Bank $172.5 Bank of Leeton $20.1 Sunflower Bank $8.1 Premier American Bank $350.9 Bond Street subsidiary $85.0 Town Community $69.6 Bank First American $17.8 St. Stephen State $24.7 First State Bank $7.2 Barnes Banking $827.8 {DINB Created} $271.3 Horizon Bank $1,400.0 Washington Federal $539.1 In 2009, there were 140 failed banks, compared with just 25 for 2008. A complete list of banks that failed since 2000 is available at: http://www.fdic.gov/bank/individual/failed/banklist.html * Ex-Oppenheimer Analyst Says U.S. Banks to Close 5,000 Branches ---------------------------------------------------------------- Bloomberg News' Michael J. Moore and Yalman Onaran report that Meredith Whitney, a former Oppenheimer & Co. analyst who now runs her own firm, said U.S. banks will close 5,000 branches in the next 18 months. Ms. Whitney, citing data from the Federal Deposit Insurance Corp., said bank branches in the U.S. fell by 1,035, or 1%, over the 12 months ended June 30. She said banks may cut 10,000 branches by 2015. According to Bloomberg, Ms. Whitney, 41, said in a report dated November 18 that banks face an "uphill battle" in generating loan growth as consumers reduce debt and will receive less revenue from fees because of new regulations and the lack of a securitization market. As reported by the Troubled Company Reporter on November 22, 2010, U.S. bank failures this year rose to 149 after financial institutions in Florida, Wisconsin and Pennsylvania were shut by regulators on Friday. The three lenders closed November 19 had combined assets of $969.4 million. The seizures cost the Federal Deposit Insurance Corp.'s deposit-insurance fund $199.5 million. The number of bank failures in 2010 has eclipsed the total bank failures seen last year. In all of 2009, 140 banks failed. The FDIC was appointed as receiver for the closed banks. The FDIC said the number of institutions on its "Problem List" rose to 829 at June 30, 2010 from 775 at March 31, 2010. However, the total assets of "problem" institutions declined from $431 billion to $403 billion. Also, while the number of "problem" institutions is the highest since March 31, 1993, when there were 928, it is the smallest net increase since the first quarter of 2009. * Trading of U.S. Bankruptcy Claims Slumps in October ----------------------------------------------------- American Bankruptcy Institute reports that the value of U.S. bankruptcy claims traded in October slumped to the lowest level since February due to a slowdown in the most active case, Lehman Brothers Holding Inc. * Several Charged in Canada for Bankruptcy Fraud ------------------------------------------------ The Royal Canadian Mounted Police - Greater Toronto Area Commercial Crime Section in partnership with the Toronto Office of the Superintendent of Bankruptcy, charged four individuals with offences under the Bankruptcy and Insolvency Act and the Criminal Code. The allegations all relate to fraud and the abuse of the Bankruptcy process and are four separate investigations. Selvachandran NADARAJAH, 45 years of age, of Farmsted Road, Toronto, Ontario was charged on November 2nd, 2010 and is scheduled to appear in court on Friday December 3rd, 2010 at Old City Hall Courthouse in Toronto. He is facing one Criminal Code charge and ten charges under the Bankruptcy and Insolvency Act. Zia ALI, 52 years of age, of Brandon Gate drive, Mississauga, Ontario was charged on October 28th, 2010 and is scheduled to appear in court on November 26, 2010 at Old City Hall Courthouse in Toronto. He is facing six Criminal Code charges and seven charges under the Bankruptcy and Insolvency Act. Muthukumari VELAUTHAM, 49 years of age, of Finch Avenue East, Toronto, Ontario was charged on October 28th, 2010 and is scheduled to appear in court on November 26th, 2010 at Old City Hall Courthouse in Toronto. She is facing One Bankruptcy and Insolvency Act charge. Saravanabavasarma KIRUBAHARAN, 47 years of age, of Four Winds Drive, North York, Ontario was charged on October 20th, 2010 and appeared in court on November 19th, 2010 at Old City Hall Courthouse in Toronto. He is facing sixteen Criminal Code charges and twelve charges under the Bankruptcy and Insolvency Act. With the ongoing co-operation between the RCMP and the Office of the Superintendent of Bankruptcy (OSB) we continue to investigate allegations of breaches of the Bankruptcy and Insolvency Act and the Criminal Code as they pertain to the Canadian Insolvency process. The RCMP will enforce the provisions of the Criminal Code when appropriate and this partnership will continue to focus its efforts on undertaking criminal investigations where evidence of wrong doing exists. The objective is to maintain confidence in the integrity of the Bankruptcy/Insolvency Process and the economic stability of Canada. The successful partnership between the OSB and RCMP is working diligently together investigating and responding to these allegations of fraudulent bankruptcies and systemic abuse of the bankruptcy process. The RCMP GTA Commercial Crime Section central intake can be reached at 1-800-461-9398. * Thompson Hine Restructuring Group Taps John Isbell ---------------------------------------------------- John F. Isbell has joined the law firm Thompson Hine LLP as a partner in the Business Restructuring, Creditors' Rights & Bankruptcy practice group. Isbell focuses his practice on the representation of secured lenders and debtors/borrowers in bankruptcy cases, receivership litigation, workouts, restructurings and state court foreclosures and confirmation proceedings. He also represents clients in insolvency-related litigation in federal and state courts. Isbell received his J.D., summa cum laude, from the University of Alabama and his B.A. from the University of the South. He is a member of the State Bar of Georgia, the Alabama State Bar, the American Bar Association, the American Bankruptcy Institute and the Atlanta Bar Association. On joining the firm, Isbell says, "Thompson Hine's commitment to client service excellence really distinguishes them from other firms. I am pleased to join both the Atlanta office and the Business Restructuring group, and look forward to serving our clients." Alan Lepene, who leads the firm's Business Restructuring group, adds, "We are very pleased to have John join our group. His experience and background in representation of all facets of workouts and related matters will be a great benefit to many of our clients." "We welcome John to our office," says Walt Linscott, partner-in- charge of the Atlanta office. "As we follow our continued growth path, adding lawyers with the knowledge and drive that John brings to the table really serves to strengthen both our office and our firm." About Thompson Hine LLP Established in 1911, Thompson Hine -- http:// www.ThompsonHine.com/ -- is a business law firm dedicated to providing superior client service. The firm has been recognized as one of the Best Corporate Law Firms in America (in an annual survey of corporate directors conducted by Corporate Board Member magazine). With approximately 400 lawyers, Thompson Hine serves premier businesses worldwide. The firm has offices in Atlanta, Cincinnati, Cleveland, Columbus, Dayton, New York and Washington, D.C. * Upcoming Meetings, Conferences and Seminars --------------------------------------------- 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 14, 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 ***