/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/110107.mbx T R O U B L E D C O M P A N Y R E P O R T E R Friday, January 7, 2011, Vol. 15, No. 6 Headlines ABSOLUTELY CASUAL: Case Summary & 18 Largest Unsecured Creditors ACCUITY INC: Moody's Hikes Corporate to 'B1' on Refinancing Plan AMBAC FINANCIAL: Proposes March 2 as Claims Bar Date AMBAC FINANCIAL: KPMG Also Works for Metronet Unit AMBAC FINANCIAL: Tops List of Biggest Filers in 2010 AMERICAN INT'L: Got $3BB Bid for Nah Shan; Secom, Primus Tie Up AMERICAN INT'L: Sr. VP Sankaran Awarded Hybrid Securities AMERICAN INT'L: Starr Int'l Sends 22,000 Shares to Deferred Plan AMERICAN INT'L: Board OKs Warrants; Distribution Set for Jan. 19 AMERICAN INT'L: To Pay $450MM to Settle Insurance Premium Scam AMERICAN NATURAL: CFO S. Ensz Owns 564,832 Common Shares AMERIGAS PARTNERS: Fitch Assigns 'BB+' Rating to $470 Mil. Notes AMERIGAS PARTNERS: Moody's Assigns 'Ba3' to Proposed $470MM Notes ARCHITECTURAL ENHANCEMENTS: Case Summary & Creditors' List ARKANSAS VALLEY: Case Summary & 14 Largest Unsecured Creditors BENT TREE: Case Summary & 2 Largest Unsecured Creditors BERNARD L MADOFF: Brother's Wife Lists Fla. Home for $6.5MM BION ENVIRONMENTAL: Exec. Vice Chair. & CEO File Form 3s BION ENVIRONMENTAL: Grosses $935,000 From Sale of Preferred Stock BMS REAL ESTATE: Court Sets January 14 as Claims Bar Date BMS REAL ESTATE: Plan Amended; Status Hearing Set for January 18 BMS REAL ESTATE: Secured Creditor Now Wants Chapter 7 Liquidation BOMBARDIER RECREATIONAL: Moody's Lifts Corp. Family Rating to 'B3' BOOMERANG SYSTEMS: Obtains Commitment for $3.25 Mil. Financing BORDERS GROUP: Lenders' Refinancing Hinges on Deal With Publishers BORDERS GROUP: Talking With Restructuring Advisers BRIDGEWATER DEVELOPMENT: Case Summary & 20 Largest Unsec Creditors BRIGHAM EXPLORATION: OKs Base Salary Increases for Executives B.R. SUMMERLIN: Case Summary & 5 Largest Unsecured Creditors BROADCAST INT'L: Gem Partners Discloses 9.9% Equity Stake BROADCAST INT'L: R. Zobrist Acquires 101,000 Common Shares BROOKE CORP: BoNY's Attorney Fees Not Admin. Expense BUCKHANNON CVB: Files for Chapter 11 Protection C&D TECHNOLOGIES: 5 Directors Do Not Own Any Securities CABI NEW RIVER: Asks for Court's Permission to Use Cash Collateral CABI NEW RIVER: Section 341(a) Meeting Scheduled for Feb. 2 CABI NEW RIVER: Taps Bilzin Sumberg as Bankruptcy Counsel CABI SMA TOWER: Section 341(a) Meeting Scheduled for Feb. 2 CABI SMA TOWER: Taps Bilzin Sumberg as Bankruptcy Counsel CATHOLIC CHURCH: Failure of Mediation Cued Wisc.'s Ch. 11 Filing CATHOLIC CHURCH: Milwaukee Wants Feb. 8 Extension for Schedules CATHOLIC CHURCH: Wilmington to Hike Offer to Settle Abuse Claims CATHOLIC CHURCH: Employees File Suit vs. Wilmington Diocese CHRIS & PHIL'S: Case Summary & 12 Largest Unsecured Creditors CINCINNATI BELL: Former COO Disposes of Most Shares Held CINCINNATI BELL: GAMCO Asset Discloses 5.53% Equity Stake CIT GROUP: Court Dismisses Loiselles' Post-Emergence Suit DAIRY BELL: Case Summary & 20 Largest Unsecured Creditors DAIS ANALYTIC: Noteholders Subscribe 2.3MM Shares for $603,000 DETROIT PUBLIC: Chapter 9 Filing No Longer an Option DRYSHIPS INC: Ocean Rig Has 2 New Deals with Cairn Energy DRYSHIPS INC: Ocean Rig Poseidon Gets $353-Mil. Drilling Deal DUNE ENERGY: Expects Significant Activity in Garden Island Bay DW-HURST LLC: Case Summary & 17 Largest Unsecured Creditors DYNEGY INC: Seneca Wants Blackstone Backers Out, New Sale Talks ELECTRICAL COMPONENTS: Moody's Puts 'B1' Rating on $30 Mil. Loan EVERGREEN ENERGY: Has Until Feb. 28 to Regain NYSE Compliance EXCEL STORAGE: Ch. 7 Bankruptcy Sale Set on January 19 FACTUM BAU: Chapter 15 Case Summary FIRST NAT'L BANCSHARES: Files for Chapter 7 Bankruptcy FKF MADISON: Organizational Meeting to Form Panel on Jan. 12 FNB UNITED: SunTrust Converts $7.5MM Loan to Stock FNB UNITED: J.M. Ramsay Resigns From Board of Directors FOREST OIL: Moody's Affirms 'Ba3' Corporate Family Rating FOUR-LEAF CLOVER: Hopes For Plan Approval This Month FRIONA FAMILY: Case Summary & Largest Unsecured Creditor GARY OPPENHEIM: Has $650,000 Offer for 7-Bedroom, 4-Bath Home GENERAL GROWTH: Sandeep Mathrani to Assume as New GGP CEO Jan. 17 GENERAL GROWTH: THHC Conducts Search for Chief Executive GENERAL GROWTH: Sends $7.9MM of Disputed Claims for Determination GENERAL MARITIME: 6 Executives Granted Restricted Stock GENERAL MARITIME: Amends Terms of $22.8 Million Bridge Loan GENERAL MARITIME: May Sell up to $500 Million in Securities GLOBAL HOSPITALITY: Case Summary & 4 Largest Unsecured Creditors GREATER GERMANTOWN: Court Converts Case to Chapter 7 Liquidation GRIGIO TEMPE TOWN: Chapter 11 Case Dismissed GSC GROUP: Court Directs Chapter 11 Trustee to Take Over HARNISCHFEGER INDUS: Judge Won't Reopen Bankruptcy Case HENRY CO: S&P Assigns Corporate Credit Rating at 'B' HOFER CORPORATION: Case Summary & 3 Largest Unsecured Creditors HOSPITAL DAMAS: Committee Taps J.H. Cohn LLP as Financial Advisors HOSPITAL DAMAS: Panel Wins Nod for Kilpatrick Stockton as Counsel HSN INC: S&P Changes Outlook to Positive, Affirms 'BB-' Rating INSIGHT HEALTH: Judge Approves $15 Million DIP Financing Package INT'L COMMERCIAL: Praetorian Capital Holds 1.3% Equity Stake INT'L STORYTELLING: Can Use Cash for the Next Two Weeks INT'L STORYTELLING: Case Summary & 20 Largest Unsecured Creditors JUMA TECHNOLOGY: Delivers $150,000 Note to Vision Opportunity K J WAUGH: Case Summary & 6 Largest Unsecured Creditors KAZA DENTON: Voluntary Chapter 11 Case Summary KE KAILANI: Case Summary & 20 Largest Unsecured Creditors KINGS HOLDINGS: Dispute With Lender Prompts Bankruptcy KINGS HOLDINGS: Voluntary Chapter 11 Case Summary LAREDO PETROLEUM: Moody's Assigns 'Caa2' Rating to $300 Mil. Notes LDK SOLAR: Signs Pact for Minority Stake in Polysilicon Business LEVEL 3 COMMS: John Ryan Owns 292,184 Shares of Common Stock LEWIS EQUIPMENT: Court Approves Sale of Assets to East Coast LIONS GATE VENTURES: Voluntary Chapter 11 Case Summary LOEHMANN'S HOLDINGS: To Present Plan for Confirmation on Feb. 7 MAUI LAND: Three Directors Dispose of 3,079 Common Shares MERUELO MADDUX: Unsecured Creditors Object to Ch. 11 Plans MERUELO MADDUX: Wants to Use Cash Collateral Until June 30 MIDWAY GAMES: Liquidating Trustee Begins Filing Avoidance Actions MILESTONE TARRANT: Case Summary & 20 Largest Unsecured Creditors MR. WIZARD: Case Summary & 20 Largest Unsecured Creditors NATION ENERGY: Files 10-Q for Q3 of 2008; $73,507 Loss Reported NEVADA STAR: Creditor to Seek Liquidation Plan Approval OAKLAND HILLS: Case Summary & 7 Largest Unsecured Creditors OREGON CONTRACTORS: Case Summary & 20 Largest Unsecured Creditors PAMPAS PALO ALTO: Files for Bankruptcy Protection PAMPAS PALO ALTO: Case Summary & 20 Largest Unsecured Creditors PARKER MEMORIAL: Case Summary & 18 Largest Unsecured Creditors PATIENT SAFETY: Agrees to Deliver Shares to AGP Creditor PHOENIX FOOTWEAR: Inks Distribution Agreement With Canada Shoe PHILADELPHIA RITTENHOUSE: Court Moves Schedules Filing Deadline POLI-GOLD LLC: Wants to Borrow $100,000 to Pay Operating Expenses POLI-GOLD LLC: Files New List of Largest Unsecured Creditors PRESIDIO INC: S&P Assigns Corporate Credit Rating at 'B+' REALOGY CORP: Default Rating Now 'Caa3/LD' After Debt Exchange RICHARD KLARCHEK: Files Schedules of Assets and Liabilities QOC I LLC: Bankruptcy Court Dismisses Chapter 11 Case REDDY ICE: DOJ Ends Investigation; Special Committee Disbanded RENAISSANT LAFAYETTE: U.S. Trustee Forms New Creditors Panel ROTECH HEALTHCARE: Venor Capital Discloses 6.26% Equity Stake RQB RESORT: Can Use Goldman Sach's Cash Until February 25 SABINE PASS: Moody's Confirms 'B3' Rating, Gives Negative Outlook SAND HILL: Allowed to Buy GMC Truck From Monco Motor SAND HILL: Wants Plan Filing Deadline Extended to Feb. 14 SANDY HOROWITZ: Can Keep Key Properties; Plan Hearing Jan. 20 SANSWIRE CORP: Thomas Seifert Disposes of 30,000 Shares SAVANNAH OUTLET: Files New List of 20 Largest Unsecured Creditors SCHUTT SPORTS: Riddell Takes Aim at Plans for $33MM Proceeds Sale SECUREALERT INC: Adds Attachments to Form 10-K SEVERN BANCORP: Phillip Jones Now Severn Savings' CRO SHAFER CHILDREN'S: Case Summary & 2 Largest Unsecured Creditors SOURCEMEDIA INC: Moody's Hikes Rating to 'B1' on Refinancing Plan SOUTH EDGE: Bankruptcy Ruling to Impact Home Builders STILLWATER MINING: F. McAllister Donates 25,000 Shares to Church STORY BUILDING: Has Access to Wells Fargo's Cash Collateral STORY BUILDING: In Talks on Plan Terms, Wants DS Hearing Moved SUPERIOR ACQUISTIONS: Cash Collateral Hearing Set for Today TUNNELL VISION: Case Summary & 31 Largest Unsecured Creditors VITACOST.COM: Weighing Bankruptcy to Resolve IPO Issues VUZIX CORP: Lampe Conway Has Warrant to Buy 46.5MM Common Shares WALKER & SONS: Case Summary & 20 Largest Unsecured Creditors WARD BROTHERS: Case Summary & 20 Largest Unsecured Creditors WARNER MUSIC: Names Cameron Strang as Warner/Chappell Music CEO WATERSTONE LAND: Case Summary & 12 Largest Unsecured Creditors WATERSTONE TYLERVILLE: Case Summary & 2 Largest Unsec Creditors WENTWORTH ENERGY: Amends Q2 2010; Posts $2.0MM Restated Loss WESTMORELAND COAL: Appoints 3 New Independent Directors WHITTLE DEVELOPMENT: Files Schedules of Assets & Liabilities WINDSOR LAKE: Organizational Meeting to Form Panel on Jan. 12 WJO INC: Organizational Meeting to Form Panel on Jan. 12 * Ambac Financial Tops List of Biggest Filers in 2010 * Business Bankruptcies Fall in 2010, Total Filings Remain High * Early Buybacks Leave Unsecured Bondholders Less Protected * FDIC Seeks $2.5 Billion from Executives of Failed Banks * Eight Butler Rubin Lawyers Named as 2011 Illinois Super Lawyers * BOOK REVIEW: Inside Investment Banking, Second Edition ********* ABSOLUTELY CASUAL: Case Summary & 18 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Absolutely Casual Patio Inc. 12751 West Bell Road, #16 Surprise, AZ 85378 Bankruptcy Case No.: 11-00054 Chapter 11 Petition Date: January 3, 2011 Court: United States Bankruptcy Court District of Arizona (Phoenix) Judge: George B. Nielsen Jr. Debtor's Counsel: Allan D. Newdelman, Esq. ALLAN D. NEWDELMAN PC 80 E. Columbus Ave. Phoenix, AZ 85012 Tel: (602) 264-4550 Fax: (602) 277-0144 E-mail: anewdelman@qwestoffice.net Scheduled Assets: $58,737 Scheduled Debts: $1,023,220 A list of the Company's 18 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/azb11-00054.pdf The petition was signed by James Moran, president. ACCUITY INC: Moody's Hikes Corporate to 'B1' on Refinancing Plan ---------------------------------------------------------------- Moody's Investors Service assigned a B1 rating to the new senior secured credit facilities of Accuity Inc. and SourceMedia Inc. Concurrently, the Corporate Family Rating of both companies was upgraded to B1 from B2 and the outlook was changed to stable from negative. Ratings Rationale Accuity and SourceMedia have announced they intend to refinance their existing credit facilities with $170 million of new senior secured debt. Accuity Inc. will be the borrower on a $110 million term loan and $20 million revolver, whereas SourceMedia Inc. will be the borrower on a $35 million term loan and $5 million revolver. Both revolvers are expected to be undrawn at close. The two companies will be several borrowers with separate credit facilities under a common loan agreement and will cross guarantee each other's debt. Financial covenants will be measured based on the combined companies' results. The upgrade in the Corporate Family Rating to B1 from B2 reflects considerable improvement in the companies' liquidity profile and key credit metrics, despite continued demand weakness for SourceMedia's print publications. Accuity's revenues have grown organically in each of the past several years and its earnings now comprise about two-thirds of consolidated results. Earnings expansion, along with debt reduction, has materially reduced financial leverage and Moody's expects the companies to maintain leverage below 5 times over the medium term. The B1 rating is further supported by steady cash flow generation, the diversity of revenue streams, and the recurring nature of Accuity's subscription-based payment routing data that customers (predominantly banks) use to manage payment efficiency and compliance needs. The rating continues to be constrained by the companies' relatively modest size, reliance on certain strategic partners, and the secular decline in demand for print-based trade publications. The stable outlook reflects Moody's view that potential revenue declines at SourceMedia would be largely offset by continued organic growth at Accuity. However, the ratings or outlook could become pressured if the companies make 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 the companies realize sustained revenue growth while maintaining a good liquidity profile, such that financial leverage falls below 4 times and interest coverage exceeds 3 times on an ongoing basis. Moody's assigned these ratings (and LGD point estimates) to Accuity Inc.: * Proposed $20 million senior secured revolver due 2016, B1 (LGD3, 33%) * Proposed $110 million senior secured term loan due 2017, B1 (LGD3, 33%) Moody's upgraded these ratings of Accuity Inc.: * Corporate Family Rating, to B1 from B2 * Probability of Default Rating, to B2 from B3 Moody's assigned these ratings (and LGD point estimates) to SourceMedia Inc.: * Proposed $5 million senior secured revolver due 2016, B1 (LGD3, 33%) * Proposed $35 million senior secured term loan due 2017, B1 (LGD3, 33%) Moody's upgraded these ratings of SourceMedia Inc.: * Corporate Family Rating, to B1 from B2 * Probability of Default Rating, to B2 from B3 Existing loan ratings have also been upgraded to B1 from B2 and will be withdrawn upon closing of the transaction and ensuing repayment of outstanding debt obligations. The ratings are subject to successful completion of the proposed transaction and Moody's review of final documentation. SourceMedia and Accuity are headquartered in New York, New York, and are leading providers of information, data, and tools for professionals in the financial services and related technologies markets. Investcorp owns 100% of both companies. Combined revenues for the twelve month period ended September 30, 2010, were $165 million. AMBAC FINANCIAL: Proposes March 2 as Claims Bar Date ---------------------------------------------------- Ambac Financial Group, Inc., asks Judge Shelley C. Chapman of the U.S. Bankruptcy Court for the Southern District of New York to establish: (a) March 2, 2011, at 5:00 p.m., as the deadline by which all persons and entities must file proofs of claim, other than certain exempt parties against the Debtor, including requests for payment under Section 503(b)(9) of the Bankruptcy Code; and (b) May 9, 2011, at 5:00 p.m., as the deadline by which all governmental units must file proofs of claim against the Debtor. In general, claimants must file a proof of claim to assert a claim in a bankruptcy proceeding pursuant to Section 501(a) of the Bankruptcy Code. Furthermore, Rule 3003(c)(3) of the Federal Rules of Bankruptcy Procedure provides that the Court will fix the time within which proofs of claim must be filed. Allison H. Weiss, Esq., at Dewey & LeBoeuf LLP, in New York, tells the Court that requiring holders of claims arising under Section 503(b)(9) to assert those claims using the proposed proof of claim form on or before the Claims Bar Date will ensure that the Debtor has complete information regarding the nature, validity and amount of those claims while affording parties asserting those claims appropriate notice. This approach facilitates a more cost-effective and efficient claims process for those creditors and, by obviating the need for the Debtor to respond to individual requests for payment of claims arising under Section 503(b)(9), she insists. The Debtor proposes that all proofs of claim filed in its Chapter 11 case be consistent with these procedures: (A) Proofs of claim must: * conform to the proposed form of proof of claim form; * include an original signature, as copies of proofs of claim or proofs of claim sent by facsimile or e-mail will not be accepted; * include supporting documentation or an explanation as to why that documentation is unavailable; * be in the English language; and * be denominated in United States currency. (B) Any request for payment under Section 503(b)(9) must: * include the value of the goods delivered to and received by the Debtor in the 20-day period immediately before the Petition Date; * attach any documentation identifying the particular invoices for which the Section 503(b)(9) claim is being asserted; and * attach documentation of any reclamation demand made to the Debtor pursuant to Section 546(c) of the Bankruptcy Code. (C) Parties who wish to receive proof of receipt of their proofs of claim from the Debtor's notice and claims agent, Kurtzman Carson Consultants LLC, must also include with their proof of claim a copy of their proof of claim and a self-addressed and pre-stamped envelope. (D) Each original proof of claim, including supporting documentation, must be sent by United States Postal Service mail, overnight delivery, or hand delivery, so as to actually be received on or before the applicable bar date by the Notice and Claims Agent at this address: Ambac Claims Processing Center c/o Kurtzman Carson Consultants LLC 2335 Alaska Avenue El Segundo, California 90245 These persons or entities, however, will not be required to file a proof of claim against the Debtor: (i) Any person or entity that has already filed a proof of claim against the Debtor with the Clerk of the Court in a form substantially similar to Official Bankruptcy Form No. 10; (ii) Any person or entity whose claim is listed on the Debtor's schedules of assets and liabilities and statement of financial affairs, provided that (a) the claim is not scheduled as "disputed," "contingent," or "unliquidated;" and (b) the claimant does not disagree with the amount, nature, or priority of the claim as set forth in the Schedules; (iii) Any holder of a claim that has been allowed by order of the Court; (iv) Any person or entity whose claim against the Debtor has been paid in full; (v) Any holder of a claim for which specific deadlines have previously been fixed by the Court; (vi) Any affiliates of the Debtor; (vii) Any holder of a claim allowable under Sections 503(b) and 507(a)(2) of the Bankruptcy Code as an expense of administration of the Debtor's estate, except any holder of a claim arising under Section 503(b)(9), which must be asserted by filing a proof of claim on or prior to the Claims Bar Date; (viii) Any holder of a claim that is limited exclusively to the repayment by the Debtor of principal, interest, or other applicable fees and expenses owed pursuant to an indenture; provided, that: (a) this exclusion will not apply to the trustee under any of the Indentures; and (b) any person or entity that wishes to assert a claim arising out of or relating to an Indenture, other than a claim for the repayment by the Debtor of principal, interest, or other applicable fees and expenses owed pursuant to the Indenture, will be required to file a proof of claim on or before the Claims Bar Date unless another exception identified applies; (ix) Any holder of an equity interest in the Debtor with respect to the ownership of that equity interest at this time; provided, that any holder of an equity interest who wishes to assert a claim against the Debtor, including a claim relating to that equity interest or the purchase or sale of that interest, must file a proof of claim asserting that claim on or before the Claims Bar Date; and (x) any current officer or director who has a claim for indemnification, contribution, or reimbursement. Pursuant to Bankruptcy Rule 3003(c)(2) and the Second Amended Procedural Guidelines for Filing Requests for Bar Dates in the U.S. Bankruptcy Court for the Southern District of New York, the Debtor proposes that any holder of a claim against the Debtor that is required to timely file a proof of claim on or before the proposed Bar Dates, but failed to do so will be forever barred, estopped, and enjoined from asserting that claim against the Debtor. The Debtor, its estate, and its property will be forever discharged from any and all indebtedness or liability with respect to that claim, and that holder will not be permitted to vote to accept or reject any plan of reorganization filed in the Debtor's Chapter 11 case or participate in any distribution in the Debtor's Chapter 11 case on account of that claim. The Debtor also seeks authority to establish supplemental bar dates without further order of the Court, to the extent that the Debtor amends or supplements to add a potential claimant to its Schedules to provide adequate notice and opportunity to file a proof of claim to parties holding claims affected. In those instances, the Debtor will provide those parties with a notice clearly setting forth the Supplemental Bar Date by which such parties must file a proof of claim. The Debtor further asks the Court to require any person or entity that holds a claim arising from the rejection of an executory contract or unexpired lease pursuant to Section 365(a) of the Bankruptcy Code to file a proof of claim based on such rejection on or before the later of: -- the Claims Bar Date; or -- any date the Court may fix in the applicable order authorizing that rejection, or if no date is provided, 30 days from the date of entry of the order rejecting that executory contract or unexpired lease. Ms. Weiss stresses that the Rejection and Supplemental Bar Dates are necessary to provide the Debtor with flexibility to handle situations in which a creditor's claim status may change. In accordance with the Guidelines, the Debtor proposes to serve notice of the Bar Date Order, within seven days of the Court's entry of the Bar Date Order, on: (i) the U.S. Trustee for Region 2; (ii) counsel to the Official Committee of Unsecured Creditors; (iii) counsel to any other official committee appointed in the Debtor's Chapter 11 case; (iv) counsel to the Office of the Commissioner of Insurance of the State of Wisconsin; (v) all persons or entities that have requested notice pursuant to Rule 2002 of the Federal Rules of Bankruptcy Procedure; (vi) all persons or entities that have filed claims against the Debtor; (vii) all known holders of claims listed on the Schedules; (viii) all parties to executory contracts or unexpired leases of the Debtor listed on the Schedules; (ix) all parties to litigation with the Debtor, through their counsel of record; (x) all of the Debtor's insurance providers; (xi) the Internal Revenue Service; (xii) the Securities and Exchange Commission; and (xiii) all current employees of the Debtor and all former employees who have worked for the Debtor since Jan. 1, 2010. The Debtor proposes to publish notice of the Claims Bar Date, once in that national edition of the Wall Street Journal at least 28 days prior to the Claims Bar Date. The Debtor asks the Court to deem that Publication Notice good, adequate, and sufficient publication notice of the Claims Bar Date. The Claims Bar Date will be at least 35 days after the mailing of the Bar Date Notice and at least 28 days after the publication of the Publication Notice pursuant to the Guidelines, Ms. Weiss points out. She further notes that the Governmental Bar Date is 180 days after the Petition Date, in accordance with Section 502(b)(9) of the Bankruptcy Code. In this light, service and publication of the Bar Date Notice and Publication Notice as proposed is reasonably designed to reach all interested parties in a cost-effective manner and satisfies the requirements of the Bankruptcy Code, the Bankruptcy Rules, the Local Rules, and the Guidelines, Ms. Weiss maintains. The Court will consider the Debtor's request on January 19, 2011. Objections are due no later than January 12. 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. Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller, Esq., at Morrison & Foerster LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. 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 FINANCIAL: KPMG Also Works for Metronet Unit -------------------------------------------------- In a supplemental declaration filed with the U.S. Bankruptcy Court for the Southern District of New York, Paul Laurenzano, a partner of KPMG LLP, related that a member firm of KPMG International located in the United Kingdom, has been appointed as the liquidators of Metronet Rail BCV Finance Plc in connection with the voluntary liquidation of that company. KPMG LLP is a member of KMPG International, a Swiss cooperative of member firms, each a separate legal entity, located worldwide. He discloses that Metronet is a United Kingdom subsidiary of Ambac Financial Group, Inc. As reported in the Dec. 20, 2010 edition of the Troubled Company Reporter, Ambac Financial Group, Inc. has tapped KPMG LLP as its auditor, tax consultants and bankruptcy administration consultants in its bankruptcy case in the United States. Mr. Laurenzano says KPMG-UK as liquidator merely needs to complete the submission of the final UK tax return for Metronet, following which it is expected that the UK tax authority will consent to the winding up of Metronet, which is the final requirement for that entity to legally cease existence under applicable law. While it is hoped the tax clearance will be received in the first half of 2011, administrative procedures of that kind could take longer, he tells the Court. Moreover, KPMG is engaged by IBM Corporation to provide a routine software license review in connection with software licenses between IBM and licensees, Mr. Laurenzano relates. Ambac has software licenses with IBM, which may include a license with the Debtor, and in accordance with those licenses are subject to those license review procedures. Mr. Laurenzano assures the Court that no KPMG professional providing services to the Debtor will provide services to IBM and Metronet, and no KPMG professional providing services to IBM and Metronet will provide services to the Debtor. He maintains that neither the engagement by KPMG-UK nor the software review gives rise to a finding that KPMG represents or holds interests adverse to the Debtor's estate with respect to the matters for which KPMG has been retained. 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. Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller, Esq., at Morrison & Foerster LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. 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 FINANCIAL: Tops List of Biggest Filers in 2010 ---------------------------------------------------- Ambac Financial Group, Inc., ranked first among 20 "biggest corporate casualties of 2010," Rick Newman of U.S. News & World related. In its voluntary bankruptcy petition on November 8, 2010, AFG listed total assets of ($185.5 million) and total liabilities of $1.6866 billion as of September 30, 2010. "The biggest bankruptcy of the year was a company most Americans have never heard of -- bond insurer Ambac -- and investors saw it coming so far in advance that the markets barely reacted," Mr. Newman wrote. Mr. Newman related that AFG has been trying to restructure its business in 2007, by expanding its more conservative municipal-bond business. The company finally filed for bankruptcy in November 2010 -- the biggest filing of the year, according to www.BankruptcyData.com. Companies that made it to the top 20 of biggest bankruptcy filers last year are A&P, Affiliated Media, American Media, Blockbuster, Hummer, Innkeepers USA, Jennifer Convertibles, Loehmann's, Mesa Air, Metro-Goldywn-Mayer, Mercury, Movie Gallery, Newsweek, Oriental Trading Company, Penton Media, Pontiac, Swoozie's, Uno Restaurant Holdings and Urban Brands, the blog added. 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. Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller, Esq., at Morrison & Foerster LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Bankruptcy Creditors' Service, Inc., publishes AMBAC BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by Ambac Financial Group Inc. (http://bankrupt.com/newsstand/or 215/945-7000) AMERICAN INT'L: Got $3BB Bid for Nah Shan; Secom, Primus Tie Up --------------------------------------------------------------- Chris V. Nicholson, writing for The New York Times' DealBook, reports that American International Group told the Securities and Exchange Commission in November 2010 that it had received an unsolicited $3 billion bid for its Nan Shan Life Insurance unit -- an offer well above the division's going price last summer. The letter, dated November 12, 2010, was released in a regulatory filing Tuesday. AIG, the report says, detailed recent developments in the sale of Nan Shan. "Other prospective buyers have approached AIG and have provided unsolicited letters of interest in purchasing Nan Shan at prices that range from $2.15 billion to $3.0 billion, which exceed AIG's carrying value of Nan Shan at September 30, 2010. AIG is preparing information to permit these parties to conduct due diligence on Nan Shan and believes these represent credible and valid non-binding indications of interest. AIG believes the carrying value of Nan Shan at September 30, 2010 does not exceed its fair value," AIG told the SEC in its letter. As reported by the Troubled Company Reporter, AIG attempted to sell Nan Shan for $2.15 billion to a consortium of two Hong Kong- based buyers, private-equity firm Primus Financial Holdings Ltd. and China Strategic Holdings Ltd. However, the Financial Supervisory Commission, Taiwan's financial watchdog, rejected the sale in August 2010 over concerns about the acquirers' financial strength and commitment to Nan Shan. Meanwhile, Aries Poon, writing for Dow Jones Newswires, reports that Taiwan Secom Co. Director Max Chu said Tuesday his company has teamed up with Hong Kong-based Primus Financial and Goldsun Development & Construction Co. to bid for Nan Shan. Mr. Chu said the three companies are in the process of setting up a joint venture and have already expressed their interest in Nan Shan to AIG. Mr. Chu declined to disclose the amount the group offers for Nan Shan. Dow Jones says Goldsun and Primus weren't immediately available for comment. Dow Jones notes Secom and Goldsun were both founded by Taiwan's Lin family. A full-text copy of the letter is available at http://is.gd/kcy6R About AIG American International Group, Inc. -- http://www.aig.com/-- is an international insurance organization with operations in more than 130 countries and jurisdictions. AIG companies serve commercial, institutional and individual customers through one of the most extensive worldwide property-casualty networks of any insurer. In addition, AIG companies are leading providers of life insurance and retirement services around the world. AIG common stock is listed on the New York Stock Exchange, as well as the stock exchanges in Ireland and Tokyo. In September 2008, AIG experienced a liquidity crunch when its credit ratings were downgraded below "AA" levels by Standard & Poor's, Moody's Investors Service and Fitch Ratings. AIG almost collapsed under the weight of bad bets it made insuring mortgage- backed securities. The Company, however, was bailed out by the Federal Reserve, but even after an initial infusion of $85 billion, losses continued to grow. The later rescue packages brought the total to $182 billion, making it the biggest federal bailout in U.S. history. AIG has been working to protect and enhance the value of its key businesses, execute an orderly asset disposition plan, and position itself for the future. AIG has sold a number of its subsidiaries and other assets to pay down loans received from the U.S. government, and continues to seek buyers of its assets. AMERICAN INT'L: Sr. VP Sankaran Awarded Hybrid Securities --------------------------------------------------------- Sid Sankaran, senior vice president at American International Group Inc., disclosed in a Form 3 filing with the Securities and Exchange Commission on January 3, 2011, that he beneficially owns certain derivative securities. Mr. Sankaran said that he has been granted long-term performance units -- a mix of common stock and AIG's 8.175% Series A-6 Junior Subordinated Debentures -- exercisable on November 15, 2011 and November 15, 2013. The LTPUs relate to 78.4807 and 325.3067 shares of common stock, respectively. The LTPUs represent 20% common stock and 80% Hybrid Securities, by value, on the date of grant. This award will be payable in cash based on the values of the underlying securities on the first anniversary of the grant date. The securities do not have an exercisable date or expiration date. The securities do not carry a conversion or exercise price. About AIG American International Group, Inc. -- http://www.aig.com/-- is an international insurance organization with operations in more than 130 countries and jurisdictions. AIG companies serve commercial, institutional and individual customers through one of the most extensive worldwide property-casualty networks of any insurer. In addition, AIG companies are leading providers of life insurance and retirement services around the world. AIG common stock is listed on the New York Stock Exchange, as well as the stock exchanges in Ireland and Tokyo. In September 2008, AIG experienced a liquidity crunch when its credit ratings were downgraded below "AA" levels by Standard & Poor's, Moody's Investors Service and Fitch Ratings. AIG almost collapsed under the weight of bad bets it made insuring mortgage- backed securities. The Company, however, was bailed out by the Federal Reserve, but even after an initial infusion of $85 billion, losses continued to grow. The later rescue packages brought the total to $182 billion, making it the biggest federal bailout in U.S. history. AIG has been working to protect and enhance the value of its key businesses, execute an orderly asset disposition plan, and position itself for the future. AIG has sold a number of its subsidiaries and other assets to pay down loans received from the U.S. government, and continues to seek buyers of its assets. AMERICAN INT'L: Starr Int'l Sends 22,000 Shares to Deferred Plan ---------------------------------------------------------------- In a Form 4 filing with the Securities and Exchange Commission on January 5, 2011, Starr International Co Inc., classified as a 10% owner, disclosed that it disposed of 22,798 shares of common stock of American International Group Inc on January 3, 2011. At the end of the transaction, Starr International beneficially owned 13,954,637 shares. The distribution was made pursuant to Starr International Company, Inc. Deferred Compensation Profit Participation Plan. About AIG American International Group, Inc. -- http://www.aig.com/-- is an international insurance organization with operations in more than 130 countries and jurisdictions. AIG companies serve commercial, institutional and individual customers through one of the most extensive worldwide property-casualty networks of any insurer. In addition, AIG companies are leading providers of life insurance and retirement services around the world. AIG common stock is listed on the New York Stock Exchange, as well as the stock exchanges in Ireland and Tokyo. In September 2008, AIG experienced a liquidity crunch when its credit ratings were downgraded below "AA" levels by Standard & Poor's, Moody's Investors Service and Fitch Ratings. AIG almost collapsed under the weight of bad bets it made insuring mortgage- backed securities. The Company, however, was bailed out by the Federal Reserve, but even after an initial infusion of $85 billion, losses continued to grow. The later rescue packages brought the total to $182 billion, making it the biggest federal bailout in U.S. history. AIG has been working to protect and enhance the value of its key businesses, execute an orderly asset disposition plan, and position itself for the future. AIG has sold a number of its subsidiaries and other assets to pay down loans received from the U.S. government, and continues to seek buyers of its assets. AMERICAN INT'L: Board OKs Warrants; Distribution Set for Jan. 19 ---------------------------------------------------------------- American International Group, Inc., on Thursday said its Board of Directors has conditionally declared a dividend of roughly 75 million warrants to purchase shares of AIG common stock at $45 per share to be distributed on January 19, 2011, to AIG's common shareholders of record as of January 13, 2011. The Warrants are being issued as part of a series of integrated transactions to recapitalize AIG initially announced September 30, 2010. The U.S. Department of the Treasury will not receive Warrants in this distribution. "This marks continued progress for AIG towards completing the recapitalization and furthering our work to repay the U.S. taxpayer," said Robert H. Benmosche, AIG President and Chief Executive Officer. "We are working diligently to complete this plan in the coming weeks." Condition to Issuance The issuance of the Warrants as a dividend is subject to the condition that the parties to the recapitalization -- i.e., AIG, the U.S. Department of the Treasury, the Federal Reserve Bank of New York, and the AIG Credit Facility Trust -- each determines as of the close of business on January 12, 2011, that it expects -- assuming there is no material change in the relevant facts, circumstances, and conditions on or before January 14, 2011 -- that the recapitalization will close on January 14, 2011. AIG will issue a press release on January 12, 2011, announcing whether or not this condition has been satisfied. If this condition is not satisfied, AIG will not issue the Warrants, and holders of AIG common stock will have no right to receive the Warrants. There can be no assurance that this condition will be satisfied. Terms of the Warrants If the condition is satisfied, AIG common shareholders will be issued 0.533933 Warrants for every share of AIG common stock owned on the record date. Each Warrant will entitle the holder to purchase one share of AIG's common stock at an exercise price of $45 per share, subject to anti-dilution adjustment for certain events. The Warrants will be exercisable through January 19, 2021, which is ten years from the date of issuance. Trading on the NYSE AIG has applied to have the Warrants listed on the New York Stock Exchange under the ticker symbol "AIG WS" and anticipates that the Warrants will begin trading on the NYSE on a "when issued" basis on or around January 13, 2011. AIG has been advised by the NYSE that the ex-dividend date for the AIG common stock will be delayed through the use of "due bills," such that AIG common stock will begin trading in a regular way, ex-dividend, on January 20, 2011, the date following the anticipated issuance of the Warrants. Due bills are essentially an assignment from a seller of common stock to a buyer of the right to receive the dividend if the condition to the dividend is satisfied. If the condition is not satisfied, the due bills will be immediately cancelled and no Warrants will be issued. Tax Treatment and Withholding The issuance of the Warrants may be treated as a taxable distribution for U.S. federal income tax purposes. AIG therefore intends to withhold tax on the distribution of the Warrants to non-U.S. holders of common stock. In the event that it is determined after the date of distribution that the distribution of the Warrants was not subject to United States federal income tax, AIG will publicly announce this determination, and any holder subject to withholding tax may then be entitled to a refund by filing a refund claim with the United States Internal Revenue Service. Holders should consult a tax advisor regarding the U.S. federal and other tax consequences of the distribution of the Warrants. Impact on Equity Units The issuance of the Warrants will trigger certain anti-dilution adjustments to the settlement rates of AIG's outstanding Equity Units in accordance with their terms, effective as of the record date. AIG will notify Equity Unit holders of the amount of this adjustment within 10 business days of the record date, as required by the terms of the Equity Units. This adjustment may be treated as a taxable distribution if the distribution of the Warrants is treated as taxable as discussed, and non-U.S. Equity Unit holders may be subject to tax withholding on future distributions to such holder or otherwise. Available Information AIG will issue the Warrants pursuant to a warrant agreement between AIG and Wells Fargo Bank, N.A., as warrant agent. Copies of the warrant agreement may be obtained at no charge from Wells Fargo Bank, N.A., the warrant agent, at 888-899-8293 in the U.S. (toll-free) or 651-450-4064 outside the U.S. Information on the procedures concerning fractional Warrants and for exercising or selling the Warrants may be obtained by contacting the warrant agent at the telephone number provided above or by contacting the broker, bank, or other intermediary through which the Warrants are held. On or around the time of issuance, AIG intends to file with the SEC a prospectus supplement registering the AIG common stock to be issued upon exercise of the Warrants from time to time. About AIG American International Group, Inc. -- http://www.aig.com/-- is an international insurance organization with operations in more than 130 countries and jurisdictions. AIG companies serve commercial, institutional and individual customers through one of the most extensive worldwide property-casualty networks of any insurer. In addition, AIG companies are leading providers of life insurance and retirement services around the world. AIG common stock is listed on the New York Stock Exchange, as well as the stock exchanges in Ireland and Tokyo. In September 2008, AIG experienced a liquidity crunch when its credit ratings were downgraded below "AA" levels by Standard & Poor's, Moody's Investors Service and Fitch Ratings. AIG almost collapsed under the weight of bad bets it made insuring mortgage- backed securities. The Company, however, was bailed out by the Federal Reserve, but even after an initial infusion of $85 billion, losses continued to grow. The later rescue packages brought the total to $182 billion, making it the biggest federal bailout in U.S. history. AIG has been working to protect and enhance the value of its key businesses, execute an orderly asset disposition plan, and position itself for the future. AIG has sold a number of its subsidiaries and other assets to pay down loans received from the U.S. government, and continues to seek buyers of its assets. AMERICAN INT'L: To Pay $450MM to Settle Insurance Premium Scam -------------------------------------------------------------- Serena Ng, writing for The Wall Street Journal, reports that American International Group Inc. and seven of its insurance rivals reached a settlement on a long-running case over alleged under-reporting of premiums on workers' compensation policies, according to filings in a federal court in Chicago. Under the proposed settlement, which is subject to approval by the court, AIG would pay $450 million to a fund that would make payouts to insurers that were affected by its conduct, which largely took place in the 1980s through the mid 1990s. 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 NATURAL: CFO S. Ensz Owns 564,832 Common Shares -------------------------------------------------------- In a Form 5 filing with the Securities and Exchange Commission on January 3, 2011, Steven P. Ensz, vice president and chief financial officer of American Natural Energy Corp., disclosed that he directly owns 564,832 shares of the Company. He also has an incentive stock option to purchase 150,000 common shares (exercisable March 31, 2011, and expiring Sept. 8, 2014) and 660,000 shares (exercisable May 30, 2012, and expiring Nov. 30, 2015). About American Natural American Natural Energy Corporation (TSX Venture: ANR.U) is a Tulsa, Oklahoma-based independent exploration and production company with operations in St. Charles Parish, Louisiana. The Company's balance sheet at Sept. 30, 2010, showed $17.74 million in total assets, $9.42 million in total liabilities, and stockholders' equity of $8.32 million. * * * MaloneBailey, LLP, in Houston, after auditing the Company's 2009 results, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has substantial cash used for operating activities during 2009, has a working capital deficiency and an accumulated deficit at December 31, 2009. AMERIGAS PARTNERS: Fitch Assigns 'BB+' Rating to $470 Mil. Notes ---------------------------------------------------------------- Fitch Ratings has assigned a 'BB+' rating to Amerigas Partners, L.P. ('BB+', Rating Outlook Positive) $470 million senior note offering due 2021. The notes will be co-issued by AmeriGas Finance Corp. The notes will be senior unsecured obligations of the co-issuers and will rank equally will all existing and future unsecured senior indebtedness of the co-issuers. Proceeds from the notes will be used to finance APU's tender offer for its outstanding 7.25% series A and B senior notes due 2015 and will go toward the repayment funds borrowed under APU's operating subsidiary's credit facility. Amerigas Propane, Inc., an indirect subsidiary of UGI Corp. (not rated by Fitch) owns an effective 44% interest in APU as the general partner and a limited partner. APU is a master limited partnership that conducts a national propane distribution business through its operating partnership subsidiary, Amerigas Propane, LP, and AGP's subsidiaries. The APU debt is co-issued with either of its special purpose financing subsidiaries AP Eagle Finance Corp. and AmeriGas Finance Corp. Fitch currently rates APU and its financing subsidiaries: AmeriGas Partners, L.P./Amerigas Finance Corp. -- Issuer Default Rating 'BB+'; -- Senior unsecured 'BB+'; AmeriGas Partners, L.P./AP Eagle Finance Corp. -- IDR 'BB+'; -- Senior unsecured 'BB+'. APU's ratings reflect the underlying strength of its retail propane distribution network, broad geographic reach, adequate credit metrics, and proven ability to manage unit margins under various operating conditions. Additionally, the company's growing Amerigas Cylinder Exchange propane cylinder exchange business provides modest positive cash flow during the summer months when the traditional space-heating related propane distribution business is relatively slow. APU's ratings also consider the structural subordination of its debt obligations to revolver borrowings at AGP, its operating limited partnership subsidiary. APU's financial performance remains sensitive to weather conditions and general customer conservation, and the company must continue to manage volatile supply costs and price-induced customer conservation. The recessionary economy and volatile price of propane, which is loosely correlated to the price of oil, has been exacerbating volume sales declines throughout the sector. These factors have the potential to lead to further customer conservation, increased bad debt expense, and could test APU's ability to sustain its current robust profit margins. Fitch notes sales volumes have declined for APU due in part to warmer than normal weather and continued general economic malaise. APU's retail volumes were down roughly 3.7% year-over-year for the 2010 fiscal year ended Sept. 30, 2010. Management reports that volume declines are being driven by the most economically sensitive customer segments, which Fitch believes should start to see a modest rebound as the economy improves. Volume declines have been particularly pronounced in APU's forklift segment, consistent with reduced shipping volumes and inventory turns at big box retailers. However, management recently noted at APU's analyst day that forklift volumes have seen recent increases, providing some optimism heading into the holiday season when shipping and inventory turns tend to increase. APU has managed to effectively pass propane supply cost increases on to customers and has consistently maintained and even grown gross margins during periods of volatile weather conditions and commodity price volatility over the past several years. As a result APU has maintained fairly solid credit metrics. APU's Positive Outlook reflects the underlying strength of APU's retail distribution network, broad geographic scope, conservative management practices, Fitch's expectations for continued margin stability and metric strength, and the retirement of AGP's remaining outstanding First Mortgage Bonds. Overall, in recent years Fitch has largely viewed the retail propane sector business outlook to be moderately negative, stressing concerns over demand destruction due to fuel switching, price volatility and the impact of conservation. However, Fitch believes that APU management has exhibited its ability and intent to maintain a stable balance sheet and consistent credit metrics even in the face of varying market conditions and growth through acquisitions. APU has proven itself adept at managing its operating costs, distribution policies, and integrating acquisitions. As a result, APU has seen steady EBITDA growth, cash flow consistency and improved credit metrics over the past several years despite elevated sales volume and commodity price volatility. Should these results and practices continue Fitch could take a positive rating action. Any negative credit action would be driven by a variety of factors including margin deterioration, significant demand destruction, or a more aggressive distribution or acquisition policy which leads to increased leverage. AMERIGAS PARTNERS: Moody's Assigns 'Ba3' to Proposed $470MM Notes ----------------------------------------------------------------- Moody's Investors Service assigned a Ba3 rating to AmeriGas Partners, L.P.'s proposed offering of $470 million senior notes due 2021. The proceeds of this offering will be used to fund the redemption of $415 million 7.25% senior notes due 2015, with the remainder used to reduce revolver borrowings. The outlook is stable. Ratings Rationale "AmeriGas is proactively refinancing the 2015 notes to 2021, thereby improving its debt maturity profile," said Pete Speer, Moody's Vice-President. AmeriGas' Ba2 Corporate Family Rating is supported by its leading market position in the retail distribution of propane and geographic diversification. The partnership has a track record of conservative financial policies, resulting in relatively low financial leverage and strong distribution coverage. The rating also incorporates the continued challenges of operating in the propane distribution business that is highly fragmented, competitive and seasonal. The business contends with secularly declining volumes due to customer conservation trends and the slow encroachment of natural gas over time, which makes organic growth difficult and requires ongoing acquisitions to maintain volumes. Moody's expects AmeriGas to maintain adequate liquidity through the current winter heating season primarily due to its combined $275 million of committed bank credit facilities that had availability of $70 million at January 4, 2011. Moody's expects break even free cash flow in fiscal year 2011 based on planned capital expenditures and more normal working capital fluctuations. AmeriGas' credit facilities mature in July and October of 2011, but Moody's expects the partnership to renew these facilities based on its current financial performance and bank market conditions. A negative outlook or ratings downgrade is possible if AmeriGas were to materially increase its leverage through debt funded acquisitions or if there were a significant deterioration in its sales volumes or operating margins. Debt/EBITDA above 3.5x would pressure the ratings. The declining volume trends and Moody's concerns regarding acquisition event risk for the propane sector make a positive rating action unlikely in the near term. If AmeriGas can achieve moderate growth in sales volumes and EBITDA and reduce Debt/EBITDA to below 3x on a sustainable basis, the outlook could be changed to positive or the ratings upgraded. The Ba3 senior notes ratings reflect both the overall probability of default of AmeriGas, to which Moody's assigns a PDR of Ba2, and a loss given default of LGD 4(67%, changed from 69%). The senior notes are unsecured and have no subsidiary guarantees. Therefore the senior notes are structurally subordinated to all debt, including the unsecured credit facilities and trade claims of the operating partnership, AmeriGas Propane, L.P. Due to the size of the credit facilities and trade claims relative to the senior notes, the notes are rated one notch beneath the Ba2 CFR under Moody's Loss Given Default methodology. AmeriGas Partners, L.P., is a publicly traded master limited partnership that is the largest retail propane distributor in the United States based on volumes of propane distributed annually. ARCHITECTURAL ENHANCEMENTS: Case Summary & Creditors' List ---------------------------------------------------------- Debtor: Architectural Enhancements, LLC P.O. Box 157 Walker, MN 56484 Bankruptcy Case No.: 11-40007 Chapter 11 Petition Date: January 3, 2011 Court: United States Bankruptcy Court District of Minnesota (Minneapolis) Judge: Robert J. Kressel Debtor's Counsel: Erik A. Ahlgren, Esq. AHLGREN LAW OFFICE 220 W Washington Ave., Suite 105 Fergus Falls, MN 56537 Tel: (218) 205-7356 E-mail: erikahlgren@charter.net Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/mnb11-40007.pdf The petition was signed by John Zacher, president. ARKANSAS VALLEY: Case Summary & 14 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Arkansas Valley Drilling, Inc. 125 Deckers Dr Penrose, CO 81240 Bankruptcy Case No.: 10-42506 Chapter 11 Petition Date: December 31, 2010 Court: United States Bankruptcy Court District of Colorado (Denver) Judge: A. Bruce Campbell Debtor's Counsel: Daniel K. Usiak, Jr., Esq. USIAK LAW FIRM 128 S. Tejon St., Ste. 202 Colorado Springs, CO 80903 Tel: (719) 633-1960 Fax: (719) 633-1004 E-mail: usiaklaw@yahoo.com Scheduled Assets: $1,216,008 Scheduled Debts: $843,177 A list of the Company's 14 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cob10-42506.pdf The petition was signed by Todd A. Moore, president. BENT TREE: Case Summary & 2 Largest Unsecured Creditors ------------------------------------------------------- Debtor: Bent Tree Realty, Inc. P.O. Box 7745 Warner Robins, GA 31095 Bankruptcy Case No.: 11-50003 Chapter 11 Petition Date: January 3, 2011 Court: United States Bankruptcy Court Middle District of Georgia (Macon) Judge: James P. Smith Debtor's Counsel: Wesley J. Boyer, Esq. KATZ, FLATAU, POPSON AND BOYER, LLP 355 Cotton Avenue Macon, GA 31201 Tel: (478) 742-6481 E-mail: wjboyer_2000@yahoo.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's two largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/gamb11-50003.pdf The petition was signed by William R. Tritt, Sr., owner. Debtor-affiliate that filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- Tritt Construction Co. 10-53686 11/01/10 BERNARD L MADOFF: Brother's Wife Lists Fla. Home for $6.5MM ----------------------------------------------------------- Juliet Chung, writing for The Wall Street Journal Blogs' Development section, reports that Bernard Madoff's sister-in-law Marion, whose husband, Peter was the former chief compliance officer at his brother's firm, is asking $6.5 million for her Palm Beach, Fla., home. According to the WSJ story, Carole and Brett Koeppel of Sotheby's International Realty have the listing. Ms. Chung says the single-story home has five bedrooms and measures about 7,300 square feet, according to the listing, which describes the home as "totally renovated and ready to move in." The 0.5-acre property has a pool, gardens and fountains, and listing photos show a wood-paneled office and a covered outdoor entertainment area. There's also a three-car garage. Ms. Chung, citing public property records, says Peter and Marion Madoff bought the home in 2001 for $3.8 million, and transferred ownership solely to Marion Madoff in 2006. The property was appraised last year at $3.6 million, according to public records. Ms. Chung says Peter Madoff's lawyer, Charles Spada, didn't immediately return a call for comment. Ms. Chung notes Peter Madoff spends most of his time lately in the New York area between a home in Old Westbury on Long Island and a Manhattan apartment on Park Avenue, a person familiar with the matter has said. Most of his assets are frozen pending the outcome of litigation. Ms. Chung says, through counsel, Peter Madoff has denied any knowledge of his brother's fraud. Last month, Mr. Spada told the Journal: "Peter's wife lost millions of dollars that had been invested with his brother and any suggestion that Peter was aware of his brother's fraud is absurd." BION ENVIRONMENTAL: Exec. Vice Chair. & CEO File Form 3s -------------------------------------------------------- In a Form 3 filing with the Securities and Exchange Commission on January 4, 2011, Edward T. Schafer, director and executive vice chairman at Bion Environmental Technologies Inc., disclosed that he directly owns 9,446 shares of common stock of the company. Mr. Schafer has an option to purchase 300,000 shares of common stock and 200,000 shares common stock, which options have an expiration date of January 15, 2018. Of the 300,000 shares, 100,000 will vest on each of January 1, 2012, January 1, 2013 and January 1, 2014. In a separate Form 3 filing, William O'Neill, chief executive officer of the Company, did not disclose ownership of any non- derivative securities. He only disclosed that he has an option to buy 750,000 shares of common stock. Of the 750,000 options, 300,000 shares will vest immediately and 450,000 shares shall vest at the rate of 28,125 every three months commencing March 31, 2011 and ending December 31, 2014. About Bion Environmental Crestone, Colo.-based Bion Environmental Technologies, Inc. (OTC BB: BNET) has provided environmental treatment solutions to the agriculture and livestock industry since 1990. Bion's patented next-generation technology provides a unique comprehensive treatment of livestock waste that achieves substantial reductions in nitrogen and phosphorus, ammonia, greenhouse and other gases, as well as pathogens, hormones, herbicides and pesticides. The Company's balance sheet at Sept. 30, 2010, showed $1.93 million in total assets, $1.14 million in total liabilities, $2.52 million of Series B Redeemable Convertible Preferred stock, and a stockholders' deficit of $1.72 million. GHP Horwath, P.C., in Denver, Colo., expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has not generated revenue and has suffered recurring losses from operations. The Company has not generated revenues and has incurred net losses of approximately $2,976,000 and $1,318,000 during the years ended June 30, 2010 and 2009, respectively. BION ENVIRONMENTAL: Grosses $935,000 From Sale of Preferred Stock ----------------------------------------------------------------- On December 31, 2010, Bion Environmental Technologies, Inc., concluded an offering of its Series C Convertible Preferred Shares in which it sold 9,350 shares of the Series C Preferred Stock which offering generated gross proceeds of $935,000. After deducting commissions and other offering expenses, the Company received approximately $813,500 in net proceeds. In aggregate, the Company has sold 32,150 shares of Series C Convertible Preferred Stock. The private placement was made to accredited investors under Rule 506 of Regulation D under the Securities Act of 1933, as amended. The placement agent for the offering was Capital Financial Services, Inc., Minot, North Dakota. The Series C Preferred Shares are convertible into shares of the Company's common stock at a conversion rate of $4.00 per share at the election of the holders. Under certain conditions, the shares may be mandatorily converted to the Company's common stock. The shares will pay dividends at the rate of 2.5% per quarter. Stock Bonuses Meanwhile, effective January 1, 2011 the Company granted 185,000 shares of stock bonuses to its key employees, officers and directors, including 30,000 shares to Mark A. Smith, President and a Director of the Company, and 10,000 shares to Jon Northrop, a Director of the Company, which shares vest at dates from January 1, 2011 through January 1, 2012. Additionally, Smith received a contingent stock bonus grant of 50,000 shares payable when and if Bion's common stock trades at or above $10.00 per share. About Bion Environmental Crestone, Colo.-based Bion Environmental Technologies, Inc. (OTC BB: BNET) has provided environmental treatment solutions to the agriculture and livestock industry since 1990. Bion's patented next-generation technology provides a unique comprehensive treatment of livestock waste that achieves substantial reductions in nitrogen and phosphorus, ammonia, greenhouse and other gases, as well as pathogens, hormones, herbicides and pesticides. The Company's balance sheet at Sept. 30, 2010, showed $1.93 million in total assets, $1.14 million in total liabilities, $2.52 million of Series B Redeemable Convertible Preferred stock, and a stockholders' deficit of $1.72 million. GHP Horwath, P.C., in Denver, Colo., expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has not generated revenue and has suffered recurring losses from operations. The Company has not generated revenues and has incurred net losses of approximately $2,976,000 and $1,318,000 during the years ended June 30, 2010 and 2009, respectively. BMS REAL ESTATE: Court Sets January 14 as Claims Bar Date --------------------------------------------------------- The Hon. Eileen W. Hollowell of the U.S. Bankruptcy Court for the District of Arizona set Jan. 14, 2010, as the deadline for creditors of BMS Real Estate LLC to file proofs of claim. All proofs of claim must be filed at: Clerk of the Bankruptcy Court 38 South Scott Avenue Tucson, AZ 85701 Apache Junction, Arizona-based BMS Real Estate, LLC, filed for Chapter 11 bankruptcy protection on July 19, 2010 (Bankr. D. Ariz. Case No. 10-22387). J. Kent Mackinlay, Esq., at Warnock, Mackinlay & Carman, PLLC, assists the Company in its restructuring effort. The Company estimated its assets and debts at $1,000,001 to $100,000,000 as of the Petition Date. BMS REAL ESTATE: Plan Amended; Status Hearing Set for January 18 ---------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Arizona will convene a status hearing on BMS Real Estate LLC's proposed Chapter 11 plan on Jan. 18, 2011. BMS Real Estate recently filed a first amendment to its proposed Chapter 11 plan and the disclosure statement. The Plan, as amended, is based upon an improvement in real estate values from their current historically depressed levels, in the next five years. During that time, the Debtor will protect the secured portion of LNV Corp.'s claim, by regular monthly payments to it. The payments, inclusive of taxes and insurance, are estimated at $7,012. According to the Disclosure Statement, the only assured source of rental income is $2,500 per month, from Media-Com. The Debtor will need to locate new tenants immediately, to replace Brown Motorsports Inc., and to generate the income it needs to make monthly payments under the plan. It has no current prospective tenants. Payment to all other creditors, and payment of the unsecured portion of the LNV claim, would come from sale of the Property, within five years, at a price of at least $1,800,000. That amount would be required to repay both the secured and unsecured portions of LNV's claims, plus the claims of all other creditors. The Debtor said it must also make payments of $1,000 per month to Class II claimants, for the first two years of the Plan. Creditors can assess for themselves the likelihood of that happening. The Property was appraised in 2007, for a bank lender, at $2,200,000. On the other hand, if this Plan is not approved, and BMS proceeds to liquidation, LNV will recover the Property, and no other creditors will receive anything. Thus, so long as the court determines that the treatment of LNV's loan is fair and equitable, it is in the interests of all creditors to give the debtor the opportunity of effectuating its plan. Under the plan, LNV Corp., a holder of a note in the original amount of $975,000, which is secured by a first deed of trust upon the Debtor's real property at 1435 East Old West Highway, Apache Junction. LVN asserted that it is owed the principal sum of $962,400 on that note. The Debtor will treat LNV's claim as secured in the amount of $800,000, and as unsecured, in an amount to be approved either by the Debtor or by the court, for the balance. Holders of general unsecured claims will be paid, without interest, the full principal amount of all approved claims on or before 5 years from the effective date of the plan, or earlier upon the sale of the Debtor's real property. Equity holder Brian Brown will retain his membership in the Debtor under the plan. A full-text copy of the First Amended Disclosure Statement is available for free at http://ResearchArchives.com/t/s?71db About BMS Real Estate Apache Junction, Arizona-based BMS Real Estate, LLC, filed for Chapter 11 bankruptcy protection on July 19, 2010 (Bankr. D. Ariz. Case No. 10-22387). J. Kent Mackinlay, Esq., at Warnock, Mackinlay & Carman, PLLC, assists the Company in its restructuring effort. The Company estimated its assets and debts at $1,000,001 to $100,000,000 as of the Petition Date. BMS REAL ESTATE: Secured Creditor Now Wants Chapter 7 Liquidation ----------------------------------------------------------------- LNV Corporation Inc. is asking the U.S. Bankruptcy Court for the District of Arizona to convert BMS Real Estate LLC's Chapter 11 case to Chapter 7 liquidation proceeding. LNV, which is objecting to the Debtor's proposed reorganization plan, says the Debtor "has no chance of reorganization and that a liquidation is appropriate." Counsel to LNV, Anthony W. Austin, Esq., at Lewis and Roca LLP, said, that upon reading the new disclosures in the disclosure statement to the First Amended Plan, "it is now clear that conversion to Chapter 7 is merited." Mr. Austin notes that the Amended Plan, like the plan before it, proposes to use rental income to fund the reorganization and then with five years sell the property at 225% its current value. The Debtor, however, admits in its Amended Disclosure Statement that it does not have the funds or the ability to fund the Amended Plan. According to the Amended Disclosure Statement, Debtor will be rejecting the leases for Brown Motors Sports, Inc. and Wolf Designs, two of its three tenants, leaving it with only one tenant and only $2,500 in rental income per month, Mr. Austin points out. Mr. Austin further notes that the Debtor admits the dire nature of the situation when it discusses the feasibility of the Amended Plan. Under the Amended Plan, payments to LNV "inclusive of taxes and insurance, are estimated at $7,012." In addition, "the debtor must also make payments of approximately $1,000 per month to Class II claimants, for the first two years of the Plan." Mr. Austin also notes that the Debtor admits it does not have the rental income to fund these plan payments and has no plan in place to find the extra cash required. The Debtor states: The only assured source of rental income is $2,500 per month from Media-Com. The debtor will need to locate new tenants immediately, to replace Motorsports, and to generate the income it needs to make monthly payments under the plan. It has no current prospective tenants. "The Amended Plan is simply not feasible on its face when read in conjunction with the new disclosures in the Amended Disclosure Statement and, therefore, not confirmable," Mr. Austin tells the Court. Mr. Austin says the Debtor will need to find approximately $5,500 in additional rental income to make the bare minimum payments on its Amended Plan. There is no evidence Debtor will be able to find these new tenants and no attempt by the Debtor has been made to identify any prospective tenants. Further, this shortfall does not take into account the operating expenses and other costs of owning the property, which, based on previous months, total approximately $2,200. Accordingly, Debtor will barely be able to cover its own operating expenses, let alone fund the Amended Plan. About BMS Real Estate Apache Junction, Arizona-based BMS Real Estate, LLC, filed for Chapter 11 bankruptcy protection on July 19, 2010 (Bankr. D. Ariz. Case No. 10-22387). J. Kent Mackinlay, Esq., at Warnock, Mackinlay & Carman, PLLC, assists the Company in its restructuring effort. The Company estimated its assets and debts at $1,000,001 to $100,000,000 as of the Petition Date. BOMBARDIER RECREATIONAL: Moody's Lifts Corp. Family Rating to 'B3' ------------------------------------------------------------------ Moody's Investors Service upgraded Bombardier Recreational Products Inc.'s corporate family rating to B3 from Caa1, its probability of default rating to B3 from Caa1, its senior secured revolving credit facility to B1 from B2, and its senior secured term loan to B3 from Caa1. At the same time, BRP's ratings outlook was revised to positive from stable. The ratings upgrade considers BRP's improved financial performance, which has helped reduce its adjusted Debt/ EBITDA from over 8x to below 6x within the past year and supported a marked strengthening in its liquidity position. The positive outlook reflects Moody's expectation for continued favorable operating fundamentals in the next 12 to 18 months supported by stabilizing discretionary consumer spending and benefits from new product launches, which may enable BRP to generate credit metrics consistent with a higher rating. Ratings Rationale BRP's B3 rating reflects its elevated leverage and the sudden and significant contraction in demand that can occur for its relatively high-priced, discretionary goods. While consumer demand appears to be improving from trough levels, the economic recovery is occurring slowly and the rating considers some uncertainty as to the pace of the rebound. Nonetheless, the company has taken significant steps to reduce its cost structure and dealer inventory levels appear to be much reduced. This should enable BRP to remain profitable at current volume levels that are roughly 50% of recent peaks. BRP's globally diverse portfolio of recreational products benefit from well-recognized brand names and leading market positions, which provides additional strength to its rating. BRP would be considered for a further ratings upgrade if the company demonstrates sustained improvement in its operating results while maintaining an adequate liquidity position. Sustained metrics associated with upward ratings action would include adjusted Debt/EBITDA close to 5x and EBITA/Interest coverage approaching 2x. While not currently contemplated, the ratings could be lowered should BRP's operations become cash consumptive or its earnings decline leading to challenges maintaining an acceptable liquidity position. Sustained metrics associated with downward ratings action would include adjusted Debt/EBITDA above 6x and EBITA/Interest coverage below 1x. Moody's last rating action on BRP was taken on July 22, 2010, when Moody's revised the company's rating outlook to stable from negative and affirmed all ratings. Headquartered in Valcourt, Quebec, Bombardier Recreational Products Inc. is a leading designer, manufacturer, and distributor of motorized recreational products worldwide. BOOMERANG SYSTEMS: Obtains Commitment for $3.25 Mil. Financing -------------------------------------------------------------- On December 29, 2010, Boomerang Systems, Inc., entered into a financing commitment letter, pursuant to which it obtained a commitment for an aggregate of up to $3,250,000 of financing to be provided, upon demand by the Company, by nine accredited investors, including an aggregate of up to $1,750,000 by four related parties. If the Company draws down under the Commitment Letter, it will issue notes to the lenders. Each note would be a senior unsecured obligation of the Company and would bear interest from the date of the borrowing thereunder on the outstanding principal balance at a rate of 3% per annum. The Commitment Letter expires on the earlier to occur of (a) January 1, 2012, and (b) the consummation of a private or public offering of the Company's common stock yielding gross proceeds to the Company in an amount not less than $5,000,000. Under the terms of the Commitment Letter, each lender received one five-year warrant for every dollar such lender committed, with an exercise price of $0.30 per share. In addition, if the Company borrows under the letter, each lender will receive additional warrants at a rate of three warrants for each dollar drawn down from that lender's commitment, with the amount of the draw down attributable to each lender's commitment to be determined on a pro rata basis. The related parties who committed to provide financing under the letter are Mark Patterson, the Company's chief executive officer; Lake Isle Corp., a greater than 10% holder of the Company's common stock, over which Gail Mulvihill, the mother of the Company's president, Christopher Mulvihill, exercises sole voting and investment control; HSK Funding, over which Burton I. Koffman, a greater than 10% holder of the Company's common stock, exercises sole voting and investment control; and James Mulvihill, the son of Gail Mulvihill and brother of Christopher Mulvihill. About Boomerang Systems Headquartered in Morristown, New Jersey, Boomerang Systems, Inc. (Pink Sheets: BMER) through its wholly owned subsidiary, Boomerang Utah, is engaged in the design, development, and marketing of automated racking and retrieval systems for automobile parking and automated racking and retrieval of containerized self-storage units. For the fiscal year ended September 30, 2010, the Company had a net loss of $15,789,559 compared with a net loss of $9,693,734 during the prior year. Revenues were $718,530 for the fiscal year ended September 30, 2010 compared with $0 for the fiscal year ended September 30, 2009. The Company's balance sheet at September 30, 2010, showed $6,192,003 in total assets, $2,841,556 in total liabilities and $3,350,447 in stockholders' equity. Accumulated deficit was $33,710,494 at Sept. 30, 2010. BORDERS GROUP: Lenders' Refinancing Hinges on Deal With Publishers ------------------------------------------------------------------ Michael J. De La Merced and Julie Bosman, writing for The New York Times' DealBook, report that people briefed on the matter said Borders Group has been in talks with lenders, including GE Capital and Jefferies, to refinance its existing bank loans from a group led by Bank of America. Bank of America Corp. and other lenders, including General Electric Co.'s GE Capital, last year agreed to provide Borders with up to $970.5 million in loans under a secured revolving credit facility. According to the NY Times report, one of the requirements attached to the potential refinancing is for Borders to persuade enough publishers to agree to deferred payments. Borders has began holding talks with publishers on Tuesday, seeking to convert delayed payments into interest-bearing debt as part of a plan to refinance its debt. The NY Times says spokesmen for GE Capital and Jefferies declined to comment. The NY Times notes it is not clear whether Borders must also receive additional capital from its biggest equity investors, its chairman and chief executive, Bennett S. LeBow, and William A. Ackman's hedge fund, Pershing Square Capital Management. The NY Times says a spokeswoman for Pershing declined to comment. Mr. LeBow, a longtime financier, became Borders's chairman last spring after investing $25 million in the company. Mr. Ackman offered last month to provide up to $960 million to finance a merger of Borders and Barnes & Noble, although he has said nothing publicly about investing more money into Borders. The hedge fund has been one of the largest shareholders in Borders in recent years, owning about a 37% stake through its holdings of common stock and warrants. It previously lent the bookseller $42.5 million, a loan that was repaid last year. About Borders Group Headquartered in Ann Arbor, Michigan, Borders Group, Inc. (NYSE: BGP) -- http://www.borders.com/-- is a specialty retailer of books as well as other educational and entertainment items. It employs 19,500 throughout the U.S., primarily in its Borders(R) and Waldenbooks(R) stores. The Wall Street Journal says Borders is the nation's second-largest bookstore chain by revenue, behind Barnes & Noble Inc. The Wall Street Journal's Jeffrey Trachtenberg reported that Borders said Dec. 30 it was delaying payments to some publishers. According to the Journal, Borders said the delays were part of its efforts to refinance its debt and that it had notified the publishers with which it is seeking to restructure payments. On December 9, 2010, Borders released its financial results for the third quarter ended October 30, 2010. The Company disclosed that it was in detailed discussions with potential lenders for replacement financing that Borders believes will provide sufficient liquidity through at least the beginning of 2012. Borders is also pursuing the potential sale of certain assets as well as cost reduction and sales generating initiatives. Borders cautioned that there can be no assurance that it will be able to obtain adequate financing or that its other initiatives will be successful. Borders also said if the steps it is taking are not successful, it could be in violation of the terms of its credit agreements in the first quarter of calendar 2011, which could result in a liquidity shortfall. As of October 30, 2010, Borders had total assets of $1,356,600,000, total liabilities of $1,397,400,000, and stockholders' deficit of $40,800,000. BORDERS GROUP: Talking With Restructuring Advisers -------------------------------------------------- The Wall Street Journal's Mike Spector reports that people familiar with the matter said Borders Group Inc. has been in discussions with restructuring advisers about ways to rework its debt-heavy balance sheet. The sources told the Journal Borders has been in talks with Wall Street firms that have worked on many high-profile bankruptcies and other types of restructuring deals, the people said. Sources said restructuring advisers at investment bank Jefferies & Co. are among those in talks to represent Borders and advise it on reworking its debt load. One of the sources told the Journal Borders doesn't currently have plans to bring aboard bankruptcy and restructuring lawyers, and doesn't contemplate filing for bankruptcy at this time. As reported in yesterday's Troubled Company Reporter, Michael J. De La Merced and Julie Bosman, writing for The New York Times' DealBook, said people briefed on the matter indicated that Borders has been in talks with lenders, including GE Capital and Jefferies, to refinance its existing bank loans from a group led by Bank of America. Bank of America Corp. and other lenders, including General Electric Co.'s GE Capital, last year agreed to provide Borders with up to $970.5 million in loans under a secured revolving credit facility. According to the NY Times report, one of the requirements attached to the potential refinancing is for Borders to persuade enough publishers to agree to deferred payments. Borders has began holding talks with publishers on Tuesday, seeking to convert delayed payments into interest-bearing debt as part of a plan to refinance its debt. The NY Times notes it is not clear whether Borders must also receive additional capital from its biggest equity investors, its chairman and chief executive, Bennett S. LeBow, and William A. Ackman's hedge fund, Pershing Square Capital Management. The NY Times says a spokeswoman for Pershing declined to comment. Mr. LeBow, a longtime financier, became Borders's chairman last spring after investing $25 million in the company. Mr. Ackman offered last month to provide up to $960 million to finance a merger of Borders and Barnes & Noble, although he has said nothing publicly about investing more money into Borders. The hedge fund has been one of the largest shareholders in Borders in recent years, owning about a 37% stake through its holdings of common stock and warrants. It previously lent the bookseller $42.5 million, a loan that was repaid last year. About Borders Group Headquartered in Ann Arbor, Michigan, Borders Group, Inc. (NYSE: BGP) -- http://www.borders.com/-- is a specialty retailer of books as well as other educational and entertainment items. It employs 19,500 throughout the U.S., primarily in its Borders(R) and Waldenbooks(R) stores. The Wall Street Journal says Borders is the nation's second-largest bookstore chain by revenue, behind Barnes & Noble Inc. The Wall Street Journal's Jeffrey Trachtenberg reported that Borders said Dec. 30 it was delaying payments to some publishers. According to the Journal, Borders said the delays were part of its efforts to refinance its debt and that it had notified the publishers with which it is seeking to restructure payments. On December 9, 2010, Borders released its financial results for the third quarter ended October 30, 2010. The Company disclosed that it was in detailed discussions with potential lenders for replacement financing that Borders believes will provide sufficient liquidity through at least the beginning of 2012. Borders is also pursuing the potential sale of certain assets as well as cost reduction and sales generating initiatives. Borders cautioned that there can be no assurance that it will be able to obtain adequate financing or that its other initiatives will be successful. Borders also said if the steps it is taking are not successful, it could be in violation of the terms of its credit agreements in the first quarter of calendar 2011, which could result in a liquidity shortfall. As of October 30, 2010, Borders had total assets of $1,356,600,000, total liabilities of $1,397,400,000, and stockholders' deficit of $40,800,000. BRIDGEWATER DEVELOPMENT: Case Summary & 20 Largest Unsec Creditors ------------------------------------------------------------------ Debtor: Bridgewater Development LLC 117 Willow Ridge Circle Thomasville, GA 31757 Bankruptcy Case No.: 11-70011 Chapter 11 Petition Date: January 3, 2011 Court: United States Bankruptcy Court Middle District of Georgia (Valdosta) Debtor's Counsel: William O. Woodall, Esq. WOODALL AND WOODALL P.O. Box 3335 1003 Patterson Street Valdosta, GA 31604 Tel: (229) 247-1211 E-mail: will@orsonwoodall.com Scheduled Assets: $1,111,814 Scheduled Debts: $1,584,000 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/gamb11-70011.pdf The petition was signed by Robert Daniel Jones, CEO. BRIGHAM EXPLORATION: OKs Base Salary Increases for Executives ------------------------------------------------------------- In November 2010, Brigham Exploration Company's Compensation Committee engaged an independent compensation consultant to conduct a competitive review of the Company's executive compensation. On December 29, 2010, the Committee considered, among other things, the final report and recommendations presented to the Committee by the compensation consultant, and agreed to bring each named executive officer's overall compensation up to more competitive overall compensation levels relative to individuals holding comparable positions in the Company's peer group. Effective January 1, 2011, the Committee approved base salary increases within the historical ranges for each of the Company's named executive officers, with the exception of Mr. Ben M. Brigham, the Company's Chief Executive Officer, President and Chairman of the Board. Mr. Brigham's base salary was increased approximately 19% to $525,000. Additionally, the Committee approved target percentages of the base salaries for each named executive officer for both 2011 cash bonuses and long-term equity compensation. The Committee approved target percentages of 65% and 200%, respectively, for each of the named executive officers, except for Mr. Brigham. The Committee approved target percentages of 90% and 300%, respectively, for Mr. Brigham. The Committee has not yet formulated any specific performance criteria or goals for which 2011 cash bonuses or long- term equity compensation may be awarded. Further, the Committee has not yet determined the types of awards to be included in such long-term equity compensation. About Brigham Exploration Austin, Texas-based Brigham Exploration Company (NASDAQ: BEXP) -- http://www.bexp3d.com/-- is an independent exploration, development and production company that utilizes advanced exploration, drilling and completion technologies to systematically explore for, develop and produce domestic onshore oil and natural gas reserves. In late 2007, the majority of the Company's drilling capital expenditures shifted from its historically active areas in the Onshore Gulf Coast, the Anadarko Basin and West Texas to the Williston Basin in North Dakota and Montana, where the Company is currently targeting the Bakken, Three Forks and Red River objectives. The Company's balance sheet at Sept. 30, 2010, showed $1.02 billion in total assets, $447.84 million in total liabilities, and stockholders' equity of $574.68 million. * * * Brigham carries 'Caa1' corporate family and probability of default ratings, with 'positive' outlook, from Moody's Investors Service. It has a 'B' corporate credit rating, with 'stable' outlook from Standard & Poor's Ratings Services. Moody's noted in September 2010 that while Brigham's recent results and 2010-11 drilling program are positive and provide strong cash flow visibility, the Company remains very small measured by production and proven reserves. B.R. SUMMERLIN: Case Summary & 5 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: B.R. SUMMERLIN PROPERTY, LLC 22900 Ventura Boulevard, Suite 200 Woodland Hills, CA 91364 Bankruptcy Case No.: 11-10148 Chapter 11 Petition Date: January 5, 2011 Court: U.S. Bankruptcy Court District of Nevada (Las Vegas) Judge: Mike K. Nakagawa Debtor's Counsel: Gabrielle A. Hamm, Esq. GORDON SILVER 3960 Howard Hughes Parkway, 9th Floor Las Vegas, NV 89169-5978 Tel: (702) 796-5555 Fax: (702) 369-2666 E-mail: ghamm@gordonsilver.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Bernard Rosenson, managing member. Debtor-affiliates that filed separate Chapter 11 petitionS: Entity Case No. Petition Date ------ -------- ------------- B.R. Brookfield Commons No. 1, LLC 10-38835 11/29/10 B.R. Brookfield Commons No. 2, LLC 10-38838 11/29/10 B.R. Summerlin's List of five Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Leasehold Resource Group Trade Debt $420,000 27442 Portola Parkway, Suite 200 Foothill Ranch, CA 92610 Gibbs, Giden, Locher, Turner, & Trade Debt $58,898 Senet 1880 Century Park East, 12th Floor Los Angeles, CA 90067 Sign of the Dove Trade Debt $40,000 22900 Ventura Boulevard, #200 Woodland Hills, CA 91364 JAMS Trade Debt $5,728 Esquire Deposition Solutions Trade Debt $1,478 BROADCAST INT'L: Gem Partners Discloses 9.9% Equity Stake --------------------------------------------------------- In a Schedule 13G filing with the Securities and Exchange Commission on January 3, 2011, Gem Partners, LP disclosed that it beneficially owns 7,370,097 shares of common stock of Broadcast International, Inc., representing 9.9% of the shares outstanding. As of November 5, 2010, there were 45,659,150 shares outstanding. Each of Gem Investment Advisors, LLC and Daniel M. Lewis owns 7,370,097 shares. About Broadcast International Based in Salt Lake City, Broadcast International, Inc. installs, manages and supports private communication networks for large organizations that have widely-dispersed locations or operations. The Company owns CodecSys, a video compression technology to convert video content into a digital data stream for transmission over satellite, cable, Internet, or wireless networks, as well as offers audio and video production services. The Company's enterprise clients use its networks to deliver training programs, product announcements, entertainment, and other communications to their employees and customers. The Company's balance sheet as of September 30, 2010, showed $7.3 million in total assets, $25.3 million in total liabilities, and a stockholders' deficit of $18.0 million. HJ & Associates LLC, in Salt Lake City, expressed substantial doubt about the Company's ability to continue as a going concern, after auditing the Company's financial statements for the year 2009. The independent auditors noted that the Company has incurred recurring losses from operations and has a deficit in stockholders' equity and working capital. BROADCAST INT'L: R. Zobrist Acquires 101,000 Common Shares ---------------------------------------------------------- Ray Phillip Zobrist, a director at Broadcast International Inc., disclosed in a Form 4 filing with the Securities and Exchange Commission on January 3, 2011, that he acquired 101,000 shares of common stock of the Company in two transactions on December 29, 2010. At the end of the transactions, Mr. Zobrist beneficially owned 1,429,058 shares of common stock. Also on December 29, 2010, Mr. Zobrist acquired warrants to purchase 20,833 and 46,625 shares of common stock of the company. The warrants will expire on December 29, 2015. Mr. Zobrist now beneficially owns warrants to purchase 214,608 shares. About Broadcast International Based in Salt Lake City, Broadcast International, Inc. installs, manages and supports private communication networks for large organizations that have widely-dispersed locations or operations. The Company owns CodecSys, a video compression technology to convert video content into a digital data stream for transmission over satellite, cable, Internet, or wireless networks, as well as offers audio and video production services. The Company's enterprise clients use its networks to deliver training programs, product announcements, entertainment, and other communications to their employees and customers. The Company's balance sheet as of September 30, 2010, showed $7.3 million in total assets, $25.3 million in total liabilities, and a stockholders' deficit of $18.0 million. HJ & Associates LLC, in Salt Lake City, expressed substantial doubt about the Company's ability to continue as a going concern, after auditing the Company's financial statements for the year 2009. The independent auditors noted that the Company has incurred recurring losses from operations and has a deficit in stockholders' equity and working capital. BROOKE CORP: BoNY's Attorney Fees Not Admin. Expense ---------------------------------------------------- Bankruptcy Judge Dale L. Somers granted the motion for summary judgment filed by Albert A. Riederer, the Chapter 7 Trustee for Brooke Corporation, Brooke Capital Corporation, and Brooke Investments, Inc., seeking judgment in his favor on the Administrative Expense Request filed by the Bank of New York Mellon, as Indenture Trustee. The Court held that there are no material facts in controversy and the uncontroverted facts establish that the prepetition activities of BoNY for which it seeks compensation from the estates did not provide a substantial benefit to the estates, as required by applicable law. BoNY requested, pursuant to 11 U.S.C. Sec. 503(b)(3)(D), to be paid as an administrative expense the attorney fees incurred prepetition by counsel for two securitization lenders, Bayerische Hypo-und Vereinsbank and Fifth Third Bank. BoNY is the Indenture Trustee for notes issued by Brooke Securitization Company 2006-1, held by HVB, which has become UniCredit Bank AG, and for notes issued by Brooke Master Trust, held by Fifth Third. A copy of the Court's January 5, 2011 Memorandum Opinion and Order is available at http://is.gd/kgDbufrom Leagle.com. Albert Riederer was appointed special master of Brooke Corporation in prepetition federal court proceedings. Shortly after Brooke Corporation filed for Chapter 11 bankruptcy protection (Bankr. D. Kansas Lead Case No. 08-22786) on October 28, 2008, Mr. Riederer was appointed Chapter 11 Trustee. When the case was converted to Chapter 7 on June 29, 2009, Mr. Riederer was appointed Chapter 7 Trustee. On October 29, 2008, the Court granted a motion to jointly administer the bankruptcies of Brooke Corporation, Brooke Capital Corporation, and Brooke Investment, Inc., with the Brooke Corporation bankruptcy case being the lead case. BUCKHANNON CVB: Files for Chapter 11 Protection ----------------------------------------------- Buckhannon Convention and Visitors Bureau, Inc., filed for Chapter 11 protection on Dec. 28, 2010 (Bankr. N.D. W.Va. Case No. 10- 02660), estimating $50,000 to $100,000 in assets and debts between $100,000 and $500,000. See http://bankrupt.com/misc/wvnb10- 02660.pdf The Debtor is represented by: Josef A Horter, Esq. Bailey & Wyant, P.L.L.C. 500 Virginia Street, Suite 600 Charleston, WV 25301 Tel: (304) 345-4222 Fax: (304) 343-3133 E-mail: jhorter@baileywyant.com As of January 6, 2010, the Debtor has not filed any document with the bankruptcy court aside from the petition filed Dec. 28, 2010. Reporting on the bankruptcy filing, the State Journal said that early 2010 a judge ordered Buckhannon CVB and the City of Buckhannon to pay $160,000 in legal fees and court costs. A June 2010 report by WBOY.com said that Buckhannon CVB was considering a Ch. 11 filing to compel the City of Buckhannon to comply with a settlement agreement the groups reached over a piece of land. The Debtor's attorney said the city has indicated that it cannot pay the $127,000 it owes the CVB by the July 1 deadline dictated in the settlement. The CVB had planned to construct a new building for itself on that land originally, before several residents filed suit, claiming that the city and CVB failed to properly bid out that construction project. C&D TECHNOLOGIES: 5 Directors Do Not Own Any Securities ------------------------------------------------------- In separate Form 3 filings with the Securities and Exchange Commission on January 3, 2011, four directors at C&D Technologies Inc. disclosed that they do not own any securities of the company. They are Michael Gallagher, Todd Arden, David L. Treadwell Andrews P. Hines and James J. Gaffney. About C&D Technologies C&D Technologies, Inc., provides solutions and services for the switchgear and control (utility), telecommunications, and uninterruptible power supply (UPS), as well as emerging markets such as solar power. C&D Technologies' engineers, manufactures, sells and services fully integrated reserve power systems for regulating and monitoring power flow and providing backup power in the event of primary power loss until the primary source can be restored. C&D Technologies' unique ability to offer complete systems, designed and produced to high technical standards, sets it apart from its competition. C&D Technologies is headquartered in Blue Bell, PA. The Company's balance sheet at Oct. 31, 2010, showed $250.37 million in assets, $265.79 million in liabilities and stockholders' deficit of $15.42 million. C&D Technologies in December 2010 escaped a bankruptcy filing after completing an out-of-court restructuring that reduced the Company's total debt from approximately $175 million to $50 million. The Company in September had entered into a restructuring support agreement with noteholders to a restructuring that will be effected through (i) an offer to exchange the Company's outstanding notes for up to 95% of the Company's common stock, or (ii) a prepackaged plan of reorganization under Chapter 11 of the U.S. Bankruptcy Code, if the exchange offer fails to get the requisite support. C&D Technologies elected not to make a semi-annual interest payment due on its 5.25% Convertible Senior Notes due 2025 on November 1, 2010. CABI NEW RIVER: Asks for Court's Permission to Use Cash Collateral ------------------------------------------------------------------ Cabi New River LLC asks for authorization from the U.S. Bankruptcy Court for the Southern District of Florida to use cash collateral until April 1, 2011. Cabi New River acknowledges that HSBC Realty Credit Corporation may have a valid and perfected security interest in the Debtor's assets, including cash generated by the business. Prepetition, HSBC made loan advances amounting to $18 million to the Debtor. Mindy A. Mora, Esq., at Bilzin Sumberg Baena Price & Axelrod LLP, explains that the Debtor needs access to cash collateral to fund its 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/CABI_NEW_budget.pdf The Debtor proposes to grant to HSBC as adequate protection a replacement lien in rental income generated post-petition by the Debtor. In the event the proposed replacement liens prove inadequate, HSBC will also be afforded an allowed superpriority administrative claim. The Debtor will furnish to HSBC by no later than Thursday of every other week a Budget Reconciliation and an updated rolling four- week forecast of cash receipts and disbursements for the Debtor for the next succeeding four weeks, substantially in the form of the Budget, provided, that if requested by HSBC, the Debtor will, as soon as reasonably practicable, provide an updated rolling 13- week forecast. Aventura, Florida-based Cabi New River, LLC, fka Cabi New River II, LLC, dba Riverfront Marina, owns 5.8-acre parcel fronting New River in Fort Lauderdale, Florida. It filed for Chapter 11 bankruptcy protection on December 28, 2010 (Bankr. S.D. Fla. Case No. 10-49013). Mindy A. Mora, Esq., at Bilzin Sumberg, Attorneys At Law, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. Affiliates Cabi Downtown, LLC (Bankr. S.D. Fla. Case No. 09-27168) and Cabi SMA Tower I, LLLP (Bankr. S.D. Fla. Case No. 10-49009) filed separate Chapter 11 petitions. CABI NEW RIVER: Section 341(a) Meeting Scheduled for Feb. 2 ----------------------------------------------------------- The U.S. Trustee for Region 21 will convene a meeting of Cabi New River, LLC's creditors on February 2, 2011, at 3:00 p.m. The meeting will be held at Claude Pepper Federal Building, 51 SW First Ave Room 1021, Miami, FL 33130. 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. Aventura, Florida-based Cabi New River, LLC, fka Cabi New River II, LLC, dba Riverfront Marina, owns 5.8-acre parcel fronting New River in Fort Lauderdale, Florida. It filed for Chapter 11 bankruptcy protection on December 28, 2010 (Bankr. S.D. Fla. Case No. 10-49013). Mindy A. Mora, Esq., at Bilzin Sumberg, Attorneys At Law, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. Affiliates Cabi Downtown, LLC (Bankr. S.D. Fla. Case No. 09-27168) and Cabi SMA Tower I, LLLP (Bankr. S.D. Fla. Case No. 10-49009) filed separate Chapter 11 petitions. CABI NEW RIVER: Taps Bilzin Sumberg as Bankruptcy Counsel --------------------------------------------------------- Cabi New River, LLC, asks for authorization from the U.S. Bankruptcy Court for the Southern District of Florida to employ Bilzin Sumberg Baena Price & Axelrod LLP as bankruptcy counsel, nunc pro tunc to December 28, 2010. Bilzin Sumberg will, among other things: (a) attend meetings and negotiate with representatives of creditors and other parties-in-interest; (b) advise and consult on the conduct of the Chapter 11 case, including all of the legal and administrative requirements of operating in Chapter 11; (c) advise the Debtor in connection with any contemplated sales of assets or business combinations, including the negotiation of sales promotion, liquidation, stock purchase, merger or joint venture agreements, formulate and implement bidding procedures, evaluate competing offers, draft appropriate corporate documents with respect to the proposed sales, and counsel the Debtor in connection with the closing of the sales; and (d) advise and represent the Debtor in connection with obtaining post-petition financing and making cash collateral arrangements, provide advice and counsel with respect to prepetition financing arrangements, and provide advice to the Debtor in connection with the emergence financing and capital structure, and negotiate and draft documents relating thereto. Bilzin Sumberg will be paid based on the rates of its professionals: Partners $445-$700 Of Counsel $425-$550 Associates $230-$435 Paraprofessionals $205-$225 Project Assistants $200 Mindy A. Mora, Esq., a partner at Bilzin Sumberg, assures the Court that the firm is a "disinterested person" as that term defined in Section 101(14) of the Bankruptcy Code. Aventura, Florida-based Cabi New River, LLC, fka Cabi New River II, LLC, dba Riverfront Marina, owns 5.8-acre parcel fronting New River in Fort Lauderdale, Florida. It filed for Chapter 11 bankruptcy protection on December 28, 2010 (Bankr. S.D. Fla. Case No. 10-49013). The Debtor estimated its assets and debts at $10 million to $50 million. Affiliates Cabi Downtown, LLC (Bankr. S.D. Fla. Case No. 09-27168) and Cabi SMA Tower I, LLLP (Bankr. S.D. Fla. Case No. 10-49009) filed separate Chapter 11 petitions. CABI SMA TOWER: Section 341(a) Meeting Scheduled for Feb. 2 ----------------------------------------------------------- The U.S. Trustee for Region 21 will convene a meeting of Cabi SMA Tower I, LLLP's creditors on February 2, 2011, at 2:30 p.m. The meeting will be held at Claude Pepper Federal Bldg, 51 SW First Ave Room 1021, Miami, FL 33130. 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. Miami, Florida-based Cabi SMA Tower I, LLLP -- fka Cabi SMA Retail 1, LLC; Cabi SMA, LLLP; Cabi SMA Tower 2, LLC; Cabi SMA Tower 2, LLLP; Capital at Brickell; Cabi SMA Retail 2, LLLP; Cabi SMA Retail 2, LLC; Cabi SMA Tower 1, LLC; and Cabi SMA Retail I, LLLP -- owns multiple vacant parcels around South Miami Avenue and S.W. 14th Street in Miami, Florida. It filed for Chapter 11 bankruptcy protection on December 28, 2010 (Bankr. S.D. Fla. Case No. 10- 49009). Mindy A. Mora, Esq., at Bilzin Sumberg, Attorneys At Law, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. Affiliates Cabi Downtown, LLC (Bankr. S.D. Fla. Case No. 09-27168) and Cabi New River, LLC (Bankr. S.D. Fla. Case No. 10-49013) filed separate Chapter 11 petitions. CABI SMA TOWER: Taps Bilzin Sumberg as Bankruptcy Counsel --------------------------------------------------------- CABI SMA Tower I, LLLP, asks for authorization from the U.S. Bankruptcy Court for the Southern District of Florida to employ the law firm of Bilzin Sumberg Baena Price & Axelrod LLP as bankruptcy counsel, nunc pro tunc to December 28, 2010. Bilzin Sumberg will, among other things: (a) attend meetings and negotiate with representatives of creditors and other parties-in-interest; (b) advise the Debtor in connection with any contemplated sales of assets or business combinations, including the negotiation of sales promotion, liquidation, stock purchase, merger or joint venture agreements, formulate and implement bidding procedures, evaluate competing offers, draft appropriate corporate documents with respect to the proposed sales, and counsel the Debtor in connection with the closing of the sales; (c) advise and represent the Debtor in connection with obtaining post-petition financing and making cash collateral arrangements, provide advice and counsel with respect to pre-petition financing arrangements, and provide advice to the Debtor in connection with the emergence financing and capital structure, and negotiate and draft documents relating thereto; and (d) analyze (a) the Debtor's leases and contracts and the assumptions, rejections, or assignments thereof and (b) the validity of liens against the Debtor's assets, and advise the Debtor on matters relating thereto; Bilzin Sumberg will be paid based on the rates of its professionals: Partners $445-$700 Of Counsel $425-$550 Associates $230-$435 Paraprofessionals $205-$225 Project Assistants $200 Mindy A. Mora, Esq., a partner at Bilzin Sumberg, assures the Court that the firm is a "disinterested person" as that term defined in Section 101(14) of the Bankruptcy Code. Miami, Florida-based Cabi SMA Tower I, LLLP -- fka Cabi SMA Retail 1, LLC; Cabi SMA, LLLP; Cabi SMA Tower 2, LLC; Cabi SMA Tower 2, LLLP; Capital at Brickell; Cabi SMA Retail 2, LLLP; Cabi SMA Retail 2, LLC; Cabi SMA Tower 1, LLC; and Cabi SMA Retail I, LLLP -- owns multiple vacant parcels around South Miami Avenue and S.W. 14th Street in Miami, Florida. It filed for Chapter 11 bankruptcy protection on December 28, 2010 (Bankr. S.D. Fla. Case No. 10- 49009). The Debtor estimated its assets and debts at $10 million to $50 million. Affiliates Cabi Downtown, LLC (Bankr. S.D. Fla. Case No. 09-27168) and Cabi New River, LLC (Bankr. S.D. Fla. Case No. 10-49013) filed separate Chapter 11 petitions. CATHOLIC CHURCH: Failure of Mediation Cued Wisc.'s Ch. 11 Filing ---------------------------------------------------------------- Years of struggle by the Archdiocese of Milwaukee to remain financially viable while funding compensation for abuse victims and continued victim litigation have forced the Archdiocese to file for Chapter 11, according to the 166th edition of the CATHOLIC CHURCH BANKRUPTCY NEWS, a 7-year old newsletter that covers the chapter 11 restructurings involving the Roman Catholic Church in the United States and Canada (http://bankrupt.com/newsstand/or 215/945-7000). John J. Marek, treasurer and chief financial officer of the Archdiocese of Milwaukee, points out that a tragedy that runs contrary to every teaching and tradition of the Church has unfolded in the Church as a whole and in the Archdiocese in particular: a small number of clergy and others took advantage of their positions of trust and respect in the community to sexually abuse children. The Church as a whole, and the Archdiocese in particular, are committed to providing for all victims/survivors of Abuse, known and yet to be known, in a fair, just and equitable manner with the available resources of the Archdiocese, Mr. Marek explains. He notes that the Archdiocese addressed the victims of Abuse in a substantially different way than other dioceses. Acknowledging the issue of clergy sexual abuse of minors in the Archdiocese of Milwaukee in the late 1980s, the Archdiocese developed a process for receiving and responding to reports of Abuse by clergy and assigned a senior staff member to direct this process. Consequently, in 1989, the Archdiocese established Project Benjamin, an initiative that brought together victims' advocates, healthcare professionals, judicial and law enforcement representatives and clinical social workers and therapists to assist in the Archdiocese's response to Abuse victims. In the spring of 2002, the U.S. Bishops adopted the Charter for the Protection of Children and Young People, which adopted a "one strike" policy with regard to clergy serving in any active, public ministry, and also included: * permanent removal from active ministry of any priest or deacon with a substantiated allegation of sexual abuse of a minor; * requirement of criminal background checks for adults, including clergy, who work with children and youth; * implementation of educational programs for the prevention of child sexual abuse for both adults and children; * provision of behavioral guidelines/Ethical standards for ministry; * establishment of outreach for victims/survivors; and * creation of review boards to make recommendations to the diocesan bishop about substantiation of accusations against clergy and to oversee policy implementation. Not only has the Archdiocese continuously satisfied the Charter, but it has taken many additional steps, not required by the Charter, to protect children from abuse and to provide healing for those who have been harmed. These additional measures include: * hiring a full time victim assistance coordinator to implement the archdiocesan response to sexual abuse through the Sexual Abuse Prevention and Response Services office; * hiring a full time safe environment coordinator to oversee implementation of all requirements to promote the safety of children and youth; * providing counseling referrals, spiritual direction, therapy support and other services to assist people who have been abused or affected by abuse. In fiscal year 2009 to 2010, $882,129 was spent on settlements and therapy for the victims of clergy sexual abuse; * making Archbishop Jerome E. Listecki, Bishop Skiba, and, previously, Bishop Callahan and Archbishop Dolan, available to meet with individuals who have suffered or been affected by sexual abuse by clergy; * requiring Safe Environment education for all priests, deacons, staff and volunteers in all parishes and schools; * providing age-appropriate education for school and religious education children to equip them with the skills to help them protect themselves from abuse; * requiring all Church personnel to sign The Code of Ethical Standards for Church Leaders; * implementing a Community Advisory Board to review and improve the response of the Archdiocese to those who have experienced or been affected by sexual abuse by Church personnel; * conducting healing services, Masses and other forms of reconciliation events for victim/survivors in the Archdiocese; and * requiring intensive background screening as well as psychological testing for those wishing to enter the seminary. Moreover, in the early 1990s, retired Milwaukee County Circuit Court Judge Leander Foley led a review of all known priest- offender files to determine if any cases fell within the criminal statute of limitations and should be referred to the appropriate authority or, if a criminal referral was not possible because of the expiration of the statute of limitations, to ensure that appropriate action was taken to avoid risk of further offenses. In 2002, this process was repeated when civil authorities reviewed the Archdiocese's files to verify that there were no prosecutable criminal cases falling within the criminal statute of limitations. In 2004, then Archbishop Timothy M. Dolan directed a complete, external, forensic review of every diocesan priest's file to make sure that no allegations of clergy sexual abuse of a minor went undiscovered or unreported. Since the advent of the Charter, when a claim of Abuse is substantiated, the priest or deacon responsible for the Abuse is permanently removed from active ministry. Furthermore, even before the Charter was implemented, but at all times thereafter, when claims of Abuse are reported, the Archdiocese works to settle claims in a holistic way, by providing pastoral care, therapy and counseling, as well as financial resolution for victims/survivors of Abuse. The Archdiocese, recognizing the need for a process outside the archdiocesan structure to address claims of Abuse of minors by diocesan clergy, introduced an independent, voluntary mediation system in January 2004, relates Mr. Marek. The system was created in collaboration with Eva M. Soeka, Director of Marquette University's Center for Dispute Resolution. Moreover, regardless of whether the mediation system is accessed for a case involving a clergy member who is still alive, the appropriate county's district attorney is contacted with information about the report. The Archdiocese also became one of the first dioceses in the country to provide a public listing of all diocesan priests restricted from ministry in accordance with the Charter. On July 9, 2004, the Archdiocese publicly provided the names of all the priests, and continues to do so on the Archdiocese's Web site. Events Leading to Chapter 11 The Archdiocese has struggled for several years to remain financially viable while funding compensation for Abuse victims and continued victim litigation, notes Mr. Marek. The litigation has been necessary due to disagreement over the level of compensation that can or should be paid to Abuse victims in the face of competing needs for a very limited amount of available money, he says. Throughout recent years, the Archdiocese has continued, as a priority, to pay for therapy, counseling, and other healing efforts for Abuse victims. It also made significant settlement payments to Abuse victims. In August 2006, in Los Angeles, California, the Archdiocese was involved in court-ordered mediation stemming from Abuse claims against two priests who formerly served in the Archdiocese, resulting in a settlement of over $16.65 million, of which the Archdiocese paid $8.25 million, with the remainder paid by insurers. During the fiscal year July 1, 2009, to June 30, 2010, the net financial impact of sexual abuse cases involving a diocesan clergy member and a minor was $1,430,757, after reimbursement from insurance for mediation agreements and attorney fees. As of June 30, 2010, the cumulative financial impact to the Archdiocese has been at least $29,564,678 for abuse of minors by a diocesan priest or deacon. To fund these costs (and other outreach to victims/survivors going back to the 1980s), the Archdiocese sold property, used interest and investment income, liquidated savings and investments, and reduced its operating costs through staff and service reductions. It also obtained a loan guaranteed by the landlord of its main offices (the Cousins Center) to meet the financial requirements of the California settlement agreement. The current balance on the loan is approximately $4,650,000. The Archdiocese is currently a defendant in 12 lawsuits, referred to as the "State Court Litigation", brought by a total of 17 claimants alleging they were victims of Abuse. The Archdiocese also received a demand from the plaintiffs' attorneys in the State Court Litigation on behalf of seven additional individuals. Late last year, the Archdiocese contacted the Claimants' attorneys and proposed a mediation to attempt to reach resolution on the current pending lawsuits. A mediation session involving the Claimants' attorneys, an attorney for some of the Archdiocese's insurers, and the Archdiocese, including Archbishop Jerome E. Listecki, took place on October 18, 2010, and November 11, 2010, with retired Cook County, Illinois Judge Stuart Nudelman serving as mediator. However, the mediation was not successful. Subsequent negotiations and offers of settlement reached an impasse in December 2010. The litigation involving Abuse victims has substantially depleted the Archdiocese's assets, relates Mr. Marek. Moreover, he says, the litigation adversely impacts the Archdiocese's fundraising efforts, to the point that the Archdiocese can no longer both lead the faithful and fulfill its commitment to the Abuse Victims. Finally, because the Wisconsin Court of Appeals recently ruled that the Archdiocese does not have insurance coverage for the claims asserted in the State Court Litigation, the projected costs of defending these cases, even if successful, will deplete the resources of the Archdiocese to a degree that the Archdiocese will not be able to pay other creditors and fund compensation and assistance to victims that are not plaintiffs or who bring their claims to the Archdiocese in the future, Mr. Marek explains. Purpose and Goals of the Chapter 11 Filing On January 4, 2010, the Archdiocese filed its Chapter 11 petition with the United States Bankruptcy Court for the Eastern District of Wisconsin. According to Mr. Marek, the Archdiocese filed for bankruptcy for these reasons: * To provide compensation for the unresolved claims of victims/survivors of Abuse including those Abuse victims/survivors who have not yet come forward. * To continue its outreach and support to victims/survivors of Abuse as an ongoing ministry of the Church; * To carry on the essential ministries and services of the Archdiocese so it can continue to meet the needs of the Parish Corporations, parishioners, and other who rely on the Church for spiritual, pastoral, and human assistance, thereby allowing the Archdiocese to move forward on stable financial ground to continue its ministry and mission in service to the people of Southeastern Wisconsin. * To fairly allocate the Archdiocese's remaining income and assets among the legitimate competing interests for the property, recognizing that it is not possible to pay all alleged claims and interests in full. Mr. Marek further notes that the Archdiocese has implemented effective measures designed to safeguard young people, and it has worked with civil authorities to review clergy files to allow any criminal proceedings to move forward and bring justice to clergy accused of these crimes. With its limited resources, the Archdiocese has done the best it can to compensate victims/survivors of Abuse who have come forward, he asserts. Given the experience of the other dioceses around the country, the Archdiocese believes that there may be additional Abuse victims who have not yet brought Abuse claims against the Archdiocese. "In light of the Diocese's limited financial resources, failure to file this Chapter 11 proceeding would have resulted in some Abuse victims who have not yet brought claims against the Archdiocese failing to receive any compensation or assistance from the Archdiocese or any other known source," says Mr. Marek. "Failure to file this chapter 11 proceeding also would likely have resulted in a cessation of the Archdiocese's ministry, education, and charitable outreach, upon which so many people rely." Parishes not Part of Bankruptcy Filing Mr. Marek disclosed in court papers that the Archdiocese's Chapter 11 case differs significantly from the diocesan bankruptcy cases in Spokane, Washington, Tucson, Arizona, Portland, Oregon, San Diego, California, and Fairbanks, Alaska or the "Corporation Sole Bankruptcies." In each of those cases, the parishes existed civilly as unincorporated associations as parts of the diocese's civil corporation, he explained. This single corporation, i.e. "corporation sole", held title to all parish property. Because title to the parish property was held by the corporate sole, a central issue in those cases was whether property of the parishes was included within the diocese's bankruptcy estate. In contrast to the Corporation Sole Bankruptcies, the Archdiocese does not hold title to any of the property of the Parish Corporations, Mr. Marek continued. "The Parish Corporations have not sought bankruptcy relief and are not debtors in the above- captioned proceeding," he maintained. About the Archdiocese of Milwaukee The Diocese of Milwaukee was established on November 28, 1843, and was elevated to an Archdiocese on February 12, 1875, by Pope Pius IX. The region served by the Archdiocese consists of 4,758 square miles in southeast Wisconsin which includes counties Dodge, Fond du Lac, Kenosha, Milwaukee, Ozaukee, Racine, Sheboygan, Walworth, Washington and Waukesha. There are 657,519 registered Catholics in the Region. The Catholic Archdiocese of Milwaukee, in Wisconsin, filed for Chapter 11 bankruptcy protection (Bankr. E.D. Wisc. Case No. 11-20059) on January 4, 2011, to address claims over sexual abuse by priests on minors. The Archdiocese became at least the eighth Roman Catholic diocese in the U.S. to file for bankruptcy to settle claims from current and former parishioners who say they were sexually molested by priests. Daryl L. Diesing, Esq., at Whyte Hirschboeck Dudek S.C., in Milwaukee, Wisconsin, serves as the Archdiocese's counsel. The Archdiocese estimated assets and debts of $10 million to $50 million in its Chapter 11 petition. (Catholic Church Bankruptcy News; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000) CATHOLIC CHURCH: Milwaukee Wants Feb. 8 Extension for Schedules --------------------------------------------------------------- The Archdiocese of Milwaukee asks the United States Bankruptcy Court for the Eastern District of Wisconsin to extend through February 8, 2011, its deadline to file its (a) schedules of assets and liabilities, (b) statement of financial affairs, (c) statement of executory contracts and unexpired leases, and (d) list of equity security holders, without prejudice to the its right to seek further extensions. Pursuant to Section 521 of the Bankruptcy Code and Rule 1007 of the Federal Rules of Bankruptcy Procedure, a debtor is required, within 14 days from the Petition Date, to file with the court certain papers, including the Schedules and Statements. By this motion, the Archdiocese seeks an extension of its time for filing the Schedules and Statements by an additional 20 days. Daryl L. Diesing, Esq., at Whyte Hirschboeck Dudek S.C., in Milwaukee, Wisconsin, discloses that the Archdiocese has begun, but has not completed, preparation of its Schedules and Statements, in part because certain prepetition invoices have yet to be received or entered in the Archdiocese's financial accounting system. The Archdiocese's financial affairs are complex and it administers significant assets for the benefit of others, Mr. Diesing avers. However, he asserts, the Archdiocese has a very small staff to carry out its work. He explains that the staff has been reduced significantly during recent years for financial reasons, and the Archdiocese is left with limited resources with which to fulfill its Chapter 11 reporting duties. Mr. Diesing also asserts that the staff is generally unfamiliar with bankruptcy schedules and procedures. He discloses that the Archdiocese's employees are also not familiar with reports that are more applicable to commercial businesses than not-for-profit religious organizations. The Archdiocese, therefore, believes that it will need the additional time to gather necessary information and to complete and file the Schedules and Statements. About the Archdiocese of Milwaukee The Diocese of Milwaukee was established on November 28, 1843, and was elevated to an Archdiocese on February 12, 1875, by Pope Pius IX. The region served by the Archdiocese consists of 4,758 square miles in southeast Wisconsin which includes counties Dodge, Fond du Lac, Kenosha, Milwaukee, Ozaukee, Racine, Sheboygan, Walworth, Washington and Waukesha. There are 657,519 registered Catholics in the Region. The Catholic Archdiocese of Milwaukee, in Wisconsin, filed for Chapter 11 bankruptcy protection (Bankr. E.D. Wisc. Case No. 11-20059) on January 4, 2011, to address claims over sexual abuse by priests on minors. The Archdiocese became at least the eighth Roman Catholic diocese in the U.S. to file for bankruptcy to settle claims from current and former parishioners who say they were sexually molested by priests. Daryl L. Diesing, Esq., at Whyte Hirschboeck Dudek S.C., in Milwaukee, Wisconsin, serves as the Archdiocese's counsel. The Archdiocese estimated assets and debts of $10 million to $50 million in its Chapter 11 petition. (Catholic Church Bankruptcy News; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000) CATHOLIC CHURCH: Wilmington to Hike Offer to Settle Abuse Claims ---------------------------------------------------------------- Steven Church of Bloomberg News reports that The Catholic Diocese of Wilmington, Inc., will raise its offer to settle with Abuse Survivors through its amended plan of reorganization that will be filed on January 10, 2011. Citing the Diocese's lawyer Anthony Flynn, Esq., Bloomberg says the maximum payout would exceed $349,000, on average, for the 157 adults who claim to have been molested as children. "You can expect the average to be higher, much higher," Mr. Flynn said after a January 4, 2011 hearing. The exact range of the payout will be disclosed when the Diocese files the new Plan, Robert Brady, Esq., told Judge Sontchi, according to Bloomberg News. Robert Jacobs, Esq., who represents more than 90 Abuse Survivors with Thomas S. Neuberger, Esq., said that they have not seen the offer but estimated that it will probably be higher than a settlement proposed as part of the Court-ordered arbitration, Bloomberg News reports. "If not, then somebody has been smoking marijuana," Mr. Jacobs said in an interview after the hearing. Mr. Neuberger, however, did not believe the Plan offers individual victims an average settlement in the range of $210,000 to $350,000, The News Journal reports. He noted that the previous Plan took a week to analyze. "So I can't comment on something I haven't seen," Mr. Neuberger was quoted by the News Journal as saying. He added that settlement talks have been a failure up until now, so he looks forward to reading the new Plan to see if there is progress. About the Diocese of Wilmington The Diocese of Wilmington covers Delaware and the Eastern Shore of Maryland and serves about 230,000 Catholics. The Delaware diocese is the seventh Roman Catholic diocese to file for Chapter 11 protection to deal with lawsuits for sexual abuse. Previous filings were by the dioceses in Spokane, Washington; Portland, Oregon; Tucson, Arizona; Davenport, Iowa, Fairbanks, Alaska; and San Diego, California. The bankruptcy filing automatically stayed eight consecutive abuse trials scheduled in Delaware scheduled to begin October 19. There are 131 cases filed against the Diocese, with 30 scheduled for trial. The Diocese filed for Chapter 11 on October 18, 2009 (Bankr. D. Del. Case No. 09-13560). Attorneys at Young Conaway Stargatt & Taylor, LLP, serve as counsel to the Diocese. The Ramaekers Group, LLC, is the financial advisor. The petition says assets range $50,000,001 to $100,000,000 while debts are between $100,000,001 to $500,000,000. (Catholic Church Bankruptcy News; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). CATHOLIC CHURCH: Employees File Suit vs. Wilmington Diocese ----------------------------------------------------------- The Official Committee of Lay Employees in the Diocese of Wilmington's Chapter 11 cases commenced an adversary proceeding against the Catholic Diocese of Wilmington, Inc., pursuant to Section 2201 of the Judicial and Judiciary Procedures Code, to seek a determination from the U.S. Bankruptcy Court for the District of Delaware that: (a) certain funds held by the Diocese in its pooled investment account are funds that are being held by the Diocese to, and for the exclusive benefit of, the participants in the Diocese of Wilmington Pension Lay Employees Pension Plan; (b) that the Pension Funds are not property of the Diocese's bankruptcy estate; and (c) that the Diocese breached its fiduciary duty to the participants and beneficiaries of the Pension Plan by, among other things, improperly directing that the Pension Funds be deposited into the PIA that is maintained and controlled by the Diocese. While the Employee Committee believes additional claims and causes of action exist against the Diocese and certain of its officers, employees, agents, representatives, advisors and members of the Lay Pension Plan Advisory Board, the Employee Committee is not asserting any of those claims or causes of action at this time. However, the Employee Committee reserves the right to assert those claims in the future, including claims for damages relating to breach of contract, breach of fiduciary duty, negligence, and gross or wanton misconduct. Donald J. Detweiler, Esq., at Greenberg Traurig, LLP, in Wilmington, Delaware, relates that the Lay Employees include all full-time employees of the Diocese, its affiliated not-for-profit organizations, and its affiliated parishes and parish schools, including all full-time school-related personnel teachers, secretaries, aides, staff, cafeteria and maintenance workers, directors or coordinators of religious education. The Diocese is the "Administrator" of the Lay Employee Pension Plan, relates Mr. Detweiler. He notes that pursuant to Section 2.3 of the Lay Employees Pension Plan, the Diocese, as Administrator, is to administer the Lay Employees Pension Plan for the exclusive benefit of the Participants and Beneficiaries of the Lay Employees Pension Plan. The Diocese is also charged with the duties of the general administration of the Lay Employees Pension Plan, and is responsible for maintaining a record of all actions taken, including maintaining all books, records, policies and other data necessary for the proper administration of the Lay Employees Pension Plan. As of October 31, 2010, Mellon Bank, N.A., or its successor Bank of New York Mellon, N.A., held approximately $4.81 million of the Pension Funds in the Pension Trust Fund Account pursuant to the Trust Agreement. Mr. Detweiler asserts that the Pension Funds held in the Pension Trust Fund Account are being held for the exclusive benefit of the Participants and Beneficiaries and are not property of the Diocese's bankruptcy estate. The Employee Committee believes that the Diocese, on the advice of certain employees and advisors, directed that the Diocese's annual contributions to the Lay Employees Pension Plan be deposited in the PIA rather than in the Pension Trust Fund Account maintained by Mellon. The Diocese believed the funds held in the PIA would earn a high rate of interest than what the Diocese could expect to receive/earn from depositing the contributions into the Pension Trust Fund Account. Consequently, rather than depositing the annual contributions in the Pension Trust Fund Account, per the Pension Trust Agreement, the Diocese began depositing annual pension contributions into the PIA, Mr. Detweiler tells the Court. He reveals that as of October 31, 2010, the amount of Pension Funds held in the PIA is approximately $4.371 million. The Pension Funds held in the PIA are being held by the Diocese for the exclusive benefit of the Lay Employees and are not property of the bankruptcy estate, Mr. Detweiler argues. He points out that those funds may not be used to satisfy the claims of any of the Diocese's other creditors. He adds that the Pension Funds held in the PIA may not be used or diverted to anyone prior to the satisfaction of all liabilities with respect to Lay Employees and their Beneficiaries under the Lay Employees Pension Plan. Mr. Detweiler alleges that the Diocese never consulted with, nor relied upon, the Lay Employee Pension Advisory Committee, when the Diocese made the decision to deposit annual pension contributions to the PIA rather than to the Pension Trust Fund Account maintained by Mellon. He also asserts that the Diocese unilaterally changes how it pays benefits under the Pension Plan, without consulting the Lay Employee Pension Advisory Board, by deciding to discontinue purchasing life annuity contracts for retired Lay Employees in accordance with the terms and provisions of the Lay Employee Pension Plan. By depositing the Pension Funds into the PIA, by failing to consult with the Lay Employees Pension Advisory Board, and by unilaterally changing the terms of the Lay Employee Pension Plan, the Diocese failed to administer the Pension Plan for the exclusive benefit of the Participants and Beneficiaries, Mr. Detweiler argues. He adds, among other things, that the Diocese engaged in self-dealing in connection with the Pension Plan and failed to follow the terms and provisions of the Pension Plan. About the Diocese of Wilmington The Diocese of Wilmington covers Delaware and the Eastern Shore of Maryland and serves about 230,000 Catholics. The Delaware diocese is the seventh Roman Catholic diocese to file for Chapter 11 protection to deal with lawsuits for sexual abuse. Previous filings were by the dioceses in Spokane, Washington; Portland, Oregon; Tucson, Arizona; Davenport, Iowa, Fairbanks, Alaska; and San Diego, California. The bankruptcy filing automatically stayed eight consecutive abuse trials scheduled in Delaware scheduled to begin October 19. There are 131 cases filed against the Diocese, with 30 scheduled for trial. The Diocese filed for Chapter 11 on October 18, 2009 (Bankr. D. Del. Case No. 09-13560). Attorneys at Young Conaway Stargatt & Taylor, LLP, serve as counsel to the Diocese. The Ramaekers Group, LLC, is the financial advisor. The petition says assets range $50,000,001 to $100,000,000 while debts are between $100,000,001 to $500,000,000. (Catholic Church Bankruptcy News; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). CHRIS & PHIL'S: Case Summary & 12 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Chris & Phil's Body Shop, Inc. 1524 N. Highway 288 B Richwood, TX 77531 Bankruptcy Case No.: 11-80002 Chapter 11 Petition Date: January 3, 2011 Court: United States Bankruptcy Court Southern District of Texas (Galveston) Judge: Letitia Z. Paul Debtor's Counsel: Jeffrey P. Norman, Esq. GIPSON & NORMAN 450 N. Texas Avenue, Suite A Webster, TX 77598-4963 Tel: (281) 332-4800 Fax: (281) 332-4808 E-mail: jpn@jpnorman.com Scheduled Assets: $734,347 Scheduled Debts: $1,820,405 A list of the Company's 12 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/txsb11-80002.pdf The petition was signed by Christopher V. Montealegre, president. CINCINNATI BELL: Former COO Disposes of Most Shares Held -------------------------------------------------------- In a Form 4 filing with the Securities and Exchange Commission on January 3, 2011, Brian A. Ross, former chief operating officer at Cincinnati Bell Inc., disclosed that he disposed of 171,721 shares of common stock of the Company, at $2.8 per share, on December 30, 2010. Following the transaction, Mr. Ross was left with 40,782 shares. About Cincinnati Bell Cincinnati Bell Inc., with headquarters in Cincinnati, Ohio, provides telecommunications products and services to residential and business customers in Ohio, Kentucky and Indiana. Cincinnati Bell's balance sheet at Sept. 30, 2010, showed $2.59 billion in total assets, $3.20 billion in total liabilities, and a stockholders' deficit of $611.4 million. * * * The Company carries a 'B+' corporate credit rating from Standard & Poor's. S&P said in November 2010 that the rating reflects the Company's highly leveraged financial risk profile, with expectations for limited discretionary cash flow after capital spending, which is currently elevated to expand its data center business. The Company has a 'B' Issuer Default Rating, and Stable outlook, from Fitch. Fitch said in November 2010 that 'B' IDR for reflects expectations for relatively high, albeit stable leverage and its diversified revenue profile. In addition, its wireline and wireless businesses generate strong free cash flows. CINCINNATI BELL: GAMCO Asset Discloses 5.53% Equity Stake --------------------------------------------------------- In an amended Schedule 13D filing with the Securities and Exchange Commission on January 3, 2011, GAMCO Asset Management Inc. disclosed that it beneficially owns 11,174,242 shares of common stock of Cincinnati Bell Inc. representing 5.53% of the shares outstanding. At October 31, 2010, there were 201,781,187 common shares outstanding. Other affiliates of GAMCO Asset also disclosed beneficial ownership of common stock: Amount Equity Beneficially Owned Stake ------------------ ------ Gabelli Funds, LLC 7,889,842 3.91% MJG Associates, Inc. 30,000 0.01% Teton Advisors, Inc. 50,000 0.02% Gabelli Securities, Inc. 5,000 0.00% GGCP, Inc. 0 0.00% GAMCO Investors, Inc. 0 0.00% Mario J. Gabelli 12,000 0.00% About Cincinnati Bell Cincinnati Bell Inc., with headquarters in Cincinnati, Ohio, provides telecommunications products and services to residential and business customers in Ohio, Kentucky and Indiana. Cincinnati Bell's balance sheet at Sept. 30, 2010, showed $2.59 billion in total assets, $3.20 billion in total liabilities, and a stockholders' deficit of $611.4 million. * * * The Company carries a 'B+' corporate credit rating from Standard & Poor's. S&P said in November 2010 that the rating reflects the Company's highly leveraged financial risk profile, with expectations for limited discretionary cash flow after capital spending, which is currently elevated to expand its data center business. The Company has a 'B' Issuer Default Rating, and Stable outlook, from Fitch. Fitch said in November 2010 that 'B' IDR for reflects expectations for relatively high, albeit stable leverage and its diversified revenue profile. In addition, its wireline and wireless businesses generate strong free cash flows. CIT GROUP: Court Dismisses Loiselles' Post-Emergence Suit --------------------------------------------------------- Bankruptcy Judge Allan L. Gropper dismissed the case, Marc J. Loiselle and Sandra A. Loiselle, v. CIT Group Inc., CIT Group Funding Company of Delaware, LLC, Adv. Proc. No. 10-03880 (Bankr. S.D.N.Y.), at the Defendants' behest. The complaint was filed October 14, 2010, more than 10 months after confirmation of the Debtors' prepackaged plan of reorganization. The Loiselles sued for injunctive and declaratory relief, the reissuance of assets and punitive damages. The complaint alleges that the Plaintiffs held "in their personal IRA account a vested interest in CIT," that the "Defendant was obligated by rule and law to notify the Plaintiff[s] of" their bankruptcy filing and "failed to do so." Based on the Defendants' alleged failure to provide appropriate notice to the Plaintiffs, the Plaintiffs seek to have the Court reinstate their prepetition equity interests in CIT Group Inc. and reimburse them for their costs and expenses so as to place them in the same position as they were prior to the petition date. In the alternative, the Plaintiffs seek discovery to "show the mismanagement and conversion of assets so as to restore the converted assets" to the Defendants and the Defendants' shareholders and "punitive damages for the failure to comply with all Bankruptcy Court filing requirement[s]." Between March 10 and 24, 2010, roughly three months after confirmation, the Plaintiffs had filed seven proofs of claim in the Chapter 11 case. The Defendants argued that the adversary complaint should be dismissed for failure to state a claim upon which relief can be granted. The Defendants argued they provided the Plaintiffs with proper notice of the bankruptcy cases when they served all shareholders. According to Judge Gropper, a confirmation order may only be revoked if such order "was procured by fraud" and only upon the "request of a party in interest at any time before 180 days after the date of the entry of the order of confirmation." As the confirmation order was entered on December 8, 2009, any request to revoke the confirmation order, even on the ground of fraud, had to be filed on or before June 7, 2010. Judge Gropper said the record is clear that the Plaintiffs had actual knowledge of the Defendants' Chapter 11 cases no later than March 10, 2010 when they began filing their proofs of claim. The Plaintiffs could have but failed to timely request revocation of the confirmation order. A copy of Judge Gropper's January 4, 2011 Order is available at http://is.gd/kgFbbfrom Leagle.com. About CIT Group Founded in 1908, CIT Group Inc. (NYSE: CIT) -- http://www.cit.com/ -- is a bank holding company with more than $35 billion in finance and leasing assets. It provides financing and leasing capital to its more than one million small business and middle market clients and their customers across more than 30 industries. CIT Group Inc. and affiliate CIT Group Funding Company of Delaware LLC announced a Chapter 11 filing on November 1, 2009 (Bankr. S.D.N.Y. Case No. 09-16565). Evercore Partners, Morgan Stanley and FTI Consulting served as the Company's financial advisors and Skadden, Arps, Slate, Meagher & Flom LLP served as legal counsel in connection with the restructuring plan. Sullivan & Cromwell served as legal advisor to CIT's Board of Directors. CIT Group on November 1, 2009, announced that, with the overwhelming support of its debtholders, the Board of Directors voted to proceed with the prepackaged plan of reorganization for CIT Group Inc. and a subsidiary that will restructure the Company's debt and streamline its capital structure. None of CIT's operating subsidiaries, including CIT Bank, a Utah state bank, were included in the filings. On December 8, 2009, the Court confirmed the Debtors' prepackaged plan. On December 11, 2009, CIT emerged from bankruptcy. * * * As reported by the Troubled Company Reporter on May 25, 2010, DBRS assigned various ratings including an Issuer Rating of B (high) to CIT Group Inc. DBRS assigned a BB (high) rating to CIT's First Lien Secured Credit Facility, a BB (low) rating to the second lien Series B Notes, a B (high) rating to the Series A Notes, a B rating to the Unsecured Long-Term Debt and a Short-Term rating of R-4. The trend on all long-term ratings is Positive. The TCR on August 4, 2010, reported that DBRS affirmed those ratings. DBRS expects CIT should continue to make progress in improving and diversifying its funding profile, while restoring underlying profitability. On May 25, the TCR also reported that Moody's Investors Service assigned a B3 corporate family rating to CIT Group Inc. The TCR said May 3, 2010, Standard & Poor's Ratings Services assigned its 'B+/B' counterparty credit rating to CIT. DAIRY BELL: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Dairy Bell LP 2290 South Range Ave. Denham Springs, LA 70726 Bankruptcy Case No.: 11-10002 Chapter 11 Petition Date: January 3, 2011 Court: United States Bankruptcy Court Middle District of Louisiana (Baton Rouge) Debtor's Counsel: Douglas S. Draper, Esq. HELLER, DRAPER, HAYDEN, PATRICK & HORN, LLC 650 Poydras Street, Suite 2500 New Orleans, LA 70130-6103 Tel: (504) 299-3300 Fax: (504) 299-3399 E-mail: ddraper@hellerdraper.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/lamb11-10002.pdf The petition was signed by Kyle Tauch, manager. DAIS ANALYTIC: Noteholders Subscribe 2.3MM Shares for $603,000 -------------------------------------------------------------- On December 27, 2010, a holder of a promissory note issued by Dais Analytic Corporation elected to apply all of the proceeds due and payable to the holder pursuant to such note in the principal amount of $250,000, plus accrued interest, to purchase the Company's common stock, par value $0.01 per share. The investor subscribed for and purchased from the Company 1,052,950 shares of Common Stock at a purchase price of $0.26 per share, resulting in an aggregate purchase price of $273,767. On December 30, 2010, another holder of a promissory note issued by the Company elected to apply all of the proceeds due and payable to such holder pursuant to such promissory note in the principal amount of $300,000, plus accrued interest, to purchase the Company's Common Stock. The investor subscribed for and purchased from the Company 1,268,472 shares of Common Stock at a purchase price of $0.26 per share, resulting in an aggregate purchase price of $329,802. The Common Stock was issued pursuant to exemption from registration pursuant to Regulation D and Section 4(2) of the Securities Act of 1933. The December 30, 2010 sale of equity securities by the Company, when aggregated with the sale on December 27, 2010, was far more than 5% of the Company's outstanding Common Stock. About Dais Analytic Odessa, Fla.-based Dais Analytic Corporation has developed and patented a nano-structure polymer technology, which is being commercialized in products based on the functionality of these materials. The initial product focus of the Company is ConsERV, an energy recovery ventilator. The Company also has new product applications in various developmental stages. The Company's balance sheet as of September 30, 2010, showed $1.7 million in total assets, $5.1 million in total liabilities, and a stockholders' deficit of $3.4 million. As reported in the Troubled Company Reporter on April 7, 2010, Cross, Fernandez & Riley LLP, in Tampa, Fla., expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's 2009 results. The independent auditors noted that the Company has incurred significant losses since inception and has a working capital deficit and accumulated deficit of $2.3 million and $32.2 million at December 31, 2009. DETROIT PUBLIC: Chapter 9 Filing No Longer an Option ---------------------------------------------------- Tiffany Kary and Darrell Preston, writing for Bloomberg News, report that Robert Bobb, emergency financial manager for Detroit Public Schools, said the district may use a General Motors-style restructuring to split into two to help deal with a $327 million deficit. The district considered seeking Chapter 9 bankruptcy protection last year. According to Bloomberg, Mr. Bobb said splitting the district is one of three options that it plans to present by Jan. 10. Chapter 9 bankruptcy is not one of those options, he told Bloomberg in an interview in Detroit. Detroit Public Schools, Michigan's largest school district, serves nearly 90,000 students in 172 schools throughout the city of Detroit. Bloomberg News reported in July 2010 that Detroit Public Schools has experienced budget deficits for seven years and may consider filing for bankruptcy protection to sell off assets and cut costs. DRYSHIPS INC: Ocean Rig Has 2 New Deals with Cairn Energy --------------------------------------------------------- DryShips Inc. announced that its subsidiary Ocean Rig UDW Inc. has entered into firm contracts with Cairn Energy PLC for the "Leiv Eiriksson" and the "Ocean Rig Corcovado" for a period of approximately 6 months each. The total contract value including mobilization for the "Leiv Eiriksson" is approximately US$95 million. The mobilization period will start in direct continuation from the agreed release date from Petrobras. The total contract value including mobilization and winterization of the "Ocean Rig Corcovado" is approximately US$142 million. George Economou, Chairman and Chief Executive Officer of DryShips commented, "We are pleased to announce the signing of two new contracts with Cairn Energy for the OceanRig Corcovado and the Leiv Eiriksson. We were able to offer the customer a package solution due to the highly specialized nature of our semi- submersibles and also the state of the art drillships. Following the signing of these contracts we are only left with one open drillship, the Ocean Rig Mykonos, that delivers in the fourth quarter of 2011. We are working to secure employment for the Mykonos and also to further increase the contract backlog. Demand for our units has improved significantly and we hope to announce further contracts in the near future." About DryShips Inc. Based in Greece, DryShips Inc. -- http://www.dryships.com/-- -- owns and operates drybulk carriers and offshore oil deep water drilling units that operate worldwide. As of September 10, 2010, DryShips owns a fleet of 40 drybulk carriers (including newbuildings), comprising 7 Capesize, 31 Panamax and 2 Supramax, with a combined deadweight tonnage of over 3.6 million tons and 6 offshore oil deep water drilling units, comprising of 2 ultra deep water semisubmersible drilling rigs and 4 ultra deep water newbuilding drillships. DryShips's common stock is listed on the NASDAQ Global Select Market where it trades under the symbol "DRYS". The Company's balance sheet at Sept. 30, 2010, showed $5.80 million in total assets, $1.90 million in total current liabilities, $1.10 million in total noncurrent liabilities, and stockholders' equity of $2.80 million. On November 25, 2010, DryShips Inc. entered into a waiver letter for its $230.0 million credit facility dated September 10, 2007, as amended, extending the waiver of certain covenants through December 31, 2010. As reported in the Troubled Company Reporter on Sept. 29, 2010, the Company said it is currently in negotiations with its lenders to obtain waivers, waiver extensions or to restructure its debt. As of June 30, 2010, the Company's theoretical exposure (current portion of long-term debt less cash and cash equivalents less restricted cash) amounted to $761.4 million. DRYSHIPS INC: Ocean Rig Poseidon Gets $353-Mil. Drilling Deal ------------------------------------------------------------- DryShips Inc. announced that its subsidiary Ocean Rig UDW Inc. has entered into a drilling contract for its 3rd drillship newbuilding Ocean Rig Poseidon. As part of this agreement, the Leiv Eiriksson will be released early from the existing contract and will be made available in Q2 2011. The firm contract period is for about 600 days plus a mobilization period. The total contract value including mobilization is US$353 million. Mr. George Economou, Chairman and CEO of DryShips Inc., commented: "We are pleased to announce the employment of the Ocean Rig Poseidon with Petrobras Tanzania. The contract highlights the relationship we have developed with a key strategic customer and we are happy to accommodate their requirements. This contract also highlights the specialized nature of our sixth generation state of the art drillships where it was the preferred solution." About DryShips Inc. Based in Greece, DryShips Inc. -- http://www.dryships.com/-- -- owns and operates drybulk carriers and offshore oil deep water drilling units that operate worldwide. As of September 10, 2010, DryShips owns a fleet of 40 drybulk carriers (including newbuildings), comprising 7 Capesize, 31 Panamax and 2 Supramax, with a combined deadweight tonnage of over 3.6 million tons and 6 offshore oil deep water drilling units, comprising of 2 ultra deep water semisubmersible drilling rigs and 4 ultra deep water newbuilding drillships. DryShips's common stock is listed on the NASDAQ Global Select Market where it trades under the symbol "DRYS". The Company's balance sheet at Sept. 30, 2010, showed $5.80 million in total assets, $1.90 million in total current liabilities, $1.10 million in total noncurrent liabilities, and stockholders' equity of $2.80 million. On November 25, 2010, DryShips Inc. entered into a waiver letter for its $230.0 million credit facility dated September 10, 2007, as amended, extending the waiver of certain covenants through December 31, 2010. As reported in the Troubled Company Reporter on Sept. 29, 2010, the Company said it is currently in negotiations with its lenders to obtain waivers, waiver extensions or to restructure its debt. As of June 30, 2010, the Company's theoretical exposure (current portion of long-term debt less cash and cash equivalents less restricted cash) amounted to $761.4 million. DUNE ENERGY: Expects Significant Activity in Garden Island Bay -------------------------------------------------------------- Dune Energy, Inc., in a filing with the Securities and Exchange Commission, said it anticipates significant exploratory activity in 2011 at Garden Island Bay Field. Garden Island Bay Exploration Dredging operations have commenced at the SL 214 #1, a 19,500 feet subsalt test at Garden Island Bay Field, Plaquemines Parish, Louisiana. Dune will have a 15% working interest in this well before payout and a 26% working interest after payout. Payout is defined as gross 3 MMboe of production. Total unrisked reserve potential for the prospect is 133 MMboe. The well is anticipated to take 80-120 days to drill and test. Additionally, Dune anticipates spudding the SL 214 #916 in late January or early February, a 14,000 feet test in the north flank of the field above salt. This prospect is one of 17 prospects and approximately 40 separate well locations identified using a recently completed depth migrated 3-D data set within the field. Dune will maintain a 100% working interest in this prospect. Gross reserve exposure for this prospect is 2.8 MMboe and reserve exposure for all 17 prospects is over 28 MMboe. Success on these projects could lead to further exploratory or development drilling later in 2011 within the field. 2011 Budget The 15% working interest cost on the subsalt well at Garden Island Bay is anticipated to require a net $6 MM investment. The completed well cost on the S prospect is approximately $8 million. We anticipate investing another $9.0 million in various field operations to maintain base production at the 3,000 - 3,300 BOPD level. An additional $19 million could be invested in 2011 depending on early success and available cash flow. Liquidity Year-end 2010 available cash was $23.8 million. Additionally, $15.8 million has been reserved for the June 2011 interest payment on the $300 million of Sr. Secured Notes. Cash on hand and anticipated cash flow, assuming a base production of 3,000 - 3,300 BOPD will support planned drilling and interest expenses for 2011. Capital Structure In December approximately $19 million face amount of convertible preferred shares were put to the company in exchange for approximately two million additional common shares yielding a current share count of approximately 43 million common shares. Face value of the preferred has been reduced to approximately $195 million. As detailed in a prior press release, the $40 million revolver previously in place has been converted to a $40 million term loan with a maturity of March of 2012 and is currently fully drawn. The Senior Secured Notes have a maturity of June of 2012. Dune will review the upside with investors at the Pritchard Capital Partners Energize 2011 Conference in San Francisco on January 5th and 6th. The presentation is available on the Company's website at http://www.duneenergy.comunder presentations. James A. Watt, President and Chief Executive Officer of the company stated, "We are extremely excited to be testing the oil potential of our Garden Island Bay field. Success on these wells could fuel significant reserve and production growth for later in 2011 and into 2012." About Dune Energy Dune Energy, Inc. (NYSE AMEX: DNE) -- http://www.duneenergy.com/ -- is an independent energy company based in Houston, Texas. Since May 2004, the Company has been engaged in the exploration, development, acquisition and exploitation of natural gas and crude oil properties, with interests along the Louisiana/Texas Gulf Coast. The Company's properties cover over 90,000 gross acres across 27 producing oil and natural gas fields. The Company's balance sheet at Sept. 30, 2010, showed $296.72 million in total assets, $343.46 million in total liabilities, and a stockholders' deficit of $248.48 million. * * * Dune Energy carries a 'CCC-' corporate credit rating, with negative outlook, from Standard & Poor's, and 'Ca' corporate family and probability of default ratings, with negative outlook, from Moody's Investors Service. S&P said in April 2010 that "the company's heavy debt burden makes the prospects of a distressed exchange or bankruptcy a distinct possibility." DW-HURST LLC: Case Summary & 17 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: DW-Hurst, LLC c/o Alex Dmyterko, President 1042 Maple Avenue, Suite 329 Lisle, IL 60532 Bankruptcy Case No.: 11-30105 Chapter 11 Petition Date: January 3, 2011 Court: United States Bankruptcy Court Northern District of Texas (Dallas) Judge: Barbara J. Houser 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: $10,000,001 to $50,000,000 A list of the Company's 17 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/txnb11-30105.pdf The petition was signed by Alex Dmyterko, president. DYNEGY INC: Seneca Wants Blackstone Backers Out, New Sale Talks --------------------------------------------------------------- On January 3, 2011, Seneca Capital Investments, LLC, and its affiliates filed with the Securities and Exchange Commission amended preliminary materials relating to its proposals to seek stockholder approval to: Proposal 1: Remove, without cause, these two members of the Company's Board of Directors: Bruce A. Williamson and David W. Biegler. Proposal 2: Elect E. Hunter Harrison and Jeff D. Hunter to serve as directors of the Company until the next annual meeting of stockholders and until their successors are duly elected and qualified. Proposal 3: Repeal any provision of the Company's Second Amended and Restated Bylaws in effect at the time this proposal becomes effective that was not included in the Bylaws that became effective on November 22, 2010 and were filed with the Securities and Exchange Commission on November 24, 2010. Proposal 4: Direct the Dynegy Board to urgently undertake a strategic review of the Company and its assets to explore the possibility of a sale, in a stockholder- friendly manner, of the Company or its assets with a view to using proceeds of any such asset sales for liquidity, optimizing the level of outstanding debt or other means of creating stockholder value. Proposal 5: Direct the Dynegy Board to urgently consider strategies to optimize the Company's debt structure, including, without limitation, a refinancing of the Company's revolver to better align with actual business needs, an evaluation of additional financings or debt exchanges to extend and reduce maturities or to reduce costs, an evaluation of hedge monetization to enhance liquidity, and an evaluation of the most efficient means of hedge collateralization, including the use of non-cash assets. Proposal 6: Direct the Dynegy Board to carefully and urgently evaluate all cost cutting opportunities available to the Company, including, without limitation, corporate costs. In addition, stockholders direct the Dynegy Board to provide a full and immediate public accounting of all amounts spent in both direct and indirect attempts to prevent stockholders from (a) rejecting the proposed merger with an affiliate of The Blackstone Group at $4.50 and then $5.00 per share and the proposed tender offer by, and merger with, an affiliate of Icahn Enterprises Holdings LP, an affiliate of Dynegy's largest stockholder at $5.50 per share as well as (b) adopting any or all of the Proposals set forth in the consent solicitation. Proposal 7: Direct the Dynegy Board to urgently conduct a review of senior management and the compensation plan of the Company in order to create proper alignment to capture value for stockholders - including, but not limited to, adjusting where possible change of control severance arrangements such that they are more appropriately sized and are sensitive to the deal price at which any change of control is consummated; such review to include specific consideration as to the removal of Bruce A. Williamson as chief executive officer. Proposal 8: Direct the Dynegy Board to urgently undertake an in -depth review of director compensation policies to create policies that provide best-in-class economic alignment with stockholders through stock ownership. Proposal 9: Direct the Dynegy Board to urgently analyze and explore the unwinding of the recent reverse stock split in a stockholder-friendly manner, including considering an amendment to Dynegy's Second Amended and Restated Certificate of Incorporation to ensure that there are enough authorized Shares to effect such an unwind. Proposal 10: Direct the Dynegy Board NOT to expand the size of the board as a means of reseating any members removed pursuant to Proposal 1 or reducing the potential impact of any members elected pursuant to Proposal 2. Proposal 11: Direct the Dynegy Board to carry out any evaluations or other efforts which are consistent with those called for by Proposals 4 through 9 by creating one or more special independent board committees to make such evaluation or other effort. The independent board committee is to (a) include any board members elected pursuant to Proposal 2 and (b) engage its own independent and new (i) legal counsel and (ii) one or more financial advisors or, as applicable, compensation consultants, which such counsel, advisors and consultants should be selected (x) to act separately and solely for such committee and (y) without direction from management. The compensation of such independent financial advisors should have alignment to the creation of stockholder value. Additionally, the lead director of the Dynegy Board, the chairperson of the Dynegy Board and the chairperson of any special committee should each be a director that did not vote for the Proposed Blackstone Merger or the Proposed IEP Merger. Proposal 12: Direct the Dynegy Board to make public disclosure every three months, commencing with the next scheduled quarterly report of Company financial information, as to the Dynegy Board's and any special board committee's progress and findings with regard to their evaluations or other efforts undertaken consistent with those called for by any of Proposals 4 through 9. Proposal 13: Direct the Dynegy Board not to amend the Company's bylaws as a means designed to reduce directly or indirectly in any manner the potential impact of any members elected pursuant to Proposal 2 of the consent solicitation or to impair directly or indirectly in any manner stockholders' ability to act by written consent. Additionally, the Dynegy Board should nominate any members elected pursuant to Proposal 2 to stand for re-election at Dynegy's next annual meeting of stockholders for a full term. Proposal 14: Demand expeditious resignation of those members of the Dynegy Board who supported all of (a) the Proposed Blackstone Merger, (b) a "recess" of the special meeting to consider the Proposed Blackstone Merger, (c) an incremental $16.3 million break-fee in the face of overwhelming stockholder opposition to the Proposed Blackstone Merger and (d) the Proposed IEP Merger barely three weeks after pledging a careful review of standalone alternatives, as Dynegy leadership in pursuing these actions, including scorched-earth and liquidity-scare tactics in defense of proposed sales, has lost necessary credibility to effectively steward the Company. Such resignation should occur simultaneously with the expeditious election by the Dynegy Board, without direction from management, of qualified successor directors that believe in the Dynegy value proposition. Seneca Capital Investments, LLC disclosed that it beneficially owns 11,226,500 shares of common stock of Dynegy Inc. representing 9.3% of the shares outstanding. There were 120,894,257 shares outstanding as of November 1, 2010. All of Dynegy Holdings Inc.'s outstanding common stock is owned by Dynegy Inc. Other affiliates of Seneca Capital Investments, LLC also disclosed beneficial ownership of securities: Shares Equity Beneficially Owned Stake ------------------ ------ Seneca Capital International Master Fund 7,712,100 6.4% Seneca Capital, L.P. 3,514,400 2.9% Seneca Capital Investments, L.P. 11,226,500 9.3% Seneca Capital International GP, LLC 7,712,100 6.4% Seneca Capital Advisors, LLC 3,514,400 2.9% Douglas A. Hirsh 11,226,500 9.3% 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. As reported by the Troubled Company Reporter on November 26, 2010, Fitch Ratings downgraded the ratings of Dynegy Inc. and its subsidiaries: Dynegy Inc. Issuer Default Rating to 'CCC' from 'B-'; Dynegy Holdings, Inc. IDR to 'CCC' from 'B-'; Secured bank credit facilities and notes to 'B+/RR1' from BB-/RR1; Senior unsecured to 'CCC/RR4' from 'B/RR3'; and Dynegy Capital Trust I preferred to 'C/RR6' from 'CCC/RR6'. The downgrade reflects Fitch's belief that the rejection of The Blackstone Group's bid to acquire Dynegy for $5/share will likely lead to another transaction and capital restructuring by Dynegy's management as activist stockholders seek to maximize shareholder values. The downgrade also reflects the underperformance of Dynegy's merchant generation operations. There is a high correlation of Dynegy's future financial performance to improvement in power prices, shrinkage in the reserve capacity margins in the wholesale markets Dynegy owns and operates its generating plants, and improvement in electricity demand. 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 followed the expiration of the 40-day "go shop" period, according to Moody's, 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. ELECTRICAL COMPONENTS: Moody's Puts 'B1' Rating on $30 Mil. Loan ---------------------------------------------------------------- Moody's Investors Service has assigned B1 ratings to the proposed $30 million senior secured revolving credit facility and the proposed $160 million senior secured term loan of Electrical Components International and affirmed its corporate family rating at B2. Proceeds from the borrowings, plus cash balances, are expected to be used primarily to refinance existing debt. Concurrently, the rating outlook has been changed to positive from stable. These ratings were assigned: * B1 (LGD2, 27%) to the proposed $30 million revolving credit facility due 2015; and * B1 (LGD2, 27%) to the proposed $160 million senior secured term loan due 2016. These ratings were affirmed: * B2 corporate family rating; * Ba2 (LGD1, 9%) on the existing $33 million term loan A sub- tranche due 2012; and * B2 (LGD4, 52%) on the existing $145 million tranche B term loan due 2015. This rating has been changed: The probability of default rating to B3 from B2, per Loss Given Default Methodology. The ratings on the proposed bank facilities and probability of default rating are subject to completion of the refinancing and review of final documentation. Upon the successful completion of the refinancing, the ratings on the existing loans will be withdrawn. Ratings Rationale The positive outlook reflects ECI's better than anticipated operating performance which has benefited from increasing sales and the realization of cost cutting initiatives implemented over the past two years. While Moody's believes ECI's performance benefited from both temporary customer inventory restocking and the impact of federal stimulus money on white goods purchases in 2010, new program wins should support sales growth in 2011 and margins are expected to remain resilient over the near term benefiting from ECI's low cost manufacturing footprint. Further, the refinancing is expected to modestly improve liquidity by reducing the company's borrowing costs, increasing external liquidity and extending maturities. The B2 corporate family rating reflects ECI's modest leverage, adequate liquidity and dominant position as a wire harness manufacturer for the North American white goods appliance sector. ECI's heavy reliance on the cyclical North American white goods appliance sector and high customer concentration continues to weigh on ratings as it introduces the potential for meaningful earnings and cash flow volatility. Further, the rating reflects Moody's view that 2011 may be a volatile year as the economic recovery in North America could remain fragile, unemployment is high and raw material costs have been trending upwards. The B1 rating assigned to the bank facilities reflects the first lien security interest in substantially all assets of ECI and its domestic subsidiaries as well as the better than average family recovery rate expected in the event of a default. In addition, the facilities are expected to benefit from upstream and downstream guarantees and contain maximum leverage and interest coverage covenants. A ratings upgrade is possible over the near term if ECI demonstrates a willingness and ability to maintain its leverage at or below 4.0x (roughly 3.7x on an adjusted basis expected at close) despite potential headwinds in 2011. Conservative financial policies are viewed as key to obtaining a B1 rating given the limited diversification of ECI's business profile and exposure to end market volatility. The outlook could be stabilized if ECI were to undertake shareholder friendly initiatives or begin executing debt financed acquisitions. A leverage profile permanently maintained above 4.5x would likely result in outlook stabilization. The last rating action on ECI was the assignment of the B2 CFR on May 28, 2010. Electrical Components International, Inc., headquartered in St. Louis, Missouri, is a leading designer, manufacturer and marketer of wire harnesses and provider of value added assembly services to North American, European and Asian white goods appliance manufacturers. Additionally, the company produces specialty wire harnesses for transportation; heating, ventilation's and air conditioning; construction and agriculture; vending and industrial end markets. The company generated approximately $540 million of sales in the twelve months ending September 30, 2010. EVERGREEN ENERGY: Has Until Feb. 28 to Regain NYSE Compliance ------------------------------------------------------------- Evergreen Energy Inc. said in a press release that it was granted by NYSE Arca Inc. until February 28, 2011, to regain compliance with the requirements for continued listing on NYSE Arca. On November 29, 2010, the company was notified that it was not in compliance with NYSE Arca's continued listing standards under Rule 5.5(b)(1) and Rule 5.5(b)(2) of NYSE Arca Equities Rules. The standards require a listed common stock must maintain an average closing price in excess of $1.00 over a consecutive 30 trading-day period and that a company must maintain a market value of publicly held shares of at least $15.0 million. In December 2010, the Company responded to the NYSE Arca with its business plans to cure the noncompliance. On January 5, 2011, the NYSE Arca notified the Company that they have accepted the Company's response and the Company will have through February 28, 2011 to cure both deficiencies. The Company's common stock will continue to be listed and traded on NYSE Arca during the recovery period. About Evergreen Energy Evergreen Energy Inc. has developed two proven, proprietary, patented, and transformative green technologies: the GreenCert(TM) suite of software and services and K-Fuel(R). GreenCert, which is owned exclusively by Evergreen, is a science-based, scalable family of environmental intelligence solutions that quantify process efficiency and greenhouse gas emissions from energy, industrial and agricultural sources and may be used to create verifiable emission reduction credits. K-Fuel technology significantly improves the performance of low-rank coals, yielding higher efficiency and lowering emissions. Deloitte & Touche LLP, in Denver, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted of the Company's recurring losses from operations and stockholders' deficit. The Company's balance sheet as of September 30, 2010, showed $33.93 million in total assets, $45.04 million in total liabilities, $3,000 in temporary equity, and a stockholders' deficit of $11.11 million. EXCEL STORAGE: Ch. 7 Bankruptcy Sale Set on January 19 ------------------------------------------------------ West Auctions disclosed the bankruptcy auction of Excel Storage Products to take place on January 19, 2011. Interested bidders may register to bid from now until 9:00 a.m. PST that same day. This is a court-ordered sale of assets from Excel Storage Products, one of the largest industrial rack manufacturers in the United States for more than 41 years. The company has filed for Chapter 7 bankruptcy protection and its facilities will now be sold to the highest bidder(s) at auction. "We are primarily looking for enterprise buyers who may wish to take over these manufacturing facilities and put people back to work producing high quality roll-formed racks and structural systems," says Daniel West, vice president of West Auctions. This bankruptcy sale includes facilities in four cities: Lodi, California; East Stroudsburg, Pennsylvania; Cadiz, Ohio; and Brookings, South Dakota. About West Auctions West Auctions is a full-service auction and appraisal company that assists financial institutions, companies and insolvency professionals with all aspects of asset management. It specializes in commercial and industrial property and real estate, with comprehensive services that cover everything from asset recovery and valuation to private treaty negotiations and auction sales. FACTUM BAU: Chapter 15 Case Summary ----------------------------------- Chapter 15 Petitioner: Pariasek Holper Rechtsanwalte Chapter 15 Debtor: Factum Bau und Projektmanagement GmbH c/o Astigarraga Davis Mullins & Grossman 701 Brickell Avenue, 16th Floor Miami, FL 33131 Tel: (305) 372-8282 Chapter 15 Case No.: 10-00097 Chapter 15 Petition Date: January 5, 2011 Court: U.S. Bankruptcy Court Middle District of Florida (Orlando) Debtor's Counsel: Gregory S. Grossman, Esq. ASTIGARRAGA DAVIS MULLINS & GROSSMAN 701 Brickell Avenue, 16th Floor Miami, FL 33131 Tel: (305) 372-8282 Fax: (305) 372-8202 E-mail: ggrossman@astidavis.com Estimated Assets: $50,001 to $100,000 Estimated Assets: $1,000,001 to $10,000,000 The Debtor did not file a list of creditors together with its petition. FIRST NAT'L BANCSHARES: Files for Chapter 7 Bankruptcy ------------------------------------------------------ First National Bancshares Inc. (OTC PK: FNSCE), the former holding company of First National Bank of the South, filed for Chapter 7 bankruptcy (Bankr. D. S.C. Case No. 10-09281) on December 31, 2010, according to a regulatory filing with the Securities and Exchange Commission. The Spartanburg, S.C.-based company's filing comes months after the distressed First National Bank was acquired by North American Financial Holdings Inc., headquartered in Jacksonville, Fla. John K. Fort, an attorney based in Drayton, S.C., has been appointed the bankruptcy trustee who will liquidate the assets of First National Bancshares to pay off debt as the company goes out of business. First National Bank suffered from the 2008 financial meltdown led by real estate, and never recovered. Its parent company's stock was delisted by Nasdaq in 2009 and last July, the bank was shut down by the Federal Deposit Insurance Corp. First National Bank's 13 full-service branches throughout upstate South Carolina, Columbia and Charleston are now run by North American Financial Holdings, which is led by CEO R. Eugene Taylor. 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. FKF MADISON: Organizational Meeting to Form Panel on Jan. 12 ------------------------------------------------------------ Roberta A. DeAngelis, United States Trustee for Region 3, will hold an organizational meeting on January 12, 2011, at 10:00 a.m. in the bankruptcy case of FKF Madison Park Group Owner, LLC. 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. FKF Madison Park Group Owner, LLC, filed for Chapter 11 bankruptcy protection on June 8, 2010 (Bankr. D. Del. Case No. 10-11867). FNB UNITED: SunTrust Converts $7.5MM Loan to Stock -------------------------------------------------- On December 30, 2010, CommunityONE Bank, National Association, the bank subsidiary of FNB United Corp., entered into and consummated a conversion agreement with SunTrust Bank, pursuant to which $7,500,000 of the outstanding principal amount of the $15 million subordinated term loan from SunTrust to CommunityONE Bank issued on June 30, 2008 was converted into 7,500,000 shares of nonvoting, nonconvertible, nonredeemable cumulative preferred stock, par value $1.00 per share, of CommunityONE Bank. CommunityONE Bank amended its articles of association to authorize the preferred stock issued to SunTrust in the conversion. The preferred stock carries an 8% dividend rate and is includable in the bank's tangible equity for regulatory capital purposes. The remaining $7.5 million of subordinated debt owed by CommunityONE Bank to SunTrust was ratified and confirmed but the interest rate was changed from LIBOR plus 3.5% to a fixed rate of 8% per annum, commencing January 1, 2011. Immediately prior to the conversion, CommunityONE Bank paid the interest accrued and unpaid to December 30, 2010 on the subordinated debt. It will be an event of default under the SunTrust subordinated note if FNB United does not raise at least $300 million through the issuance of equity securities by June 30, 2011. About FNB United Asheboro, N.C.-based FNB United Corp. (Nasdaq:FNBN) is the bank holding company for CommunityOne Bank, N.A., and the bank's subsidiary, Dover Mortgage Company. Opened in 1907, CommunityOne Bank -- http://www.MyYesBank.com/-- operates 45 offices in 38 communities throughout central, southern and western North Carolina. Through these subsidiaries, FNB United offers a complete line of consumer, mortgage and business banking services, including loan, deposit, cash management, wealth management and internet banking services. The Company's balance sheet at Sept. 30, 2010, showed 2.01 billion in total assets, $1.99 billion in total liabilities, and stockholders' equity of $18.56 million. In its Form 10-Q for the three months ended June 30, 2010, the Company acknowledged the existence of certain conditions that raise substantial doubt its ability to continue as a going concern, including significant losses that the Company incurred in 2009 and the Bank's agreement to the issuance of a Consent Order by the Office of the Comptroller of the Currency, dated July 22, 2010. In the Consent Order, the Bank and the OCC agreed as to areas of the Bank's operations that warrant improvement and a plan for making those improvements. FNB UNITED: J.M. Ramsay Resigns From Board of Directors ------------------------------------------------------- J. M. Ramsay III, a director of FNB United Corp. and its bank subsidiary, CommunityONE Bank, N.A., resigned from the boards of directors of FNB United and CommunityONE Bank effective December 31, 2010. Mr. Ramsay's resignation was for personal and business reasons, and not because of a disagreement with FNB United or CommunityONE Bank or their respective boards of directors. About FNB United Asheboro, N.C.-based FNB United Corp. (Nasdaq:FNBN) is the bank holding company for CommunityOne Bank, N.A., and the bank's subsidiary, Dover Mortgage Company. Opened in 1907, CommunityOne Bank -- http://www.MyYesBank.com/-- operates 45 offices in 38 communities throughout central, southern and western North Carolina. Through these subsidiaries, FNB United offers a complete line of consumer, mortgage and business banking services, including loan, deposit, cash management, wealth management and internet banking services. The Company's balance sheet at Sept. 30, 2010, showed 2.01 billion in total assets, $1.99 billion in total liabilities, and stockholders' equity of $18.56 million. In its Form 10-Q for the three months ended June 30, 2010, the Company acknowledged the existence of certain conditions that raise substantial doubt its ability to continue as a going concern, including significant losses that the Company incurred in 2009 and the Bank's agreement to the issuance of a Consent Order by the Office of the Comptroller of the Currency, dated July 22, 2010. In the Consent Order, the Bank and the OCC agreed as to areas of the Bank's operations that warrant improvement and a plan for making those improvements. FOREST OIL: Moody's Affirms 'Ba3' Corporate Family Rating --------------------------------------------------------- Moody's Investors Service affirmed Forest Oil Corporation's Corporate Family Rating at Ba3 and its senior unsecured note rating at B1. In addition, Moody's upgraded the Speculative Grade Liquidity Rating to SGL-2 from SGL-3. The rating outlook remains stable. Forest's Corporate Family Rating of Ba3 incorporates its size with 222 MBOE of proved developed reserves and average daily production of 76.2 MBOE. It also reflects relatively high leverage ($9.00 per bbl of proved developed reserves) and weak capital efficiency ratios, which are driven by historically high finding and development costs. Based on reported drilling results in 2010, Moody's expects modest improvement in year-end credit statistics. However, Moody's do not believe the improvements will be material enough to influence the company's CFR. "We see Forest Oil well-positioned with a Ba3 CFR given its scale and the quality of its reserve base," said Stuart Miller, Moody's Vice President. "To be considered for a ratings upgrade, the company would need to show meaningful improvement in leverage and finding and development costs." Faced with a backlog of drilling opportunities, in December 2010 Forest announced its intention to spin-off its Canadian operations. Forest believes the spin-off will improve the valuation of its assets in the U.S. and in Canada, and will allow the company to fund its future capital expenditures with internally generated cash flow. While the Canadian operations are one of Forest's three identified core operating areas with approximately 15% of Forest's total proved reserves and daily production, historically the area has absorbed a disproportionately large share of Forest's capital budget. Therefore, despite the lost production and reserves, the spinoff is credit neutral for Forest in the short term. The company has good liquidity with about $250 million of cash and approximately $1.1 billion available under its senior secured credit facility - limited by the leverage covenant, not the $1.3 billion borrowing base. While the company has out spent cash flow for the last two years, Forest plans to limit capital expenditures to internally generated cash flow once the spin-off of the Canadian operations is complete. The only near term debt maturity is Forest's $285 million of 8% senior notes, which mature in December 2011. The credit facility expires in June 2012, however Moody's expects that the maturity date will be extended prior to its expiration. Based on its liquidity position, Moody's have upgraded the Speculative Grade Liquidity Rating to SGL-2. With the re-positioning of its reserve base nearly complete, Moody's will be watching the level of success Forest achieves in growing reserves while living within its cash flow. An upgrade will be considered once Forest reduces its debt to proved developed reserves below $7.50 per BOE and its three year finding and development costs (all sources) below $15.00 per BOE. A negative rating action would be appropriate if Forest takes any action which increases leverage materially or if its finding and development costs increase. Forest Oil Corporation is an independent oil and gas exploration and production company headquartered in Denver, CO. FOUR-LEAF CLOVER: Hopes For Plan Approval This Month ---------------------------------------------------- American Bankruptcy Institute reports that Four-Leaf Clover Dairy LLC is hoping for approval of its reorganization plan later this month. Four-Leaf Clover Dairy, LLC, filed for Chapter 11 bankruptcy (Bankr. N. D. Indiana Case No. 10-13574) on August 11, 2010. Terry E. Hall, Esq., at Baker & Daniels LLP, in Indiana, serves as counsel to the Debtor. The Debtor estimated assets and debts of $1 million to $10 million in its chapter 11 petition. FRIONA FAMILY: Case Summary & Largest Unsecured Creditor -------------------------------------------------------- Debtor: Friona Family Real Estate Holdings, LLC 310 Torchwood Ave Plantation, FL 33324 Bankruptcy Case No.: 11-10016 Chapter 11 Petition Date: January 3, 2011 Court: United States Bankruptcy Court Southern District of Florida (Fort Lauderdale) Judge: John K. Olson Debtor's Counsel: Robert C. Meyer, Esq. 2223 Coral Way Miami, FL 33145 Tel: (305) 285-8838 Fax: (305) 285-8919 E-mail: meyerrobertc@cs.com Scheduled Assets: $611,000 Scheduled Debts: $1,375,443 In its list of 20 largest unsecured creditors, the Company placed only one entry: Entity Nature of Claim Claim Amount ------ --------------- ------------ Broward County $25,249 115 South Andrews Avenue, Room 111 Fort Lauderdale, FL 33301 The petition was signed by Philip J. Friona, manager. GARY OPPENHEIM: Has $650,000 Offer for 7-Bedroom, 4-Bath Home ------------------------------------------------------------- Chapter 11 debtors Gary H. Oppenheim and Shirley S. Oppenheim will ask the Honorable Judith K. Fitzgerald for authority to sell, on Jan. 14, 2011, at 9:00 a.m., in the U.S. Bankruptcy Court in Pittsburgh, Pa., real property known as 5822 Solway Street located in Allegheny County, Pa., and further identified as Lot and Block No. 86-C-235, for $615,000 to Charles and Michelle Rodriguez. Homes.com and City-Data.com relate that the property is a 4,350- square foot, 2-story, 7-bedroom, 4-bath Old Style house with a slate roof built in 1913 with two fireplaces and a two-car garage. The Bankruptcy Court may entertain better and higher offers at the hearing, and the successful bidder must have $10,000 in hand money in certified funds at the time of sale. The real property is being sold "AS IS, WHERE IS" free and clear of all mortgages, liens and encumbrances. Any objections to the sale must filed and served by Jan. 3, 2011, on the Debtors' lawyer: Andrew M. Gross, Esq. 210 Grant Street, Suite 401 Pittsburgh, PA 15219 Telephone (412) 553-0140 and additional information regarding the terms and conditions of the sale or requests to examine the property should be directed to Mr. Gross. Gary H. Oppenheim and Shirley S. Oppenheim sought Chapter 11 protection (Bankr. W.D. Pa. Case No. 09-27568) on Oct. 15, 2009, and, at the time of the filing, anticipated making a distribution to their unsecured creditors. The Debtors have filed a Chapter 11 plan, and a joint hearing to consider approval of the disclosure statement and confirmation of the plan is scheduled for 1:00 p.m. on March 10, 2011. GENERAL GROWTH: Sandeep Mathrani to Assume as New GGP CEO Jan. 17 ----------------------------------------------------------------- General Growth Properties, Inc. ("New GGP") disclosed in a regulatory filing with the U.S. Securities and Exchange Commission on December 22, 2010, that Sandeep Mathrani will serve as the company's chief executive officer effective January 17, 2011. In the same vein, New GGP also confirmed the departure of Adam Metz and Thomas Nolan as chief executive officer and president and chief operating officer of the company on December 22, 2010. New GGP Senior Vice President and Chief Accounting Officer Edmund Hoyt said the board of New GGP has determined that the services of Messrs. Metz and Nolan through the completed Chapter 11 restructuring were no longer required. Mr. Metz resigned from New GGP's Board of Directors on December 22. Mr. Mathrani will serve as consultant to New GGP until his appointment as CEO becomes effective. In related development, the incoming CEO is set to shake up the company's management in advance of his arrival, Kris Hudson of The Wall Street Journal reported. Mr. Mathrani disclosed in an e-mail sent to New GGP employees that Robert Michaels and Ron Gern will depart from the company, the Journal disclosed. The departure of the two officers has yet to be determined, the report related, citing the e-mail. Mr. Michaels is New GGP's vice chairman and Mr. Gern acts as senior vice president, general counsel and secretary to the company. "As you all know, both were instrumental in GGP's restructuring and ensuring our reputation with retailers remained intact and even improved" as GGP navigated bankruptcy from April 2009 to November 2010, Mr. Mathrani wrote in the e-mail to the employees, the Journal cited. New GGP declined to comment on the matter and Messrs. Michaels and Gern did not return messages seeking comment, the Journal said. 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: THHC Conducts Search for Chief Executive -------------------------------------------------------- The Howard Hughes Corp. informed the U.S. Securities and Exchange Commission that it is conducting a search for a permanent chief financial officer in connection with the termination of a management services agreement with Brookfield Advisors LP, according to a regulatory filing dated December 22, 2010. THHC Interim Vice President and Secretary Reuben Davisohn relates that on December 17, 2010, THHC served a notice terminating the Agreement, whereby Brookfield Advisors provides THHC with interim executive officers and commercial, technical, administrative and strategic services. The Agreement allows the parties to terminate the Agreement for any or no reason, effective upon 45 days prior written notice. Accordingly, the Agreement will be terminated effective January 31, 2011, he says. Brookfield Advisors is an affiliate of Brookfield Asset Management Inc., one of THHC's stockholders. David Arthur, a member of THHC's board of directors, serves as the president and chief executive officer of Brookfield Real Estate Opportunity Fund, a fund for which Brookfield Asset Management Inc. is the principal investor and sponsor. In September 2010, Brookfield Advisors subcontracted its services under the Management Agreement to TPMC Realty Corporation. This subcontract will also be terminated effective January 31, 2011. David R. Weinreb, the Chief Executive Officer of THHC, is also the Chairman and Chief Executive Officer of TPMC Realty Corporation. Grant Herlitz, the president of THHC, is also the President of TPMC Realty Corporation. Under the Management Agreement, Brookfield Advisors provided THHC with an interim Chief Financial Officer, Rael Diamond. In connection with the termination of the Agreement, it is expected that Mr. Diamond will no longer serve as THHC's Chief Financial Officer effective January 31, 2011, Mr. Davisohn discloses. 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: Sends $7.9MM of Disputed Claims for Determination ----------------------------------------------------------------- Pursuant to their Third Amended Joint Plan of Reorganization, GGP, Inc. ("Old GGP") filed with the U.S. Bankruptcy Court for the Southern District of New York, a notice on holders of 21 disputed claims totaling $7,909,963, advising those holders of the Reorganized Debtors' intent to seek a determination and liquidation of those disputed claims in the administrative or judicial tribunal in which those disputed claims were pending on October 21, 2010, or in any administrative or judicial tribunal of appropriate jurisdiction. A schedule of the Disputed Claims is available for free at: http://bankrupt.com/misc/ggp_DisputedClaims.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 MARITIME: 6 Executives Granted Restricted Stock ------------------------------------------------------- In separate Form 4 filings with the Securities and Exchange Commission on January 3, 2011, six directors and officers at General Maritime Corp. disclosed that they acquired at no cost additional shares of the Company's common stock on December 31, 2010: Shares Beneficially Owned Director/Officer Amount After Transaction ---------------- ------ ------------------ John P. Tavlarios 106,520 705,424 John C. Georgiopoulos 34,840 268,928 Jeffrey Pribor 69,680 290,657 Peter C. Georgiopoulos 250,000 5,607,409 Milton H. Gonzales Jr. 20,904 92,453 Peter S. Bell 34,840 118,298 The amounts of shares of common stock of the Company received by the directors and officers are a grant of restricted stock which will generally vest, if at all, in equal installments on the first four anniversaries of November 15, 2010. About General Maritime Corp. Based in New York City, General Maritime Corporation through its subsidiaries provides international transportation services of seaborne crude oil and petroleum products. The Company's fleet is comprised of VLCC, Suezmax, Aframax, Panamax and product carrier vessels. The Company operates its business in one business segment, which is the transportation of international seaborne crude oil and petroleum products. The Company's vessels are primarily available for charter on a spot voyage or time charter basis. Standard & Poor's Ratings Services in December 2010 lowered its long-term corporate rating on General Maritime Corp. to 'CCC+' from 'B', and placed the ratings on CreditWatch with negative implications. At the same time, S&P lowered its ratings on the company's senior unsecured notes to 'CCC-', two notches below the new corporate credit rating; the recovery rating of '6', which indicates S&P's expectation that lenders will receive a negligible (0%-10%) recovery in a payment default scenario, remains unchanged. "The downgrade reflects General Maritime's weak liquidity, very limited financial covenant headroom (despite recent amendments), and deterioration in its financial profile," said Standard & Poor's credit analyst Funmi Afonja. "As of Sept. 30, 2010, General Maritime had no borrowing availability under its $749.8 million revolving credit facility and $8.7 million in unrestricted cash, after factoring financial covenant limitations. In S&P's opinion, the recent financial covenant amendments do not provide sufficient covenant headroom, and there is still a high probability of a covenant breach over the next quarter. If there is a covenant breach, lenders can require the immediate payment of all amounts outstanding. General Maritime's liquidity is further constrained by significant upcoming debt maturities, including $27.5 million in scheduled principal payments due in 2011 under its term loan, $50.1 million semiannual reduction on the revolver, beginning on April 26, 2011, and a bullet payment of $599.6 million in October 2012, when the facility expires. General Maritime also has a $22.8 million bridge loan facility that matures in October 2011. Cash interest payments on the bridge loan will increase if the company is unable to pay off the loan by Dec. 31, 2010." Moody's Investors Service lowered its ratings of General Maritime Corporation: Corporate Family to B3 from B1, Probability of Default to Caa1 from B2 and senior unsecured to Caa2 from Caa1. Moody's also downgraded the Speculative Grade Liquidity rating to SGL-4 from SGL-3. The outlook is negative. GENERAL MARITIME: Amends Terms of $22.8 Million Bridge Loan ----------------------------------------------------------- On December 31, 2010 General Maritime Corporation entered into agreements to amend the terms of its $22.8 million bridge loan. Nordea Bank and DnB NOR Bank ASA acted as the lead arrangers of the bridge loan. Under the terms of the amended bridge loan, the permitted Net Debt to EBITDA ratio will increase to 8.75 times from the previous requirement of 6.0 times. This new maintenance covenant ratio will be in effect for the fourth quarter of 2010 through the third quarter of 2011. For the fourth quarter of 2011 through the life of the bridge loan, the maintenance covenant ratio will revert to 5.5 times. In addition, the amendment provides that the applicable margin and permitted dividend are based on a pricing grid. While the Net Debt to EBITDA ratio is greater than 6.0 times, the bridge loan will bear an interest rate of LIBOR plus 350 bps; while it is 6.0 times or less, the bridge loan will bear an interest of LIBOR plus 300 bps. Similarly, while the Net Debt to EBITDA ratio is greater than 6.0 times, the Company will be permitted to pay a dividend of up to $0.01 per share per quarter; while it is 6.0 times or less, the Company will be permitted to pay up to $30 million per fiscal year in total dividends. About General Maritime Corp. Based in New York City, General Maritime Corporation through its subsidiaries provides international transportation services of seaborne crude oil and petroleum products. The Company's fleet is comprised of VLCC, Suezmax, Aframax, Panamax and product carrier vessels. The Company operates its business in one business segment, which is the transportation of international seaborne crude oil and petroleum products. The Company's vessels are primarily available for charter on a spot voyage or time charter basis. Standard & Poor's Ratings Services in December 2010 lowered its long-term corporate rating on General Maritime Corp. to 'CCC+' from 'B', and placed the ratings on CreditWatch with negative implications. At the same time, S&P lowered its ratings on the company's senior unsecured notes to 'CCC-', two notches below the new corporate credit rating; the recovery rating of '6', which indicates S&P's expectation that lenders will receive a negligible (0%-10%) recovery in a payment default scenario, remains unchanged. "The downgrade reflects General Maritime's weak liquidity, very limited financial covenant headroom (despite recent amendments), and deterioration in its financial profile," said Standard & Poor's credit analyst Funmi Afonja. "As of Sept. 30, 2010, General Maritime had no borrowing availability under its $749.8 million revolving credit facility and $8.7 million in unrestricted cash, after factoring financial covenant limitations. In S&P's opinion, the recent financial covenant amendments do not provide sufficient covenant headroom, and there is still a high probability of a covenant breach over the next quarter. If there is a covenant breach, lenders can require the immediate payment of all amounts outstanding. General Maritime's liquidity is further constrained by significant upcoming debt maturities, including $27.5 million in scheduled principal payments due in 2011 under its term loan, $50.1 million semiannual reduction on the revolver, beginning on April 26, 2011, and a bullet payment of $599.6 million in October 2012, when the facility expires. General Maritime also has a $22.8 million bridge loan facility that matures in October 2011. Cash interest payments on the bridge loan will increase if the company is unable to pay off the loan by Dec. 31, 2010." Moody's Investors Service lowered its ratings of General Maritime Corporation: Corporate Family to B3 from B1, Probability of Default to Caa1 from B2 and senior unsecured to Caa2 from Caa1. Moody's also downgraded the Speculative Grade Liquidity rating to SGL-4 from SGL-3. The outlook is negative. GENERAL MARITIME: May Sell up to $500 Million in Securities ----------------------------------------------------------- In a Form S-3 filing with the Securities and Exchange Commission on January 3, 2011, General Maritime Corporation said that it may offer and sell from time to time, debt securities, shares of its preferred stock, shares of its common stock, rights, warrants, units, depositary shares and purchase contracts having an aggregate initial offering price up to $500,000,000. The securities may be offered separately or together in any combination and as separate series. In addition, selling shareholders to be named in a prospectus supplement may offer, from time to time, shares of the Company's common stock. The Company will not receive any of the proceeds from the sale of the shares of common stock by the selling shareholders. The Company said it will provide specific terms of any offering and the offered securities in supplements to the prospectus. Any prospectus supplement may also add, update or change information contained in this prospectus. The Company's common stock is traded on the New York Stock Exchange, or NYSE, under the symbol "GMR." The Company may offer these securities directly, to or through agents, dealers or underwriters as designated from time to time, or through a combination of these methods. The Company reserves the sole right to accept, and together with its agents, dealers and underwriters reserve the right to reject, in whole or in part, any proposed purchase of securities to be made directly or through agents, underwriters or dealers. If any agents, dealers or underwriters are involved in the sale of any securities, the relevant prospectus supplement will set forth any applicable commissions or discounts. A full-text copy of the prospectus is available for free at: http://ResearchArchives.com/t/s?71c7 About General Maritime Corp. Based in New York City, General Maritime Corporation through its subsidiaries provides international transportation services of seaborne crude oil and petroleum products. The Company's fleet is comprised of VLCC, Suezmax, Aframax, Panamax and product carrier vessels. The Company operates its business in one business segment, which is the transportation of international seaborne crude oil and petroleum products. The Company's vessels are primarily available for charter on a spot voyage or time charter basis. Standard & Poor's Ratings Services in December 2010 lowered its long-term corporate rating on General Maritime Corp. to 'CCC+' from 'B', and placed the ratings on CreditWatch with negative implications. At the same time, S&P lowered its ratings on the company's senior unsecured notes to 'CCC-', two notches below the new corporate credit rating; the recovery rating of '6', which indicates S&P's expectation that lenders will receive a negligible (0%-10%) recovery in a payment default scenario, remains unchanged. "The downgrade reflects General Maritime's weak liquidity, very limited financial covenant headroom (despite recent amendments), and deterioration in its financial profile," said Standard & Poor's credit analyst Funmi Afonja. "As of Sept. 30, 2010, General Maritime had no borrowing availability under its $749.8 million revolving credit facility and $8.7 million in unrestricted cash, after factoring financial covenant limitations. In S&P's opinion, the recent financial covenant amendments do not provide sufficient covenant headroom, and there is still a high probability of a covenant breach over the next quarter. If there is a covenant breach, lenders can require the immediate payment of all amounts outstanding. General Maritime's liquidity is further constrained by significant upcoming debt maturities, including $27.5 million in scheduled principal payments due in 2011 under its term loan, $50.1 million semiannual reduction on the revolver, beginning on April 26, 2011, and a bullet payment of $599.6 million in October 2012, when the facility expires. General Maritime also has a $22.8 million bridge loan facility that matures in October 2011. Cash interest payments on the bridge loan will increase if the company is unable to pay off the loan by Dec. 31, 2010." Moody's Investors Service lowered its ratings of General Maritime Corporation: Corporate Family to B3 from B1, Probability of Default to Caa1 from B2 and senior unsecured to Caa2 from Caa1. Moody's also downgraded the Speculative Grade Liquidity rating to SGL-4 from SGL-3. The outlook is negative. GLOBAL HOSPITALITY: Case Summary & 4 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Global Hospitality Group, LLC 285 Country Club Drive Stockbridge, GA 3 3540 Cameron Parkway Stockbridge, GA 30281 Bankruptcy Case No.: 11-50447 Chapter 11 Petition Date: January 3, 2011 Court: United States Bankruptcy Court Northern District of Georgia (Atlanta) Debtor's Counsel: Joel M. Haber, Esq. LAW OFFICE OF JOEL M. HABER 2365 Wall Street, Suite 120 Conyers, GA 30013 Tel: (770) 922-9080 E-mail: jmhaber@bellsouth.net Scheduled Assets: $5,275,613 Scheduled Debts: $4,910,180 A list of the Company's four largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/ganb11-50447.pdf The petition was signed by Pankaj Patel, manager. GREATER GERMANTOWN: Court Converts Case to Chapter 7 Liquidation ---------------------------------------------------------------- The Hon. Stephen Raslavich of the U.S. Bankruptcy Court for the Eastern District of Pennsylvania converted the Chapter 11 case of Greater Germantown Housing Development Corporation to Chapter 7 liquidation proceeding, and appointed Gary F. Seitz as Chapter 7 trustee. Philadelphia, Pennsylvania-based Greater Germantown Housing Development Corporation filed for Chapter 11 bankruptcy protection on April 1, 2010 (Bankr. E.D. Pa. Case No. 10-12614). The Company estimated its assets and debts at $10,000,000 to $50,000,000. GRIGIO TEMPE TOWN: Chapter 11 Case Dismissed -------------------------------------------- Phoenix-based apartment developer Gray and The Picerne Group announced that a motion to dismiss was approved December 15 in the Chapter 11 bankruptcy case of the owner of Grigio Tempe Town Lake Apartments. Gray reached a consensual agreement with The Picerne Group, a real estate investment and asset management firm headquartered in San Juan Capistrano, California, and one of Grigio's lenders. The agreement involves transferring ownership of Grigio to Picerne, with Gray holding an option to repurchase Grigio anytime within the next three years. An affiliate of Gray will continue as the property management company, running day-to-day operations. "We're glad that this Chapter 11 case has been quickly resolved," said Bruce Gray, founder and chairman of Gray. "Our staff has been working very hard in recent months to find a suitable solution for Grigio, and we're pleased with the agreement with The Picerne Group. This gives all parties involved a positive result moving ahead into 2011. Most importantly, nothing will change for Grigio residents. We remain committed to providing our residents with a superb living experience." "Gray has done a great job in designing, developing and managing this property," said Kenneth A. Picerne, Founder, President and Chairman of the Board of The Picerne Group. "We intend to keep it that way. We are anxious to move our new relationship with Gray forward." Gray started construction on the 523-unit Grigio in February 2005. Grigio is the only apartment community to be constructed on Tempe Town Lake and in 2008 was named the National Apartment Association's 2008 Apartment Community of the Year in the US. Gray has managed its operations since opening to renters in September 2006. Grigio was forced into bankruptcy due to loan maturities and its inability to secure new financing during the current worldwide financial crises. While this was a necessary step to address its financing challenges, Grigio has been a very successful community and made money for some time. About Gray Founded in 1991 by Bruce Gray, Gray is a fully-integrated real estate development company, including architecture, construction and property management. Gray has been recognized nine of the past 11 years as the state's top-ranked multifamily developer, building and operating innovative, high-quality apartment communities throughout the metropolitan Phoenix. Gray has expanded to California, and has plans to expand to other western states. The Picerne Group Founded in 1988, The Picerne Group is a privately held U.S. corporation, based in Southern California. The Picerne Group focuses on domestic and international real estate investments, as well as best-in-class asset management. Over the past 20 years, The Picerne Group has successfully invested several billion dollars in real estate equity and debt, diversifying investments across a variety of property types and geographies. GSC GROUP: Court Directs Chapter 11 Trustee to Take Over -------------------------------------------------------- Jacqueline Palank, writing for Dow Jones Newswires, reports that Judge Arthur J. Gonzalez ordered an independent trustee to take over GSC Group Inc. after some of its lenders cast doubts on the trustworthiness of the investment firm's management. Judge Gonzalez granted at a hearing Wednesday the motion by GSC's minority lenders to have a Chapter 11 bankruptcy trustee take the firm's helm. According to Ms. Palank, the minority lenders, which hold a noncontrolling stake in the $246 million in secured debt on GSC's books, had accused GSC of colluding with proposed buyer and controlling lender Black Diamond Capital Management LLC to ensure that the company wound up in Black Diamond's hands under a $235 million deal. Ms. Palank says the bankruptcy attorney representing GSC wasn't immediately available to comment Thursday. Ms. Palank notes the company had opposed the minority lenders' motion, which it said "lacks both factual and legal grounds." Ms. Palank relates U.S. trustee Tracy Hope Davis and Black Diamond both filed court papers this week questioning the independence of a manager that GSC itself would choose. As reported by the Troubled Company Reporter on January 5, 2011, Dow Jones' Small Cap indicated that GSC Group Inc. said Black Diamond has revised the terms of its $235 million bid in an effort to resolve rival lenders' objections to the sale. According to the DBR report, while the value of Black Diamond's offer to buy GSC's investment-management business out of bankruptcy will remain the same, court papers show it will now solely be composed of debt forgiveness. The bid previously consisted of $5 million in cash, a $6 million note and $224 million in debt. DBR reported that GSC said creditors whose claims rank below the secured lenders' claims will no longer recover anything from the deal. They previously were slated to share in the non-core assets that aren't included in the Black Diamond sale. According to GSC, while the new terms are less favorable to its estate than the prior deal, they are valuable in that they aim to resolve the minority lenders' objections to how the bid is allocated between the warring lender factions. Tainted Management Dow Jones' Small Cap reports that key parties in GSC Group Inc.'s bankruptcy are fighting the investment-management firm's attempt to fend off a call for a court-appointed manager by simply hiring a new leader of its own choosing, arguing that's not enough to resolve allegations that current management is "tainted." In court papers filed separately, a federal bankruptcy watchdog and proposed buyer Black Diamond Capital Management LLC said allowing the company to choose a new leader in the form of a chief restructuring officer, or CRO, defeats the purpose of seeking independent leadership, according to the report. "The appointment of a CRO selected by the very persons whose conduct the court may determine merits corporate governance by a third party would not lead to the independence that the CRO motion suggests," Black Diamond said, the report notes. About GSC Group Florham Park, New Jersey-based GSC Group, Inc. -- http://www.gsc.com/-- is a private equity firm specializing in mezzanine and fund of fund investments. It filed for Chapter 11 bankruptcy protection on August 31, 2010 (Bankr. S.D.N.Y. Case No. 10-14653). Michael B. Solow, Esq., at Kaye Scholer LLP, assists the Debtor in its restructuring effort. Epiq Bankruptcy Solutions, LLC, is the Debtor's notice and claims agent. Capstone Advisory Group, LLC, is the Debtor's financial advisor. The Debtor estimated its assets at $1 million to $10 million and debts at $100 million to $500 million. HARNISCHFEGER INDUS: Judge Won't Reopen Bankruptcy Case ------------------------------------------------------- Bankruptcy Judge Peter J. Walsh denied a request to reopen the bankruptcy cases of Harnischfeger Industries, Inc. pursuant to 11 U.S.C. Sec. 350(b) and Rule 5010 of the Federal Rules of Bankruptcy Procedure. A copy of the Court's January 5, 2011 Order is available at http://is.gd/kgD4Vfrom Leagle.com. Harnischfeger Industries, Inc., and its domestic underground mining (Joy Mining Machinery), surface mining (P&H Mining Equipment), and pulp and papermaking (Beloit Corporation) subsidiaries filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 99-2171) on June 7, 1999. Several affiliates later filed separate chapter 11 petitions on June 28, 1999. The U.S. Trustee appointed separate official committees to represent the interests of Beloit and Harnischfeger creditors. The U.S. Trustee also named an committee for equity security holders. The Court confirmed Harnischfeger's plan of reorganization on May 23, 2001. Harnischfeger emerged from bankruptcy in July 2001 under a new name, Joy Global Inc. HENRY CO: S&P Assigns Corporate Credit Rating at 'B' ---------------------------------------------------- Standard & Poor's Rating Services said it assigned its 'B' corporate credit rating to El Segundo, Ca.-based Henry Co. LLC. The outlook is stable. At the same time, S&P assigned a 'B+' issue-level rating (one notch higher than the corporate credit rating) to Henry's $20 million revolving credit facility and $135 million first- lien term loan. The recovery rating is '2', indicating S&P's expectation of substantial (70% to 90%) recovery for lenders in the event of a payment default. S&P is also assigning a 'CCC+' (two notches lower than the corporate credit rating) issue-level rating and '6' recovery rating to the company's $40 million second-lien term loan. The '6' recovery indicates S&P's expectation that lenders can expect negligible (0% to 10%) recovery in the event of a default. "The ratings reflect what S&P considers to be the company's aggressive financial risk profile based on its relatively modest free cash flow generation, adequate liquidity, and S&P's expectations that adjusted leverage -- including operating leases and preferred stock of approximately $30 million -- will be in the mid-4x range by the end of 2011," said Standard & Poor's credit analyst Tobias Crabtree. The ratings also reflect what S&P considers to be its weak business risk profile, as S&P believes the company has leading positions in its roof cements and coatings and wax emulsions products, which is somewhat offset by its high customer concentration risk and considerable exposure to challenging residential and nonresidential construction end markets. In addition, S&P believes the company's asbestos-related claims connected to its prior roofing products are sufficiently addressed via its insurance coverage at this time. The ratings incorporate S&P's expectation that demand for Henry's products sold to residential end markets, which account for approximately 60% of its sales, may moderately increase as housing markets and the general economy continue to recover. Specifically, S&P believes repair and replacement markets, which are a key driver for the company's retail segment sales, could improve at least 3% to 5% over the next year. In addition, Standard & Poor's economists expect new housing starts in 2011 to increase approximately 17% from 2010's expected level of about 590,000 units. S&P expects operating results for sales of the company's products related to commercial end markets, which represent about 40% of its recent sales, to remain weak given Standard & Poor's economists view that nonresidential end markets are unlikely to begin recovering until 2012. Along with a moderate benefit of increased sales of new products, S&P believes Henry's sales over the next 12 to 18 months could increase modestly from 2009's level of approximately $282 million. S&P is forecasting that adjusted EBITDA for the similar period could improve to the mid-$40 million range from 2009's level of approximately $40 million due to the expectation that margins remain relatively steady at or above 14%. A key risk to S&P's forecast is a greater-than-expected increase in raw material costs (i.e., asphalt, paraffin wax, and mineral spirits) that the company is unable to offset with higher prices due to the low demand environment, which could result in significantly reduced profitability. S&P estimates materials costs constituted more than 80% of the company's total cost of sales. Henry is a private-equity owned, supplier of roof cements and coatings, air and vapor barriers, and wax emulsions for moisture resistant gypsum board serving customers in the residential and commercial construction end markets. The stable rating outlook reflects S&P's expectation that Henry's operating performance during the next several quarters will result in credit measures that S&P would consider to be in-line with the ratings given the company's weak business risk profile. Specifically, S&P expects adjusted leverage to be in the mid-4x range over the next year based on adjusted EBITDA in the mid- $40 million range. This expectation is based on a gradual recovery in the company's residential end markets, especially repair and replacement construction activity, but still weak commercial construction activity. The outlook also incorporates S&P's view that the company's liquidity, primarily from funds from operations and availability on its revolving credit facility, will remain adequate and that its covenant cushion will be at least 20% over this time period. S&P could take a negative rating action if sales and adjusted EBITDA were to moderate from its projected level of more than $40 million in 2011 due to a double dip recession and reduced construction activity or rapidly rising raw material costs. Specifically, for a lower rating, EBITDA would have to decline to the low-$30 million range in 2011 for the company's cushion with regards to its tightening financial covenants to fall below 10%. A positive rating action could occur if a greater-than-expected recovery in residential and commercial construction were to result in leverage likely to be maintained below 4x. Specifically, this could occur if adjusted EBITDA were to approach $50 million over the next year coupled with some modest debt repayment from free cash flow generation. HOFER CORPORATION: Case Summary & 3 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Hofer Corporation 5662 Otay Valley Rd. San Diego, CA 92154 Bankruptcy Case No.: 11-00052 Chapter 11 Petition Date: January 3, 2011 Court: United States Bankruptcy Court Southern District of California (San Diego) Debtor's Counsel: Robert J. Gumser, Esq. 1660 Hotel Circle North, Suite 610 San Diego, CA 92108 Tel: (619) 232-1555 Fax: (619) 232-1560 E-mail: rgumser@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/casb11-00052.pdf The petition was signed by Scott Hofer, president. Debtor-affiliate that filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- Scott Hofer 10-12244 07/12/2010 HOSPITAL DAMAS: Committee Taps J.H. Cohn LLP as Financial Advisors ------------------------------------------------------------------ The Official Committee of Unsecured Creditors of Hospital Damas, Inc., asks for authorization from the U.S. Bankruptcy Court for the District of Puerto Rico to retain the accounting and consulting firm of J.H. Cohn LLP as its financial advisors, effective November 23, 2010. The members of that Committee are: (i) Rimaco, Inc.; (ii) Puerto Rico Hospital Supply, Inc.; (iii) Laboratory Corporation of America; (iv) Ciracet Corp.; and (v) Borschow Hospital and Medical Supplies, Inc. As the Committee's proposed financial advisors, JH Cohn will provide: a) Periodic monitoring of Debtor's key operational trends, including volume, productivity and cash management; b) Budget-to-actual reporting of cash flow projections; c) Review and analysis of monthly financial statements and monthly operating reports for trend analysis and performance tracking; and d) Review and analysis and development of plan structure, including modeling projections and analyzing viability. JHC has agreed to be compensated for a fee of US$90,000, exclusive of out-of-pocket expenses, for the period ending March 31, 2011. JH Cohn assures the Court that the firm does not represent or provide services to any other entity having an "adverse interest" in connection with the Debtor's Chapter 11 case, as detailed in Section 1103(b) of the Bankruptcy Code. Ponce, Puerto Rico-based Hospital Damas, Inc., filed for Chapter 11 bankruptcy protection on September 24, 2010 (Bankr. D. P.R. Case No. 10-08844). Charles A. Cuprill-Hernandez, Esq., at Charles A. Cuprill, P.S.C., Law Offices, serves as the Debtor's bankruptcy counsel. In October 2010, the United States Trustee appointed five creditors to serve on the Official Committee of Unsecured Creditors of the Debtor. Todd C. Meyers, Esq., and Colin M. Bernardino, Esq., at Kilpatrick Stockton LLP, represents the Committee as legal counsel, and Edgardo Munoz, Esq., at Edgardo Munoz, PSC, serves the Committee as local counsel. In its schedules, the Debtor disclosed US$24,017,166 in total assets and US$21,267,263 in total liabilities as of the petition date. HOSPITAL DAMAS: Panel Wins Nod for Kilpatrick Stockton as Counsel ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Washington has granted the Official Committee of Unsecured Creditors of Hospital Damas, Inc., permission to employ and retain Kilpatrick Stockton LLP as its legal counsel, and Edgardo Munoz, PSC, as its local counsel, effective October 13, 2010. Kilpatrick Stockton an Edgardo Munoz will apply for compensation for professional services rendered and reimbursement of expenses in connection with the Debtor's Chapter 11 case in accordance with the applicable provisions of the Bankruptcy Code, the Local Bankruptcy Rules, the U.S. Trustee Guidelines, and any other applicable procedures and orders of the Bankruptcy Court. The Bankruptcy Court is satisfied that the firms represent no interest adverse to the estate and that they are "disinterested persons" as that term is defined under Sec. 101(14) of the Bankruptcy Code. Kilpatrick Stockton LLP can be reached at: Todd C. Meyers, Esq. Colin M. Bernardino, Esq. KILPATRICK STOCKTON LLP 1100 Peachtree Street, Suite 2800 Atlanta, GA 30309 Tel: (404) 815-6500 Fax: (404) 815-6555 E-mail: tmeyers@kilpatrickstockton.com cbernardino@kilpatrickstockton.com Edgardo Munoz, PSC, can be reached at: Edgardo Munoz, Esq. EDGARDO MUNOZ, PSC P.O. Box 360971 San Juan, PR 00936-0971 Tel: (787) 524-3888 Fax: (787) 524-3888 E-mail: emunoz@emunoz.net Ponce, Puerto Rico-based Hospital Damas, Inc., filed for Chapter 11 bankruptcy protection on September 24, 2010 (Bankr. D. P.R. Case No. 10-08844). Charles A. Cuprill-Hernandez, Esq., at Charles A. Cuprill, P.S.C., Law Offices, serves as the Debtor's bankruptcy counsel. In October 2010, the United States Trustee appointed five creditors to serve on the Official Committee of Unsecured Creditors of the Debtor. In its schedules, the Debtor disclosed US$24,017,166 in total assets and US$21,267,263 in total liabilities as of the petition date. HSN INC: S&P Changes Outlook to Positive, Affirms 'BB-' Rating -------------------------------------------------------------- Standard & Poor's Ratings Services said it revised its rating outlook on St. Petersburg, Fla.-based HSN Inc. to positive from stable. At the same time, S&P affirmed existing ratings on the company, including the 'BB-' corporate credit rating. "The 'BB-' corporate rating and the positive outlook on HSNi reflect S&P's expectation that operating performance will likely remain good into 2011 as U.S. consumer spending gradually recovers," said Standard & Poor's credit analyst Andy Liu. Moreover, S&P expects that the company will maintain its moderate financial policy. "S&P considers HSNi's business risk profile fair because of its No. 2 position in a highly competitive business," added Mr. Liu. S&P regard its financial risk profile as significant because of the variability in leverage that can result from revenue swings in a retailing business. The company's performance through Sept. 30, 2010 was good, with revenue growth of 9%, which was above S&P's expectation. Both of HSNi's operating segments (HSN and Cornerstone Brands) were solid contributors. HSNi has a stated intention to maintain total debt to EBITDA (not adjusting for operating leases) between 2x to 3x. This translates roughly to a range of 2.5x to 3.5x after capitalizing operating leases. With lease-adjusted debt leverage of 1.6x, the company is currently well below its stated target. If HSNi's performance in the all- important fourth quarter is in line with the first three quarters and S&P become convinced the solid performance will continue, S&P could review the rating for possible upgrade. INSIGHT HEALTH: Judge Approves $15 Million DIP Financing Package ---------------------------------------------------------------- Bankruptcy Law360 reports that a bankruptcy judge on Tuesday approved InSight Health Services Holdings Corp.'s $15 million debtor-in-possession financing package from its existing revolving lender Bank of America NA. As reported in the Dec. 15, 2010 edition of the Troubled Company Reporter, Insight Health has negotiated postpetition financing from Bank of America, N.A. BofA has committed to provide up to $15 million of financing which will mature on May 31, 2011. The DIP facility will incur, per annum, rate equal to the greater of (a) the Prime Rate for the day; (b) the Federal Funds Rate for the day, plus 0.50%; and (c) the Adjusted LIBOR Rate for a 30-day period as determined on such day, plus 1.0%, plus (y) 3.0%, if either Plan Benchmark #3 or Sale Benchmark #3 is met or (z) 5.0%, applied retroactively to the date of the DIP Credit Agreement, if neither Plan Benchmark #3 nor Sale Benchmark #3 is met. In the event of default, the Debtor will pay an additional 2% default interest per annum. About Insight Health InSight Health Services Holdings Corp. provides diagnostic medical imaging services through a network of fixed-site centers and mobile facilities. Its services-including magnetic resonance imaging, positron emission tomography and computed tomography, traditional computed tomography, mammography, bone densitometry, ultrasound and x-ray-are noninvasive procedures that generate representations of internal anatomy on film or digital media, which are used by physicians for the diagnosis and assessment of diseases and other medical conditions. The Company operates in more than 30 states and target specific regional markets. Insight Health Services Holdings Corp. and its affiliate, InSight Health Services Corp., sought Chapter 11 protection (Bankr. D. Del. Case Nos. 07-10700 and 07-10701) on May 29, 2007, with a prepackaged bankruptcy plan that was confirmed on July 10, 2007, and declared effective on August 1, 2007. InSight Health Services Holdings Corp. made a second trip to the bankruptcy court (Bankr. S.D.N.Y. Lead Case No. 10-16564) on Dec. 10, 2010, with another prepackaged Chapter 11 plan of reorganization Sixteen affiliates also filed for Chapter 11 protection. InSight is represented by Edward O. Sassower, Esq., James H.M. Sprayregan, Esq., and Ryan Blaine Bennett, Esq., at Kirkland & Ellis LLP. Zolfo Cooper is the Debtors' financial advisor, and BMC Group Inc. is the claims and noticing agent. Chris L. Dickerson, Esq. -- chris.dickerson@skadden.com -- and Matthew M. Murphy, Esq. -- matthew.murphy@skadden.com -- at Skadden, Arps, Slate, Meagher & Flom LLP in Chicago, Ill., represent an ad hoc group of Noteholders in the Debtors' cases. The Debtors' prepetition secured lenders are represented by C. Edward Dobbs, Esq. -- edobbs@phrd.com -- at Parker, Hudson, Rainer & Dobbs LLP in Atlanta, Ga. INT'L COMMERCIAL: Praetorian Capital Holds 1.3% Equity Stake ------------------------------------------------------------ In a Schedule 13G filing with the Securities and Exchange Commission on January 3, 2011, Praetorian Capital Management LLC disclosed that it beneficially owns 196,391 shares of International Commercial Television Inc. common stock, representing 1.3% of the shares outstanding. Praetorian Capital acts as the management company to Praetorian Offshore Ltd., which beneficially owns 196,391 shares of common stock. The percentages are calculated based on the 14,505,912 shares of Common Stock outstanding as of November 12, 2010, as set forth in the Company's Form 10-Q for the quarter ended September 30, 2010. If the 196,391 warrants to purchase common shares were exercised, the total number of shares outstanding would be 14,702,203, and it is that number of shares outstanding that was used in the calculation of ownership percentage. The shares that may be acquired under the warrant agreements have not yet been purchased, and there is no plan to acquire such shares in the immediate future. Without the warrant shares, the number of shares owned is 0, which represents 0.0% of the 14,505,912 shares of common stock outstanding. About International Commercial Bainbridge Island, Wash.-based International Commercial Television Inc. was organized under the laws of the State of Nevada on June 25, 1998. The Company sells various consumer products. The products are primarily marketed and sold throughout the United States and internationally via infomercials. As reported in the Troubled Company Reporter on June 25, 2010, Amper, Politziner & Mattia LLP, in Edison, N.J., expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted of the Company's recurring losses from operations and negative cash flows. The Company's balance sheet at Sept. 30, 2010, showed $911,488 million in total assets, $1.78 million in total liabilities, and a stockholders' deficit of $877,889. INT'L STORYTELLING: Can Use Cash for the Next Two Weeks ------------------------------------------------------- TriCities.com reports that a federal bankruptcy judge authorized International Storytelling Center to use $56,000 in cash for the next two weeks. According to the report, the judge expects to hear from various banks the center owes money to about whether they want that money for themselves. From there, the judge will decide if further dollars held by the Storytelling Center can be spent by the center or if they must go to the banks. A second hearing is set on Jan. 18, 2011. TriCities also reports that the Debtor owes the United States Department of Agriculture's Rural Development program in Greeneville more than $2 million. A spokesperson for the USDA told 11 Connects that money was used for the construction of the Center. The Center also owes hundreds-of-thousands-of-dollars in loans to various banks in the area, nearly $10,000 for plumbing services, $25,000 to the City of Johnson City, and more than $100,000 to HillHouse Graphic Design in Kingsport. The Associated Press reports that the Center's financial director Sandy Reaves said more funds will be coming in from a Tennessee Historical Commission grant within the next two weeks. International Storytelling Center filed for Chapter 11 protection on Dec. 31, 2010 (Bankr. E.D. Tenn. Case No. 10-53299). INT'L STORYTELLING: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: International Storytelling Center 116 West Main Street Jonesborough, TN 37659 Bankruptcy Case No.: 10-53299 Chapter 11 Petition Date: December 31, 2010 Court: United States Bankruptcy Court Eastern District of Tennessee (Greeneville) Judge: Marcia Phillips Parsons Debtor's Counsel: Mark S. Dessauer, Esq. HUNTER, SMITH & DAVIS 1212 North Eastman Road P.O. Box 3740 Kingsport, TN 37664 Tel: (423) 378-8840 Fax: (423) 378-8801 E-mail: dessauer@hsdlaw.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/tneb10-bk-53299.pdf The petition was signed by Jimmy Neil Smith, executive director. JUMA TECHNOLOGY: Delivers $150,000 Note to Vision Opportunity ------------------------------------------------------------- On December 30, 2010, Juma Technology Corp. entered into a Note and Warrant Purchase Agreement with Vision Opportunity Master Fund, Ltd. Under the Note Purchase Agreement, the Company executed and delivered to the Purchaser (a) the Company's $150,000 principal amount, 10% Bridge Note and (b) a Series A Warrant to purchase an aggregate of 1,000,000 shares of the Company's common stock. The Company anticipates that the proceeds of $150,000 from the sale of the Note and Warrant, net of professional fees of approximately $1,500 incurred in connection with the negotiation, execution, and delivery of the Note Purchase Agreement and Warrant, will be used for general corporate purposes. The sale of the Note and Warrant was made in reliance upon an exemption from securities registration afforded by the provisions of Section 4(2) of the Securities Act of 1933, as amended. In this regard, the Company relied on the representations of the Purchaser contained in the Note Purchase Agreement. The Note accrues interest at 10% per annum from the date of issuance, which interest is payable in cash at the maturity date, which is the fifth day after demand. The Note does not contain any conversion provisions. The Note contains various events of default such as failing to make a payment of principal or interest when due, which if not cured, would require the Company to repay the holder immediately the outstanding principal sum of and any accrued interest on the Note. The Note requires the Company to prepay the Note if certain "Triggering Events" or "Major Transactions" occur while the particular security is outstanding. The Purchaser was issued a Series A Warrant by the Company for no additional consideration. The Warrant entitles the holder thereof to purchase 1,000,000 shares of the Company's common stock at an exercise price of $0.15 per share; the term of the Warrant expires March 31, 2015. The applicable exercise price of the Warrant is subject to adjustment. The holder of the Warrant has agreed to restrict its ability to exercise the Warrant and receive shares of the Company's common stock such that the number of shares of common stock held by the holder and its affiliates in the aggregate after such exercise does not exceed 4.99% of the then issued and outstanding shares of common stock. The holder of the Series A Warrant has been granted certain piggyback registration rights under the Note Purchase Agreement and Warrant. Waiver of Price Protection In addition to the Note Purchase Agreement, Note, and Warrant, the Company has entered into an Acknowledgement and Waiver of Anti- Dilution Adjustments. Under the Acknowledgement, the Company acknowledged that the price protection provisions of the Series B Preferred Stock were triggered by the issuance of the Series A Warrant. By agreement, Vision Opportunity Master Fund, Ltd. and Vision Capital Advantage Fund, LP, as applicable, agree to waive the price protections of the Series B Preferred Stock. About Juma Technology Farmingdale, N.Y.-based Juma Technology Corp. is a highly specialized convergence systems integrator with a complete suite of services for the implementation and management of an entity's data, voice and video requirements. The Company's balance sheet at Sept. 30, 2010, showed $4.29 million in total assets, $22.01 million in total liabilities, and a stockholders' deficit of $17.72 million. As reported in the Troubled Company Reporter on April 5, 2010, Seligson & Giannattasio, LLP, in White Plains, N.Y., expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted that the Company has incurred significant recurring losses. K J WAUGH: Case Summary & 6 Largest Unsecured Creditors ------------------------------------------------------- Debtor: K J Waugh LP 22 Waugh, Suite 270 Houston, TX 77007 Bankruptcy Case No.: 11-30132 Chapter 11 Petition Date: January 3, 2011 Court: United States Bankruptcy Court Southern District of Texas (Houston) Judge: Karen K. Brown Debtor's Counsel: Douglas S. Draper, Esq. HELLER DRAPER ET AL 650 Poydras St., Ste 2500 New Orleans, LA 70130 Tel: (504) 299-3300 Fax: (504) 299-3399 E-mail: ddraper@hellerdraper.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 six largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/txsb11-30132.pdf The petition was signed by Kyle Tauch, manager. KAZA DENTON: Voluntary Chapter 11 Case Summary ---------------------------------------------- Debtor: Kaza Denton Investments, Ltd. 8115 Preston Road, Suite 690 Dallas, TX 75225 Bankruptcy Case No.: 11-40065 Chapter 11 Petition Date: January 3, 2011 Court: United States Bankruptcy Court Eastern District of Texas (Sherman) Debtor's Counsel: Tracey Ford Spillman, Esq. 15455 Dallas Parkway, Suite 600 Addison, TX 75001 Tel: (972) 881-8314 E-mail: tracey@ford-spillman.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 John Sullivan, president of Kaza GP, Inc., debtor's general partner. KE KAILANI: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Ke Kailani Development, LLC 1099 Alakea Street, Suite 1601 Honolulu, HI 96813 Bankruptcy Case No.: 11-00019 Chapter 11 Petition Date: January 5, 2011 Court: U.S. Bankruptcy Court District of Hawaii (Honolulu) Judge: Robert J. Faris Debtor's Counsel: Gary Victor Dubin, Esq. DUBLIN LAW OFFICES 55 Merchant Street, Suite 3100 Honolulu, HI 96813 Tel: (808) 537-2300 Fax: (808) 523-7733 E-mail: gdubin@dubinlaw.net Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Michael Fuchs, member. Debtor's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Director of Finance Property Taxes $833,080 Aupuni Center 101 Pauahi Street, Suite 4 Hilo, Hawaii 96720 Ke Kailani Association of Villa Maintenance Fees $582,917 Owners 3179 Koapaka Street Honolulu, Hawaii 96819 Tinguely Development, Inc. Villa Construction $550,000 P.O. Box 9013 Kailua-Kona, Hawaii 96745 Ke Kailani Association of Villa Maintenance Fees $34,968 Owners Hawaiiana Development Group, LLC Development $15,000 Management Services The Maintenance Group, LLC Landscape Maintenance $1,684 Hawaiian Electric Light Co., Inc. Electric Services $1,437 Department of Water Supply Water Services $1,352 Ian K. Caitano Administrative $1,200 dba ICK Services, LLC Services Ford Credit Company Car Lease $1,141 Mauna Lani Resort Association Maintenance Fees $874 Department of Taxation (State of General Excise Tax $75 Hawaii) Bays Deaver Lung Rose & Holma Misc. Office $41 Expenses FedEx Courier Services $26 Kona Lua Waste Tank Rental $78 Ellen Grimes, CPA Accounting undetermined Services Bank of Hawaii Bank Loan undetermined Central Pacific Bank Bank Loan undetermined Finance Factors, Ltd. Bank Loan undetermined Ke Kailani Partners Bank Loan undetermined Assignee KINGS HOLDINGS: Dispute With Lender Prompts Bankruptcy ------------------------------------------------------ Kings Holdings, the owner of Elvis Presley's former Palm Springs, Calif., estate, filed for Chapter 11 bankruptcy protection on January 3, 2011, disclosing assets and debts each in the range of $1 million to $10 million. Jacqueline Palank, writing for Dow Jones' Daily Bankruptcy Review, reports that according to attorney Paul Wynn, Esq., who's working on the case, the bankruptcy filing is a result of a dispute with Kings Holdings' lender over a financing agreement. Ms. Palank relates that Mr. Wynn said in an interview Tuesday that Kings Holdings would continue operating during its restructuring and pointed out that the estate, located on Chino Canyon Road, is still offering tours to fans of the King at the property they've sought to dub "Graceland West." Ms. Palank relates the two-acre desert estate, no "Blue Hawaii," is home to an approximately 5,000-square-foot, Spanish-style white stucco house with five bedrooms and seven bathrooms. Built in 1946 for the family behind the Jergen's skin care line, Elvis didn't move in until 1970, according to the Wall Street Journal's Developments blog. The singer dropped $85,000 for the home, where he went on to record eight songs. After his death in 1977, wife Priscilla Presley sold the property. According to Ms. Palank, Kings Holdings' president is Laura Whittier, who acquired the estate with husband Reno Fontana. Ms. Palank says a call to the estate went unreturned Tuesday. KINGS HOLDINGS: Voluntary Chapter 11 Case Summary ------------------------------------------------- Debtor: Kings Holdings 845 W Chino Canyon Road Palm Springs, CA 92262 Bankruptcy Case No.: 11-10143 Chapter 11 Petition Date: January 3, 2011 Court: United States Bankruptcy Court Central District Of California (Riverside) Judge: Deborah J. Saltzman Debtor's Counsel: Gary L. Harre, Esq. GLOBAL CAPITAL LAW PC 17111 Beach Blvd., Suite 100 Huntington Beach, CA 92647 Tel: (714) 907-4182 Fax: (714) 907-4175 E-mail: ghcmecf@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. The petition was signed by Laura Whittier, president. LAREDO PETROLEUM: Moody's Assigns 'Caa2' Rating to $300 Mil. Notes ------------------------------------------------------------------ Moody's assigned a Caa2 rating to Laredo Petroleum, Inc.'s proposed offering of $300 million of senior unsecured notes due 2019. Moody's also assigned a Caa1 Corporate Family Rating to Laredo. The rating outlook is stable. Proceeds from the notes offering will be used to repay all of Laredo's other outstanding debt, which consists of a $100 million term loan and $152.5 million of borrowings under the company's credit facility. Ratings Rationale "Laredo's Caa1 CFR reflects the small scale of the company's production and proven developed reserves and the expectation of rising leverage on production over the next several years as the company outspends cash flow" commented Jonathan Kalmanoff, Moody's Analyst. "The ratings are supported by the long history of the company's management team in the mid-continent region and the financial strength of its private equity sponsor". At November 30, 2010 (pro-forma for the proposed notes offering), debt/average daily production was $30,104/boe and debt/proven developed reserves was $13.22/boe. The ratings also consider the much larger scale of Laredo's total proven reserve base (which is 70% undeveloped), its geological diversification, an increasing focus on liquids production as the company develops its Wolfberry acreage, the company's large drilling inventory, and a focus on organic growth rather than growth through large acquisitions of reserves and production. The stable outlook reflects Moody's expectation that Laredo will maintain adequate liquidity as it outspends cash flow to develop its properties. In the future positive ratings action could result if average daily production were to increase from current levels of 10 mboe/d to above 15 mboe/d with debt / average daily production of less than $25,000/boe and trending downward, achieved through either organic growth or a large equity infusion. Negative ratings action could result if liquidity were to tighten due to unexpected production declines relative to debt funded capital spending, or a reduction in availability under the company's borrowing base credit facility. Laredo has adequate liquidity to meet its cash needs through the end of 2011. At September 30, 2010 pro-forma for the proposed notes offering and the December 30, 2010 equity contribution of $23 million from Warburg Pincus, the company will have $200 million of availability under its credit facility and $62 million of cash. This will provide an adequate margin of liquidity as Laredo outspends cash flow during 2011. The credit facility, which is being amended concurrently with the notes offering, has a $500 million commitment with a current borrowing base of $200 million. The borrowing base is re- determined semi-annually with the next re-determination scheduled for May 1, 2011. Financial covenants under the facility are EBITDAX/interest of not less than 2.5x and a current ratio of not less than 1.0x. At September 30, 2010 pro-forma, Laredo's EBITDAX/interest was 3.1x. There are no debt maturities until July 7, 2015, when the credit facility matures. As an additional source of liquidity, the company has $50 million remaining under an equity commitment from private equity sponsor Warburg Pincus which it could draw on at its discretion. Substantially all of Laredo's assets are pledged as security under the credit facility which limits the extent to which asset sales could provide a source of additional liquidity if needed. The Caa2 senior unsecured note rating reflects both the overall probability of default of Laredo, to which Moody's assigns a PDR of Caa1, and a loss given default of LGD5-72%. The size of the $200 million senior secured revolver's potential priority claim relative to the senior unsecured notes results in the notes being rated one notch beneath the Caa1 CFR under Moody's Loss Given Default Methodology. Laredo Petroleum, Inc., is an independent exploration and production company headquartered in Tulsa, OK. LDK SOLAR: Signs Pact for Minority Stake in Polysilicon Business ---------------------------------------------------------------- LDK Solar Co., Ltd., and its wholly owned polysilicon manufacturing subsidiaries entered into a definitive agreement with China Development Bank Capital Corporation Ltd., a wholly owned subsidiary of China Development Bank Corporation, Excel Rise Holdings Limited and Prosper East Limited, investment funds affiliated with China Construction Bank Corporation, and an investment fund affiliated with another major Chinese bank. Under terms of the agreement, the Investors agreed to subscribe to an aggregate amount of $240 million of series A redeemable convertible preferred shares of LDK Silicon & Chemical Technology Co., Ltd., a wholly owned subsidiary of LDK Solar incorporated in the Cayman Islands, which will, subject to the various PRC governmental approvals relating to foreign investments, hold and operate LDK Solar's polysilicon business. The preferred shares on an as-if-converted basis represent approximately 18.46% of the aggregate issued and outstanding share capital of the LDK Solar polysilicon subsidiary on a post-money basis. The preferred shares are convertible into the ordinary shares of the polysilicon subsidiary at the option of the holders at an initial conversion ratio of 1:1 basis, subject to customary anti-dilution provisions and to an investment internal rate of return of 23% for the fiscal year 2010 and 2011 as calculated by targeted net profit during such fiscal years. LDK Solar will be required to compensate the Investors with cash if it fails to achieve such net income targets; and the Investors will waive such compensation if the polysilicon subsidiary achieves a qualified IPO during 2011. The Investors have a redemption right against LDK Solar and its polysilicon subsidiary within a two-year period of the consummation of the investment at a redemption price equal to 100% of the subscription price plus a 23% annual internal rate of return, if there occurs certain material events of breaches prior to its qualified IPO or the polysilicon subsidiary fails to consummate a qualified IPO within the two-year period. The definitive agreement also gave the Investors certain veto rights over specified matters, right to access to certain information relating to the polysilicon business, and certain registration rights. The investment is subject to certain closing conditions, including governmental and corporate approvals of each party. As a part of restructuring of the LDK Solar polysilicon business for the above-mentioned investment, LDK Solar has recently completed the repurchase of the 15% ownership stake in its 15,000- metric-ton polysilicon plant from Jiangxi International Trust and Investment Co., Ltd. "We are very pleased with the continued support of our business from strong and reputable financial institutions," stated Xiaofeng Peng, Chairman and CEO of LDK Solar. "Attracting this premier group of investors speaks to our success in growing our polysilicon business as we vertically expand our manufacturing capabilities and ramp polysilicon production. We remain optimistic about the continued growth in our polysilicon business." Mr. Zhang Xuguang, President of CDBC, said: "New energy revolution is a technology transformation marked by the wide applications of direct utilization of natural energy. A successful new energy company in the future must have the following characteristics: superiority in technology, economics of scale and the ability to lower costs. We believe LDK Solar is a company with such capabilities, and the $240 million investment in LDK Silicon led by CDBC will continue to strengthen LDK Solar's leading position in the solar industry." Mr. Hu Zhanghong, CEO of CCB International, said: "The new energy sector has always represented a strong focus for CCB International, which has successfully completed numerous corporate finance, direct investment and financial advisory projects for companies in this sector over the years. Our investment in LDK Solar's polysilicon business represents a very important investment decision. We believe our investment in this world leading solar company will procure its ongoing rapid development, which will in turn contribute generally to the development of the new energy sector and the environmental protection." About CDB Investor China Development Bank is the largest and the most influential developmental financial institution in China. It is the only full service bank that provides the spectrum of investing, lending, bond issuing, leasing and brokerage nationwide. CDB is also the largest wholesale bank and the primary medium and long-term investment and financial services provider in China, with national economic development as one of its main business considerations. China Development Bank Capital Corporation Ltd. is a wholly-owned subsidiary of China Development Bank established in Aug 2009 with a registered capital of RMB35 billion, pursuant a special approval by the State Council. Currently CDBC is the only investment institution with a RMB investment license affiliated with Chinese banks and it maintains a unique and significant position within the CDB system. About CCB Investors Excel Rise Holdings Limited and Prosper East Limited are investment funds affiliated with CCB International Asset Management Limited and Shandong Peninsula Ocean Blue Economic Investment Company Limited. CCB International Asset Management Limited is a company incorporated in Hong Kong and wholly-owned by CCB International (Holdings) Limited. The entire issued share capital of CCB International (Holdings) Limited is beneficially owned by China Construction Bank Corporation. Shandong Peninsula Ocean Blue Economic Investment Company Limited is a company incorporated in the Cayman Islands as an exempted company and is jointly-owned by CCB International Assets Management Limited and Shandong Luxin High-Tech Industry Co., Ltd. About LDK Solar LDK Solar Co., Ltd. (NYSE: LDK) -- http://www.ldksolar.com/-- manufactures photovoltaic products and multicrystalline wafers. LDK Solar's headquarters and manufacturing facilities are located in Hi-Tech Industrial Park, Xinyu City, Jiangxi Province in the People's Republic of China. LDK Solar's office in the United States is located in Sunnyvale, California. The Company's balance sheet at December 31, 2009, showed US$4.384 billion in assets, US$3.507 billion of liabilities, and US$876.9 million of stockholders' equity. Going Concern Doubt As reported in the Troubled Company Reporter-Asia Pacific on July 6, 2010, LDK Solar said in its annual report on Form 20-F for the year ended December 31, 2009, that at yearend, the Company had a working capital deficit of US$833.6 million and an accumulated deficit of US$32.8 million. The Company said, "During the year ended December 31, 2009, we incurred a net loss of US$234.2 million [attributable to LDK Solar Co., Ltd. shareholders]. As of December 31, 2009, we had cash and cash equivalents of US$384.8 million, most of which are held by subsidiaries in China. Most of our short-term bank borrowings and current installments of our long-term debt totaling US$978.6 million are the obligations of these subsidiaries. We may also be required by the holders of our convertible senior notes to repurchase all or a portion of such convertible senior notes with an aggregate principal amount of US$400.0 million on April 15, 2011. These factors initially raised substantial doubt as to our ability to continue as a going concern. We are in need of additional funding to sustain our business as a going concern, and we have formulated a plan to address our liquidity problem." The Company cautioned that "we cannot assure you that we will successfully execute our liquidity plan. If we do not successfully execute such plan, we may have substantial doubt as to our ability to continue as a going concern." LEVEL 3 COMMS: John Ryan Owns 292,184 Shares of Common Stock ------------------------------------------------------------ In a Form 3 filing with the Securities and Exchange Commission on January 3, 2011, John Michael Ryan, EVP, CLO and secretary at Level 3 Communications Inc., disclosed that he directly beneficially owns 292,184 shares of common stock of the company and indirectly beneficially owns 59,596 shares. About Level 3 Communications Headquartered in Broomfield, Colorado, Level 3 Communications, Inc., is a publicly traded international communications company with one of the world's largest communications and Internet backbones. The Company's balance sheet at Sept. 30, 2010, showed $8.36 billion in total assets, $8.45 billion in total liabilities, and a stockholders' deficit of $86.0 million. Level 3 Communications carries a 'Caa1' corporate family rating, and 'Caa2' probability of default rating, with negative outlook from Moody's, a 'B-' issuer default rating from Fitch, and 'B-' long term issuer credit ratings from Standard & Poor's. LEWIS EQUIPMENT: Court Approves Sale of Assets to East Coast ------------------------------------------------------------ The Bankruptcy Court for the Northern District of Texas approved the sale of Lewis Equipment Company's assets to East Coast Hoist of Telford, Pennsylvania, according to reporting by KHL.COM. Assets sold include the main Grand Prairie yard and all paid assets of Lewis Equipment, including 16 tower cranes, eight hydraulic mobile cranes, two derrick cranes, all tractor-trailers and all rental contracts currently underway. A person with knowledge of the matter said the sale was supported by all banks involved in the Chapter 11 proceedings. Grand Prairie, Texas-based Lewis Equipment Company, Inc., operates a construction business. The Company and its affiliates filed for Chapter 11 on Sept. 18, 2009 (Bankr. N.D. Tex. Case No. 09-45785 to 09-45814). Davor Rukavina, Esq., at Munsch, Hardt, Kopf & Harr represents the Debtors in their restructuring efforts. In their petition, the Debtors estimated assets and debts both ranging from $100,000,001 to $500,000,000. LIONS GATE VENTURES: Voluntary Chapter 11 Case Summary ------------------------------------------------------ Debtor: Lions Gate Ventures, Inc. dba Lions Gate Ventures 750 S. Lincoln Avenue, #104-266 Corona, CA 92882 Bankruptcy Case No.: 11-10409 Chapter 11 Petition Date: January 5, 2011 Court: U.S. Bankruptcy Court Central District of California (Riverside) Debtor's Counsel: Terrell Proctor, Esq. 5950 Canoga Avenue, Suite 300 Woodland Hills, CA 91367 Tel: (818) 568-2515 Fax: (888) 509-0123 E-mail: proctorlaw2010@gmail.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The list of unsecured creditors filed together with its petition does not contain any entry. The petition was signed by John Lindley, president. LOEHMANN'S HOLDINGS: To Present Plan for Confirmation on Feb. 7 --------------------------------------------------------------- Loehmann's Holdings Inc. won approval for disclosures to its Chapter 11 reorganization plan, allowing it to move forward in soliciting creditor votes on the proposal. Prior to the hearing on the disclosure statement, Loehmann's filed with the U.S. Bankruptcy Court a Second Amended Joint Plan of Reorganization and related Disclosure Statement, according to BankruptcyData.com. The Disclosure Statement says that recoveries to creditors will be maximized by implementing the Plan -- than in a liquidation. The Plan provides, inter alia, for a $25 million equity investment in Loehmann's Holdings, Inc. pursuant to a rights offering. According to BankruptcyData, the official committee of unsecured creditors filed an objection to the Debtors' First Amended Disclosure Statement. Voting on the acceptance of the Plan by eligible creditors will close on February 2, 2011 at 12:00 p.m. A Court hearing to approve the Plan has also been scheduled for February 7, 2011. As part of the Joint Plan of Reorganization, the Company will receive a $25 million capital infusion upon emergence from chapter 11 through a rights offering to the Company's senior secured Class A Noteholders, which is being backstopped by Istithmar World and Whippoorwill Associates, Inc. Under the terms of the global settlement agreement between the parties, general unsecured creditors will receive a pro rata distribution consisting of cash in the aggregate amount of $2 million. About Loehmann's Holdings Bronx, New York-based Loehmann's Holdings, Inc., is a discount retailer with more than 60 stores. The Bronx, New York-based company is owned indirectly by Istithmar PJSC, an investment firm owned by the government of Dubai. Loehmann's filed for Chapter 11 bankruptcy protection on November 15, 2010 (Bankr. S.D.N.Y. Case No. 10-16077). It estimated its assets and debts at $100 million to $500 million. Affiliates Loehmann's Inc. (Bankr. S.D.N.Y. Case No. 10-16078), Loehmann's Operating Co. (Bankr. S.D.N.Y. Case No. 10-16079), Loehmann's Real Estate Holdings, Inc. (Bankr. S.D.N.Y. Case No. 10-16080), and Loehmann's Capital Corp. (Bankr. S.D.N.Y. Case No. 10-16081) filed separate Chapter 11 petitions. Frank A. Oswald, Esq., at Togut, Segal & Segal LLP, assist the Debtors in their restructuring efforts. Perella Weinberg Partners LP is the Debtors' investment banker and financial advisor. Clear Thinking Group LLC is the Debtors' restructuring adviser. Troutman Sanders LLP is the Debtor's special corporate counsel. Kurtzman Carson Consultants LLC is the Debtors' claims and notice agent. MAUI LAND: Three Directors Dispose of 3,079 Common Shares --------------------------------------------------------- In separate Form 4 filings with the Securities and Exchange Commission, three officers and directors at Maui Land & Pineapple Co Inc. disclosed that they disposed of shares of common stock of the company on January 3, 2011: Shares Beneficially Owned Director/Officer Amount Price After Transaction ---------------- ------ ----- ------------------ Ryan L. Churchill 918 $4.98 45,182 Adele H. Sumida 612 $4.98 39,366 Warren H. Haruki 1,549 $4.98 97,053 About Maui Land & Pineapple Company Maui Land & Pineapple Company, Inc. (NYSE: MLP) -- http://mauiland.com/-- is a landholding, real estate development and asset management company headquartered in Maui, Hawaii. The Company owns approximately 24,000 acres of land on Maui, including its principal development, the Kapalua Resort, a 1,650 acre master-planned, destination resort community. The Company's balance sheet at Sept. 30, 2010, showed $99.39 million total assets, $92.10 million in total current liabilities, $30.84 million in total long-term liabilities, and a stockholders' deficit of $23.54 million. * * * As reported in the Troubled Company Reporter on April 5, 2010, Deloitte & Touche LLP, in Honolulu, Hawaii, 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 and negative cash flows from operations and deficiency in stockholders' equity at December 31, 2009. MERUELO MADDUX: Unsecured Creditors Object to Ch. 11 Plans ---------------------------------------------------------- Bankruptcy Law360 reports that unsecured creditors have objected to three restructuring proposals offered in the bankruptcy of Los Angeles developer Meruelo Maddux Properties Inc., contending that none show potential to live up to their promises. The competing plans for Meruelo Maddux are: (1) The Company. -- The plan provides for the payment in full of all claims over time with interest. The secured claims will be paid interest only over the term of the Plan and the principal balance will be paid either through the sale of the property securing the claim or the refinance of the secured debt. PI shareholders will retain their shares in MMPI. General unsecured creditors will be paid within 30 days after the effective date with interest from the Petition Date at 5% per annum. Holders of unsecured claims will be paid in the full amount of their claims over 5 years from the effective date. (2) Lenders Legendary Investors Group No. 1 LLC and East West Bank. -- The plan's foundation is an $80 million recapitalization via a $5 million cash infusion by Legendary, conversion of about $65 million of debt to equity and a $10 million rights offering to holders of Meruelo Maddux existing common stock. East West will receive 70% to 80% of the stock of the reorganized company. Holders of unsecured claims will receive a cash payment equal to 100% of the amount of their allowed claims on the effective date, plus simple interest at 5% per annum for the period from the petition date through the date each allowed claim is paid. Interest will be at the Federal Judgment Rate if the creditors vote to reject the plan. Holders of the existing stock will receive 20% of the stock in the reorganized company. (3) Existing shareholders Charlestown Capital Advisors LLC and Hartland Asset Management Corp. -- Under the plan, MMPI will receive a $31 million cash investment from Charleston and Hartland-led investors and from a rights offering made available to existing MMPI shareholders. Non-insider general unsecured creditors will be paid in full with interest as soon as the plan becomes effective. Holders of secured claims will receive monthly interest payments at 5.25% for four years with full payment on the principal balance four years after the effective date. Reorganized MMPI will issue to existing holders of MMPI interests, if they elect to receive stock instead of cash, will receive up to 26% of the total stock of the reorganized company. Stockholders can also purchase up to 19% of the stock in an $8 million rights offering. The plan confirmation hearings are set to commence on Jan. 26, 2011, and will not conclude before Jan. 31, 2011. About Meruelo Maddux Meruelo Maddux and its affiliates filed for Chapter 11 protection on March 26, 2009 (Bankr. C.D. Calif. Lead Case No. 09-13356). Aaron De Leest, Esq., John J. Bingham, Jr., Esq., and John N. Tedford, Esq., at Danning Gill Diamond & Kollitz, represent the Debtors in their restructuring effort. The Debtors' financial condition as of December 31, 2008, showed $681,769,000 in assets and $342,022,000 of debts. MERUELO MADDUX: Wants to Use Cash Collateral Until June 30 ---------------------------------------------------------- Meruelo Maddux Properties Inc. and its debtor-affiliates ask the U.S. Bankruptcy Court for the Central District of California for authority to use cash collateral and maintain cash management system until June 30, 2011. The Debtors relates that, in October 2010, the Court approved a disclosure statement explaining a competing Chapter 11 plan of reorganization filed by the Debtor, Charlestown Capital Advisors LLC, Hartland Assets Management Corporation, Legendary Investors Group No. 1 LLC, and East West Bank. The plan confirmation hearings are set to commence on Jan. 26, 2011, and will not conclude before Jan. 31, 2011. The plan's effective date of any plan confirmed by the Court is not know at this time. The Debtor wanted to extend the use of cash collateral to June 30, 2011, which is expected to be after the effective date of any plan confirmed by the Court. The Debtors tell the Court that they require to use cash collateral to maintain their real properties and continue operations. The Court's prior authorizes the use of cash collateral until Jan. 31, 2011. As adequate protection, the cash collateral creditors will be granted a replacement lien in its respective postpetition cash collateral, with the same force, effect, validity and priority of the liens, among other things. The cash collateral creditors are: * 1248 Figueroa Street LLC, * Bank of America, * Well Fargo Bank N.A., * California Bank & Trust, * Cathay Bank, * Chinatrust Bank, USA, * City National Bank, * East West Bank, * Legendary Investor Group No. 1 LLC, * Yoshiaki Murakami and Fumiko Murakami, * Pacific Commerce Bank, and * The Stanford Group LP. A hearing is set for Jan. 30, 2011, at 2:30 p.m., in Courtroom 301 at 21041 Burbank Boulevard in Woodland Hills, California, to consider approval of the request. About Meruelo Maddux Meruelo Maddux and its affiliates filed for Chapter 11 protection on March 26, 2009 (Bankr. C.D. Calif. Lead Case No. 09-13356). Aaron De Leest, Esq., John J. Bingham, Jr., Esq., and John N. Tedford, Esq., at Danning Gill Diamond & Kollitz, represent the Debtors in their restructuring effort. The Debtors' financial condition as of December 31, 2008, showed $681,769,000 in assets and $342,022,000 of debts. MIDWAY GAMES: Liquidating Trustee Begins Filing Avoidance Actions ----------------------------------------------------------------- NetDockets reports that the trustee for the liquidating trust of Midway Games Inc., Buchwald Capital Advisors LLC, has begun filing avoidance actions seeking to recover certain transfers made by Midway to creditors in the months before its February 2009 chapter 11 bankruptcy filing. According to the report, Midway Games utilized bankruptcy protection to sell substantially all of its assets and ultimately confirmed a plan of liquidation in May 2010. The report relates that pursuant to that plan of liquidating, the liquidating trust was created to pursue remaining rights of Midway's bankruptcy estate and distribute any proceeds to Midway's remaining creditors. Thus far, netDockets notes, the Buchwald Capital has filed over 40 avoidance actions. Each action seeks to recover pre-bankruptcy transfers made to a specific creditor, the report says. The complaints generally assert five claims against the subject creditors: * Recovery of certain transfers made in the 90 days prior to the bankruptcy filing as preferential transfers pursuant to sections 547 and 550 of the Bankruptcy Code * Recovery of certain transfers made in the two years prior to the bankruptcy filing as fraudulent transfers pursuant to section 548 and 550 of the Bankruptcy Code * Recovery of certain transfers made in the two years prior to the bankruptcy filing as fraudulent transfers pursuant to section 544 and 550 of the Bankruptcy Code and sections 1304, 1307 and 1308 of the Delaware Fraudulent Transfer Act * Recovery of certain transfers made in the two years prior to the bankruptcy filing as fraudulent transfers pursuant to section 544 and 550 of the Bankruptcy Code and sections 1305, 1307 and 1308 of the Delaware Fraudulent Transfer Act * Disallowance of claims filed, or which may be filed, by creditors pursuant to sections 502(d), 506, 544, 547, 548 and 550 of the Bankruptcy Code and rules 3007, 3012, and 7001 of the Federal Rules of Bankruptcy Procedure Netdockets says that the complaints also allege that Midway (and/or the appropriate affiliate entity) was insolvent during the period of the transfers. The report relates that in support of that allegation, the complaints allege that Midway generated annual operating losses for every year since 2000 on a consolidated basis and Midway's liabilities exceeded its assets (again, on a consolidated basis) by approximately $159 million as of December 31, 2008 ($337.3 million in liabilities versus $178.3 million in assets). About Midway Games Headquartered in Chicago, Illinois, Midway Games Inc. (OTC Pink Sheets: MWYGQ) -- http://www.midway.com/-- was a leading developer and publisher of interactive entertainment software for major videogame systems and personal computers. The Company and nine of its affiliates filed for Chapter 11 protection on February 12, 2009 (Bankr. D. Del. Lead Case No. 09-10465). Michael D. DeBaecke, Esq., Jason W. Staib, Esq, and Headquartered in Chicago, Illinois, Midway Games Inc. (OTC Pink Sheets: MWYGQ) -- http://www.midway.com/-- was a leading developer and publisher of interactive entertainment software for major videogame systems and personal computers. The Company and nine of its affiliates filed for Chapter 11 protection on February 12, 2009 (Bankr. D. Del. Lead Case No. 09-10465). Michael D. DeBaecke, Esq., Jason W. Staib, Esq, and Victoria A. Guilfoyle, Esq., at Blank Rome LLP, in Wilmington, Delaware; and Marc E. Richards, Esq., and Pamela E. Flaherty, Esq., at Blank Rome LLP, in New York, represent the Debtors in their restructuring efforts. Attorneys at Milbank, Tweed, Hadley & McCloy LLP and Richards, Layton & Finger, P.A. represent the official committee of unsecured creditors as counsel. Epiq Bankruptcy Solutions, LLC, is the Debtors' claims, noticing, and balloting agent. On July 10, 2009, Midway and certain of its U.S. subsidiaries completed the sale of substantially all of their assets to Warner Bros. Entertainment Inc. in a sale approved by the Court. The aggregate gross purchase price was roughly $49 million, including the assumption of certain liabilities. Midway is disposing of its remaining assets. MILESTONE TARRANT: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Milestone Tarrant, LLC 9220 Edgeworth Drive Capitol Heights, MD 20743 Bankruptcy Case No.: 11-10038 Chapter 11 Petition Date: January 3, 2011 Court: United States Bankruptcy Court District of Maryland (Greenbelt) Judge: Paul Mannes Debtor's Counsel: Stephen W. Nichols, Esq. COOTER, MANGOLD, DECKELBAUM & KARAS, LLP 5301 Wisconsin Avenue, NW, Suite 500 Washington, DC 20015 Tel: (202) 537-0700 Fax: (202) 364-3664 E-mail: efiling@cootermangold.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/mdb11-10038.pdf The petition was signed by Richard Ross, managing member. MR. WIZARD: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Mr. Wizard Car Wash LLC 327 West Cedar Street Kennett Square, PA 19348 Bankruptcy Case No.: 11-10017 Chapter 11 Petition Date: January 3, 2011 Court: United States Bankruptcy Court Eastern District of Pennsylvania (Philadelphia) Judge: Magdeline D. Coleman Debtor's Counsel: Eugene A. Steger, Jr., Esq. EUGENE STEGER & ASSOCIATES PC 411 Old Baltimore Pike Chadds Ford, PA 19317 Tel: (610) 388-7737 E-mail: esteger@stegerlaw.net Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/paeb11-10017.pdf The petition was signed by Gary Regester, owner/manager. Debtor-affiliate that filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- Gary and Joyce Regester 10-30496 12/02/10 NATION ENERGY: Files 10-Q for Q3 of 2008; $73,507 Loss Reported --------------------------------------------------------------- Nation Energy Inc. filed its quarterly report on Form 10-Q, on January 5, 2011, for the quarter ended September 30, 2008. The Company reported a net loss of $73,507 on $0 of revenue for the three months ended September 30, 2008, compared to a $32,678 net loss on $56,986 of revenue during the same period of the prior year. As of September 30, 2008, the Company had $1,236,540 in total current assets, $1,490,896 in total current liabilities and $254,356 in stockholders' deficit. About Nation Energy Inc. Based in Vancouver, Canada, Nation Energy, Inc., currently have no business and operates as a shell company. The Company is in the process of evaluating the merits of joint venture opportunities in the resource sector. The Company sold all of its oil and gas operations effective June 1, 2008. StartSchenkein, LLP, in Denver, Colorado, expressed substantial doubt about Nation Energy's ability to continue as a going concern following the Company's results for the fiscal year ended March 31, 2008. The independent auditors noted that the Company has suffered recurring losses from operations, has no current source of operating revenues, and needs to secure financing to remain a going concern. The Company's balance sheet as of March 31, 2008, showed US$1.70 million in total assets, US$2.27 million in total liabilities, and a stockholders' deficit of US$570,756. NEVADA STAR: Creditor to Seek Liquidation Plan Approval ------------------------------------------------------- American Bankruptcy Institute reports that a secured creditor of Nevada Star LLC will seek approval of its liquidation plan while two parties fight over ownership of the Debtor. Beverly Hills, California-based Nevada Star, LLC, filed for Chapter 11 protection on April 26, 2010 (Bankr. C.D. Calif. Case No. 10-26188). Michael Jay Berger, Esq., who has an office in Beverly Hills, California, represents the Debtor. The Company disclosed $22,274,634 in assets and $12,191,750 in liabilities as of the Petition Date. OAKLAND HILLS: Case Summary & 7 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Oakland Hills, L.P. 3310 N. Capital of Texas Highway, Suite 200 Austin, TX 78746 Bankruptcy Case No.: 11-10031 Chapter 11 Petition Date: January 3, 2011 Court: United States Bankruptcy Court Western District of Texas (Austin) Judge: H. Christopher Mott Debtor's Counsel: William A. (Trey) Wood, III, Esq. BRACEWELL & GIULIANI LLP 711 Louisiana, Suite 2300 Houston, TX 78002-2781 Tel: (713) 222-2300 Fax: (713) 221-1212 E-mail: trey.wood@bracewellgiuliani.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/txwb11-10031.pdf The petition was signed by Robert D. wunsch, sole member of Debtor's general partner. OREGON CONTRACTORS: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Oregon Contractors Workers Compensation Trust, Inc. Attn: Jim Elledge 1750 Creekside Oaks Dr #200 Sacramento, CA 95833 Bankruptcy Case No.: 11-30022 Chapter 11 Petition Date: January 3, 2011 Court: United States Bankruptcy Court District of Oregon Judge: Trish M. Brown Debtor's Counsel: Albert N. Kennedy, Esq. Michael W. Fletcher, Esq. TONKON TORP LLP 888 SW 5th Ave #1600 Portland, OR 97204 Tel: (503) 802-2013 (503) 802-2169 E-mail: al.kennedy@tonkon.com michael.fletcher@tonkon.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/orb11-30022.pdf The petition was signed by Rob Yorke, board president. PAMPAS PALO ALTO: Files for Bankruptcy Protection ------------------------------------------------- Pampas Palo Alto, LLC, filed for Chapter 11 protection on Jan. 3, 2011 in San Jose, California (Bankr. N.D. Calif. Case No. 11- 50029), disclosing assets and debts of $1 million to $10 million. Pampas Palo Alto LLC is the operator of a "modern" Brazilian churrasco restaurant located in the heart of downtown Palo Alto, California. It is majority-owned by co-proprietors Timothy and Masumi Reynders and features chefs Anna Marie Bayonito and Nicole Baverso and consulting executive pastry chef Marisa Churchill, according to the restaurant's website. netDockets reports that while bankruptcy court filings state that Pampas "is in serious financial condition and is unable to continue without debt relief," they are silent as to whether the restaurant plans to close. The report relates that as of this evening, OpenTable was still accepting new reservations for the restaurant for tables this weekend. John Walshe Murray, Esq., at Law Offices of Murray and Murray, in Cupertino, California, represents the Debtor. PAMPAS PALO ALTO: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Pampas Palo Alto, LLC 529 Alma Street Palo Alto, CA 94301 Bankruptcy Case No.: 11-50029 Chapter 11 Petition Date: January 3, 2011 Court: United States Bankruptcy Court Northern District of California (San Jose) Judge: Charles Novack Debtor's Counsel: John Walshe Murray, Esq. LAW OFFICES OF MURRAY AND MURRAY 19400 Stevens Creek Blvd. #200 Cupertino, CA 95014-2548 Tel: (650) 852-9000 E-mail: jwmurray@murraylaw.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/canb11-50029.pdf The petition was signed by Timothy Reynders, manager. PARKER MEMORIAL: Case Summary & 18 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Parker Memorial Baptist Church 1601 Norbeck Road Silver Spring, MD 20906 Bankruptcy Case No.: 10-39217 Chapter 11 Petition Date: December 31, 2010 Court: United States Bankruptcy Court District of Maryland (Greenbelt) Judge: Wendelin I. Lipp Debtor's Counsel: Rowena Nicole Nelson, Esq. LAW OFFICE OF ROWENA N. NELSON & ASSOC. 1801 McCormick Drive, Suite 150 Largo, MD 20774 Tel: (301) 358-3348 Fax: (877) 728-7744 E-mail: rnelson@rnnlawmd.com Scheduled Assets: $391,790 Scheduled Debts: $1,811,941 A list of the Company's 18 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/mdb10-39217.pdf The petition was signed by Damone Williams, chair of trustees. PATIENT SAFETY: Agrees to Deliver Shares to AGP Creditor -------------------------------------------------------- On December 30, 2010, Patient Safety Technologies, Inc. entered into a Settlement Agreement, dated as of December 27, 2010. The parties to the Agreement other than the Company are Ault Glazer Capital Partners, LLC, Zealous Asset Management, LLC and certain of its affiliates, Milton "Todd" Ault III and a creditor to AGCP who also is a shareholder of the Company. The former relationship of Mr. Ault and AGCP to the Company have been previously disclosed in the Company's public filings. The Agreement relates to: (i) the Company's previously disclosed Amendment and Early Conversion agreement, dated September 5, 2008, between the Company and AGCP and the related and previously disclosed Secured Convertible Promissory Note dated on or about August 10, 2008 and a related and previously disclosed Advancement Agreement between the same parties dated September 12, 2008, under which there was an original principal balance of $2,530,558 and which provided, subject to certain conditions, that the entire principal balance owing under the Note would be converted into 1,300,000 shares of the Company's common stock and other consideration, all but 500,000 of which shares of the Company's common stock, were previously delivered to AGCP; (ii) a judgment obtained against AGCP by AGCP Creditor in a separate lawsuit, which lawsuit is completely unrelated to' the Company, with respect to which, as the Company previously disclosed, AGCP Creditor procured a Writ of Execution from the United States District Court, Central District of California, and a Notice of Levy to levy upon the Company against all stock of the Company that the Company owed to AGCP; and (iii) a previously disclosed case currently pending before the Superior Court of California, County of Orange, Central Justice Center, entitled "Zealous Asset Management, LLC v. Patient Safety Technologies, et. al", Case No. 00424948 concerning, among other things, the Note Documents, as well as 2,600 shares of our Series A Preferred Stock and certain dividends thereon. In broad terms the Agreement provides that the Company will deliver to AGCP Creditor the Shares that, as the Company has previously disclosed, it conditionally owed to AGCP, and AGCP dismisses the Action as against the Company and, upon receiving the Shares, AGCP Creditor terminates the Writ and Levy and agrees that its judgment against AGCP is satisfied. In addition, the Note Documents and the liabilities thereunder are deemed satisfied and extinguished. As a result of the fact that the Company was carrying a liability in connection with the Note Documents of approximately $1.42 million and the fair value of the Shares being less than the face amount of such liability, the Company expects to record a non-cash gain as a result of the Agreement. No liability was admitted by the Company in connection with the Agreement. Generally, the material terms of the Agreement become effective when the Company delivers the Shares to AGCP Creditor and makes a cash payment of $16,000 to counsel for AGCP. Shortly after the Effective Date, AGCP will dismiss the causes of action in the Action related to the Note Documents and grant certain releases and covenants not to sue. In addition, the causes of action in the Action related to the Series A Preferred will be dismissed when the Company either (i) interpleads $9,100 of dividends currently due on such shares or (ii) an agreement is reached as to such shares between various persons other than the Company as to such dividends and the disposition of the Series A Preferred. The Agreement also contains provision pertaining to future dividends that may be paid on the Series A Preferred. As of December 31, 2010, the $16,000 in cash and the Shares have been delivered as required by the Agreement. The Company expects to interplead the dividends within the time frame required by the Agreement unless the parties to the dispute regarding the Series A Preferred reach a separate agreement first. Accordingly, the material terms of the Agreement will shortly be effective. Generally, upon the Effective Date, ZAM, AGCP, Mr. Ault and certain related parties grant the Company and its related persons general releases and covenants not to sue regarding the Action and all other claims, except that the causes of action in the Action regarding the Series A Preferred are only released when the interpleader is effected. The Company also grants releases and covenants not to sue to the same parties in connection with certain provisions in the Note Documents, which provide for payments of amounts to the Company under certain circumstances, which amounts the Company does not consider to be of material value. The Agreement also contains customary representations and warranties, remedy provisions and other provisions typical of settlement and release agreements. The Agreement also settles various matters, subject to the terms and conditions of the Agreement, between parties to the Agreement other than the Company, which terms are not summarized herein because they are not related to or do not affect the Agreement as to, the Company. About Patient Safety Technologies Patient Safety Technologies, Inc. (OTC: PSTX) -- http://www.surgicountmedical.com/-- through its wholly owned operating subsidiary SurgiCount Medical, Inc., provides the Safety-Sponge(TM) System, a system designed to improve the standard of patient care and reduce health care costs by preventing the occurrence of surgical sponges and other retained foreign objects from being left inside patients after surgery. RFOs are among one of the most common surgical errors. The Company's balance sheet at Sept. 30, 2010, showed $12.02 million in total assets, $10.10 million in total liabilities, and a stockholders' equity of $1.92 million. * * * In its March 31, 2010 report, Squar, Milner, Peterson, Miranda & Williamson, LLP, in San Diego, California, noted that the Company's significant recurring net losses through December 31, 2009, and significant working capital deficit as of December 31, 2009, raise substantial doubt about the Company's ability to continue as a going concern. PHOENIX FOOTWEAR: Inks Distribution Agreement With Canada Shoe -------------------------------------------------------------- On December 28, 2010, Phoenix Footwear Group Inc. entered into an exclusive distribution agreement with Canada Shoe (1998) Corp. The agreement grants Canada Shoe an exclusive right to distribute Trotters and SoftWalk branded footwear and related products in Canada. The agreement is effective on January 1, 2011, for an initial term of three years, with a three-year renewal option subject to the mutual agreement of both parties. The Distributor's exclusivity under the agreement is subject to its satisfaction of certain minimum annual performance and advertising requirements. As part of the agreement, the Distributor will purchase the Company's current inventory located in Montreal, Canada. The Company plans to sell this remaining inventory for approximately $200,000. The Agreement also provides for a 20% royalty payable to the Company on subsequent inventory purchases by the Distributor. The agreement contains customary mutual confidentiality and indemnification provisions. As previously disclosed, the parties had entered into a letter of understanding for this transaction on October 27, 2010, which contemplated entering into this definitive agreement. This agreement follows the same terms contemplated and disclosed in connection with the letter of understanding. A full-text copy of the Distribution Agreement is available for free at http://ResearchArchives.com/t/s?71d4 About Phoenix Footwear Based in Carlsbad, California, Phoenix Footwear Group, Inc. (NYSE Amex: PXG) specializes in quality comfort women's and men's footwear with a design focus on fitting features. Phoenix Footwear designs, develops, markets and sells footwear in a wide range of sizes and widths under the brands Trotters(R), SoftWalk(R), and H.S. Trask(R). The brands are primarily sold through department stores, leading specialty and independent retail stores, mail order catalogues and internet retailers and are carried by approximately 650 customers in more than 900 retail locations throughout the U.S. Phoenix Footwear has been engaged in the manufacture or importation and sale of quality footwear since 1882. The Company's balance sheet at October 2, 2010, showed $10,837,000 in total assets, $6,760,000 in total liabilities, and $4,077,000 in stockholders' equity. As reported by the Troubled Company Reporter on November 29, 2010, the Company said in its quarterly report on Form 10-Q for the period ended October 2, 2010, that the severe global recession has been challenging during the past two years and has dramatically affected the Company's business as it is dependent on consumer demand for its products. During this time, the Company has faced significant working capital constraints as the result of the decline in sales, expenditures, and obligations associated with its restructuring and diminished borrowing capacity. These factors, together with net losses and negative cash flows during the past three fiscal years, raise substantial doubt about the Company's ability to continue as a going concern. PHILADELPHIA RITTENHOUSE: Court Moves Schedules Filing Deadline --------------------------------------------------------------- The Hon. Stephen Raslavich of the U.S. Bankruptcy Court for the Eastern District of Pennsylvania extended, at the behest of Philadelphia Rittenhouse Developer, L.P., the deadline for the filing of schedules of assets and liabilities and statement of financial affairs until January 27, 2011. The deadline for the filing of schedules was initially January 13, 2011. The Debtor asked for an additional 14 days to accurately determine its assets and liabilities. The Debtor is in the process of compiling the information necessary to complete the Schedules. Philadelphia, Pennsylvania-based Philadelphia Rittenhouse Developer, L.P., owns and operates Ten Rittenhouse Square, a 33- storey Robert A.M. Stern designed building overlooking Rittenhouse Square in Philadelphia. It filed for Chapter 11 bankruptcy protection on December 30, 2010 (Bankr. E.D. Pa. Case No. 10- 31201). Albert A. Ciardi, III, Esq., at Ciardi Ciardi & Astin, P.C., serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $100 million to $500 million. POLI-GOLD LLC: Wants to Borrow $100,000 to Pay Operating Expenses ----------------------------------------------------------------- Poli-Gold, L.L.C., in an amended motion, asks the U.S. Bankruptcy Court for the District of Arizona for permission to obtain a loan of up to $100,000 from the Debtor's manager, the Polidori Family Trust, to fund short term cash needs of the Debtor. The Loan will be interest free and will mature on the earlier of confirmation of the Debtor's Chapter 11 Plan of Reorganization or 12 months from the date of the initial advance. The DIP Loan will be unsecured and treated as an allowed administrative expense claim under 11 U.S.C. Sections 364(b) and 503(b)(1) About Poli-Gold Fort Mohave, Arizona-based Poli-Gold, LLC, owns a cabin and RV resort in Panguitch, Utah. It also owns a commercial building/warehouse/storage facility in Fort Mohave, Arizona, as well as a commercial property in Lake Havasu City, Arizona, and some vacant lots in Kingman, Arizona. Poli-Gold filed for Chapter 11 bankruptcy protection on November 17, 2010 (Bankr. D. Ariz. Case No. 10-37018). Engelman Berger, P.C., serves the Debtor as bankruptcy counsel. In its schedules, the Debtor disclosed assets of $30,384,943 and liabilities of $14,401,515 as of the petition date. POLI-GOLD LLC: Files New List of Largest Unsecured Creditors ------------------------------------------------------------ Poli-Gold, L.L.C., has filed with the U.S. Bankruptcy Court for the District of Arizona a new list of its largest unsecured creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Philadelphia Insurance Insurance premiums $14,364.56 P.O. Box 70251 Philadelphia, PA 19176 The Hartford Insurance Co. P.O. Box 2907 Hartford, CT 06104-2907 Auto Insurance $5,633.00 Auto Owners Insurance P.O. Box 303015 Lansing, MI 48909 Property Insurance $5,444.00 Campbell, Jones & Co. 7848 W. Sahara Avenue Las Vegas, NV 89117 Tax Services $2,300.00 U.S. Environmental Potential claim for Unknown Protection Agency findings of violation Region 8 and order for compliance 1595 Wynkoop Street re Panguitch, Utah Denver, CO 80202-1129 property Philadelphia Insurance and the U.S. Environmental Protection Agency Region 8 were added to the list. Claim amounts for The Hartford Insurance Co. and Auto Owners Insurance were updated. Fort Mohave, Arizona-based Poli-Gold, LLC, owns a cabin and RV resort in Panguitch, Utah. It also owns a commercial building/warehouse/storage facility in Fort Mohave, Arizona, as well as a commercial property in Lake Havasu City, Arizona, and some vacant lots in Kingman, Arizona. Poli-Gold filed for Chapter 11 bankruptcy protection on November 17, 2010 (Bankr. D. Ariz. Case No. 10-37018). Engelman Berger, P.C., serves the Debtor as bankruptcy counsel. In its schedules, the Debtor disclosed assets of $30,384,943 and liabilities of $14,401,515 as of the petition date. PRESIDIO INC: S&P Assigns Corporate Credit Rating at 'B+' --------------------------------------------------------- Standard & Poor's Ratings Services said it assigned a 'B+' corporate credit rating to Greenbelt, Md.-based Presidio Inc. The outlook is stable. At the same time, S&P assigned a 'B+' rating to the company's $200 million senior secured term loan, with a recovery rating of '3', indicating S&P's expectation for meaningful (50%-70%) recovery in the event of a payment default. The company used the total debt proceeds, which included a partial drawdown under a $150 million accounts receivable securitization facility (currently unrated), to refinance existing debt, pay a dividend to shareholders, and for general corporate purposes. "The rating reflects Presidio's narrow market focus, leveraged financial profile, and S&P's view that the company's private- equity ownership structure is likely to preclude sustained deleveraging," said Standard & Poor's credit analyst Martha Toll- Reed. With fiscal 2010 revenues of approximately $1 billion, Presidio provides professional and managed services, focused on data networking, data center virtualization, collaboration, and network security. The company has expanded rapidly since its founding in 2003 through a combination of organic growth and acquisitions. Its geographic presence is limited to east of the Mississippi (and including Texas and Oklahoma). However, Presidio does not have any significant customer concentration. While its revenue base includes the resale of hardware and related products, less than half of the company's revenue base and the bulk of operating earnings derive from its project-based services, ranging from solution design, implementation, and testing through remote network monitoring. Presidio's weak business risk profile reflects its narrow market focus and related supplier concentration, modest share within the larger IT services market, relative lack of geographic diversity, and modest but consistent operating margins. "Nevertheless," added Ms. Toll-Reed, "S&P expects the company's focus on and technical expertise in data networking, as well as expected near-term revenue growth, will enable Presidio to maintain adjusted EBITDA margins of about 7%, comparable to peers in the value-added IT reseller market." REALOGY CORP: Default Rating Now 'Caa3/LD' After Debt Exchange -------------------------------------------------------------- Moody's Investors Service changed the Probability of Default Rating of Realogy Corporation to Caa3/LD (indicating a limited default) from Caa3 following the closing of its debt exchange offer. The exchange offer was considered a distressed exchange by Moody's. Moody's also affirmed the Caa2 Corporate Family Rating and SGL-4 Speculative Grade Liquidity Rating and assigned Caa3 and Ca ratings, respectively, to the senior unsecured notes and senior subordinated notes issued in the exchange. The rating outlook remains stable. In connection with the exchange transaction, approximately $2.7 billion of aggregate principal amount of existing senior and subordinated notes maturing in 2014 and 2015 were exchanged for new senior and subordinated notes maturing in 2017 and 2018. While the exchange transaction improved the debt maturity profile, financial leverage remained unchanged. Total interest expense is expected to remain relatively flat though cash interest expense will increase in 2011 because of the reduction in toggle notes in the capital structure. The toggle notes convert to cash interest pay in 2012. Post-exchange, about 1/3rd of the debt capitalization (excluding securitizations) consists of subordinated debt compared to about 12% before the exchange. Most of the subordinated debt is in the form of convertible notes. Realogy also announced that it received the required consents for certain amendments to the indentures of the existing Senior Cash Notes due 2014 and the existing Senior Toggle Notes due 2014 to remove substantially all restrictive covenants and certain default provisions. Despite the differing covenant protections, all of the senior notes in the post-exchange capital structure are rated Caa3 (LGD 3, 43%) reflecting their senior unsecured status and guarantees by substantially all of the operating subsidiaries (excluding the securitization subsidiaries). The LD designation anticipates that Realogy and Apollo may continue to complete distressed exchanges over the near term. In approximately three business days, Moody's will remove the LD designation from the Probability of Default Rating. Moody's revised this rating: * Probability of Default rating, to Caa3/LD from Caa3 Moody's assigned these ratings (LGD assessments): * $492 million 11.5% senior unsecured notes due 2017, Caa3 (LGD 3, 43%) * $130 million 12% senior unsecured notes due 2017, Caa3 (LGD 3, 43%) * $2.1 billion 11% senior subordinated convertible notes due 2018, Ca (LGD 4, 69%) Moody's affirmed these ratings (LGD assessments revised): * $750 million senior secured revolving credit facility due 2013, B1 (to LGD 2, 10% from LGD 1, 9%) * $3.1 billion senior secured term loan due 2013, B1 (to LGD 2, 10% from LGD 1, 9%) * $257 million senior secured synthetic letter of credit facility due 2013, B1 (to LGD 2, 10% from LGD 1, 9%) * $650 million 2nd lien term loan due 2017, Caa2 (to LGD 3, 32% from LGD 3, 30%) * $64 million (down from $1.7 billion) senior unsecured cash pay notes due 2014, Caa3 (to LGD 3, 43% from LGD 4, 54%) * $49 million (down from $470 million) senior unsecured toggle notes due 2014, Caa3 (to LGD 3, 43% from LGD 4, 54%) * $190 million (down from $875 million) senior subordinated notes due 2015, to Ca (LGD 4, 69% from LGD 5, 81%) * Corporate family rating, Caa2 * Speculative grade liquidity, SGL-4 Ratings Rationale The Caa2 Corporate Family Rating and Caa3 Probability of Default Rating reflects very high leverage, negative free cash flow, covenant compliance concerns, and uncertainty regarding the timing of a recovery of the residential housing market in the US. Moody's expects Debt to EBITDA (before Moody's standard adjustments) of over 14 times for the 2010 calendar year. The exchange offer improved the maturity profile of the senior and subordinated debt, but Realogy still has a $3.1 billion term loan maturing in 2013. The company recently disclosed that due to the weak housing market and covenant step downs, continued compliance with credit facility covenants for the quarter ended March 31, 2011 will require Realogy to complete a further refinancing or restructuring of its secured debt or receive an equity cure. Realogy stated that it is seeking to achieve such a refinancing, restructuring or equity cure prior to March 31, 2011. The Caa2 CFR continues to reflect Moody's view that current debt levels are unsustainable and that a substantial reduction in debt levels will be required to stabilize the capital structure. The stable outlook anticipates a decline in Adjusted EBITDA in the fourth quarter of 2010 and moderate profitability growth in fiscal 2011. Realogy's results in the first half of 2010 benefited from higher consumer confidence levels and home sale purchases stimulated by the home buyers tax credit, which required a binding contract to purchase a home by April 30, 2010. Home sale volumes declined sharply on a year over year basis in the third quarter of 2010 and volumes should remain weak in the fourth quarter of 2010. Moody's base case forecast anticipates moderate profitability growth in 2011 driven by modest revenue growth (weighted towards the back half of 2011) and the realization of cost reductions initiated in 2010. The ratings or outlook could be pressured if the housing market downturn continues into 2011 leading to a further material decline in Realogy's profitability and liquidity. Given the company's weak credit metrics and significant debt maturities in 2013, the ratings are unlikely to be upgraded until the company meaningfully reduces leverage through a balance sheet restructuring. Realogy Corporation is a leading global provider of real estate and relocation services. Realogy is substantially owned and controlled by an affiliate of Apollo Management, L.P., and reported revenues of about $4.2 billion in the twelve months ended September 30, 2010. RICHARD KLARCHEK: Files Schedules of Assets and Liabilities ----------------------------------------------------------- Richard J. Klarchek filed with the U.S. Bankruptcy Court for the Northern District of Illinois his schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $6,900,000 B. Personal Property $12,175,553 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $12,604,573 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $40,381,259 ----------- ----------- TOTAL $19,075,553 $52,985,832 Chicago, Illinois-based Richard J. Klarchek filed for Chapter 11 bankruptcy protection on October 6, 2010 (Bankr. N.D. Ill. Case No. 10-44866). The Debtor estimated his assets at $10 million to $50 million and debts at $50 million to $100 million as of the Petition Date. Gregory K. Stern, Esq., Monica C. O'Brien, Esq., James E. Hausler, Esq., and Christina M. Riepel, Esq., at Gregory K. Stern, P.C., represent the Debtor as bankruptcy counsel. Affiliates Greenwood Estates MHC, LLC (Bankr. N.D. Ill. Case No. 10-33988) and Sterling Estates, LLC (Bankr. N.D. Ill. Case No. 10-22319) filed separate Chapter 11 petitions. QOC I LLC: Bankruptcy Court Dismisses Chapter 11 Case ----------------------------------------------------- As reported in the Troubled Company Reporter on December 15, 2010, the U.S. Bankruptcy Court for the Southern District of Florida entered an order approving the settlement between QOC I, LLC, and Wells Fargo Bank NA that will send substantially all of QOC's assets to a Wells Fargo affiliate and wrap up its Chapter 11 case. Following approval of the settlement motion, which approval order provides for the ex-parte dismissal of the Debtor's case, and upon verification that all fees due and owing to the United States Trustee have been paid and satisfied in full, the Bankruptcy Court entered on December 29, 2010, its order dismissing the Debtor's Chapter 11 case. About QOC I LLC Boca Raton, Florida-based QOC I LLC owns previously issued life insurance policies purchased in the life settlement market. QOC I filed for Chapter 11 bankruptcy protection on October 1, 2010 (Bankr. S.D. Fla. Case No. 10-40153). Attorneys at Genovese Joblove & Battista, P.A., serve as counsel to the Debtor. The Debtor estimated its assets and debts at $100 million to $500 million as of the Petition Date. REDDY ICE: DOJ Ends Investigation; Special Committee Disbanded -------------------------------------------------------------- Reddy Ice Holdings, Inc. has been notified by the Antitrust Division of the Department of Justice that documents and materials seized by the Division or provided to the Division by the Company in connection with the criminal investigation of the packaged ice industry will be returned to the Company. This action by the Division normally indicates the conclusion of an investigation, and counsel for the Company has been advised that the criminal investigation into antitrust violations in the packaged ice industry has been formally closed by the Division. In light of the conclusion of the criminal investigation into the packaged ice industry and the determination by the Division to take no action against the Company or any of its current or former employees, the special committee of the Board of Directors, formed on March 6, 2008 in response to that investigation, has been formally disbanded, effective January 3, 2011. In a separate news, Ben D. Key, former Executive Vice President - Sales and Marketing, has voluntarily resigned from the Company; his resignation is effective as of February 28, 2011. About Reddy Ice Reddy Ice Holdings, Inc. -- http://www.reddyice.com/-- manufactures and distributes packaged ice in the United States. The company serves variety of customers in 31 states and the District of Columbia under the Reddy Ice brand name. * * * As reported by the Troubled Company Reporter on August 17, 2010, Moody's Investors Service lowered Reddy Ice Holdings' corporate family and probability-of-default ratings to B3 from B2, and its $12 million senior discount notes due 2012 to Caa2 from Caa1. Moody's also lowered the rating on Reddy Ice Corporations' $300 million first lien senior secured notes due 2015 to B2 from B1 and the $139 million second lien notes due 2015 to Caa2 from Caa1. The ratings outlook remains negative. The speculative grade liquidity rating was affirmed at SGL-3. The ratings downgrade was prompted by Reddy Ice's elevated financial leverage through the first half of 2010 due to weaker than expected operating performance and the expectation that leverage will remain elevated. The B3 corporate family rating considers ongoing operational risks related to weather as well as increasing acquisition activity. Reddy Ice carries 'B-' issuer credit ratings, with "negative" outlook, from Standard & Poor's. Moody's Investors Service said Reddy Ice Holdings, Inc.'s (the entity that wholly owns Reddy Ice Corporation) announcement that it has amended and restated its credit agreement, consisting of a $50 million revolving credit facility (not rated), does not affect the B3 corporate family rating, nor the existing instrument ratings and the negative ratings outlook. RENAISSANT LAFAYETTE: U.S. Trustee Forms New Creditors Panel ------------------------------------------------------------ William T. Neary, the U.S. Trustee for Region 11, has reconstituted the composition of the official committee of unsecured creditors in the Chapter 11 case of Renaissant Lafayette LLC. The members of the reconstituted Committee are: 1. Phillip G. Rose President, Roman Electric Co., Inc. 640 South 70th Street Milwaukee, WI 53214 Tel: (414) 771-5400 Fax: (414) 471-8693 2. Michael Pipkin Credit Manager, Ferguson Electric, Inc. 2030 South 116th Street West Allis, WI 53227 Tel: (414) 327-8400 Fax: (414) 327-1459 Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at the Debtor's expense. They may investigate the Debtor's business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. Those committees will also attempt to negotiate the terms of a consensual Chapter 11 plan -- almost always subject to the terms of strict confidentiality agreements with the Debtors and other core parties-in-interest. If negotiations break down, the Committee may ask the Bankruptcy Court to replace management with an independent trustee. If the Committee concludes reorganization of the Debtor is impossible, the Committee will urge the Bankruptcy Court to convert the Chapter 11 cases to a liquidation proceeding. About Renaissant Lafayette Oak Brook, Illinois-based Renaissant Lafayette LLC is the owner of a 280-unit luxury condominium development in Milwaukee named Park Lafayette. The project is at the intersection of North Prospect Avenue and Lafayette Place in Milwaukee. So far, 39 units were sold. The Company filed for Chapter 11 protection on December 23, 2009 (Bankr. E.D. Wis. Case No. 09-38166). The Company estimated its assets at $50 million to $100 million and debts at $100 million to $500 million. ROTECH HEALTHCARE: Venor Capital Discloses 6.26% Equity Stake ------------------------------------------------------------- In a Schedule 13G filing with the Securities and Exchange Commission on January 3, 2011, Venor Capital Management LP disclosed that it beneficially owns 1,603,100 shares of common stock of Rotech Healthcare Inc., representing 6.26% of the shares outstanding. As of November 5, 2010, the Company had 25,616,103 shares of common stock outstanding. Each of Venor Capital Master Fund Ltd., Venor Capital Management GP LLC, Jeffrey Bersh, and Michael Wartell also owns 1,603,100 shares. About Rotech Healthcare Based in Orlando, Florida, Rotech Healthcare Inc. (NASDAQ: ROHI) -- http://www.rotech.com/-- provides home medical equipment and related products and services in the United States, with a comprehensive offering of respiratory therapy and durable home medical equipment and related services. The company provides equipment and services in 48 states through approximately 500 operating centers located primarily in non-urban markets. The Company's balance sheet at Sept. 30, 2010, showed $303.47 million in total assets, $63.43 million in total current liabilities, $662,000 in deferred tax liabilities, $532,000 in other long-term liabilities, $512.88 million in long-term debt, and a stockholders' deficit of $279.04 million. In October 2010, Standard & Poor's Ratings Services raised its corporate credit rating on Rotech Healthcare to 'B-' from 'CCC'. The outlook is positive. Moody's Investors Service also upgraded Rotech Healthcare's corporate family rating and probability of default rating to Caa1 from Caa2 following the successful execution of $230 million of senior secured notes due 2015. In addition, Moody's upgraded Rotech's senior subordinated notes rating to Caa2 from Caa3 and confirmed the B1 rating on the senior secured notes. These rating actions conclude the review for possible upgrade initiated on September 27, 2010. The rating outlook is now stable. RQB RESORT: Can Use Goldman Sach's Cash Until February 25 --------------------------------------------------------- The U.S. Bankruptcy Court has authorized, in a third interim order, RQB Resort LP and RQB Development LP to continue using cash collateral for an additional 13-week period ending February 25, 2011. Payment for professional fees, as contained in the cash collateral budget, was not allowed by the Court. As adequate protection, Goldman Sachs is granted an administrative expense claim under Section 507(b) of the Bankruptcy Code and a replacement lien on all post-petition accounts receivable to the same extent as the security interests Goldman Sachs held as of the petition date, and solely to the extent of any diminution in value of its collateral. The next cash collateral hearing will be held before the Court on February 24, 2011, at 1:30 p.m. About RQB Resort RQB Resort LP and RQB Development LP own Florida's Sawgrass Marriott Resort, the site of the U.S. PGA Tour's Tournament Players Championship. Ponte Vedra Beach, Florida-based RQB Resort, LP, aka Sawgrass Marriott Resort & Cabana Club, filed for Chapter 11 bankruptcy protection on March 1, 2010 (Bankr. M.D. Fla. Case No. 10-01596). The Company's affiliate -- RQB Development, LP, aka Sawgrass Marriott Golf Villas & Spa -- filed a separate Chapter 11 petition. The Company estimated its assets and debts at $100 million to $500 million in its Chapter 11 petition. SABINE PASS: Moody's Confirms 'B3' Rating, Gives Negative Outlook ----------------------------------------------------------------- Moody's Investors Service confirmed Sabine Pass LNG, LP's B3 rating and changed the outlook to negative. This concludes the review for possible downgrade placed on November 23, 2010. Ratings Rationale Sabine Pass is 91% indirectly owned by Cheniere Energy Inc (not rated) and Sabine Pass's credit quality remains closely linked to Cheniere since Sabine Pass represents most of Cheniere's consolidated cash flows and operating assets for the foreseeable future and has extensive contractual agreements. The rating action reflects elimination of the put options in Cheniere's $255 million secured term loan. The removal of the put options provides Cheniere near term relief since the $255 million term loan could have been put to Cheniere as early as August 2011. The $255 million term loan's maturity is unchanged and is due in 2018. The lenders to the $255 million secured term loan have also agreed to allow for the early prepayment of the $255 million loan, allow Cheniere to sell its common units in Cheniere Energy Partners and prepay the $255 million loan with the CQP share sale proceeds, release restrictions on prepayments of other indebtedness at Cheniere as certain conditions are met and several other changes. In exchange, the 'non-convertible' lenders to the $255 term loan received 10.125 million shares in Cheniere and now benefit from a direct cross default to Cheniere and Sabine Pass's other debt facilities. The negative outlook reflects approximately $503 million of debt maturing at Cheniere in 2012 consisting of the $298 million secured term loan due May 2012 and $205 million of convertible senior unsecured notes due August 2012. Afterwards, Sabine Pass has $550 million in senior secured notes due in November 2013 followed by $1.67 billion of senior secured notes due in November 2016. Moody's understands that Cheniere has been in dialogue with the lenders to Cheniere's 2012 debt facilities and those discussions are continuing. Moody's continues to view the upcoming debt maturities as a substantial challenge to Cheniere especially given Cheniere's negative free cash flow of around $45- 55 million on an annualized basis, Cheniere's unrestricted cash balance of around $82 million on a consolidated basis as of September 30, 2010, Cheniere's extremely high consolidated leverage and multiple group of creditors with differing security positions and maturities. While Cheniere's debt obligations are not recourse to Sabine Pass, the close linkage between Cheniere and Sabine serves as a strong incentive to bring Sabine Pass into a possible bankruptcy of Cheniere in order for Cheniere to better control its estate and enable a comprehensive debt restructuring. Sabine Pass's rating remains supported by its long term contract with subsidiaries of Chevron and Total SA for approximately 50% of Sabine Pass's capacity. Based solely on these stable cash flows, Sabine Pass's interest coverage ratio was around 1.25 times for the last twelve months ended September 2010 according to Moody's calculations. These contracted cash flows support a likely above average recovery in a potential default though Moody's does not view these contracted cash flows sufficient to result in full recovery of the senior secured bonds. Moody's views Cheniere's plan to develop a natural gas liquefaction facility next to the existing Sabine Pass LNG regasification and storage facilities as not having credit implications at this time given the large execution risk associated with such a project and long lead time before potential operation. The liquefaction facility requires FERC approval that could occur by 2012 and commercial operation of the potential liquefaction plant is not expected until 2015. If the liquefaction project receives all necessary approvals and advances to construction, the liquefaction plant could have positive or negative implications to Sabine depending upon the liquefaction plant's final contractual arrangements, financing structure and impact to Cheniere's consolidated credit profile. During the outlook period, Moody's will consider Cheniere and Sabine's progress on resolving the 2012 and 2013 debt maturities. The rating could stabilize or improve if Cheniere and Sabine Pass are able to comprehensively address its upcoming debt maturities or if Cheniere substantially improved its credit profile on a standalone basis. The rating could be revised downward if Cheniere's credit quality deteriorates further, if Cheniere or Sabine Pass is not able to address any of its upcoming debt maturities, if the Project experiences prolonged operating issues or if Sabine Pass's financial metrics weaken. Sabine Pass LNG L.P. was formed in 2004 to construct, own and operate a liquefied natural gas receiving terminal with an aggregate regasification capacity of 4 Bcf/d. Sabine has signed three 20-year Terminal Use Agreements for 100% of its regasification capacity on a "take or pay" basis. Sabine is 90.6%, indirectly-owned by Cheniere Energy, Inc (not rated). The last rating action on Sabine Pass occurred on November 23, 2010, when the rating on Project's rating was downgraded to B3. SAND HILL: Allowed to Buy GMC Truck From Monco Motor ---------------------------------------------------- The Hon. Bill Parker of the U.S. Bankruptcy Court for the Eastern District of Texas authorized Sand Hill Foundation LLC to incur postpetition debt and to purchase a GMC Truck from Monco Motor Co. for $47,213 to be financed by Sabine State Bank & Trust Co. Center, Texas-based Sand Hill Foundation, LLC, is an oilfield service and construction company. The Company filed for Chapter 11 bankruptcy protection on 10-90209 (Bankr. E.D. Tex. Case No. 10-90209). Jeffrey Wells Oppel, Esq., at Oppel, Goldberg & Saenz P.L.L.C., assists the Debtors in their restructuring effort. The Company estimated its assets and debts at $10 million to $50 million. SAND HILL: Wants Plan Filing Deadline Extended to Feb. 14 --------------------------------------------------------- Sand Hill Foundation LLC and its debtor-affiliates ask the U.S. Bankruptcy Court for the Eastern District of Texas to extend their exclusive periods to: * file a Chapter 11 plan of reorganization through and until Feb. 14, 2011, and * solicit acceptance of the plan until May 23, 2011. Jeffrey Wells Oppel, Esq., at Oppel & Goldberg PLLC, said the Debtors need additional time to resolve certain business issues to promote their reorganization efforts. In addition, the Debtors, through counsel, have been negotiating with creditors to satisfy pre- and post- petition debts. The Debtors are also taking the necessary steps to appeal the judgment obtained by Bass Drilling. Based on the Debtors' recent progress it appears reasonable and likely that a confirmable plan can be filed within the next 45 days, notes Mr. Oppel. This is the Debtors' second request for an extension. About Sand Hill Foundation Center, Texas-based Sand Hill Foundation, LLC, is an oilfield service and construction company. The Company filed for Chapter 11 bankruptcy protection on 10-90209 (Bankr. E.D. Tex. Case No. 10-90209). Jeffrey Wells Oppel, Esq., at Oppel, Goldberg & Saenz P.L.L.C., assists the Debtors in their restructuring effort. The Company estimated its assets and debts at $10 million to $50 million. SANDY HOROWITZ: Can Keep Key Properties; Plan Hearing Jan. 20 ------------------------------------------------------------- Adam Sichko at the Business Review reports that a federal bankruptcy judge allowed Sandy Horowitz to keep key properties when he emerges from bankruptcy. The properties are 5 Broadway, known as the Cannon Building; 258 Broadway, which is the Keenan Building; and 33 Second St., which is home to the restaurant Daisy Baker's as well as Bacchus, a wood-fired pizza parlor. According to the report, the judge gave Mr. Horowitz control of the Daisy Baker's site. The ruling was issued from the bench on Dec. 28, 2010. The decision came in the case of Hormi Holding Co. Inc., one of Mr. Horowitz's companies that filed for Chapter 11 bankruptcy in October 2010. Hormi Holding is based on Long Island, and will remain open as it reorganizes finances. The ruling came over the objections of SEFCU, the Albany-based credit union that held the mortgage to the site and sued Horowitz for allegedly defaulting on payments, report notes. Business Review relates that the judge could rule on Mr. Horowitz's overall plan to combine his bankruptcies in a hearing set for Jan. 20, 2011. Sandy Horowitz, a property developer in California, filed for bankruptcy under Chapter 11 in late 2009. SANSWIRE CORP: Thomas Seifert Disposes of 30,000 Shares ------------------------------------------------------- In separate Form 4 filings with the Securities and Exchange Commission, Thomas G. Seifert, a director at Sanswire Corp., disclosed that he disposed of shares of common stock of the company on these dates: Shares Transaction Beneficially Owned Date Amount Price After Transaction ----------- ------ ------ ------------------ 12/29/2010 10,000 $0.085 4,344,743 12/30/2010 10,000 $0.082 4,334,743 12/31/2010 10,000 $0.085 4,324,743 Mr. Seifert disposed of the shares pursuant to a plan in accordance with Rule 10b5-1 under the Securities Exchange Act of 1934. About Sanswire Corp. Aventura, Fla.-based Sanswire Corp. develops, markets and sells autonomous, lighter-than-air unmanned aerial vehicles capable of carrying payloads that provide persistent security solutions at low, mid and high altitudes. The Company's airships are designed for use by government-related and commercial entities that require real-time intelligence, surveillance and reconnaissance support for military, homeland defense, border and maritime missions. The Company's balance sheet as of September 30, 2010, showed $1.6 million in total assets, $20.4 million in total liabilities, and a stockholders' deficit of $18.8 million. The Company had a working capital deficit of $20.2 million and an accumulated deficit of $142.4 million at September 30, 2010. As reported in the Troubled Company Reporter on April 14, 2010, Rosen Seymour Shapss Martin & Company 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 has experienced significant losses and negative cash flows, resulting in decreased capital and increased accumulated deficits. SAVANNAH OUTLET: Files New List of 20 Largest Unsecured Creditors ----------------------------------------------------------------- Savannah Outlet Shoppes, LLC, has filed with the U.S. Bankruptcy Court for the Southern District of Georgia a new list of its 20 largest unsecured creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Chatham Co. Tax Commissioner Property Tax $75,165 133 Montgomery Street, 1st Floor P.O. Box 9827 Savannah, GA 31412 Morris & Templeton Insurance Premium $31,642 Insurance Agency, Inc. P.O. Box 15088 Savannah, GA 31416-1788 Lamar Companies Trade Debt $5,810 P.O. Box 96030 Baton Rouge, LA 70896 DSI Security Services Trade Debt $2,626 Georgia Power Company Utility Service - $2,379 multiple accts City of Savannah Rev. Dept. Utility Service $1,833 Mike's Lawn & Landscaping Trade Debt $1,750 Lewis Color Trade Debt $1,260 McCallar Law Firm Attorney Fees $1,238 Atlantic Waste Services Trade Debt $1,213 Robert & Markowitz Adv. Trade Debt $900 Marlin Outdoor Advertising Trade Debt $475 Morrison Chemical Co., Inc. Trade Debt $454 AT&T Trade Debt $272 Metal Crafts, Inc. Trade Debt $260 Trugreen Trade Debt $235 Ziplocal fka Your Community Trade Debt $223 Phonebook John Hallman Trade Debt $220 Chatham Co. Tax Commissioner Personal Property $162 Tax Official Guides of Savannah Trade Debt $100 There were no changes in the composition of the Debtor's 20 largest unsecured creditors. Robert & Markowitz Adv. moved down from third in the list to eleventh. About Savannah Outlet Shoppes, LLC Claremont, California-based Savannah Outlet Shoppes, LLC, owns and operates a business related to the management and leasing of a commercial shopping center located in Savannah, Georgia. Savannah Outlet filed for Chapter 11 bankruptcy protection on October 4, 2010 (Bankr. S.D. Ga. Case No. 10-42135). Karen F. White, Esq., at Cohen Pollock Merlin & Small PC, represents the Debtor. The Debtor estimated assets and debts at $10 million to $50 million. SCHUTT SPORTS: Riddell Takes Aim at Plans for $33MM Proceeds Sale ----------------------------------------------------------------- Dow Jones' Small Cap reports that Riddell Inc., the football- helmet maker that has dueled with Schutt Sports Inc. over patent infringements, is belatedly blasting the company's sale as a "misleading" process engineered to interfere with creditors' rights. About Schutt Sports Headquartered in Litchfield, Illinois, Schutt Sports, Inc. -- fka Schutt Manufacturing Company, Schutt Sports Manufacturing Co., Schutt Sports Distribution Company, and Schutt Athletic Sales Company -- and its affiliates manufacture team sporting equipment, primarily for football, baseball and softball. Schutt Sports filed for Chapter 11 bankruptcy protection on September 6, 2010 (Bankr. D. Del. Case No. 10-12795). The Company was forced into Chapter 11 by a $29 million patent-infringement judgment in favor of competitor Riddell Inc. Victoria Watson Counihan, Esq., at Greenberg Traurig, LLP, assists the Debtor in its restructuring effort. Ernst & Young is the Debtor's financial advisor. Oppenheimer & Co., Inc., is the Debtor's investment banker. The Official Committee of Unsecured Creditors tapped Lowenstein Sandler PC as its counsel. The Debtor estimated its assets and debts at $50 million to $100 million as of the Petition Date. Platinum Equity in December 2010 completed the acquisition of substantially all the assets of Schutt Sports through a transaction conducted under Section 363 of the U.S. Bankruptcy Code. SECUREALERT INC: Adds Attachments to Form 10-K ---------------------------------------------- SecureAlert, Inc. filed with the Securities and Exchange Commission, on January 4, 2011, an amended annual report on Form 10-K solely for the purpose of including the officer certifications, which were inadvertently omitted from the 10-K as originally filed. Full-text copies of the officer certifications are available for free at: http://ResearchArchives.com/t/s?71d5 http://ResearchArchives.com/t/s?71d6 http://ResearchArchives.com/t/s?71d7 About SecureAlert Headquartered in Sandy, Utah, SecureAlert, Inc. (formerly RemoteMDx, Inc.) (OTC BB: RMDX) -- http://www.securealert.com/-- and subsidiaries market and deploy offender management programs, combining patented GPS tracking technologies, fulltime 24/7/365 intervention-based monitoring capabilities and case management services. During the fiscal year ended September 30, 2010, the Company had net revenues of $12.4 million compared with net revenues of $12.6 million for the fiscal year ended September 30, 2009, a decrease of 1%. The Company's balance sheet at September 30, 2010, showed $11.19 million in total assets, $8.06 million in total liabilities and $3.13 million in total equity. Hansen, Barnett & Maxwell, P.C., in Salt Lake City, noted that the Company has incurred losses, negative cash flows from operating activities and has an accumulated deficit. These conditions raise substantial doubt about its ability to continue as a going concern, according to the auditors. SEVERN BANCORP: Phillip Jones Now Severn Savings' CRO ----------------------------------------------------- The Board of Directors of Severn Bancorp, Inc. announced, on January 4, 2011, that, effective immediately, Executive Vice President Phillip V. Jones, Jr. has shifted his role at Severn Savings Bank, FSB from Chief Operating Officer to Chief Relationship Officer. As Chief Relationship Officer, Mr. Jones will continue to oversee the Banks strategic focus on commercial relationships, customer service and community involvement. About Severn Savings Bank Founded in 1946, Severn Savings Bank, FSB -- http://www.severnbank.com/-- is a full-service community bank offering a wide array of personal and commercial banking products as well as residential and commercial mortgage lending. It has assets of nearly $1 billion and four branches located in Annapolis, Edgewater and Glen Burnie. The bank specializes in exceptional customer service and holds itself and its employees to a high standard of community contribution. Severn Bancorp, Inc., (Nasdaq: SVBI) is the parent company of Severn Savings Bank. As reported by the TCR on November 25, 2009, Annapolis, Maryland- based Severn Bancorp along with its Bank unit, has entered into supervisory agreements with the Office of Thrift Supervision, the Bank's primary federal regulator. The agreements set forth steps being taken in response to regulatory concerns with its operating results and effects of the current economic environment facing the financial services industry. The Company's balance sheet at Sept. 30, 2010, shows $975.89 million in total assets and $870.08 million in total liabilities. At September 30, 2010, Severn's regulatory capital ratios continued to exceed the levels required to be considered "well capitalized" under applicable federal banking regulations, including its core ratio of approximately 12.1% compared to the regulatory requirement of 5% for "well capitalized" status. SHAFER CHILDREN'S: Case Summary & 2 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Shafer Children's Trust P.O. Box 721119 Dallas, TX 75372 Bankruptcy Case No.: 11-40053 Chapter 11 Petition Date: January 3, 2011 Court: United States Bankruptcy Court Eastern District of Texas (Sherman) Debtor's Counsel: Eric A. Liepins, Esq. ERIC A. LIEPINS P.C. 12770 Coit Road, Suite 1100 Dallas, TX 75251 Tel: (972) 991-5591 E-mail: eric@ealpc.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's two largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/txeb11-40053.pdf The petition was signed by Jay Harrison, trustee. SOURCEMEDIA INC: Moody's Hikes Rating to 'B1' on Refinancing Plan ----------------------------------------------------------------- Moody's Investors Service assigned a B1 rating to the new senior secured credit facilities of Accuity Inc. and SourceMedia Inc. Concurrently, the Corporate Family Rating of both companies was upgraded to B1 from B2 and the outlook was changed to stable from negative. Ratings Rationale Accuity and SourceMedia have announced they intend to refinance their existing credit facilities with $170 million of new senior secured debt. Accuity Inc. will be the borrower on a $110 million term loan and $20 million revolver, whereas SourceMedia Inc. will be the borrower on a $35 million term loan and $5 million revolver. Both revolvers are expected to be undrawn at close. The two companies will be several borrowers with separate credit facilities under a common loan agreement and will cross guarantee each other's debt. Financial covenants will be measured based on the combined companies' results. The upgrade in the Corporate Family Rating to B1 from B2 reflects considerable improvement in the companies' liquidity profile and key credit metrics, despite continued demand weakness for SourceMedia's print publications. Accuity's revenues have grown organically in each of the past several years and its earnings now comprise about two-thirds of consolidated results. Earnings expansion, along with debt reduction, has materially reduced financial leverage and Moody's expects the companies to maintain leverage below 5 times over the medium term. The B1 rating is further supported by steady cash flow generation, the diversity of revenue streams, and the recurring nature of Accuity's subscription-based payment routing data that customers (predominantly banks) use to manage payment efficiency and compliance needs. The rating continues to be constrained by the companies' relatively modest size, reliance on certain strategic partners, and the secular decline in demand for print-based trade publications. The stable outlook reflects Moody's view that potential revenue declines at SourceMedia would be largely offset by continued organic growth at Accuity. However, the ratings or outlook could become pressured if the companies make 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 the companies realize sustained revenue growth while maintaining a good liquidity profile, such that financial leverage falls below 4 times and interest coverage exceeds 3 times on an ongoing basis. Moody's assigned these ratings (and LGD point estimates) to Accuity Inc.: * Proposed $20 million senior secured revolver due 2016, B1 (LGD3, 33%) * Proposed $110 million senior secured term loan due 2017, B1 (LGD3, 33%) Moody's upgraded these ratings of Accuity Inc.: * Corporate Family Rating, to B1 from B2 * Probability of Default Rating, to B2 from B3 Moody's assigned these ratings (and LGD point estimates) to SourceMedia Inc.: * Proposed $5 million senior secured revolver due 2016, B1 (LGD3, 33%) * Proposed $35 million senior secured term loan due 2017, B1 (LGD3, 33%) Moody's upgraded these ratings of SourceMedia Inc.: * Corporate Family Rating, to B1 from B2 * Probability of Default Rating, to B2 from B3 Existing loan ratings have also been upgraded to B1 from B2 and will be withdrawn upon closing of the transaction and ensuing repayment of outstanding debt obligations. The ratings are subject to successful completion of the proposed transaction and Moody's review of final documentation. SourceMedia and Accuity are headquartered in New York, New York, and are leading providers of information, data, and tools for professionals in the financial services and related technologies markets. Investcorp owns 100% of both companies. Combined revenues for the twelve month period ended September 30, 2010, were $165 million. SOUTH EDGE: Bankruptcy Ruling to Impact Home Builders ----------------------------------------------------- Robbie Whelan, writing for The Wall Street Journal, reports that some of the nation's largest home builders, including KB Home and Toll Brothers Inc., might be forced to buy hundreds of acres of desert in a development 10 miles from the Las Vegas Strip at boom- era prices as part of a legal battle with a group of banks led by J.P. Morgan Chase & Co. The development is called Inspirada. According to the Journal, the JPMorgan-led group says the builders are on the hook to buy hundreds of millions of dollars in raw land and develop it as they agreed to when the deal was struck. The Journal relates that would repay the lenders, and buyers of homes in Inspirada would get more of the infrastructure promised by developers. The Journal relates the home builders contend they shouldn't be forced to buy the land because the agreements were made with a separate entity named South Edge LLC, not the banks. According to the Journal, if a judge rules in favor of the banks over builders, it could cast a shadow over a popular but controversial form of off-balance-sheet accounting used when buying land. The strategy is used by builders to insulate themselves from debt and other obligations. The Journal relates that when the venture formed by the home builders bought the land in 2004, the companies thought their liability was limited to $370 million, in return for 2,000 acres where they envisioned a sprawling $1.5 billion planned community. Just 635 homes out of the planned 14,500 were sold before financial problems and fighting erupted. As reported by the Troubled Company Reporter on December 14, 2010, JPMorgan and two other lenders filed an involuntary petition on Dec. 9 in Las Vegas against South Edge LLC (Bankr. D. Nev. Case No. 10-32968). The petitioning creditors, led by JPMorgan, the agent for the lenders, are owed $54.2 million and are part of a group providing a $595 million credit. Other lenders that signed the involuntary petition are Credit Agricole Corporate & Investment Bank and Wells Fargo Bank NA. The lenders filed a motion asking U.S. Bankruptcy Judge Bruce A. Markell to promptly appoint a trustee immediately, even before the project is officially in Chapter 11. According to the Journal's Mr. Whelan, the banks believe they are in a strong position because of a confidential arbitration panel ruling in July 2010 in a related lawsuit brought by one of the group's smaller members, Las Vegas developer Focus South, against the others. In that decision, recently made public, the panel found that the builders breached their agreement to buy the land. The builders are appealing. The Journal relates a KB spokesman said the company is "disappointed" that JPMorgan decided to "pursue a bad-faith legal maneuver, rather than continue to work with the builders who are endeavoring to find a resolution." The Journal also relates Toll Brothers Chairman Robert Toll said the legal action is without merit. "It's like the rest of Vegas. It didn't go as it should, but the question is: Who should take the loss?" said Mr. Toll. According to the Journal, $370 million of the $585 million borrowed from the JPMorgan-led group is recourse debt, meaning the builders are required to repay that portion of the loan no matter what happens. The Journal says the banks claim their deal requires the builders to buy land from South Edge for more than $500,000 an acre, or nearly twice its current value. In a mediation session in San Francisco in April, the builders offered to buy the land at 50% to 60% of their 2004 offer, according to a person briefed about the meeting. JPMorgan rejected the offer, the person said. A bankruptcy court in Nevada has scheduled hearings on the involuntary petition for this month. STILLWATER MINING: F. McAllister Donates 25,000 Shares to Church ---------------------------------------------------------------- In a Form 5 filing with the Securities and Exchange Commission on January 4, 2011, Francis R. McAllister, chief executive officer at Stillwater Mining Co., disclosed that he disposed of 24,500 shares of common stock of the Company on December 28, 2010. The shares were gifted or donated by Mr. McAllister to The Church of Jesus Christ of Latter-Day Saints. After the transaction, Mr. Mcallister beneficially owned 1,190,311 shares. In a separate transaction on December 29, 2010, Mr. McAllister disposed of 500 shares of common stock. The shares were gifted by Mr. McAllister to the Montana Council of Boy Scouts of America. Following the transaction, Mr. McAllister beneficially owned 1,189,811 shares. About Stillwater Mining Billings, Montana-based Stillwater Mining Company -- http://www.stillwatermining.com/-- is the only U.S. producer of palladium and platinum and is the largest primary producer of platinum group metals outside of South Africa and Russia. The Company's shares are traded on the New York Stock Exchange under the symbol "SWC." The Company's balance sheet at Sept 30, 2010, showed $778.23 million in total assets, $287.90 million in total liabilities, and stockholders' equity of $490.33 million. Stillwater carries 'Caa1' corporate family and probability of default ratings, with 'stable' outlook, from Moody's Investors Service. It has 'B' issuer credit ratings from Standard & Poor's. STORY BUILDING: Has Access to Wells Fargo's Cash Collateral ----------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California, approved, according to the Debtor's docket, the final cash collateral stipulation authorizing Story Building LLC to use Wells Fargo Bank, N.A.'s cash collateral. The Debtor would use the cash collateral to finance its business operations postpetition. As reported in the Troubled Company Reporter on November 16, 2010, Wells Fargo is trustee for the registered holders of J.P. Morgan Chase Commercial Mortgage Securities Corp., Commercial Mortgage Pass-Through Certificates, Series 2004-C1. Wells Fargo asserts that the Debtor is indebted in excess of $12 million plus interest and costs. The Debtor disputes the amount asserted by the lender. As adequate protection for any diminution in value of the lenders' collateral, the Debtors will grant the lender replacement lien on the Debtor's property of the same type, nature, validity, priority and extent of its prepetition security interest. The Debtor will also pay the lender adequate protection payments amounting to $1,798. About Story Building LLC Story Building LLC is a real estate management company based in Irvine, California. The Company owns and operates a 13-story historical building located in Downtown, Los Angeles, known as the Walter P. Story Building, located at 610 S. Broadway. The building is primarily utilized as a jewelry plaza. Sandford Frey, Esq., at Creim Macias Koenig & Frey, LLP, in Los Angeles, California, represents the Debtor. The Company estimated assets and debts at $10 million to $50 million. STORY BUILDING: In Talks on Plan Terms, Wants DS Hearing Moved -------------------------------------------------------------- Story Building LLC, asks the U.S. Bankruptcy Court for the Central District of California to approve a stipulation with Wells Fargo Bank, N.A., continuing the hearing on the disclosure statement explaining the Chapter 11 plan and a related status conference 30 days from January 11, 2011. The Court has set a January 11 hearing on adequacy of the Disclosure Statement and the status conference. The Debtor explains that it needs additional time to finish discussions with lender on terms of a consensual plan. Wells Fargo, is trustee for the registered holders of J.P. Morgan Chase Commercial Mortgage Securities Corp., Commercial Mortgage Pass-Through Certificates, Series 2004-C1. The lender asserts a claim of $13,100,000 pursuant to a promissory note. The Plan The Debtor will begin soliciting votes on the Plan following approval of the adequacy of the information in the Disclosure Statement. According to the Disclosure Statement, the Plan provides for the resolution of all claims against the estate. Plan distributions will be funded primarily from operations of the Story Building property, and the new value contribution. The Debtor's interest holder will provide $50,000 on the effective date sufficient cash to cover payments due on the effective date of the Plan. Under the Plan, holders of Class 4 general non-insider unsecured claims will receive, among other things: (i) a pro rata share of 25% of net operating income for the calendar years 2012 to 2017, derived from the rents generated from the Story Building property; (ii) one final payment of the balance of the allowed claim and all accrued interest in full on or before December 31, 2018; and (iii) in the event that the property is sold, a pro rata share of up to 100% of the net proceeds, if any, after payment of all costs of sale, etc. Copies of the Disclosure Statement is available for free at http://bankrupt.com/misc/StoryBuilding_DS2.pdf About Story Building LLC Story Building LLC is a real estate management company based in Irvine, California. The Company owns and operates a 13-story historical building located in Downtown, Los Angeles, known as the Walter P. Story Building, located at 610 S. Broadway. The building is primarily utilized as a jewelry plaza. Sandford Frey, Esq., at Creim Macias Koenig & Frey, LLP, in Los Angeles, California, represents the Debtor. The Company estimated assets and debts at $10 million to $50 million. SUPERIOR ACQUISTIONS: Cash Collateral Hearing Set for Today ----------------------------------------------------------- The Hon. Alan Jaroslovsky of the U.S. Bankruptcy Court for the Northern District of California will convene a hearing today, January 7, 2011, at 9:00 a.m., to consider Superior Acquistions, Inc.'s request to use the rents from 15895 Dam Road Ext., Lakeport, California to pay the ordinary expenses of the property. The Debtor executed and delivered a promissory note and security agreement to the predecessor of Premier West Bank which was secured by a deed of trust in the investment property and all rents and proceeds. The Debtor will use the rental income of $6,845 to pay these expenses: Property Taxes $1,548 Misc. Admin. Fees 2,750 ----------------- ------ Total $4,298 The Debtor also requested authority to use the rents through plan confirmation. The Debtor is represented by: Michael C. Fallon, Esq. 100 E Street, Suite 219 Santa Rosa, CA 95404 Tel: (707) 546-6770 Fax: (707) 546-5775 E-mail: mcfallon@fallonlaw.net About Superior Acquistions, Inc. Lakeport, California-based Superior Acquistions, Inc., filed for Chapter 11 bankruptcy protection on September 28, 2010 (Bankr. N.D. Calif. Case No. 10-13730). The Debtor estimated assets at $10 million to $50 million and debts at $1 million to $10 million. TUNNELL VISION: Case Summary & 31 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Tunnell Vision LLC 327 W. Cedar Street Kennett Square, PA 19348 Bankruptcy Case No.: 11-10020 Chapter 11 Petition Date: January 3, 2011 Court: United States Bankruptcy Court Eastern District of Pennsylvania (Philadelphia) Judge: Eric L. Frank Debtor's Counsel: Eugene A. Steger, Jr., Esq. EUGENE STEGER & ASSOCIATES PC 411 Old Baltimore Pike Chadds Ford, PA 19317 Tel: (610) 388-7737 E-mail: esteger@stegerlaw.net Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 31 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/paeb11-10020.pdf The petition was signed by Gary Regester, owner/manager. Debtor-affiliateS that filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- Gary and Joyce Regester 10-30496 12/02/10 VITACOST.COM: Weighing Bankruptcy to Resolve IPO Issues ------------------------------------------------------- Dow Jones' Small Cap reports that Vitacost.com is considering a prepackaged Chapter 11 bankruptcy filing after an internal investigation raised questions about the validity of its initial public offering. Vitacost.com is an online wholesale seller of nutritional supplements and other health products. VUZIX CORP: Lampe Conway Has Warrant to Buy 46.5MM Common Shares ---------------------------------------------------------------- In a Form 3 filing with the Securities and Exchange Commission on January 3, 2011, Lampe, Conway & Co. LLC disclosed that, pursuant to a Convertible Loan and Security Agreement dated December 23, 2010, it has the option to convert the loan into up to 40,140,492 shares of the $.001 par value common stock of Vuzix Corp at a conversion price of $0.09965 per share. Lampe Conway also received a Warrant on December 23, 2010, which permits it to purchase up to 40,000,000 shares of the $.001 par value common stock of the Company at a conversion price of $0.09965 per share. The maximum number of shares of Common Stock of the Company that Lampe Conway may acquire upon conversion of the Note and exercise of the Warrant is limited to 46,517,695. The securities are directly held by LC Capital Master Fund, Ltd. Lampe, Conway & Co., LLC, Richard F. Conway and Steven G. Lampe may be deemed to, indirectly, beneficially own the securities directly held by LC Capital Master Fund, Ltd. The securities are held in the account of LC Capital Master Fund, Ltd. for which Lampe, Conway & Co., LLC serves as investment manager. Richard F. Conway and Steven G. Lampe are managing members of LCC. LCC, Mr. Conway and Mr. Lampe may be deemed to beneficially own the securities held by the Fund by virtue of LCC's position as investment manager of the Fund and Mr. Conway's and Lampe's status as managing members of LCC. In a separate Schedule 13D filing, each of LC Capital Master Fund, Ltd., Lampe, Conway & Co., LLC, Steven G. Lampe and Richard F. Conway disclosed ownership of 46,517,695 shares of Vuzix Corporation common stock representing 14.99% of the shares outstanding. As of November 12, 2010, there were 263,600,274 shares of Company's common stock outstanding. Lampe, Conway, et. al., entered into a Convertible Loan and Security Agreement on December 23, 2010, which permits them to convert the loan into up to 40,140,492 shares of the $.001 par value common stock of Vuzix at a conversion price of $0.09965 per share. The Reporting Persons also received a Warrant on December 23, 2010, which permits the Reporting Persons to purchase up to 40,000,000 shares of the $.001 par value common stock of Vuzix at a conversion price of $0.09965 per share. The maximum number of shares of common stock that the Reporting Persons may acquire, however, is limited to 46,517,695. About Vuzix Corp. Rochester, New York-based Vuzix Corporation (TSX-V: VZX) OTC BB: VUZI) -- http://www.vuzix.com/-- is a supplier of Video Eyewear products in the defense, consumer and media & entertainment markets. EFP Rotenberg, LLP, in Rochester, 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 substantial losses from operations in recent years. "In addition, the Company is dependent on its various debt and compensation agreements to fund its working capital needs. And while there are no financial covenants with which the Company must comply with, these debts are past due in some cases." The Company has an accumulated deficit of $22.1 million as of September 30, 2010. The Company's balance sheet at September 30, 2010, showed $5.4 million in total assets, $9.6 million in total liabilities, and a stockholders' deficit of $4.2 million. WALKER & SONS: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Walker & Sons Construction, Inc. P.O. Box 355 Elwood, IN 46036 Bankruptcy Case No.: 11-00020 Chapter 11 Petition Date: January 3, 2011 Court: United States Bankruptcy Court Southern District of Indiana (Indianapolis) Judge: Frank J. Otte Debtor's Counsel: Edward B. Hopper, II, Esq. BINGHAM, FARRER & WILSON 342 Massachusetts Avenue, Suite 300 Indianapolis, IN 46204 Tel: (317) 261-4740, Ext. 321 Fax: (317) 261-4740 E-mail: ehopper@bfwlawyers.com Estimated Assets: $100,001 to $500,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/insb11-00020.pdf The petition was signed by Robert P. Walker, secretary. WARD BROTHERS: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Ward Brothers Concrete Co, LLC P.O. Box 1012 Cornelia, GA 30531 Bankruptcy Case No.: 11-20031 Chapter 11 Petition Date: January 3, 2011 Court: United States Bankruptcy Court Northern District of Georgia (Gainesville) Judge: Robert Brizendine Debtor's Counsel: David R. Trippe, Esq. DAVID R. TRIPPE, LLC P.O. Box 193 Sautee Nacoochee, GA 30571 Tel: (706) 878-7030 Scheduled Assets: $1,084,889 Scheduled Debts: $3,840,495 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/ganb11-20031.pdf The petition was signed by Ronnie Ward, member manager. WARNER MUSIC: Names Cameron Strang as Warner/Chappell Music CEO --------------------------------------------------------------- Warner Music Group Corp. announced the appointment of veteran music industry entrepreneur, Cameron Strang, as CEO of Warner/Chappell Music, one of the world's leading music publishers. The appointment was announced jointly by Warner Music Group's Chairman & CEO, Edgar Bronfman, Jr., and Warner/Chappell's Chairman & CEO, David H. Johnson. Strang, the founder of New West Records and Southside Independent Music Publishing, will serve as Warner/Chappell's CEO effective January 1, 2011 and will be based in Los Angeles. Johnson will continue as Warner/Chappell's Chairman until July 1, 2011, at which point Strang will assume the additional role of Warner/Chappell's Chairman. Johnson, who had served as WMG's Executive Vice President and General Counsel since 1999, was initially elevated to serve as interim CEO of Warner/Chappell in 2006, and was subsequently promoted to Warner/Chappell's Chairman & CEO in 2007. Warner/Chappell has also acquired Strang's Southside Independent Music Publishing, a leading independent music publishing company that was behind some of the biggest hits of 2010 including two of the songs nominated for the 2011 "Record of the Year" Grammy Award - B.o.B.'s "Nothin' on You" and Cee Lo Green"s "F*** You." Other recent hit songs on Southside include: Bruno Mars' "Grenade" and "Just the Way You Are"; K'Naan's "Wavin' Flag"; Brad Paisley's "American Saturday Night" and Uncle Kracker's multi-format hit, "Smile." In making the announcement, Bronfman said, "Cameron's impressive track record of identifying and signing some of the industry's most successful emerging songwriters and catalogs, and his proven success as an entrepreneur make him the ideal executive to lead Warner/Chappell. He has that rare combination of business smarts, operational experience and creative instincts, and I'm confident he'll be a great fit for the progressive and entrepreneurial culture that exists within WMG." Bronfman added, "I want to offer Dave my profound gratitude for his extraordinary stewardship of Warner/Chappell over the past few years. Originally I asked Dave to serve as CEO on an interim basis while we conducted a search for a permanent leader. But it became quickly apparent that the leadership skills, judgment and ability to recruit top executive talent that led to Dave's success in the legal world also made him the right choice to guide Warner/Chappell through a critical period. During his tenure, Dave has delivered excellent results at Warner/Chappell, including dramatic growth in both synch and digital revenue, and assembled an industry-leading music production business through the acquisition of the Non-Stop, V, Carlin, GrooveAddicts and 615 Music libraries. Dave has proven to be a versatile and highly capable executive who can succeed in a variety of roles, and I can't thank him enough for his significant contributions to Warner/Chappell and WMG." Johnson said, "It's been an honor to serve as Chairman & CEO of Warner/Chappell. I'm enormously proud of the work we have done, the team we have built and the results we have produced over these past four years. Throughout that time, Edgar and I have been looking for the right executive to lead Warner/Chappell into its next growth phase. Cameron's experience as a successful independent record and publishing executive makes him the right person to lead Warner/Chappell. He's prepared to seize the industry's new opportunities while maintaining a tight focus on A&R and songwriter development. I want to thank Edgar for giving me the opportunity to thrive at WMG in both corporate and operational capacities. What began as a temporary role at Warner/Chappell turned into a long-term position that has truly been one of the highlights of my long career in the entertainment industry. I look forward to working with Edgar and Cameron over the next six months as we ready Warner/Chappell for this exciting new chapter in its illustrious history." Strang said, "I am thrilled to be joining the WMG team, the most innovative group of executives in the business. While the decision to transition from an independent to a major was a difficult one for me, the more I got to know the WMG team - including Edgar, Dave and Lyor Cohen - the more I realized that we share a common vision of what makes a successful modern music company and how companies must serve their artists nimbly and energetically. I can't imagine a more exciting time to be joining Warner/Chappell or a better home for Southside. I'm looking forward to working with the legendary Warner/Chappell roster of writers and catalog as well as Warner/Chappell's many talented employees." Strang is the founder of both Southside Independent Music Publishing and New West Records, and co-founder of DMZ Records, a joint venture record label he launched with Grammy-winning producer, T-Bone Burnett, and Academy Award-winning filmmakers, Joel and Ethan Coen. Since its founding in 2004 with the signing of J.R. Rotem, Southside has developed a reputation for discovering and developing numerous talented writers, producers and artists. With the acquisition of Southside, in addition to its hit-laden catalog, Warner/Chappell gains a roster of some of the most successful writers in the business that spans multiple genres. These writers include: Bruno Mars, producer Brody Brown, Nashville-based writers, Ashley Gorley and Blair Daly, and Christian music star, Matthew West. In 2009, Southside acquired Nashville-based music publishing company, Combustion Music, and the catalog of multi-Platinum recording artists, Kings of Leon. The band's song, "Use Somebody," went on to win three Grammys in 2010 and to become one of the biggest global hits of the decade. Other top Southside songs include: Carrie Underwood's "Jesus, Take The Wheel"; Trace Adkins' "You're Gonna Miss This"; Brad Paisley's "Then" and "American Saturday Night"; Carrie Underwood's "This Time," "All American Girl" and "Just A Dream"; Kenny Chesney's "Where I Grew Up"; India.Arie's "Ghetto"; Darius Rucker's "It Won't Be Like This For Long"; Flo Rida's "Right Round" and "Who Dat Girl;" and Kings of Leon's "Use Somebody," "Sex on Fire," "Taper Jean Girl" and "Molly's Chambers." Strang launched New West Records in 1995 with the signing of singer/songwriter Billy Joe Shaver. In 1998, he moved the label's home to Los Angeles, and in 2000, merged New West with Austin- based Doolittle Records. In 2001, the label released the Grammy Award-winning album Nothing Personal by roadhouse rocker Delbert McClinton, Shaver's critically acclaimed album, The Earth Rolls On, as well as albums from breakout artist Tim Easton and veteran Stephen Bruton. During the last decade, Strang and New West have released numerous award-winning albums and built an impressive roster including Steve Earle, Dwight Yoakam, Kris Kristofferson, Rickie Lee Jones, Drive By Truckers, Ben Lee, Old 97's, Buddy and Julie Miller. Recently New West acquired the Texas Music Group including the Antone's label and the Watermelon Label, and released the award-winning soundtrack to the film Crazy Heart. Strang graduated from University of British Columbia Law School in 1992. About Warner/Chappell Music Warner/Chappell Music is WMG's award-winning global music publishing company. The Warner/Chappell Music catalog includes standards such as "Happy Birthday To You," "Rhapsody in Blue," "Winter Wonderland," the songs of Cole Porter and George and Ira Gershwin, as well as the music of Eric Clapton, Green Day, Katy Perry, Led Zeppelin, Lil Wayne, Madonna, Nickelback, Paramore, Red Hot Chili Peppers, T.I. Timbaland, and others. Warner/Chappell Music is a leader in creating innovative strategies for marketing and promoting its songwriters and their music. The company's extensive catalog makes it a natural first stop for A&R executives and record producers, feature film and television production companies, and others looking to record or license some of the world's greatest music. About Warner Music Group Based in New York, Warner Music Group Corp. (NYSE: WMG) -- http://www.wmg.com/-- was formed by a private equity consortium of investors on November 21, 2003. The Company is the direct parent of WMG Holdings Corp., which is the direct parent of WMG Acquisition Corp. WMG Acquisition Corp. is one of the world's major music-based content companies and the successor to substantially all of the interests of the recorded music and music publishing businesses of Time Warner Inc. The Company classifies its business interests into two fundamental operations: Recorded Music and Music Publishing. The Company's Recorded Music business primarily consists of the discovery and development of artists and the related marketing, distribution and licensing of recorded music produced by such artists. The Company's Music Publishing operations include Warner/Chappell, its global Music Publishing company, headquartered in New York with operations in over 50 countries through various subsidiaries, affiliates and non-affiliated licensees. The Company's balance sheet at June 30, 2010, showed $3.65 billion in total assets, $3.82 billion in total liabilities, and a stockholders' deficit of $174 million. * * * As reported by the Troubled Company Reporter, Standard & Poor's Ratings Services on Aug. 13, 2010, revised its rating outlook on Warner Music Group Corp. to negative from stable. Ratings on the company, including the 'BB-' corporate credit rating, were affirmed. "The revised outlook reflects continued revenue and EBITDA declines amid a light album release schedule and ongoing challenges in maintaining profitability levels due to the digital transition taking place within the industry, notwithstanding vigilant cost management," said Standard & Poor's credit analyst Michael Altberg. As reported by the TCR on October 4, 2010, Fitch affirmed these ratings: Warner Music Group Corp. (IDR at 'BB-'.); WMG Holdings Corp. (IDR at 'BB-'; and -- Unsecured notes at 'B'); and WMG Acquisition Corp. (IDR at 'BB-'; Secured notes at 'BB'; Subordinated notes at 'B+'). Fitch's ratings are supported by WMG's market position as the third largest music distributor/label, with a 20% market share according to Nielsen SoundScan. Fitch said liquidity is sufficient, as the company generates sufficient cash to support operations and capital expenditures. As of June 30, 2010, WMG had $400 million in consolidated cash and cash equivalents (including $176 million of cash at the parent holding company). There are no maturities until 2014, when approximately $900 million in subordinated debt (including WMG Holdings Corp. notes) are due. Standard & Poor's Ratings Services lowered its corporate credit rating on New York City-based Warner Music Group Corp. to 'B+' from 'BB-'. The rating outlook is stable. WATERSTONE LAND: Case Summary & 12 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Waterstone Land and Cattle Co., LP 3310 N. Capital of Texas Highway, Suite 200 Austin, TX 78746 Bankruptcy Case No.: 11-10029 Chapter 11 Petition Date: January 3, 2011 Court: United States Bankruptcy Court Western District of Texas (Austin) Judge: Craig A. Gargotta Debtor's Counsel: William A. (Trey) Wood, III, Esq. BRACEWELL & GIULIANI LLP 711 Louisiana, Suite 2300 Houston, TX 78002-2781 Tel: (713) 222-2300 Fax: (713) 221-1212 E-mail: trey.wood@bracewellgiuliani.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 12 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/txwb11-10029.pdf The petition was signed by Robert D. Wunsch, member of WL&C LLC, Debtor's general partner. WATERSTONE TYLERVILLE: Case Summary & 2 Largest Unsec Creditors --------------------------------------------------------------- Debtor: Waterstone Tylerville, L.P. 3310 N. Capital of Texas Highway, Suite 200 Austin, TX 78746 Bankruptcy Case No.: 11-10032 Chapter 11 Petition Date: January 3, 2011 Court: United States Bankruptcy Court Western District of Texas (Austin) Judge: Craig A. Gargotta Debtor's Counsel: William A. (Trey) Wood, III, Esq. BRACEWELL & GIULIANI LLP 711 Louisiana, Suite 2300 Houston, TX 78002-2781 Tel: (713) 222-2300 Fax: (713) 221-1212 E-mail: trey.wood@bracewellgiuliani.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's two largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/txwb11-10032.pdf The petition was signed by Robert D. Wunsch, member and president of Debtor's general partner. WENTWORTH ENERGY: Amends Q2 2010; Posts $2.0MM Restated Loss ------------------------------------------------------------ On November 10, 2010, the Board of Directors of Wentworth Energy, Inc., based upon a recommendation from management, determined that the Company's financial statements for the quarterly periods ended March 31, 2010, and June 30, 2010, should no longer be relied upon and should be restated. This determination was made based on management's conclusion that interest expense on the Senior Notes for the above periods were understated as a result of non-accrual of the additional 5.85% default interest amounting to $786,482 and $1,572,964 for the three months ended March 31, 2010, and for the six months ended June 30, 2010, respectively. As a result, the Company has restated its quarterly report on Form 10-Q for the quarter ended June 30, 2010, as originally filed with the Securities and Exchange Commission on August 16, 2010, and the Company's quarterly report on Form 10-Q for the quarter ended March 31, 2010, as originally filed with the SEC on May 24, 2010. The Company had a restated net loss of $2,016,594 on $82,010 of oil and gas revenue for the three months ended June 30, 2010, compared with a net loss of $1,515,459 on $134,820 of oil and gas revenue for the same period in 2009. The Company's restated balance sheet at June 30, 2010, showed $19,987,121 in total assets, $71,206,167 in total liabilities, and a stockholders' deficit of $51,219,046. A full-text copy of the Form 10-Q/A for the three months ended June 30, 2010, is available for free at: http://researcharchives.com/t/s?71d9 The Company had a restated net loss of $1,158,560 on $772,872 of oil and gas revenue for the three months ended March 31, 2010, compared with a net loss of $3,762,985 on $190,408 of oil and gas revenue for the same period in 2009. The Company's restated balance sheet at March 31, 2010, showed $20,126,168 in total assets, $69,463,216 in total liabilities, and a stockholders' deficit of $49,337,048. A full-text copy of the Form 10-Q/A for the three months ended June 30, 2010, is available for free at: http://researcharchives.com/t/s?71d8 About Wentworth Energy Palestine, Tex.-based Wentworth Energy, Inc. (OTC BB: WNWG) -- http://www.wentworthenergy.com/-- is an exploration and production company engaged in oil and gas exploration and production primarily in the East Texas area. MaloneBailey, LLP, in Houston, Texas, expressed substantial doubt about Wentworth Energy, Inc.'s ability to continue as a going concern, following the Company's 2009 results. The independent auditors noted that the Company suffered losses from operations and has a working capital deficiency. WESTMORELAND COAL: Appoints 3 New Independent Directors ------------------------------------------------------- Westmoreland Coal Company said in a press release that three new independent directors have been appointed to the Board of Directors of the company effective February 1, 2011. The new members are Gail E. Hamilton, Jan B. Packwood and Robert C. Scharp. Ms. Gail E. Hamilton is the former Executive Vice President and General Manager of Symantec with over 30 years experience in the information technology sector. She is on the board of Arrow Electronics Inc., OpenText Corporation and Ixia. Ms. Hamilton also served as a director of Washington Group International through November 2007 when Washington Group was sold to URS. Mr. Jan B. Packwood is the former President and Chief Executive Officer and a current member of the board of directors of Idacorp, Inc., the holding company of Idaho Power. Mr. Packwood is a 40- year veteran of the utility industry with extensive experience in the engineering, construction, operation and maintenance of electrical systems. He retired from active management in 2006. Mr. Robert C. Scharp is a senior mining executive who is currently serving as a director of Bucyrus International and the Chairman of Shell Canada's Mining Advisory Council. He previously was a director of Foundation Coal Holdings. Mr. Scharp joined Shell Coal Pty. Ltd. in 1997 as Chief Executive Officer and, after the Shell Coal Group was acquired by Anglo American PLC, remained as the CEO of Anglo Coal Australia Pty. Ltd. until August 2001 before returning to the United States. "The addition of these veteran, up-through-the-ranks executives, all with relevant operational and public company board experience, enhance our ability to provide thoughtful, creative and focused answers to growth opportunities as we pursue increased shareholder value," commented Richard Klingaman, Chairman of the Board of Westmoreland. These appointments were formally accepted by Ms. Hamilton and Messrs. Packwood and Scharp on December 29, 2010. At this time, the Board has not made any committee assignments for the Incumbent Directors. Each of the Incumbent Directors will receive compensation as a non-employee director in accordance with the Company's non- employee director compensation practices, consisting of a $35,000 annual base retainer, $5,000 annual retainer for committee membership on the Audit, Compensation and Benefits, or Nominating and Corporate Governance Committee, $1,000 for each telephonic meeting attended and $1,500 for each in-person meeting attended. Should the Incumbent Directors be elected by the stockholders at the annual meeting in May, they will each be entitled to receive a grant of restricted stock equal to $50,000 in value with a one- year vest. About Westmoreland Coal Colorado Springs, Colo.-based Westmoreland Coal Company is an energy company whose operations include five surface coal mines in Montana, North Dakota and Texas and two coal-fired power- generating units with a total capacity of 230 megawatts in North Carolina. The Company sold 24.3 million tons of coal in 2009. The Company's two principal operating segments are its coal segment and its power segment, in addition to two non-operating segments. The Company's balance sheet at Sept. 30, 2010, showed $765.0 million in total assets, $898.75 million in total liabilities, and a stockholder's deficit of $133.75 million. As reported in the Troubled Company Reporter on March 15, 2010, KPMG LLP, in Denver, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that of the Company's recurring losses from operations, working capital deficit and net capital deficiency. WHITTLE DEVELOPMENT: Files Schedules of Assets & Liabilities ------------------------------------------------------------ Whittle Development Inc. filed with the U.S. Bankruptcy Court for the Northern District of Texas its summary of schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ------------ ----------- A. Real Property $22,148,900 B. Personal Property 93,347 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $57,130,310 E. Creditors Holding Unsecured Priority Claims $13,676,673 F. Creditors Holding Unsecured Non-priority Claims -- ------------ ------------ TOTAL $22,242,247 $70,806,983 A full-text copy of the Summary Of Schedules is available for free at http://ResearchArchives.com/t/s?71c8 About Whittle Development Rockwall, Texas-based Whittle Development Inc. is a Sub Chapter S property development company wholly owned by Robert S. Whittle. It owns significant acreage in and around the northeastern shore of Lake Ray Hubbard, as well as other parts of Rockwall County, Texas. Its business is the sale and development of its holdings for highest and best uses of its land "inventory" to third party end users or other more direct developers. Whittle Development filed for Chapter 11 bankruptcy protection on October 4, 2010 (Bankr. N.D. Tex. Case No. 10-37084). Whittle Development estimated its assets and debts at $10 million to $50 million at the Petition Date. Whittle Development's case is jointly administered with Rockwall, Texas-based Mariah Bay Development Inc., which is also a Sub Chapter S corporation wholly owned by Robert S. Whittle. Mariah Bay filed for Chapter 11 bankruptcy protection on October 4, 2010 (Bankr. N.D. Tex. Case No. 10-37085). Mariah Bay estimated its assets and debts at $10 million to $50 million at the Petition Date. Edwin Paul Keiffer, Esq., at Wright Ginsberg Brusilow P.C., assists the Debtors in their restructuring efforts. Mariah Bay's affiliate, Mariah Bay Leasing Corporation, filed a separate Chapter 11 petition on February 19, 2010 (Bankr. N.D. Tex. Case No. 10-31171). WINDSOR LAKE: Organizational Meeting to Form Panel on Jan. 12 ------------------------------------------------------------- Roberta A. DeAngelis, United States Trustee for Region 3, will hold an organizational meeting on January 12, 2011, at 1:00 p.m. in the bankruptcy case of Windsor Lake Estate, LLC. The meeting will be held at the United States Trustee's Office, One Newark Center, 14th Floor, Room 1401, Newark, NJ 07102. 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. Sparta, New Jersey-based Windsor Lake Estates, L.L.C. -- aka Ashdown Forest Estates, LLC; Fox Chase at Sparta, L.L.C.; and The Estates at Fox Hollow Lake -- filed for Chapter 11 bankruptcy protection on December 21, 2010 (Bankr. D. N.J. Case No. 10- 49341). Richard D. Trenk, Esq., at Trenk, Dipasquale, Webster, Et Al, serves as the Debtor's bankruptcy counsel. According to its schedules, the Debtor disclosed $93,116 in total assets and $4,918,129 in total debts as of the Petition Date. WJO INC: Organizational Meeting to Form Panel on Jan. 12 -------------------------------------------------------- Roberta A. DeAngelis, United States Trustee for Region 3, will hold an organizational meeting on January 12, 2011, at 3:00 p.m. in the bankruptcy case of WJO, Inc. The meeting will be held at the Office of the United States Trustee, 833 Chestnut Street, Suite 501, Philadelphia, PA 19107. 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. Bristol, Pennsylvania-based WJO, Inc., operates six family practices located in Newtown, Bristol, Bensalem, Bustleton, South Philadelphia, and Bethlehem, Pennsylvania and consists of Board Certified Osteopathic Physicians specializing in Family Medicine. WJO filed for Chapter 11 bankruptcy protection on November 15, 2010 (Bankr. E.D. Pa. Case No. 10-19894). Holly Elizabeth Smith, Esq., and Thomas Daniel Bielli, Esq., at Ciardi Ciardi & Astin, P.C., serve as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. * Ambac Financial Tops List of Biggest Filers in 2010 ----------------------------------------------------- Ambac Financial Group, Inc. ranked first among 20 "biggest corporate casualties of 2010," Rick Newman of U.S. News & World related. In its voluntary bankruptcy petition on November 8, 2010, AFG listed total assets of ($185.5 million) and total liabilities of $1.6866 billion as of September 30, 2010. "The biggest bankruptcy of the year was a company most Americans have never heard of -- bond insurer Ambac -- and investors saw it coming so far in advance that the markets barely reacted," Mr. Newman wrote. Mr. Newman related that AFG has been trying to restructure its business in 2007, by expanding its more conservative municipal-bond business. The company finally filed for bankruptcy in November 2010 -- the biggest filing of the year, according to www.BankruptcyData.com. Companies that made it to the top 20 of biggest bankruptcy filers last year are A&P, Affiliated Media, American Media, Blockbuster, Hummer, Innkeepers USA, Jennifer Convertibles, Loehmann's, Mesa Air, Metro-Goldywn-Mayer, Mercury, Movie Gallery, Newsweek, Oriental Trading Company, Penton Media, Pontiac, Swoozie's, Uno Restaurant Holdings and Urban Brands, the blog added. * Business Bankruptcies Fall in 2010, Total Filings Remain High --------------------------------------------------------------- Dow Jones' Small Cap reports that the number of businesses declaring bankruptcy last year fell for the first time since bankruptcy laws were overhauled in 2005. * Early Buybacks Leave Unsecured Bondholders Less Protected ----------------------------------------------------------- Carrick Mollenkamp and Matt Wirz, writing for The Wall Street Journal, report that dozens of high-yield borrowers slipped terms into their bond documents last year allowing them to prepay up to 10% of their bonds annually at 103 cents on a dollar. That means that a bond trading at 110 cents on the dollar, as a number of corporate bonds are these days, can be retired at a discount, sticking bondholders with losses. According to the Journal, New York credit-research firm Covenant Review LLC said just a few companies used the provision in 2009. But last year, at least 57 U.S. and Canadian secured-bond deals -- more than one-third of all secured deals -- included the provision. The Journal relates that while prepayment covenants initially appeared only in secured deals backed by hard assets, a handful of companies have introduced the language in unsecured bonds that would leave holders far less protected in a bankruptcy. According to the Journal, investors are starting to feel the impact of the new trend. The Journal points out that on Nov. 17, Lyondell Chemical Co. in Houston said it would redeem 10% of two secured bonds it sold in April with the early-buyback clauses, retiring a total of about $275 million of notes. According to the report, Covenant Review said the redemptions of the two series of bonds stuck investors with a loss of about $20 million, representing about 7% of the market value of the bonds redeemed. The report notes a Lyondell spokesman said the redemption was priced into the April 2010 sale of the junk bonds and investors knew the redemption was likely to be used. The Journal cites other companies that adopted the buyback option: -- HealthSouth Corp. According to the Journal, Doug Coltharp, finance chief of the Birmingham, Ala., health-care company, said in an e-mail the buyback option was included in $525 million of bonds it sold in late September for the flexibility to prepay debt at a price it Deems reasonable for the company and investors. "The Terms -- including the call protection -- were fully disclosed to the investors in advance," Mr. Coltharp said. "Each investor made their own decision to buy the bonds with this knowledge in hand." The Journal says while yield-hungry fund managers swallowed their reservations and accepted those terms from HealthSouth, a generally well-regarded borrower rated B+/B2, they have yet to give weaker companies the same concession. -- Nortek Inc. The Journal relates that the heating, ventilation and air conditioning equipment maker based in Providence, R.I., in November yanked a proposed 10% prepayment option from a $250 million bond rated CCC+/Caa2 amid investor pushback, according to Standard & Poor's Leveraged Commentary and Data. "Indenture provisions are a result of various discussions and negotiations, and to comment on any one provision in isolation wouldn't be appropriate," the Journal quotes Nortek Treasurer Edward Cooney as saying. The Troubled Company Reporter ran a story on S&P's ratings issue on November 15, 2010. -- Interface Inc., an Atlanta maker of carpet tile. According to the Journal, Covenant Review stated in a December report that the companies' move "is becoming a serious dilemma for bondholders." Covenant Review said, "Any company whose bonds are trading at a healthy premium and has this alternative available could announce a redemption at any time, which would cause the bonds to trade down." The Journal also reports various advisory firms' reaction: -- Arthur Calavritinos, manager of the John Hancock High Yield Fund, said the early-buyback options aren't all bad for bondholders. He said regardless of what price the borrowers pay for the debt they retire early, they are reducing their debt loads, improving the underlying leverage metrics. -- George Goudelias, a portfolio manager at Seix Investment Advisors, said he usually opposes the 10% prepayment covenant in new deals, but its proliferation in 2010 shows borrowers' growing power as demand for junk debt outstrips supply. He also said that, for stable companies generating strong cash flow, it is preferable for bondholders to let management buy back debt cheaply rather than repurchase stock or pay out dividends to shareholders. -- James Keenan, head of leveraged finance at BlackRock Inc., said while standard in leveraged-loan documents, the prepayment covenants didn't appear regularly in bonds until early 2009, when the loan market essentially shut down. Mr. Keenan said unsecured creditors recover little in the event of a default compared to their secured counterparts. NTK Holdings Inc., the parent company of Nortek Holdings and Nortek Inc., and various affiliates filed for Chapter 11 with a prepackaged plan accepted by all impaired creditors on October 21, 2009 (Bankr. D. Del. Case No. 09-13611). The Company tapped Blackstone Group and Weil, Gotshal & Manges to aid in its restructuring effort. Mark D. Collins, Esq., at Richards Layton & Finger P.A., served as local counsel. Epiq Bankruptcy Solutions served as claims and notice agent. Nortek, Inc. and its affiliated domestic companies completed their financial restructuring and emerged from bankruptcy mid-December 2009. The emergence, which came only 57 days after the filing of a prepackaged plan of reorganization, follows confirmation of the plan on December 4, 2009 by Judge Kevin J. Carey. LyondellBasell Industries' U.S. operations, led by Lyondell Chemical Co., and one of its European holding companies -- Basell Germany Holdings GmbH -- filed voluntary petitions to reorganize under Chapter 11 of the U.S. Bankruptcy Code on January 6, 2009, to facilitate a restructuring of the company's debts. The case is In re Lyondell Chemical Company, et al., Bankr. S.D.N.Y. Lead Case No. 09-10023). Seventy-nine Lyondell entities filed for Chapter 11. Luxembourg-based LyondellBasell Industries AF S.C.A. and another affiliate were voluntarily added to Lyondell Chemical's reorganization filing under Chapter 11 on April 24, 2009. Deryck A. Palmer, Esq., at Cadwalader, Wickersham & Taft LLP, in New York, served as the Debtors' bankruptcy counsel. Evercore Partners served as financial advisors, and Alix Partners and its subsidiary AP Services LLC, served as restructuring advisors. AlixPartners' Kevin M. McShea acted as the Debtors' Chief Restructuring Officer. Clifford Chance LLP served as restructuring advisors to the European entities. LyondellBasell emerged from Chapter 11 bankruptcy protection in May 2010, with a plan that provides the Company with US$3 billion of opening liquidity. * FDIC Seeks $2.5 Billion from Executives of Failed Banks --------------------------------------------------------- The Federal Deposit Insurance Corp. said yesterday that as of mid- December it had authorized lawsuits against 109 directors and officers of failed financial institutions in an effort to recover nearly $2.5 billion, American Bankruptcy Institute reports. * Eight Butler Rubin Lawyers Named as 2011 Illinois Super Lawyers ----------------------------------------------------------------- Butler Rubin founding partner James Rubin has been named to the list of the Top 100 Illinois Super Lawyers for the third consecutive year. Seven additional Butler Rubin attorneys have been named as 2011 Illinois Super Lawyers for excellence in their area of practice including: Ira J. Belcove (Business Litigation), James A. Morsch (Antitrust Litigation), Gerald F. Munitz (Bankruptcy & Creditor/Debtor Rights), Gerald G. Saltarelli (Business Litigation), Mark A. Schwartz ("Rising Star" -- Business Litigation), Teresa Snider (Insurance Coverage) and Neal L. Wolf (Bankruptcy & Creditor/Debtor Rights). Super Lawyers annually lists outstanding lawyers from more than 70 practice areas who have attained a high degree of peer recognition and professional achievement. Polling, research and selection are performed by Law & Politics, a publication of Key Professional Media, Inc. Law & Politics has been publishing legal magazines since 1990 and Super Lawyers since 1991. More information about Super Lawyers and its selection process is available at http://www.superlawyers.com/ Formed in 1980, Chicago-based Butler Rubin has established itself as a well-known litigation boutique assisting clients nationally and internationally in the core practice areas of reinsurance and commercial litigation, including antitrust, competition law and opt-out antitrust litigation; business reorganization, bankruptcy and insolvency; class action; and products liability and mass tort matters. * BOOK REVIEW: Inside Investment Banking, Second Edition -------------------------------------------------------- Author: Ernest Bloch Publisher: BeardBooks, Softcover: 430 pages List Price: $34.95 Review by Henry Berry Even though Bloch states that "no last word may ever be written about the investment banking industry," he nonetheless has written a timely, definitive book on the subject. Bloch wrote Inside Investment Banking book after discovering that no textbook on the subject was available when he began teaching a course on investment banking. Bloch's book is like a textbook, though one not meant to be restricted to classroom use. It's a complete, knowledgeable study of the structure and operations of the field of investment banking. With a long career in the field, including work at the Federal Reserve Bank of New York, Bloch has the background for writing the book. He sought the input of many of his friends and contacts in investment banking for material as well as for critical guidance to put together a text that would stand the test of time. While giving a nod to today's heightened interest in the innovative securities that receive the most attention in the popular media, Inside Investment Banking concentrates for the most part on the unchanging elements of the field. The book takes a subject that can appear mystifying to the average person and makes it understandable by concentrating on its central processes, institutional forms, and permanent aims.The author shows how all aspects of the complex and ever-changing field of investment banking, including its most misunderstood topic of innovative securities, leads to a "financial ecology" which benefits business organizations, individual investors in general, and the economy as a whole. "[T]he marketplace for innovative securities becomes, because of its imitators, a systematic mechanism for spreading risk and improving efficiency for market makers and investors," says Bloch. For example, Bloch takes the reader through investment banking's "market making" which continually adapts to changing economic circumstances to attract the interest of investors. In doing so, he covers the technical subject of arbitrage, the role of the venture capitalist, and the purpose of initial public offerings, among other matters. In addition to describing and explaining the abiding basics of the field, Bloch also takes up issues regarding policy (for example, full disclosure and government regulation) that have arisen from the changes in the field and its enhanced visibility with the public. In dealing with these issues, which are to a large degree social issues, and similar topics which inherently have no final resolution, Bloch deals indirectly with criticisms the field has come under in recent years. Bloch cites the familiar refrain "the more things change, the more they remain the same" and then shows how this applies to investment banking. With deregulation in the banking industry, globalization, mergers among leading investment firms, and the growing number of individuals researching and trading stocks on their own, there is the appearance of sweeping change in investment banking. However, as Inside Investment Banking shows, underlying these surface changes is the efficiency of the market. Anyone looking for an authoritative work covering in depth the fundamentals of the field while reflecting both the interest and concerns about this central field in the contemporary economy should look to Bloch's Inside Investment Banking. After time as an economist with the Federal Reserve Bank of New York, Ernest Bloch was a Professor of Finance at the Stern School of Business at New York University. ********* 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 by e-mail. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases by individuals and business entities estimating assets and debts or disclosing assets and liabilities at less than $1,000,000. The list includes links to freely downloadable images of the small-dollar business-related 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 2011. 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 ***