/raid1/www/Hosts/bankrupt/TCR_Public/110111.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Tuesday, January 11, 2011, Vol. 15, No. 10
Headlines
15-35 HEMPSTEAD: Committee Taps Fox Rothschild Bankruptcy Counsel
15-35 HEMPSTEAD: Creditor NYCB Wants Chapter 11 Trustee Appointed
ACCENTIA BIOPHARMACEUTICALS: Board Accepts CFO Pearce's Retirement
ALEXIS BELLINO: Foreclosure Auction Will Take Place on February 10
ALLEN CAPITAL: Wants RSA Plan Outline Hearing Moved to April 15
ALOHA AIRLINES: Yucaipa Finally Buys Aloha Trademark
AMBAC FINANCIAL: K. Veera Wants Lift Stay to Pursue Class Suit
AMBAC FINANCIAL: Wants Until June 7 to Remove Civil Actions
AMBAC FINANCIAL: Wins Nod to Hire 7 Ordinary Course Professionals
AMERICAN AXLE: Names Former Harley-Davidson Exec. as Ind. Director
AMERICAN INT'L: Gives Dividends of Warrants to Buy 75MM Shares
AMERICAN SERVICE: AM Best Upgrades Financial Strength Rating to B
ATHANASIOS III: Has Green Light to Assume Memorial Bldg Lease
BAKHTAVER IRANI: Closter Seeking Bankr. Atty. to Recoup Back Taxes
BAKER'S KEYBOARD: Could Be Auctioned Off by Month's End
BAKERS FOOTWEAR: Sales for Holiday Season Hiked to $46.8-Mil.
BERNARD L MADOFF: Investors Object to Picower Accord
BERNARD L MADOFF: Bongiorno Wins Freedom as Judge Cuts Bail
BESO, LLC: Eva Longoria's Restaurant in Chapter 11
BIOVEST INTERNATIONAL: To Present at OneMed Forum Tomorrow
BLOCKBUSTER INC: Plan Exclusivity Hearing Moved to Jan. 20
BLOCKBUSTER INC: Sec. 341 Meeting Continued to January 24
BRAMPTON PLANTATION: Plan Outline Hearing Scheduled for January 25
CABI NEW RIVER: William Brown, Esq., Represents HSBC
CAPCO ENERGY: Buyer Remains Liable for Gas Imbalance Claim
CAPMARK FINANCIAL: Working to File Reorganization Plan Soon
CARIBBEAN PETROLEUM: US Trustee Forms New 3-Member Creditors Panel
CATHOLIC CHURCH: Milwaukee to Pay Employee Obligations
CATHOLIC CHURCH: Milwaukee Proposes Whyte as Bankr. Counsel
CATHOLIC CHURCH: Milwaukee Proposes Quarles as Special Counsel
CATHOLIC CHURCH: Milwaukee Schedules Deadline Moved to Feb. 7
CATHOLIC CHURCH: Proposes to Continue Using Health Plan
C&H ARIZONA: Plan Confirmation Hearing Scheduled for January 20
CB HOLDING: US Trustee Forms Seven-Member Creditors Committee
CB HOLDING: Set to Auction Office Restaurants on Jan. 18
CF PROPERTIES: Wants to Use Building Proceeds to Fund Ch. 11 Case
CF PROPERTIES: Taps the T. Edward Malpass as Bankr. Counsel
CF PROPERTIES: Files Schedules of Assets and Liabilities
CHELSEA HEIGHTS: To Lose Asset to Foreclosure; Case Dismissed
CHEM RX: Unsec. Creditors, First Lien Lenders File Joint Plan
CHINA ARCHITECTURAL: Regains Compliance with NASDAQ Listing Rules
COMMODORE LLC: Files Schedules of Assets and Liabilities
CONSOLIDATED HORTICULTURE: To Lay Off 56 Employees by March
CORPUS CHRISTI HARDWARE: Red Ace's Suit Dismissed as Untimely
CORUS BANKSHARES: Confirmation Hearing Scheduled for March 2
COUNTRYVIEW MHC: Can Continue Using BoA Cash Collateral to Jan. 31
COUNTRYVIEW MHC: Wins Nod for Crane Heyman as Counsel
CROSS BORDER: Doral Energy and Pure Energy Merger Completed
CRYSTAL CATHEDRAL: Court Postpones Examination Hearing to Feb. 9
CYTOMEDIX INC: Restates Q3 2010 Related to Treatment of Warrants
CYTOMEDIX INC: Restates 2009 10-K Related to Treatment of Warrants
DIVERSIFIED INDUSTRIES: Alberta Regulator Issues Cease Trade Order
DK AGGREGATES: Has Until March 7 to Propose Chapter 11 Plan
DYER MOUNTAIN: Plaintiffs Lose Fight on Environmental Review Plea
DYNAVAX TECHNOLOGIES: Board Approves Bonuses & Awards to Execs.
EAT AT JOE'S: Amends 2009 Annual Report in Response to Comments
EDRA BLIXSETH: Beau & Morgan Blixseths' Claims to Continue
ENERJEX RESOURCES: Directors/Officers Own Shares of Common Stock
ESTATE FINANCIAL: Ch. Trustee to Sell Nipomo CA Land for $500,000
EXCELLENCY INVESTMENT: Gets $1.8MM Demand Letter From D. Mladen
FANNIE MAE: Judicial Watch Asks to Review Decision to Seize Firm
FENTURA FIN'L: Ronald Justice Named State Bank Pres. & COO
FIRST SECURITY: Receives Nasdaq Non-Compliance Notice
FIRSTFED FINANCIAL: Disclosure Statement Approved
FLORIDA GAMING: H2C Extends Notes Due Dates to March 31
FRASER PAPERS: Creditors Decline to Support Restructuring Plan
FREDDIE MAC: Judicial Watch Asks to Review Decision to Seize Firm
FULL CIRCLE: Committee Wins Nod for Volpe Bajalia as Counsel
GATEHOUSE MEDIA: Board Approves Change in Company's Fiscal Year
GENERAL GROWTH: Finish Line Seeks Payment of Cure Amounts
GENERAL GROWTH: Walmart Purchases Former Lockport Mall Site
GENERAL MOTORS: New GM Not Liable for Deutsch Wrongful Death
GENERAL MOTORS: Mulls Reacquiring Part of Former GMAC Unit
GLOBAL ENTERTAINMENT: David Contis Discloses 9.8% Equity Stake
GREENBRIER COS: Incurs $2.3MM Net Loss in Qtr. Ended Nov. 30
GSC GROUP: Former Bankr. Judge Named Chapter 11 Trustee
GUIDED THERAPEUTICS: Presents at Sidoti & Company's Conference
HEALTHSOUTH CORP: To Present at 29th Annual JPMorgan Conference
INNOLOG HOLDINGS: Michael Kane Amends Form 3 Filing
INNOLOG HOLDINGS: W. Danielczyk Amends Form 3 Filing
INTEGRITY HOME: Denies Bid for Sanctions Against DMA
IRH VINTAGE: Court Approves Adequacy of Disclosure Statement
JOHN D OIL: Board Appoints C. Coatoam as Chief Financial Officer
KIEBLER RECREATION: Disc. Statement Hearing Adjourned to Jan. 25
KMART CORP: Plaintiff Lawyer Suspended for Neglect
KRYSTAL KOACH: Business Sold for $9 Million
KS REALTY: Court Rejects Maxfield's Claim for Commissions
LAKERIDGE CENTRE: Can Hire Allan R. Smith as Bankruptcy Counsel
LAKERIDGE CENTRE: Files Disc. Statement; Feb. 14 DS Hearing Set
LAS VEGAS RAILWAY: Amends Report on Express Acquisition
LIONS GATE: Icahn Opposes Effort to Continue Suit
LOCAL INSIGHT: Can Access $25 Million Financing on Final Basis
LOCAL INSIGHT: Files Schedules of Assets and Liabilities
LOCAL INSIGHT: U.S. Trustee Forms Five-Member Creditors Committee
LOWER BUCKS: Gets New $31MM Offer, Has Until Feb. 8 to File Plan
MAMMOTH LAKES, CA: Fears Financial Ruin After Legal Judgment
MIDDLEBROOK PHARMACEUTICALS: Liquidation Plan Declared Effective
MMFX CANADIAN: Taps Sheppard Mullin as Insolvency Counsel
MMFX TECH: Needs More Time to File Schedules and Statements
MPG TRUST: Aristeia Terminates Letter Agreement With Caspian
MPG TRUST: Mariner Terminates Letter Agreement With Aristeia
NATION ENERGY: Files 10-Q for Q4 of 2008; $55,362 Loss Reported
NEC HOLDINGS: Plan Exclusivity Extended to April 6
NETWORK COMMUNICATIONS: Completes Out-of-Court Restructuring
NMT MEDICAL: Enters Into $2MM Credit Facility With LSQ Funding
NOVADEL PHARMA: Receives $500,000 Milestone Payment From Akrimax
OPTIMUMBANK HOLDINGS: Jack Calloway Resigns From Board
PALM HARBOR: Fleetwood-Led Auction Set for March 1
PALM HARBOR: Creditors Seek to Hire Pachulski Stang as Counsel
PALM HARBOR: Judge OKs $50MM Lead Bid, March Auction for Firm
PAUL STEADMAN: First Bank Wants Case Converted to Chapter 7
PAUL STEADMAN: Files Plan and Disclosure Statement
PHILADELPHIA RITTENHOUSE: Files List of 20 Largest Creditors
PRM DEVELOPMENT: Files Reorganization Plan & Disclosure Statement
QIMONDA RICHMOND: Judge Keeps Docs. Secret in $100-Mil. Liens Suit
RADIENT PHARMA: Gets NYSE Approval to Issue RPC Common Stock
REALOGY CORP: Completes Exchange Offers & Consent Solicitations
REGAL ENTERTAINMENT: Amends Quarterly Report to Refile Exhibit
REGAL ENTERTAINMENT: Exhibit to Form 10-Q Treated Confidential
REGAL ENTERTAINMENT: Prices Proposed $150 Million of Senior Notes
REITTER CORP: Gets Court OK to Use Cash Collateral Until Feb. 28
REMEDIAL CYPRUS: Plan of Liquidation Declared Effective
RIVER ROAD: Gets Interim OK to Use Cash Collateral Until March 30
RIVER ROAD: Lenders File Amended Plan & Disclosure Statement
RIVIERA DRILLING: 10th Cir. Affirms Dismissal of Gunnison Suit
ROCK & REPUBLIC: Files VF Sale-Based Chapter 11 Plan
ROSSCO HOLDINGS: Taps Creditors' Law Group as Bankruptcy Counsel
RP SAM: Has Until February 1 to File Chapter 11 Plan
RQB RESORT: Sawgrass Marriott Valued by Judge at $132 Million
SBARRO INC: Hires Kirkland & Ellis for Restructuring Advice
SHALAN ENTERPRISES: Files Plan of Reorganization
STERLING ESTATES: Has No Realistic Exit Plan, Court Says
SUPERIOR OFFSHORE: Proofs of Interest Must Be Filed by Feb. 28
TARAZ KOOH: Court Okays Disclosure Statement
TBS INTERNATIONAL: Takes Delivery of 4th Newbuild Tweendecker
TENET HEALTHCARE: Adopts Stockholder Rights Plan to Protect NOLs
TETRAGENEX PHARMACEUTICALS: Wins Ok of Prepack Debt-Swap Plan
THORNBURG MORTGAGE: Orrick Should Get No Fees, Trustee Says
TRICO MARINE: January 31 Hearing on Key Settlement
TRICO MARINE: Alleghany Corp. Ceases to Own Common Shares
TRIPEAK LLC: U.S. Trustee Wants Case Dismissed or Converted
TRONOX INC: Seeks Deregistration of Class B Common Stock
TROPICANA ENTERTAINMENT: Court Rules Canbergs Violated Stay
TROPICANA ENTERTAINMENT: Foodservice Demands Claims Payment
TROPICANA ENTERTAINMENT: Lawsuit vs. W & E Edwards Dismissed
TSG INC: Plan Exclusivity Extension Hearing on January 20
UNITED CONTINENTAL: Reports Full Year 2010 Operational Results
UNITED CONTINENTAL: December Traffic Increased by 1.4%
UNIVERSAL AMERICAN: AM Best Puts 'bb' Issuer Credit Rating
VINTAGE PARK: To Have Exclusivity Until Confirmation Hearing
VISUALANT INC: Inks License Agreement with Javelin LLC
VITRO SAB: No Ruling on Change of Venue Issue So Far
WASHINGTON MUTUAL: Junior Noteholders Can't Move Up in Pay Ladder
WHITTLE DEVELOPMENT: Can Access Short Term Loan on Interim Basis
WII COMPONENTS: Holdings Company Completes Recapitalization
* Canada Should Watch Debt Levels, Bankr. Superintendent Says
* Canada Bankruptcies Rise 0.2% to 8,136 in October From Sept.
* Massachusetts Top Court Hands Foreclosure Loss to U.S. Bancorp
* S&P's Global Corporate Default Tally at 77 in 2010
* Moody's: Global Default Rate Fell to 3.1% in Fourth Quarter
* Large Companies With Insolvent Balance Sheets
*********
15-35 HEMPSTEAD: Committee Taps Fox Rothschild Bankruptcy Counsel
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The Hon. Gloria M. Burns of the U.S. Bankruptcy Court for the
District of New Jersey authorized the Official Committee of
Unsecured Creditors in the Chapter 11 cases of 15-35 Hempstead
Properties, LLC, and Jackson 299 Hempstead, LLC, to employ Fox
Rothschild LLP, as its general bankruptcy counsel.
Fox Rothschild is representing the Committee in the Debtors'
Chapter 11 proceedings.
To the best of the Committee's knowledge, Fox Rothschild is a
?disinterested person? as that term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached at:
FOX ROTHSCHILD LLP
Michael J. Viscount, Jr., Esq.
1301 Atlantic Avenue
Midtown Building, Suite 400
Atlantic City, NJ 08401-7212
Tel: (609) 348-1515
Fax: (609) 348-6834
E-mail: mviscount@foxrothschild.com
About 15-35 Hempstead Properties
15-35 Hempstead Properties, LLC, owns real property at 101
Boardwalk in Atlantic City, New Jersey. It filed for Chapter 11
bankruptcy protection on October 26, 2010 (Bankr. D. N. J. Case
No. 10-43178). Albert A. Ciardi, III, Esq., at Ciardi Ciardi &
Astin, P.C., assists 15-35 Hempstead in its restructuring effort.
15-35 Hempstead estimated assets and debts at $10 million to
$50 million.
The Debtor's case is jointly administered with its affiliates.
Affiliate Jackson 299 Hempstead LLC filed for Chapter 11 petition
on October 26, 2010 (Bankr. D. N. J. Case No. 10-43180).
Jackson 299 Hempstead, LLC, owns a certain parcel of real property
at 101 Boardwalk in Atlantic City, New Jersey. It filed for
Chapter 11 bankruptcy protection on October 26, 2010 (Bankr. D.
N.J. Case No. 10-43180). Albert A. Ciardi, III, Esq., at Ciardi
Ciardi & Astin, P.C., assists Jackson 299 in its restructuring
effort. Jackson 299 estimated its assets and debts at $10 million
to $50 million.
Affiliate 15-35 Hempstead Properties, LLC, filed a Chapter 11
petition on October 26, 2010 (Bankr. D. N.J. Case No. 10-43178).
15-35 HEMPSTEAD: Creditor NYCB Wants Chapter 11 Trustee Appointed
-----------------------------------------------------------------
Secured creditor New York Community Bank asks the U.S. Bankruptcy
Court for the District of New Jersey to appoint a Chapter 11
trustee in the cases of 15-35 Hempstead Properties, LLC, and
Jackson 299 Hempstead, LLC.
NYCB claims the Debtors owe it $18,748,710, with the debt secured
by a first priority lien against the Debtors' property in 101
Boardwalk, Atlantic City, New Jersey. In addition to the liens
against the property, there are two additional liens against the
property junior to NYBC -- a mortgage held by Singer Financial
Corp. in the principal amount of $500,000 and a mortgage held by
Blue Sun LLC in the principal amount of $225,000.
David Firestone, Esq., a partner at Friedman LLP, NYCB's
accounting firm assigned to conduct investigation of the Debtors'
businesses and financial affairs, visited the property and
reviewed of the Debtors' books and records.
Mr. Firestone claims that, among other things:
-- the Debtors' finances and bookkeeping are in disarray;
-- no real accounting system is in place;
-- the manner which the Debtors deal with receipts and
disbursements is problematic; and
-- record review, accounts payable and cash disbursements are
done only by Steven Kates, the principal of the Debtors.
NYCB is represented by:
Kerry A. Galvin, Esq.
Matthew G. Roseman, Esq.
Bonnie L. Pollack, Esq.
CULLEN AND DYKMAN LLP
100 Quentin Roosevelt Boulevard
Garden City, NY 11530
Tel: (516) 357-3700
About 15-35 Hempstead Properties
15-35 Hempstead Properties, LLC, owns real property at 101
Boardwalk in Atlantic City, New Jersey. It filed for Chapter 11
bankruptcy protection on October 26, 2010 (Bankr. D. N. J. Case
No. 10-43178). Albert A. Ciardi, III, Esq., at Ciardi Ciardi &
Astin, P.C., assists 15-35 Hempstead in its restructuring effort.
15-35 Hempstead estimated assets and debts at $10 million to
$50 million.
The Debtor's case is jointly administered with its affiliates.
Affiliate Jackson 299 Hempstead LLC filed for Chapter 11 petition
on October 26, 2010 (Bankr. D. N. J. Case No. 10-43180).
Jackson 299 Hempstead, LLC, owns a certain parcel of real property
at 101 Boardwalk in Atlantic City, New Jersey. It filed for
Chapter 11 bankruptcy protection on October 26, 2010 (Bankr. D.
N.J. Case No. 10-43180). Albert A. Ciardi, III, Esq., at Ciardi
Ciardi & Astin, P.C., assists Jackson 299 in its restructuring
effort. Jackson 299 estimated its assets and debts at $10 million
to $50 million.
Affiliate 15-35 Hempstead Properties, LLC, filed a Chapter 11
petition on October 26, 2010 (Bankr. D. N.J. Case No. 10-43178).
ACCENTIA BIOPHARMACEUTICALS: Board Accepts CFO Pearce's Retirement
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Effective on December 31, 2010, Accentia Biopharmaceuticals,
Inc.'s board of directors accepted the resignation of Alan M.
Pearce from his employment with the Company, including his
position as the Chief Financial Officer of the Company. The
Company entered into an agreement with Mr. Pearce as to all
matters of compensation and other details of the separation. Mr.
Pearce's resignation applies to his employment in all subsidiaries
of the Company as well, including without limitation his position
as the Chief Financial Officer of the Company's majority-owned
subsidiary, Biovest International, Inc. The resignation was as a
result of Mr. Pearce's voluntary retirement. Mr. Pearce remains a
director of the Company until the Company's Annual Meeting of
Shareholders, scheduled for January 19, 2011.
About Accentia Biopharmaceuticals
Headquartered in Tampa, Florida, Accentia BioPharmaceuticals Inc.
(OTC QB: ABPI) -- http://www.accentia.net/-- is committed to
advancing the autoimmune disease therapy, Revimmune(TM), as a
comprehensive system of care and drug regimen designed for the
treatment of autoimmune diseases. Revimmune therapy includes an
ultra-high-dose regimen of Cytoxan(R) (cyclophosphamide),
exclusively supplied via a strategic agreement with Baxter
Healthcare Corporation. Clinical trials for Revimmune are being
planned for the treatment of multiple autoimmune indications.
Accentia holds a majority-ownership stake in Biovest
International, Inc., an emerging leader in the field of active
personalized immunotherapies. In collaboration with the National
Cancer Institute, Biovest has developed a patient-specific, cancer
vaccine, BiovaxIDO(R), with three clinical trials completed,
including a Phase III study for the treatment of follicular non-
Hodgkin's lymphoma.
Accentia BioPharmaceuticals and nine affiliates filed for
Chapter 11 protection on November 10, 2008 (Bankr. M.D. Fla. Lead
Case No. 08-17795). Charles A. Postler, Esq., and Elena P.
Ketchum, Esq., at Stichter, Riedel, Blain & Prosser, in Tampa,
Florida; and Jonathan B. Sbar, Esq., at Rocke, McLean & Sbar,
P.A., represent the Debtors as counsel. Adam H. Friedman, Esq.,
at Olshan Grundman Frome Rosenzweig, and Paul J. Battista, Esq.,
at Genovese Joblove & Battista PA, represent the official
committee of unsecured creditors as counsel. In their bankruptcy
petition, the Debtors disclosed assets of $134,919,728 and debts
of $77,627,355 as of June 30, 2008. In November 2010, Accentia
emerged from Chapter 11 protection, and its reorganization plan
became effective, on November 17, 2010.
At September 30, 2010, Accentia BioPharmaceuticals' balance sheet
showed total assets of $5.01 million, total liabilities of
$150.26 million, Series A convertible redeemable preferred stock
of $7.53 million, and a stockholders' deficit of $152.78 million.
* * *
Cherry, Bekaert & Holland, L.L.P., in Tampa, Fla., expressed
substantial doubt about the Company's ability to continue as a
going concern, following the Company's results for the fiscal year
ended September 30, 2010. The independent auditors noted that the
Company incurred cumulative net losses of roughly $53.2 million
during the two years ended September 30, 2010, and had a working
capital deficiency of roughly $147.6 million including liabilities
subject to compromise.
ALEXIS BELLINO: Foreclosure Auction Will Take Place on February 10
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The Orange County Register reports that a foreclosure auction for
the Newport Beach home of O.C. "Housewife" Alexis Bellino and her
husband James has been set for Feb. 10, 2011.
According to the report, Bellino's business is based at his 6-
bedroom home in Newport Beach, which, in addition to being in
default on a loan, is listed for sale. The 6,400-square foot,
6-bedroom house is also on the market and being offered as a short
sale -- or for less than what is owed on the mortgage. But the
lender, JPMorgan Chase, would have to agree. The asking price is
$3,395,000. The published bid at auction is listed at $4,677,635.
The couple has said they are still negotiating with the bank.
ALLEN CAPITAL: Wants RSA Plan Outline Hearing Moved to April 15
---------------------------------------------------------------
DLH Master Land Holding, LLC, et al., ask the U.S. Bankruptcy
Court for the Northern District of Texas to postpone the hearing
on the disclosure statement explaining Richard S. Allen, Inc., and
Richard S. Allen's proposed Chapter 11 plan and extend their
exclusive periods to propose and solicit acceptances for a Chapter
11 plan.
There are two separate Chapter 11 plans filed in the Debtors'
Chapter 11 cases -- one filed by RSAI and Mr. Allen, and another
filed by DLH and Allen Capital Partners.
The Court previously set a RSA Disclosure Statement hearing for
January 24, 25 and 26, 2011. The Debtors request that the Court:
-- reset the deadline for RSAI and Mr. Allen to file an amended
Disclosure Statement and Plan to April 15;
-- reset the hearing on RSAI and Allen's Disclosure Statement
to a date after April 15 that allows parties in interest a
reasonable time to file and serve objections; and
-- reset the confirmation hearing on Allen and RSAI's Plan to a
date after approval of their Disclosure Statement that
allows sufficient time to solicit acceptances, and extends
the exclusive period for solicitation of acceptances of that
Plan accordingly.
The Debtors relate that while Debtors ACP and DLH intend to file
their Third Amended Disclosure Statement and Plan on January 10,
per the Court's December 7 Order, the terms of the ACP and DLH
Plan may change as a result of negotiations, discussions and
amendment after January 10.
According to the Debtors, "The outcome of the ACP and DLH Plan
will have a material impact on the way that Allen and RSAI proceed
with the amendment of their Plan and Disclosure Statement.
Therefore, efficiency and judicial economy support the requested
extension, so that Allen and RSAI are not faced with the need to
amend their Disclosure Statement and Plan multiple times and the
Court is not faced with multiple amendments and hearings on Allen
and RSAI's Disclosure Statement and Plan."
RSAI Plan
The hearing on the adequacy of Richard S. Allen and Richard S.
Allen, Inc.'s Disclosure Statement, as amended, will commence on
January 26, 2011 at 1:30 p.m.
The Debtors project to pay all Holders of Claims against Mr. Allen
and RSAI in full over time, with interest to the extent required
by the Bankruptcy Code or other applicable law.
The cash flow projections of RSAI reflect the payment in full of
all creditors of RSAI within a six-year period following the
Effective Date of the Plan. The cash flow projections of Mr.
Allen reflect the payment in full of all creditors of Mr. Allen
within a seven-year period following the Effective Date of the
Plan. Creditors of Mr. Allen and RSAI that are also creditors of
ACP and/or DLH are projected to be repaid through a combination of
distributions from Allen, RSAI, DLH and/or ACP, as applicable.
A copy of the RSAI Chapter 11 Plan is available for free at:
http://bankrupt.com/misc/RSA_Ch11_Plan.pdf
A copy of the RSAI Disclosure Statement is available for free at:
http://bankrupt.com/misc/RSA_Disc_Statement.pdf
Allen Capital & DLH Plan
The U.S. Bankruptcy Court for the Northern District of Texas has
set a hearing commencing on January 24, 2011, at 1:30 p.m., to
consider adequacy of the Third Amended Disclosure Statement
explaining DLH Master Land Holding, LLC, and Allen Capital
Partners, LLC's Plan of Reorganization.
As reported in the Troubled Company Reporter on December 22, 2010,
the Plan contemplates the Debtors obtaining a combination of one
or more term loans or equity contributions totaling $30 million to
$50 million as exit financing, using some of those monies to
obtain releases of collateral which would then be pledged as
security to support the Exit Financing facility. The remaining
Exit Financing proceeds will be used to pay the DIP loan, fund
post-Effective Date Operations, pay Chapter 11 expenses and
provide certain cash outs to certain small unsecured creditors
willing to deeply discount their claims for cash, provide an
interest reserve and finance the construction of certain
improvements. The Debtors are discussing the financing with a
number of potential sources, but do not currently have a
commitment. Because the Debtors do not currently know the precise
collateral required by the lender or lenders the final terms of
the DLH Exit Financing may differ from what Debtors are currently
proposing.
The ACP Exit Financing will potentially be obtained by sale of a
portion of ACP's 100% ownership interest in LPKC, an entity which
holds an option from the BNSF railway to purchase land adjacent to
an intermodal in Kansas City or may take the form of a loan
secured by a junior interest in the various membership interests
held by ACP. The Debtors anticipate ACP's non-bankrupt
subsidiaries may also be required to pledge assets to secure the
ACP Exit Financing. Similar to the DLH Exit Financing, the
proceeds from the ACP Exit Financing will be used to pay the DIP
loans, pay Chapter 11 expenses and cash outs to unsecured ACP
creditors willing to discount claims for cash, and provide
interest and operating reserves.
In the event the Debtors are unable to obtain Exit Financing, the
Plan will be null and void in all respects, the Effective Date
will never occur and the Confirmation Order would be voided.
Under the Plan, Unsecured Allowed Claims against DLH total
approximately $11.6 million, including approximately $637,000 in
smaller claims (less than $ 125,000 each).
DLH proposes a cafeteria plan with options for Allowed Unsecured
Claims:
A) 20 % in cash paid to each electing holder of an Allowed
Claim of $125,000 or less or, the holder of any Allowed
Claim that is willing to reduce its claim to $125,000.
These claims are payable within 90 days after the Effective
Date and will be funded from proceeds of the Exit Financing.
B) Receive a Variable Pay Note in the principal amount of 50%
of the electing holder's Allowed Claim, payable without
interest from 75% of DLH Unsecured Net Proceeds. If not
previously paid, these notes will mature and be fully
payable seven years from the Effective Date.
C) Receive a Variable Pay Note in the principal amount of 100%
of the electing holder's Allowed Claim payable from 25% of
DLH Unsecured Net Proceeds, but only until the Option B
notes are paid in full, and thereafter receiving all of the
DLH Unsecured Net Proceeds. If not previously paid, these
notes will mature and be fully payable ten years from the
Effective Date, with interest accruing at the federal
judgment rate in effect on the Effective Date. From
September 27, 2010, to October 3, the federal judgment rate
was 0.25%.
D) An electing holder of an Allowed Unsecured Claim may convert
its Allowed Claim to a Class B Preferred Callable Membership
Interest with par value equal to the amount of the Allowed
Claim.
For all remaining unsecured ACP creditors, ACP proposes a
cafeteria plan whose options will be:
A) 20 % in cash paid to each holder of an Allowed Claim of
$60,000 or less or which the holder is willing to reduce its
claim to $60,000. These claims will be payable within 90
days after the Effective Date and will be funded from
proceeds of the Exit Financing.
B) Receive a Variable Pay Note in the principal amount of 50%
of the electing holder's Allowed Claim, payable without
interest from their pro rata share of 75% of ACP Unsecured
Creditor Net Proceeds. Unless previously paid, these notes
mature seven years from the Effective Date.
C) Receive a Variable Pay Note in the principal amount of 100%
of the electing holder's Allowed Claim payable from 25% of
ACP Unsecured Creditor Net Proceeds, but only until the
Option B notes are paid in full, and thereafter receiving
all of the ACP Unsecured Creditor Net Proceeds. If not
previously paid, these notes will mature and be fully
payable ten years from the Effective Date, with interest
accruing at the federal judgment rate on the Effective Date
of the Plan.
D) Class C Preferred Callable Preferred Membership Interests in
DLH.
A full-text copy of the Disclosure Statement is available for free
at http://bankrupt.com/misc/AllenCapital_DS.pdf
About Allen Capital
Allen Capital Partners LLC and subsidiary DLH Master Land Holding
LLC, are the developers of Dallas Logistics Hub, a 6,000-acre
multimodal logistics park 12 miles (19 kilometers) from downtown
Dallas.
Allen Capital Partners, LLC, dba The Allen Group, filed for
Chapter 11 bankruptcy protection on January 25, 2010 (Bankr. N.D.
Tex. Case No. 10-30562). Mark MacDonald, Esq., at MacDonald +
MacDonald, P.C., represents the Debtor. Lain, Faulkner & Co. is
the Debtor's financial advisor. The Company disclosed
$220,325,201 in assets and $160,622,236 in liabilities as of the
Chapter 11 filing.
The Debtor's affiliate -- DLH Master Land Holding, LLC, dba The
Allen Group -- filed a separate Chapter 11 bankruptcy petition.
Another affiliate, Visalia, California-based Richard S. Allen,
Inc., filed for Chapter 11 bankruptcy protection on May 3, 2010
(Bankr. N.D. Texas Case No. 10-33211). Patrick J. Neligan, Jr.,
Esq., at Neligan Foley LLP, represent the Debtor. The Company
estimated assets and debts at $50 million to $100 million.
ALOHA AIRLINES: Yucaipa Finally Buys Aloha Trademark
----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Yucaipa Cos., the owner of Aloha Airlines Inc. and a
second-lien lender, succeeded in buying most of the defunct
airline's remaining assets, including the Aloha name.
Mr. Rochelle recounts that in May 2009, U.S. Bankruptcy Judge
Lloyd King in Honolulu refused to sell the airline's name to
Yucaipa because the trademark was to be resold to Mesa Air Group
Inc., whose Go! airline was accused of using confidential
information and predatory tactics to drive both Aloha and Hawaiian
Airlines into bankruptcy. In his opinion last year, Judge King
said that Phoenix-based Mesa should be considered a co-purchaser
of the Aloha name. The judge said that Mesa inflicted "great
harm" on Aloha and its thousands of employees and he couldn't
allow Mesa "to perfect its wrongdoing by becoming Aloha."
Mr. Rochelle relates that Judge King approved the sale to Yucaipa
at the end of the year for $71,429 cash and a $1.43 million credit
against Yucaipa's secured claim. The sale agreement included a
provision prohibiting Yucaipa from reselling the name to Mesa.
Had Judge King approved the sale last year, Mesa would have
purchased the name from Yucaipa by paying $6 million over 10
years.
About Aloha Airgroup
Based in Honolulu, Hawaii, Aloha Airgroup Inc., Aloha Airlines
Inc., and affiliates -- http://www.alohaairlines.com/-- flew
passengers and freight to Hawaii's five major airports, as well as
to half a dozen destinations in the western U.S. They operated a
fleet of about 20 aircraft, all Boeing 737s, including three
configured as freighters.
Aloha filed for Chapter 11 protection on Dec. 30, 2004 (Bankr. D.
Hawaii Case No. 04-03063), and emerged from Chapter 11 bankruptcy
protection in February 2006.
The Company and its affiliates filed again for Chapter 11
protection on March 18, 2008 (Bankr. D. Hawaii Lead Case No.
08-00337). Brian G. Rich, Esq., Jordi Guso, Esq., and Paul Steven
Singerman, Esq., at Berger Singerman P.A., and David C. Farmer,
Esq., represent the Debtors in their restructuring efforts. The
Official Committee of Unsecured Creditors was represented by
Sonnenschein Nath & Rosenthal LLP and Bronster Hoshibata. The
Debtors' schedules reflected total assets of $74,600,000 against
total liabilities of $197,100,000.
On April 29, 2008, the Court converted the Debtors' cases into
chapter 7 liquidation proceedings. The next day, the U.S. Trustee
appointed Dane S. Field to serve as chapter 7 trustee for the
cases. James Wagner, Esq., at Wagner Choi & Verbrugge, represents
Mr. Field.
AMBAC FINANCIAL: K. Veera Wants Lift Stay to Pursue Class Suit
--------------------------------------------------------------
Karthikeyan V. Veera is a plaintiff in a proposed class action
before the U.S. District Court for the Southern District of New
York, captioned Veera v. Ambac Plan Administrative Committee, et
al., No. 1:10-cv-4191. Mr. Veera commenced the Class Action on
behalf of himself and other participants in the Ambac Financial
Group, Inc. Savings Incentive Plan who have lost their retirement
assets by investing in AFG common stock through the Plan.
Mr. Veera has brought the claims against the fiduciaries of the
Plan for violating the Employee Retirement Income Security Act,
but has not named AFG as a defendant in the Class Action.
Discovery is ongoing in the Class Action and Judge Harold Baer,
the presiding judge in the Class Action, has set a June 30, 2011
deadline for fact discovery.
Stephen J. Fearon, Jr., Esq., at Squitieri & Fearon, LLP, in New
York -- stephen@sfclasslaw.com -- asserts that the defendants'
counsel in the Class Action has represented that AFG controls the
majority of the documents that Mr. Veera has sought from the
defendants and that the automatic stay applies to almost all of
the discovery that Mr. Veera seeks in the Class Action as well as
to the witness whom Mr. Veera seek to depose. Mr. Fearon further
notes that the defendants have argued that the Plaintiff must
seek leave in AFG's Chapter 11 case for discovery.
Against this backdrop, Mr. Veera asks the U.S. Bankruptcy Court
for the Southern District of New York to enter:
(i) a declaration that the automatic stay in the Debtor's case
does not apply to his proposed discovery of AFG; or
(ii) in the alternative, an order granting relief from the
automatic stay to allow him to serve a subpoena on AFG and
take all other actions necessary to obtain documents and
testimony from the Debtor in support of his claims against
the non-Debtor defendants in the Class Action.
Mr. Fearon insists that the automatic stay does not apply to Mr.
Veera's efforts to secure discovery from the Debtor. Mr. Fearon
clarifies that by seeking document production and testimony from
AFG, Mr. Veera does not seek to commence an action against the
Debtor. Mr. Fearon further contends that when AFG filed for
bankruptcy, it was not and still is not a defendant in Mr.
Veera's lawsuit.
In the event the Bankruptcy Court determines that the automatic
stay applies to Mr. Veera's attempts to seek discovery from the
Debtor, cause exists to lift the automatic stay to allow Mr.
Veera to seek discovery from the Debtor, Mr. Fearon asserts. The
automatic stay harms Mr. Veera and the class he seeks to
represent because a stay would deprive him and the class of the
evidence they need to properly pursue their claims, Mr. Fearon
maintains.
On the contrary, AFG's estate will not be prejudiced by lifting
the automatic stay because, among other things, the records
sought are primarily electronic in nature and could easily be
produced with minimal cost and effort on the part of the Debtor,
Mr. Fearon assures the Bankruptcy Court.
About Ambac Financial
Ambac Financial Group, Inc., headquartered in New York City, is a
holding company whose affiliates provided financial guarantees and
financial services to clients in both the public and private
sectors around the world.
Ambac Financial filed a voluntary petition for relief under
Chapter 11 of the U.S. Bankruptcy Code in Manhattan (Bankr.
S.D.N.Y. Case No. 10-15973) on November 8, 2010. Ambac said it
will continue to operate in the ordinary course of business as
"debtor-in-possession" under the jurisdiction of the Bankruptcy
Court and in accordance with the applicable provisions of the
Bankruptcy Code and the orders of the Bankruptcy Court.
Ambac's bond insurance unit, Ambac Assurance Corp., did not file
for bankruptcy. AAC is being restructured by state regulators in
Wisconsin. AAC is domiciled in Wisconsin and regulated by the
Office of the Commissioner of Insurance of the State of Wisconsin.
The parent company is not regulated by the OCI.
Ambac's consolidated balance sheet -- which includes non-debtor
Ambac Assurance Corp -- showed $30.05 billion in total assets,
$31.47 billion in total liabilities, and a $1.42 billion
stockholders' deficit, at June 30, 2010.
On an unconsolidated basis, Ambac said in a court filing that
it has assets of ($394.5 million) and total liabilities of
$1.6826 billion as of June 30, 2010.
Bank of New York Mellon Corp., as trustee to seven different types
of notes, is listed as the largest unsecured creditor, with claims
totaling about $1.62 billion.
The Vanguard Group, Inc., holds 5.46% of the stock of Ambac and is
its largest shareholder.
Peter A. Ivanick, Esq., Allison H. Weiss, Esq., and Todd L.
Padnos, Esq., at Dewey & LeBoeuf LLP represent the Debtor. The
Blackstone Group LP is the Debtor's financial advisor. Kurtzman
Carson Consultants LLC is the claims and notice agent.
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: Wants Until June 7 to Remove Civil Actions
-----------------------------------------------------------
Pursuant to Rules 9006(b) and 9027 of the Federal Rules of
Bankruptcy Procedure, Ambac Financial Group, Inc., asks Bankruptcy
Judge Shelley Chapman to extend the time by which it must file
notices of removal of related civil actions and proceedings to
which it is or may become party to, to the later of:
(a) June 7, 2011; or
(b) 30 days after the entry of an order terminating the
automatic stay with respect to the particular Civil Action
sought to be removed.
Pursuant to Rule 9027(a)(2), the Debtor's existing removal action
period for civil actions that have not been stayed pursuant to
Section 362(a) of the Bankruptcy Code expires on Feb. 7, 2011.
With respect to a postpetition Civil Action, the Debtor has only
30 days from receipt to determine whether removal is appropriate.
Allison H. Weiss, Esq., at Dewey & LeBoeuf LLP, in New York,
notes that since the Petition Date, the Debtor has focused on
efforts of stabilizing its business and ensuring a smooth
transition into Chapter 11 while, at the same time, focusing on
other time sensitive and complex aspects of its bankruptcy case.
The Debtor, she specifies, has been working diligently to
maintain relationships with its vendors, prepare its Statement of
Financial Affairs and Schedules of Assets and Liabilities,
establish a bar date for filing proofs of claim, and other day-
to-day Chapter 11 tasks including responding to extensive
document and information requests from the Official Committee of
Unsecured Creditors.
More importantly, Ms. Weiss says, the Debtor has participated in
extensive negotiations in an effort to reach an agreement on its
balance sheet restructuring to be accomplished through a
consensual bankruptcy plan of reorganization with the Office of
the Commissioner of Insurance of the State of Wisconsin and the
Creditors Committee. The Debtor continues to negotiate with the
OCI and the Creditors Committee regarding a settlement of
significant issues that affect AAC and the Debtor, she says. In
addition, the Debtor's adversary proceeding against the Internal
Service Revenue has required additional time and efforts of the
Debtor's employees, she cites.
With respect to the Civil Actions, the Debtor is continuing to
review its files and records to determine whether it should
remove any claims or civil causes of action to which it is or
might become a party, Ms. Weiss states. The Debtor is party to
numerous lawsuits and is still assessing these lawsuits to
determine whether removal is warranted, she relates. The Debtor
has rightfully focused the bulk of its energy in the early months
of this case on stabilizing operations and assessing
restructuring options, all to preserve value for the benefit of
all parties-in-interest, she asserts.
As a result, the Debtor requires additional time to consider
filing notices of removal of the Civil Actions, according to Ms.
Weiss. Given the early stages of this Chapter 11 case, extending
the period to file notices of removals will permit the Debtor to
timely review its pending litigation matters and properly
evaluate them within the larger context of its Chapter 11 case,
she stresses. She assures the Court that the proposed extension
of the Removal Action Deadline will not unduly prejudice any
counterparty to the Civil Actions.
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: Wins Nod to Hire 7 Ordinary Course Professionals
-----------------------------------------------------------------
Ambac Financial Group, Inc., won authorization from the U.S.
Bankruptcy Court to employ seven ordinary course professionals for
the provision of legal and mediation services.
A list of the OCPs is available for free at:
http://bankrupt.com/misc/Ambac_AllowedOCP.pdf
Each OCP will provide the Debtor's attorneys within 30 days
following the later of (i) the entry of the OCP Order and (ii)
the date on which the OCP commences postpetition services for the
Debtor: (a) an affidavit certifying that the OCP does not
represent or hold any interest adverse to the Debtor or its
estate with respect to the matter on which the OCP is to be
employed, and (b) a completed retention questionnaire.
The Debtor's attorneys will file the OCP Affidavits and Retention
Questionnaires with the Court and serve a copy on the: (i) the
U.S. Trustee for Region 2; (ii) counsel to The Bank of New York,
as trustee in respect of the Debtor's Senior Notes; (iii) Law
Debenture Trust Company of New York, as trustee in respect of the
Debtor's Directly Issued Subordinated Capital Securities; and
(iv) counsel to the Official Committee of Unsecured Creditors.
The Debtor is also authorized to supplement the list of OCP from
time to time, and file a notice with the Court listing those
additional Ordinary Course Professionals and attach the relevant
Ordinary Course Professional Affidavits and Retention
Questionnaires, and serve the Supplemental Notice of Ordinary
Course Professionals on the Reviewing Parties.
The Reviewing Parties and any other party will have 15 days
after receipt of either (i) the OCP Affidavit and the Retention
Questionnaire, or (ii) the Supplemental Notice of Ordinary Course
Professionals to object to the employment or compensation of the
OCP.
If no objections are timely filed, the employment and
compensation of the OCP will be deemed approved pursuant to
Sections 327 and 328 of the Bankruptcy Code without further order
from the Court. If an objection however is timely filed and can
not be resolved within 20 days of the filing date of the
objection, the matter will be set for a hearing before the Court.
The Debtor is authorized to pay compensation and reimburse
expenses to each of the OCPs; provided that the Debtor's payments
do not exceed $35,000 per month per OCP on a "rolling basis" and
will not exceed $375,000 in the aggregate.
Beginning on January 15, 2011, and on the 15th day of the
subsequent month following the end of each quarter thereafter in
which the Debtor's Chapter 11 case is pending, the Debtor will
file with the Court and serve on the Reviewing Parties a
statement compiling payment information with respect to each
Ordinary Course Professional paid during the immediately
preceding three-month period. That statement will include this
information:
(i) the name of the Ordinary Course Professional;
(ii) the aggregate amounts paid as compensation for services
rendered and reimbursement of expenses incurred by that
OCP during the reported quarter; and
(iii) a general description of the services rendered by that
OCP.
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 AXLE: Names Former Harley-Davidson Exec. as Ind. Director
------------------------------------------------------------------
On January 6, 2011, the board of directors of American Axle &
Manufacturing Holdings, Inc., elected James A. McCaslin as an
independent director of the Board effective February 8, 2011.
Mr. McCaslin will serve as a Class III director for a term
expiring on the date of the Company's 2011 annual meeting of
stockholders. The Board expanded the size of the Board from 10 to
11 directors. Mr. McCaslin is expected to stand for re-election
as a Class III director at the Company's annual meeting of
stockholders on April 28, 2011.
Mr. McCaslin recently retired from Harley-Davidson, Inc., where he
held various senior executive-level positions during his 18 years
of service, including president and chief operating officer of
Harley-Davidson Motor Company. From 1989 to 1992, he held
manufacturing and engineering leadership roles with J.I. Case, a
manufacturer of agricultural equipment. Previously, Mr. McCaslin
held manufacturing, engineering, and quality positions with
Chrysler Corporation, Volkswagen USA, and the Chevrolet Division
of General Motors Corporation, where he began his 40-year career
in manufacturing.
The Board elected Mr. McCaslin to this new Board position based
on, among other things, his extensive operational and
manufacturing experience in the automotive, agricultural, and
motorcycle industries in the original equipment and aftermarket
product markets. His skills and experience are aligned with AAM's
key strategic objectives and will serve the Company well as AAM
continues to expand globally and diversify its product portfolio.
About American Axle
Headquartered in Detroit, Michigan, American Axle & Manufacturing
Holdings Inc. (NYSE: AXL) -- http://www.aam.com/-- is a Tier I
supplier to the automotive industry. American Axle manufactures,
engineers, designs and validates driveline and drivetrain systems
and related components and chassis modules for light trucks, sport
utility vehicles, passenger cars, crossover vehicles and
commercial vehicles. AXL has financial support from GM, its
largest customer which accounted for 78% of sales in 2009.
The Company's balance sheet at Sept. 30, 2010, showed
$2.07 billion in total assets, $2.54 billion in total liabilities,
and a stockholders' deficit of $469.1 million.
* * *
In September 2010, Standard & Poor's Ratings Services raised its
corporate credit rating on American Axle & Manufacturing Holdings
to 'B+' from 'B-'. The outlook is stable. "The upgrade reflects
S&P's opinion that American Axle's credit measures will improve
further in 2011 under the gradual recovery in North American auto
demand, and that the company's gross margins will expand more than
S&P previously expected," said Standard & Poor's credit analyst
Larry Orlowski. The company's second-quarter results improved
significantly over those of 2009. Revenue was $559.6 million,
more than twice as much as second-quarter sales a year ago,
reflecting improving light-vehicle demand and extended shutdowns
of GM and Chrysler in 2009.
In August 2010, Moody's Investors Service raised American Axle's
Corporate Family Rating and Probability of Default Rating to B2
from Caa1. The raising of American Axle's CFR rating to B2
reflects the company's improved operating performance over the
past two quarters and Moody's belief that this improvement will be
sustained over the intermediate term, supported by stable
automotive vehicle production in North America and cost structure
improvements completed by the company in 2009. These conditions
no longer support the default risk indicated by the Caa rating.
AMERICAN INT'L: Gives Dividends of Warrants to Buy 75MM Shares
--------------------------------------------------------------
American International Group, Inc. announced that its Board of
Directors has conditionally declared a dividend of approximately
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 on 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 each determines
as of the close of business on January 12, 2011, that it expects
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 above 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 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. The warrant
agreement will also be attached as an exhibit to AIG's Current
Report on Form 8-K, which will be available on the Securities and
Exchange Commission's (SEC) website at www.sec.gov. 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. A copy of
the prospectus supplement and related prospectus may be obtained
for free, when available, on the SEC website at www.sec.gov.
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 SERVICE: AM Best Upgrades Financial Strength Rating to B
-----------------------------------------------------------------
A.M. Best Co. has upgraded the financial strength rating (FSR) to
B (Fair) from B- (Fair) and issuer credit ratings (ICR) to "bb"
from "bb-" of American Country Insurance Company (American
Country) and American Service Insurance Company, Inc. (American
Service) (both domiciled in Elk Grove Village, IL). Both
companies are members of the American Service Pool (ASI Pool).
All ratings have been removed from under review with developing
implications. In addition, A.M. Best has assigned an ICR of "b-"
to Atlas Financial Holdings, Inc. (Atlas) (Cayman Islands) and a
debt rating of "ccc" to Atlas' $18 million, 4.5% preferred shares.
The outlook assigned to all ratings is stable.
These rating actions are a result of the successful completion of
the going public transaction by Kingsway Financial Services, Inc.
(Kingsway) (Mississauga, ON) to create new ownership for American
Country and American Service, which operate under an intercompany
pooling agreement. This was accomplished by creating Atlas and
transferring ownership from Kingsway to Atlas through a reverse
merger transaction. Atlas is a public company whose common shares
are listed on the TSX Venture Exchange under the symbol AFH.
The ratings are reflective of the ASI Pool's unprofitable
operating performance and above average underwriting leverage,
which are offset in part by minimally supportive yet improving
capitalization and business profile. In addition, capitalization
and earnings are expected to improve due to the run-off of claims
on cancelled business and actions taken by management to
strengthen the balance sheet, cancel unprofitable and non-core
lines of business, reduce expenses and focus underwriting on its
historically profitable commercial auto business. However,
management will be challenged to meet growth and earnings
projections by strong competitive pricing pressure, weak economic
conditions, below average interest rates and historically
unfavorable loss reserve development. These concerns are
partially mitigated by Atlas' knowledgeable management team and
improvement in claims management and reserving.
ATHANASIOS III: Has Green Light to Assume Memorial Bldg Lease
-------------------------------------------------------------
Bankruptcy Judge Joel T. Marker rules that Athanasios III, LLC's
request to assume a lease with Memorial Building, LLC, for use of
the restaurant/bar space known as Harry O's, is granted subject to
payment conditions. According to Judge Marker, a motion to assume
a lease can only be granted if any prior default is cured and
adequate assurance is provided of future compliance.
Memorial, Paul J. Crowe, and KB Squared LLC have objected to the
request. Memorial asserts that it is due adequate protection if
the Debtor is permitted to assume the lease; but the Debtor claims
it has several offsetting claims against Memorial that satisfy any
cure obligations and that provide adequate assurance of future
payments.
Crowe asserts an interest in the lease and seeks adequate
protection and an accounting of its cash collateral. The Court,
however, held that Crowe does not have an interest in the lease
vis-a-vis the Debtor, and hence, does not have standing to object
to the Motion.
KB objects to the Motion on the basis that the Debtor has not
properly employed its counsel. KB asserts that the Debtor's
counsel has not submitted an affidavit of disinterestedness. The
Court held that this is not the proper time to consider such an
objection, but that such issues may be addressed upon an
application for compensation or other motion by a party-in-
interest.
A copy of Judge Marker's Findings of Fact and Conclusions of Law
dated January 5, 2011, is available at http://is.gd/ktqeLfrom
Leagle.com.
Athanasios III, LLC, filed for Chapter 11 bankruptcy (Bankr. D.
Utah Case No. 10-32726) on September 16, 2010. The Debtor is
represented in the case by:
Steven R. Paul, Associate
NELSON, SNUFFER, DAHLE & POULSEN, P.C.
10885 South State Street
Sandy, UT 84070
Telephone: (801) 576-1400
Facsimile (801) 576-1960
E-mail: spaul@nsdplaw.com
Memorial Building is represented by:
Joseph E. Wrona, Esq.
Knute A. Rife
WRONA LAW FIRM, P.C.
Bach Commons Building
11650 South State Street, Suite 103
Draper, UT 84020
Telephone: 801-676-5252
Facsimile: 801-676-5262
E-mail: wrona@wasatchlaw.com
rife@wasatchlaw.com
Paul J. Crowe is represented by:
Michael L. Labertew, Esq.
LABERTEW & ASSOCIATES, LLC
2825 E.Cottonwood Parkway, Suite 500
Salt Lake City, UT 84121
Telephone: (801) 424-3555
Facsimile: (801) 365-7314
- and -
Trent J. Waddoups, Esq.
CARR & WADDOUPS, LLC
8 E Broadway Ste 609
Salt Lake City, UT 84111
Telephone: (801) 363-0888
KB Squared's attorneys are:
Mona L. Burton, Esq.
Sherilyn A. Olsen, Esq.
HOLLAND & HART LLP
222 South Main Street, Suite 2200
Salt Lake City, UT 84101
Telephone: 801-799-5818
Facsimile: 801-799-5700
E-mail: solsen@hollandhart.com
BAKHTAVER IRANI: Closter Seeking Bankr. Atty. to Recoup Back Taxes
------------------------------------------------------------------
Denisa R. Superville at the Record reports that the borough of
Closter, New Jersey, is seeking a bankruptcy attorney to help it
recoup the hundreds of thousands of dollars in back taxes from
Closter Plaza's owners.
The mall's owners, Aspi and Bakhtaver Irani of Franklin Lakes,
filed for Chapter 11 bankruptcy protection from creditors Dec. 8,
two days before the borough planned to hold a tax lien sale on the
property to collect $688,779 in 2010 municipal property taxes.
The Chapter 11 filing prevented the borough from holding the lien
sale on Closter Plaza.
This week the Borough Council authorized Rogan to seek quotes and
r?sum?s from bankruptcy attorneys to intercede in the bankruptcy
proceeding to allow the borough to collect the taxes, Borough
Attorney Edward Rogan said.
Bakhtaver and Aspi Irani, owners of the Closter Plaza mall in New
Jersey, filed for Chapter 11 protection (Bankr. D. N.J. Case No.
10-47961 in Newark, New Jersey on Dec. 8, 2010. The Debtors
disclosed assets and debts of $10 million to $50 million. Daniel
Stolz, Esq., at Wasserman, Jurista & Stolz, in Millburn,
serves as counsel to the Debtors.
BAKER'S KEYBOARD: Could Be Auctioned Off by Month's End
-------------------------------------------------------
The Detroit News reports that Baker's Keyboard Lounge in Detroit,
which boasts it is the oldest running jazz club in the nation
dating back to the 1930s, is in danger of closing in a bankruptcy
sale at the end of the month. John Colbert, owner of the lounge,
told The Detroit News that Baker's could be auctioned off in a
sale set for Jan. 31. Mr. Colbert filed for Chapter 13 last
summer.
BAKERS FOOTWEAR: Sales for Holiday Season Hiked to $46.8-Mil.
-------------------------------------------------------------
Bakers Footwear Group Inc. reported a 3.6% comparable store sales
increase for the Holiday period.
For Holiday 2010, the nine-week period from October 31, 2010 to
January 1, 2011, net sales increased to $46.8 million from $45.8
million in the same period last year. Comparable store sales for
Holiday 2010 increased 3.6%, compared to an increase of 4.7% for
Holiday 2009, the nine-week period from November 1, 2009 to
January 2, 2010.
For December, the five-week period ended January 1, 2011, net
sales increased to $30.1 million from $30.0 million in the same
period last year. Comparable store sales for December 2010
increased 1.3%, compared to an increase of 9.9% for December 2009,
the five-week period ended January 2, 2010.
Peter Edison, Chairman and Chief Executive Officer of Bakers
Footwear Group commented, "We continued our positive sales
comparisons through the holiday season, driven by the ongoing
strength in boots and dress shoes. We are especially pleased to
maintain our positive trend as we anniversaried a 9.9% increase in
December comparable store sales last year. As a result, Bakers
delivered a 4.5% comparable store sales increase for the first
five months of the fall season. We remain confident that our
strategic growth initiatives will lead to sustainable improvements
in our sales performance."
Based on the Company's business plan, the Company believes it has
adequate liquidity to fund anticipated working capital
requirements and expects to be in compliance with its financial
covenants through the next twelve months. The Company's most
recent Quarterly Report on Form 10-Q, and the Company's most
recent Annual Report on Form 10-K disclose in detail the risks of
the Company's current liquidity situation and its ability to
comply with its financial covenants.
About Bakers Footwear
St. Louis, Mo.-based Bakers Footwear Group, Inc. (OTC Bulletin
Board: BKRS.OB) is a national, mall-based, specialty retailer of
footwear and accessories for young women. The Company's
merchandise includes private label and national brand dress,
casual and sport shoes, boots, sandals and accessories. As of
October 30, 2010, the Company operated 236 stores, including 220
Bakers stores and 16 Wild Pair stores located in 35 states.
The Company's balance sheet at October 30, 2010, showed
$51.17 million in total assets, $62.42 million in total
liabilities, and a stockholders' deficit of $11.25 million.
As reported in the Troubled Company Reporter on May 4, 2010,
Ernst & Young LLP, in St. Louis, Mo., expressed substantial doubt
about the Company's ability to continue as a going concern,
following its results for the fiscal year ended January 30, 2010.
The independent auditors noted that the Company has incurred
substantial losses from operations in recent years
and has a significant working capital deficiency.
BERNARD L MADOFF: Investors Object to Picower Accord
----------------------------------------------------
Thom Weidlich at Bloomberg News reports that a group of victims of
Bernard L. Madoff's Ponzi scheme objected to a settlement in which
the estate of Jeffry Picower agreed to forfeit $7.2 billion he
made in the fraud.
According to the report, the investors said the Picower
settlement, which leaves them out, could make it harder for them
to get money from the estate. Irving H. Picard, the SIPA Trustee
for the consolidated liquidation of Bernard L. Madoff Investment
Securities LLC, doesn't represent them because they didn't lose
principal in the fraud. "By the trustee's settlement, the Picower
entities are paying Picard more than twice what he could recover
if he won completely on his pending complaint," Helen Davis
Chaitman, a lawyer for the investors, said in an e-mail.
Mr. Picard sued Mr. Picower in May 2009, claiming he withdrew
$7.2 billion more than he invested and should have known
Mr. Madoff ran a Ponzi scheme. Mr. Picower died in October 2009
at age 67.
On Dec. 17, 2010, Mr. Picard disclosed that he has entered into a
very significant settlement agreement for $5 billion to resolve
claims against the estate of the late Jeffry M. Picower and
certain related investment entities. In conjunction with the
additional $2.2 billion the Picower group forfeited to the U.S.
government, the settlement represents 100% payment of the monies
received by the Picower estate and related investors, Mr. Picard
said.
Bloomberg notes that in the settlement, Mr. Picard would attempt
to stop other claims against the Picower estate, though that
wouldn't be a condition of the pact, according to the court
filing. The trustee lacks the right to release the estate from
their claims, the objecting victims said. The investors asked to
be able to engage in evidence-gathering over the proposed
settlement. A hearing is scheduled for Jan. 13.
About Bernard L. Madoff
Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff
orchestrated the largest Ponzi scheme in history, with losses
topping US$50 billion.
On December 15, 2008, the Honorable Louis A. Stanton of the U.S.
District Court for the Southern District of New York granted the
application of the Securities Investor Protection Corporation for
a decree adjudicating that the customers of BLMIS are in need of
the protection afforded by the Securities Investor Protection Act
of 1970. The District Court's Protective Order (i) appointed
Irving H. Picard, Esq., as trustee for the liquidation of BLMIS,
(ii) appointed Baker & Hostetler LLP as his counsel, and (iii)
removed the SIPA Liquidation proceeding to the Bankruptcy Court
(Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland, J.). Mr.
Picard has retained AlixPartners LLP as claims agent.
On April 13, 2009, former BLMIS clients filed an involuntary
Chapter 7 bankruptcy petition against Bernard Madoff (Bankr.
S.D.N.Y. 09-11893). The case is before Hon. Burton Lifland. The
petitioning creditors -- Blumenthal & Associates Florida General
Partnership, Martin Rappaport Charitable Remainder Unitrust,
Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert
US$64 million in claims against Mr. Madoff based on the balances
contained in the last statements they got from BLMIS.
On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff
Securities International Limited in London under bankruptcy
protection pursuant to Chapter 15 of the U.S. Bankruptcy Code
(Bankr. S.D. Fla. 09-16751).
The Chapter 15 case was later transferred to Manhattan. In June
2009, Judge Lifland approved the consolidation of the Madoff SIPA
proceedings and the bankruptcy case.
Judge Denny Chin of the U.S. District Court for the Southern
District of New York on June 29, 2009, sentenced Mr. Madoff to
150 years of life imprisonment for defrauding investors in United
States v. Madoff, No. 09-CR-213 (S.D.N.Y.)
As of October 29, 2010, a total of US$5.69 billion in claims by
investors has been allowed, with US$741.2 million to be paid by
the Securities Investor Protection Corp. Investors are expected
to receive additional distributions from money recovered by
Mr. Picard from lawsuits or settlements.
BERNARD L MADOFF: Bongiorno Wins Freedom as Judge Cuts Bail
-----------------------------------------------------------
David Glovin and Patricia Hurtado at Bloomberg News report that
Annette Bongiorno, who is accused of helping her former boss,
Bernard L. Madoff, run a multibillion-dollar Ponzi scheme, was
released from a federal jail January 7 after a judge cut her bail
to $3 million.
The report relates that U.S. District Judge Laura Taylor Swain in
Manhattan on January 7 cut Ms. Bongiorno's bail from $5 million to
$3 million after prosecutors seized most of her bank accounts and
defense lawyers agreed to disclose others. The judge required
eight people to guarantee the bail. Ms. Bongiorno, 62, is among
five people facing charges of helping Mr. Madoff defraud investors
of billions of dollars. Prosecutors argued that Ms. Bongiorno is
likely to flee.
About Bernard L. Madoff
Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff
orchestrated the largest Ponzi scheme in history, with losses
topping US$50 billion.
On December 15, 2008, the Honorable Louis A. Stanton of the U.S.
District Court for the Southern District of New York granted the
application of the Securities Investor Protection Corporation for
a decree adjudicating that the customers of BLMIS are in need of
the protection afforded by the Securities Investor Protection Act
of 1970. The District Court's Protective Order (i) appointed
Irving H. Picard, Esq., as trustee for the liquidation of BLMIS,
(ii) appointed Baker & Hostetler LLP as his counsel, and (iii)
removed the SIPA Liquidation proceeding to the Bankruptcy Court
(Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland, J.). Mr.
Picard has retained AlixPartners LLP as claims agent.
On April 13, 2009, former BLMIS clients filed an involuntary
Chapter 7 bankruptcy petition against Bernard Madoff (Bankr.
S.D.N.Y. 09-11893). The case is before Hon. Burton Lifland. The
petitioning creditors -- Blumenthal & Associates Florida General
Partnership, Martin Rappaport Charitable Remainder Unitrust,
Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert
US$64 million in claims against Mr. Madoff based on the balances
contained in the last statements they got from BLMIS.
On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff
Securities International Limited in London under bankruptcy
protection pursuant to Chapter 15 of the U.S. Bankruptcy Code
(Bankr. S.D. Fla. 09-16751).
The Chapter 15 case was later transferred to Manhattan. In June
2009, Judge Lifland approved the consolidation of the Madoff SIPA
proceedings and the bankruptcy case.
Judge Denny Chin of the U.S. District Court for the Southern
District of New York on June 29, 2009, sentenced Mr. Madoff to
150 years of life imprisonment for defrauding investors in United
States v. Madoff, No. 09-CR-213 (S.D.N.Y.)
As of October 29, 2010, a total of US$5.69 billion in claims by
investors has been allowed, with US$741.2 million to be paid by
the Securities Investor Protection Corp. Investors are expected
to receive additional distributions from money recovered by
Mr. Picard from lawsuits or settlements.
BESO, LLC: Eva Longoria's Restaurant in Chapter 11
--------------------------------------------------
Beso, LLC, co-owned by "Desperate Housewives" star Eva Longoria,
filed for Chapter 11 bankruptcy protection on January 6, 2011
(Bankr. D. Nev. Case No,. 11-10202).
Beso, LLC, runs a Las Vegas restaurant that opened two years ago.
It disclosed assets of $2,512,007 and liabilities of $5,680,339 in
the schedules attached to the Chapter 11 petition. Lenard E.
Schwartzer, Esq., at Schwartzer & Mcpherson Law Firm, in Las
Vegas, Nevada, serves as counsel to the Debtor.
All Headline News reports that the restaurant estimated losses of
around $76,000 a month, as well as owing about $1.8 million in
rent to Crystals at CityCenter, where the business is located.
According to E! Online, sources say they had trouble keeping up
with the lease and owe the landlord millions.
Backstreet Cuddler notes Ms. Longoria owns a 1/3 share of the
investment and is also listed as a creditor. She is owed
$1.1 million for an unsecured loan and $375,000 for legal fees she
paid on behalf of the restaurant and club.
BIOVEST INTERNATIONAL: To Present at OneMed Forum Tomorrow
----------------------------------------------------------
Biovest International, Inc. (OTC QB: "BVTI"), a majority-owned
subsidiary of Accentia Biopharmaceuticals, Inc. (OTC QB: "ABPI"),
announced Thursday that Biovest is scheduled to present at the
OneMedForum Conference on January 12, 2011, at the Sir Francis
Drake Hotel in San Francisco. The presentation will be available
via live and archived webcast.
Dr. Carlos F. Santos, Biovest's Vice President, Scientific
Affairs, Product Development & Regulatory Affairs, will present an
overview of BiovaxID(R), a late-stage personalized cancer vaccine
developed in collaboration with the National Cancer Institute for
the treatment of follicular non-Hodgkin's lymphoma and other B-
cell lymphomas. Dr. Santos is scheduled to present at 4:15 p.m.
(PST), and his discussion will include a review of the most recent
vaccine isotype data presented at the 2010 American Society of
Hematology (ASH) Annual Meeting. These updated Phase III findings
demonstrate that a fundamental protein characteristic of BiovaxID
profoundly impacts clinical benefit following vaccination in
follicular lymphoma.
To meet with Biovest at this event, please contact Douglas Calder
at 813-507-2558 or dwcalder@biovest.com
About Biovest International
Biovest International, Inc. -- http://www.biovest.com/-- is an
emerging leader in the field of active personalized
immunotherapies. In collaboration with the National Cancer
Institute, Biovest has developed a patient-specific, cancer
vaccine, BiovaxID(R), with three clinical trials completed,
including a Phase III study, demonstrating evidence of safety and
efficacy for the treatment of indolent follicular non-Hodgkin's
lymphoma.
Headquartered in Tampa, Florida with its bio-manufacturing
facility based in Minneapolis, Minnesota, Biovest is publicly-
traded on the OTCQB Market with the stock-ticker symbol "BVTI",
and, as of September 30, 2010, is a 75% owned subsidiary of
Accentia Biopharmaceuticals, Inc., a biotechnology company that is
developing Revimmune(TM) as a comprehensive system of care for the
treatment of autoimmune diseases.
Biovest, along with its subsidiaries, Biovax, Inc., AutovaxID,
Inc., Biolender, LLC, and Biolender II, LLC, filed for Chapter 11
bankruptcy protection on November 10, 2008 (Bankr. M.D. Fla. Case
No. 08-17796).
As reported in the Troubled Company Reporter on November 19, 2010,
Biovest emerged from Chapter 11 protection, and its reorganization
plan became effective, on November 17, 2010.
The Company's balance sheet at September 30, 2010, showed
$3.89 million in total assets, $80.83 million in total
liabilities, and a stockholders' deficit of $76.94 million.
* * *
Cherry, Bekaert & Holland, L.L.P., in Tampa, Fla., expressed
substantial doubt about Biovest International's ability to
continue as a going concern, following the Company's results for
the fiscal year ended September 30, 2010. The independent
auditors noted that the Company incurred cumulative net losses
since inception of roughly $149 million and cash used in operating
activities of roughly $2.7 million during the two years ended
September 30, 2010, and had a working capital deficiency of
roughly $79.6 million at September 30, 2010.
BLOCKBUSTER INC: Plan Exclusivity Hearing Moved to Jan. 20
----------------------------------------------------------
The United States Bankruptcy Court for the Southern District of
New York has moved to January 20, 2011, the hearing to consider
Blockbuster Inc. and its units' motion to extend their exclusive
periods. The hearing was originally set for January 11.
The Debtors are asking the Court to extend to:
(a) March 21, 2011, their time to exclusively file a Chapter
11 plan of reorganization; and
(b) May 20, 2011, their time to solicit acceptances of the
Plan, without prejudice to their right to seek further
extension of the Exclusive Periods.
The Debtors' current Exclusive Plan Filing Period will expire on
January 21, 2011, and their Exclusive Solicitation Period will
expire on March 22, 2011.
Under their DIP Agreement, the Debtors are required to file a plan
of reorganization by January 14, 2011.
Section 1121(b) of the Bankruptcy Code provides for an initial
period of 120 days after the commencement of a Chapter 11 case
during which a debtor has the exclusive right to propose and file
a Chapter 11 plan.
Pursuant to Section 1121(d), where the initial 120-day and 180-day
Exclusive Periods provided for in the Bankruptcy Code prove to be
an insufficient time frame for proposal and solicitation of a
plan, the Court may extend a debtor's Exclusive Periods for
"cause," up to a maximum of 18 months and 24 months.
About Blockbuster Inc.
Based in Dallas, Texas, Blockbuster Inc. (Pink Sheets: BLOKA,
BLOKB) -- http://www.blockbuster.com/-- is a global provider of
rental and retail movie and game entertainment. It has a library
of more than 125,000 movie and game titles. Blockbuster said it
had assets of $1,017,035,832 and debts of $1,464,939,759 as of
August 1, 2010.
Blockbuster Inc. and 12 U.S. affiliates initiated Chapter 11
bankruptcy proceedings with a pre-arranged reorganization plan
in Manhattan on September 23, 2010 (Bankr. S.D.N.Y. Case No.
10-14997).
Martin A Sosland, Esq., and Stephen Karotkin, Esq., at Weil,
Gotshal & Manges, serve as counsel to the Debtors. Rothschild
Inc. is the financial advisor. Alvarez & Marsal is the
restructuring advisor with A&M managing director Jeffery J.
Stegenga as chief restructuring officer. Kurtzman Carson
Consultants LLC is the claims and notice agent.
A steering group of senior secured noteholders is represented by
James P. Seery, Esq., and Paul S. Caruso, Esq., at Sidley Austin
LLP. U.S. Bank National Association as trustee and collateral
agent for the senior secured notes is represented by David
McCarty, Esq., and Kyle Mathews, Esq., at Sheppard Mullin Richter
& Hampton LLP. BDO Consulting is the financial advisor for U.S.
Bank.
Lenders led by Wilmington Trust FSB are providing the DIP
financing. The DIP Agent is represented by Peter Neckles, Esq.
and Alexandra Margolis, Esq., at Skadden, Arps, Slate, Meagher &
Flom LLP, in New York.
The Official Committee of Unsecured Creditors has retained Cooley
LLP as its counsel.
Blockbuster's non-U.S. operations and its domestic and
international franchisees, all of which are legally separate
entities, were not included in the filings and are not parties to
the Chapter 11 proceedings.
Bankruptcy Creditors' Service, Inc., publishes BLOCKBUSTER
BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding
undertaken by Blockbuster Inc. and its units.
(http://bankrupt.com/newsstand/or 215/945-7000)
BLOCKBUSTER INC: Sec. 341 Meeting Continued to January 24
---------------------------------------------------------
The Office of the United States Trustee for Region 2 has continued
the meeting of creditors pursuant to Section 341(a) of the
Bankruptcy Code of Blockbuster Inc. and its 11 Debtor-affiliates
to January 24, 2011, at 3:30 p.m., Prevailing Eastern Time, at the
Office of the U.S. Trustee, at 80 Broad Street, 4th Floor, in New
York.
Papers filed in court note that the first meeting of creditors
required under Section 341(a) in the Debtors' bankruptcy cases was
held on November 1, 2010. The meeting was subsequently continued
to December 6, 2010.
On December 6, 2010, a meeting was held and the meeting was
further continued to January 10, 2011. The third continued
meeting of creditors, which was originally scheduled to be held on
January 11, 2011, has been further adjourned and now will
recommence on January 24, the Debtors' counsel informed the court.
As previously reported, Creditor Lyme Regis Partners, LLC,
submitted with the United States Bankruptcy Court for the Southern
District of New York its interrogatories to the Debtors'
designated agent, Thomas Kurrikoff, to obtain information as part
of the Meeting of Creditors. Mr. Kurrikoff is Blockbuster's
Senior Vice President and Treasurer.
At the Initial Meeting, Lyme Regis' counsel, Debtors' counsel, and
the U.S. Trustee's representative agreed that Lyme Regis may
provide written questions to Mr. Kurrikoff, in lieu of extensive
oral examination to conserve resources. Accordingly, the Meeting
was continued to December 6, in part to allow for any further
questioning necessary to clarify the interrogatory responses from
the Debtors' agent.
About Blockbuster Inc.
Based in Dallas, Texas, Blockbuster Inc. (Pink Sheets: BLOKA,
BLOKB) -- http://www.blockbuster.com/-- is a global provider of
rental and retail movie and game entertainment. It has a library
of more than 125,000 movie and game titles. Blockbuster said it
had assets of $1,017,035,832 and debts of $1,464,939,759 as of
August 1, 2010.
Blockbuster Inc. and 12 U.S. affiliates initiated Chapter 11
bankruptcy proceedings with a pre-arranged reorganization plan
in Manhattan on September 23, 2010 (Bankr. S.D.N.Y. Case No.
10-14997).
Martin A Sosland, Esq., and Stephen Karotkin, Esq., at Weil,
Gotshal & Manges, serve as counsel to the Debtors. Rothschild
Inc. is the financial advisor. Alvarez & Marsal is the
restructuring advisor with A&M managing director Jeffery J.
Stegenga as chief restructuring officer. Kurtzman Carson
Consultants LLC is the claims and notice agent.
A steering group of senior secured noteholders is represented by
James P. Seery, Esq., and Paul S. Caruso, Esq., at Sidley Austin
LLP. U.S. Bank National Association as trustee and collateral
agent for the senior secured notes is represented by David
McCarty, Esq., and Kyle Mathews, Esq., at Sheppard Mullin Richter
& Hampton LLP. BDO Consulting is the financial advisor for U.S.
Bank.
Lenders led by Wilmington Trust FSB are providing the DIP
financing. The DIP Agent is represented by Peter Neckles, Esq.
and Alexandra Margolis, Esq., at Skadden, Arps, Slate, Meagher &
Flom LLP, in New York.
The Official Committee of Unsecured Creditors has retained Cooley
LLP as its counsel.
Blockbuster's non-U.S. operations and its domestic and
international franchisees, all of which are legally separate
entities, were not included in the filings and are not parties to
the Chapter 11 proceedings.
Bankruptcy Creditors' Service, Inc., publishes BLOCKBUSTER
BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding
undertaken by Blockbuster Inc. and its units.
(http://bankrupt.com/newsstand/or 215/945-7000)
BRAMPTON PLANTATION: Plan Outline Hearing Scheduled for January 25
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Georgia
will convene a hearing on January 25, 2011, at 10:00 a.m., to
consider adequacy of the Disclosure Statement explaining Brampton
Plantation, LLC's proposed Plan of Reorganization. Objections, if
any, are due January 18.
The Debtor will begin soliciting votes on the Plan following
approval of the adequacy of the information in the Disclosure
Statement.
As reported in the Troubled Company Reporter on October 12, 2010,
according to the Disclosure Statement, the Plan proposes to pay
all unclassified administrative claims either in full upon the
effective date or as may be otherwise be agreed among the Debtor
and the respective claimants. The Plan also proposes to convey to
all priority tax claims and to secured creditors property equal in
value to the debt those creditors are owed, and a pro rata
distribution of other property to general unsecured creditors.
Treatment of Claims and Interests
Holders of allowed tax claims of governmental units entitled to
priority under Sec. 507(a)(8) of the Bankruptcy Code -- classified
under Class 1 -- will be paid from any net proceeds derived by
Debtor from the sale of any of its unencumbered assets
Holders of secured claims -- under Classes 2, 3, 4, 5 and 6 --
will retain their existing lien on the Debtor's property until a
period of time not to exceed six months from the effective date
during which land of a value sufficient to satisfy the bank's debt
will be parceled out of the property of Debtor and transferred in
fee simple to these creditor.
The claims of holders of general unsecured claims -- Class 7 -- be
satisfied by the transfer to a trust for the benefit of Class 7
creditors all land of the Debtor remaining after transfers to all
secured creditors. The Debtor estimates that the pro rata
distribution to Class 7 Creditors will approximate a 40%
distribution on account of such claims.
Holders of all equity securities -- Class 8 -- will receive
nothing under the Plan.
A full-text copy of the Disclosure Statement is available for free
at http://bankrupt.com/misc/BRAMPTONPLANTATION_DS.pdf
About Brampton Plantation
Headquartered in Upper Marlboro, Maryland, Brampton Plantation,
LLC, is a development company deriving revenues from the sale of
lots on its condominium project on a 91 acre parcel of property
located in historic downtown Savannah on Hutchinson Island,
located at the northeast corner of Wayne Shackleford Road and
Grand Prize of America Avenue known as The Reserve.
The completed development of the Property is planned to have a
total of 444 lots and 371 multifamily/condominium units. Before
filing for bankruptcy, the Debtor had 206 finished lots which were
completed and platted. Another 17 lots were approximately 98%
complete.
Brampton Plantation filed for Chapter 11 protection on May 3, 2010
(Bankr. S.D. Ga. Case No. 10-40963). Attorneys at McCallar Law
Firm and McNamee Hosea Jernigan Kim Greenan & Lynch, P.A.,
represent the Debtor. The Debtor estimated assets and debts at
$10 million to $50 million in its Chapter 11 petition.
CABI NEW RIVER: William Brown, Esq., Represents HSBC
----------------------------------------------------
Bankruptcy Judge A. Jay Cristol grants William J. Brown's Motion
to Appear Pro Hac Vice in Cabi New River, LLC's Chapter 11 case as
counsel for HSBC Realty Credit Corporation (USA). According to
the Court order, the following attorney is designated as the
attorney qualified to practice in the Bankruptcy Court with whom
the court and opposing counsel may readily communicate and upon
whom papers may be served:
Franck D. Chantayan, Esq.
CARLTON FIELDS
525 Okeechobee Blvd., Suite 1200
West Palm Beach, FL 33401
Telephone: 561-659-7070
Facsimile: 561-659-7368
E-mail: fchantayan@carltonfields.com
A copy of the Court's order is available at http://is.gd/ktLSA
from Leagle.com.
As reported by the Troubled Company Reporter on January 4, 2011,
the bankruptcy filing follows Cabi New River and Cabi SMA Tower's
failure to refinance or restructure their mortgage debts before
they came due November 1. According to Dow Jones' DBR Small Cap,
citing court papers, the Debtors blamed their inability to
refinance or restructure those mortgages on circumstances beyond
their control. Cabi New River owes $18.2 million in principal to
HSBC Realty Credit Corp., while Cabi SMA Tower didn't specify the
amount or holder of its mortgage debt.
About Cabi New River
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, serves as
the Debtors' bankruptcy counsel. The Debtor estimated its assets
and debts at $10 million to $50 million.
Cabi SMA Tower I, LLLP (Bankr. S.D. Fla. Case No. 10-49009) filed
a separate Chapter 11 petition on the same day.
The Debtors are affiliated with Cabi Holdings Inc., the U.S.
development arm of Mexico's Cababie real-estate family. The
bankruptcy filings come on the heels of Cabi Downtown LLC's
chapter 11 (Bankr. S.D. Fla. Case No. 09-27168). Cabi Downtown
was the owner of the 49-story Everglades on the Bay condominium in
Miami. The project was sold by Cabi Downtown in November to the
holder of the mortgage under a confirmed Chapter 11 plan.
CAPCO ENERGY: Buyer Remains Liable for Gas Imbalance Claim
----------------------------------------------------------
CAPCO Energy, Inc., et al., v. McMoRan Oil & Gas, LLC, et al.,
Adv. Pro. No. 10-3130 (Bankr. S.D. Tex.), seeks a judgment:
prohibiting McMoRan from asserting any claim in violation of the
confirmed liquidating plan and applicable bankruptcy law; and
enjoining McMoRan from asserting against Hoactzin Partners, LP,
its claims for alleged gas imbalances attributable to the Debtors;
and damages, interest, and attorneys' fees. The Debtors owned
working interests in mineral production known as "SS 159." The
Debtors were also the operators of the well. McMoRan also owned
working interests in SS 159. After filing for bankruptcy cases,
the Debtors sold their working interests to Hoactzin.
At issue is liability for $336,683.57 of gas imbalance from sales
of production from SS 159. McMoRan filed a cross-claim against
Hoactzin for the amount allegedly due for Gas Balancing. Hoactzin
filed a counterclaim against the Debtors for indemnity and
contribution if the Court concluded that Hoactzin was liable to
McMoRan on the Gas Balancing claim. McMoRan and Hoactzin filed
motions for summary judgment. The Debtors opposed both.
Bankruptcy Judge Wesley W. Steen awards judgment for the gas
imbalance against Hoactzin -- and partially also against the
Debtors -- in favor of McMoRan and dismissing all other claims.
The Court held that the sale contract unambiguously makes Hoactzin
liable for the debt. The Court also held that Hoactzin actually
seeks judgment against the Plan Trust, not against the Debtors,
because the Plan Trust has assets and Debtors have no assets. But
the Plan Trust is not a party to the adversary proceeding.
Awarding Hoactzin judgment against the Plan Trust is not possible
in this adversary proceeding. But even if the Plan Trust were a
party, the Plan Trust is only liable for allowed claims. Hoactzin
has not filed a proof of claim, and therefore Hoactzin does not
have an allowed claim against the Plan Trust. In any event, if
Hoactzin were to prevail on its indemnity and contribution claims
against the Debtors, it would probably be a Pyrrhic victory.
Hoactzin would get a judgment against an entity that has no
assets.
A copy of the Court's Memorandum of Decision Summary Judgment,
dated January 4, 2011, is available at http://is.gd/ktHw0from
Leagle.com.
About Capco Energy
Headquartered in Houston, Texas, Capco Energy Inc. --
http://www.capcoenergy.net/-- was a publicly traded oil & gas
exploration and production company. The company and six of its
affiliates filed for Chapter 11 protection on April 7, 2008
(Bankr. S.D. Tex. Lead Case No. 08-32282). Craig Harwyn Cavalier,
Esq., represented the Debtors in their restructuring efforts. The
U.S. Trustee for Region 7 appointed creditors to serve on an
Official Committee of Unsecured Creditors. When the Debtors filed
for protection from their creditors, they listed total assets and
debts between $1 million to $10 million each. The Court has
confirmed a liquidating plan in the case.
CAPMARK FINANCIAL: Working to File Reorganization Plan Soon
-----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Capmark Financial Group Inc. won a third extension of
its exclusive right to propose a Chapter 11 plan. The new
deadline is March 31. By late April, Capmark will have been in
Chapter 11 for 18 months and won't be eligible for further
exclusivity.
According to the report, the Company said it hoped to file a
reorganization plan this month given the bankruptcy court's
approval of a settlement with the secured lenders in November.
According to Capmark, that target date may be "too ambitious."
Mr. Rochelle relates that Capmark is negotiating a plan with
creditor constituencies. Capmark described the issues to include
deciding on the "attributes of distribution currencies to be
provided to creditors." The parties also must decide on the "most
efficient" tax structure. Ultimately, the plan will comprise 46
separate plans for Capmark and its affiliates.
About Capmark Financial
Based in Horsham, Pennsylvania, Capmark Financial Group Inc. --
http://www.capmark.com/-- provides financial services to
investors in commercial real estate-related assets. Capmark has
three core businesses: lending and mortgage banking, investments
and funds management, and servicing. Capmark operates in North
America, Europe and Asia. Capmark has 1,000 employees located in
37 offices worldwide.
On October 25, 2009, Capmark Financial and certain of its
subsidiaries filed voluntary petitions for relief under Chapter 11
(Bankr. D. Del. Lead Case No. 09-13684). Capmark disclosed assets
of US$20 billion against total debts of US$21 billion as of
June 30, 2009.
Capmark's financial advisors are Lazard Freres & Co. LLC and
Loughlin Meghji + Company. Capmark's bankruptcy counsel is Dewey
& LeBoeuf LLP. Richards, Layton & Finger, P.A., serves as local
counsel. Beekman Advisors, Inc., is serving as strategic advisor.
KPMG LLP is tax and accounting advisor. Epiq Bankruptcy
Solutions, LLC, is the claims and notice agent.
Protech Holdings C, LLC, an affiliate of Capmark, filed for
Chapter 11 protection on July 29, 2010 (Bankr. D. Del. Case No.
10-12387). The Debtor estimated assets and debts in excess of
$1 billion as of the filing date.
Since filing in Chapter 11, Capmark completed three sales to
generate more than $1 billion cash. Berkshire Hathaway Inc. and
Leucadia National Corp. bought most of the business for
$468 million.
CARIBBEAN PETROLEUM: US Trustee Forms New 3-Member Creditors Panel
------------------------------------------------------------------
Roberta A. DeAngelis, the United States Trustee for Region 3, has
filed an amended notice of appointment the Committee of Unsecured
Creditors in the Chapter 11 cases of Caribbean Petroleum Corp. and
its debtor-affiliates.
PDCM Associates resigned from the Committee effective October 19,
2010, and Landron & Vera, LLP was removed from the Committee
effective October 26, 2010.
The revised Committee Members are:
(1) Jesus Trilla Case
c/o Jose Hernandez Mayoral
206 Tetuan, Suite 702
San Juan, PR 00901
Tel: (787) 722-7782
Fax: (787) 722-7786
(2) Anderson Mulholland & Associates, Inc.
Attn: Ellen Ivens
110 Corporate Park Dr., Suite 202
White Plains, NY 10604
Tel: (914) 251-0400
Fax: (914) 251-1286
(3) National Response Corp.
Attn: Christopher J. Ward
3500 Sunrise Highway, Suite 103
Great River, NY 11935
Tel: (631) 224-9141
Fax: (631) 224-9082
About Caribbean Petroleum
San Juan, Puerto Rico-based Caribbean Petroleum Corporation, aka
CAPECO, owns and operates certain facilities in Bayomon, Puerto
Rico for the import, offloading, storage and distribution of
petroleum products. Cribbean Petroleum sought Chapter 11
protection (Bankr. D. Del. Case No. 10-12553) on August 12, 2010,
nearly 10 months after a massive explosion at its major
Puerto Rican fuel storage depot virtually shut down the
company's operations. The Debtor estimated assets of
$100 million to $500 million and debts of $500 million to
$1 billion as of the Petition Date.
Affiliates Caribbean Petroleum Refining, L.P., and Gulf Petroleum
Refining (Puerto Rico) Corporation filed separate Chapter 11
petitions on August 12, 2010.
John J. Rapisardi, Esq., George A. Davis, Esq., and Zachary A.
Smith, Esq. at Cadwalader, Wickersham & Taft LLP serve as lead
counsel to the Debtors, and Mark D. Collins, Esq., and Jason M.
Madron, Esq., at Richards, Layton & Finger, P.A., serve as local
counsel. The Debtors' financial advisor is FTI Consulting Inc.
The Debtors' chief restructuring officer is Kevin Lavin of FTI
Consulting Inc. Kurtzman Carson Consultants LLC serves as the
noticing, claims and balloting agent.
Dow Jones' Daily Bankruptcy Review, citing court papers, said that
Puma Energy International BV has been declared the winning bidder
in a bankruptcy sale of the Debtors' assets, with an offer of
US$82 million.
CATHOLIC CHURCH: Milwaukee to Pay Employee Obligations
------------------------------------------------------
The Archdiocese of Milwaukee sought and obtained authority from
the United States Bankruptcy Court for the Eastern District of
Wisconsin, at its discretion and in accordance with its stated
policies, to:
(a) pay certain prepetition employee wages, salaries, leave
pay, certain benefits and other accrued compensation;
(b) pay outstanding paychecks;
(c) make certain payments for which employee payroll
deductions were made;
(d) reimburse employees for certain prepetition business
expenses, if any;
(e) pay all withholding taxes and employer taxes; and
(f) pay all taxes and costs incident to the payments.
As of the Petition Date, the Archdiocese employed approximately
120 salaried employees, 57 hourly employees, and six counselors
paid on a commission basis.
In the ordinary course of the Archdiocese's business prior to the
Petition Date, the Employees were owed or had accrued various sums
for wages, salaries, contractual compensation, overtime pay,
holiday pay, vacation time, sick time, benefit programs like group
life and disability, vision and dental benefits, and other accrued
compensation. As of the Petition Date, the Archdiocese had
approximately $100,000 in accrued wages, salaries, contractual
compensation, overtime pay, and holiday pay.
Most prepetition checks to Employees have been deposited and have
cleared, Daryl L. Diesing, Esq., at Whyte Hirschboeck Dudek S.C.,
in Milwaukee, Wisconsin, tells the Court. However, he notes,
there are some payroll and expense reimbursement checks issued
prepetition that have not yet been presented for payment or have
not yet cleared the banking system, and accordingly, were not
honored and paid as of the Petition Date. The Archdiocese
estimates the aggregate amount of the Outstanding Paychecks is
less than $2,500.
All of the deductions for the Employees' taxes, garnishments,
insurance programs, union dues, retirement benefits and others
were current as of the Petition Date, but may not have been
processed or paid in the ordinary course of business, Mr. Diesing
relates. He adds that as of the Petition Date, some of the
Employees were owed or had accrued various sums for travel,
lodging expenses, priest professional reimbursements, and other
reimbursable expenses, and the Archdiocese had withheld money from
Employees' paychecks on account of various federal, state and
local income, FICA, Medicare and other taxes for remittance to the
appropriate federal, state or local taxing authorities.
Hence, the Archdiocese seeks authority to pay the Employees'
Prepetition Compensation, Outstanding Paychecks, Deductions,
Prepetition Business Expenses, Withholdings and Taxes attributable
to the periods prior to the Petition Date, to or for the benefit,
of the Employees.
Mr. Diesing contends that the payment of the Prepetition
Compensation, Outstanding Paychecks, Deductions, Business
Expenses, Withholdings, and Taxes is necessary to prevent the
immediate and irreparable damage to Employee morale, commitment
and support that are essential to the Archdiocese's efforts to
administer its bankruptcy case; preserve its assets; and pursue
and consummate a reorganization in an expedited manner. Without
the payment, the Archdiocese's ability to support its mission and
preserve and maximize the value of its assets would be
compromised, he points out.
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 Proposes Whyte as Bankr. Counsel
-----------------------------------------------------------
The Archdiocese of Milwaukee seeks authority from the United
States Bankruptcy Court for the Eastern District of Wisconsin to
employ Whyte Hirschboeck Dudek S.C. as its counsel, nunc pro tunc
to the Petition Date, under a general renewing retainer.
As counsel, Whyte Hirschboeck will:
-- advise the Archdiocese with respect to its powers and
duties as a debtor-in- possession in the continued
operation of its business and management of its properties;
-- attend meetings and negotiate with representatives of
creditors and other parties-in-interest;
-- take all necessary action to protect and preserve the
Archdiocese's bankruptcy estate, including prosecuting
actions on the Archdiocese's behalf and defending any
action commenced against the Archdiocese;
-- provide legal advice with respect to the Archdiocese's
powers and duties as trustee where real, personal or mixed
property was received by grant, gift, devise or bequest, in
trust, to be used for religious, educational or charitable
purposes in accordance with the terms and conditions of the
donor's intent;
-- prepare all motions, applications, answers, orders, reports
and papers necessary to the administration of the estate;
-- take any necessary action, on the Archdiocese's behalf, to
obtain confirmation of the Archdiocese's plan of
reorganization;
-- advise the Archdiocese in connection with any potential
sale of assets;
-- appear before the Court, any appellate courts and the
Office of the United States Trustee, and protect the
estate's interests before them;
-- continue to provide legal services with respect to general
corporate, tax, employee benefit, insurance and other
general non-bankruptcy matters; and
-- perform all other necessary legal services for the
Archdiocese's business operations and other necessary legal
advice to the Archdiocese in connection with its Chapter 11
case.
The estimated amounts of costs, exclusive of disbursements, that
Whyte Hirschboeck will incur in connection with its retention,
are:
Estimate
Category of Fees
-------- --------
Formation, negotiation and drafting of a plan $250,000
of reorganization and disclosure statement
Sale of Assets 100,000
Preservation of donor restrictions, property 100,000
of the estate and unique issues
Discounted on-site corporate services, 12 months 90,000
Responding to creditor inquiries and 75,000
negotiating with creditors
Company operating issues 60,000
Case administration 60,000
Claims analysis and objections, and prosecution 60,000
of adversary proceedings
Employee and retiree benefits 45,000
Analysis and treatment of executory contracts 35,000
and unexpired leases
Fee applications 35,000
Employment of professionals 25,000
Preparation of schedules and reports 20,000
Postpetition financing and negotiations with 20,000
secured lenders, if necessary -------
$975,000
The Archdiocese will pay Whyte Hirschboeck based on the firm's
customary hourly rates in effect on the date the services are
rendered. Whyte Hirschboeck's hourly rates for the 2010-2011
fiscal year for professionals and paraprofessionals are:
Billing Category Range
---------------- -----
Shareholders $275 - $495
Associates $165 - $275
Paralegals $105 - $175
Whyte Hirschboeck will also be reimbursed for its necessary
expenses. The professionals and paraprofessionals, who are
expected to have primary responsibility for providing services to
the Archdiocese, and their hourly rates are:
Professional Rate
------------ ----
Daryl L. Diesing, shareholder $475
Bruce G. Arnold, shareholder $475
Michael W. Taibleson, shareholder $450
Philip J. Halley, shareholder $380
Dennis J. Purtell, shareholder $375
Arthur T. Phillips, shareholder $320
Michael E. Gosman, associate $190
Michael L. Bohn, associate $190
Pamela C. Bartoli, paralegal $150
Andrew D. Robinson, paralegal $145
John J. Marek, the Archdiocese's treasurer and chief financial
officer, informs the Court that from time to time, it is expected
for other Whyte Hirschboeck professionals to provide services to
the Archdiocese. He adds that the firm provides continuing
general corporate advice on site at the Archdiocese's offices on a
discounted fee basis of $7,500 per month.
The Archdiocese asks the Court to approve the continuation of that
arrangement.
Daryl L. Diesing, Esq., a shareholder at Whyte Hirschboeck,
assures the Court that his firm is a "disinterested person" as
that term is defined in Section 101(14) of the Bankruptcy Code.
Deadline to object to the approval of the application is on
January 19, 2011.
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 Proposes Quarles as Special Counsel
--------------------------------------------------------------
The Archdiocese of Milwaukee seeks permission from the United
States Bankruptcy Court for the Eastern District of Wisconsin to
employ Quarles & Brady LLP as its special counsel, nunc pro tunc
to the Petition Date.
John J. Marek, treasurer and chief financial officer of the
Archdiocese, tells the Court that the Archdiocese wants to employ
Quarles & Brady as its special counsel in connection with the
bankruptcy case to handle litigation matters and pension matters,
which Quarles & Brady historically handles, as well as other
matters that the Archdiocese may encounter, which may not be
appropriately handled by its lead counsel, Whyte Hirschboeck Dudek
S.C., because of potential conflicts of interest.
Whyte Hirschboeck will determine when and under what circumstances
efficiency and expediency of case administration will be served by
referring discrete matters to the special counsel, and pursuant to
that determination, Whyte Hirschboeck will assign matters to the
special counsel in a manner that will avoid duplication of legal
services.
Mr. Marek discloses that Quarles & Brady is the Archdiocese's
regular outside litigation counsel, and currently serves as
defense counsel to the Archdiocese in each of the 12 cases pending
in Milwaukee County Circuit Court, and with respect to Petition
for Certiorari filed on December 23, 2010, with respect to the
question of whether the Archdiocese has insurance coverage for the
claims asserted in the State Court Litigation.
The Archdiocese proposes to pay Quarles & Brady on an hourly basis
at its customary rates, and reimburse the firm of actual,
necessary expenses incurred. The hourly rates of Quarles & Brady
partners range from $285 to $660, associates range from $210 to
$395, and paralegals from $160 to $230.
The primary members of the firm, who will be handling the
Archdiocese's matters, are:
Hourly
Professional Rate
------------ ----
Susan Boswell $600
John Rothstein $515
Jeff Davis $470
Paul Jacobson $460
David Muth $400
Natalie Maciolek $290
Patrick Murphy $245
Chris Scaperlanda $220
Donna Woida $195
Jyll Geter $185
The estimated amount of Quarles & Brady's fees for the services to
be provided, barring currently unforeseen circumstances and
assuming that the firm's work will consist of assisting on pension
issues and processing appellate issues, is $300,000, relates Mr.
Marek.
John Rothstein, Esq., a partner at Quarles & Brady, assures Judge
Kelley that his firm is a "disinterested person" as that term is
defined in Section 101(14) of the Bankruptcy Code.
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 Schedules Deadline Moved to Feb. 7
-------------------------------------------------------------
Judge Susan V. Kelley granted the Archdiocese of Milwaukee's
request, and extended through February 7, 2011, the Archdiocese's
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, subject to the right of parties-in-interest -- who did
not attend the hearing on the first day motions -- to object and
ask the United States Bankruptcy Court for the Eastern District of
Wisconsin to reconsider the request.
If any party wishes to object to the request, the party must do so
by filing an objection no later than January 20, 2011. If there
are objections, the Court will schedule a further hearing on the
matter.
If there are no objections by the Objection Deadline, the
Archdiocese's time to file its Schedules and Statements will be
extended to February 7, 2011.
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: Proposes to Continue Using Health Plan
-------------------------------------------------------
As of the Petition Date, the Archdiocese of Milwaukee employed
approximately 120 salaried employees, 57 hourly employees, and six
counselors paid on a commission basis. Approximately 159
Employees and their dependents participate in the St. Raphael
Health Plan. The Archdiocese is the sponsoring employer and a
participating employer in the multi-employer St. Raphael Health
Plan, where each employer is a separate participant.
Other Participating Employers are those Parish Corporations and
Catholic-based social and community service organizations that
operate in the region. The St. Raphael Health Plan is a
partially-insured health plan for the exclusive benefit of the
employees of the Participating Employers, their spouses and
dependants, and is administered by UnitedHealthcare Insurance
Company, a third party administrator. Johnson Bank serves as
trustee of the St. Raphael Health Plan Trust, established to
efficiently pay health insurance premiums and claims, as well as
other reasonable expenses associated with the administration of
the St. Raphael Health Plan.
Monthly premiums paid by Participating Employers to the St.
Raphael Health Plan are used to fund prior and future claims.
Consequently, if previous months' claims against the St. Raphael
Health Plan Trust were larger than anticipated, it is possible
that current premiums paid by Participating Employers could pay
for incurred-but-not-reported claims from a previous period,
relates Daryl L. Diesing, Esq., at Whyte Hirschboeck Dudek S.C.,
in Milwaukee, Wisconsin. Thus, he avers, it is conceivable that
some portion of the Archdiocese's monthly premium payments to the
St. Raphael Health Plan Trust made in the postpetition period
could be for prepetition IBNR claims.
Accordingly, the Archdiocese of Milwaukee sought and obtained
authority from the United States Bankruptcy Court for the Eastern
District of Wisconsin to continue its participation in the St.
Raphael Health Plan, and to pay any monthly premiums and costs
incident to its plan participation.
The payment of the St. Raphael Health Plan premiums, which may
include some prepetition IBNR claims, is necessary to prevent the
immediate and irreparable damage to employee morale, Mr. Diesing
asserted. The Archdiocese represented that it has sufficient
funds on hand to pay monthly premiums to the St. Raphael Health
Plan, as the amounts become due in the ordinary course of its
business.
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)
C&H ARIZONA: Plan Confirmation Hearing Scheduled for January 20
---------------------------------------------------------------
The Hon. Randolph J. Haines of the U.S. Bankruptcy Court for the
District of Arizona will convene a hearing on January 20, 2011, at
11:00 a.m., to consider the confirmation of C&H Arizona-Stucky,
LLC's proposed Plan of Reorganization. Any objections and ballots
will be due by 5:00 p.m. on January 18 and a ballot report by the
close of business on January 19.
As reported in the Troubled Company Reporter on September 17,
2010, that the Debtor has filed a plan that would pay secured
claims in full over a five-year period. General unsecured claims
will be paid in full, with interest, in two installments. The
first installment of 50% of the principal and all accrued interest
will be paid on the Effective Date. The second installment of all
remaining principal and all accrued interest will be paid six
months after the Effective Date. Administrative convenience
claims (claims of $9,000 or less) will be paid in full on the
Effective Date.
A full-text copy of the disclosure statement explaining the terms
of the Chapter 11 plan is available for free at
http://bankrupt.com/misc/C&HArizona_AmendedDS.pdf
About C&H Arizona-Stucky, LLC
Walnut Creek, California-based C&H Arizona-Stucky, LLC, is the
owner and current operator of a 113,071 square feet retail
shopping center located at 15440 North Scottsdale Road,
Scottsdale, Arizona. The Company filed for Chapter 11 bankruptcy
protection on July 7, 2010 (Bankr. D. Ariz. Case No. 10-21165).
Simbro & Stanley, PLC, represents the Debtor. The Company
disclosed $18,064,966 in assets and $9,167,574 in liabilities as
of the Petition Date.
CB HOLDING: US Trustee Forms Seven-Member Creditors Committee
-------------------------------------------------------------
Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed
seven creditors to serve on an Official Committee of Unsecured
Creditors of CB Holding Corp. and its debtor-affiliates.
The members of the Committee are:
1) M. Tucker Co. Inc.
Attn: Nancy Murphy
1200 Madison Ave.
Paterson, New Jersey 07503
Tel: 973-925-0409
Fax: 973-925-0441
2) Performance Food Group, Inc.
Attn: Brad Boe
12650 East Araphahoe Rd.
Centennial, Colorado 80112
Tel: 303-662-7121
Fax: 303-662-7540
3) Oakleaf Waste Management
Attn: George McGinn
800 Connecticut Blvd.
E. Hartford, Connecticutt 06108
Tel: 860-256-2083
Fax: 860-256-3083
4) Valassis
Attn: Robert Michaelson
One Targeting Centre
Windsor, Connecticutt 06095
Tel: 860-285-6336
Fax: 860-285-6440
5) Tri Mark United East, Inc.
Attn: George Courtot
505 Collins St., PO Box 3503
South Attelboro, Massachusetts 02703
Tel: 508-399-6000 x 324
Fax: 508-761-3620
6) GDF Suez Energy Resources NA, Inc.
Attn: Jason Austin
1990 Post Oak Blvd., Suite 1900
Houston, Texas 77056
Tel: 713-636-1742
Fax: 713-636-1601
7) Simon Property Group Inc.
Attn: Ronald M. Tucker
225 W. Washington St.
Indianapolis, Indianapolis 46204
Tel: 317-263-2346
Fax: 317-263-7901
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 CB Holding
New York-based CB Holding Corp. owns and operates the Charlie
Brown's Steakhouse, Bugaboo Steak House, and The Office Beer Bar &
Grill. The Company currently operates 20 Charlie Brown's
Steakhouse, 12 Bugaboo Creek Steak House and seven The Office
outlets.
The Company and its affiliates filed for Chapter 11 bankruptcy
protection on November 17, 2010 (Bankr. D. Del. Case No.
10-13683). Christopher M. Samis, Esq., and Mark D. Collins, Esq.,
at Richards, Layton & Finger, P.A., assist the Debtors in their
restructuring effort. The Garden City Group, Inc., is the
Debtors' notice, claims and solicitation agent. CB Holding
estimated its assets at $100 million to $500 million and debts at
$50 million to $100 million.
CB HOLDING: Set to Auction Office Restaurants on Jan. 18
--------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the owner of Charlie Brown's Steakhouse is set to
hold an auction on Jan. 18 to test whether a $3.4 million offer
from Villa Enterprises Inc. is the best bid for seven The Office
restaurants. Competing bids are due Jan. 14. The hearing for
approval of the sale is scheduled for Jan. 20.
Mr. Rochelle notes that the $2.5 million loan for the Chapter 11
case has deadlines for the sale of the assets. For the remainder
of the stores, the secured lenders, owed $70.2 million, are
requiring an auction by Jan. 24 and a sale-approval hearing by
Feb. 3.
About CB Holding
New York-based CB Holding Corp. owns and operates the Charlie
Brown's Steakhouse, Bugaboo Steak House, and The Office Beer Bar &
Grill. The Company currently operates 20 Charlie Brown's
Steakhouse, 12 Bugaboo Creek Steak House and seven The Office
outlets.
The Company and its affiliates filed for Chapter 11 bankruptcy
protection on November 17, 2010 (Bankr. D. Del. Case No.
10-13683). Christopher M. Samis, Esq., and Mark D. Collins, Esq.,
at Richards, Layton & Finger, P.A., assist the Debtors in their
restructuring effort. The Garden City Group, Inc., is the
Debtors' notice, claims and solicitation agent. CB Holding
estimated its assets at $100 million to $500 million and debts at
$50 million to $100 million.
CF PROPERTIES: Wants to Use Building Proceeds to Fund Ch. 11 Case
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
will convene a hearing on January 12, 2010, at 11:00 a.m., to
consider CF Properties, LLC's request to access the cash
collateral of its secured lenders.
The Debtor will use the cash collateral to pay operation and
maintenance expenses, and payments to the secured creditors on a
current basis. The Debtor owns five properties, which generate
revenue for payment of expenses. Four of the properties are
commercial/office buildings located in and around Decatur,
Alabama. The fifth property is an operating hay farm located in
New Berry Springs, outside Barstow, California.
A full-text copy of the budget for the proposed cash use is
available for free at http://bankrupt.com/misc/CFP_Budget.pdf
Progress Bank & Trust has liens on three of the buildings. The
liens on the third property in Decatur, Alabama is held by Wells
Fargo Bank, as successor to Wachovia, and the property in Newberry
Springs is encumbered by a lien held by One West Bank as assignee
from FDIC.
The Debtor believes that it will be able to reach agreement with
its secured creditors and may not need an authorization order, but
is filing the motion to make sure that it has all required
authorization for payment it makes.
The Debtor also requests that the Court permit the maintenance of
separate debtor-in-possession accounts, one for each of the four
Alabama properties, and maintenance of accounts in accordance with
the requirements of the Office of the U.S. Trustee so that the
Debtor's funds will be held in debtor-in-possession accounts at
approved institutions
About CF Properties, LLC
Newport Beach,California-based CF Properties, LLC, filed for
Chapter 11 protection on November 11, 2010 (Bankr. C.D. Calif.
Case No. 10-26091). The Law Offices of T. Edward Malpass
represents the Debtor. The Debtor disclosed $6,542,467 in assets
and $10,729,834 in liabilities as of the Chapter 11 filing.
CF PROPERTIES: Taps the T. Edward Malpass as Bankr. Counsel
-----------------------------------------------------------
CF Properties, LLC, asks the U.S. Bankruptcy Court for the Central
District of California for permission to employ the Law Offices of
T. Edward Malpass as its general insolvency counsel.
The firm will, among other things:
-- prepare records and reports required by the Federal Rules of
Bankruptcy Procedure, the Bankruptcy Code and the Guidelines
of the U.S. Trustee;
-- prepare applications and orders for submission to the U.S.
Trustee and the Court regarding employment of professional
persons; and
-- review of claims and causes of action which may be asserted
by Debtor on behalf of the estate, including claims arising
from construction of the project and related actions.
The Debtor intends to pay Mr. Malpass his hourly rate of $500.
Edward F. Eaton, one of the Debtor's principals, agreed to
guaranty and pay, on a current basis, the firm's fees and expenses
with payments subject to review by the Court.
To the best of the Debtor's knowledge, the firm is a
?disinterested person? as that term is defined in Section 101(14)
of the Bankruptcy Code.
Mr. Malpass can be reached at:
Theodore E. Malpass, Esq.
LAW OFFICES OF T. EDWARD MALPASS
4931 Birch Street
Newport Beach, CA 92660
Tel: (949) 474-994
Fax: (949) 474-9947
E-mail: temalpass@aol.com
About CF Properties, LLC
Newport Beach, California-based CF Properties, LLC, owns five
properties. Four of the properties are commercial/office
buildings located in and around Decatur, Alabama. The fifth
property is an operating hay farm located in New Berry Springs,
outside Barstow, California.
CF Properties filed for Chapter 11 protection on November 11, 2010
(Bankr. C.D. Calif. Case No. 10-26091). The Debtor disclosed
$6,542,467 in assets and $10,729,834 in liabilities as of the
Chapter 11 filing.
CF PROPERTIES: Files Schedules of Assets and Liabilities
--------------------------------------------------------
CF Properties, LLC, asks the U.S. Bankruptcy Court for the Central
District of California its schedules of assets and liabilities,
disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $6,350,000
B. Personal Property $192,467
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $3,955,457
E. Creditors Holding
Unsecured Priority
Claims $0
F. Creditors Holding
Unsecured Non-priority
Claims $6,774,377
----------- -----------
TOTAL $6,542,467 $10,729,834
About CF Properties, LLC
Newport Beach, California-based CF Properties, LLC, owns five
properties. Four of the properties are commercial/office
buildings located in and around Decatur, Alabama. The fifth
property is an operating hay farm located in New Berry Springs,
outside Barstow, California.
CF Properties filed for Chapter 11 protection on November 11, 2010
(Bankr. C.D. Calif. Case No. 10-26091). The Debtor disclosed
$6,542,467 in assets and $10,729,834 in liabilities as of the
Chapter 11 filing.
The Law Offices of T. Edward Malpass represents the Debtor.
CHELSEA HEIGHTS: To Lose Asset to Foreclosure; Case Dismissed
-------------------------------------------------------------
The Hon. Paul B. Snyder of the U.S. Bankruptcy Court for the
Western District of Washington dismissed the Chapter 11 bankruptcy
case of Chelsea Heights, LLC.
The Court found that there is cause for dismissing the Debtor's
case, including that the Debtor's sole significant asset is likely
to be lost via a foreclosure sale and the Debtor has no other
meaningful assets to support a Chapter 11 plan.
As reported in the Troubled Company Reporter on July 5, 2010,
Intervest Mortgage-Investment Company asked the Court to dismiss
the Debtor's case, or in the alternative, that Phillips Real
Estate Services and Matthew Geise continue as a custodian and be
excused from any duty of turnover. Intervest wanted the Court to
appoint the Pierce County Superior Court receiver, Matthew Geise
of Phillips Real Estate Services, as Chapter 11 trustee.
Intervest said that the Pierce County Superior Court Commissioner
appointed Mr. Geise as receiver on December 2, 2009, to manage the
a certain mixed-use commercial property in Tacoma, Washington,
collect building rents, finish partially completed improvements on
further credit from Intervest, attempt to restore a landlord-
tenant relationship with Multicare, and to file periodic reports
of the receiver's administration and activities pursuant to law.
On December 11, 2009, the Commissioner's order appointing the
receiver was affirmed in its entirety on a motion by Fountain Park
and Chelsea Heights for revision of the order. The receiver has
been acting and in control of the property since that date. The
receiver succeeded in restoring the relationship with Multicare,
has capably fulfilled all other duties to date, and has been
reporting regularly to the Superior Court for Pierce County,
during a period in excess of six months.
Aside from its ostensible ownership of the property for a time
before the receiver was appointed in December, 2009, the Debtor is
not known to have any other significant property or business
activity. The Debtor has no equity in the property.
Intervest is represented by Witherspoon Kelley, P.S.
About Chelsea Heights LLC
Tacoma, Washington-based Chelsea Heights LLC filed for Chapter 11
bankruptcy protection on June 18, 2010 (Bankr. W.D. Wash. Case No.
10-44959). Timothy W. Dore, Esq., at Ryan Swanson & Cleveland
PLLC, represents the Debtor. The Company estimated assets and
debts at $10 million to $50 million.
CHEM RX: Unsec. Creditors, First Lien Lenders File Joint Plan
-------------------------------------------------------------
BankruptcyData.com reports that Canadian Imperial Bank of
Commerce, New York Agency, as administrative agent for first lien
lenders, and the official committee of unsecured creditors for
Chem Rx Corp. filed with the U.S. Bankruptcy Court a Joint Plan of
Liquidation and related Disclosure Statement for Chem Rx.
The central component of the Plan is the compromise and settlement
of the Committee Litigation and any and all Claims and Estate
Causes of Action by the Creditors Committee on behalf of the
Debtors' Estates as of the Effective Date against the Secured
Lenders and the First Lien Agent, subject to the occurrence of the
Effective Date. Additionally, the Plan contemplates the
establishment of a Litigation Trust to prosecute Estate Causes of
Action," according to the Disclosure Statement obtained by BData.
Chem Rx Lost Exclusivity to Committee
As reported in the Troubled Company Reporter on Nov. 30, 2010,
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
said that a bankruptcy judge in Delaware entered an order
giving the Official Committee of Unsecured Creditors in Chem Rx
Corp.'s cases and the first-lien lenders the right to file a plan
jointly. Except for the Committee and the lenders, Chem Rx's
exclusive right to propose a plan was extended to Jan. 31.
Abut Chem RX Corp.
Long Beach, N.Y.-based Chem RX Corporation, aka Paramount
Acquisition Corp. -- http://www.chemrx.net/-- is a major
institutional pharmacy serving the New York City metropolitan
area, as well as parts of New Jersey, upstate New York,
Pennsylvania and Florida. Chem Rx's client base includes skilled
nursing facilities and a wide range of other long-term care
facilities. Chem Rx annually provides more than six million
prescriptions to more than 69,000 residents of more than 400
institutional facilities.
The Company and five affiliates sought Chapter 11 protection
(Bankr. D. Del. Case No. 10-11567) on May 11, 2010. Dennis
A. Meloro, Esq., and Scott D. Cousins, Esq., at Greenberg
Traurig, LLP, represent the Company in its restructuring.
Cypress Holdings, LLC, is the Company's financial advisor. RSR
Consulting, LLC, is the Company's chief restructuring officer.
Brunswick Group LLP is the Company's public relations consultant.
Grant Thornton LLP is the Company's independent auditor. Lazard
Middle Market LLC is the Company's investment banker. Eichen &
Dimeglio PC is the Company's tax advisor. Kurtzman Carson
Consultants is the Company's claims and notice agent.
The Company disclosed $169,690,868 in assets and $178,281,128 in
debts as of February 28, 2010.
Chem Rx changed its name to CRC Parent Corp. following the sale of
its business to PharMerica Corp. at a bankruptcy court-sanctioned
auction. PharMerica paid $70.6 million and assumed specified
liabilities.
CHINA ARCHITECTURAL: Regains Compliance with NASDAQ Listing Rules
-----------------------------------------------------------------
China Architectural Engineering, Inc. has been informed by NASDAQ
that the Company is in compliance with all NASDAQ listing
standards, including the minimum price bid requirement. As
required under NASDAQ's Listing Rules, the Company's common stock
was required to maintain a closing bid price of $1.00 or more per
share for at least ten consecutive trading days.
China Architectural Engineering, Inc. is a provider of design,
engineering, fabrication and installation services of high-end
curtain wall systems, roofing systems, steel construction systems,
and eco-energy systems. Founded in 1992, CAEI has maintained its
market leadership by providing timely, high-quality, reliable,
fully integrated, and cost-effective solutions. Collaborating
with world-renowned architects and building engineers, the Company
has successfully completed over one hundred large, complex and
unique projects worldwide, including numerous award-winning
landmarks across Asia's major cities.
COMMODORE LLC: Files Schedules of Assets and Liabilities
--------------------------------------------------------
The Commodore, LLC, filed with the U.S. Bankruptcy Court for the
Eastern District of Louisiana its schedules of assets and
liabilities, disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $3,413,279
B. Personal Property $177,913
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $5,056,623
E. Creditors Holding
Unsecured Priority
Claims $228,418
F. Creditors Holding
Unsecured Non-priority
Claims $809,979
----------- -----------
TOTAL $3,591,192 $6,095,020
New Orleans, Louisiana-based The Commodore, L.L.C., obtained
relief under Chapter 11 of the Bankruptcy Code on November 15,
2010 (Bankr. E.D. La. Case No. 10-13912). Steffes, Vingiello &
McKenzie, L.L.C., represents the Debtor.
Dean J. Marcades, Decatur Hotels, LLC, Duplantier Hrapmann Hogan &
Maher, LLP, and New Media Solutions, Inc. had filed involuntary
Chapter 11 petition against The Commodore on October 21, 2010.
Jan Marie Hayden, Esq., represented the petitioners.
CONSOLIDATED HORTICULTURE: To Lay Off 56 Employees by March
-----------------------------------------------------------
Garcentcenter reports that Hines Nurseries LLC said that it may
lay off 56 workers by March. The company said it expects the
separations from Hines to become permanent.
About Hines Nurseries
Irvine, California-based Consolidated Horticulture Group LLC,
doing business as Hines Nurseries LLC --
http://www.hineshorticulture.com/-- operates nursery facilities
located in Arizona, California, Oregon and Texas. Through its
affiliate, the company produces and distributes horticultural
products.
Black Diamond Capital Management LLC purchased Hines
Nurseries Inc. in a bankruptcy sale in January 2009. The
resulting reorganization plan, confirmed in January 2009, paid
secured creditors in full on their $35.9 million in claims while
providing as much as $12 million toward debt owing to suppliers
both before and after the bankruptcy filing. The business bought
by Black Diamond was renamed to Consolidated Horticulture.
Consolidated Horticulture and its affiliates filed for Chapter 11
protection on October 12, 2010 (Bankr. D. Del. Lead Case No.
10-13308). Laura Davis Jones, Esq. and Timothy P. Cairns, Esq. at
Pachulski Stang Ziehl & Jones LLP, serve as Delaware counsel to
the Debtors. Attorneys at Jones, Walker, Waechter, Poitevent,
Carrere & Denegre, L.L.P., serve as bankruptcy counsel. Epiq
Bankruptcy Solutions LLC is the claims agent. Consolidated
Horticulture estimated $100 million to $500 million in assets and
$50 million to $100 million in debts in the Chapter 11 petition.
CORPUS CHRISTI HARDWARE: Red Ace's Suit Dismissed as Untimely
-------------------------------------------------------------
Bankruptcy Judge Richard S. Schmidt granted defendants' motion to
dismiss the complaint, Red Ace Saratoga, Ltd., et al., v. Edward
Marcus Asbury, Adv. Pro. No. 10-2047 (Bankr. S.D. Tex.). The
Plaintiffs filed their Complaint To Deny Dischargeability Of
Indebtedness, on September 15, 2010, months after the deadline for
filing a complaint to determine dischargeability of a debt under
11 U.S.C. Sec. 523(c).
A copy of the Court's January 4, 2011 Memorandum Opinion and Order
is available at http://is.gd/ktOQHfrom Leagle.com.
Edward Marc Asbury filed for bankruptcy (Bankr. S.D. Tex. Case No.
10-20214) on March 11, 2010. Various entities related to Mr.
Asbury also filed petitions: Asbury Enterprises, LLC (Bankr. S.D.
Tex. Case No. 10-20215); Asbury Properties, LLC (Bankr. S.D. Tex.
Case No. 10-20216); Flour Bluff Hardware, Ltd. (Bankr. S.D. Tex.
Case No. 10-20217); North Padre Island Hardware, Ltd. (Bankr. S.D.
Tex. Case No. 10-20218); Padre Island Hardware, LLC. (Bankr. S.D.
Tex. Case No. 10-20219); Port Aransas Hardware, Ltd. (Bankr. S.D.
Tex. Case No. 10-20220); Port Lavaca Hardware, Ltd. (Bankr. S.D.
Tex. Case No. 10-20221); Portland Hardware, LLC (Bankr. S.D. Tex.
Case No. 10-20222); Raymondville Hardware, LLC (Bankr. S.D. Tex.
Case No. 10-20223); Weslaco Hardware, Ltd. (Bankr. S.D. Tex. Case
No. 10-20224); Anglers Marine Center, LLC (Bankr. S.D. Tex. Case
No. 10-20227); Asbury Ace Hardware, LLC (Bankr. S.D. Tex. Case No.
10-20251); Corpus Christi Hardware, LLC d/b/a ACE Hardware (Bankr.
S.D. Tex. Case No. 10-20213). The cases are jointly administered
under Case No. 10-20213.
CORUS BANKSHARES: Confirmation Hearing Scheduled for March 2
------------------------------------------------------------
The Honorable Pamela S. Holis put her stamp of approval on the
Disclosure Statement presented by Corus Bankshares, Inc., to
explain its liquidating chapter 11 plan at a hearing on Dec. 16,
2010, and authorized the Debtor to send the plan to creditors for
a vote. Creditors must vote to accept or reject the plan by
Feb. 7, 2011, and the Debtor will return to Court on March 2,
2011, asking Judge Holis to confirm the plan. Copies of the plan,
the disclosure statement and solicitation materials are available
from BMC Group at http://www.bmcgroup.com/corus/
The Debtor projects that unsecured creditors and holders of TOPrS
will recover something between 4.5% and 47.6% of the face amount
of their claims if its liquidating plan takes effect. The plan
proposes that on its Effective Date, all of the Debtor's assets
will be transferred to and vest in New Corus. The Plan provides
for the appointment of Andrew Scruton of FTI Consulting, Inc., as
the Plan Administrator and U.S. Bank, N.A., Wilmington Trust
Company and Wells Fargo Bank, N.A. as the members of the Plan
Committee to oversee the activities of New Corus. The Plan
Administrator, supervised by the Plan Committee, will be
responsible for administering New Corus as set forth under the
Plan, including monetizing all of New Corus' assets, resolving all
Claims, pursuing all Causes of Action and distributing Net Free
Cash and Residual Net Free Cash to creditors.
Chicago, Illinois-based Corus Bankshares, Inc., is a bank holding
company. Its lone operating unit, Corus Bank, N.A., was closed
on September 11, 2009, by regulators, and the Federal Deposit
Insurance Corporation was named receiver. To protect the
depositors, the FDIC entered into a purchase and assumption
agreement with MB Financial Bank, National Association, Chicago,
Illinois, to assume all of the deposits of Corus Bank.
The Company sought Chapter 11 protection on (Bankr. N.D. Ill.
Case No. 10-26881) June 15, 2010. Kirkland & Ellis LLP's
James H.M. Sprayregen, Esq., David R. Seligman, Esq., and Jeffrey
W. Gettleman, Esq., serve as the Debtor's bankruptcy counsel.
Kinetic Advisors is the Company's restructuring advisor. Plante &
Moran is the Company's auditor and accountant. Kilpatrick
Stockton LLP's Todd Meyers, Esq., and Sameer Kapoor, Esq.; and
Neal Gerber & Eisenberg LLP's Mark Berkoff, Esq., Deborah Gutfeld,
Esq., and Nicholas M. Miller, Esq., represent the official
committee of unsecured creditors. As of June 15, 2010, the
Company disclosed $314,145,828 in assets and $532,938,418 in
liabilities.
COUNTRYVIEW MHC: Can Continue Using BoA Cash Collateral to Jan. 31
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois,
in a second interim order entered December 23, 2010, granted
Countryview MHC Limited Partnership permission to continue using
cash collateral until January 31, 2011, to the extent set forth in
a cash budget for the month of January 2011, plus no more that 10%
of the total proposed expense payments, unless otherwise agreed by
Bank of America as successor by merger to LaSalle Bank National
Association, in its capacity as Trustee for the registered holders
of LB-UBS Commercial Mortgage Trust 2006-C4, Commercial Mortgage
Pass-Through Certificates, Series 2006-C4, or upon further of the
Court.
As adequate protection to the Lender for the use of its cash
collateral, Lender will be granted post-petition replacement liens
in the cash collateral to be generated by the Debtor post-
petition.
A final hearing on the cash collateral motion is scheduled before
the Court on January 25, 2011, at 10:30 a.m.
As reported in the TCR on December 8, 2010, Countryview MHC's
manufactured home community in Franklin, Indiana, is subject to a
purported mortgage in favor of BoA purportedly securing a claim in
the amount of $11,704,158. BoA has declared a monetary default.
A copy of the second interim cash collateral order and
January 2011 cash budget is available for free at:
http://bankrupt.com/misc/Countryview_cashcollateral_order.pdf
About Countryview MHC
Countryview MHC Limited Partnership is an Illinois limited
partnership that owns a manufactured home community, consisting of
approximately 275 sites, situated in Franklin, Indiana. It filed
for Chapter 11 bankruptcy protection on November 29, 2010 (Bankr.
N.D. Ill. Case No. 10-52722). Eugene Crane, Esq., at Crane Heyman
Simon Welch & Clar, serves as the Debtor's bankruptcy counsel.
The Debtor estimated its assets and debts at $10 million to
$50 million.
COUNTRYVIEW MHC: Wins Nod for Crane Heyman as Counsel
-----------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois,
has granted Countryview MHC Limited Partnership permission to
employ the law firm of Crane, Heyman, Simon, Welch & Clar as its
attorneys, retroactive to November 29, 2010. Compensation will be
subject to the further Order of the Court.
The firm can be reached at:
Eugene Crane, Esq.
Arthur G. Simon, Esq.
Scott R. Clar, Esq.
CRANE, HEYMAN, SIMON, WELCH & CLAR
135 South LaSalle Street, Suite 3705
Chicago, IL 60603
Tel: (312) 641-6777
Countryview MHC Limited Partnership is an Illinois limited
partnership that owns a manufactured home community, consisting of
approximately 275 sites, situated in Franklin, Indiana. It filed
for Chapter 11 bankruptcy protection on November 29, 2010 (Bankr.
N.D. Ill. Case No. 10-52722). The Debtor estimated its assets and
debts at $10 million to $50 million.
CROSS BORDER: Doral Energy and Pure Energy Merger Completed
-----------------------------------------------------------
Cross Border Resources, Inc., formerly Doral Energy Corp.,
announced the completion of the business combination between Doral
Energy Corp. and the Pure Energy Group. The Pure Energy Group
consisted of Pure Gas Partners II, L.P. and Pure Energy Group,
Inc., a wholly owned subsidiary of Pure L.P. Effective January 4,
2010, the combined entity has changed its' name to Cross Border
Resources, Inc. The Company will continue to trade under the
ticker symbol DRLYD until January 24, 2011, after which the
Company expects FINRA to assign the Company a new ticker symbol to
reflect the Company's new name. Cross Border Resources will also
maintain Pure Energy's existing credit facility with Texas Capital
Bank and will seek to amend the terms of the facility in the near
future in order to properly reflect the newly combined assets of
the Company. Additionally, the Company has relocated its
corporate offices to San Antonio, Texas while maintaining an
operational field office in Midland, Texas.
To complete the combination of Doral and the Pure Energy Group,
Pure L.P. transferred all of its oil and gas assets to Pure Sub.
Doral then acquired Pure Sub in exchange for the issuance to Pure
L.P. of 9,981,536 shares of Doral common stock in addition to the
assumption of $4,050,000 in subordinated debentures, as well as
the assumption of the Pure Energy Group's existing senior debt of
$1,600,000 held by Texas Capital Bank. After the closing of this
transaction, Cross Borders Resources has an authorized capital
consisting of 36,363,637 shares of common stock, with 12,453,080
shares currently issued and outstanding.
About Doral Energy
Doral Energy Corp. (OTC BB: DRLY) -- http://www.DoralEnergy.com/
-- is a licensed oil and gas operator in the state of New Mexico.
The Company is headquartered in Midland, Texas.
The Company's balance sheet at October 31, 2010, showed
$2.77 million in total assets, $2.81 million in total liabilities,
and a stockholders' deficit of $37,846.
As reported in the Troubled Company Reporter on November 23, 2010,
MaloneBailey, LLP, in Houston, Texas, expressed substantial doubt
about Doral Energy Corp.'s ability to continue as a going concern
following the Company's results for the fiscal year ended July 31,
2010. The independent auditors noted that the Company has
negative working capital and recurring losses from operations.
CRYSTAL CATHEDRAL: Court Postpones Examination Hearing to Feb. 9
----------------------------------------------------------------
Deepa Bharath at the Orange County Register reports that a federal
bankruptcy court continued the hearing on Feb. 9, 2011, at 2:00
p.m., to examine salaries and housing allowances for several
insiders at the Crystal Cathedral Ministries.
According to the report, the hearing will likely go into
compensation packages for several insiders including Chief
Financial Officer Fred Southard, founder Robert H. Schuller's
daughter Gretchen Penner and her mother-in-law, Neva Penner
Klaassen.
The Register relates that a U.S. Trustee questioned the need for a
$132,019 housing allowance for Southard. The trustee, backed by
the official creditors committee, also questioned the need for a
$70,000 annual salary for Gretchen Penner, the youngest of four
Schuller daughters, who produces the "Hour of Power" broadcasts.
An objection was also filed to the $55,000 annual salary for Neyva
Penner Klaassen, who helps schedule musical guests for "Hour of
Power."
The Register, citing papers filed with the court, said that the
Schuller family members received annual salaries totaling more
than $2 million -- about $834,000 in tax-exempt housing
allowances. The U.S. Trustee specifically questioned the need for
Mr. Southard, who is not a family member, to serve as a chief
financial officer when the church already has a full-time
accounting staff. Mr. Southard, who draws a $12,000 annual salary
and gets a $132,000 annual housing allowance, has been employed as
the cathedral's CFO since 1978, She adds.
Crystal Cathedral Ministries is a Southern California-based
megachurch founded by television evangelist Robert Schuller. The
church, known for its television show "The Hour of Power."
Crystal Cathedral filed for Chapter 11 bankruptcy protection
(Bankr. C.D. Calif. 10-24771) on October 18, 2010. March J.
Winthrop, Esq., at Winthrop Couchot Professional Corporation, in
Newport Beach, California, represents the Debtor. The Debtor
disclosed $72,872,165 in assets and $48,460,826 in liabilities as
of the Chapter 11 filing.
CYTOMEDIX INC: Restates Q3 2010 Related to Treatment of Warrants
----------------------------------------------------------------
Cytomedix, Inc. filed on January 7, 2011, amendment No. 2 to its
quarterly report on Form 10-Q for the three months ended
September 30, 2010, to amend and restate its financial statements
and related disclosures for the three and nine months ended
September 30, 2010. The restatement has no impact on cash or loss
from operations.
On January 3, 2011, the Company concluded, based on the
recommendation of management, that the previously issued financial
statements for the year ended December 31, 2009, included in the
Company's most recently filed Form 10-K, and each of the quarterly
periods from March 31, 2009, through September 30, 2010, included
in the Company's quarterly reports on Forms 10-Q (collectively,
the "Affected Periods") are no longer reliable because they failed
to incorporate non-cash charges resulting from required
adjustments to certain outstanding warrants.
The following is a brief summary of the accounting errors:
(a) The Company adopted the FASB Emerging Issues Task Force's
Issue No 07-5, "Determining Whether an Instrument (or Embedded
Feature) is Indexed to an Entity's own Stock" ("EITF 07-5"),
now codified in ASC 815-40, as of January 1, 2009. EITF 07-5
provides guidance as to assessing equity versus liability
treatment and classification for equity-linked financial
instruments, including stock purchase warrants. Upon the
adoption of EITF 07-5, the Company did not properly assess the
impacts of certain non-standard anti-dilution provisions that
existed in certain then-outstanding stock purchase warrants,
resulting in equity (versus liability) treatment and
classification.
(b) In 2009, the Company did not properly assess the impacts of
certain non-standard anti-dilution provisions that existed in
stock purchase warrants issued in an August 2009 offering,
resulting in equity (versus liability) treatment and
classification.
(c) As a result of the improper accounting treatment of the above-
mentioned stock purchase warrants, certain offering expenses
were also misclassified and accounted for incorrectly.
Along with the filing of this Form 10-Q/A, the Company is
concurrently filing amendments to its annual Report on Form 10-K/A
Amendment No. 1 for 2009 and its quarterly Reports on Form 10-Q
for the quarterly periods ended March 31, June 30, and
September 30, 2009, and March 31, and June 30, 2010. The
amendments to its quarterly reports on Form 10-Q are being filed
to restate its unaudited financial statements and related
financial information for the periods contained in those reports.
The amendment to its annual report on Form 10-K/A Amendment No. 1
is being filed to restate its financial statements for the fiscal
year ended December 31, 2009.
The Company reported a net loss, as restated, of $1,415,021 on
$1,297,447 of revenues for the three months ended September 30,
2010, compared with a net loss of $671,771 on $538,313 of revenues
for the same period of 2009.
The Company's restated balance sheet at September 30, 2010, showed
$9,132,672 in total assets, $8,478,467 in total liabilities, and
stockholders' equity of $654,205.
A full-text copy of the Form 10-Q/A is available for free at:
http://researcharchives.com/t/s?71f8
A full-text copy of the Company's Form 10-Q/A for the three months
ended June 30, 2010, is available for free at:
http://researcharchives.com/t/s?71f9
A full-text copy of the Company's Form 10-Q/A for the three months
ended March 31, 2010, is available for free at:
http://researcharchives.com/t/s?71fa
Gaithersburg, Maryland, Cytomedix, Inc. (NYSE Amex: GTF) --
http://www.cytomedix.com/-- develops, sells and licenses
regenerative biological therapies primarily for wound care,
inflammation and angiogenesis. The Company markets the
AutoloGel(TM) System, a device for the production of platelet rich
plasma (PRP) gel derived from the patient's own blood for use on a
variety of exuding wounds; the Angel(R) Whole Blood Separation
System, a blood processing device and disposable products used for
the separation of whole blood into red cells, platelet poor plasma
(PPP) and PRP in surgical settings; and the activAT(R) Autologous
Thrombin Processing Kit, which produces autologous thrombin serum
from PPP. The activAT(R) kit is sold exclusively in Europe and
Canada, where it provides a completely autologous, safe
alternative to bovine-derived products.
PricewaterhouseCoopers LLP, in McLean, Va., expressed substantial
doubt about Cytomedix, Inc.'s ability to continue as a going
concern, following the Company's 2009 results. The independent
auditors noted that the the Company has suffered recurring losses
from operations and has insufficient liquidity to fund its ongoing
operations.
CYTOMEDIX INC: Restates 2009 10-K Related to Treatment of Warrants
------------------------------------------------------------------
Cytomedix, Inc., filed on January 7, 2011, Amendment No. 2 to its
annual report on Form 10-K for the year ended December 31, 2009,
to amend and restate its financial statements and related
disclosures for the year ended December 31, 2009. The restatement
has no impact on cash or loss from operations.
On January 3, 2011, the Company concluded, based on the
recommendation of management, that the previously issued financial
statements for the year ended December 31, 2009, included in the
Company's most recently filed Form 10-K/A Amendment No. 1, and
each of the quarterly periods from March 31, 2009, through
September 30, 2010, included in the Company's quarterly reports on
Forms 10-Q (collectively, the "Affected Periods") are no longer
reliable because they failed to incorporate non-cash charges
resulting from required adjustments to certain outstanding
warrants.
The following is a brief summary of the accounting errors:
(a) The Company adopted the FASB Emerging Issues Task Force's
Issue No 07-5, "Determining Whether an Instrument (or Embedded
Feature) is Indexed to an Entity's own Stock" ("EITF 07-5"),
now codified in ASC 815-40, as of January 1, 2009. EITF 07-5
provides guidance as to assessing equity versus liability
treatment and classification for equity-linked financial
instruments, including stock purchase warrants. Upon the
adoption of EITF 07-5, the Company did not properly assess the
impacts of certain non-standard anti-dilution provisions that
existed in certain then-outstanding stock purchase warrants,
resulting in equity (versus liability) treatment and
classification.
(b) In 2009, the Company did not properly assess the impacts of
certain non-standard anti-dilution provisions that existed in
stock purchase warrants issued in an August 2009 offering,
resulting in equity (versus liability) treatment and
classification.
(c) As a result of the improper accounting treatment of the above-
mentioned stock purchase warrants, certain offering expenses
were also misclassified and accounted for incorrectly.
Along with the filing of this Form 10-K/A Amendment No. 2, the
Company is concurrently filing amendments to its quarterly reports
on Form 10-Q for the quarterly periods ended March 31, June 30,
and September 30, 2009, and March 31, June 30, and September 30,
2010. The amendments to its quarterly reports on Form 10-Q are
being filed to restate its unaudited financial statements and
related financial information for the periods contained in those
reports.
The Company reported a net loss, as restated, of $3,259,217 on
$2,066,184 of revenues for 2009, compared with a net loss of
$7,660,749 on $2,090,737 of revenues for 2008.
The Company's restated balance sheet at December 31, 2009, showed
$2,645,083 in total assets, $1,669,032 in total liabilities, and
stockholders' equity of $976,051.
A full-text copy of the Form 10-K/A is available for free at:
http://researcharchives.com/t/s?71f2
A full-text copy of the Company's Form 10-Q/A for the three months
ended September 30, 2009, is available for free at:
http://researcharchives.com/t/s?71f5
A full-text copy of the Company's Form 10-Q/A for the three months
ended June 30, 2009, is available for free at:
http://researcharchives.com/t/s?71f6
A full-text copy of the Company's Form 10-Q/A for the three months
ended March 31, 2009, is available for free at:
http://researcharchives.com/t/s?71f7
Gaithersburg, Maryland, Cytomedix, Inc. (NYSE Amex: GTF) --
http://www.cytomedix.com/-- develops, sells and licenses
regenerative biological therapies primarily for wound care,
inflammation and angiogenesis. The Company markets the
AutoloGel(TM) System, a device for the production of platelet rich
plasma (PRP) gel derived from the patient's own blood for use on a
variety of exuding wounds; the Angel(R) Whole Blood Separation
System, a blood processing device and disposable products used for
the separation of whole blood into red cells, platelet poor plasma
(PPP) and PRP in surgical settings; and the activAT(R) Autologous
Thrombin Processing Kit, which produces autologous thrombin serum
from PPP. The activAT(R) kit is sold exclusively in Europe and
Canada, where it provides a completely autologous, safe
alternative to bovine-derived products.
PricewaterhouseCoopers LLP, in McLean, Va., expressed substantial
doubt about Cytomedix, Inc.'s ability to continue as a going
concern, following the Company's 2009 results. The independent
auditors noted that the the Company has suffered recurring losses
from operations and has insufficient liquidity to fund its ongoing
operations.
DIVERSIFIED INDUSTRIES: Alberta Regulator Issues Cease Trade Order
------------------------------------------------------------------
Diversified Industries Ltd. disclosed that on January 6, 2011 a
Cease Trade Order was issued by the Alberta Securities Commission.
The reason for the issuance of the Order was due to the Company
failing to file by the due date its Annual Audited Financial
Statements and the related Management Discussion & Analysis for
the period ending August 31, 2010. As a result of the Order, the
Company has also been suspending from trading on the TSX Venture
Exchange.
The delay in filing is due, in part, to the recent matters
relating to its Proposal to Creditors under the Bankruptcy and
Insolvency Act, R.S.C. 1985, as further set out in its news
releases of November 24, December 17 and December 28, 2010. The
Company is working diligently with its auditors to complete the
audit and expects to file the required documentation shortly.
DK AGGREGATES: Has Until March 7 to Propose Chapter 11 Plan
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Mississippi
extended until March 7, 2011, DK Aggregates LLC's exclusive period
to file its proposed chapter 11 plan and disclosure statement.
As reported in the Troubled Company Reporter on December 23, 2010,
the Debtor requested for an extension of its exclusive period to
file until March 9, 2011. The Debtor needed the extension to
allow Equity Partners, Inc., time to adequately market its
property and in order that it may explore all possible plan
alternatives for the benefit of the estate.
Pearlington, Mississippi-based DK Aggregates LLC filed for Chapter
11 bankruptcy protection on August 9, 2010 (Bankr. S.D. Miss. Case
No. 10-51823). Robert Alan Byrd, Esq., at Byrd & Wiser, assists
the Debtor in its restructuring effort. The Debtor disclosed
assets of $17,025,695 and liabilities of $7,004,953 as of the
petition date.
DYER MOUNTAIN: Plaintiffs Lose Fight on Environmental Review Plea
-----------------------------------------------------------------
Jane Braxton Little at The Sacramento Bee reports that Lassen
County Judge F. Donald Sokol ruled Lassen County acted properly in
its 2007 assessment of the project proposed for nearly 7,000
forested acres near Westwood. Sierra Watch, Mountain Meadows
Conservancy and the Sierra Club, the environmental groups opposed
to a four-season resort on Dyer Mountain, lost a legal bid seeking
to force the County to redo an environmental review of the
development, according to the bee. The plaintiffs have 60 days to
file an appeal once Judge Sokol's judgment is final.
Based in San Francisco, Dyer Mountain Associates, LLC is the
developer of a planned 6,700-acre mountainside resort in Lassen
County. The Debtor filed for Chapter 11 relief on March 27, 2008
(Bankr. N.D. Calif. 08-30499). Merle C. Meyers, Esq., at Meyers
Law Group, PC, represents the Debtor as counsel. When the Debtor
filed for protection from its creditors, it listed assets of
$1 million to $100 million, and debts of $1 million to
$100 million.
DYNAVAX TECHNOLOGIES: Board Approves Bonuses & Awards to Execs.
---------------------------------------------------------------
On January 6, 2011, the Board of Directors of Dynavax Technologies
Corporation approved 2010 bonus, 2011 base salary and 2011 equity
awards for certain executive officers. The Board of Directors
annually evaluates the performance and determines the compensation
of Dynavax's executive officers.
The bonuses and awards approved by the Board of Directors are:
2011 2011
Name & Title 2010 Bonus Base Salary Equity Award
------------ ---------- ----------- ------------
Dino Dina, M.D. $195,840 $448,800 750,000
Chief Executive Officer
J. Tyler Martin, M.D. $157,641 $400,000 550,000
President and Chief
Medical Officer
Robert L. Coffman, Ph.D. $147,315 $336,263 300,000
Vice President and
Chief Scientific Officer
Zbigniew Janowicz, Ph.D. $72,105 $327,307 150,000
Chief Executive Officer,
Dynavax Europe
Jennifer Lew $68,544 $224,910 300,000
Vice President, Finance
Michael S. Ostrach $126,484 $322,534 250,000
Vice President,
Chief Business Officer
and General Counsel
The 2011 Equity Award are Stock options with an exercise price per
share of $3.14, representing the closing price on the grant date
of January 6, 2011. All options will vest at the rate of 1/3rd of
the shares on the first anniversary of the vesting commencement
date, with 1/36th of the total number of shares vesting each month
thereafter, subject to continued service with the Company through
each applicable vesting date.
The 2010 bonus of 54,468 Euro and 2011 base salary of 247,248 Euro
for the Chief Executive Officer of Dynavax Europe was converted
using the daily average interbank Euro to USD rate on January 6,
2011.
On January 6, 2011, the Company and Dr. Janowicz entered into an
amendment to Dr. Janowicz's Management Service Contract reflecting
his 2010 bonus, 2011 base salary and 2011 equity award, each as
set forth above. The Amendment also provides that Dr. Janowicz's
target cash-based incentive compensation for 2011 will be 50% of
his base salary. Dr. Janowicz's actual cash incentive payments
will be based on achievement of the Company's corporate goals and
Dynavax Europe goals, weighted equally.
About Dynavax Technologies
Berkeley, Calif.-based Dynavax Technologies Corporation (NASDAQ:
DVAX) -- http://www.dynavax.com/-- is a clinical-stage
biopharmaceutical company. The Company discovers and develops
novel products to prevent and treat infectious diseases. The
Company's lead product candidate is HEPLISAV, an investigational
adult hepatitis B vaccine designed to enhance protection more
rapidly and with fewer doses than current licensed vaccines.
As of September 30, 2010, the Company had $61,790,000 in total
assets; $21,026,000 total current liabilities, $6,012,000 deferred
revenue, $10,540,000 long-term note payable to holdings, $944,000
long-term contingent liability to holdings, and $60,000 other
long-term liabilities and $23,208,000 in stockholders' equity.
As reported in the Troubled Company Reporter on March 18, 2010,
Ernst & Young LLP, in San Francisco, Calif., expressed substantial
doubt about the Company's ability to continue as a going concern,
following the Company's 2009 results. The independent auditors
noted that the Company has incurred significant operating losses
and negative cash flows from operations since its inception.
EAT AT JOE'S: Amends 2009 Annual Report in Response to Comments
---------------------------------------------------------------
Eat at Joe's Ltd. filed with the Securities and Exchange
Commission, on January 7, 2011, an amended Annual Report on Form
10-K for the year ended December 31, 2009 to respond to certain
comments received by the Company from the Staff of the Securities
and Exchange Commission in connection with its review of its Form
10K. The Company's financial position and results of operations
for the periods presented have not been restated from the
financial position and results of operations originally reported.
The Company reported a net operating loss of $3,832 and net income
of $291,515 on $1,274,154 of revenue for 2009, compared with a net
operating loss of $365,713 and a net loss of $1,032,030 on
$1,555,690 of revenue for 2008.
The Company's balance sheet as of December 31, 2009, showed
$2,112,327 in assets and $5,139,827 of debts, for a
stockholders' deficit of $3,027,500.
A full-text copy of the Amended Annual Report is available for
free at http://ResearchArchives.com/t/s?6c51
About Eat at Joe's
Scarsdale, N.Y.-based Eat at Joe's, Ltd., presently owns and
operates one theme restaurant located in Philadelphia,
Pennsylvania.
The Company's balance sheet at Sept. 30, 2010, showed
$1.41 million in total assets, $4.99 million in total liabilities,
and a stockholder's deficit of $3.58 million.
On March 31, 2010, Robison, Hill & Co., in Salt Lake City,
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 net
losses from operations and net capital deficiency.
EDRA BLIXSETH: Beau & Morgan Blixseths' Claims to Continue
----------------------------------------------------------
Bankruptcy Judge Ralph B. Kirscher denied the defendant's motion
for summary judgment filed December 1, 2010, in the suit, Beau
Blixseth and Morgan Blixseth, v. Edra D. Blixseth, Adv. Pro. No.
10-00018 (Bankr. D. Mont.). In their Complaint, the Plaintiffs
seek to except $2 million from the Debtor's discharge pursuant to
11 U.S.C. Sec. 523(a)(4).
A review of the Plaintiffs' complaint suggests that Plaintiffs'
claim against the Debtor stems from their collective 20% ownership
interest in Blixseth Family Investments, LLC. Plaintiffs contend
that without proper member notification and in violation of
Blixseth Family Investments, LLC's operating agreement, Defendant
caused Blixseth Family Investments, LLC to borrow $10 million.
Plaintiffs argue that none of the $10 million loan proceeds were
used for the benefit of Blixseth Family Investments, LLC. Rather,
Plaintiffs maintain that Defendant used the loan proceeds for her
personal benefit.
Neither Plaintiff has filed a Proof of Claim in the Debtor's case.
The Claims Bar Date was October 5, 2009. The record reflects that
Blixseth Family Investments filed a Proof of Claim in te Debtor's
bankruptcy case on August 6, 2009, asserting an unsecured claim of
$10,749,095.89.
Judge Kirscher held that because Blixseth Family Investments filed
a proof of claim and because Plaintiffs' adversary claim stems
from their ownership interest in Blixseth Family Investments, the
Court cannot -- given the limited undisputed facts asserted by
Defendant -- conclude that all issues of genuine material fact are
resolved in Defendant's favor. Therefore, summary judgment is not
appropriate.
A copy of the Court's January 6, 2011 Memorandum of Decision is
available at http://is.gd/ktj7Kfrom Leagle.com.
About Edra D. Blixseth
Edra D. Blixseth owns the Porcupine Creek Golf Club in Rancho
Mirage and the Yellowstone Club in Montana. Ms. Blixseth filed
for Chapter 11 bankruptcy protection on March 26, 2009 (Bankr. D.
Mont. Case No. 09-60452). Gary S. Deschenes, Esq., at Deschenes &
Sullivan Law Offices assists Ms. Blixseth in her restructuring
efforts. The Debtor listed $100 million to $500 million in assets
and $500 million to $1 billion in debts. The Debtor's case was
converted from a Chapter 11 to a Chapter 7 by Court order entered
May 29, 2009.
ENERJEX RESOURCES: Directors/Officers Own Shares of Common Stock
----------------------------------------------------------------
In separate Form 3 filings with the Securities and Exchange
Commission on January 7, 2011, directors and officers at EnerJex
Resources, Inc., disclosed that they beneficially own shares of
common stock of the Company:
Director/Officer Amount
---------------- ------------
Robert G. Watson 4,000,000
James G. Miller 22,929
18,750,000
Lance W. Helfert 20,620,540
11,812,103
Lowe R. Atticus 20,620,540
11,812,103
The 18,750,000 shares of common stock indirectly owned by
Mr. Miller are owned directly by Working Interest Holding, LLC.
Mr. Helfert beneficially owns 4,779,460 shares of Series A
Preferred Stock. The 20,620,540 shares of common stock and
4,779,460 shares of Series A Preferred Stock are held by Montecito
Venture Partners, LLC, which Mr. Helfert serves on the Board of
Managers.
The 11,812,103 shares are held by West Coast Opportunity Fund,
LLC, which West Coast Asset Management, Inc. is the Investment
Manager to separately managed accounts, some of which are
affiliated with Messrs. Helfert and Atticus.
Mr. Atticus also beneficially owns 4,779,460 shares of Series A
Preferred Stock. The 20,620,540 shares of common stock and
4,779,460 shares of Series A Preferred Stock are held by Montecito
Venture Partners, LLC, which Mr. Atticus serves on the Board of
Managers.
Mr. Watson has an option to purchase 900,000 shares common stock.
The option vests equally over a four-year period. The Option
Grant has an expiration date of December 30, 2015.
Montecito Venture Partners LLC disclosed that it directly
beneficially owns 20,620,540 shares of common stock and 4,779,460
shares of Series A Preferred Stock of the company. Lowe Atticus,
Paul Orfalea and Lance Helfert serve on the Board of Managers of
Montecito Venture.
In a separate Form 3 filing, EnerJex Resources, Inc. disclosed
that it beneficially owns 617,317 shares of common stock of
Oakridge Energy Inc.
About EnerJex Resources
Overland Park, Kansas-based EnerJex Resources, Inc., formerly
known as Millennium Plastics Corporation, is an oil and natural
gas acquisition, exploration and development company. The
Company's oil and natural gas acquisition and development
activities are currently focused in Eastern Kansas.
The Company's balance sheet at September 30, 2010, showed
$6.41 million in total assets, $14.05 million in total
liabilities, and a stockholders' deficit of $7.63 million.
As reported in the Troubled Company Reporter on July 21, 2010,
Weaver & Martin, LLC, in Kansas City, Missouri, expressed
substantial doubt about the Company's ability to continue as a
going concern, following the Company's results for the year ended
March 31, 2010. The independent auditors noted that the Company
suffered recurring losses and had negative cash flows.
ESTATE FINANCIAL: Ch. Trustee to Sell Nipomo CA Land for $500,000
-----------------------------------------------------------------
On December 22, 2010, the U.S. Bankruptcy Court for the Central
District of California Estate Financial, Inc., caused it to be
noticed that Thomas P. Jeremiassen, in his capacity as Chapter 11
Trustee for Estate Financial, Inc., has offered to sell portions
of Lots 29 & 30, Moss Lane, in Nipomo, California to Dean Teixeira
for $500,000, which offer has been accepted by the buyer. The
sale is subject to approval of the Bankruptcy Court and higher and
better bids through and including the Bankruptcy Court hearing to
confirm the sales.
About Estate Financial
Estate Financial, Inc. -- http://www.estatefinancial.com/-- is a
California corporation that had been a license real estate
brokerage firm since the later 1980's. EFI solicited funding for,
and arranged and made, loans secured by various real property.
EFI also was the sole manager of Estate Financial Mortgage Fund
LLC (EFMF), a California limited liability company that was
organized for the purpose of investing in and funding loans
originated by EFI which were secured by first deeds of trust
encumbering commercial and real estate located primarily in
California and has been funding such mortgage loans since 2002.
Five creditors of EFI filed an involuntary Chapter 11 petition
against the real estate broker on June 25, 2008 (Bankr. C.D.
Calif. Case Number 08-11457). Estate Financial Inc. consented to
the bankruptcy filing on July 16, 2008.
Robert B. Orgel, Esq., at Pachulski Stang Ziehl & Jones LLP, and
William C. Beall, Esq., at Beall and Burkhardt, represent the
Debtor as counsel. A Chapter 11 trustee, Thomas P. Jeremiassen,
was appointed by the Court on July 23, 2008. Robyn B. Sokol,
Esq., and Steven T. Gubner, Esq., at Ezra Brutzkus & Gubner,
represent the official committee of unsecured creditors as
counsel. In its schedules, Estate Financial listed total assets
of $27,428,550, and total debts of $7,316,755.
EXCELLENCY INVESTMENT: Gets $1.8MM Demand Letter From D. Mladen
---------------------------------------------------------------
On December 29, 2010, Excellency Investment Realty Trust, Inc. was
presented with a collection demand letter received from David
Mladen. The total amount due under Mr. Mladen's note including
accrued interest through February 28, 2011 is $1,894,900. As of
January 6, 2011, the Company does not have sufficient liquidity to
pay this amount. The Company is reviewing options available to it
at this time.
About Excellency Investment
Headquartered in New York, Excellency Investment Realty Trust,
Inc. is engaged in the business of acquiring, developing, holding
for investment, operating and selling apartment properties in
metropolitan areas on the east coast of the United States. The
Company intends to qualify as a real estate investment trust, or
REIT, under the Internal Revenue Code of 1986, as amended.
Through its subsidiaries, the Company owns eight residential real
estate properties, consisting of an aggregate of 273 apartment
units, and comprising a total of approximately 221,839 square
feet, all of which are leased to residential tenants. Each of the
properties is located in the metropolitan Hartford area of
Connecticut.
The Company's balance sheet at June 30, 2010, showed $4.2 million
in total assets, $22.2 million in total liabilities, and a
stockholders' deficit of $18.0 million.
As reported in the Troubled Company Reporter on April 21, 2010,
M&K CPAs, PLLC, in Houston, 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
suffered a net loss from operations and has a net capital
deficiency.
FANNIE MAE: Judicial Watch Asks to Review Decision to Seize Firm
----------------------------------------------------------------
Judicial Watch, the public interest group that investigates and
prosecutes government corruption, announced that it filed a motion
on December 17, 2010, with the U.S. District Court for the
District of Columbia, asking the court to force the Federal
Housing Finance Agency (FHFA) to abide by the Freedom of
Information Act (FOIA) and release documents related to the
federal government's September 2008 decision to place Fannie Mae
and Freddie Mac into "conservatorship."
Judicial Watch filed its motion pursuant to a July 12, 2010, FOIA
lawsuit filed on behalf of former FDIC and Federal Reserve
employee Vern McKinley as part of Judicial Watch's comprehensive
investigation of the federal government's unprecedented response
to the so-called financial crisis (Vern McKinley v. Federal
Housing Finance Agency, Civil Action No. 10-cv-01165 (HHK)).
According to Judicial Watch's motion, the federal government had
available two primary options to address Fannie and Freddie's
"capital problems" in 2008: receivership and conservatorship.
Conservatorship is a process designed to restore a weak financial
institution to sound financial health while preserving and
conserving assets. Receivership, the approach initially favored
by then-Treasury Secretary Henry "Hank" Paulson, entails a
liquidation of the institution through the sale of assets and
payment of claimants. The FHFA chose conservatorship. Once the
decision was made to place Fannie Mae and Freddie Mac into
conservatorship, Ben S. Bernanke, Chairman of the Board of
Governors of the Federal Reserve System, described "the
catastrophe that would occur if we did not take these actions" in
a meeting with the boards of Fannie Mae and Freddie Mac.
Yet, this catastrophe scenario and the justification for choosing
conservatorship over receivership have not been detailed publicly,
Judicial Watch argued in its court motion.
According to Judicial Watch's motion, FHFA continues to improperly
invoke the "attorney work product doctrine" and the "deliberative
process privilege" to keep secret two specific documents that
could shed light on the matter:
[FHFA] improperly claims that [the documents] may be withheld in
their entirety pursuant to the attorney work product doctrine.
[FHFA] currently is withholding two responsive records that are
not alleged to outline types of legal challenges and potential
responses to such challenges. Instead, [FHFA] is withholding in
their entirety two records "that were created for meetings with
senior executives at FHFA to discuss various policy options that
the agency could take with regard to the Enterprises (Fannie Mae
and Freddie Mac) and were provided to these senior policymakers in
order to assist their decision-making" [Emphasis added].
...Because [FHFA] has failed to show that the disclosure of the
material would expose [FHFA's] decision-making process in such a
way as to discourage candid discussion and thereby undermine [the
agency's] ability to perform its functions, FHFA improperly claims
that the... records may be withheld in their entirety pursuant to
the deliberative process privilege.
Judicial Watch suggests the Court should, at minimum, conduct an
in camera review of the documents in question so that it can
determine whether or not the documents should be released to the
public.
With its FOIA lawsuit, Judicial Watch continues to seek the
following information on behalf of Mr. McKinley:
[A]ny and all communications and records concerning or relating to
the assessment of an adverse impact on systemic risk in addressing
Fannie Mae and Freddie Mac, and in particular how the FHFA and the
Department of the Treasury determined that conservatorship was the
preferred option to avoid any systemic risk of placing Fannie Mae
and Freddie Mac into receivership.
Mr. McKinley filed his FOIA request on May 23, 2010. FHFA was
required to respond to the FOIA request by June 28, 2010, but
failed to produce any documents, to demonstrate why documents
should be withheld, or to indicate when a response was
forthcoming. Judicial Watch, therefore, filed its lawsuit on
July 12, 2010, on behalf of Mr. McKinley.
American taxpayers have spent at least $145 billion dollars on
Fannie and Freddie so far, with analysts estimating the ultimate
cost could be hundreds of billions of dollars more. The Obama
administration has said that there is no upper limit to the level
of taxpayer support of Fannie and Freddie.
"Thanks to the Fannie/Freddie bailout, the Obama administration
has taken government control of the mortgage market. And taxpayers
are exposed to over $5 trillion in potential liabilities through
the government mortgage giants. So it is beyond the pale that the
Obama administration continues to choose secrecy over transparency
regarding these bailouts, even as the associated costs continue to
mount at an astonishing rate," said Judicial Watch President Tom
Fitton. "Simply put, the Obama administration's lack of
transparency on the bailouts is a crisis for government
accountability and the rule of law."
In separate litigation being pursued by Judicial Watch, the Obama
administration maintains that no documents from Fannie and Freddie
are subject to public disclosure under the Freedom of Information
Act.
About Fannie Mae
Federal National Mortgage Association, aka Fannie Mae, is a
government-sponsored enterprise that was chartered by U.S.
Congress in 1938 to support liquidity, stability and affordability
in the secondary mortgage market, where existing mortgage-related
assets are purchased and sold.
Fannie Mae has been under conservatorship, with the Federal
Housing Finance Agency acting as conservator, since September 6,
2008. As conservator, FHFA succeeded to all rights, titles,
powers and privileges of the company, and of any shareholder,
officer or director of the company with respect to the company and
its assets. The conservator has since delegated specified
authorities to Fannie Mae's Board of Directors and has delegated
to management the authority to conduct day-to-day operations.
The U.S. Department of the Treasury owns Fannie Mae's senior
preferred stock and a warrant to purchase 79.9% of its common
stock, and Treasury has made a commitment under a senior preferred
stock purchase agreement to provide Fannie with funds under
specified conditions to maintain a positive net worth.
FENTURA FIN'L: Ronald Justice Named State Bank Pres. & COO
----------------------------------------------------------
The Board of Directors of Fentura Financial, Inc. recently
announced the commencement of a management succession process. In
connection with the pending sale of West Michigan Community Bank,
President and CEO, Ronald L. Justice, will be returning to The
State Bank as President and COO of The State Bank. Current
President, Donald L. Grill, will remain as CEO of the bank and
continue to serve as President and CEO of Fentura Financial, Inc.,
the parent company of both banks. These changes will be effective
following regulatory approval which is expected prior to January
31, 2011.
Justice began his career with The State Bank in 1985 after
obtaining a Bachelor Degree in Business Administration/Accounting
from the University of Michigan - Flint. He served the bank in
various capacities including Chief Auditor, Chief Financial
Officer and Head of Retail Banking. In 2005 he was promoted to
the position of President and CEO of Davison State Bank, and in
2008 he was appointed President and CEO of Fentura's West Michigan
subsidiary - West Michigan Community Bank.
During the early years of his career at The State Bank, Justice
was heavily involved in community activities. He served
previously as Chairman of the Board of the Fenton Regional Chamber
of Commerce, President of South Lakes Community Arts Council,
Chairman of the Fenton Cultural Center Steering Committee, Vice
Chairman Loose Senior Citizen Center, and Treasurer of the Linden
Community Schools Education Foundation. He currently serves as a
Board Regent for the Baker College Center for Graduate Studies.
Justice lives in the Fenton area with his family.
About Fentura Financial
Based in Fenton, Michigan, Fentura Financial, Inc., is a
registered bank holding company, owns and controls The State Bank,
Fenton, Michigan, and West Michigan Community Bank, Hudsonville,
Michigan, both state nonmember banks, and two nonbank
subsidiaries. Fentura Financial shares are traded over the
counter under the FETM trading symbol.
At September 30, 2010, the Company had total assets of
$449.378 million against total liabilities of $433.306 million,
and shareholders' equity of $16.072 million.
Fentura Financial reported a net loss of $2.337 million for the
three months ended September 30, 2010, from a net loss of $847,000
for the same period a year ago. Fentura reported a net loss of
$5.600 million for the nine months ended September 30, 2010, from
$17.871 million for the same period a year ago.
As reported in the Troubled Company Reporter on March 22, 2010,
Crowe Horwath LLP, in Grand Rapids, Mich., expressed substantial
doubt about the Company's ability to continue as a going concern,
following its 2009 results. The independent auditors noted that
the Company incurred net losses in 2009 and 2008, primarily from
higher provisions for loan losses, and non-compliance with the
higher capital requirements of the Consent Orders.
Fentura Financial, Inc., entered into a Written Agreement with
the Federal Reserve Bank of Chicago on November 4, 2010. Among
other things, the Written Agreement requires that the Company
obtain the approval of the FRB prior to paying a dividend;
requires that the Company obtain the approval of the FRB prior to
making any distribution of interest, principal, or other sums on
subordinated debentures or trust preferred securities; prohibits
the Company from purchasing or redeeming any shares of its stock
without the prior written approval of the FRB; requires the
submission of a written capital plan by January 3, 2011, and;
requires the Company to submit cash flow projections for the
Company to the FRB on a quarterly basis.
FIRST SECURITY: Receives Nasdaq Non-Compliance Notice
-----------------------------------------------------
First Security Group, Inc. announced that it received a notice on
January 3, 2011, from the Nasdaq Stock Market that its stock had
closed below $1.00 per share for 30 consecutive business days, and
was therefore not in compliance with Nasdaq Marketplace Rule
5450(a)(1). The notification was expected given First Security's
stock price at year-end and has no immediate effect on the listing
or trading of the stock on Nasdaq.
In accordance with Marketplace Rule 5810(c)(3)(A), First Security
may regain compliance with the Bid Price Rule if its stock closes
at or above $1.00 for at least ten consecutive business days by
June 29, 2011. Since closing below $1.00 on December 31, 2010,
First Security's stock has closed above $1.00 per share for five
consecutive business days, and closed on January 7, 2011 at $1.17
per share. In the event First Security does not regain compliance
with the Bid Price Rule prior to the expiration of the grace
period, it will receive written notification from Nasdaq that its
securities are subject to delisting from the Nasdaq Global Select
Market. At that time, First Security may be permitted to transfer
its common stock to the Nasdaq Capital Market if its common stock
otherwise satisfies all applicable criteria for listing.
First Security notes that the shareholder approval to issue up to
$50 million worth of its common stock at a discount to market
value expired on December 31, 2010. First Security believes that
this shareholder approval likely put negative pressure on the
stock through December 31, 2010, and that its expiration is a
contributing factor to the stock price closing above $1.00 per
share each day subsequent to December 31, 2010. First Security
continues to consider a variety of strategic alternatives intended
to achieve and maintain elevated capital ratios.
Recent additions to First Security's Board of Directors, the
hiring of a new President and Chief Operating Officer, and the
continued implementation of strategic initiatives are expected to
enhance FSGBank's overall health and competitive position, and the
management team believes that this will be reflected ultimately in
First Security's stock value. In recent quarters, strategic
initiatives to position First Security for short-term stability
and long-term success have been focused in the areas of capital,
liquidity, asset quality, credit administration and management.
First Security will actively monitor the bid price of its stock
and will consider available options to resolve the deficiency and
regain compliance with the Nasdaq requirements. First Security
intends to maintain its listing on Nasdaq.
About First Security Group
First Security Group, Inc., is a bank holding company
headquartered in Chattanooga, Tennessee, with $1.2 billion in
assets as of September 30, 2010. Founded in 1999, First
Security's community bank subsidiary, FSGBank, N.A., has 37 full-
service banking offices, including the headquarters, along the
interstate corridors of eastern and middle Tennessee and northern
Georgia and 325 full-time equivalent employees. In Dalton,
Georgia, FSGBank operates under the name of Dalton Whitfield Bank;
along the Interstate 40 corridor in Tennessee, FSGBank operates
under the name of Jackson Bank & Trust.
The Company's balance sheet at September 30, 2010, showed
$1.246 billion in total assets, $1.139 billion in total
liabilities, and stockholders' equity of $106,846.
As reported in the Troubled Company Reporter on November 12, 2010,
the Company said its losses from operations during the last two
years raise possible doubt as to its ability to continue as a
going concern.
On September 7, 2010, the Company entered into a Written Agreement
with the Federal Reserve Bank of Atlanta, the Company's primary
regulator, which prohibits the Company from declaring or paying
dividends without prior written consent of the Federal Reserve.
The Company is also prohibited from taking dividends, or any other
form of payment representing a reduction of capital, from the Bank
without prior written consent.
The Company is also required, within 60 days of the Agreement, to
submit to the Federal Reserve a written plan designed to maintain
sufficient capital at the Company and the Bank.
On April 28, 2010, FSGBank, the Company's wholly-owned subsidiary,
consented and agreed to the issuance of a Consent Order by the
Office of the Comptroller of the Currency (OCC). Pursuant to that
Consent Order, within 120 days of the effective date of the Order,
the Bank is required to achieve and thereafter maintain total
capital at least equal to 13 percent of risk-weighted assets and
Tier 1 capital at least equal to 9 percent of adjusted total
assets.
As of September 30, 2010, the first financial reporting period
subsequent to the 120 day requirement, the Bank's total capital to
risk-weighted assets was 12.93 percent and the Tier 1 capital to
adjusted total assets was 7.43 percent. The Bank has notified the
OCC of the non-compliance.
FIRSTFED FINANCIAL: Disclosure Statement Approved
-------------------------------------------------
American Bankruptcy Institute reports that FirstFed Financial
Corp.'s disclosure statement has been approved after being amended
to address concerns from the Internal Revenue Service.
U.S. Bankruptcy Court for the Central District of California held
January 5, 2011, hearing to consider the adequacy of the
information in the disclosure statement explaining the Debtor's
proposed Plan of Liquidation.
FirstFed Financial Corp. submitted to the Bankruptcy Court an
amended version of the Plan and Disclosure Statement on January 5,
2011.
According to the Disclosure Statement, the Plan provides for the
disposition of all the assets of the Debtor's estate though the
establishment of a liquidating trust. The remaining assets, to
the extent not converted to cash or other proceeds as of the
effective date, will be sold or otherwise disposed of by the
liquidating trustee after the effective date, with all net cash
proceeds to be distributed to holders of allowed claims.
As reported in the November 19, 2010 edition of the Troubled
Company Reporter, treatment under the Plan is as follows: holders
of administrative claims, priority tax claims, secured claims and
other priority claims will be paid in full in cash on the
effective date. Holders of general unsecured claims will receive
their pro rata share of available cash soon as practical. Holders
of FirstFed Financial's common stock will receive no distribution
under the Plan, and all common stock interests will be canceled
and void.
A full-text copy of the Disclosure Statement is available for free
at http://bankrupt.com/misc/FirstFedFinancial_DS105.pdf
The Debtor is represented by:
Jon L.R. Dalberg, Esq.
Rodger M. Landau, Esq.
LANDAU GOTTFRIED & BERGER LLP
1801 Century Park East, Suite 1460
Los Angeles, CA 90067
Tel: (310) 557-0050
Fax: (310) 557-0056
E-mail: jdalberg@lgbfirm.com
rlandau@lgbfirm.com
About FirstFed Financial
Irvine, Calif.-based FirstFed Financial Corp. is the bank
holding company for First Federal Bank of California and its
subsidiaries. The Bank was closed by federal regulators on
December 18, 2009.
FirstFed Financial Corp. filed for Chapter 11 protection on
Jan. 6, 2010 (Bankr. C.D. Calif. Case No. 10-10150). Jon L.
Dalberg, Esq., at Landau Gottfried & Berger LLP, represents the
Debtor in its restructuring efforts. Tthe Debtor disclosed
assets at $1 million and $10 million, and debts at $100 million
and $500 million.
FLORIDA GAMING: H2C Extends Notes Due Dates to March 31
-------------------------------------------------------
On December 31, 2010, Florida Gaming Corporation entered into a
Note Extension Agreement with H2C, Inc. pursuant to which the
Lender has agreed to extend the due dates of two promissory notes
made by the Company in favor of the Lender. The due date of each
Note was extended from December 31, 2010 to March 31, 2011. At
that time all accrued interest, principal and late fees payable
under the Notes will become due.
At December 31, 2010, a total of $339,375 in principal, accrued
interest and late fees was payable pursuant to the Notes.
The material terms of the Notes were previously reported on Forms
8-K filed by the Registrant on May 4, 2010 and July 8, 2010.
About Florida Gaming
Florida Gaming Corporation operates live Jai Alai games at
frontons in Ft. Pierce, and Miami, Florida through its Florida
Gaming Centers, Inc. subsidiary. The Company also conducts
intertrack wagering (ITW) on jai alai, horse racing and dog racing
from its facilities. Poker is played at the Miami and Ft. Pierce
Jai-Alai, and dominoes are played at the Miami Jai-Alai. In
addition, the Company operates Tara Club Estates, Inc., a
residential real estate development located near Atlanta in Walton
County, Georgia. Approximately 46.2% of the Company's common
stock is controlled by the Company's Chairman and CEO either
directly or beneficially through his ownership of Freedom Holding,
Inc. The Company is based in Miami, Florida.
The Company's balance sheet as of September 30, 2010, showed
$15.40 million in assets, $20.77 million in total liabilities, and
a stockholders' deficit of $5.37 million.
King + Company, PSC, in Louisville, Kentucky, expressed
substantial doubt about the Company's ability to continue as a
going concern, following the Company's 2009 results. The
independent auditors noted that the Company has suffered recurring
losses from operations and cash flow deficiencies.
FRASER PAPERS: Creditors Decline to Support Restructuring Plan
--------------------------------------------------------------
Fraser Papers Inc. and its subsidiaries disclosed that a meeting
of creditors was held in Toronto. The Meeting was to vote on the
consolidated plan of compromise or arrangement filed with the
Ontario Court overseeing its restructuring proceedings under the
Companies' Creditors Arrangement Act.
Despite the support of PricewaterhouseCoopers, the court-appointed
Monitor, the Company did not receive the sufficient support from
creditors at the Meeting. As a result, the Company will not be
implementing the Plan.
Under criteria set out in the CCAA, the Plan required approval of
the majority of creditors in number and 66 2/3% by dollar value of
claims filed by creditors. The Company reported that 98.4% of
creditors voted in favour of the Plan. However only 41.7% of
claims based on dollar value supported the Plan, which is below
the required level for Plan Approval.
During the meeting, the Monitor indicated that implementation of
the Plan was expected to result in estimated recoveries of
approximately 19%-20%, on an undiscounted basis.
"We worked with our stakeholders in an effort to solicit support
for the Plan, which provides better value to creditors than any of
the alternatives available to the Company," said Glen McMillan,
Chief Restructuring Officer of the Company. "Unfortunately, there
are a small number of large creditors who have decided to vote
against the Plan to the detriment of the majority of creditors who
would have preferred to see this Plan move forward".
Subject to the availability of funding, the Company will continue
to realize upon its remaining assets for the benefit of all
stakeholders and will consider all options in connection with its
current CCAA proceedings or any other proceedings.
About Fraser Papers
Fraser Papers -- http://www.fraserpapers.com/-- is an integrated
specialty paper company that produces a broad range of specialty
packaging and printing papers. The Company has operations in New
Brunswick, Maine, New Hampshire and Quebec.
On June 18, 2009, citing continued operating losses, weak markets
for pulp and lumber, impending debt repayments and significant
pension funding obligations, the Company and its subsidiaries
filed for protection under the Companies Creditors Arrangement Act
(Ont. Super. Ct. J. Ct. File No. CV-09-8241-00CL) in Toronto and
Chapter 15 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No.
09-12123). Fraser is represented by Michael Barrack, Esq.,
Robert I. Thornton, Esq., and D.J. Miller, Esq., at
ThorntonGroutFinnigan LLP, in Toronto, and Derek C. Abbott, Esq.,
at Morris, Nichols, Arsht & Tunnell LLP, in Wilmington, Del.
Fraser has said it is developing a restructuring plan to present
to its creditors by Oct. 16, 2009, with the objective of emerging
with a sustainable and profitable specialty papers business.
In July 2010, Fraser Papers disclosed that the Ontario Superior
Court of Justice has granted a further extension of the initial
Order under which Fraser Papers, together with its subsidiaries,
was granted creditor protection under the Companies' Creditors
Arrangement Act. This extension is through October 29, 2010 and
was supported by PricewaterhouseCoopers Inc., the Court appointed
Monitor of the Company's CCAA process.
FREDDIE MAC: Judicial Watch Asks to Review Decision to Seize Firm
-----------------------------------------------------------------
Judicial Watch, the public interest group that investigates and
prosecutes government corruption, announced that it filed a motion
on December 17, 2010, with the U.S. District Court for the
District of Columbia, asking the court to force the Federal
Housing Finance Agency (FHFA) to abide by the Freedom of
Information Act (FOIA) and release documents related to the
federal government's September 2008 decision to place Fannie Mae
and Freddie Mac into "conservatorship."
Judicial Watch filed its motion pursuant to a July 12, 2010, FOIA
lawsuit filed on behalf of former FDIC and Federal Reserve
employee Vern McKinley as part of Judicial Watch's comprehensive
investigation of the federal government's unprecedented response
to the so-called financial crisis (Vern McKinley v. Federal
Housing Finance Agency, Civil Action No. 10-cv-01165 (HHK)).
According to Judicial Watch's motion, the federal government had
available two primary options to address Fannie and Freddie's
"capital problems" in 2008: receivership and conservatorship.
Conservatorship is a process designed to restore a weak financial
institution to sound financial health while preserving and
conserving assets. Receivership, the approach initially favored
by then-Treasury Secretary Henry "Hank" Paulson, entails a
liquidation of the institution through the sale of assets and
payment of claimants. The FHFA chose conservatorship. Once the
decision was made to place Fannie Mae and Freddie Mac into
conservatorship, Ben S. Bernanke, Chairman of the Board of
Governors of the Federal Reserve System, described "the
catastrophe that would occur if we did not take these actions" in
a meeting with the boards of Fannie Mae and Freddie Mac.
Yet, this catastrophe scenario and the justification for choosing
conservatorship over receivership have not been detailed publicly,
Judicial Watch argued in its court motion.
According to Judicial Watch's motion, FHFA continues to improperly
invoke the "attorney work product doctrine" and the "deliberative
process privilege" to keep secret two specific documents that
could shed light on the matter:
[FHFA] improperly claims that [the documents] may be withheld in
their entirety pursuant to the attorney work product doctrine.
[FHFA] currently is withholding two responsive records that are
not alleged to outline types of legal challenges and potential
responses to such challenges. Instead, [FHFA] is withholding in
their entirety two records "that were created for meetings with
senior executives at FHFA to discuss various policy options that
the agency could take with regard to the Enterprises (Fannie Mae
and Freddie Mac) and were provided to these senior policymakers in
order to assist their decision-making" [Emphasis added].
...Because [FHFA] has failed to show that the disclosure of the
material would expose [FHFA's] decision-making process in such a
way as to discourage candid discussion and thereby undermine [the
agency's] ability to perform its functions, FHFA improperly claims
that the... records may be withheld in their entirety pursuant to
the deliberative process privilege.
Judicial Watch suggests the Court should, at minimum, conduct an
in camera review of the documents in question so that it can
determine whether or not the documents should be released to the
public.
With its FOIA lawsuit, Judicial Watch continues to seek the
following information on behalf of Mr. McKinley:
[A]ny and all communications and records concerning or relating to
the assessment of an adverse impact on systemic risk in addressing
Fannie Mae and Freddie Mac, and in particular how the FHFA and the
Department of the Treasury determined that conservatorship was the
preferred option to avoid any systemic risk of placing Fannie Mae
and Freddie Mac into receivership.
Mr. McKinley filed his FOIA request on May 23, 2010. FHFA was
required to respond to the FOIA request by June 28, 2010, but
failed to produce any documents, to demonstrate why documents
should be withheld, or to indicate when a response was
forthcoming. Judicial Watch, therefore, filed its lawsuit on
July 12, 2010, on behalf of Mr. McKinley.
American taxpayers have spent at least $145 billion dollars on
Fannie and Freddie so far, with analysts estimating the ultimate
cost could be hundreds of billions of dollars more. The Obama
administration has said that there is no upper limit to the level
of taxpayer support of Fannie and Freddie.
"Thanks to the Fannie/Freddie bailout, the Obama administration
has taken government control of the mortgage market. And taxpayers
are exposed to over $5 trillion in potential liabilities through
the government mortgage giants. So it is beyond the pale that the
Obama administration continues to choose secrecy over transparency
regarding these bailouts, even as the associated costs continue to
mount at an astonishing rate," said Judicial Watch President Tom
Fitton. "Simply put, the Obama administration's lack of
transparency on the bailouts is a crisis for government
accountability and the rule of law."
In separate litigation being pursued by Judicial Watch, the Obama
administration maintains that no documents from Fannie and Freddie
are subject to public disclosure under the Freedom of Information
Act.
About Freddie Mac
Based in McLean, Virginia, the Federal Home Loan Mortgage
Corporation, known as Freddie Mac (OTCBB: FMCC) --
http://www.FreddieMac.com/-- was established by Congress in
1970 to provide liquidity, stability and affordability to the
nation's residential mortgage markets. Freddie Mac supports
communities across the nation by providing mortgage capital to
lenders. Over the years, Freddie Mac has made home possible for
one in six homebuyers and more than five million renters.
Freddie Mac is under conservatorship and is dependent upon the
continued support of Treasury and FHFA to continue operating its
business. The Company received $6.1 billion and $30.8 billion in
June 2009 and March 2009, respectively, pursuant to draw requests
that FHFA submitted to Treasury on the Company's behalf to address
the deficits in the Company's net worth as of March 31, 2009, and
December 31, 2008, respectively. As a result of funding of the
draw requests, the aggregate liquidation preference on the senior
preferred stock owned by Treasury increased from $14.8 billion as
of December 31, 2008, to $51.7 billion on December 31, 2009.
Fitch Ratings has affirmed the long-term Issuer Default Ratings,
senior debt ratings and short-term IDRs of Freddie Mac at 'AAA'
and 'F1+', respectively. In addition, Freddie's Support Rating of
'1' and Support Floor of 'AAA' have also been affirmed. The
Rating Outlook remains Stable.
FULL CIRCLE: Committee Wins Nod for Volpe Bajalia as Counsel
------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida has
granted the official committee of unsecured creditors of Full
Circle Dairy, LLC, permission to retain the law firm of Volpe,
Bajalia, Wickes, Rogerson & Wachs as its attorneys, nunc pro tunc
to November 18, 2010.
Volpe Bajalia will be compensated in accordance with the
procedures set forth in Sections 330 and 331 of the Bankruptcy
Code and applicable Federal Rules of Bankruptcy Procedure, or as
fixed by order of the Court.
The Bankruptcy Court is satisfied that the firm represents no
interest adverse to the estate and that it is a "disinterested
person" as that term is defined under Sec. 101(14) of the
Bankruptcy Code.
The firm can be reached at:
John T. Rogerson, III, Esq.
VOLPE, BAJALIA, WICKES, ROGERSON & WACHS
501 Riverside Avenue, 7th Floor
Jacksonville, FL 32202
Full Circle Dairy, LLC, operates a dairy in Lee, Florida. It
filed for Chapter 11 bankruptcy protection on August 9, 2010
(Bankr. M.D. Fla. Case No. 10-06895). Robert D Wilcox, Esq., at
Brennan, Manna & Diamond, PL, represents the Debtor. The Company
disclosed $14,281,637 in assets and $12,879,703 in liabilities as
of the Petition Date.
GATEHOUSE MEDIA: Board Approves Change in Company's Fiscal Year
---------------------------------------------------------------
On January 3, 2011, the Board of Directors of GateHouse Media,
Inc. approved a change to GateHouse Media, Inc.'s fiscal year,
which previously ended on December 31 of each year, to a 52 week
operating year ending on the Sunday closest to December 31. The
change is effective beginning with the Company's 2011 fiscal year,
which will end on January 1, 2012. Because the change in the
Company's fiscal year represents only a one day difference, a
transition period report will not be required.
About GateHouse Media
GateHouse Media, Inc. -- http://www.gatehousemedia.com/--
headquartered in Fairport, New York, is one of the largest
publishers of locally based print and online media in the United
States as measured by its 97 daily publications. GateHouse Media
currently serves local audiences of more than 10 million per week
across 21 states through hundreds of community publications and
local Web sites.
The Company's balance sheet at Sept. 30, 2010, showed
$565.78 million in total assets, $1.36 billion in total
liabilities, and a stockholders' deficit of $795.58 million.
GateHouse Media reported a net loss of $530.6 million for the year
ended Dec. 31, 2009, from a net loss of $673.3 million in 2008.
GENERAL GROWTH: Finish Line Seeks Payment of Cure Amounts
---------------------------------------------------------
The Finish Line, Inc., and The Finish Line Man Alive, Inc., ask
the U.S. Bankruptcy Court to compel the reorganized General
Growth Properties and its affiliates to (i) comply with the orders
confirming their plans of reorganization; and (ii) pay the
outstanding cure amounts under Finish Line's real property leases
assumed under the Plan.
Gerald DiConza, Esq., at DiConza Law, P.C., in New York --
gdiconza@dlawteam.com -- asserts that the Reorganized Debtors
have assumed the Leases in December 2009 and they have not paid
the cure claims. Indeed, as of December 21, 2010, the total cure
claims owing under the assumed leases exceed $3.3 million, he
stresses.
Mr. DiConza further contends that the Reorganized Debtors were
required to promptly resolve any disputes over cure amounts with
Finish Line by either paying Finish Line (a) in cash on the
Effective Date, (b) on other terms and dates agreed to by the
parties, or (c) pursuant to further Court order. Notwithstanding
the requirements of Section 365(b) of the Bankruptcy Code and the
Confirmation Order, the Reorganized Debtors did not begin to
confer with Finish Line until recently and have not been willing
to satisfy the Finish Line Cure Claims in full, he points out.
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: Walmart Purchases Former Lockport Mall Site
-----------------------------------------------------------
Walmart inked a deal to purchase the former Lockport Mall site
with Lockport Mall LLC, a company formed by General Growth
Properties, Inc. ("New GGP"), for $3.95 million, according to
Thomas J. Prohaska of Buffalo News.
Walmart has also obtained the necessary building and demolition
permits from the Town of Lockport, Michigan for the construction
of a 185,209-square foot supercenter, the report noted. The date
on the construction of the Walmart supercenter is yet to be known,
Mr. Prohaska noted.
According to the report, the deal calls for New GGP to arrange for
the demolition of the former mall, except for the Bon-Ton store.
Bon-Ton will stay as a stand-alone store, sharing a parking lot
with the new Walmart, the report stated.
Moreover, Lockport Mall LLC will remain as the Bon-Ton's landlord
and New GGP also remains owner of three outparcels which host an
Arby's, a Wendy's and a First Niagara Bank branch, the report
stated.
Mr. Prohaska stated that the Walmart supercenter, a combination
discount store and supermarket, will replace an existing Walmart
discount store around that area.
To that end, the deal bars New GGP from placing any grocery store,
discount store, wholesale club or pharmacy on the property it
still owns at the mall site, the report disclosed. New GGP is
also prohibited to use the property for theaters, nightclub,
health clubs, spas or any business that sells alcoholic drinks,
the report wrote.
However, the Walmart project is facing new opposition from a group
of citizens who is threatening to sue the Town of Lockport for the
permits issued to Walmart, according to a separate report from Mr.
Prohaska of Buffalo News. The group, represented by Daniel A.
Spitzer, Esq., alleged that the permits issued were illegal,
Buffalo News related.
Mr. Spitzer argued that the approvals granted by the Planning
Board in November 2007 have expired and Walmart can not go forward
without reapplying for those permits, Buffalo News cited. In
anticipation to that angle being raised, the board passed a
resolution on November 12, 2008, declaring that the one-year
period to use the approvals would not start until all the
litigation in the case had concluded, the report stated.
The litigation involving the Walmart project ended last year, as
previously reported. According to Buffalo News, Mr. Spitzer was
not impressed by the board's argument, calling the 2008 resolution
illegal. Town attorney Daniel E. Seaman, Esq., did not comment on
potential litigation, Buffalo News added.
In other news, Howard Hughes Corp., the owner of South Street
Seaport, confirmed reports that the company is reviving talks for
plans at the mall, www.downtownexpress.com wrote.
THHC President Grant Herlitz said the company is not at liberty to
release information on the plans until they are finalized, the
report noted. However, the company is in talks with the city and
various architects and consultants, the report stated.
In a related matter, a Bodies exhibit housed at the South Street
Seaport has closed for renovation and will reopen February 4,
Julie Shapiro of www.DNAinfo.com reported, citing Premier
Exhibitions, parent company of the exhibit.
"Bodies . . . The Exhibition" features preserved cadavers, posed
in athletic positions and was supposed to last for only six months
when it opened in November 2005, according to John Zaller, vice
president of creative and design for Premier Exhibitions, Ms.
Shapiro noted. Due to public demand, the Seaport extended the
exhibition multiple times, Mr. Zaller related, the report added.
About General Growth
Based in Chicago, Illinois, General Growth Properties, Inc. --
http://www.ggp.com/-- is the second-largest U.S. mall owner,
having ownership interest in, or management responsibility for,
more than 200 regional shopping malls in 44 states, as well as
ownership in master planned community developments and commercial
office buildings. The Company's portfolio totals roughly
200 million square feet of retail space and includes more than
24,000 retail stores nationwide. General Growth is a self-
administered and self-managed real estate investment trust. The
Company's common stock is trading in the pink sheets under the
symbol GGWPQ.
General Growth Properties Inc. and its affiliates filed for
Chapter 11 protection on April 16, 2009 (Bankr. S.D.N.Y., Case No.
09-11977). Marcia L. Goldstein, Esq., Gary T. Holtzer, Esq.,
Adam P. Strochak, Esq., and Stephen A. Youngman, Esq., at Weil,
Gotshal & Manges LLP, serve as bankruptcy counsel. Kirkland &
Ellis LLP is co-counsel. Kurtzman Carson Consultants LLC has been
engaged as claims agent. The Company also hired AlixPartners LLP
as financial advisor and Miller Buckfire Co. LLC, as investment
bankers. The Debtors disclosed $29,557,330,000 in assets and
$27,293,734,000 in debts as of December 31, 2008.
General Growth Properties on November 9, 2010, successfully
completed the final steps of its financial restructuring and
emerged from Chapter 11. GGP successfully restructured
approximately $15 billion of project-level debt Recapitalized with
$6.8 billion in new equity capital Paid all creditor claims in
full achieved substantial recovery for equity holders.
As part of its plan of reorganization, GGP has split itself into
two separate and independent publicly traded corporations. GGP
shareholders as of the record date of November 1, 2010 received
common stock in both companies. The new GGP, which will commence
trading November 10 on The New York Stock Exchange under the
ticker symbol "GGP," is the second-largest shopping mall owner and
operator in the country, with more than 183 regional malls in 43
states. The spin-off company, The Howard Hughes Corporation,
consists of GGP's portfolio of master planned communities and
other strategic real estate development opportunities. This
company will trade under the ticker symbol "HHC" on The New York
Stock Exchange.
Bankruptcy Creditors' Service, Inc., publishes General Growth
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by General Growth Properties Inc. and its various
affiliates. (http://bankrupt.com/newsstand/or 215/945-7000)
GENERAL MOTORS: New GM Not Liable for Deutsch Wrongful Death
------------------------------------------------------------
General Motors LLC asked the Bankruptcy Court to determine that
New GM did not assume the liabilities associated with a tort
action in which a car accident took place before the date upon
which New GM acquired the business of Old GM, but the accident
victim died thereafter. Bankruptcy Judge Robert E. Gerber held
that the issue turns on the construction of the documents under
which New GM agreed to assume liabilities from Old GM -- which
provided that New GM would assume liabilities relating to
"accidents or incidents" "first occurring on or after the Closing
Date" -- and in that connection, whether a liability of this
character is or is not one of the types of liabilities that New GM
thereby agreed to assume. Upon consideration of those documents,
Judge Gerber concluded that the liability in question was not
assumed by New GM. However, if a proof of claim was not
previously filed against Old GM with respect to the accident in
question, the Court will permit one to be filed within 30 days of
the entry of the order implementing the Court's decision, without
prejudice to rights to appeal this determination.
In June 2007, Beverly Deutsch was severely injured in an accident
while she was driving a 2006 Cadillac sedan. She survived the car
accident, but in August 2009, she died from the injuries that she
previously had sustained. In January 2010, the Estate of Beverly
Deutsch, the Heirs of Beverly Deutsch, and Sanford Deutsch filed a
Third Amended Complaint against New GM and others in a state court
lawsuit in California, claiming damages arising from the accident,
the injuries which Beverly sustained, and her wrongful death. The
current complaint superseded the original complaint in the Deutsch
Estate Action, which was filed in April 2008, before the filing of
Old GM's chapter 11 case.
A copy of the Court's January 5, 2011 decision is available
at http://is.gd/ktv4Cfrom Leagle.com.
Sanford Deutsch is represented in the case by:
Barry Novack, Esq.
THE LAW OFFICES OF BARRY NOVACK
8383 Wilshire Blvd., Suite 830
Beverly Hills, CA 90211
Telephone: 323-852-1030
- and -
Melissa Pena, Esq.
NORRIS MCLAUGHLIN & MARCUS, PA.
875 Third Avenue, 8th Floor
New York, NY 10022
Telephone: (212) 808-0700
Facsimile: (212) 808-0844
E-mail: mapena@nmmlaw.com
About General Motors
With its global headquarters in Detroit, Michigan, General Motors
Company -- http://www.gm.com/-- is one of the world's largest
automakers. GM employs 205,000 people in every major region of
the world and does business in some 157 countries. GM and its
strategic partners produce cars and trucks in 31 countries, and
sell and service these vehicles through the following brands:
Buick, Cadillac, Chevrolet, FAW, GMC, Daewoo, Holden, Jiefang,
Opel, Vauxhall and Wuling. GM's largest national market is China,
followed by the United States, Brazil, Germany, the United
Kingdom, Canada, and Italy. GM's OnStar subsidiary is the
industry leader in vehicle safety, security and information
services.
General Motors Co. is 60.8% owned by the U.S. Government. It was
formed to acquire the operations of General Motors Corporation
through a sale under 11 U.S.C. Sec. 363 following Old GM's
bankruptcy filing. The deal was closed on July 10, 2009, and Old
GM changed its name to Motors Liquidation Co. Old GM remains
subject to a pending Chapter 11 reorganization case before the
U.S. Bankruptcy Court for the Southern District of New York.
At September 30, 2010, GM had US$137.238 billion in total assets,
US$106.522 billion in total liabilities, US$6.998 billion in
preferred stock, $971 million in non-controlling interest, and
US$23.718 billion in total equity.
New GM has a 'BB-' corporate credit rating from Standard & Poor's
and a 'BB-' issuer default rating from Fitch.
About Motors Liquidation
General Motors Corporation and three of its affiliates filed for
Chapter 11 protection on June 1, 2009 (Bankr. S.D.N.Y. Lead Case
No. 09-50026). The Honorable Robert E. Gerber presides over the
Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin, Esq.,
and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP,
assist the Debtors in their restructuring efforts. Al Koch at AP
Services, LLC, an affiliate of AlixPartners, LLP, serves as the
Chief Executive Officer for Motors Liquidation Company. GM is
also represented by Jenner & Block LLP and Honigman Miller
Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP is
providing legal advice to the GM Board of Directors. GM's
financial advisors are Morgan Stanley, Evercore Partners and the
Blackstone Group LLP.
The U.S. Trustee has appointed an Official Committee of Unsecured
Creditors and a separate Official Committee of Unsecured Creditors
Holding Asbestos-Related Claims. Lawyers at Kramer Levin Naftalis
& Frankel LLP serve as bankruptcy counsel to the Creditors
Committee. Attorneys at Butzel Long serve as counsel regarding
supplier contract matters. FTI Consulting, Inc., serves as
financial advisors to the Creditors Committee. Elihu Inselbuch,
Esq., at Caplin & Drysdale, Chartered, represents the Asbestos
Committee. Legal Analysis Systems, Inc., serves as asbestos
valuation analyst.
Bankruptcy Creditors' Service, Inc., publishes General Motors
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by General Motors Corp. and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
GENERAL MOTORS: Mulls Reacquiring Part of Former GMAC Unit
----------------------------------------------------------
Sharon Terlep, writing for The Wall Street Journal, reports that
three people familiar with the situation said General Motors Co.
is revisiting the idea of buying back part of its former GMAC auto
loan business, half a year after it acquired a subprime loan
company to help fill the role of an in-house lender.
According to the Journal, GM executives are weighing the idea
of a new approach to Ally Financial, the renamed GMAC, to give GM
dealers better access to wholesale credit.
The Journal relates six months ago Ally turned down GM's
$5 billion offer for its wholesale business. Instead, GM
purchased Americredit Corp. for $3.5 billion but that lender, now
part of GM Financial, is primarily in subprime consumer financing.
The Journal relates that people familiar with the situation said
so far, GM hasn't approached Ally Financial about the potential
for a purchase, and there is no indication whether the lender
would be open to a proposal.
The U.S. government owns 74% of Ally and 26.5% of GM. Sources
told the Journal the government could play a role in any such
arrangement.
One source also said GM Chief Executive Daniel Akerson, a former
private equity deal maker, is in favor of a renewed approach to
Ally.
About General Motors
With its global headquarters in Detroit, Michigan, General Motors
Company -- http://www.gm.com/-- is one of the world's largest
automakers. GM employs 205,000 people in every major region of
the world and does business in some 157 countries. GM and its
strategic partners produce cars and trucks in 31 countries, and
sell and service these vehicles through the following brands:
Buick, Cadillac, Chevrolet, FAW, GMC, Daewoo, Holden, Jiefang,
Opel, Vauxhall and Wuling. GM's largest national market is China,
followed by the United States, Brazil, Germany, the United
Kingdom, Canada, and Italy. GM's OnStar subsidiary is the
industry leader in vehicle safety, security and information
services.
General Motors Co. is 60.8% owned by the U.S. Government. It was
formed to acquire the operations of General Motors Corporation
through a sale under 11 U.S.C. Sec. 363 following Old GM's
bankruptcy filing. The deal was closed on July 10, 2009, and Old
GM changed its name to Motors Liquidation Co. Old GM remains
subject to a pending Chapter 11 reorganization case before the
U.S. Bankruptcy Court for the Southern District of New York.
At September 30, 2010, GM had US$137.238 billion in total assets,
US$106.522 billion in total liabilities, US$6.998 billion in
preferred stock, $971 million in non-controlling interest, and
US$23.718 billion in total equity.
New GM has a 'BB-' corporate credit rating from Standard & Poor's
and a 'BB-' issuer default rating from Fitch.
About Motors Liquidation
General Motors Corporation and three of its affiliates filed for
Chapter 11 protection on June 1, 2009 (Bankr. S.D.N.Y. Lead Case
No. 09-50026). The Honorable Robert E. Gerber presides over the
Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin, Esq.,
and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP,
assist the Debtors in their restructuring efforts. Al Koch at AP
Services, LLC, an affiliate of AlixPartners, LLP, serves as the
Chief Executive Officer for Motors Liquidation Company. GM is
also represented by Jenner & Block LLP and Honigman Miller
Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP is
providing legal advice to the GM Board of Directors. GM's
financial advisors are Morgan Stanley, Evercore Partners and the
Blackstone Group LLP.
The U.S. Trustee has appointed an Official Committee of Unsecured
Creditors and a separate Official Committee of Unsecured Creditors
Holding Asbestos-Related Claims. Lawyers at Kramer Levin Naftalis
& Frankel LLP serve as bankruptcy counsel to the Creditors
Committee. Attorneys at Butzel Long serve as counsel regarding
supplier contract matters. FTI Consulting, Inc., serves as
financial advisors to the Creditors Committee. Elihu Inselbuch,
Esq., at Caplin & Drysdale, Chartered, represents the Asbestos
Committee. Legal Analysis Systems, Inc., serves as asbestos
valuation analyst.
Bankruptcy Creditors' Service, Inc., publishes General Motors
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by General Motors Corp. and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
GLOBAL ENTERTAINMENT: David Contis Discloses 9.8% Equity Stake
--------------------------------------------------------------
In a Schedule 13D filing with the Securities and Exchange
Commission on January 6, 2011, David J. Contis disclosed that he
beneficially owns 650,891 shares of common stock of Global
Entertainment Corporation representing 9.8% of the shares
outstanding. At October 14, 2010, 6,646,062 shares of the
Company's common stock were outstanding.
About Global Entertainment
Tempe, Ariz.-based Global Entertainment Corporation (OTC BB: GNTP)
-- http://www.globalentertainment2000.com/-- is an integrated
events and entertainment company focused on mid-size communities
that is engaged, through its seven wholly owned subsidiaries, in
sports management, multi-purpose events and entertainment centers
and related real estate development, facility and venue management
and marketing and venue ticketing.
The Company's balance sheet at August 31, 2010, showed
$2,606,000 in total assets, $2,614,000 in total liabilities, and a
stockholders' deficit of $8,000.
As reported in the Troubled Company Reporter on September 20,
2010, Semple, Marchal & Cooper, LLP, in Phoenix, Ariz., expressed
substantial doubt about the Company's ability to continue as a
going concern, following its results for the fiscal year ended
May 31, 2010. The independent auditors noted that the Company
has experienced a significant decline in operations, cash flows
and liquidity.
GREENBRIER COS: Incurs $2.3MM Net Loss in Qtr. Ended Nov. 30
------------------------------------------------------------
The Greenbrier Companies reported results for its fiscal first
quarter ended November 30, 2010. Revenue for the first quarter of
2011 was $201.4 million, up from $171.7 million in the prior
year's first quarter. EBITDA for the quarter was $16.7 million,
or 8.3% of revenue, compared to $14.8 million, or 8.6% of revenue
in the first quarter of 2010.
The Company reported a net loss of $2.3 million for the quarter
ended November 30, 2010, compared with a net loss of $3.2 million
during the same period of the prior year.
The Company's balance sheet as of November 30, 2010, showed
$1.1 billion in total assets, $812.7 million in total assets and
$296.5 million in total equity.
Results for the 2011 first quarter include a gain of $1.1 million,
net of taxes, or approximately $0.05 per diluted share, from
insurance proceeds received by the Company associated with a fire
in January 2009 at one of the Company's wheel services facilities.
William A. Furman, president and chief executive officer, said,
"Our quarterly results are in line with previously disclosed
expectations. We continue to benefit from a recovery in the
demand for new railcars. Since August 31, we have received orders
for 6,000 new railcars, with an aggregate value of approximately
$400 million, demonstrating our ability to capture business as the
new cycle begins. This new demand is driven in part by an ongoing
improvement in new rail traffic. According to the Association of
American Railroads, calendar 2010 North American general freight
car loadings were up 9.4% and intermodal loadings were up 14.7%
compared to 2009. To address new orders and our growing backlog,
we will ramp up production rates beginning this month and plan to
open an additional production line in June of 2011. Currently, we
anticipate delivering about 9,000 - 10,000 new railcars in fiscal
2011."
Furman concluded, "In fiscal 2011, we will continue to focus on
improving gross margins, executing on operational efficiencies,
managing for cash flow and liquidity, leveraging our integrated
business model and returning to sustained profitability. Our
recent successful stock offering further strengthens our balance
sheet and liquidity and positions us to participate in the market
upturn while continuing to de-leverage the Company."
About Greenbrier Cos.
Based in Lake Oswego, Oregon, The Greenbrier Companies Inc.
operates in three primary business segments: manufacturing,
refurbishment and parts, and leasing and services. The
manufacturing segment, operating from four facilities in the
United States, Mexico and Poland, produces double-stack intermodal
railcars, conventional railcars, tank cars and marine vessels.
The refurbishment & parts segment performs railcar repair,
refurbishment and maintenance activities in the United States and
Mexico. The leasing & services segment owns roughly 8,000
railcars and provides management services for roughly 225,000
railcars.
* * *
As reported by the Troubled Company Reporter on August 19, 2010,
Moody's Investors Service raised its Speculative Grade Liquidity
Rating for The Greenbrier Companies to SGL-3 from SGL-4. At the
same time, Moody's affirmed the company's existing ratings,
including the corporate family rating of Caa1. Greenbrier's
rating outlook is negative in consideration of the continued
sluggish demand for new railcars and the company's need to address
certain refinancing needs.
GSC GROUP: Former Bankr. Judge Named Chapter 11 Trustee
-------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that James L. Garrity, a former U.S. Bankruptcy Judge in
Manhattan, was named by the U.S. Trustee to serve as the Chapter
11 trustee for GSC Group Inc.
Mr. Rochelle relates that Mr. Garrity, now a partner with Shearman
& Sterling LLP, was a bankruptcy judge from 1991 to 1999. His
appointment is subject to approval by U.S. Bankruptcy Judge Arthur
J. Gonzalez, who presides over the GSC case.
As reported by the Troubled Company Reporter on January 7, 2011,
Judge Gonzalez ordered the appointment of an independent trustee
to take over GSC Group after some of its lenders cast doubts on
the trustworthiness of the investment firm's management.
Jacqueline Palank, writing for Dow Jones Newswires, reported that
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. Black Diamond's
funds hold a majority of the $206.6 million owing to secured
lenders.
Black Diamond won the auction for GSC, but the Company later
withdrew the motion for approval of the sale.
The objecting lenders included Credit Agricole Corporate and
Investment Bank and General Electric Capital Corp.
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.
GUIDED THERAPEUTICS: Presents at Sidoti & Company's Conference
--------------------------------------------------------------
Guided Therapeutics, Inc. announced that Mark L. Faupel, Ph.D.,
president and CEO, was scheduled to present a corporate overview
at Sidoti & Company's 2011 Micro-Cap Conference on Monday, January
10, 2011 at The Grand Hyatt Hotel in New York City.
The Guided Therapeutics presentation is scheduled for 11:20 am
Eastern Time. Management will also participate in a question and
answer session following the presentation and one-on-one meetings
throughout the day. The Company's presentation will be available
on the Company's Web site.
About Guided Therapeutics
Guided Therapeutics, Inc. (OTC BB and OTC QB: GTHP)
-- http://www.guidedinc.com/-- is developing a rapid and painless
test for the early detection of disease that leads to cervical
cancer. The technology is designed to provide an objective result
at the point of care, thereby improving the management of cervical
disease. Unlike Pap and HPV tests, the device does not require a
painful tissue sample and results are known immediately. GT has
also entered into a partnership with Konica Minolta Opto to
develop a non-invasive test for Barrett's Esophagus using the
LightTouch technology platform.
The Company's balance sheet at September 30, 2010, showed
$3.4 million in total assets, $2.8 million in total liabilities,
and stockholders' equity of $595,000.
As reported by the Troubled Company Reporter on March 29, 2010,
UHY LLP, in Atlanta, Georgia, expressed substantial doubt about
Guided Therapeutics' ability to continue as a going concern,
following the Company's 2009 results UHY noted of the Company's
recurring losses from operations, accumulated deficit and working
capital deficit.
HEALTHSOUTH CORP: To Present at 29th Annual JPMorgan Conference
---------------------------------------------------------------
HealthSouth Corporation will participate in the 29th Annual J.P.
Morgan Healthcare Conference in San Francisco on January 10-13,
2011. HealthSouth President and Chief Executive Officer, Jay
Grinney, will make a presentation on Monday, January 10th, at 4:30
p.m. PT. The presentation will address, among other things, the
Company's strategy and financial performance and discuss industry
trends and dynamics. The presentation will be webcast live and
will be available at http://investor.healthsouth.comby clicking
on an available link.
While the Company has not closed its books for the quarter or year
ended December 31, 2010, the Company will share its initial
observations on the quarter and year ended December 31, 2010 in
the slide presentation.
A full-text copy of the slide presentation, as filed with the
Securities and Exchange Commission on January 7, 2011, is
available for free at http://ResearchArchives.com/t/s?71e9
About HealthSouth Corp.
Birmingham, Alabama-based HealthSouth Corporation (NYSE: HLS) --
http://www.healthsouth.com/-- is the nation's largest provider of
inpatient rehabilitative healthcare services. Operating in 26
states across the country and in Puerto Rico, HealthSouth serves
patients through its network of inpatient rehabilitation
hospitals, long-term acute care hospitals, outpatient
rehabilitation satellites, and home health agencies.
The Company's balance sheet at Sept. 30, 2010, showed
$1.79 billion in total assets, $390.0 million in total current
liabilities, $1.64 billion in long-term debt, $162.7 million in
other long-term liabilities, and a stockholders' deficit of
$782.3 million.
HealthSouth carries a 'B1' corporate family rating with "stable"
outlook, from Moody's. It has 'B' foreign and local issuer credit
ratings, with "positive" outlook, from Standard & Poor's.
INNOLOG HOLDINGS: Michael Kane Amends Form 3 Filing
---------------------------------------------------
In an amended Form 3 filing with the Securities and Exchange
Commission on January 5, 2011, Michael J. Kane, director,
secretary and treasurer at Innolog Holdings Corp., disclosed that
directly beneficially owns 205,527 shares and indirectly
beneficially owns 137,018 shares of common stock of the company.
Mr. Kane also disclosed that beneficially owns derivative
securities:
Title Amount
----- ---------
Series A Convertible Preferred Stock 1,102,769
Series A Convertible Preferred Stock 700,000
Warrant to purchase Common Stock 220,000
Warrant to purchase Common Stock 1,559,495
Warrant to purchase Common Stock 700,000
The derivative securities were exercisable on August 18, 2010.
These securities are owned by FIVEK Investments, LP. Mr. Kane is
the general partner of this entity and has voting and investment
control over these securities.
These derivative securities were granted by Innolog Holdings
Corporation prior to a merger that was consummated with the
Company on August 18, 2010 and were immediately exercisable on the
date of grant. These derivative securities were assumed by the
Company as part of the merger transaction.
On December 20, 2010, Mr. Kane filed the original Form 3 that
incorrectly reported the date of the merger transaction and the
date on which the derivative securities were exercisable as August
13, 2010.
About Innolog Holdings
Fairfax, Virginia-based Innolog Holdings Corporation is a holding
company designed to make acquisitions of companies in the
government services industry. The Company's first acquisition,
Innovative Logistics Techniques, Inc., is a solutions oriented
provider of logistics services primarily to agencies of the U.S.
government, but also to state and local agencies and to private
businesses.
The Company's balance sheet at September 30, 2010, showed
$1.19 million in total assets, $7.74 million in total liabilities,
all current, and a stockholders' deficit of $6.55 million.
"The Company has sustained substantial operating losses in the
prior year and increasing losses in the current periods, and has a
stockholders' deficit of $6.54 million and $2.49 million at
September 30, 2010, and December 31, 2009, respectively," the
Company said in its Form 10-Q for the quarter ended Sept. 30,
2010. "There are many delinquent claims and obligations, such as
payroll taxes, employee income tax withholdings, employee benefit
plan contributions, loans payable and accounts payable, that could
ultimately cause the Company to cease operations."
INNOLOG HOLDINGS: W. Danielczyk Amends Form 3 Filing
----------------------------------------------------
In an amended Form 3 filing with the Securities and Exchange
Commission on January 5, 2011, William P. Danielczyk, a director
and exec. chairman of the Board at Innolog Holdings Corp.,
disclosed that he beneficially owns 1,712,718 shares of common
stock of the company.
Mr. Danielczyk also disclosed beneficial ownership of derivative
securities:
Title Amount
----- ------
Series A Convertible Preferred Stock 133,391
Series A Convertible Preferred Stock 2,100,000
Warrant to purchase Common Stock 220,000
Warrant to purchase Common Stock 1,103,932
Warrant to purchase Common Stock 2,100,000
Warrant to purchase Common Stock 500,000
The derivative securities were exercisable on August 18, 2010.
These derivative securities were granted by Innolog Holdings
Corporation prior to a merger that was consummated with the
Company on August 18, 2010 and were immediately exercisable on the
date of grant. These derivative securities were assumed by the
Company as part of the merger transaction.
On December 30, 2010 the Mr. Danielczyk filed the original Form 3
that incorrectly reported the date of the merger transaction and
the date on which the derivative securities were exercisable as
August 13, 2010.
These securities are held in equal numbers by BLZ, LLC, WPD of VA,
LLC and WPDL, LLC. These securities are owned by Emerging
Companies, LLC, an entity that is owned and controlled by Mr.
Danielczyk.
About Innolog Holdings
Fairfax, Virginia-based Innolog Holdings Corporation is a holding
company designed to make acquisitions of companies in the
government services industry. The Company's first acquisition,
Innovative Logistics Techniques, Inc., is a solutions oriented
provider of logistics services primarily to agencies of the U.S.
government, but also to state and local agencies and to private
businesses.
The Company's balance sheet at September 30, 2010, showed
$1.19 million in total assets, $7.74 million in total liabilities,
all current, and a stockholders' deficit of $6.55 million.
"The Company has sustained substantial operating losses in the
prior year and increasing losses in the current periods, and has a
stockholders' deficit of $6.54 million and $2.49 million at
September 30, 2010, and December 31, 2009, respectively," the
Company said in its Form 10-Q for the quarter ended Sept. 30,
2010. "There are many delinquent claims and obligations, such as
payroll taxes, employee income tax withholdings, employee benefit
plan contributions, loans payable and accounts payable, that could
ultimately cause the Company to cease operations."
INTEGRITY HOME: Denies Bid for Sanctions Against DMA
----------------------------------------------------
Bankruptcy Judge Catharina R. Aron denied the request of Rhenada
Davis Morris for sanctions against the North Carolina Department
of Health and Human Services Division of Medical Assistance for
alleged violation of the automatic stay and an award of attorney
fees in connection with the matter. After considering the
evidence on record and the arguments of counsel, the Court held
that the DMA did not violate the automatic stay. Conversely, the
governmental regulatory exception of 11 U.S.C. Sec. 362(b)(4)
permitted the DMA to enroll the Debtor into the Prepayment Claims
Review process due to the Debtor's failure to comply with agency
requirements.
A copy of the Court's January 5, 2011 Memorandum Opinion and Order
is available at http://is.gd/ktBvLfrom Leagle.com.
The case is Rhenada Davis Morris dba Integrity Home Care
Solutions, Case No. 10-51808 (Bankr. M.D.N.C.).
IRH VINTAGE: Court Approves Adequacy of Disclosure Statement
------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas
approved on December 3, 2010, IRH Vintage Park Partners, LP, and
its debtor-affiliates Joint First Amended Disclosure Statement,
filed December 2, 2010, explaining the Joint Plan of
Reorganization of IRH Vintage Park Partners, LP, and its debtor-
affiliates, dated November 5, 2010.
All parties entitled to vote on the Plan will have until
January 24, 2011, to cast their ballots. All objections to the
Plan must be filed with the Court no later than January 24, 2011.
The Court will conduct a hearing on confirmation of the Plan on
January 31, 2011, at 11:00 a.m.
Classes 2, 3, 4, 5, 6 and 7 of Claims and the Class 8 Equity
Interests are impaired and therefore are entitled to vote on the
Plan. Class 1 is not impaired under the Plan and is therefore not
entitled to vote on the Plan.
Pursuant to the Plan terms, on the Effective Date of the Plan, all
property of the Debtors and of their Estates will vest in each of
the Reorganized Debtors free and clear of liens, claims and
encumbrances, except as otherwise provided by the terms of this
Plan. There shall be no substantive consolidation.
The principals of Vintage Park Investments, LLC, will collectively
contribute $1 million (Equity Infusion) to Reorganized IRH in
exchange for shares of New Partnership Interests as provided for
in Section 4.7.1 of the Plan. The funds from the Equity Infusion,
along with cash flow of the operations, will be used to fund
payments required by the Plan.
From and after the Effective Date of the Plan, the Reorganized
Debtors will be authorized to continue their normal business
operations and enter into such transactions as they deem
advisable, free of any restriction or limitation imposed under any
provision of the Bankruptcy Code, except to the extent otherwise
provided in the Plan.
The Plan proposes the following treatment for the various claims
and interests in the Debtor:
Class 1. Allowed Secured Claim of Taxing Authorities. Allowed
Secured Class 1 Claims will be paid in cash in full when
due without interest or penalty. Class 1 Claims are not
impaired.
Class 2. Allowed Secured Claim of Capmark Bank of $34.7 million.
Capmark will receive a promissory note from the
Reorganized IRH in the principal amount of $34.7 million
or such other amount as determined by the Court. The
Reorganized IRH will make monthly principal and interest
payments (equal to the prime rate, plus .75%) for 84
months based on a 30 year amortization schedule. The
entire principal balance due will be paid at the end of
the 84th month. The deficiency balance of Capmark's claim
will be treated as a Class 4 Claim under Section 4.4 of
the Plan. The Class 2 Claim is impaired.
Class 3. Allowed Vendor Unsecured Claims of $2,500 or Less.
Holders of Class 3 Claims will be paid in full without
interest on the later of thirty (30) days after the
Plan's Effective Date. The Class 3 Claims are impaired.
Class 4. Allowed Unsecured Deficiency Claim of Capmark and Allowed
Unsecured Vendor Claims in Excess of $2,500. Within
thirty (30) days of the Plan's Effective Date, the Holders
of Class 4 Claims will receive a single cash payment equal
to ten percent (10%) of their Allowed Claims, plus new
Unsecured Promissory Notes for the full remaining balance
of their Allowed Class 4 Claims. Maturity of the new
Unsecured Promissory Notes will be earlier of the sale of
refinance of the Property or 7 years from the Plan's
Effective Date. There will be no amortization payments on
the new Unsecured Promissory Notes until until maturity.
The Class 4 Claims are impaired.
Class 5. Allowed Wrightwood Claim of $2.6 million against Vintage
Park Investment, LLC. The Holder of the Allowed Class 5
Claim will elect either Option 1 or Option 2.
Under Option 1, the term of the Wrightwood Note will be
extended until December 31, 2017, and Wrightwood will
receive no payment with respect to the Wrightwood Note
until Capmark Bank's Class 2 and Class 4 Claims are paid
in full in accordance with the terms of the Plan.
Under Option 2, in full and final satisfaction of its
allowed claim, the Holder of the Allowed Class 5 Claim
will receive shares of New Partnership Interests totaling
49% of the outstanding shares with (i) a Preferred return
of $20,000/month, payable only from excess funds as solely
determined by the Reorganized Debtors and (ii) in the
event the Property is sold or refinanced, will be fully
redeemable by the Reorganized IRH in the amount of
$2.6 million. The Class 5 Claim is impaired under both
Option 1 and Option 2.
Class 6. Allowed Senior Secured Claims of Mechanics and
Materialmen (whose liens are determined to be senior to
the Class 2 Claim). The Holders of Class 6 Allowed Senior
Secured Claims of mechanics and materialmen will be paid
in full without interest on the later of thirty (30) days
after the Effective Date of the Plan. To the extent the
Holder of a Class 6 Claim does not have a lien that is
senior to the Class 2 Claim, it will be treated as a Class
4 Allowed Unsecured Vendor Claim. The Class 6 Claims are
impaired.
Class 7. Allowed Claims of Affiliates. The Holders of Class 7
Claims will be permitted to offset any amount due the
Debtors. Otherwise, the remaining balance, if any, will
be subordinated to the payment in full of all Claims in
Classes 1 through 6. The Class 7 Claims are impaired.
Class 8. Allowed Interests of Equity Holders. Existing Equity
Interests in IRH and VPI General Partner, LLC ("VP GP")
will be canceled, and New Partnership Interests in the
Reorganized IRH and VP GP will be issued as provided for
in Section 6.6 of the Plan. In exchange for the Equity
Infusion of $1 million, to be paid within 30 days of the
Effective Date of the Plan, the Allowed Class 8 Equity
Interest Holders will each receive a pro rata share of
either (i) 100% of the New Partnership Interests if
Wrightwood elects Option 1, described in Section 4.5.2 of
the Plan, or (ii) 51% of the New Partnership Interests if
Wrightwood elects Option 2, described in Section 4.5.2 of
the Plan. Reorganized IRH will hold an option to purchase
all of the New Partnership Interests granted to Wrightwood
in Section 4.5.2 for a purchase price of $2.6 million.
The New Partnership Interests so issued will be free and
clear of all liens, claims, interests, and encumbrances of
any kind. The Class 8 Interests are impaired.
A complete text of the Disclosure Statement is available for free
at http://bankrupt.com/misc/IRHVintage_AmendedDS.pdf
About IRH Vintage
Birmingham, Alabama-based IRH Vintage Park Partners, L.P., dba
Vintage Park Apartment Homes, is a limited partnership that owns
and operates a large 324 unit upscale gated apartment community
located at 15727 Cutten Road, in northwest Houston. IRH is owned
by VPI General Partner, LLC, its 1% general partner and Vintage
Park Investments, LLC, its 99% limited partner.
IRH Vintage filed for Chapter 11 bankruptcy protection on
September 2, 2010 (Bankr. S.D. Texas Case No. 10-37503). Edward L
Rothberg, Esq., Melissa Anne Haselden, Esq., and T. Josh Judd,
Esq., at Hoover Slovacek, LLP, assist the Debtor in its
restructuring effort. The Debtor estimated its assets and debts
at $10 million to $50 million as of the petition date.
JOHN D OIL: Board Appoints C. Coatoam as Chief Financial Officer
----------------------------------------------------------------
Also on December 31, 2010, the Company's Board of Directors
appointed Carolyn T. Coatoam, age 65, as the Chief Financial
Officer of the Company. Ms. Coatoam has been employed as a
consultant to Richard M. Osborne, the Company's Chief Executive
Officer, since June 2009. From 1996 to 2009, she worked as a
consultant for Niche Systems & Support, Inc., a publicly-held
distributor of industrial products. Ms. Coatoam began her career
with Deloitte & Touche. Subsequently, she served as the chief
financial officer for Mr. Concrete Inc. and Coatoam & Co. Inc.
until 2005. She is an inactive certified public accountant.
About John D. Oil
Mentor, Ohio-based John D. Oil and Gas Company is in the business
of acquiring, exploring, developing, and producing oil and natural
gas in Northeast Ohio. The Company currently has fifty-eight
producing wells.
The Company's balance sheet at September 30, 2010, showed
$9.47 million in total assets, $12.01 million in total
liabilities, and a stockholders' deficit of $2.54 million.
As reported in the Troubled Company Reporter on April 1, 2010,
Maloney + Novotny LLP, in Cleveland, Ohio, expressed substantial
doubt about the Company's ability to continue as a going concern,
following the Company's 2009 results. The independent auditors
noted that the Company has suffered recurring losses and has
$10.6 million of debt currently due and in default.
KIEBLER RECREATION: Disc. Statement Hearing Adjourned to Jan. 25
----------------------------------------------------------------
The hearing to consider the motion of Kiebler Recreation, LLC, for
an order (1) approving the Disclosure Statement explaining its
Chapter 11 Plan; (2) approving solicitation procedures and
establishing deadlines in connection with the disclosure
statement; and (3) scheduling the confirmation hearing, has been
adjourned to January 25, 2011, at 1:30 p.m.
The Debtor can only begin soliciting votes on the Plan after
approval by the Bankruptcy Court of the adequacy of the
information in the Disclosure Statement.
As reported in the Troubled Company Reporter on December 1, 2010,
the Company's reorganization plan intends to pay back secured and
unsecured claims. The Plan states that real property tax claim by
the county of more than $1.2 million in unpaid taxes from 2008,
2009 and 2010 will be paid. Also, resort officials plan to pay
the State the more than $436,000 it owes in sales tax. The money
owed is a secured claim that allows the creditors to have a lien
on the property for collateral. Secured creditors have the best
chance of getting relief on their claim. Others secured claims
include Kings Heating and Sheet Metal of Falconer, which is owed
$87,891, and R.W. Larson Associates, which has a Jamestown office,
is owed two claims -- $58,752 and $18,023. Altogether there is
more than $30 million in secured claims against resort owner Paul
Kiebler IV.
As for non-secured credit claims, Mr. Kiebler has a total of
$3,848,446. The unsecured creditors may receive little or no
payment at all. However, deferred cash distributions will be made
to those with unsecured claims.
About Kiebler Recreation
Peek'n Peak Resort -- http://www.pknpk.com/-- is a recreational
and leisure facility.
Findley Lake, New York-based Kiebler Recreation, LLC, dba Peek'n
Peak Resort, filed for Chapter 11 bankruptcy protection on May 26,
2010 (Bankr. N.D. Ohio Case No. 10-15099). Robert C. Folland,
Esq., at Thompson Hine LLP, represents the Debtor. The Company
estimated assets and debts at $10 million to $50 million as of the
Petition Date.
An affiliate, Kiebler Slippery Rock, LLC, filed a separate Chapter
11 petition on September 25, 2009 (Bankr. N.D. Ohio Case No.
09-19087).
KMART CORP: Plaintiff Lawyer Suspended for Neglect
--------------------------------------------------
The Supreme Court of Minnesota issued an order suspending Dennis
R. Letourneau, Esq., from the practice of law. Mr. Letourneau
will be ineligible to petition for reinstatement for a minimum of
one year from the effective date of the suspension. The Director
of the Office of Lawyers Professional Responsibility served and
filed a petition for discipline in September 2009 alleging that
Mr. Letourneau neglected a client matter, did not adequately
communicate with his clients, did not obtain his clients' approval
before agreeing to forego certain claims, and failed to cooperate
with the Director's office in its investigation of the complaint
against him. A referee appointed pursuant to Rule 14, Rules on
Lawyers Professional Responsibility, concluded that Mr. Letourneau
had committed the alleged violations and recommended the
suspension.
On February 20, 1999, Frederick and Carol Ennenga retained Mr.
Letourneau to pursue claims against a Kmart pharmacy for making a
mistake in filling a prescription.
A copy of the January 5, 2011 Opinion is available at
http://is.gd/ktmKyfrom Leagle.com.
About Kmart
Retailer Kmart Corporation and 37 of its U.S. subsidiaries filed
voluntary Chapter 11 petitions (Bankr. N.D. Ill. Case No.
02-02474) on January 22, 2002. Kmart emerged from chapter 11
protection on May 6, 2003, pursuant to the terms of an Amended
Joint Plan of Reorganization. John Wm. "Jack" Butler, Jr., Esq.,
at Skadden, Arps, Slate, Meagher & Flom, LLP, represented the
retailer in its restructuring efforts. The Company's balance
sheet showed $16,287,000,000 in assets and $10,348,000,000 in
debts when it sought chapter 11 protection. Kmart bought Sears,
Roebuck & Co., for $11 billion to create the third-largest U.S.
retailer, behind Wal-Mart and Target, and generate $55 billion in
annual revenues. Kmart completed its merger with Sears on
March 24, 2005.
KRYSTAL KOACH: Business Sold for $9 Million
-------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Krystal Koach Inc. was authorized by a bankruptcy
judge on Jan. 7 to sell its business for $9 million to Krystal
Infinity LLC. There were no competing bids at auction.
Mr. Rochelle relates that the price includes $6 million cash, the
assumption of the $2.5 million loan financing the Chapter 11 case
and $500,000 in cash to be placed into escrow to complete the
liquidation. When the sale is completed, $6 million from the
purchase price will be paid to the secured lender Comerica Bank.
Anything remaining from the $500,000 after expenses of the
Chapter 11 case is for distribution to creditors in the order of
priority under bankruptcy law.
About Krystal Koach
Orange, California-based Krystal Koach, Inc., dba Krystal
Enterprises, manufactures stretch limousines and customer shuttle
buses in the U.S. It filed for Chapter 11 bankruptcy protection
on November 19, 2010 (Bankr. C.D. Calif. Case No. 10-26547). Ron
Bender, Esq., who has an office in Los Angeles, California,
assists the Debtor in its restructuring effort. The Debtor
estimated its assets and debts at $10 million to $50 million.
Affiliate Krystal Air, LLC (Bankr. C.D. Calif. Case No. 10-23983)
filed a separate Chapter 11 petition on November 3, 2010.
KS REALTY: Court Rejects Maxfield's Claim for Commissions
---------------------------------------------------------
Bankruptcy Judge J. Michael Deasy issued an order sustaining KS
Realty, Inc. and Pointe Luck, LLC's objection to the proof of
claim filed by Maxfield Real Estate, Inc. Maxfield asserts a
claim for $584,000 based on its alleged entitlement to a
commission from the post-confirmation sale of the Debtors' Grand
View Commons subdivision property located in Wolfeboro, New
Hampshire. The Court held that pursuant to New Hampshire law,
because a 2008 purchase and sale agreement did not close by the
deadline set forth in the agreement nor by July 15, 2009, the end
of the six-month protection period under the Agreement, Maxfield
is not entitled to any commission under the Agreement. For that
reason, the Claim is unenforceable against the Debtors and
property of the Debtors and will be disallowed under 11 U.S.C.
Sec. 502(b)(1).
A copy of the Court's January 5, 2011 Memorandum Opinion is
available at http://is.gd/ktyEpfrom Leagle.com.
John M. Sullivan, Esq. -- jsullivan@preti.com -- and Joshua E.
Menard, Esq. -- jmenard@preti.com -- at Preti Flaherty PLLP, in
Concord, New Hampshire, serve as attorneys for Maxfield Real
Estate, Inc.
About KS Realty and Pointe Luck
Hopkinton, Massachusetts-based KS Realty, Inc. and Pointe Luck,
LLC, filed separate Chapter 11 bankruptcy petitions (Bankr. D.
N.H. Case Nos. 09-10918 and 09-10919) on March 23, 2009. Robert
J. Keach, Esq., and Jennifer Rood, Esq., at Bernstein, Shur,
Sawyer & Nelson, represented the Debtors in their restructuring
efforts. The Debtors listed estimated assets of $10 million to
$50 million and estimated debts of $10 million to $50 million.
The Court confirmed the Debtors' third plan of reorganization, as
amended, on December 10, 2009. The confirmed plan provided for
payments to creditors to be funded from sales of lots in the Grand
View Commons subdivision property located in Wolfeboro, New
Hampshire, and from any recovery from post-confirmation causes of
action, including litigation involving Marriott.
LAKERIDGE CENTRE: Can Hire Allan R. Smith as Bankruptcy Counsel
---------------------------------------------------------------
The Hon. Gregg W. Zive of the U.S. Bankruptcy Court for the
District of Nevada authorized Lakeridge Centre Office Complex, LP,
to employ The Law Offices of Allan R. Smith as its bankruptcy
counsel.
As reported in the Troubled Company Reporter on November 10, 2010,
the firm will render, among other things, these professional
services:
a. give legal advice with respect to the powers and duties of
the Debtor as debtor-in-possession;
b. negotiate, prepare and file a plan or plans or reorganization
and disclosure statements in connection with said plans, and
otherwise promote the financial rehabilitation of the Debtor;
and
c. take all necessary action to protect and preserve the
Debtor's estate, including the prosecution of actions on the
Debtor's behalf, the defense of any actions commenced against
the Debtor, negotiations concerning all litigation in which
the Debtor is or will become involved, and the evaluation and
objection to claims filed against the estate.
The Debtor agreed to compensate the firm at these hourly rates:
Professional Hourly Rate
------------ -----------
Alan R. Smith, Esq. $450
Contract Attorneys $350
Paraprofessionals $205
Other paraprofessional services $75-$105
On September 8, 2010, the Debtor paid the firm an advance retainer
of $25,000 for commencement of the Chapter 11 case.
Alan R. Smith , Esq., a member of the firm, assured the Court that
he is a "disinterested person" as that term is defined under
Section 101(14) of the Bankruptcy Code.
Mr. Smith can be reached at:
Alan R. Smith, Esq.
Law Offices of Alan R. Smith
505 Ridge Street
Reno, NV 89501
Tel: (775) 786-4579
Fax: (775) 786-3066
E-mail: mail@asmithlaw.com
About Lakeridge Centre
Reno, Nevada-based Lakeridge Centre Office Complex, LP, owns a
commercial office complex and vacant property located in Southwest
Reno, Nevada. Lakeridge Centre filed for Chapter 11 bankruptcy
protection on September 8, 2010 (Bankr. D. Nev. Case No.
10-53612), estimating assets and debts at $10 million to
$50 million as of the Chapter 11 filing. Affiliates West Shore
Resort Properties III, LLC (Bankr. D. Nev. Case No. 10-51101) and
West Shore Resort Properties, LLC (Bankr. D. Nev. Case No. 10-
50506) filed separate Chapter 11 petitions.
LAKERIDGE CENTRE: Files Disc. Statement; Feb. 14 DS Hearing Set
---------------------------------------------------------------
Lakeridge Centre Office Complex, L,P., filed with the U.S.
Bankrutpcy Court for the District of Nevada on January 7, 2011, a
disclosure statement explaining its Chapter 11 Plan of
Reorganization, as filed with the Bankruptcy Court on January 7,
2011.
A hearing on the approval of the Disclosure Statement will be
held on February 14, 2011, at 2:00 p.m., in the United States
Bankruptcy Court, in the Clifton Young Federal Building, 300 Booth
Street, Bankruptcy Courtroom, First Floor, in Reno, Nevada.
Objections to approval of the disclosure Statement must be filed
with the Bankruptcy Court on or before January 31, 2011.
Upon approval of the disclosure statement, and after copies
thereof have been sent to all claimants entitled to vote,
solicitation of votes may commence.
Pursuant to the Plan, Debtor will continue to operate the Office
Property post-confirmation. The 37,410 sq. ft. Office Property is
located at 6005 Plumas Street, Reno Nevada, upon 2.8 acres of
land, and is 100% occupied. The Net Income from Operations will
be used to make the payments to the Class 1 and 2 creditors. The
Office Property will either be sold or refinanced (at any time
before the Berkadia Due Date).
The Unimproved Property will be sold to Bordeau Communities, LLC,
for the sum of $5,500,000. Said sale will close escrow on or
before December 31, 2011. The proceeds of the sale will be used
to pay, in order of priority, Class 3, Class 4, Class 5 and Class
6 under the Plan.
Upon confirmation of the Plan, all property of the estate of the
Debtor will be revested to Lakeridge Centre Office Complex, L.P.,
pursuant to 11 U.S.C. Section 1141(c), which will retain said
property as the Reorganized Debtor free and clear of all claims
and interests of the creditors, except as set forth in the Plan.
The Plan proposes the following treatment for the various claims
and interests in the Debtor:
Class 1. Berkadia Commercial Mortgage LLC Secured Claim (Est. Amt.
of Claim - $6,169,658). Beginning on the 15th day of
the month following the Plan's Effective Date, Berkadia
will receive a monthly payment based upon the amount of
the Berkadia Secured Claim, the Berkadia interest rate,
and a 30-year amortization schedule. The balance on the
Berkadia Secured Claim, together with all accrued
interest, fees and costs, will be paid on or before ten
(10) years following the Plan's Effective Date.
Class 2. Berkadia Deficiency Claim. In the event Berkadia does
not assert an unsecured deficiency claim, Berkadia's
entire claim will be treated as set forth in Class 1
above. If Berkadia asserts an unsecured deficiency claim,
and said claim is allowed by the Court, following each
anniversary date of the Plan's Effective Date, the Debtor
will make monthly payments to Berkadia based upon the
principal balance equal to the difference between the
appraised value on each anniversary date ("Appreciated
Value") and the Value as of the confirmation date, the
Berkadia interest rate, and a 30-year amortized mortgage
term, with the balance all due on the Berkadia Due Date.
Class 3. First Independent Bank Secured Claim (Est. Amt. -
$5,087,231). On or before the Closing Date, the Debtor
will pay the entire FIB Secured Claim in full.
Class 4. FIB Deficiency Claim. In the event FIB does not assert
an unsecured deficiency claim, FIB's entire claim will be
treated as set forth in Class 3 above. If FIB asserts an
unsecured deficiency claim, and said claim is allowed by
the Court, the FIB Deficiency Claim will be paid from the
sale of the Unimproved Property.
Class 5. Secured Claim of the Washoe County Treasurer (Est. Amt. -
$33,689.29). The Class 5 creditor will be paid the entire
amount owed on its claim, including interest and those
fees and costs as will be allowed by Nevada statutes.
Class 6. Unsecured Claims. Class 6 Claims will be paid in full,
without interest, following the payment of Class 3, 4 and
5, in full, from the sale of the Unimproved Property.
Class 7. Partnership Interests. The partners will retain their
partnership interests in the Reorganized Debtor, but will
receive no distribution until Classes 1 through 6 are paid
in full.
Except for Class 7 Partnership Interests, all other classes are
impaired and are entitled to vote on the Plan.
A copy of the disclosure statement is available for free at:
http://bankrupt.com/misc/LakeridgeCentreDS.pdf
About Lakeridge Centre
Reno, Nevada-based Lakeridge Centre Office Complex, LP, owns a
commercial office complex and vacant property located in Southwest
Reno, Nevada. Lakeridge Centre filed for Chapter 11 bankruptcy
protection on September 8, 2010 (Bankr. D. Nev. Case No.
10-53612), estimating assets and debts at $10 million to
$50 million as of the Chapter 11 filing. Alan R. Smith, Esq., at
The Law Offices of Alan R. Smith, serves as counsel. Affiliates
West Shore Resort Properties III, LLC (Bankr. D. Nev. Case No.
10-51101) and West Shore Resort Properties, LLC (Bankr. D. Nev.
Case No. 10-50506) filed separate Chapter 11 petitions.
LAS VEGAS RAILWAY: Amends Report on Express Acquisition
-------------------------------------------------------
On January 7, 2011, Las Vegas Railway Express, Inc. filed an
amended current report on Form 8-K to amend the Current Report on
Form 8-K of Liberty Capital Asset Management, Inc. filed on
January 28, 2010, regarding Liberty Capital's acquisition of Las
Vegas Railway Express, Inc., a Nevada corporation.
The sole purpose of the amendment is to provide the audited
historical financial statements of the business acquired and the
unaudited pro forma financial information, which financial
statements and information were not included in the original
filing.
The audited balance sheet of Las Vegas Railway Express as of
December 31, 2009, and the related statements of operations,
stockholders' equity and cash flows from March 10, 2009 through
December 31, 2009, are available for free at:
http://ResearchArchives.com/t/s?71ed
The unaudited balance sheets of Liberty Capital Asset Management,
Inc., formerly CD Banc LLC. as of December 31, 2009 and the
related statements of operations, stockholders' equity and cash
flows for the nine months ended December 31, 2009 are available
for free at http://ResearchArchives.com/t/s?71ee
About Las Vegas Railway
Las Vegas, Nev.-based Las Vegas Railway Express, Inc., formerly
Liberty Capital Asset Management, Inc. was formed March 9, 2007,
as Corporate Outfitters, a development stage company. On
November 3, 2008, with a share exchange, asset purchase agreement
the Company acquired Liberty Capital Asset Management, a Nevada
corporation, formed in July of 2008 as a holding company for all
the assets of CD Banc LLC in contemplation of the company going
public via a reverse merger into a publicly trading corporation.
CD Banc LLC was formed in 2003 as a Nevada limited liability
corporation with the purpose of acquiring real estate assets and
holding them for long-term appreciation.
The Company acquired Las Vegas Railway Express (LVRE) in
January 2010 and began its operations as the primary business of
the Company. The Company subsequently changed its name from Las
Vegas Railway Express, to Las Vegas Railway Express, Inc., and is
traded under the symbol XTRN.OB.
The Company's balance sheet at June 30, 2010, showed $1.32 million
in total assets, $2.09 million in total liabilities, and a
stockholders' deficit of $770,059.
Hamilton, PC, in Denver, Colo, expressed substantial doubt about
the Company's ability to continue as a going concern, following
its results for the fiscal year ended March 31, 2010. The
independent auditors noted that the Company has suffered recurring
losses from operations.
For the quarter ended, June 30, 2010, there were no revenues
associated with the railcar operations. The Company has an
accumulative deficit of $8.49 million through June 30, 2010.
Although a substantial portion of the Company's cumulative net
loss is attributable to discontinued operations, management
believes that it will need additional equity or debt financing to
be able to sustain profitability.
LIONS GATE: Icahn Opposes Effort to Continue Suit
-------------------------------------------------
Linda Sandler at Bloomberg News reports that Carl Icahn asked a
judge for a second time to dismiss a lawsuit by Lions Gate
Entertainment Corp., saying the studio's claims that he tried to
interfere with its plans became moot when his tender offer for the
company expired.
According to the report, Mr. Icahn, chairman of Icahn Enterprises
LP in New York, argued in a January 6 filing in U.S. District
Court in New York that he didn't violate any law by not disclosing
"tentative or inchoate plans" he might have had about merging the
Vancouver-based studio and Metro-Goldwyn-Mayer Inc.
Lions Gate said Dec. 30 it wants to continue its lawsuit against
Mr. Icahn, forcing him to pay damages for interfering with its
plans. The New York financier should reveal details of a "secret"
agreement he had with MGM creditors, it said in a court filing.
Lions Gate also wants to know about a "side deal" Mr. Icahn
allegedly struck with another large shareholder of the studio,
Mark Cuban, about buying his shares. According to Lions Gate, Mr.
Icahn offered Mr. Cuban, co-founder of the TV network HDNet and
owner of the Dallas Mavericks basketball team, "special
consideration" for his agreement to tender a 5.4% Lions Gate to
Mr. Icahn as the billionaire tried to acquire the studio.
According to Bloomberg, Mr. Icahn said January 6 his company
"vigorously denies that it had any concrete plans regarding MGM or
any understanding or agreement with Cuban." Lions Gate knew long
ago about Mr. Icahn's holding of MGM debt, and that Mr. Cuban
might sell his shares to a "reliable buyer," he said.
The case is Lions Gate Entertainment Corp., v. Icahn, 10-CV-8169
(S.D.N.Y.).
About Metro-Goldwyn-Mayer
MGM on November 3, 2010, filed a Chapter 11 petition and a
prepackaged plan of reorganization, which is based on a
contribution of assets by Spyglass Entertainment. MGM rejected a
competing bid by Lions Gate, which offered about $1.7 billion in
stock and debt to MGM creditors, representing a 55% stake in the
combined company.
Mr. Icahn, who is Lions Gate's largest shareholder and owns about
10% of MGM's debt, in October, asked MGM creditors to reject
approval Spyglass Prepackaged Plan when votes were solicited
before the bankruptcy filing. However, on November 3, Icahn
announced that he is supporting the Prepackaged Plan after
reaching a deal with MGM. The settlement with Icahn required
amendments to the Plan to provide that MGM will not acquire the
Cypress film library and, according to Mr. Icahn, "will have a
strong corporate governance structure, including the ability of
stockholders to call special meetings, and there will be
restrictions on poison pills and staggered boards." Mr. Icahn
will also have the right to designate a member on the MGM Board
following its emergence from bankruptcy.
About Lions Gate
British Columbia-domiciled and Santa Monica, California-
headquartered Lions Gate is an independent producer and
distributor of motion pictures, home entertainment, television
programming and animation worldwide and holds a majority interest
in the pioneering CinemaNow VOD business.
Lions Gate Entertainment Corp. reported total assets of
$1,592,874,000 against total liabilities of $1,594,454,000,
resulting in total deficiency of $1,580,000 as of June 30, 2010.
Lions Gate carries 'B-' issuer credit ratings from Standard &
Poor's.
LOCAL INSIGHT: Can Access $25 Million Financing on Final Basis
--------------------------------------------------------------
The Hon. Kevin Gross of the U.S. Bankruptcy Court for the District
of Delaware authorized Local Insight Media Holdings Inc. and its
debtor-affiliates to access $25 million in secured postpetition
financing on superpriority priming lien basis from JPMorgan Chase
Bank, N.A., as administrative agent; and use cash collateral of
prepetition secured lenders.
As reported in the Nov. 26, 2010 edition of the Troubled Company
Reporter, Regatta Investor LLC and its direct and indirect
subsidiaries guaranty the Debtors' obligations in respect of the
DIP Financing.
As of the Petition Date, the Debtors were indebted to the
prepetition secured lenders:
i) in the aggregate principal amount of not less than
$337,000,300 in respect of loans made under the prepetition
credit agreement;
ii) $19,000 in undrawn available amounts under the letters of
credit issued pursuant to the prepetition credit agreement;
and
iii) amounts owed under Specified Hedge Agreements with the
qualified counterparties plus accrued and unpaid interest
and fees with respect to the obligations.
The Debtors would use the DIP financing and the cash collateral to
continue operations of their businesses. The Debtors were unable
to obtain financing on more favorable terms from sources other
than the DIP lenders.
As adequate protection for any diminution in value of the lenders'
collateral, the Debtors will grant the prepetition secured lenders
(i) replacement liens on all intangible and tangible property in
which the loan parties have an interest; (ii) superpriority
administrative expense claim status, subject to certain carve out
expenses.
As adequate protection to the interest of prepetition agent and
secured lenders in their collateral, the Debtor will grant
adequate protection liens on all of the DIP collateral.
A full-text copy of the Budget is available for free at:
http://bankrupt.com/misc/LocalInsight_Budget.pdf
About Local Insight Media Holdings
Wilmington, Delaware-based Local Insight Media Holdings, Inc., is
a publisher of print and online yellow page directories in the
United States. It filed for Chapter 11 bankruptcy protection on
November 17, 2010, (Bankr. D. Del. Case No. 10-13677).
Affiliates Local Insight Media Holdings II, Inc. (Bankr. D. Del.
Case No. 10-13679), Local Insight Media Holdings III, Inc. (Bankr.
D. Del. Case No. 10-13682), LIM Finance Holdings, Inc. (Bankr. D.
Del. Case No. 10-13680), LIM Finance, Inc. (Bankr. D. Del. Case
No. 10-13681), LIM Finance II, Inc. (Bankr. D. Del. Case No. 10-
13687), Local Insight Regatta Holdings, Inc. (Bankr. D. Del. Case
No. 10-13686), The Berry Company LLC (Bankr. D. Del. Case No. 10-
13678), Local Insight Listing Management, Inc. (Bankr. D. Del.
Case No. 10-13685), Regatta Investor Holdings, Inc. (Bankr. D.
Del. Case No. 10-13725), Regatta Investor Holdings II, Inc.
(Bankr. D. Del. Case No. 10-13741), Regatta Investor LLC (Bankr.
D. Del. Case No. 10-13684), Regatta Split-off I LLC (Bankr. D.
Del. Case No. 10-13721), Regatta Split-off II LLC (Bankr. D. Del.
Case No. 10-13753), Regatta Split-off III LLC (Bankr. D. Del. Case
No. 10-13737), Regatta Holding I, L.P. (Bankr. D. Del. Case No.
10-13748), Regatta Holding II, L.P. (Bankr. D. Del. Case No. 10-
13715), and Regatta Holding III, L.P. (Bankr. D. Del. Case No. 10-
13745) filed separate Chapter 11 petitions.
Richard M. Cieri, Esq., Christopher J. Marcus, Esq., and Ross M.
Kwasteniet, Esq., at Kirkland & Ellis LLP, assist the Debtors in
their restructuring efforts. Curtis A. Hehn, Esq., Laura Davis
Jones, Esq., and Michael Seidl, Esq., at Pachulski Stang Ziehl &
Jones LLP, are the Debtors' co-counsel.
The Debtors' investment banker and financial advisor is Lazard
Freres & Co. LLC. The Debtors' independent auditor is Deloitte &
Touche LLP. The Debtors' interim management and restructuring
advisors are Alvarez & Marsal North America, LLC, and Avarez &
Marsal Private Equity Performance Improvement Group, LLC.
Kurtzman Carson Consultants LLC is the Debtors' notice and claims
agent.
Local Insight Media Holdings estimated assets of less than $50,000
and liabilities of $100 million to $500 million in its Chapter 11
petition. In its latest Form 10-Q with the Securities and
Exchange Commission, Local Insight Regatta reported consolidated
assets of $796,270,000 against consolidated debts of $669,612,000
as of September 30, 2010.
LOCAL INSIGHT: Files Schedules of Assets and Liabilities
--------------------------------------------------------
Local Insight Media Holdings Inc., and Local Insight Regatta
Holdings Inc. filed separate schedules of assets and liabilities,
to the U.S. Bankruptcy Court for the District of Delaware,
disclosing:
Total Total
Assets Liabilities
---------- ------------
Local Insight Media Holdings Inc. $9,648 $13,888,482
Local Insight Regatta Holdings Inc. $19,584,753 $597,776,646
A full-text copy of the Schedules of Assets & Liabilities is
available for free at http://ResearchArchives.com/t/s?71f4
About Local Insight Media Holdings
Wilmington, Delaware-based Local Insight Media Holdings, Inc., is
a publisher of print and online yellow page directories in the
United States. It filed for Chapter 11 bankruptcy protection on
(Bankr. D. Del. Case No. 10-13677) on November 17, 2010.
Affiliates Local Insight Media Holdings II, Inc. (Bankr. D. Del.
Case No. 10-13679), Local Insight Media Holdings III, Inc. (Bankr.
D. Del. Case No. 10-13682), LIM Finance Holdings, Inc. (Bankr. D.
Del. Case No. 10-13680), LIM Finance, Inc. (Bankr. D. Del. Case
No. 10-13681), LIM Finance II, Inc. (Bankr. D. Del. Case No.
10-13687), Local Insight Regatta Holdings, Inc. (Bankr. D. Del.
Case No. 10-13686), The Berry Company LLC (Bankr. D. Del. Case No.
10-13678), Local Insight Listing Management, Inc. (Bankr. D. Del.
Case No. 10-13685), Regatta Investor Holdings, Inc. (Bankr. D.
Del. Case No. 10-13725), Regatta Investor Holdings II, Inc.
(Bankr. D. Del. Case No. 10-13741), Regatta Investor LLC (Bankr.
D. Del. Case No. 10-13684), Regatta Split-off I LLC (Bankr. D.
Del. Case No. 10-13721), Regatta Split-off II LLC (Bankr. D. Del.
Case No. 10-13753), Regatta Split-off III LLC (Bankr. D. Del. Case
No. 10-13737), Regatta Holding I, L.P. (Bankr. D. Del. Case No.
10-13748), Regatta Holding II, L.P. (Bankr. D. Del. Case No.
10-13715), and Regatta Holding III, L.P. (Bankr. D. Del. Case No.
10-13745) filed separate Chapter 11 petitions.
Richard M. Cieri, Esq., Christopher J. Marcus, Esq., and Ross M.
Kwasteniet, Esq., at Kirkland & Ellis LLP, assist the Debtors in
their restructuring efforts. Curtis A. Hehn, Esq., Laura Davis
Jones, Esq., and Michael Seidl, Esq., at Pachulski Stang Ziehl &
Jones LLP, are the Debtors' co-counsel.
The Debtors' investment banker and financial advisor is Lazard
Freres & Co. LLC. The Debtors' independent auditor is Deloitte &
Touche LLP. The Debtors' interim management and restructuring
advisors are Alvarez & Marsal North America, LLC, and Avarez &
Marsal Private Equity Performance Improvement Group, LLC.
Kurtzman Carson Consultants LLC is the Debtors' notice and claims
agent.
Local Insight Media Holdings estimated assets of less than $50,000
and liabilities of $100 million to $500 million in its Chapter 11
petition. Local Insight Regatta reported consolidated assets of
$796,270,000 against consolidated debts of $669,612,000 as of
September 30, 2010, according to its Form 10-Q filed with the
Securities and Exchange Commission.
LOCAL INSIGHT: U.S. Trustee Forms Five-Member Creditors Committee
-----------------------------------------------------------------
Roberta A. DeAngelis, the United States Trustee for Region 3,
appointed five creditors to serve as official committee of
unsecured creditors of Local Local Insight Media Holdings Inc.
and its debtor-affiliates.
The members of the Committee are:
1) U.S. Bank National
Attn: Timothy Sandell
60 Livingston Avenue
St. Paul, Minnesota 55107-2292
Tel: 651-495-3959
Fax: 651-495-8100
2) Bain & Company, Inc.
Attn: Diane Fernandes
131 Dartmouth Street
Boston, Massachusetts 02116
Tel: 617-572-2286
Fax: 617-880-0286
3) Quadgraphics Inc.
Attn: Patricia A Rydzik
N63 W23075 State Hwy 74
Sussex, Wisconsin 53089-2827
Tel: 414-566-2127
Fax: 414-566-9415
4) Directory Distributing Associates Inc.
Attn: Michael Shelton
1602 Park 370 Court
Hazelwood, Maryland 63042
Tel: 314-592-8619
Fax: 314-592-8791
5) Marchex Sales Inc.
Attn: Ethan Caldwell
520 Pike Street, Suite 2000
Seattle, Waswhinton 98101
Tel: 206-331-3310
Fax: 206-331-3696
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 Local Insight Media Holdings
Wilmington, Delaware-based Local Insight Media Holdings, Inc., is
a publisher of print and online yellow page directories in the
United States. It filed for Chapter 11 bankruptcy protection on
(Bankr. D. Del. Case No. 10-13677) on November 17, 2010.
Affiliates Local Insight Media Holdings II, Inc. (Bankr. D. Del.
Case No. 10-13679), Local Insight Media Holdings III, Inc. (Bankr.
D. Del. Case No. 10-13682), LIM Finance Holdings, Inc. (Bankr. D.
Del. Case No. 10-13680), LIM Finance, Inc. (Bankr. D. Del. Case
No. 10-13681), LIM Finance II, Inc. (Bankr. D. Del. Case No.
10-13687), Local Insight Regatta Holdings, Inc. (Bankr. D. Del.
Case No. 10-13686), The Berry Company LLC (Bankr. D. Del. Case No.
10-13678), Local Insight Listing Management, Inc. (Bankr. D. Del.
Case No. 10-13685), Regatta Investor Holdings, Inc. (Bankr. D.
Del. Case No. 10-13725), Regatta Investor Holdings II, Inc.
(Bankr. D. Del. Case No. 10-13741), Regatta Investor LLC (Bankr.
D. Del. Case No. 10-13684), Regatta Split-off I LLC (Bankr. D.
Del. Case No. 10-13721), Regatta Split-off II LLC (Bankr. D. Del.
Case No. 10-13753), Regatta Split-off III LLC (Bankr. D. Del. Case
No. 10-13737), Regatta Holding I, L.P. (Bankr. D. Del. Case No.
10-13748), Regatta Holding II, L.P. (Bankr. D. Del. Case No.
10-13715), and Regatta Holding III, L.P. (Bankr. D. Del. Case No.
10-13745) filed separate Chapter 11 petitions.
Richard M. Cieri, Esq., Christopher J. Marcus, Esq., and Ross M.
Kwasteniet, Esq., at Kirkland & Ellis LLP, assist the Debtors in
their restructuring efforts. Curtis A. Hehn, Esq., Laura Davis
Jones, Esq., and Michael Seidl, Esq., at Pachulski Stang Ziehl &
Jones LLP, are the Debtors' co-counsel.
The Debtors' investment banker and financial advisor is Lazard
Freres & Co. LLC. The Debtors' independent auditor is Deloitte &
Touche LLP. The Debtors' interim management and restructuring
advisors are Alvarez & Marsal North America, LLC, and Avarez &
Marsal Private Equity Performance Improvement Group, LLC.
Kurtzman Carson Consultants LLC is the Debtors' notice and claims
agent.
Local Insight Media Holdings estimated assets of less than $50,000
and liabilities of $100 million to $500 million in its Chapter 11
petition. Local Insight Regatta reported consolidated assets of
$796,270,000 against consolidated debts of $669,612,000 as of
September 30, 2010, according to its Form 10-Q filed with the
Securities and Exchange Commission.
LOWER BUCKS: Gets New $31MM Offer, Has Until Feb. 8 to File Plan
----------------------------------------------------------------
Joe Ciavaglia at Bucks County Courier Times reports that Dr. B.
Reddy Dandolu, CEO of DBR Healthcare, said that his company has
formed a partnership with Medley Capital, a New York based private
equity firm, and submitted a "new" $31 million offer to buy Lower
Bucks Hospital, bring it out of bankruptcy and continue operating
it as a community hospital. According to the Times, the latest
proposed package includes the purchase price, change-over expenses
fund, capital expenses and a three year operating capital line,
the statement said. A 10-year plan for capital improvements is
also budgeted. The project would be funded by Medley Capital of
New York and CapitalSource Bank of Maryland.
Meanwhile, the bankruptcy judge has extended Lower Bucks
Hospital's exclusive plan filing and solicitation period to
Feb. 8, 2011, and April 9, 2011, respectively.
About Lower Bucks Hospital
Bristol, Pennsylvania-based Lower Bucks Hospital is a nonprofit
hospital based in Bristol, Pennsylvania. The Hospital is
currently licensed to operate 183 beds. Together with affiliates
Advanced Primary Care Physicians and Lower Bucks Health
Enterprises, Inc., Lower Bucks owns a 36-acre campus with several
medical facilities. The Hospital's emergency room serves
approximately 30,000 patients annually. For the fiscal year
ending June 30, 2009, Lower Bucks had $114 million in consolidated
revenues.
The Hospital filed for Chapter 11 bankruptcy protection on
January 13, 2010 (Bankr. E.D. Pa. Case No. 10-10239). The
Hospital's affiliates -- Lower Bucks Health Enterprises, Inc, and
Advanced Primary Care Physicians also filed Chapter 11 petitions.
Jeffrey C. Hampton, Esq., and Adam H. Isenberg, at Saul Ewing LLP,
assist the Hospital in its restructuring effort. Donlin, Recano &
Company, Inc., is the Hospital's claims and notice agent. The
Hospital estimated $50 million to $100 million in assets and
$50 million to $100 million in liabilities as of the Chapter 11
filing.
MAMMOTH LAKES, CA: Fears Financial Ruin After Legal Judgment
------------------------------------------------------------
Louis Sahagun at The Los Angeles Times reports that an appellate
court upheld a $30-million judgment against High Sierra ski resort
Mammoth Lakes, leaving civic leaders scrambling to avoid financial
catastrophe.
The Los Angeles Times says an appeals court last month ruled that
it must pay $30 million in a breach-of-contract lawsuit. That's
about twice the size of the town's annual budget
The L.A. Times relates that residents reacted bitterly to the
breach-of-contract judgment, blaming the town of Mammoth Lake's
five-member council and its staffers for the fiscal dilemma that
has overshadowed the snowiest winter in memory in the scenic Mono
County community of 7,500 year-round residents.
According to the report, the Town Council last week retained a law
firm that specializes in appellate litigation and also is
developing settlement negotiation options, seeking legal advice on
municipal bankruptcy and studying controversial proposals to raise
taxes and make cuts in basic services to pay off the judgment,
which bears a 7% annual interest rate.
Because few petitions are heard by the California Supreme Court,
prospects for a favorable review of the appellate court decision
are considered slim, according to the L.A. Times.
Mammoth Lakes is a town in Mono County, California, the county's
only incorporated community. It is located 9 miles northwest of
Mount Morrison, at an elevation of 7,880 feet. The population was
7,093 at the 2000 census.
MIDDLEBROOK PHARMACEUTICALS: Liquidation Plan Declared Effective
----------------------------------------------------------------
MiddleBrook Pharmaceuticals' modified Plan of Liquidation became
effective.
BankruptcyData.com reports that as of January 6, 2011, the Company
had one share of common stock issued and outstanding. Under the
terms of the Modified Plan, all shares of the Company's common
stock were cancelled on the effective date, and one share was
issued to Ronald L. Glass: the plan administrator. No shares of
common stock will be issued with respect to claims or interests
under the Plan.
Dow Jones' Small Cap reports that the Chapter 11 plan of
liquidation took effect Jan. 3, which bankruptcy attorney Sam J.
Alberts said means creditors could start receiving distributions
as soon as this month. The report relates Mr. Alberts, who
represented the official committee of Middlebrook's unsecured
creditors, attributed the bankruptcy's positive outcome to the
company's "very good assets" that resulted in San Diego-based
Victory Pharma Inc.'s $17.3 million purchase this summer, as well
as Middlebrook's relatively quick trip through bankruptcy.
"There was a pressure to get the case done as quickly as possible
and in an efficient manner," Mr. Alberts told Dow Jones' in an
interview.
As reported in the Troubled Company Reporter on August 3, 2010,
MiddleBrook Pharmaceuticals, Inc., completed on July 30, 2010, the
sale of substantially all of its assets to Victory Pharma, Inc.,
pursuant to the Asset Purchase Agreem ent, dated May 14, 2010, by
and between the Company and Victory. The Sale, which was conducted
under the provisions of Section 363 of the Bankruptcy Code, was
approved by the Bankruptcy Court on July 28, 2010.
On November 4, 2010, MiddleBrook filed the Debtor's Plan of
Liquidation and the Disclosure Statement for the Debtor's Plan of
Liquidation with the U.S. Bankruptcy Court for the District of
Delaware.
About MiddleBrook Pharmaceuticals
Westlake, Texas-based Middlebrook Pharmaceuticals, Inc., aka
Advancis Pharmaceuticals Corporation, is a pharmaceutical company
focused on commercializing anti-infective products that fulfill
unmet medical needs. MiddleBrook's proprietary delivery
technology, PULSYS, enables the pulsatile delivery, or delivery in
rapid bursts, of certain drugs. MiddleBrook currently markets
MOXATAG, the first and only FDA-approved once-daily amoxicillin,
and KEFLEX, the immediate-release brand of cephalexin.
The Company filed for Chapter 11 bankruptcy protection on
April 30, 2010 (Bankr. D. Del. Case No. 10-11485). Joel A. Waite,
Esq., at Young, Conaway, Stargatt & Taylor, assists the Company in
its restructuring effort. The Company estimated its assets and
debts at $10 million to $50 million.
MMFX CANADIAN: Taps Sheppard Mullin as Insolvency Counsel
---------------------------------------------------------
MMFX Canadian Holdings Inc. and its debtor-affiliates ask the U.S.
Bankruptcy Court for the Central District of California for
permission to employ Sheppard, Mullin, Richter & Hampton LLP as
their reorganization and general insolvency counsel.
The firm has agreed to:
a) advise and assist the Debtors with respect to compliance
with the requirements of the United States Trustee;
b) advise the Debtors regarding matters of bankruptcy law,
including the rights and remedies of the Debtors with regard
to their assets and with respect to the claims of creditors;
c) represent the Debtors in any proceedings or hearings before
this Court and in any action in any other court where the
Debtors' rights under the Bankruptcy Code may be litigated
or affected;
d) conduct examinations of witnesses, claimants, or adverse
parties and to prepare and assist in the preparation of
reports, accounts, and pleadings related to the Debtors'
chapter 11 cases;
e) advise the Debtors concerning the requirements of the
Bankruptcy Code and applicable rules as the same may affect
the Debtors in their chapter 11 cases;
f) assist the Debtors in the formulation, negotiation,
confirmation, and implementation of a chapter 11 plan of
reorganization and any auction or sale of their assets;
g) advise the Debtors regarding the insolvency proceedings
pending in Canada regarding the Canadian proceedings;
h) make any court appearances on behalf of the Debtors; and
i) take the other action and perform such other services as
the Debtors may require of Sheppard Mullin in connection
with their chapter 11 cases.
The firm's standard and customary hourly rates:
Attorney Position Hourly Rates
-------- -------- ------------
Carren B. Shulman, Esq. Partner $640
Aaron Malo, Esq. Partner $565
Ori Katz, Esq. Partner $530
Michael Wallin, Esq. Associate $430
Robert Sahyan, Esq. Associate $410
Ms. Shulman's hourly billing rate for 2011 is $710, however, Ms.
Shulman has agreed to a 10% reduction in her billing rate for this
matter.
The Debtors assure the Court that the firm is a "disinterest
person" as defined in Section 101(14) of the U.S. Bankruptcy Code.
About MMFX
Irvine, California-based MMFX International Holdings, Inc., and
MMFX Canadian Holdings, Inc., filed for Chapter 11 on January 5,
2010 (Bankr. C.D. Calif. Case Nos. 10-10085 and 10-10083).
Margaret M. Mann, Esq., at Sheppard Mullin Richter & Hampton LLP
assists the Debtors in their restructuring efforts. No committee
of unsecured creditors has been appointed. In their petition, the
Debtors listed assets and debts both ranging from $50,000,001 to
$100,000,000.
MMFX TECH: Needs More Time to File Schedules and Statements
-----------------------------------------------------------
MMFX Canadian Holdings Inc. and its debtor-affiliates ask the Hon.
Robert Kwan of the U.S. Bankruptcy Court for the Central District
of California to extend the time to file their schedules of assets
and liabilities, and statements of financial affairs for an
additional 21 days beyond the standard 14-day period, through and
including Jan. 17, 2011.
A hearing is set for Jan. 18, 2011, at 2:30 p.m., 411 West Fourth
Street in Courtroom 5D, to consider approval of the extension
request.
The Debtors said they require additional time in which to review
their books and records and to conduct an inventory of their
assets and list of executory contracts and unexpired leases in
order to compile the information necessary to complete its
schedules. The Debtors are leanly staffed and the holiday season
makes it even more difficult to complete the Schedules because
several employees will have limited availability.
In addition, Fourth Third LLC propounded discovery requests in
connection with its objection to the New Debtor's motion for DIP
financing that is set for a final hearing on Jan. 12, 2011, which
will require additional time on part of the Debtors to compile the
responses, and specifically additional time on the part of Michael
Pompay as he prepares for his deposition.
About MMFX
Irvine, California-based MMFX International Holdings, Inc., and
MMFX Canadian Holdings, Inc., filed for Chapter 11 on January 5,
2010 (Bankr. C.D. Calif. Case Nos. 10-10085 and 10-10083).
Margaret M. Mann, Esq., at Sheppard Mullin Richter & Hampton LLP
assists the Debtors in their restructuring efforts. No committee
of unsecured creditors has been appointed. In their petition, the
Debtors listed assets and debts both ranging from $50,000,001 to
$100,000,000.
MPG TRUST: Aristeia Terminates Letter Agreement With Caspian
------------------------------------------------------------
In an amended Schedule 13D filing with the Securities and Exchange
Commission on January 7, 2011, Aristeia Capital, LLC disclosed
that it beneficially owns 393,299 shares of 7.625 Series A
Cumulative Redeemable Preferred Stock, par value $.01 per share of
MPG Office Trust, Inc., representing 3.9% of the shares
outstanding. As of November 5, 2010, there were 10,000,000 shares
of Preferred Stock outstanding.
On November 29, 2010, each of Aristeia Capital and Caspian
delivered to the Company the Meeting Request calling for a Special
Meeting to elect the Preferred Directors, and nominating the
Nominees as nominees to be elected as members of the Board of
Directors of the Company at the Special Meeting. The Shares held
by the Fund, together with the shares of Preferred Stock held by
Caspian, as reported in the Caspian 13D, together represent in
excess of 10% of the issued and outstanding Preferred Stock as of
the date of submission of the Meeting Request. As previously
stated, the Company's Articles Supplementary provide that holders
of 10% of the outstanding Preferred Stock are entitled to request
that the Company call a special meeting to elect Preferred
Directors.
Aristeia Capital entered into a Letter Agreement with Caspian
Capital Advisors, LLC, pursuant to which each of the Aristeia
Capital and Caspian has agreed to be responsible for one-half of
certain costs and expenses incurred in connection with the calling
of the Special Meeting and the election of directors at the
Special Meeting. The Letter Agreement will terminate at the
earliest of (a) the mutual agreement in writing of the Reporting
Person and Caspian to terminate the Letter Agreement and (b) the
completion of the Special Meeting.
On December 10, 2010, the Company announced that a Special Meeting
has been called for Wednesday, February 2, 2011, at 8:00 A.M.,
local time, in Conference Room 3E at the offices of Latham &
Watkins LLP, 355 South Grand Avenue, Los Angeles, California
90071. The Board of Directors of the Company has fixed the close
of business on December 20, 2010 as the record date for the
determination of holders of the Preferred Stock entitled to notice
of, and to vote at, the Special Meeting.
Since the Company has duly called the requested Special Meeting,
the parties have at this time elected to terminate the Letter
Agreement between the Aristeia Capital and Caspian, such
termination effective as January 6, 2011. Neither Aristeia
Capital nor Caspian has any further obligation to the other after
January 7, 2011, except for expense re-imbursement obligations
under the Letter Agreement that accrued prior to January 7.
Aristeia Capital intends to vote all of the shares beneficially
owned by it for the election of the Nominees at the Special
Meeting.
About MPG Office Trust
MPG Office Trust, Inc., fka Maguire Properties Inc. --
http://www.mpgoffice.com/-- is the largest owner and operator of
Class A office properties in the Los Angeles central business
district and is primarily focused on owning and operating high-
quality office properties in the Southern California market. MPG
Office Trust is a full-service real estate company with
substantial in-house expertise and resources in property
management, marketing, leasing, acquisitions, development and
financing.
The Company's balance sheet at Sept. 30, 2010, showed
$3.26 billion in total assets, $4.16 billion in total liabilities,
and a stockholder's deficit of $897.21 million.
The Company has been focused on reducing debt, eliminating
repayment and debt service guarantees, extending debt maturities
and disposing of properties with negative cash flow. The first
phase of the Company's restructuring efforts is substantially
complete and resulted in the resolution of 18 assets, relieving
the Company of approximately $2.0 billion of debt obligations and
potential guaranties of approximately $150 million.
MPG TRUST: Mariner Terminates Letter Agreement With Aristeia
------------------------------------------------------------
In an amended Schedule 13D filing with the Securities and Exchange
Commission on January 7, 2011, Mariner Investment Group, LLC
disclosed that it beneficially owns 863,047 shares of MPG Office
Trust, Inc.'s 7.625% Series A Cumulative Redeemable Preferred
Stock, par value $.01 per share, representing 8.6% of the shares
outstanding. According to the filing, Caspian Capital LP owns
863,047 shares; Caspian Capital Advisors, LLC owns
262,936 shares or 2.6%; and Caspian Credit Advisors, LLC
owns 516,489 or 5.2%.
The percentages used are calculated based upon an aggregate of
10,000,000 shares of Preferred Stock outstanding as of November 5,
2010, as reported in the Company's Form 10-Q filed on November 9,
2010.
On November 29, 2010, each of the Reporting Persons -- other than
Caspian Capital -- and Aristeia delivered to the Company the
Meeting Request calling for a Special Meeting to elect the
Preferred Directors, and nominating the Nominees as nominees to be
elected as members of the Board of Directors of the Company at the
Special Meeting. The Shares held by the Accounts, together with
the shares of Preferred Stock held by Aristeia, as reported in the
Aristeia 13D, together represent in excess of 10% of the issued
and outstanding Preferred Stock as of the date of submission of
the Meeting Request. As previously stated, the Company's
Articles Supplementary provide that holders of 10% of the
outstanding Preferred Stock are entitled to request that the
Company call a special meeting to elect Preferred Directors.
The Reporting Persons entered into a Letter Agreement with
Aristeia Capital, L.L.C., pursuant to which each of the Reporting
Persons and Aristeia has agreed to be responsible for one-half of
certain costs and expenses incurred in connection with the calling
of the Special Meeting and the election of directors at the
Special Meeting. The Letter Agreement will terminate at the
earliest of (a) the mutual agreement in writing of the Reporting
Persons and Aristeia to terminate the Letter Agreement and (b) the
completion of the Special Meeting.
On December 10, 2010, the Company announced that a Special Meeting
has been called for Wednesday, February 2, 2011, at 8:00 A.M.,
local time, in Conference Room 3E at the offices of Latham &
Watkins LLP, 355 South Grand Avenue, Los Angeles, California
90071. The Board of Directors of the Company has fixed the close
of business on December 20, 2010 as the record date for the
determination of holders of the Preferred Stock entitled to notice
of, and to vote at, the Special Meeting.
Since the Company has duly called the requested Special Meeting,
the parties have at this time elected to terminate the Letter
Agreement between the Reporting Persons and Aristeia, such
termination effective as of January 6, 2011. Neither the
Reporting Persons nor Aristeia has any further obligation to the
other after January 7, 2011, except for expense re-imbursement
obligations under the Letter Agreement that accrued prior to
January 7. The Reporting Persons intend to vote all of the shares
beneficially owned by them for the election of the Nominees at the
Special Meeting and intend to solicit proxies in connection with
the Special Meeting.
About MPG Office Trust
MPG Office Trust, Inc., fka Maguire Properties Inc. --
http://www.mpgoffice.com/-- is the largest owner and operator of
Class A office properties in the Los Angeles central business
district and is primarily focused on owning and operating high-
quality office properties in the Southern California market. MPG
Office Trust is a full-service real estate company with
substantial in-house expertise and resources in property
management, marketing, leasing, acquisitions, development and
financing.
The Company's balance sheet at Sept. 30, 2010, showed
$3.26 billion in total assets, $4.16 billion in total liabilities,
and a stockholder's deficit of $897.21 million.
The Company has been focused on reducing debt, eliminating
repayment and debt service guarantees, extending debt maturities
and disposing of properties with negative cash flow. The first
phase of the Company's restructuring efforts is substantially
complete and resulted in the resolution of 18 assets, relieving
the Company of approximately $2.0 billion of debt obligations and
potential guaranties of approximately $150 million.
NATION ENERGY: Files 10-Q for Q4 of 2008; $55,362 Loss Reported
---------------------------------------------------------------
Nation Energy Inc. filed with the Securities and Exchange
Commission, on January 7, 2011, its quarterly report on Form 10-Q
for the period ended December 31, 2008. The Company reported a
net loss of $55,362 on $0 of revenue for the three months ended
December 31, 2008, compared to a $42,507 net loss on 50,765 of
revenue for the same period during the prior year.
The Company's balance sheet as of December 31, 2008, showed
$292,105 in total assets, $580,606 in total current liabilities
and a stockholders' deficit of $288,501.
A full-text copy of the quarterly report on Form 10-Q is available
for free at:
http://ResearchArchives.com/t/s?71ef
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.
NEC HOLDINGS: Plan Exclusivity Extended to April 6
--------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that National Envelope Corp. won an extension until
April 6 of the exclusive right to propose a Chapter 11 plan.
NEC Holdings Corp., together with affiliates, including National
Envelope Inc., filed for Chapter 11 on June 10, 2010 (Bankr. D.
Del. Lead Case No. 10-11890). Kara Hammond Coyle, Esq., at Young
Conaway Stargatt & Taylor LLP, serves as bankruptcy counsel.
David S. Heller, Esq., at Josef S. Athanas, Esq., and Stephen R.
Tetro II, Esq., at Latham & Watkins LLP, serve as co-counsel. The
Garden City Group is the claims and notice agent.
NEC Holdings estimated assets and debts of $100 million to
$500 million in its Chapter 11 petition.
In September 2010, National Envelope's key assets were bought in a
roughly $208 million deal by The Gores Group LLC, a West Coast
private equity firm that manages about $2.9 billion of capital.
NETWORK COMMUNICATIONS: Completes Out-of-Court Restructuring
------------------------------------------------------------
Network Communications, Inc. completed an out-of-court
restructuring of its balance sheet on Friday, January 7, 2011 with
unanimous support of all the institutions associated with the
process.
The restructuring reduces the company's debt from approximately
$300 million to approximately $115 million. A major component of
this reduction was accomplished by the tendering of $174.8 million
of its 10_% Senior Notes due 2013 in exchange for $45.0 million of
new 8.6% Senior Subordinated PIK Notes due 2020 and 100% of new
common stock.
"We are very pleased with the outcome of our restructuring, which
reduces the outstanding debt on NCI from approximately $300
million to approximately $115 million," said Dan McCarthy, CEO.
"This outcome improves our operating flexibility and expands our
strategic options as we continue to evolve and transition our
business to provide high-quality marketing solutions to our
customers in the housing market. It is important to note that the
exchange offer received unanimous support from the institutions
participating in the restructuring. We are appreciative of the
hard work and support of all the professionals involved."
Concurrent with the restructuring, McCarthy and Chief Financial
Officer Gerry Parker entered into new four-year employment
contracts to lead the company.
"Dan and I are looking forward to working with our board, our
employees and our business partners to rebuild our market
positions and deliver value to our stakeholders," Parker said.
Over the past two years, NCI has introduced a number of innovative
marketing services in response to customer demand for lower-
priced, high-impact digital solutions. One of the most successful
new offerings has been the DigitalSherpa suite of social media
marketing services, which has more than 1200 customers just 18
months after introduction. These services, combined with its
unmatched local distribution network, position NCI as one of the
strongest players in the local lead-generation and marketing
services segment.
Kirkland & Ellis LLP acted as legal advisor to the Company.
Houlihan Lokey acted as financial advisor and investment banker to
the Company and Kurtzman Carson Consultants LLC acted as exchange
agent and information agent for the Company. Imperial Capital, LLC
acted as financial advisor to the administrative agent to the
credit facility and Jones Day LLP acted as legal advisor to the
administrative agent to the credit facility. Milbank, Tweed,
Hadley & McCloy LLP acted as legal advisor to Beach Point Capital
Management LP.
About NCI
Network Communications, Inc. is a leading local media company
providing lead generation, advertising and Internet marketing
services to the housing industry. The Company's leading brands
are Apartment Finder, The Real Estate Book, DigitalSherpa, Unique
Homes, New England Home and Atlanta Homes & Lifestyles. NCI has
market representation in more than 500 local markets around the
United States.
NMT MEDICAL: Enters Into $2MM Credit Facility With LSQ Funding
--------------------------------------------------------------
NMT Medical, Inc. announced that it has entered into a credit
agreement with LSQ Funding Group, L.C., a Florida-based firm that
specializes in providing financing to small- and medium-sized
businesses.
The asset-based credit facility provides for borrowings up to $2
million for working capital requirements and other general
corporate purposes. The credit facility has a one-year term and
is subject to a borrowing base calculated as a percentage of
domestic accounts receivable that are pledged as collateral
against the loan.
Richard E. Davis, NMT's Chairman, President and Chief Executive
Officer, said, "This non-equity based credit facility, which
replaces the credit arrangement with Silicon Valley Bank that we
recently terminated, provides NMT with the necessary working
capital required to fund its ongoing operations. We continue to
tightly manage our expenses while working closely with the U.S.
Food and Drug Administration to evaluate our potential next steps
relating to patent foramen ovale (PFO) treatment for the stroke
and transient ischemic attack (TIA) indications. In addition, we
are continuing to evaluate all strategic options."
About NMT Medical, Inc.
Headquartered in Boston, Massachusetts, NMT Medical, Inc. (NASDAQ:
NMTI) -- http://www.nmtmedical.com/-- is an advanced medical
technology company that designs, develops, manufactures and
markets proprietary implant technologies that allow interventional
cardiologists to treat structural heart disease through minimally
invasive, catheter-based procedures.
The Company's balance sheet at September 30, 2010, showed
$7.78 million in total assets, $9.75 million in total liabilities,
and a stockholders' deficit of $1.97 million.
The Company has incurred losses from operations during each of the
past two fiscal years and has experienced decreasing sales over
those time periods. The Company's existing cash resources are not
sufficient to fund its business plans, as currently constituted,
beyond the fourth quarter of 2010, the Company said in the filing.
NOVADEL PHARMA: Receives $500,000 Milestone Payment From Akrimax
----------------------------------------------------------------
NovaDel Pharma Inc. announced that it has received a $500,000
milestone payment from Akrimax Pharmaceuticals. The milestone
payment was received in connection with the license and
distribution agreement, dated October 27, 2009, between NovaDel
Pharma Inc. and Mist Acquisition, LLC, an affiliate of Akrimax
Pharmaceuticals. The agreement provides Akrimax with a license to
manufacture and commercialize NitroMist(R) in North America.
NitroMist is NovaDel's oral spray formulation of nitroglycerin,
which has been approved by the FDA for acute relief of an attack
of angina pectoris, or acute prophylaxis of angina pectoris, due
to coronary artery disease.
Akrimax Pharmaceuticals also advised the Company that it has
successfully launched NitroMist in the United States. See
www.nitromist.com for more information.
About NovaDel Pharma
Bridgewater, N.J.-based NovaDel Pharma Inc. (OTC BB: NVDL)
-- http://www.novadel.com/-- is a specialty pharmaceutical
company developing oral spray formulations for a broad range of
marketed pharmaceuticals.
The Company's balance sheet at September 30, 2010, showed
$2.06 million in total assets, $9.10 million in total liabilities,
and a stockholders' deficit of $7.04 million.
As reported in the Troubled Company Reporter on April 6, 2010,
J.H. Cohn LLP, in Roseland, N.J., expressed substantial doubt
about the Company's ability to continue as a going concern
following the Company's 2009 results. The independent auditors
noted of the Company's recurring losses from operations and
negative cash flows from operating activities.
OPTIMUMBANK HOLDINGS: Jack Calloway Resigns From Board
------------------------------------------------------
On January 6, 2011, Jack D. Calloway resigned from the Board of
Directors of OptimumBank Holdings, Inc. Mr. Calloway's decision
to resign was not the result of any disagreement with the Company.
About OptimumBank Holdings
Fort Lauderdale, Fla.-based OptimumBank Holdings, Inc. is a
is a one-bank holding company and owns 100% of OptimumBank, a
state (Florida)-chartered commercial bank. The Bank offers a
variety of community banking services to individual and corporate
customers through its three banking offices located in Broward
County, Florida. The Bank's wholly-owned subsidiaries are OB Real
Estate Management, LLC, OB Real Estate Holdings, LLC, OB Real
Estate Holdings 1503, LLC, and OB Real Estate Holdings 1695, LLC,
all of which were formed in 2009. OB Real Estate Management, LLC,
is primarily engaged in managing foreclosed real estate. OB Real
Estate Holdings, LLC, OB Real Estate Holdings 1503, LLC, and OB
Real Estate Holdings 1695, LLC, hold and dispose of foreclosed
real estate.
The Company's balance sheet at September 30, 2010, showed
$202.74 million in total assets, $198.22 million in total
liabilities, and a stockholders' equity of $4.52 million.
"The Bank [OptimumBank] has experienced recent and continuing
increases in nonperforming assets, declining net interest margin,
increases in provisions for loan losses, continuing high levels of
noninterest expenses related to the credit problems, and eroding
regulatory capital which raise substantial doubt about the Bank's
ability to continue as a going concern," the Company said in the
filing.
PALM HARBOR: Fleetwood-Led Auction Set for March 1
--------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Palm Harbor Homes Inc. will hold an auction on
March 1 to test whether there is an offer to beat the proposal
from Fleetwood Enterprises Inc., a venture between Cavco
Industries Inc. and a fund advised by Third Avenue Management LLC.
Under procedures approved in bankruptcy court last week, other
bids are due Feb. 24. The hearing for approval of the sale will
be held on March 4.
Palm Harbor originally wanted the auction on Jan. 25.
About Palm Harbor
Addison, Texas-based Palm Harbor Homes, Inc. --
http://www.palmharbor.com/-- manufactures and markets factory-
built homes. The Company markets nationwide through vertically
integrated operations, encompassing manufactured and modular
housing, financing and insurance.
Palm Harbor filed for Chapter 11 bankruptcy protection on
November 29, 2010 (Bankr. D. Del. Case No. 10-13850). It
disclosed $321,263,000 in total assets and $280,343,000 in total
debts.
Affiliates Palm Harbor Albemarle, LLC (Bankr. D. Del. Case No.
10-13849), Palm Harbor Real Estate, LLC (Bankr. D. Del. Case No.
10-13851), Palm Harbor GenPar, LLC (Bankr. D. Del. Case No.
10-13852), Palm Harbor Manufacturing, LP (Bankr. D. Del. Case No.
10-13853), and Nationwide Homes, Inc. (Bankr. D. Del. Case No.
10-13854) filed separate Chapter 11 petitions.
Brian Cejka at Alvarez & Marsal is the Debtors' chief
restructuring officer. Raymond James And Associates, Inc., is the
Debtors' investment banker. Alvarez & Marshal North America, LLC,
is the Debtors' financial advisor. BMC Group, Inc., is the
Debtors' claims agent.
PALM HARBOR: Creditors Seek to Hire Pachulski Stang as Counsel
--------------------------------------------------------------
BankruptcyData.com reports that Palm Harbor Homes' official
committee of unsecured creditors filed with the U.S. Bankruptcy
Court a motion seeking to retain Pachulski Stang Ziehl & Jones
(Contact: Laura Davis Jones) as counsel at the following hourly
rates: partner at $550 to $950, of counsel at $475 to $725,
associate at $345 to $495 and paralegal at $175 to $255.
About Palm Harbor
Addison, Texas-based Palm Harbor Homes, Inc. --
http://www.palmharbor.com/-- manufactures and markets factory-
built homes. The Company markets nationwide through vertically
integrated operations, encompassing manufactured and modular
housing, financing and insurance.
Palm Harbor filed for Chapter 11 bankruptcy protection on
November 29, 2010 (Bankr. D. Del. Case No. 10-13850). It
disclosed $321,263,000 in total assets and $280,343,000 in total
debts.
Affiliates Palm Harbor Albemarle, LLC (Bankr. D. Del. Case No.
10-13849), Palm Harbor Real Estate, LLC (Bankr. D. Del. Case No.
10-13851), Palm Harbor GenPar, LLC (Bankr. D. Del. Case No.
10-13852), Palm Harbor Manufacturing, LP (Bankr. D. Del. Case No.
10-13853), and Nationwide Homes, Inc. (Bankr. D. Del. Case No.
10-13854) filed separate Chapter 11 petitions.
Brian Cejka at Alvarez & Marsal is the Debtors' chief
restructuring officer. Raymond James And Associates, Inc., is the
Debtors' investment banker. Alvarez & Marshal North America, LLC,
is the Debtors' financial advisor. BMC Group, Inc., is the
Debtors' claims agent.
PALM HARBOR: Judge OKs $50MM Lead Bid, March Auction for Firm
-------------------------------------------------------------
Palm Harbor Homes Inc. received the go-ahead to proceed with an
auction in which a $50 million offer will kick off bidding for the
manufactured-housing building company's assets, Dow Jones' Small
Cap reports.
Addison, Texas-based Palm Harbor Homes, Inc. --
http://www.palmharbor.com/-- manufactures and markets factory-
built homes. The Company markets nationwide through vertically
integrated operations, encompassing manufactured and modular
housing, financing and insurance.
Palm Harbor filed for Chapter 11 bankruptcy protection on
November 29, 2010 (Bankr. D. Del. Case No. 10-13850). It
disclosed $321,263,000 in total assets and $280,343,000 in total
debts.
Affiliates Palm Harbor Albemarle, LLC (Bankr. D. Del. Case No.
10-13849), Palm Harbor Real Estate, LLC (Bankr. D. Del. Case No.
10-13851), Palm Harbor GenPar, LLC (Bankr. D. Del. Case No.
10-13852), Palm Harbor Manufacturing, LP (Bankr. D. Del. Case No.
10-13853), and Nationwide Homes, Inc. (Bankr. D. Del. Case No.
10-13854) filed separate Chapter 11 petitions.
Brian Cejka at Alvarez & Marsal is the Debtors' chief
restructuring officer. Raymond James And Associates, Inc., is the
Debtors' investment banker. Alvarez & Marshal North America, LLC,
is the Debtors' financial advisor. BMC Group, Inc., is the
Debtors' claims agent.
PAUL STEADMAN: First Bank Wants Case Converted to Chapter 7
-----------------------------------------------------------
Michael M. Beal of McNair Law Firm, PA, on behalf of First Trust
Bank, asks the U.S. Bankruptcy Court for the District of South
Carolina to convert the Chapter 11 case of Paul R. Steadman to a
liquidation proceeding under Chapter 7. A hearing is set for Jan.
27, 2011, at 1:30 p.m., to consider the conversion request.
About Paul Steadman
Fort Mill, South Carolina-based Paul R. Steadman filed for Chapter
11 bankruptcy protection on April 30, 2010 (Bankr. D. S.C. Case
No. 10-03145). Nancy E. Johnson, Esq., at the Law Office of Nancy
E. Johnson, LLC, assists the Debtor in its restructuring effort.
The Debtor disclosed that it has $19,296,279 in total assets, and
$16,204,724 in total liabilities.
PAUL STEADMAN: Files Plan and Disclosure Statement
--------------------------------------------------
Paul R. Steadman delivered a proposed plan of reorganization and
an explanatory disclosure statement.
A hearing is set for Jan. 27, 2011, 01:30 p.m., to consider
approval of the adequacy of the information in the Disclosure
Statement.
According to the Disclosure Statement, the Debtor is liquidating
its assets, this analysis, which allows creditors to determine
whether they are better off through a reorganization and repayment
plan or through a Chapter 7 liquidation, is not relevant.
However, if the assets were liquidated through a Chapter 7, it is
possible that only the mortgage holders would receive any value,
with no distributions to the general unsecured creditors.
The Debtor's plan proposed that properties having no equity
will be surrendered to the mortgage holders. The Debtor will
retain Stockbridge #3, #4, #5, and #6 and continue to market those
properties for a maximum of 360 days after entry date of the order
confirming the Plan.
* Stockbridge #3 and #4 -- 48 acres -- Debtor believes the
value to be approximately $3,600,000. First Trust has the
1st mortgage of approximately $1,700,000. American Community
Bank has a 2nd mortgage in the approximate amount of
$240,000. Resulting equity is $1,660,000.
* Stockbridge #5 -- 22 acres -- American Community Bank has a
1st mortgage in the approximate amount of $950,000. Debtor
values the property at $1,650,000 with $700,000 resulting
equity.
* Stockbridge #6 -- This 2 acre parcel is valued at $150,000
with First Trust Bank having a mortgage in the approximate
amount of $115,000. Resulting equity is $35,000.
The Debtor said if the properties have not sold within that
period of time, the Debtor will surrender those properties to the
respective mortgage holders. If the properties have not sold
within the first 240 days of that time period, the Debtor will
begin making non-default interest payments to the senior mortgage
creditors.
In addition, the Debtor will place the Gold Hill Road which is
unencumbered, on the market and all sales proceeds will be paid to
unsecured creditors in order of priority. If a guaranteed
obligation has not been reduced to a deficiency prior to
distribution of sales proceeds, the Debtor will estimate the
potential deficiency based upon the current tax assessed value of
the property and pay said amount as a Class 16 general unsecured
claim. Gold Hill Road, unencumbered and valued at $180,000, is a
four-acre property next to Stockbridge properties.
Holders of unsecured claims will be paid from the net sales
proceeds of Stockbridge #3 and #4, Stockbridge #5, and the Gold
Hill Road property but only after payment to the Internal Revenue
Service. Debtor estimated that net sales proceeds could be as
much as $1,500,000. As properties are sold, sales proceeds will
be held in trust and a single distribution will be made after the
expiration of the 360 days sales period.
A full-text copy of the Disclosure Statement is available for free
at http://ResearchArchives.com/t/s?71da
About Paul Steadman
Fort Mill, South Carolina-based Paul R. Steadman filed for Chapter
11 bankruptcy protection on April 30, 2010 (Bankr. D. S.C. Case
No. 10-03145). Nancy E. Johnson, Esq., at the Law Office of Nancy
E. Johnson, LLC, assists the Debtor in its restructuring effort.
The Debtor disclosed that it has $19,296,279 in total assets, and
$16,204,724 in total liabilities.
PHILADELPHIA RITTENHOUSE: Files List of 20 Largest Creditors
------------------------------------------------------------
NetDockets reports that Philadelphia Rittenhouse Developer, L.P.,
the company has now filed a list of its largest 20 unsecured
creditors.
According to the report, the two largest unsecured creditors are
listed as Turner Construction, with a claim of just over $3
million, and Dale (presumably a reference to Dale Corp., a
Pennsylvania full-service construction management, general
contracting and development/consulting firm) with a claim of
almost $1.74 million. Interestingly, the fifth-largest general
unsecured creditor listed is the homeowners' association for 10
Rittenhouse Square condominium owners, with a claim of
$183,313.90, the report relates.
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.
PRM DEVELOPMENT: Files Reorganization Plan & Disclosure Statement
-----------------------------------------------------------------
PRM Development, LLC, et al., have filed with the U.S. Bankruptcy
Court for the Northern District of Texas their joint plan of
reorganization and disclosure statement.
The Court has set for January 12, 2011, at 1:45 p.m. a hearing on
the Joint Disclosure Statement.
Copies of the Plan and disclosure statement are available for free
at:
http://bankrupt.com/misc/PRMDEVELOPMENTplan.pdf
http://bankrupt.com/misc/PRMDevelopmentDS.pdf
Treatment of Claims
Classification Treatment
-------------- ---------
Class 1 - administrative -- will be paid by the applicable
claims Reorganized Debtor in cash, in full.
Class 2 - Priority Tax -- will be paid by the Reorganized
Claim Debtors, up to the Allowed amount of
the claim, plus interest at the rate
of 4.5% per annum accrued thereon on
a quarterly basis on October 1,
January 1, April 1 and July 1 of each
year over a period not exceeding six
years after the date of assessment of
the Claims.
Class 3 - Secured Claims -- will be treated as fully Secured
of Liberty Bankers Life Claims in amounts to be determined by
Insurance Company the Court at the Confirmation
Hearing. The Class 3 Claims of
Liberty will be treated as:
Class 3A: consists of the Secured
Claim of Liberty in the principal
amount of $4,690,000 which is secured
by a first lien on the Great Hans
Property. Allowed Secured Claims in
Class 3A will receive this treatment:
(a) Assumption of Great Hans Loan;
(b) In the event that the Little Hans
Property is sold during the
Initial Term of the Great Hans
Loan, the term of the Great Hans
Loan will be extended until
February 1, 2014, on the same
terms as during the Initial Term.
Furthermore, Great Hans LLLP may
extend the term of the Great Hans
Loan for a period of 12 months in
exchange for payment of a 1% exit
fee at maturity of the Great Hans
Loan, provided that the Great
Hans Loan is not in default, and
notice is sent in writing to
Liberty within 120 days of the
maturity of the Initial Term;
(c) All defaults and events of
default existing as of the
Petition Date and as of the
Effective Date will be waived,
and any defaults and events of
default resulting from the
confirmation of the Plan, the
occurrence of the Effective Date,
and the actions and transactions
contemplated by the Plan,
including the payments to be made
under the Plan and changes in
ownership and control effectuated
by the Plan, will also be waived;
(d) No default interest, late
charges, or other penalties or
monetary compensation or fees
will be required to be paid to
Liberty in connection with Great
Hans LLLP's assumption of the
Great Hans Loan, or the treatment
provided under this Plan for
Allowed Class 3A Claims;
(e) Liberty will retain all of its
liens and security interests in
the Debtors' assets, including
the Great Hans Property, granted
to it pursuant to the Great Hans
Loan, with the same validity,
enforceability, attachment,
perfection, priority, and legal
rights that existed on the
Petition Date;
(f) Liberty will be deemed to consent
to and approve the transactions
and changes to the Debtors
contemplated by the Plan,
including, without limitation,
the payments to the holders of
Allowed Claims and Allowed
Administrative Claims pursuant to
the Plan.
Class 3B: consists of the Secured
Claim of Liberty in the principal
amount of $2,310,000 which is secured
by a first lien on the Little Hans
Property. Allowed Secured Claims in
Class 3B will receive this treatment:
(a) Assumption of Little Hans Loan;
(b) In the event the Little Hans
Property is sold, the Little Hans
Loan will be paid in full and the
remaining proceeds will be
distributed, first, to the
Allowed Class 7D General
Unsecured Claims, and, second, to
Little Hans LLP;
(c) Little Hans LLP may extend the
term of the Little Hans Loan for
a period of 12 months in exchange
for payment of a 1% exit fee at
maturity of the Little Hans Loan,
provided that the Little Hans
Loan is not in default, and
notice is sent in writing to
Liberty within 120 days of the
maturity of the Initial Term;
(d) All defaults and events of
default existing as of the
Petition Date and as of the
Effective Date will be waived,
and any defaults and events of
default resulting from the
confirmation of the Plan, the
occurrence of the Effective Date,
and the actions and transactions
contemplated by the Plan,
including the payments to be made
under the Plan and changes in
ownership and control effectuated
by the Plan, will also be waived;
(e) No default interest, late
charges, or other penalties or
monetary compensation or fees
will be required to be paid to
Liberty in connection with Little
Hans LLP's assumption of the
Little Hans Loan, or the
treatment provided under this
Plan for Allowed Class 3B Claims;
(f) Liberty will retain all of its
liens and security interests in
the Debtors' assets, including
the Little Hans Property, granted
to it pursuant to the Little Hans
Loan, with the same validity,
enforceability, attachment,
perfection, priority, and legal
rights that existed on the
Petition Date;
(g) Liberty will be deemed to consent
to and approve the transactions
and changes to the Debtors
contemplated by the Plan,
including, without limitation,
the payments to the holders of
Allowed Claims and Allowed
Administrative Claims pursuant to
the Plan.
Class 4: Secured Claim -- On December 1, 2010, the Wikil
of Winnfield Life Property reverted to Winnfield
Insurance Company pursuant to a non-judicial
foreclosure in the State of
California in full satisfaction and
release of all obligors of the
Winnfield loan, promissory note and
mortgage.
Class 5: Secured Claim -- Any remaining indebtedness of
of Robert Santarpia Santarpia, following the disposition
of the Wikil Property by Winnfield
and distribution of excess proceeds
pursuant to lien priority, will be
treated as a Class 7B General
Unsecured Claim.
Class 6: Secured Claim -- Any remaining indebtedness of the
of Andrea and David Feinbergs, following the disposition
Feinberg of the Wikil Property by Winnfield
and distribution of excess proceeds
pursuant to lien priority, will be
treated as a Class 7B General
Unsecured Claim.
Class 7: General -- consist of all other Allowed Claims
Unsecured Claims against Debtors not placed in any
other Class.
Class 7A: PRM Development General
Unsecured Claims -- creditors holding
these Claims will receive payment of
their Allowed Claims out of cash
distributions payable to the Reorganized
PRM Development up to the Allowed amount
of their Claim as a result of the sale of
the Little Hans Property and the Great
Hans Property.
Class 7B: EMI General Unsecured Claims
-- consists of any Allowed General
Unsecured Claims against EMI. Creditors
holding these claims will receive payment
of their Allowed Claims out of cash
distributions payable to the Reorganized
EMI up to the Allowed amount of their
Claim as a result of the sale of the
Little Hans Property and the Great Hans
Property.
About PRM Development
Chicago, Illinois-based PRM Development, LLC, filed for Chapter 11
protection on August 6, 2010 (Bankr. N.D. Tex. Case No. 10-35547).
Gerrit M. Pronske, Esq., at Pronske & Patel, P.C., assists the
Debtor in its restructuring effort. The Debtor estimated its
assets at $10 million to $50 million and debts at $1 million to
$10 million as of the Petition Date.
Affiliates Bon Secour Partners, LLC; PRS II, LLC; PRM Realty
Group, LLC; PMP II, LLC; Maluhia Development Group, LLC; Maluhia
One, LLC; Maluhia Eight, LLC; Maluhia Nine, LLC; and Long Bay
Partners, LLC, filed separate Chapter 11 petitions.
On October 14, 2010, the Court jointly administered Econometric
Management, Inc., with the Debtors.
QIMONDA RICHMOND: Judge Keeps Docs. Secret in $100-Mil. Liens Suit
------------------------------------------------------------------
Bankruptcy Law360 reports that a bankruptcy judge ruled Friday
that Qimonda Richmond LLC can keep a trove of documents under
wraps based on attorney-client privilege in the chip maker's suit
to avoid $100 million in liens asserted by a customer of its
German parent.
About Qimonda AG
Qimonda AG (NYSE: QI) -- http://www.qimonda.com/-- is a leading
global memory supplier with a diversified DRAM product portfolio.
The Company generated net sales of EUR1.79 billion in financial
year 2008 and had -- prior to its announcement of a repositioning
of its business -- approximately 12,200 employees worldwide, of
which 1,400 were in Munich, 3,200 in Dresden and 2,800 in
Richmond, Va.
Qimonda AG commenced insolvency proceedings in a local court in
Munich, Germany, on January 23, 2009. On June 15, 2009, QAG filed
a petition (Bankr. E.D. Va. Case No. 09-14766) for relief under
Chapter 15 of the U.S. Bankruptcy Code.
Qimonda North America Corp., an indirect and wholly owned
subsidiary of QAG, is the North American sales and marketing
subsidiary of QAG. QNA is also the parent company of Qimonda
Richmond LLC. QNA and QR sought Chapter 11 protection (Bankr.
D. Del. Case No. 09-10589) on Feb. 20, 2009. Mark D. Collins,
Esq., Michael J. Merchant, Esq., and Maris J. Finnegan, Esq.,
at Richards Layton & Finger PA, represent the Debtors.
Roberta A. DeAngelis, the United States Trustee for Region 3,
appointed seven creditors to serve on an official committee of
unsecured creditors. Jones Day and Ashby & Geddes represent the
Committee. In its bankruptcy petition, Qimonda Richmond, LLC,
estimated more than US$1 billion in assets and debts. The
information, the Debtors said, was based on Qimonda Richmond's
financial records which are maintained on a consolidated basis
with Qimonda North America Corp.
RADIENT PHARMA: Gets NYSE Approval to Issue RPC Common Stock
------------------------------------------------------------
Radient Pharmaceuticals Corporation announced that it has received
approval from the New York Stock Exchange AMEX to issue RPC common
stock pursuant to proposals approved by RPC's shareholders on
December 3, 2010.
According to RPC Chairman and CEO Douglas MacLellan, "We are
pleased with the NYSE Amex approval and believe this sets the
Company and on a solid path for the future growth and financial
stability. Based upon shareholder and NYSE Amex approval of the
various note transactions, warrant conversions and debt exchange
agreements, RPC is in a position to have up to approximately $27
million in debt and $14 million in other liabilities eliminated.
As a result, we anticipate an increase of approximately $41
million in total shareholder's equity."
For additional information on Radient Pharmaceuticals Corporation
and its products visit: www.radient-pharma.com or send e-mail to
info@radient-pharma.com. For Investor Relations contact Kristine
Szarkowitz at IR@RadientPharma.com or 1.206.310.5323.
About Radient Pharmaceuticals
Headquartered in Tustin, Calif., Radient Pharmaceuticals
Corporation -- http://www.Radient-Pharma.com/-- is engaged in the
research, development, manufacturing, sale and marketing of its
ONKO-SURE(TM) a proprietary IVD Cancer Test in the United States,
Canada, China, Chile, Europe, India, Korea, Taiwan, Vietnam and
other markets throughout the world.
Radient said in October 2010 it incurred a trigger event on the
12% Convertible Notes issued in first and second quarter of 2010
due to its failure to have the related registration statement
declared effective by June 1, 2010. The Company filed on Sept. 7,
2010, an Event of Default under those same notes occurred since it
did not hold the related shareholder meeting by August 31, 2010.
As reported in the Troubled Company Reporter on April 19, 2010,
KMJ Corbin & Company LLP, in Costa Mesa, Calif., expressed
substantial doubt about the Company's ability to continue as a
going concern, following its 2009 results. The independent
auditors noted that the Company incurred a significant operating
loss and negative cash flows from operations in 2009 and had a
working capital deficit of $4.2 million at December 31, 2009.
The Company's balance sheet at Sept. 30, 2010, showed
$23.56 million in total assets, $34.22 million in total
liabilities, and a stockholders' deficit of $10.66 million.
REALOGY CORP: Completes Exchange Offers & Consent Solicitations
---------------------------------------------------------------
Realogy Corporation said in a press release that it completed its
previously announced private exchange offers and consent
solicitations relating to its outstanding 10.50% Senior Notes due
2014, its outstanding 11.00%/11.75% Senior Toggle Notes due 2014
and its outstanding 12.375% Senior Subordinated Notes due 2015.
The Exchange Offers expired at Midnight, New York City time, on
December 29, 2010, and Realogy accepted for exchange all Existing
Notes validly tendered and not validly withdrawn at or prior to
such time. As of the Expiration Time, approximately $2,742
million aggregate principal amount of the Existing Notes -- or
approximately 90% -- were validly tendered in the Exchange Offers,
with the breakdown as follows: $1,636 million, $421 million and
$685 million aggregate principal amount of the Existing Senior
Cash Notes, Existing Senior Toggle Notes and Existing Senior
Subordinated Notes, and upon closing of the Exchange Offers, there
remained outstanding approximately $64 million aggregate principal
amount of Existing Senior Cash Notes, $49 million aggregate
principal amount of Existing Senior Toggle Notes and $190 million
aggregate principal amount of Existing Senior Subordinated Notes.
Of the total Existing Notes validly tendered and not validly
withdrawn in the Exchange Offers as of the Expiration Time,
approximately $2,110 million aggregate principal amount were
tendered for Convertible Notes and approximately $632 million
aggregate principal amount were tendered for the Extended Maturity
Notes.
As a result of the Exchange Offers, Realogy issued approximately
(i) $492 million aggregate principal amount of new 11.50% Senior
Cash Notes due 2017 and $1,144 million aggregate principal amount
new 11.00% Series A Convertible Senior Subordinated Notes due 2018
in exchange for the validly tendered Existing Senior Cash Notes;
(ii) $130 million aggregate principal amount of new 12.00% Senior
Cash Notes due 2017 and $291 million aggregate principal amount of
11.00% Series B Convertible Senior Subordinated Notes due 2018 in
exchange for the validly tendered Existing Senior Toggle Notes;
and (iii) $10 million aggregate principal amount of new 13.375%
Senior Subordinated Notes due 2018 and $675 million aggregate
principal amount of 11.00% Series C Convertible Senior
Subordinated Notes due 2018 in exchange for the validly tendered
Existing Senior Subordinated Notes.
In addition, based on the receipt of the required consents for
certain amendments to the indentures governing the Existing Senior
Notes and the completion of the Exchange Offers, the supplemental
indentures evidencing the Amendments previously executed by
Realogy, the guarantors listed therein and the trustee are now
operative. The Amendments eliminate substantially all of the
restrictive covenants and certain of the default provisions
contained in the indentures governing the Existing Senior Notes.
About Realogy Corp.
Realogy Corp. -- http://www.realogy.com/-- a global provider of
real estate and relocation services with a diversified business
model that includes real estate franchising, brokerage, relocation
and title services. Realogy's world-renowned brands and business
units include Better Homes and Gardens Real Estate, CENTURY 21,
Coldwell Banker, Coldwell Banker Commercial, The Corcoran Group,
ERA, Sotheby's International Realty, NRT LLC, Cartus and Title
Resource Group. Collectively, Realogy's franchise systems have
around 15,000 offices and 270,000 sales associates doing business
in 92 countries around the world.
Headquartered in Parsippany, N.J., Realogy is owned by affiliates
of Apollo Management, L.P., a leading private equity and capital
markets investor. Realogy fully supports the principles of the
Fair Housing Act.
The Company's balance sheet at Sept. 30, 2010, showed $2.67
billion in total assets, $9.14 billion in total liabilities, and a
stockholders' deficit of $981.0 million.
Realogy carries a 'CC' corporate credit rating with a "developing"
outlook from Standard & Poor's. S&P noted that leverage was high,
at 15x at March 2010, although this was an improvement compared to
20x one year ago.
It has 'Caa2' corporate family and probability of default ratings,
with negative outlook, from Moody's.
REGAL ENTERTAINMENT: Amends Quarterly Report to Refile Exhibit
--------------------------------------------------------------
Regal Entertainment Group filed with the Securities and Exchange
Commission, on January 3, 2011, an amended quarterly report on
Form 10Q, solely for the purpose of refiling Exhibit 10.1. Due to
clerical error, an incorrect version of Exhibit 10.1 was
previously filed. A full-text copy of the Second Amendment to
Exhibitor Services Agreement is available for free at:
http://ResearchArchives.com/t/s?71ca
About Regal Entertainment Group
Based in Knoxville, Tennessee, Regal Entertainment Group (NYSE:
RGC) -- http://www.REGmovies.com/-- is the largest motion picture
exhibitor in the world. Regal's theatre circuit, comprising Regal
Cinemas, United Artists Theatres and Edwards Theatres, operates
6,739 screens in 545 locations in 38 states and the District of
Columbia. Regal operates theatres in 43 of the top 50 U.S.
designated market areas.
* * *
The Company's balance sheet at Sept. 30, 2010, showed
$2.67 billion in total assets, $2.94 billion in total liabilities,
and a stockholders' deficit of $267.3 million.
Regal Entertainment carries 'B1' corporate family and probability
of default ratings from Moody's Investors Service, 'B+' issuer
default rating from Fitch Ratings, and 'B+' corporate credit
rating from Standard & Poor's Ratings Services.
REGAL ENTERTAINMENT: Exhibit to Form 10-Q Treated Confidential
--------------------------------------------------------------
Regal Entertainment Group submitted an application under Rule 24b-
2 requesting confidential treatment for information it excluded
from the Exhibits to a Form 10-Q filed on November 9, 2010, as
amended on January 3, 2011.
Based on representations by Regal Entertainment Group that this
information qualifies as confidential commercial or financial
information under the Freedom of Information Act, 5 U.S.C.
552(b)(4), the Division of Corporation Finance has determined not
to publicly disclose it.
Accordingly, excluded information from Exhibit 10.1 will not be
released to the public for until October 1, 2020.
About Regal Entertainment Group
Based in Knoxville, Tennessee, Regal Entertainment Group (NYSE:
RGC) -- http://www.REGmovies.com/-- is the largest motion picture
exhibitor in the world. Regal's theatre circuit, comprising Regal
Cinemas, United Artists Theatres and Edwards Theatres, operates
6,739 screens in 545 locations in 38 states and the District of
Columbia. Regal operates theatres in 43 of the top 50 U.S.
designated market areas.
* * *
The Company's balance sheet at Sept. 30, 2010, showed
$2.67 billion in total assets, $2.94 billion in total liabilities,
and a stockholders' deficit of $267.3 million.
Regal Entertainment carries 'B1' corporate family and probability
of default ratings from Moody's Investors Service, 'B+' issuer
default rating from Fitch Ratings, and 'B+' corporate credit
rating from Standard & Poor's Ratings Services.
REGAL ENTERTAINMENT: Prices Proposed $150 Million of Senior Notes
-----------------------------------------------------------------
Regal Entertainment Group announced that it plans to offer $150
million aggregate principal amount of its 9.125% senior notes due
2018 at a price to the public of 104.5% of their face value. The
Notes will constitute additional securities under the Indenture,
dated as of August 16, 2010, between the Company and Wells Fargo
Bank, National Association, as trustee, pursuant to which the
Company issued $275 million in aggregate principal amount of its
9.125% senior notes due 2018 on August 16, 2010.
The Notes will be treated as a single series with, and will have
the same terms as, the Prior Notes and will be fungible with the
Prior Notes. The Company intends to use all of the net proceeds
of the offering (i) to pay down a portion of the Company's
outstanding obligations under its senior credit facility, and (ii)
to pay fees and expenses related to the offering.
A registration statement on Form S-3, File No. 333-168703,
relating to the Notes has been filed with the Securities and
Exchange Commission and became effective upon filing. Credit
Suisse Securities (USA) LLC is acting as book running manager for
the offering.
Registration Statement
Regal Entertainment Group filed with the Securities and Exchange
Commission, on January 4, 2010, a free writing prospectus
regarding an offering to sell $150,000,000 9.125% Senior Notes due
2018. Credit Suisse Securities (USA) LLC serves as the sole book-
running manager for the offering.
A full-text copy of the prospectus is available for free at:
http://ResearchArchives.com/t/s?71d2
About Regal Entertainment Group
Based in Knoxville, Tennessee, Regal Entertainment Group (NYSE:
RGC) -- http://www.REGmovies.com/-- is the largest motion picture
exhibitor in the world. Regal's theatre circuit, comprising Regal
Cinemas, United Artists Theatres and Edwards Theatres, operates
6,739 screens in 545 locations in 38 states and the District of
Columbia. Regal operates theatres in 43 of the top 50 U.S.
designated market areas.
* * *
The Company's balance sheet at Sept. 30, 2010, showed
$2.67 billion in total assets, $2.94 billion in total liabilities,
and a stockholders' deficit of $267.3 million.
Regal Entertainment carries 'B1' corporate family and probability
of default ratings from Moody's Investors Service, 'B+' issuer
default rating from Fitch Ratings, and 'B+' corporate credit
rating from Standard & Poor's Ratings Services.
REITTER CORP: Gets Court OK to Use Cash Collateral Until Feb. 28
----------------------------------------------------------------
Reitter Corporation sought and obtained authorization from the
Hon. Enrique S. Lamoutte Inclan of the U.S. Bankruptcy Court for
the District of Puerto Rico to use the cash collateral until
February 28, 2011. The Debtor had reached a stipulation with
Banco Popular de Puerto Rico and the Internal Revenue Services on
the use of cash collateral.
On September 1, 2010, the Debtor and BPPR executed and filed a
joint motion and stipulation for interim use of the cash
collateral. The stipulation was approved on September 8, 2010.
In the stipulation, BPPR agreed to let the Debtor use, on an
interim basis, the cash collateral to satisfy certain operating
expenses solely on the amounts and as set forth in the budget, a
copy of which is available for free at:
http://bankrupt.com/misc/REITTER_CORP_budget.pdf
As adequate protection, the Debtor agreed to, among other things,
grant BPPR a valid perfected post-petition superpriority claim in
an amount equal to any diminution of value of BPPR's interest in
the cash collateral, resulting from the Debtor's use of the cash
collateral.
On October 26, 2010, the Debtor and BPPR executed and filed a
motion amending the stipulation for interim use of cash
collateral. That first amendment to BPPR's stipulation was
approved on November 8, 2010.
The Debtors and BPPR executed and filed on November 8, 2010, a
motion for entry of court order extending stipulation, as amended,
for the interim use of Banco Popular's cash collateral until
December 6, 2010. That second amendment was approved on
November 15, 2010.
On December 6, 2010, the IRS filed a motion to prohibit the use of
cash collateral. The Debtors and BPPR executed and filed that same
day a joint motion for entry of court order extending stipulation,
as amended, for the interim use of BPPR's cash collateral until
January 4, 2010.
On December 7, 2010, the Court denied approval on BPPR's
stipulation extension. The Court granted the Debtor seven days to
reply to the IRS's objection, and a hearing was scheduled for
December 28, 2010.
On December 10, 2010, the Debtor, BPPR and the IRS filed a joint
motion and stipulation for the use of cash and cash collateral
from December 7, 2010, until December 28, 2010, in light of the
proximity of the date set for the hearing. On December 14, 2010,
the Court approved the stipulation.
Because there are still controversies and issues that need to be
adjudicated between BPPR and the IRS in connection to the Debtor's
property, the Debtor will make two monthly payments to the U.S. in
the amount of $25,000 per payment with the first payment due on
January 17, 2011, and the second payment due on February 17, 2011.
The IRS and BPPR stipulate that the authorization to allow the
Debtor's use of cash collateral from December 28, 2011 until
February 28, 2011, as agreed in BPPR's stipulation, doesn't grant
any replacement liens or postpetition liens therein granted any
priority over the IRS liens. The parties also stipulate that the
authorization to allow the cash collateral use, as agreed in
BPPR's stipulation, doesn't grant the superpriority status granted
to BPPR by the Debtors, unless BPPR prevails s to its position.
The parties stipulate that, until the Court makes a final
determination as to the controversy at hand, all parties conserve
the priority which each one had at the time of the filing of the
Petition with respect to their respective claims, security
interests, liens and any and all other rights and privileges under
the U.S. Bankruptcy Code.
San Juan, Puerto Rico-based Reitter Corporation filed for Chapter
11 protection on August 6, 2010 (Bankr. D. P.R. Case No. 10-
07152). Alexis Fuentes-Hernandez, Esq., at Fuentes Law Offices,
assists the Debtor in its restructuring effort. In its schedules,
the Debtor disclosed $20,440,765 in total assets and $17,250,033
in total debts.
REMEDIAL CYPRUS: Plan of Liquidation Declared Effective
-------------------------------------------------------
Remedial (Cyprus) Public Company Ltd. said that its Chapter 11
plan of liquidation became effective on Dec. 20, 2010. The U.S.
Bankruptcy Court for the Southern District of New York confirmed
the liquidation plan on Dec. 16, 2010.
Entities asserting an administrative expense claim against the
Debtor must filed their administrative claim requests by Jan. 19,
2011, at 4:00 p.m. (Eastern Standard Time).
Under the Plan, holders of allowed general unsecured claims
against the Debtor will receive their pro rata share of estate
assets. Holders of allowed convenience claims will receive 50% of
the allowed amount of their claim.
The Plan subordinates the deficiency claim to allowed general
unsecured claims and convenience claims. Holders of the
deficiency claim will receive estate assets, if any, only after
the payment in full of allowed administrative expense claims,
allowed priority claims, allowed general unsecured claims and
allowed convenience claims. The Debtor believed that the
likelihood of any distribution to holders of the deficiency claim
is low.
The Plan cancels all interests and provides that holders of
interests will receive no Distributions.
Treat of Claims and Interests
Class Type of Claim Allowed Claim Recovery
----- ------------- ------------- --------
Administrative $233,000 100%
Expense Claims
and Priority Claims
1 General Unsecured $9,171,875 2.73%
Claims
2 Convenience Claims $4,256 50%
3 Deficiency Claim $73,120,356 0%
4 Interests Impaired N/A 0%
A full-text copy of the Plan Of Liquidation is available for free
at http://ResearchArchives.com/t/s?71fc
About Remedial (Cyprus)
Based in Limassol, Cyprus, Remedial (Cyprus) Public Company owns
and operates self-propelled jack up rigs called Elevating Support
Vessels. The vessels facilitate offshore well intervention
activities and work-over services.
Remedial (Cyprus) Public Company Ltd. -- dba Brufani
Shipmanagement Limited and Remedial Cyprus Limited -- filed for
Chapter 11 bankruptcy protection on February 17, 2010 (Bankr.
S.D.N.Y. Case No. 10-10782). Kenneth A. Rosen, Esq., at
Lowenstein Sandler, P.C., assists the Company in its restructuring
effort. The Company estimated its assets and debts at
US$100,000,001 to US$500,000,000.
RIVER ROAD: Gets Interim OK to Use Cash Collateral Until March 30
-----------------------------------------------------------------
River Road Hotel Partners, LLC, et al., sought and obtained, for
the 10th time, interim authorization from the Hon. Bruce W. Black
of the U.S. Bankruptcy Court for the Northern District of Illinois
to use the cash collateral until March 30, 2011.
The Court previously approved the Debtor's use of cash collateral
on an interim basis pursuant to orders dated August 18, 2009;
August 20, 2009; September 17, 2009; October 29, 2009;
December 16, 2009; March 16, 2009; April 21, 2010; June 10, 2010;
June 24, 2010; and September 15, 2010.
To construct its hotel, the Debtor obtained a $128,611,313
construction loan from Amalgamated Bank, as Trustee of the
Longview Ultra I Construction Loan Investment Fund, in its
capacity as administrative agent for itself and San Diego National
Bank in February 2007. In October 2008 and pursuant to a second
modification of loan agreement, the hotel loan was increased by
$6,625,000 from $128,611,313 to $135,236,313. As of the Petition
Date, the Debtor owes the Lender in excess of $130 million.
In February 2007, affiliate River Road Restaurant Pads, LLC,
obtained a $7.5 million construction loan from the Lender. As of
the Petition Date, Restaurant Pads owes the Lender in excess of
$6 million.
In December 2007, affiliate River Road Expansion Partners, LLC,
obtained a $20,265,000 construction loan from the Lender. As of
the Petition Date, expansion Partners owes the Lender in excess of
$10 million.
David M. Neff, Esq., at Perkins Coie LLP, explained that the
Debtors need the money to fund their Chapter 11 case, pay
suppliers and other parties.
As adequate protection, the Debtor will continue operating its
hotel and use the cash collateral to pay operating expenses of the
hotel, as specified in the budget. A copy of the budget is
available for free at:
http://bankrupt.com/misc/River_Road_budget.pdf
By the 20th business day following the final day of every month
for the period contained in the Budget, the Debtor will deliver to
the Lender and the Committee: (i) comparison of the amounts set
forth in the Budget to actual results for the prior month; (ii) a
financial statement for the hotel for the prior month showing a
comparison to the Budget and a comparison to the prior year;
(iii) a balance sheet for the hotel for the prior month; (iv) a
report from the asset manager for the prior month; and (v) STR
report for the hotel for the second month prior.
The Court has set a further hearing for March 30, 2011, at
10:30 a.m. on the Debtor's use of the cash collateral.
About River Road Hotel Partners
River Road Hotel Partners, LLC, developed and manage the
InterContinental Hotel Chicago O'Hare located in Rosemont,
Illinois. Affiliate RadLAX Gateway Hotel LLC owns the Radisson
hotel at Los Angeles International Airport. Both are ultimately
controlled owned by Harp Group.
River Road and its affiliates filed Chapter 11 in Chicago on
August 17, 2009 (Bankr. N.D. Ill. Lead Case No. 09-30029). Based
in Oak Brook, Illinois, River Road estimated assets of as much as
$100 million and debt of as much as $500 million in its Chapter 11
petition.
RadLAX and its affiliates filed a separate chapter 11 petition
(Bankr. N.D. Ill. Case No 09-30047), estimating assets at
$50 million to $100 million.
David M. Neff, Esq., at Perkins Coie LLP, serves as counsel to the
River Road and RadLAX debtors. The two cases, however, are not
jointly administered.
RIVER ROAD: Lenders File Amended Plan & Disclosure Statement
------------------------------------------------------------
Amalgamated Bank as Trustee of Longview Ultra Construction Loan
Investment Fund, and co-lender U.S. Bank National Association have
filed their first amended joint Chapter 11 Plan of Liquidation and
explanatory disclosure statement for River Road Hotel Partners,
LLC, et al., with the U.S. Bankruptcy Court for the Northern
District of Illinois.
As reported by the Troubled Company Reporter on November 23, 2010,
the Lenders filed a competing plan outlining their strategy for
wrapping up River Road Hotel Partners LLC's bankruptcy. The
Lenders introduced a Chapter 11 liquidation proposal which would
hand the deed to the property over to the lenders.
On January 3, 2011, the Lenders filed the amended Plan. Under the
Plan, the Debtors' assets will be transferred to the Lenders on
account of their claims.
Copies of the Plan and Disclosure Statement, as amended, are
available for free at:
http://bankrupt.com/misc/RIVER_ROAD_lendersplan.pdf
http://bankrupt.com/misc/RiverRoad_LendersDS.pdf
Treatment of Claims
Under the Plan, the administrative claims and priority tax claims
will be paid in full.
With respect to classified claims:
Classification Treatment
-------------- ---------
Class 1 - Priority Claims * The Priority Claim will receive in
Against Hotel Partners, full satisfaction, settlement and
Expansion Partners and release of and in exchange for the
Restaurant Pads claim at the election of the
Debtors made on or prior to the
effective date (a) cash equal to
the amount of the claim; or (b)
other treatment as to which the
plan proponent and the holder of
the claim agree upon in writing;
Class 2 - Lenders' Hotel * Hotel Partners will convey the
Partners Secured Claims hotel and related properties to the
plan transferee in accordance with
and pursuant to the plan
implementation deed for Hotel
Partners; the plan transferee will
take title to the hotel properties
and related assets subject to the
claims, and all liens of the
Lenders on the hotel and other
asses of hotel partners will remain
in full force and effect following
the effective date; the excess cash
collateral will be distributed to
the Lenders;
Class 2 Amalgamated's * Expansion Partners will convey the
Expansion Partners Secured Expansion Space and related
Claims properties to the plan transferee;
the plan transferee will take title
to the Expansion Space and related
assets, and all liens of
Amalgamated on the Expansion Space
and other assets of Expansion Space
will remain in full force and
effect following the Effective
Date;
Class 2 - Lenders' * Restaurant Pads will convey the
Restaurant Pads Secured Restaurant Properties and related
Claims properties to the plan transferee;
the plan transferee will take title
to the Restaurant Properties and
related assets, and all liens of
the Lenders on Restaurant
Properties and other assets of
Restaurant Pads will remain in full
force and effect following the
Effective Date; the excess cash
collateral will be distributed to
the Lenders;
Class 3 - Mechanic's Lien * Holders will receive one of these
Claims alternative forms of treatment:
(i) If, any filed mechanic's lien
claim is determined to be an
allowed senior mechanic's lien
claim, then (a) all of the legal,
equitable, and contractual rights
to which the claim entitles the
holder will be fully reinstated and
retained, ad the claim will be paid
in full, or (b) other lesser
treatment as may be agreed upon
writing by the holder and the
Lenders; or (ii) if any filed
mechanic's lien claim is determined
to be junior to the Lenders' liens,
the holders will, in full
satisfaction, settlement, release
and discharge of and in exchange of
the claims, receive from the
liquidating trustee, its pro-rata
share of the Initial Class 3
Distribution Amount;
Class 4 - Other Secured * Holders will receive: (i) all of
Claims the legal, equitable, and
contractual rights to which the
claim entitles the holder will be
fully reinstated and retained, and
the claims will be paid in full;
(ii) other lesser treatment as may
be agreed upon in writing by the
holders and the Lenders; or (iii)
at the Lender's option, pay the
claims in full;
Class 5 - General * holders will, in full satisfaction,
Unsecured Hotel Partner settlement, release and discharge
Claims of and in exchange for the claims,
receive from the liquidating
trustee pro-rata share of the
initial class distribution amount;
Class 6 - Lenders' Hotel * the claims are impaired because the
Partners Deficiency Claims Lenders aren't receiving full
payment for their allowed claims;
the claims won't be discharged upon
confirmation of the Plan and will
be assumed by the plan transferee
as of the effective date; the Hotel
Partners will convey the hotel and
related properties to the plan
transferee; the plan transferee
will take title t the Hotel
Properties and related assets, and
all liens of the Lenders on the
hotel and other assets of Hotel
Partners will remain in full force
and effect;
Class 6 - Amalgamated's * Claims are impaired because
Expansion Partners Amalgamated isn't receiving full
Deficiency Claims payment for its claims; the claims
won't be discharged upon
confirmation of the Plan and will
be assumed by the plan transferee
as of the effective date; Expansion
Partners will convey the Expansion
Space and related properties to the
plan transferee; the plan
transferee will take title to the
Expansion Space and related assets,
and all liens of Amalgamated on the
Expansion Space and other assets of
Expansion Space will remain in full
force and effect;
Class 6 - Lenders' * Claims are impaired because the
Restaurant Pads Deficiency Lenders aren't receiving full
Claims payment for their claims; the
claims won't be discharged upon
confirmation of the Plan and will
be assumed by the plan transferee
as of the effective date;
Restaurant Pads will convey the
Restaurant Properties and related
properties to the plan transferee;
the plan transferee will take title
to the Restaurant Properties and
related assets, and all liens of
the Lenders on Restaurant
Properties and other assets of
Restaurant Pads will remain in full
force and effect;
Class 7 - Intercompany * Claims won't receive or retain any
Claims property under the Plan and will be
extinguished on the effective date;
Class 8 - Interests in * Class 8 Interests won't receive or
Debtors retain any property under the Plan
and will be canceled on the
effective date.
The Lenders request that the Court enter an order scheduling these
possible deadlines and hearing date:
a. January 10, 2011, as the date by which the Lenders must
serve, via United States First Class Mail, the Disclosure
Statement and the ballots;
b. February 10, 2011, at 4:30 p.m. (Central Standard Time) as
the deadline for the creditors to deliver their ballots;
c. February 10, 2011, at 11:59 p.m. (Central Standard Time) as
the deadline for filing and serving any objection to the
adequacy of the Disclosure Statement or confirmation of the
Plan; and
d. February 17, 2011, at 11:00 a.m. (Central Standard Time) as
the date for a hearing on the adequacy of the Disclosure
Statement and confirmation of the Plan.
About River Road Hotel Partners
River Road Hotel Partners, LLC, developed and manage the
InterContinental Hotel Chicago O'Hare located in Rosemont,
Illinois. Affiliate RadLAX Gateway Hotel LLC owns the Radisson
hotel at Los Angeles International Airport. Both are ultimately
controlled owned by Harp Group.
River Road and its affiliates filed Chapter 11 in Chicago on
August 17, 2009 (Bankr. N.D. Ill. Lead Case No. 09-30029). Based
in Oak Brook, Illinois, River Road estimated assets of as much as
$100 million and debt of as much as $500 million in its Chapter 11
petition.
RadLAX and its affiliates filed a separate chapter 11 petition
(Bankr. N.D. Ill. Case No 09-30047), estimating assets at
$50 million to $100 million.
David M. Neff, Esq., at Perkins Coie LLP, serves as counsel to the
River Road and RadLAX debtors. The two cases, however, are not
jointly administered.
RIVIERA DRILLING: 10th Cir. Affirms Dismissal of Gunnison Suit
--------------------------------------------------------------
The United States Court of Appeals for the Tenth Circuit uphold a
district court ruling dismissing Riviera Drilling & Exploration
Company's antitrust complaint filed against Gunnison Energy
Corporation, SG Interests I, Ltd., and SG Interests VII, Ltd. on
November 14, 2008, in the United States District Court for the
District of Colorado. The District Court dismissed the suit after
Riviera failed to appoint a replacement counsel.
A copy of the 10th Circuit's Order and Judgement dated January 5,
2011, is available at http://is.gd/ktEOLfrom Leagle.com.
The appeal was before Circuit Judges Carlos F. Lucero, David M.
Ebel and Harris L. Hartz. Judge Hartz wrote the decision.
Riviera Drilling & Exploration Company filed for Chapter 11
bankruptcy (Bankr. D. Colo. Case No. 10-11902) on February 2,
2010. The Debtor employed Kutner Miller Brinen, P.C., as
bankruptcy counsel.
ROCK & REPUBLIC: Files VF Sale-Based Chapter 11 Plan
----------------------------------------------------
Rock & Republic Enterprises Inc. and its debtor-affiliates, the
Official Committee of Unsecured Creditors, and VF Corporation are
jointly proposing a Chapter 11 plan of liquidation for Rock &
Republic.
The Plan contemplates and is predicated upon the sale of the
Debtors' intellectual property rights to NewCo, an entity wholly
owned by VF Corporation. VF Corporation agreed to purchase the
Debtors' assets for $57,000,000, consists of:
i) $55,000,000 in Cash less the holdback of up to $500,000
for payment of Transfer Taxes and Qualifying Claims against
Rock Holdings, ii)
ii) $1,000,000 to Rock Holdings in consideration for the
transfer of the Purchased Intellectual Property from the
Ball Entities to the Debtors; and
iii) an amount equal to the Lease Rejection Claims not to exceed
$1,000,000.
A $2,300,000 is to be paid to VF if the asset purchase agreement
is terminated, and the Debtors enter into an alternative
transaction within 12 months of the termination.
Furthermore, the Plan provides for the transferring of a portion
of the total sale consideration paid under the Sale Transaction
and all property of the Estates to a liquidating trust that will
be administered by a liquidating trust administrator. The
remainder of the Sale Consideration (will be paid to the Debtors
for the purpose of satisfying certain Allowed Claims. The
Liquidating Trust Administrator will, among other things, be
responsible for the:
a) Claims resolution process,
b) distribution to holders of Allowed Claims and Interests,
c) pursuit of objections to, and requests for estimation of,
Claims against the Debtors,
d) payment of amounts under the Plan, including, without
limitation, Administrative Expense Claims, and
e) wind down process of the Debtors including sale or
abandonment of the Estates' remaining assets and the
dissolution of the Post Effective Date Debtors and
the filing of final tax returns.
Under the plan, holders of priority non-tax, factoring agreement,
RKF loan, and other secured claims are unimpaired and are expected
to recover 100% of their claims. General unsecured creditors are
impaired and will receive their pro rata share from available cash
from a liquidating trust. Equity holders will receive payment
from the trust after payment of all unsecured claims and
subordinated claims.
A full-text copy of the Disclosure Statement is available for free
at http://ResearchArchives.com/t/s?71fb
About Rock & Republic
New York-based Rock & Republic Enterprises, Inc., is a wholesale
and retail apparel company specializing in an avant-garde and
distinctive line of clothing. Originally started in 2002 by its
Chief Executive Officer, Michael Ball, primarily as an American
jeans company, the Debtors have expanded their lines to include
high fashion clothing for men, women and children as well as
shoes, cosmetics and accessories. The Company's merchandise can
be found at most high end retail stores such as Nordstrom, Neiman
Marcus, Bergdorf Goodman, Bloomingdales, Lord & Taylor, Harvey
Nichols and Saks Fifth Avenue, as well as in small upscale
boutiques.
The Company filed for Chapter 11 bankruptcy protection (Bankr.
S.D.N.Y. Case No. 10-11728) on April 1, 2010. Alex Spizz, Esq.,
and Arthur Goldstein, Esq., at Todtman, Nachamie, Spizz & Johns,
P.C., assist the Company in its restructuring effort. Manderson,
Schaefer & McKinlay, LLP, is the Company's special corporate
counsel. The Company estimated $50 million to $100 million in
assets, and $10 million to $50 million in liabilities.
The Company's affiliate, Triple R, Inc., filed a separate
Chapter 11 petition (Bankr. S.D.N.Y. Case No. 10-11729) on
April 1, 2010.
ROSSCO HOLDINGS: Taps Creditors' Law Group as Bankruptcy Counsel
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Texas
authorized Rossco Holdings, Inc., et al., to employ The Creditors'
Law Group as general bankruptcy counsel.
The firm will be representing the Debtors in the Chapter 11
proceedings.
To the best of the Debtors' knowledge, the firm is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached at:
THE CREDITORS' LAW GROUP, APC
David J. Richardson, Esq.
Laura L. Buchanan, Esq.
2301 Hyperion Avenue, Suite A
Los Angeles, CA 90027
Tel: (323) 686-5400
Fax: (323) 686-5403
E-mails: djr@thecreditorslawgroup.com
llb@thecreditorslawgroup.com
About Rossco Holdings, Inc.
College Station, Texas-based Rossco Holdings, Inc., filed for
Chapter 11 protection on August 2, 2010 (Bankr. W.D. Tex. Case No.
10-60953). The new California Case No. of Rossco Holdings is
LA10-55951BB. Ronald E. Pearson, Esq., at Pearson & Pearson,
represents the Debtor. The Debtor disclosed $28,415,681 in assets
and $10,567,302 in liabilities as of the Petition Date.
Affiliates Monte Nido Estates, LLC; LJR Properties, Ltd.; WM
Properties, Ltd.; Colony Lodging, Inc.; and Rossco Plaza, Inc.,
filed separate Chapter 11 petitions.
RP SAM: Has Until February 1 to File Chapter 11 Plan
----------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
directed RP Sam Houston Plaza, L.P., to file a chapter 11 plan and
disclosure statement by February 1, 2011.
Rancho Cucamonga, California-based RP Sam Houston Plaza, L.P.,
filed for Chapter 11 bankruptcy protection on July 29, 2010
(Bankr. C.D. Calif. Case No. 10-33922). D. Edward Hays, Esq., at
Marshack Hays LLP, assists the Debtor in its restructuring effort.
The Company estimated its assets and debts at $10 million to
$50 million in its Chapter 11 petition.
RQB RESORT: Sawgrass Marriott Valued by Judge at $132 Million
-------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that U.S. Bankruptcy Judge Paul M. Glenn ruled officially
last week that Sawgrass Marriott Resort in Ponte Vedra Beach,
Florida, is worth $132 million. After a two-day trial in
December, Judge Glenn adopted Goldman Sachs Mortgage Co. opinion
about the value of the property. RQB Resort LP, the resort's
owner, wanted the judge to rule that it's worth $88.9 million.
Goldman Sachs, the lender, is owed $193 million.
Mr. Rochelle relates that in a case where an asset is clearly
worth less than the secured debt, it's to the bankrupt company's
benefit to place as low a value as possible on the property. Even
though it may be less than the mortgage debt, paying the value of
the property determined by the judge can allow a company to emerge
from Chapter 11 even if the lender objects, Mr. Rochelle says.
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.
SBARRO INC: Hires Kirkland & Ellis for Restructuring Advice
-----------------------------------------------------------
The Wall Street Journal's Mike Spector reports that people
familiar with the matter said Sbarro Inc. has hired the law firm
Kirkland & Ellis to advise it on restructuring its balance sheet.
As reported by the Troubled Company Reporter on January 10, 2011,
Sbarro hired investment bank Rothschild Inc. for restructuring
advice.
Mr. Spector notes hiring advisers doesn't necessarily mean a
company will file for bankruptcy protection. He notes companies
often bring them aboard to restructure debts outside of Chapter
11, typically through a refinancing or an exchange of existing
debt for new equity. Sbarro may be able to rework its balance
sheet with consent from creditors and avoid bankruptcy court,
according to the people familiar with the situation. Sbarro
declined to comment.
Mr. Spector notes Sbarro took on significant debt in 2007 to back
a buyout by private-equity firm MidOcean Partners. One source
told the Journal that Ares Management, an investment firm that
often invests in the debt of troubled companies, holds roughly
half of Sbarro's $150 million in bond debt.
According to the TCR, the Company remains in discussions with its
creditors and other stakeholders regarding the Company's long-term
capital structure and potential strategic alternatives to address
its long-term needs.
One source told the Journal Sbarro is exploring asking creditors
to convert significant chunks of debt to equity. This source said
restructuring talks could center on how to divide equity in a
restructured Sbarro among MidOcean and Ares.
MidOcean and Ares declined to comment, according to Mr. Spector.
Forbearance Agreement
As reported by the TCR on January 10, 2011, Sbarro, together with
its parent, Sbarro Holdings, LLC, effective January 3, entered
into a Forbearance Agreement with its lenders under its First Lien
Credit Agreement and Bank of America, N.A., as Administrative
Agent under the First Lien Credit Agreement, anticipating that it
would not be in compliance with one of the financial covenants in
its First Lien Credit Agreement as of January 2, 2011.
On January 3, the Company provided a notice of default to the
First Lien Holders regarding this anticipated failure to meet
a financial covenant in the First Lien Credit Agreement.
Pursuant to the Forbearance Agreement, the First Lien Holders have
agreed to temporarily forbear from exercising certain rights and
remedies under the First Lien Credit Agreement solely by reason of
the First Lien Default or the delivery of the Indenture Notice.
Specifically, until the Forbearance Agreement terminates, the
First Lien Holders have agreed not to terminate the commitments,
accelerate the loans, require cash collateral for the letter of
credit obligations, enforce liens granted under the collateral
documents or exercise any other rights or remedies that may be
available under the loan documents in respect of the First Lien
Default or the delivery of the Indenture Notice.
The Company has acknowledged that as a result of the First Lien
Default (i) the Company's consent right in respect of certain
assignments is no longer in effect, (ii) all outstanding loans
bear interest at the default rate (contract rate + 2%), which will
result in incremental interest of approximately $860,000 for the
first quarter of fiscal year 2011, and (iii) the Company is not
entitled to convert eurodollar loans to, or continue any
eurodollar loans for additional interest periods as, eurodollar
loans having an interest period in excess of one month. The
Company has also agreed to pay a fee to each lender that consents
to the Forbearance Agreement of 15 basis points on the principal
amount of loans held by such lender under the First Lien Credit
Agreement. As of January 3, 2011, the Company has paid consenting
lenders a forbearance fee of $246,063 in aggregate.
The Forbearance Agreement terminates on the earliest of (i)
January 31, 2011, (ii) the date on which any event of default
under the First Lien Credit Agreement other than the First Lien
Default shall occur, (iii) the date of any breach by Holdings or
the Company of the Forbearance Agreement, and (iv) the date on
which any holder of the Company's senior notes or any of the
Company's second lien lenders (A) accelerates any of the Company's
obligations under the Indenture or the second lien credit facility
or (B) enforces any rights to collect payment under their
respective agreements with the Company. Approximately 95% of the
Company's outstanding second lien debt is held by an affiliate of
MidOcean Partners. MidOcean Partners, through various investment
funds that it manages, is the indirect, majority stockholder of
the Company.
The Company received a "Notice of Default", dated December 28,
2010, from AFII US BD Holdings, L.P., a holder of a majority of
the Company's senior notes, contending that the Company's
incurrence of its second lien credit facility in March 2009
violated certain provisions of the Senior Notes Indenture, dated
as of January 31, 2007, among the Company, the guarantors named
therein and The Bank of New York, as Trustee, pursuant to which
the Company's senior notes were issued in January 2007. The
Indenture Notice states that it is not a notice of acceleration.
The Company continues to believe that its entry into the second
lien credit facility in March 2009, the proceeds of which were
used to pay down outstanding indebtedness under the First Lien
Credit Agreement, was permitted by the Indenture.
About Sbarro Inc.
Melville, N.Y.-based Sbarro, Inc. -- http://www.sbarro.com/-- is
the world's leading Italian quick service restaurant concept and
the largest shopping mall-focused restaurant concept in the world.
The Company has 1,056 restaurants in 41 countries.
The Company's balance sheet at Sept. 30, 2010, showed
$455.55 million in total assets, $29.98 million in total current
liabilities, $7.47 million in deferred rent, $70.64 million in
deferred tax liabilities, $13.26 million in due to former
shareholders and other liabilities, $341.80 million in long-term
debt, and stockholder's equity of $16.17 million.
* * *
Standard & Poor's Ratings Services in January 2011 lowered its
corporate credit rating on Sbarro to 'CC' from 'CCC-'. The
outlook is negative.
"The ratings on Sbarro reflect S&P's belief that the company's
current capital structure is unsustainable and that it is unable
to service its existing debt," said Standard & Poor's credit
analyst Mariola Borysiak. Sbarro has engaged Rothschild Inc. as
its financial advisor to explore strategic alternatives addressing
its current capital structure.
SHALAN ENTERPRISES: Files Plan of Reorganization
------------------------------------------------
Creditors Perry And Rita Klein have filed a plan of reorganization
and disclosure statement for Shalan Enterprises, LLC --
substantially consolidated with Alan Rapoport -- with the U.S.
Bankruptcy Court for the Central District of California.
The Creditors will seek approval of the Plan from the Court at a
confirmation hearing on January 26, 2011, at 9:30 a.m.
The Plan calls for the appointment of a Plan Administrator.
According to the Creditors, the Debtor is delaying the case in an
effort to not pay creditors. "Debtor has failed to list all
community assets in his Schedules. Debtor has failed to produce
documents required by the 2004 exam. Debtors administrative fees
are excessive and the longer the case goes without a plan the
greater the administrative expenses. The Debtor has fraudulently
conveyed assets and is not pursuing collection of those assets.
The Debtor violated orders from the Nevada State District Court
with regard to transferring assets. The Debtor is using Estate
funds to pay for property that he is not required to pay. As a
result of dishonesty, incompetence, or gross mismanagement of the
affairs of the Debtor by current management and the conflict of
interest of the Debtor, the Proponents believe that the
appointment of a Plan Administrator would be the best interest of
the Creditors and the Estate," the Creditors stated.
The Plan is proposing a three-year liquidation process of the
nonexempt property and requires Mr. Rapoport to devote all his
disposable income to the plan for five years. The Allowed
Secured Claims will be paid as their collateral is liquidated with
excess proceeds being used to pay other Classes. If not sooner,
the Allowed Unsecured Claims will start receiving disbursements
three years from Confirmation Date.
Copies of the Plan and Disclosure Statement are available for free
at:
http://bankrupt.com/misc/SHALAN_plan.pdf
http://bankrupt.com/misc/Shalan_DS.pdf
Treatment of Claims
The Plan proposes to pay the Administrative Claims, Priority Tax
Claims and Statutory Fees in full on the Effective Date. The
Priority Deposit Claim that arises from leases that are being
assumed in the Plan will be paid, in accordance with the terms of
the lease at its conclusion.
With respect to classified claims:
a. Class 1 will consist of all Allowed Secured Claims of First
Bank. It is being proposed that this Class be paid in full
through the liquidation of the collateral secured by First
Bank. Any unsecured portion of the claim will be treated in
Class 17.
b. Class 2 will consist of all Allowed Secured Claims of Perry &
Rita Klein. It is being proposed that this Class be paid in
full through the liquidation of the collateral securing the
debt. Any unsecured portion of the claim will be treated in
Class 17.
c. Class 3 will consist of all Allowed Secured Claims for non-
priority taxes of the County Treasurer in Orange County,
California. It is being proposed that this Class be paid in
full through the liquidation of the collateral securing the
debt. Any unsecured portion of the claim will be treated in
Class 17.
d. Class 4 will consist of all Allowed Secured Claims for non-
priority taxes of Clark County Treasurer in Clark County,
Nevada. It is being proposed that this Class be paid in full
through the liquidation of the collateral securing the debt.
Any unsecured portion of the claim will be treated in Class
17.
e. Class 5 will consist of all of the Allowed Secured Claims of
Sylvia Lissat. It is being proposed that this Class be paid
in full through the liquidation of the collateral securing
the debt. Any unsecured portion of the claim will be treated
in Class 17.
f. Class 6 will consist of all of the Allowed Secured Claims of
The Bank of New York Mellon fka The Bank of New York as
Liquidating Trust for the Certificated Holders CWALT, Inc.
Alternative Loan Trust 2006-45T1. It is being proposed that
this Class be allowed to foreclose on its collateral and if
there is any deficiency that it be treated in Class 17.
g. Class 7 will consist of all of the Allowed Secured Claims of
The Bank of New York Mellon Trust Company, N.A. f/jk/a the
Bank of New York Trust Company, N.A., as Trustee for Chase
Flex Trust Series 2007-1. It is being proposed that this
Class be allowed to foreclose on its collateral and if there
is any deficiency that it be treated in Class 17.
h. Class 8.1 is unimpaired and 8.2 is impaired. Class 8 will
consist of all of the Allowed Secured Claims of Chase Home
Finance LLC.
i. Class 9 will consists of all of the Allowed Secured Claims of
Citi Mortgage Inc. For sub-class 9.1 it is being proposed
that this Class be allowed to foreclose and 135 E. Harmon
#1503, Las Vegas, Nevada 89109 with any unsecured portion of
the claim be treated in Class 17. Sub-class 9.2 is
unimpaired. Class 9.1 is unimpaired and 9.2 is impaired
j. Class 10 will consist of all Allowed Secured Claims of GMAC
Mortgage LLC and is unimpaired. Sub-class 10.1 is
unimpaired. For sub-class 10.2, it is being proposed that
this Class be paid in full through the liquidation of the
collateral securing the debt. Any unsecured portion of the
claim will be treated in Class 17.
k. Class 11 will consist of all Allowed Secured Claims of Wells
Fargo N.A. and is unimpaired.
l. Class 12 will consist of all of the Allowed Secured Claims of
US Bank National Association, as Trustee for UFMBS 2003-01
and is unimpaired.
m. Class 13 will consist of all of the Allowed Secured Claims of
US National Bank National Association, as Trustee, successor
in interest to Wachovia Bank N.A. as Trustee, for DMFC 2003-
S7 and is unimpaired.
n. Class 14 will consist of all of the Allowed Secured Claims of
Bank of America and is unimpaired.
o. Class 15 will consist of all of the Allowed Secured Claims of
First Horizon Bank and is unimpaired.
p. Class 16 of BAC Home Loans Servicing, LP fka Country wide
Home Loans Servicing, LP, fka Countrywide Home Loans Inc., is
unimpaired.
q. Class 17 will consist of the Allowed Unsecured Claims. This
class will be paid in full with payments commencing three
years after Confirmation or sooner in the Plan
Administrator's discretion.
r. Class 18 will consist of all Interests of the Debtors.
It is being proposed that Debtors will not receive any
disbursements or property unless all creditors are paid in
full or property not beneficial to the estate is abandoned to
the Debtor.
About Shalan Enterprises
Marina Del Rey, California-based Shalan Enterprises, LLC, a Nevada
limited liability company, was formed in 1999 for the purpose of
owning, operating and leasing and/or selling properties.
The Company filed for Chapter 11 bankruptcy protection on
November 25, 2009 (Bankr. C.D. Calif. Case No. 09-43263). The
Company has assets of $12,540,000, and total debts of $7,426,313.
STERLING ESTATES: Has No Realistic Exit Plan, Court Says
--------------------------------------------------------
Bankruptcy Judge Jack B. Schmetterer said Sterling Estates
(Delaware), LLC, doesn't have a realistic reorganization plan in
prospect and that the two plan versions it has proposed violates
the absolute priority rule.
Judge Schmetterer made those comments in a January 6, 2011 ruling
denying the Debtor authority to use cash collateral securing its
obligations under a promissory note held by Banc of America
Commercial Mortgage Inc., Commercial Mortgage Pass-Through
Certificates, Series 2003-2. Wells Fargo Bank, N.A., is the
trustee for the registered holders of the Trust. ORIX Capital
Markets, LLC, which has objected to the Plans, asserts authority
to litigate certain pending contested matters as special servicer,
asserted to be a representative of the Trustee. The Note matured
on May 1, 2010, and is secured by a lien on substantially all of
the Debtor's property, including the Debtor's real estate, rents,
a master lease, and a management agreement.
Judge Schmetterer ruled that the Trust's interest in the Debtor's
property is not adequately protected. Even if the Trust was
adequately protected, the Debtor has no equity in its property and
the property is not necessary for effective reorganization.
Judge Schmetterer held that ORIX has established that it is the
Special Servicer and has the required standing to contest pending
issues.
The Court also found and held that the Debtor's property is valued
at $23,600,000.
The Debtor has filed an initial proposed Chapter 11 Plan and later
filed an amended Chapter 11 Plan. The Debtor has not obtained any
new financing. Both Plans proposed to stretch out payments on the
Trust's loan, paying only interest for a period -- three years in
the original Plan, four years in the amended Plan -- followed by
principal and interest payments for a period -- 47 months in the
original Plan, 23 months in the amended Plan -- with a balloon
payment upon completion of the Plan. Both Plans also propose full
payment of unsecured claims and retention of interest by the
Debtor's sole managing member. The Court's ruling noted that both
Plans assume that the Trust is fully secured, which is not the
case.
The Trust has an unsecured claim of roughly $12.4 million in
excess of the property value, giving it a controlling vote in the
unsecured class of claims. Neither Plan accounts for this, the
Court's ruling said.
The Court also noted that the class of unsecured claims is
impaired, while under each proposed Plan the Members of the Debtor
LLC retain their interests. The Debtor's Plans do not explain how
this possible violation of the absolute priority rule, 11 U.S.C.
Sec. 1129(b)(2)(B), could be approved over ORIX's objection.
Because of these factual weaknesses and legal problems, it cannot
be said that Debtor has a realistic reorganization plan in
prospect, the Court held.
The Troubled Company Reporter published a summary of the Debtor's
Plan on December 13, 2010. A full-text copy of the Plan
Disclosure Statement is available for free at
http://bankrupt.com/misc/Sterlingestates_DS.pdf
A copy of the Court's January 6, 2011 Findings of Fact and
Conclusions of Law on the Debtor's Cash Collateral Motion is
available at http://is.gd/ktequfrom Leagle.com.
About Sterling Estates
Chicago, Illinois-based Sterling Estates (Delaware), LLC, dba
Sterling Estates Manufactured Home Community, owns and operates a
manufactured home community, a park consisting of pre-manufactured
homes placed on individual sites or "pads" that are leased out
to customers. It filed for Chapter 11 bankruptcy protection on
May 17, 2010 (Bankr. N.D. Ill. Case No. 10-22319). Eugene Crane,
Esq., at Crane Heyman Simon Welch & Clar, represents the Debtor.
The Company estimated assets at $50 million to $100 million and
debts at $10 million to $50 million.
SUPERIOR OFFSHORE: Proofs of Interest Must Be Filed by Feb. 28
--------------------------------------------------------------
The United States Bankruptcy Court directs all persons and
entities holding equity interests in Superior Offshore
International, Inc., to file a written proof of interest by
Feb. 28, 2011, in order to participate in a distribution from the
Debtor's chapter 11 case. Claim forms are available from the
David R. Jones, Esq. -- djones@porterhedges.com -- who serves as
counsel for the Plan Agent.
Headquartered in Houston Texas, Superior Offshore International
Inc. (Nasdaq: DEEP) -- http://www.superioroffshore.com/--
provided subsea construction and commercial diving services to the
offshore oil and gas industry.
Superior Offshore International, Inc., sought Chapter 11
protection on April 24, 2008 (Bankr. S.D. Tex. Case No. 08-32590).
The Debtor disclosed total assets of $67,587,927 and total
liabilities of $54,359,884 in its Schedules. David Ronald Jones,
Esq., and Joshua Walton Wolfshohl, Esq., at Porter & Hedges LLP,
represented the Debtor as counsel. The U.S. Trustee for Region 7
appointed five creditors to serve on an Official Committee of
Unsecured Creditors. Douglas S. Draper, Esq., at Heller Draper
Hayden Patrick & Horn LLC, and Michael D. Rubenstein, Esq., at
Liskow Lewis, represented the Committee as counse7l. The
company's chapter 11 plan of liquidation took effect in February
2009 and the United States Court of Appeals blessed the plan in
December 2009.
TARAZ KOOH: Court Okays Disclosure Statement
--------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas ruled
that the disclosure statement, as amended, provides adequate
information that will enable creditors to make an informed
judgment as to whether to accept or reject the proposed plan of
reorganization for Taraz Kooh, LLC.
The hearing to confirm the Plan will be held on February 3, 2011
at 9:15 a.m. (prevailing Central Time).
On November 12, 2010, the Debtor filed a plan of reorganization.
Under that plan, the claim of noteholder Wells Fargo Bank, N.A.,
will be fully satisfied by the issuance of the new Wells Fargo
note. Under that plan, there will be applied and credited against
the claim of Wells Fargo (i) the escrowed funds held by the
Noteholder in the Other Escrow account in the amount of $258,448;
(ii) all adequate protection payments made by the Debtor to the
Noteholder during the pendency of the Chapter 11 case to the
effective date of the Plan; and (iii) the net proceeds from the
sale of the outparcel in the amount of $139,000. The New Wells
Fargo Note will be secured by the collateral which secures the
existing Wells Fargo Note, except to the extent that any property
is remitted to or retained by the Noteholder under the terms of
the Plan. A copy of the disclosure statement is available for
free at http://bankrupt.com/misc/TARAZ_firstds.pdf
On December 12, 2010, the Debtor filed an amended plan and amended
disclosure statement with the Court. Copies of the Plan and
disclosure statement are available for free at:
http://bankrupt.com/misc/TARAZ_KOOH_amendedplan.pdf
http://bankrupt.com/misc/TarazKooh_AmendedDS.pdf
Under the Amended Plan, the Reorganized Debtor will continue in
business in a form and manner substantially similar to the
Debtor's prepetition business practices.
Under the terms of the Plan, the claim of the Noteholder will be
fully satisfied by the modification and ratification of existing
loan documents with the Noteholder. The modified Wells Fargo loan
will be secured by the collateral which secures the existing
promissory note payable to the Noteholder, except to the extent
that any property is remitted to or retained by the Noteholder
under the terms of the Plan. In connection with the closing of
the Modified Wells Fargo Loan, the Debtor will obtain a recordable
release of the outstanding mechanic's lien in the amount of
$54,275.19. The Reorganized Debtor will timely pay the balance of
2010 Ad Valorem taxes after application of current escrowed funds
for the purpose; provided however, the Reorganized Debtor will
continue to escrow $23,083 per month through January 2010 for the
purpose of payment of Ad Valorem taxes on the property for 2010 by
the Reorganized Debtor at the time as those taxes are due and
payable under applicable non-bankruptcy law. The tax and
insurance escrow will continue under the Modified Wells Fargo
Loan. The Reorganized Debtor will, no later than the effective
date, establish an escrow account with the Noteholder in an amount
not less than $376,000 sufficient to satisfy all outstanding items
under the Doubletree PIP, which PIP Escrow will be funded as: (i)
on the effective date of the Plan, $129,874.88 from the existing
FF&E Reserve and Seasonality Reserve; (ii) on the effective date
of the Plan, $123,062.56 from sources other than cash flow from
the Property; and (iii) on May 31, 2011, $123,062.56 from sources
other than cash flow from the Property. The Reorganized Debtor
will execute an amendment to its existing cash management account
to create a lockbox account upon any event of default occurring on
or after the effective date of the Modified Wells Fargo Loan. On
the effective date of the Plan, the Reorganized Debtor will assume
the current Doubletree Franchise Agreement, and the FF&E Lease
with Vendor Capitol Group. The Secured claims of Chase Bank and
Ford Motor Credit will be paid according to the terms of the
prepetition loan and security agreements. In addition, unsecured
creditors will be paid 75% of the allowed amount of their claims,
without interest, in eight equal quarterly installments commencing
on the first day of the first month following the effective date.
The Insider Claims of Alireza Morirahimi and Parvin Mosavi will be
subordinated to General Unsecured Claims and won't receive any
distributions on account of their Insider Claims from the
Reorganized Debtor until all senior claims are paid pursuant to
the terms of the plan. Equity Interest Holders will retain their
membership interests in the Reorganized Debtor, provided, however,
no distribution will be made on account of the interests until all
payments are made as provided under the Plan and the Noteholder is
paid on account of its claim in full, in cash.
Treatment of Claims
With respect to classified claims:
Classification Treatment
-------------- ---------
Class 1 - Secured Claim of -- Claim will be fully satisfied by
Wells Fargo the issuance of the Modified Wells
Fargo Loan. The Loan will be
secured by the collateral which
secures the existing promissory
note payable to the Noteholder,
except to the extent that any
property is remitted to or
retained by the Noteholder under
the terms of the Plan. The
Reorganized Debtor will pay the
balance of 2010 Ad Valorem taxes
after application of current
escrowed funds for the purpose,
provided, however, the Reorganized
Debtor will continue to escrow
$23,083 per month for the purpose
of payment of 2010 Ad Valorem
taxes on the property of the
Reorganized Debtor at the time as
those taxes are due and payable
under applicable non-bankruptcy
law. The Reorganized Debtor will
establish the PIP Escrow in an
amount not less than $376,000
sufficient to satisfy all
outstanding items under the
Doubletree PIP, which PIP Escrow
will be funded: (i) on the
effective date of the Plan,
$129,874.88 from the existing FF&E
Reserve and Seasonality Reserve;
(ii) on the effective date of the
Plan, $123,062.56 from sources
other than cash flow from the
Property; and (iii) on May 31,
2011, $123,062.56 from sources
other than cash flow from the
Property.
Class 2 - Secured Claims of -- Paid according to the terms of the
Chase Bank and Ford Motor prepetition loan and security
Credit agreements with Chase Bank and
Ford Motor Credit. Chase Bank and Ford Motor Credit
will retain their vehicle liens.
Class 3 - General Unsecured -- Unsecured creditors will be paid
Claims 75% of the allowed amount of their
claims, without interest, in eight
equal quarterly installments
commencing on the first day of the
first month following the
effective date.
Class 4 - Insider Claims of -- Subordinated to Claims of General
Alireza Morirahimi and Unsecured Creditors.
Parvin Mosavi
Class 5 - Equity Intersts -- Retained.
Ballots must be sent to the Debtor's bankruptcy counsel, Julia
Appleton, Esq., at McGuire, Craddock & Strother, P.C., by
5:00 p.m. (prevailing Central Time) on January 31, 2011.
The last date and time for filing and serving objections to
confirmation of the Plan is January 31, 2011, at 5:00 p.m.
(prevailing Central Time).
About Taraz Kooh
Richardson, Texas-based Taraz Kooh, LLC, filed for Chapter 11
bankruptcy protection on March 14, 2010 (Bankr. N.D. Texas Case
No. 10-31814). John Mark Chevallier, Esq., at McGuire, Craddock &
Strother, P.C., assists the Company in its restructuring effort.
The Company estimated its assets and debts at $10 million to
$50 million.
TBS INTERNATIONAL: Takes Delivery of 4th Newbuild Tweendecker
-------------------------------------------------------------
TBS International plc announced that it has taken delivery of the
newly-constructed vessel M/V Omaha Belle from China Communications
Construction Company Ltd./ Nantong Yahua Shipbuilding Group Co.,
Ltd.
The M/V Omaha Belle is the fourth in a series of six "Roymar
Class" 34,000 dwt multipurpose tweendecker vessels that the
Company ordered at a purchase price of $35.4 million per vessel.
TBS expects to take delivery of the remaining two vessels by the
third quarter of 2011. The Company has in place the requisite
bank financing for these vessels.
With the delivery of the M/V Omaha Belle, TBS's current fleet
expands to 50 vessels with an aggregate of 1.51 million dwt,
consisting of 28 tweendeckers and 22 handymax/ handysize bulk
carriers.
Joseph E. Royce, Chairman, Chief Executive Officer and President,
commented: "We are pleased to have taken delivery of our fourth
newbuild Roymar Class tweendecker, the M/V Omaha Belle, thereby
expanding our operational fleet to 50 vessels. The addition of
this vessel to our fleet further increases our operational
flexibility, enhances our cargo transportation abilities and
supports the requirements of our expanding customer base."
About TBS International plc
Dublin, Ireland-based TBS International plc (NASDAQ: TBSI)
-- http://www.tbsship.com/-- is a fully-integrated transportation
service company that provides worldwide shipping solutions to a
diverse client base of industrial shippers.
At September 30, 2010, TBS had total assets of US$906.794 million,
total debt, including current portion of US$328.259 million, and
shareholders' equity of US$513.154 million. TBS had working
capital deficit of US$297.663 million at September 30, 2010.
As reported in the Troubled Company Reporter on March 19, 2010,
PricewaterhouseCoopers LLP, in New York, expressed substantial
doubt about the Company's ability to continue as a going concern,
following its 2009 results. The independent auditors noted that
the Company believes it will not be in compliance with the
financial covenants under its credit facilities during 2010, which
under the agreements would make the debt callable. "This has
created uncertainty regarding the Company's ability to fulfill its
financial commitments as they become due."
TBS International in Decmeber 2010 disclosed that its various
lender groups have agreed to extend the current forbearance period
until January 31, 2011. During such period, the lender groups
will continue to forbear from exercising their rights and remedies
which arise from the Company's failure to make principal payments
when due. The Company will not make principal payments due on its
financing facilities during the extended forbearance period, but
it will continue to pay interest on those facilities at the
default interest rate.v
TENET HEALTHCARE: Adopts Stockholder Rights Plan to Protect NOLs
----------------------------------------------------------------
Tenet Healthcare Corporation announced that its Board of Directors
has adopted a stockholder rights plan in the form of a Section 382
Rights Agreement designed to protect the Company's ability to
utilize its net operating loss carryforwards, which total
approximately $2 billion.
United States federal income tax rules, and Section 382 of the
Internal Revenue Code in particular, could substantially limit the
use of net operating losses and other tax assets if Tenet
experiences an "ownership change". In general, an ownership
change occurs if there is a cumulative change in the ownership of
Tenet by "5 percent stockholders" that exceeds 50 percentage
points over a rolling three-year period.
The Company noted the Section 382 Rights Agreement serves the
interests of all stockholders by protecting the Company's ability
to use its deferred tax assets to offset tax liabilities in the
future.
Under the terms of the Section 382 Rights Agreement, the Company
will distribute to its stockholders a non-taxable dividend
distribution of one preferred stock purchase right for each share
of common stock of the Company outstanding as of the close of
business on January 17, 2011. The Section 382 Rights Agreement is
intended to act as a deterrent to any person acquiring beneficial
ownership of 4.9% or more of the Company's outstanding common
stock. Stockholders who beneficially owned 4.9% or more of the
Company's outstanding common stock as of the close of business on
January 7, 2011 will not become an Acquiring Person so long as
they do not acquire additional shares of common stock representing
one-quarter of one percent of the Company's common stock then
outstanding while they still beneficially own 4.9% or more of the
Company's outstanding common stock.
A person who becomes an Acquiring Person may be subject to
significant dilution in their holdings. The Board of Directors
may, in its sole discretion, exempt any person from being deemed
an Acquiring Person for purposes of the Section 382 Rights
Agreement.
Tenet will file the Section 382 Rights Agreement with the
Securities and Exchange Commission. The above description is only
a summary; interested persons are urged to read the full Section
382 Rights Agreement as so filed with the Securities and Exchange
Commission.
In addition, Tenet announced that its Board of Directors has
amended the Company's bylaws to allow for the 2011 Annual Meeting
of Stockholders to be held on Thursday, November 3, 2011. Tenet
will announce the record date, time and location of the 2011
annual meeting in due course.
Barclays Capital is acting as financial advisor to Tenet and
Gibson, Dunn & Crutcher LLP and Debevoise & Plimpton LLP are
acting as Tenet's legal counsel.
On January 7, 2011, the Company filed with the Securities and
Exchange Commission a Form 8-A regarding its plan to issue rights
to purchase Series A Junior Participating Preferred Stock.
About Tenet Healthcare
Dallas, Texas-based Tenet Healthcare Corporation (NYSE: THC) --
http://www.tenethealth.com/-- is a health care services company
whose subsidiaries and affiliates own and operate acute care
hospitals, ambulatory surgery centers and diagnostic imaging
centers.
The Company's balance sheet at Sept. 30, 2010, showed $8.53
billion in total assets, $6.77 billion in total liabilities, and
stockholders' equity of $1.76 million.
* * *
As reported by the TCR on Aug. 5, 2010, Moody's Investors Service
affirmed its "B2" corporate family rating for Tenet. The rating
reflects Moody's expectation that the Company will likely see
positive free cash flow for the full year ending December 31,
2010, as operating results continue to improve and litigation
settlement payments end in the third quarter. However, the
ratings also consider the significant headwinds facing the
company, and the sector as a whole, with respect to increasing bad
debt expense, weak volume trends and changes in mix as commercial
volumes decline.
S&P's corporate credit rating on Tenet is 'B' and remains
unchanged. The ratings agency noted that while the Company has
experience recent successes to date of a multiyear turnaround
effort, the Company has a still-weak business risk profile and
high financial leverage.
Fitch Ratings has issued its Recovery Rating review of the U.S.
Healthcare sector. This review includes an analysis of valuation
multiples, EBITDA discounts applied, and detailed recovery
worksheets for issuers with a Fitch Issuer Default Rating of 'B+'
or lower in this sector.
Fitch Ratings has placed Tenet Healthcare Corp.'s ratings on
Rating Watch Positive. Tenet's existing ratings are Issuer
Default Rating 'B-'; Secured bank facility 'BB-/RR1'; Senior
secured notes 'BB-/RR1'; Senior unsecured notes 'B/RR3. The
ratings apply to approximately $4.3 billion of debt
outstanding as of Sept. 30, 2010.
TETRAGENEX PHARMACEUTICALS: Wins Ok of Prepack Debt-Swap Plan
-------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Tetragenex Pharmaceuticals Inc. won confirmation of
its prepackaged Chapter 11 reorganization at a Jan. 5 hearing,
court records show. The plan calls for the secured creditor, owed
$85,000, to swap the debt for stock. Creditors voted before the
petition was filed in October.
Tetragenex Pharmaceuticals, Inc., fka Innapharma, Inc., is a
developer of peptides to treat depression. The New York-based
company has a patent for Nemefitide that expires in 2014. The
looming expiration of the patent didn't afford enough time to
complete testing and marketing of the drug in the U.S., the
company said in a court filing.
Tetragenex Pharmaceuticals sought chapter 11 protection (Bankr.
E.D.N.Y. Case No. 10-78439) on Oct. 26, 2010, and filed its
Prepackaged Plan of Reorganization of Tetragenex Pharmaceuticals,
Inc., dated Aug. 10, 2010, and its Disclosure Statement for the
Prepackaged Plan of Reorganization of Tetragenex Pharmaceuticals,
Inc., dated Aug. 10, 2010, that same day.
THORNBURG MORTGAGE: Orrick Should Get No Fees, Trustee Says
-----------------------------------------------------------
Bankruptcy Law360 reports that the trustee overseeing the
bankruptcy of TMST Inc., who has a long-running malpractice suit
pending against Orrick Herrington & Sutcliffe LLP, said Friday
that the firm should receive no compensation for its work on the
case.
About Thornburg Mortgage
Based in Santa Fe, New Mexico, Thornburg Mortgage Inc. (NYSE: TMA)
-- http://www.thornburgmortgage.com/-- was a single-family
residential mortgage lender focused principally on prime and
super-prime borrowers seeking jumbo and super-jumbo adjustable
rate mortgages. It originated, acquired, and retained investments
in adjustable and variable rate mortgage assets. Its ARM assets
comprised of purchased ARM assets and ARM loans, including
traditional ARM assets and hybrid ARM assets.
Thornburg Mortgage and its four affiliates filed for Chapter 11 on
May 1, 2009 (Bankr. D. Md. Lead Case No. 09-17787). Thornburg
changed its name to TMST, Inc.
Judge Duncan W. Keir is handling the case. David E. Rice, Esq.,
at Venable LLP, in Baltimore, Maryland, is tapped as counsel.
Orrick, Herrington & Sutcliffe LLP is employed as special counsel.
Jim Murray, and David Hilty, at Houlihan Lokey Howard & Zukin
Capital, Inc., are tapped as investment banker and financial
advisor. Protiviti Inc. is also engaged for financial advisory
services. KPMG LLP is the tax consultant. Epiq Systems, Inc., is
claims and noticing agent. Thornburg listed total assets of
$24.4 billion and total debts of $24.7 billion, as of January 31,
2009.
On October 28, 2009, the Court approved the appointment of Joel I.
Sher as the Chapter 11 Trustee for the Company, TMST Acquisition
Subsidiary, Inc., TMST Home Loans, Inc., and TMST Hedging
Strategies, Inc.
TRICO MARINE: January 31 Hearing on Key Settlement
--------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Trico Marine Services, Inc., will be facing
objections from the U.S. Trustee and Arrowgrass Capital Partners
at the January 31 hearing to a settlement with holders of
$400 million in 11.875% secured notes issued by non-bankrupt Trico
operating companies that would grant the noteholders ownership of
the non-bankrupt unit that provides subsea services.
Mr. Rochelle relates that like Arrowgrass, the U.S. Trustee
contends that the settlement can't be approved without the
protections accompanying the confirmation of a Chapter 11 plan.
The U.S. Trustee, the bankruptcy watchdog for the U.S. Justice
Department, points out how the largest asset of the bankrupt Trico
companies is $525 million owing by the non-bankrupt subsidiaries,
which would be spun off in the settlement to holders of the high
yield notes. In return, the bankrupt Trico companies would
receive warrants for 5% of the common stock issued in the spinoff.
Opposing the settlement short of inclusion in a Chapter 11 plan,
the U.S. Trustee says it would "strip the debtor estates of their
most valuable assets primarily for the benefit of high yield
noteholders and the debtor's insider." The settlement would
dictate the outcome of the case "for the remaining creditor body,"
the U.S. Trustee said.
About Trico Marine
Headquartered in Texas, Trico Marine Services, Inc. --
http://www.tricomarine.com/-- provides subsea services, subsea
trenching and protection services, and towing and supply vessels.
Trico filed for Chapter 11 protection on August 25, 2010 (Bankr.
D. Del. Case No. 10-12653). John E. Mitchell, Esq., Angela B.
Degeyter, Esq., and Harry A. Perrin, Esq., at Vinson & Elkins LLP,
assist the Debtor in its restructuring effort. The Debtor
disclosed US$30,562,681 in assets and US$353,606,467 in
liabilities as of the Petition Date.
Affiliates Trico Marine Assets, Inc. (Bankr. D. Del. Case No.
10-12648), Trico Marine Operators, Inc. (Case No. 10-12649), Trico
Marine International, Inc. (Case No. 10-12650), Trico Marine
Cayman, L.P. (Case No. 10-12651), and Trico Holdco, LLC (Case No.
10-12652) filed separate Chapter 11 petitions.
Cahill Gordon & Reindell LLP is the Debtors' special counsel.
Alix Partners Services, LLC, is the Debtors' chief restructuring
officer. Epiq Bankruptcy Solutions is the Debtors' claims and
notice agent. Postlethwaite & Netterville serves as the Debtors'
accountant and Ernst & Young LLP serves as tax advisors.
Pricewaterhousecoopers LLC provides the independent accountants
and tax advisors for the Debtors.
Aside from the Cayman Islands holding company, Trico's foreign
subsidiaries were not included in the filing and will not be
subject to the requirements of the U.S. Bankruptcy Code.
TRICO MARINE: Alleghany Corp. Ceases to Own Common Shares
---------------------------------------------------------
In a regulatory filing Thursday, Alleghany Corporation, et al.,
disclose that, as of December 31, 2010, they have ceased to
beneficially own any shares of Trico Marine Services, Inc.'s
Common Stock, Par Value $0.01.
In light of the change in beneficial ownership as reported in this
Final Amendment to Schedule 13G, the Reporting Persons have no
further reporting obligations on Schedule 13G with respect to the
Common Stock.
The complete names of the Reporting Persons are:
Alleghany Corporation
Alleghany Insurance Holdings LLC
Alleghany Capital Partners LLC
Capitol Transamerica Corporation
Pacific Compensation Corporation
Platte River Insurance Company
RSUI Group, Inc.
Capitol Indemnity Corporation
Capitol Specialty Insurance Corporation
Pacific Compensation Insurance Company
RSUI Indemnity Company
A full-text copy of the SC13G Final Amendment is available for
free at http://researcharchives.com/t/s?71ea
About Trico Marine
Headquartered in Texas, Trico Marine Services, Inc. --
http://www.tricomarine.com/-- provides subsea services, subsea
trenching and protection services, and towing and supply vessels.
Trico filed for Chapter 11 protection on August 25, 2010 (Bankr.
D. Del. Case No. 10-12653). John E. Mitchell, Esq., Angela B.
Degeyter, Esq., and Harry A. Perrin, Esq., at Vinson & Elkins LLP,
assist the Debtor in its restructuring effort. The Debtor
disclosed US$30,562,681 in assets and US$353,606,467 in
liabilities as of the Petition Date.
Affiliates Trico Marine Assets, Inc. (Bankr. D. Del. Case No.
10-12648), Trico Marine Operators, Inc. (Case No. 10-12649), Trico
Marine International, Inc. (Case No. 10-12650), Trico Marine
Cayman, L.P. (Case No. 10-12651), and Trico Holdco, LLC (Case No.
10-12652) filed separate Chapter 11 petitions.
Cahill Gordon & Reindell LLP is the Debtors' special counsel.
Alix Partners Services, LLC, is the Debtors' chief restructuring
officer. Epiq Bankruptcy Solutions is the Debtors' claims and
notice agent. Postlethwaite & Netterville serves as the Debtors'
accountant and Ernst & Young LLP serves as tax advisors.
Pricewaterhousecoopers LLC provides the independent accountants
and tax advisors for the Debtors.
Aside from the Cayman Islands holding company, Trico's foreign
subsidiaries were not included in the filing and will not be
subject to the requirements of the U.S. Bankruptcy Code.
TRIPEAK LLC: U.S. Trustee Wants Case Dismissed or Converted
-----------------------------------------------------------
The U.S. Bankruptcy Court for the central District of California
will convene a hearing on February 3, 2011, at 9:30 a.m., to
consider a request to dismiss or convert the Chapter 11 case of
TriPeak, LLC, to one under Chapter 7 of the Bankruptcy Code.
Objections, if any, are due 14 days prior to the hearing date.
The U.S. Trustee for Region 16 requested that the Court dismiss or
convert the case because, among other things:
-- to date, no disclosure statement o plan of reorganization
has been filed or submitted; and
-- the Debtor failed to comply with the requirements of the
U.S. Trustee by failing to provide documents, financial
reports and attend required meetings.
About TriPeak, LLC
Monterey Park, California-based TriPeak, LLC, filed for Chapter 11
bankruptcy protection on November 29, 2010 (Bankr. C.D. Calif.
Case No. 10-60945). Roseann Frazee, Esq., at Frazee/Laron, serves
as the Debtor's bankruptcy counsel. The Debtor estimated its
assets and debts at $10 million to $50 million.
TRONOX INC: Seeks Deregistration of Class B Common Stock
--------------------------------------------------------
Tronox filed with the U.S. Bankruptcy Court a motion to authorize
Tronox to submit an offer of settlement to the Securities and
Exchange Commission to deregister Tronox Incorporated's Class B
common stock, BankruptcyData.com reports.
BData relates that according to the motion, the Company received a
letter on May 21, 2010, from the Office of Enforcement Liaison in
the Commission's Division of Corporate Finance alleging that the
Company had not filed any periodic reports with the Commission
since the period ended September 30, 2008 and that the Company
needed to "become current with its filing obligations within 15
days or face administrative proceedings under section 12(j) of the
Exchange Act to revoke the Company's registration of securities."
Furthermore, "because it is anticipated that the SEC's Consent
Order will not take effect until after the effective date of the
Plan, Tronox does not believe the holders of the Company's class B
common shares will be impacted by the relief sought herein."
About Tronox Inc.
Tronox Inc., aka New-Co Chemical, Inc., and 14 other affiliates
filed for Chapter 11 protection on January 13, 2009 (Bankr.
S.D.N.Y. Case No. 09-10156). The case is before Hon. Allan L.
Gropper. Richard M. Cieri, Esq., Jonathan S. Henes, Esq., and
Colin M. Adams, Esq., at Kirkland & Ellis LLP in New York,
represent the Debtors. The Debtors also tapped Togut, Segal &
Segal LLP as conflicts counsel; Rothschild Inc. as investment
bankers; Alvarez & Marsal North America LLC, as restructuring
consultants; and Kurtzman Carson Consultants serves as notice and
claims agent.
An official committee of unsecured creditors and an official
committee of equity security holders were appointed in the cases.
The Creditors Committee retained Paul, Weiss, Rifkind, Wharton &
Garrison LLP as counsel.
Until September 30, 2008, Tronox Inc. was publicly traded on the
New York Stock Exchange under the symbols TRX and TRX.B. Since
then, Tronox Inc. has traded on the Over the Counter Bulletin
Board under the symbols TROX.A.PK and TROX.B.PK. As of
December 31, 2008, Tronox Inc. had 19,107,367 outstanding shares
of class A common stock and 22,889,431 outstanding shares of class
B common stock.
TROPICANA ENTERTAINMENT: Court Rules Canbergs Violated Stay
-----------------------------------------------------------
Judge Judith H. Wizmur of the U.S. Bankruptcy Court for the
District of New Jersey granted in part and denied in part the
motion of Adamar of NJ In Liquidation, LLC, formerly Adamar of
New Jersey, Inc., and Manchester Mall, Inc., to declare the action
of Nicholas Caliendo, Esq., Michael Canberg and Patricia Canberg
to be willful violations of the automatic stay provisions of
Section 362 of the Bankruptcy Code.
Judge Wizmur specifically held that the actions of Mr. Caliendo
and the Canbergs, in continuing the Canberg Action postpetition
and in filing the Reinstatement Motion, violated the automatic
stay provisions under Section 362. However, Judge Wizmur ruled,
no sanctions will be imposed because the violation was not
willful within the meaning of Section 362(k).
Judge Wizmur also ordered the Canbergs to file a stipulation of
dismissal of the Canberg Action as to Adamar of New Jersey, Inc.
The Canbergs' Claim against the NJ Debtors are unaffected by the
order, the Court held.
Adamar of NJ In Liquidation, LLC, fka Adamar of New Jersey, Inc.;
and Manchester Mall, Inc., ask Judge Judith Wizmur of the U.S.
Bankruptcy Court for the District of New Jersey to declare the
actions of Nicholas Caliendo, Esq., Michael Canberg, and Patricia
Canberg to be willful violations of the automatic stay provisions
of Section 362 of the Bankruptcy Code.
The Canbergs filed a complaint against Adamar in the Superior
Court of New Jersey, Law Division, Ocean County, styled as
"Michael Canberg and Patricia Canberg v. Adamar of New Jersey,
Inc., d/b/a Tropicana Casino & Resort-Atlantic City and John Doe
(1-5) (fictitious person(s) and/or entity(ies)," Docket No. OCN-
L-428.10, wherein they asserted causes of action for negligence
and loss of consortium. Nicholas A. Caliendo, Esq., of Manning,
Caliendo & Thomson, P.A., represents the Canbergs under the
Superior Court Action. The NJ Debtors were formally served with
the Canberg Action on March 4, 2010.
Moreover, Mr. Canberg filed Claim No. 810 in an unliquidated
amount approximately 14 months after the Bar Date, Ilana Volkov,
Esq., at Cole, Schotz, Meisel, Forman & Leonard, P.A., in
Hackensack, New Jersey, notes.
The NJ Debtors recount that they closed on the sale of
substantially all of their assets to Tropicana Entertainment
Inc., Tropicana Atlantic City Corp. and Tropicana AC Sub Corp.
pursuant to the Amended and Restated Purchase Agreement, on
March 8, 2010. By March 14, 2010, Tama Hughes, Esq., in-house
counsel to Tropicana AC, sent Nicholas Caliendo, Esq., counsel to
the Canbergs, a letter stating that the Canberg Action violates
the automatic stay and requested the withdrawal of the Action.
The Canbergs refused to do so.
About Tropicana Entertainment
Tropicana Entertainment Inc. is a publicly reporting company that,
along with its affiliates, owns or operates nine casinos and
resorts in Indiana, Louisiana, Mississippi, Nevada and New Jersey.
The Company owns approximately 6,000 rooms, 9,000 slot positions
and 250 table games. In addition, the Company owns a development
property in Aruba. The company is based in Las Vegas, Nevada.
Tropicana Entertainment LLC and certain affiliates filed for
Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08-
10856). Kirkland & Ellis LLP and Mark D. Collins, Esq., at
Richards Layton & Finger, represent the Debtors in their
restructuring efforts. Their financial advisor is Lazard Ltd.
Their notice, claims, and balloting agent is Kurtzman Carson
Consultants LLC. Epiq Bankruptcy Solutions LLC is the Debtors'
Web site administration agent. AlixPartners LLP is the Debtors'
restructuring advisor. Stroock & Stroock & Lavan LLP and Morris
Nichols Arsht & Tunnell LLP represent the Official Committee of
Unsecured Creditors in this case. Capstone Advisory Group LLC is
financial advisor to the Creditors' Committee.
The OpCo Debtors, a group of Tropicana entities owning casinos and
resorts in Atlantic City, New Jersey and Evansville, Indiana
obtained confirmation from the Bankruptcy Court of a
reorganization plan. On April 29, 2009, non-debtor units of the
OpCo Debtors, designated as the New Jersey Debtors -- Adamar of
New Jersey, Inc., and its affiliate, Manchester Mall, Inc. --
filed for Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to
effectuate a sale of the Atlantic City Resort and Casino to a
group of Investors-led by Carl Icahn. Judge Judith H. Wizmur
presides over the cases. Manchester Mall is a wholly owned
subsidiary of Adamar that owns and operates certain real property
utilized in the New Jersey Debtors' business operations.
Effective March 8, Tropicana Entertainment successfully emerged
from the Chapter 11 reorganization process as an Carl Icahn-owned
entity.
A group of Tropicana entities, known as the LandCo Debtors, which
own Tropicana casino property in Las Vegas, have obtained approval
of a separate Chapter 11 plan.
Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz,
Meisel, Forman & Leonard, in Hackensack, New Jersey, represented
the New Jersey Debtors. Kurtzman Carson Consultants LLC acts as
their claims and notice agent. Adamar disclosed $500 million to
$1 billion both in total assets and debts in its petition.
Manchester Mall disclosed $1 million to $10 million in total
assets, and less than $50,000 in total debts in its petition.
Debtors Adamar of New Jersey Inc. and Manchester Mall Inc. have
merged into Adamar of NJ In Liquidation, LLC. The merger and name
change is in accordance with an Amended and Restated Purchase
Agreement, which governs the sale and transfer of the operations
of the Tropicana Casino and Resort - Atlantic City, including
substantially all of the New Jersey Debtors' assets, to Tropicana
Entertainment Inc., Tropicana Atlantic City Corp., and Tropicana
AC Sub Corp., free and clear of any and all liens, claims and
encumbrances.
Bankruptcy Creditors' Service, Inc., publishes Tropicana
Bankruptcy News. The newsletter tracks the Chapter 11 proceedings
of Tropicana Entertainment Inc. and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
TROPICANA ENTERTAINMENT: Foodservice Demands Claims Payment
-----------------------------------------------------------
U.S. Foodservice, Inc., asks the U.S. Bankruptcy Court for the
District of Delaware:
(i) to allow its USF OpCo Claims pursuant to an agreement with
certain parties as to the amount of the claims, the merits
of the USF claims, as modified, and the Court's equitable
powers;
(ii) to compel the immediate payment of its OpCo Administrative
Claim such that the funds are received by December 31,
2010; and
(iii) to grant it costs and attorneys' fees.
USF is the second largest broadline food service distributor in
the United States, providing food and food-related products to
customers, including restaurants and hotels, across the country.
Before the Petition Date, USF sold food and food-related products
to the Debtors in the ordinary course of business. USF paid its
suppliers for the products and understands that the Debtors, in
turn, sold the items to their customers. However, USF has not
been paid for the food and food-related products that it sold to
the Debtors, according to Teresa K.D. Currier, Esq., at Saul
Ewing LLP, in Wilmington, Delaware.
Pursuant to the Court-confirmed OpCo Joint Plan of Reorganization,
on the effective date, all property in each OpCo Estate, all
Causes of Action, and any property acquired by any of the OpCo
Debtors vested in each Reorganized OpCo Debtor, free and clear of
all liens, claims, charges or other encumbrances. The OpCo Plan
further provides that, among other things, on the later of the
Effective Date or the date upon which an administrative claim,
including claims pursuant to Section 503(b), becomes allowed, the
administrative claim will be paid in full and in cash.
Distributions on account of general unsecured claims that become
allowed after the Effective Date of the OpCo Plan will be made on
a periodic distribution date, which arises approximately every
three months.
USF Claims and Stipulation
Ms. Currier relates that USF timely filed 21 claims, aggregating
$5,383,235, against the Debtors, which consist of (i) $3,811,356
pursuant to Section 503(b)(9) of the Bankruptcy Code, and (ii)
$1,571,879 asserted as a general unsecured claim. A list of the
Asserted Claims is available at no charge at:
http://bankrupt.com/misc/Tropi_FoodserviceAssertedClms.pdf
Even before plan confirmation, in early Spring 2009, counsel of
the OpCo Debtors and a representative of the OpCo Debtors'
financial advisor, AlixPartners LLP, contacted USF's counsel to
begin the process of resolving and allowing USF's Asserted
Claims. In particular, the OpCo Debtors and AlixPartners asked
for a reallocation of the Asserted Claims between the OpCo
Debtors and the Liquidating LandCo Debtors to delineate between
goods that had been delivered to non-Las Vegas entities and goods
that had been delivered to the Las Vegas entities.
USF, the OpCo Debtors and the Liquidating LandCo Debtors then
began to put together a form of stipulation to document the
resolution of the Asserted Claims. On October 27, 2009,
AlixPartners again slightly reallocated the Asserted Claims,
further reducing the OpCo Debtors' exposure. AlixPartners
indicated that the original allocation, which USF agreed to on
March 26, 2009, had not taken into account certain invoices for
goods delivered to certain Las Vegas locations by a related USF
entity, E&H Distributing, LLC, doing business as Outwest Meat
Company.
The revised reallocation and reconciliation finally allowed (i)
USF's Section 503(b)(9) claim for $844,674 against the OpCo
Debtors, and (ii) USF's general unsecured claim for $617,418
against the OpCo Debtors, Ms. Currier informs the Court.
The parties never revisited these numbers for over a year until
December 8, 2010, when the Reorganized OpCo Debtors asked to re-
diligence the claim numbers all over again after a stipulation
had been fully negotiated and finalized and was executed by three
of four parties to the stipulation, Ms. Currier reveals.
In November 2009, the Liquidating LandCo Debtors raised different
issues unrelated with the OpCo Debtors, and negotiations on the
final form of a stipulation stalled. Shortly thereafter, USF
began negotiations with the Liquidating LandCo Debtors in an
effort to address the issues and reach a global resolution with
both Debtor groups with respect to the Asserted Claims.
In Spring 2010, the Liquidating LandCo Debtors made a preference
demand upon USF and OMC. As of December 14, 2010, the parties
have entered into eight agreements tolling the statute of
limitations with respect to the preference actions. Negotiations
with the Liquidating LandCo Debtors continued through the summer
of 2010 and into late September 2010, when the Liquidating LandCo
Debtors eventually made a settlement offer to USF.
In late September 2010, counsel to the Reorganized OpCo Debtors
raised with the counsel to USF an issue having to do with HMR
Enterprises, Inc. HMR had asserted a Section 503(b)(9) claim
against the OpCo Debtors, which included certain goods provided
by USF and for which USF had also asserted an administrative
claim.
On October 29, 2010, USF counsel informed the Reorganized OpCo
Debtors' counsel that an agreement had been reached with the
Liquidating LandCo Debtors, pending final approval, and that a
stipulation between all parties based on the one that had been
drafted in October 2009 would be forthcoming. HMR was also to be
a party to the stipulation in an effort to resolve all related
issues in one document.
In early November 2010, a first draft of the stipulation was
completed. Counsel to the Liquidating LandCo Debtors, the
Reorganized OpCo Debtors, and USF negotiated a variety of issues
with respect to the Stipulation, including refining release
language and providing for the timing of the payment of the
Section 503(b)(9) claims. Ms. Currier notes that during the
negotiations, the Reorganized OpCo Debtors' counsel never raised
any objections or issues with respect to USF's entitlement to the
USF OpCo Claims in the long-agreed amounts.
On November 30, 2010, after over a year of continued
negotiations, USF, the Reorganized OpCo Debtors, the Liquidating
LandCo Debtors and HMR finally reached an agreement as to the
terms of a settlement stipulation.
According to Ms. Currier, the settlement include these terms: (i)
the Reorganized OpCo Debtors' allowance and payment of the
$844,674 OpCo Administrative Claim on or before December 15,
2010, and the allowance and payment of the $617,418 OpCo
Unsecured Claim pursuant to the terms of the OpCo Plan; and (ii)
the Liquidating LandCo Debtors' allowance and payment of USF's
Section 503(b)(9) claim for $276,755 by December 15, 2010, and
the allowance and payment of USF's general unsecured claim
against the LandCo Debtors for $317,543 pursuant to the terms of
the LandCo Plan.
By December 1, 2010, three out of four parties to the Stipulation
-- the Liquidating LandCo Debtors, HMR and USF -- executed the
Stipulation. Ms. Currier relates that counsel to the Reorganized
OpCo Debtors had repeatedly assured USF's counsel that the
Stipulation would be "done shortly" and gave no indication that
there were any open issues as to either critical agreement terms
or language.
On December 6, 2010, following another inquiry by USF's counsel
as to the status of the Reorganized OpCo Debtors' signature page,
counsel to the Reorganized OpCo Debtors -- for the first time in
13 months since the reconciliation, allocation and agreement on
the USF OpCo Claims -- stated that the new management of the
Reorganized OpCo Debtors wanted to speak to USF with respect to
the agreed-upon USF OpCo Claims.
During the December 8, 2010 telephone conference between all
parties, the Reorganized OpCo Debtors "blatantly" reneged on the
agreed-upon allowed amounts of the USF OpCo Claims, according to
Ms. Currier.
The Reorganized OpCo Debtors "glibly" distanced themselves from
the long-standing agreement, bullying USF by threatening to take
weeks if not months to revisit the claim amounts and hold up the
process, Ms. Currier contends. The Reorganized OpCo Debtors
ended the call by demanding that USF once again "prove up" claim
amounts that have already been agreed upon by the parties, and
refused to execute the Stipulation memorializing the agreement
among the parties as to the USF's OpCo Claims, she tells the
Court.
At no time since the final reconciliation and allocation of the
USF OpCo Claims in October 2009 by the OpCo Debtors' financial
advisor did the Reorganized OpCo Debtors' counsel or any other
representative ever raise an issue with respect to the allowance
of the USF OpCo Claims in the amounts as reconciled and agreed to
by AlixPartners, Ms. Currier points out. Rather, counsel
reaffirmed the Reorganized OpCo Debtors' agreement to this amount
over and over.
Counsel to the Reorganized OpCo Debtors was also counsel to the
OpCo Debtors and thus, for over 13 months, has been well aware of
the Reorganized OpCo Debtors' agreements to the amounts of the
USF OpCo Claims, Ms. Currier asserts. Indeed, the OpCo
Administrative Claim and the OpCo Unsecured Claim as set forth in
the Stipulation are the same claim amounts as calculated,
reconciled and allocated by the representatives of the
Reorganized OpCo Debtors, specifically their financial advisor
and counsel, and are the same claim amounts agreed upon by the
OpCo Debtors more than a year ago, she says.
Because the Reorganized OpCo Debtors now refuse to make payment
as agreed, USF seeks the Court's assistance in compelling the
Reorganized OpCo Debtors to honor the deal they made.
By this motion, USF seeks to enforce the core, salient agreement
term that the Reorganized OpCo Debtors must pay the USF OpCo
Claims by December 31, 2010. USF is not seeking to enforce the
Stipulation, Ms. Currier clarifies. Moreover, she notes, at no
time during the course of the negotiations did the Reorganized
OpCo Debtors expressly state that they would withdraw from any
agreement unless the agreement was set forth and executed in
writing.
Accordingly, because the Reorganized OpCo Debtors' agreement to
allow the USF OpCo Claims and pay the OpCo Administrative Claim
by December 31, 2010, is sufficiently definite, and the parties'
communications and course of conduct demonstrates an intent to be
bound by such terms, USF should be entitled to the allowance of
its USF OpCo Claims and the payment of the OpCo Administrative
Claim by December 31, 2010, Ms. Currier insists.
In the alternative, in the event the Court finds that there is no
enforceable agreement-in-principle between the parties, USF asks
the Court to require the Reorganized OpCo Debtors to pay it in
accordance with its proofs of claim, as modified by the
reallocation.
Section 503(b)(9) affords administrative expense priority to the
value of any goods received by the debtor within 20 days of the
commencement of a bankruptcy case in which the goods have been
sold to the debtor in the ordinary course of that debtor's
business. Ms. Currier asserts that USF's sale of food and food-
related products to the Debtors was a sale of "goods" within the
meaning of the statute, and that the Debtors received the goods
serving as the basis for the OpCo Administrative Claim within 20
days before the Petition Date.
Scheduling Order
USF has sought and obtained Judge Kevin J. Carey's approval to
shorten notice of the Motion to Compel.
The Reorganized OpCo Debtors objected to USF's request arguing
that the motion to shorten "is nothing more than a meritless
attempt by a creditor to circumvent the notice requirements set
forth in the Local Rules of Bankruptcy Practice and Procedure of
the United States Bankruptcy Court for the District of Delaware
in order to receive an expedited payment from the Reorganized
OpCo Debtors on account of disputed claims still being analyzed
by the Reorganized OpCo Debtors."
The Court entered an order scheduling hearing and discovery on
the Motion to Compel, which specifies these dates:
* The parties will exchange any interrogatories or document
requests on or before January 5, 2011.
* The parties will respond to any interrogatories or
document requests served upon them on or before
January 17, 2011.
* The parties will identify witnesses that they intend to or
reserve the right to call at the hearing in this matter on
or before January 21, 2011.
* The discovery cut-off will be February 7, 2011.
* The parties will serve a copy or identify all exhibits and
other documentary evidence they intend to or reserve the
right to introduce on or before February 10, 2011.
* The Reorganized OpCo Debtors will file their opposition to
the motion on or before February 14, 2011.
* USF will file its reply to the Debtors' opposition on or
before February 23, 2011.
* The Court will hold a hearing to consider the motion on
March 3, 2011.
About Tropicana Entertainment
Tropicana Entertainment Inc. is a publicly reporting company that,
along with its affiliates, owns or operates nine casinos and
resorts in Indiana, Louisiana, Mississippi, Nevada and New Jersey.
The Company owns approximately 6,000 rooms, 9,000 slot positions
and 250 table games. In addition, the Company owns a development
property in Aruba. The company is based in Las Vegas, Nevada.
Tropicana Entertainment LLC and certain affiliates filed for
Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08-
10856). Kirkland & Ellis LLP and Mark D. Collins, Esq., at
Richards Layton & Finger, represent the Debtors in their
restructuring efforts. Their financial advisor is Lazard Ltd.
Their notice, claims, and balloting agent is Kurtzman Carson
Consultants LLC. Epiq Bankruptcy Solutions LLC is the Debtors'
Web site administration agent. AlixPartners LLP is the Debtors'
restructuring advisor. Stroock & Stroock & Lavan LLP and Morris
Nichols Arsht & Tunnell LLP represent the Official Committee of
Unsecured Creditors in this case. Capstone Advisory Group LLC is
financial advisor to the Creditors' Committee.
The OpCo Debtors, a group of Tropicana entities owning casinos and
resorts in Atlantic City, New Jersey and Evansville, Indiana
obtained confirmation from the Bankruptcy Court of a
reorganization plan. On April 29, 2009, non-debtor units of the
OpCo Debtors, designated as the New Jersey Debtors -- Adamar of
New Jersey, Inc., and its affiliate, Manchester Mall, Inc. --
filed for Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to
effectuate a sale of the Atlantic City Resort and Casino to a
group of Investors-led by Carl Icahn. Judge Judith H. Wizmur
presides over the cases. Manchester Mall is a wholly owned
subsidiary of Adamar that owns and operates certain real property
utilized in the New Jersey Debtors' business operations.
Effective March 8, Tropicana Entertainment successfully emerged
from the Chapter 11 reorganization process as an Carl Icahn-owned
entity.
A group of Tropicana entities, known as the LandCo Debtors, which
own Tropicana casino property in Las Vegas, have obtained approval
of a separate Chapter 11 plan.
Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz,
Meisel, Forman & Leonard, in Hackensack, New Jersey, represented
the New Jersey Debtors. Kurtzman Carson Consultants LLC acts as
their claims and notice agent. Adamar disclosed $500 million to
$1 billion both in total assets and debts in its petition.
Manchester Mall disclosed $1 million to $10 million in total
assets, and less than $50,000 in total debts in its petition.
Debtors Adamar of New Jersey Inc. and Manchester Mall Inc. have
merged into Adamar of NJ In Liquidation, LLC. The merger and name
change is in accordance with an Amended and Restated Purchase
Agreement, which governs the sale and transfer of the operations
of the Tropicana Casino and Resort - Atlantic City, including
substantially all of the New Jersey Debtors' assets, to Tropicana
Entertainment Inc., Tropicana Atlantic City Corp., and Tropicana
AC Sub Corp., free and clear of any and all liens, claims and
encumbrances.
Bankruptcy Creditors' Service, Inc., publishes Tropicana
Bankruptcy News. The newsletter tracks the Chapter 11 proceedings
of Tropicana Entertainment Inc. and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
TROPICANA ENTERTAINMENT: Lawsuit vs. W & E Edwards Dismissed
------------------------------------------------------------
Pursuant to Rule 7041 of the Federal Rules of Bankruptcy
Procedure, Adamar of NJ In Liquidation, LLC, formerly Adamar of
New Jersey, Inc., and Manchester Mall, Inc., and William and
Caroline Edwards stipulate that the adversary complaint commenced
by the New Jersey Debtors against the Edwards is dismissed with
prejudice, with each party to bear its own costs.
Under the Adversary Complaint, the NJ Debtors sought a temporary
restraining order and preliminary injunction against the Edwards
from pursuing an action filed against Adamar of New Jersey, Inc.,
Justice Gary S. Stein, Tama Hughes, Mark Giannantonio, the New
Jersey Casino Control Commission, and NJ Commission Chair Linda
Kassekert in the Superior Court of New Jersey, Law Division,
Atlantic City, pending the NJ Debtors' consummation of the
Section 363 sale of all or substantially all their assets, or
until further Court order. The sale transaction closed on
March 8, 2010, and the NJ Debtors subsequently filed a notice of
the closing on May 14, 2010.
About Tropicana Entertainment
Tropicana Entertainment Inc. is a publicly reporting company that,
along with its affiliates, owns or operates nine casinos and
resorts in Indiana, Louisiana, Mississippi, Nevada and New Jersey.
The Company owns approximately 6,000 rooms, 9,000 slot positions
and 250 table games. In addition, the Company owns a development
property in Aruba. The company is based in Las Vegas, Nevada.
Tropicana Entertainment LLC and certain affiliates filed for
Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08-
10856). Kirkland & Ellis LLP and Mark D. Collins, Esq., at
Richards Layton & Finger, represent the Debtors in their
restructuring efforts. Their financial advisor is Lazard Ltd.
Their notice, claims, and balloting agent is Kurtzman Carson
Consultants LLC. Epiq Bankruptcy Solutions LLC is the Debtors'
Web site administration agent. AlixPartners LLP is the Debtors'
restructuring advisor. Stroock & Stroock & Lavan LLP and Morris
Nichols Arsht & Tunnell LLP represent the Official Committee of
Unsecured Creditors in this case. Capstone Advisory Group LLC is
financial advisor to the Creditors' Committee.
The OpCo Debtors, a group of Tropicana entities owning casinos and
resorts in Atlantic City, New Jersey and Evansville, Indiana
obtained confirmation from the Bankruptcy Court of a
reorganization plan. On April 29, 2009, non-debtor units of the
OpCo Debtors, designated as the New Jersey Debtors -- Adamar of
New Jersey, Inc., and its affiliate, Manchester Mall, Inc. --
filed for Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to
effectuate a sale of the Atlantic City Resort and Casino to a
group of Investors-led by Carl Icahn. Judge Judith H. Wizmur
presides over the cases. Manchester Mall is a wholly owned
subsidiary of Adamar that owns and operates certain real property
utilized in the New Jersey Debtors' business operations.
Effective March 8, Tropicana Entertainment successfully emerged
from the Chapter 11 reorganization process as an Carl Icahn-owned
entity.
A group of Tropicana entities, known as the LandCo Debtors, which
own Tropicana casino property in Las Vegas, have obtained approval
of a separate Chapter 11 plan.
Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz,
Meisel, Forman & Leonard, in Hackensack, New Jersey, represented
the New Jersey Debtors. Kurtzman Carson Consultants LLC acts as
their claims and notice agent. Adamar disclosed $500 million to
$1 billion both in total assets and debts in its petition.
Manchester Mall disclosed $1 million to $10 million in total
assets, and less than $50,000 in total debts in its petition.
Debtors Adamar of New Jersey Inc. and Manchester Mall Inc. have
merged into Adamar of NJ In Liquidation, LLC. The merger and name
change is in accordance with an Amended and Restated Purchase
Agreement, which governs the sale and transfer of the operations
of the Tropicana Casino and Resort - Atlantic City, including
substantially all of the New Jersey Debtors' assets, to Tropicana
Entertainment Inc., Tropicana Atlantic City Corp., and Tropicana
AC Sub Corp., free and clear of any and all liens, claims and
encumbrances.
Bankruptcy Creditors' Service, Inc., publishes Tropicana
Bankruptcy News. The newsletter tracks the Chapter 11 proceedings
of Tropicana Entertainment Inc. and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
TSG INC: Plan Exclusivity Extension Hearing on January 20
---------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Pennsylvania
continued to Jan. 20, 2011, at 11:00 a.m., the hearing on TSG
Inc.'s request to extend its exclusive periods to file a Chapter
11 plan of reorganization and disclosure statement.
The Debtor is asking the Court to further extend its deadline to
file a Chapter 11 plan and solicit acceptances of that plan until
Jan. 6, 2011, and March 7, 2011, respectively.
Michael J. Barrie, Esq., at Benesch Friedlander Coplan & Aronoff
LLP, said, that the Debtor has expended significant efforts to
sell certain assets comprising one of its operating divisions and
had recently entered into a letter of intent with respect to one
sales. The sale will enable the Debtor to move forward with its
plan of reorganization and ultimate exit from bankruptcy.
In addition, according to Mr. Barrie, the Debtor has been working
diligently with its purchaser to finalize the details of this
asset sale. Without revealing details of this transaction, which
may jeopardize the sale process, this transaction involves a sale
of assets to a foreign purchaser. Given the international nature
of this transaction, all aspects of the sale have been slower than
anticipated by the Debtor, including negotiations and due
diligence, says Mr. Barrie.
About TSG Incorporated
North Wales, Pennsylvania-based TSG Incorporated operates a real
estate business. Founded in 1901 under the name of Levy's
International Water Shrinking and Drying Company, the Debtor has
operated as a privately held, family owned business for over 108
years. Locally headquartered in North Wales, Pennsylvania, the
Debtor is in the business of fabric finishing, coating and
embossing. TSG -- which is an acronym for "The Synthetics Group"
-- is one of the largest commission finishers in the United
States. The Company filed for Chapter 11 bankruptcy protection on
November 29, 2009 (Bankr. E.D. Pa. Case No. 09-19124). Michael
Jason Barrie, Esq., at Benesch Friedlander Coplan & Aronoff LLP
assists the Debtor in its restructuring effort. The Company
estimated $10 million to $50 million in assets and $1 million to
$10 million in liabilities.
UNITED CONTINENTAL: Reports Full Year 2010 Operational Results
--------------------------------------------------------------
United Continental Holdings, Inc. reported December 2010 and full-
year 2010 operational results for United Air Lines, Inc. and
Continental Airlines, Inc.
United and Continental's combined consolidated traffic (revenue
passenger miles) in December 2010 increased 1.4 percent versus
December 2009 on a consolidated capacity increase of 2.3 percent.
The carriers' combined consolidated load factor decreased 0.7
points compared to the same period last year.
United and Continental's December 2010 combined consolidated
passenger revenue per available seat mile (PRASM) increased an
estimated 7.5 to 8.5 percent compared to December 2009, while
mainline PRASM increased an estimated 8.5 to 9.5 percent compared
to the same period last year. In December, the carriers
implemented a revenue sharing structure for their trans-Atlantic
joint venture, retroactive to Jan. 1, 2010. While the impact of
the joint venture obligations for the first through third quarter
2010 will be booked as a charge in Other Operating Expense in
United Continental Holdings' statement of consolidated operations,
the fourth quarter impact and all future adjustments will be
booked as adjustments to passenger revenue. The fourth quarter
adjustment, which was booked entirely in the month of December,
reduced the carriers' December consolidated PRASM by approximately
1.0 point and is included in the above consolidated PRASM
estimate.
The snowstorms during the month of December resulted in an
estimated $25 million reduction in consolidated passenger revenue,
included in the above consolidated PRASM estimate, and a $10
million reduction in net earnings for the quarter.
About United Continental
United Continental Holdings, Inc. (NYSE: UAL) --
http://www.UnitedContinentalHoldings.com/, http://www.united.com/
and http://www.continental.com/-- is the holding company for both
United Airlines and Continental Airlines. Together with United
Express, Continental Express and Continental Connection, these
airlines operate a total of approximately 5,800 flights a day to
371 airports throughout the Americas, Europe and Asia from their
hubs in Chicago, Cleveland, Denver, Guam, Houston, Los Angeles,
New York, San Francisco, Tokyo and Washington, D.C. United and
Continental are members of Star Alliance, which offers more than
21,200 daily flights to 1,172 airports in 181 countries worldwide
through its 28 member airlines. United's and Continental's more
than 80,000 employees reside in every U.S. state and in many
countries around the world.
United Continental carries 'B2' corporate family and probability
of default ratings, with stable outlook, from Moody's, 'B' issuer
credit ratings, with stable outlook, from Standard & Poor's, and
'B-' issuer default rating from Fitch.
UAL Corp filed for Chapter 11 protection on Dec. 9, 2002 (Bankr.
N.D. Ill. Case No. 02-48191). James H.M. Sprayregen, Esq., Marc
Kieselstein, Esq., David R. Seligman, Esq., and Steven R. Kotarba,
Esq., at Kirkland & Ellis, represented the Debtors in their
restructuring efforts. Fruman Jacobson, Esq., at Sonnenschein
Nath & Rosenthal LLP represented the Official Committee of
Unsecured Creditors. Judge Eugene R. Wedoff confirmed a
reorganization plan for United on Jan. 20, 2006. The Company
emerged from bankruptcy on Feb. 1, 2006.
At June 30, 2010, UAL had $20.134 billion in total assets against
total current liabilities of $8.573 billion, long-term debt of
$6.281 billion, long-term obligations under capital leases of
$1.01 billion, other liabilities and deferred credits of
$7.022 billion, and a stockholders' deficit of $2.756 billion.
UNITED CONTINENTAL: December Traffic Increased by 1.4%
------------------------------------------------------
United and Continental's combined consolidated traffic (revenue
passenger miles) in December 2010 increased 1.4 percent versus
December 2009 on a consolidated capacity increase of 2.3 percent.
The carriers' combined consolidated load factor decreased 0.7
points compared to the same period last year.
United and Continental's December 2010 combined consolidated
passenger revenue per available seat mile increased an estimated
7.5 to 8.5 percent compared to December 2009, while mainline PRASM
increased an estimated 8.5 to 9.5 percent compared to the same
period last year. In December, the carriers implemented a revenue
sharing structure for their trans-Atlantic joint venture,
retroactive to Jan. 1, 2010. While the impact of the joint
venture obligations for the first through third quarter 2010 will
be booked as a charge in Other Operating Expense in United
Continental Holdings' statement of consolidated operations, the
fourth quarter impact and all future adjustments will be booked as
adjustments to passenger revenue. The fourth quarter adjustment,
which was booked entirely in the month of December, reduced the
carriers' December consolidated PRASM by approximately 1.0 point
and is included in the above consolidated PRASM estimate.
The snowstorms during the month of December resulted in an
estimated $25 million reduction in consolidated passenger
revenue, included in the above consolidated PRASM estimate, and
a $10 million reduction in net earnings for the quarter.
About United Continental
United Continental Holdings, Inc. (NYSE: UAL) --
http://www.UnitedContinentalHoldings.com/, http://www.united.com/
and http://www.continental.com/-- is the holding company for both
United Airlines and Continental Airlines. Together with United
Express, Continental Express and Continental Connection, these
airlines operate a total of approximately 5,800 flights a day to
371 airports throughout the Americas, Europe and Asia from their
hubs in Chicago, Cleveland, Denver, Guam, Houston, Los Angeles,
New York, San Francisco, Tokyo and Washington, D.C. United and
Continental are members of Star Alliance, which offers more than
21,200 daily flights to 1,172 airports in 181 countries worldwide
through its 28 member airlines. United's and Continental's more
than 80,000 employees reside in every U.S. state and in many
countries around the world.
United Continental carries 'B2' corporate family and probability
of default ratings, with stable outlook, from Moody's, 'B' issuer
credit ratings, with stable outlook, from Standard & Poor's, and
'B-' issuer default rating from Fitch.
UAL Corp filed for Chapter 11 protection on Dec. 9, 2002 (Bankr.
N.D. Ill. Case No. 02-48191). James H.M. Sprayregen, Esq., Marc
Kieselstein, Esq., David R. Seligman, Esq., and Steven R. Kotarba,
Esq., at Kirkland & Ellis, represented the Debtors in their
restructuring efforts. Fruman Jacobson, Esq., at Sonnenschein
Nath & Rosenthal LLP represented the Official Committee of
Unsecured Creditors. Judge Eugene R. Wedoff confirmed a
reorganization plan for United on Jan. 20, 2006. The Company
emerged from bankruptcy on Feb. 1, 2006.
At June 30, 2010, UAL had $20.134 billion in total assets against
total current liabilities of $8.573 billion, long-term debt of
$6.281 billion, long-term obligations under capital leases of
$1.01 billion, other liabilities and deferred credits of
$7.022 billion, and a stockholders' deficit of $2.756 billion.
UNIVERSAL AMERICAN: AM Best Puts 'bb' Issuer Credit Rating
----------------------------------------------------------
A.M. Best Co. has placed under review with developing implications
the issuer credit rating (ICR) and indicative debt ratings of
Universal American Corp. (Universal American) (Rye Brook, NY)
[NYSE: UAM] as well as the financial strength ratings (FSR) and
ICRs of its insurance subsidiaries.
The rating actions follow the announcement that Universal American
and CVS Caremark Corporation (CVS Caremark) have entered into an
agreement under which CVS Caremark will acquire the Medicare Part
D business of Universal American. Under the agreement, CVS
Caremark will acquire the outstanding shares of Universal
American's common stock and concurrently distribute to the
shareholders of Universal American 100% of the shares of a newly
formed public company, which will own Universal American's
remaining operations including its Medicare Advantage and
traditional insurance businesses.
The Medicare Part D business represents a large portion of
Universal American's annual revenues and earnings. The under
review status reflects that A.M. Best will conduct discussions
with Universal American's management regarding its revised
business strategy, projections, organizational structure and
individual insurance entity operations and capitalization.
The ratings will remain under review until the close of the
transaction, which is expected by the end of the second quarter of
2011, subject to shareholder and regulatory approvals and A.M.
Best's discussions with management.
The FSR of B++ (Good) and ICRs of "bbb" have been placed under
review with developing implications for the following subsidiaries
of Universal American Corp.:
-- American Progressive Life & Health Insurance Company of New
York
-- Pennsylvania Life Insurance Company
-- The Pyramid Life Insurance Company
The FSRs of B+ (Good) and ICRs of "bbb-" have been placed under
review with developing implications for the following subsidiaries
of Universal American Corp.:
-- American Pioneer Life Insurance Company
-- Constitution Life Insurance Company
-- Marquette National Life Insurance Company
-- SelectCare of Texas, LLC
-- Union Bankers Insurance Company
The FSR of B (Fair) and ICR of "bb+" have been placed under review
with developing implications for GlobalHealth, Inc., a subsidiary
of Universal American Corp.
The ICR of "bb" has been placed under review with developing
implications for Universal American Corp.
The following indicative debt ratings on the $140 million 2004
shelf registration have been placed under review with developing
implications:
Universal American Corp.
-- "bb" on senior unsecured debt
-- "bb-" on subordinated debt
-- "b+" on preferred stock
VINTAGE PARK: To Have Exclusivity Until Confirmation Hearing
------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas
extended until the conclusion of the confirmation hearing, IRH
Vintage Park Partners, LP, et al.'s exclusive periods to file and
solicit acceptances for their proposed Plan of Reorganization.
The Court has set a hearing on January 31, 2011, at 11:00 a.m., to
consider the confirmation of the Debtors' Plan.
According to the Disclosure Statement, the Plan provides for
(1) allowed administrative claims and priority non-tax claims to
be paid in cash in full; (2) allowed ad valorem claims of taxing
authorities to be paid in cash full when due; (3) allowed non-tax
priority claims, if any, to be paid in cash in full within
30 days of the effective date; (4) allowed priority tax claims, if
any, to be paid in full with twelve equal quarterly installments
including interest at the statutory rate; (5) allowed secured
claim of Capmark Bank to be paid by the delivery of a promissory
note from the Reorganized IRH for $34.7 million or other amount as
determined by the Court, plus interest at the rate prime rate of
interest plus .75% (i.e. prime is currently 3.25% plus .75%) or
other amount as determined by the Bankruptcy Court, to be paid
over a seven year period; (6) allowed unsecured vendor claims of
$2500 or less (and vendors electing to be treated in this class)
and allowed senior secured claims of mechanics and materialmen to
be receive the full amount of their respective allowed claim
without interest; (7) allowed unsecured deficiency claim of
Capmark Bank and allowed unsecured vendor claims in excess of
$2500 to each receive a single payment equal to 10% of their
respective allowed claim amount plus an unsecured promissory note
for the balance of their unsecured claims; (8) Wrightwood
Capital Lender, LP to have the option of (i) receiving payment in
full of the Wrightwood Note with an extended maturity date until
2017 and no payment to be made until Capmark Bank's allowed claims
have been paid in full or (ii) collectively 49% of the new
partnership interest in the Reorganized IRH and VP GP in full
satisfaction of its Claim, with a monthly Preferred return of
$20,000, if funds are available, and redeemable at the Reorganized
IRH's option for $2.6 million; (9) allowed unsecured claims of
affiliates to be offset against debts owed to the debtors and the
balance, if any will be subordinated to the payment of all other
classes; and (10) interests of the existing equity holders to be
extinguished and new partnership interests in the Reorganized IRH
and VP GP will be issued to the equity holders in exchange for a
$1 million equity infusion. The equity holders will receive all
new partnership interests, except for any interest obtained by
Wrightwood, and retain the option to purchase any equity interests
obtained by Wrightwood for $2.6 million.
About Vintage Park Partners, LP
IRH Vintage filed for Chapter 11 bankruptcy protection on
September 2, 2010 (Bankr. S.D. Texas Case No. 10-37503). Edward L
Rothberg, Esq., Melissa Anne Haselden, Esq., and T. Josh Judd,
Esq., at Hoover Slovacek, LLP, represent the Debtor. The Debtor
estimated assets and debts at $10 million to $50 million as of the
petition date.
VISUALANT INC: Inks License Agreement with Javelin LLC
------------------------------------------------------
Visualant, Inc. announced that it has entered into a license
agreement with Seattle based Javelin LLC for development of
environmental diagnostic applications of its Spectral Pattern
Matching technology.
Visualant's primary focus with its SPM technology and its
TransTech Systems, Inc. subsidiary is the multi-billion dollar
security and authentication marketplace. SPM technology has broad
applicability to a number of fields of use outside the security
and authentication marketplace including medical, agricultural and
environmental diagnostics. Today's announcement is the first
license agreement for the SPM technology. It marks a significant
milestone in the Company's growth. The first public demonstration
of the Company's SPM technology occurred in October of 2010. This
license is what the Company hopes will be the first of many such
agreements. The license, which is exclusive for environmental
applications, provides for certain minimum payments and market-
rate royalties.
The Visualant SPM technology, with its ability to map color at the
photon level both within the humanly visible spectrum as well as
in the near infra-red and near ultra-violet, can be used as a
diagnostic tool for a host of environmental applications. These
include determining the presence of foreign substances such as oil
in water and determining water quality among many others.
Javelin LLC Co-founder, Peter Purdy, stated, "I have worked in the
optical solutions field for over twenty years. With The Visualant
SPM technology we can differentiate our product for testing at the
molecular level due to its very low cost. It is a transformative
technology with a broad array of potential applications." Mathew
Creedican Javelin Co-founder agrees and mentioned "We have been
aggressive in pursuing Visualant's technologies for our testing
applications and the extreme competitive advantage SPM brings in
size, cost and durability. We are excited about a number of the
current environmental applications we currently are working with
as well as future iterations of the technology."
About the Javelin license agreement Visualant CEO Ron Erickson
said, "While we remain focused on our work in the security and
authentication marketplace, we have been resolute in our belief
the Visualant SPM technology has extensive applications in many
fields of use. We look forward to working with Javelin to solve
some big problems in environment diagnostics. Over time, we
expect to secure additional licensing opportunities for the SPM
technology in medical, agricultural diagnostics and in other
fields of use."
About Visualant Inc
Seattle, Wash.-based Visualant, Inc., was incorporated under the
laws of the State of Nevada on October 8, 1998. The Company
develops low-cost, high speed, light-based security and quality
control solutions for use in homeland security, anti-
counterfeiting, forgery/fraud prevention, brand protection and
process control applications.
The Company's balance sheet at September 30, 2010, showed
$4,144,156 in total assets, $5,995,974 in total liabilities, and
stockholders' deficit of $1,851,818.
VITRO SAB: No Ruling on Change of Venue Issue So Far
----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Judge Russell F. Nelms in Fort Worth, Texas, held a
hearing on January 6 on the change-of-venue issue for the U.S.
side of the reorganization of Vitro SAB -- (i) a request of
bondholders to transfer the Chapter 15 case filed by Vitro SAB in
Manhattan to Texas, where involuntary Chapter 11 petitions were
filed against U.S. affiliates of Vitro prior to the Chapter 11
filing and (ii) a cross motion by Vitro to transfer the Texas
involuntary cases to New York.
Judge Nelms did not rule on the change-of-venue issue at the end
of the hearing. Judge Nelms did clarify a prior ruling by saying
that the contending parties could ask the New York bankruptcy
judge to terminate or confirm attachments that some noteholders
obtained from a state court in New York attempting to recover on
the defaulted bonds. The state court suits had been shifted to
the bankruptcy court.
Ruling on Dismissal Without Trial
Mr. Rochelle relates that Vitro, saying there are no disputed
facts, filed a motion on Jan. 5 in Fort Worth for summary judgment
dismissing involuntary Chapter 11 petitions filed against the U.S.
subsidiaries. Unless summary judgment is granted in favor of
Vitro, Judge Nelms already scheduled a trial to begin in Fort
Worth on Feb. 10 to decide if the subsidiaries can be thrown into
Chapter 11 involuntarily.
While not disputing that the $1.2 billion in bonds have been in
default for about two years, Vitro nonetheless contends the
involuntary petitions must be dismissed. Vitro argues that a
required demand for payment was never made before the petitions
were filed. Without such a demand, Vitro takes the position that
the subsidiaries have no liability on their guarantees of the
bonds.
Vitro's second argument is based on provisions in the bonds
limiting each subsidiary's guarantee to an amount that won't make
the guarantee voidable as a fraudulent transfer. For that reason,
Vitro contends the amount of the debt is "uncertain," again
precluding the bond default from being the basis for an
involuntary petition.
About Vitro SAB
Headquartered in Monterrey, Mexico, Vitro, S.A.B. de C.V. (BMV:
VITROA; NYSE: VTO), through its two subsidiaries, Vitro Envases
Norteamerica, SA de C.V. and Vimexico, S.A. de C.V., is a global
glass producer, serving the construction and automotive glass
markets and glass containers needs of the food, beverage, wine,
liquor, cosmetics and pharmaceutical industries.
Vitro is the largest manufacturer of glass containers and flat
glass in Mexico, with consolidated net sales in 2009 of
MXN23,991 million (US$1.837 billion).
Vitro defaulted on its debt in 2009, and is now seeking to
restructure around US$1.5 billion in debt, including US$1.2
billion in notes.
Vitro launched an offer to buy back or swap US$1.2 billion in debt
from bondholders. The tender offer would be consummated with a
bankruptcy filing in Mexico and Chapter 15 filing in the United
States. Vitro said noteholders would recover as much as 73% by
exchanging existing debt for cash, new debt or convertible bonds.
The offer was to expire December 7.
Noteholders who oppose the exchange, namely Knighthead Master
Fund, L.P., Lord Abbett Bond-Debenture Fund, Inc., Davidson
Kempner Distressed Opportunities Fund LP, and Brookville Horizons
Fund, L.P. -- which hold US$75 million, or approximately 6% of the
outstanding bond debt -- commenced involuntary bankruptcy cases
under Chapter 11 of the U.S. Bankruptcy Code against Vitro Asset
Corp. (Bankr. N.D. Tex. Case No. 10-47470) and nine other
affiliates on November 17, 2010.
Vitro engaged Susman Godfrey, L.L.P. as U.S. special litigation
Counsel to analyze the potential rights that Vitro may exercise in
the United States against the ad hoc group of dissident
bondholders and its advisors.
A larger group of noteholders, known as the Ad Hoc Group of Vitro
Noteholders -- comprised of holders, or investment advisors to
holders, which represent approximately US$650 million of the
Senior Notes due 2012, 2013 and 2017 issued by Vitro -- was not
among the Chapter 11 petitioners, although the group has expressed
concerns over the exchange offer. The group says the exchange
offer exposes Noteholders who consent to potential adverse
consequences that have not been disclosed by Vitro. The group is
represented by John Cunningham, Esq., and Richard Kebrdle, Esq. at
White & Case LLP.
The U.S. affiliates subject to the involuntary petitions are
Vitro Chemicals, Fibers & Mining, LLC (Bankr. N.D. Tex. Case
No. 10-47472); Vitro America, LLC (Bankr. N.D. Tex. Case No.
10-47473); Troper Services, Inc. (Bankr. N.D. Tex. Case No.
10-47474); Super Sky Products, Inc. (Bankr. N.D. Tex. Case No.
10-47475); Super Sky International, Inc. (Bankr. N.D. Tex. Case
No. 10-47476); VVP Holdings, LLC (Bankr. N.D. Tex. Case No.
10-47477); Amsilco Holdings, Inc. (Bankr. N.D. Tex. Case No.
10-47478); B.B.O. Holdings, Inc. (Bankr. N.D. Tex. Case No.
10-47479); Binswanger Glass Company (Bankr. N.D. Tex. Case No.
10-47480); Crisa Corporation (Bankr. N.D. Tex. Case No. 10-47481);
VVP Finance Corporation (Bankr. N.D. Tex. Case No. 10-47482); VVP
Auto Glass, Inc. (Bankr. N.D. Tex. Case No. 10-47483); V-MX
Holdings, LLC (Bankr. N.D. Tex. Case No. 10-47484); and Vitro
Packaging, LLC (Bankr. N.D. Tex. Case No. 10-47485).
Vitro SAB on December 13, 2010, filed its voluntary petition for a
pre-packaged Concurso Plan in the Federal District Court for Civil
and Labor Matters for the State of Nuevo Leon, thereby commencing
its voluntary concurso mercantil proceedings. Vitro SAB believes
that, as a result of the implementation of the Concurso Plan
through the Mexican Proceeding, the holders of the Restructured
Debt will recover 68% to 75% of the face value of their respective
claims.
Vitro SAB also commenced parallel proceedings under Chapter 15 of
the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 10-16619) in
Manhattan on December 13, 2010, to seek U.S. recognition and
deference to its bankruptcy proceedings in Mexico.
Alejandro Francisco Sanchez-Mujica, as foreign representative of
Vitro, has asked the U.S. Bankruptcy Court to enter an order
recognizing the Mexican Proceeding as "foreign main proceeding"
pursuant to 11 U.S.C. Secs. 1515 and 1517.
WASHINGTON MUTUAL: Junior Noteholders Can't Move Up in Pay Ladder
-----------------------------------------------------------------
Steven Church at Bloomberg News reported that U.S. Bankruptcy
Judge Mary F. Walrath in Wilmington, Delaware, ruled that
bondholders of Washington Mutual Bank can't move ahead of other
unsecured creditors in the bankruptcy of the company's former
parent, Washington Mutual Inc. The ruling means some of the
bondholders who purchased $13 billion in notes from WaMu's bank
will be the next-to-last creditors paid under WaMu's proposed
bankruptcy-exit plan.
"They are the major losers in this bankruptcy," bondholder
attorney Geoffrey C. Jarvis, Esq., said in an interview after the
ruling. "This was not a totally unexpected result."
Bloomberg recounts that Judge Walrath ruled last year that some of
the bank bondholders had the right to file a claim in WaMu's
bankruptcy. Under her January 6 ruling, those claims can only be
paid should all other unsecured claims be paid in full. The
bondholders rank ahead of shareholders.
About Washington Mutual
Based in Seattle, Washington, Washington Mutual Inc. --
http://www.wamu.com/-- is a holding company for Washington Mutual
Bank as well as numerous non-bank subsidiaries.
Washington Mutual Bank was taken over on Sept. 25, 2008, by U.S.
government regulators. The next day, WaMu and its affiliate, WMI
Investment Corp., filed separate petitions for Chapter 11 relief
(Bankr. D. Del. 08-12229 and 08-12228, respectively). WaMu owns
100% of the equity in WMI Investment. When WaMu filed for
protection from its creditors, it disclosed assets of
$32,896,605,516 and debts of $8,167,022,695. WMI Investment
estimated assets of $500 million to $1 billion with zero debts.
WaMu is represented by Brian Rosen, Esq., at Weil, Gotshal &
Manges LLP in New York City; Mark D. Collins, Esq., at Richards,
Layton & Finger P.A. in Wilmington, Del.; and Peter Calamari,
Esq., and David Elsberg, Esq., at Quinn Emanuel Urquhart Oliver &
Hedges, LLP. Fred S. Hodera, Esq., at Akin Gump Strauss Hauer &
Fled LLP in New York City and David B. Stratton, Esq., at Pepper
Hamilton LLP in Wilmington, Del., represent the Official Committee
of Unseucred Creditors. Stephen D. Susman, Esq., at Susman
Godfrey LLP and William P. Bowden, Esq., at Ashby & Geddes, P.A.,
represent the Equity Committee. Stacey R. Friedman, Esq., at
Sullivan & Cromwell LLP and Adam G. Landis, Esq., at Landis Rath &
Cobb LLP in Wilmington, Del., represent JPMorgan Chase, which
acquired WaMu's assets prior to the Petition Date.
WHITTLE DEVELOPMENT: Can Access Short Term Loan on Interim Basis
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas
authorized Whittle Development LLC and Mariah Bay Development Inc.
to obtain a postpetition financing accommodation from City Bank.
The City Bank loan will be for $75,000. For each dollar drawn on
the letter of credit the allocation of junior liens among the
Debtors' assets, will be 68% against the real and personal assets
of Whittle Development and 32% against the assets of Mariah Bay as
they existed on the petition date. The City Bank loan will accrue
interest at the rate 6% and will also be payable as an
administrative claim under section 503(b)(1), upon confirmation of
a plan of reorganization.
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).
WII COMPONENTS: Holdings Company Completes Recapitalization
-----------------------------------------------------------
On December 30, 2010, WII Holding, Inc., the parent company of WII
Components, Inc., completed a comprehensive recapitalization
pursuant to the terms of a Recapitalization Agreement, dated
December 30, 2010, by and among Parent, WII Parent Merger Corp., a
newly formed entity, OCM Mezzanine Fund II, L.P. and Olympus
Growth Fund IV, L.P. and a Note Exchange Agreement, dated
December 30, 2010, between OCM and MergerCo.
Pursuant to the Transaction Agreements: (i) OCM transferred to
MergerCo all of its shares of Series A Preferred Stock and Common
Stock of Parent and its pay-in-kind senior notes issued by Parent
in an aggregate principal amount of approximately $33.6 million
and, in exchange therefor, MergerCo issued to OCM an aggregate of
29,713.91 shares of its Common Stock and new unsecured non-
interest bearing senior notes in a principal amount of
$23,000,000, due April 9, 2012; and (ii) Olympus transferred to
MergerCo all of the shares of Series A Preferred Stock of Parent
held by Olympus and its pay-in-kind senior subordinated notes
issued by Parent in an aggregate principal amount of approximately
$114.9 million and, in exchange therefor, MergerCo issued to
Olympus an aggregate of 139,071.406 shares of its Common Stock.
Immediately thereafter, MergerCo was merged with and into Parent,
with Parent continuing as the surviving corporation in the Merger.
Pursuant to the Merger, subject to the terms and conditions of the
Recapitalization Agreement:
(i) each share of Common Stock of MergerCo outstanding
immediately prior to the Merger was converted into the
right to receive one share of Common Stock of the Surviving
Corporation;
(ii) each share of Series A Preferred Stock of Parent
outstanding immediately prior to the Merger was converted
into the right to receive one share of Common Stock of the
Surviving Corporation;
(iii) each share of Common Stock of the Parent outstanding
immediately prior to the Merger was converted into the
right to receive one thousandth of a share of Common Stock
of the Surviving Corporation; and
(iv) each share of capital stock of Parent or MergerCo held by
Parent or MergerCo was cancelled without consideration.
The Parent notes transferred to MergerCo in connection with the
Recapitalization were extinguished in connection with the Merger
and the New Notes issued by MergerCo were assumed by the Surviving
Corporation by operation of law in the Merger.
As a result of the Recapitalization, Olympus and OCM own
approximately 82% and 17%, respectively, of the outstanding Common
Stock of the Surviving Corporation.
About WII Components
WII Components Inc. manufactures hardwood cabinet doors and
related components in the United States, selling primarily to
kitchen and bath cabinet original equipment manufacturers.
At December 31, 2009, the Company had $203,077,000 in total assets
against total current liabilities of $19,929,000, long-term debt -
net of current maturities of $108,350,000, deferred income taxes
of $3,174,000, and other long-term liabilities of $2,324,000,
resulting in stockholders' equity of $69,300,000.
As reported in the TCR on Oct. 27, 2010, Standard & Poor's Ratings
Services assigned its preliminary 'B-' corporate credit rating to
St. Cloud, Minn.-based WII Components Inc. The rating outlook is
stable. "The 'B-' preliminary corporate credit rating on WII
reflects its highly leveraged financial risk profile and
vulnerable business risk profile," said Standard & Poor's credit
analyst Pamela Rice. In November 2010, S&P withdrew all of its
preliminary ratings, including its preliminary 'B-' corporate
credit rating, on WII Components because the company's proposed
$115 million senior secured notes offering was not completed.
* Canada Should Watch Debt Levels, Bankr. Superintendent Says
-------------------------------------------------------------
James Callon, who heads the Office of the Superintendent of
Bankruptcy Canada, said in the agency's Web site that while the
number of insolvencies -- bankruptcies and proposals -- filed
during the 12 months ending October 2010 was less than the number
filed during the previous 12 months ending October 2009, the
number of consumer insolvencies filed in Canada was still 22.5%
higher than the pre-recession level of 2007-2008.
"It's important for Canadians to be aware of the risks and
possible consequences of taking on a large amount of debt.
Significant events, such as a change in employment or income, a
change in family status or a serious illness, can cause a huge
drain on finances. The combination of a large amount of debt and
the sudden occurrence of a major life event could lead to the
harsh realities of insolvency," Mr. Callon said.
Greg Quinn and Theophilos Argitis at Bloomberg News note that
Mr. Callon joins Finance Minister Jim Flaherty, Prime Minister
Stephen Harper and Bank of Canada Governor Mark Carney in
cautioning Canadians about the perils of too much debt.
* Canada Bankruptcies Rise 0.2% to 8,136 in October From Sept.
--------------------------------------------------------------
The Office of the Superintendent of Bankruptcy Canada said in its
Web site that the total number of insolvencies -- bankruptcies and
proposals -- in Canada increased by 0.2% in October 2010 from the
previous month. Bankruptcies increased by 0.2%, whereas proposals
increased by 0.1%. Over the past 10 years, there were only two
years when the total number of insolvencies filed in the month of
October was lower than the total number filed in September.
The total number of insolvencies in October 2010 was 9.1% lower
than the total number of insolvencies in October 2009. Consumer
insolvencies have decreased by 8.1%, while business insolvencies
have decreased by 31.7%.
For the 12-month period ending October 31, 2010, total
insolvencies decreased by 9.6% compared with the 12-month period
ending October 31, 2009.
For the 12-month period ending October 31, 2010, consumer
insolvencies decreased by 9.0% compared with the 12-month period
ending October 31, 2009. Consumer bankruptcies decreased by
18.8%t, while consumer proposals increased by 25.4%. For the same
period, 96.9% of total insolvencies were filed by consumers.
Business insolvencies for the 12-month period ending October 31,
2010, fell by 22.5% compared with the 12-month period ending
October 31, 2009. A reduction in the number of insolvencies among
the manufacturing; transportation and warehousing; retail trade;
accommodation and food services; and construction sectors largely
contributed to this decrease.
The proportion of proposals in consumer insolvencies increased to
30.4% during the 12-month period ending October 31, 2010, up from
22.2% during the 12-month period ending October 31, 2009. This
increase may be an indication that consumers are taking advantage
of changes to the Bankruptcy and Insolvency Act. The changes,
implemented on September 18, 2009, allow consumers more
flexibility in filing proposals.
In October 2010, two Companies' Creditors Arrangement Act (CCAA)
proceedings were filed.
* Massachusetts Top Court Hands Foreclosure Loss to U.S. Bancorp
----------------------------------------------------------------
Thom Weidlich at Bloomberg News reports that U.S. Bancorp and
Wells Fargo & Co., in a ruling that drove down bank stocks, lost a
foreclosure case before Massachusetts's highest court that will
guide lower courts in that state and may influence others in bank
disputes involving state real-estate law.
According to the report, the state Supreme Judicial Court on
January 7 upheld a judge's decision saying two foreclosures were
invalid because the banks didn't prove they owned the mortgages,
which he said were transferred into two mortgage-backed trusts
without the recipients' being named.
Bloomberg relates that Joshua Rosner, an analyst at the New York-
based research firm Graham Fisher & Co., called the decision "a
landmark ruling" showing that at least in Massachusetts a mortgage
"must name the assignee to be valid."
"This is likely to open the floodgates to more suits in
Massachusetts and strengthens cases in other states," Mr. Rosner
said.
"We agree with the judge that the plaintiffs, who were not the
original mortgagees, failed to make the required showing that they
were the holders of the mortgages at the time of foreclosure,"
Justice Ralph D. Gants wrote for a unanimous court.
* S&P's Global Corporate Default Tally at 77 in 2010
----------------------------------------------------
U.S.-based SuperMedia Inc. approved an amendment to allow subpar
repurchases and a subsequent tender offer on its term debt on
Dec. 20, 2010. This raised the 2010 global corporate default
tally to 77, said an article published Jan. 7 by Standard &
Poor's, titled "Global Corporate Default Update (Dec. 17, 2010 -
Jan. 6, 2011) (Premium)."
Currently, the 2010 default tallies are 54 in the U.S., three in
Europe, nine in emerging markets, and 11 in the other developed
countries (Australia, Canada, Japan, and New Zealand). In 2010,
27 defaults resulted from missed interest or principal payments,
while 24 defaults resulted from Chapter 11 and foreign bankruptcy
filings, 21 from distressed exchanges, three from receiverships,
and one from regulatory directives and administration.
Of the global corporate defaulters in 2010, 40% of issues with
available recovery ratings had recovery ratings of '6' (indicating
our expectation for negligible recovery of 0% to 10%), 10% of the
issues had recovery ratings of '5' (modest recovery prospects of
10% to 30%), 11% had recovery ratings of '4' (average recovery
prospects of 30% to 50%), and 17% had recovery ratings of '3'
(meaningful recovery prospects of 50% to 70%). And for the
remaining two rating categories, 13% of the issues had recovery
ratings of '2' (substantial recovery prospects of 70% to 90%) and
10% had recovery ratings of '1' (very high recovery prospects of
90% to 100%).
* Moody's: Global Default Rate Fell to 3.1% in Fourth Quarter
-------------------------------------------------------------
The trailing 12-month global speculative-grade default rate
finished at 3.1% in the fourth quarter of 2010, down from 4.0% in
the previous quarter, Moody's Investors Service said in a new
report. This level is close to the ratings agency's forecast of
3.3% made a year ago. The global default rate stood much higher
at 13.1% in the fourth quarter of 2009.
The ratings agency's default rate forecasting model now predicts
that the global speculative-grade default rate will fall to 1.9%
in 2011 under a stable baseline scenario. In a pessimistic
scenario, which incorporates a renewed liquidity freeze and
further economic contractions, the global default rate could
finish at 6.1%, while in an optimistic scenario, the
rate could dip even further to 1.2%.
"The story of 2010 is how few defaults were actually recorded,"
said Albert Metz, Managing Director of Credit Policy Research.
"Our baseline expectations call for continued stability in 2011.
But that baseline assumes that additional significant sovereign
and financial sector problems do not develop in Europe."
In the U.S., the speculative-grade default rate ended the fourth
quarter at 3.3%, also down from 4.0% in the third quarter, while
in Europe, the default rate fell to 1.9% from 3.5%. At the end of
2009, the U.S. default rate stood at 14.1% and the European rate
was 11.3%.
Moody's forecasting model projects the default rate to fall to
2.1% by December 2011 among speculative-grade issuers in the U.S.
and 1.2% among those in European.
A total of 19 Moody's-rated corporate debt issuers have defaulted
in the fourth quarter, which sends the 2010 default total to 59.
In comparison, there were 269 defaults last year of which 32 were
recorded in the fourth quarter.
The largest number of defaults came from the Media: Advertising,
Printing, & Publishing industry in 2010 with six companies in that
sector defaulting. This is followed by the Capital Equipment
sector, the Hotel, Gaming, & Leisure sector, and the Retail
sector, each of which contributed five defaults.
Across regions, 48 (or 81%) of the 2010 defaulters were from North
America while seven (or 12%) were from Europe. The remaining
defaulters were from Asia and Latin America.
Across industries over the coming year, default rates are expected
to be highest in the Consumer Transportation sector in the U.S.
and the Media: Advertising, Printing, & Publishing sector in
Europe. Measured on a dollar volume basis, the global
speculative-grade bond default rate closed at 1.6% in 2010. The
current level is down from the level of 2.0% from the previous
quarter. A year ago, the global dollar-weighted default rate
stood much lower at 16.4%. In the U.S., the dollar-weighted
speculative-grade bond default rate ended the fourth quarter at
1.6%, down from third quarter's 1.8%. The latest US dollar-
weighted bond default rate is significantly lower than the 16.6% a
year ago. In Europe, the dollar-weighted speculative-grade bond
default rate fell from 2.6% in the third quarter to 1.7% in the
final quarter of 2010. At this time last year, the European
speculative-grade bond default rate was much higher at 13.1%.
Moody's speculative-grade corporate distress index -- which
measures the percentage of rated issuers that have debt trading at
distressed levels -- came in at 10.5% at the end of the fourth
quarter, down from the level of 15.0% in the previous quarter. A
year ago, the index was much higher at 22.7%.
In the leveraged loan market, a total of four Moody's-rated loan
defaulters were recorded in the fourth quarter, sending the entire
year's loan default count to 23. The trailing 12 month U.S.
leveraged loan default rate finished the fourth quarter at 2.8%,
down from 4.1% in the previous quarter. In 2009, the U.S. loan
default rate ended at 12.0%.
* Large Companies With Insolvent Balance Sheets
-----------------------------------------------
Total
Total Share-
Total Working Holders'
Assets Capital Equity
Company Ticker ($MM) ($MM) ($MM)
------- ------ ------ ------- --------
ABRAXAS PETRO AXAS US 178.1 (5.2) (1.7)
ABSOLUTE SOFTWRE ABT CN 124.2 (6.0) (6.2)
ACCO BRANDS CORP ABD US 1,097.3 261.9 (97.3)
AEGERION PHARMAC AEGR US 2.9 (29.5) (27.3)
ALASKA COMM SYS ALSK US 624.8 2.6 (15.3)
AMER AXLE & MFG AXL US 2,071.4 61.9 (469.1)
AMR CORP AMR US 25,357.0 (2,102.0) (3,643.0)
ANACOR PHARMACEU ANAC US 20.4 (1.6) (8.2)
ARQULE INC ARQL US 94.1 45.1 (9.7)
ARRAY BIOPHARMA ARRY US 139.3 23.0 (125.2)
ARVINMERITOR INC ARM US 2,879.0 331.0 (1,023.0)
AUTOZONE INC AZO US 5,640.5 (584.3) (817.2)
BLUEKNIGHT ENERG BKEP US 296.0 (427.8) (152.8)
BOARDWALK REAL E BEI-U CN 2,343.6 - (100.8)
BOARDWALK REAL E BOWFF US 2,343.6 - (100.8)
BOSTON PIZZA R-U BPF-U CN 111.3 5.0 (116.3)
BRAVO BRIO RESTA BBRG US 162.8 (28.9) (61.5)
CABLEVISION SY-A CVC US 7,501.6 (157.7) (6,222.8)
CAMPUS CREST COM CCG US 327.5 - (60.7)
CC MEDIA-A CCMO US 17,393.5 1,410.4 (7,219.6)
CENTENNIAL COMM CYCL US 1,480.9 (52.1) (925.9)
CENVEO INC CVO US 1,393.6 220.0 (332.5)
CHENIERE ENERGY CQP US 1,797.0 30.3 (521.9)
CHENIERE ENERGY LNG US 2,616.5 (137.1) (431.0)
CHOICE HOTELS CHH US 403.3 (11.5) (75.5)
CLEVELAND BIOLAB CBLI US 11.9 (9.7) (10.0)
COMMERCIAL VEHIC CVGI US 289.3 114.0 (5.7)
CUMULUS MEDIA-A CMLS US 324.1 (2.5) (349.3)
DENNY'S CORP DENN US 312.7 (10.7) (102.4)
DISH NETWORK-A DISH US 9,292.9 733.1 (1,416.5)
DISH NETWORK-A EOT GR 9,292.9 733.1 (1,416.5)
DOMINO'S PIZZA DPZ US 425.7 104.1 (1,241.9)
DUN & BRADSTREET DNB US 1,727.3 (612.4) (717.4)
EASTMAN KODAK EK US 6,929.0 1,406.0 (213.0)
ENERCARE INC ECI CN 869.7 9.9 (263.6)
EPICEPT CORP EPCT SS 6.7 (1.1) (14.2)
EXELIXIS INC EXEL US 372.9 (11.8) (217.6)
FORD MOTOR CO F US 180,330.0 (18,558.0) (1,740.0)
FORD MOTOR CO F BB 180,330.0 (18,558.0) (1,740.0)
GENCORP INC GY US 981.8 150.8 (224.9)
GLG PARTNERS INC GLG US 400.0 156.9 (285.6)
GLG PARTNERS-UTS GLG/U US 400.0 156.9 (285.6)
GRAHAM PACKAGING GRM US 2,840.3 259.1 (580.3)
HANDY & HARMAN L HNH US 374.2 62.1 (8.9)
HEALTHSOUTH CORP HLS US 1,796.9 124.3 (394.9)
HICKS ACQUISITIO HKACU US 0.8 (0.8) (0.1)
HOVNANIAN ENT-A HOV US 1,817.6 1,101.9 (337.9)
HOVNANIAN ENT-B HOVVB US 1,817.6 1,101.9 (337.9)
HUGHES TELEMATIC HUTC US 111.4 1.9 (42.1)
IDENIX PHARM IDIX US 63.1 24.0 (21.3)
INCYTE CORP INCY US 464.6 305.0 (128.9)
INTERMUNE INC ITMN US 143.9 10.2 (67.7)
IPCS INC IPCS US 559.2 72.1 (33.0)
ISTA PHARMACEUTI ISTA US 112.2 8.8 (71.8)
JAZZ PHARMACEUTI JAZZ US 108.0 (13.3) (0.8)
JUST ENERGY GROU JE CN 1,834.1 (578.0) (497.2)
KNOLOGY INC KNOL US 658.7 53.5 (5.3)
LIGAND PHARM-B LGND US 112.6 (1.4) (1.1)
LIGHTING SCIENCE LSCG US 60.0 28.3 (122.4)
LIN TV CORP-CL A TVL US 782.4 21.2 (146.9)
LORILLARD INC LO US 3,504.0 1,665.0 (38.0)
MAINSTREET EQUIT MEQ CN 399.4 - (8.5)
MANNKIND CORP MNKD US 305.1 76.5 (181.4)
MEAD JOHNSON MJN US 2,217.6 414.5 (415.7)
MOODY'S CORP MCO US 2,348.2 508.8 (297.6)
MORGANS HOTEL GR MHGC US 759.1 47.0 (42.1)
NATIONAL CINEMED NCMI US 836.1 40.5 (340.8)
NAVISTAR INTL NAV US 9,730.0 2,246.0 (924.0)
NEWCASTLE INVT C NCT US 3,760.1 - (591.2)
NEXSTAR BROADC-A NXST US 607.6 31.2 (189.9)
NORTH AMERICAN G NMGL US 0.0 (0.1) (0.1)
NPS PHARM INC NPSP US 228.8 147.8 (149.8)
NYMOX PHARMACEUT NYMX US 0.9 (1.0) (1.8)
OTELCO INC-IDS OTT-U CN 331.6 27.5 (3.5)
OTELCO INC-IDS OTT US 331.6 27.5 (3.5)
PALM INC PALM US 1,007.2 141.7 (6.2)
PDL BIOPHARMA IN PDLI US 257.5 26.1 (304.5)
PETROALGAE INC PALG US 5.9 (8.2) (51.6)
PLAYBOY ENTERP-A PLA/A US 165.8 (16.9) (54.4)
PLAYBOY ENTERP-B PLA US 165.8 (16.9) (54.4)
POWERWAVE TECH PWAV US 408.5 185.7 (4.8)
PRIMEDIA INC PRM US 215.5 (5.8) (97.8)
PRIMO WATER CORP PRMW US 29.0 (29.4) (9.6)
PROTECTION ONE PONE US 562.9 (7.6) (61.8)
QUALITY DISTRIBU QLTY US 284.3 26.9 (132.9)
QUANTUM CORP QTM US 459.6 127.8 (83.7)
QUEPASA CORP QPSA US 3.4 2.0 (3.3)
QWEST COMMUNICAT Q US 18,959.0 (1,163.0) (1,425.0)
REGAL ENTERTAI-A RGC US 2,670.3 114.1 (267.3)
REVLON INC-A REV US 794.8 86.9 (991.8)
RIGNET INC RNET US 93.2 9.5 (11.6)
RSC HOLDINGS INC RRR US 2,736.4 (175.7) (37.5)
RURAL/METRO CORP RURL US 293.7 46.4 (95.1)
SALLY BEAUTY HOL SBH US 1,589.4 387.1 (460.3)
SINCLAIR BROAD-A SBGI US 1,536.2 37.8 (156.0)
SINCLAIR BROAD-A SBTA GR 1,536.2 37.8 (156.0)
SMART TECHNOL-A SMA CN 559.1 201.9 (63.2)
SMART TECHNOL-A SMT US 559.1 201.9 (63.2)
SPECTRAL CAPITAL FCCN US 0.0 (0.0) (0.0)
STEREOTAXIS INC STXS US 47.5 (6.2) (5.3)
SUN COMMUNITIES SUI US 1,164.1 - (131.0)
SUPERMEDIA INC SPMD US 3,139.0 450.0 (53.0)
SWIFT TRANSPORTA SWFT US 2,666.1 101.3 (826.2)
SYNERGY PHARMACE SGYP US 2.7 (2.3) (1.8)
TAUBMAN CENTERS TCO US 2,529.7 - (541.1)
TEAM HEALTH HOLD TMH US 886.9 4.7 (18.2)
THERAVANCE THRX US 212.6 161.1 (141.1)
UNISYS CORP UIS US 2,840.1 472.1 (1,034.2)
UNITED CONTINENT UAL US - (1,186.0) (2,206.0)
UNITED RENTALS URI US 3,744.0 188.0 (15.0)
VECTOR GROUP LTD VGR US 859.0 245.3 (37.7)
VENOCO INC VQ US 766.2 20.4 (94.8)
VIRGIN MOBILE-A VM US 307.4 (138.3) (244.2)
WARNER MUSIC GRO WMG US 3,779.0 (592.0) (211.0)
WEIGHT WATCHERS WTW US 1,103.1 (377.9) (708.2)
WORLD COLOR PRES WC CN 2,641.5 479.2 (1,735.9)
WORLD COLOR PRES WCPSF US 2,641.5 479.2 (1,735.9)
WORLD COLOR PRES WC/U CN 2,641.5 479.2 (1,735.9)
WR GRACE & CO GRA US 4,209.6 1,333.7 (175.1)
YRC WORLDWIDE IN YRCW US 2,673.1 (288.2) (121.7)
ZOGENIX INC ZGNX US 55.0 (0.9) (34.5)
*********
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.
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*** End of Transmission ***