/raid1/www/Hosts/bankrupt/TCR_Public/110210.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Thursday, February 10, 2011, Vol. 15, No. 40
Headlines
ADELPHIA COMMUNICATIONS: Court Blocks Fraud Claims vs. Banks
ADVANTA CORP: Creditors Vote in Favor of Proposed Plan
AES THAMES: Organizational Meeting to Form Panel on Feb. 15
AFFINION GROUP: S&P Gives Stable Outlook, Affirms 'B+' Rating
AMBAC FIN'L: Monorail Bondholders Ready to Accept $111MM from AAC
AMERICAN AXLE: To Issue 1.66 Million Common Shares to GM
AMERICAN DIAGNOSTIC: Has Interim OK to Use Cash Collateral
AMR CORP: January 2011 Traffic Increased by 2.0% From Last Year
ANCHOR BANCORP: Announces Additions to Exec. Management Team
ANCHOR BANCORP: Posts $12.2 Million Loss in December 31 Quarter
ARACLE WILLIAMS: Case Summary & 3 Largest Unsecured Creditors
ARVINMERITOR INC: Files Form 10-Q; Fiscal Q1 Loss at $2-Mil.
ASARCO LLC: El Paso Council Approves Plan to Redevelop Site
BANNERMAN HOLDINGS: District Court Won't Stay Confirmation Order
BERNARD L MADOFF: JPMorgan Wants Dist. Court to Hear Picard Suit
BLOCKBUSTER INC: Court Enters Errata Order on Class Claim Denial
BLOCKBUSTER INC: Icahn Wants Dismissal of Lyme Regis Suit
BLOCKBUSTER INC: Sec. 341 Meeting Continued to Feb. 14
BLOCKBUSTER INC: Still Reviewing Summit's Liquidation Request
BOZEL SA: Bozel LLC Files New Schedules of Assets and Liabilities
BRUNDAGE-BONE: To Present Plan for Confirmation on April 1
BRUNDAGE-BONE: Wants Cash Collateral Use Extended Through May 2
C. BEAN: Court Confirms Modified Plan of Liquidation
CAL LAB INSTRUMENTS: Suit vs. Caguas Sent to State Court
CAMPANA FAMILY: Taps Hendrickson Law Firm as Bankruptcy Counsel
CAPRIUS INC: Vintage Capital Extends Note Maturity to April 2011
CARIBBEAN PETROLEUM: Files Chapter 11 Liquidation Plan
CATALYST PAPER: Steelhead Partners Discloses 2.7% Equity Stake
CATHOLIC CHURCH: Milwaukee Gets Nod for RFP & Cassidy as Brokers
CATHOLIC CHURCH: Milwaukee Wins OK for Baker Tilly as Accountant
CATHOLIC CHURCH: Milwaukee Wins OK for Quarles as Special Counsel
CHABAD HOUSE: Case Summary & 16 Largest Unsecured Creditors
CHESAPEAKE ENERGY: Fitch Assigns 'BB' Rating to $1 Bil. Notes
CHESAPEAKE ENERGY: Moody's Assigns 'Ba3' Rating to $1 Bil. Notes
CHESAPEAKE ENERGY: S&P Assigns 'BB' Rating to $1 Bil. Senior Notes
CODA OCTOPUS: Completes Issuance of 21.86MM Common Shares
COMMERCE CENTRE: Court Orders Dismissal of Involuntary Case
CHRISTENSEN REALTY: Asks for Court OK to Sell Certain Real Estate
CPJFK LLC: Taps Optimum Hotel Brokerage for JFK Plaza Sale
CROATAN SURF: To Present Amended Plan for Confirmation on March 10
DAIRY PRODUCTION: Court Extends Plan Exclusivity Until April 8
DATATEL INC: Moody's Rates Proposed $135 Million Loan at 'Caa1'
DATATEL INC: S&P Assigns 'CCC+' to Proposed $135MM 2nd Lien Notes
DAZ VINEYARDS: Reaches Stipulation to Continue Cash Collateral Use
DBSD N.A.: Sprint Says $1-Bil. DISH Plan Gives Lesser Recovery
DEARBORN LODGING: Case Summary & 6 Largest Unsecured Creditors
DILLARD LAND: 1615 Johnson Road Wants Chapter 11 Case Dismissed
DISH NETWORK: Sprint, Bondholders Oppose $1-Bil. Offer for DBSD
DYNEGY INC: BlackRock Discloses 6.41% Equity Stake
E-DEBIT GLOBAL: Seeks Stay of BCSC Cease Trade Order
EASTERN LIVESTOCK: Ranchers Owed as Much as $130 Million
EL PASO CHILE: Close to Resolving Dispute With Pro-Liquitech
ELLICOTT SPRINGS: Ch. 11 Trustee Taps Connolly Rosania as Counsel
EMPIRE TOWERS: Unsec. Creditors to Recover Get 5% Under Plan
ENERJEX RESOURCES: Inks Joint Operating Pact With Haas & MorMeg
EVERGREEN ENERGY: Settles With Holders of 2007 and 2009 Notes
EVERGREEN ENERGY: Completes $16-Mil. Private Placement
EVERGREEN ENERGY: Extends 601,410 Warrants to March 31
EXIDE TECHNOLOGIES: Has Until April 30 to Object to Claims
FLAGSTONE REINSURANCE: Fitch Keeps 'BB+' Ratings on Floating Notes
FORT LOWELL: Ariz. Court Lifts Stay After Untimely Plan Filing
FUEL WORX: Must File Plan by March 15 to Avoid Case Conversion
GAMETECH INT'L: Stock Transferred to NASDAQ Capital Market
GENCORP INC: BlackRock Has 8.19% Equity Stake
GENCORP INC: Richard Bregard Owns 30,516 Common Shares
GENERAL MOTORS: Class Certification for Apartheid Claimants Denied
GENERAL MOTORS: JPMorgan Says Plan Violated DIP Order
GENERAL MOTORS: Micro-Heat Trustee Opposes Plan Confirmation
GENERAL MOTORS: Says Michigan DEQ's $401 Mil. Claim Undersecured
GEORGI ZACZAC: Ch. 7 Trustee's Suit Over Transfers Goes to Trial
GNP RLY: Snohomish Tourist Train Long Overdue
GSI GROUP: Approved for Listing on NASDAQ's Global Select Market
HCA HOLDINGS: Reports $394-Mil. Profit in Fourth Quarter
HOMEGOLD FINANCIAL: Court Upholds CEO's 20-Year Fraud Sentence
HOSPITAL DAMAS: Plan Exclusivity Extension Conditionally Approved
INTEGRAL NUCLEAR: Organizational Meeting to Form Panel on Feb. 11
INTERACTIVE DATA: S&P Assigns 'B+' Rating to $1.345 Bil. Loan
INTERNATIONAL COAL: Reports $9.64MM Net Income in Fourth Quarter
INTERNATIONAL GARDEN: Has Until May 2 to Propose Chapter 11 Plan
JAVO BEVERAGE: Faces Objections to DIP Loan at Tomorrow's Hearing
JENNIFER CONVERTIBLES: Chinese Company Set to Control Firm
JOSEPH-BETH: Panel Gets Nod to Employ Forest Brown as Co-Counsel
JOSEPH-BETH: Wants Until April 29 to Propose Chapter 11 Plan
JOSHUA FARMER: Dist. Ct. Stays Order Denying Disclosure Statement
LAS VEGAS MONORAIL: Bondholders Ready to Accept $111MM from AAC
LESLIE CONTROLS: Kay Morgan Suit Goes Back to Trial Court
LOEHMANN'S HOLDINGS: Judge Approves Restructuring Plan
LOS GATOS: Taps Mints Levin as Bankruptcy Counsel
LOS GATOS: Wants to Hire OSAS Inc. as Investment Banker
LOS GATOS: Files Schedules of Assets and Liabilities
MAGIL CORP: Court Directs Ameritech to Pay $13,429 for Goods Sold
MCINTYRE BUILDING: Bankr. Ct. to Hear Claims in McIntyre Land Suit
MYPHOTOPIPE.COM: Voluntary Chapter 11 Case Summary
NEW JERSEY: S&P Downgrades Rating to "AA-" From "AA"
NUVILEX INC: Gruden Resigns as CEO, Ryan Tapped to Fill Vacancy
ORLEANS HOMEBUILDERS: Zurich Resolves Dispute Over Bond Claims
PAUL CANOVALI: BofA Fails in Bid for Relief From Plan Order
PENTHOUSE MEDIA: Founder's Death Puts Suit on Hold
PFG ASPENWALK: Court Extends Plan Filing Deadline to March 15
PHIL MULARONI: Case Summary & 3 Largest Unsecured Creditors
PHOENIX FOOTWEAR: Terminate Carlsbad Headquarters Lease
PHOENIX FOOTWEAR: Shareholders OK Reverse/Forward Stock Split
PLATINUM ENERGY: CEO Al Rahmani Resigns Due to Medical Reasons
PLATINUM ENERGY: Obtains Favorable Ruling in "Kovar" Litigation
PLY GEM: Moody's Assigns 'Caa1' Rating to Senior Secured Notes
PLY GEM: S&P Assigns 'B-' to Corporate Rating & $800-Mil. Notes
PROVIDENT FUNDING: Moody's Assigns 'B2' Rating to Senior Debt
QUEPASA CORP: To Buy Outstanding Interests of XtFt for $3.7MM
RIVER WEST: Joint Plan of Liquidation Declared Effective Jan. 11
ROSARIO'S INC: Judge Tosses Out Suit Against Dept. Revenue
SALLY HOLDINGS: Reports $42.15MM Net Earnings for Dec. 31 Qtr.
SAND HILL: Court Extends Plan Filing Deadline to February 14
SAUNDERS OF YUMA: Case Summary & 20 Largest Unsecured Creditors
SAVERS INC: S&P Affirms Corporate Credit Rating at 'B+'
SEAWORLD PARKS: Moody's Assigns 'Ba2' Rating to $125 Mil. Loan
SEAWORLD PARKS: S&P Assigns 'BB+' Rating to $1.19 Bil. Loan
SHADOW THEATRE: Files for Chapter 11 Reorganization
SHELBRAN INVESTMENTS: Taps Brennan Manna as Counsel
SHELBRAN INVESTMENTS: Files Schedules of Assets and Liabilities
SHELDRAKE LOFTS: Court Moves Exclusivity Hearing to February 14
SHUBH HOTELS PITTSBURGH: Court Orders Appointment of Trustee
SOUTH EDGE: KB Home Has Potential Liability of Up to $180MM
TOWER OAKS: Case Summary & 2 Largest Unsecured Creditors
TOWNSENDS INC: Get Court's Final Okay to Use $12 Million DIP Loan
TRADE UNION: Section 341(a) Meeting Scheduled for March 4
TSO INC: Taps DurretteBradshaw PLC to Handle Reorganization Case
TTR MATTESON: Plan Contemplates Sale of Commercial Property
ULTIMATE ACQUISITION: Liquidating 46 Ultimate Electronics Stores
ULTIMATE ACQUISITION: Taps Jaffe Raitt as Bankruptcy Counsel
ULTIMATE ESCAPES: Court Extends Plan Filing Deadline to April 18
UNIFI INC: Reports $5.38 Million Profit in Dec. 26 Quarter
US FARMS: To Place Capital Expenditures Under Ongoing Operations
VALLEJO, CA: Bond Insurance Critical to Bondholders' Recovery
VALENCE TECHNOLOGY: Reports $2-Mil. Net Loss in Third Quarter
VENOCO INC: Moody's Assigns 'Caa1' Rating to $500 Mil. Notes
VENOCO INC: S&P Raises Ratings on Senior Unsec. Debt to 'B'
VISUALANT INC: TransTech Awarded $1.2 Million Contract
WASHINGTON MUTUAL: Court Greenlights Hedge Fund Probe
WASTE2ENERGY HOLDINGS: Craig Brown Resigns as CFO
WES CONSULTING: Acquires WMI; Announces Executive Appointments
WEST CORP: Incurs $3.56 Million Net Loss in Q4 2010
* Thorp Reed & Armstrong Elects Five New Partners
* Recent Small-Dollar & Individual Chapter 11 Filings
*********
ADELPHIA COMMUNICATIONS: Court Blocks Fraud Claims vs. Banks
------------------------------------------------------------
Bankruptcy Law360 reports that the Second Circuit has upheld a
decision to bar the Adelphia Recovery Trust from pursuing
bankruptcy claims against HSBC Bank USA NA, Key Bank NA and Fleet
National Bank over loans taken out by the Buffalo Sabres hockey
team.
The case is ADELPHIA RECOVERY TRUST, Successor to the Official
Committee of Unsecured Creditors of Adelphia Communications
Corporation, Defendant-Cross-Claimant-Appellant, v. HSBC BANK USA,
NATIONAL ASSOCIATION, FLEET NATIONAL BANK, KEY BANK NATIONAL
ASSOCIATION, Plaintiffs-Cross-Claimants-Appellees, Case Nos.
09-0799-bk(L), 09-0808-bk(Con), 09-0810-bk(Con) (2nd Cir.).
A copy of the February 8, 2011 decision by the U.S. Court of
Appeals for the Second Circuit is available at http://is.gd/tbjp8h
from Leagle.com. The Second Circuit panel consists of Circuit
Judges Barrington Daniels Parker, Peter W. Hall, Gerard E. Lynch.
Judge Hall penned the decision.
Adelphia Recovery Trust is represented by:
David M. Friedman, Esq.
Michael C. Harwood, Esq.
David J. Shapiro, Esq.
KASOWITZ BENSON TORRES & FRIEDMAN LLP
1633 Broadway
New York, NY 10019
Telephone: (212) 506-1740
Facsimile: (212) 506-1800
E-mail: dfriedman@kasowitz.com
mharwood@kasowitz.com
dshapiro@kasowitz.com
HSBC Bank USA, N.A., is represented by:
William J. Brown, Esq.
David J. McNamara, Esq.
Angela Z. Miller, Esq.
Joshua P. Fleury, Esq.
PHILLIPS LYTLE LLP
3400 HSBC Center
Buffalo, NY 14203-2887
Telephone: (716) 847-7089
Facsimile: (212) 508-0414
E-mail: wbrown@phillipslytle.com
dmcnamara@phillipslytle.com
amiller@phillipslytle.com
jfleury@phillipslytle.com
Bank of America, N.A., successor by merger to Fleet National Bank,
is represented by:
Howard B. Levi, Esq.
LEVI LUBARSKY & FEIGENBAUM LLP
Telephone: 212-308-6100
Facsimile: 212-308-8830
E-mail: hlevi@llf-law.com
Key Bank, N.A., is represented by lawyers at Stevens & Lee, P.C.
About Adelphia Communications
Based in Coudersport, Pennsylvania, Adelphia Communications
Corporation was once the fifth-biggest cable company. Adelphia
served customers in 30 states and Puerto Rico, and offers analog
and digital video services, Internet access and other advanced
services over its broadband networks.
Adelphia collapsed in 2002 after disclosing that founder John
Rigas and his family owed $2.3 billion in off-balance-sheet debt
on bank loans taken jointly with the company. Mr. Rigas is
serving 12 years in prison, and his son Timothy is serving 15
years.
Adelphia Communications and its more than 200 affiliates filed for
Chapter 11 protection in the Southern District of New York on June
25, 2002. Those cases are jointly administered under case number
02-41729. Willkie Farr & Gallagher represented the Debtors in
their restructuring effort. PricewaterhouseCoopers served as the
Debtors' financial advisor. Kasowitz, Benson, Torres & Friedman,
LLP, and Klee, Tuchin, Bogdanoff & Stern LLP represented the
Official Committee of Unsecured Creditors.
Adelphia Cablevision Associates of Radnor, L.P., and 20 of its
affiliates, collectively known as Rigas Managed Entities, are
entities that were previously held or controlled by members of the
Rigas family. In March 2006, the rights and titles to these
entities were transferred to certain subsidiaries of Adelphia
Cablevision LLC. The RME Debtors filed for Chapter 11 protection
on March 31, 2006 (Bankr. S.D.N.Y. Case Nos. 06-10622 through
06-10642). Their cases were jointly administered under Adelphia
Communications and its debtor-affiliates' Chapter 11 cases.
The Bankruptcy Court confirmed the Debtors' Joint Chapter 11 Plan
of Reorganization on Jan. 5, 2007. That plan became effective on
Feb. 13, 2007.
About Adelphia Recovery Trust
The Adelphia Recovery Trust is a Delaware Statutory Trust formed
pursuant to the First Modified Fifth Amended Joint Chapter 11 Plan
of Reorganization of Adelphia Communications Corporation and
Certain Affiliated Debtors, which became effective February 13,
2007. The Trust holds certain litigation claims transferred
pursuant to the Plan against various third parties and exists to
prosecute the causes of action transferred to it for the benefit
of holders of Trust interests.
ADVANTA CORP: Creditors Vote in Favor of Proposed Plan
------------------------------------------------------
BankruptcyData.com reports that Advanta Corp. filed with the U.S.
Bankruptcy Court a memorandum of law in support of confirmation,
pursuant to section 1129 of title 11 of the U.S. Bankruptcy Code,
of the Debtor's proposed plan. BData relates that the plan was
unanimously approved by seven of the 11 creditor classes.
Advanta Corp. will seek approval of its Chapter 11 plan at a
confirmation hearing before Judge Kevin J. Carey today, Feb. 10.
The Official Committee of Unsecured Creditors, once opposed, urged
unsecured creditors to vote "yes," according to Bill Rochelle, the
bankruptcy columnist for Bloomberg News. Under Advanta's plan,
holders of $140.6 million in unsecured notes could be paid in
full. General unsecured creditors, with as much as $180.6 million
in claims, could recover up to 71.3%.
The disclosure statement says the Company has $105.8 million cash.
Assets for distribution eventually are projected to $157.8 million
to $179.8 million.
According to BankruptcyData.com, Advanta's plan provides for the
creation of seven liquidating trusts. Six trusts will liquidate
and distribute to creditors and equity holders most of the
Debtors' assets. The seventh trust will hold stock of Advanta,
which will continue to own the stock of its Debtor-subsidiary,
ASC, and a non-Debtor subsidiary, ABHC, along with some cash and a
certain portion of Advanta's portfolio of business credit card
receivables. Advanta, ASC and ABHC will also each continue to own
an interest in a certain credit card partnership -- Fleet Credit
Card Services, L.P., which may be impractical to liquidate due to
its tax attributes. All other assets of Advanta, ASC and ABHC
will be transferred to the applicable liquidating trusts.
About Advanta Corp.
Advanta Corp. -- http://www.advanta.com/-- issues business
purpose credit cards to small businesses and business
professionals in the United States. Advanta primarily funds and
operates its business credit card business through Advanta Bank
Corp., which offers a range of deposit products that are insured
by the Federal Deposit Insurance Corporation.
In June 2009, the FDIC placed significant restrictions on the
activities and operations of Advanta Bank, as the Bank's capital
ratios were below required regulatory levels.
On November 8, 2009, Advanta Corp. filed for Chapter 11 (Bankr. D.
Del. Case No. 09-13931). Attorneys at Weil, Gotshal & Manges LLP,
and Richards, Layton & Finger, P.A., serve as the Debtor's
bankruptcy counsel. Alvarez & Marsal is the financial advisor.
The Garden City Group, Inc., is the claims agent. The filing did
not include Advanta Bank. The petition said that Advanta Corp.'s
assets totaled $363,000,000 while debts totaled $331,000,000 as of
September 30, 2009.
As reported in the Troubled Company Reporter on December 22, 2010,
Advanta Corp. will seek approval of its Chapter 11 plan at a
confirmation hearing on February 10 after Judge Kevin J. Carey
approved the disclosure statement on December 17, 2010. Under
Advanta's plan, holders of $140.6 million in unsecured notes could
be paid in full. General unsecured creditors, with as much as
$180.6 million in claims, could recover up to 71.3%.
AES THAMES: Organizational Meeting to Form Panel on Feb. 15
-----------------------------------------------------------
Roberta A. DeAngelis, United States Trustee for Region 3, will
hold an organizational meeting on February 15, 2011, at 10:30 a.m.
in the bankruptcy case of AES Thames LLC. The meeting will be
held at J. Caleb Boggs Federal Building, 844 King Street, Room
5209, Wilmington, DE 19801.
The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' cases.
The organizational meeting is not the meeting of creditors
pursuant to Section 341 of the Bankruptcy Code. A representative
of the Debtor, however, may attend the Organizational Meeting, and
provide background information regarding the bankruptcy cases.
To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States
Trustee appoint a committee of unsecured creditors as soon as
practicable. The Committee ordinarily consists of the persons,
willing to serve, that hold the seven largest unsecured claims
against the debtor of the kinds represented on the committee.
Section 1103 of the Bankruptcy Code provides that the Committee
may consult with the debtor, investigate the debtor and its
business operations and participate in the formulation of a plan
of reorganization. The Committee may also perform other services
as are in the interests of the unsecured creditors whom it
represents.
Uncasville, Connecticut-based AES Thames, L.L.C., owns and
operates a coal-fired power plant located in Montville,
Connecticut. The facility generates and sells electricity to
Connecticut Light and Power Company. It also supplies processed
steam to a recycled paperboard mill owned by Smurfit-Stone
Container Corp. AES Thames is a unit of AES Corp., the Arlington,
Virginia-based power producer with operations in 29 countries.
AES Thames filed for Chapter 11 bankruptcy protection on
February 1, 2011 (Bankr. D. Del. Case No. 11-10334). The
increased cost of energy production and the "uneconomic and
onerous provisions" of a steam sale agreement with Smurfit-Stone's
predecessor led AES Thames to seek bankruptcy protection.
Adam G. Landis, Esq., Kerri K. Mumford, Esq., and Landon Ellis,
Esq., at Landis Rath & Cobb LLP, serve as the Debtor's bankruptcy
counsel.
According to court filings, based on the balance sheet as of
Dec. 1, 2010, total assets were $162 million, and the Debtor has
$52 million in short term liabilities and $122.6 million in long
term debt.
AFFINION GROUP: S&P Gives Stable Outlook, Affirms 'B+' Rating
-------------------------------------------------------------
Standard & Poor's Ratings Services said that it revised its
outlook on Affinion Group Holdings Inc. to stable from negative
and affirmed its ratings on the company, including the 'B+'
corporate credit rating.
At the same time, S&P affirmed all its ratings on Affinion Group
Holdings Inc. and operating subsidiary Affinion Group Inc.,
including the 'B+' corporate credit rating on the parent and the
'BB-' rating (one notch higher than the 'B+' corporate credit
rating on the company) on the subsidiary's amended revolving
credit facility. The amendment, executed in December 2010,
increased the revolver to $165 million from $125 million.
At the same time, S&P affirmed its issue-level rating of 'BB-' on
Affinion Group Inc.'s outstanding $868 million term loan B due
2016 following the $250 million add-on. The '2' recovery ratings
on both the revolver and the term loan B remain unchanged and
indicate S&P's expectation of substantial (70%-90%) recovery for
lenders in the event of a payment default.
The company intends to use the proceeds to pay a $134.5 million
special dividend to its private-equity shareholders, redeem the
remaining $5.5 million in preferred stock, and provide cash for
general corporate purposes.
Pro forma total debt was $2.3 billion as of Dec. 31, 2010.
"The outlook revision to stable reflects S&P's expectation that
credit measures will improve slightly," said Standard & Poor's
credit analyst Hal F. Diamond, "as the January 2011 stock
acquisition of online marketing services company Webloyalty
Holdings offsets the incremental debt associated with this
proposed financing and cash used to fund both the company's
January 2011 $125 million special dividend and $41 million
redemption of preferred stock."
S&P anticipates that 2011 EBITDA will increase at a low- to mid-
double-digit percentage rate due to a full year of the July 2010
Connexions Loyalty Travel Solutions LLC acquisition and the
addition of the Webloyalty business. S&P also believe that EBITDA
in 2011, excluding recent acquisitions, will increase at a low- to
mid-single-digit percentage rate due to the company's increasing
investment in marketing expenses to restore revenue growth. S&P's
2011 base case suggests lease-adjusted gross debt leverage will
decline from 6.6x in 2010 to roughly 6.4x in 2011, below its 7.0x
target for Affinion at a 'B' corporate credit rating. S&P expects
debt leverage to decline modestly in 2012, based on its outlook
for a slight uptick in performance as a result of its planned
investment in acquiring new members and the integration of recent
acquisitions.
AMBAC FIN'L: Monorail Bondholders Ready to Accept $111MM from AAC
-----------------------------------------------------------------
Most holders of $451.5 million of first-tier revenue bonds issued
for the Las Vegas Monorail are prepared to accept $111 million up
front and release Ambac Assurance Corp. from its exposure to the
defaulted bonds, the bond trustee said in a disclosure filing,
according to reporting by Rich Saskal at The Bond Buyer.
According to The Bond Buyer, under the plan proposed by AAC,
policyholders would also receive interest-bearing notes to be paid
in the future from Ambac surpluses, said the disclosure notice
trustee Wells Fargo posted last week on the Municipal Securities
Rulemaking Board's EMMA site.
The Bond Buyer relates that once the plan takes effect, holders of
permitted policy claims will receive 25% of their permitted claims
in cash and the balance in surplus notes bearing interest at the
rate of 5.1% per year with a scheduled maturity on June 7, 2020,
according to a news release from insurance commissioner Ted
Nickel. In its disclosure filing, Wells Fargo said the holders of
73% of the bond principal have agreed to the settlement, along
with Ambac and the commissioner.
A hearing is scheduled March 2, 2011.
Claims vs. Monorail
The Bond Buyer also reports that under the settlement, the
bondholders will retain the right to whatever payments the Las
Vegas Monorail makes upon the conclusion of its bankruptcy case.
The monorail isn't proposing to pay them very much at all. The
proposed reorganization plan it filed in the U.S. Bankruptcy Court
for the District of Nevada calls for the issuance of $18.5 million
of notes to settle $452.5 million of first-tier bond debt. The
holders of $200 million of second- and third-tier debt would get
nothing. Las Vegas Monorail and the first-tier bond trustee have
agreed to delay a hearing on the bondholders' claims until after
the Ambac settlement is finalized.
About Las Vegas Monorail
Las Vegas, Nevada-based Las Vegas Monorail Company, organized by
the State of Nevada in 2000 as a nonprofit corporation, owns and
manages the Las Vegas Monorail. The Monorail is a seven-stop,
elevated train system that travels along a 3.9-mile route near the
Las Vegas Strip. LVMC has contracted with Bombardier Transit
Corporation to operate the Monorail. Though it benefits from its
tax-exempt status due to being a nonprofit entity, LVMC claims to
be the first privately-owned public transportation system in the
nation to be funded solely by fares and advertising. LVMC says it
receives no governmental financial support or subsidies.
The Company filed for Chapter 11 bankruptcy protection on
January 13, 2010 (Bankr. D. Nev. Case No. 10-10464). Gerald M.
Gordon, Esq., at Gordon Silver, assists the Company in its
restructuring effort. Alvarez & Marsal North America, LLC, is the
Debtor's financial advisor. Stradling Yocca Carlson & Rauth is
the Debtor's special bond counsel. Jones Vargas is the Debtor's
special corporate counsel. The Company disclosed $395,959,764 in
assets and $769,515,450 in liabilities as of the Petition Date.
In May 2010, Ambac Assurance Corp. lost its bid to stay the
bankruptcy case while a district court considers whether the
bankruptcy court wrongly rejected Ambac's argument that Monorail
was a municipality and thus ineligible to be a Chapter 11 debtor.
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.
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. KPMG LLP
is tax consultant to the Debtor.
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. Lazard Freres &
Co. LLC is the Committee's financial advisor.
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: To Issue 1.66 Million Common Shares to GM
--------------------------------------------------------
On February 4, 2011, American Axle & Manufacturing Holdings, Inc.
received from General Motors LLC a notice of exercise of 2,046,864
warrants to purchase AAM common stock pursuant to the cashless
exercise option under Section 7.6 of the Warrant Agreement by and
between AAM and GM dated as of September 16, 2009. Accordingly,
AAM will issue 1,661,952 shares of its common stock to GM.
About American Axle
Headquartered in Detroit, Michigan, American Axle & Manufacturing
Holdings Inc. (NYSE: AXL) -- http://www.aam.com/-- 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 DIAGNOSTIC: Has Interim OK to Use Cash Collateral
----------------------------------------------------------
American Diagnostic Medicine Inc. sought and obtained interim
authorization from the U.S. Bankruptcy Court for the Northern
District of Illinois to use its lenders' cash collateral,
retroactive to January 28, 2011.
As of the Petition Date, the Debtor owes Cole Taylor Bank
$829,486. Cole Taylor is the Debtor's primary secured creditor,
asserting, and having made a prima facie showing of, a perfected
first priority lien on and security interest in substantially all
of the Debtor's prepetition assets.
In addition, as of the Petition Date, the Debtor owes Cardinal
Health 414, LLC, $3,362,394. Cardinal Health is a junior secured
creditor of the Debtor, asserting, and having made a prima facie
showing of, a perfected junior priority lien on and security
interest in substantially all of the Debtor's prepetition assets.
Joshua D. Greene, Esq., at Springer, Brown, Covey, Gaertner &
Davis, LLC, explains that the Debtor needs access to cash
collateral to fund its Chapter 11 case, pay suppliers and other
parties. The Debtor will use the collateral pursuant to a weekly
budget, a copy of which is available for free at:
http://bankrupt.com/misc/AMERICAN_DIAGNOSTIC_budget.pdf
In exchange for the use of cash collateral, the Debtor will grant
Cole Taylor and Cardinal Health adequate protection payments.
For any diminution in the value of Cole Taylor's and Cardinal
Health's interests in the cash collateral, the Court will grant
them replacement liens, security interests in unencumbered assets,
and administrative claims.
The Debtor will also maintain two debtor-in-possession accounts,
each at Cole Taylor, which will be comprised of the proceeds of
the Debtor's accounts receivable and the sale of equipment.
The Debtor will furnish Cole Taylor and Cardinal Health weekly
reconciliation reports.
The Court has set a final hearing for March 15, 2011, at
10:30 a.m. on the Debtor's request to use cash collateral.
About American Diagnostic
Batavia, Illinois-based American Diagnostic Medicine Inc. provides
imaging technologies to hospitals, clinics, cardiologists,
internal medicine groups and other health care providers
throughout the United States. It filed for Chapter 11 bankruptcy
protection (Bankr. N.D. Ill. Case No. 11-03368) on Jan. 28, 2011.
Joshua D. Greene, Esq., and Michael J. Davis, Esq., at Springer,
Brown, Covey, Gaetner & Davis, serves as the Debtor's bankruptcy
counsel. According to its schedules, the Debtor disclosed
$11,298,157 in total assets and $11,116,962 in total debts.
AMR CORP: January 2011 Traffic Increased by 2.0% From Last Year
---------------------------------------------------------------
American Airlines reported that January traffic increased 2.0
percent versus the same period last year. Capacity increased 2.5
percent year over year, resulting in a load factor of 75.8
percent, 0.4 points lower than the same period last year.
International traffic increased by 6.2 percent relative to last
year on a capacity increase of 7.2 percent. Domestic traffic
decreased 0.7 percent year over year on 0.5 percent less capacity.
American boarded 6.7 million passengers in January.
A full-text copy of the January Traffic Results is available for
free at http://ResearchArchives.com/t/s?7302
About AMR Corporation
Headquartered in Forth Worth, Texas, AMR Corporation (NYSE:
AMR) operates with its principal subsidiary, American Airlines
Inc. -- http://www.aa.com/-- a worldwide scheduled passenger
airline. At the end of 2006, American provided scheduled jet
service to about 150 destinations throughout North America, the
Caribbean, Latin America, including Brazil, Europe and Asia.
American is also a scheduled airfreight carrier, providing
freight and mail services to shippers throughout its system.
Its wholly owned subsidiary, AMR Eagle Holding Corp., owns two
regional airlines, American Eagle Airlines Inc. and Executive
Airlines Inc., and does business as "American Eagle." American
Beacon Advisors Inc., a wholly owned subsidiary of AMR, is
responsible for the investment and oversight of assets of AMR's
U.S. employee benefit plans, as well as AMR's short-term
investments.
The Company's balance sheet at Sept. 30, 2010, showed
$25.36 billion in total assets, $8.94 billion in total
liabilities, $9.01 in billion of long-term debts, $503.0 million
in obligations under capital lease, $7.41 billion pension and
post-retirement benefits, $3.14 billion in other liabilities, and
a stockholders' deficit of $3.64 billion.
For all of 2010, AMR recorded a net loss of $471 million compared
to a loss of $1.5 billion in 2009.
* * *
AMR carries a 'CCC' issuer default rating from Fitch Ratings. It
has 'Caa1' corporate family and probability of default ratings
from Moody's. It has 'B-' corporate credit rating from Standard &
Poor's.
In November 2010, Standard & Poor's Ratings Services revised its
outlook on AMR Corp. and its major operating subsidiary, American
Airlines Inc., to stable from negative, based on AMR's improved
operating performance, which has bolstered credit quality. S&P
also affirmed its 'B-' corporate credit rating and most issue
ratings on the two companies and lowered selected ratings on
American's enhanced equipment trust certificates.
ANCHOR BANCORP: Announces Additions to Exec. Management Team
------------------------------------------------------------
As part of an ongoing effort to drive operational excellence and
strengthen the Bank's management team, AnchorBank, fsb is
announcing that its Board of Directors has made several additions
and changes to the Bank and holding company (AnchorBanCorp
Wisconsin, Inc) executive teams. "These promotions and
appointments are part of our strategy to strengthen our senior
leadership team, leveraging both existing strong players, and
where appropriate, bringing in highly experienced talent from
across our industry," said AnchorBank Chief Executive Officer
Chris Bauer.
Effective January 31, 2011, Mr. Scott McBrair joins AnchorBank,
fsb as Executive Vice President of Retail Banking. Mr. McBrair
brings more than 20 years of experience in all aspects of retail
banking, having served in marketing, product management and retail
leadership roles at Bank One, J.P. Morgan Chase and Webster
Financial. Most recently Mr. McBrair has served in an advisory
capacity with First Niagara Bank, which has 340 branches across
upstate New York, Pennsylvania, Connecticut and Massachusetts. He
is a native of Milwaukee, Wisconsin, and holds an Undergraduate
degree in Finance from University of Wisconsin - Milwaukee and an
M.B.A. from Virginia Tech. In his role as EVP - Retail Banking.
Mr. McBrair will oversee AnchorBank's Retail Branch Network,
Retail Banking Operations, Anchor Investment Services Division and
Marketing areas.
"Scott's extensive experience in leading retail banking, combined
with his Wisconsin roots, makes him the perfect fit to help us
build on the strengths of our retail franchise," said Chris Bauer.
Also, Mr. Tom Dolan has been appointed to the role of Executive
Vice President, Chief Financial Officer. Mr. Dolan had more than
25 years of experience with LaSalle Bank and Bank of America and
was the co-founder and Managing Director of Northern Pointe
Consulting, a financial institution consulting firm. As part of
Northern Pointe Consulting, he has been working with AnchorBank
since December 2009. In his role as CFO, Mr. Dolan will oversee
the Bank's Treasury Management, Finance, Accounting and Management
Information Systems areas. Mr. Dolan holds an M.B.A. from the
University of Chicago and a B.S. in Finance from Loyola
University. "Tom has played a key a role as part of our finance
team for the last year in a consulting role. He has led the
development of our capital planning and cost cutting efforts, so
it's great to have him on-board as a full-fledged member of
AnchorBank's senior leadership," commented Bauer.
Additionally, Mr. Mark Timmerman will be taking on a new role at
AnchorBank, fsb. Effective today, Mr. Timmerman takes the title
of Executive Vice President, General Counsel/Corporate Secretary,
mirroring his role in the holding company; AnchorBanCorp
Wisconsin, Inc. In his new role Mr. Timmerman, who is a member of
the State Bar of Wisconsin, will be responsible for leading the
Bank's legal, compliance and internal audit areas. "Mark has been
an integral part of our leadership team since 1995. This change
in role will allow him to focus on the legal and regulatory
functions so critical to success in today's banking environment,"
said Bauer.
Mr. Chris Bauer adds the role of President of the Bank to his
existing titles of Chief Executive Officer of the Bank and
President and Chief Executive Officer of AnchorBanCorp Wisconsin,
Inc.
About Anchor Bancorp
Headquartered in Madison, Wisconsin, Anchor Bancorp Wisconsin Inc.
(NASDAQ: ABCW) is a registered savings and loan holding company
incorporated under the laws of the State of Wisconsin. The
Company is engaged in the savings and loan business through its
wholly owned banking subsidiary, AnchorBank, fsb.
AnchorBank, fsb was organized in 1919 as a Wisconsin chartered
savings institution and converted to a federally chartered savings
institution in July 2000. AnchorBank, fsb is the third largest
depository institution headquartered in the state of Wisconsin and
its largest thrift in terms of assets.
The Company's balance sheet as of June 30, 2010, showed
$3.999 billion in total assets, $3.975 billion in total
liabilities, and stockholders' equity of $24.3 million.
As reported in the Troubled Company Reporter on July 5, 2010,
McGladrey & Pullen, LLP, in Madison, Wisconsin, expressed
substantial doubt about the Company's ability to continue as a
going concern. The independent auditors noted that at March 31,
2010, all of the subsidiary bank's regulatory capital amounts and
ratios are below the required levels and the bank is considered
"undercapitalized" under the regulatory framework for prompt
corrective action. The subsidiary bank has also suffered
recurring losses from operations. Failure to meet the capital
requirements exposes the Company's to regulatory sanctions that
may include restrictions on operations and growth, mandatory asset
dispositions, and seizure of the subsidiary bank.
ANCHOR BANCORP: Posts $12.2 Million Loss in December 31 Quarter
---------------------------------------------------------------
Anchor Bancorp Wisconsin Inc. filed its quarterly report on Form
10-Q, reporting a net loss of $12.2 million on net interest income
of $22.2 million for the three months ended December 31, 2010,
compared with a net loss of $10.2 million on net interest income
of $22.3 million for the same period of 2009.
The increase in net loss for the three-month period compared to
the same period of 2009 was largely due to an increase in
provision for credit losses of $11.0 million, a decrease in non-
interest income of $4.0 million and a decrease in net interest
income of $138,000, which were partially offset by a decrease in
non-interest expense of $13.1 million.
The Company's balance sheet as of December 31, 2010, showed
$3.581 billion in total assets, $3.590 billion in total
liabilities, and a stockholders' deficit of $9.5 million.
The Company and AnchorBank fsb have submitted a capital
restoration plan stating that the Corporation intends to restore
the capital position of the Bank. On August 31, 2010, the Office
of Thrift Supervision accepted this plan.
The Bank achieved capital levels of 8.37% at December 31, 2010,
and 8.14% at September 30, 2010. Under OTS requirements, a bank
is considered adequately capitalized with a risk-based capital
level of 8.0% or greater.
As reported in the Troubled Company Reporter on July 5, 2010,
McGladrey & Pullen, LLP, in Madison, Wisconsin, expressed
substantial doubt about Anchor Bancorp's ability to continue as a
going concern, following the Company's results for the fiscal year
ended March 31, 2010. The independent auditors noted that at
March 31, 2010, all of the subsidiary bank's regulatory capital
amounts and ratios are below the required levels and the bank is
considered "undercapitalized" under the regulatory framework for
prompt corrective action. The subsidiary bank has also suffered
recurring losses from operations. Failure to meet the capital
requirements exposes the Company's to regulatory sanctions that
may include restrictions on operations and growth, mandatory asset
dispositions, and seizure of the subsidiary bank.
A full-text copy of the Form 10-Q is available for free at:
http://researcharchives.com/t/s?7310
About Anchor Bancorp
Headquartered in Madison, Wisconsin, Anchor Bancorp Wisconsin Inc.
(NASDAQ: ABCW) is a registered savings and loan holding company
incorporated under the laws of the State of Wisconsin. The
Company is engaged in the savings and loan business through its
wholly owned banking subsidiary, AnchorBank, fsb.
AnchorBank, fsb was organized in 1919 as a Wisconsin chartered
savings institution and converted to a federally chartered savings
institution in July 2000. AnchorBank, fsb is the third largest
depository institution headquartered in the state of Wisconsin and
its largest thrift in terms of assets.
ARACLE WILLIAMS: Case Summary & 3 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Aracle Williams Investments, LLC
5368 Fieldgreen Dr
Stone Mountain, GA 30088
Bankruptcy Case No.: 11-53676
Chapter 11 Petition Date: February 4, 2011
Court: United States Bankruptcy Court
Northern District of Georgia (Atlanta)
Debtor's Counsel: Mark E. Scott, Esq.
THE BARRISTER LAW GROUP
3325 Paddocks Parkway, Suite 140
Suwanee, GA 30097
Tel: (770) 529-3476
E-mail: mscott@barristerlaw.net
Scheduled Assets: $1,224,225
Scheduled Debts: $1,759,000
A list of the Company's three largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ganb11-53676.pdf
The petition was signed by Janice Williams, manager.
ARVINMERITOR INC: Files Form 10-Q; Fiscal Q1 Loss at $2-Mil.
------------------------------------------------------------
On February 3, 2011, ArvinMeritor, Inc., filed its Form 10-Q for
the fiscal first quarter ended December 31, 2010.
The Company reported a net loss of $2.00 million on $971 million
of sales for the fiscal first quarter ended December 31, 2010,
compared with a break-even on $800 million of sales for the same
period the year before.
The Company's balance sheet at December 31, 2010, showed
$2.81 billion in total assets, $3.80 billion in total liabilities
and $990 million of total deficit. The deficit was $1.023 billion
at Sept. 30, 2010.
A full-text copy of the quarterly report on Form 10-Q is available
for free at:
http://ResearchArchives.com/t/s?72f8
About ArvinMeritor
Based in Troy, Michigan, ArvinMeritor, Inc. --
http://www.arvinmeritor.com/-- supplies integrated systems,
modules and components to the motor vehicle industry. The Company
celebrated its centennial anniversary in 2009. The Company serves
commercial truck, trailer and specialty original equipment
manufacturers and certain aftermarkets, and light vehicle
manufacturers.
* * *
At the end of January 2011, Standard & Poor's Ratings Services
raised its corporate credit rating on ArvinMeritor Inc. to 'B'
from 'B-'. The outlook is stable. At the same time, S&P also
raised its issue-level ratings on the Company's senior secured and
unsecured debt.
S&P said the ratings on ArvinMeritor reflect the Company's highly
leveraged financial risk profile and weak business risk profile.
The Company's limited profitability has kept cash generation low,
given the cyclical and competitive pricing pressures of the
industry. Although S&P expect margins to improve, S&P believe
pension funding and working capital investments will result in a
use of cash in fiscal 2011. But S&P believe the Company's large
cash balances will be sufficient to fund this cash use.
ArvinMeritor has 'B3' corporate family and probability of default
ratings from Moody's Investors Service. In July 2010, when
Moody's raised the ratings to 'B3' from 'Caa1', it noted that
about 52% of the company's fiscal 2010 revenues to date are from
North America, where demand is expected to strengthen in the
second half of the year. But with 21% of the Company's revenue
from Europe, a slower pace of economic recovery is expected to
constrain overall growth. Tight credit markets also may limit
near-term growth in commercial vehicle purchases, Moody's said.
ASARCO LLC: El Paso Council Approves Plan to Redevelop Site
-----------------------------------------------------------
The city council of El Paso, in Texas, unanimously approved the
"Plan El Paso 2010: Connecting El Paso: Building Transit-Oriented
Neighborhoods at Remcon Circle, Oregon Corridor, and Five Points
and Redeveloping ASARCO," which will be incorporated into the
City's comprehensive plan known as "The Plan for El Paso,"
planelpaso.org reports.
As previously reported, El Paso made a new comprehensive plan to
examine possible uses of ASARCO LLC's shuttered smelter and other
company-owned land located in the City.
The Plan basically gives recommendations on how to best implement
Smart Growth and Transit-Oriented Development communities along
Oregon Street, the Five Points neighborhood and Remcon Circle
area, as well as a redevelopment blueprint for the ASARCO
property, Veronique Masterson of ABC-7 KVIA reports.
According to planelpaso.org, among the developments planned for
the ASARCO site are connected networks of pedestrian-friendly
streets, protected open spaces, office and commercial uses and
regional landmark destinations. The report added that the Plan
is the result of a year-long initiative involving the multi-
disciplinary consultant team and hundreds of El Paso residents
with close support from Senator Eliot Shapleigh and Roberto Puga
of Project Navigator Ltd., and the Texas Department of
Transportation.
Mr. Puga is the custodial trustee for the Custodial Trust for the
Owned Smelter Site in El Paso, Texas, and the Owned Zinc Smelter
in Amarillo, Texas. He has established an interactive Web site,
http://www.recastingasarco.com,dedicated to the $52 million
environmental cleanup efforts of the former ASARCO mines.
A copy of the city ordinance containing the Plan is available for
free at http://bankrupt.com/misc/ASARCO_ElPaso2010Plan.pdf
In a related development, Lisa Jackson, administrator of the U.S.
Environmental Protection Agency and a member of President Barack
Obama's cabinet, visited El Paso on January 27, 2011, to address
environmental justice issues, ABC-7 reports.
"And it didn't take long for the topic to turn to Asarco," ABC-7
Reporter Darren Hunt said.
At the forum held in the El Paso Community College's Northwest
campus, questions regarding ASARCO are mostly centered on the
$52 million fund for the clean up of the former ASARCO site, which
Ms. Jackson toured earlier, ABC-7 says. Former ASARCO employees
have also told her that they identified six different dump sites
at the former plant that were used to dump illegal waste, which
sites have not been scheduled for testing in the current
remediation plan.
"I did hear that from the trustee," Ms. Jackson told ABC-7
referring to Mr. Puga, the custodial trustee. "They said that
they have been shown those areas and that they were going to
focus on making sure they had data. We'll just look over their
shoulder a bit to make sure that we are satisfied as well," she
explained.
The former employees have also complained during a regularly
scheduled breakfast with El Paso city representative, Ann Morgan
Lilly, that the ASARCO site is not being remediated properly,
NewsChannel 9 - KTSM reports. They want ASARCO equipment to be
tested for chemicals before destroying it or sending it off to a
landfill, and environmental groups to get involved.
Ms. Jackson has pledged the EPA's full involvement in the ASARCO
clean up, the ABC-7 report noted. She added that the EPA is
willing to intervene in the clean-up, but she prefers that the
polluter money be used first. "We prefer to see the trustee do
it, with the state and EPA overseeing," Ms. Jackson said,
according to ABC-7.
Veronica Carbajal from the Texas Legal Aid, on the other hand,
wants the EPA to stop all activities and make the old ASARCO
plant a superfund site, NewsChannel 9 - KTSM reports. The move
would mean that the trustee is no longer responsible, and the EPA
would be the one responsible for hiring everyone who works on the
site.
About Asarco LLC
Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/--
is an integrated copper mining, smelting and refining company.
Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent.
ASARCO LLC filed for Chapter 11 protection on August 9, 2005
(Bankr. S.D. Tex. Case No. 05-21207). Attorneys at Baker Botts
L.L.P., and Jordan, Hyden, Womble & Culbreth, P.C., represented
the Debtor in its restructuring efforts.
On December 9, 2009, Grupo Mexico, S.A.B., consummated the Chapter
11 plan that it sponsored for Asarco LLC. The Plan, which was
confirmed both by the bankruptcy and district courts, reintegrated
Asarco LLC back to parent Grupo Mexico concluding the four-year
Chapter 11 proceeding.
Bankruptcy Creditors' Service, Inc., publishes ASARCO Bankruptcy
News. The newsletter tracks the Chapter 11 proceeding undertaken
by ASARCO LLC and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
BANNERMAN HOLDINGS: District Court Won't Stay Confirmation Order
----------------------------------------------------------------
SunTrust Bank seeks to stay the bankruptcy court's order
confirming what it called a "partial dirt for debt" plan in
Bannerman Holdings, LLC's Chapter 11 case. Under the plan,
SunTrust's secured lien will be extinguished upon the Debtor's
surrender of a portion of the collateral. The plan further
contemplates that Debtor will transfer a portion of the collateral
to another creditor, McKinley Building, in satisfaction of its
debt and that the Debtor will retain the remaining collateral for
itself. SunTrust contends that a stay is necessary because the
Debtor's transfer of the property to McKinley Building will
deprive SunTrust of the "indubitable equivalence" of its claim
should SunTrust prevail on appeal.
Senior District Judge Malcolm J. Howard held that SunTrust has not
demonstrated that it is likely to suffer irreparable harm absent a
stay of the bankruptcy court's order. SunTrust's motion to stay
is denied.
A copy of the District Court's January 26, 2011 order is available
at http://is.gd/4TDseUfrom Leagle.com.
Based in Wilmington, North Carolina, Bannerman Holdings LLC filed
for Chapter 11 bankruptcy protection on Feb. 12, 2010 (Bankr.
E.D.N.C. Case No. 10-01053). Judge Stephani W. Humrickhouse
presides over the case. George M. Oliver, Esq., at Oliver &
Friesen, PLLC, represents the Debtor in its restructuring effort.
In its schedules, the Debtor disclosed assets of $8,394,190 and
debts of $5,387,116.
BERNARD L MADOFF: JPMorgan Wants Dist. Court to Hear Picard Suit
----------------------------------------------------------------
Jonathan Stempel, writing for Reuters, reports that JPMorgan Chase
& Co accused Irving Picard -- the trustee seeking $6.4 billion for
victims of Bernard Madoff's Ponzi scheme -- of doing an end run
around the law in pursuing his case, and said it has a right to a
jury trial.
According to Reuters, the second-largest U.S. bank said Mr. Picard
is exceeding his authority by suing in bankruptcy court, where a
judge rather than a jury would decide the case. JPMorgan said the
case instead belongs in district court, because it involves
"significant" banking and securities law issues.
Reuters says Kevin McCue, a spokesman for Mr. Picard, did not
respond to a request for a comment on Wednesday.
According to Reuters, Jean Braucher, resident scholar at the
American Bankruptcy Institute, said, "JPMorgan has a good claim if
laws other than bankruptcy laws are shown to be central."
JPMorgan was the main banker for Madoff's firm, Bernard L. Madoff
Investment Securities LLC, for more than 20 years. It has said it
did not know about or assist in Madoff's fraud.
JPMorgan is represented in the case by:
John F. Savarese, Esq.
WACHTELL LIPTON ROSEN & KATZ
51 West 52nd St.
New York, NY 10103
Tel: 212-403-1235
Fax: 212-403-2235
E-mail: jfsavarese@wlrk.com
"The crux of this lawsuit is that JPMorgan breached its duties as
Madoff's banker, and hinges on what a bank's duties are when there
are red flags about a customer," said
Reuters also reports that Philip Bentley, a partner at Kramer
Levin Naftalis & Frankel LLP, who represents some of former Madoff
investors, said, "The lawsuit is very different from most of
Picard's lawsuits, which seek to claw back money from Madoff
investors rather than seek damages for aiding and abetting a
fraud."
Mr. Bentley may be reached at:
Philip Bentley, Esq.
KRAMER LEVIN NAFTALIS & FRANKEL LLP
1177 Avenue of the Americas
New York, NY 10036
Tel: 212-715-9505
Fax: 212-715-8000
E-mail: pbentley@kramerlevin.com
Mr. Picard so far has recovered about $10 billion for former
Madoff clients. Mr. Picard a partner at Baker & Hostetler LLP.
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.
BLOCKBUSTER INC: Court Enters Errata Order on Class Claim Denial
----------------------------------------------------------------
As reported in the Jan. 24, 2011 edition of the Troubled Company
Reporter, Bankruptcy Judge Burton R. Lifland denied the motion of
certain self-described "class representatives," Marc Cohen, Marc
Perper and Uwe Stueckrad, on behalf of themselves, plaintiffs and
putative class members in the action titled Cohen, et al v.
BlockbusterEntertainment Inc., Case No. 99-CH-2561, Circuit Court
of Cook County Illinois, Chancery Court, all others similarly
situated, and the general public, for an order applying Federal
Rule of Civil Procedure 23 to their proof of claim and certifying
their proposed classes.
Judge Lifland later entered an Errata Order to correct the bench
memorandum and decision denying the request to allow class proof
of claim and certifying the proposed classes, dated January 20,
2011.
As previously, Judge Lifland denied the request because Marc
Cohen, Marc Perper and Uwe Stueckrad have not persuaded the Court
that the class action would be "superior to other available
methods for fairly and efficiently adjudicating" their claims, as
is also required by Rule 23(b) of the Federal Rules of Civil
Procedure. Judge Lifland also opined in his memorandum that
"Courts agree that in the absence of 'superiority of the class
action vanishes when the 'other available method' is bankruptcy,
which consolidates all claims in one forum and allows claimants to
file proofs of claim without counsel and at virtually no cost. .
. ."
The Errata Order amends the memorandum by deleting the phrase "in
the absence of."
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 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). It disclosed assets of $1 billion and debts of
$1.4 billion at the time of the filing.
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.
In its latest monthly operating report filed with the Bankruptcy
Court, Blockbuster disclosed $1.066 billion in assets,
$422.2 million in liabilities not subject to compromise and
$1.165 billion in liabilities subject to compromise, and a deficit
of $533.8 million as of Nov. 28, 2010.
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: Icahn Wants Dismissal of Lyme Regis Suit
---------------------------------------------------------
Defendants Carl Icahn, Icahn Partners LP, Icahn Partners Master
Fund LP, Icahn Partners Master Fund II L.P., Icahn Partners Master
Fund III L.P., Icahn Capital LP, and Icahn Associates Corporation
ask the United States Bankruptcy Court for the Southern District
of New York to dismiss, with prejudice, the complaint filed
against them by Lyme Regis Partners, LLC. They also tell Judge
Lifland that the relief sought in the adversary proceeding is
sanctionable.
The Defendants inform the Bankruptcy Court that their counsel sent
a letter to Lyme Regis' counsel asking the Plaintiff to withdraw
the Complaint. The letter also sets forth the applicable case law
with respect to equitable subordination and recharacterization
alleged in the Complaint. The letter advised the counsel that if
the Complaint was not withdrawn, the Defendants would pursue
sanctions against Lyme Regis.
A motion seeking sanctions will be presented to the Bankruptcy
Court at the appropriate juncture unless the Complaint is
withdrawn, John J. Rapisardi, Esq., at Cadwalader, Wickersham &
Taft LLP, in New York, tells Judge Lifland.
"The Complaint is every bit as legally deficient -- and as much a
waste of resources and this Court's time and attention -- as Lyme
Regis' prior motions," Mr. Rapisardi argues, referring to the
motion by Lyme Regis to commence discovery and another motion to
have derivative standing to pursue claims on behalf of the Debtors
against Mr. Icahn and his affiliates. Both motions were denied by
the Bankruptcy Court.
As an initial matter, Lyme Regis lacks standing to seek equitable
subordination, Mr. Rapisardi contends. He explains in a
memorandum filed in support of the Motion to Dismiss that the
United States Court of Appeals for the Second Circuit has held
that any party other than the debtor seeking the remedy of
equitable subordination must either allege a particularized injury
or petition a bankruptcy court for derivative standing to pursue a
claim premised upon a general injury inflicted on the estate.
Lyme Regis has not alleged any particularized injury caused to it
by the Icahn Entities or that the Icahn Entities directed any
conduct towards Lyme Regis, Mr. Rapisardi contends. To the
contrary, the only injuries asserted in the Complaint would have
been experienced by all unsecured creditors, he points out.
The Complaint should also be dismissed because Lyme Regis lacks
contractual standing to sue the Icahn Entities, Mr. Rapisardi
further asserts. He argues that Lyme Regis is contractually
subordinate to the Senior Secured Notes held by certain of the
Icahn Entities.
Mr. Rapisardi elaborates that under the plain language of the
Subordinated Notes Indenture, as an individual noteholder holding
less than 25% of the aggregate outstanding balance of the
Subordinated Notes, Lyme Regis is forbidden from pursuing any
remedy at all with respect to its ownership of the Subordinated
Notes other than for re-payment of principal or interest.
The Icahn Entities amended their Motion to Dismiss and supporting
memorandum to include exhibits containing excerpts of hearing
transcripts, filings with the U.S. Securities and Exchange
Commission and indentures.
The Court will convene a hearing on March 17, 2011, to consider
the Motion to Dismiss. Objections are due February 22.
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 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). It disclosed assets of $1 billion and debts of
$1.4 billion at the time of the filing.
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.
In its latest monthly operating report filed with the Bankruptcy
Court, Blockbuster disclosed $1.066 billion in assets,
$422.2 million in liabilities not subject to compromise and
$1.165 billion in liabilities subject to compromise, and a deficit
of $533.8 million as of Nov. 28, 2010.
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 Feb. 14
------------------------------------------------------
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 February 14, 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.
The first meeting of creditors required under Section 341(a) in
the Debtors' bankruptcy cases was held on November 1, 2010, and
was subsequently continued to December 6.
On December 6, 2010, a meeting was held and the meeting was
further continued to January 10. Papers filed in court note that
the third continued meeting of creditors, which was originally
scheduled to be held on January 11, 2011, was further adjourned
to January 24, and now to February 14.
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 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). It disclosed assets of $1 billion and debts of
$1.4 billion at the time of the filing.
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.
In its latest monthly operating report filed with the Bankruptcy
Court, Blockbuster disclosed $1.066 billion in assets,
$422.2 million in liabilities not subject to compromise and
$1.165 billion in liabilities subject to compromise, and a deficit
of $533.8 million as of Nov. 28, 2010.
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: Still Reviewing Summit's Liquidation Request
-------------------------------------------------------------
Blockbuster Inc. said it is still reviewing Summit Distribution
LLC request that the bankruptcy court order immediate payment or
send Blockbuster Inc. to Chapter 7 liquidation, Reuters reports.
"We continue to work diligently with the studios, our lender group
and other key parties to achieve an outcome in the
recapitalization process that is in the best interest of the
company's stakeholders, including customers, vendors and
employees," Blockbuster is quoted by Reuters as saying in a
statement.
As reported in the Feb. 4, 2011 edition of the Troubled Company
Reporter, Summit Distribution LLC is asking the U.S. Bankruptcy
Court for the Southern District of New York to compel the Debtors
to immediately pay its administrative expense claim pursuant to
Sections 105(a), 363(b) and 503(b) of the Bankruptcy Code,
or in the alternative, grant it relief from the automatic stay
to permit reclamation of its goods and converting the Chapter
11 cases to cases under Chapter 7 of the Bankruptcy Code for
cause.
In reliance on prior orders of the Court and assurances of
payment by the Debtors, Summit shipped its second largest
title of the year, "The Twilight Saga: Eclipse," and several
other titles to the Debtors on 60-day credit terms, Paul N.
Silverstein, Esq., at Andrews Kurth LLP, in New York --
paulsilverstein@andrewskurth.com -- tells the Court. He asserts
that in the absence of those protections and assurances, Summit
could have and would have sold and licensed its product elsewhere.
The first payment with respect to the shipment of "Eclipse,"
which alone equal to more than $1.6 million, became due last week,
and the Debtors failed to pay, Mr. Silverstein says. He adds that
the Debtors informed Summit that they would not pay Summit with
respect to products that were shipped postpetition because they
lacked the funds to do so.
Summit's current undisputed past-due postpetition receivable
is $6,788,214 and the outstanding amount owed to Summit for all
postpetition shipments totals $9,510,114, Mr. Silverstein
informs the Court. He asserts that needless to say, this is
a very significant amount for an independent film distributor.
"It is unfair and inconsistent with the fundamental tenets of
[C]hapter 11 of the Bankruptcy Code for the Debtors to be
permitted to breach their undisputed postpetition obligations
to Summit, while picking and choosing to pay other administrative
creditors in full and continuing to increase the administrative
insolvency of these cases," Mr. Silverstein argues.
Summit believes that either (i) the Debtors should be compelled
to pay Summit in full with respect to the undisputed obligations
in accordance with the Court's prior order and the agreements
between the parties, or (ii) Summit should be granted relief
from stay and permitted to reclaim its goods so that it can
mitigate the harm the Debtors have caused and the Debtors'
Chapter 11 cases should be converted to Chapter 7, so that a
trustee may ensure that all creditors are treated fairly and
consistently.
The Court will convene a hearing on February 24, 2011, to consider
Summit's request. Objections are due February 17.
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 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). It disclosed assets of $1 billion and debts of
$1.4 billion at the time of the filing.
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.
In its latest monthly operating report filed with the Bankruptcy
Court, Blockbuster disclosed $1.066 billion in assets,
$422.2 million in liabilities not subject to compromise and
$1.165 billion in liabilities subject to compromise, and a deficit
of $533.8 million as of Nov. 28, 2010.
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)
BOZEL SA: Bozel LLC Files New Schedules of Assets and Liabilities
-----------------------------------------------------------------
Bozel, LLC, filed with the U.S. Bankruptcy Court for the Southern
District of New York on January 24, 2011, corrected schedules of
its assets and liabilities, disclosing:
Name of Schedule Assets Liabilities
---------------- ---------- -----------
A. Real Property $0
B. Personal Property $1,214,975
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $0
E. Creditors Holding
Unsecured Priority
Claims $7,267,684
F. Creditors Holding
Unsecured Non-priority
Claims $0
---------- ----------
TOTAL $1,214,975 $7,267,684
A copy of the Corrected Schedules is available for free at:
http://bankrupt.com/misc/BozelLLC.AmendedSAL.pdf
About Bozel S.A.
Bozel S.A. is a mineral mining company based in Luxembourg. Bozel
S.A. sought bankruptcy protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 10-11802) on April 6,
2010. William F. Savino, Esq., Daniel F. Brown, Esq., and Beth
Ann Bivona, Esq., at Damon Morey LLP in Buffalo, N.Y., represent
the Debtor, and BDO Consulting serves as the Debtor's financial
advisor. Allen G. Kadish, Esq. -- kadisha@gtlaw.com -- Kaitlin R.
Walsh, Esq. -- walshkr@gtlaw.com -- and Mark D. Bloom, Esq. --
bloomm@gtlaw.com -- at Greenberg Traurig, LLP, represent the
Liquidator. The Debtor estimated assets and debts at $50 million
to $100 million in its Chapter 11 petition.
Bozel, LLC, a subsidiary of Bozel SA, filed a separate petition
for Chapter 11 on January 10, 2011 (Bankr. S.D.N.Y. Case No.
11-10033). Gary C. Fischoff, Esq., at Steinberg, Fineo, Berger &
Fischoff, in Woodbury, N.Y., represents the Debtor as counsel.
The Debtor estimated assets of $1 million to $10 million and debts
of $10 million to $50 million in its Chapter 11 petition.
The two cases are jointly administered under Case No. 10-11802.
BRUNDAGE-BONE: To Present Plan for Confirmation on April 1
----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Colorado approved on
February 3, 2011, the adequacy of Brundage-Bone Concrete Pumping,
Inc. and JLS Concrete Pumping Inc.'s First Amended Disclosure
Statement dated February 2, 2011, in support of their Second
Amended Plan of Reorganization dated February 2, 2011.
Ballots soliciting acceptances or rejections of the Plan must be
submitted on or before March 21, 2011, to the Debtors' Notice,
Claims Agent, Epiq Bankruptcy Solutions, LLC.
Any objection to confirmation of the Plan will be filed with the
Court on or before March 21, 2011, and a copy of said objection
delivered to Debtors' counsel, John B. Wasserman, Sender &
Wasserman, P.C., 1660 Lincoln Street, Suite 2200, Denver, CO 80264
on or before March 21, 2011.
A hearing for consideration of confirmation of the Plan and any
objections to the confirmation of the Plan will be held on Friday,
April 1, 2011, at 1:30 p.m.
Pursuant to the Plan, the Reorganized Debtor will fund
distributions under the Plan with Cash on hand, including Cash
from operations, existing assets, and proceeds from the Exit
Facility, which is anticipated to be in the aggregate amount of
$15,000,000, including a letter of credit facility in the amount
of $4,500,000. A copy of the Exit Facility Agreement will be
included in the Plan Supplement Documents, which will be filed on
the Notice, Claims and Solicitation Agent's Web site at least 15
days prior to the balloting deadline.
Presented below is a summary of all Claims and Interests under the
Plan:
Class Claim Against Brundage Bone Status Voting Right
----- ------------------------------- -------- ----------------
1-A AIG Equipment Lender Claim Impaired Entitled to Vote
1-B Comerica Equipment Lender Claim Impaired Entitled to Vote
1-C KeyBank Equipment Lender Claim Impaired Entitled to Vote
1-D Key Equipment Finance Equipment Impaired Entitled to Vote
Lender Claim
1-E People's Capital Equipment Impaired Entitled to Vote
Lender Claim I
1-F Wachovia Equipment Lender Claim Impaired Entitled to Vote
1-G Wells Fargo Equipment Lender Impaired Entitled to Vote
Claim
1-H WFEFI Equipment Lender Claim Impaired Entitled to Vote
2-A BofA Equipment Secured Claim Impaired Entitled to Vote
2-B CBI Leasing Equipment Secured Impaired Entitled to Vote
Claim
2-C GE Commercial Finance Equipment Impaired Entitled to Vote
Secured Claim
2-D PNC Equipment Secured Claim Impaired Entitled to Vote
2-E RBS Equipment Secured Claim Impaired Entitled to Vote
2-F SunTrust Equipment Secured Impaired Entitled to Vote
Claim
2-G CFS Secured Claim Impaired Entitled to Vote
3-A GE Commercial Finance Real Impaired Entitled to Vote
Estate Lender Secured Claim
3-B Loan Star Real Estate Lender Impaired Entitled to Vote
Secured Claim
3-C M&I Marshall Real Estate Lender Impaired Entitled to Vote
Secured Claim
3-D Wells Fargo Real Estate Lender Impaired Entitled to Vote
Term Loan C Secured Claim
3-E Wells Fargo Real Estate Lender Impaired Entitled to Vote
Term Loan D Secured Claim
3-F Wells Fargo Real Estate Lender Impaired Entitled to Vote
Term Loan E Secured Claim
3-G Wells Fargo Real Estate Lender Impaired Entitled to Vote
Term Loan F Secured Claim
3-H Wells Fargo Real Estate Lender Impaired Entitled to Vote
Term Loan G Secured Claim
3-I Wells Fargo Real Estate Lender Impaired Entitled to Vote
Term Loan H Secured Claim
3-J Wells Fargo Real Estate Lender Impaired Entitled to Vote
Additional Secured Claim
4 GMAC Equipment Creditor Claim Impaired Entitled to Vote
5 General Unsecured Claims Impaired Entitled to Vote
6 Intercompany Claims Impaired Deemed to Reject
7 Section 510(b) Claims Impaired Deemed to Reject
8 Equity Interests Impaired Deemed to Reject
Class Claim Against JLS Status Voting Right
----- ------------------------ -------- ----------------
9 Secured Claims Impaired Entitled to Vote
10 General Unsecured Claims Impaired Entitled to Vote
11 Intercompany Claims Impaired Deemed to Reject
12 Equity Interests Impaired Deemed to Reject
Each holder of an Allowed Claim of the Equipment Lenders under
Class 1 will receive a Lender Secured Senior Term Note secured by
a first priority security interest in the Retained Equipment
subject to the holder's security interest and payable in
accordance with the definition of Lender Secured Senior Term
Notes. The holders of Class 1 Claims, with the exception of
Comerica Equipment Lender and People's Capital Equipment Lender,
will also receive a Lender Secured Term Note secured by a
first priority security interest in the Excess Equipment subject
to the holder's security interest.
Withdrawing Lenders Claims under Class 2 will receive: (a) the
surrender of the equipment subject to the holder's security
interest; and (b) to the extent there is a deficiency resulting
from the treatment provided for in subsection (a), the deficiency
will be paid as a Class 5 General Unsecured Claim. Class 2 also
includes the Disputed CFS Secured Claim in the amount of
$1,172,544.71, which Claim will be objected to by the Debtors. To
the extent the CFS Secured Claim is allowed, it will be: (a) paid
in cash, or in accordance with the obligation to CFS as determined
by the Bankruptcy Court, on the later of the Effective Date or the
date it is determined to be an Allowed Claim; or (b) the surrender
of any collateral determined to secure the CFS Secured Claim; or
(c) to the extent there is a deficiency resulting from the
disallowance of the CFS Secured Claim and that deficiency is
allowed, it will be paid as a Class 5 General Unsecured Claim.
Each holder of an Allowed General Unsecured Claim under Class 5
will receive a share of the BB Unsecured Class 5 Note equal to
5.4% of the amount of that holder's Allowed Class 5 Claim and,
except as provided in Article III.D.27.b.(ii)(cc)(II) of the Plan,
any Avoidance Actions and any and all other Section 541 Claims
against such Holder shall remain available for the Reorganized
Debtor to pursue in its discretion.
On the Effective Date, all Equity Interests in Brundage-Bone under
Class 8 will be deemed canceled and extinguished, and will be of
no further force and effect.
All Secured Claims against JLS under Class 9, which are limited to
Wells Fargo's Secured Claim against all of the assets of JLS and
the Disputed CFS Secured Claim, to the extent Class 9 Claims exist
against JLS, will constitute Claims against Brundage-Bone and to
the extent they are allowed, will be treated and paid as Allowed
Claims against Brundage-Bone in accordance with the treatment
provided for Brundage-Bone Claims.
General Unsecured Claims against JLS under Class 10 will receive
the same treatment as Class 5. The Debtors estimate that Class
10 Claims against JLS are approximately $19,370,000 (including the
approximately $18,805,000 Wells Fargo Equipment Lender Deficiency
Claim that is also a Deficiency Claim against Brundage-Bone).
On the Effective Date, all Equity Interests in JLS under Class 12
will be deemed canceled and extinguished, and will be of no
further force and effect.
A copy of the First Amended Disclosure Statement is available for
free at http://bankrupt.com/misc/Brundage-Bone.AmendedDS.pdf
About Brundage-Bone
Brundage-Bone Concrete Pumping Inc. and JLS Concrete Pumping Inc.,
claim to be the largest providers of concrete pumping equipment in
the U.S. As of the Petition Date, the Debtors operated a fleet of
in excess of 800 concrete pumps and related pumping equipment in
more than 20 states, primarily in the western, southwestern, and
southeast United States. Brundage-Bone and JLS also actively sell
concrete pumps, parts and service. Approximately 52% of the
Brundage-Bone and JLS is owned by the founders, Jack Brundage and
Dale Bone, who are also guarantors of a substantial amount of the
Debtors' debt.
Brundage-Bone and JLS filed for Chapter 11 protection (Bankr. D.
Col. Lead Case No. 10-10758) on Jan. 18, 2010. Harvey Sender,
Esq., John B. Wasserman, Esq., David V. Wadsworth, Esq., and
Matthew T. Faga, Esq., at Sender & Wasserman, P.C., in Denver,
Colo., assist the Debtors in their restructuring efforts. Willian
Snyder of CRG Partners Group, LLC, serves as Chief Turnaround
Officer of the Debtors.
Brundage-Bone disclosed $325,708,061 in assets and $230,277,103 in
liabilities as of the Petition Date. JLS disclosed $4,046,706 in
assets and $739,166 in liabilities as of the Petition Date.
BRUNDAGE-BONE: Wants Cash Collateral Use Extended Through May 2
---------------------------------------------------------------
Brundage-Bone Concrete Pumping, Inc., JLS Concrete Pumping Inc.,
and Wells Fargo Bank, N.A., ask the U.S. Bankruptcy Court for the
District of Colorado to approve their Fifth Stipulated Motion
extending the Debtor's use of cash collateral through May 2, 2011,
subject to the same priority provisions, carve out provisions,
adequate protection liens, section 507(b) priority claims, cash
management procedures and other rights granted in the DIP
Financing Order of March 1, 2010, for the use of cash collateral.
A condition of the continued availability of funds under this
stipulation is the Debtors' performance in substantial conformity
with a weekly budget through May 2, 2011. Any negative weekly
budget variances of more than 15% require the written approval of
Wells Fargo.
Wells Fargo will be granted: 1) a first priority, valid,
enforceable, perfected, and unavoidable replacement lien on all of
the Debtors' postpetition collateral of the same type and
categories of postpetition collateral as Wells Fargo Bank has held
in prepetition collateral; and 2) a superpriority claim under 11
U.S.C. Sec. 507(b) as adequate protection for the use of cash
collateral. In addition, any proceeds from the sale of any real
estate that is collateral for the DIP Loan during this period will
be applied to pay down the DIP Loan.
In addition, to permit further negotiations on extension of the
DIP Financing and the terms of the Plan, Wells Fargo agrees to
forbear from declaring an event of default under the DIP Financing
Order based upon the Debtors' failure to satisfy the obligations
under the DIP Financing on or before July 16, 2010 (the "Existing
Default"), until the earlier of: (i) May 2, 2011, or (ii) any
default other than the Existing Default.
A copy of the Fifth Stipulated Motion to extend the use of cash
collateral is available for free at:
http://bankrupt.com/misc/Brundage-Bone.cashcollateralmotion.pdf
About Brundage-Bone
Brundage-Bone Concrete Pumping Inc. and JLS Concrete Pumping Inc.,
claim to be the largest providers of concrete pumping equipment in
the U.S. As of the Petition Date, the Debtors operated a fleet of
in excess of 800 concrete pumps and related pumping equipment in
more than 20 states, primarily in the western, southwestern, and
southeast United States. Brundage-Bone and JLS also actively sell
concrete pumps, parts and service. Approximately 52% of the
Brundage-Bone and JLS is owned by the founders, Jack Brundage and
Dale Bone, who are also guarantors of a substantial amount of the
Debtors' debt.
Brundage-Bone and JLS filed for Chapter 11 protection on Jan. 18,
2010 (Bankr. D. Col. Lead Case No. 10-10758). Harvey Sender,
Esq., John B. Wasserman, Esq., David V. Wadsworth, Esq., and
Matthew T. Faga, Esq., at Sender & Wasserman, P.C., in Denver,
Colo., assist the Debtors in their restructuring efforts. Willian
Snyder of CRG Partners Group, LLC, serves as Chief Turnaround
Officer of the Debtors.
Brundage-Bone disclosed $325,708,061 in assets and $230,277,103 in
liabilities as of the Petition Date. JLS disclosed $4,046,706 in
assets and $739,166 in liabilities as of the petition date.
C. BEAN: Court Confirms Modified Plan of Liquidation
----------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Arkansas
confirmed on January 25, 2011, the Modified Plan of Liquidation
proposed by C. Bean Transport, Inc.
The Plan will be implemented by C. Bean through the Creditors
Trust established pursuant to the Modified Plan.
As reported in the Troubled Company Reporter on October 12, 2010,
the Plan provides for the liquidation of certain real estate to
reduce mortgage debt and the transfer and continued retention of
other real estate warehouse assets for operation.
Pursuant to the Plan, all Old Stock Interests of C. Bean existing
on the Petition Date will remain outstanding. Old Stock Interests
will not be paid any distribution under the Plan unless the
Creditors Trust will have excess funds remaining after payment of
all Allowed Claims. Holders of Old Stock will recover a
distribution on account of their Old Stock pro rata to their
ownership. A distribution is unlikely.
A copy of the Modified Plan of Liquidation is available for free
at http://bankrupt.com/misc/CBean.ModifiedPLan.pdf
About C. Bean Transport
Amity, Arkansas-based C. Bean Transport, Inc., was originally
formed for the purpose of providing transportation of treated and
processed lumber products for lumber companies in Southern
Arkansas, which included Curt Bean Lumber and Bean Lumber
Company, both entities affiliated with C. Bean. The Company filed
for Chapter 11 bankruptcy protection on March 17, 2010 (Bankr.
W.D. Ark. Case No. 10-71360).
At the time of the commencement of the case, the Debtor's over-
the-road trucking business had already been terminated, with
tractors and trailers assembled at several diverse locations for
redelivery to secured creditors. In addition, C. Bean leased
necessary equipment to continue vital drayage operations for its
warehouse tenants.
Gary M. McDonald, Esq., Chad J. Kutmas, Esq., at McDonald, McCann
& Metcalf, LLP, in Tulsa, Okla., and Don A. Smith, at Smith, Cohen
& Horan, PLC, in Fort Smith, Ark., represent the Debtor as
counsel. No Committee has been appointed in this case. The
Debtor estimated assets and debts at $10 million to $50 million as
of the Chapter 11 filing.
CAL LAB INSTRUMENTS: Suit vs. Caguas Sent to State Court
--------------------------------------------------------
Magistrate Judge Camille L. Velez-Rive dismissed the suit, Cal Lab
Instruments Services, Inc., et al., v. Caguas Mechanical
Contractor, Inc., et al., Case No. 10-cv-1369 (D. P.R.), at the
defendants' behest. Cal Lab and Leonardo Pizarro, its sole
shareholder and president, sued the defendants in Bankruptcy Court
for payment of certain amounts due for construction projects which
had originated pre-bankruptcy and were predicated on state law.
Thereafter, the Bankruptcy Court recommended to the District Court
the withdrawal of the adversary proceeding on May 3, 2010,
certifying the action was a non-core proceeding. Caguas
Mechanical sought dismissal of the suit, pointing out that as a
result of the dismissal of the bankruptcy case, the relief
requested by plaintiffs is a state law claim.
Judge Velez-Rive said the present claim, being initiated as a non-
core adversary proceeding in the bankruptcy case, has no other
independent ground for federal jurisdiction. The parties have no
diversity and the issues raised are grounded in state law on non-
complicated claims for monies owed on and resulting damages
claimed. Plaintiff, having the burden to establish the
jurisdictional issue, has not established same and has also
acknowledged that the decision of the District Court to retain
jurisdiction is discretionary. Plaintiff Cal Lab and defendant
Caguas Mechanical have state law claims predicated on pending
balances in construction projects and related claims for loss of
income and pain and suffering.
A copy of the Magistrate Judge's January 27, 2011 Opinion and
Order is available at http://is.gd/wvzDuIfrom Leagle.com.
Cal Lab Instruments Services, Inc., filed a voluntary Chapter 11
petition on June 17, 2009. The case was dismissed on June 9,
2010.
CAMPANA FAMILY: Taps Hendrickson Law Firm as Bankruptcy Counsel
---------------------------------------------------------------
La Campana Family, LLC, asks the U.S. Bankruptcy Court for the
District of Arizona for permission to employ The Hendrickson Law
Firm, PLLC, as its general bankruptcy and restructuring counsel.
HLF will, among other things:
a. provide legal advice with respect to the Debtor's powers and
duties as a debtor-in-possession in the continued operation
of its business and management of its property;
b. prepare on behalf of the Debtor necessary applications,
motions, answers, orders, reports and other legal papers; and
c. appear in Court and protect the interests of the Debtor
before the Court.
To the best of the Debtors' knowledge, HLF does not hold or
represent any interest adverse to the Debtor, its estate, its
creditors or any other party with an actual or potential conflict
in its Chapter 11 case.
HLF has advised the Debtor that the current hourly rate for Brian
W. Hendrickson, Esq., the attorney that is expected to have
primary responsibility for this representation, is $250 per hour.
HLF received a prepetition retainer from Debtor in the sum of
$5,000. Any retainer received post filing from or on behalf of
Debtor will be held in trust to be applied towards interim and
final compensation orders awarded in the case pursuant to 11
U.S.C. Sec. 330(a)(1).
The firm can be reached at:
Brian W. Hendrickson, Esq.
THE HENDRICKSON LAW FIRM, PLLC
2133 E. Warner Road, Suite 106
Tempe, AZ 85284
Tel: (480) 345-7500
About Campana Family
Scottsdale, Arizona-based Campana Family, LLC, is a real estate
developer in Arizona. The Company owns a partially completed
first class gated community residential development in Kingman,
Mohave County, Arizona, consisting of 75 fully developed
properties, clubhouse, swimming pool, putting green and other
owner use facilities. It also owns contiguous properties that are
master planned and platted for multi-family residential
development and mini-storage and commercial use. The Company
filed for Chapter 11 bankruptcy protection (Bankr. D. Ariz. Case
No. 11-00530) on Jan. 8, 2011. In its schedules, the Debtor
disclosed $11,077,036 in assets and $3,241,510 in liabilities.
CAPRIUS INC: Vintage Capital Extends Note Maturity to April 2011
----------------------------------------------------------------
As of January 31, 2011, Caprius, Inc. and its subsidiaries entered
into Amendment No. 2 to the Senior Secured Promissory Note, dated
as of September 16, 2009, with Vintage Capital Group, LLC, whereby
Vintage has agreed to extend the maturity date of the Note to the
earlier of (i) April 30, 2011 or (ii) the termination of the
Agreement and Plan of Merger dated as of November 10, 2010, by and
among Vintage, Capco Co., and Caprius. Previously the Note had
been extended under Amendment No. 1 to February 1, 2011, and the
Note was originally scheduled to mature on December 16, 2010.
As of January 31, 2011, Vintage had advanced approximately $4.9
million in cash to Caprius, exclusive of an additional $1.8
million of capitalized obligations owed to Vintage.
A full-text copy of the amendment is available for free at:
http://ResearchArchives.com/t/s?7309
About Caprius, Inc.
Paramus, N.Y.-based Caprius, Inc., is engaged in the infectious
medical waste disposal business, through its wholly-owned
subsidiary M.C.M. Environmental Technologies, Inc., which
developed, markets and sells the SteriMed and SteriMed Junior
compact systems that simultaneously shred and chemically disinfect
regulated medical waste, utilizing its proprietary, EPA
registered, bio-degradable chemical known as Ster-Cid.
The Company's balance sheet at June 30, 2010, showed $1.66 million
in total assets, $5.87 million in total liabilities, and a
$4.22 million stockholders' deficit.
* * *
Marcum LLP, in New York City, expressed substantial doubt about
the Company's ability to continue as a going concern after
auditing the Company's financial results for fiscal 2009. The
independent auditors noted of the Company's working capital
deficiency and substantial recurring losses from operations.
CARIBBEAN PETROLEUM: Files Chapter 11 Liquidation Plan
------------------------------------------------------
Bankruptcy Law360 reports that Caribbean Petroleum Corp. has filed
a liquidation plan that calls for it to pay main lender Banco
Popular de Puerto Rico nearly $138 million and up to $8 million to
settle environmental claims brought by U.S. regulators.
As reported in the Jan. 3, 2011 edition of the Troubled Company
Reporter - Latin America, Puma Energy International has acquired
the assets of Caribbean Petroleum Co. for $82 million.
A copy of the Asset Purchase Agreement signed with Puma Energy is
available at http://bankrupt.com/misc/Capeco_Sale_Deal.pdf
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. Caribbean 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
US$100 million to US$500 million and debts of US$500 million to
US$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.
CATALYST PAPER: Steelhead Partners Discloses 2.7% Equity Stake
--------------------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission on February 4, 2011, Steelhead Partners, LLC
disclosed that it beneficially owns 10,139,500 shares of common
stock of Catalyst Paper Corporation representing 2.7% of the
shares outstanding. Other affiliates of Steelhead Partners also
disclosed beneficial ownership of common stock of the Company:
Shares Equity
Beneficially Owned Stake
------------------ ------
James Michael Johnston 10,139,500 2.7%
Brian Katz Klein 10,139,500 2.7%
Steelhead Navigator master, L.P. 8,379,500 2.2%
The calculation of percentage of beneficial ownership was derived
from the Company's Report of Foreign Issuer on Form 6-K filed with
the U.S. Securities and Exchange Commission on November 3, 2010,
in which the Company stated that the number of shares of its
common stock outstanding as of September 30, 2010 was 381,753,490
shares.
About Catalyst Paper
Based in Richmond, British Columbia, in Canada, Catalyst Paper
Corporation (TSX:CTL) manufactures diverse specialty mechanical
printing papers, newsprint and pulp. Its customers include
retailers, publishers and commercial printers in North America,
Latin America, the Pacific Rim and Europe. With six facilities
located in British Columbia and Arizona, Catalyst has a combined
annual production capacity of 2.5 million tonnes.
The Company's balance sheet at Sept. 30, 2010, showed
C$1.73 billion in total assets, C$1.32 billion in total
liabilities, and stockholders' equity of C$406.2 million.
* * *
In mid-March 2010, Moody's Investors Service downgraded Catalyst's
Corporate Family Rating to 'Caa1' from 'B3'. Catalyst's CFR
downgrade anticipates a marked deterioration in the company's
financial performance over the coming year, with significant
EBITDA erosion compared to 2009 levels and negative free cash flow
generation.
In May 2010, Standard & Poor's Ratings Services revised the
outlook on Catalyst to stable from negative. S&P affirmed the
'CCC+' long-term corporate credit rating on the Company. The
ratings on Catalyst reflect S&P's view of the company's highly
leveraged capital structure, history of weak profitability, fiber
supply issues, and its participation in cyclical commodity
markets. In Standard & Poor's opinion, these risks are partially
mitigated by the company's revenue diversity and improving cost
profile.
CATHOLIC CHURCH: Milwaukee Gets Nod for RFP & Cassidy as Brokers
----------------------------------------------------------------
The Archdiocese of Milwaukee received authority from the United
States Bankruptcy Court for the Eastern District of Wisconsin to
employ Cassidy Turley Barry, Inc., and RFP Commercial, Inc., as
its real estate brokers and co-listing agents.
Daryl L. Diesing, Esq., at Whyte Hirschboeck Dudek S.C., in
Milwaukee, Wisconsin, contends that employing Cassidy Turley and
RFP Commercial as Co-Listing Agents for certain parcels of real
estate benefits the bankruptcy estate because it will assist the
Archdiocese in converting illiquid assets into liquid assets that
can assist the Archdiocese in its reorganization.
Prior to the Petition Date, the Co-Listing Agents served as real
estate brokers for the Archdiocese's interests in the properties
in these locations:
(a) the Cousins Center at 3501 South Lake Drive, in the city
of St. Francis, Wisconsin;
(b) 2458 West Locust Street, in the city of Milwaukee,
Wisconsin;
(c) 8900 W. Ryan & SEC of Ryan & 92nd Street, in the city of
Franklin, Wisconsin;
(d) NWC of Mequon Road & Wausaukee Road, in the village of
Germanton, Wisconsin; and
(e) S. Racine & W. National Avenue, in the city of New Berlin,
Wisconsin.
Subject to the Court's approval, the Co-Listing Agents will
continue to serve as the real estate brokers for the Properties,
as well as render additional services, Mr. Diesing tells Judge
Kelley. At the Archdiocese's discretion, the Co-Listing Agents
may also serve as real estate brokers for any additional parcels
of real property that the Archdiocese may attempt to sell, he
adds.
In accordance with Section 330(a) of the Bankruptcy Code, and in
keeping with the Archdiocese's prepetition agreements with the Co-
Listing Agents, the Archdiocese tells the Court that it intends to
pay the Agents on a commission basis. Pursuant to Rule 2014 of
the Local Rules of the United States Bankruptcy Court for the
Eastern District of Wisconsin, the Archdiocese seeks authority to
pay the Co-Listing Agents a commission of (i) 6% of the purchase
price of the Cousins Center, (ii) 7% of the purchase price for the
other Properties, and (iii) up to 7% of the purchase price, to be
negotiated in advance by the Archdiocese with the Co-Listing
Agents, for any other parcels of real property for which the
Archdiocese employs the Co-Listing Agents as real estate brokers.
The commission percentages serve as a fee cap for the Co-Listing
Agents' engagement in the reorganization case, Mr. Diesing says.
He adds that the Co-Listing Agents will seek payment for their
professional services at the time any real estate for which they
serve as the Archdiocese's real estate brokers is sold.
James T. Barry III, president of Cassidy Turley, and Robert E.
Flood Jr., a partner at RFP Commercial, relate that the Co-Listing
Agents provide real estate services to numerous companies and
individuals in Wisconsin, and some of the companies may have
provided goods and services to the Archdiocese. Messrs. Barry and
Flood, however, assure the Court that their firms' services to
those parties, if any, are unrelated to the Archdiocese's
bankruptcy proceeding and do not create a conflict of interest.
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 Wins OK for Baker Tilly as Accountant
----------------------------------------------------------------
The Archdiocese of Milwaukee obtained permission from the United
States Bankruptcy Court for the Eastern District of Wisconsin to
employ Baker Tilly Virchow Krause LLP as its accountants, nunc pro
tunc to the Petition Date.
Prior to the Petition Date, the Archdiocese called upon Baker
Tilly to assist it in the preparation of Federal Form 990-T and
performance of yearly audits, John J. Marek, treasurer and chief
financial officer of the Archdiocese, informs the Court.
The Archdiocese submits that the uninterrupted service of Baker
Tilly is vital to the efficient and cost effective operation of
its business and compliance with financial obligations.
As accountants, Baker Tilly will:
-- provide consulting services on reorganization accounting,
tax, and financial issues;
-- perform yearly audits; and
-- prepare Federal Form 990-T.
The Archdiocese will pay Baker Tilly on an hourly basis based on
the firm's customary hourly rates for services rendered, and will
reimburse it for actual, necessary expenses incurred in connection
with the employment.
The primary members of Baker Tilly, who will be handling the
Archdiocese's case and their current standard hourly rates, are:
Professional Hourly Rate
------------ -----------
Paul F. Batchelor $320
Amy W. Jeninga $210
Partners $310 - $350
Managers and Directors $190 - $250
Staff $120 - $180
Pursuant to Rule 2014 of the Local Rules of the United States
Bankruptcy Court for the Eastern District of Wisconsin, Baker
Tilly's good faith estimate of fees incurred consistent with the
services to be provided for 2011, barring currently unforeseen
circumstances, is $75,000.
Paul F. Batchelor, a member of Baker Tilly, assures the Court that
the firm's services, if any, to companies that has provided goods
and services to the Archdiocese are unrelated to the bankruptcy
proceedings and do not create a conflict of interest.
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 Wins OK for Quarles as Special Counsel
-----------------------------------------------------------------
The Archdiocese of Milwaukee received 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)
CHABAD HOUSE: Case Summary & 16 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Chabad House Lubavitch of Palm Beach, Inc.
844 Prosperity Farms Road
North Palm Beach, FL 33408
Bankruptcy Case No.: 11-13229
Chapter 11 Petition Date: February 7, 2011
Court: United States Bankruptcy Court
Southern District of Florida (West Palm Beach)
Judge: Erik P. Kimball
Debtor's Counsel: Robert C. Furr, Esq.
FURR & COHEN
2255 Glades Rd #337W
Boca Raton, FL 33431
Tel: (561) 395-0500
Fax: (561) 338-7532
E-mail: bnasralla@furrcohen.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's 16 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/flsb11-13229.pdf
The petition was signed by Shloime Ezagui, president.
CHESAPEAKE ENERGY: Fitch Assigns 'BB' Rating to $1 Bil. Notes
-------------------------------------------------------------
Fitch Ratings has assigned a 'BB' rating to Chesapeake Energy
Corporation's $1 billion proposed offering of 2021 senior
unsecured notes. Proceeds from the note offering will be used to
repay indebtedness outstanding under the company's revolving bank
credit facility.
The Rating Outlook on Chesapeake is Stable.
Fitch will continue to monitor the company's progress in achieving
future debt reductions stemming from execution of the company's
recently announced '25/25 Plan'. In addition, Fitch will continue
to monitor market conditions for oil and natural gas prices,
proceeds raised from additional joint ventures/VPPs, and use of
any proceeds from the announcement of the planned sale of
Chesapeake's Fayetteville Shale assets and investments in Frac
Tech Holdings, LLC and Chaparral Energy, Inc., for potential
future positive rating actions. Leverage metrics will also
continue to be viewed in light of fuel mix given the current
market environment with natural gas trading at a very deep
discount to oil, and Chesapeake's continued significant exposure
to the economics of the natural gas market despite expectations of
increased liquids exposure in the future. Beyond balance sheet
improvements, Fitch will monitor the company's tendencies toward
aggressive growth policies combined with continued success in its
underlying operational performance as key drivers to the timing
and magnitude of future positive rating actions.
Chesapeake's ratings continue to be supported by the size and low
risk profile of its oil and gas reserves which now approximate
16.9 trillion cubic feet equivalent. In addition, Chesapeake
continues to post very robust reserve replacement results. Both
organic reserve replacement and production growth remain strong
and support the company's ability to support high leverage levels.
Both the strong reserve replacement metrics and the onshore
location of Chesapeake's reserves highlight the low risk nature of
the company's reserves.
Credit metrics improved as of Sept. 30, 2010, as Chesapeake
generated latest 12 months EBITDAX of $5 billion which resulted in
interest coverage of 6.5 times, and leverage as measured by debt-
to-EBITDAX of 2.6x. Improvements stemmed from both increased
EBITDAX and falling debt levels stemming from the company's debt
reduction efforts announced in May 2010. Free cash flow (cash
flow from operations less capital expenditures and dividends) was
negative $6 billion during the LTM period, driven primarily by
continued spending on leasehold acquisitions as the company shifts
toward liquids-rich shale plays and continued weak natural gas
pricing.
Liquidity remains reasonable and is expected to improve as a
result of the proposed asset sales, debt reductions and reduced
expenditures on leasehold acquisitions as a part of the '25/25
Plan'. The presence of commodity price hedges and growing oil
production levels continue to support operating cash flow levels.
Chesapeake's liquidity stems from cash balances ($609 million on
Sept. 30, 2010), remaining availability of approximately
$1.250 billion on its $3.5 billion senior secured credit facility
(as of Sept. 30, 2010) and from operating cash flows ($5.1 billion
for the LTM period ending Sept. 30, 2010). Debt maturities do not
occur until the 2013 maturity of the company's $500 million 7.625%
senior unsecured notes.
Key covenants are primarily associated with the senior unsecured
credit facility and include maximum debt-to-book capitalization
(70% covenant threshold) and maximum total debt-to-EBITDA (4.0x
covenant level). Unrealized hedging gains and losses are excluded
from the covenant calculations and the company also has carve-outs
in the credit facility for ceiling-test write-down impacts on the
capitalization calculation. It is important to note that
Chesapeake's credit facility currently contains a borrowing base
which is subject to an annual redetermination. Chesapeake has
currently pledged approximately 38% (as of Sept. 30, 2010) of its
assets toward the credit facility and maintains the flexibility to
increase security levels in order to maintain the current
borrowing base as commodity prices remain at lower levels.
Chesapeake was in full compliance with regard to covenants in its
credit facility at the December 2010 when the facility was upsized
to $4 billion and extend to December 2015.
Fitch maintains these ratings on Chesapeake:
-- IDR at 'BB';
-- Senior unsecured debt at 'BB';
-- Senior secured revolving credit facility at 'BBB-';
-- Convertible preferred stock at 'B+'.
The Rating Outlook is Stable.
CHESAPEAKE ENERGY: Moody's Assigns 'Ba3' Rating to $1 Bil. Notes
----------------------------------------------------------------
Moody's Investors Service assigned a Ba3 rating to Chesapeake
Energy Corporation's proposed offering of $1 billion senior notes
due 2021. The proceeds of the offering will be used to repay
revolver borrowings. The rating outlook remains positive.
Ratings Rationale
Chesapeake's Ba2 Corporate Family Rating reflects its very large
and diversified property base that is comparable to investment
grade exploration and production companies. However, the rating
is restrained by its still high leverage and historical track
record of aggressive growth and complex financial structure. To
determine leverage metrics, Moody's adds large adjustments for
Volumetric Production Payments and 50% of preferred stock to
reported debt, among other standard adjustments.
The positive outlook reflects the potential for the company's
announced plans for debt reduction and reduced production growth
objectives to reduce leverage on production volumes and proved
developed reserves to levels that would be consistent with a Ba1
CFR rating over the next twelve months. In order to consider an
upgrade, debt/production would need to be below $30,000/boepd and
trending towards $25,000/boepd, and debt/proved developed reserves
would need to be trending towards $9/boe. In addition, Moody's
would also have to be comfortable with the sustainability of these
improved leverage metrics and ongoing capital discipline.
Chesapeake Energy Corporation is an independent exploration and
production company headquartered in Oklahoma City, Oklahoma.
CHESAPEAKE ENERGY: S&P Assigns 'BB' Rating to $1 Bil. Senior Notes
------------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB' issue rating
and '3' recovery rating to oil and gas exploration and production
company Chesapeake Energy Corp.'s proposed $1.0 billion senior
unsecured notes due 2021. These ratings were then placed on
CreditWatch with positive implications. Proceeds from the
offering will repay outstanding bank debt.
The ratings on Chesapeake were placed on CreditWatch with positive
implications on Feb. 7, 2011, following the company's announcement
that it would use the proceeds from assets sales to reduce debt.
S&P expects to resolve its CreditWatch review after the asset
sales have been completed, and after S&P has met with management
to facilitate its reassessment of Chesapeake's financial policies.
Ratings List
Chesapeake Energy Corp.
Corporate credit rating BB/Watch Pos/--
New Ratings; On CreditWatch Positive
Proposed $1 bil sr unsecd notes due 2021 BB/Watch Pos
Recovery rating 3
CODA OCTOPUS: Completes Issuance of 21.86MM Common Shares
---------------------------------------------------------
On December 5, 2011, Coda Octopus Group Inc. completed the
issuance of 21,857,143 shares of common stock of the Company to
certain of its shareholders in exchange for (i) the surrender by
these shareholders of warrants to purchase an aggregate of
21,857,143 shares and (ii) amendments to a series of identical
securities purchase agreements between the Company and those
shareholders. The Agreements were entered into between the
Company and a group of accredited individual and institutional
investors between April and May 2007 and contained certain price
protection and ratchet provisions that hampered the Company's
ability to raise additional financing. As a result of the
Amendments, those provisions were deleted from the Agreements.
Under the terms of the Agreements, the Amendments required the
consent of no less than 85% of the parties thereto. In addition,
the Agreements were terminated with respect to all consenting
shareholders. No cash was paid to any person in the exchange.
As a result of the transaction described above, as of February 3,
2011, there are 74,103,102 shares of common stock issued and
outstanding.
The sale of the shares of common stock was exempt from the
registration requirements of the Securities Act of 1933, as
amended pursuant to Section 4(2) of the Act due to the fact that
the offering of the shares of common stock was made on a private
basis to a limited number of purchasers.
About Coda Octopus
Coda Octopus Group, Inc., develops, manufactures, sells and
services real-time 3D sonar and other products, as well as
engineering design and manufacturing services on a worldwide
basis. Headquartered in Jersey City, New Jersey, with research
and development, sales and manufacturing facilities located in the
United Kingdom, United States and Norway, the Company is engaged
in software development, defense contracting and engineering
services through subsidiaries located in the United States and the
United Kingdom.
The Company's balance sheet as of July 31, 2010, showed
$12.9 million in total assets, $27.7 million in total liabilities,
and a stockholders' deficit of $14.8 million.
As of July 31, 2010, the Company had a working capital deficit of
$20.2 million. For the nine month period ended July 31, 2010, the
Company had negative cash flow from operations of $729,718. The
Company also has an accumulated deficit of $61.1 million at
July 31, 2010.
COMMERCE CENTRE: Court Orders Dismissal of Involuntary Case
-----------------------------------------------------------
The "Joint Motion to Dismiss Case" of Ben R. Miller, Jr., Walter
L. Comeaux, Michael A. Grace, and Commerce Centre Partners,
L.L.C., petitioners, and Commerce Center, L.L.C., alleged debtor,
came on for hearing on January 10, 2011.
Considering the motion and the lack of opposition to dismissal,
Judge Douglas D. Dodd of the U.S. Bankruptcy Court for the Middle
District of Louisiana ordered the dismissal of the involuntary
petition and the involuntary bankruptcy case, with each party to
bear his or its own costs.
On August 24, 2010, four creditors owed $721,898 filed an
involuntary Chapter 11 petition against Commerce Center, L.L.C.
(Bankr. M.D. La. Case No. 10-11295). The petitioners were
represented by Gary K. McKenzie, Esq., at Steffes, Vingiello &
McKenzie, LLC, at Baton Rouge, La.
CHRISTENSEN REALTY: Asks for Court OK to Sell Certain Real Estate
-----------------------------------------------------------------
Christensen Realty Investment LLC asks for authorization from the
U.S. Bankruptcy court for the District of Idaho to sell certain
real estate, free and clear of interests, liens and encumbrances,
with all valid liens to attach to the proceeds.
The real property to be sold is located at 901 W. Bannock, Boise,
Idaho, also known as the "Ninth and Bannock Garage." The property
is described as Lots 8 to 12 inclusive, Block 45, Boise City
Original Townsite. The sale includes the leasehold interests of
Washington Trust Bank and is subject to the terms of such lease,
as well as the parking rights allocation contracts with Cameron
Investments and the Banner Bank Building. The property was
appraised in June 2010, by Mountain States Appraisal for
$10.50 million. The Debtor believes that this value is still
valid, but recognizes the need to get this matter completed as
soon as possible.
The Debtor intends to sell all right, title and interest in the
Subject Property, subject to the existing loan in favor of BPG,
LLC and current taxes. The sale will be free and clear of all
other liens and interests of McAlvain Construction. McAlvain will
receive the entirety of the net sale proceeds at closing. The
selling price for the Subject Property is $8.10 million.
Closing will be scheduled for a time within 60 days of the date of
approval of this sale by the Court.
The real estate to be sold is subject to the liens or
encumbrances: BPG LLC in the sum of $7,182,544.70 as reflected in
its secured Proof of Claim No. 3 filed in this case and McAlvain
Construction in the sum of $1,321,983.07 as reflected in its
secured Proof of Claim No. 2. Except for accruing taxes, there
are no other liens. In addition, however, Cameron Investments and
the Banner Bank Building each have "parking allocation rights
contracts" with Debtor, which are an encumbrance on the premises
and are similar to an easement, but which are unaffected by the
sale.
A copy of the Sale Agreement is available for free at:
http://bankrupt.com/misc/Christensen_Realty_salepact.pdf
The Court will hold a hearing on March 2, 2011, at 9:30 a.m. on
the Debtor's request for approval to sell
Boise, Idaho-based Christensen Realty & Investment, LLC, dba 9th &
Bannock Garage, filed for Chapter 11 protection on August 10, 2010
(Bankr. D. Idaho Case No. 10-02537). D. Blair Clark, Esq., at the
Law Offices of D. Blair Clark PLLC, represents the Debtor. The
Debtor disclosed $10,626,402 in assets and $8,352,772 in
liabilities as of the Chapter 11 filing.
CPJFK LLC: Taps Optimum Hotel Brokerage for JFK Plaza Sale
----------------------------------------------------------
Hotel News Resource reports that Optimum Hotel Brokerage has been
retained as the exclusive broker representing the trustee for the
Chapter 11 estate of CPJFK LLC in the sale of the JFK Plaza Hotel
formerly known as Crowne Plaza JFK, in Jamaica, New York.
The report says the firm's president Joe McCann is the exclusive
broker handing the sale. The all-cash sale of the leasehold
interest in the 183-unit full service hotel, located in the heart
of the John F, Kennedy International Airport market, will be sold
through an accelerated marketing process with a formal call for
offers deadline of March 1, 2011.
About CPJFK LLC
Atlanta, Georgia-based CPJFK, LLC, owns and operates a 183 room
hotel under the name of the JFK Plaza Hotel located at 151-20
Baisley Blvd., in Jamaica, New York. The Hotel operations
constitute the Debtor's sole source of income. The Debtor filed
for Chapter 11 bankruptcy protection on October 4, 2010 (Bankr.
N.D. Ga. Case No. 10-89928).
On October 19, 2010, the U.S. Trustee for Region 21 filed a motion
to transfer the Debtor's case to the U.S. Bankruptcy Court for the
Eastern District of New York. On November 9, 2010, the Debtor's
case was transferred to this Court and Debtor's case was assigned
Case No. 10-50566.
In November 2010, the Bankruptcy Court order the appointment of a
Chapter 11 trustee at the behest of Neshgold, LP. The U.S.
Trustee appointed Alan Nisselson as chapter 11 Trustee. Alan
Nisselson selected Choice Consultants LLC as his managing agent.
No official committee of unsecured creditors has been appointed in
the case.
CROATAN SURF: To Present Amended Plan for Confirmation on March 10
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of North
Carolina, on January 21, 2011, conditionally approved the Amended
Disclosure Statement explaining Croatan Surf Club, LLC's Amended
Plan dated January 19, 2011.
March 8, 2011, is fixed as the last day for filing and serving
written objections to the disclosure statement. If no objections
or requests to modify the disclosure statement are filed on or
before that date, the conditional approval of the disclosure
statement will become final. Any objections to or requests to
modify the disclosure statement will be considered at the
confirmation hearing, which is scheduled for March 10, 2011, at
10:00 a.m.
The Court fixed March 8, 2011, as the last day for filing written
acceptances or rejections of the plan. The ballots should be
completed and filed with the plan proponent on or before that
date.
The last day for filing and serving written objections to
confirmation of the plan is on March 8, 2011.
As reported in the Troubled Company Reporter on January 19, 2011,
Croatan Surf Club, LLC, filed on January 14, 2011, a Plan of
Reorganization and disclosure statement with the U.S. Bankruptcy
Court for the Eastern District of North Carolina.
The Plan provides for a restructuring of the secured debts of
Royal Bank of America, Bank of Carrituck and First Commonwealth
Bank (collectively, "Lender"), and Edwards Family Partnership,
L.P. ("Mezzanine Lender"). The plan also proposes a 100%
repayment of all unsecured debts. Members of the Debtor will
retain their membership interests.
A copy of the Amended Disclosure Statement of January 19, 2011, is
available for free at:
http://bankrupt.com/misc/CroatanSurf.DS.pdf
About Croatan Surf
Kill Devil Hills, North Carolina-based Croatan Surf Club, LLC,
owns a 36 unit ocean-front condominium building in Dare County,
North Carolina. It filed for Chapter 11 bankruptcy protection on
January 10, 2011 (Bankr. E.D. N.C. Case No. 11-00194). Walter L.
Hinson, Esq., and Maureen Radford, at Hinson & Rhyne, P.A., in
Wilson, N.C., represent the Debtor as counsel. No creditors
committee has been formed in this case. In its schedules, the
Debtor disclosed $26,151,718 in assets and $19,350,000 in
liabilities.
DAIRY PRODUCTION: Court Extends Plan Exclusivity Until April 8
--------------------------------------------------------------
The Hon. James D. Walker, Jr., of the U.S. Bankruptcy Court for
the Middle District of Georgia has extended the exclusive period
to file a plan and solicit acceptances of the Plan to April 8,
2011, and June 4, 2011, respectively.
As reported by the Troubled Company Reporter on January 10, 2011,
the Debtors asked the Court to extend their exclusive periods to
file a plan and solicit acceptances of those plans until May 9,
2011, and July 6, 2011, respectively, without prejudice to the
Debtors' right to seek and obtain further extensions of the
Exclusive Periods if necessary. The Exclusive filing Period and
Exclusive Solicitation Period were previously set to expire on
February 7, 2011, and April 5, 2011, respectively, absent an
extension. The Debtors related that they require additional time
to negotiate the terms of a Chapter 11 Plan with their senior
lender, Agricultural Funding Solutions, LLC, and DPS-Georgia's
landlord, Aurora Dairy - Georgia, LLC, and prepare adequate
information.
Baconton, Georgia-based Dairy Production Systems - Georgia LLC,
dba Dairy Production Systems, was formed in November of 2008 and
owns the operating assets acquired from Aurora Dairy - Georgia,
LLC, exclusive of the real property owned by Aurora-Georgia. DPS
Georgia owns approximately 3,490 head of cattle, along with
equipment and dairy improvements located on a 1,065-acre farm
leased from Aurora-Georgia.
DPS Georgia filed for Chapter 11 bankruptcy protection on
October 7, 2010 (Bankr. M.D. Ga. Case No. 10-11752). Neil C.
Gordon, Esq., and Sean C. Kulka, Esq., at Arnall Golden Gregory
LLP, serves as the Debtor's bankruptcy counsel. DPS Georgia
estimated its assets at $1 million to $10 million and debts at
$10 million to $50 million at the Petition Date.
Affiliates Dairy Production Systems - Mississippi, LLC (Bankr.
M.D. Ga. Case No. 10-11755), Dairy Production Systems, LLC (Bankr.
M.D. Ga. Case No. 10-11754), Heifer Haven, LLC (Bankr. M.D. Ga.
Case No. 10-11757), and New Frontier Dairy, LLC (Bankr. M.D. Ga.
Case No. 10-11756), filed separate Chapter 11 petitions. Dairy
Production Systems, LLC, estimated its assets and debts at
$10 million to $50 million at the Petition Date.
The cases are jointly administered, with Dairy Production Systems
- Georgia as lead case.
DATATEL INC: Moody's Rates Proposed $135 Million Loan at 'Caa1'
---------------------------------------------------------------
Moody's Investors Service downgraded Datatel, Inc.'s Corporate
Family Rating to B2 from B1, and assigned B1 ratings to the
Company's proposed $295 million of first-lien senior secured
credit facilities and a Caa1 rating to the proposed $135 million
second-lien term loan. The Company plans to utilize net proceeds
from the proposed credit facilities and about $12 million of cash
on hand to refinance $277 million of existing debt and fund a
$110 million dividend to its shareholders. The outlook for
ratings is stable. The existing ratings for the Company's credit
facilities were affirmed and will be withdrawn upon their full
repayment at close of the transaction. The rating actions are
subject to completion of the proposed refinancing and dividend
recapitalization transactions and Moody's review of final
documentation.
Moody's has taken these rating actions:
Issuer: Datatel, Inc.
-- Corporate Family Rating - Lowered to B2 from B1
-- Probability of Default Rating - Lowered to B2 from B1
-- Proposed US$40 million 1st Lien Revolver due 2016 - Assigned,
B1, LGD3, 32%
-- Proposed US$255 million 1st Lien Term Loan due 2017 -
Assigned, B1, LGD3, 32%
-- Proposed US$135 million 2nd Lien Term Loan due 2018 -
Assigned, Caa1, LGD5, 86%
-- US$40 million 1st Lien Revolver due 2014 - Affirmed, Ba3,
LGD3, 32%, to be withdrawn
-- US$165 million 1st Lien Term Loan due 2015 - Affirmed, Ba3,
LGD3, 32%, to be withdrawn
-- US$100 million 2nd Lien Term Loan due 2016 - Affirmed, B3,
LGD5, 86%, to be withdrawn
Ratings Rationale
The downgrade of Datatel's Corporate Family Rating to B2 primarily
reflects the high financial risk tolerance and shareholder
orientation of the Company's financial sponsors. The proposed
debt-funded distribution to the Company's shareholders is expected
to increase Datatel's Debt-to-EBITDA leverage by about 2.0x to
6.8x based on LTM 3Q EBITDA (incorporating Moody's standard
analytical adjustments). Moody's believes that the deterioration
in the Company's credit profile resulting from the increase in
debt, which follows the Company's leveraged buyout in December
2009, is no longer supportive of a B1 CFR given the Company's
business risk profile. Notwithstanding Datatel's strong operating
performance and good free cash flow generation, the downgrade
considers the uncertainty that anticipated deleveraging may not be
realized or continue to get postponed as shareholder distributions
are prioritized over debt reduction.
Datatel's B2 CFR reflects the Company's strong and defensible
market position as a leading provider of enterprise resource
planning software solutions to the North American higher education
institutions. The Company's customer base has steadily grown and
it now provides ERP solutions to about 800 institutions. The
rating is supported by Datatel's high levels of recurring
maintenance revenue and its very high customer retention rates in
the 98% range, which provide very good near-term visibility into
the Company's cash flow generation. However, the rating is
constrained by the Company's small scale relative to some of its
larger competitors, its niche market focus, and high financial
risk tolerance.
The stable ratings outlook reflects Moody's expectation that
Datatel's market position and profitability will continue to
improve over the next 12-to-18 months, its credit metrics should
improve driven by organic EBITDA growth and debt repayment, and
that the Company will maintain good liquidity over this period.
What Could Change the Rating -- Up
Moody's does not anticipate upward rating momentum in the near
term, given Datatel's weak credit metrics subsequent to the
proposed dividend recapitalization and its track record of
shareholder-oriented fiscal policies.
What Could Change the Rating -- Down
Datatel's rating could be downgraded if the Company's operating
performance falls short of expectations and its debt-to-EBITDA
leverage remains above 6.5x over an extended period of time. The
rating could come under downward pressure if the Company's
competitive position becomes weak, free cash flow declines to less
than 5% of total debt, or liquidity deteriorates unexpectedly.
Additionally, large debt-funded acquisitions or shareholder
returns which result in leverage exceeding 6.5x for a prolonged
period of time, could put downward pressure on the rating.
Moody's last rating action was on November 19, 2009, when Moody's
assigned ratings to Datatel's new credit facilities in conjunction
with the Company's leveraged buyout by private equity sponsors
Hellman & Friedman LLC and JMI Equity.
Headquartered in Fairfax, VA, Datatel provides ERP software
solutions and professional business services to higher education
institutions in North America.
DATATEL INC: S&P Assigns 'CCC+' to Proposed $135MM 2nd Lien Notes
-----------------------------------------------------------------
Standard & Poor's Ratings Services said that it affirmed its 'B'
corporate credit rating on Fairfax, Va.-based Datatel Inc. At
the same time, S&P assigned a preliminary issue-level rating of
'B' and a preliminary recovery rating of '3' to the proposed
$295 million first-lien senior secured credit facility consisting
of a $40 million revolving credit facility and a $255 million
first-lien term loan. S&P also assigned a preliminary issue level
rating of 'CCC+' and a preliminary recovery rating of '6' to the
proposed $135 million second-lien senior secured credit facility.
The preliminary '3' recovery rating indicates expectations for
very high (50%-70%) recovery of principal in the event of payment
default, while the preliminary '6' recovery rating indicates
expectations for negligible (10%-30%) recovery. The outlook is
stable.
"S&P expects Datatel's revenues and operating margins to continue
to improve modestly over the next few quarters," said Standard &
Poor's credit analyst Joseph Spence, "reflecting its price
increases for maintenance revenues and new license sales." In
addition, S&P expects leverage to increase modestly over the next
quarter due to the seasonal nature of Datatel's cash flows and its
need to fund working capital throughout the year, before reducing
to the mid-6x area by the end of 2011. Pro forma for the dividend
payment, adjusted leverage rises to the 7x area from 5x area as of
the December 2010 quarter.
DAZ VINEYARDS: Reaches Stipulation to Continue Cash Collateral Use
------------------------------------------------------------------
DAZ Vineyards, LLC, has reached stipulation with Silicon Valley
Bank to continue using SVB's cash collateral for the period
January 15, 2011, through June 30, 2011.
The Debtor will use the cash collateral in accordance with the
terms and conditions of the cash collateral order, as amended by
the stipulation, including requirements of reporting and debt
service payments to SVB.
The Debtor will use the cash collateral pursuant to a budget, a
copy of which is available for free at:
http://bankrupt.com/misc/DAZ_Vineyards_cashcollaterabudget.pdf
As reported by the Troubled Company Reporter on March 15, 2010,
the U.S. Bankruptcy Court for the Central District of California
authorized the Debtor to use the cash collateral of SVB, Premiere
Pacific Viveyards and Sierra Madre Ranch Holdings, LLC, to fund
its Chapter 11 case, pay suppliers and other parties. The TCR
reported that Debtor's indebtedness to SVB was $326,000, secured
by virtually all of the Debtor's personal property and the
proceeds thereof, and protected by the equity cushion. According
to the TCR, the Debtor was required to provide SVB, Premiere
Pacific Viveyards and Sierra Madre Ranch replacement liens in the
postpetition operation of the Debtor's business.
Los Olivos, California-based DAZ Vineyards, LLC, dba Demetria
Estate Winery, filed for Chapter 11 bankruptcy protection on
February 15, 2010 (Bankr. C.D. Calif. Case No. 10-10689). William
C. Beall, Esq., at Beall and Burkhardt, serves as the Debtor's
bankruptcy counsel.
DBSD N.A.: Sprint Says $1-Bil. DISH Plan Gives Lesser Recovery
--------------------------------------------------------------
Sprint Nextel Corporation said in a bankruptcy court filing that
the plan proposed by DISH Network to acquire 100% of the equity of
the reorganized DBSD N.A. for roughly $1 billion "significantly
undervalues the Debtors' assets and would provide a recovery for
unsecured creditors that is substantially worse than" the Plan
previously negotiated by DBSD with noteholders, ICO Global
Communications (Holdings) Limited, and Sprint Nextel.
According to Sprint Nextel and the ad hoc committee of certain
parties that hold or manage holdings of those certain 7.5%
Convertible Senior Secured Notes Due 2009 issued by DBSD, when the
Debtor filed motions for approval of a sale process with DISH and
an $87.5 million DIP facility to fund that process, it failed to
disclose that in January "a global settlement was reached with all
key constituencies other than DISH."
Agreement with Sprint & Noteholders
Both Sprint Nextel and DISH Network took an appeal from the
bankruptcy court's order confirming DBSD Network's Chapter 11
plan. After confirmation of the Plan was overturned by the Second
Circuit Court of Appeals, Sprint Nextel and the Ad Hoc Committee
began what turned into extensive negotiations and reached an
agreement in principle on the terms of the Amended Modified Plan
that will avoid any further litigation over valuation. The
parties -- excluding DISH -- engaged in negotiations in January
and reached an agreement in principal on January 24, 2011.
The agreement reached with Sprint and the Noteholders amends the
plan previously submitted to the bankruptcy court for confirmation
in these respects:
* Recoveries to General Unsecured Creditors shall be increased
from approximately 0.7% of the equity of the Reorganized
Debtors to 5% of the equity, prior to dilution by the exit
facility shares;
* Sprint's claim in the amount of $211 million shall be allowed
in the amount of $104 million;
* In exchange for release of any claims Sprint has or may have
against the Reorganized Debtors and their assignees,
licensees or transferees upon an assignment, lease or
transfer of the Reorganized Debtors' spectrum licenses, the
Reorganized Debtors will provide Sprint with warrants to
purchase additional equity of the Reorganized Debtors, the
exercise of which is subject to a limitation on Sprint's
allowed claim being paid in full;
* Sprint and ICO Global provide each other with releases with
respect to claims in connection with the Debtors' spectrum
licenses, including with respect to litigation currently
underway in Federal Court in Virginia;
* ICO Global will continue to enter into the Transition
Services Agreement and Amended License Agreement negotiated
in connection with the previously confirmed plan, and will
provide the Reorganized Debtors with enhanced spectrum
coordination; and
* ICO Global will be entitled to file an administrative claim
in the chapter 11 cases, subject to allowance by the Court,
in an amount not to exceed $3 million, which the parties
shall not object to so long as the amount sought is not more
than $3 million.
A copy of the Amended Modified Plan, as amended to reflect the
agreement with Sprint and the Noteholders, is available for free
at:
http://bankrupt.com/misc/DBSD_Sprint_Deal.pdf
$1 Billion Deal with DISH Network
Instead of pursuing the agreement with Sprint Nextel and the
Noteholders, DBSD filed on Feb. 1 a motion for approval of a sale
agreement for DISH Network to acquire 100% of the equity of the
reorganized DBSD N.A. for roughly $1 billion subject to certain
adjustments, including interest accruing on DBSD North America's
existing debt, pursuant to an "Alternate Plan." Under the
agreement, subject to and contingent on both an unconditional
Federal Communications Commission approval and anti-trust
clearance, the Debtors' assets will be sold to DISH and the
proceeds of such sale distributed to Senior Noteholders and
General Unsecured Creditors.
The Debtor also sought approval of a debtor-in-possession credit
facility from DISH, which will consist of a non-revolving,
multiple draw term loan in the aggregate principal amount of
$87.5 million.
According to the Debtors, the Alternate Plan values the Debtors at
more than 150% of the valuation provided under their pending
chapter 11 plan. The Debtors and DISH currently contemplate that
the Alternate Plan will pay the Senior Noteholders in cash in full
with accrued interest and provide for generous cash distributions
to all general unsecured creditors.
In the event that the Investment Agreement is terminated as a
result of certain events, such as the failure by DISH to obtain
FCC approval of the license transfers contemplated in the
Investment Agreement by a certain date (or at all), DISH is
required to pay the Debtors' estates a $25 million reverse break-
up fee.
A copy of the DISH Investment Agreement is available for free at:
http://bankrupt.com/misc/DBSD_DISH_InvestmentDeal.pdf
DISH vs. Nextel, Noteholders
According to the Ad Hoc Committee, the DISH Sale Process is highly
risky for senior noteholders and general unsecured creditors. In
sharp contrast to the Amended Modified Plan, the DISH Sale Process
will benefit DISH at the expense of senior noteholders and general
unsecured creditors by further delaying the Debtors' chapter 11
cases and permitting the Debtors' close competitor, TerreStar
Networks Inc. -- which DISH is also seeking to acquire -- to
emerge from bankruptcy before the Debtors. Moreover, the Debtors
and DISH are asking the Court to approve a 14-month, $87.5 million
DIP facility to fund the DISH Sale Process: a strong indication of
the many months and tens of millions of dollars the Debtors and
DISH anticipate will be lost before the Court and stakeholders
will even know whether unconditional FCC and anti-trust approvals
of the DISH Sale Process can be obtained and, even if such
approvals are granted, whether DISH will elect to close. If the
FCC denies or conditions such approval, or DISH decides to walk
away from the sale for no valid reason (for example, after
TerreStar emerges from bankruptcy), the senior noteholders and
general unsecured creditors will be stuck paying back DISH for the
cost of the DISH Sale Process (which will be administrative
expenses), while suffering the loss of estate value resulting from
up to 14 months of delay and TerreStar's prior emergence from
bankruptcy.
Sprint Nextel points out that based upon the $1 billion valuation
placed upon the Debtors by the DISH Plan, the equity that
unsecured creditors would receive under the Amended Modified Plan
would be worth at least $40 million an amount far greater than the
$23.5 million that would be provided to unsecured creditors under
the DISH Plan.
The Noteholders add that the Amended Modified Plan contains none
of the risks and contingencies of the DISH plan process, will not
require the Debtors to acquire and spend additional debtor-in-
possession financing, will not result in loss of the existing FCC
approval (which will expire on March 28, 2011), and will not
continue to expose all stakeholders to market changes.
A hearing on the Debtors' Investment Agreement with DISH is
scheduled on February 15, 2011 at 2:00 p.m.
Judge Expresses Concerns About Dish Proposal
Joseph Checkler, writing for Dow Jones' Daily Bankruptcy Review,
reports that DBSD North America Inc. and its creditors sparred in
court Monday in what amounted to an undercard to next week's main
event over whether DBSD should exit bankruptcy via a debt-for-
equity swap or a $1.1 billion sale to Dish Network Corp. announced
by DBSD last week.
According to DBR, Judge Robert E. Gerber expressed concerns about
the Dish sale proposal, specifically a provision in the agreement
that could hinder other possible buyers from successfully bidding
on the company. Judge Gerber added that a lawyer for an ad-hoc
group of DBSD bondholders might have a valid point when he said
the Dish deal is nothing more than an "option to buy," rather than
a sale agreement.
DBR relates a lawyer for DBSD said terms of the deal have already
been improved since it was announced and stressed that DBSD's
modified bankruptcy exit plan is also still on the table.
Judge Gerber confirmed DBSD's plan to exit bankruptcy in 2009.
That plan called for bondholders to swap $740 million in debt for
a 95% stake in the reorganized company. Dish, the sole holder of
$40 million in first-lien loans, would have had its debt continued
with the new company under amended terms.
Sprint Nextel Corporation and DISH took separate appeals before
the U.S. Court of Appeals for the Second Circuit from the
Confirmation Order. Dish asserted that the plan was not feasible.
Sprint said the plan violated the absolute priority rule. As
reported by the Troubled Company Reporter on February 9, 2011, the
Second Circuit sided with Sprint, but rejected Dish's appeal.
The Ad Hoc Committee of Bondholders said in court that the
modified version of the plan, which addresses the concerns issued
by the appellate judge, could get DBSD out of bankruptcy by the
end of the month.
The Ad Hoc Committee of Noteholders is represented by:
Dennis F. Dunne, Esq.
Risa M. Rosenberg, Esq.
Jeremy S. Sussman, Esq.
MILBANK, TWEED, HADLEY & McCLOY LLP
1 Chase Manhattan Plaza
New York, New York 10005
Tel: (212) 530-5000
E-mail: DDunne@milbank.com
RRosenberg@milbank.com
JSussman@milbank.com
- and -
Andrew M. Leblanc
MILBANK, TWEED, HADLEY & McCLOY LLP
1850 K Street, NW, Suite 1100
Washington, DC 20006
Tel: (202) 835-7500
E-mail: ALeblanc@milbank.com
Sprint Nextel is represented by:
Eric Moser, Esq.
K&L GATES LLP
599 Lexington Avenue
New York, New York 10022-6030
Tel: (212) 536-3900
Fax: (212) 536-3901
E-mail: Eric.Moser@klgates.com
- and -
John H. Culver III, Esq.
Felton E. Parrish, Esq.
K&L GATES LLP
Hearst Tower, 47th Floor
214 North Tryon Street
Charlotte, North Carolina 28282
Tel: (704) 331-7400
Fax: (704) 331-7598
E-mail: John.Culver@klgates.com
Felton.Parrish@klgates.com
Dish is represented in the case by:
J. Eric Ivester, Esq.
SKADDEN ARPS SLATE MEAGHER & FLOM LLP
Four Times Square
New York, NY 10036
Tel: 312-407-0920
Fax: 312-407-8510
E-mail: eric.ivester@skadden.com
About DISH Network
DISH Network Corporation -- http://www.dish.com/-- through its
subsidiary DISH Network L.L.C., provides more than 14.2 million
satellite TV customers, as of September 30, 2010, with the highest
quality programming and technology at the best value, including HD
Free for Life. Subscribers enjoy industry-leading customer
satisfaction, the largest high definition line-up with more than
200 national HD channels, the most international channels, and
award-winning HD and DVR technology.
The Company's balance sheet at June 30, 2010, showed $9.03 billion
in total assets and $10.61 billion in total liabilities, and a
stockholders' deficit of $1.58 billion.
* * *
At the end of January 2011, Fitch Ratings affirmed the 'BB-'
Issuer Default Rating assigned to DISH Network and its wholly
owned subsidiary DISH DBS Corporation. Fitch has also affirmed
the 'BB-' rating assigned to the senior unsecured notes issued by
DDBS Corporation. Additionally, Fitch has revised DISH's Rating
Outlook to Stable from Negative. As of Sept. 30, 2010, DISH had
approximately $6.5 billion of debt outstanding. The Stable
Outlook recognizes the operational rebound DISH has experienced
during 2010. Overall, Fitch's ratings reflect the operating
leverage derived from DISH's size and scale as the third largest
multi-channel video programming distributor in the U.S. and
Fitch's expectation for continued, albeit pressured free cash flow
generation.
Dish Network carries a 'Ba3' corporate family rating, with "stable
outlook", from Moody's. Moody's said that Dish Network's Ba3
Corporate Family Rating and stable outlook are not affected by the
company's announcement that it has entered into an agreement to
acquire 100% of the equity of the reorganized DBSD North
America, Inc., a hybrid satellite and terrestrial communications
company, for approximately $1 billion including interest accruing
on DBSD North America's existing debt.
About DBSD North America
Headquartered in Reston, Virginia, DBSD North America Inc., aka
ICO Member Services Inc., offers satellite communications
services. It has launched a satellite, but is in the
developmental stages of creating a satellite system with
components in space and on earth. It presently has no revenues.
The Company and nine of its affiliates filed for Chapter 11
protection on May 15, 2009 (Bankr. S.D.N.Y. Lead Case No.
09-13061). James H.M. Sprayregen, Esq., and Christopher J.
Marcus, Esq., at Kirkland & Ellis LLP, in New York; and Marc J.
Carmel, Esq., and Sienna R. Singer, Esq., at Kirkland & Ellis LLP,
in Chicago, serve as the Debtors' counsel. Jefferies & Company is
the financial advisors to the Debtors. The Garden City Group Inc.
is the claims agent for the Debtors. DBSD estimated assets and
debts of $500 million to $1 billion in its Chapter 11 petition.
Timothy A. Barnes, Esq., and Steven J. Reisman, Esq., at CURTIS,
Mallet-Prevost, Colt & Mosle LLP, in New York, represent the
Official Committee of Unsecured Creditors.
DEARBORN LODGING: Case Summary & 6 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Dearborn Lodging, Inc.
dba Metro Inn
29260 Augusta
Farmington Hills, MI 48331
Bankruptcy Case No.: 11-42920
Chapter 11 Petition Date: February 7, 2011
Court: United States Bankruptcy Court
Eastern District of Michigan (Detroit)
Judge: Thomas J. Tucker
Debtor's Counsel: Jay S. Kalish, Esq.
JAY S. KALISH & ASSOCIATES, P.C.
28592 Orchard Lake Road, Suite 360
Farmington Hills, MI 48334
Tel: (248) 932-3000
E-mail: JSKalish@aol.com
Estimated Assets: $0 to $50,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's six largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/mieb11-42920.pdf
The petition was signed by Joseph Nofar, president.
DILLARD LAND: 1615 Johnson Road Wants Chapter 11 Case Dismissed
---------------------------------------------------------------
Secured creditor 1615 Johnson Road, LLC, asks the U.S. Bankruptcy
Court for the Northern District of Georgia to lift, modify or
terminate the automatic stay or, in the alternative, to dismiss
Dillard Land Investments, LLC's Chapter 11 bankruptcy case in its
entirety or to convert the case to a Chapter 7 liquidation.
1615 Johnson Road is the legal assignee and owner of the first
priority debt encumbering a certain tract of real property in
Fulton county and known as 1615 Johnson Road. The property
consists of approximately 25 acres of land improved with a 66,000
square foot building which the Debtor has allowed to fall into
complete disrepair.
The debt assigned to 1615 Johnson Road originated on March 3,
2005, between Horizon Bank and the Debtor. The Debtor obtained a
loan in the amount of $3 million from Horizon Bank in order to
purchase the property.
On September 26, 2007, the Debtor executed in favor of Haven
Trust Bank a certain consolidated promissory note in the amount of
$5 million. The consolidated note was to mature on October 1,
2008. To secure the indebtedness of the consolidated note, the
Debtor executed in favor of Haven Trust Bank a certain deed to
secure indebtedness in the amount of $5 million.
On December 12, 2008, the Georgia Department of Banking and
Finance place Haven Trust Bank in receivership. On July 28, 2010,
1615 Johnson Road purchased and took assignment of the loan
documents.
1615 Johnson Road claims that the Debtor couldn't afford to make
the interest payments required under the loan documents. 1615
Johnson Road says that the Debtor, solely in an attempt to
frustrate and prevent the foreclosure of the property, filed its
Chapter 11 petition, approximately just 21 minutes prior to the
scheduled call of the foreclosure.
According to 1615 Johnson Road, the Debtor admittedly purchased
the property in 2005 in hopes that it could be developed into some
sort of residential or mixed-use community. For the past five
years, the property sat vacant. 1615 Johnson Road says that the
Debtor conducts no operations whatsoever on the property and has
allowed the property to become an eyesore and, in effect, a tire
dump. The property hasn't in the past and currently doesn't
generate any revenue or income, 1615 Johnson Road states.
1615 Johnson Road says that although the Debtor is required to
file monthly operating reports, the Debtor has only filed one
monthly operating report on October 20, 2010.
1615 Johnson Road claims that the Debtor has failed to maintain
insurance on the property.
1615 Johnson Road is represented by Mahaffey Pickens Tucker, LLP.
About Dillard Land
Atlanta, Georgia-based Dillard Land Investments, LLC, filed for
Chapter 11 bankruptcy protection on September 7, 2010 (Bankr. N.D.
Ga. Case No. 10-86573). Herbert C. Broadfoot, II, Esq., at
Ragsdale, Beals, Seigler, et al., assists the Debtor in its
restructuring effort. The Debtor estimated assets at $10 million
to $50 million and debts at $1 million to $10 million as of the
Petition Date.
DISH NETWORK: Sprint, Bondholders Oppose $1-Bil. Offer for DBSD
---------------------------------------------------------------
Sprint Nextel Corporation said in a bankruptcy court filing that
the plan proposed by DISH Network to acquire 100% of the equity of
the reorganized DBSD N.A. for roughly $1 billion "significantly
undervalues the Debtors' assets and would provide a recovery for
unsecured creditors that is substantially worse than" the Plan
previously negotiated by DBSD with noteholders, ICO Global
Communications (Holdings) Limited, and Sprint Nextel.
According to Sprint Nextel and the ad hoc committee of certain
parties that hold or manage holdings of those certain 7.5%
Convertible Senior Secured Notes Due 2009 issued by DBSD, when the
Debtor filed motions for approval of a sale process with DISH and
an $87.5 million DIP facility to fund that process, it failed to
disclose that in January "a global settlement was reached with all
key constituencies other than DISH."
Agreement with Sprint & Noteholders
Both Sprint Nextel and DISH Network took an appeal from the
bankruptcy court's order confirming DBSD Network's Chapter 11
plan. After confirmation of the Plan was overturned by the Second
Circuit Court of Appeals, Sprint Nextel and the Ad Hoc Committee
began what turned into extensive negotiations and reached an
agreement in principle on the terms of the Amended Modified Plan
that will avoid any further litigation over valuation. The
parties -- excluding DISH -- engaged in negotiations in January
and reached an agreement in principal on January 24, 2011.
The agreement reached with Sprint and the Noteholders amends the
plan previously submitted to the bankruptcy court for confirmation
in these respects:
* Recoveries to General Unsecured Creditors shall be increased
from approximately 0.7% of the equity of the Reorganized
Debtors to 5% of the equity, prior to dilution by the exit
facility shares;
* Sprint's claim in the amount of $211 million shall be allowed
in the amount of $104 million;
* In exchange for release of any claims Sprint has or may have
against the Reorganized Debtors and their assignees,
licensees or transferees upon an assignment, lease or
transfer of the Reorganized Debtors' spectrum licenses, the
Reorganized Debtors will provide Sprint with warrants to
purchase additional equity of the Reorganized Debtors, the
exercise of which is subject to a limitation on Sprint's
allowed claim being paid in full;
* Sprint and ICO Global provide each other with releases with
respect to claims in connection with the Debtors' spectrum
licenses, including with respect to litigation currently
underway in Federal Court in Virginia;
* ICO Global will continue to enter into the Transition
Services Agreement and Amended License Agreement negotiated
in connection with the previously confirmed plan, and will
provide the Reorganized Debtors with enhanced spectrum
coordination; and
* ICO Global will be entitled to file an administrative claim
in the chapter 11 cases, subject to allowance by the Court,
in an amount not to exceed $3 million, which the parties
shall not object to so long as the amount sought is not more
than $3 million.
A copy of the Amended Modified Plan, as amended to reflect the
agreement with Sprint and the Noteholders, is available for free
at:
http://bankrupt.com/misc/DBSD_Sprint_Deal.pdf
$1 Billion Deal with DISH Network
Instead of pursuing the agreement with Sprint Nextel and the
Noteholders, DBSD filed on Feb. 1 a motion for approval of a sale
agreement for DISH Network to acquire 100% of the equity of the
reorganized DBSD N.A. for roughly $1 billion subject to certain
adjustments, including interest accruing on DBSD North America's
existing debt, pursuant to an "Alternate Plan." Under the
agreement, subject to and contingent on both an unconditional
Federal Communications Commission approval and anti-trust
clearance, the Debtors' assets will be sold to DISH and the
proceeds of such sale distributed to Senior Noteholders and
General Unsecured Creditors.
The Debtor also sought approval of a debtor-in-possession credit
facility from DISH, which will consist of a non-revolving,
multiple draw term loan in the aggregate principal amount of
$87.5 million.
According to the Debtors, the Alternate Plan values the Debtors at
more than 150% of the valuation provided under their pending
chapter 11 plan. The Debtors and DISH currently contemplate that
the Alternate Plan will pay the Senior Noteholders in cash in full
with accrued interest and provide for generous cash distributions
to all general unsecured creditors.
In the event that the Investment Agreement is terminated as a
result of certain events, such as the failure by DISH to obtain
FCC approval of the license transfers contemplated in the
Investment Agreement by a certain date (or at all), DISH is
required to pay the Debtors' estates a $25 million reverse break-
up fee.
A copy of the DISH Investment Agreement is available for free at:
http://bankrupt.com/misc/DBSD_DISH_InvestmentDeal.pdf
DISH vs. Nextel, Noteholders
According to the Ad Hoc Committee, the DISH Sale Process is highly
risky for senior noteholders and general unsecured creditors. In
sharp contrast to the Amended Modified Plan, the DISH Sale Process
will benefit DISH at the expense of senior noteholders and general
unsecured creditors by further delaying the Debtors' chapter 11
cases and permitting the Debtors' close competitor, TerreStar
Networks Inc. -- which DISH is also seeking to acquire -- to
emerge from bankruptcy before the Debtors. Moreover, the Debtors
and DISH are asking the Court to approve a 14-month, $87.5 million
DIP facility to fund the DISH Sale Process: a strong indication of
the many months and tens of millions of dollars the Debtors and
DISH anticipate will be lost before the Court and stakeholders
will even know whether unconditional FCC and anti-trust approvals
of the DISH Sale Process can be obtained and, even if such
approvals are granted, whether DISH will elect to close. If the
FCC denies or conditions such approval, or DISH decides to walk
away from the sale for no valid reason (for example, after
TerreStar emerges from bankruptcy), the senior noteholders and
general unsecured creditors will be stuck paying back DISH for the
cost of the DISH Sale Process (which will be administrative
expenses), while suffering the loss of estate value resulting from
up to 14 months of delay and TerreStar's prior emergence from
bankruptcy.
Sprint Nextel points out that based upon the $1 billion valuation
placed upon the Debtors by the DISH Plan, the equity that
unsecured creditors would receive under the Amended Modified Plan
would be worth at least $40 million an amount far greater than the
$23.5 million that would be provided to unsecured creditors under
the DISH Plan.
The Noteholders add that the Amended Modified Plan contains none
of the risks and contingencies of the DISH plan process, will not
require the Debtors to acquire and spend additional debtor-in-
possession financing, will not result in loss of the existing FCC
approval (which will expire on March 28, 2011), and will not
continue to expose all stakeholders to market changes.
A hearing on the Debtors' Investment Agreement with DISH is
scheduled on February 15, 2011 at 2:00 p.m.
Judge Expresses Concerns About Dish Proposal
Joseph Checkler, writing for Dow Jones' Daily Bankruptcy Review,
reports that DBSD North America Inc. and its creditors sparred in
court Monday in what amounted to an undercard to next week's main
event over whether DBSD should exit bankruptcy via a debt-for-
equity swap or a $1.1 billion sale to Dish Network Corp. announced
by DBSD last week.
According to DBR, Judge Robert E. Gerber expressed concerns about
the Dish sale proposal, specifically a provision in the agreement
that could hinder other possible buyers from successfully bidding
on the company. Judge Gerber added that a lawyer for an ad-hoc
group of DBSD bondholders might have a valid point when he said
the Dish deal is nothing more than an "option to buy," rather than
a sale agreement.
DBR relates a lawyer for DBSD said terms of the deal have already
been improved since it was announced and stressed that DBSD's
modified bankruptcy exit plan is also still on the table.
Judge Gerber confirmed DBSD's plan to exit bankruptcy in 2009.
That plan called for bondholders to swap $740 million in debt for
a 95% stake in the reorganized company. Dish, the sole holder of
$40 million in first-lien loans, would have had its debt continued
with the new company under amended terms.
Sprint Nextel Corporation and DISH took separate appeals before
the U.S. Court of Appeals for the Second Circuit from the
Confirmation Order. Dish asserted that the plan was not feasible.
Sprint said the plan violated the absolute priority rule. As
reported by the Troubled Company Reporter on February 9, 2011, the
Second Circuit sided with Sprint, but rejected Dish's appeal.
The Ad Hoc Committee of Bondholders said in court that the
modified version of the plan, which addresses the concerns issued
by the appellate judge, could get DBSD out of bankruptcy by the
end of the month.
The Ad Hoc Committee of Noteholders is represented by:
Dennis F. Dunne, Esq.
Risa M. Rosenberg, Esq.
Jeremy S. Sussman, Esq.
MILBANK, TWEED, HADLEY & McCLOY LLP
1 Chase Manhattan Plaza
New York, New York 10005
Tel: (212) 530-5000
E-mail: DDunne@milbank.com
RRosenberg@milbank.com
JSussman@milbank.com
- and -
Andrew M. Leblanc
MILBANK, TWEED, HADLEY & McCLOY LLP
1850 K Street, NW, Suite 1100
Washington, DC 20006
Tel: (202) 835-7500
E-mail: ALeblanc@milbank.com
Sprint Nextel is represented by:
Eric Moser, Esq.
K&L GATES LLP
599 Lexington Avenue
New York, New York 10022-6030
Tel: (212) 536-3900
Fax: (212) 536-3901
E-mail: Eric.Moser@klgates.com
- and -
John H. Culver III, Esq.
Felton E. Parrish, Esq.
K&L GATES LLP
Hearst Tower, 47th Floor
214 North Tryon Street
Charlotte, North Carolina 28282
Tel: (704) 331-7400
Fax: (704) 331-7598
E-mail: John.Culver@klgates.com
Felton.Parrish@klgates.com
Dish is represented in the case by:
J. Eric Ivester, Esq.
SKADDEN ARPS SLATE MEAGHER & FLOM LLP
Four Times Square
New York, NY 10036
Tel: 312-407-0920
Fax: 312-407-8510
E-mail: eric.ivester@skadden.com
About DISH Network
DISH Network Corporation -- http://www.dish.com/-- through its
subsidiary DISH Network L.L.C., provides more than 14.2 million
satellite TV customers, as of September 30, 2010, with the highest
quality programming and technology at the best value, including HD
Free for Life. Subscribers enjoy industry-leading customer
satisfaction, the largest high definition line-up with more than
200 national HD channels, the most international channels, and
award-winning HD and DVR technology.
The Company's balance sheet at June 30, 2010, showed $9.03 billion
in total assets and $10.61 billion in total liabilities, and a
stockholders' deficit of $1.58 billion.
* * *
At the end of January 2011, Fitch Ratings affirmed the 'BB-'
Issuer Default Rating assigned to DISH Network and its wholly
owned subsidiary DISH DBS Corporation. Fitch has also affirmed
the 'BB-' rating assigned to the senior unsecured notes issued by
DDBS Corporation. Additionally, Fitch has revised DISH's Rating
Outlook to Stable from Negative. As of Sept. 30, 2010, DISH had
approximately $6.5 billion of debt outstanding. The Stable
Outlook recognizes the operational rebound DISH has experienced
during 2010. Overall, Fitch's ratings reflect the operating
leverage derived from DISH's size and scale as the third largest
multi-channel video programming distributor in the U.S. and
Fitch's expectation for continued, albeit pressured free cash flow
generation.
Dish Network carries a 'Ba3' corporate family rating, with "stable
outlook", from Moody's. Moody's said that Dish Network's Ba3
Corporate Family Rating and stable outlook are not affected by the
company's announcement that it has entered into an agreement to
acquire 100% of the equity of the reorganized DBSD North
America, Inc., a hybrid satellite and terrestrial communications
company, for approximately $1 billion including interest accruing
on DBSD North America's existing debt.
About DBSD North America
Headquartered in Reston, Virginia, DBSD North America Inc., aka
ICO Member Services Inc., offers satellite communications
services. It has launched a satellite, but is in the
developmental stages of creating a satellite system with
components in space and on earth. It presently has no revenues.
The Company and nine of its affiliates filed for Chapter 11
protection on May 15, 2009 (Bankr. S.D.N.Y. Lead Case No.
09-13061). James H.M. Sprayregen, Esq., and Christopher J.
Marcus, Esq., at Kirkland & Ellis LLP, in New York; and Marc J.
Carmel, Esq., and Sienna R. Singer, Esq., at Kirkland & Ellis LLP,
in Chicago, serve as the Debtors' counsel. Jefferies & Company is
the financial advisors to the Debtors. The Garden City Group Inc.
is the claims agent for the Debtors. DBSD estimated assets and
debts of $500 million to $1 billion in its Chapter 11 petition.
Timothy A. Barnes, Esq., and Steven J. Reisman, Esq., at CURTIS,
Mallet-Prevost, Colt & Mosle LLP, in New York, represent the
Official Committee of Unsecured Creditors.
DYNEGY INC: BlackRock Discloses 6.41% Equity Stake
--------------------------------------------------
In a Schedule 13G filing with the U.S. Securities and Exchange
Commission on February 2, 2011, BlackRock, Inc. disclosed that it
beneficially owns 7,750,785 shares of common stock of Dynegy Inc.
representing 6.41% of the shares outstanding. As of November 1,
2010, there were 120,894,257 shares of common stock outstanding of
the Company.
About Dynegy Inc.
Through its subsidiaries, Houston, Texas-based Dynegy Inc.
(NYSE:DYN) -- http://www.dynegy.com/-- produces and sells
electric energy, capacity and ancillary services in key U.S.
markets. The power generation portfolio consists of approximately
12,200 megawatts of baseload, intermediate and peaking power
plants fueled by a mix of natural gas, coal and fuel oil.
The Troubled Company Reporter has chronicled Dynegy's attempts to
sell itself. In August 2010, Dynegy struck a deal to be acquired
by an affiliate of The Blackstone Group at $4.50 a share or
roughly $4.7 billion. That offer was raised to $5.00 a share in
November. Through Icahn and Seneca's efforts, shareholders
thumbed down both offers. On December 22, 2010, an affiliate of
IEP commenced a tender offer to purchase all of the outstanding
shares of Dynegy common stock for $5.50 per share in cash, or
roughly $665 million in the aggregate.
Goldman, Sachs & Co. and Greenhill & Co., LLC, are serving as
financial advisors and Sullivan & Cromwell LLP is serving as legal
counsel to Dynegy.
At Sept. 30, 2010, Dynegy had $11.121 billion in total assets,
$8.231 billion in total liabilities, and $2.890 billion in
stockholders' equity.
* * *
As reported by the Troubled Company Reporter on November 26, 2010,
Fitch Ratings downgraded the ratings of Dynegy Inc. and its
subsidiaries: Dynegy Inc. Issuer Default Rating to 'CCC' from
'B-'; Dynegy Holdings, Inc. IDR to 'CCC' from 'B-'; Secured bank
credit facilities and notes to 'B+/RR1' from BB-/RR1; Senior
unsecured to 'CCC/RR4' from 'B/RR3'; and Dynegy Capital Trust I
preferred to 'C/RR6' from 'CCC/RR6'. The downgrade reflects
Fitch's belief that the rejection of The Blackstone Group's bid to
acquire Dynegy for $5/share will likely lead to another
transaction and capital restructuring by Dynegy's management as
activist stockholders seek to maximize shareholder values. The
downgrade also reflects the underperformance of Dynegy's merchant
generation operations.
In October 2010, Moody's Investors Service lowered the ratings of
Dynegy Holdings, including its Corporate Family Rating, to 'Caa1'
from 'B3' along with the ratings of various affiliates or parent
company Dynegy Inc. The rating action followed the expiration of
the 40-day "go shop" period, according to Moody's, increasing the
probability that Dynegy will be acquired by an affiliate of The
Blackstone Group L.P.. Moody's said Dynegy's financial profile is
expected to be quite fragile, particularly during 2011 and 2012,
when the company is projected to generate both negative operating
cash flow and negative free cash flow due to weak operating
margins and the required funding of their capital investment
programs. To the extent that the transactions with Blackstone and
NRG are not completed, Moody's said downward rating pressure at
DHI and Dynegy will continue to exist given the weak financial
prospects for the company over the next few years coupled with the
liquidity concerns.
In December 2010, Moody's said its ratings and negative rating
outlook for Dynegy, Inc., and its subsidiary, Dynegy Holdings
(Caa1 Corporate Family Rating) will remain unchanged following
announcement of the Icahn deal.
E-DEBIT GLOBAL: Seeks Stay of BCSC Cease Trade Order
----------------------------------------------------
E-Debit Global Corporation has delivered notice to the British
Columbia Securities Commission requesting a hearing with the
Commission to appeal the Cease Trade Order and the issuance of a
"Stay" to the Order until conclusion of the requested Commission
hearing.
E-Debit Global received from the Commission on Dec. 23, 2010, a
"Cease Trade Order". The BCSC has deemed the Company's retention
of Open Waters Investments Inc. as it's contracted Investment
Relations Firm, as grounds to determine that E-Debit has a
"significant connection" to the Province of British Columbia and
as a result has determined E-Debit, as an OTC reporting issuer
under BC Instrument 51-509 Issuers Quoted in the U.S.
In an open letter to shareholders on February 1, 2011, Doug Mac
Donald, president & CEO of E-Debit Global, said the issuance of
the BCSC Cease Trade Order has had and continues to have a
significant impact to the Company's Canadian Common Stock
shareholders as the Order affects all brokerage firms in Canada
and particularly the online brokerage firms, stranding the E-Debit
shares in the shareholder's brokerage accounts. The Company says
it has aggressively defended its position disputing the grounds
that the Cease Trade Order has been issued on, which appears
related to the retention of Open Waters Investments Inc. as the
Company's Investment Relations firm.
E-Debit as a publicly traded and reporting company since 2001, has
a continuing obligation and requirement to give full, plain and
timely disclosure to all of its Shareholders and the public
related to matters which the Company's Board and Management
believe to have or will have a "material effect" on the company
and the value of the Company's shares, Mr. Mac Donald maintained.
The Company has delivered notice to the BCSC outlining its grounds
for the Commission to conduct a Hearing to Review and Appeal the
Cease Trader Order and for the issuance of the "Stay" to the
Order:
(a) E-Debit "does not have" any significant connections with
the Province of British Columbia through its management,
investor relations, or sale of seed stock.
(b) E-Debit's review of the Record as supplied by BCSC
litigation counsel has resulted in the Company's
determination that the information supplied to the
Executive Director which was relied upon to issue the Cease
Trade Order was incomplete, not factual, based on rumour,
supposition, innuendo and was prejudicial which left
unchallenged is damaging to the Company's Canadian holders
of the Company's common stock and to the Company.
Mr. Mac Donald said the Board of Directors and the Management of
E-Debit takes the actions of the BCSC in the issuance of the Cease
Trade Order very seriously. He added that E-Debit as a publicly
traded and reporting company since 2001, has been continually
fully compliant with its filing requirements with the Security
Exchange Commission related to its trading status under the symbol
"WSHE" and quoted in the U.S. Over-the Counter Bulletin Board
(OTC:BB) from that date. The Company believes that upon the
presentation of its position at the Commission Hearing its
position will be confirmed and the Cease Trade Order lifted. If
not, the Company will comply with the Commission's further
requirements.
About E-Debit Global Corp.
E-Debit Global Corporation is a financial holding company in
Canada. The Company's primary business is the sale and operation
of cash vending (ATM) and point of sale (POS) machines in Canada.
The Company's balance sheet at September 30, 2010, showed
US$1.79 million in total assets, US$1.96 million in total
liabilities, and a stockholders' deficit of US$165,000. As of
September 30, 2010, the Company had a working capital deficit of
US$770,000 and an accumulated deficit of US$4.08 million.
Cordovano and Honeck LLP, in Englewood, Colorado, expressed
substantial doubt about E-Debit Global Corporation'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, has a working capital deficit, and has an
accumulated deficit of US$760,509 as of December 31, 2009.
EASTERN LIVESTOCK: Ranchers Owed as Much as $130 Million
--------------------------------------------------------
The Louisville Courier-Journal reports that creditors of Eastern
Livestock, a New Albany, Indiana, cattle brokerage that owes
hundreds of ranchers as much as $130 million, are trying to force
the brokerage into Chapter 11 bankruptcy.
According to the Courier-Journal, federal agriculture officials
have accused the Company of bouncing checks for livestock
purchases and failing to maintain an adequate bond to cover its
debts.
The Courier-Journal relates that the collapse of Eastern Livestock
have prompted Kentucky lawmakers to consider possible changes to
state law that might help farmers deal with brokers who don't pay
them. Potential changes discussed could include giving cattle
farmers who hold bad checks greater precedence to make a claim on
a bankrupt brokerage's assets. A farmer otherwise likely would be
just another unsecured creditor.
Eastern Livestock Co., LLC, is a cattle brokerage company in New
Albany, Indiana. David L. Rings, Southeast Livestock Exchange,
LLC, and Moseley Cattle Auction, LLC, filed an involuntary Chapter
11 petition (Bankr. S.D. Ind. Case No. 10-93904) in New Albany,
Indiana, for the Company on December 6, 2010. The Petitioning
Creditors claim they are owed a total of $1.45 million for "cattle
sold."
EL PASO CHILE: Close to Resolving Dispute With Pro-Liquitech
------------------------------------------------------------
Robert Gray at El Paso Inc. reports that Pro-Liquitech
International, owed more than $300,000 by El Paso Chile Co., has
asked the U.S. Bankruptcy Court for the Western District of Texas
to reopen El Paso Chile's Chapter 11 bankruptcy case and convert
the case to Chapter 7 liquidation and foreclosure.
Pro-Liquitech has been in negotiations with the Company for the
past few months and appears to be close to resolving the dispute,
according to El Paso lawyer Bernard Given, who represents El Paso
Chile Co., the report relates.
"We have reached an agreement with Pro-Liquitech and anticipate
the motion will be withdrawn shortly," Mr. Givens says.
About El Paso Chile
Based in El Paso, Texas, El Paso Chile Company Inc. --
http://www.elpasochile.com/-- is a salsa, chile and margarita mix
distributor. Dessert Pepper Trading Company specializes in the
grocery side of the business.
El Paso Chile and Desert Pepper Trading filed for Chapter 11
protection (Bankr. W.D. Tex. Lead Case No. 08-30949) on June 25,
2008. Bernard R. Given, II, Esq., at Beck & Given, P.C.,
represents the Debtors in their restructuring effort. Each of the
Debtors estimated assets and debts of $1 million to
$100 million as of the Petition Date.
The Bankruptcy Court confirmed on Feb. 24, 2009, the
reorganization plan, as twice amended, filed by El Paso Chile and
Desert Pepper Tading Co.
ELLICOTT SPRINGS: Ch. 11 Trustee Taps Connolly Rosania as Counsel
-----------------------------------------------------------------
Joseph Rosania, Esq., the chapter 11 trustee in the case of
Ellicott Springs Resources, LLC, asks the U.S. Bankruptcy Court
for the District of Colorado for permission to employ Connolly,
Rosania & Lofstedt, P.C. as counsel.
CR&L will, among other things, assist the Chapter 11 Trustee:
-- pursue potential claims;
-- avoid and recover all claims of the estate; and
-- collect and liquidate property of the estate.
Douglas C. Pearce, II, a shareholder at CR&L, will be primarily
responsible in the case, and will charge the estate at $250 per
hour.
To the best of Trustee's knowledge, CR&L is a ?disinterested
person? as that term is defined in Section 101(14) of the
Bankruptcy Code.
Mr. Rosania was appointed as Chapter 11 Trustee on January 20,
2011.
About Ellicott Springs
Colorado Springs, Colorado-based Ellicott Springs Resources, LLC,
filed for Chapter 11 bankruptcy protection (Bankr. D. Colo. Case
No. 10-13116) on February 19, 2010. The Company disclosed
$21,940,030 in assets and $8,411,246 in liabilities as of the
Chapter 11 filing.
Ellicott Springs Development, LLC; PLW, Inc. (Case No. 10-13114);
and Rodney J. Preisser (Case No. 10-13110), the Debtor's
affiliates are also based in Colorado Springs, Colorado, and each
estimated assets and debts at $10 million to $50 million.
Lee M. Kutner, Esq., who has an office in Denver, Colorado,
represents the Debtors in their restructuring effort.
On January 11, 2011, the Court vacated its order for joint
administration and directed separate administration of Chapter 11
estates.
EMPIRE TOWERS: Unsec. Creditors to Recover Get 5% Under Plan
------------------------------------------------------------
Empire Holdings Corporation and Empire Towers Corporation filed on
January 24, 2011, a joint Chapter 11 plan of reorganization with
the U.S. Bankruptcy Court for the District of Maryland.
The Bankruptcy Court has directed the Debtors to file a disclosure
statement not later than February 28, 2011.
Pursuant to the Plan, Bank of America, N.A., will receive the full
amount of its secured claim. Payments will be sourced from
proceeds from the sale or refinancing of the land and building
known as 7300-7310 Ritchie Highway, Glen Burnie, MD 21061, titled
in the name of Towers or sale of the Loan Agreement. BofA is
impaired and entitled to vote on the Plan.
Holders of general unsecured claims will receive their share of
the distributions from a distribution account to be created
pursuant to the Plan, until either (a) each holder has received 5%
of its claim or (b) the account is without further assets to
distribute. This class is impaired and entitled to vote. Funds
for payments by the Debtors into the distribution account will
come from (a) rents collected by the Debtors from its tenants and
(b) any other funds that are received by the Debtors, including
the proceeds of any loans to the Debtors.
Holders of membership interests in the Debtors will retain their
interest in the Debtors. This class in not impaired under the
Plan.
A copy of the Joint Plan of Reorganization is available for free
at http://bankrupt.com/misc/EmpireTowers.Plan.pdf
About Empire Towers and Empire Holdings
Glen Burnie, Maryland-based Empire Towers Corporation filed for
Chapter 11 bankruptcy protection on October 27, 2010 (Bankr. D.
Md. Case No. 10-34611). Aryeh E. Stein, Esq., at Meridian Law,
LLC, in Baltimore, Md., assists Empire Towers in its restructuring
effort. Empire Towers estimated its assets and debts at
$10 million to $50 million.
Affiliate Empire Holdings Corporation filed for Chapter 11
bankruptcy protection on October 27, 2010 (Bankr. D. Md. Case No.
10-34580). Aryeh E. Stein, Esq., at Meridian Law, LLC, in
Baltimore, Md., assists Empire Holdings in its restructuring
effort. Empire Holdings estimated its assets and debts at
$10 million to $50 million.
ENERJEX RESOURCES: Inks Joint Operating Pact With Haas & MorMeg
---------------------------------------------------------------
On January 27, 2011, Enerjex Resources, Inc. entered into a Joint
Operating Agreement, effective as of December 31, 2010, with Haas
Petroleum, LLC and MorMeg, LLC. MorMeg and Haas are both entities
controlled by Mark Haas, an individual.
Pursuant to the Joint Operating Agreement, Company and MorMeg, as
owners of working interests in Oil and Gas Leases or Oil and Gas
Interests in certain land located in Eastern Kansas commonly
identified as the "Black Oaks Leasehold" elected Haas to be the
operator of the Black Oaks Leasehold. As operator, Haas will upon
agreement of the parties drill new wells or rework, sidetrack,
deepen, recomplete wells, or plug back a dry hole as defined in
the Joint Operating Agreement and subject to that certain Joint
Venture Agreement.
On January 27, 2011, the Company entered into a Joint Development
Agreement with Haas and MorMeg, effective as of Dec. 31, 2010.
The Development Agreement sets forth the consideration that Haas
and MorMeg are to receive for entering into the Joint Operating
Agreement. Under the Development Agreement, the parties
terminated that certain "Joint Exploration Agreement" dated April
9, 2007, as amended, and Haas and MorMeg waived any right either
party had to require the Company to register any shares of
Company's common stock held by Haas or MorMeg.
In consideration of entering into the Development Agreement, the
Company agreed to issue to Haas 100,000 shares of common stock.
In addition, the Company agreed to assign to MorMeg a 5%
overriding royalty interest covering all leases on the Black Oaks
Leasehold, and a 10% working interest on all leases in the Black
Oaks Leasehold.
The Company also agreed to fund MorMeg's 10% working interest for
all capital expenditure costs invested in the Black Oaks Leasehold
during the term of the agreement. This carried interest will
terminate once the Company has funded a total of $500,000 on
behalf of MorMeg, after which MorMeg will pay all costs related to
its 10% working interest. MorMeg will pay its pro rata portion of
all lease operating costs from the outset of the agreement.
In addition, the Company agreed to assign to MorMeg an additional
working interest, referred to as the "Reversionary Working
Interest" which will be between 0.0% and 5.0% calculated based
upon the cumulative capital expenditures the Company invests in
the Black Oaks Leasehold. The Reversionary Working Interest will
equal 0.0% if the Company funds a total of $500,000 on behalf of
Mormeg during the 5 year term of the Joint Development Agreement.
Meanwhile, on January 28, 2011, the Company sold to Nadel and
Gussman Energy, LLC, 700,000 shares of common stock in Spindeltop
Oil & Gas Co., for $1,400,000 in cash.
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.
EVERGREEN ENERGY: Settles With Holders of 2007 and 2009 Notes
-------------------------------------------------------------
Evergreen Energy Inc. entered into a Forbearance and Settlement
Agreement with certain holders of its 2007 Notes and 2009 Notes.
Ilyas Khan, Executive Chairman of Evergreen, stated: "We are
pleased to have reached an agreement that satisfies all parties
involved. This settlement will not only enable Evergreen to put
the litigation behind us, it will also enable us to focus our
efforts and resources on continuing to build a leading clean
technology company and returning value to our shareholders."
Per the terms of the agreement, Evergreen will directly redeem
approximately $14.1 million in aggregate face value of 2007 Notes
currently held by the settling members of the 2007 Notes. The
Company will transfer approximately $6.8 million in cash and
531,250 warrants for the issuance of the Company's common stock
with an exercise price of $7.20 to the settling members of the
2007 Notes. The 2009 Noteholders are contributing $1.6 million in
cash directly to the 2007 Noteholders under the Settlement
Agreement as consideration for $3.2 million in aggregate face
value of the 2007 Notes. The $3.2 million of 2007 Notes purchased
by the 2009 Noteholders will be exchanged by Evergreen for a new
one year, $1.6 million, 7% note, convertible into shares of
Evergreen common stock at the market value of the shares on the
date the exchange is to occur and 200,000 warrants to purchase the
company's stock priced on the date of the exchange.
The Settlement Agreement also calls for the dismissal of the
litigation that is now pending between Evergreen, Bimco, Inc., the
settling members of the 2007 Notes, and the 2009 Noteholders,
which arose out of the sale of certain assets of Buckeye
Industrial Mining Co. and Evergreen to Rosebud Mining Co., which
concluded on April 1, 2010.
The transactions contemplated by the Settlement Agreement are
subject to the satisfaction of certain conditions by the company.
About Evergreen Energy
Evergreen Energy Inc. has developed two proven, proprietary,
patented, and transformative green technologies: the GreenCert(TM)
suite of software and services and K-Fuel(R). GreenCert, which is
owned exclusively by Evergreen, is a science-based, scalable
family of environmental intelligence solutions that quantify
process efficiency and greenhouse gas emissions from energy,
industrial and agricultural sources and may be used to create
verifiable emission reduction credits. K-Fuel technology
significantly improves the performance of low-rank coals, yielding
higher efficiency and lowering emissions.
The Company's balance sheet as of September 30, 2010, showed
$33.93 million in total assets, $45.04 million in total
liabilities, $3,000 in temporary equity, and a stockholders'
deficit of $11.11 million.
Deloitte & Touche LLP, in Denver, expressed substantial doubt
about the Company's ability to continue as a going concern. The
independent auditors noted of the Company's recurring losses from
operations and stockholders' deficit.
EVERGREEN ENERGY: Completes $16-Mil. Private Placement
------------------------------------------------------
Evergreen Energy Inc. completed a $16 million private placement of
common stock and warrants to acquire up to 12 million shares of
common stock pursuant to the terms of a securities purchase
agreement. In this offering, Evergreen sold 6.15 million units
consisting of one share of common stock and warrants to purchase
1.95 shares of common stock at a price of $2.60 per unit resulting
in gross proceeds to the company of approximately $16 million.
The warrants are exercisable for a period of three years beginning
August 1, 2011 at exercise prices between $2.60 and $2.80 per
share. The private placement included a strategic investment from
WPG Resources (ASX: WPG), an Australian listed mineral resources
company, and investments from certain members of the Evergreen
Board of Directors and staff. Lazard Capital Markets LLC served
as lead placement agent for the offering.
Ilyas Khan, Executive Chairman of Evergreen, stated: "This
financing enables us to accelerate our growth objectives with
further confidence. We are eager to move forward on taking
advantage of the exciting opportunities that are now available.
The financing, which has been supported by a wide variety of top
tier financial institutions, is another small but significant step
along the way to building shareholder value."
Pursuant to the terms of the Securities Purchase Agreement, the
Company also agreed to file a resale registration statement with
the Securities and Exchange Commission registering the resale of
the shares of common stock issued in the private placement.
About Evergreen Energy
Evergreen Energy Inc. has developed two proven, proprietary,
patented, and transformative green technologies: the GreenCert(TM)
suite of software and services and K-Fuel(R). GreenCert, which is
owned exclusively by Evergreen, is a science-based, scalable
family of environmental intelligence solutions that quantify
process efficiency and greenhouse gas emissions from energy,
industrial and agricultural sources and may be used to create
verifiable emission reduction credits. K-Fuel technology
significantly improves the performance of low-rank coals, yielding
higher efficiency and lowering emissions.
The Company's balance sheet as of September 30, 2010, showed
$33.93 million in total assets, $45.04 million in total
liabilities, $3,000 in temporary equity, and a stockholders'
deficit of $11.11 million.
Deloitte & Touche LLP, in Denver, expressed substantial doubt
about the Company's ability to continue as a going concern. The
independent auditors noted of the Company's recurring losses from
operations and stockholders' deficit.
EVERGREEN ENERGY: Extends 601,410 Warrants to March 31
------------------------------------------------------
Evergreen Enegy Inc. and certain investors entered into a Common
Stock and Warrant Purchase Agreement dated as of March 28, 2002,
as amended. The warrants were acquired pursuant to the Purchase
Agreement and had an expiration date of August 21, 2010.
Beginning on August 20, 2010, the Company entered into a series of
extensions to extend the expiration date of the warrants to
January 31, 2011.
On January 31, 2011, the Company agreed to further extend the
warrants to March 31, 2011. Currently, there are 601,410 warrants
outstanding with an exercise price of $33.00 per share, after
giving effect to the Company's 1-12 reverse stock split completed
on August 20, 2010.
About Evergreen Energy
Evergreen Energy Inc. has developed two proven, proprietary,
patented, and transformative green technologies: the GreenCert(TM)
suite of software and services and K-Fuel(R). GreenCert, which is
owned exclusively by Evergreen, is a science-based, scalable
family of environmental intelligence solutions that quantify
process efficiency and greenhouse gas emissions from energy,
industrial and agricultural sources and may be used to create
verifiable emission reduction credits. K-Fuel technology
significantly improves the performance of low-rank coals, yielding
higher efficiency and lowering emissions.
Deloitte & Touche LLP, in Denver, expressed substantial doubt
about the Company's ability to continue as a going concern. The
independent auditors noted of the Company's recurring losses from
operations and stockholders' deficit.
The Company's balance sheet as of September 30, 2010, showed
$33.93 million in total assets, $45.04 million in total
liabilities, $3,000 in temporary equity, and a stockholders'
deficit of $11.11 million.
EXIDE TECHNOLOGIES: Has Until April 30 to Object to Claims
----------------------------------------------------------
Exide Technologies sought and obtained approval from the U.S.
Bankruptcy Court for the District of Delaware to extend the
period within which it may file objections to claims until
April 30, 2011.
The deadline for the company to file its objections to claims
expired on January 31, 2011.
James O'Neill, Esq., at Pachulski Stang Ziehl & Jones LLP, in
Wilmington, Delaware, said the extension will give Exide enough
time to evaluate the 53 remaining claims, file additional
objections or settle those claims.
More than 6,100 proofs of claim aggregating $4.4 billion had been
filed against Exide. These do not include about 1,100 proofs of
claim that were filed as unliquidated claims.
As of January 20, 2010, about 6,062 claims had been resolved,
reducing the total amount of outstanding claims by more than
$3.4 billion. Exide has already completed 22 quarterly
distributions to creditors under its confirmed restructuring plan,
consisting of distributions on approximately 2,613 claims for
about $1.67 billion.
Since July 28, 2010, Exide has not filed any omnibus objections
to claims but only individual objections, and has made
considerable advancements with respect to the remaining, more
complex claims including continued settlement negotiations,
according to Mr. O'Neill.
About Exide Technologies
Headquartered in Princeton, New Jersey, Exide Technologies
(NASDAQ: XIDE) -- http://www.exide.com/-- manufactures and
distributes lead acid batteries and other related electrical
energy storage products.
The Company filed for Chapter 11 protection on April 14, 2002
(Bankr. Del. Case No. 02-11125). Matthew N. Kleiman, Esq., and
Kirk A. Kennedy, Esq., at Kirkland & Ellis, and James E. O'Neill,
Esq., at Pachulski Stang Ziehl & Jones LLP represented the Debtors
in their successful restructuring. The Court confirmed Exide's
Amended Joint Chapter 11 Plan on April 20, 2004. The plan took
effect on May 5, 2004. While it has emerged from Bankruptcy,
reorganized Exide is still resolving claims filed against it in
the Bankruptcy Court.
* * *
Reorganized Exide carries 'B' issuer credit ratings from Standard
& Poor's. "The ratings on Exide Technologies reflect what we
consider to be the Company's aggressive financial risk profile,
which incorporates S&P's expectation that sales and profitability
will improve gradually as demand increases," said Standard &
Poor's credit analyst Nancy Messer
Exide has 'B3' corporate family and probability of default ratings
from Moody's Investors Service. In July 2008, Moody's upgraded
the rating to 'B3' from 'Caa1'. Exide's B3 Corporate Family
Rating continues to incorporate the
company's leveraged profile, cyclical industry characteristics,
and raw material pricing pressure, Moody's said in January 2011.
FLAGSTONE REINSURANCE: Fitch Keeps 'BB+' Ratings on Floating Notes
------------------------------------------------------------------
Fitch Ratings has affirmed its ratings on Flagstone Reinsurance
Holdings, S.A., and subsidiaries. The Rating Outlook is Stable.
Fitch's rating rationale for the affirmation of Flagstone's
ratings reflects the company's track record of underwriting
profitability, solid risk-adjusted capitalization, and high-
quality and liquid investment portfolio that supports the
company's loss reserves. The ratings also consider Flagstone's
exposure to earnings and capital volatility derived from its
property/catastrophe reinsurance products and that the company's
operating and asset leverage are higher than other catastrophe-
focused reinsurers that Fitch rates.
Since Flagstone began operations in 2006, the company has
generated significant cumulative underwriting profits. Fitch
attributes these results to sound underwriting processes Flagstone
uses to evaluate potential insured risks' zonal aggregate limits,
pricing adequacy, and return characteristics on both an individual
contract and portfolio basis. Fitch views these as important
skills for Flagstone given the company's exposure to potentially
significant catastrophe-related losses.
Flagstone's operating performance over its relatively short
operating history has been characterized by strong underwriting
results in most periods, although the company is on pace to report
its first full year underwriting loss in 2010, largely due to
catastrophe activity during the first nine months of 2010.
Through the first nine months of 2010, Flagstone reported a modest
underwriting loss, posting a 100.5% combined ratio which generated
an annualized net return on average equity of 9%.
Fitch notes that the company's year-to-date 2010 results have been
impacted by $154 million of combined losses from the Chilean and
New Zealand earthquakes, as well as the Deepwater Oil Rig
explosion. Fitch expects that Flagstone, which has developed a
geographically diverse underwriting portfolio, will occasionally
have greater relative exposure to global catastrophe events than
some of its peers that may be more heavily concentrated in peak
catastrophe zones such as those with U.S. hurricane exposure.
While Fitch views Flagstone's underwriting profitability as more
volatile than that of more diversified peers, the agency views it
as comparable to those of reinsurers that, like Flagstone, write a
significant amount of property/catastrophe reinsurance.
Fitch believes that Flagstone's capitalization provides solid
protection for the underwriting and investment risks the company
faces. Fitch views Flagstone's capitalization as characterized by
strong risk-adjusted capitalization and low financial leverage.
Fitch's assessment of Flagstone's risk-adjusted capitalization is
derived from its review of the company's internal stochastic
modeling process, the results of which suggest Flagstone's capital
adequacy is well in excess of the company's current rating level.
From a qualitative perspective, these favorable aspects are
partially offset by a higher than peer traditional underwriting
leverage as measured by ratios of premiums written to equity.
Fitch also stress tests Flagstone's reported underwriting results
and operating leverage ratios to include a modeled probable
maximum loss (PML) for 100-year and 250-year return periods.
Based on this analysis, Fitch estimates that Flagstone's resulting
operating leverage is higher than other reinsurers that focus
predominately on property/catastrophe reinsurance lines, but
remains adequate for the current rating category.
Key rating drivers that could result in a Negative Rating Outlook
or ratings downgrade include:
-- If the company were to report a material increase in
underwriting leverage (measured by traditional premiums
written to equity ratios) to levels in excess of 1.0 times or
asset leverage in excess of 3.0x versus current levels of
approximately 0.8x and 2.4x, respectively.
-- If Flagstone's performance under the PML stress test
described above were to deteriorate from current levels.
-- If Flagstone were to experience a significant deterioration
in risk-adjusted capitalization as measured by the company's
internally generated stochastically modeled operating
results.
-- A material increase in Flagstone's debt-to-capital ratio to
levels in excess of 25% from current levels in the mid-teens
or a decrease in run-rate interest coverage ratios to the low
single digits for a period of consecutive years could lead
Fitch to downgrade the company's debt ratings.
-- A catastrophe event loss that is 25% or more of shareholders'
equity.
Key rating drivers that could result in a Positive Rating Outlook
or ratings upgrade, if the company also were to maintain solid
capitalization, keeping net written premium-to-equity and asset
leverage ratios at or near current levels while loss reserve
development remained neutral to favorable include:
-- Over a sustained period, Flagstone reported favorable
underwriting results and overall profitability relative to
other catastrophe-focused peers.
-- If Flagstone were to report measured and profitable premium
growth in diversifying business lines that Fitch believes
could promote earnings and capital stability and provide
evidence of an enhanced competitive position.
-- If Flagstone's performance under the PML stress test
described above were to improve from current levels and
compare favorably to comparably rated peers.
Fitch has affirmed these ratings with a Stable Rating Outlook:
Flagstone Reassurance Suisse SA:
-- Insurer financial strength at 'A-'.
Flagstone Reinsurance Holdings, S.A.
-- Long-term Issuer Default Rating at 'BBB+';
-- $120 million of floating rate subordinated debentures due
Sept. 15, 2036 at 'BB+';
-- EUR13 million of floating rate subordinated debentures due
Sept. 15, 2036 at 'BB+';
-- $25 million of floating rate subordinated debentures due
Sept. 15, 2037 at 'BB+'.
Flagstone Finance S.A.
-- Long-term IDR at 'BBB+';
-- $100 million of floating rate subordinated debentures due
July 30, 2037 at 'BB+'.
FORT LOWELL: Ariz. Court Lifts Stay After Untimely Plan Filing
--------------------------------------------------------------
Chief Bankruptcy Judge James M. Marlar lifted the stay in the
bankruptcy case of Fort Lowell Retail, LLC, a single asset real
estate debtor, after it failed to file a bankruptcy plan by
December 16, 2010, as required under an agreement with Great
Western Bank. The parties' stipulation provided that the bank
will be entitled to relief from stay in the event of a delay.
The Debtor's plan was not filed until January 20, 2011. The
Debtor had opposed the relief, maintaining that it had filed a
plan and disclosure, and that a confirmation hearing on its plan
would likely be held before the end of March 2011. The disclosure
statement is set for hearing on February 23, 2011.
No payments had been made to Great Western since the bankruptcy
filing.
A copy of the Court's January 26, 2011 Memorandum Decision is
available at http://is.gd/9yuurvfrom Leagle.com.
Based in Tucson, Arizona, Fort Lowell Retail, LLC, dba Copper
Plaza, filed for Chapter 11 bankruptcy (Bankr. D. Ariz. Case No.
10-29820) on September 17, 2010. Alan R. Solot, Esq., at Tilton &
Solot, in Tucson, serves as the Debtor's counsel. The Debtor
scheduled $680,315 in assets and $2,540,638 in debts.
FUEL WORX: Must File Plan by March 15 to Avoid Case Conversion
--------------------------------------------------------------
On January 5, 2011, the United States Trustee filed a motion to
convert Fuel Worx, Incorporated's case to chapter 7 or, in the
alternative, to dismiss case because the Debtor has failed to (1)
file monthly operating reports; (2) pay quarterly fees; and (2)
file a disclosure statement and plan of reorganization. In a
stipulation, the U.S. Trustee and the Debtor agree that on or
before March 15, 2011, the Debtor will file a confirmable plan and
adequate disclosure statement. In the event the Court denies
approval of the disclosure statement or the bankruptcy plan
without leave to amend, the case will be immediately converted to
one under Chapter 7. In the event that the Court denies approval
of the disclosure statement or the plan with leave to amend, the
Debtor will file revised documents within 30 days of the order.
Otherwise, the case will immediately by converted to one under
Chapter 7.
The Debtor also agreed to timely file its monthly operating
reports as required by the United States Trustee District of
Maryland Chapter 11 Guidelines, and make all required post-
petition quarterly fee payments to the Office of the United States
Trustee.
A copy of the Stipulation and Consent Order, signed by Bankruptcy
Judge Thomas J. Catliota on January 27, 2011, is available at
http://is.gd/bzQ5R2from Leagle.com.
Fuel Worx, Incorporated, filed for Chapter 11 bankruptcy (Bankr.
D. Md. Case No. 10-27702) on August 4, 2010. Geri Lyons Chase,
Esq., at Law Office of Geri Lyons Chase, Annapolis, Maryland,
serves as counsel for the Debtor. The Debtor scheduled $2,106,000
in assets and $1,734,000 in debts.
GAMETECH INT'L: Stock Transferred to NASDAQ Capital Market
----------------------------------------------------------
On February 2, 2011, GameTech International, Inc., announced that
on January 28, the Company received notice that the NASDAQ Stock
Market, LLC had approved the Company's application to transfer its
common stock from the Nasdaq Global Market to the Nasdaq Capital
Market. In connection with the transfer to the Capital Market, on
February 1, 2011, Nasdaq notified the Company that it had granted
the Company an additional 180 calendar days, or until August 1,
2011, to regain compliance with the $1.00 per share minimum
closing bid price requirement for continued listing on the Nasdaq
Capital Market.
The Company's common stock began trading on the Capital Market,
and ceased trading on the Global Market, at the opening of
business, February 1, 2011. The trading symbol for the Company's
common stock remains "GMTC." According to Nasdaq, the Capital
Market operates in substantially the same manner as the Global
Market.
About GameTech International
Based in Reno, Nevada, GameTech develops and manufactures gaming
entertainment products and systems. GameTech holds a significant
position in the North American bingo market with its interactive
electronic bingo systems, portable and fixed-based gaming units,
and complete hall management modules. It also holds a significant
position in select North American VLT markets, primarily Montana,
Louisiana, and South Dakota, where it offers video lottery
terminals and related gaming equipment and software. It also
offers Class III slot machines and server-based gaming systems.
The Company's balance sheet at Aug. 1, 2010, showed $47.5 million
in total assets, $37.7 million in total liabilities, and
$9.8 million in stockholders' equity.
* * *
As reported in the Feb. 8, 2011 edition of the Troubled Company
Reporter, GameTech International on Feb. 1, received written
notice from U.S. Bank National Association, as agent for
the lenders, stating that the forbearance period under the
Company's credit facility expired on January 31, 2011. The letter
further states that the Lenders and the Agent have the immediate
right to commence action against the Company, enforce the payment
of the notes under the credit facility, commence foreclosure
proceedings under certain loan documents, and otherwise enforce
their rights and remedies against the Company.
The Company says it continues to actively engage in discussions
with the Agent and the Lenders and is optimistic a resolution can
be reached.
The outstanding balance under the term loan is $24.79 million and
the outstanding balance under the revolver is $732,000. The
outstanding balance under the Company's term loan continues to be
subject to the default rate of 9.79%, and the outstanding balance
under the Company's revolver continues to be subject to a default
rate of 5.82%.
GENCORP INC: BlackRock Has 8.19% Equity Stake
----------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission on February 4, 2011, BlackRock, Inc. disclosed
that it beneficially owns 4,830,633 shares of common stock of
GenCorp Inc. representing 8.19% of the shares outstanding. As of
January 20, 2011, there were 58.6 million outstanding shares of
the Company's Common Stock, including redeemable common stock,
$0.10 par value.
About GenCorp Inc.
Rancho Cordova, Calif.-based GenCorp Inc. (NYSE: GY)
-- http://www.GenCorp.com/-- is a manufacturer of aerospace and
defense products and systems with a real estate segment that
includes activities related to the re-zoning, entitlement, sale,
and leasing of the Company's excess real estate assets.
The Company's balance sheet at November 30, 2010, showed
$991.50 million in total assets, $1.19 billion in total
liabilities and $200.20 million in total shareholders' deficit.
* * *
Standard & Poor's in February 2011 has raised its corporate credit
rating on GenCorp Inc. to 'B' from 'B-'. S&P also raised its
rating on the company's first-lien secured debt to 'BB-' from 'B+'
and on the subordinated debt to 'CCC+' from 'CCC'. The recovery
rating on the first-lien secured debt remains unchanged at '1',
and the recovery rating on the subordinated debt remains unchanged
at '6'. The outlook is stable.
"We are raising its ratings on GenCorp by one notch to reflect the
company's improved liquidity position," said Standard & Poor's
credit analyst Lisa Jenkins. "The ratings on GenCorp reflect its
highly leveraged capital structure, weak financial performance,
limited diversity, and modest scale of operations compared with
competitors. Offsetting these challenges to some extent is the
company's good niche positions in aerospace propulsion and solid
backlog. S&P characterize GenCorp Inc.'s business profile as weak
and its financial profile as highly leveraged."
GENCORP INC: Richard Bregard Owns 30,516 Common Shares
------------------------------------------------------
In a Form 3 filing with the U.S. Securities and Exchange
Commission on February 4, 2011, Richard W. Bregard, VP, Deputy to
Pres., Aeroject, disclosed that he directly beneficially owns an
aggregate of 30,516 shares of common stock of GenCorp Inc. Mr.
Bregard indirectly beneficially owns 341.835 shares of common
stock of the Company, which shares are directly held by Charles
Schwab Personal Choice Retirement Account. Mr. Bregard has stock
appreciation right of 5,756 shares of common stock and has option
to buy 10,000 shares under the 1999 Equity and Performance
Incentive Plan. Stock options will vest over a 29 month period
based on the achievement of certain performance targets through
November 30, 2011.
About GenCorp Inc.
Rancho Cordova, Calif.-based GenCorp Inc. (NYSE: GY)
-- http://www.GenCorp.com/-- is a manufacturer of aerospace and
defense products and systems with a real estate segment that
includes activities related to the re-zoning, entitlement, sale,
and leasing of the Company's excess real estate assets.
The Company's balance sheet at November 30, 2010, showed
$991.50 million in total assets, $1.19 billion in total
liabilities and $200.20 million in total shareholders' deficit.
* * *
Standard & Poor's in February 2011 has raised its corporate credit
rating on GenCorp Inc. to 'B' from 'B-'. S&P also raised its
rating on the company's first-lien secured debt to 'BB-' from 'B+'
and on the subordinated debt to 'CCC+' from 'CCC'. The recovery
rating on the first-lien secured debt remains unchanged at '1',
and the recovery rating on the subordinated debt remains unchanged
at '6'. The outlook is stable.
"We are raising its ratings on GenCorp by one notch to reflect the
company's improved liquidity position," said Standard & Poor's
credit analyst Lisa Jenkins. "The ratings on GenCorp reflect its
highly leveraged capital structure, weak financial performance,
limited diversity, and modest scale of operations compared with
competitors. Offsetting these challenges to some extent is the
company's good niche positions in aerospace propulsion and solid
backlog. S&P characterize GenCorp Inc.'s business profile as weak
and its financial profile as highly leveraged."
GENERAL MOTORS: Class Certification for Apartheid Claimants Denied
------------------------------------------------------------------
Judge Robert Gerber of the U.S. Bankruptcy Court for the Southern
District of New York denied certification of South African
residents' claims as class proofs of claim against General Motors
Corporation, now known as Motors Liquidation Company.
In 2002 and 2003, two related lawsuits were brought by 26 South
African residents, alleging that Old GM and other corporations
aided and abetted South Africa's apartheid system. The Bankruptcy
Court has been asked (1) by the Apartheid Claimants to certify
their claims filed in GM's bankruptcy cases as class claims, on
behalf of themselves and other victims of apartheid, and (2) by GM
to disallow the claims. The Apartheid Claims sought from GM
damages of the type originally sought in the lawsuits.
Upon review, Judge Gerber held that while some common issues
exist, individual issues predominate in the apartheid litigation.
"For both the more general claim of 'crime against humanity,' on
the one hand, and the more specific ways by which people were
injured, on the other, I just see too many individual issues,"
Judge Gerber said.
Judge Gerber also noted that entertaining the apartheid claims
on a class action basis would significantly complicate GM's
Chapter 11 case that may materially delay distribution to GM
creditors.
Judge Gerber disallowed the Apartheid Claims.
A copy of the Bankruptcy Court's January 28, 2011 order is
available at http://is.gd/pwzaABat Leagle.com
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. Garden City Group is the claims and notice
agent of the Debtors.
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: JPMorgan Says Plan Violated DIP Order
-----------------------------------------------------
JPMorgan Chase Bank, N.A., asks Judge Robert E. Gerber of the
U.S. Bankruptcy Court for the Southern District of New York
to deny confirmation of the Amended Joint Chapter 11 Plan of
Reorganization filed by Motors Liquidation Company and its
debtor affiliates for these reasons:
(a) The Plan fails to provide for the payment in full of the
Debtors' obligation to pay the administrative litigation
expenses of JPMorgan in connection with an avoidance
action against the Term Loan Lenders.
(b) The Plan violates the terms of the Court's Final DIP
Order.
(c) The offset provision in Section 10.5 of the Plan
violates well-established legal principles in the
analogous context of Section 502(d) of the Bankruptcy
Code.
Richard S. Toder, Esq., at Morgan, Lewis & Bockius LLP, in New
York -- rtoder@morganlewis.com -- asserts that the Debtors have a
continuing obligation under the Final DIP Order to reimburse
JPMorgan for its administrative litigation expenses. Yet the Plan
is lacking in any discussion of that obligation and how the
Debtors intend to pay those administrative litigation expenses on
an ongoing basis, he argues. Indeed, the Plan fails to provide
any treatment of JPMorgan's administrative litigation expense, he
stresses. Even assuming that the Administrative Litigation
Expenses falls within the class of Administrative Expenses under
the Plan, the proposed treatment to pay in full in cash renders
JPMorgan's administrative claim impaired because the
Administrative Litigation Expenses will continue to be incurred
well after the effective date of the Plan, he points out. "The
Plan's silence on this issue is not just an omission; it renders
the Plan unconfirmable," he insists.
Mr. Toder also contends that the Plan violates the Final DIP
Order by attempting to: (i) discharge the Debtors' obligation to
pay the Administrative Litigation Expenses; and (ii) improperly,
indirectly obtain re-payment of the Term Loan Agreement before
any adjudication of the Term Loan Avoidance Action through an
offset provision in the Plan. He avers that there is nothing in
the Final DIP Order that carves out or otherwise allows any
offset by the Debtors, GUC Trust Administrator or Avoidance
Action Trust Administrator of the claims in the Term Loan
Avoidance Action against the Administrative Litigation Expenses
or any other claim held by any Term Loan Lender in these Chapter
11 cases. The Debtors' attempt to circumvent the Final DIP Order
and exercise "self-help" recoveries of the Administrative
Litigation Expense and Term Loan Repayment cannot be allowed, he
tells Judge Robert Gerber.
JPMorgan also alleges that the offset provision in Section 10.5
of the Plan is nothing short of a thinly disguised attempt to
impose a super Section 502(d) claim. "The overreaching language
contained in Section 10.5 seemingly permits the Debtors to
determine unilaterally, in their 'sole discretion,' based upon
the mere assertion of lack of perfection, not to pay otherwise
allowable claims held by any Term Loan Lender," Mr. Toder
emphasizes. That provision is mischievous, in violation of the
Final DIP Order as well as the statutory scheme of the Bankruptcy
Code, he maintains.
The Committee-Backed Plan
Motors Liquidation Company and its affiliates are scheduled to
present their Chapter 11 plan for confirmation at a hearing on
March 3, 2011.
Old GM reached an agreement with the U.S. Department of the
Treasury and creditors that will allow the company to approve a
final Chapter 11 plan.
Judge Robert E. Gerber of the U.S. Bankruptcy Court for the
Southern District of New York has approved the adequacy of
the disclosure statement explaining the Plan at hearings in
December.
The Official Committee of Unsecured Creditors recommends that
holders of general unsecured claims in Class 3 vote to accept OLD
GM's Chapter 11 plan. Deadline to submit ballots is on February
11, 2011.
The Creditors' Committee believes the Plan provides for the best
recovery for unsecured creditors as a whole and acceptance of the
Plan will expedite distributions to general unsecured creditors.
Pursuant to the Master and Sale Purchase Agreement, General
Motors LLC ("New GM") issued to the Debtors about 10% of New
GM stock and two sets of warrants for additional New GM shares,
representing, collectively an additional 15% of New GM stock. The
Creditors' Committee says that if the aggregate allowed general
unsecured claims against the Debtors are between $35 billion and
$42 billion, New GM will issue up to an additional 2% of its stock
to the Debtors.
Under the Plan, holders of Allowed General Unsecured Claims will
receive:
* An initial distribution of New GM Securities, based on the
creditor's pro rata share of the total remaining general
unsecured claims asserted against the estate. The
creditor's pro rata share will be calculated by taking the
amount of the creditor's claim and dividing it by the sum of
(x) the general unsecured claims allowed at the time plus
(y) the maximum amount of disputed general unsecured claims.
* General Unsecured Claims Trust Units, which entitle the
creditor to potentially receive additional New GM Securities
as disputed general unsecured claims are disallowed or
otherwise resolved.
The Creditors' Committee also prepared a chart showing the likely
estimated range of Allowed General Unsecured Claims in certain
categories as of November 11, 2010. The chart is available for
free at http://bankrupt.com/misc/GM_Dec10AllowedClaimsEst.pdf
A full-text copy of the December 10 Letter is available for free
at http://bankrupt.com/misc/GM_CommPlanSupportLtr.pdf
Full-text copies of the Amended Plan and Disclosure Statement,
dated December 8, 2010, are available for free at:
http://bankrupt.com/misc/gm_Dec8Plan.pdf
http://bankrupt.com/misc/gmDec8DS.pdf
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, US$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. Garden City Group is the claims and notice
agent of the Debtors.
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: Micro-Heat Trustee Opposes Plan Confirmation
------------------------------------------------------------
M-Heat Investors, LLC, and Basil Simon, the Chapter 7 trustee of
Micro-Heat, Inc., oppose confirmation of the Debtors' Amended
Joint Chapter 11 Plan of Reorganization in light of the potential,
negative impact the Plan may have on the objectors' recoupment
rights.
Patrick E. Mears, Esq., at Barnes & Thornburg LLP, in Grand
Rapids, Michigan -- pmears@btlaw.com -- relates that the Chapter
7 Trustee, as representative of Micro-Heat's bankruptcy estate,
holds a substantial claim against Motors Liquidation Company. M-
Heat Investors also holds an allowed claim exceeding $11 million
against MLC, he states. In turn, MLC has filed a proof of claim
in the Micro-Heat Chapter 7 case exceeding $21 million, he adds.
Those claims held by GM and M-Heat Investors are subject to
mediation, Mr. Mears tells the Court. The mediation and other
procedures for claims resolution set forth in an agreed order and
the recoupment and offset rights of the Chapter 7 Trustee and M-
Heat Investors should not be affected by confirmation of the
Plan, he asserts. Rather, those rights should remain unaffected
vis-a-vis the MLC Claim in the mediation and, if mediation fails
to result in a settlement, in any ensuing claims allowance or
other litigation, he contends.
However, avers Mr. Mears, the Plan contains language that could
conceivably be relied upon by the Debtors to bar any claim for
recoupment that might be asserted by M-Heat Investors or the
Chapter 7 Trustee against the GM claims:
(1) All injunctions or stays arising under or entered during
the Debtors' Chapter 11 cases under Section 105 or 362 of
the Bankruptcy Code, or otherwise, and in existence on the
confirmation date of the Plan, will remain in full force
and effect until the closing of the Chapter 11 Cases.
(2) On or after the Confirmation Date, all persons are
permanently enjoined from commencing or continuing in any
manner any action or proceeding on account of or
with respect to any claim, debt, right, or cause of action
of the Debtors for which the Debtors, the GUC Trust
Administrator, or the Avoidance Action Trust Administrator
retains sole and exclusive authority to pursue in
accordance with the Plan.
(3) Upon the entry of the confirmation order on the Plan, all
holders of Claims and Equity Interests and other parties-
in-interest, along with their applicable present or former
employees, agents, officers, directors, or principals,
will be enjoined from taking any actions to interfere with
the implementation or consummation of the Plan.
The language of the Plan, as broadly construed, could conceivably
be interpreted to bar or otherwise affect these rights, which
would in the last analysis unfairly prejudice the allowed claims
of creditors in Micro-Heat's Chapter 7 case, Mr. Mear stresses.
At present, the cash assets of the Micro-Heat Chapter 7 estate
total $4,992,268, which is a significant sum for payment of
priority and other allowed claims in that case, he notes.
M-Heat Investors and the Chapter 7 Trustee thus ask the Court to
deny confirmation of the Plan unless it is amended in accordance
with their objection.
The Committee-Backed Plan
Motors Liquidation Company and its affiliates are scheduled to
present their Chapter 11 plan for confirmation at a hearing on
March 3, 2011.
Old GM reached an agreement with the U.S. Department of the
Treasury and creditors that will allow the company to approve a
final Chapter 11 plan.
Judge Robert E. Gerber of the U.S. Bankruptcy Court for the
Southern District of New York has approved the adequacy of
the disclosure statement explaining the Plan at hearings in
December.
The Official Committee of Unsecured Creditors recommends that
holders of general unsecured claims in Class 3 vote to accept
OLD GM's Chapter 11 plan. Deadline to submit ballots is on
February 11, 2011.
The Creditors' Committee believes the Plan provides for the best
recovery for unsecured creditors as a whole and acceptance of the
Plan will expedite distributions to general unsecured creditors.
Pursuant to the Master and Sale Purchase Agreement, General
Motors LLC ("New GM") issued to the Debtors about 10% of New
GM stock and two sets of warrants for additional New GM shares,
representing, collectively an additional 15% of New GM stock. The
Creditors' Committee says that if the aggregate allowed general
unsecured claims against the Debtors are between $35 billion and
$42 billion, New GM will issue up to an additional 2% of its stock
to the Debtors.
Under the Plan, holders of Allowed General Unsecured Claims will
receive:
* An initial distribution of New GM Securities, based on the
creditor's pro rata share of the total remaining general
unsecured claims asserted against the estate. The
creditor's pro rata share will be calculated by taking the
amount of the creditor's claim and dividing it by the sum of
(x) the general unsecured claims allowed at the time plus
(y) the maximum amount of disputed general unsecured claims.
* General Unsecured Claims Trust Units, which entitle the
creditor to potentially receive additional New GM Securities
as disputed general unsecured claims are disallowed or
otherwise resolved.
The Creditors' Committee also prepared a chart showing the likely
estimated range of Allowed General Unsecured Claims in certain
categories as of November 11, 2010. The chart is available for
free at http://bankrupt.com/misc/GM_Dec10AllowedClaimsEst.pdf
A full-text copy of the December 10 Letter is available for free
at http://bankrupt.com/misc/GM_CommPlanSupportLtr.pdf
Full-text copies of the Amended Plan and Disclosure Statement,
dated December 8, 2010, are available for free at:
http://bankrupt.com/misc/gm_Dec8Plan.pdf
http://bankrupt.com/misc/gmDec8DS.pdf
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, US$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. Garden City Group is the claims and notice
agent of the Debtors.
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: Says Michigan DEQ's $401 Mil. Claim Undersecured
----------------------------------------------------------------
The Michigan Department of Environmental Quality asserts a
$401,160,312 secured claim for costs related to environmental
contamination at numerous sites, including both sites owned by the
Debtors and sites owned by unrelated third parties. In May 2009,
the Claimant recorded liens against ten sites by the Debtors to
secure certain of those response activity costs. The Claim
estimates the total past and future response costs related to
contamination at those sites that are the subject of the filed
liens at $166,488,155.
By this motion, the Debtors ask the Court to reclassify the Claim
from a secured claim of $401,160,312 to a secured claim of
$166,488,155 and an unsecured claim, subject to the Debtors' right
to object, of $234,672,156.
The Debtors' request comes as the liens asserted by the Claimant
secure only the cleanup obligations at the 10 sites on which the
liens reside and do not secure any other obligations, Joseph H.
Smolinsky, Esq., at Weil, Gotshal & Manges LLP, in New York,
explains. He further notes that the Debtors' liability for
current and former remediation obligations at property owned by
the Debtors' estates, including the $166,488,155 asserted
liability at those 10 sites against which the Claimant recorded
liens is addressed in proposed Environmental Response Trust
Consent Decree and Settlement Agreement lodged with the Court on
October 10, 2010.
As a result of the Environmental Settlement Agreement, which
becomes effective upon the effectivity of the Debtors' Amended
Joint Chapter 11 Plan of Reorganization, the secured portion of
the Claim, as reduced, will be deemed satisfied, Mr. Smolinsky
says. He also clarifies that this motion in no way seeks to alter
the Debtors' obligations under the Environmental Settlement
Agreement.
The Court will consider the Debtors' request on March 1, 2011.
Objections are due February 22.
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. Garden City Group is the claims and notice
agent of the Debtors.
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)
GEORGI ZACZAC: Ch. 7 Trustee's Suit Over Transfers Goes to Trial
----------------------------------------------------------------
Georgi Zaczac, Sr., has ownership interests, either directly or
through entities owned by him, in two hotels which filed Chapter
11 bankruptcy cases on May 1, 2008, captioned In re CF
Hospitality, Inc. (Bankr. M.D. Fla. Case No. 08-03517); and In re
SF Hotels (Bankr. M.D. Fla. Case No. 08-03518). The Bankruptcy
Court entered Injunction Orders in the Hotel Proceedings on
September 24, 2008 pursuant to 11 U.S.C. Section 105(a) enjoining
Mr. Zaczac, his wife Lourdes Zaczac, and Gramercy Investment from
taking certain actions. The Injunction Orders enjoin Mr. Zaczac
and his wife "from transferring, assigning or disposing of any
assets i) out of the ordinary course; or ii) where any individual
asset has a value in excess of $10,000.00." The injunction
expired on November 21, 2008 at 5:00 p.m.
Michael Moecker, Chapter 7 Trustee, v. Georgi Zaczac, Adv. Pro.
No. 10-00155 (Bankr. M.D. Fla.), asserts that Mr. Zaczac
transferred assets in willful violation of the Injunction Orders.
Mr. Zaczac admits in his Answer that he made various transfers
while the Injunction Orders were in effect: (i) $25,000.00 to his
cousin George Georges; (ii) $15,000.00 to his wife; and (iii) two
transfers of $10,666.66 each to the Antiochian Orthodox Christian
Archdioceses of N.A. The Chapter 7 Trustee, based upon Mr.
Zaczac's admissions, seeks summary judgment on his Complaint.
Bankruptcy Judge Arthur B. Briskman denied the summary judgment
request. He said Mr. Zaczac has made an affirmative showing of
evidence contradicting the Chapter 7 Trustee's allegations. Mr.
Zaczac's submissions indicate the funds transferred during the
injunction period were not assets of the Debtor and his wife. The
submissions indicate he regularly makes contributions to
Antiochian Orthodox Christian Archdioceses of N.A. and provides
living expenses to his wife. The Court said Mr. Zaczac has set
forth specific facts showing the existence of a genuine issue of
fact for trial. Plaintiff has not established there are no
genuine issues as to material facts. He has not established he is
entitled to judgment as a matter of law as to Counts II and III of
the Complaint.
A copy of the Court's January 19, 2011 order is available at
http://is.gd/ri1brjfrom Leagle.com.
Georgi Zaczac, Sr., filed for Chapter 7 bankruptcy case (Bankr.
M.D. Fla. Case No. 08-11612) on December 6, 2008. Michael E.
Moecker serves as the Chapter 7 Trustee.
GNP RLY: Snohomish Tourist Train Long Overdue
---------------------------------------------
The Snohomish Times notes that GNP Railway creditors are seeking
an involuntary chapter 11 bankruptcy to reorganize GNP's financial
situation.
In 2008, Snohomish County gave GNP the right to operate commuter
trains in the city of Snohomish, Washington. However, according
to the Snohomish Times, the tourist train promised GNP Railway and
owner Thomas Payne to the city of Snohomish, is three-years
overdue. The excursion train was promised as part of GNP's
rehabilitation of the Eastside rail corridor.
CFO Doug Engle said in April 2010 that construction delays have
been caused by delays in obtaining federal loan funds.
Mr. Engle is no longer be with GNP and has joined other creditors
in the forced chapter 11 against GNP, according to the report.
Three creditors filed on Feb. 2, 2011, an involuntary petition
(Bankr. W.D. Wash. Case No. 11-40829) to force GNP Rly, Inc., into
Chapter 11 bankruptcy. James E. Dickmeyer, Esq., at James E.
Dickmeyer, P.C., in Kirkland, Washington, represents the
petitioners. Creditors who signed the Chapter 11 petition are
Ballard Terminal Railroad Company, owed $110,800 for freight
services; Marketing Philharmonic LLC, owed $48,466, and San
Clemente Technical Co., owed $15,200.
GSI GROUP: Approved for Listing on NASDAQ's Global Select Market
----------------------------------------------------------------
GSI Group Inc.'s common shares have been approved for listing on
The NASDAQ Global Select Market and are expected to begin trading
on The NASDAQ Global Select Market on February 14, 2011 under the
symbol "GSIG". The Company's common shares will continue to be
quoted on Pink OTC Markets Inc. under the symbol "LASR.PK" until
the listing on The NASDAQ Global Select Market commences.
Following the recent reverse split of its common shares, GSI has
approximately 33.3 million common shares issued and outstanding.
"The listing on The NASDAQ Global Select Market is an important
step in returning GSI to corporate normalcy and positioning the
Company for long-term profitable growth. We expect the NASDAQ
listing to increase GSI's exposure to large institutions and
funds, as well as improve visibility for our investors," commented
John Roush, GSI's Chief Executive Officer.
About GSI Group Inc.
Headquartered in Bedford, Massachusetts, GSI Group Inc.
-- http://www.gsig.com/-- supplies precision technology to the
global medical, electronics, and industrial markets and
semiconductor systems. GSI Group Inc.'s common shares are quoted
on Pink Sheets OTC Markets Inc. (LASR.PK).
GSI Group together with two of its subsidiaries filed for
Chapter 11 protection on Nov. 20, 2009 (Bankr. D. Del. Lead Case
No. 09-14110). William R. Baldiga, Esq., at Brown Rudnick LLP,
represented the Debtors as lead counsel. Mark Minuti, Esq., at
Saul Ewing LLP, represented the Debtors as its local counsel. On
July 23, 2010, the Debtors consummated their reorganization
through a series of transactions contemplated by a Chapter 11
plan. The Company's shareholders prior to the emergence from
bankruptcy retained approximately 86.1% of its capital stock
following emergence.
* * *
In November 2010, Standard & Poor's Ratings Services said that it
has affirmed its ratings, including the 'B' corporate credit
rating, on Assumption, Ill.-based GSI Group LLC. At the same
time, S&P revised the outlook to stable from negative.
S&P said the ratings on GSI reflect the company's highly leveraged
financial profile, which more than offsets its weak business risk
profile. GSI operates in cyclical and competitive niche
agricultural equipment markets and faces raw material cost
volatility. The company's leading position in its niche markets
partially offsets these factors. S&P expects its operating
performance to continue to recover in 2011, primarily on better
conditions in its end markets.
HCA HOLDINGS: Reports $394-Mil. Profit in Fourth Quarter
--------------------------------------------------------
On February 3, 2011, HCA Holdings, Inc. announced financial and
operating results for the year and fourth quarter ended December
31, 2010.
The Company reported net income of $394 million on $7.73 billion
of revenue for the fourth quarter of 2010, compared with net
income of $304 million on $7.60 billion of revenue during the
fourth quarter of 2009.
The Company also reported net income of $1.57 billion on
$30.68 billion of revenue for the year ended December 31, 2010,
compared with net income of $1.37 billion on $30.05 billion of
revenue during the prior year.
The Company's balance sheet at December 31, 2010, showed
$23.85 billion in total assets, $34.50 billion in total
liabilities and $10.79 billion in total deficit.
The Company noted of these key fourth quarter metrics:
* Revenues increased 1.7% to $7.736 billion - cash
revenues increased 3.6% to $7.161 billion
* Net income attributable to HCA Holdings, Inc. totaled
$283 million, an increase of 30.8 percent
* Adjusted EBITDA increased 7.8% to $1.447 billion, a
100 basis point improvement in margin to 18.7%
* Cash revenue per equivalent admission increased 1.3%
* Cash flows from operations increased $156 million to
$588 million
* Same facility equivalent admissions increased 2.3%
while same facility admissions increased 0.4%
* Surgeries on a same facility basis declined 0.3%
The Company said fourth quarter of 2010 results reflect
improvements in operational efficiencies and increases in volumes.
Same facility equivalent admissions increased 2.3% in the fourth
quarter of 2010 compared to the prior year, reflecting both
inpatient and outpatient volumes. Same facility admissions
increased 0.4%, primarily due to an improvement in the rate of
decline in deliveries during the quarter. Same facility emergency
room visits increased 3.5% in the fourth quarter of 2010 compared
to an increase of 9.1% in the fourth quarter of 2009. The 2009
period was positively impacted by H1N1 flu volumes.
"We had very solid operating results last year, despite a
challenging economy," said Richard M. Bracken, Chairman of the
Board and Chief Executive Officer of HCA. "We are pleased that
our diversified portfolio of assets and services, combined with
improvements in operating efficiencies and our continued focus on
clinical quality and patient services, resulted in a very
favorable performance."
A full-text copy of the Company's financial results is available
for free at http://ResearchArchives.com/t/s?72fa
About HCA Inc.
Headquartered in Nashville, Tennessee, HCA is the nation's largest
acute care hospital company with 162 hospitals and 104
freestanding surgery centers (including eight hospitals and eight
freestanding surgery centers that are accounted for using the
equity method) as of September 30, 2010. For the twelve months
ended September 30, 2010, the company recognized revenue in excess
of $30 billion.
* * *
In November 2010, Moody's Investors Service confirmed the existing
ratings of HCA, including the 'B2' Corporate Family and
Probability of Default Ratings. Moody's assigned a Caa1 (LGD6,
96%) rating to HCA, Inc.'s proposed offering of $1,525 million of
senior unsecured notes due 2021 to be issued at a parent holding
company.
HCA's 'B2' Corporate Family Rating anticipates that the company
will continue to operate with significant leverage. Pro forma for
the proposed debt financed distribution Moody's estimate that
adjusted leverage would have been 5.2 times at September 30, 2010.
Furthermore, the company has large maturities in 2012 and 2013
that will likely need to be refinanced in the capital markets.
However, the rating acknowledges the company's progress in
systematically extending its maturity profile. Finally, the
rating reflects HCA's solid EBITDA growth, which has benefited the
credit metrics and demonstrated the company's ability to weather
industry pressures.
HOMEGOLD FINANCIAL: Court Upholds CEO's 20-Year Fraud Sentence
--------------------------------------------------------------
Bankruptcy Law360 reports that the South Carolina Supreme Court on
Monday upheld former HomeGold Financial Inc. CEO Ronald Sheppard's
20-year securities fraud sentence for his role in the largest
bankruptcy in the state's history.
Law360 says the court rejected Sheppard's arguments that his
conviction should be vacated because he received a stricter
sentence than his co-conspirators.
The Associated Press reported that a Lexington County jury in 2007
found Mr. Sheppard guilty of securities fraud, conspiracy and
obtaining property by false pretenses in the 2003 collapse of
HomeGold and its subsidiary, Carolina Investors.
About HomeGold Financial
HomeGold Financial Inc. originated and sold residential mortgages
to homebuyers with credit problems. HomeGold later filed for
Chapter 11 bankruptcy after failing to make repayments of its
inter-company loan to subsidiary Carolina Investors, Inc. More
than 8,000 investors lost $275 million with HomeGold's collapse.
HomeGold Financial and HomeGold Inc. filed for Chapter 11
bankruptcy protection (Bankr. D. S.C. Case No. 03-03865) on
March 31, 2003. William E. Calloway, Esq., at Robinson, Barton,
McCarthy, Calloway & Johnson, P.A., represented the Debtors.
HomeGold Financial estimated assets and debts of more than $100
million as of the Petition Date.
HOSPITAL DAMAS: Plan Exclusivity Extension Conditionally Approved
-----------------------------------------------------------------
Hospital Damas Inc. is asking the U.S. Bankruptcy Court for the
District of Puerto Rico to extend its exclusive period to propose
a Chapter 11 plan until March 24, 2011, and its exclusive period
to solicit acceptances of the plan until May 24.
The Hon. Mildred Caban Flores ruled that an exclusivity extension
will be granted, unless an objection is filed by Feb. 14, 2011. A
hearing on the matter will be scheduled should any timely
objections are filed.
Ponce, Puerto Rico-based Hospital Damas, Inc., filed for Chapter
11 bankruptcy protection (Bankr. D. P.R. Case No. 10-08844) on
Sept. 24, 2010. Charles A. Cuprill-Hernandez, Esq., at Charles A.
Cuprill, P.S.C., Law Offices, serves as the Debtor's bankruptcy
counsel. Todd C. Meyers, Esq., and Colin M. Bernardino, Esq., at
Kilpatrick Stockton LLP, represents the Official Committee of
Unsecured Creditors as legal counsel, and Edgardo Munoz, Esq., at
Edgardo Munoz, PSC, serves the Committee as local counsel. In its
schedules, the Debtor disclosed US$24.0 million in total assets
and US$21.3 million in total liabilities as of the Petition Date.
INTEGRAL NUCLEAR: Organizational Meeting to Form Panel on Feb. 11
-----------------------------------------------------------------
Roberta A. DeAngelis, United States Trustee for Region 3, will
hold an organizational meeting on February 11, 2011, at 10:00 a.m.
in the bankruptcy case of Integral Nuclear Associates, LLC, et al.
The meeting will be held at the United States Trustee's Office,
One Newark Center, 21st Floor, Room 2106, Newark, NJ 07102.
The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' cases.
The organizational meeting is not the meeting of creditors
pursuant to Section 341 of the Bankruptcy Code. A representative
of the Debtor, however, may attend the Organizational Meeting, and
provide background information regarding the bankruptcy cases.
To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States
Trustee appoint a committee of unsecured creditors as soon as
practicable. The Committee ordinarily consists of the persons,
willing to serve, that hold the seven largest unsecured claims
against the debtor of the kinds represented on the committee.
Section 1103 of the Bankruptcy Code provides that the Committee
may consult with the debtor, investigate the debtor and its
business operations and participate in the formulation of a plan
of reorganization. The Committee may also perform other services
as are in the interests of the unsecured creditors whom it
represents.
Based in Paoli, Pennsylvania, Integral Nuclear Associates LLC --
http://www.integralpet.com/-- operates nuclear imaging centers.
It filed for Chapter 11 bankruptcy protection on February 3, 2011
(Bankr. D. N.J. Case No. 11-13066). Ilana Volkov, Esq., and Ryan
T. Jareck, Esq., at Cole, Schotz, Meisel, Forman & Leonard, serve
as the Debtor's bankruptcy counsel. The Debtor estimated its
assets at $1 million to $10 million and debts at $10 million to
$50 million.
Affiliates Doylestown PET Associates, LLC, et al., also filed for
Chapter 11 bankruptcy protection on February 3, 2011.
INTERACTIVE DATA: S&P Assigns 'B+' Rating to $1.345 Bil. Loan
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned the proposed
$1.345 billion term loan due 2018 of Bedford, Mass.-based
Interactive Data Corp. its 'B+' issue-level rating. S&P also
assigned this debt a recovery rating of '2', indicating S&P's
expectation of substantial (70% to 90%) recovery for lenders in
the event of a payment default.
The company plans to use the proceeds of the proposed term loan to
repay its existing term loan, to pay a call premium to existing
lenders, and for fees and expenses.
At the same time, S&P affirmed its existing ratings on IDCO,
including the 'B' corporate credit rating. The rating outlook is
stable.
"The ratings affirmation reflects S&P's view that the refinancing
transaction is essentially leverage-neutral and that the lower pro
forma interest expense will enhance IDCO's discretionary cash
flow, improving its ability to repay debt," said Standard & Poor's
credit analyst Deborah Kinzer.
S&P's 'B' rating on the company reflects its assessment of IDCO's
financial risk profile as highly leveraged since its July 2010
leveraged buyout, with lease-adjusted debt to EBITDA at 7.4x as of
Sept. 30, 2010. S&P regard IDCO as having a fair business risk
profile, characterized by its leading position in securities
pricing data and analytics, with high barriers to entry and a
diversified client base.
IDCO provides financial market data, analytics, and related
solutions to the financial industry. The company's Pricing and
Reference Data segment generates the majority of IDCO's revenue
and the bulk of its EBITDA. Clients include banks, asset
managers, securities firms, and value-added resellers, such as
SunGard Investment Systems. Barriers to entry are relatively
high. IDCO's information is fed directly into clients' systems.
Switching from IDCO to a competitor would involve significant
system changes and, for many clients, public disclosure of the
change. Standard & Poor's believes that as long as IDCO is
prudent with its pricing policy and can maintain its quality and
service level, client defection is not a major risk. The
company's client retention rate is very high. Prior to 2009,
IDCO's retention rate of institutional clients averaged 95%. In
2009, the institutional client retention rate decreased to a still
very high 93% due to consolidation in the financial sector.
INTERNATIONAL COAL: Reports $9.64MM Net Income in Fourth Quarter
----------------------------------------------------------------
On February 2, 2011, International Coal Group announced fourth
quarter and full year 2010 results. The Company reported net
income of $9.64 million on $264.37 million of total revenue for
the three months ended December 31, 2010, compared with a net loss
of $11.29 million on $245.96 million of total revenue for the same
period a year ago.
The Company also reported net income of $30.11 million on
$1.17 billion of revenue for the year ended December 31, 2010,
compared with net income of $21.52 million on $1.12 billion of
total revenue for the year ended December 31, 2009.
Highlights also include:
* Adjusted EBITDA was $47.8 million in the fourth quarter of
2010 compared to $40.3 million during the fourth quarter of
2009.
* Margin per ton sold increased 21% to $14.67 in the fourth
quarter of 2010 compared to $12.11 during the same period in
2009, primarily due to higher price realization from growing
metallurgical shipments.
* Coal sales revenues increased to $243.4 million in the
fourth quarter of 2010 compared to $231.3 million during the
fourth quarter of 2009.
"We were pleased to deliver solid fourth quarter results despite
isolated operational challenges and late-quarter shipment delays,"
said Ben Hatfield, President and CEO of ICG. "Although our
Sentinel mine had several unplanned section moves that reduced
metallurgical shipments, we were able to maintain attractive
margins. Additionally, weather-related disruptions to rail
service delayed approximately 100,000 tons of fourth quarter
shipments, impacting Adjusted EBITDA by nearly $5.0 million."
Mr. Hatfield continued, "Current coal prices have moved up sharply
for both metallurgical and thermal coal. Metallurgical prices are
being driven by the severe flooding in Australia, which has idled
substantial production there, and an improving global economic
climate. Thermal markets have also shown marked improvement due
to rebounding export demand and colder weather, although US
utilities are delaying significant spot purchases in order to draw
down stockpiles. We believe US domestic prices are poised for
rapid improvement during the latter half of 2011."
The Company's balance sheet at December 31, 2010, showed
$1.48 billion in total assets, $724.25 million in total
liabilities and $754.27 million in total stockholders' equity.
A full-text copy of the press release announcing the financial
results is available for free at:
http://ResearchArchives.com/t/s?72f2
About International Coal Group
Scott Depot, West Virginia-based International Coal Group, Inc.
(NYSE: ICO) produces coal in Northern and Central Appalachia and
the Illinois Basin. The Company has 13 active mining complexes,
of which 12 are located in Northern and Central Appalachia, and
one in Central Illinois. ICG's mining operations and reserves are
strategically located to serve utility, metallurgical and
industrial customers throughout the eastern United States.
* * *
International Coal Group carries 'Caa1' corporate family and
probability of default ratings from Moody's Investors Service, and
'B+' corporate credit rating from Standard & Poor's Ratings
Services.
In March 2010, Moody's said the ratings "continue to reflect ICG's
elevated cost structure amidst an uncertain price environment,
inherent operating risk at its mines, history of operating and
financial challenges, significant capital spending requirements,
and uncertainty regarding mine permitting obstacles particularly
given the large percentage of surface mine production."
INTERNATIONAL GARDEN: Has Until May 2 to Propose Chapter 11 Plan
----------------------------------------------------------------
The Hon. Kevin J. Carey of the U.S. Bankruptcy Court for the
District of Delaware extended International Garden Products, Inc.,
et al.'s exclusive periods to file a chapter 11 plan until May 2,
2011, and solicit acceptances of the plan until July 1.
About International Garden Products
International Garden Products, Inc. was incorporated in 1996 as a
holding company for Iseli Nursery, Inc., California Nursery
Supply, Weeks Wholesale Rose Grower, and Old Skagit, Inc. The
company's operating businesses, Iseli and Weeks, focus primarily
on growing horticultural products for nationwide sale to
independent garden centers, landscape suppliers, landscapers and
similar parties. Iseli's is known in the industry as the premium
source of dwarf conifers, Japanese maples and unique companion
plants. Weeks is one of the largest wholesale breeders and
growers of premium roses in the U.S.
International Garden Products, Inc., and its affiliates filed for
Chapter 11 protection on Oct. 4, 2010 (Bankr. Lead Case No. 10-
13207). The debtor-affiliates are Weeks Wholesale Rose Grower
(Bankr. D. Del. Case No. 10-13208), California Nursery Supply
(Case No. 10-13209), Iseli Nursery, Inc. (Case No. 10-13210), and
Old Skagit, Inc. (Case No. 10-13211).
Andrew R. Remming, Esq., at Morris, Nichols, Arsht & Tunnell,
serves as bankruptcy counsel to the Debtors. Bryan Cave LLP is
the legal counsel. FTI Consulting is the restructuring advisor.
Garden City Group is the claims and notice agent.
An Official Committee of Unsecured Creditors was appointed in this
case. The committee members are Garden (NJ), Ashendene 28 B.V.,
and (iii) David Austin Roses Ltd. LeClairRyan and Pepper Hamilton
LLP represents the Committee as counsel. Morris Anderson &
Associates Ltd. is the Committee's financial advisor.
International Garden Products disclosed $588,000 in assets and
$64.6 million in liabilities as of the Chapter 11 filing. In its
schedules, Weeks Wholesale Rose Grower disclosed $19.0 million in
assets and $46.6 million in liabilities.
JAVO BEVERAGE: Faces Objections to DIP Loan at Tomorrow's Hearing
-----------------------------------------------------------------
Dow Jones' DBR Small Cap reports that one of the largest unsecured
creditors in Javo Beverage Co.'s bankruptcy case is accusing the
Company of improper conduct both before and after its Chapter 11
filing, saying Javo "fraudulently induced" creditors into pumping
millions of dollars into the Company and is now seeking to "abuse"
the bankruptcy process through a postpetition financing deal.
According to the report, Marc Javo LLC and three affiliates last
Friday filed an objection to the company's request to tap a
$3.15-million loan from its controlling shareholder, Coffee
Holdings LLC. The report relates that the creditor claims that
the financing agreement places the case squarely in Coffee
Holdings' hands while inhibiting unsecured creditors' rights.
"The motion should be denied because the final order grants
Holdings excessive control of the debtor's Chapter 11 case and
unnecessarily strips creditors of valuable protections under the
Bankruptcy Code," Marc Javo said in documents filed with the U.S.
Bankruptcy Court in Wilmington, Del., the report adds.
DIP Financing
The Bankruptcy Court has set a final hearing for February 11,
2011, at 10:00 a.m., prevailing Eastern Time, to consider final
approval of the Debtor's request to access DIP financing and use
its lenders cash collateral.
The Debtor has previously obtained interim approval to obtain
postpetition secured financing from Coffee Holdings LLC.
The DIP Lender has committed to provide up to $3.151 million of
financing, of which $500,000 plus interest and any all other
amounts due the prepetition loan will be reserved for a dollar-
for-dollar roll-up of a certain secured revolving promissory note,
dated January 6, 2011, issued prepetition to Coffee Holdings by
the Debtor.
A copy of the DIP Financing Agreement is available for free at:
http://bankrupt.com/misc/JAVO_BEVERAGE_dipfinancingpact.pdf
Robert J. Dehney, Esq., at Morris, Nichols, Arsht & Tunnell LLP,
explained that the Debtor is allowed to borrow under the DIP
credit agreement up to $1.2 million of the DIP loans to be used
for working capital, general corporate purposes, and the repayment
and roll up of the prepetition loan of the Debtor.
The DIP facility will mature on June 30, 2011.
The DIP Financing Agreement provides that the DIP Facility will be
secured by automatically perfected superpriority senior liens with
respect to (i) any unencumbered assets of the Debtor, wherever
located, now or hereafter owned, provided, that the DIP Lender's
liens on the proceeds of the avoidance actions will be split 50-50
with Accord Financial, Inc., pursuant to its debtor-in-possession
facto funding being provided simultaneously with the DIP Facility;
(ii) assets securing the prepetition loan; and (iii) funds
advanced by the DIP Lender in the control account.
The DIP Facility will also be secured by junior liens on all other
assets of the Debtor that are subject to valid and perfected liens
in existence at the time of commencement of the bankruptcy case or
to valid liens in existence at the time of the commencement.
The DIP Lender's right to credit bid the DIP loans and the
prepetition loan will be expressly reserved.
About Javo Beverage
Vista, California-based Javo Beverage Company, Inc., aka La Jolla
Fresh Squeezed Coffee Co., Inc., manufactures coffee and tea-based
dispensed beverages, drink mixes and flavor systems.
Javo Beverage filed for Chapter 11 bankruptcy protection on
January 24, 2011 (Bankr. D. Del. Case No. 11-10212). The Debtor
disclosed $14.7 million in total assets and $26.7 million in total
debts as of the Petition Date.
Debra A. Riley, Esq., at Allen Matkins Leck Gamble Mallory &
Natsis LLP, serves as the Debtor's bankruptcy counsel. Robert J.
Dehney, Esq., and Matthew B. Harvey, Esq., at Morris, Nichols,
Arsht & Tunnell LLP, is the Debtor's co-counsel. Goodwin Procter,
LLP, is the Debtor's special counsel. Valcor Consulting LLC is
the Debtor's financial advisor. Kurtzman Carson Consultants LLC
is the Debtor's claims agent.
Coffee Holdings, LLC, the DIP lender, is represented by:
Brian E. Greer, Esq.
Charles I. Weissman, Esq.
DECHERT LLP
1095 Avenue of the Americas
New York, NY 10036
Tel: (212) 698-3500
Fax: (212) 698-3599
http://www.dechert.com
Accord Financial, Inc., the prepetition lender, is represented by:
David B. Wheeler, Esq.
MOORE & VAN ALLEN PLLC
40 Calhoun St.
Charleston, SC 29401-3531
Tel: (843) 579-7015
Fax: (843) 579-8727
http://www.mvalaw.com
JENNIFER CONVERTIBLES: Chinese Company Set to Control Firm
----------------------------------------------------------
Dow Jones' DBR Small Cap reports that a bankruptcy judge
provisionally confirmed Jennifer Convertibles Inc.'s plan to
emerge from Chapter 11 protection under the control of its Chinese
furniture supplier in a move that could prove a valuable model for
Chinese investors looking to gain a foothold in U.S. markets.
Bankruptcy Law360 says that Jennifer Convertibles won confirmation
of its restructuring plan except with respect to its affiliate
Hartsdale Convertibles Inc., which was locked in a dispute with
supplier Ashley Furniture Industries Inc. over trademark
agreements.
According to DBR, court papers show that Judge Allan L. Gropper of
the U.S. Bankruptcy Court in Manhattan on Friday signed an order
provisionally confirming Jennifer's Chapter 11 plan of
reorganization. The judge indicated he would quickly make the
order permanent as long as Jennifer can essentially show that the
plan is indeed the best option for all of its creditors and its
affiliates' creditors -- a distinction that supplier Ashley
HomeStores Ltd. had argued was lacking.
About Jennifer Convertibles
Jennifer Convertibles, Inc., was organized as a Delaware
corporation in 1986, and is currently the owner of (i) the largest
group of sofabed specialty retail stores and leather specialty
retail stores in the United States, with stores located throughout
the Eastern seaboard, Midwest, West Coast and Southwest, and
(ii) seven big box, full-line furniture stores operated under the
Ashley Furniture HomeStore brand under a license from Ashley
Furniture Industries, Inc.
The Company and its affiliates filed for Chapter 11 bankruptcy
protection (Bankr. S.D.N.Y. Case No. 10-13779) on July 18, 2010.
Michael S. Fox, Esq., at Olshan Grundman Frome Rosenzweig &
Wolosky, LLP, serves bankruptcy counsel to the Debtor. TM Capital
Corp. is the Company's financial advisor. Mintz, Levin, Cohn,
Ferris, Glovsky and Popeo P.C. is the Company's special securities
counsel. BMC Group Inc. is the claims and notice agent. James S.
Carr, Esq., and Eric R. Wilson, Esq., at Kelley Drye & Warren LLP,
in New York, represent the Official Committee of Unsecured
Creditors.
The Company estimated assets and debts at $10 million to $50
million as of the Petition Date.
JOSEPH-BETH: Panel Gets Nod to Employ Forest Brown as Co-Counsel
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Kentucky has
granted the official committee of unsecured creditors appointed in
the Chapter 11 cases of Joseph-Beth Booksellers, LLC, et al.,
permission to employ Frost Brown Todd LLC as co-counsel for the
Committee, effective as of November 22, 2010
FBT will, among other things:
a. advise the Committee with respect to its powers, duties and
responsibilities in the Chapter 11 cases;
b. provide assistance in the Committee's investigation of the
acts, conduct, assets, liabilities and financial condition of
the Debtors, the operation of the Debtors' businesses and
desirability of the continuance of said businesses, and any
other matters relevant to the cases or to the negotiation and
formulation of a plan; and
c. prepare on behalf of the Committee necessary pleadings and
other documentation.
FBT's hourly rates are:
Members $275 to $450
Counsel $275 to $350
Associates $180 to $250
Paralegals $100 to $120
The Court is satisfied that FBT represents no other entity in
connection with the Debtors' cases, is a "disinterested person" as
that term is defined in section 101(13) of the Bankruptcy Code,
and does not hold or represent any interest adverse to the
Committee with respect to the matter upon which it is to be
employed.
FBT will work with Lowenstein Sandler PC to avoid any unnecessary
duplication of efforts and to handle this matter in an efficient
and cost-effective manner.
About Joseph-Beth Booksellers
Cincinnati, Ohio-based Joseph-Beth Booksellers, LLC, operated
seven bookstores and bookstore-cafes in Kentucky, Ohio,
Pennsylvania, North Carolina, and Virginia. The Company filed for
Chapter 11 protection on November 11, 2010 (Bankr. E.D. Ky. Case
No. 10-53594). The case is jointly administered with JB
Booksellers, Inc. (Bankr. E.D. Ky. Case No. 10-53593). Ellen
Arvin Kennedy, Esq., at Dinsmore & Shohl, represents the Debtor.
No trustee or examiner has been appointed or requested in the
Debtors' Chapter 11 cases.
Lowenstein Sandler PC serves as the official committee's co-
counsel. Traxi LLC is the Committee's financial advisor.
In its schedules, the Debtor disclosed assets of $15,941,680 and
liabilities of $18,501,989 as of the petition date.
JOSEPH-BETH: Wants Until April 29 to Propose Chapter 11 Plan
------------------------------------------------------------
JB Booksellers, Inc., et al., ask the U.S. Bankruptcy Court for
the Eastern District of Kentucky to extend their exclusive periods
to file and solicit acceptances for the proposed chapter 11 plan
until April 29, 2011, and June 28, respectively.
The Debtors, their estates and creditors need additional time to
pursue an orderly plan process.
Cincinnati, Ohio-based Joseph-Beth Booksellers, LLC, operated
seven bookstores and bookstore-cafes in Kentucky, Ohio,
Pennsylvania, North Carolina, and Virginia. The Company filed for
Chapter 11 protection on November 11, 2010 (Bankr. E.D. Ky. Case
No. 10-53594). The case is jointly administered with JB
Booksellers, Inc., (Bankr. Case No. 10-53593). Ellen Arvin
Kennedy, Esq., at Dinsmore & Shohl, represents the Debtor. The
Debtor disclosed assets of $15,941,680 and liabilities of
$18,501,989 as of the Chapter 11 filing.
Lowenstein Sandler PC and Frost Brown Todd LLC, serve as co-
counsels for Official Committee of Unsecured Creditors. Traxi
LLC, serves as financial advisor to the Committee.
JOSHUA FARMER: Dist. Ct. Stays Order Denying Disclosure Statement
-----------------------------------------------------------------
District Judge Graham C. Mullen granted Joshua B. Farmer's request
for a limited stay of the bankruptcy court order denying the
disclosure statement explaining his chapter 11 plan.
On November 15, 2010, the Debtors filed the First Amended Joint
Disclosure Statement of Joshua and Andrea Farmer and Raymond and
Diane Farmer Relating to First Amended Joint Plan of
Reorganization Pursuant to Section 1125 of the Bankruptcy Code and
the First Amended Joint Plan of Reorganization Pursuant to Section
1121(a) of the Bankruptcy Code.
The Bankruptcy Court held a hearing on the Joint Disclosure
Statement and the Plan on December 15, 2010. The Bankruptcy Court
issued an order denying approval of the Joint Disclosure Statement
on January 6, 2011.
On January 21, 2011, the Debtors filed a Notice of Appeal of the
Disclosure Statement Order and a Motion for Leave to Appeal with
the District Court. The Debtors asked the Bankruptcy Court for a
stay of proceedings pending appeal. The Bankruptcy Court denied
that request.
Judge Mullen held that the Debtors have made an initial showing of
a potential of irreparable harm. Judge Mullen held that a short
stay is warranted for the District Court to fully consider whether
a longer stay is necessary, as well as the merits of the appeal
itself. The Palmetto Bank, et al., were to file one response to
the Motion to Stay by February 2, 2011. Judge Mullen said the
execution and enforcement of the Disclosure Statement Order,
proceedings in support or in furtherance of confirmation and any
motions, actions or proceedings that would divest the estate of
property of the estate are stayed pending further District Court
order.
Palmetto Bank et al. are also directed to file one response to the
Motion for Leave to Appeal by February 11, 2011. The Debtors'
response are due February 18. The District Court will then
schedule oral arguments on the merits of the appeal. The
Bankruptcy Administrator is invited, but not required, to file
papers setting forth her position on the matters at hand.
The appellate case is Joshua Farmer, et al., v. The Palmetto Bank,
et al., No. 3:11-CV-36 (W.D. N.C.). A copy of the District
Court's January 25, 2011 Order is available at http://is.gd/G4AtRZ
from Leagle.com.
Rutherfordton, North Carolina-based Joshua Farmer and Andrea
Farmer -- dba Two Mile Properties, LLC, et al. -- filed for
Chapter 11 bankruptcy protection on April 5, 2010 (Bankr. W.D.
N.C. Case No. 10-40270). The Farmers listed $10 million to
$50 million in assets and $50 million to $100 million in debts.
Raymond Farmer and Diane Farmer filed a separate Chapter 11
petition on April 5, 2010 (Case No. 10-40269), listing $10 million
to $50 million in assets and $50 million to $100 million in debts.
The cases are jointly administered.
Travis W. Moon, Esq., at Hamilton Moon Stephens Steele Martin,
assists the Debtors in their restructuring efforts.
LAS VEGAS MONORAIL: Bondholders Ready to Accept $111MM from AAC
---------------------------------------------------------------
Most holders of $451.5 million of first-tier revenue bonds issued
for the Las Vegas Monorail are prepared to accept $111 million up
front and release Ambac Assurance Corp. from its exposure to the
defaulted bonds, the bond trustee said in a disclosure filing,
according to reporting by Rich Saskal at The Bond Buyer.
According to The Bond Buyer, under the plan proposed by AAC,
policyholders would also receive interest-bearing notes to be paid
in the future from Ambac surpluses, said the disclosure notice
trustee Wells Fargo posted last week on the Municipal Securities
Rulemaking Board's EMMA site.
The Bond Buyer relates that once the plan takes effect, holders of
permitted policy claims will receive 25% of their permitted claims
in cash and the balance in surplus notes bearing interest at the
rate of 5.1% per year with a scheduled maturity on June 7, 2020,
according to a news release from insurance commissioner Ted
Nickel. In its disclosure filing, Wells Fargo said the holders of
73% of the bond principal have agreed to the settlement, along
with Ambac and the commissioner.
A hearing is scheduled March 2, 2011.
Claims vs. Monorail
The Bond Buyer also reports that under the settlement, the
bondholders will retain the right to whatever payments the Las
Vegas Monorail makes upon the conclusion of its bankruptcy case.
The monorail isn't proposing to pay them very much at all. The
proposed reorganization plan it filed in the U.S. Bankruptcy Court
for the District of Nevada calls for the issuance of $18.5 million
of notes to settle $452.5 million of first-tier bond debt. The
holders of $200 million of second- and third-tier debt would get
nothing. Las Vegas Monorail and the first-tier bond trustee have
agreed to delay a hearing on the bondholders' claims until after
the Ambac settlement is finalized.
About Las Vegas Monorail
Las Vegas, Nevada-based Las Vegas Monorail Company, organized by
the State of Nevada in 2000 as a nonprofit corporation, owns and
manages the Las Vegas Monorail. The Monorail is a seven-stop,
elevated train system that travels along a 3.9-mile route near the
Las Vegas Strip. LVMC has contracted with Bombardier Transit
Corporation to operate the Monorail. Though it benefits from its
tax-exempt status due to being a nonprofit entity, LVMC claims to
be the first privately-owned public transportation system in the
nation to be funded solely by fares and advertising. LVMC says it
receives no governmental financial support or subsidies.
The Company filed for Chapter 11 bankruptcy protection on
January 13, 2010 (Bankr. D. Nev. Case No. 10-10464). Gerald M.
Gordon, Esq., at Gordon Silver, assists the Company in its
restructuring effort. Alvarez & Marsal North America, LLC, is the
Debtor's financial advisor. Stradling Yocca Carlson & Rauth is
the Debtor's special bond counsel. Jones Vargas is the Debtor's
special corporate counsel. The Company disclosed $395,959,764 in
assets and $769,515,450 in liabilities as of the Petition Date.
In May 2010, Ambac Assurance Corp. lost its bid to stay the
bankruptcy case while a district court considers whether the
bankruptcy court wrongly rejected Ambac's argument that Monorail
was a municipality and thus ineligible to be a Chapter 11 debtor.
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.
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. KPMG LLP
is tax consultant to the Debtor.
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. Lazard Freres &
Co. LLC is the Committee's financial advisor.
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)
LESLIE CONTROLS: Kay Morgan Suit Goes Back to Trial Court
---------------------------------------------------------
Kay Morgan appeals summary judgment dismissal of the Morgans'
claims against Aurora Pump Co., Buffalo Pumps, Inc., Elliott Co.,
IMO Industries, Inc. (formerly DeLaval Turbine, Inc.), Leslie
Controls, Inc., Warren Pumps LLC, Weir Valves & Controls USA, Inc.
(formerly Atwood & Morrill Co., Inc.), and Wm. Powell Co. James
Morgan worked for Puget Sound Naval Shipyard for about 37 years,
at times during which he performed functions that exposed him to
asbestos. He eventually developed mesothelioma. On August 29,
2007, Morgan filed a lawsuit in King County Superior Court against
numerous defendants for personal injuries sustained due to
asbestos exposure. The trial court dismissed the action on
summary judgment as to Respondents. Morgan appeals. The Court of
Appeals of Washington, Division One, reverse and remand for trial.
The case is JAMES and KAY MORGAN, husband and wife, Appellants,
v. Aurora Pump Co., Buffalo Pumps, Inc., ELLIOTT TURBOMACHINERY
COMPANY a/k/a ELLIOT COMPANY IMO Industries, Inc. (sued
individually and as), Successor-in-interest to DELAVAL TURBINE,
INC., Leslie Controls, Inc., WARREN PUMPS LLC.; WEIR VALVE &
CONTROLS USA, INC. f/k/a ATWOOD & MORRILL; AND THE WILLIAM POWELL,
CO., Respondents.
AGCO CORPORATION (sued individually and as successor4n-interest to
THE BUDA CO.); ALFA LAVAL INC., (sued individually and as
successor-in-interest to THE DELAVAL SEPARATOR COMPANY and THE
SHARPLES CORP.); ALLIS CHALMERS CORPORATION PRODUCT LIABILITY
TRUST, (sued individually and as successor-in interest to ALLIS
CHALMERS CORPORATION and THE BUDA COMPANY); ARMSTRONG
INTERNATIONAL, INC.; ATLAS VALVE COMPANY, INC.; BLACKMER `PUMP
COMPANY; BW/IP INTERNATIONAL, INC. (sued individually and as
successor-in-interest to BYRON JACKSON PUMP COMPANY); CAMERON
INTERNATIONAL CORPORATION, f/k/a COOPER CAMERON CORPORATION (sued
individually and as successor-in-interest to THE COOPER-BESSEMER
CORPORATION); CARRIER CORPORATION; CLA-VAL CO.; CLEAVER-BROOKS,
INC. f/k/a AQUA-CHEM, INC., d/b/a CLEAVER-BROOKS, DIVISION; COLTEC
INDUSTRTES, INC. (sued individually and as successor-in-interest
to FAIRBANKS MORSE ENGINE); CRANE CO. sued individually and as
successor-in interest to DEMING PUMP); CRANE ENVIRONMENTAL INC.,
(sued individually and as successor-in-interest to COCHRANE
CORPORATION); CROSBY VALVE, INC.; CROWN CORK & SEAL CO., INC.
(sued individually and as successor-in-interest to MUNDET CORK
COMPANY); DETROIT DIESEL; DOVER CORPORATION (sued individually and
as successor-in-interest to THE BLACKMER PUMP COMPANY); DURABLA
MANUFACTURING COMPANY; EATON HYDRAULICS, INC. (sued individually
and as successor-in-interest to VICKERS, INC.); FAIRBANKS MORSE
PUMP CORPORATION; FLOWSERVE US, INC. (sued individually and as
successor-in-interest to DURCO INTERNATIONAL and BYRON JACKSON
PUMPS); FMC CORPORATION (sued individually and as successor-in-
interest to CHICAGO PUMP COMPANY, NORTHERN PUMP COMPANY f/k/a
NORTHERN FIRE APPARATUS COMPANY and CHICAGO PUMP COMPANY and
PEERLESS PUMP COMPANY); FRYER-KNOWLES INC.; GARDNER-DENVER, INC.;
GARDNER DENVER NASH, L.L.C. f/k/a THE NASH ENGINEERING COMPANY;
GARLOCK SEALING TECHNOLOGIES, LLC. (sued individually and as
successor-in-interest to GARLOCK, INC. and US GASKET CO.); GENERAL
MOTORS CORPORATION; THE GOODYEAR TIRE & RUBBER COMPANY; GOULDS
PUMPS, INC.; HARDIE-TYNES, LLC. (sued individually and as HARDIE-
TYNES MANUFACTURING COMPANY); HOPEMAN BROTHERS INC.; HOPEMAN
BROTHERS MARINE INTERIORS, a/k/a HOPEMAN BROTHERS, INC.;
INGERSOLL-RAND COMPANY (sued individually and as successor-in-
interest to TERRY STEAM TURBINE); JOHN CRANE, INC.; MCNALLY
INDUSTRIES, INC. (sued individually and as successor-in-interest
to NORTHERN PUMP COMPANY f/k/a NORTHEN FIRE APPARATUS COMPANY);
METALLO GASKET COMPANY, INC.; METROPOLITAN LIFE INSURANCE COMPANY;
THE NASH ENGINEERING COMPANY; NORTHERN PUMP COMPANY (sued
individually and as successor-in-interest to NORTHERN FIRE
APPARATUS); O.C. KECKLEY COMPANY (sued individually and as
successor-in interest to KLIPFEL VALVES, INC.); PARKER-HANNIFIN
CORPORATION, (sued individually and as successor-in-interest to
SACOMO SIERRA and SACOMO MANUFACTURING CO.); PEERLESS HEATER
COMPANY; PEERLESS INDUSTRIES, INC.; STERLING FLUID SYSTEMS, INC.
f/k/a PEERLESS PUMPS CO.; TUTHILL CORPORATION; TYCO FLOW CONTROL
(sued individually and as successor-in-interest to GIMPEL
COPORATION HANCOCK, LUNKENHEIMER); VELAN VALVE CORP.; VIAD
CORPORATJON f/k/a (sued individually and as successor-in-interest
to GRISCOM RUSSELL COMPANY); VIKING PUMP, INC.; WElL PUMP COMPANY;
YARWAY CORPORATION and YORK INTERNATIONAL CORPORATION, Defendants,
No. 63923-4-1/2 (Wash. Ct. App.).
A copy of appellate court Judge Michael Spearman's decision dated
January 31, 2011, is available at
Counsel for the Morgans are:
William Joel Rutzick, Esq.
SCHROETER GOLDMARK & BENDER
810 3rd Ave Ste 500
Seattle, WA 98104-1657
- and -
Brian W. Barrow, Esq.
SIMON, EDDINS, & GREENSTONE
301 E. Ocean Blvd, #1950
Long Beach, CA 90802
Counsel for Respondents are:
Melissa Kay Roeder, Esq.
Carl Edward Forsberg, Esq.
FORSBERG & UMLAUF
901 5th Ave. Ste. 1400
Seattle, WA 98164-2047
- and -
Mark Bradley Tuvim, Esq.
Kevin James Craig, Esq.
GORDON & REES LLP
701 5th Ave Ste 2100
Seattle, WA 98104-7084
- and -
James Edward Horne, Esq.
GORDON, THOMAS, HONEYWELL, MALANCA, PETERSON
600 University St. Ste. 2100
Seattle, WA 98101-4185
- and -
Jeanne F. Loftis, Esq.
BULLIVANT HOUSER BAILEY PC
888 Sw 5th Ave
Portland, OR 97204-2012
- and -
Jerret E. Sale, Esq.
Deborah Lynn Carstens, Esq.
BULLIVANT HOUSER BAILEY PC
1601 5th Ave. Ste. 2300
Seattle, WA 98101-1618
- and -
Barry Neal Mesher, Esq.
Brian David Zeringer, Esq.
Jeffrey Michael Odom, Esq.
LANE POWELL PC
1420 5th Ave. Ste. 4100
Seattle, WA 98101-2338
- and -
E. Pennock Gheen III, Esq.
KARR TUTTLE CAMPBELL
1201 3rd Ave. Ste. 2900
Seattle, WA 98101-3028
- and -
Walter Eugene Barton, Esq.
Attorney at Law
1201 3rd Ave. Ste. 2900
Seattle, WA 98101-3284
- and -
Dana Copstead Hoerschelmann, Esq.
Russell Charles Love, Esq.
THORSRUD CANE & PAULICH
1325 4th Ave. Ste. 1300
Seattle, WA 98101-2509
Counsel for Respondent/Cross-Appellant, Warren Pumps, is:
John Michael Mattingly, Esq.
Allen E. Eraut, Esq.
RIZZO MATTINGLY BOSWORTH PC
411 Sw 2nd Ave. Ste. 200
Portland, OR, 97204-3408
About Leslie Controls
Based in Tampa, Florida, Leslie Controls manufacturers process
control valves, severe service control valves, on-off valves,
regulators, steam water heaters, actuators and controls.
Leslie is a unit of CIRCOR International, Inc.
Leslie Controls sought Chapter 11 bankruptcy protection (Bankr.
D. Del. Case No. 10-12199) on July 12, 2010. Marion M. Quirk,
Esq., and Norman L. Pernick, Esq., at Cole, Schotz, Meisel,
Forman & Leonard, assist the Company in its restructuring
effort. Natalie Ramsey, Esq., at Montgomery, McCracken,
Walker & Rhodes, LLP, represents the Asbestos Claimants
Committee, and Edwin J. Heron, Esq., at Young, Conaway,
Stargatt & Taylor, LLP, represents the Future Claimants'
Representative. William R. Hanlon, Esq., at Goodwin Procter
LLP advises CIRCOR International, Inc. The Company estimated
its assets at $10 million to $50 million and its debts at
$50 million to $100 million at that the time of the filing.
As reported by the Troubled Company Reporter, the Bankruptcy Court
entered an order on October 28, 2010, confirming the amended
prenegotiated Chapter 11 reorganization plan filed by Leslie
Controls, Inc., on July 12, 2010. The reorganization plan is
intended to permanently resolve Leslie's asbestos liability
through the creation of a trust pursuant to Section 524(g) of the
U.S. Bankruptcy Code. All current and future asbestos claims
against Leslie would be channeled to the trust for review and
payment, thus providing both Leslie and CIRCOR with permanent
court protection from such claims.
As reported by the TCR on February 8, 2011, the U.S. District
Court for the District of Delaware affirmed the U.S. Bankruptcy
Court's confirmation of the amended pre-negotiated Chapter 11
reorganization plan filed by Leslie Controls.
LOEHMANN'S HOLDINGS: Judge Approves Restructuring Plan
------------------------------------------------------
Bankruptcy Law360 reports that a bankruptcy judge Monday approved
Loehmann's Holdings Inc.'s restructuring plan, setting the
discount retailer on a path to emerge from Chapter 11 protection
by the beginning of March.
Law360 says Judge Robert E. Gerber approved the plan orally in the
U.S. Bankruptcy Court for the Southern District of New York.
As part of the Joint Plan of Reorganization, the Company will
receive a $25 million capital infusion upon emergence from chapter
11 through a rights offering to the Company's senior secured Class
A Noteholders, which is being backstopped by Istithmar World and
Whippoorwill Associates, Inc. Under the terms of the global
settlement agreement between the parties, general unsecured
creditors will receive a pro rata distribution consisting of cash
in the aggregate amount of $2 million.
About Loehmann's Holdings
Bronx, New York-based Loehmann's Holdings, Inc., is a discount
retailer with more than 60 stores. The Bronx, New York-based
company is owned indirectly by Istithmar PJSC, an investment firm
owned by the government of Dubai.
Loehmann's filed for Chapter 11 bankruptcy protection on
November 15, 2010 (Bankr. S.D.N.Y. Case No. 10-16077). It
estimated its assets and debts at $100 million to $500 million.
Affiliates Loehmann's Inc. (Bankr. S.D.N.Y. Case No. 10-16078),
Loehmann's Operating Co. (Bankr. S.D.N.Y. Case No. 10-16079),
Loehmann's Real Estate Holdings, Inc. (Bankr. S.D.N.Y. Case No.
10-16080), and Loehmann's Capital Corp. (Bankr. S.D.N.Y. Case No.
10-16081) filed separate Chapter 11 petitions.
Frank A. Oswald, Esq., at Togut, Segal & Segal LLP, assist the
Debtors in their restructuring efforts.
Perella Weinberg Partners LP is the Debtors' investment banker and
financial advisor. Clear Thinking Group LLC is the Debtors'
restructuring adviser. Troutman Sanders LLP is the Debtor's
special corporate counsel. Kurtzman Carson Consultants LLC is the
Debtors' claims and notice agent.
Mark S. Indelicato, Esq., Mark T. Power, Esq., and Janine M.
Cerbone, Esq., at Hahn & Hessen LLP, in New York, serve as counsel
for the Official Committee of Unsecured Creditors.
LOS GATOS: Taps Mints Levin as Bankruptcy Counsel
-------------------------------------------------
Los Gatos Hotel Corporation asks the U.S. Bankruptcy Court for the
Northern District of California for permission to employ Mintz
Levin Cohn Ferris Glovsky and Popeo P.C. as its bankruptcy
counsel.
The firm agrees to:
a) advise the Debtor with regard to the requirements of the
Court, the Bankruptcy Code, the bankruptcy rules and the
Office of the United States Trustee;
b) represent the Debtor in proceedings or hearings before the
Court;
c) advise the Debtor with regard to its duties as debtor-in-
possession;
d) assist the Debtor with the negotiation, documentation and any
necessary Court approval of transactions disposing of
property of the estate; and
e) prepare and assist the Debtor in the preparation of reports,
application, pleadings and orders.
The firm's attorneys who will take part in the engagement are:
Attorney Designation Hourly Rate
-------- ----------- -----------
Jeffry A. Davis, Esq. Member $650
Joseph R. Dunn, Esq. Associate $450
Abigail V. O'Brient, Esq. Associate $285
The Debtor assures the Court that the firm is a "disinterested
person" as defined in the Bankruptcy Code.
About Los Gatos
San Jose, California-based Los Gatos Hotel Corporation, dba Hotel
Los Gatos, was formed in 2000 to build and operate Hotel Los
Gatos, a full-service boutique hotel in downtown Los Gatos,
California.
Los Gatos Hotel filed for Chapter 11 bankruptcy protection (Bankr.
N.D. Calif. Case No. 10-63135) on December 27, 2010. The Debtor
estimated its assets and debts at $10 million to $50 million.
Affiliate Blossom Valley Investors, Inc., filed a separate Chapter
11 petition on September 10, 2009 (Bankr. N.D. Calif. Case No. 09-
57669).
The Debtors have tapped OSAS Inc. as financial advisor and
investment banker.
LOS GATOS: Wants to Hire OSAS Inc. as Investment Banker
-------------------------------------------------------
Los Gatos Hotel Corporation asks the U.S. Bankruptcy Court for the
Northern District of California for permission to employ OSAS Inc.
as financial advisor and investment banker.
Among other things, the firm agrees to:
a) familiarize itself with the business, operations, properties,
financial condition, secured and unsecured debt and prospects
of the Debtor;
b) review and analyze the Debtor's business plan and financial
projections prepared by the Debtor, including, but not
limited to, testing assumptions and comparing those
assumptions to historical Debtor and industry trends;
c) review and analyze the Debtor's liquidity position and
assisting management in identifying areas and means to
improve and preserve the Debtor's liquidity;
d) assist in the determination of a capital structure for the
Debtor; and
e) assist in the determination of range of values for the Debtor
on a going concern basis.
The firm's managing directors Michael Bergthold and Susan H. Snow
each charge for services rendered at $425 per hour. Senior
associates bill $325 per hour.
The Debtor assures the Court that the firm is a "disinterested
person" as defined in the Bankruptcy Code.
About Los Gatos
San Jose, California-based Los Gatos Hotel Corporation, dba Hotel
Los Gatos, was formed in 2000 to build and operate Hotel Los
Gatos, a full-service boutique hotel in downtown Los Gatos,
California.
Los Gatos Hotel filed for Chapter 11 bankruptcy protection on
December 27, 2010 (Bankr. N.D. Calif. Case No. 10-63135). The
Debtor estimated its assets and debts at $10 million to $50
million. Affiliate Blossom Valley Investors, Inc., filed a
separate Chapter 11 petition on September 10, 2009 (Bankr. N.D.
Calif. Case No. 09-57669).
Jeffry A. Davis, Esq., at Mintz Levin Cohn Ferris Glovsky Popeo,
serves as the Debtors' bankruptcy counsel.
LOS GATOS: Files Schedules of Assets and Liabilities
----------------------------------------------------
Los Gatos Hotel Corporation filed with the U.S. Bankruptcy Court
for the Northern District of California its schedules of assets
and liabilities, and statement of financial affairs, disclosing:
Name of Schedule Assets Liabilities
---------------- ------------ -----------
A. Real Property $14,369,714
B. Personal Property $2,821,563
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $12,735,208
E. Creditors Holding
Unsecured Priority
Claims $90,198
F. Creditors Holding
Unsecured Non-priority
Claims $71,062
------------ ------------
TOTAL $17,191,277 $12,896,468
A full-text copy of the Schedules of Assets & Liabilities is
available for free at http://ResearchArchives.com/t/s?72f9
About Los Gatos
San Jose, California-based Los Gatos Hotel Corporation, dba Hotel
Los Gatos, was formed in 2000 to build and operate Hotel Los
Gatos, a full-service boutique hotel in downtown Los Gatos,
California.
Los Gatos Hotel filed for Chapter 11 bankruptcy protection on
December 27, 2010 (Bankr. N.D. Calif. Case No. 10-63135). The
Debtor estimated its assets and debts at $10 million to $50
million. Affiliate Blossom Valley Investors, Inc., filed a
separate Chapter 11 petition on September 10, 2009 (Bankr. N.D.
Calif. Case No. 09-57669).
Jeffry A. Davis, Esq., at Mintz Levin Cohn Ferris Glovsky Popeo,
serves as the Debtor's bankruptcy counsel. The Debtor has tapped
OSAS Inc. as financial advisor and investment banker.
MAGIL CORP: Court Directs Ameritech to Pay $13,429 for Goods Sold
-----------------------------------------------------------------
Magil Corporation sued Ameritech Elevator Company, Inc., for
failure to pay $13,430 in goods. The Defendant has failed to
answer or otherwise plead to the Complaint. Accordingly,
Bankruptcy Judge John H. Squires held that the Debtor is entitled
to judgment against the Defendant for $13,430, plus post-judgment
interest.
The suit is Magil Corporation, v. Ameritech Elevator Company,
Inc., Adv. Pro. No. 10-2387 (Bankr. N.D. Ill.). A copy of the
Court's January 27, 2011 Proposed Findings of Fact and Conclusions
of Law is available at http://is.gd/CUOsnxfrom Leagle.com.
Based in Lake Zurich, Illinois, Magil Corporation and 500 Oakwood
LLC filed for Chapter 11 bankruptcy (Bankr. N.D. Ill. Case Nos.
10-34831 and 10-34821) on August 3, 2010. William J. Factor, Esq.
-- wfactor@wfactorlaw.com -- serves as the Debtors' counsel. In
its petition, Magil reported $1 million to $10 million in assets
and debts.
MCINTYRE BUILDING: Bankr. Ct. to Hear Claims in McIntyre Land Suit
------------------------------------------------------------------
Bankruptcy Judge William R. Sawyer ruled that the subject matter
of all the claims in the case, McIntyre Land Company Inc., v.
Branch Banking and Trust Company Inc., Susan S. Depaola, Trustee
for McIntyre Building Company Inc. and for Innes T. McIntyre IV,
Mississippi Valley Title Insurance Company, Pro Abstract Title
Company Inc., First American Title Insurance Company Inc. and
Servisfirst Bank, Adv. Pro. No. 10-3029 (Bankr. M.D. Ala.), are so
interrelated so as to make their trial separately in separate fora
inappropriate and would likely lead to the possibility that a non-
bankruptcy court would decide whether property of a bankruptcy
estate was encumbered with a mortgage. As a result, the
Bankruptcy Court will hear all related claims.
Adversary Proceeding 10-3029 was initiated on April 15, 2010, when
McIntyre Land filed its original complaint, naming McIntyre
Building, Innes T. McIntyre, IV and Branch Banking and Trust
Company, Inc., as Defendants. At that time, McIntyre Building was
a Debtor in a case under Chapter 11 of the Bankruptcy Code. As
McIntyre Land, McIntyre Building and Innes McIntyre are related
parties, the true dispute was between the McIntyres on one hand
and BB&T on the other.
As alleged in the original complaint in Adversary Proceeding 10-
3029, on October 28, 2008, Colonial Bank entered into a loan
commitment with Innes McIntyre, McIntyre Land and McIntyre
Building whereby Colonial Bank lent approximately $3 million and
took a mortgage on a 90-acre parcel of land in Fairhope, Alabama,
owned by McIntyre Building and the Prattville Square Shopping
Center which is owned by McIntyre Land. It is alleged by McIntyre
Land that it was agreed that Colonial would later release its
mortgage on the Prattville Square property and take instead a
mortgage on 165 acres in Prattville owned by McIntyre Building.
McIntyre Land called this a "collateral swap." In the meantime,
Colonial Bank has failed and BB&T has acquired the $3 million debt
owed by the McIntyres as well as related mortgages.
Adversary Proceeding 10-3029, first came before the Court for a
hearing on June 8, 2010. At that time, the Court made the parties
aware of its concern that the alleged "collateral swap" may be a
fraudulent conveyance.
According to Judge Sawyer, it is not clear, at this juncture, who
received the benefit of the $3 million which was borrowed from
Colonial and which BB&T now seeks to recover. It may well be that
the proposed "collateral swap" was not a fraudulent conveyance,
however, the Court remains concerned that several badges of fraud
appear to be present. Specifically, it appears that McIntyre Land
is attempting to encumber property of the estate with the BB&T
mortgage while releasing its property from the same mortgage.
This encumbrance of property of the estate is a transfer which may
be a fraudulent conveyance. In the alternative, even if McIntyre
Building received consideration for the transfer in question, it
may nevertheless be a voidable preference within the meaning of
11 U.S.C. Sec. 547.2
Shortly after the June 8 hearing, and possibly in response to the
Court's concerns, McIntyre Land filed an Amended Complaint without
first seeking leave to amend as required by Rule 15(a), Fed. R.
Civ. P. and Rule 7015, Fed. R. Bankr. P. BB&T responded with
another motion to dismiss, setting in motion a complex series of
procedural motions.
The Amended Complaint differs from the original complaint in that
McIntyre Land has abandoned its "collateral swap" theory and
elected to proceed on fraud and breach of contract theories,
contending that the Bank has promised to release its lien on the
Prattville Square Shopping Center, but purports to take no
position that other property owned by McIntyre Building was to be
mortgaged. To further complicate matters, McIntyre Land joined
additional Defendants -- i.e. Mississippi Valley Title Insurance
Company, Pro Abstract Co., Inc., First American Title Insurance
Company and Macon County Abstract and Title Company, Inc. None of
these new Defendants were named in the caption of the Amended
Complaint nor were the now apparently superfluous Defendants --
i.e. Innes McIntyre and McIntyre Building -- dismissed, creating
some confusion as to who were the true parties to Adversary
Proceeing 10-3029, in light of the Amended Complaint.
In response to the Motion to Strike the Amended Complaint filed by
BB&T, McIntyre Land did them one better and moved to dismiss its
own complaint, without prejudice. BB&T then opposed the motion to
dismiss, without prejudice, filed by McIntyre Land. As it then
appeared to the Court that the Amended Complaint affected only the
rights of nonbankrupt parties, the Court granted the motion to
dismiss by McIntyre Land on October 21, 2010.
Judge Sawyer noted that the Court was not aware that BB&T had
filed an Answer, Counterclaim and Crossclaim at the time he
entered the October 21 order granting the motion to dismiss.
Within several hours of entry of the October 21 Order, the Court
became aware of the Counterclaim and, by Order dated October 22,
2010, sua sponte, set a Status Conference with the intention of
determining whether the October 21 order of dismissal should be
vacated. After hearing from the parties at the November 19
hearing, the Court entered an order calling for briefs on its sua
sponte motion to reconsider.
While the Court was attempting to unravel the procedural mess it
had created with its October 21 Order, on October 26, 2010,
McIntyre Land filed a complaint in the Circuit Court of Montgomery
County, which appears to be similar in many respects to the
Amended Complaint filed in Adversary Proceeding 10-3029. One
significant difference however, is that McIntyre Building and
Innes McIntyre are not listed as parties in the caption of the
Complaint filed in State Court. BB&T has removed that civil
action from the Montgomery County Circuit Court to the Bankruptcy
Court and moved to consolidate the removed action, which has been
designated Adversary Proceeding 10-3084 with the original
adversary proceeding, 10-3029.
A copy of the Court's February 7, 2011 Memorandum Decision is
available at http://is.gd/nKc0zLfrom Leagle.com.
McIntyre Building Company Inc., filed for Chapter 11 bankruptcy
(Bankr. M.D. Ala. Case No. 10-30558) on March 6, 2010.
MYPHOTOPIPE.COM: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: MyPhotoPipe.com, Inc.
15029 N. Thompson Peak Pkwy B-111
P.O. Box 594
Scottsdale, AZ 85260
Bankruptcy Case No.: 11-03092
Chapter 11 Petition Date: February 7, 2011
Court: United States Bankruptcy Court
District of Arizona (Phoenix)
Judge: George B. Nielsen Jr.
Debtor's Counsel: Fay Marie Waldo, Esq.
ANDANTE LAW GROUP OF DANIEL E. GARRISON
Scottsdale Financial Center I
4110 North Scottsdale Road, Suite 330
Scottsdale, AZ 85251
Tel: (480) 421-9449
Fax: (480) 522-1515
E-mail: fay@andantelaw.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
The Debtor did not file a list of its largest unsecured creditors
together with its petition.
The petition was signed by Robert E. Quick, Jr., CEO.
NEW JERSEY: S&P Downgrades Rating to "AA-" From "AA"
----------------------------------------------------
The Wall Street Journal's Jeannette Neumann and Lisa Fleisher
report that Standard & Poor's on Wednesday downgraded New Jersey
one notch, from "AA" to "AA-", citing the state's poorly funded
pension system and "above-average" debt levels. S&P also cited
health care and other retirement benefits for government workers
as budget stresses.
The Journal notes a lower credit rating can mean higher borrowing
costs for a state.
The Journal also relates that Gov. Chris Christie, speaking about
the S&P downgrade at a town-hall style meeting Wednesday, blamed
the downgrade on the state legislature's inaction on his proposed
pension and benefit cuts.
For more than a decade, New Jersey has underfunded its pension,
partially paying or entirely skipping the annual pension bills for
many years in favor of other budget items. Mr. Christie continued
the practice in his first budget, skipping a $3.1 billion payment.
The Journal recounts that Mr. Christie in September proposed
broad-based cuts to future pension benefits for currently employed
public workers, including reversing a 9% increase granted in 2001.
He also proposed switching to a health-care plan where workers
paid a percentage of premiums rather than a percentage of salary.
Some Democrats have argued the health-care switch would
disproportionately hurt lower-paid workers.
According to Journal, the downgrade on New Jersey comes as states
are heading into what many observers believe will be the toughest
budget session since the recession, as tax revenues remain
sluggish and federal aid is cut. Many governors and lawmakers
across the country have targeted pension and health-care benefits
as cost-cutting priorities.
The Journal relates that 36% of states are rated AA by Standard &
Poor's, according to a report by the firm that takes into account
New Jersey's downgrade. According to the S&P report, 10% of
states are rated AA- like New Jersey.
California and Illinois are the lowest-rated states by Standard &
Poor's, a unit of McGraw-Hill Cos. California carries an A- with
a negative outlook while Illinois carries an A+, with a negative
outlook.
The Journal notes New Jersey is rated "AA2" with a negative
outlook by Moody's Investors Service, a unit of Moody's Corp., and
"AA" with a stable outlook by Fimalac SA's Fitch Ratings.
NUVILEX INC: Gruden Resigns as CEO, Ryan Tapped to Fill Vacancy
---------------------------------------------------------------
On January 31, 2011, Nuvilex, Inc. accepted the resignations of
Patricia Gruden as Interim President and Interim Chief Executive
Officer. Ms. Gruden will continue to serve as Interim Chief
Financial Officer, Interim Secretary and Interim Chairman of the
Board of Directors. Effective as of the same date, to fill the
vacancies created by Ms. Gruden's resignations, the Board of
Directors appointed Dr. Robert F. Ryan as President and Chief
Executive Officer. The Company and Dr. Ryan are currently in the
processes of finalizing an employment agreement; however, as of
the February 3, 2011, there is not a written employment agreement
in place.
Dr. Robert F. Ryan (age 51) has become a pioneer in the field of
emerging biotechnology, specializing in assisting small companies
with insight and bringing products to market through the rigorous
FDA approval process. Since 2002, Dr. Ryan served as the Chief
Executive Officer of RFR Consulting where he focused on helping
businesses in the biotech industry through providing information,
grant writing, business management, scientific guidance, FDA
regulatory advice, advising investors, and investment acquisition
opportunities. With 25 years experience including excellent
training at the Wistar Institute and NIH, he has participated in
basic and clinical investigations and has published and edited
research articles in several peer-reviewed journals.
About Nuvilex Inc.
Scottsdale, Ariz.-based Nuvilex Inc. (OTC BB: NVLX)
-- http://www.nuvilex.com/-- operates independently and through
wholly-owned subsidiaries and is dedicated to bringing to market
scientifically derived products designed to improve the health and
well-being of those who use them. The Company currently
manufactures, directly or indirectly through independent
contractors Cinnergen(TM), Cinnechol(TM), Infinitink(R) (and
related private label ink products), and Talysn(TM) Scar Cream for
sale worldwide.
Nuvilex markets its products both directly and through retail
distribution partners. The Company's retail distribution partners
include The Vitamin Shoppe and other regional retail
establishments.
The Company's balance sheet at October 31, 2010, showed
$1.2 million in total assets, $3.3 million in total liabilities,
and a stockholders' deficit of $2.1 million.
M&K CPAS, PLLC, in Houston, expressed substantial doubt about
Nuvilex's ability to continue as a going concern, following the
Company's results for the fiscal year ended April 30, 2010. The
independent auditors noted that the Company has suffered recurring
losses from operations.
ORLEANS HOMEBUILDERS: Zurich Resolves Dispute Over Bond Claims
--------------------------------------------------------------
Bankruptcy Law360 reports that Zurich American Insurance Co. and
the official committee of unsecured creditors in Orleans
Homebuilders Inc.'s Chapter 11 have resolved their dispute over
all but one of the insurer's 60 unsecured claims related to its
issuance of surety bonds.
According to Law360, Judge Peter J. Walsh of the U.S. Bankruptcy
Court for the District of Delaware issued an order Friday
approving the parties' stipulation resolving objections to 59 of
Zurich's claims.
About Orleans Homebuilders
Orleans Homebuilders, Inc. -- aka FPA Corporation, OHB, Parker &
Lancaster, Masterpiece Homes, Realen Homes and Orleans --
develops, builds and markets high-quality single-family homes,
townhouses and condominiums. From its headquarters in suburban
Philadelphia, the Company serves a broad customer base including
first-time, move-up, luxury, empty-nester and active adult
homebuyers. The Company currently operates in these 11 distinct
markets: Southeastern Pennsylvania; Central and Southern New
Jersey; Orange County, New York; Charlotte, Raleigh and
Greensboro, North Carolina; Richmond and Tidewater, Virginia;
Chicago, Illinois; and Orlando, Florida. The Company's Charlotte,
North Carolina operations also include adjacent counties in South
Carolina. Orleans Homebuilders employs approximately 300 people.
The Company filed for Chapter 11 bankruptcy protection on March 1,
2010 (Bankr. D. Del. Case No. 10-10684). Cahill Gordon & Reindell
LLP is the Debtor's bankruptcy and restructuring counsel. Curtis
S. Miller, Esq., and Robert J. Dehney, Esq., at Morris, Nichols,
Arsht & Tunnell, are the Debtor's Delaware and restructuring
counsel. Blank Rome LLP is the Debtor's special corporate
counsel. Garden City Group Inc. is the Debtor's claims and notice
agent. Gerard S. Catalanello, Esq., and James J. Vincequerra,
Esq., at Duane Morris LLP, in New York; Lawrence J. Kotler, at
Duane Morris LLP, in Philadelphia, Pennsylvania; and Richard W.
Riley, Esq., and Sommer L. Ross, Esq., at Duane Morris LLP, in
Wilmington, Delaware, serve as counsel to the Official Committee
of Unsecured Creditors.
The Company estimated assets and debts at $100 million to
$500 million as of the Petition Date.
PAUL CANOVALI: BofA Fails in Bid for Relief From Plan Order
-----------------------------------------------------------
Bankruptcy Judge Randy D. Doub denied Bank of America, N.A.'s
request for relief from the order confirming the bankruptcy plan
filed by Houseman Custom Homes, Inc., for Paul Robert Canovali,
Jr., and Brandi M. Canovali. The Court confirmed the Plan on
January 12, 2010.
BofA asked the Court to grant relief to BofA by modifying or
amending the Confirmation Order, such that BofA would be paid in
full with respect to both its first and second liens against
certain real property owned by the Debtors. The Debtors opposed
the Motion and requested that the Court grant an order compelling
BofA to comply with the terms of the Confirmation Order.
A copy of the Court's January 27, 2011 Order is available at
http://is.gd/pH7D3Qfrom Leagle.com.
Raleigh, North Carolina-based Paul Robert Canovali, Jr., and
Brandi M. Canovali, aka Brandi Fishel, filed for Chapter 11
bankruptcy (Bankr. E.D.N.C. Case No. 09-05342) on June 26, 2009.
J.M. Cook, Esq. -- JM_Cook@jmcookesq.com -- serves as the Debtor's
counsel. The Canovalis listed $2,220,903 in assets and $2,458,303
in debts.
PENTHOUSE MEDIA: Founder's Death Puts Suit on Hold
--------------------------------------------------
Bankruptcy Law360 reports that a judge ruled Monday that recently
deceased Penthouse founder Robert Guccione's estate needed to be
sorted out before his suit, which alleges he was forced out of
Penthouse after its bankruptcy because he didn't hand over certain
trademarks, could proceed.
Judge Charles E. Ramos of the Supreme Court of the State of New
York, New York County, issued a stay of at least a month in the
case, Law360 says.
About Penthouse Media
General Media, a subsidiary of Penthouse International, Inc.,
filed for Chapter 11 protection on August 12, 2003 (Bankr.
S.D.N.Y. Case No. 03-15078). Robert Joel Feinstein, Esq., at
Pachulski, Stang, Ziehl, Young, Jones & Weintraub P.C.,
represented the Debtors in their restructuring efforts. When
the Company filed for protection from their creditors, it
listed $50 million to $100 million in total assets and more
than $50 million in total debts. The Debtor confirmed a
chapter 11 plan and emerged from bankruptcy in October 2004
under a plan that swapped approximately 89% of the
Senior Notes of General Media, Inc., for equity and passed
ownership of the reorganized company to PET Capital Partners,
LLC, an affiliate of Marc Bell Capital Partners, LLC.
General Media was the publishing company for adult magazine
Penthouse.
Robert Guccione, the founder, resigned as chairman of the board
and CEO of parent Penthouse International in 2003.
In October 2004, General Media, n/k/a Penthouse Media Group, Inc.,
emerged from Chapter 11 protection under the control of PET
Capital Partners, LLC, an affiliate of Marc Bell Capital Partners,
LLC. PET Capital Partners and affiliates owned approximately 89%
of the Senior Notes of General Media, Inc., prior to its emergence
from bankruptcy.
In 2006, Mr. Guccione sued Penthouse Media Group for fraud, breach
of contract, and conspiracy, among other charges. Mr. Guccione
died of cancer on October 20, 2010, two months before his 80th
birthday.
PFG ASPENWALK: Court Extends Plan Filing Deadline to March 15
-------------------------------------------------------------
The Hon. Robert J. Kressel of the U.S. Bankruptcy Court for the
District of Minnesota extended the exclusive periods of PFG
Aspenwalk LLC to:
* file a Chapter 11 plan of reorganization until March 15, 2011;
and
* solicit acceptances of that plan until May 15, 2011.
An objection was filed on the Debtor's request for an extension
but it was later resolved.
The Debtor is expected to get confirmation of its plan no later
than Aug. 1, 2011.
San Diego, California-based Panoche Valley, LLC, filed for Chapter
11 bankruptcy protection on December 23, 2009 (Bankr. S.D. Calif.
Case No. 09-19670). Thomas C. Nelson, Esq., who has an office in
San Diego, California, assists the Company in its restructuring
effort. The Company estimated $10,000,001 to $50,000,000 in
assets and $1,000,001 to $10,000,000 in liabilities in its Chapter
11 petition.
PHIL MULARONI: Case Summary & 3 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Phil Mularoni Investments, LLC
23455 Telegraaph Rd.
Southfield, MI 48033
Bankruptcy Case No.: 11-42903
Chapter 11 Petition Date: February 7, 2011
Court: United States Bankruptcy Court
Eastern District of Michigan (Detroit)
Judge: Phillip J. Shefferly
Debtor's Counsel: Richard F. Fellrath, Esq.
LAW OFFICES OF RICHARD F. FELLRATH
4056 Middlebury Drive
Troy, MI 48085
Tel: (248) 519-5064
Fax: (248) 519-5065
E-mail: lawfell@wowway.com
Scheduled Assets: $1,025,600
Scheduled Debts: $1,560,000
A list of the Company's three largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/mieb11-42903.pdf
The petition was signed by Philip Mularoni, managing member.
PHOENIX FOOTWEAR: Terminate Carlsbad Headquarters Lease
-------------------------------------------------------
On January 26, 2011, Phoenix Footwear Group, Inc., entered into an
agreement with H.G. Fenton Property Company, the landlord for its
corporate headquarters office in Carlsbad, California regarding
the payment of its remaining lease obligation. This agreement
terminates the lease as of February 11, 2011 and provides for the
payment of the remaining eight months of the obligation in the
amount of $307,673 to be spread over a 24 month period at a rate
of 8.0% per annum. Payments begin on February 1, 2011 and
continuing on the first calendar date of the month thereafter
until the obligation is paid in full. Fenton may declare the
balance immediately due and payable upon the failure to make the
specified monthly payment.
Concurrently, the Company's corporate headquarters have been
relocated within Carlsbad, California to a smaller facility. This
move has resulted in a reduction of rent expenses of approximately
$40,000 per month beginning in February 2011.
About Phoenix Footwear
Based in Carlsbad, California, Phoenix Footwear Group, Inc. (NYSE
Amex: PXG) specializes in quality comfort women's and men's
footwear with a design focus on fitting features. Phoenix
Footwear designs, develops, markets and sells footwear in a wide
range of sizes and widths under the brands Trotters(R),
SoftWalk(R), and H.S. Trask(R). The brands are primarily sold
through department stores, leading specialty and independent
retail stores, mail order catalogues and internet retailers and
are carried by approximately 650 customers in more than 900 retail
locations throughout the U.S. Phoenix Footwear has been engaged
in the manufacture or importation and sale of quality footwear
since 1882.
The Company's balance sheet at October 2, 2010, showed $10,837,000
in total assets, $6,760,000 in total liabilities, and $4,077,000
in stockholders' equity.
As reported by the Troubled Company Reporter on November 29, 2010,
the Company said in its quarterly report on Form 10-Q for the
period ended October 2, 2010, that the severe global recession has
been challenging during the past two years and has dramatically
affected the Company's business as it is dependent on consumer
demand for its products. During this time, the Company has faced
significant working capital constraints as the result of the
decline in sales, expenditures, and obligations associated with
its restructuring and diminished borrowing capacity. These
factors, together with net losses and negative cash flows during
the past three fiscal years, raise substantial doubt about the
Company's ability to continue as a going concern.
PHOENIX FOOTWEAR: Shareholders OK Reverse/Forward Stock Split
-------------------------------------------------------------
Phoenix Footwear Group, Inc. announced that at a special meeting
on January 28, 2011, the shareholders approved a 1-for-200 reverse
stock split of the Company's common stock, to be immediately
followed by a 200-for-1 forward stock split of the common stock.
As a result, registered shareholders owning fewer than 200 shares
of common stock of record prior to the Reverse Stock Split will
have such pre-split shares cancelled and converted into the right
to receive cash consideration of $0.75 per pre-split share. The
Reverse/Forward Stock Split will be effective following the close
of business on January 31, 2011.
The purpose of the Reverse/Forward Stock Split is to allow the
Company to suspend its Securities and Exchange Commission
reporting obligations by reducing the number of stockholders of
record to fewer than 300. The Company expects to repurchase
approximately 12,800 shares for $9,600 and reduce its number of
shareholders of record to approximately 210. As a result, the
Company expects to terminate the registration of its common stock
under federal securities laws as soon as practicable. The Company
also intends to file a Form 25 with the SEC to voluntarily delist
its shares from the NYSE AMEX as soon as possible after completion
of the stock split. This delisting will take effect 10 days
following the filing of the Form 25.
Jim Riedman, CEO and President, stated, "We are pleased to
announce this Reverse/Forward Split, as it is an important step
toward our goal of simplifying the operating structure of the
Company and reducing overhead costs significantly. We believe
that we initiated this process at an appropriate time and that it
is in the best interest of our stockholders and the Company's
future growth. We look forward to our shares trading on the Pink
OTC Markets and providing the shareholders with financial
information relating to the fiscal year ended January 1, 2011 in
the near future."
About Phoenix Footwear
Based in Carlsbad, California, Phoenix Footwear Group, Inc. (NYSE
Amex: PXG) specializes in quality comfort women's and men's
footwear with a design focus on fitting features. Phoenix
Footwear designs, develops, markets and sells footwear in a wide
range of sizes and widths under the brands Trotters(R),
SoftWalk(R), and H.S. Trask(R). The brands are primarily sold
through department stores, leading specialty and independent
retail stores, mail order catalogues and internet retailers and
are carried by approximately 650 customers in more than 900 retail
locations throughout the U.S. Phoenix Footwear has been engaged
in the manufacture or importation and sale of quality footwear
since 1882.
The Company's balance sheet at October 2, 2010, showed $10,837,000
in total assets, $6,760,000 in total liabilities, and $4,077,000
in stockholders' equity.
As reported by the Troubled Company Reporter on November 29, 2010,
the Company said in its quarterly report on Form 10-Q for the
period ended October 2, 2010, that the severe global recession has
been challenging during the past two years and has dramatically
affected the Company's business as it is dependent on consumer
demand for its products. During this time, the Company has faced
significant working capital constraints as the result of the
decline in sales, expenditures, and obligations associated with
its restructuring and diminished borrowing capacity. These
factors, together with net losses and negative cash flows during
the past three fiscal years, raise substantial doubt about the
Company's ability to continue as a going concern.
PLATINUM ENERGY: CEO Al Rahmani Resigns Due to Medical Reasons
--------------------------------------------------------------
On January 31, 2011, Platinum Energy Resources, Inc., received
notice from Al Rahmani that he was resigning from his position as
Chief Executive Officer due to medical reasons, effective February
1, 2011. A copy of Mr. Rahmani's letter of resignation is
available for free at:
http://ResearchArchives.com/t/s?72f4
Platinum Energy also disclosed that on January 28, it received an
executed Action by Written Consent of Majority Stockholder from
Pacific International Group Holdings, LLC whereby it was resolved
that pursuant to Article 3.8 of the Amended and Restated By-Laws
of the Company, that the director William C. Glass be removed from
office, effective January 28, 2011. The Written Consent of
Shareholders is available for free at:
http://ResearchArchives.com/t/s?72f3
On January 31, the Board of Directors of the Company appointed
Victor David Rahmanian (62) as Chief Operations Officer of the
Company and President and Chief Operating Officer of Tandem Energy
Corporation, effective February 1, 2011. Dr. Rahmanian has served
as the Interim Chief Operating Officer of the Company and
President and Chief Operating Officer of Tandem Energy Corporation
since October 28, 2010.
About Platinum Energy
Houston, Tex.-based Platinum Energy Resources, Inc. --
http://www.platenergy.com/-- is an independent oil and gas
exploration and production company. The Company has approximately
37,000 acres under lease in relatively long-lived fields with
well-established production histories. The properties properties
are concentrated primarily in the Gulf Coast region in Texas, the
Permian Basin in Texas and New Mexico, and the Fort Worth Basin in
Texas.
GBH CPAs, PC, in Houston, Texas, expressed substantial doubt about
the Company's ability to continue as a going concern after
auditing the Company's financial statements for the year ended
December 31, 2009. The independent auditors noted that the
Company has experienced significant losses since inception and is
currently in default of its debt agreements.
The Company has incurred significant losses, resulting in
cumulative losses of $113,747,702 through September 30, 2010. At
September 30, 2010, the Senior Credit Facility balance was
approximately $5.15 million. The Company's current cash on hand
of $2,395,820 is not adequate to satisfy the debt. Also, the
Company has negative working capital of $8,168,992. Currently the
Company is looking at various ways of correcting these issues,
including exploring joint venture opportunities as well as a
thorough analysis of our specific assets for potential
divestiture. Further the Company has assets and liabilities that
could be affected by unfavorable outcomes of litigation in
progress.
PLATINUM ENERGY: Obtains Favorable Ruling in "Kovar" Litigation
---------------------------------------------------------------
Platinum Energy Resources, Inc. announced that it has received a
ruling in Robert L. Kovar v. Platinum Energy Resources, Inc.
Judge Peeples, the presiding judge in the case, ruled in favor of
Platinum Energy denying Mr. Kovar's claim for breach of his
employment agreement and concluding that Mr. Kovar did not have
"good reason" to terminate his employment with Platinum Energy.
About Platinum Energy
Houston, Tex.-based Platinum Energy Resources, Inc. --
http://www.platenergy.com/-- is an independent oil and gas
exploration and production company. The Company has approximately
37,000 acres under lease in relatively long-lived fields with
well-established production histories. The properties properties
are concentrated primarily in the Gulf Coast region in Texas, the
Permian Basin in Texas and New Mexico, and the Fort Worth Basin in
Texas.
GBH CPAs, PC, in Houston, Texas, expressed substantial doubt about
the Company's ability to continue as a going concern after
auditing the Company's financial statements for the year ended
December 31, 2009. The independent auditors noted that the
Company has experienced significant losses since inception and is
currently in default of its debt agreements.
The Company has incurred significant losses, resulting in
cumulative losses of $113,747,702 through September 30, 2010. At
September 30, 2010, the Senior Credit Facility balance was
approximately $5.15 million. The Company's current cash on hand
of $2,395,820 is not adequate to satisfy the debt. Also, the
Company has negative working capital of $8,168,992. Currently the
Company is looking at various ways of correcting these issues,
including exploring joint venture opportunities as well as a
thorough analysis of our specific assets for potential
divestiture. Further the Company has assets and liabilities that
could be affected by unfavorable outcomes of litigation in
progress.
PLY GEM: Moody's Assigns 'Caa1' Rating to Senior Secured Notes
--------------------------------------------------------------
Moody's Investors Service assigned a Caa1 rating to Ply Gem
Industries, Inc.'s proposed senior secured notes, and affirmed its
Caa1 Corporate Family Rating and Caa1 Probability of Default
Rating. The outlook is stable.
These ratings/assessments were affected by this action:
-- Corporate Family Rating affirmed at Caa1;
-- Probability of Default Rating affirmed at Caa1;
-- Proposed senior secured notes due 2018 assigned Caa1 (LGD4,
50%);
-- $725.0 million senior secured notes due 2013 affirmed at Caa1
(LGD4, 50%); and,
-- $150.0 million senior subordinated notes due 2014 affirmed at
Caa3 (LGD6, 92%).
Ratings Rationale
The Caa1 rating assigned to the proposed $800 million senior
secured notes due 2018, the same rating as the corporate family
rating reflects its first priority interest in substantially all
of the company's non-current assets, second priority interest in
the revolving credit facility's collateral, and are supported by
upstream guarantees from Ply Gem's material domestic subsidiaries.
Proceeds from the proposed notes issuance will be used to redeem
the company's $725 million 11.75% senior secured notes due 2013 --
at which time the ratings will be withdrawn -- and also to pay
redemption premiums and other related fees and expenses. The
proposed note issuance will improve interest coverage ratios
slightly due to its lower interest rate than the Notes due 2013
despite a higher principal balance. The transaction also improves
Ply Gem's debt maturity profile, with no maturities for the next
three years. Also, reduced interest costs of about $17 million
annually should improve free cash flow.
Ply Gem's Caa1 Corporate Family Rating remains constrained by weak
credit metrics, and also by uncertainty surrounding the company's
end markets. New residential construction and repair and
remodeling sectors, the company's primary end markets, are
expected to remain challenging throughout this year and into 2012.
Despite the likelihood of some margin expansion and new business,
Ply Gem's debt leverage and interest coverage credit metrics will
remain stressed. On a pro form basis through October 2, 2010,
debt leverage worsened moderately to about 7.6 times from 7.1
times, but EBITA-to-interest expense improved slightly to above
0.8 times from 0.7 times (all ratios adjusted per Moody's
methodology).
Moody's views Ply Gem's market position as one of the larger
manufacturers of vinyl siding and windows and doors remains sound
and is a credit positive. Ply Gem's vinyl siding segment has
performed well during the downturn, but it has not fully offset
weakness in other product lines. Revenues from windows and doors
are derived mainly from the residential construction end market
and are positioned to benefit from any rebound in new housing
starts.
The stable outlook incorporates Moody's view that Ply Gem will
maintain credit metrics appropriate for its rating category.
Reduced interest costs, availability under the company's revolving
credit facility, and the absence of any near-term maturities give
the company adequate financial flexibility to contend with on-
going uncertainties in its end markets.
When the company's end markets show sustainable growth Ply Gem
needs to demonstrate improvement in generating significant levels
of operating earnings and free cash flow. An improved liquidity
profile supported by solid free cash generation and operating
performance that results in debt-to-EBITDA remaining below 6.5
times on a sustainable basis or EBITA-to-interest expense trending
towards 1.2 times (all ratios adjusted per Moody's methodology)
could result in positive rating actions.
Factors that might stress the ratings include erosion in the
company's financial performance due to an unexpected decline in
Ply Gem's end markets or deterioration in the company's liquidity
profile. Debt-to-EBITDA trending towards 8.0 times or EBITA-to-
interest expense falling towards 0.5 times (adjusted per Moody's
methodology) could pressure the ratings.
The last rating action was on January 6, 2010, at which time
Moody's upgraded Ply Gem Industries, Inc.'s Corporate Family
Rating to Caa1 and its Probability of Default Rating to Caa1.
Ply-Gem Industries, Inc., headquartered in Cary, NC, is a leading
manufacturer of residential exterior building products in North
America. The company's core products are vinyl siding, windows,
patio doors, fencing, railing, and stone serving both the new
construction and repair and remodel end markets. CI Capital
Partners LLC, through its respective affiliates, is the primary
owner of Ply Gem. Revenues for the twelve months through
October 2, 2010, totaled $990 million.
PLY GEM: S&P Assigns 'B-' to Corporate Rating & $800-Mil. Notes
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B-' corporate
credit rating to Cary, N.C.-based Ply Gem Industries Inc. The
rating outlook is positive.
At the same time, S&P assigned a 'B-' (same as the corporate
credit rating) issue-level rating to the company's proposed
$800 million senior secured notes due 2018, the proceeds of which
will be utilized to finance the tender and repayment of the
company's existing $725 million of 11.75% senior secured notes due
in June 2013. The recovery rating is '4', reflecting S&P's
expectation for average (30% to 50%) recovery for lenders in the
event of payment default.
S&P also assigned a 'CCC' rating (two notches lower than the
corporate credit rating) to the company's existing $150 million
13.125% senior subordinated notes due 2014, with a recovery rating
of '6', reflecting the expectation for negligible (0% to 10%)
recovery for lenders in the event of a payment default.
S&P's previous unsolicited ratings on Ply Gem Industries have also
been withdrawn.
"The 'B-' corporate credit rating reflects what S&P considers
to be Ply Gem's highly leveraged financial risk profile,
participation in cyclical residential construction markets, and
exposure to volatile raw material costs, particularly resin and
aluminum, which can have the effect of compressing operating
margins and using working capital until such time -- usually 90
days -- pricing can recover increased costs," said Standard &
Poor's credit analyst Thomas Nadramia. "The rating and outlook
also reflect S&P's view that Ply Gem's liquidity profile will
improve as a result of the proposed refinancing of its existing
$725 million 11.75% senior secured notes due in 2013."
Ply Gem manufactures exterior building products, including siding,
windows, and doors, for the residential construction market, which
are sold primarily in the U.S. and Canada. About 50% of Ply Gem's
sales are to the less cyclical repair and remodeling markets,
which provides some stability.
The rating outlook is positive. S&P expects end-market demand for
Ply Gem's siding and window products to modestly improve in 2011,
albeit from depressed levels, because of its expectations for a
gradual recovery in residential housing markets and continued
growth in repair and remodeling activity. As a result, credit
measures are likely to improve to a level more in-line with the
'B-' rating. Specifically, S&P expects interest coverage to
improve to about 1.5x by year end. Moreover, S&P expects Ply Gem
to maintain adequate liquidity of at least $50 million at its
seasonal low point and in excess of $100 million at the seasonal
peak even if revenues grow less than expected in 2011. However,
looking ahead S&P expects additional recovery in housing starts in
2012, which should position Ply Gem to increase revenues and
EBITDA further resulting in credit measures that would be more in
line with a higher rating, specifically adjusted debt/EBITDA of 5x
or less and interest coverage above 2x, which would result in a
higher rating.
S&P could take a negative rating action if the operating
environment deteriorates in 2011 due to an unexpected decline in
housing starts and a pull back in remodeling spending on the part
of consumers, causing reduced cash flow and borrowing base
availability for Ply Gem, resulting in increased reliance on the
company's asset-based revolving credit facility to fund operating
losses and possibly leading to reduced liquidity. Specifically,
this could occur if EBITDA were to decline to a level insufficient
to service cash interest expense of approximately $90 million and
capital expenditures of approximately $25 million.
PROVIDENT FUNDING: Moody's Assigns 'B2' Rating to Senior Debt
-------------------------------------------------------------
Moody's Investors Service assigned a first-time senior unsecured
debt rating of B2 to Provident Funding Associates, L.P. Moody's
affirmed Provident's Ba3 corporate family and senior secured
ratings, respectively with a stable outlook.
Ratings Rationale
The B2 senior unsecured debt rating reflects the position of the
debt in Provident's capital structure and the amount of encumbered
assets supporting the company's secured debt. Provident's Ba3
corporate family rating incorporates the company's strong asset
quality, stable cash flow generation, low cost origination and
servicing platforms, as well as its adequate risk-adjusted
returns. The company's stable capital level is also a credit
positive.
At the same time, the ratings reflect Provident's limited
franchise in the fragmented and highly competitive residential
mortgage market. In addition, the company is reliant on secured
and short-term funding, which results in a high level of
encumbered assets and limits financial flexibility.
The Ba3 senior secured rating is assigned at the same rating as
Provident's CFR, reflecting the substantial amount of secured debt
in the company's capital structure. The stable outlook reflects
Moody's expectations that Provident will be able to profitably
grow while employing modest leverage.
This rating was assigned with a stable outlook:
* Provident Funding Associates, L.P. -- Senior unsecured at B2
These ratings were affirmed with a stable outlook:
* Provident Funding Associates, L.P. -- Senior secured at Ba3
* Provident Funding Associates, L.P. -- Corporate family ratings
at Ba3
The last rating action on Provident occurred on March 22, 2010, at
which time Moody's assigned the Ba3 CFR and senior secured debt
ratings, respectively.
Provident is headquartered in Burlingame, California.
QUEPASA CORP: To Buy Outstanding Interests of XtFt for $3.7MM
-------------------------------------------------------------
On January 28, 2011, Quepasa Corporation entered into a Stock
Purchase Agreement with XtFt Games S/S Ltda, the owner of
substantially all of the assets of TechFront Desenvolvimento de
Software S/S Ltda, a Brazilian company. Under the terms of the
Agreement, the Company will acquire all of the outstanding equity
interests of XtFt and will pay XtFt owners $3,700,000 of the
Company's common stock which will be valued at the lower of: (i)
the average closing price per share for the ten trading days prior
to January 28, 2011 and (ii) the closing price on the date of
closing the Agreement. In addition, the Company will pay a
$300,000 brokerage fee and a potential earnout fee of 250,000
shares of the Company's common stock based on XtFt achieving
specific performance milestones. Further, the Company is required
to provide XtFt with $1,000,000 of working capital and will
provide any additional working capital the Company's management
deems appropriate. The closing of the Agreement is subject to
customary closing conditions and delivery of audited financial
statements to the Company.
In connection with the Agreement, on February 1, 2011, the Company
entered into a Secured Revolving Line of Credit Agreement with
TechFront and agreed to lend up to $500,000 which is part of the
$1,000,000. Advances under the Credit Agreement may be used to
pay off certain loans and will bear interest at the LIBOR rate at
the time of issuance of each note. The notes and interest will
become due and payable on February 1, 2017. The Credit Agreement
is secured by certain U.S. and Brazilian Trademarks of TechFront.
About Quepasa Corporation
West Palm Beach, Fla.-based Quepasa Corporation (OTC BB: QPSA)
through its Web site http://www.Quepasa.com/operates as an online
social community for young Hispanics.
The Company's balance sheet at September 30, 2010, showed
$3.39 million in total assets, $6.67 million in total liabilities,
and a stockholders' deficit of $3.28 million. At Sept. 30, the
Company had accumulated losses from inception of $164.28 million.
As reported in the Troubled Company Reporter on March 9, 2010,
Salberg & Company, P.A., in Boca Raton, Florida, expressed
substantial doubt about the Company's ability to continue as a
going concern. The independent auditors noted of the Company's
net loss and net cash used in operating activities in 2009 of
$10.58 million and $3.88 million, respectively, and a
stockholders' deficit and an accumulated deficit of $3.90 million
and $159.33 million, respectively, at December 31, 2009.
RIVER WEST: Joint Plan of Liquidation Declared Effective Jan. 11
----------------------------------------------------------------
The Joint Chapter 11 Plan of Liquidation of Bank Of America, N.A.,
and River West Plaza-Chicago, LLC, as filed with the U.S.
Bankruptcy Court for the Northern District of Illinois on
October 4, 2010, became effective in accordance with its terms on
January 11, 2011.
As reported in the Troubled Company Reporter on October 14, 2010,
under the Plan, allowed general unsecured creditors are expected
to receive, in full satisfaction, settlement, release and
discharge of their claims, cash in the allowed amount of their
claims (without interest).
About River West Plaza-Chicago
River West Plaza-Chicago LLC, dba Joffco Square, is an Illinois
limited liability company, with its principal office located at 5
Revere Drive, Suite 200, Northbrook, Illinois 60062. The Company
filed for Chapter 11 bankruptcy protection on December 7, 2009
(Bankr. N.D. Ill. Case No. 09-46258). Forrest B. Lammiman, Esq.,
and David L. Kane, at Meltzer, Purtill & Stelle LLC, in Chicago,
Ill., represent the Debtor as counsel. In its schedules, the
Debtor disclosed $29,084,466 in assets and $32,511,036 in
liabilities.
On December 22, 2010, the Bankruptcy Court confirmed the Joint
Chapter Plan of Liquidation of Bank Of America, N.A. and the
Debtor, dated October 4, 2010.
ROSARIO'S INC: Judge Tosses Out Suit Against Dept. Revenue
----------------------------------------------------------
Jeff Tucker at The Pueblo Chieftain reports that Chief Pueblo
District Judge Deborah Eyler dismissed a lawsuit filed by
Rosario's Inc. to keep the Colorado Department of Revenue from
acting against it. The injunction was filed in September, along
with a civil case against former Rosario's accountant Tami
Cornelison alleging fraud and theft.
Rosario's Inc. has since sought bankruptcy protection.
According to the report, the revenue department had threatened
action against the restaurant, claiming it was owed $274,829 in
sales and use taxes from Rosario's restaurant and another $30,252
from its sister operation, Tony's Chop House. Rosario's suit
against Ms. Cornelison is ongoing. It alleges she stole more than
$250,000 from the Company and misrepresented to Rosario's owner,
Tony Ianne, that she was accurately reporting income to the proper
taxing authorities and paying the taxes.
Rosario's attorney Randy Jorgensen said the bankruptcy filing is
due in large part to the losses alleged in that lawsuit and in a
2008 suit where former business manager Tony Panariso admitted to
stealing $225,000 from the restaurant.
About Rosario's Inc.
Based in Pueblo, Colorado, Rosario's Inc. filed for Chapter 11
bankruptcy protection on Jan. 13, 2011 (Bankr. D. Colo. Case No.
11-10571). Judge Elizabeth E. Brown presides the case. Scott A.
Midgley, Esq., represents the Debtor. The Debtor both estimated
assets and debts of between $1 million and $10 million.
SALLY HOLDINGS: Reports $42.15MM Net Earnings for Dec. 31 Qtr.
--------------------------------------------------------------
On February 3, 2011, Sally Holdings LLC filed with the U.S.
Securities and Exchange Commission its quarterly report for the
period ended December 31, 2010. The Company reported net earnings
of $42.15 million on $793.56 million of net sales for the three
months ended December 31, 2010, compared with net earnings of
$27.36 million on $704.85 million of net sales for the same period
a year ago.
The Company's balance sheet at December 31, 2010, showed $1.67
billion in total assets, $2.12 billion in total liabilities and
$453.52 million in total members' deficit.
A full-text copy of the Quarterly Report is available for free at:
http://ResearchArchives.com/t/s?72fb
About Sally Holdings
Sally Holdings, LLC, based in Denton, Texas, is a leading retailer
and distributor of beauty products with over 3,800 stores in 10
countries. Annual revenues are around $2.6 billion.
* * *
Sally Holdings carries a 'BB-' corporate credit rating from
Standard & Poor's Ratings Services.
It has 'B2' corporate family and probability of default ratings
from Moody's.
SAND HILL: Court Extends Plan Filing Deadline to February 14
------------------------------------------------------------
The Hon. Bill Parker of the U.S. Bankruptcy Court for the Eastern
District of Texas extend the exclusive periods of Sand Hill
Foundation LLC and its debtor-affiliates to:
* file a Chapter 11 plan of reorganization through and until
Feb. 14, 2011, and
* solicit acceptance of the plan until May 23, 2011.
As reported in the Troubled Company Reporter on Jan. 7, 2011, in
the extension request, Jeffrey Wells Oppel, Esq., at Oppel &
Goldberg PLLC, said the Debtors need additional time to resolve
certain business issues to promote their reorganization efforts.
In addition, the Debtors, through counsel, have been negotiating
with creditors to satisfy pre- and post- petition debts. The
Debtors are also taking the necessary steps to appeal the judgment
obtained by Bass Drilling. Based on the Debtors' recent progress
it appears reasonable and likely that a confirmable plan can be
filed within the next 45 days, Mr. Oppel said.
This was the second extension requested by the Debtor.
About Sand Hill Foundation
Center, Texas-based Sand Hill Foundation, LLC, is an oilfield
service and construction company. The Company filed for
Chapter 11 bankruptcy protection (Bankr. E.D. Tex. Case No. 10-
90209) on May 25, 2010. Jeffrey Wells Oppel, Esq., at Oppel,
Goldberg & Saenz P.L.L.C., assists the Debtor in its restructuring
effort. The Company estimated its assets and debts at $10 million
to $50 million.
The U.S. Trustee has formed an official committee of unsecured
creditors in the Chapter 11 case.
SAUNDERS OF YUMA: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Saunders of Yuma
dba Embassy Suites
2850 East Skyline Drive, Suite 200
Tucson, AZ 85718
Bankruptcy Case No.: 11-03042
Chapter 11 Petition Date: February 7, 2011
Court: United States Bankruptcy Court
District of Arizona (Tucson)
Judge: James M. Marlar
Debtor's Counsel: Sally M. Darcy, Esq.
MCEVOY, DANIELS & DARCY P.C.
Camp Loweel Corporate Center
4560 East Camp Lowell Drive
Tucson, AZ 85712
Tel: (520) 326-0133
Fax: (520) 326-5938
E-mail: DarcySM@aol.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $10,000,001 to $50,000,000
A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/azb11-03042.pdf
The petition was signed by Randal Dix, member of Broadway Lodging,
LLC.
SAVERS INC: S&P Affirms Corporate Credit Rating at 'B+'
-------------------------------------------------------
Standard & Poor's Ratings Services said that it affirmed its 'B+'
corporate credit rating on discount retailer Savers Inc. The
outlook is stable.
S&P also assigned its 'B+' bank loan rating with a '4' recovery
rating to Savers' proposed $500 million credit facility consisting
of a $40 million revolver and a $460 million term loan. The '4'
recovery rating indicates S&P's expectation for an average (30%-
50%) recovery in the event of a payment default.
The rating action follows Savers' planned acquisition of 18 stores
from Apogee for $180 million. The proceeds from the proposed
$460 million term loan, along with $20 million equity contribution
and $33 million of cash, will be used to fund the acquisition and
to refinance Savers' existing credit facility. The $40 million
revolver will remain undrawn at closing. Pro forma for the
transaction, leverage will only modestly increase to about 5.3x
at Sept. 30, 2010, from about 5.1x before the transaction.
"The ratings on Savers reflect S&P's belief that performance will
remain stable, with sales trends benefiting from consumer
frugality and increasing environmental awareness," said Standard &
Poor's credit analyst Mariola Borysiak. Although not immediately,
S&P also believes that Savers will benefit from Apogee's higher
store productivity and wider margins.
S&P views Savers' business profile as weak, reflecting its narrow
business focus, continued expansion plans in the less profitable
and more competitive U.S. market, potential for merchandise
sourcing challenges if charitable donations decline, and exposure
to foreign currency exchange rates. Integration risk of Apogee
stores is also a factor given Apogee's different merchandise
sourcing model and Savers' lack of acquisition expertise.
SEAWORLD PARKS: Moody's Assigns 'Ba2' Rating to $125 Mil. Loan
--------------------------------------------------------------
Moody's Investors Service assigned a Ba2 rating to SeaWorld Parks
& Entertainment, Inc. 's proposed $125 million senior secured term
loan A and affirmed the Ba2 ratings on the existing senior secured
revolver and downsized term loan B in conjunction with a repricing
and maturity extension on those facilities. SeaWorld Parks
intends to utilize the proceeds from the term loan A to pay down
the term loan B and fund transaction fees and expenses. SeaWorld
Parks' Ba3 Corporate Family Rating, Ba3 Probability of Default
Rating and stable rating outlook are not affected.
Assignments:
Issuer: SeaWorld Parks & Entertainment, Inc.
-- Senior Secured Bank Credit Facility (Term Loan A), Assigned
Ba2, LGD3 - 37%
The proposed refinancing favorably reduces cash interest
expense and pushes out the maturity of the credit facility by
approximately a year. The revised facility consists of a
$140 million revolver, the new $125 million term loan A and a
$925 million term loan B (downsized from $1.05 billion). Moody's
estimates the proposed reduction in the spread on the facility,
the absence of a Libor floor on the revolver and new term loan A,
and proposed reduction in the Libor floor on the term loan B to
1.25% from 2.25% will reduce cash interest expense by
approximately $14 million annually. Moody's anticipates SeaWorld
Parks will utilize any incremental free cash flow for
reinvestment, to meet required principal payments (annual
amortization of 5% on the term loan A and 1% on the term loan B as
well as the excess cash flow sweep), and to build capacity for
cash returns to private equity sponsor The Blackstone Group
(Blackstone).
The approximate 12-month maturity extension of the term loan B
to 6.5 years from closing from its current June 2016 expiration
is modestly favorable, but does not materially alter the
refinancing risk associated with the maturity of all of the
company's $1.45 billion of debt in 2016-2017. The revolver and
term loan A will mature 5 years from the closing. Moody's does
not anticipate SeaWorld Parks will generate sufficient free cash
flow to fully fund the maturities, thus creating dependence on
access to new capital to refinance its debt. There are no other
material changes to the prior credit facility terms including the
guarantee and collateral package or the financial maintenance
covenants.
SeaWorld Parks' Ba3 CFR reflects the strong brands and consumer
appeal of its portfolio of 10 regional and destination amusement
parks, tempered by exposure to cyclical discretionary consumer
spending, the high debt-to-EBITDA leverage (5.1x LTM 9/30/10
incorporating Moody's standard adjustments) resulting from the
2009 LBO and recent attendance softness, and risks related to cash
distributions or leveraging actions by equity sponsor Blackstone.
The parks generate meaningful annual attendance (24 million in
2009) and benefit from high barriers to entry and distinct
advantages due to the unmatched animal encounters, mix of
entertainment and rides, and broad demographic appeal. Amusement
parks are capital intensive but Moody's anticipate SeaWorld Parks
will continue its good track record of reinvesting in the parks to
compete for consumers with a wide range of entertainment
alternatives, maintain the attendance base and generate free cash
flow. Attendance at the parks is vulnerable to weather, changes
in fuel prices, public health issues and other disruptions that
are outside of the company's control. A good liquidity position
provides a cushion to reinvest and manage through the recent
attendance weakness at the SeaWorld parks that is in part due to a
tragic accident involving a killer whale in February 2010. The
high leverage weakly positions the company within the Ba3 CFR
rating category, but Moody's anticipates that attendance will
improve in 2011 as the company continues its significant
reinvestment program and that leverage will return to a mid 4x
range or lower.
The stable rating outlook reflects Moody's expectation that
SeaWorld Parks will continue to generate good cash flow and
maintain a good liquidity position to fund continued reinvestment
in rides and attractions. Moody's projects modest debt reduction
and the expected improvement in attendance will reduce debt-to-
EBITDA to a mid 4x range in 2011. Moody's expects the company
will refrain from large debt-financed acquisitions and/or cash
distributions to shareholders until leverage is lower.
Downward rating pressure could result if cash distributions to
shareholders, acquisitions or declines in attendance and earnings
driven by competition, insufficient or ineffective investments or
a prolonged economic downturn result in debt-to-EBITDA sustained
in a 5x range. A significant increase in interest rates, a
deterioration in liquidity, more aggressive financial policies, or
if Moody's expects the company will have difficulty refinancing
its 2016-2017 maturities are also factors that could result in a
downgrade.
Upward rating movement is not anticipated due to event risks
related to equity sponsor ownership, but could occur if the
company demonstrates the willingness and ability to sustain debt-
to-EBITDA leverage below 3.5x (after factoring in projected future
shareholder distributions), maintains a good liquidity profile,
and generates solid and growing EBITDA and cash flow with good
park reinvestment.
The last rating action was on November 9, 2009, when Moody's
assigned first time ratings (Ba3 Corporate Family Rating and Ba2
senior secured credit facility rating) to SeaWorld Parks in
connection with Blackstone's $2.4 billion (including fees)
acquisition of the company from Anheuser-Busch InBev
SeaWorld Parks' ratings were assigned by evaluating factors that
Moody's considers relevant to the credit profile of the issuer,
such as the company's (i) business risk and competitive position
compared with others within the industry; (iii) capital structure
and financial risk; (iii) projected performance over the near to
intermediate term; and (iv) management's track record and
tolerance for risk. Moody's compared these attributes against
other issuers both within and outside SeaWorld Parks' core
industry and believes SeaWorld Parks' ratings are comparable to
those of other issuers with similar credit risk.
SeaWorld Parks, headquartered in Orlando, Florida, owns and
operates ten amusement parks located in the U.S. Properties
include SeaWorld (Orlando, San Diego and San Antonio), Busch
Gardens (Tampa and Williamsburg) and Sesame Place (Langhorne, PA).
The Blackstone Group (Blackstone) acquired SeaWorld in December
2009 in a $2.4 billion (including fees) leveraged buyout.
SeaWorld Parks' LTM 9/30/10 revenue was approximately
$1.2 billion.
Moody's decision to bring Jordan's local currency government bond
rating into line with its foreign currency government bond rating
is as per its published methodology cited below. Specifically,
Jordan does not display limited capital mobility. Nor is their
evidence of a significant bias in the government's ability or
willingness to service its debt in favour of local currency. In
fact, the government has little external market debt and the bulk
of its debt is denominated in local currency. This rating action
also reflects Jordan's fiscal vulnerabilities and downside risks
mentioned above.
Previous Rating Action & Methodology Used
The last rating action affecting Jordan was implemented on 1
November 2010, when Moody's assigned a Ba2 rating to the
government's dollar-denominated bond. Prior to that, Moody's last
rating action on Jordan was taken on 8 January 2007 when the
rating agency changed the outlook on Jordan's sovereign ratings to
stable from negative to reflect Moody's increased confidence in
the country's ability to finance its large external current
account deficit and the government's success in containing fiscal
pressures.
SEAWORLD PARKS: S&P Assigns 'BB+' Rating to $1.19 Bil. Loan
-----------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned Orlando,
Fla.-based theme park operator SeaWorld Parks & Entertainment
Inc.'s proposed $1.19 billion credit facility its 'BB+' issue
level rating (two-notches higher than the 'BB-' corporate credit
rating on the company). S&P also assigned this debt a recovery
rating of '1', indicating its expectation of very high (90% to
100%) recovery for lenders in the event of a payment default.
The proposed facility consists of a $140 million senior secured
revolver due 2016, a $125 million term loan A due 2016, and a
$925 million term loan B due 2017. The company plans to use the
proceeds from the issuance to refinance completely its current
senior secured credit facility, of which $1.04 billion was
outstanding as of Dec. 31, 2010.
At the same time, S&P affirmed its 'BB-' corporate credit rating
on SeaWorld. The rating outlook is negative.
"The 'BB-' corporate credit rating reflects SeaWorld's low profit
margin compared to its theme park operator peers, cyclical and
seasonal operating performance, and geographic concentration in
Florida," said Standard & Poor's credit analyst Ariel Silverberg,
"and management's plan to increase capital spending this year,
which may reduce discretionary cash flow." These factors are only
modestly offset by SeaWorld's position as a distant second-largest
U.S. theme park company in terms of revenue (after The Walt Disney
Co.) and moderate debt leverage.
"While the proposed refinancing transaction will slightly reduce
fixed charges and extend maturities," said Ms. Silverberg, "S&P
views the transaction as neutral to the credit risk of SeaWorld."
The proposed financing transaction should reduce cash interest
expense to around $100 million, extend the maturity of the
revolving credit facility by two years to 2016, and extend a
portion of the term loan by one year to 2017. The reduction in
cash interest expense will be partially offset, however, by an
increase in term loan amortization payments, which are likely to
total $15.5 million, a $5 million increase from the current credit
agreement. S&P expects provisions related to restricted payment
will remain the same.
SHADOW THEATRE: Files for Chapter 11 Reorganization
---------------------------------------------------
Shadow Theatre Company, in Aurora, Colorado, has filed for Chapter
11 reorganization. Shadow Theatre filed a Chapter 11 petition
(Bankr. D. Col. Case No. 11-11962) in Denver on Feb. 2, 2011. It
estimated assets of under $50,000 and debts of $100,000 to
$500,000.
The Debtor is represented by:
Rhonda R. Crawford, Esq.
8326 Quivas Way
Denver, CO 80221
Tel: (303) 457-9170
E-mail: bankruptcy@crawfordlawcentre.com
While it was an extremely difficult decision, it was the right
one, said Herman Malone, Board president of Shadow Theatre, "It
provides us the opportunity to develop our funding strategies, pay
our debtors and to keep afloat the proud tradition represented by
this theatre."
Shadow Theatre Company was founded by Jeffrey Nickelson in 1997
and was housed in a facility in Capital Hill. Mr. Nickelson often
attested that the organization was begun "with five hundred
dollars and a dream." Since then, the company has received
numerous awards for its productions including several Denver Post
Ovation Awards as well as awards for the company's productions,
actors, directors and a Lifetime Achievement Award for
Mr. Nickelson.
In 2007, the company moved into a new, larger facility at 1468
Dayton Street as part of the City of Aurora's revitalization plan.
Unexpectedly, however, in 2009, Jeffrey Nickelson died at age 53.
Hugo Jon Sayles is the company's current Producing Artistic
Director. He was involved with the company's founding and served
in a variety of roles including associate director, director,
actor, choreographer, dancer and youth program coordinator. "You
can't imagine what is was like to lose my best friend and not have
time to mourn because we couldn't delay the struggle to keep
his.our dream alive during the biggest economic downturn since the
Great Depression. We have had staff turnover, Board member
turnover but through it all, I continue to be amazed by my staff,
volunteers and the public who remind me why keeping Shadow alive
and thriving is so important." Mr. Sayles said, "This theatre is
more than a facility and it's even more than the people involved
with us now. It represents all those writers, directors, actors,
stage hands, and audiences we have served over the years who know
the value of a place where people can do their art and inspire
communities. We have earned the title of 'one of the nation's
premiere African American theatre companies."
Mr. Malone claimed that he and his Board had been making progress
at restructuring the company before its difficulties with its
building lease. "We have been putting a Board in place that had
to step in and take action to keep Shadow going, but we inherited
a $9,000 monthly lease payments (with no chance of negotiation)
which had not been paid in a year and a half. We have been
working hard to turn things around and moving in the right
direction but we were consumed by this debt. We are not unlike
all the other businesses out there trying to make it without
incentives and bailouts."
Mr. Sayles affirms, "Shadow Theatre Company will go on. Next year
is our fifteenth season and we're preparing for it as one exciting
part of how we will rise from the ashes. Companies as ours rely
on the support of those we serve. We need the audiences and we
also need funders, the business community, and everyone else who
understands the value of a cultural institution such as ours."
Malone said, "There is art and then there is the business of the
arts. We're committed to making both of those things thrive.
Shadow is an investment opportunity that will pay benefits to the
heart and to the pocket book. Our plans will help our community
to take advantage of both."
SHELBRAN INVESTMENTS: Taps Brennan Manna as Counsel
---------------------------------------------------
Shelbran Investments LP asks the U.S. Bankruptcy Court for the
Middle District of Florida for permission to employ Brennan, Manna
& Diamond, PL, as its counsel.
The firm will represent the Debtor in litigation, bankruptcy and
other legal services including the development and implementation
of a plan of reorganization.
The firm's Robert D. Wilcox, Esq., will charge the Debtor's
$295 per hour for his services. The firm's attorney and other
personnel will bill between $350 and $75 per hour.
The Debtor assures the Court that the firm is a "disinterested
person" as defined in the U.S. Bankruptcy Code.
Ocala, Florida-based Shelbran Investments, L. P., filed for
Chapter 11 bankruptcy protection (Bankr. M.D. Fla. Case No. 10-
10937) on December 21, 2010. The Debtor estimated its assets and
debts at $10 million to $50 million.
SHELBRAN INVESTMENTS: Files Schedules of Assets and Liabilities
---------------------------------------------------------------
Shelbran Investments L.P. filed with the U.S. Bankruptcy Court for
the Middle District of Florida its schedules of assets and
liabilities, disclosing:
Name of Schedule Assets Liabilities
---------------- ------------ -----------
A. Real Property $27,574,200
B. Personal Property $731,030
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $15,300,994
E. Creditors Holding
Unsecured Priority
Claims
F. Creditors Holding
Unsecured Non-priority
Claims $5,878,515
------------ ------------
TOTAL $28,305,230 $21,179,509
A full-text copy of the Schedules of Assets and Liabilities is
available for free at http://ResearchArchives.com/t/s?72f5
Ocala, Florida-based Shelbran Investments, L. P., filed for
Chapter 11 bankruptcy protection on December 21, 2010 (Bankr. M.D.
Fla. Case No. 10-10937). Robert D. Wilcox, Esq., at Brennan,
Manna & Diamond, PL, serves as the Debtor's bankruptcy counsel.
The Debtor estimated its assets and debts at $10 million to
$50 million.
SHELDRAKE LOFTS: Court Moves Exclusivity Hearing to February 14
---------------------------------------------------------------
The Hon. Robert D. Drain of the U.S. Bankruptcy Court for the
Southern District of New York adjourned the hearing to consider
approval of the Sheldrake Lofts LLC's to extend its exclusive
periods to file a Chapter 11 plan of reorganization and solicit
acceptances of than plan to Feb. 14, 2011, at 10:00 a.m.
The hearing was originally scheduled on Jan. 27, 2011.
According to the Troubled Company Reporter on Dec. 10, 2010, the
Debtor is asking the Hon. Robert D. Drain of the U.S. Bankruptcy
Court for the Southern District of New York to extend its
exclusive periods to file a plan of reorganization until April 7,
2011, and to solicit acceptances to the plan until June 9, 2011.
The Debtor said that while its bankruptcy case may not be a large
one with respect to the number of creditors, or the amount of
assets when compared to other Chapter 11 cases in the district, it
is not a small or simple case. Remediation Capital Funding, LLC's
claim is well over $10 million, general unsecured claims exceed
$1 million and the value of the Debtor's real property is between
$3-15 million. The Debtor is also asserting significant claims
against the Village, RCF and the Cozen Firm totaling tens of
millions of dollars.
The Debtor stated, "There are various legal and factual issues of
a significant magnitude and complexity relating to the Article 78
proceedings that need to be addressed in the pending litigation,
before the Debtor can file a viable plan. If it is determined
that the Debtor is entitled to a building permit, that will be a
'game-changer' for this Chapter 11 case and provide the foundation
for a viable plan. Additionally, there are significant legal and
factual issues that need to be litigated with respect to RCF's
claim and lien and, once there is a resolution of such matters,
the Debtor believes it will be in a position to commence
negotiations with RCF regarding a plan or, alternatively, file a
cram-down plan."
New Rochelle, New York-based Sheldrake Lofts LLC owns several
contiguous parcels of real property in the Village of Mamaroneck
situated along the Sheldrake River: 270 Waverly Avenue, 206-208
Waverly Avenue, 188 Waverly Avenue. It filed for Chapter 11
protection on August 10, 2010 (Bankr. S.D.N.Y. Case No. 10-23650).
David H. Wander, Esq., at Davidoff, Malito & Hutcher, LLP, serves
as the Debtor's bankruptcy counsel. The Debtor estimated its
assets at $50 million to $100 million and its debts at $10 million
to $50 million as of the Petition Date.
SHUBH HOTELS PITTSBURGH: Court Orders Appointment of Trustee
------------------------------------------------------------
The U.S. Bankruptcy court for the Western District of
Pennsylvania, on February 1, 2011, has directed the appointment of
a Chapter 11 trustee for the bankruptcy estate of Shubh Hotels
Pittsburgh, LLC.
The judge had said he is ordering the appointment of a trustee to
oversee the Debtor's Chapter 11 case, citing that he is tired of
the "animosity" between interests competing for control. The
trustee will have independent control of business decisions at the
hotel.
As reported in the Troubled Company Reporter on October 29, 2010,
Carbon Capital II Real Estate CDO 2005-1 Ltd. and BlackRock
Financial Management, Inc., said in documents filed with the
Bankruptcy Court that "cause exists for the appointment of a
Chapter 11 trustee in this case because the Debtor's prepetition
and postpetition actions have revealed gross mismanagement,
incompetence and deceitfulness in the handling of its affairs."
About Shubh Hotels Pittsburgh
Boca Raton, Florida-based Shubh Hotels Pittsburgh, LLC, owns and
operates the largest hotel in the City of Pittsburgh. For roughly
50 years, the Hotel operated as a Hilton franchise. Hilton
terminated the Hilton Franchise Agreement by letter dated
September 1, 2010. The Debtor filed for Chapter 11 bankruptcy
protection on September 7, 2010 (Bankr. W.D. Pa. Case No.
10-26337). Scott M. Hare, Esq., in Pittsburgh, Pennsylvania, and
attorneys at Rudov & Stein, P.C., serve as co-counsel. The Debtor
estimated its assets at $10 million to $50 million and debts at
$50 million to $100 million.
As reported in the Troubled Company Reporter on January 5, 2011,
mortgage lender Carbon Capital II Real Estate CDO 2005-1, Ltd., is
challenging Shubh Hotels Pittsburgh, LLC's bankruptcy-exit plan
and is proposing its own sale-driven road map for the Company's
Chapter 11 case.
The plan from Carbon Capital and loan administrator BlackRock
Financial Management Inc. calls for a sale of Shubh's assets, with
the lender itself kicking off bidding with a credit bid of up to
$52.6 million.
SOUTH EDGE: KB Home Has Potential Liability of Up to $180MM
-----------------------------------------------------------
KB Home said in a regulatory filing that on February 3, 2011, it
potentially became responsible to pay certain amounts to the
lenders to South Edge, LLC, a Nevada limited liability company,
under a limited several guaranty (the "Springing Repayment
Guaranty") that KB Home provided to the lenders.
KB Home provided the Springing Repayment Guaranty in connection
with secured loans the lenders (as part of a lending syndicate)
provided to South Edge in 2004 and 2007. The Loans were used by
South Edge to partially finance the purchase and development of
the underlying property for a residential community located near
Las Vegas, Nevada. At November 30, 2010, the outstanding
principal balance of the Loans was approximately $328 million.
The Springing Repayment Guaranty, by its terms, purports to
guarantee the repayment of certain amounts to the lenders,
including principal and interest, if an involuntary bankruptcy
petition is filed against South Edge that is not dismissed within
60 days or for which an order approving relief under bankruptcy
law is entered. The parent companies of each of the other members
of South Edge provided a similar repayment guaranty to the
lenders.
On January 6, 2011, South Edge filed motions with the court to
dismiss the involuntary bankruptcy petition by JPMorgan Chase
Bank, N.A., Wells Fargo Bank, N.A. and Cr‚dit Agricole Corporate
and Investment Bank.
The court held a trial that commenced on January 24, 2011. On
February 3, 2011, the court denied South Edge's motions and
entered an order for relief and for the appointment of a trustee.
According to KB Home, the trustee may or may not pursue remedies
proposed by the lenders, including attempted enforcement of
alleged obligations of the South Edge members to purchase land
parcels from South Edge, which, if successfully enforced, would
likely have the effect of reducing the debt owed by South Edge on
the Loans.
Although it has not yet received one, KB Home anticipates that a
demand will be made under the Springing Repayment Guaranty. The
Company will contest the demand. If the Springing Repayment
Guaranty were enforced, the Company's maximum potential
responsibility would be approximately $180 million in aggregate
principal amount, plus a potentially significant amount for
accrued and unpaid interest and attorneys' fees in respect of the
Loans. This potential Springing Repayment Guaranty obligation,
however, does not account for any offsets or defenses that could
be available to prevent or minimize the impact of its enforcement.
Any payments made on the Springing Repayment Guaranty, if
enforced, would also reduce the debt owed by South Edge on the
Loans.
"An unfavorable outcome under either of the potential actions
described above would have a material adverse effect on the
Company's consolidated financial position and results of
operations," KB Home said.
About South Edge
Las Vegas, Nevada-based South Edge LLC owns the Inspirada project,
an uncompleted 2,000-acre residential development in Henderson,
Nevada, about 16 miles (26 kilometers) southeast of Las Vegas.
The eight owners of the project include an affiliate of KB Home, a
49% owner. Other owners are Coleman Toll LP with 10.5%, Pardee
Homes Nevada Inc. with 4.9%, Meritage Homes with 3.5%, and Beazer
Homes USA Inc. with 2.6%.
JPMorgan Chase Bank N.A. and two other lenders filed an
involuntary petition on December 9, 2010, in Las Vegas against
South Edge LLC (Bankr. D. Nev. Case No. 10-32968). The lenders
who filed the involuntary petition are part of a group that
provided a $595 million credit. New York-based JPMorgan is a
lender and agent for the lenders. Other lenders filing the
involuntary petition were Credit Agricole Corporate and Investment
Bank and Wells Fargo Bank NA.
TOWER OAKS: Case Summary & 2 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Tower Oaks Boulevard, LLC
3317 Landor Road
Raleigh, NC 27609-7012
Bankruptcy Case No.: 11-12413
Chapter 11 Petition Date: February 8, 2011
Court: U.S. Bankruptcy Court
District of Maryland (Greenbelt)
Debtor's Counsel: Steven H. Greenfeld, Esq.
COHEN, BALDINGER & GREENFELD, LLC
7910 Woodmont Avenue, Suite 1103
Bethesda, MD 20814
Tel: (301) 881-8300
Fax: (301) 881-8350
E-mail: steveng@cohenbaldinger.com
Estimated Assets: $10,000,001 to $50,000,000
Estimated Debts: $1,000,001 to $10,000,000
The petition was signed by David T. Buckingham, manager of Oak
Plaza, LLC.
Debtor-affiliate that filed separate Chapter 11 petition:
Entity Case No. Petition Date
------ -------- -------------
Sun Control Systems, Inc. 10-37991 12/13/10
Tower Oaks' List of two Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Ronald Cohen Investments, Inc. Lawsuit $202,628
2701 Tower Oaks Boulevard, Suite 200
Rockville, MD 20852
Pepco Utilities $138,601
1300 North 17th Street, Suite 1600
Arlington, VA 22209
TOWNSENDS INC: Get Court's Final Okay to Use $12 Million DIP Loan
-----------------------------------------------------------------
Roby Brock at the Arkansas News reports that Townsends Inc. and
four of its subsidiaries obtained final approval from a bankruptcy
court to access $12 debtor-in-possession financing facility.
About Townsends Inc.
Founded in 1891, Townsends Inc. is a third-generation, family-
owned poultry company. Headquartered in Georgetown, Delaware,
Townsends operates production and processing facilities in
Arkansas and North Carolina. Townsends Inc. -- fka Townsend
Speciality Foods -- and several affiliates filed for Chapter 11
bankruptcy protection on December 19, 2010 (Bankr. D. Del. Lead
Case No. 10-14092). As of December 5, 2010, the Debtors disclosed
$131 million in total assets and $127 million in total debts.
Derek C. Abbott, Esq., at Morris Nichols Arsht & Tunnell, serves
as the Debtors' bankruptcy counsel. McKenna Long & Aldridge LLP
serves as special counsel. Huron Consulting Group's Dalton T.
Edgecomb serves as the Debtors' chief restructuring officer. SSG
Capital Advisors, LLC, serves as investment banker. Donlin,
Recano & Company, Inc., is the Debtors' claims, noticing and
balloting agent.
An Official Committee of Unsecured Creditors has been appointed in
the case. The Committee has tapped Lowenstein Sandler PC as its
counsel and J.H. Cohn LLP as its financial advisor.
TRADE UNION: Section 341(a) Meeting Scheduled for March 4
---------------------------------------------------------
The U.S. Trustee for Region 16 will convene a meeting of Trade
Union International Inc.'s creditors on March 4, 2011, at 2:30
p.m. The meeting will be held at Room 200C, 3685 Main Street, 2nd
Floor, Riverside. CA 92501.
This is the first meeting of creditors required under Section
341(a) of the U.S. Bankruptcy Code in all bankruptcy cases.
All creditors are invited, but not required, to attend. This
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.
Montclair, California-based Trade Union International Inc.
supplies aftermarket aluminum alloy wheels and wheel and truck
accessories. It filed for Chapter 11 bankruptcy protection
(Bankr. C.D. Calif. Case No. 11-13071) on January 31, 2011. James
C. Bastian, Jr., Esq., at Shulman Hodges & Bastian LLP, serves as
the Debtor's bankruptcy counsel. The Debtor estimated its assets
and debts at $10 million to $50 million.
Affiliate Duck House, Inc., a California corporation, filed a
separate Chapter 11 petition on January 27, 2011 (Bankr. C.D.
Calif. Case No. 11-13072).
TSO INC: Taps DurretteBradshaw PLC to Handle Reorganization Case
----------------------------------------------------------------
Tso, Inc., asks the U.S. Bankruptcy Court for the Eastern District
of Virginia for permission to employ DurretteBradshaw PLC as
counsel.
DurretteBradshaw will:
-- prepare and file all required statements and schedules;
-- evaluate the Debtor's financial condition;
-- negotiate with the Debtor's creditors;
-- represent the Debtor in all contested matters and adversary
proceeds that may arise in the reorganization case;
-- form a plan of reorganization; and
-- assist the Debtor in performing its duties.
Roy M. Terry, Jr., a partner of DurretteBradshaw, tells the Court
that DurretteBradshaw's representation of the Debtor will be
structured to avoid duplication of effort by its attorneys.
Mr. Terry relates that DurretteBradshaw's retainer of $40,000 was
paid prepetition.
The hourly rates of DurretteBradshaw's personnel are:
Mr. Terry $345
John C. Smith $250
Elizabeth L. Gunn $235
Legal Assistants $120 - $170
Mr. Terry assures the Court that DurretteBradshaw is a
?disinterested person? as that term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be can be reached at:
DURRETTEBRADSHAW PLC
Roy M. Terry, Jr., Esq.
John C. Smith, Esq.
Elizabeth L. Gunn, Esq.
1111 East Main Street, 16th Floor
Richmond, Virginia 23219
Tel. (804) 775-6900
Fax: (804) 775-6911
E-mail: rterry@durrettebradshaw.com
About TSO, Inc.
Doswell, Virginia-based, TSO, Inc., dba Doswell Truck Stop,
Roady's of Doswell, and Econolodge at the Park filed for
Chapter 11 protection on on December 13, 2010
(Bankr. E.D. Va. Case No. 10-38524). The Company did not file a
list of creditors together with its petition. The Company
estimated assets at $10 million to $50 million and liabilities at
$1 million to $10 million.
TTR MATTESON: Plan Contemplates Sale of Commercial Property
-----------------------------------------------------------
TTR Matteson, LLC, submits to the U.S. Bankruptcy Court for
the Northern District of Illinois a proposed Plan of
Reorganization and an explanatory Disclosure Statement.
The Debtor will begin soliciting votes on the Plan following
approval of the adequacy of the information in the Disclosure
Statement.
According to the Disclosure Statement, the Plan provides for
distributions to the holders of allowed claims from funds realized
from a series of transactions involving the TTR properties:
-- a purchase and sale agreement with Menards, an adjacent
property owner, to purchase 36,000 to 54,000 square feet of
the Debtor's commercial property, including 3.33 acres of
land to expand the Menards' existing lumber department;
-- a condoization of the commercial property enabling the
Debtor to sell space currently occupied by MF Global as a
stand alone investment; and
-- sale of a permanent easement agreement over a portion of the
63 acre site for $425,000.
In addition, it is anticipated the Debtor will continue to market
the remaining acreage of the TTR properties for the duration of
the Plan and beyond.
Under the Plan, holders of unsecured claims will receive 100% of
the allowed amounts of their claims on the effective date. The
Debtor's members will retain their equity interest in the Debtor
after the confirmation of the Plan.
A full-text copy of the Disclosure Statement is available for free
at http://bankrupt.com/misc/TTRMatteson_AmendedDS.pdf
About TTR Matteson
Oak Brook, Illinois-based TTR Matteson, LLC, owns three commercial
properties. The Company filed for Chapter 11 bankruptcy
protection on July 19, 2010 (Bankr. N.D. Ill. Case No. 10-31879).
Scott R. Clar, Esq., at Crane Heyman Simon Welch & Clar,
represents the Debtor in its restructuring effort. The Debtor
disclosed 16,552,953 in assets and $11,771,474 in liabilities as
of the Petition Date.
ULTIMATE ACQUISITION: Liquidating 46 Ultimate Electronics Stores
----------------------------------------------------------------
As widely reported, Ultimate Acquisition Partners LP and CC Retail
LLC, the companies behind Ultimate Electronics, are scrapping
plans to reorganize the electronics retailer around their
profitable stores and instead are now seeking to liquidate all 46
locations.
Bankruptcy Law360 reports that Ultimate Electronics' parent
companies have asked the Bankruptcy Court for permission to close
46 of the retail chain's stores after failing to obtain the
financing necessary to keep operations humming.
Boston-based Gordon Brothers Group is handling the liquidation
sale, according to The Denver Post.
Kyle Glazier at The Denver Post reports Ultimate Acquisition noted
in court filings a downturn in business in 2010 and stated that an
immediate "going out of business" sale is the best way to settle
its debts because the products sitting on store shelves will lose
value over time.
The Debtors cited their failure to attract debtor-in-possession
financing and secured lender General Electric Capital Corp.'s
refusal to grant use of cash collateral to buy new inventory.
Ultimate's single largest debt is $64.8 million owed to General
Electric Capital.
About Ultimate Electronics
Ultimate Acquisition Partners LP and CC Retail, LLC, which own the
U.S. consumer electronics store chain Ultimate Electronics, filed
for Chapter 11 protection (Bankr. D. Del. Lead Case No. 11-10245)
on January 26, 2011.
Ultimate Acquisition estimated assets and liabilities between
$100 million and $500 million.
Ultimate Acquisition Partners LP and CC Retail, LLC are specialty
retailers of high-end entertainment and consumer electronics with
46 stores in over a dozen states, primarily in the mid-west and
western United states. Of the 46 stores, 35 are operated by UAP
and 11 are operated by CC Retail. All are operated under the name
"Ultimate Electronics". UAP and CC Retail have more than 1,500
full-time and part-time employees.
Kathleen Campbell Davis, Esq., Mark T. Hurford, Esq., and Marla
Rosoff Eskin, Esq., at Campbell & Levine LLC, serve as the
Debtor's bankruptcy counsel. Kurtzman Carson Consultants LLC is
the claims and notice agent.
ULTIMATE ACQUISITION: Taps Jaffe Raitt as Bankruptcy Counsel
------------------------------------------------------------
Ultimate Acquisition Partners, LP, and CC Retail, LLC, ask the
U.S. Bankruptcy Court for the District of Delaware for permission
to employ Jaffe, Raitt, Heuer & Weiss, P. C., as counsel.
Jaffe will be representing the Debtors in the Chapter 11
proceedings.
Judith Greenstone Miller, a partner at Jaffe, tells the Court that
the firm received $79,590 as payment for services. As of the
Petition Date, Jaffe is holding $70,409 as retainer.
The hourly rates of Jaffe's personnel are:
Partners $225 - $550
Associates $175 - $260
Paralegals $125 - $185
Miss Miller assures the Court that Jaffe is a ?disinterested
person? as that term is defined in Section 101(14) of the
Bankruptcy Code.
Jaffe can be reached at:
JAFFE, RAITT, HEUER & WEISS, P.C.
Jay L. Welford, Esq.
Judith Greenstone Miller, Esq.
27777 Franklin Road, Suite 2500
Southfield, MI 48034
Tel: (248) 351-3000
Fax: (248) 351-3082
E-mail: jwelford@jaffelaw.com
jmiller@jaffelaw.com
The Debtors propose a hearing on Jaffe's employment February 25,
2011, at 9:30 a.m. Objections, if any, are due February 18, at
4:00 p.m.
About Ultimate Acquisition
Ultimate Acquisition Partners LP and CC Retail, LLC, which own the
U.S. consumer electronics store chain Ultimate Electronics, filed
for Chapter 11 protection (Bankr. D. Del. Lead Case No. 11-10245)
on January 26, 2011.
Ultimate Acquisition estimated assets and liabilities between
$100 million and $500 million.
Ultimate Acquisition Partners LP and CC Retail, LLC are specialty
retailers of high-end entertainment and consumer electronics with
46 stores in over a dozen states, primarily in the mid-west and
western United states. Of the 46 stores, 35 are operated by UAP
and 11 are operated by CC Retail. All are operated under the name
"Ultimate Electronics". UAP and CC Retail have more than 1,500
full-time and part-time employees.
Kathleen Campbell Davis, Esq., Mark T. Hurford, Esq., and Marla
Rosoff Eskin, Esq., at Campbell & Levine LLC, serve as the
Debtor's bankruptcy counsel. Kurtzman Carson Consultants LLC is
the claims and notice agent.
The cases are jointly administered.
ULTIMATE ESCAPES: Court Extends Plan Filing Deadline to April 18
----------------------------------------------------------------
The Hon. Brendan L. Shannon of the U.S. Bankruptcy Court for the
District of Delaware extended the exclusive periods of Ultimate
Escapes Inc. and its debtor-affiliates to:
* file a Chapter 11 plan of reorganization until April 18, 2011;
and
* solicit acceptances of than plan until June 17, 2011.
Judge Shannon ruled that the relief requested in the motion is in
the best interest of the Debtors and their estates, and creditors.
About Ultimate Escapes
Ultimate Escapes, Inc. -- http://www.ultimateescapes.com/-- is a
luxury destination club that sells club memberships offering
members reservation rights to use its vacation properties, subject
to the rules of the club member's Club Membership Agreement. The
Company's properties are located in various resort locations
throughout the world.
Kissimmee, Florida-based Ultimate Escapes Holdings, LLC, filed for
Chapter 11 bankruptcy protection on September 20, 2010 (Bankr. D.
Del. Case No. 10-12915). Affiliates Ultimate Resort, LLC;
Ultimate Operations, LLC; Ultimate Resort Holdings, LLC; Ultimate
Escapes, Inc. (fka Secure America Acquisition Corporation); P & J
Partners, LLC; UE Holdco, LLC; UE Member, LLC, et al., filed
separate Chapter 11 petitions.
Scott D. Cousins, Esq., Matthew L. Hinker, Esq., and Nancy A.
Mitchell, Esq., at Greenberg Traurig LLP, assist the Debtors in
their restructuring efforts. CRG Partners Group LLC is the
Debtors' chief restructuring officer. BMC Group Inc. is the
Company's claims and notice agent.
Attorneys at Polsinelli Shughart PC, and Gordon & Rees LLP,
represent the Creditors Committee.
Ultimate Escapes estimated assets at $10 million to $50 million
and debts at $100 million to $500 million as of the Petition Date.
UNIFI INC: Reports $5.38 Million Profit in Dec. 26 Quarter
----------------------------------------------------------
On February 2, 2011, Unifi, Inc. released its preliminary
operating results for the quarter ended December 26, 2010. The
Company reported net income of $5.38 million on $160.80 million
of net sales for the quarter ended December 31, 2010, compared
with net income of $1.95 million on $142.25 million of net sales
for the quarter ended December 27, 2009.
The Company's balance sheet at December 26, 2010, showed
$514.80 million in total assets, $223.95 million in total
liabilities and $290.84 million in shareholders' equity.
A full-text copy of the press release on the quarterly results s
available for free at http://ResearchArchives.com/t/s?72fc
About Unifi
Unifi, Inc. (NYSE: UFI) -- http://www.unifi.com/and
http://www.repreve.com/-- is a diversified producer and processor
of multi-filament polyester and nylon textured yarns and related
raw materials.
In December 2010, Standard & Poor's Ratings Services said that it
raised its corporate credit and senior secured debt ratings on
Greensboro, N.C.-based Unifi Inc. to 'B' from 'B-'. The ratings
upgrade and stable outlook reflect S&P's belief that Unifi will
continue to improve its operating performance and sustain its
recently strengthened credit measures as it end-use markets
continue to recover.
In October 2010, Moody's Investors Service upgraded Unifi Inc.'s
Corporate Family Rating and Probability of Default ratings to 'B3'
from 'Caa1'.
US FARMS: To Place Capital Expenditures Under Ongoing Operations
----------------------------------------------------------------
On November 3, 2010, US Farms Inc. announced its updated plans to
disclose quarterly and annual financial information to
shareholders and the public markets through the Pink Sheets OTC
Disclosure and News Service at http://www.otcmarkets.com/in view
of the fact that this service does not require companies to
fulfill any requirements to disclose data.
On January 31, 2011, the Company revised its plans to continue
placing all capital expenditures towards ongoing operations until
such time the company may be more suitable to incur the related
costs associated with disclosure on the Pink Sheets OTC Disclosure
and News Service.
About US Farms Inc.
US Farms Inc. (OTC BB: USFI.OB) -- http://www.usfarmsinc.com/--
is a diversified commercial Farming, Nursery and Brokerage company
based in Southern California. The company's principal operations
are located in Southern California in the Imperial Valley, North
County San Diego and Los Angeles. US Farms Inc. grows, markets
and distributes horticultural products through a number of wholly
owned subsidiaries which include: American Nursery Exchange Inc.
(ANE); California Management Solutions Inc. (CMS); California
Produce Exchange Inc. (CPE); American Aloe Vera Growers Inc.
(AAVG); Imperial Ethanol Inc. (IE); Sammy's Produce Inc. (SPI); US
Ag Transportation Inc (USAT); US Produce Inc. (USPI); Texas Garlic
& Spice Inc. (TGS); US Trading Group, Inc. (USTG); and World
Garlic & Spice Inc. (WGS).
The Company has yet to file its Annual Report on Form 10-K for the
period ended December 31, 2008, due to a delay in obtaining and
compiling information required to be included in the Report. At
September 30, 2008, the Company had $2,524,295 in total assets,
$5,389,569 in total liabilities, and a stockholders' deficit of
$2,865,274.
VALLEJO, CA: Bond Insurance Critical to Bondholders' Recovery
-------------------------------------------------------------
The Wall Street Journal's Jeannette Neumann reports that the city
of Vallejo's restructuring plan provides some assurances for
skittish bondholders and pensioners about their fate in a
municipal bankruptcy. However, Ms. Neumann also reports that the
Vallejo case shows that bondholders' odds of getting paid can
depend on the type of bond they own and whether it is insured.
She also notes lawyers say that, while Vallejo workers' pensions
appear to be emerging unscathed, the case generated a ruling that
cities could invoke in bankruptcy to break collective-bargaining
agreements with unions.
According to the Journal, observers of the Vallejo case say a main
takeaway from Vallejo for bondholders is the importance of bond
insurance or some other backstop such as a letter of credit from a
bank. Thanks to such protections, most original holders of
Vallejo's bonds have been paid in full or are being paid.
Investor protections "paid off" for investors, said John Knox, an
attorney representing Vallejo in the bankruptcy case, according to
the Journal.
The Journal also notes that:
-- many outstanding muni bonds have such backstops. However,
bond insurance is less common now than it was just a few
years ago. In 2005, it covered 57% of bonds issued that
year, and in 2010, 6.2%, according to John Hallacy, head
of municipal research at Bank of America Merrill Lynch.
-- letters of credit, a form of guarantee provided by banks,
are less common amid bank downgrades and tighter lending
standards. For bondholders, these changes make
understanding their protections in a municipal bankruptcy
critical.
About City of Vallejo
Vallejo -- http://www.ci.vallejo.ca.us/-- is a city in Solano
County, California in the United States. As of the 2000 census,
the city had a total population of 116,760. It is located in the
San Francisco Bay Area on the northern shore of San Pablo Bay. It
was named for General Mariano Guadalupe Vallejo.
Vallejo filed for protection under Chapter 9 of the U.S.
Bankruptcy Code (Bankr. E.D. Calif. Case No. 08-26813) on May 23,
2008, after it was unable to persuade labor unions to accept
salary concessions as the recession began cutting into local
government tax collections nationwide. Marc A. Levinson, Esq.,
and Norman C. Hile, Esq., at Orrick, Herrington & Sutcliffe LLP in
Sacramento, California, represent the City. The city estimated
$500 million to $1 billion in assets and $100 million to $500
million in debts in its petition. According to Vallejo's
comprehensive annual report for the year ended June 30, 2007, the
city has $983 million in assets and $358 million in debts.
VALENCE TECHNOLOGY: Reports $2-Mil. Net Loss in Third Quarter
-------------------------------------------------------------
On February 2, 2011, Valence Techonology, Inc. filed its quarterly
report on Form 10-Q disclosing a net loss of $2.00 million on
$13.75 million of revenue for the three months ended December 31,
2010, compared with a net loss of $5.58 million on $4.11 million
of revenue for the same period a year ago.
The Company's balance sheet at December 31, 2010, showed $36.78
million in total assets, $103.87 million in total liabilities and
$67.09 million in total stockholders' deficit. Stockholders'
deficit was $75.20 million at Sept. 30, 2010.
A full-text copy of the Form 10-Q for the third quarter ended
Dec. 31, 2010 is available for free at:
http://ResearchArchives.com/t/s?72f0
About Valence Technology
Austin, Texas-based Valence Technology, Inc. (NASDAQ: VLNC) --
http://www.valence.com/-- is a global leader in the development
of safe, long-life lithium iron magnesium phosphate energy storage
solutions and provides the enabling technology behind some of the
world's most innovative and environmentally friendly applications.
Valence Technology has its Research & Development Center in
Nevada, its Europe/Asia Pacific Sales office in Northern Ireland
and global fulfillment centers in North America and Europe.
PMB Helin Donovan LLP expressed substantial doubt about Valence
Technology's ability as a going concern following the Company's
fiscal 2010 results. The Company has incurred operating losses
each year since its inception in 1989 and had an accumulated
deficit of $581 million as of March 31, 2010. For the fiscal
years ended March 31, 2010, 2009, and 2008 the Company sustained
net losses available to common stockholders of $23.2 million,
$21.4 million, and $19.6 million, respectively.
VENOCO INC: Moody's Assigns 'Caa1' Rating to $500 Mil. Notes
------------------------------------------------------------
Moody's Investors Service assigned a Caa1 rating to Venoco's
proposed $500 million senior unsecured notes and changed the
rating on the existing senior unsecured notes to Caa1 from Caa2.
Moody's also affirmed the company's B3 Corporate Family Rating and
Probability of Default Rating, and SGL-3 liquidity rating. The
outlook is stable. Venoco intends to use the proceeds from the
proposed notes to repay all borrowings outstanding under its
second lien term loan facility and revolving credit facility, and
for general corporate purposes. Upon completion of the
transaction, the ratings on the second lien term loan facility
will be withdrawn. Concurrent with the issuance of the new notes,
Venoco also plans to issue approximately $84 million of common
equity.
Ratings Rationale
The upgrade of the senior unsecured notes to Caa1 (LGD4-58%) from
Caa2 (LGD6-90%) reflects the larger proportion of unsecured debt
in the capital structure relative to secured debt due to the
addition of the new unsecured notes and the retirement of the
secured term loan. The secured debt will now have a smaller
potential priority claim relative to the unsecured notes resulting
in a note rating which is one notch beneath the B3 CFR under
Moody's Loss Given Default Methodology.
Venoco's B3 CFR benefits from the company's increasing percentage
of oil production (41% for the quarter ending December 31, 2010)
and its focus on raising its percentage of oil production going
forward, as well as its scale and diversification, which are in
line with similarly rated peers. The rating, however, also
factors in high leverage on production and reserves due to a
historical reliance on debt to fund acquisitions, and a high
percentage of proven undeveloped reserves in its reserve base,
which will require substantial future capital outlays. The rating
also takes into account Venoco's plans to allocate half of its
2011 capital spending to operations in the Monterey Shale. While
this oil-based shale resource has the potential to increase the
oil weighting in Venoco's production mix, the company's operations
are in very early stages and a track record of success has yet to
be developed.
The SGL-3 rating reflects adequate liquidity. At September 30,
2010, pro-forma for the proposed transactions, the company had
$18 million of cash and an undrawn $125 million borrowing base
revolver. Venoco plans to outspend cash flow in 2011. Covenants
under the revolver include a maximum Debt / EBITDA ratio of 4.0x
and a minimum current ratio of 1.0x. As of December 31, 2010
Venoco was in compliance with the covenants at 3.02x and 2.62x
respectively. There are no debt maturities until 2013.
Substantially all of Venoco's oil and gas reserves are pledged as
security under the credit facility which limits the extent to
which asset sales could provide a source of additional liquidity
if needed.
A negative outlook or downgrade could result if sequential
quarterly production trends significantly deteriorate, if the
company's liquidity diminishes, if leverage on production is
expected to increase above post-transaction levels, or if the
company does not meet its production guidance while achieving
favorable F&D costs. A positive outlook or upgrade could occur if
Venoco were to reduce Debt / Average Daily Production to at or
below 30,000/boe or materially increase its percentage of
production from oil with favorable economics due to operations in
the Monterey Shale.
The last rating action on Venoco was taken on September 30, 2009,
when Moody's assigned a Caa2 rating to Venoco's proposed notes
offering.
Venoco, Inc., is an independent E&P company headquartered in
Denver, Colorado.
VENOCO INC: S&P Raises Ratings on Senior Unsec. Debt to 'B'
-----------------------------------------------------------
Standard & Poor's Ratings Services raised its issue ratings on
Venoco Inc.'s senior unsecured debt to 'B' (same as the company's
corporate credit rating) from 'CCC+' and revised the recovery
ratings on this debt to '4' from '6', indicating its expectation
for average recovery (30% to 50%) in the event of a payment
default.
At the same time, S&P assigned a 'B' issue rating (same as the
corporate credit rating) to Venoco's proposed $500 million senior
unsecured notes due 2019. S&P assigned a '4' recovery rating to
the notes, indicating its expectation for average recovery (30% to
50%) in the event of a payment default. Proceeds from the notes
will be used to tender for Venoco's existing second lien term
loan.
"The rating actions reflect an increase in recovery expectations
on the company's senior unsecured debt, assuming payoff of its
$464 million second lien term loan as planned," said Standard &
Poor's credit analyst Lawrence Wilkinson. The ratings are also
based on S&P's valuation of recently announced year-end 2010
proved reserves, under Standard & Poor's stressed price
assumptions of $45.00 per barrel crude oil and $4.00 per MMbtu
natural gas.
The ratings on Venoco reflect its still highly leveraged financial
profile and significant production and reserve concentration in
California. The ratings also incorporate the company's
considerable hedging program and production mix that is relatively
balanced between oil and natural gas.
The stable outlook on Venoco is predicated on the company spending
close to cash flow and equity issuance proceeds in 2011. S&P
would consider a negative action if leverage exceeds 5.0x, or if
liquidity deteriorates from current levels. Although commodity
prices, especially oil, have improved, S&P considers a positive
rating action unlikely in the near term given Venoco's geographic
concentration, especially with regard to its offshore operations;
and its highly leveraged financial profile.
Ratings List
Venoco Inc.
Corporate Credit Rating B/Stable/--
New Rating
$500 mil sr unsec notes due 2019 B
Recovery rating 4
Rating Raised, Recovery Rating Revised
To From
-- ----
$150 mil senior notes due 2017 B CCC+
Recovery Rating 4 6
VISUALANT INC: TransTech Awarded $1.2 Million Contract
------------------------------------------------------
Visualant, Inc. announced that its wholly owned subsidiary,
TransTech Systems, Inc. of Aurora, OR was awarded a contract in
the amount of $1.2 Million.
The contract from one of the 38 NASA SEWP (Solutions for
Enterprise-Wide Procurement) GWAC (Government-Wide Acquisition
Contract) designated prime contractors is an extension of a
contract first awarded to TransTech two years ago is testimony to
the satisfaction both with TransTech's performance and the quality
of the printers provided under this initial contract. These high
end printers provide the digital high security identification
cards required by a 2004 Presidential directive.
Jim Gingo, TransTech President said, "We are pleased to be
selected for this continuation contract. We work hard to maintain
quality relationships and strive for excellence with both our
vendors and our customers."
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
$4.14 million in total assets, $6.00 million in total liabilities,
and stockholders' deficit of $1.85 million.
Madsen & Associates CPA's, Inc., Salt Lake City, expressed
substantial doubt about the Company's ability to continue as a
going concern. The independent auditors noted that the Company
will need additional working capital for its planned activity and
to service its debt.
WASHINGTON MUTUAL: Court Greenlights Hedge Fund Probe
-----------------------------------------------------
Peg Brickley, writing for Dow Jones' Daily Bankruptcy Review,
reports that Judge Mary Walrath on Tuesday authorized a
shareholder investigation into the trading activities of hedge
funds Appaloosa Management LP, Aurelius Capital Management LP,
Centerbridge Partners LP and Owl Creek Asset Management LP, which
sat at the Chapter 11 bargaining table when Washington Mutual
Inc.'s Chapter 11 plan was hammered out.
Hedge fund attorneys have protested the probe, saying there was no
basis for the suspicions.
According to DBR, Judge Walrath cited concerns about insider
trading when she refused to confirm Washington Mutual's first
Chapter 11 plan in January. The judge said she had only hearsay
evidence, but the possibility that powerful hedge funds profited
from information gained in confidential bankruptcy negotiations
was worth taking seriously.
DBR relates the suspicions of insider trading were first raised by
a lone investor, Nate Thoma, during hearings last year where
Washington Mutual unsuccessfully attempted to win confirmation of
its Chapter 11 plan. Hedge fund attorneys said Tuesday that Thoma
failed to name a single tainted trade.
The report says Judge Walrath, however, opened the door to an
investigation of all trading by the four hedge funds from the
start of Washington Mutual's Chapter 11 case.
According to DBR, if the suspicions prove out, they could have a
big dollar impact on Washington Mutual's distribution scheme.
Proof of insider trading could be grounds for the judge to chop
the interest rate Washington Mutual is paying some creditors. The
interest rate change could translate into a $700 million
difference, said Jeremy Coffey, Esq., at Brown Rudnick LLP,
attorney for a group of preferred shareholders.
Timetable for Revised Plan
Judge Walrath declined to approve the Debtor's Chapter 11 plan in
January, citing overly generous lawsuit releases. As reported by
the Troubled Company Reporter on February 9, 2011, Washington
Mutual filed a Modified Sixth Amended Joint Plan of Affiliated
Debtors Pursuant to Chapter 11 of the United States Bankruptcy
Code and a related Supplemental Disclosure Statement on Tuesday to
cure defects in the prior plan.
Washington Mutual has set May 2 for its second attempt to get
court approval on the exit plan. DBR relates Washington Mutual
attorney Brian Rosen, Esq., at Weil Gotshal & Manges, said Tuesday
the revised Chapter 11 distribution scheme is scheduled to receive
a preliminary level of court review March 21. The preliminary
review will focus on whether Washington Mutual has given creditors
adequate information to decide whether to support the plan.
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.
WASTE2ENERGY HOLDINGS: Craig Brown Resigns as CFO
-------------------------------------------------
Effective February 2, 2011, Craig Brown resigned as the Company's
Chief Financial Officer.
About Waste2Energy Holdings
Greenville, S.C.-based Waste2Energy Holdings, Inc. (Pink Sheets:
WTEZ) -- http://www.waste2energy.com/-- is a "cleantech"
technology company that designs, builds, installs and sells waste
to energy plants that generate "Renewable Green Power" converting
biomass or other solid waste streams traditionally destined for
landfills into clean renewable energy.
The Company's balance sheet at June 30, 2010, showed $3.4 million
in total assets, $11.7 million in total liabilities, and a
stockholders' deficit of $8.3 million.
As reported in the Troubled Company Reporter on July 19, 2010,
Marcum LLP, in New York, expressed substantial doubt the Company's
ability to continue as a going concern, following its results for
the fiscal year ended March 31, 2010. The independent auditors
noted that the Company has incurred a significant loss from
continuing operations of $11.7 million and used cash of
$5.2 million for continuing operations which resulted in an
accumulated deficit of $30.4 million and a working capital
deficiency of $6.6 million as of March 31, 2010.
Default
On October 30, 2010, a total of $87,500 of principal amount of the
Company's 12% Senior Convertible Debentures became due. On
November 2, 2010, $40,000 of principal amount of the Debentures
became due. The Company did not make the required payment on the
maturity date or by the cure period provided by the Debentures and
as result an Event of Default under the Debentures has occurred.
As a result of the Event of Default, the outstanding principal
amount of the Debentures plus accrued but unpaid interest,
liquidated damages and other amounts owing in respect thereof
through the date of the acceleration will become at the election
of the holder of the Debenture immediately due and payable in cash
at the Mandatory Default Amount.
WES CONSULTING: Acquires WMI; Announces Executive Appointments
--------------------------------------------------------------
On January 27, 2011, WES Consulting, Inc. entered into a Stock
Purchase Agreement with Web Merchants, Inc. and Fyodor Petrenko
and Dmitrii Spetetchii, the holders of 100% of WMI's capital
stock, to acquire 100% of WMI's issued and outstanding equity
ownership in exchange for 28,394,400 shares of the Company's
common stock to the WMI Shareholders. One of the WMI Shareholders
also received $100,000 in cash, which represented $79,000 for the
repayment of a loan such shareholder made to WMI and $21,000 in
consideration for such shareholder signing a non-compete agreement
with the Company. Pursuant to the Purchase Agreement, WMI will
continue to operate as a wholly owned subsidiary of the Company.
The acquisition was unanimously approved by the Board of Directors
of both the Company and WMI and was approved by the shareholders
of WMI at a special meeting held on January 27, 2011. Immediately
following the acquisition, the WMI Shareholders own approximately
31% of the Company's outstanding common stock.
Voting Rights Agreement
As a condition and inducement to the willingness of the WMI
Shareholders to enter into the Purchase Agreement, the Company's
President and CEO, Louis Friedman, entered into a Voting Rights
Agreement dated January 27, 2011 with the Company and Fyodor
Petrenko. Pursuant to the terms of the Voting Rights Agreement,
while Mr. Petrenko and Mr. Friedman own 50% or more of their
current holdings, the other party agrees to vote for the election
of the other to the Company's Board of Directors and to elect
certain other mutually agreed upon nominees to the Board.
Furthermore, they are prevented, in their capacities as directors
and shareholders, from acting on certain transactions without the
affirmative vote of the other.
Registration Rights Agreement
The Company also entered into a Registration Rights Agreement with
Dmitrii Spetetchii, pursuant to which the Company agreed to file a
registration statement by April 27, 2011 covering the resale of
the 2,000,000 shares of the Company's common stock that Mr.
Spetetchii was issued in connection with the WMI acquisition
described above. If the Company does not file the registration
statement by April 27, 2011, Mr. Spetetchii may make a demand on
the Company to file such registration statement. Until such
registration statement is declared effective by the Securities and
Exchange Commission, Mr. Sptetechii's 2,000,000 shares of common
stock may not be transferred or resold unless the transfer or
resale is registered or there is an available exemption from the
registration requirements of the Securities Act of 1933, as
amended, and applicable state laws.
On January 27, 2011, we issued 28,394,400 shares of our common
stock in connection with the acquisition of WMI under the Purchase
Agreement, which is described in Item 1.01 above. Our securities
were offered and sold solely to accredited investors in reliance
on the exemption from registration provided by Section 4(2) of the
Securities Act since the issuance did not involve a public
offering, the recipient took the shares for investment and not
resale, and we took appropriate measures to restrict transfer.
F. Petrenko Appointed EVP
Effective January 27, 2011, the Board of Directors appointed
Fyodor "Fred" Petrenko, age 43, as Executive Vice President.
Mr.Petrenko co-founded WMI in 2002 and has served as its President
since then. Prior to then, Mr. Petrenko was the head of
investment banking with Media-Most, an international multimedia
holding company based in Russia. Mr. Petrenko holds a PhD in
Physics from Moscow State University and MS degree in Finance from
CUNY (Baruch).
In connection with his appointment, the Company entered into an
employment agreement with Mr. Petrenko. The initial term of the
Petrenko Agreement will expire on December 31, 2011, unless
earlier terminated as provided in the Petrenko Agreement, and be
automatically extended for additional one-year periods unless
terminated by Mr. Petrenko or a majority vote of the Board of
Directors. Mr. Petrenko's base salary is $150,000 per year,
subject to adjustment by the Board of Directors, and he will be
entitled to participate in the Company's executive bonus program,
as such program may be adopted in the future.
In the event of an "Involuntary Termination," as defined in the
Petrenko Agreement, Mr. Petrenko will be entitled to nine months'
severance and an amount equal to the average of any bonuses paid
to him during the two preceding fiscal years. In the event of a
"Change in Control" or "Termination for Disability," as defined in
the Petrenko Agreement, Mr. Petrenko will be entitled to 18
months' severance.
Under the Petrenko Agreement, Mr. Petrenko agreed to certain
confidentiality, non-competition, and non-solicitation covenants
with respect to the Company.
R. Bulatova Appointed VP - Online Marketing
Effective January 27, 2011, the Board of Directors appointed
Rufina Bulatova, age 33, as Vice President, Online Marketing. Ms.
Bulatova is currently the Vice President of WMI, a position she
has held since 2007, overseeing online marketing, product catalog,
direct marketing, and co-op advertising programs. Ms. Bulatova
joined WMI in 2003 as a .NET developer and became the Lead Project
Manager responsible for Web site user experience in 2004. Ms.
Bulatova holds a Master Degree in Computer Science from Ufa State
Technical University (Russia).
Inks Employment Pact With L. Friedman
Effective January 27, 2011, the Company entered into an employment
agreement with Louis S. Friedman regarding his continued
employment as President and Chief Executive Officer of the
Company. The Friedman Agreement will expire on December 31, 2011,
unless earlier terminated as provided in the Friedman Agreement,
and be automatically extended for additional one-year periods
unless terminated by Mr. Friedman or a majority vote of the Board
of Directors. Mr. Friedman's base salary is $150,000 per year,
subject to adjustment by the Board of Directors, and he will be
entitled to participate in the Company's executive bonus program,
as such program may be adopted in the future.
In the event of an "Involuntary Termination," as defined in the
Friedman Agreement, Mr. Friedman will be entitled to nine months'
severance and an amount equal to the average of any bonuses paid
to him during the two preceding fiscal years. In the event of a
"Change in Control" or "Termination for Disability," as defined in
the Friedman Agreement, Mr. Friedman will be entitled to 18
months' severance.
Under the Friedman Agreement, Mr. Friedman agreed to certain
confidentiality, non-competition, and non-solicitation covenants
with respect to the Company.
About WES Consulting
Atlanta, Ga. - based WES Consulting, Inc. (OTC BB: WSCU) was
incorporated February 25, 1999, in the State of Florida. Until
October 19, 2009, the Company was in the business of consulting
and commercial property management. On October 19, 2009, the
Company entered into a Merger and Recapitalization Agreement with
Liberator, Inc., a Nevada corporation. Pursuant to the Agreement,
Liberator merged with and into the Company, with the Company
surviving as the sole remaining entity. The Merger has been
accounted for as a reverse merger.
The Company is a designer and manufacturer of various specialty
furnishings for the sexual wellness market. The Company's sales
and manufacturing operation are located in the same facility in
Atlanta, Georgia. Sales are generated through the internet and
print advertisements.
The Company's balance sheet at June 30, 2010, showed $3.1 million
in total assets, $3.9 million in total liabilities, and a
stockholders' deficit of $738,000.
Gruber & Company, LLC, in Lake Saint Louis, Mo., expressed
substantial doubt about the Company's ability to continue as a
going concern. The independent auditors noted that the Company
incurred a net loss of $1.0 million and $3.6 million for the years
ended June 30, 2010, and 2009, respectively, and as of June 30,
2010, the Company had an accumulated deficit of $6.2 million and a
working capital deficit of $676,989.
WEST CORP: Incurs $3.56 Million Net Loss in Q4 2010
---------------------------------------------------
On February 2, 2010, West Corporation announced its fourth quarter
and full year 2010 results.
The Company reported a net loss of $3.56 million on $599.43
million of revenue for the three months ended December 31, 2010,
compared with net income of $27.27 million on $602.87 million of
revenue for the same period a year ago.
The Company also reported net income of $60.30 million on
$2.39 billion of revenue for the twelve months ended December 31,
2010, compared with net income of $88.23 million on $2.38 billion
of revenue during the prior year.
The Company's balance sheet at December 31, 2010, showed
$3.00 billion in total assets, $4.04 billion in total liabilities,
Class L common stock of $1.50 billion and a $2.54 billion
stockholders' deficit. Stockholders' deficit was $2.47 billion at
June 30, 2010.
About West Corporation
Founded in 1986 and headquartered in Omaha, Nebraska, West
Corporation -- http://www.west.com/-- provides outsourced
communication solutions to many of the world's largest companies,
organizations and government agencies. West Corporation has a
team of 41,000 employees based in North America, Europe and Asia.
West Corp. carries a 'B2' corporate rating from Moody's and 'B+'
corporate rating from Standard & Poor's.
Moody's Investors Service upgraded the ratings on West
Corporation's existing senior secured term loan to Ba3 from B1 and
the rating on $650 million of existing senior notes due 2014 to B3
from Caa1 upon the closing of its recent refinancing transactions.
Concurrently, Moody's affirmed all other credit ratings including
the B2 Corporate Family Rating and B2 Probability of Default
Rating. The rating outlook is stable.
Standard & Poor's Ratings Services assigned Omaha, Neb.-based
business process outsourcer West Corp.'s proposed $650 million
senior unsecured notes due 2019 its 'B' issue-level rating (one
notch lower than the 'B+' corporate credit rating on the company).
The recovery rating on this debt is '5', indicating S&P's
expectation of modest (10% to 30%) recovery in the event of a
payment default. The company will use proceeds from the proposed
transaction and some cash on the balance sheet to redeem its
$650 million 9.5% senior notes due 2014.
* Thorp Reed & Armstrong Elects Five New Partners
-------------------------------------------------
Thorp Reed & Armstrong, LLP (Thorp Reed) is pleased to announce
the election of five new Partners in a meeting of the firm's
partnership held on January 13, 2011. Effective January 1, 2011,
attorneys Christopher Day, Stacy Dee, Tim Gallagher, Vince
Roskovensky and Craig Russell are Thorp Reed Partners.
"The hard work and commitment to our clients exemplified by these
five talented attorneys is what allows Thorp Reed to continue to
thrive and grow," said Jeffrey J. Conn, Managing Partner of Thorp
Reed. "These individuals are extremely well-deserving of being
elected Partner, and I congratulate them on this accomplishment."
Mr. Day concentrates his practice in complex litigation and has a
history of success representing companies, banks, trustees, and
individuals in complex commercial disputes, including contract
disputes, lender liability claims, shareholder oppression claims,
international trade disputes, reinsurance claims and various
bankruptcy adversarial proceedings. He has been engaged as
special litigation counsel by bankruptcy trustees to pursue
fraudulent conveyance, tort and contract claims, and various
avoidance actions on behalf of bankruptcy estates, and has managed
litigation of national and regional product liability and consumer
class action matters. He earned his J.D. from Temple University.
D. Craig Russell III -- Mr. Russell focuses his practice in the
areas of commercial finance and real estate transactions,
creditors' rights, and commercial loan restructuring and workouts.
He has significant experience serving as counsel to the
administrative agents and lead arrangers in connection with
secured credit facilities, handling the structuring, drafting and
negotiation of loan documentation, as well as refinancing and
other matters related to existing indebtedness and working capital
requirements. He received his J.D. from Duquesne University School
of Law.
Ms. Dee has significant experience in commercial and real estate
finance transactions.
Mr. Gallagher is a member of Thorp Reed's General
Corporate/Mergers & Acquisitions practice group, where he
represents clients in a variety of corporate matters, including
mergers and acquisitions, private equity and venture capital,
securities, international business transactions, technology
transactions and general corporate transactions.
Mr. Roskovensky is a member of the Litigation practice group
concentrating his practice in commercial, product liability and
employment matters. Since joining Thorp Reed in 2002, he has
handled various contract negotiations and litigation, products
liability matters concerning industrial, chemical and consumer
products, toxic tort defense, non-competition and trade secret
litigation, federal and state employment discrimination claims,
and ERISA/benefits litigation. He earned his J.D. from Villanova
University.
About Thorp Reed & Armstrong
Since 1895, Thorp Reed & Armstrong, LLP has been a premier
Pittsburgh, Pennsylvania-based law firm, which has grown to
include offices in Philadelphia, Pennsylvania, Princeton, New
Jersey, and Wheeling, West Virginia. Earning the respect, trust
and appreciation of clients, peers and those who live in our
communities, Thorp Reed & Armstrong attorneys have gained a
reputation as lawyers who exemplify the profession's best
qualities. The firm supports a wide variety of clients' needs
within the practice areas of corporate law, litigation, and
financial and real estate transactions.
* Recent Small-Dollar & Individual Chapter 11 Filings
-----------------------------------------------------
In re David Cummings
Bankr. M.D. Ala. Case No. 11-80146
Chapter 11 Petition filed February 2, 2011
In re Dennis Leung
Bankr. C.D. Calif. Case No. 11-14510
Chapter 11 Petition filed February 2, 2011
In re Scott Erickson
Bankr. C.D. Calif. Case No. 11-11399
Chapter 11 Petition filed February 2, 2011
In re Thomas Nowak
Bankr. C.D. Calif. Case No. 11-11509
Chapter 11 Petition filed February 2, 2011
In re William Ginzburg
Bankr. C.D. Calif. Case No. 11-11378
Chapter 11 Petition filed February 2, 2011
In re David Minner
Bankr. N.D. Calif. Case No. 11-10378
Chapter 11 Petition filed February 2, 2011
In re Reginald Drakeford
Bankr. N.D. Calif. Case No. 11-41186
Chapter 11 Petition filed February 2, 2011
In re Alicia Dwyer
Bankr. S.D. Calif. Case No. 11 -01817
Chapter 11 Petition filed February 2, 2011
In re John Randall Kure
Bankr. S.D. Calif. Case No. 11 -01793
Chapter 11 Petition filed February 2, 2011
In re Carmen Trunkett
Bankr. M.D. Fla. Case No. 11-01892
Chapter 11 Petition filed February 2, 2011
In re Frank Mongelluzzi
Bankr. M.D. Fla. Case No. 11-01927
Chapter 11 Petition filed February 2, 2011
In re Patricia LaMountain
Bankr. M.D. Fla. Case No. 11-00671
Chapter 11 Petition filed February 2, 2011
In re Tony DeLuca
Bankr. M.D. Fla. Case No. 11-00684
Chapter 11 Petition filed February 2, 2011
In re Brent Crowe
Bankr. S.D. Fla. Case No. 11-12848
Chapter 11 Petition filed February 2, 2011
In re Adam Pushman
Michelle Pushman
Bankr. E.D. Mich. Case No. 11-30504
Chapter 11 Petition filed February 2, 2011
In re Aimee Dhondt
Bankr. D. Nev. Case No. 11-11468
Chapter 11 Petition filed February 2, 2011
In re Normando Dejesus
Bankr. D. Nev. Case No. 11-11465
Chapter 11 Petition filed February 2, 2011
In re Glenn Glerum
Bankr. D. N.J. Case No. 11-12998
Chapter 11 Petition filed February 2, 2011
In re David Martini
Bankr. E.D. Pa. Case No. 11-10784
Chapter 11 Petition filed February 2, 2011
In Re Quality Plus Production, Inc.
Bankr. N.D. Ala. Case No. 11-80403
Chapter 11 Petition filed February 3, 2011
See http://bankrupt.com/misc/alnb11-80403.pdf
In re Sheryl Murphy
Bankr. D. Ariz. Case No. 11-02809
Chapter 11 Petition filed February 3, 2011
In Re New Way Xpress
Bankr. E.D. Calif. Case No. 11-11284
Chapter 11 Petition filed February 3, 2011
See http://bankrupt.com/misc/caeb11-11284.pdf
In Re C.J. Comprehensive Pain Management of South Florida, P.A.
Bankr. S.D. Fla. Case No. 11-13019
Chapter 11 Petition filed February 3, 2011
See http://bankrupt.com/misc/flsb11-13019.pdf
In re Pablo Concepcion
Bankr. S.D. Fla. Case No. 11-13021
Chapter 11 Petition filed February 3, 2011
In re Galil Tawfik
Bankr. N.D. Ga. Case No. 11-53590
Chapter 11 Petition filed February 3, 2011
In re Gamal Tawfik
Bankr. N.D. Ga. Case No. 11-53598
Chapter 11 Petition filed February 3, 2011
In re David Kingston
Bankr. D. Idaho Case No. 11-40128
Chapter 11 Petition filed February 3, 2011
In Re Rose's Better Batter Inc.
dba Ro A Taste of Home
Bankr. E.D.N.Y. Case No. 11-70598
Chapter 11 Petition filed February 3, 2011
See http://bankrupt.com/misc/nyeb11-70598.pdf
In Re Canty, Knowles, Gore & Company, Inc.
Bankr. W.D. Pa. Case No. 11-20597
Chapter 11 Petition filed February 3, 2011
See http://bankrupt.com/misc/pawb11-20597p.pdf
See http://bankrupt.com/misc/pawb11-20597c.pdf
In re Gary Washington
Bankr. D. S.C. Case No. 11-00625
Chapter 11 Petition filed February 3, 2011
In Re HOTSS, LLC
Bankr. E.D. Tenn. Case No. 11-10563
Chapter 11 Petition filed February 3, 2011
See http://bankrupt.com/misc/tneb11-10563p.pdf
See http://bankrupt.com/misc/tneb11-10563c.pdf
In Re Wesley Investment Corporation
Bankr. E.D. Tenn. Case No. 11-30377
Chapter 11 Petition filed February 3, 2011
See http://bankrupt.com/misc/tneb11-30377p.pdf
See http://bankrupt.com/misc/tneb11-30377c.pdf
In re Andrey Mikhay
Bankr. W.D. Wash. Case No. 11-11169
Chapter 11 Petition filed February 3, 2011
In re Dennis Bostrom
Bankr. D. Ariz. Case No. 11-02928
Chapter 11 Petition filed February 4, 2011
In re Martin Woodley
Bankr. D. Ariz. Case No. 11-02955
Chapter 11 Petition filed February 4, 2011
In re James Yarborough
Bankr. D. Ariz. Case No. 11-02974
Chapter 11 Petition filed February 4, 2011
In Re JLM Roofing Company, Inc.
dba Littleton Roofing CO. of AZ
Bankr. D. Ariz. Case No. 11-02912
Chapter 11 Petition filed February 4, 2011
See http://bankrupt.com/misc/azb11-02912.pdf
In re Curt Bean
Bankr. W.D. Ark. Case No. 11-70446
Chapter 11 Petition filed February 4, 2011
In re Edwin Resplandor
Bankr. C.D. Calif. Case No. 11-30436
Chapter 11 Petition filed February 4, 2011
In Re Chand & Company, LLC
aka Saudagar Market
Bankr. N.D. Calif. Case No. 11-41277
Chapter 11 Petition filed February 4, 2011
See http://bankrupt.com/misc/canb11-41277.pdf
In re Robert Comstock
Bankr. C.D. Calif. Case No. 11-14971
Chapter 11 Petition filed February 4, 2011
In Re Sonchris Enterprises, Inc.
dba Priority Tire & Brake
fdb Big O Tires
Bankr. E.D. Calif. Case No. 11-22890
Chapter 11 Petition filed February 4, 2011
See http://bankrupt.com/misc/caeb11-22890.pdf
In re Joan Wendt
Bankr. N.D. Calif. Case No. 11-41286
Chapter 11 Petition filed February 4, 2011
In re Shawn Rhodes
Bankr. N.D. Calif. Case No. 11-30449
Chapter 11 Petition filed February 4, 2011
In Re Acireale-Orlando, Inc.
dba Lago Restaurant
Bankr. M.D. Fla. Case No. 11-01493
Chapter 11 Petition filed February 4, 2011
See http://bankrupt.com/misc/flmb11-01493.pdf
In Re E.G. Braswell Construction, Inc.
Bankr. S.D. Fla. Case No. 11-13082
Chapter 11 Petition filed February 4, 2011
See http://bankrupt.com/misc/flsb11-13082.pdf
In Re Intracoastal Hospitality LLC
Bankr. S.D. Fla. Case No. 11-13069
Chapter 11 Petition filed February 4, 2011
See http://bankrupt.com/misc/flsb11-13069.pdf
In re Rafat Ullah
Bankr. S.D. Fla. Case No. 11-13113
Chapter 11 Petition filed February 4, 2011
In Re Georgia Thoroughbred Owners and Breeders Association, Inc.
aka GTOBA
Bankr. N.D. Ga. Case No. 11-53517
Chapter 11 Petition filed February 4, 2011
See http://bankrupt.com/misc/ganb11-53517.pdf
In Re Hour Construction, Management & Development, Inc.
Bankr. D. Mass. Case No. 11-40413
Chapter 11 Petition filed February 4, 2011
See http://bankrupt.com/misc/mab11-40413.pdf
In Re SHAP, Inc.
Bankr. E.D. Mich. Case No. 11-42819
Chapter 11 Petition filed February 4, 2011
See http://bankrupt.com/misc/mieb11-42819.pdf
In re Jon Licata
Bankr. D. Nev. Case No. 11-11619
Chapter 11 Petition filed February 4, 2011
In re Timothy Pittsenbarger
Bankr. D. Nev. Case No. 11-11642
Chapter 11 Petition filed February 4, 2011
In Re Cafe Romeo, LLC
dba Romeo's Pizza & Restaurant
Bankr. D. N.J. Case No. 11-13188
Chapter 11 Petition filed February 4, 2011
See http://bankrupt.com/misc/njb11-13188.pdf
In Re 341 Amsterdam Avenue Corp.
dba Burrata Bakery & Pizza Bar
Bankr. S.D.N.Y. Case No. 11-10448
Chapter 11 Petition filed February 4, 2011
See http://bankrupt.com/misc/nysb11-10448.pdf
In Re Sam Miller Carpet Sales, Inc.
Bankr. M.D. N.C. Case No. 11-50175
Chapter 11 Petition filed February 4, 2011
See http://bankrupt.com/misc/ncmb11-50175.pdf
In re Antonio Lago
Cynthia Fulk Lago
Bankr. N.D. Ohio Case No. 11-60309
Chapter 11 Petition filed February 4, 2011
In re Keith Kobe
Bankr. D. S.C. Case No. 11-00721
Chapter 11 Petition filed February 4, 2011
In re Michael Bolton
Bankr. D. S.C. Case No. 11-00665
Chapter 11 Petition filed February 4, 2011
In Re The Big Event, LLC
Bankr. E.D. Texas Case No. 11-50019
Chapter 11 Petition filed February 4, 2011
See http://bankrupt.com/misc/txeb11-50019.pdf
In Re Loyal Hearts, Inc.
Bankr. E.D. Wash. Case No. 11-00512
Chapter 11 Petition filed February 4, 2011
See http://bankrupt.com/misc/waeb11-00512.pdf
In re George Nykun
Bankr. D. Wyo. Case No. 11-20094
Chapter 11 Petition filed February 4, 2011
In Re Kayla 16, LLC
Bankr. C.D. Calif. Case No. 11-11547
Chapter 11 Petition filed February 6, 2011
See http://bankrupt.com/misc/cacb11-11547.pdf
In re Peter Hidalgo
Bankr. E.D. Calif. Case No. 11-22988
Chapter 11 Petition filed February 6, 2011
In Re Rosemary Acquisitions, LLC
Bankr. S.D. Fla. Case No. 11-13158
Chapter 11 Petition filed February 6, 2011
See http://bankrupt.com/misc/flsb11-13158.pdf
In re Farhad Nejabat
Bankr. D. Nev. Case No. 11-50364
Chapter 11 Petition filed February 6, 2011
In re James Jozefick
Bankr. W.D. Pa. Case No. 11-20647
Chapter 11 Petition filed February 6, 2011
In re Arthur Melnikov
Bankr. C.D. Calif. Case No. 11-11614
Chapter 11 Petition filed February 7, 2011
In re Hector Briseno
Bankr. C.D. Calif. Case No. 11-13942
Chapter 11 Petition filed February 7, 2011
In re Zelig Herskovitz
Bankr. C.D. Calif. Case No. 11-11557
Chapter 11 Petition filed February 7, 2011
In re Antonio Martinez
Bankr. E.D. Calif. Case No. 11-23006
Chapter 11 Petition filed February 7, 2011
In Re House of Moseley
Aka House of Moseley House of Moseley
Bankr. E.D. Calif. Case No. 11-11384
Chapter 11 Petition filed February 7, 2011
filed pro se
In re Mitchell Right
Bankr. D. Colo. Case No. 11-12140
Chapter 11 Petition filed February 7, 2011
In Re Knickman Associates, Inc.
Bankr. S.D. Fla. Case No. 11-13172
Chapter 11 Petition filed February 7, 2011
filed pro se
In Re P & E Solutions Company
Bankr. S.D. Fla. Case No. 11-13244
Chapter 11 Petition filed February 7, 2011
See http://bankrupt.com/misc/flsb11-13244p.pdf
See http://bankrupt.com/misc/flsb11-13244c.pdf
In Re Safe Trust Financial, Inc.
Bankr. S.D. Fla. Case No. 11-13252
Chapter 11 Petition filed February 7, 2011
See http://bankrupt.com/misc/flsb11-13252p.pdf
See http://bankrupt.com/misc/flsb11-13252c.pdf
In Re Vertexsoft Corporation
Bankr. S.D. Fla. Case No. 11-13248
Chapter 11 Petition filed February 7, 2011
See http://bankrupt.com/misc/flsb11-13248p.pdf
See http://bankrupt.com/misc/flsb11-13248c.pdf
In re Russell Ponder
Gina Ponder
Bankr. M.D. Ga. Case No. 11-70194
Chapter 11 Petition filed February 7, 2011
In Re CSB of Williamston LLC
Bankr. W.D. Mich. Case No. 11-01114
Chapter 11 Petition filed February 7, 2011
See http://bankrupt.com/misc/miwb11-01114.pdf
In Re Merganesca Realty Inc.
Bankr. S.D.N.Y. Case No. 11-22175
Chapter 11 Petition filed February 7, 2011
See http://bankrupt.com/misc/nysb11-22175.pdf
In Re USA Restaurant Realty LLC, an Ohio Corporation
Bankr. S.D. Ohio Case No. 11-51054
Chapter 11 Petition filed February 7, 2011
See http://bankrupt.com/misc/ohsb11-51054.pdf
In re Manoj Patel
Bankr. D. S.C. Case No. 11-00746
Chapter 11 Petition filed February 7, 2011
In re David Horner
Bankr. E.D. Tenn. Case No. 11-30435
Chapter 11 Petition filed February 7, 2011
In Re Discovery ITC, Inc.
Bankr. S.D. Texas Case No. 11-50032
Chapter 11 Petition filed February 7, 2011
See http://bankrupt.com/misc/txsb11-50032.pdf
In Re The Old Garden Shed LLC
Bankr. D. Utah Case No. 11-21405
Chapter 11 Petition filed February 7, 2011
filed pro se
In Re Marucuja Inc.
dba Ipanema Brazilian Grill
Bankr. W.D. Wash. Case No. 11-11273
Chapter 11 Petition filed February 7, 2011
See http://bankrupt.com/misc/wawb11-11273.pdf
In re Vernell Coles, Jr.
Weslea Coles
Bankr. S.D. W.Va. Case No. 11-50025
Chapter 11 Petition filed February 7, 2011
In re Jeffrey Zientek
Bankr. D. Ariz. Case No. 11-03097
Chapter 11 Petition filed February 8, 2011
In re Mark Hild
Bankr. D. Ariz. Case No. 11-03205
Chapter 11 Petition filed February 8, 2011
In re Tana Boersma
Bankr. D. Ariz. Case No. 11-03104
Chapter 11 Petition filed February 8, 2011
In re Wayne Portanova
Bankr. D. Ariz. Case No. 11-03150
Chapter 11 Petition filed February 8, 2011
In Re Corporate Relocation Services, Inc.
Bankr. C.D. Calif. Case No. 11-11824
Chapter 11 Petition filed February 8, 2011
See http://bankrupt.com/misc/cacb11-11824.pdf
In re Maria Welsh
Bankr. C.D. Calif. Case No. 11-11653
Chapter 11 Petition filed February 8, 2011
In re Jintana Shaw
Bankr. E.D. Calif. Case No. 11-23193
Chapter 11 Petition filed February 8, 2011
In Re Almond Entertainment, Inc.
Bankr. M.D. Fla. Case No. 11-02167
Chapter 11 Petition filed February 8, 2011
filed pro se
In Re Harrack Trucking & Land Clearing, Inc.
Bankr. M.D. Fla. Case No. 11-01651
Chapter 11 Petition filed February 8, 2011
See http://bankrupt.com/misc/flmb11-01651.pdf
In Re JA RU VA, Inc.
Bankr. E.D. La. Case No. 11-10374
Chapter 11 Petition filed February 8, 2011
filed pro se
In Re The Gull Restaurant, Inc.
Bankr. D. Mass. Case No. 11-10951
Chapter 11 Petition filed February 8, 2011
See http://bankrupt.com/misc/mab11-10951.pdf
In Re Digital Embryo, Inc.
Bankr. D. N.J. Case No. 11-13563
Chapter 11 Petition filed February 8, 2011
See http://bankrupt.com/misc/njb11-13563.pdf
In Re 387 Bedford Park Realty Corp.
Bankr. S.D.N.Y. Case No. 11-10491
Chapter 11 Petition filed February 8, 2011
See http://bankrupt.com/misc/nysb11-10491.pdf
In re Christopher Martorella
Bankr. S.D.N.Y. Case No. 11-10493
Chapter 11 Petition filed February 8, 2011
In Re Chadwick Development Inc.
Bankr. W.D. N.Y. Case No. 11-10339
Chapter 11 Petition filed February 8, 2011
See http://bankrupt.com/misc/nywb11-10339.pdf
In Re Lilamrut Real Estate, LP
Bankr. W.D. Pa. Case No. 11-70121
Chapter 11 Petition filed February 8, 2011
See http://bankrupt.com/misc/pawb11-70121p.pdf
See http://bankrupt.com/misc/pawb11-70121c.pdf
In Re Grant's Auto Glass, Inc.
Bankr. E.D. Tenn. Case No. 11-10656
Chapter 11 Petition filed February 8, 2011
See http://bankrupt.com/misc/tneb11-10656.pdf
In Re Lascurain Brothers, Inc.
Bankr. S.D. Texas Case No. 11-50035
Chapter 11 Petition filed February 8, 2011
See http://bankrupt.com/misc/txsb11-50035.pdf
In re Michael McCormick
Bankr. D. Utah Case No. 11-21475
Chapter 11 Petition filed February 8, 2011
In re Robin McIsaac
Bankr. E.D. Va. Case No. 11-70540
Chapter 11 Petition filed February 8, 2011
In re Douglas Tingvall
Bankr. W.D. Wash. Case No. 11-11310
Chapter 11 Petition filed February 8, 2011
*********
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. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Howard
C. Tolentino, Joseph Medel C. Martirez, Denise Marie Varquez,
Philline Reluya, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G.
Patalinghug, and Peter A. Chapman, Editors.
Copyright 2011. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
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re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers. Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.
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